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TO BE THE PREMIERMULTINATIONALCORPORATION PROVIDINGURBAN LIVING SOLUTIONSTHROUGH THE TWINCORE BUSINESSES OFPROPERTY DEVELOPMENTAND PROPERTY FUNDMANAGEMENT.1We are committed to create live-work-playenvironments of enduring value for thecommunity with our hallmark excellence,and achieve sustainable higher returnsfor our shareholders.CONTENTS1 Key Figures for 20112 Group Financial Highlights3 Five-Year Group Financial Profile4 Group Quarterly Results5 Corporate Profile6 Chairman’s Statement12 Board of Directors18 Senior Management20 Key Personnel24 Investor Relations28 Corporate Milestones29 Awards and Accolades32 Special Feature– Creating Urban Vitalitythrough SustainableMixed-Use Developments38 Operations and Market Review40 – Overview42 – Singapore44 – Residential50 – Commercial58 – Property Fund Management– Overseas64 – China78 – Vietnam84 – India86 – Indonesia89 – Saudi Arabia90 – The Philippines92 – Thailand93 – MalaysiaRegional Network94 – Asia Pacific and Middle East96 – Singapore98 Financial Review104 Property Portfolio Analysis106 Sensitivity Analysis107 Economic Value Added108 Value Added Statement110 Productivity Analysis112 Corporate Liquidity andCapital Resources114 Business Dynamics and Risk Factors115 Critical Accounting Policies117 Sustainability ReportSustaining Growth118 – Corporate Governance134 – Risk Management138 – EnvironmentEmpowering Lives144 – Health and Safety146 – People MatterNurturing Communities150 – Community and Society154 Directors’ Report162 Statement by Directors163 Independent Auditors’ Report164 Consolidated Profit and Loss Account165 Consolidated Statement ofComprehensive Income166 Balance Sheets167 Statements of Changes in Equity170 Consolidated Cash Flow Statement172 Notes to the Financial Statements240 Significant Subsidiary andAssociated Companies246 Corporate Information247 Profile of Directors andSenior Management256 Calendar of Financial Events257 Corporate Structure262 Property Portfolio280 Statistics of Shareholdings282 Notice of Annual General Meeting288 Share Transaction StatisticsProxy Form


KEY FIGURES FOR 2011$1.37bNET PROFITNet profit grew 30% to a record$1.37 billion.$540mECONOMIC VALUE ADDEDEconomic value added improved 37%to $540 million.$0.20DIVIDEND PER SHAREFinal dividend of 20 cents per share.32.9%RETURN ON EQUITYReturn on equity increased furtherto 32.9% from a restated 31% in 2010.0.1xNET DEBT-EQUITY RATIOMaintained low net debt-equityratio of 0.1x to capture opportunitiesin key markets.2,500RESIDENTIAL SALESAbout 2,500 homes sold in Singaporeand overseas, mainly from townshipsin China.2$14.8bASSETS UNDER MANAGEMENTTotal assets under management byproperty fund management businessincreased 32% to $14.8 billion.26GREEN MARK AWARDSA total of 26 Green Mark Awardswas conferred by the Buildingand Construction Authority fordevelopments in Singaporeand overseas.1, 2. <strong>Keppel</strong> <strong>Land</strong> continues toredefine Singapore’s skyline withquality developments.Key Figures for 20111


GROUP FINANCIALHIGHLIGHTS2011 2010 % Increase/(Decrease)For the year ($’000)Sales 948,974 685,408 38.5Pre-tax profitBefore fair value gain on investment properties/impairment 912,638 750,987 21.5After fair value gain on investment properties/impairment 1,503,928 1,176,797 27.8Net profit 1,365,646 1,052,919 29.7Funds used in operations (892,199) (1,086,895) (17.9)Development expenditures (1,551,993) (1,447,001) 7.3Capital expenditure on investment properties and fixed assets (132,933) (271,666) (51.1)Proposed dividend 297,989 261,349 14.0Total value added 1,086,300 912,600 19.0At year-end ($’000)Shareholders’ equity 5,419,219 4,128,677 31.3Non-controlling interests 294,401 301,836 (2.5)Long-term borrowings 2,336,200 2,199,669 6.2Short-term borrowings 201,213 316,792 (36.5)Total funds invested 8,251,033 6,946,974 18.8Per shareEarnings (cents) (Note 1)After taxation but before fair value gain on investment properties/impairment 55.7 45.1 23.5After taxation and fair value gain on investment properties/impairment 93.2 73.3 27.1Proposed dividend (cents) 20.0 18.0 11.1Net asset value ($) 3.64 2.85 27.7Financial ratiosReturn on equity (%) (Note 2)After taxation but before fair value gain on investment properties/impairment 19.6 19.1 2.6After taxation and fair value gain on investment properties/impairment 32.9 31.0 6.1Dividend cover (times) 2.7 2.5 8.0Interest cover (times) (Note 3) 48.9 32.4 50.9Net debt-equity ratio (times) (Note 4) 0.10 0.21 (52.4)Employees (Note 5)Number (average) 3,038 2,835 7.2Wages and salaries ($’000) 148,547 124,866 19.0Pre-tax profit per employee ($’000) 243 195 24.6Notes:1. Earnings per share are calculated by reference to the weighted average number of shares in issue during the year.2. In the calculation of return on equity, the weighted average basis has been used.3. In the calculation of interest cover, fair value gain on investment properties/impairment has been excluded. Net interest cost on external borrowings,comprising net interest expense taken to the profit and loss account and interest capitalised under investment properties and properties held for sale,has been used.4. In the calculation of the net debt-equity ratio, net debt includes borrowings net of cash and equity includes non-controlling interests in subsidiary companies.5. Wages and salaries include amounts capitalised under properties held for sale. In the calculation of pre-tax profit per employee, the share of results ofassociated companies and fair value gain on investment properties/impairment have been excluded.6. From 1 January 2011, the Group had adopted INT FRS 115 Agreements for the Construction of Real Estate, under which overseas trading projects andresidential units sold under deferred payment scheme in Singapore are accounted for using the completion of construction method. The 2010 comparativeshave been restated accordingly. Please refer to pages 173 and 174 for more details.2<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


CHAIRMAN’S STATEMENTThe Group’s fund managementbusiness is expected to continue toperform well in both the growth of itsasset base and contribution tothe Group’s total profit.PROGRESS ON THESUSTAINABILITY FRONTIt was a year of many firsts in<strong>Keppel</strong> <strong>Land</strong>’s sustainability journey.The Group was commended forits efforts and attained the BestSustainability Report at the ACCASingapore Awards for SustainabilityReporting 2011 as well as BestPerformer in Asia under the GlobalReal Estate Sustainability Benchmark2011. The Group embarked on its firstoverseas volunteer trip for its mobilelibrary project, Words on Wheels,leading a team of 15 volunteers fromacross the <strong>Keppel</strong> Group to Hanoi,Vietnam, in December 2011.For the first time, <strong>Keppel</strong> <strong>Land</strong>became an index component of theDow Jones Sustainability World Index,which comprises the top 10% interms of sustainability leadership outof the largest 2,500 companies in theDow Jones Global Indices. It was alsothe Group’s second consecutive yearon the Dow Jones SustainabilityAsia Pacific Index.<strong>Keppel</strong> <strong>Land</strong> continues to receiverecognition for its unwaveringcommitment towards corporategovernance and transparency. TheGroup was conferred the Silver Awardfor Best Managed Board at theSingapore Corporate Awards 2011.<strong>Keppel</strong> <strong>Land</strong> was jointly ranked thirdamong 660 companies in 2011, up fromits 13th position in 2010, in the annualGovernance and Transparency Index.Testament to its consistent efforts inproactive shareholder communications,<strong>Keppel</strong> <strong>Land</strong> won the Grand Prix forBest Overall Investor Relations in thesmall- or mid-cap category at theannual Investor Relations (IR) MagazineSouth East Asia Awards 2011. It wasthe only mid-cap company rankedalongside the large-cap firms in thetop 10 positions of a regional rankingby IR Magazine.Consistently pushing the envelope onits sustainability path, <strong>Keppel</strong> <strong>Land</strong>recently became a signatory to theUnited Nation Global Compact’s10 principles in the areas of humanrights, labour, the environment andanti-corruption. The Group is alsoworking towards the integration ofISO 26000, the InternationalOrganisation for Standardisation’sGuidance on Social Responsibility,into its business operations and itssustainability reporting. Internally,<strong>Keppel</strong> <strong>Land</strong> will be implementing aCarbon Management Plan to improveenergy efficiency in buildings, andis committed to reduce its carbonemissions by 16% below the 2010emission levels by 2020. This will resultin a reduction of about 29,000 tonnesof carbon dioxide emissions, withpotential savings of about $15.6 million.Beyond 2020, annual savings of about$4.8 million are expected.ACKNOWLEDGEMENTSI would like to thank our shareholders,customers and business partners fortheir unwavering support throughoutthe years. My appreciation also goesout to our Directors for their guidancein navigating the Company throughthese challenging times. The hardwork and commitment of themanagement team and employeesmust also be acknowledged. It is thisconcerted effort to work together as ateam that will propel <strong>Keppel</strong> <strong>Land</strong> togreater heights.Although 2012 will be a challengingyear, I am confident that <strong>Keppel</strong> <strong>Land</strong>will be able to ride through thechallenges with continued supportfrom all stakeholders.Yours sincerely,CHOO CHIAU BENGCHAIRMAN22 February 2012Reflections at <strong>Keppel</strong> Bay continues to set newbenchmarks in world-class waterfront living.10<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Chairman’s Statement11


BOARD OF DIRECTORSTSUI KAI CHONG, 56LEE AI MING, 57TAN YAM PIN, 71HENG CHIANG MENG, 66Chairman, Audit CommitteeMember, Remuneration CommitteeMember, Board Risk CommitteeMember, Brand Review CommitteeMember, Audit CommitteeMember, Board Risk CommitteeMember, Board Safety CommitteeMember, Brand Review CommitteeChairman, Remuneration CommitteeChairman, Board Safety CommitteeMember, Human Capital CommitteeMember, Brand Review CommitteeMember, Audit CommitteeMember, Board Safety CommitteeMember, Human Capital Committee14<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Board of Directors15


BOARD OF DIRECTORSEDWARD LEE KWONG FOO, 65KOH-LIM WEN GIN, 67TEO SOON HOE, 62OON KUM LOON, 61Member, Board Risk CommitteeMember, Human Capital CommitteeMember, Brand Review CommitteeMember, Nominating CommitteeMember, Board Safety CommitteeMember, Human Capital CommitteeMember, Brand Review CommitteeMember, Audit CommitteeChairperson, Board Risk CommitteeMember, Audit Committee16<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Board of Directors17


SENIOR MANAGEMENT1. CHRISTINA TAN HUA MUIMANAGING DIRECTOR AND CO-HEAD,ALPHA INVESTMENT PARTNERS LIMITED2. TAN SWEE YIOWPRESIDENT, SINGAPORE COMMERCIALAND HEAD, REGIONAL INVESTMENTS3. NG HSUEH LINGCHIEF EXECUTIVE OFFICER,K-REIT ASIA MANAGEMENT LIMITED4. KEVIN WONG KINGCHEUNGGROUP CHIEF EXECUTIVE OFFICER5. AUGUSTINE TAN WEE KIONGPRESIDENT, SINGAPORE RESIDENTIALAND HEAD, REGIONAL INVESTMENTS6. ANG WEE GEEEXECUTIVE DIRECTOR,KEPPEL LAND INTERNATIONAL LIMITEDAND EXECUTIVE VICE CHAIRMAN,KEPPEL LAND CHINA LIMITED7. DESMOND TANG KOK PENGMANAGING DIRECTOR AND CO-HEAD,ALPHA INVESTMENT PARTNERS LIMITED1. CHUNG CHOON SANGENERAL MANAGER,PROJECT MANAGEMENT2. ALBERT FOO CHEUR WEEGENERAL MANAGER,MARKETING3. CHAN KAM FAIGENERAL MANAGER,HUMAN RESOURCES4. LIM KEI HINCHIEF FINANCIAL OFFICER5. CHOO CHIN TECKDIRECTOR, CORPORATE SERVICESAND COMPANY SECRETARY6. CHRISTOPHER HO KAM POUYGENERAL MANAGER,PROPERTY MANAGEMENT7. JOHN HENRY BIRCHALLDIRECTOR, SAFETY AND HEALTH123 5467123456718<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Senior Management19


KEY PERSONNEL<strong>Keppel</strong> <strong>Land</strong> LimitedProperty Investment, Development and ManagementProperty Fund ManagementCHOO CHIAU BENGChairmanKEVIN WONG KINGCHEUNGGroup Chief Executive OfficerKEPPEL LAND INTERNATIONAL LIMITEDANG WEE GEEExecutive Director,<strong>Keppel</strong> <strong>Land</strong> International Limitedand Executive Vice Chairman,<strong>Keppel</strong> <strong>Land</strong> China LimitedCHOO CHIN TECKDirector, Corporate Services,<strong>Keppel</strong> <strong>Land</strong> International Limitedand Company Secretary,<strong>Keppel</strong> <strong>Land</strong> LimitedFINANCE AND ADMINISTRATIONLIM KEI HINChief Financial OfficerSINGAPORE COMMERCIALTAN SWEE YIOWPresident, Singapore Commercialand Head, Regional InvestmentsJEFF TAN YEK SANGGeneral Manager,Investment and Asset ManagementPAUL LAU KAH KEEGeneral Manager,ProjectsSINGAPORE RESIDENTIALAUGUSTINE TAN WEE KIONGPresident, Singapore Residentialand Head, Regional InvestmentsVERNON LOW ONG CHYEGeneral Manager,Business Developmentand Asset ManagementGOH HAN KEEDeputy General Manager,ProjectsCORPORATE DEVELOPMENTJOSEPH LOW KAR YEWDeputy General Manager,Corporate DevelopmentHUMAN RESOURCESCHAN KAM FAIGeneral Manager,Human ResourcesINFORMATION TECHNOLOGYKEVIN CHUA KEE WEEAssistant General Manager,Information TechnologyINTERNAL AUDITTEE SWEE TENGAssistant General Manager,Group Internal AuditINVESTOR RELATIONS AND RESEARCHSERENA TOH LAI SIONGDeputy General Manager,Investor Relations and ResearchMARKETINGALBERT FOO CHEUR WEEGeneral Manager,MarketingPROJECT MANAGEMENTCHUNG CHOON SANGeneral Manager,Project Management(From 24 February 2012)PROPERTY MANAGEMENTCHRISTOPHER HO KAM POUYGeneral Manager,Property ManagementRISK MANAGEMENTAPRIL CHANG SHU PINGAssistant General Manager,Risk Management(From 1 February 2012)WORKPLACE SAFETY AND HEALTHJOHN HENRY BIRCHALLDirector,Safety and HealthKEPPEL BAY PTE LTDAUGUSTINE TAN WEE KIONGDirectorTAN TAI CHIEWGeneral ManagerMARINA AT KEPPEL BAYAUGUSTINE TAN WEE KIONGPresident, Singapore Residentialand Head, Regional InvestmentsTREVOR FONG KITGeneral Manager,Marina at <strong>Keppel</strong> BayK-REIT ASIA MANAGEMENT LIMITEDNG HSUEH LINGChief Executive OfficerEVE CHAN BEE LENGChief Financial OfficerALPHA INVESTMENTPARTNERS LIMITEDCHRISTINA TAN HUA MUIManaging Director and Co-HeadDESMOND TANG KOK PENGManaging Director and Co-HeadALVIN MAH CHEE HONGChief Investment OfficerANG SOCK CHENGChief Financial OfficerHotels, Serviced Apartmentsand Resort ManagementSEDONA HOTELSINTERNATIONAL PTE LTDTAN SWEE YIOWDirectorVINCENT TAN AIK CHEONGSenior Vice President20<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Key Personnel21


INVESTOR RELATIONSas well as two Merit Awards in theAccounting and Financial Reporting,and Corporate Governance categories atthe Asia Pacific Real Estate AssociationBest Practices Awards 2011.For its commitment and efforts towardsCSR, <strong>Keppel</strong> <strong>Land</strong> was selected as partof the index component of the DowJones Sustainability (DJSI) Asia PacificIndex for the second consecutive yearin 2011. The Company is also part ofthe DJSI World Index, which comprisescompanies in the top 10% in termsof sustainability leadership, out of thelargest 2,500 companies listed in theDow Jones Global Indices.The Company is also featured inThe Sustainability Yearbook 2012for the second consecutive yearand has been named SustainabilityAsset Management (SAM) SectorMover 2012 for the real estatesector. The SAM Sector Mover titleis awarded to companies with thegreatest relative improvement inits sustainability performanceduring the year.CHALLENGING YEAR AHEAD2012 is expected to be a challengingyear with the ongoing uncertainties inthe global financial markets as wellas upcoming elections and politicalsuccession in some countries.Management and the IR team willcontinue its efforts in articulatingthe Company’s strategies in a timelymanner and work towards greaterdisclosure for the investmentcommunity and shareholders.Market Capitalisation of <strong>Keppel</strong> <strong>Land</strong>as at end of year ($ million)8,000INVESTOR RELATIONS CALENDARThe investor relations team continues to engage in corporate activities to provideinvestors and stakeholders a balanced perspective of <strong>Keppel</strong> <strong>Land</strong>.Q1 2011– Announcement of 2010 resultswith joint press and analysts’ briefing– Participated in Morgan Stanleyroadshow in Hong KongQ2 2011– Announcement of 1Q 2011 results– Annual General Meeting– Participated in Citi Asia PacificProperty, Bank of America-MerrillLynch Asean Stars and Deutsche BankAccess ConferencesQ3 2011– Announcement of 1H 2011 results withjoint press and analysts’ briefing– Non-deal roadshow with Nomurain London– Participated in Nomura AseanCorporate Day in London– Hosted site visits in Vietnam– Participated in Nomura AsiaEquity Forum– Organised analysts’ site visitsto Chengdu and Tianjin in China– Participated in Nomura InvestorRelations Seminar in London– Hosted site visits in Singaporeand China6,000<strong>Keppel</strong> <strong>Land</strong> received the Grand Prixfor Best Overall Investor Relations forsmall- or mid-cap companies at theIR Magazine South East Asia Awards 2011.4,0002,00002007 2008 2009 2010 20115,243 1,226 5,004 6,961 3,308Q4 2011– Announcement of 3Q 2011 results– Announcement of the divestmentof interest in OFC to K-REIT Asia– Investor roadshows to the US,Hong Kong and the UK to garnersupport for the OFC transaction– Extraordinary General Meeting forthe divestment of interest in OFC– Hosted site visits in Singaporeand China26<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Investor Relations27


CORPORATE MILESTONESSEPTE<strong>MB</strong>ER– <strong>Keppel</strong> <strong>Land</strong> received positiveresponse from the launch ofThe Luxurie in Sengkang.– Alpha set up new office in Shanghai.– Alpha announced the firstclosing of AAMTF II which raiseda total of US$485 million frominstitutional investors.– AAMTF II made its maidenacquisition into a 142-roomboutique Central Park Hotelin Hong Kong.<strong>Keppel</strong> <strong>Land</strong> broke ground for Saigon Centre Phase 2 in Ho Chi Minh City, Vietnam.JANUARY– <strong>Keppel</strong> <strong>Land</strong> divested its interestin <strong>Keppel</strong> Digihub to a joint venturecompany formed by <strong>Keppel</strong> <strong>Land</strong>and <strong>Keppel</strong> Telecommunications& Transportation.– <strong>Keppel</strong> <strong>Land</strong> posted record netprofit of more than $1 billionfor 2010.FEBRUARY– Marina at <strong>Keppel</strong> Bay completed theexpansion of its berth space to meetrising demand from superyachtsinto Singapore.MARCH– <strong>Keppel</strong> <strong>Land</strong> secured a 1.8-haprime residential site in Sengkang.– Alpha Investment Partners (Alpha),through its Alpha Asia Macro TrendsFund (AAMTF), and NTUC Incomejointly acquired Capital Square.– K-REIT Asia acquired additionalfour levels of strata office space inPrudential Tower.APRIL– Singapore’s Emeritus SeniorMinister Goh Chok Tong officiatedthe groundbreaking ceremony of<strong>Keppel</strong>’s mixed-use development,Seasons City, in Tianjin Eco-City.JUNE– Riviera Point in Ho Chi Minh City(HCMC), Vietnam, receivedpositive response ahead of itspublic launch.– <strong>Keppel</strong> <strong>Land</strong> China secured a7.2-ha prime residential site inNanxiang Town, Shanghai.– <strong>Keppel</strong> <strong>Land</strong> obtained masterplanapproval for the development ofa prime 30-ha waterfront site inSouth Rach Chiec, HCMC.JULY– K-REIT Asia acquired a 50%interest in 8 Chifley Squarein Sydney.– <strong>Keppel</strong> <strong>Land</strong> China launchedThe Seasons in Shenyang.AUGUST– <strong>Keppel</strong> <strong>Land</strong> China secureda prime 21.5-ha lakefrontresidential site in the BinhuDistrict of Wuxi.– Singapore’s Deputy PrimeMinister and Minister forFinance and ManpowerTharman Shanmugaratnamofficiated the opening ofOcean Financial Centre (OFC)in a light-up ceremony.OCTOBER– <strong>Keppel</strong> <strong>Land</strong> entered into ashare purchase agreementwith K-REIT Asia for thesale of its 87.5% interest inOcean Properties Pte. Limited,owner of OFC, for a periodof 99 years.– K-REIT Asia proposed a17-for-20 rights issue to partlyfinance the acquisition of OFC.NOVE<strong>MB</strong>ER– <strong>Keppel</strong> <strong>Land</strong> broke groundfor Phase 2 of Saigon Centrein HCMC.– <strong>Keppel</strong> <strong>Land</strong> opened the firstSafety Awareness Centre inHCMC to raise safety standardsamong its workforce.DECE<strong>MB</strong>ER– K-REIT Asia secured CorrsChambers Westgarth as its firstanchor tenant at 8 Chifley Squarein Sydney ahead of its completionin 2013.28<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


AWARDS AND ACCOLADES121. <strong>Keppel</strong> <strong>Land</strong> was named runner-up forthe Most Transparent Company at theSIAS Investors’ Choice Awards 2011.2. Jakarta Garden City is the first residentialdevelopment in Indonesia to be conferredthe BCA Green Mark Gold Award.Corporate TransparencyBEST MANAGED BOARD<strong>Keppel</strong> <strong>Land</strong> received the Silver Awardfor the Best Managed Board atSingapore Corporate Awards 2011organised by The Business Times (BT)and supported by the SingaporeExchange. Dubbed as the “Oscars”of Singapore’s corporate world,the award recognises excellence inshareholder communication andcorporate governance.JOINT-THIRD PLACE IN GOVERNANCEAND TRANSPARENCY INDEX<strong>Keppel</strong> <strong>Land</strong> clinched the joint-thirdplace among 660 companies inthe Governance and TransparencyIndex (GTI) 2011. Organised by BTand Centre for Governance, Institutionsand Organisations, the GTI assessesthe governance standards andtransparency of companies.SIAS MOST TRANSPARENT COMPANY<strong>Keppel</strong> <strong>Land</strong> was runner-up forthe Most Transparent Companyin the Property category at the12th Securities Investors AssociationSingapore (SIAS) Investors’ ChoiceAwards 2011. This is the 11th yearrunning that the Company has won theaward from SIAS.APREA BEST PRACTICES AWARDS<strong>Keppel</strong> <strong>Land</strong> received the MatureMarkets Highly Commended Awardand two Merit Awards in the Accountingand Financial Reporting, and CorporateGovernance categories at the AsiaPacific Real Estate Association (APREA)Best Practices Awards 2011.BEST OVERALL INVESTOR RELATIONS<strong>Keppel</strong> <strong>Land</strong> clinched the Grand Prixfor Best Overall Investor Relations (IR)for small- or mid-cap companies at theIR Magazine South East Asia Awards2011, which recognises companiesand individuals for excellence incommunication with investorsand analysts.Awards and Accolades29


AWARDS AND ACCOLADESCorporate Social Responsibility123LEADER IN SUSTAINABILITYREPORTING<strong>Keppel</strong> <strong>Land</strong> won the Best SustainabilityReport Award at the Singapore Awardsfor Sustainability Reporting 2011organised by the Association ofChartered Certified Accountants.The award recognises <strong>Keppel</strong> <strong>Land</strong>’sexcellence in environmental, socialand sustainability reporting.DOW JONES SUSTAINABILITY INDICES<strong>Keppel</strong> <strong>Land</strong> has been selected as anindex component of the Dow JonesSustainability World Index and retains itsposition in the Dow Jones SustainabilityAsia Pacific Index for a second year.The indices follow a best-in-classapproach and include sustainabilityleaders from each industry on a globaland regional level respectively.<strong>Keppel</strong> <strong>Land</strong> is also included inThe Sustainability Yearbook 2012,which features the top 15% of theworld’s 2,500 largest companies insustainability leadership, and is namedthe Sustainability Asset Management(SAM) Sector Mover 2012 for thereal estate sector for achievingthe greatest improvement insustainability performance.BEST SUSTAINABILITYPERFORMER IN ASIA<strong>Keppel</strong> <strong>Land</strong> was named the BestPerformer in Asia in the Global RealEstate Sustainability Benchmark 2011,and earned a “Green Star” for itsconcerted approach towardsmeasurement and management ofenvironmental indicators as well assteering efforts on reduction of resourceconsumption and innovation in measuresbeyond energy efficiency.GLOBAL CSR AWARDSOcean Financial Centre (OFC) clinchedthe Gold Award in the Product Excellencecategory at the Global CSR Awards 2011,which recognises and honourscompanies for outstanding, innovativeand world-class products and services.BEST IN CLASS<strong>Keppel</strong> <strong>Land</strong> was conferred theBest in Class (Financials) award byStorebrand, a leading Norwegianfinancial institution, for its exceptionalfinancial, environmental andsocial performance.GREEN MARK AWARDS<strong>Keppel</strong> <strong>Land</strong>’s developments inSingapore (Bugis Junction Towers andMarina at <strong>Keppel</strong> Bay) and overseas(Jakarta Garden City in Indonesia andPlot C1 of Central Park City in Wuxi,China) were conferred the Green MarkGold Awards by the Building andConstruction Authority (BCA)of Singapore.This brings the total number ofGreen Mark Awards attained by<strong>Keppel</strong> <strong>Land</strong> to 26.CLEAN AND GREEN MARINAMarina at <strong>Keppel</strong> Bay won theGreen Maritime Company of theYear Award at the 7th Asia BoatingAwards in Hong Kong. It is also thefirst in Asia to receive the CleanMarina Level 3 accreditation bythe Marina Industry Associationof Australia.EMPLOYER OF CHOICE<strong>Keppel</strong> <strong>Land</strong> garnered the LeadingHR Practices in Corporate SocialResponsibility (CSR) Award, LeadingHR Practices in Regional/InternationalHR Award (Special Mention) as wellas Leading HR Practices in TalentManagement, Retention and SuccessionPlanning Award (Special Mention)at the Singapore HR Awards 2011.Product ExcellenceBEST DEVELOPER IN SINGAPORE<strong>Keppel</strong> <strong>Land</strong> was named BestDeveloper in Singapore (Overall)and Best Office Developer in Singaporeat Euromoney’s Real Estate Awards2011, which recognises the best inthe global real estate industry.FIABCI AWARDSMarina Bay Residences andMarina Bay Financial Centre Phase 1(<strong>MB</strong>FC Phase 1) received the FIABCIPrix d’Excellence Singapore PropertyAwards 2011 for the residential(high-rise) and office categoriesrespectively. The awards recogniseexcellence in real estate development interms of design, aesthetics, functionalityas well as contribution to the builtenvironment and community at large.MIPIM ASIA AWARDS<strong>MB</strong>FC Phase 1 clinched the Gold Awardfor Best Mixed-Use Building category aswell as the Participants’ Choice Awardat the MIPIM Asia Awards 2011.EXCELLENCE IN DESIGN ANDENGINEERING SAFETY<strong>MB</strong>FC garnered two merit awardsfrom the BCA at the Design andEngineering Safety ExcellenceAwards 2011.DOUBLE WINS AT SOUTH EASTASIA PROPERTY AWARDSOFC in Singapore and The Estellain HCMC were named the GreenDevelopment (South East Asia) andBest Condominium Development(Vietnam) respectively at theinaugural South East Asia PropertyAwards 2011.HOSPITALITY EXCELLENCESedona Hotel Yangon wasnamed Myanmar’s Leading Hotelwhile Hotel Sedona Manado waspicked as Indonesia’s LeadingBusiness Hotel at the WorldTravel Awards 2011. Hailed byThe Wall Street Journal as thetravel industry’s equivalent to theOscars, the awards recogniseexcellence in the global traveland tourism industry.1. <strong>Keppel</strong> <strong>Land</strong> was lauded for excellence inenvironmental, social and sustainabilityreporting by the Association of CharteredCertified Accountants.2. Marina at <strong>Keppel</strong> Bay complements<strong>Keppel</strong> Bay’s offerings of a world-classand sustainable waterfront lifestyle.3. The Estella, a luxury condominium inHo Chi Minh City, was named the BestCondominium Development in Vietnam.30<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Awards and Accolades31


SPECIAL FEATURECREATING URBANVITALITY THROUGHSUSTAINABLEMIXED-USEDEVELOPMENTSAs Asia advances alongits growth path, there is anincreasing need for countriesto maximise land efficiencyand invigorate communitieswith integrated and sustainabledevelopments.32<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Special FeatureCreating Urban Vitality through Sustainable Mixed-Use Developments33


SPECIAL FEATUREUrbanisation in Asia has beenprogressing at an unprecedented ratein recent decades. According to theUnited Nations, Asia has seen thefastest urban population growth in theworld, expanding at an average 3.5%a year from 30% in the 1990s to morethan 42% today.By 2020, an estimated 2.2 billion peopleor more than 50% of the world’s urbanpopulation will live in Asia.Such rapid growth has put constraintson resources, including landand infrastructure as well as theenvironment. This has hastened theneed for Asia’s fast-growing cities tointensify the use of land and maximiseland efficiency as more people migratefrom rural areas to cities and towns.There is also a growing need for cities inAsia to balance land use requirementswith environmental sustainability overthe longer term.Asia’s strong economic growth,rising affluence and expandingmiddle-class have also influencedthe preferences of homebuyers andcorporate occupiers.Mixed-use development is increasingly apopular concept among developers andcity planners as it offers a unique way tooptimise land use.RENAISSANCE OF MIXED-USEDEVELOPMENTSHomeowners and corporate occupiersseek a more synergistic living andworking experience in mixed-usedevelopments, which integrates multipleuses into a comprehensive large-scaledevelopment through combiningelements of residential, retail and officespace as well as entertainment options.Capitalising on the wave of urbanisationand growing preference for a sustainablelive-work-play environment, mixedusedevelopments are gaining tractionin Asia, especially in fast-emergingeconomies like China and India. As anexample, the total value of new mixedusedevelopments in China in thefirst quarter of 2011 was more thanR<strong>MB</strong> 4.6 billion.In Singapore where land is scarce,the Urban Redevelopment Authority(URA) strives to integrate thelive-work-play concept into downtownand regional settings, supported byits excellent road and rail network.Marina Bay Financial Centre (<strong>MB</strong>FC),jointly developed by <strong>Keppel</strong> <strong>Land</strong>,Cheung Kong (Holdings) and Hongkong<strong>Land</strong>, is one example which showcasesthe growing trend of using mixed-usedevelopments to rejuvenate downtownareas into more vibrant communities.Such large-scale developments mirrorthe likes of London’s Canary Wharf andShanghai’s Pudong District, wherebare land has been transformed intobustling 24/7 destinations with a mix oflifestyle options for locals, expatriatesand tourists alike.With URA’s growing emphasis ondecentralising commercial activitiesand developing suburban regional hubs,new growth areas such as Jurongand Paya Lebar will create a vibrantenvironment beyond the traditionaldowntown areas.SUSTAINABLE AND FINANCIALLYATTRACTIVE CONCEPTAs urban landscapes evolve, many cityplanners have seen the importance ofcreating sustainable developments toDRIVERS BEHIND MIXED-USE DEVELOPMENTSFAD ORFASHION– Iconic buildings– Urban livingECONOMIC– Investmentdiversification– Risk management– DevelopmentuncertaintiesPOLICY– Urban renaissance– Planning guidance– SustainabilityMIXED-USEDEVELOPMENTSSOCIAL– Work-life balance– Demographic change– Global/24 economyTECHNICAL– Building efficiency– IT technical advancesmeet the demands of environmentallyconsciousconsumers.By integrating land use and applyinghigher densities, mixed-use developmentsare able to generate greater usable spacein smaller footprints. In Singapore,mixed-use developments are oftensituated close to key transport nodessuch as mass rapid transit stations,increasing the appeal and capital valuesof such urban developments. The highconnectivity and convenience broughtby these projects will encourage the useof public transportation.Harnessing green building technology,mixed-use developments can effectivelyreduce carbon footprint. Seasons City,a mixed-use development located withinthe Sino-Singapore Tianjin Eco-City(Tianjin Eco-City) in China illustratesthe positive environmental impact ofsuch developments.Built in accordance to the highestPlatinum standard of China’s GreenBuilding Evaluation Standard, thiseco-development will generatesignificant energy savings of morethan 1.2 million kWh a year.Source: Sheppard RobsonUrban Population(% of Total Population in 2010)% RATE OF URBANISATION(2010–2015 EST.)100806040200Singapore Malaysia The Philippines China Indonesia Thailand Myanmar India Vietnam100 72 49 47 44 34 34 30 30Singapore 0.9Malaysia 2.4The Philippines 2.3China 2.3Indonesia 1.7Thailand 1.8Myanmar 2.9India 2.4Vietnam 3.0Source: CIA FactbookSource: CIA Factbook34<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Special FeatureCreating Urban Vitality through Sustainable Mixed-Use Developments35


SPECIAL FEATURETianjin Eco-City also incorporatestechnology which emits alarm signalswhen poor air quality is detected.1 2Eco-friendly features are alsointegrated into the development ofSeasons Park, <strong>Keppel</strong>’s first collectionof eco-homes within Tianjin Eco-City.For example, the development’senvelope thermal performancecan achieve energy savings of upto 70%. Seasons Park has receivedfavourable market response, withabout 80% of the 787 launched unitssold as at end-February 2012.In addition, a joint study by theCommercial Real Estate DevelopmentAssociation and Colliers indicated thatwell-designed mixed-use developmentscan command a rental premium of$1.79 to $1.99 psf over single-useprojects, due to the value-add fromthe integration of complementaryproperty segments.Even as market conditions soften,mixed-use developments with strongmarketing attributes continue to appealto buyers. For instance, in Singapore,Watertown in the northeastern region ofPunggol and The Hillier in Upper BukitTimah recorded strong take-up followingtheir respective launches in early-2012and late-2011. Comprising residential,SOHO (small office-home office) andretail components, the positive responsefor both projects demonstrates buyers’growing preference for integrateddevelopments.Furthermore, mixed-use developmentshelp to diversify the risks undertakenby developers. As the various propertysegments have different peaks andtroughs, developers can leverage thedifferent business cycles to mitigate theimpact arising from the downcycle for aparticular property segment.A report by Urban <strong>Land</strong> Institute andPricewaterhouseCoopers in 2011indicated that retail space would be agood complement to the office sector.This is supported by a Jones LangLaSalle research report whichshowed that office-dominatedmixed-use developments benefit fromhigher returns and lower volatility ofreturns compared with single officeuse alternatives.GROWING OPPORTUNITIES IN ASIAAsia presents many opportunities forthe development of mixed-use projectsas more land parcels in the region areincreasingly designated for such use.Leveraging its track record as a premierdeveloper of mixed-use developments,<strong>Keppel</strong> <strong>Land</strong> will be able to capitaliseon its expertise to continually createquality live-work-play environments ofenduring value.<strong>MB</strong>FC, comprising Grade A officespace, luxury residential homes inMarina Bay Suites and Marina BayResidences as well as Marina Bay LinkMall, is one such landmark project thatshowcases <strong>Keppel</strong> <strong>Land</strong>’s capabilitiesin masterplanning, executing andmanaging large-scale developments.Sitting on a prime 3.55-ha waterfrontsite fronting the Marina Bay businessand financial district, <strong>MB</strong>FC is one ofthe largest mixed-use developmentsin Singapore. The development hasreceived recognition and garnerednumerous awards such as theFIABCI Prix d’Excellence Award andMIPIM Asia Award for the mixed-usebuilding. It has also received the GreenMark Gold Award conferred by theBuilding and Construction Authorityof Singapore for <strong>MB</strong>FC Phase 1 andthe two residential developments aswell as the Green Mark Gold PLUS Awardfor <strong>MB</strong>FC Phase 2. These awards aretestament to the design excellence ofthe development and its contributionto the environment and communityat large.<strong>MB</strong>FC Towers 1 and 2 under Phase 1are fully-leased to internationalblue-chip tenants such as StandardChartered and BHP Billiton. The strongfollowing and branding of the projecthas created a positive spillover to theupcoming <strong>MB</strong>FC Tower 3, which hasachieved pre-commitment of morethan 60% as at end-February 2012.The residential components of thedevelopment, Marina Bay Residencesand Marina Bay Suites, have alsobeen well-received by buyers fromSingapore and overseas. Marina BayResidences is fully sold, while 98%of the 156 launched units at Marina BaySuites have been taken up as atend-Feburary 2012.Capitalising on its experience in thedevelopment of large-scale projectsand track record as a prime officedeveloper in Singapore, <strong>Keppel</strong> <strong>Land</strong>is also growing a stronger commercialpresence overseas. Having a morebalanced portfolio will allow the Groupto moderate the volatilities of thedifferent property segments. <strong>Keppel</strong> <strong>Land</strong>China has recently acquired thecontrolling stake of a company to developa 2.6-ha commercial site located inthe heart of Beijing’s central businessdistrict. With a gross floor area of about100,000 sm, the development willcomprise three office blocks andretail premises.A successful mixed-use developmentrequires careful planning of theproportion, specification and design ofthe individual components. Based ona study by Colliers, a high populationdensity is a major factor for the successof mixed-use developments.Saigon Centre, a mixed-usedevelopment located in the heartof Ho Chi Minh City, Vietnam, is onesuch project that has benefited fromthe city’s dense population. Completedin 1996, Phase 1 of Saigon Centre hasbecome a popular shopping destinationand prime business address. To meetthe city’s changing demographicsand lifestyle trends, <strong>Keppel</strong> <strong>Land</strong>embarked on Phase 2 developmentof Saigon Centre in end-2011. Whencompleted, Phase 2 of Saigon Centrewill comprise seven levels of dining andretail space as well as Grade A officesand serviced residences.MEETING DEMAND FORINTEGRATED DEVELOPMENTSDemographic trends will continueto drive the growth of mixed-usedevelopments in Asia. Well-plannedand well-executed mixed-usedevelopments will contributeto a vibrant and sustainablelive-work-play environment.With the Group’s established presencein key Asian markets, strong trackrecord and expertise in green buildings,<strong>Keppel</strong> <strong>Land</strong> is well-positioned tocapture opportunities to develop urbanmixed-use projects in Singapore andoverseas such as in China, Vietnam,India and Indonesia.Bearing the hallmark quality of theCompany, <strong>Keppel</strong> <strong>Land</strong> will continueto develop properties that aredistinctively <strong>Keppel</strong>.1. Seasons City will contribute to Tianjin Eco-City’svision of becoming a socially harmonious andenvironmentally efficient community.2. Mixed-use developments are gainingtraction in Asia.36<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Special FeatureCreating Urban Vitality through Sustainable Mixed-Use Developments37


DEFINITIVELYKEPPELFOCUSEDRESPONSIBLEPRUDENTMETICULOUSPREMIER


OPERATIONS ANDMARKET REVIEWOVERVIEW: <strong>Keppel</strong> <strong>Land</strong> remains positive of Asia’sproperty market, driven by the region’s favourableeconomic outlook and rapid urbanisation.Compared with the previous practiceof progressive recognition basedon the percentage of completion foroverseas trading projects, the newaccounting standard now recognisesrevenue and profit upon completionof projects/phases. Profits fromresidential units sold under thedeferred payment scheme (DPS)in Singapore are recognised onlywhen the units are completed andhanded over to buyers. As a result,<strong>Keppel</strong> <strong>Land</strong> posted a 6.8%year-on-year (y-o-y) decline innet profit to $198.5 million forits property trading businessin 2011.Geographical BreakdownTotal Asset Distribution(as at 31 December 2011)%Singapore 55.0China 28.0Vietnam 8.0Indonesia 5.0India 1.0Others 3.0Total 100.0BUILDING A STRONGERASIAN PRESENCESupported by strong domestic demand,Asian economies have performedrelatively well in 2011 despite externalshocks ranging from the Eurozonesovereign debt crisis to the earthquake,tsunami and nuclear disasters in Japan.However, Asia is expected to experienceslower growth in 2012 with mountingrisks of a recession in Europe andtepid growth in the US. Notwithstandingheadwinds from the West, Asia isfuelled by the twin growth enginesof China and India.Despite China’s slowing economyas a result of weaker exports andtighter policy, a hard landing isunlikely as the government seeksto fine-tune its economic policiesto support growth. In India, robustconsumer spending driven by arapidly expanding middle-class willcontinue to sustain growth.Concerns over inflation have recededas economic growth moderates andcommodity prices weaken. Withinflationary pressures easing, Asianeconomies such as China, Indonesiaand India are taking steps to relax theirmonetary policies by lowering interestrates or bank reserve requirementratios to stimulate growth. The lowerinterest rates and continued economicgrowth will support the propertymarkets in Asia.The uncertain global outlook hasimpacted sentiments in the regionalproperty markets. However,<strong>Keppel</strong> <strong>Land</strong> believes in the mid- tolong-term potential of Asia and willcontinue to build a stronger presencein this part of the world, given theregion’s favourable economic outlookand rapid urbanisation.Leveraging its experience as a premieroffice developer in Singapore, the Grouphas made the strategic decision tobuild a stronger commercial presenceoverseas. A more balanced portfolio,with diversification beyond residentialdevelopments, will allow the Group tomoderate the volatility of the differentproperty segments.<strong>Keppel</strong> <strong>Land</strong> will continue to seekopportunities in Singapore and overseas.In China, the Group will focus on citieswhere it has a presence. With the openingof Myanmar, <strong>Keppel</strong> <strong>Land</strong> may explorefurther investment opportunities beyondthe two hotels which it currently ownsand operates in Yangon and Mandalay.EARNINGS REVIEWThe adoption of the new accountingpolicy from 1 January 2011 has affected<strong>Keppel</strong> <strong>Land</strong>’s earnings recognitionfrom its property trading business.The Group’s net profit for 2011 wouldhave been $1.4 billion, slightly higherthan the reported net profit of$1.37 billion, if not for the adoptionof the new accounting standard.The Group’s efforts to grow itsproperty fund management business,as part of its two-pronged strategy,have yielded good results. Net profitfrom fund management, throughK-REIT Asia and Alpha InvestmentPartners, has grown at a compoundedgrowth rate of 46.5% from $14.1 millionin 2007 to $65.3 million in 2011. TheGroup’s total assets under managementgrew from $6.1 billion as at end-2007 to$14.8 billion as at end-2011 when fullyleveraged and invested. The propertyfund management business is expectedto grow further.SINGAPORE<strong>Keppel</strong> <strong>Land</strong>’s Singapore operationsperformed well in 2011 with revenueincreasing by 136.4% y-o-y to$407.5 million in 2011. All corebusiness segments, particularlyproperty trading, achieved improvedperformance. Excluding divestmentand fair value gains, net profit fromSingapore was higher at $212.7 millionin 2011, outperforming the previousyear by 24.9%.Reflections at <strong>Keppel</strong> Bay achievedtemporary occupation permit inDecember 2011 and units are beinghanded over to buyers progressively.In 2011, most of the profit recognitionfor this project came from units soldunder the progressive payment scheme.More profit recognition is expected in2012 from homes sold under DPS,which accounts for two-thirds of the836 units sold as at end-2011.With a strong balance sheet, <strong>Keppel</strong> <strong>Land</strong>is in a good position to selectivelyacquire residential and commercialsites when opportunities arise.OVERSEASThe change in accounting policyhas resulted in lumpy and delayedrecognition of earnings from overseastrading projects. As a result, overseasearnings fell by 39.6% to $67 million in2011. Correspondingly, its contributionto the Group’s net profit was reducedto 24% compared with 39.5% in 2010.To mitigate volatility in profit recognition,larger projects are divided into smallerphases for sale and construction toallow for recognition of earnings uponcompletion of each phase.The Group is expanding beyond theresidential sector, and has embarked onseveral commercial projects in China,Vietnam and Indonesia. <strong>Keppel</strong> <strong>Land</strong>China embarked on its first commercialdevelopment in Beijing on a 2.6-haprime site in the central businessdistrict. In Ho Chi Minh City,<strong>Keppel</strong> <strong>Land</strong> will commenceconstruction of a 50,000 sm retail mallunder Phase 2 of Saigon Centre, whilein Jakarta, the Company is redevelopingan existing office tower into a Grade Aoffice building at International FinancialCentre Jakarta.<strong>Keppel</strong> <strong>Land</strong> remains committed togrow its overseas earnings and assetsto achieve a more diversified earningsbase and portfolio mix. As at end-2011,overseas assets made up about 45% ofthe Group’s total assets compared with36% as at end-2007. China and Vietnamaccounted for about 28% and 8% of theGroup’s assets respectively, up fromabout 17% and 6% respectively fouryears ago.Leveraging its experience as a premier officedeveloper in Singapore, <strong>Keppel</strong> <strong>Land</strong> will continueto build a stronger commercial presence overseas.40<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewOverview41


OPERATIONS AND MARKET REVIEW2SINGAPORE: <strong>Keppel</strong> <strong>Land</strong> is well-positioned to seizeopportunities for residential, commercial andmixed-use developments.1MAJOR DEVELOPMENTS IN 2011Residential:– Sold about 480 homes.– Launched The Luxurie fivemonths after acquisition of site.– Reflections at <strong>Keppel</strong> Bayobtained temporary occupationpermit (TOP) in December.Commercial:– Ocean Financial Centre (OFC)achieved TOP in April.– Sold stake in OFC to K-REIT Asia.FOCUS FOR 2012/2013– Selectively acquire sites forresidential, commercial andmixed-use developments.– Monitor markets and timelaunches for new projectsand phases.– Grow fee-based incomethrough K-REIT Asia andAlpha Investment Partners.MODEST GROWTH AMIDSTGLOBAL UNCERTAINTIESThe Singapore economy posted modestgrowth of 4.9% in 2011, weighed downby mounting debt problems in theEurozone and a slow US recovery.According to the Ministry of Trade andIndustry, Singapore is expected to growat a slower pace of 1–3% in 2012. Theresilient domestic demand in emergingAsia is expected to cushion theslowdown in the advanced economies.Singapore remains an attractiveinvestment destination, drawing recordcommitments of $13.7 billion in 2011,up 6.2% from $12.9 billion in 2010.With Singapore reinforcing its positionas a Global-Asia hub, investmentcommitments are expected to sustainat $13–15 billion in 2012.The job market is also healthy. Overallunemployment rate fell from 2.2% in2010 to 2% in 2011, driven mainly bystrong job creation in the servicessector. However, the job market maymoderate in 2012 in tandem withslower economic growth.Inflation, which averaged 5.2% in 2011,is expected to remain elevated in thefirst half of 2012. In anticipation ofmoderation in domestic and external costpressures in the second half of the year,the government is forecasting inflation at2.5–3.5% for 2012.To sustain an annual economic growthof 3–5% in the medium term, thegovernment is focused on restructuringthe economy and stepping up productivityto maintain Singapore’s competitive edge.31. <strong>Keppel</strong> Bay is a world-class waterfrontprecinct that redefines Singapore’ssouthern coast with its luxury propertiesand award-winning marina.2, 3. With its stunning architecture, The Luxuriein Sengkang is the development of choicefor homebuyers seeking qualitysuburban properties.42<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewSingapore43


OPERATIONS AND MARKET REVIEWSINGAPORE – RESIDENTIALRESIDENTIALSUBURBAN DEVELOPMENTSTHE LUXURIEStrategically located in the heartof Singapore’s northeastern hub,The Luxurie is well-connected via majorexpressways as well as the SengkangMRT and LRT stations. The developmentis near Compass Point shopping malland established schools like Nan ChiauPrimary and Nan Chiau High.The Luxurie is the first suburbancondominium development to provideprivate lap pools for ground-floorunits. Taking centre stage is a stunningclubhouse that adds to the overallappeal of the development.Launched in end-August 2011, the622-unit project has sold about 86% of 320launched units as at end-February 2012.THE LAKEFRONT RESIDENCESThe Lakefront Residences is centrallylocated near the Jurong Lake District,a unique lakeside destination forbusiness and leisure. It is alsonear the Jurong Gateway, which isenvisioned to be Singapore’s largestcommercial hub outside thecentral business district (CBD).The development is close to thenew Canadian InternationalSchool campus. Situated nextto the Lakeside MRT station, it isone train station from Jurong Point,a bustling shopping mall in thewestern region.The Lakefront Residences isscheduled to be completed by 2015.As at end-February 2012, almostall of the 629 units have been sold.RESIDENTIAL DEVELOPMENTSFULLY SOLDTHE PROMONTSituated on the hilltop of CairnhillCircle, The Promont showcases15 luxurious apartments, with eachunit occupying an entire flooraccessible by private lift lobbies.The boutique development witha modern architectural touch iswithin walking distance to theOrchard Road shopping belt.UPCOMING LAUNCHESNEW PHASES OF WATERFRONTHOMES AT KEPPEL BAY<strong>Keppel</strong> Bay offers homeownersan unparalleled and world-classwaterfront lifestyle. To be developedin phases, the 30-ha waterfrontprecinct in southern Singapore islocated close to the Sentosa island,IN FOCUS: Suburban Demand More ResilientSale of suburban homes contributedover 65% of total completed privatehome sales in 2011. Some 10,292 ofthe 11,248 suburban homes launchedduring the year were sold, representinga strong take-up of about 92%.Well-connected suburban homeslocated close to MRT and LRT stationsas well as major expressways areespecially popular among buyers.Suburban homes, which are moreaffordable, are also favoured by HDBupgraders, young couples andfirst-time homebuyers.Notwithstanding the recent coolingmeasures aimed at curbing foreigninterest and speculation, demand andprices of suburban homes are expectedto be more resilient as Singaporeansaccount for a higher proportion of buyers.Not surprisingly, well-located suburbansites have continued to attract strongbuying interest. This is reflected inthe Government <strong>Land</strong> Sale tendersfollowing the announcement of theAdditional Buyer’s Stamp Duty (ABSD)in December 2011.Demand for well-located suburban homesis expected to continue.Resorts World Sentosa, theHarbourFront Office Park and VivoCity.Following the success of twoluxurious developments, Caribbean andReflections at <strong>Keppel</strong> Bay, plans areunderway to roll out the nextphase of development at <strong>Keppel</strong> BayPlot 3. Located along the historicKing’s Dock, the new developmentis envisioned to be a premiumwaterfront project comprising367 units. The new developmentis expected to be launched in thesecond half of 2012, subject tomarket conditions.REDEVELOPMENT OFKEPPEL TOWERS AND GE TOWERA stone’s throw from the Tanjong PagarMRT station, this freehold sitecurrently houses two office towers,<strong>Keppel</strong> Towers and GE Tower. Thesite will be redeveloped into high-riseresidential homes to tap on the growingdemand for city living.The government’s plan to relocate theports and Malayan Railway Station toexpand the CBD is set to rejuvenateand transform the Tanjong Pagar areainto a waterfront precinct with premiumhousing, hotels, lifestyle amenities andtourism attractions.Comprising about 590 luxurioushomes, the development is expectedto be launched in 2013, subject tomarket conditions.EXISTING RESIDENTIALDEVELOPMENTSMARINA BAY SUITESDesigned by world-renownedarchitect Kohn Pedersen FoxAssociates, the spectacular 66-storeydevelopment features 221 luxuriousbay-fronting homes. A typical floorhas four apartments with its ownprivate lift lobby, while the threepenthouses boast an exclusiveswimming pool each.The development is located in theheart of Marina Bay, Singapore’snew financial and business district.With its proximity to the Marina BaySands integrated resort, Esplanade– Theatres on the Bay and Gardensby the Bay, Marina Bay Suites issurrounded by a wide variety of lifestyleand entertainment selections. It isalso conveniently located close to theDowntown MRT station and easilyaccessible via major expressways.Scheduled for completion in 2014,the development has sold about98% of the 156 launched units asat end-February 2012.<strong>Keppel</strong> <strong>Land</strong>’s suburban homes atThe Lakefront Residences have beenwell-received by buyers.44<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewSingapore – Residential45


OPERATIONS AND MARKET REVIEWSINGAPORE – RESIDENTIALREFLECTIONS AT KEPPEL BAYReflections at <strong>Keppel</strong> Bay is thesecond residential developmentwithin <strong>Keppel</strong> Bay.The iconic waterfront developmentis master architect Daniel Libeskind’sfirst residential showcase in Asia.With an extensive shoreline of750 metres, the 1,129-unit developmentfeatures six undulating glass towersand 11 low-rise villa blocks. Theresidential towers are connected byskybridges with verdant sky lawns.Each unit offers unparalleled views ofthe city, <strong>Keppel</strong> Bay as well as sceniclandscapes across <strong>Keppel</strong> Club golfcourse, Labrador Park, Mount Faberand Resorts World Sentosa.The development has receivedtemporary occupation permit inDecember 2011. About 88% ofthe 950 launched units have beensold as at end-February 2012.Tapping on strong leasing demandfor luxury waterfront residences,about 150 units have been set asideas corporate residences.CARIBBEAN AT KEPPEL BAYThe first residential development at<strong>Keppel</strong> Bay, Caribbean at <strong>Keppel</strong> Bayshowcases 969 luxurious apartmentswith breathtaking sea views. Itsdistinctive design and quality offershomeowners an exquisite waterfrontlifestyle experience.132NASSIM WOODSLocated at the fringe of Orchard Road,the luxury condominium developmentlies in a wooded hillside thatencompasses foreign embassies,country clubs, Botanic Gardens,five-star hotels and good-classbungalows. It is a short drive to theCBD and within walking distance tosupermarkets, department stores,cinemas and entertainment spots.Comprising 35 exquisitely furnishedunits for lease, Nassim Woodsis located within landscapedBalinese-style grounds. It is 80%leased as at end-February 2012.THE YEAR AHEADDespite the global economicuncertainties and property coolingmeasures weighing on the residentialmarket, <strong>Keppel</strong> <strong>Land</strong> remains confidentthat buying sentiments will pick upwhen market conditions improve.The Group will continue to monitorthe market and focus on selling itslaunched projects as well as timenew launches appropriately.<strong>Keppel</strong> <strong>Land</strong> will also selectively acquiresites with strong marketing attributesto ensure a continued stream ofdevelopment profits.Caribbean at <strong>Keppel</strong> Bay is a shortdrive to the CBD and within walkingdistance to VivoCity shopping malland the largest entertainment hubat St James Power Station.As at end-February 2012, thedevelopment is almost fully sold.1. Marina Bay Suites is located in the heartof Marina Bay, Singapore’s new financialand business district.2, 3. Following the success of luxury waterfronthomes at Caribbean and Reflections at<strong>Keppel</strong> Bay, plans are underway to rollout the next phase of development at<strong>Keppel</strong> Bay Plot 3.46<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewSingapore – Residential47


OPERATIONS AND MARKET REVIEWSINGAPORE – RESIDENTIALCooling MeasuresTo promote a sustainable residentialmarket aligned with economicfundamentals, the governmentintroduced two rounds of coolingmeasures in 2011. The fifth round ofmeasure, effective on 8 December2011, was the latest introduced sinceSeptember 2009.13 JANUARY 2011:(a) Increased holding period forimposition of Seller’s Stamp Duty(SSD) from three years to four years(b) Raised SSD rates to 16%, 12%,8% and 4% of consideration forresidential properties bought on orafter 14 January 2011, and sold inthe first, second, third and fourthyear of purchase respectively(d) The LTV limit was lowered to50% on housing loans forproperty purchasers who arenot individuals8 DECE<strong>MB</strong>ER 2011:(a) Implemented ABSD for residentialproperty purchases:(i)ABSD of 10% for foreignersand non-individuals(ii) ABSD of 3% for permanentresidents buying thesecond and subsequentresidential property(iii) ABSD of 3% for Singaporeansbuying the third and subsequentresidential propertyMARKET REVIEWHOME SALES EXPECTED TO MODERATEDevelopers sold 15,904 homes in 2011,slightly below 2010’s record homesales of 16,292 units.Demand eased significantly to 632 unitsin December 2011, compared withabout 1,700 units sold in November.However, there was a sharp pick-upin January 2012 with 1,872 units sold,reflecting the underlying strength indemand for housing from Singaporeans.CB Richard Ellis (CBRE) expectsdemand for new homes to declineto 13,000–14,000 units in 2012.According to DTZ Research, foreignersaccounted for 17% of total home salesin 2011, up from 12% in 2010. However,the proportion of foreign buyers hasfallen from 23% in December 2011 to5% in January 2012, suggesting that theimpact of the ABSD on foreign demandhas taken effect.Developers expect prices of privatehomes to ease in the year ahead.Price growth moderated for the ninthconsecutive quarter in the last quarterof 2011, up 0.2% quarter-on-quarter.In 2011, prices increased by 5.9%,significantly lower than the 17.6%growth in 2010. Prices of high-endand suburban homes could fall 10–15%and 5–10% respectively in 2012,according to CBRE.While the higher ABSD rates maydampen demand for high-endproperties and foreign interest in theshort term, it will however ensurethat home prices are aligned witheconomic fundamentals to promotea sustainable property market.Although some potential homebuyersmay hold back purchases until marketconditions improve, market liquiditySingaporeSingapore’s growing population will supportdemand for new homes.2010 2011E 2012F 2013FReal GDP growth (%) 14.8 4.9 1–3 4.4Prime rate (average, %) 5.4 5.4 5.5 5.6Inward FDI (US$ bn) 38.6 35.8 25.5 32.7Exchange rate (S$/US$, average) 1.36 1.26 1.23 1.22Personal disposable income (US$ bn) 95.8 117.7 131.2 142.5CPI change (average, %) 2.8 5.2 3.4 2.1Sources: Economist Intelligence Unit and Singapore Department of Statisticsremains high and the current interestrate environment is still favourable.These factors, coupled with Singapore’sgrowing population, will supportdemand for new homes.Demand and prices of developmentswith unique marketing attributesas well as good connectivity to keytransport nodes such as MRT stations,will continue to draw buyer interest.Underlying demand for suburbanhomes, which target primarily HDBupgraders and first-time homebuyers,is expected to be more resilient.(c) The Loan to Value (LTV) limit onhousing loans was lowered from70% to 60% for property purchaserswith one or more housing loansPrivate Residential Demand, Supply and Price IndexUnits18,00014,40010,8007,2003,600 500Source: Urban Redevelopment Authority (URA)2007 2008 2009 2010 2011No. of new units launched 14,016 6,107 14,103 16,575 17,710No. of new units sold 14,811 4,264 14,688 16,292 15,904URA private residential price index 170.8 162.8 165.7 198.4 206.2Index250200150100048<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewSingapore – Residential49


OPERATIONS AND MARKET REVIEWSINGAPORE – COMMERCIAL21COMMERCIALOFFICEUNLOCKED VALUE INOCEAN FINANCIAL CENTRE<strong>Keppel</strong> <strong>Land</strong> undertook a strategicinitiative to divest its 87.5% stakein Ocean Properties Pte. Limited,which owns Ocean Financial Centre(OFC), to K-REIT Asia for 99 yearsin the fourth quarter of 2011. Thedivestment, which yielded cashproceeds of about $1.6 billion,strengthened the Group’s financialcapacity to capture opportunitiesin Singapore and the region.Completed in April 2011, the 43-storeyGrade A office tower is strategicallylocated above the Raffles Place MRTstation in the central business district(CBD). Bearing a rich heritage of150 years, OFC is the fourth-generationbuilding to be redeveloped on the samesite as the former Ocean Building.Designed by internationally-acclaimedarchitect Cesar Pelli of Pelli Clarke Pelli,OFC stands out with its iconic designand leading edge green features,such as the largest assembly ofsolar panels for high-rise buildingsin Singapore.PROJECTS UNDER DEVELOPMENTMARINA BAY FINANCIAL CENTREPHASE 2Jointly developed by <strong>Keppel</strong> <strong>Land</strong>,Cheung Kong (Holdings) and Hongkong<strong>Land</strong>, Marina Bay Financial Centre(<strong>MB</strong>FC) is one of the largest and mostprestigious mixed-use developmentsintegrating offices, residentialapartments and a retail mall.The development is connectedvia underground pedestrian networkto the Raffles Place and DowntownMRT stations.<strong>MB</strong>FC is a preferred businessaddress for companies seeking tocapitalise on the strategic locationand buzz in the Marina Bay area withits year-long activities. It is surroundedby Marina Bay Sands integrated resort,ArtScience Museum, Art Park, the lushgreens of the Central Open Space andGardens by the Bay.With its coveted waterfront locationand stellar line-up of multinationaltenants, <strong>MB</strong>FC plays a pivotal rolein advancing Singapore’s growthas a global business and financialhub as well as transformingMarina Bay into a vibrantlive-work-play destination.Phase 1 of <strong>MB</strong>FC, which comprises twoGrade A office buildings (Towers 1 and 2),428 luxury homes in Marina BayResidences and a retail mall (Phase 1),was completed in 2010. Phase 2comprises a 46-storey Grade A officetower (Tower 3), Marina Bay Suites with221 luxurious residential units and theretail mall (Phase 2).Tower 3 has attained a pre-commitmentlevel of more than 60% as atend-February 2012. With a net lettablearea of about 1.3 million sf, Tower 3will be the largest office towerin Singapore.About 92% of the 84,400 sf in Phase 2 ofMarina Bay Link Mall is pre-committedas at end-February 2012. Whencompleted, it will bring the total retailspace at Marina Bay Link Mall toabout 176,000 sf.<strong>MB</strong>FC has garnered numerousaccolades for its design excellence aswell as contribution to the environmentand community at large.<strong>MB</strong>FC Phase 1 has bagged theGold Award for Best Mixed-Use Buildingat the prestigious Marché Internationaldes Professionnels d’Immobilier(MIPIM) Asia Awards 2011. It has alsowon the FIABCI Prix d’ExcellenceSingapore Property Awards 2011 inthe Office and Residential categories.COMPLETED BUILDINGSEquity PlazaLocated within the CBD and near theRaffles Place MRT station, Equity Plazaprovides about 0.25 million sf of primeoffice space.In line with <strong>Keppel</strong> <strong>Land</strong>’s commitmenttowards energy conservation andsustainable buildings, energy-efficientLED lightings were installed at thebuilding’s carpark in 2011. The in-fills ofthe cooling towers were also replacedto achieve better heat transfer andenergy efficiency.31. Leveraging its portfolio of well-locatedquality office buildings and line-up ofblue-chip tenants, the Group is confidentof achieving good occupancies and rentalsfor its office developments.2, 3. Offices in the Marina Bay precinct are soughtafter by companies seeking to capitaliseon its strategic locale in the business andfinancial district.50<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewSingapore – Commercial51


OPERATIONS AND MARKET REVIEWSINGAPORE – COMMERCIALIN FOCUS: Manageable Office SupplyAbout 3.3 million sf of prime office spacewill be added to core CBD between 2012and 2015, averaging about 0.8 million sfper annum.To enhance the green performanceof Equity Plaza, plans are underwayto upgrade the building’s automationsystem in 2012. This will improvethe monitoring and controlling ofthe main mechanical and electricalsystems, which will lead togreater efficiency.HarbourFront Office ParkJust a five-minute drive from the CBD,the HarbourFront Office Park is madeup of three commercial buildingscomprising <strong>Keppel</strong> Bay Tower as wellas HarbourFront Towers One and Two,offering a total of 0.9 million sf ofoffice space.The buildings are connected to theHarbourFront MRT station via coveredlinkways. With the Circle Line inoperation since October 2011 andupgrading of the HarbourFrontMRT station into an interchange,tenants now enjoy greater connectivityto the rest of the island.Its proximity to VivoCity and the ResortsWorld Sentosa integrated resort hasalso elevated the attractiveness of theHarbourFront precinct as a businessand lifestyle hub.LOOKING AHEADThe office market is turning cautiousamidst global economic uncertainties.However, with its portfolio of welllocatedquality office buildings andthe blue-chip tenants under<strong>Keppel</strong> <strong>Land</strong> and K-REIT Asia,the Group is confident of achievinggood occupancies and rentals for itsportfolio. The Group will continue toimprove service standards, build uponits good tenant relationships and focuson active asset management to enhanceoperational and cost efficiencies.With a strong balance sheet,<strong>Keppel</strong> <strong>Land</strong> is in an excellent positionto seize acquisition opportunities whenthey arise.The HabourFront Office Park is locatednear the CBD.Singapore continues to be a favourabledestination for multinational corporationsseeking to expand further.About 7.4 million sf of newoffice space is expected to becompleted between 2012 and2015, according to CB RichardEllis (CBRE). This has raisedconcerns of a supply glut inthe market.However, over the next four years,the core CBD will see fewer newdevelopments, according toJones Lang LaSalle.Upcoming supply in 2012 will be morethan halved from about 3 million sf in2011 to almost 1.4 million sf.<strong>MB</strong>FC Tower 3 is the only majordevelopment to be completed in 2012.With <strong>MB</strong>FC Tower 3 over 60%pre-leased, the uncommitted supplyis reduced to about 0.5 million sf. About1 million sf of office space is expectedto be demolished in 2012–2013, furtherreducing supply.An attractive business destinationand a gateway to Asia for multinationalcorporations, Singapore is seeing newentrants in the energy and commoditiessectors setting up operations in thecity-state.According to CBRE, some globalindustries view Singapore as afavourable destination for investmentand expansion amidst politicaluncertainties in the West.Future Office Supply 2012–2016Expected Completion Buildings Location NLA (sf)2012 Marina Bay Financial Centre Tower 3 (Phase 2) Marina Bay 1,300,000Hotel/Office at Upper Pickering Street (by Hotel Plaza Group) River Valley 70,084Subtotal 1,370,0842013 218 Orchard Road Orchard 31,269Asia Square Tower 2 Marina Bay 782,284Jurong Gateway Road (office and retail) Western Sector 315,385The Metropolis Western Sector 1,180,000Fusionopolis Link CX 2-3 and CX 2-4 Western Sector 91,500Paya Lebar/Eunos Road 8 Eastern Sector 430,000Subtotal 2,830,4382014 Hotel/Office/Retail development (by Ramada and Days Inn Hotel) Others 70,000Market Street Carpark redevelopment Raffles Place 720,000Robinson/Cecil Street Shenton Way 353,475Boon Lay Way Western Sector 306,4005 Shenton Way Raffles Place 290,000Subtotal 1,739,8752015 Peck Seah/Choon Guan Street Tanjong Pagar 850,000South Beach Beach Road/City Hall 505,740EON Shenton Shenton Way 101,045Subtotal 1,456,7852016 Marina Bay South (4 plots) Marina Bay 1,761,852Ophir–Rochor Beach Road/City Hall 586,315Subtotal 2,348,167Total 9,745,349Source: CBRE52<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewSingapore – Commercial53


OPERATIONS AND MARKET REVIEWSINGAPORE – COMMERCIALMARKET REVIEWOffice Demand and Supplymillion sf %2.51002.0971.5941.0910.5880 85(0.5)2007 2008 2009 2010 201182OFFICECAUTIOUS OUTLOOKWith 10 consecutive quarters ofpositive demand, office take-uprose 39.4% year-on-year to2.3 million sf in 2011, comparedwith about 1.65 million sf in 2010.The strong demand was drivenmainly by tenants relocating tonew office buildings. Apart from thebanking and financial services sector,there was also an increase in demandfrom other sectors such as energy,commodities, legal and professionalservices firms.However, business sentimentsdeclined markedly in the latter halfof 2011 on mounting concerns overthe sovereign debt crisis in theEurozone and bumpy recoveryof the US economy.According to CBRE, the averagemonthly rent for Grade A officesin the fourth quarter of 2011 easedmarginally by 0.5% to $11.00 psf fromthe preceding quarter. Full-year,Grade A office rent rose 11.1% for 2011,following a 22.2% increase in 2010.As the office market mirrors Singapore’seconomic cycle closely, office demandmay moderate in 2012 as tenants turncautious and delay relocation andexpansion plans.The Grade A office market is expectedto be more resilient due to limitedsupply in 2012. According to CBRE,about 1.4 million sf of office spaceis expected to be completed in 2012,predominantly from <strong>MB</strong>FC Tower 3,which is more than 60% pre-committed.Singapore’s office rentals remaincompetitive vis-à-vis other regionalfinancial centres. Despite climbing37.5% from its trough in the first quarterof 2010, Grade A office rents are stillabout 40% below its peak of $18.80 psfin the third quarter of 2008, and about45% lower than comparative rents inHong Kong.The office market remains fairly healthy,although it is not immune to externalshocks. However, new and premiumoffice developments generally hold upbetter than older ones when themarket softens.The office market is expected to benefit as morefirms enlarge their presence in Singapore to tapon Asia’s growth.Annual Net Supply(million sf) (0.05) 1.42 2.38 1.93 1.88Annual Net Demand(million sf) 2.07 0.19 (0.24) 1.65 2.30Island-wide Occupancy(%) 92.7 91.2 87.9 87.9 88.7Core CBD Occupancy(%) 97.6 95.4 91.2 95.2 91.2Average Office Rents$ psf/month201510502007 2008 2009 2010 2011Grade A 17.15 15.00 8.10 9.90 11.00 Grade B (Core CBD) 12.30 10.56 5.82 7.29 7.91Sources: URA and CBRE54<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewSingapore – Commercial55


OPERATIONS AND MARKET REVIEWSINGAPORE – COMMERCIALIN FOCUS: Opportunities BeckonLeveraging its experience throughSedona, <strong>Keppel</strong> <strong>Land</strong> is looking to growits presence in Myanmar.Sweeping changes in Myanmar areset to transform the economiclandscape as it emerges from decadesof isolation that have stifled growth.Myanmar has taken on reforms as itmoves towards democracy andeconomic revitalisation after five decadesof military rule. It has released politicalprisoners, including Nobel Prize Laureateand opposition leader Aung San Suu Kyi.Tax incentives for foreign investors havealso been proposed.The landmark visit by US Secretaryof State Hillary Clinton to Myanmarin December 2011 has raised hopesthat the economic sanctions may soonbe lifted. The European Union is alsoconsidering lifting sanctions if theparliamentary by-elections on1 April 2012 are conducted fairly.Should Aung San Suu Kyi be electedinto parliament, not only will it be ahistoric victory, it may also set thestage for more democratic reforms.As business confidence grows, theresource-rich country with a young anddynamic workforce is expected to attractwaves of foreign direct investment intosectors such as banking, infrastructureand property. Drawing reference to theexperience of Vietnam’s property marketwhen the country embarked on economicliberalisation in the 1990s, Myanmar’sproperty market has significant potentialto flourish when the sanctions are liftedand new foreign investment laws areput in place.<strong>Keppel</strong> <strong>Land</strong> first entered Myanmar in1993 and currently owns and managestwo hotels in Yangon and Mandalay. TheGroup is monitoring the developments inthe country and may explore investmentopportunities to grow its presence in theproperty market.HOSPITALITY MANAGEMENTSedona Hotels InternationalThe hospitality management armof <strong>Keppel</strong> <strong>Land</strong>, Sedona HotelsInternational (Sedona) currentlymanages over 1,200 hotel roomsand serviced apartments acrossthe region.Strong Intra-regional DemandDespite economic uncertainties,international tourism continued to grow.According to the United Nations WorldTourism Organisation, internationalvisitor arrivals rose over 4% to980 million in 2011 and will reach1 billion in 2012, albeit at a slowerpace of 3–4%.Notwithstanding the decline inJapan’s outbound tourism followingthe nuclear and natural disasters thathit the country, Asia Pacific welcomed216 million visitors in 2011, an increaseof 6% from the previous year. South EastAsia outperformed the rest ofAsia Pacific, recording about 9%year-on-year growth in visitor arrivalsto over 76 million on strongintra-regional demand.Capitalising on the growing numberof tourists in South East Asia, Sedonawill continue to tap on various onlinedistribution channels to boostdemand for hotel rooms andcorporate residences. It will continueto build a strong market presencethrough various social mediaplatforms and peer-review sitesto ensure that it remains thepreferred choice of accommodation.Sedona will also focus on reinforcingits strong rapport with existing travelpartners and extend its reach tonew partners.IndonesiaNamed Indonesia’s Leading BusinessHotel at the 2011 World Travel Awards,Sedona Hotel Manado is set to benefitfrom the growing appeal of Manadoas a meetings, incentives, conferencesand exhibitions (MICE) venue. Manadowas the host city for the ASEAN TourismForum held in January 2012, makingit one of Indonesia’s prime MICEdestinations.Indonesia received about 7.7 millionvisitors in 2011 and is expecting arecord arrival of 8 million visitorsin 2012. Sedona Hotel Manado willcontinue to strengthen its marketpresence by introducing packages toattract leisure and MICE travellers.SingaporeSingapore welcomed a record13.2 million visitors in 2011, surpassingofficial forecast of 12–13 million visitors,according to the Singapore TourismBoard (STB).On average, based on figures fromSTB, business travellers form a third ofarrivals and contributed over 30%of tourist revenue. With a host ofMICE events to be held in Singapore,the outlook for business travel isexpected to remain positive in 2012.Sedona has added to its portfolioabout 150 fully-furnished corporateresidences in Reflections at <strong>Keppel</strong>Bay, which is close to attractions suchas Resorts World Sentosa and VivoCity,Singapore’s largest retail and lifestyledestination. The development is alsonear the CBD and HabourFront MRTstation, which serves as an interchangeconnecting the North East Line toCircle Line.VietnamDemand for serviced apartmentsin 2011 was affected by the declinein business travels as a result of thedisasters in Japan and globaleconomic uncertainties.Nevertheless, demand in 2012 is setto increase with more Asian expatriatesexpected. Vietnam received over6 million international visitors in 2011,up 19% from 2010, and is expected toreceive 6.5 million visitors in 2012.New apartment projects comingonstream in Vietnam are likely toheighten competition, and may resultin the softening of occupancy andrental rates.Both Sedona Suites in Hanoi andHo Chi Minh City will continue toupgrade their serviced apartments andimprove facilities to stay competitive.MyanmarWith Myanmar increasingly openingits doors, tourism interest haspicked up.In 2011, the country welcomed about400,000 visitors. This figure is expectedto increase with more internationalflights into Myanmar.The opening of a new highwayconnecting Yangon, Nay Pyi Tawand Mandalay has also improvedaccessibility and connectivity,boosting overall occupancy of hotels.Tourism is expected to grow with theMyanmar Tourism Board’s plans todevelop a hotel belt in Yangon.Sedona Hotel Yangon and SedonaHotel Mandalay have maintained theiroccupancy levels and will continueto foster close relationships withinternational tour operators.Properties Managed by Sedona Hotels InternationalCountry Name of Property LocationNo. of Rooms/UnitsIndonesia Hotel Sedona Manado Manado 247Singapore Residences at Reflections* Singapore 154Vietnam Sedona Suites Ho Chi Minh CitySedona Suites HanoiHo Chi Minh CityHanoi89175Myanmar Sedona Hotel YangonSedona Hotel MandalayYangonMandalay366247Total 1,278* Commenced operation in early-2012Sedona Hotel Yangon is poised to meet theincreased tourist arrivals in Myanmar.56<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewSingapore – Commercial57


OPERATIONS AND MARKET REVIEW2PROPERTY FUND MANAGEMENT: Total assets undermanagement by K-REIT Asia and Alpha InvestmentPartners grew to $14.8 billion as at end-2011, when fullyleveraged and invested.1MAJOR DEVELOPMENTS IN 2011K-REIT Asia– Acquired 87.5% stake inOcean Financial Centrein Singapore.– Acquired 50% interest in8 Chifley Squarein Sydney, Australia.– Enlarged portfolio size to$6 billion as at end-2011.– Raised gross proceeds of$985.7 million from a17-for-20 rights issue.FOCUS FOR 2012/2013K-REIT Asia– Attract and retain tenants.– Improve operationaland capital efficienciesto optimise assetperformance.– Pursue opportunities forstrategic acquisitions.Alpha Investment Partners– First closing of Alpha AsiaMacro Trends Fund (AAMTF) II.– AAMTF II acquired CentralPark Hotel in Hong Kong.– AAMTF and NTUC Incomejointly acquired Capital Square.– Set up office in Shanghai, China.Alpha Investment Partners– Complete second closingof AAMTF II.– Pursue proactive assetmanagement and selectivedivestments.– Seek opportunities to buy into fundmanagement platforms globally.GROWING IN ASSET SIZE<strong>Keppel</strong> <strong>Land</strong>’s sponsored real estateinvestment trust (REIT), K-REIT Asia,has grown to become one of the largestSingapore REITs (S-REITs) in terms ofasset size. As at end-2011, K-REIT Asiamanages a $6 billion portfolio withpremium Grade A office assets inSingapore and Australia. In 2011,K-REIT Asia acquired three incomeaccretiveassets, namely four additionalfloors in Prudential Tower and an 87.5%interest in Ocean Financial Centre (OFC)in Singapore as well as a 50% interestin 8 Chifley Square in Sydney, Australia.OFC is a landmark 43-storey officetower located atop the Raffles PlaceMRT station, and boasts large floorplates as well as environmentallysustainable features. To fund theacquisition of OFC, K-REIT Asia1, 2. Ocean Financial Centre is about 85%occupied as at end-February 2012.58<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewProperty Fund Management59


OPERATIONS AND MARKET REVIEWPROPERTY FUND MANAGEMENT2MARKET REVIEWREAL ESTATE INVESTMENT TRUSTSSTABLE OUTLOOKIn 2011, the S-REIT sectorgenerated an estimated distributionyield of about 7%, 535 basis pointshigher than the 10-year Singaporegovernment bonds. The FTSE REITIndex also posted a higher 7% dividendyield as compared to the FTSE RealEstate Index and Straits Times Index,which registered dividend yields of4.8% and 4.1% respectively.Despite the Eurozone debt crisisand economic uncertainty, whichaffected equity markets around theworld, two new REITs, PerennialRetail China Trust and MapletreeCommercial Trust, were listed onthe Singapore Exchange (SGX)in 2011. This brought the totalnumber of REITs and Real EstateBusiness Trusts listed on SGX’smain board to 27.Rating agency Moody’s InvestorsServices has issued a “stable”1completed a 17-for-20 rights issueand raised gross proceeds ofapproximately $985.7 million.K-REIT Asia also converted theownership structure of OFC to alimited liability partnership, providingtax transparency on its incomecontribution. As at end-February 2012,the occupancy rate for OFC stoodat about 85%.8 Chifley Square is a 30-storey premiumquality office building located in theheart of Sydney’s central businessdistrict (CBD) and is scheduled forcompletion in the third quarter of 2013.The 50% interest in the property wasacquired on a forward funding structure,which will provide quarterly coupondistributions to K-REIT Asia until thecompletion of the building. K-REIT Asiahas successfully secured its first anchortenant at 8 Chifley Square, a leadingS-REITs are expected to remain stable,reflecting the sector’s favourable financialposition and funding record.outlook for S-REITs, reflectingthe sector’s improved financialposition and established fundingrecord. Since the financial crisisin 2008, S-REITs have recapitalisedtheir equity base and strengthenedtheir balance sheets.Australian law firm, Corrs ChambersWestgarth, which will occupy about 40%of the building’s net lettable area (NLA).As at end-2011, K-REIT Asia’s overallportfolio occupancy remained healthyat 94.1%. K-REIT Asia’s Singaporeportfolio occupancy stood at 93.9%,higher than the core CBD occupancyrate of 91.2% by CB Richard Ellis.LOOKING AHEADK-REIT Asia’s healthy portfoliooccupancy, well-staggered leaseprofile and prudent capital managementput it in good stead to weather theeconomic uncertainties in 2012. Itslong portfolio weighted average leaseexpiry of 6.7 years, coupled with only2.2% of total portfolio NLA due for rentreview and renewal in 2012, will mitigateK-REIT Asia’s downside risks.Looking ahead, K-REIT Asia willfocus on attracting and retainingcreditable tenants, and managing itslease profile while improving operationaland capital efficiencies. To manageK-REIT Asia’s financial risks, it willcontinue to exercise prudent interestrate and foreign exchange hedgingpolicies. It will also selectivelypursue opportunities for strategicacquisitions to deliver long-termgrowth to Unitholders.For more information, please refer toK-REIT Asia’s annual report availableonline at www.kreitasia.com.1, 2. 8 Chifley Square in Sydney is about40% pre-leased ahead of its completionin the third quarter of 2013.60<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewProperty Fund Management61


OPERATIONS AND MARKET REVIEWPROPERTY FUND MANAGEMENTALPHA INVESTMENT PARTNERSSTEADY GROWTHThe funds managed under AlphaInvestment Partners (Alpha) continuedto register positive returns, despitethe difficult external environment.The funds outperformed otherreal estate funds of the same vintageyears. According to Preqin, a researchand consultancy firm, comparablereal estate funds with the samevintage years posted single-digitor negative returns, while Alpha’sfunds achieved returns ranging fromabout 15% to more than 20%.1 2 3Raising new capital in the weakmacro environment is challenging.Nonetheless, Alpha’s consistent trackrecord and disciplined approach inmanaging its investments continueto draw investors to its funds.In 2011, a total of US$485 million($623 million) was raised from newand existing institutional investors,with the first closing of Alpha AsiaMacro Trends Fund (AAMTF) II.This is a follow-on fund from itsfully-invested AAMTF. Alpha acquired a142-room boutique Central Park Hotelin Hong Kong for HK$515 million($80 million) under AAMTF II. Thehotel is strategically located alongHollywood Road in the business districtin Central, close to the popularLan Kwai Fong entertainment belt.During the year, Alpha’s AAMTFand NTUC Income jointly acquiredCapital Square, a 16-storey Grade Alandmark office building located inthe heart of Singapore’s CBD. Boastingone of the largest column-free officefloor plates in Raffles Place, thebuilding garnered numerous accoladesincluding the Green Mark Award.During the year, Alpha Core PlusReal Estate Fund divested three assetsin Singapore, achieving returns ofbetween 24% and 57% and equitymultiples from 2.4 to 4.5 times, overa five-year holding period. AAMTFalso divested an asset in Hong Kong,achieving returns of 363% and 6.5 timesin equity multiple, above the fund’stargeted returns. Raising occupancyand rental rates for Alpha’s portfolioas well as refinancing with minimalequity injection accounted for thesterling returns.Alpha has been proactive in its assetenhancement initiatives with the aim toincrease occupancy and improve rentalreturns. The $60 million transformationof the former Katong Mall into112 Katong was completed in 2011.Close to full occupancy as at end-February 2012, the mall is today apremier lifestyle destination in theeastern part of Singapore, offeringsix levels of retail and lifestyle shops,including a landscaped rooftop gardenwith wet and dry playgrounds.In line with its aim to grow its presencein China, Alpha opened an office inShanghai and closed two deals in thecity in 2011. Besides working closelywith the Singapore head office, its Chinaoffice seeks to raise funds locally whenopportunities arise.GROWTH EXPECTATIONSAMIDST CHALLENGESDespite the weaker macro environmentbrought about by the Eurozone crisisand slowdown in China’s propertymarket, all funds under Alpha areexpected to continue to perform well.In 2011, Alpha’s assets undermanagement (AUM), when fullyleveraged and invested, expandedby 14% year-on-year to $8.8 billion.Alpha’s AUM is expected to expandfurther. With a target fund size ofUS$1 billion, AAMTF II is currentlyopen for further closing with investors.Strong growth in Asia will continue tooutpace regions like the US and Europe,which will support the underlying macrotrends in the property markets. Alphawill continue to establish and grow itsexisting businesses in Asia and activelyseek opportunities to buy into fundmanagement platforms globally.MARKET REVIEWREAL ESTATE FUND MANAGEMENTHEADWINDS IN THE NEAR TERMThe fund-raising market remainedsubdued in 2011, as investors stayedcautious and delayed commitmentson the back of economic uncertainties.According to Preqin, a total of 12Asia-focused funds with an aggregatecapital commitment of $3.6 billionwere closed as at end-September 2011,significantly lower than the $6.1 billionraised from the 28 Asia-focused fundsclosed in 2010.With investors becoming more riskaverse,institutional investors haveadopted a more defensive strategy whenmaking investment decision. Appetitefor value-added and opportunistic fundsfell during the year, while core fundsbecame the preferred private propertyfunds for investors.Fund-raising for private equity realestate is expected to remain challengingin 2012. Based on a survey by Preqin,investors are expected to remain cautiousInvestors are expected to maintain theirinvestments in real estate funds.and the proportion of investorsplanning to commit to new real estatefunds in 2012 have fallen from45% in February 2011 to 36% inDecember. Nonetheless, mostinvestors are expected to maintaintheir investments in real estate funds,and the fund-raising environmentwill improve as markets recover.1. Alpha is committed to grow and deepenits presence in China.2. 112 Katong was given a facelift and isnow a premier lifestyle retail mall ineastern Singapore.3. Alpha acquired the Central Park Hotelin Hong Kong under AAMTF II.62<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewProperty Fund Management63


OPERATIONS AND MARKET REVIEWCHINA: Leveraging its in-depth knowledge of the country,<strong>Keppel</strong> <strong>Land</strong> China will continue to further its presencein key cities.21MAJOR DEVELOPMENTS IN 2011– Sold more than 1,400 homes.– Acquired two prime residentialsites in Shanghai and Wuxi.– Launched The Seasonsin Shenyang.– Broke ground for the mixed-usedevelopment, Seasons City,in Tianjin Eco-City.– Acquired prime commercialsite in Beijing (announced inJanuary 2012).FOCUS FOR 2012/2013– Seek acquisition of primeresidential, commercial andmixed-use development sites.– Monitor market and timelaunch of remaining unitsand new projects/phases.SEIZING OPPORTUNITIESDespite the property cooling measuresweighing on the market, <strong>Keppel</strong> <strong>Land</strong>China seized the opportunity tostrengthen its residential portfoliowith the acquisition of two primesites in Shanghai and Wuxi in 2011.These acquisitions expanded theGroup’s residential portfolio inChina to more than 43,000 homesin mid- to higher-end residentialand waterfront developments, aswell as township projects.Leveraging the Group’s expertise andexperience as a leading prime officedeveloper in Singapore, <strong>Keppel</strong> <strong>Land</strong>China is actively seeking to grow itscommercial portfolio. Capitalising onrising demand for Grade A office spacewithin the central business district(CBD), it acquired a prime commercialsite in Beijing in January 2012. Thisfollows the Group’s developmentof Seasons City, its first mixed-usedevelopment in Sino-SingaporeTianjin Eco-City (Tianjin Eco-City),in 2011.<strong>Keppel</strong> <strong>Land</strong>’s exposure in Chinahas increased over the years. Asat end-2011, <strong>Keppel</strong> <strong>Land</strong> Chinacontributed about 28% of the Group’stotal assets, compared with 17%as at end-2007.With China as one of <strong>Keppel</strong> <strong>Land</strong>’s keyfocus markets, the Group will continueto seek selective acquisitions todeepen its presence in the country.ECONOMIC REVIEWDespite the Eurozone debt issuesand slow recovery in the US, China’sGross Domestic Product (GDP)expanded by 9.2% in 2011. Althougheconomic growth eased from 10.4%in 2010 due mainly to lower exports tothe US and European markets, Chinais expected to remain on the growthtrajectory, albeit at a slower projectedgrowth rate of 7.5% in 2012.31. With a population of more than one billion,China remains one of <strong>Keppel</strong> <strong>Land</strong>’s keyfocus markets.2, 3. <strong>Keppel</strong> <strong>Land</strong> China broke ground forSeasons City, its first mixed-use developmentin Sino-Singapore Tianjin Eco-City.64<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewChina65


OPERATIONS AND MARKET REVIEWCHINAIN FOCUS: Demand for Township Homes Remains ResilientReflecting investors’ confidence, foreigndirect investment (FDI) reached a recordUS$116 billion in 2011, an increaseof 9.7% from 2010. While investmentsfrom the US and Europe slowed,investments from Asia and emergingmarkets remained stable.Inflation was high at 5.4% for 2011,above the 4% official target. Rising foodand home prices remain key concernsand the government expects inflationto be between 3.6% and 4% in 2012.COOLING MEASURES TAKE EFFECTTo rein in soaring property prices andprevent overheating of the market, thegovernment introduced several coolingmeasures in 2011, which have had someimpact on home sales and prices.According to the National Bureau ofStatistics, some 52 out of 70 major citiesrecorded month-on-month declinein home prices in December 2011.Average home prices fell for the thirdconsecutive month by 0.3% in Decembercompared with the previous months.Apart from the home purchaserestrictions, tighter credits formortgage loans and largerdownpayments have affectedaffordability of homes as well asbuying sentiments. Sales volume hasalso fallen as potential buyers adopt await-and-see attitude, while somedevelopers are cutting prices toimprove sales and cash flow.The government has statedits intentions to maintain theproperty cooling measures tostabilise prices. However, withgrowing concerns of slowereconomic growth, some policiesmay be fine-tuned to supportthe economy.In February 2012, the People’s Bank ofChina cut bank reserve requirementratio by 50 basis points to stimulatebank lending. This is the secondcut after the ratio was loweredin December 2011 and is expected torelease an estimated US$400 billionof capital into the market.KEY PROPERTY MEASURES IN 2011Home purchaserestrictionsChina– Citizens are only allowed to buy two properties– Foreigners are only allowed to buy one property,with evidence of one year’s income taxHigher downpayment – Raised minimum downpayment for second-homepurchases from 50% to 60%Sales tax – Levied 5.5% sales tax for property sold within fiveyears of purchaseProperty tax – Imposed property tax in Shanghai and ChongqingNew home pricetarget control– City governments to set annual price target for newhomes based on GDP or disposable income growth2010 2011E 2012F 2013FReal GDP growth (%) 10.4 9.2 7.5 8.5Lending interest rate (average, %) 5.8 6.6 6.8 7.3Inward FDI (US$ bn) 185.1 202.9 210.5 224Exchange rate (R<strong>MB</strong>/US$, average) 6.77 6.46 6.25 6.09Personal disposable income (US$ bn) 2,477 3,041 3,639 4,337CPI change (average, %) 3.2 5.4 3.8 5.0Townships such as The Seasons in Shenyangoffer homebuyers convenience with itsamenities such as a shopping mall.China’s rapid urbanisation andincome growth have fuelled risingdemand for well-planned integratedtownships located in the suburbs ofmajor cities.Demand for township homes wasmainly from owner-occupiers andfirst-time homebuyers, and is lesssusceptible to speculation.Township homes are increasinglypopular among young couples andmiddle-income families.Compared with residential developmentsin the city centre, where prices havesoared beyond the affordability of themiddle-class, township homes are moreaffordable and offer larger living space.With improved infrastructuraldevelopments, residential townshipsare well-connected via the metro linesand road networks, offering greateraccessibility to the city centre andsurrounding areas.Buyers are also attracted to theconvenience of a self-containedneighbourhood with comprehensiveamenities such as schools,supermarkets, shopping malls andrecreational facilities.While China may experience slowereconomic growth in 2012, risinghomeownership aspirations and agrowing middle-class will continueto support demand for qualitytownship developments.Sources: Economist Intelligence Unit and Central Government’s forecast66<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewChina67


OPERATIONS AND MARKET REVIEWCHINA123SHANGHAITHE SPRINGDALELocated in Xinchang Town, PudongDistrict, The Springdale comprisesa total of 2,667 terrace homes andapartments. The Xinchang Town Station,when operational in 2012, will be a20-minute walk from the development.The project will benefit from theupcoming Disney theme park,which is only a 15-minute drive away.The Shanghai Disneyland is scheduledto open in 2015.Since its launch in mid-2010,The Springdale has achieved goodsales with 93% of the 794 launchedunits sold as at end-February 2012.RESIDENTIAL DEVELOPMENTIN NANXIANGLocated in an established residentialarea of Nanxiang Town, Jiading District,the development comprises a total of1,036 units of high-rise apartments. It isa 30-minute drive from People’s Squareand close to metro Line 11 stationas well as the expressway. Anothermetro Line 15 has been planned andwill be operational by 2015.Situated in a mature middle- to up-marketsatellite town, the development is closeto the British International School aswell as hypermarts including Carrefourand Walmart.The government is positioningNanxiang Town as the new suburbanCBD of Shanghai, with complementaryresidential zone comprising homes andpublic amenities to meet the needsof residents and corporations.Targeted at the middle- and uppermiddleincome groups, the first phaseof the project is expected to be launchedin the second half of 2012.PARK AVENUEThe Park Avenue precinct comprisesthree projects – One Park Avenue,8 Park Avenue and Park Avenue Central.Located in the prime Jingan District,Park Avenue is easily accessible viamajor expressways and the Jinganmetro Line 7, which is located less than100 metres away. The Nanjing WestRoad commercial and entertainmentbelt as well as the reputable First CentrePrimary School are also close by.The first project, One Park Avenue,which comprises 1,118 apartments,was fully sold in 2003 and handedover to buyers in 2005.8 PARK AVENUEThe development comprises 930luxurious apartments spread over10 high-rise towers. All 552 units inthe first six blocks have been sold andhanded over to buyers. Construction iscurrently underway for the remainingfour blocks consisting of 378 units.Two blocks with 260 units are scheduledfor launch in 2012.ECONOMIC REVIEWINTERNATIONAL FINANCIAL HUBShanghai’s GDP expanded by 8.2%year-on-year (y-o-y) to R<strong>MB</strong> 1.92 trillionin 2011. FDI increased by 13.3% y-o-yto a record US$12.6 billion, signallingforeign investors’ continued optimismin the city’s growth.With the aim of becoming aninternational financial hub by 2020,Shanghai aims to be the core centrefor the trading of yuan-denominatedfinancial products by 2015. To invigoratethe sector, financial services innovationis encouraged and banks may apply fortrial operation of new products.The government will also focus onservice-related industries and reduceits reliance on fixed asset investment,labour-intensive industries andreal estate. The opening of theDisney theme park in 2015 is alsoexpected to boost tourism as well asthe retail and services sectors.MARKET REVIEWMEASURES PROMOTESUSTAINABLE GROWTHShanghai is one of the first citiesin China to implement theproperty cooling measures tomitigate soaring home prices. It isalso one of the two cities that hasintroduced a property tax of between0.4% and 0.6% for buyers of secondproperties. Since the introduction ofthe property restrictions, prices havemoderated and sales volume hasfallen by 25–30%.The government has announcedplans to continue with the measures.To relieve housing shortage, thegovernment has committed to buildmore affordable apartments andpublic rental houses for the city’slow-income families.1. The Springdale meets rising demandfor quality homes in the Pudong Districtin Shanghai.2, 3. Building on the success of One Park Avenue,<strong>Keppel</strong> <strong>Land</strong> is developing its second project,8 Park Avenue, in the Jingan District indowntown Shanghai.68<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewChina69


OPERATIONS AND MARKET REVIEWCHINATIANJINSINO-SINGAPORE TIANJIN ECO-CITY<strong>Keppel</strong> Corporation and <strong>Keppel</strong> <strong>Land</strong>China hold 45% and 55% interestrespectively in the 36.6-ha site locatedin the Start-Up Area (SUA) of theTianjin Eco-City. <strong>Keppel</strong> <strong>Land</strong> Chinais a member of the Singaporeconsortium as well as the projectmanager for the development ofthe SUA.Tianjin Eco-City is envisioned tobe a socially harmonious,environmentally-friendly andresource-efficient community.The 36.6-ha site in the SUA isstrategically located along theEco-Valley, linking major transportnodes to the residential developmentsand commercial centre. The sitewill be developed in phases and isexpected to yield about 5,000 homes,as well as office and retail space.Phase 1 of the residential developmentSeasons Park, which comprises1,672 homes, was launched in 2010.As at end-February 2012, about 80%of 787 launched units have been sold.Phase 2 of the residential component,Seasons Gardens, will comprise about1,200 homes. It is expected to belaunched in 2012.The commercial development,Seasons City, will comprise threeoffice towers, retail premises andserviced apartments with total grossfloor area (GFA) of about 162,000 sm.The first phase will feature an officedevelopment and retail premises, withGFA of 20,000 sm each. It is targeted tobe completed by 2013.SERENITY COVESerenity Cove is well-positionedto benefit from its strategic locationwithin the Tianjin Eco-City. Developedin three phases, Serenity Cove is setamidst lush surroundings includinga scenic 18-hole golf course.Phases 1 and 2 comprising83 bungalows, 110 semi-detachedand 40 terrace homes, have been fullysold and handed over to buyers.Phase 3 comprising 340 units oflow density eco-friendly homesis planned for launch in 2012.Seasons Park is <strong>Keppel</strong> <strong>Land</strong> China’s firstcollection of eco-homes in Tianjin Eco-City.BEIJINGCOMMERCIAL DEVELOPMENTLocated in the heart of Beijing’sCBD in the Chaoyang District, the2.6-ha commercial developmentis <strong>Keppel</strong> <strong>Land</strong> China’s second projectin the capital city, following thesell-out success of The Seasonscondominium in 2007.The commercial development islocated near well-known landmarkssuch as China World Trade Centre,China Central Television Tower as wellas Beijing’s first and second embassydistricts. It is well-connected to thecity via the East-West Chang’An Avenueas well as the Third Ring Road andtwo metro lines. The internationalairport is 30 minutes away via theexpressways or subway.Comprising three office blocks andretail premises with a total GFA ofabout 100,000 sm, the commercialdevelopment will attract manymultinational corporations andstate-owned enterprises. It is expectedto be completed by end-2014.ECONOMIC REVIEWRAPID ECONOMIC GROWTHTianjin is one of the fastest-growingcities in China. Its GDP reachedR<strong>MB</strong> 1.1 trillion in 2011, an increaseof 16.4% from 2010. Fixed assetinvestment surged by 31.1% y-o-yto R<strong>MB</strong> 751 billion, of whichR<strong>MB</strong> 308 billion was invested inthe industrial sector.Foreign trade increased by 25.9%y-o-y to US$103 trillion in 2011.Export value rose 18.7% y-o-y toUS$44.5 billion while import valuegrew at a stronger 32% y-o-y toUS$58.9 billion.The sixth World Economic Forumannual meeting will take place inTianjin in September 2012 and isexpected to attract about 1,500participants from over 90 countries.The high-profile event provides aplatform to showcase the city and forgovernment officials to network andconnect with global leaders and theworld’s top business executives.MARKET REVIEWPOSITIVE UNDERLYING DEMANDTo curb property speculation, Tianjin’sgovernment implemented a seriesof measures such as home purchaserestrictions, sellers’ sales tax forproperties held less than five yearsand the requirement for non-localresidents to show proof of residencewith their tax documents.Since the implementation of thesemeasures, transaction volumeand prices have dropped by20–30%. However, as only 10%of the homebuyers in Tianjin areinvestors, the impact of thesemeasures was less severe.With strong economic growth,the underlying demand for homesremains healthy. Buyers areexpected to enter the marketwhen prices stabilise.ECONOMIC REVIEWECONOMIC REFORMSENSURE GROWTHBeijing’s GDP increased by 8.1%y-o-y to R<strong>MB</strong> 1.6 trillion in 2011,a slower growth comparedwith the 10.2% achieved in 2010.Personal disposable income of thecity’s urban residents expanded by13.2% to R<strong>MB</strong> 32,903 for the year.Beijing’s government has set out foureconomic priorities for 2012 includingensuring growth, curbing inflation,promoting balance as well as reformingits economic structure. More emphasiswill be placed on the services sector,particularly on the cultural, creativeand information services industries.Economic reforms will ensure thatthe economy continues to grow ata positive rate.MARKET REVIEWSTRONG OFFICE DEMANDDespite uncertainties and turbulentexternal factors, demand for officespace continued to grow during theyear, albeit at a slower rate.In 2011, total net absorption wasabout 860,000 sm and accumulatednew supply of office space reachedapproximately 750,000 sm.Leasing demand continued to bedriven by financial services as well asconsultancy and legal firms. Overallvacancy rate dropped to an all-timelow of 9.1% as at end-2011 on theback of strong demand. Average rentfor Grade A buildings was betweenR<strong>MB</strong> 400 and R<strong>MB</strong> 500 psm per month.Several projects are expected to becompleted in 2012, providing newoffice supply of about 420,000 sm.Net take-up is projected at400,000 sm and overall vacancyrate is expected to remain lowat about 9% in 2012.70<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewChina71


OPERATIONS AND MARKET REVIEWCHINACHENGDUTHE BOTANICALocated at the junction of the Third RingRoad and Cheng Long Road in JinjiangDistrict, The Botanica is a 15-minutedrive from the city centre and close tothe Sichuan Normal University.1 2The project comprises 9,479 residentialunits to be developed over seven phases.The first five phases of 6,332 units arefully sold and completed. Phase 5was completed in 2011 and units arehanded over to buyers.Despite the cooling measures, about71% of 978 launched units in Phase 6have been sold as at end-February 2012,six months after its launch inAugust 2011. Capitalising on positivesentiments for township homes,Phase 7 is expected to be launchedin 2012.RESIDENTIAL DEVELOPMENTIN PANCHENGGANGThe 5.1-ha site is located along theSecond Ring Road and close to thefinancial street in Dongdajie. It is aboutthree km from the city’s main shoppingbelt and less than a 10-minute walk tometro Line 2 station. Reputable primaryand secondary schools are in the vicinityof the development.The high-rise residential project willyield a total of 1,551 homes. Capitalisingon growing demand for city living,Phase 1 comprising 575 units isexpected to be launched in 2012.VILLA DEVELOPMENTIN MUMASHANComprising two adjoining sites witha combined land area of 25 ha, thedevelopment is situated within a maturelow-density residential enclave inMumashan, southwest of Chengdu.It is close to Tianfu New City, whichis poised to be the city’s core CBD inthe future.Targeted at the upper-middle incomegroup, the project will yield a total of273 villas. To meet the expected surgein demand brought about by Chengdu’sfast-tracked economic growth, Phase 1is scheduled to be launched in 2012.ECONOMIC REVIEWECONOMIC CENTRE OFSOUTHWESTERN CHINAChengdu is the economic, politicaland cultural centre in southwesternChina as well as the cornerstoneof the government’s “Go-West”policy. The city reported a GDP ofR<strong>MB</strong> 680 billion in 2011, the highest inSichuan Province. Disposable incomeper capita also rose to R<strong>MB</strong> 23,932for the year, representing a 14.9%increase from 2010.Chengdu’s favourable policies,vast consumer market, low-costlabour resources and pleasant livingconditions have made the city oneof the best investment locations inChina. The number of Fortune 500companies in the city grew to 207in 2011, the highest in all of centraland western China. It is expected tocontinue to attract huge inflows ofdomestic and foreign investment,boosting economic growth inthe process.MARKET REVIEWRESILIENT PROPERTY MARKETUnder the home purchase restriction,each family is allowed to purchaseonly two homes within the sixmain districts of Chengdu. Sincethe introduction of the measure,transaction volume has dropped.In 2011, the average selling priceof high-end residential homes fellby a marginal 1.1% y-o-y, whiletransaction volume dropped by asteeper 31.8% y-o-y.With no signs of policy easing,high-end residential prices areexpected to face more pressure inthe near term. Nonetheless, with thecity’s rapid economic development,urban planning as well as influx ofreturning migrants from the first-tierand coastal cities, outlook for theresidential market remains positive.The development of the Tianfu NewArea will also boost the region’seconomic growth and support theresidential market.NANTONGRESIDENTIAL DEVELOPMENTThe 17.2-ha site is located in thetown centre of Nantong Economicand Technological DevelopmentArea, a 10-minute drive to the newNantong CBD.The development will provide residentsan idyllic living environment, leveragingits frontage of the Tianxingheng Riverin the north and Fumingang Riverin the east.The exclusive high-end residentialdevelopment will have a mix of 1,202villas, terrace homes and high-riseapartments. The first phase of villasand terrace homes is expected to belaunched in 2012.1. The Botanica continues to record positive sales.2. Drawing experience from The Arcadia inTianjin, <strong>Keppel</strong> <strong>Land</strong> China will be launchingPhase 1 of the villa development inMumashan, Chengdu.ECONOMIC REVIEWECONOMIC INTEGRATIONWITH SHANGHAINantong has been enjoyingdouble-digit economic growthaveraging close to 15% per annumfor the past seven years. It isone of the cities with the highestincome growth in the YangtzeRiver Delta region. In 2011, its GDProse 21.7% to R<strong>MB</strong> 415 billion,outperforming neighbouring cities.The opening of the Chongqi Bridgeconnecting Shanghai’s ChongmingIsland to Qidong will improveconnectivity and cut travellingtime from Nantong to Shanghaito an hour.MARKET REVIEWGOOD GROWTH POTENTIALThe implementation of the pricecontrol measure, which has put a capon price increase at 9% per annum,has dampened demand. Prices haveremained steady, while transactionvolume has tapered off in the fourthquarter of 2011 after rising in the firstthree quarters of the year.Demand will continue to be driven byfirst-time homebuyers, upgradersand middle-income buyers looking forquality homes for owner-occupationor long-term investment. Supportedby strong economic growth, the outlookfor the property market remains positivein the mid- to long-term.72<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewChina73


OPERATIONS AND MARKET REVIEWCHINAWUXICENTRAL PARK CITYThe 35.3-ha township developmentis located in Taihu New City insouthern Wuxi, an upcomingsecondary city centre withinthe Binhu Economic DevelopmentZone. The municipal governmentoffice has been relocated toTaihu New City.Central Park City is a 15-minutedrive to the existing city centreand Wuxi Shuofang Airport.It is also in close proximity tothe Wuxi National High-TechIndustrial Park. Designed asa self-sufficient enclave, thetownship will comprise a total ofabout 5,000 residential apartmentswith commercial components.Phase 1 of the development,which consists of 1,448 homes,was fully sold and handed overto buyers.RESIDENTIAL DEVELOPMENTIN BINHU DISTRICTThe prime 21.5-ha lakefront site inthe Binhu District is situated in anestablished high-end low-densityresidential precinct. Surrounded by a260-ha national park and the scenicLi Lake, the site is a 15-minute drivefrom the city centre, and accessibility1will improve when metro Line 1 stationis completed in 2014.The development will compriseabout 2,500 villas, terraces, duplexes,mid-rise apartments as well ascommercial components. Targeted atthe upper-income group, Phase 1 isexpected to be launched in 2013.SHENYANGTHE SEASONSThe township development issituated in Shenbei New District inShenyang. It is about 15 km from thecity centre in the western part of PuheNew Town. It is well-connected to otherparts of the city via a comprehensivemetro network.The Seasons is surrounded byresidential, commercial andhigh-tech industrial developments,as well as educational institutions.It is connected to the University Town,which currently houses 12 universitiesand colleges, with more campusesto be established over the nextfew years.2Targeted at the middle- and uppermiddleincome families, Phase 1of the development was launchedin July 2011. About 84% of the220 townhouses launched have beensold as at end-February 2012.TOWNSHIP DEVELOPMENTIN HUNNAN NEW DISTRICTThe 30.3-ha waterfront townshipdevelopment is expected to yieldabout 7,026 high-rise apartmentswith commercial components. Situatedalong Hun River, the site is locatedoutside the Second Ring Road. It isa 25-minute drive to the ShenyangTaoxian international airport and a20-minute drive to the CBD.Targeted at the upper-middle incomemarket, the project will be developedin phases over six to eight years.Leveraging its connectivity and proximityto the city centre, Phase 1, whichcomprises 1,200 units, is scheduledfor launch in 2014.Phase 2, comprising 877 units,is almost fully sold while about58% of 750 launched units underPhase 3 have been taken up asat end-February 2012.1. Central Park City is a township developmentcomprising a total of about 5,000 residentialapartments with commercial component.2. The township development in Hunnan NewDistrict will be developed in phases over sixto eight years.ECONOMIC REVIEWIMPROVED CONNECTIVITYPROPELS GROWTHWuxi’s GDP grew by 11.6% to aboutR<strong>MB</strong> 690 billion in 2011, the secondhighest in Jiangsu Province andabove the national average. GDPper capita reached R<strong>MB</strong> 107,400,the highest among all cities in theprovince. Average urban disposableincome also rose steadily by 14% toR<strong>MB</strong> 31,638 in 2011.The Nanjing-Shanghai High SpeedTrain and Beijing-Shanghai High-SpeedRailway have enhanced connectivitybetween Wuxi and other cities aswell as raised the economic profileof the city.MARKET REVIEWOWNER-OCCUPIERS SUPPORT MARKETResidential demand and prices in Wuxihave fallen since the implementation ofthe cooling measures.Total residential transactions declinedby 42% y-o-y to 3.49 million sm in 2011.Average selling price of residentialhomes moderated to R<strong>MB</strong> 8,443 psmin December 2011, a decline of 8% fromthe peak in December 2010.Property cooling measures areexpected to remain in the near term.Assuming no new cooling measures,owner-occupiers are likely to enterthe market when prices stabilise andsentiments improve.Wuxi’s continued economic expansion,increased foreign investments andenhanced transport integration withother cities will support a sustainableproperty market.ECONOMIC REVIEWIMPROVED BUSINESS ENVIRONMENTShenyang is the political, economic,business and education centre ofnortheast China. It is the largest cityin northeast China and an attractiveinvestment destination. The businessenvironment has improved in recentyears and the city was ranked 10th outof 200 fastest growing metropolitaneconomies by US’ Brookings Institution.Germany’s fifth consulate in Chinawill open in Shenyang, after Shanghai,Hong Kong, Guangzhou and Chengdu,demonstrating the close partnershipbetween China and Germany. As regionaltrade partners, China and Germanyhave established dialogues on variousissues including economic cooperation,development, human rights andthe media.The 12th China National Games willtake place in Hunnan New Area in 2013.Supporting amenities include thegames villages, stadiums, hospitals,the Shenyang South Station Hub anda new Taoxian airport terminal. Theevent will be a catalyst for futuredevelopments in the city, especiallyin the Hunnan area.MARKET REVIEWSTRONG END-USER DEMANDUnder the home purchase restrictiondirective in Shenyang, each householdunit is allowed to purchase only twohomes within the Second Ring Road.The restriction resulted in a declinein investment demand as investorsbecame more cautious. However, thereduction in investment demand waspartly offset by demand from first-timehomebuyers and upgraders.Total residential transaction volumereached 14.4 million sm in 2011,an increase of 2.3% over the previousyear. Average selling price of residentialhomes also rose by 14.9% y-o-y toR<strong>MB</strong> 5,822 psm. The local governmentmay fine-tune or relax some of theproperty measures to bolstereconomic growth.74<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewChina75


OPERATIONS AND MARKET REVIEWCHINAZHONGSHANINTEGRATED MARINALIFESTYLE DEVELOPMENTThe 86-ha waterfront site in Zhongshan,Guangdong Province, marks <strong>Keppel</strong> <strong>Land</strong>China’s first integrated residential-cummarinalifestyle development in theaffluent Pearl River Delta region.Fronting the Xijiang River, the integrateddevelopment is about 35 km, or a20-minute drive to the city centre andis well-connected by air, sea and landinfrastructure. It enjoys convenientaccess to six international and domesticairports as well as a network of ferryservices to Hong Kong and Macau.The development will feature 1,647luxurious waterfront villas with privateberths, condominium units and servicedapartments targeted at the upperincomegroup. It will include amenitiessuch as a marina clubhouse, fine diningrestaurants and quality berths.ECONOMIC REVIEWENHANCED TRANSPORTATIONNETWORKZhongshan’s key economic indicessuch as GDP, industry valueadded, fixed asset investment andconsumption are ranked amongthe top in Guangdong Province.In 2011, its trade value rose by6.4% from 2010 to a record ofUS$34.2 billion. Hong Kongcontinued to be the city’s largesttrading partner and trade volumereached US$7.8 billion, anincrease of 1.4% compared withthe previous year.Zhongshan’s proximity toHong Kong and Macau benefitsits economic development. TheGuangzhou-Zhuhai intercity railway,which was partially put into operationin early-2011 has shortenedtravelling time to Guangzhou byabout 30 minutes. Accessibility willbe enhanced when the Hong Kong-Zhuhai-Macau Bridge is completedin 2016.MARKET REVIEWHEALTHY MID-MARKET DEMANDFollowing the implementationof a maximum selling price ofR<strong>MB</strong> 5,800 psm for new residentialhomes by the city government,average selling price of homesfell by about 20%.The price control measure hasaffected home sales in thehigh-end and villa segments.However, sales of mass- andmid-end homes were less affectedas prices are more affordable.Developers are increasinglylooking to acquire sites in thesuburban areas, where land pricesare relatively lower.JIANGYINSTAMFORD CITYThe 8.3-ha mixed-use developmentis situated within the new city centreof Jiangyin. Poised to be an urbanlandmark, Stamford City will housesome of the tallest and iconic buildingsin the district.It is located in the designated civicand cultural district, which featuresthe Grand Theatre as well as the city’slibrary and museum.All 150 apartments and 12 shop unitsunder Phase 1 have been fullysold and handed over to buyers.Two residential blocks under Phase 2,comprising 204 units, have alsobeen sold and handed over to buyersin end-2011.Targeted at the upper-middle incomegroup, some 973 units under Phases 2and 3 will be launched progressivelyin 2012.ECONOMIC REVIEWSUSTAINABLEECONOMIC GROWTHAn inland port city, Jiangyin is animportant hub in the Yangtze RiverDelta region. Traditionally a centrefor agriculture, the city has grownrapidly with China’s industrialisationand has become an affluent city.Home to over 30 home-grown publiclisted companies, the city’s growth isdriven mainly by industrial productionand port operations.The government’s plans to commitabout R<strong>MB</strong> 11.7 billion to transformJiangyin into a waterfront gardencity will redefine the experience ofurban living.Ranked sixth in China’s HappiestCities survey 2011, Jiangyin is theonly county-level city on the list,demonstrating its progress in thepromotion of social harmony aswell as the provision of good livingconditions for its residents.MARKET REVIEWPOSITIVE FUNDAMENTALSSince the implementation of theproperty cooling measures, demandfor homes in Jiangyin has fallen.Transaction volume dropped by morethan 40% y-o-y in 2011, althoughaverage selling price rose by 2%from 2010. Given the weak marketsentiments, prices are likely toremain flat in the near term.Residents in Jiangyin are generallymore receptive to new design ideasand homes with unique concepts arewell-received.The city’s strong economicfundamentals will continue tosupport the residential market inthe long term.<strong>Keppel</strong> <strong>Land</strong> China’s first project in Zhongshanis an integrated residential-cum-marinalifestyle development.KUNMINGSPRING CITY GOLF & LAKE RESORTLocated on the east shore ofLake Yang Zong Hai, Spring CityGolf & Lake Resort (Spring City) is a40-minute drive from the city centreof Kunming with convenient access tothe airport. Voted one of the best golfcourses in China, Spring City remainsa popular golfing destination withsome 62,000 visitors in 2011.Despite the slowdown in theresidential market, sales of resorthomes at Spring City have beenstable. All 43 units at La QuintaPhase 1 and about 71% of the62 units in Phase 2 have been soldas at end-February 2012.Phase 1 of Hillcrest Residencecomprises a mix of villas, terracesand apartments. About 68% of133 units have been sold as atend-February 2012. Phase 2 isexpected to be launched in 2012.ECONOMIC REVIEWSPILLOVER EFFECTS FROMCHENGGONG NEW CITYThe government continues toimprove the city’s infrastructurewith the construction of a newinternational airport, which isexpected to be operational inearly-2012. The city’s first metroline will also be in operation inthe second half of 2012.The development of ChenggongNew City, which is planned asthe growth engine for theGreater Kunming region is onschedule and most governmentoffices have relocated to thenew city. Improved infrastructuredevelopment and the success ofthe new city are expected to havepositive spillover effects onthe economy.MARKET REVIEWCOMPETITIVERESIDENTIAL MARKETSince the beginning of 2011, thecity government has introduceda series of property coolingmeasures to rein in soaringproperty prices.The home purchase restrictionand tighter credit control haveimpacted transaction volumeand prices. Prices have remainedstagnant and sales volume hasdecreased by about 30%.Towards end-2011, some majordevelopers in Kunming havestarted to lower prices by 10–15%to improve sales. The coolingmeasures are likely to stay in placeand the market is expected toremain muted in 2012.76<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewChina77


OPERATIONS AND MARKET REVIEW2VIETNAM: Building on a strong relationship spanning over20 years, <strong>Keppel</strong> <strong>Land</strong> is committed to continue to growwith Vietnam through strategic partnerships and alliances.1MAJOR DEVELOPMENTS IN 2011– Sold more than 180 homes.– Launched Riviera Point,the tallest condominiumdevelopment in District 7.– Broke ground for Phase 2of the integrated mixed-usedevelopment, Saigon Centre.– Entered into a strategicpartnership with ToshinDevelopment (announced inFebruary 2012)FOCUS FOR 2012/2013– Seize opportunities for selectiveacquisition of sites.– Time launches for new projectsand phases.– Focus on thematic qualityresidential, commercial andmixed-use development.STRONG TRACK RECORDTO RIDE ON UPTURNWith an established track recordof more than 20 years, <strong>Keppel</strong> <strong>Land</strong>is today a leading developer of premierresidential and commercial propertiesin Vietnam.The Group’s share of total assetsin Vietnam has grown from about6% in 2007 to about 8% as atend-2011.In line with the Group’s strategyto build a stronger commercialpresence overseas, <strong>Keppel</strong> <strong>Land</strong>will commence construction ofa 50,000-sm retail mall underPhase 2 of Saigon Centre, amixed-use integrated developmentin Ho Chi Minh City (HCMC). Thisfollows the successful establishmentof Phase 1, which has becomethe preferred business addressand shopping destinationin HCMC.Despite current market uncertainties,<strong>Keppel</strong> <strong>Land</strong> remains confidentof Vietnam’s growth potential.The country is one of Asia’s fastestgrowingeconomies and an attractiveinvestment destination given itseconomic liberalisation, improvinginfrastructure and large domesticmarket. The country is undergoingrapid transformation with an urbanpopulation of 30% that is growing atabout 3% per annum.With favourable demographics suchas a young population and growingmiddle class as well as continuedinterest from Viet Kieus, the demand forquality homes is expected to increase,especially when inflation eases andinterest rates are lowered.Its established presence andportfolio of quality developmentsput <strong>Keppel</strong> <strong>Land</strong> in good stead toride on the upturn when marketconditions improve.RESIDENTIALHO CHI MINH CITYTHE ESTELLA, DISTRICT 2Surrounded by lush landscapes,The Estella is located in a covetedresidential enclave, which is eight kmfrom the central business district (CBD).It is easily accessible via the HanoiHighway and newly-completedThu Thiem Tunnel, which hasshortened travelling time to theCBD to 15 minutes.The Estella will be developed in threephases. Phase 1 of the developmentcomprises 719 units, of which about 66%have been sold as at end-February 2012.CONDOMINIUM DEVELOPMENT,DISTRICT 2The site is located in a fast-growingdistrict near the Thu Thiem NewUrban Area, an upcoming commercialdistrict across Saigon River.When completed, high-risedevelopment will yield about 1,500luxury waterfront homes targeted atmiddle-income buyers.The development enjoys goodaccessibility via the Thu Thiem Tunneland Thu Thiem Bridge, and is a20-minute drive from the city centre.The development is also located closeto two international schools anda hypermart.SOUTH RACH CHIEC, DISTRICT 2The waterfront site is situated in atranquil location in An Phu Ward withexcellent frontage of the Giong OngTo River and Muong Kinh River.The Thu Thiem Tunnel, Thu ThiemBridge and upcoming HCMC-LongThanh-Dau Giay Expressway provideeasy access to the site.The integrated waterfront developmentwill offer about 6,400 apartments withquality retail, commercial, educationaland medical facilities.The first phase of the development isexpected to be launched in the secondhalf of 2012.SAIGON SPORTS CITY, DISTRICT 2Nestled in An Phu Ward, an establishedresidential enclave, this integratedtownship is a 20-minute drive from theCBD. It offers good connectivity to thenorth via the Hanoi Highway andsouth via the upcoming HCMC-LongThanh-Dau Giay Expressway.Comprising about 3,000 apartments,Saigon Sports City offers residents aunique live-work-play environment.1. The <strong>Keppel</strong> brand and quality hallmarkhave distinguished its properties and earned<strong>Keppel</strong> <strong>Land</strong> a loyal following of customersin Vietnam.2. The first phase of the development inSouth Rach Chiec is expected to be launchedin the second half of 2012.78<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewVietnam79


OPERATIONS AND MARKET REVIEWVIETNAMDesigned with the concept of aneighbourhood sports hub, thedevelopment will feature world-classsporting facilities such as an Olympicsizedswimming pool, a tennis academy,a grandstand football field, an auditoriumand a sports training hall. Additionalfeatures include commercial and retailcomponents as well as educational andmedical facilities within the township.RIVIERA POINT, DISTRICT 7Located along the Ca Cam River,Riviera Point is linked to the establishedPhu My Hung Township via twobridges, one of which is thenewly-opened Phu Thuan Bridge.Eco-friendly features such as arain-water recycling system, carbonmonoxide monitoring system forunderground parking lots and solarheating system have been integratedinto the development’s design.When completed, the 40-storeyhigh Riviera Point will be the tallestcondominium development inDistrict 7. It offers 2,400 high-endapartments amidst lush landscaping.The first phase of the development wassoft-launched in early-2011 and about67% of the 277 launched units havebeen sold as at end-February 2012.RIVIERA COVE, DISTRICT 9Nestled in a residential enclave alongRach Chiec River, the developmentfeatures 96 resort-style villas with threedesigns – Garden Villa, Clubhouse Villaand River Villa. Riviera Cove offersresidents a riverfront lifestyle with a fullrange of facilities including a 280-metrepromenade fronting the Rach Chiec River.Close to Rach Chiec Sports Complexand the upcoming Saigon Sports City,Riviera Cove is easily accessiblevia the East-West Highway andHanoi Highway.The gated villa development is about84% sold as at end-February 2012.VILLA DEVELOPMENT, DISTRICT 9Fronting the Rach Chiec River inthe north and Nhanh Tributary in1the east, the development offers about150 waterfront villas targeted at theaffluent locals and expatriates.Located some 500 metres fromRiviera Cove, the site is within athree-km radius from the SaigonHigh-Tech Park, Rach Chiec SportsComplex and upcoming Saigon SportsCity. It is well-connected via the HanoiHighway, Luong Dinh Cua Streetand Inner Ring Road, which will becompleted in 2012.The project is expected to be launchedin the second half of 2012.RIVIERA GARDENS, DISTRICT 12Enjoying a prominent frontage ofthe Saigon River, the gated villadevelopment is adjacent to theBinh Duong Province and easilyaccessible via the National RoadNo. 1A Highway.Scheduled for launch in 2013,Riviera Gardens will offer 174 primewaterfront villas targeted at localbusinessmen and expatriates.VILLA DEVELOPMENT, SAIGON SOUTHLocated in an upcoming residentialprecinct about 9.6 km from the CBD, thesite faces the Nguyen Van Linh Parkwayin the north and Xom Cui River in theeast. It is four km from the Phu My HungTownship, which features a wide rangeof amenities including internationalschools, hospital and F&B outlets.The gated development will comprise225 waterfront villas and is expectedto be launched in 2013.DONG NAI PROVINCEDONG NAI WATERFRONT CITYFlanked by the Dong Nai River and itstributaries, the site is a 45-minute drivefrom HCMC’s CBD. Travelling timewill be significantly reduced with thecompletion of the HCMC-LongThanh-Dau Giay Expressway in 2013.The township development will offerresidents a serene living environmentalong a 1.5-km shoreline. The integratedwaterfront township will feature about7,850 homes including townhouses,villas and high-rise apartments withvarious commercial facilities.The development is expected to belaunched in 2012.COMMERCIALHO CHI MINH CITYSAIGON CENTRE, DISTRICT 1Strategically located on Le Loi Boulevard,one of the city’s main thoroughfares,Saigon Centre enjoys close proximityto the HCMC People’s Committee, BenThanh Market and prominent hotels.2The project is developed in severalphases. Phase 1 was completed in1996 and comprises a three-storeyretail podium, 11 floors of Grade Aoffices and 89 luxury servicedapartments under Sedona SuitesHCMC. It has since established itselfas the preferred business and residentialaddress in HCMC. The retail podium is apopular shopping destination with a goodcollection of international fashion labelsand F&B outlets. Saigon Centreremains the market leader, achievingstrong occupancy and rental ratesfor its offices, retail space andserviced apartments.Phase 2 was unveiled in agroundbreaking ceremony in November2011. When completed in 2015, it willcomprise a retail mall spanning 50,000sm over seven floors, 40,000 sm ofGrade A offices and over 200 luxuryserviced apartments.In February 2012, <strong>Keppel</strong> <strong>Land</strong> securedTakashimaya as anchor tenant in SaigonCentre Phase 2 with pre-commitmentof about 15,000 sm of retail spaceacross five floors. <strong>Keppel</strong> <strong>Land</strong> hasalso divested a 22.7% stake in SaigonCentre Phase 2 to Toshin Development(Toshin), the real estate subsidiary ofTakashimaya. It has also established a50:50 retail management company withToshin’s Singapore subsidiary.TAMARIND PARK, DISTRICT 1Located within the CBD, the siteis close to the Dong Khoi shoppingbelt and various attractions suchas the Opera House and Ben ThanhMarket. The site has been planned fordevelopment into serviced apartments.HANOIINTERNATIONAL CENTREThis eight-storey office building islocated in the heart of Hanoi, just ashort stroll to the scenic Hoan KiemLake, Hanoi Opera House, Ministryof Trade and State Bank of Vietnam.Offering over 7,000 sm of Grade A officespace, International Centre remainsthe preferred address of multinationalcorporations including Johnson &Johnson, Singapore Airlines, Citibankand Maersk.VUNG TAUPETROVIETNAM TOWERSThe 10-storey Grade A office buildingoffers approximately 12,500 sm ofquality space. PetroVietnam Towerremains the leading office buildingin Vung Tau’s prime commercialdistrict, with blue-chip tenants thatinclude financial institutions as wellas companies in the oil and gas andpetrochemical industries.HOTELS AND RESORTSHANOIROYAL PARK SEDONA SUITES HANOILocated near Hanoi‘s largestHo Tay Lake and a short drive fromthe city centre, Royal Park SedonaSuites Hanoi offers 175 luxuriousserviced apartments and villasfor lease.Surrounded by lush landscaping andreputed for its excellent servicesand hospitality, Royal Park SedonaSuites Hanoi remains the preferredaccommodation choice provideramong diplomats, businessmenand expatriates.Quang Ba Royal Park, the<strong>Keppel</strong> <strong>Land</strong>-led joint venturecompany for Royal Park Sedona SuitesHanoi, received the prestigious 2ndOrder Labour of Medal Award for itssocio-economic contribution toVietnam in 2011.The Company is also the recipientof the Golden Dragon Award byVietnam Economic Times for fourconsecutive years from 2007 to 2010.It has also won the ExcellencePerformance Award at the GuideAwards from 2003 to 2010.1. Riviera Cove offers residents a riverfrontlifestyle with a full range of facilities.2. <strong>Keppel</strong> <strong>Land</strong> broke ground for Saigon CentrePhase 2 in November 2011.80<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewVietnam81


OPERATIONS AND MARKET REVIEWVIETNAMECONOMIC REVIEWSUSTAINING GROWTHVietnam faced challenging economicconditions in 2011. The economyexpanded by 5.9% during the year,lower than the 6.8% growth in 2010.Its persistent trade deficit and highinflation have impeded growth. Inflationsoared to 18.6% in 2011, up from 9.2%in 2010. To curb inflation, interest rateswere raised and banks’ credit tightened.Interest rates surged to above 20% inmid-2011 but have since tapered off tobetween 17% and 19%.The tightening of its monetary policy hasresulted in slower investment growth.Foreign direct investments (FDI) fell 26%to US$14.7 billion in 2011 while total FDIdisbursement remained steady at aboutUS$11 billion.12Nonetheless, Official DevelopmentAssistance disbursement is estimatedto grow by 24% to US$3.7 billion in 2011,reflecting international donors’ longtermconfidence in Vietnam’s economy.Remittances from Viet Kieus,estimated at about US$9 billion in 2011are expected to remain strong in 2012.This will reduce the country’s tradedeficit, which has narrowed fromUS$12.4 billion in 2010 toUS$9.8 billion in 2011.The devaluation of the Vietnamese dongby 9.3% in February 2011 has reducedthe exchange rate volatility between theUS dollar and Vietnamese dong.VietnamAmidst global uncertainties, thegovernment is targeting economicgrowth of 6–6.5% for 2012 and aims tobring down inflation and interest ratesto below 10% and 14% respectively.MARKET REVIEWRESIDENTIALCHALLENGING MARKETWhile the high-end condominiummarket saw slower demand, salesfor the mid-market segment remainedactive in 2011. <strong>Land</strong>ed homes continueto be attractive to buyers.Some developers have lowered pricesof high-end projects in the fourth2010 2011E 2012F 2013FReal GDP growth (%) 6.8 5.9 5.8 7.2Lending interest rate (average, %) 13.1 17.6 17.5 14.0Inward FDI (US$ bn) 8.0 7.9 8.05 11.06Exchange rate (dong/US$, average) 19,131 20,649 21,755 22,270Personal disposable income (US$ bn) 45.8 48.6 54.2 60.4CPI change (average, %) 9.0 18.6 11.0 8.3Sources: Economist Intelligence Unit and the General Statistics Office of Vietnamquarter of the year to ease cash flowpressures. The tightened monetarypolicy has led to a sharp rise in interestrates and reduction of loans availableto property buyers and developers.As such, a large number of projectswas put on hold indefinitely. Whilesmaller developers face credit issues,established developers with thefinancial strength and a good trackrecord in Vietnam were less affected.OFFICERENTS UNDER PRESSUREIn HCMC, total net absorption of officespace dipped 9.4% to 168,000 sm in 2011,according to Jones Lang LaSalle.Grade A rents softened from US$35 psmper month in 2010 to about US$32 psmper month in 2011 as landlords offereddiscounts to increase occupancy innew buildings. However, matureGrade A office buildings continuedto achieve occupancy rates of over90% throughout the year.Rents may continue to face furtherpressure as about 121,000 sm of newsupply in District 1 is expected to enterthe market in 2012.Net office take-up in Hanoi was about25,000 sm in 2011, according toCB Richard Ellis (CBRE). However,new supply of over 232,000 sm broughtcity-wide vacancy to a high of 28%.Grade A office rents remain steadyat about US$36 psm per month.Vietnam’s commitment to theWorld Trade Organisation to furtherliberalise trade is expected to supportgrowth in the office market.RETAILGROWING DEMANDVietnam’s retail market continued topost remarkable growth, achieving totalretail sales value of US$95.5 billion in2011, up 24% from 2010.Despite net absorption of about70,000 sm in HCMC, rents easedslightly as retailers postponedexpansion plans due to marketuncertainties. According to CBRE,rents of shopping centres in HCMC’sCBD softened by 10% to aboutUS$113 psm per month in 2011.In Hanoi, retail rents in CBD declinedslightly by 0.4% to about US$58 psmper month.The rising affluence of Vietnam’smiddle class and their growingbrand-consciousness saw anincreasing number of internationallabels making their debut in the country.This will lead to a strong demandfor world-class shopping centresin HCMC and Hanoi.SERVICED APARTMENTSINCREASING COMPETITIONThe serviced apartment sectorcontinued to enjoy steady demandfrom business travellers andreturning Viet Kieus.Quality-grade serviced apartmentsin HCMC achieved high occupancyrates of over 95% in 2011, with monthlyaverage rents of about US$37 psm.In Hanoi, the average occupancy rate forserviced apartments is about 80%, withrents averaging US$32 psm per month.While demand for Grade A servicedapartments remains, the market isexpected to face competition fromnew supply.1. <strong>Keppel</strong> <strong>Land</strong> remains confident in thelong-term fundamentals of Vietnam’sproperty market.2. <strong>Land</strong>ed homes remain an attractiveoption for buyers.82<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewVietnam83


OPERATIONS AND MARKET REVIEW2INDIA1RESIDENTIALBANGALOREELITA PROMENADELocated in the south of Bangalore’scity centre, Elita Promenade is situatedin the established residential enclaveof JP Nagar. The development hasa 250-metre frontage of thePuttenahalli Lake.Elita Promenade is close to the OuterRing Road, which provides residentseasy access to all parts of Bangalorevia an extensive radial road network.The development is about a30-minute drive from the CBD andclose to Bangalore’s IT hubs suchas Electronic City as well as theIT corridor lining Bannerghatta Roadand Sarjapur Road.With a total of 1,573 units, ElitaPromenade comprises 17 towerblocks of 20 storeys each, offeringmainly two- and three-bedroomunits ranging from 1,350 sf to 1,790 sfin size. About 96% of the developmenthas been sold as at end-February 2012.ELITA HORIZONLocated off Kanakapura Road andclose to the Peripheral Ring Road,Elita Horizon will enjoy direct accessto the major IT corridors of ElectronicCity and along Bannerghatta Road.Situated on higher ground, thedevelopment will provide a tranquilenvironment for homeowners.Design planning of Elita Horizon isunderway. The 8-ha site has beendesignated for the development ofhigh-rise apartments targeted at theupper-middle income segment.KOLKATAELITA GARDEN VISTALocated within the Rajarhat Townshipin Salt Lake City, which lies in thenortheast fringe of Greater Kolkata,Elita Garden Vista is close to theinternational airport and a short drive tothe city centre via Rajarhat Expressway.The 1,278-unit Elita Garden Vista has atotal of 15 tower blocks varying between15 and 30 storeys, and comprises mainlytwo- and three-bedroom units rangingfrom 1,277 sf to 1,850 sf in size.As at end-February 2012, about 90% ofthe 688 launched units under Phase 1have been sold.1. Elita Promenade is situated in the southof Bangalore’s city centre.2. Located within the Rajarhat Township,Elita Garden Vista is also close to theinternational airport.ECONOMIC REVIEWSIGNS OF INFLATION EASINGThe Indian economy expanded by 8.4%in the fiscal year ended March 2011,and is projected to grow at a slowerrate of about 7% in 2012, againstthe backdrop of a slowdown in theglobal markets.India’s inflation rate is easing. Thewholesale price index for January2012 fell to about 6.5% from 9.1% inNovember 2011 as food prices declined.As inflation eases and economicgrowth slows, the Reserve Bankof India (RBI) has indicated that itmay cut key policy rates to stimulategrowth. RBI has raised the repo rate13 times since early-2010, from4.75% to 8.5%.MARKET REVIEWHOME SALES EASED IN BANGALOREHigh interest rates, inflationarypressures and concerns over theglobal economy have affected marketsentiments, resulting in slower homesales in 2011, as buying sentimentsturned cautious. This is expected tocontinue into 2012.Despite slower sales, capital valuesof homes appreciated marginally.Meanwhile, supply of residentialunits increased in 2011 as developerslaunched more projects.STEADY DEMAND IN KOLKATACapital values remained relativelystable in most parts of Kolkata,India*with the exception of areas likeNewtown, South Kolkata and VIP Roadwhich saw prices appreciate 3–6%in 2011. Net absorption stood at ahealthy rate of 70–75% amidst limitednew launches.The newly-elected West Bengalgovernment has announced plansfor the construction of seven newmetro routes to boost Kolkata’sinfrastructure, a move that isexpected to strengthen capitalvalues and demand of homes.2010 2011E 2012F 2013FReal GDP growth (%) 8.4 7.2 6.9 8.5Lending interest rates (average, %) 10.2 9.6 9.9 9.3Inward FDI (US$ bn) 25.2 30.5 25.0 32.0Exchange rate (Rs/US$, average) 45.7 46.7 50.9 50.5Personal disposable income (US$ bn) 1,290 1,500 1,737 2,039CPI change (average, %) 12.0 8.9 8.1 8.0* Figures refer to fiscal year commencing 1 April of year indicatedSource: Economist Intelligence Unit84<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewIndia85


OPERATIONS AND MARKET REVIEWINDONESIA: With a quality portfolio of properties,<strong>Keppel</strong> <strong>Land</strong> is poised to benefit from the country’seconomic growth.1SURABAYABG JUNCTIONBG Junction is a strata-titled retailcomplex located within Surabaya’sCBD. With six levels of retail space,BG Junction currently has three mainanchor tenants, namely hypermarketCarrefour, Cahaya Departmental Storeand entertainment centre Three Sum.As at end-February 2012, the mall isabout 89% occupied with 371 units soldand about 33,300 sm of retail spaceleased. Marketing efforts will continueto focus on increasing occupancy andimproving the tenancy mix.21. Jakarta Garden City provides residentsa desirable live-work-play-and-learnenvironment.2. BG Junction in Surabaya houses a good mixof tenants.IN FOCUS: Growth in Grade A Office Market to ContinueRESIDENTIALJAKARTAPASADENIA GARDENSituated within the upper-middleclass residential area of Pulomas,Pasadenia Garden is a low-densitycondominium development with198 units. About 95% of the projecthas been sold and the remainingunits are mostly leased out.JAKARTA GARDEN CITYJakarta Garden City is alive-work-play-and-learnintegrated township located inthe eastern growth corridor ofJakarta. With a strong focus onsustainability, homeowners andresidents will appreciate thegreen lifestyle offerings within thegated township. The 270-ha siteis one of the last few remaininglarge and contiguous plots of landavailable for housing developmentwithin Jakarta.Targeted at the middle- to upper-middleincome families, Jakarta Garden City isclose to Kelapa Gading, an establishedand successful township. It enjoys directtoll access and is a 30-minute drive fromJakarta’s central business district (CBD).Developed in phases, Jakarta Garden Citywill comprise about 7,000 landed homesand apartments, retail malls, shophouses,entertainment centres, offices,international schools, hospitals, marketand other facilities when fully completed.Phase 1 of Jakarta Garden City, whichcomprises 971 homes, is substantiallysold. The township is embarking on itsnext phase of development, which willinclude retail and commercial spaceas well as more cluster housing.Another 373 residential units will bedeveloped under Phase 2.As at end-February 2012, thetownship has sold about 94% of1,000 launched units.COMMERCIALJAKARTAINTERNATIONAL FINANCIALCENTRE JAKARTAStrategically located in the heartof Jakarta’s business and financialdistrict, International FinancialCentre Jakarta (IFC Jakarta) is thepreferred business address formajor corporations.The refurbished IFC Jakarta Tower 1,with gross floor area (GFA) ofapproximately 33,180 sm, is fullyoccupied. This is testament to thestrong demand for premium officespace in the CBD area.IFC Jakarta Tower 2 will be redevelopedinto a 47-storey prime Grade A officetower with GFA of approximately64,000 sm. Construction is targetedto commence in the first half of 2012,with completion expected in thesecond half of 2014.The office market in Jakarta is poised forfurther growth in 2012.Jakarta’s office market expandedsignificantly in 2011, supported byIndonesia’s strong economic growth,improved investor confidence andrapid corporate expansion plans.With companies engaging in“flight-to-quality”, absorptionof Grade A office space wascomparatively higher than lowergrade buildings.According to Cushman & WakefieldIndonesia, Grade A offices accountedfor 76% of the total office demand inJakarta’s CBD, with a positive take-upof 251,000 sm in 2011. Demand wasdriven largely by companies in thebanking, insurance, oil and gasas well as mining industries.Along with rising demand, averagerental in Grade A office space increasedby about 50% from 2010, the highestgrowth rate since the 1990s.With limited supply of new Grade Aoffice space coming onstream overthe next three years, rental growth inJakarta is expected to continue.Jones Lang LaSalle has forecasted thatrents of premium office towers will growby over 20% per annum over the nexttwo to three years.Following a series of credit ratingupgrades by Fitch Ratings and Moody’s,coupled with continued optimism aboutIndonesia’s prospects, the office marketis poised to enjoy further growth in 2012.86<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewIndonesia87


OPERATIONS AND MARKET REVIEWINDONESIAOPERATIONS AND MARKET REVIEWECONOMIC REVIEWPOSITIVE OUTLOOK ASECONOMY STRENGTHENSThe Indonesian economy expanded by6.5% in 2011 compared with 6.1% in2010, despite sluggish global economicgrowth. Largely domestic driven,growth is expected to remain resilientat 6.3–6.7% in 2012, on the back ofrobust domestic demand, rising foreigninvestments and fiscal stability.Foreign direct investment (FDI) grew20% to US$19.3 billion in 2011. Capitalinflows are diversified across manysectors, supported by Indonesia’scompetitive wages and ample supplyof labour force.For the first time in more than adecade, Fitch Ratings and Moody’sraised Indonesia’s sovereign creditrating to investment-grade statusduring the year.Inflation moderated to 3.8% in December2011, an improvement from 7% a yearago. The Indonesian government hasmoved towards policy easing, shiftingfrom combating inflationary pressuresto stimulating domestic consumptionand encouraging business expansion tospur growth. Bank Indonesia has furtherlowered its benchmark interest rate to5.75% in February 2012 after the ratewas reduced to 6% in December 2011,compared with 6.75% a year ago.Moving forward, the government isexpected to loosen its fiscal policy andadopt a supportive monetary policy tomaintain Indonesia’s economicgrowth momentum.IndonesiaMARKET REVIEWOFFICEDEMAND TO REMAIN STRONGStrong economic growth, risingbusiness confidence and increasingFDI contributed to stronger demandfor office space in 2011. According toCushman & Wakefield Indonesia, thetotal net take-up for 2011 was 332,600 sm,an increase of 63% compared with 2010,representing the highest take-up sincethe Asian Financial Crisis in 1997.Grade A office saw the largest positivetake-up at 251,300 sm or 76% of thetotal CBD office demand in 2011,as Grade A supply remainsrelatively tight.As at end-2011, total stock of officespace in Jakarta’s CBD reached4.24 million sm. About 336,300 smof office space is expected byend-2012 with Grade A office buildingsaccounting for approximately 93%of this new supply.Average occupancy rate for officespace in Jakarta’s CBD rose to 90.7%at the end of 2011 from 85.2% in 2010,driven largely by companies seekingto expand. In tandem with Indonesia’spositive economic growth, annual nettake-up is expected to reach 350,000 smin 2012. Average Grade A officeoccupancy is expected to remainstrong at 95%.The average gross rental rate wasUS$17.4 psm per month in December2011, an increase of 8.1% from 2010.The office leasing market is likely tosee an escalation in rental rates dueto higher demand.2010 2011E 2012F 2013FReal GDP growth (%) 6.1 6.5 5.9 6.5Lending interest rate (average, %) 13.3 12.4 12.1 12.8Inward FDI (US$ bn) 13.4 18.3 17.0 20.0Exchange rate (Rp/US$, average) 9,090 8,770 8,958 8,976Personal disposable income (US$ bn) 253.8 286.3 300.1 331.7CPI change (average, %) 5.1 5.4 5.2 5.9Sources: Economist Intelligence Unit and Central Statistic Agency, IndonesiaRESIDENTIALLOW INTEREST RATESSTIMULATE HOUSING DEMANDThe positive economic outlook,low interest rates and favourabledemographics contributed to strongdemand for landed housing andapartments in 2011. Housing demandwill continue to grow in 2012, withBank Indonesia’s continued efforts tolower the benchmark interest rate tospur economic growth.Lower mortgage rates, whichhovered between 7.5% and 10%,have improved housing affordabilityin Indonesia. A preference for high-riseliving and an increase in disposableincome among the middle- andupper-class remain the maindrivers behind housing demandin Jakarta.Demand for housing in key cities likeJakarta will continue to be supportedby rapid urbanisation. About 50% ofIndonesia’s population currently livein urban areas and this is expected toincrease to 70% by 2030.With the passing of the long-awaitedland acquisition bill in December 2011,infrastructural development will beaccelerated. This will give rise to fasterand enhanced connectivity, and furthereconomic spin-offs, leading to greaterdemand for suburban homesand townships.RETAILSTRONG COMPETITION REMAINSThe retail market in Surabayaremains competitive, due to anoversupply of space. There area total of 16 trade centres andstrata-titled malls with a combinedarea of about 465,000 sm, and19 leased malls with a total areaof 617,000 sm.The average occupancy of strata-titledand leased malls is about 80%. The stiffcompetition in the retail market willcontinue to impact rental andoccupancy levels.SAUDI ARABIARESIDENTIALJEDDAHAL MADA TOWERSJointly developed by <strong>Keppel</strong> <strong>Land</strong> andSaudi Economic and DevelopmentCompany, Al Mada Towers is situatedon a 3.6-ha site along the Corniche, aprestigious residential precinct.The landmark twin tower developmentwill stand tall at 355 metres with about1,000 luxurious apartments whencompleted in 2016. With a 220-metresea frontage, residents of Al MadaTowers will enjoy panoramic viewsof the Red Sea.The development is also a short drivefrom the King Abdulaziz InternationalECONOMIC REVIEWGOVERNMENT STIMULUSTO SPUR GROWTHThe Saudi economy continued topost strong growth with sustainedoil prices. However, economic growthis expected to moderate from 6.8% in2011 to 4.8% in 2012, according to theEconomist Intelligence Unit.The government has announceda record SR 690 billion budget for2012 to stimulate growth focusing ondevelopment, training, educationand job creation.Ranked among the top five fastestgrowing markets in terms offoreign direct investment inflowper capita, Saudi Arabia has thefinancial strength to fuel growthamidst fears of a renewed recessionin the advanced economies.Meanwhile, inflation has eased slightlyfrom 5.4% in 2010 to 5.3% in 2011due to slower food prices.Airport and luxury retail belt atTahlia Street.Pre-sales marketing of thedevelopment is in progress and theproject is expected to be launchedin 2012.Residents of Al Mada Towers will enjoypanoramic views of the Red Sea.MARKET REVIEWYOUNG POPULATIONDRIVES DEMANDThe buoyant Saudi economy has fuelledincreased confidence in Jeddah’sresidential market. Its young populationis also driving demand for homes.The strong demand has resulted inhigher property prices and rentals.According to Jones Lang LaSalle,prices surged by 15% in 2011.Interests in the luxury propertysegment, particularly homes in theCorniche area, remain strong.Saudi ArabiaSaudi Arabia is the only country inthe Gulf Cooperation Council wherelocals account for the majority of thepopulation at about 70%. Populationdrivendemand, coupled with thegovernment’s plans to increaseinvestment in infrastructure andhousing, will support continued growthin the residential market.The completion of the high-speedtrain in 2012 will reduce travellingtime significantly between Mecca andMadinah. The train will pass throughJeddah, improving connectivity which willfuel demand for homes in the region.2010 2011E 2012F 2013FReal GDP growth (%) 3.8 6.8 4.8 4.8Lending rate (average, %) 7.2 7.2 6.9 6.7Inward FDI (US$ bn) 28.1 27.0 28.1 28.9Exchange rate (Saudi riyal/US$, average) 3.75 3.75 3.75 3.75Personal disposable income (US$ bn) 158.3 176.1 192.5 208.6CPI change (average, %) 5.4 5.3 4.1 3.5Sources: Economist Intelligence Unit and Saudi Arabian Monetary Agency88<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewSaudi Arabia89


OPERATIONS AND MARKET REVIEWECONOMIC REVIEWTHE PHILIPPINES<strong>Keppel</strong> <strong>Land</strong>, through its 51%-owned<strong>Keppel</strong> Philippines Properties (KPP),has two development projects in MetroManila. These are Palmdale Heightsand SM-KL Towers.RESIDENTIALPASIG CITYPALMDALE HEIGHTSLocated between the major commercialdistricts of Makati and Ortigas,Palmdale Heights offers homeownerselegantly-designed living space within abeautiful landscaped development.The first two phases of the development,comprising 828 units, have beencompleted and 86% sold as atend-February 2012.In August 2011, a Memorandum ofAgreement was signed with PhinmaProperty Holdings Corporation to jointlydevelop the remaining 5-ha land atPalmdale Heights.COMMERCIALMANDALUYONG CITYSM-KL TOWERSThe mixed-use development isstrategically located in the heart ofOrtigas central business district (CBD).The Podium, which is the first phase ofthe retail component, offers a first-classshopping experience with a good mixof 150 specialty stores featuringwell-known international and locallabels. With a wide selection of finerestaurants, service outlets and twocinemas, it has become one of thepreferred lifestyle malls in the city.The Podium remains a choice venue forhosting events and activities includingart exhibitions and fashion shows.In April 2011, KPP assigned thedevelopment rights to its joint venturepartner, Banco de Oro, to construct anoffice tower on top of The Podium forits own use.Meanwhile, Benguet Centre hasbeen demolished to make way forthe expansion of The Podium.Work is underway to prepare for the expansionof The Podium in the Ortigas CBD.PUMP-PRIMING TO DRIVE ECONOMYThe Philippine economy expandedby 3.7% in 2011, significantly lowerthan the 7.6% growth recorded in 2010.The slower growth was due to lowerpublic spending and weaker exportsamidst global uncertainties. Despiteglobal economic concerns, remittancesfrom overseas Filipinos remainedstrong, growing by 7.2% toUS$20.1 billion in 2011.Inflation was higher but manageableat 4.8% in 2011, compared with3.8% for 2010 on rising commodityprices. The central bank expectsinflation to remain favourable at3–5% in 2012, which may boostconsumer and corporate spending.The central bank lowered overnightlending rates from 6.5% as atend-2011 to 6% in March 2012.The government plans to set up80 public-private partnerships withan aggregate investment value ofabout US$17 billion by 2016 to improvethe country’s infrastructure. Eight to16 projects are expected to be awardedin 2012, providing a potential lift tothe economy.Supported by higher public spendingand a favorable interest rateenvironment, the government expects astronger economic growth of 4% in 2012.MARKET REVIEWRESIDENTIALSTABLE OUTLOOKAs at end-2011, the total supplyof condominiums in Makati CBD andOrtigas increased to 14,700 and9,100 units respectively.Occupancy rates in Makati CBDdecreased slightly from 91.2% in 2010to 89.5% in 2011. According to Colliers,occupancy rates may decline further to88% in 2012 with the increasing supply ofsmaller-size units. However, the rentalmarket for luxury homes remainedrobust, achieving good occupancy rateof about 94% for the year.RETAILSTRONG CONSUMER SENTIMENTThe retail market continues to besupported by strong consumerspending. Average occupancy rateremained strong at 99%.About 108,000 sm of retail space wasadded in Metro Manila, which broughtthe total stock to 5.1 million sm as atend-2011. There are no large-scalemall developments in the pipeline.The Philippines2010 2011E 2012F 2013FReal GDP growth (%) 7.6 3.7 4.0 4.9Lending rate (average, %) 7.7 6.8 7.2 7.6Inward FDI (US$ bn) 1.7 0.8 1.0 1.5Exchange rate (₱/US$, average) 45.1 43.3 43.0 43.5Personal disposable income (US$ bn) 139.9 154.3 160.7 168.3CPI change (average, %) 4.1 4.8 3.7 4.7Sources: Economist Intelligence Unit and Bangko Sentral ng PilipinasThe retail sector is expected toremain healthy with strong consumerconfidence and continued remittancesfrom overseas Filipinos.Palmdale Heights offers homeownerselegantly-designed living space.90<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewThe Philippines91


OPERATIONS AND MARKET REVIEWOPERATIONS AND MARKET REVIEWTHAILANDMALAYSIA<strong>Keppel</strong> Thai Properties (KTP),which is 45% owned by <strong>Keppel</strong> <strong>Land</strong>,is developing two landed housingprojects in Bangkok under theVilla Arcadia brand.Reacting promptly to the flood situationin 2011, KTP put in place preventivemeasures, which reduced damageto its property in Watcharapol.RESIDENTIALBANGKOKVILLA ARCADIA AT SRINAKARINThe gated premium development islocated in an established residentialenclave between downtown Bangkokand the Suvarnabhumi InternationalAirport. With easy access to the citycentre and other parts of Bangkok,Villa Arcadia at Srinakarin is alsostrategically located near SeaconSquare and Seri Centre shoppingcomplexes, which feature majordepartmental store Robinsonsand supermarket Tesco Lotus.The development comprises 367detached houses built on a 16-ha site.Phase 1, comprising 211 units, is 81%sold as at end-February 2012. Phase 2is expected to be launched in thefourth quarter of 2012.VILLA ARCADIA AT WATCHARAPOLComprising 270 detached houses,the development is located in anestablished good-class residentialarea about 20 km north of Bangkokand about four km south east of theDon Muang International Airport.Well-connected by the Ram Intra-ArtNarong Expressway and the EasternOuter Ring Road, Villa Arcadiaat Watcharapol is a 30-minutedrive from the CBD.About 47% of 45 launchedunits under Phase 1 have been soldas at end-February 2012. Phase 2 isexpected to be launched in the fourthquarter of 2012.RESIDENTIALJOHORTAMAN SUTERA ANDTAMAN SUTERA UTAMAThe integrated township located closeto the city centre of Johor Bahrucomprises over 12,000 residentialand commercial units as well as aneducation hub. As at end-February 2012,87% of 3,330 launched units have beensold.Various social programmes areorganised regularly to engage andstrengthen bonds among residents.The township has adopted the EffectiveMicro-Organism (EM) Technology toreplace traditional chemical agents aspart of its efforts to maintain a healthyenvironment and improve the standardof living among its residents. Workshopsare also organised regularly to educateand encourage residents to embrace ahealthier and greener lifestyle.With over 200 retailers, includinganchor tenants Carrefour and PekinRestaurant, the Sutera Mall recordedfull occupancy as at end-February 2012.Plans are underway for the next phaseof expansion.The integrated township – Taman Sutera andTaman Sutera Utama – is strategically located nearthe Johor Bahru town centre.ECONOMIC REVIEWRECONSTRUCTION BOOSTThe devastating floods in thesecond half of 2011 have impactedThailand’s growth. The country grewby about 0.1% in 2011, lower thanthe initial projection of 3.5–4.5%,and significantly lower than the 7.8%growth achieved in 2010.Manufacturing plants are slowlyresuming production in the exportrelianteconomy after factories wereshut down for several months due tothe floods. For 2012, the governmentexpects the economy to take on aThailandV-shape recovery, expanding byabout 5%. Growth will be drivenprimarily by reconstructionspending and increased consumerexpenditure. The government hasalso approved a 120 billion bahtbudget for post-flood restorationin January 2012.In an effort to stimulate economicgrowth and investment, theBank of Thailand cut the benchmarkinterest rate twice within threemonths, from 3.5% in October 2011to 3% in January 2012. Inflation ratemoderated from 4.2% in October 2011to 3.4% in January 2012.2010 2011E 2012F 2013FReal GDP growth (%) 7.8 0.1 5.0 4.6Prime rate (average, %) 5.9 6.9 7.0 7.5Inward FDI (US$ bn) 6.3 3.5 6.5 7.0Exchange rate (baht/US$, average) 31.7 30.5 31.3 30.9Personal disposable income (US$ bn) 151.0 166.4 176.5 193.6CPI change (average, %) 3.3 3.8 2.8 3.0Sources: Economist Intelligence Unit and National Economic and Social Development BoardThailand will explore new exportmarkets to reduce its relianceon Europe and the US. Plans forthe construction of high-speedtrains across the country andhighways connecting Thailand toMyanmar, Laos and Vietnam willsupport long-term growth ofthe economy.MARKET REVIEWFLOODS IMPACTEDRESIDENTIAL MARKETThe massive flooding hasdampened buying sentimentsand altered buying preferencesas homebuyers avoid propertiesin flood-prone areas.To support first-time homebuyers,the government introduced atax-deduction initiative for housespriced up to 5 million baht per unit,and offers zero-percent interest ratefor the first three years of mortgagefor houses priced up to 1 million bahtper unit. These schemes will helpspur demand for homes.ECONOMIC REVIEWSLOWER GROWTHMalaysia’s GDP growth moderatedto 5.1% in 2011 from 7.2% in 2010.Exports eased towards end-2011due to lower shipments from theelectronic sector. Inflation isshowing signs of moderation,with the consumer price indexrising at a slower pace of 2.7% inJanuary 2012 compared with 3.4%in October 2011.Notwithstanding sustainedenergy and palm oil prices,economic growth is expectedto slow further to 4% in 2012 as aresult of weaker global demand anduncertainties from the deepeningEurozone debt crisis as well assluggish growth in the US economy.Growth will be driven largely bydomestic consumption, privateinvestment and initiatives under theEconomic Transformation Programme,which aims to transform Malaysiainto a high-income economyby 2020.MARKET REVIEWINCREASED CONNECTIVITYTO SUPPORT DEMANDJohor Bahru is seen as an emergingproperty hotspot due to the developmentof Iskandar Malaysia (IM). In its fifthyear of development, IM has achieveda cumulative investment ofRM 77.8 billion, 65% more than itsinitial five-year target of RM 47 billion.Malaysia’s improved relationswith Singapore will boost JohorBahru’s development into a thrivingMalaysia2010 2011E 2012F 2013FReal GDP growth (%) 7.2 5.1 4.0 5.2Prime rate (average, %) 5.1 5.1 5.1 5.2Inward FDI (US$ bn) 9.2 10.0 8.5 8.9Exchange rate (RM/US$, average) 3.22 3.06 3.04 2.94Personal disposable income (US$ bn) 111.6 125.6 132.9 146.6CPI change (average, %) 1.7 3.2 2.6 2.9Sources: Economist Intelligence Unit and Department of Statistics, Malaysiametropolis. The opening of the JohorPremium Outlets, which is part of theIM development, is set to attract overfour million visitors annually.There is a trend of young Singaporeansbuying homes in Johor Bahru given theenhanced connectivity with the proposeddevelopment of a mass rapid transit lineconnecting it to Singapore.The recent introduction of AdditionalBuyer’s Stamp Duty for the purchase ofresidential property in Singapore mayalso divert buyers towards Johor Bahru.92<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Operations and Market ReviewMalaysia93


REGIONAL NETWORKASIA PACIFIC AND MIDDLE EASTShenyangResidential/Office/Mixed-use DevelopmentAustralia– 275 George Street, Brisbane +– 77 King Street, Sydney +– 8 Chifley Square, Sydney +China– Commercial Development, Beijing– Park Avenue Precinct, Shanghai– The Springdale, Shanghai– Residential Development,Nanxiang, Shanghai– Office Units, Shanghai– Tianjin Eco-City– Seasons City– Seasons Park– Seasons Garden– Serenity Cove, Tianjin– Mixed Developments, Tianjin– The Botanica, Chengdu– Residential Development,Pangchenggang, Chengdu– Villa Development,Mumashan, Chengdu– The Seasons, Shenyang– Waterfront Residential Township,Hunnan, Shenyang– Central Park City, Wuxi– Residential Development,Binhu District, Wuxi– Residential Development, Nantong– Integrated Marina LifestyleDevelopment, Zhongshan– Stamford City, JiangyinVietnam– Saigon Centre, HCMC– The Estella, HCMC– Condominium Development,HCMC– Villa Development, HCMC– Saigon Sports City, HCMC– South Rach Chiec, HCMC– Riviera Point, HCMC– Riviera Cove, HCMC– Riviera Gardens, HCMC– Villa Development, Saigon South,HCMC– Dong Nai Waterfront City, Dong Nai– International Centre, Hanoi– PetroVietnam Towers, Vung TauIndia– Elita Promenade, Bangalore– Elita Horizon, Bangalore– Elita Garden Vista, KolkataIndonesia– Jakarta Garden City, Jakarta– Pasadenia Garden, Jakarta– International Financial Centre Jakarta– BG Junction, Surabaya– Galleria Tunjungan, SurabayaSaudi Arabia– Al Mada Towers, JeddahMalaysia– Taman Sutera andTaman Sutera Utama, JohorThe Philippines*– Palmdale Heights, Metro Manila– SM-KL Towers, Metro Manila– Site in Cebu– Sampaguita Ville, CebuThailand**– Villa Arcadia at Srinakarin, Bangkok– Villa Arcadia at Watcharapol, Bangkok– Sukhaphiban 3 Mansion, Bangkok– Jewellery Centre, BangkokHotels/Serviced ApartmentsVietnam– Sedona Suites, Hanoi– Sedona Suites, HCMC– Tamarind Park, HCMCIndonesia– Club Med Ria Bintan– Hotel Sedona Manado– Melia Purosani Hotel,YogyakartaMyanmar– Sedona Hotel Yangon– Sedona Hotel MandalayResortsChina– Spring City Golf & Lake Resort,Kunming– Tianjin Pearl Beach InternationalCountry Club– Jiangyin Yangtze InternationalCountry ClubIndonesia– Ria Bintan– Nongsa Point Marina and Resort,Batam– Tanah Lot Resort, BaliSAUDIARABIAJeddah+Assets owned by K-REIT Asiain which the Group has a 47% stake* Assets owned by <strong>Keppel</strong> PhilippinesProperties Inc in which theGroup has a 51% stake** Assets owned by <strong>Keppel</strong> ThaiProperties Co in which theGroup has a 45.5% stakeINDIAKolkataMYANMARMandalayBangaloreSINGAPOREBatamBintanCHINAChengduKunmingYangonTHAILANDBangkokBeijingTianjinJakartaHanoiJiangyinZhongshanVIETNAMMALAYSIAJohor BahruWuxiHONG KONGDong NaiHo Chi Minh CityVung TauSOUTHKOREANantongShanghaiINDONESIASurabayaYogyakartaBaliManilaManadoJAPANTHE PHILIPPINESCebuAUSTRALIASydneyBrisbane94<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Regional NetworkAsia Pacific and Middle East95


REGIONAL NETWORKSINGAPOREOffice1. Ocean Financial Centre +2. Equity Plaza3. The HarbourFront Office Park4. Prudential Tower +5. <strong>Keppel</strong> Towers and GE Tower^6. Bugis Junction Towers +7. One Raffles Quay +1512Residential8. Nassim Woods9. Madison Residences10. <strong>Keppel</strong> Bay precinct*11. The Lakefront Residences12. The Luxurie1116Mixed-use Development13. Marina Bay Financial Centre– Phase 1 +– Phase 2– Marina Bay Residences– Marina Bay Suites14. Joo Chiat Shophouses914Data Centre15. <strong>Keppel</strong> Digihub16. <strong>Keppel</strong> Datahub813526147103191011 12 13ExpresswayMass Rapid Transit LinesMass Rapid Transit Lines (Operational in 2015 – 2017)+Assets owned by K-REIT Asia in which theGroup has a 47% stake^To be redeveloped into high-rise city homes* Includes Caribbean at <strong>Keppel</strong> Bay, Reflectionsat <strong>Keppel</strong> Bay, Marina at <strong>Keppel</strong> Bay and<strong>Keppel</strong> Bay Plots 3, 4 and 6Ocean Financial CentreMadison Residences<strong>Keppel</strong> BayThe Lakefront ResidencesThe LuxurieMarina Bay Financial Centre96<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Regional NetworkSingapore97


FINANCIAL REVIEWSALESThe Group’s sales for 2011 grew by$263.6 million or 38.5% over last year’sas a result of improvement across allthe business segments. In particular,the property trading segment hadcontributed $235.4 million of the growth.Sales from the Group’s overseasoperations constituted 57.1% of theGroup’s total sales compared with74.8% in 2010. Following the adoptionof INT FRS 115 and its accompanyingnote on 1 January 2011, the Grouprecognises sales/profits for itsoverseas trading projects on fullcompletion of each project/phaseinstead of progressive recognitionbased on percentage of completion.There was no sales recognitionfor uncompleted overseas tradingprojects despite the ongoing sales andprogressive construction. Nonetheless,the Group’s overseas operationsreported higher sales of $541.5 millioncompared with $513 million for 2010,due largely to the completion ofElita Promenade in Bangalore inMarch 2011, and several projects/phases in China and Vietnam in thefourth quarter of 2011.In Singapore, residential units soldunder the deferred payment scheme(“DPS”) are also accounted for based onthe completion of construction (“COC”)2011$’0002010$’000% Increase/(Decrease)Sales 948,974 685,408 38.5Pre-tax profit before fair value gain on investment properties/impairment 912,638 750,987 21.5Pre-tax profit after fair value gain on investment properties/impairment 1,503,928 1,176,797 27.8Net profit 1,365,646 1,052,919 29.7Total equity (including non-controlling interests) 5,713,620 4,430,513 29.0Net debt 595,476 927,415 (35.8)2011 2010 % Increase/(Decrease)Net debt-equity ratio (times) 0.10 0.21 (52.4)Earnings per share (cents)After taxation but before fair value gain on investment properties/impairment 55.7 45.1 23.5After taxation and fair value gain on investment properties/impairment 93.2 73.3 27.1Return on equity (%)After taxation but before fair value gain on investment properties/impairment 19.6 19.1 2.6After taxation and fair value gain on investment properties/impairment 32.9 31.0 6.1Total gross dividend per share (cents) 20.0 18.0 11.1Net asset value per share ($) 3.64 2.85 27.7The 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.98<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


method. Singapore trading projects onprogressive payment scheme, on theother hand, continue to be accountedfor using the percentage of completion(“POC”) method. Higher sales werereported by the Singapore tradingprojects, due primarily to the newrevenue streams from The LakefrontResidences and The Luxurie, whichwere launched in November 2010 andAugust 2011 respectively, coupledwith higher revenue recognitionfrom Madison Residences as a resultof a higher percentage of physicalcompletion achieved.EARNINGSThe Group’s pre-tax profit of$1,503.9 million outperformed 2010by $327.1 million or 27.8%. Excludingfair value gain on investment properties/impairment, the Group’s pre-tax profitwas $912.6 million, 21.5% up fromthe restated $751 million for 2010.The Group’s strong performance in 2011was boosted by a gain of $508.1 millionfrom the disposal of the Group’s 87.51%equity interest in Ocean Properties Pte.Limited (“OPPL”) (which owns OceanFinancial Centre (“OFC”)) to K-REIT Asiain December 2011. In comparison, theGroup recorded a gain of $363.8 millionin 2010 from the disposal of its one-thirdinterest in Marina Bay Financial Centre(“<strong>MB</strong>FC”) Phase 1 to K-REIT Asia as partof an asset swap arrangement betweenthe Group and K-REIT Asia.Group Sales ($ million)1,6001,2008004000Group Profit ($ million)1,6001,20080040002007 2008 2009 2010 20111,407.9 842.2 923.9 685.4 949.0The 2010 comparative has been restated to include the effects of the adoption of INT FRS 115.2007 2008 2009 2010 2011Pre-tax profit afterfair value gain/(loss)on investmentproperties/impairment 988.7 314.0 358.6 1,176.8 1,503.9 Net profit 779.7 227.7 280.4 1,052.9 1,365.6The 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.There was also higher contributionfrom the property investment segment,due to higher rental yields from theGroup’s investment properties inSingapore and increased contributionfrom K-REIT Asia. The property tradingsegment, on the other hand, reportedmarginally lower profits. The profitsfrom the property trading segment in2011 comprised mainly contributionsfrom Reflections at <strong>Keppel</strong> Bay, ElitaPromenade in Bangalore as well ascertain phases of The Springdale inShanghai, Stamford City in Jiangyin andThe Botanica in Chengdu. In contrast,the key contributors to the 2010 tradingprofits were Marina Bay Residences,The Arcadia and Phase 2 of SerenityCove in Tianjin, and Villa Riviera inShanghai. There was also a higherdividend income from the Group’s equityinvestments and lower net interestexpenses in 2011.Consequently, the Group ended the yearwith a record profit of $1,365.6 million,surpassing the previous record profitachieved in 2010.Earnings from overseas (excluding thecorporate restructuring surplus, the netfair value gain on investment properties/impairment, the gain on acquisition ofadditional interest in K-REIT Asia andthe gain on disposal of <strong>Keppel</strong> DigihubLtd (“<strong>Keppel</strong> Digihub”)) representedabout 24.0% of the Group’s net profitcompared with 39.5% for 2010.RETURNS TO SHAREHOLDERSEarnings per share for 2011 (before andafter net fair value gain on investmentproperties/impairment) were 55.7 centsand 93.2 cents respectively.Financial Review99


FINANCIAL REVIEWEarnings and Dividend Per Share (cents)100806040200Return after taxationbut before fair valuegain/(loss) on investmentproperties/impairment 30.5 9.7 9.4 19.1 19.62007 2008 2009 2010 2011Earnings per share aftertaxation but before fair valuegain/(loss) on investmentproperties/impairment 50.7 22.1 22.6 45.1 55.7Earnings per share aftertaxation and fair valuegain/(loss) on investmentproperties/impairment 76.9 22.4 24.2 73.3 93.2Total gross dividend per share 20.0 8.0 8.0 18.0 20.0The 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.Return on Equity (%)504030201002007 2008 2009 2010 2011Return after taxation and fairvalue gain/(loss) on investmentproperties/impairment 46.2 9.9 10.1 31.0 32.9The 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.These were higher than the restatedearnings per share (before and after netfair value gain on investment properties/impairment) for 2010 of 45.1 cents and73.3 cents respectively as a result of theGroup’s improved performance.The Directors have recommended thata final one-tier tax exempt dividendof 20 cents per share, amounting toabout $298 million, be paid for theyear ended 31 December 2011. This issubject to the shareholders’ approvalat the forthcoming Annual GeneralMeeting of the Company. The DividendReinvestment Scheme will be applicableto this proposed final dividend.For the year ended 31 December 2010,a final dividend of 18 cents per share,comprising an ordinary dividend of9 cents per share and a special dividendof 9 cents per share, amounting to$261.3 million, was paid in June 2011.This was satisfied by way of a cashpayment of $106.9 million and issuanceof 37,845,636 ordinary shares atan issue price of $4.08 per shareamounting to $154.4 million.FINANCIAL POSITIONShare capital and reserves for theGroup increased by $1,290.5 milliondue to the profits retained for the yearand the increase in foreign currencytranslation reserves arising from thestrengthening of the renminbi againstthe Singapore dollar, partly offset bythe weakening of the United Statesdollar, Vietnamese dong and Indonesianrupiah against the Singapore dollar.As a result, the Group’s net asset valueper share increased to $3.64 as at31 December 2011 from $2.85 asat 31 December 2010.The Group’s investment propertiesdecreased by $1,065.8 million, dueto the disposal of the Group’s 87.51%equity interest in OPPL (which ownsOFC) to K-REIT Asia.The Group’s investment in associatedcompanies increased by $664.1 millionas a result of the subscription of rightsunits issued by K-REIT Asia and theGroup’s share of associated companies’profits in 2011.100<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


The Group’s properties held for saleincreased by $1,171.4 million due toland acquisition costs and developmentexpenditures incurred, offset by progressbillings received during 2011.The Group’s net debt-equity ratioimproved to 0.10 at end-December 2011from 0.21 at end-December 2010,attributable mainly to the net cashinflows of about $1,577.8 millionfrom the divestment of OPPL and<strong>Keppel</strong> Digihub. These inflows werepartly reduced by the land paymentfor The Luxurie in Singapore,development expenditure for <strong>MB</strong>FCPhase 2 as well as capital contributionsin China, largely for the residentialdevelopments in Nantong, JiangsuProvince and in Panchenggang, JinjiangDistrict of Chengdu.Assets employed at end-2011 were$8,251 million, compared with therestated $6,947 million at end-2010.The increase arose mainly from theincreases in properties held for saleand investment in associated companiesas mentioned above. There was also anincrease in cash and cash equivalentsby $352.9 million to $1,941.9 million atend-2011, following the net cash inflowsof about $1,577.8 million from thedivestment of OPPL and <strong>Keppel</strong> Digihub.These increases were partly reduced bythe decrease in investment properties.FIVE-YEAR FINANCIAL PERFORMANCEFrom 1 January 2011, the Group hadadopted INT FRS 115, under whichoverseas trading projects andresidential units sold under DPS inSingapore are accounted for usingthe COC method instead of the POCmethod. The 2010 comparativeshave been restated accordingly.The comparatives for earlier yearshave not been restated due topractical reasons.Sources of Finance ($ million)9,0006,0003,00002007 2008 2009 2010 2011Shareholders' equity 2,291.2 2,442.6 3,196.1 4,128.7 5,419.2Non-controlling interests 352.5 454.4 385.3 301.8 294.4Long-term borrowings 1,955.9 1,937.8 903.6 2,199.7 2,336.2 Short-term borrowings 318.9 184.0 823.1 316.8 201.2Total 4,918.5 5,018.8 5,308.1 6,947.0 8,251.0The 2009 and 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.Assets Employed ($ million)9,0006,0003,00002007 2008 2009 2010 2011Fixed assets and investment properties 1,603.5 1,680.2 1,632.8 1,906.4 837.8Investments 722.4 1,020.4 1,392.0 1,439.9 2,118.5Non-current assets 737.2 813.8 940.7 446.2 646.4 Net current assets and deferred taxation 1,855.4 1,504.4 1,342.6 3,154.5 4,648.3Total 4,918.5 5,018.8 5,308.1 6,947.0 8,251.0The 2009 and 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.Net Asset Value Per Share ($)4The Group’s profits showed consistent 2improvements from 2007 to 2011,with a new record profit achieved in2011. Consequently, earnings per 0share and return on equity for 20112007 2008 2009 2010 2011were the highest compared with thecorresponding earnings and returns3.18 3.39 2.24 2.85 3.64in the other four years. The 2009 and 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.Financial Review101


FINANCIAL REVIEWAnalysis by Business Segment2011$’000Sales EBITDA Pre-tax Profit Net Profit Assets Employed2010$’0002011$’0002010$’000Property trading 708,079 472,718 128,566 106,571 261,441 268,246 198,462 212,883 5,013,652 3,551,597Property investment 80,105 70,200 49,853 48,595 92,039 78,767 70,621 55,947 2,055,916 2,365,876Fund management 82,300 68,723 54,956 50,675 75,364 52,155 65,269 41,011 107,374 100,297Hotels and resorts,propertyservices,and others 78,490 73,767 (37,698) (742) (52,338) (14,707) (54,654) (28,522) 1,074,091 929,204Sub-total 948,974 685,408 195,677 205,099 376,506 384,461 279,698 281,319 8,251,033 6,946,974Corporaterestructuringsurplus – – – – 508,085 363,848 508,085 363,848 – –Other gain – – – – 24,418 – 24,418 – – –Fair value gainon investmentproperties/impairment – – – – 591,290 425,810 549,816 405,074 – –Gain on acquisitionof additionalinterest in anassociatedcompany – – – – 3,629 2,678 3,629 2,678 – –Total 948,974 685,408 195,677 205,099 1,503,928 1,176,797 1,365,646 1,052,919 8,251,033 6,946,9742011$’0002010$’0002011$’0002010$’0002011$’0002010$’000Analysis by Geographical Location2011$’000Sales EBITDA Pre-tax Profit Net Profit Assets Employed2010$’0002011$’0002010$’000Singapore 407,532 172,387 119,027 86,878 245,870 226,058 212,682 170,315 4,632,468 4,476,287Others 541,442 513,021 76,650 118,221 130,636 158,403 67,016 111,004 3,618,565 2,470,687Sub-total 948,974 685,408 195,677 205,099 376,506 384,461 279,698 281,319 8,251,033 6,946,974Corporaterestructuringsurplus – – – – 508,085 363,848 508,085 363,848 – –Other gain – – – – 24,418 – 24,418 – – –Fair value gainon investmentproperties/impairment – – – – 591,290 425,810 549,816 405,074 – –Gain on acquisitionof additionalinterest in anassociatedcompany – – – – 3,629 2,678 3,629 2,678 – –Total 948,974 685,408 195,677 205,099 1,503,928 1,176,797 1,365,646 1,052,919 8,251,033 6,946,9742011$’000The 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.2010$’0002011$’0002010$’0002011$’0002010$’000102<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


The second highest net profit wasachieved in 2010 when the Groupdisposed of its one-third interest in<strong>MB</strong>FC Phase 1 to K-REIT Asia. TheGroup also posted fairly good resultsin 2007, contributed mainly by thedisposal of the Group’s one-thirdinterest in One Raffles Quay toK-REIT Asia.The final proposed dividends in the pastfive years were in line with the Group’sperformance in these years.Net asset value per share increasedfrom $3.18 at end-2007 to $3.64 atend-2011. The net asset values pershare at end-2009 and end-2010 werelower than those of earlier years asa result of the enlarged share capitalfollowing the Company’s rights issuein June 2009.PROPERTY TRADINGSales from property trading increasedby a substantial $235.4 million or49.8% compared with the restatedsales of $472.7 million reportedfor 2010. The increase arose mainlyfrom the completion of severalprojects/phases in 2011, namelyElita Promenade in Bangalore inMarch 2011 as well as Plots 1-1and 1-2 of The Springdale in Shanghai,certain blocks under Phase 2 ofStamford City in Jiangyin and RivieraCove in Ho Chi Minh City (“HCMC”)in the fourth quarter of 2011.Higher sales were also reportedby the Singapore trading projectson progressive payment scheme,mainly from The Lakefront Residences,The Luxurie and Madison Residences.Despite higher sales, net profit for2011 decreased by $14.4 million largelybecause of the absence of contributionsfrom several projects/phases whichwere completed in 2010, notablyMarina Bay Residences, The Arcadiaand Phase 2 of Serenity Cove in Tianjin,and Villa Riviera in Shanghai.Assets employed increased by$1,462.1 million to $5,013.7 million atend-2011 as a result of land acquisitionand development expenditure incurredfor trading projects.PROPERTY INVESTMENTRental income of $80.1 million for2011 was $9.9 million higher than thatof 2010, due to higher revenue fromthe office tower of OFC, which wascompleted in April 2011 as well asEquity Plaza in Singapore because ofhigher occupancy rates achieved.These increases were partly offset bythe lower rental income from SaigonCentre in HCMC.Net profit for 2011 increased by$14.7 million or 26.2%, on account ofhigher rental yields from the Group’sinvestment properties in Singapore andincreased contribution from K-REITAsia. In addition, the Group recogniseda gain of $508.1 million from the saleof the Group’s 87.51% equity interest inOPPL to K-REIT Asia in December 2011.In 2010, the Group recorded a gain of$363.8 million from the disposal of itsone-third interest in <strong>MB</strong>FC Phase 1to K-REIT Asia as part of an assetswap arrangement. The Group alsorecorded a higher fair value gain oninvestment properties (net of deferredtax and non-controlling interests) of$562.4 million compared with$415.6 million for 2010.Assets employed decreased from$2,365.9 million at end-2010 to$2,055.9 million at end-2011, followingthe disposal of OPPL (which owns OFC).The decline was partly mitigated bythe fair value gain on investmentproperties recorded in 2011.FUND MANAGEMENTThe Group’s fund managementbusiness continued to perform well.Fund management fees for 2011showed an increase of 19.8% asa result of higher acquisition andmanagement fees reported by K-REITAsia Management (“KRAM”) and AlphaInvestment Partners (“Alpha”). Includedin the fees for 2011 were acquisition feesof $23.4 million earned by KRAM fromK-REIT Asia’s acquisition of additionalfour floors of Prudential Tower, 8 ChifleySquare in Sydney, Australia as well asOFC. Alpha also earned acquisition feesof $5.2 million from the acquisitions inSingapore and overseas made by thefunds it managed.Net profit of $65.3 million increasedby 59.1% compared with that reportedin 2010, from higher fees recorded byAlpha and KRAM as well as higherdividend income received from theGroup’s equity investments.Assets employed increased marginallyfrom $100.3 million at end-2010 to$107.4 million at end-2011.HOTELS AND RESORTS, PROPERTYSERVICES, AND OTHERSSales from this segment for 2011 were$4.7 million or 6.4% higher againstlast year’s. The increase was due toimproved performance from the hotelsin Indonesia and Myanmar as a resultof higher occupancy and room ratesas well as higher marketing fees andproject development fees earned fromthe residential projects in Singapore.These increases were partly offsetby the absence of rental income from<strong>Keppel</strong> Digihub following its divestmentin January 2011.Despite higher sales and the gain of$24.4 million from the disposal of<strong>Keppel</strong> Digihub, this segment reportedhigher losses in 2011 mainly because oflower contribution from the Spring CityResort in Kunming, higher impairmentprovision for certain hotels and resortsin Indonesia as well as higher staff costsand overheads.Assets employed increased from$929.2 million at end-2010 to$1,074.1 million at end-2011, duemainly to increase in cash and cashequivalents following the net cashinflows of about $1,577.8 millionfrom the divestment of OPPL and<strong>Keppel</strong> Digihub.Financial Review103


PROPERTYPORTFOLIO ANALYSISThe Group’s diversified propertyportfolio, comprising office buildings,residential properties, hotels andresorts, serviced apartments,industrial buildings, shophousesand retail outlets, are owned throughsubsidiary and associated companies.The Group’s property portfolioamounted to about $7.9 billion. Detailsof the Group’s property portfolio aregiven on pages 262 to 279. The followinganalysis as at 31 December 2011 is forthe Group’s effective interests only.SINGAPORE PROPERTIESA. ANALYSIS BY TENUREFreehold properties constituted12.2% of the Group’s propertiesin Singapore, with 999-yearleased properties and 99-yearleased properties making up16.9% and 70.9% respectively.B. ANALYSIS BYDEVELOPMENT STAGEOf the Group’s property portfolioin Singapore, 61.6% were madeup of completed properties, while25.4% were under development.Properties under developmentincluded Marina Bay FinancialCentre Phase 2, Marina BaySuites, The Lakefront Residences,Madison Residences andThe Luxurie. The remaining13% of the Group’s propertiescomprised <strong>Keppel</strong> Towers andGE Tower, which was acquired inDecember 2010 and is currentlypending redevelopment, andlandbank awaiting development.C. ANALYSIS BY SECTOROf the Group’s property portfolioin Singapore, 63% were officebuildings, which includedOcean Financial Centre, MarinaBay Financial Centre, Equity Plaza,Prudential Tower, Bugis JunctionTowers, One Raffles Quay and<strong>Keppel</strong> Bay Towers. Residentialproperties made up 35.8%,while the remaining portfoliocomprised retail and industrialcomponents in the proportionsof 0.2% and 1% respectively.Analysis by Tenure(Singapore Only)$5,348mAnalysis by Development Stage(Singapore Only)Analysis by Sector(Singapore Only)$5,348m$5,348m$ million %Freehold 650 12.2999-year lease 905 16.9 99-year leaseand others 3,793 70.9Total 5,348 100.0$ million % Completed 3,292 61.6 Under development 1,360 25.4 Awaiting development 696 13.0Total 5,348 100.0$ million % Office 3,371 63.0 Residential 1,913 35.8 Retail 11 0.2 Industrial 53 1.0Total 5,348 100.0104<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Analysis by Estimated Gross Floor Area(Singapore Only)436,000smAnalysis by Location(Completed Projects)$3,826msm ’000 %Office 198 45.4Residental 233 53.5Retail 1 0.2Industrial 4 0.9Total 436 100.0 Local $ million %3,292 86.0534 14.0Total 3,826 100.0D. ANALYSIS BY ESTIMATEDGROSS FLOOR AREAThe total gross floor area ofthe Group’s property portfolioin Singapore was 436,000 sm.Office buildings and residentialproperties formed 45.4% and53.5% respectively of the totalgross floor area. The balancecomprised 0.2% for retail and0.9% for industrial buildings.OVERSEAS PROPERTIESOf the Group’s completed properties,14% were located overseas. Takinginto account projects underdevelopment, overseas propertiesconstituted 32.3% of the Group’sproperty portfolio.Analysis by Location(All Projects)$7,898m Local $ million %5,348 67.72,550 32.3Total 7,898 100.0Property Portfolio Analysis105


SENSITIVITY ANALYSISINVESTMENT PROPERTIESThe Group’s main completed investmentproperties are Equity Plaza, One RafflesQuay, Marina Bay Financial CentrePhase 1, Ocean Financial Centre,<strong>Keppel</strong> Towers, GE Tower, BugisJunction Towers and PrudentialTower in Singapore, Saigon Centreand International Centre in Vietnam,International Financial Centre Jakartain Indonesia, and 275 George Street and77 King Street in Brisbane and Sydneyrespectively, in Australia. The pre-taxprofit from these properties is sensitiveto changes in their occupancies and therental rates for lease renewals.Assuming that average rental rate ismaintained, for every 1% change inoccupancy, a full year’s impact on theGroup’s pre-tax profit derived fromthese properties is approximately$2.1 million.In respect of committed leases andlease renewals, a full year’s impacton the Group’s pre-tax profit forevery 10% change in average rentalrates from new rates negotiated isabout $3.9 million.TRADING PROPERTIESFrom 1 January 2011, the Group hadadopted INT FRS 115 Agreementsfor the Construction of Real Estate,under which overseas tradingprojects and residential units soldunder the deferred payment schemein Singapore are accounted forusing the completion of constructionmethod instead of the percentageof completion method. Therefore,for this sensitivity analysis, onlySingapore trading projects onprogressive payment scheme areconsidered as they are sensitiveto actual sales achieved and thepercentage of physical completionrecognised during the year.Based on actual sales contractssigned as at 31 December 2011,the incremental impact on theGroup’s pre-tax profit for every5% of physical completion is about$8.8 million.For projects which have been launched,for every additional 1% of the totalsaleable area sold, the additionalcontribution to the Group’s pre-taxprofit is an estimated $4.6 million.This is based on projected physicalcompletion and sales, and theproperties available for sale whichthe Group had as at end-2011.BORROWINGSOf the Group’s borrowings at end-2011,51% are on fixed interest rates and49% on floating rates, for which interestrate hedges have not been enteredinto. If the interest rates increase/decrease by 0.5%, with all othervariables, including tax rate, beingheld constant, the Group’s profitafter taxation will be lower/higherby $5.1 million.Change in Group’s Pre-tax ProfitResulting from:$ millionFor every 1% change in occupancies (see Note A) 2.1For every 10% change in average rental rates (see Note B) 3.9Notes:(A) Assuming current average rentals are maintained.(B) Based on committed leases due for renewal in 2012.Incremental Impact of Additional Sales and Completionof Trading Properties on Group’s Pre-tax ProfitResulting from:$ millionFor every 5% of physical completion (see Note C) 8.8For every 1% of additional sales (see Note D) 4.6Notes:(C) Based on actual sales contracts signed as at 31 December 2011.(D) Based on projected physical completion and sales, and the properties available for sale at end-2011.106<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


ECONOMIC VALUE ADDEDEconomic Value Added (“EVA”)improved over the past five years, from$222.2 million in 2007 to $539.6 millionin 2011, reflecting a more effectiveutilisation of the Group’s resourcesto enhance shareholder value.The Group registered a record EVAof $539.6 million in 2011, up 36.9%from the restated EVA of $394.1 millionreported in 2010. The strongperformance in 2011 was boostedmainly by a gain of $508.1 millionfrom the disposal of the Group’s 87.51%equity interest in Ocean Properties Pte.Limited (which owns Ocean FinancialCentre) to K-REIT Asia in December2011. In 2010, the Group recordeda gain of $363.8 million from thedisposal of its one-third interest inMarina Bay Financial Centre Phase 1to K-REIT Asia as part of an assetswap arrangement between the Groupand K-REIT Asia.The EVA of $222.2 million in 2007 wascontributed by the strong performancein Singapore and overseas as well as again of $235.2 million from the disposalof the Group’s one-third interest inOne Raffles Quay to K-REIT Asia.Economic Value Added ($ million)60045030015002007 2008 2009 2010 2011222.2 45.0 81.7 394.1 539.6The 2010 comparative has been restated to include the effects of the adoption of INT FRS 115.2011$ million2010$ millionProfit after taxation but before fair valuegain on investment properties 818.9 638.2Adjustment for:Interest expense 34.8 38.2Interest capitalised – non taxable 18.6 0.6Tax effect on interest expense adjustments (5.9) (6.5)Provisions, deferred tax, amortisationand other adjustments 53.8 (25.2)Net Operating Profit After Tax 920.2 645.3Average EVA capital employed (Note 1) 5,213.3 3,974.4Weighted average cost of capital (Note 2) 7.30% 6.32%Capital Charge 380.6 251.2Economic Value Added 539.6 394.1Notes:1. Average EVA capital employed was derived from the quarterly averages of net assets plusinterest-bearing liabilities and deferred tax.2. Weighted average cost of capital is calculated in accordance with the Group EVA Policy as follows:(a) Cost of equity using Capital Asset Pricing Model with market risk premium of 6% (2010: 6%)per annum;(b) Risk free rate of 2.28% (2010: 2.3%) based on yield-to-maturity of Singapore government10-year bonds;(c) Unlevered beta of 0.88 (2010: 0.68); and(d) Pre-tax cost of debt of 2.73% (2010: 3.43%) using 5-year Singapore dollar swap offer rateplus 80 basis points (2010: 110 basis points).3. The capital charge pertaining to investment properties under construction/redevelopment aredeferred since these assets are not currently in service and are unable to generate any revenue.4. The 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.Economic Value Added107


VALUE ADDED STATEMENTBy SegmentPropertyTrading$ millionPropertyInvestment$ millionFundManagement$ millionHotels and Resorts,Property Services,and Others$ millionGroup$ millionTotal value added2011 299.9 616.5 95.6 74.3 1,086.32010 310.6 458.5 67.3 76.2 912.6Distributed as follows:Employees in wages, salaries and benefits2011 24.8 4.8 19.9 80.6 130.12010 20.0 5.4 15.0 74.1 114.5Governments in taxation2011 47.4 11.9 10.1 2.5 71.92010 55.5 13.3 11.1 16.1 96.0Providers of capital in dividends and interest2011 12.1 11.7 – 275.0 298.82010 59.9 11.1 – 123.6 194.6Retained for reinvestment and asset replacements2011 215.6 588.1 65.6 (283.8) 585.52010 175.2 428.7 41.2 (137.6) 507.5Total distribution2011 299.9 616.5 95.6 74.3 1,086.32010 310.6 458.5 67.3 76.2 912.6Total Value Added by Segment ($ million)1,2008004000(400)Group Property Property Fund Hotels and Resorts,Trading Investment Management Property Services,and Others2011 2010 2011 2010 2011 2010 2011 2010 2011 2010Employees 130.1 114.5 24.8 20.0 4.8 5.4 19.9 15.0 80.6 74.1Governments 71.9 96.0 47.4 55.5 11.9 13.3 10.1 11.1 2.5 16.1Providers of capital 298.8 194.6 12.1 59.9 11.7 11.1 – – 275.0 123.6 Retained/reinvestedin Group's business 585.5 507.5 215.6 175.2 588.1 428.7 65.6 41.2 (283.8) (137.6)Total 1,086.3 912.6 299.9 310.6 616.5 458.5 95.6 67.3 74.3 76.2The 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.108<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Value Added Statement2007$ million2008$ million2009$ million2010$ million2011$ millionValue added from:Sales 1,407.9 842.2 923.9 685.4 949.0Less: Purchase of materials and services (998.9) (517.7) (617.3) (401.9) (645.0)Add: Corporate restructuring surplus/gainon acquisition of additional interest in anassociated company/other gain/other income 235.2 10.7 11.1 402.5 557.9Gross value added from operations 644.2 335.2 317.7 686.0 861.9In addition:Interest and investment income 58.8 50.4 34.5 29.7 49.4Share of results of associated companies 93.9 68.1 164.2 196.9 175.0Total value added 796.9 453.7 516.4 912.6 1,086.3Distribution:To employees in wages, salaries and benefits 87.1 85.0 95.2 114.5 130.1To governments in taxation 83.0 43.6 72.5 96.0 71.9To providers of capital in:Interest paid on borrowings 79.2 51.4 41.2 38.2 34.8Dividends to non-controlling shareholdersin subsidiary companies 3.9 0.2 39.4 42.0 2.7Dividends to shareholders of the Company 43.2 144.2 57.7 114.4 261.3126.3 195.8 138.3 194.6 298.8Balance retained in the business:Depreciation 9.7 7.7 9.5 9.0 8.8Non-controlling interests 19.4 41.8 (2.7) (34.9) 22.2Retained profits 412.6 29.4 169.1 503.7 505.1441.7 78.9 175.9 477.8 536.1738.1 403.3 481.9 882.9 1,036.9Add: non-operating interest and investment income 58.8 50.4 34.5 29.7 49.4796.9 453.7 516.4 912.6 1,086.3In the calculation of value added, the fair value gain/(loss) on investment properties/impairment and related taxation are excluded.The 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.Value Added Statement109


PRODUCTIVITY ANALYSISThe total value added by the Group(including interest and investmentincome of $49.4 million) in 2011 was$1,086.3 million. Contributions fromthe various business segments areas follows:$ millionProperty trading 299.9Property investment 616.5Fund management 95.6Hotels and resorts, propertyservices, and others 74.31,086.3Excluding interest and investmentincome, the Group’s value added of$1,036.9 million was absorbed byemployees in wages, salaries andbenefits of $130.1 million, governmentsin taxation of $71.9 million and providersof capital in interest and dividendstotaling $298.8 million. The balanceof $536.1 million was reinvested inthe business.In 2010, the total value added by theGroup, restated to include the effectsof the adoption of INT FRS 115, was$912.6 million. The Group’s value added,excluding interest and investmentincome, was $882.9 million. Wages,salaries and benefits of employeesabsorbed $114.5 million, tax togovernments $96 million and interestand dividends to capital providers$194.6 million, leaving the balance of$477.8 million reinvested inthe business.Value Added (Excluding Interest and Investment Income) ($ million)1,2009006003000 2007 2008 2009 2010 2011Wages, salariesand benefits 87.1 85.0 95.2 114.5 130.1Taxation 83.0 43.6 72.5 96.0 71.9Interest expenseand dividends 126.3 195.8 138.3 194.6 298.8Depreciation and profitretained/reinvested 441.7 78.9 175.9 477.8 536.1Total 738.1 403.3 481.9 882.9 1,036.9The 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.110<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


PRODUCTIVITY DATA (EXCLUDING ASSOCIATED COMPANIES)Sales Per Employee ($’000)60040020002007 2008 2009 2010 2011504.1 302.7 348.6 241.8 312.4The 2010 comparative has been restated to include the effects of the adoption of INT FRS 115.Value Added Per Employee ($’000)40030020010002007 2008 2009 2010 2011258.0 135.3 134.8 282.9 345.6The 2010 comparative has been restated to include the effects of the adoption of INT FRS 115.Value Added Per Dollar Employment Cost ($)96302007 2008 2009 2010 20117.40 3.94 3.34 5.99 6.62The 2010 comparative has been restated to include the effects of the adoption of INT FRS 115.Productivity Analysis111


CORPORATE LIQUIDITYAND CAPITAL RESOURCESThe Group’s cash position as at end-2011 increased to about $1.9 billioncompared with $1.6 billion a year ago.This was mainly attributed to the netcash inflows of about $1.6 billion fromthe divestment of OPPL and <strong>Keppel</strong>Digihub, which were partly reduced bythe land payment for The Luxurie inSingapore, development expenditure forMarina Bay Financial Centre Phase 2 aswell as capital contributions in China,largely for the residential developmentsin Nantong, Jiangsu Province and inPanchenggang, Jinjiang District ofChengdu. As a result, the Group’s netdebt-equity ratio improved to 0.10 timesfrom 0.21 times (restated) previously.Total loans outstanding as at year-endamounted to $2.5 billion, representing67% of the total available facilities of$3.8 billion. Out of the total loans of$2.5 billion outstanding, only 19%,amounting to about $472.2 million, wassecured by certain subsidiary companieswhich pledged their assets (with a netbook value of about $1.1 billion) to thefinancial institutions.Credit Facilities ($ billion)3.62.41.20Interest Cover$ million times1,200 60800400Available Utilised Available Utilised2011 2011 2010 2010 Floating rate borrowings 2.5 1.2 3.1 1.2Fixed rate borrowings 1.3 1.3 1.3 1.34020The maturity profile of the loans isas follows:$ millionDue in 2012 201Due in 2013– Financial institutions 696– Related company 225Due in 2014 to 2017 1,4152,537As the Group operates primarily inSingapore, China, Vietnam, Indonesia andIndia, it is exposed to currency risks. TheGroup will, as far as practicable, borrowin the same functional currencies of itsoverseas operations to achieve a naturalhedge. The loans are denominated in thefollowing currencies:$ millionSingapore dollar 1,991United States dollar 390Indonesian rupiah 54Thai baht 36Renminbi 34Hong Kong dollar 21Vietnamese dong 110 02011 2010 Net interest cost on external borrowings ($ million) 18.7 23.6 Profit ($ million) 917.3 764.9 Interest cover (times) 48.9 32.4The 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.Net Debt-Equity Ratio$ million times6,000 0.34,0002,0000 02011 2010Net debt ($ million) 595 927 Equity (including non-controlling interests) ($ million) 5,714 4,431 Net debt-equity ratio (times) 0.10 0.212,537 The 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.0.20.1112<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


In 2011, net interest cost on externalborrowings charged to the profit andloss account amounted to $4.6 million,and $14.1 million was capitalisedunder properties held for sale.Fixed and floating interest rateloans at end-2011 were in theproportion of 51% and 49%respectively. As interest ratesmoved down during the year, theaverage net cost of funds in 2011was 1.9%, lower than 2.0% in 2010.Interest cover was 48.9 timescompared with 32.4 times(restated) in 2010.USE OF PROCEEDS FROMTHE $500 MILLION 1.875%CONVERTIBLE BONDS DUE 2015As at 15 June 2011, the Companyhas fully utilised the remaining netproceeds of approximately $86 millionfrom the issue of the $500 million1.875% five-year convertible bondson 29 November 2010 as follows:– About $79 million has been usedto fund part of the land paymentfor The Luxurie; and– About $7 million has been usedfor the Group’s general corporateand working capital purposes.Gearing Structure and Financial RatiosFixed Rate Borrowings Floating Rate Borrowings Total$’000 % $’000 % $’000 %Facilities available for drawdown 1,302,109 100 2,463,008 100 3,765,117 100Amount utilised 1,302,109 100 1,235,304 50 2,537,413 67Balance unutilised – – 1,227,704 50 1,227,704 33Cash and cash equivalents 1,941,9373,169,6412011 2010Interest coverProfit before interest, fair value gain on investmentproperties/impairment and taxation ($’000) 917,287 764,911Net interest cost on external borrowings ($’000) 18,747 23,636Interest cover (times) 48.9 32.4Weighted average net cost of borrowings (%) 1.9 2.0Secured borrowings ratioTotal secured borrowings ($’000) 472,173 761,743Percentage of total borrowings (%) 18.6 30.3Debt-equity ratioTotal borrowings:Gross ($’000) 2,537,413 2,516,461Net of cash ($’000) 595,476 927,415Total equity (excluding non-controlling interests) ($’000) 5,419,219 4,128,677Debt-equity ratio (based on equity excluding non-controlling interests):Gross borrowings (times) 0.47 0.61Net of cash (times) 0.11 0.22Total equity (including non-controlling interests) ($’000) 5,713,620 4,430,513Debt-equity ratio (based on equity including non-controlling interests):Gross borrowings (times) 0.44 0.57Net of cash (times) 0.10 0.21The 2010 comparatives have been restated to include the effects of the adoption of INT FRS 115.Corporate Liquidity and Capital Resources113


BUSINESS DYNAMICSAND RISK FACTORSStrong accountability to stakeholdersensures that projects are delivered on timeand to the best quality.The Group’s strategy for enhancingshareholder value focuses ondeveloping properties for sale andmanaging property funds. Besides theSingapore property market, the Groupis mainly in the property markets ofChina, Vietnam, Indonesia and India,where there is a strong demand for goodquality housing to satisfy the needs oftheir growing middle-class populations.Regionally, the success of the Group’sefforts will be dependent, inter alia,on the following factors:– Availability of residential sites atcompetitive prices for housingand also good sites at competitiveprices in populous cities fortownship development, so thateconomies of scale can be achievedto provide good quality andaffordable urban housing;– Effective partnerships withcontractors, suppliers, joint venturepartners and other stakeholders,so that projects can be deliveredon time and with quality;– Favourable lending laws and interestrates for property developers andend-purchaser financing;– Favourable tax laws and doubletaxation treaties with Singapore,and ease of repatriating fundsto Singapore; and– Proper management of interestand currency rate exposures.The Group also faces possiblechallenges such as political uncertaintyissues, economic uncertainties orunfavourable regulatory measuresby the governments in countries whereit has operations.The Group’s property fund managementbusiness will be further developed forrecurring income. Efforts are beingmade to identify and invest in projectsthat will give the expected rates ofreturn required by investors.The Company will continue to monitorall major risks affecting the Groupand take the necessary actions tomitigate them.114<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


CRITICAL ACCOUNTINGPOLICIESAs required by the Companies Act,the Group’s and Company’s financialstatements have been prepared inaccordance with Singapore FinancialReporting Standards (“FRS”).The following are the criticalaccounting policies:REVENUE AND PROFIT RECOGNITIONThe Group recognises revenueand profit from sale of completedproperties held for sale when thesignificant risks and rewards ofownership of the properties havebeen transferred to the purchasers.Revenue and profit recognition on partlycompleted properties held for sale isbased on the following methods:– For Singapore tradingproperties under progressivepayment scheme, profit isrecognised upon the signing ofsales contracts and payment ofthe first instalment is 20% of thetotal estimated profit attributableto the actual contracts signed.Subsequent recognition of profitis based on the percentage ofcompletion method as constructionprogresses. The percentage of workcompleted is measured based onthe construction and related costsincurred to date as a proportion ofthe estimated total constructionand related costs; and– For Singapore trading propertiesunder deferred payment schemeand overseas trading properties,profit is recognised upon thetransfer of significant risks andrewards of ownership of theproperties to the purchasers.INVESTMENT PROPERTIESInvestment properties are measuredinitially at cost, including transactioncosts. Subsequent to initial recognition,investment properties are measuredat fair value, determined annuallyby Directors based on valuations byindependent professional valuers.Changes in fair values of investmentproperties less provision for deferredtax are recognised in the profit and lossaccount in the year in which they arise.ADOPTION OF NEW ANDREVISED STANDARDSIn the current year, the Groupadopted a few standards/interpretationsthat are relevant and effective forfinancial years beginning on or after1 January 2011:– INT FRS 115 Agreements for theConstruction of Real Estate– Revised FRS 24 RelatedParty Disclosures– Improvements to FRSs issuedin 2010.The adoption of the above standards/interpretations did not result in anysubstantial change to the Group’saccounting policies nor any significantimpact on the financial statements,except for the following:INT FRS 115 AGREEMENTS FOR THECONSTRUCTION OF REAL ESTATEThe Group adopted INT FRS 115 andits accompanying note on 1 January2011. INT FRS 115 clarifies whenrevenue and related expenses froma sale of real estate unit should berecognised if an agreement betweena developer and a buyer is reachedbefore the construction of real estateis completed. INT FRS 115 determinesthat contracts which do not qualify asconstruction contracts in accordancewith FRS 11 Construction Contractscan only be accounted for using thepercentage of completion (“POC”) methodif the entity continuously transfers to thebuyer control and the significant risksand rewards of ownership of thework-in-progress in its current stateas construction progresses.The Group’s previous accounting policyfor all pre-completion property saleswas to recognise revenue using thePOC method as construction progresses.Following the implementation ofINT FRS 115 and its accompanying notewith effect from 1 January 2011, theGroup has adopted the Completionof Construction (“COC”) method toaccount for its overseas tradingprojects after taking into considerationthe legal framework and industrypractices in those countries in whichthe Group operates.For Singapore trading projects underprogressive payment scheme, theGroup has applied the POC method.For residential units sold under deferredpayment scheme in Singapore, theGroup has applied the COC method inaccordance with the clarification noteissued by the Accounting StandardsCouncil on 7 June 2011.The change in accounting policy hasbeen applied retrospectively. Theeffects of adoption on the financialstatements are shown in the notes tothe financial statements.FUTURE CHANGES INACCOUNTING POLICIESThe Group has not adopted the followingstandards that have been issued but notyet effective:AMENDMENTS TO FRS 12DEFERRED TAX: RECOVERYOF UNDERLYING ASSETSThe Amendments to FRS 12 applyto the measurement of deferred taxliabilities and assets arising frominvestment properties measuredusing the fair value model underFRS 40 Investment Property,including investment propertyacquired in a business combinationand subsequently measured usingthe fair value model. For the purposesof measuring deferred tax, theAmendments introduce a rebuttablepresumption that the carrying amountof an investment property measuredat fair value will be recovered entirelythrough sale. The presumption canbe rebutted if the investment propertyis depreciable and is held within abusiness model whose objective isto consume substantially all of theeconomic benefits over time, ratherthan through sale.The Group provides for deferred taxliabilities for its investment propertieson the basis that the carrying amountof the investment properties will berecovered through use. Upon adoptionof the Amendments to FRS 12, there isa presumption that the carrying amountof an investment property measuredat fair value will be recovered entirelythrough sale. Accordingly, there will beCritical Accounting Policies115


CRITICAL ACCOUNTING POLICIESno deferred tax liability on investmentproperties in Singapore as there is nocapital gains tax in Singapore.The impact on the 2011 comparativeswhen the Group applies Amendments toFRS 12 in 2012 retrospectively is shownin the notes to the financial statements.AMENDMENTS TO FRS 1PRESENTATION OF ITEMS OFOTHER COMPREHENSIVE INCOMEThe Amendments to FRS 1 changesthe grouping of items presented in othercomprehensive income. Items thatcould be reclassified to profit or loss at afuture point in time would be presentedseparately from items which will neverbe reclassified. As the Amendmentsonly affect the presentations of itemsthat are already recognised in othercomprehensive income, it will have noimpact on the financial position andfinancial performance of the Groupupon adoption.FRS 110 CONSOLIDATED FINANCIALSTATEMENTS AND REVISED FRS 27SEPARATE FINANCIAL STATEMENTSFRS 111 JOINT ARRANGEMENTS ANDREVISED FRS 28 INVESTMENTS INASSOCIATES AND JOINT VENTURESFRS 110 establishes a single controlmodel that applies to all entities(including special purpose entities).The changes introduced by FRS 110will require management to exercisesignificant judgment to determinewhich entities are controlled,and therefore are required to beconsolidated by the Group, comparedwith the requirements that were inFRS 27. Therefore, FRS110 may changewhich entities are consolidated withina group. The revised FRS 27 wasamended to address the accounting forsubsidiary companies, jointly controlledentities and associated companies inthe separate financial statements.FRS 111 classifies joint arrangementseither as joint operations or jointventures. Joint operation is a jointarrangement whereby the partiesthat have rights to the assets andobligations for the liabilities whereas,joint venture is a joint arrangementwhereby the parties that have jointcontrol of the arrangement have rightsto the net assets of the arrangement.FRS 111 requires the determinationof joint arrangement’s classificationto be based on the parties’ rights andobligations under the arrangement, withthe existence of a separate legal vehicleno longer being the key factor. FRS 111disallows proportionate consolidationand requires joint ventures to beaccounted for using the equity method.The revised FRS 28 was amendedto describe the application of equitymethod to investments in joint venturesin addition to associated companies.The Group is currently determiningthe impact of the above new andrevised standards on the Group’sfinancial statements.FRS 112 DISCLOSURE OFINTERESTS IN OTHER ENTITIESFRS 112 is a new and comprehensivestandard on disclosure requirementsfor all forms of interests in otherentities, including joint arrangements,associates, special purpose vehiclesand other off balance sheet vehicles.FRS 112 requires an entity to discloseinformation that helps users of itsfinancial statements to evaluate thenature and risks associated with itsinterests in other entities and theeffects of those interests on its financialstatements. The Group is currentlydetermining the impact of thedisclosure requirements. As this isa disclosure standard, it will have noimpact to the financial positionand financial performance of theGroup upon adoption.FRS 113 FAIR VALUEMEASUREMENTSFRS 113 provides a single sourceof guidance for all fair valuemeasurements. FRS 113 does notchange when an entity is required touse fair value, but rather providesguidance on how to measure fair valueunder FRS when fair value is requiredor permitted by FRS. The Group iscurrently determining the impact ofthis new standard on the Group’sfinancial statements.116<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


SustainabilityReport<strong>Keppel</strong> <strong>Land</strong> is committed to delivering value toall our shareholders through Sustaining Growth inour businesses, Empowering Lives of people andNurturing Communities wherever we operate.SustainingGrowthEmpoweringLivesNurturingCommunitiesPAGE 118–143Our commitment to businessexcellence is underpinned byan unwavering focus on strongcorporate governance and prudentfinancial management.Resource efficiency is not only ourresponsibility, but also makes goodbusiness sense.We will continue to distinguishour properties with strong valueofferings and hallmark quality forcompetitive edge.PAGE 144–149People are the cornerstoneof our business.As an employer of choice, weare committed to grow and nurtureour talent pool through continuoustraining and development to help ourpeople reach their full potential.We instill a culture of safety so thateveryone who comes to work goeshome safe.PAGE 150–152As a global citizen, we believe thatas communities thrive, we thrive.We give back to communitieswherever we operate through ourmulti-faceted approach towardscorporate social responsibility.We cultivate a green mindset amongour employees to spur them towardsadopting a sustainable lifestyle.Sustainability Report117


Sustaining GrowthCorporateGovernance<strong>Keppel</strong> <strong>Land</strong> iscommitted to achievinghigh standards ofcorporate governanceand transparencyto ensure thesustainability of theCompany’s businessesas well as safeguardshareholders’ interest.The Board oversees the effectiveness of Management as well as the corporate governance of theCompany with the objective of maximising shareholder value.CORPORATE GOVERNANCE STRUCTURESHAREHOLDERSBOARD OF DIRECTORSAudit CommitteeManagementNominatingCommitteeGroup Internal AuditProperty Developmentand InvestmentRemunerationCommitteeProperty FundManagementBoard RiskCommitteePropertyServicesBoard SafetyCommitteeHotels, ServicedApartments and Resorts118<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


The Company’s Directors andManagement firmly believe that fullcommitment to high standards ofcorporate governance is essentialto ensure the sustainability of theCompany’s businesses and performanceas well as to safeguard shareholders’interests and maximise long-termshareholder value. They are pleasedto confirm that the Company hasadhered to the principles and guidelinesof Singapore’s Code of CorporateGovernance (“Code”).These standards include having clearpolicies, best practices, and soundinternal controls as well as a systemof continuous improvements.Effective corporate governancesupports the Company’s belief intransparency, and helps it to beforward-looking with fresh ideas, andto be more decisive in the executionof strategies and initiatives.The Company has received manyawards for achieving high standards incorporate governance and transparency.Information on these awards is set outon pages 29 to 31.As part of the continuous effort toimprove the Company’s corporategovernance practices, the followingchanges took place in 2011:– The Company revised itsemployee code of conduct toenhance its rules on businessconduct and also to introducerelevant anti-corruption rules toprotect the business, resourcesand reputation of the Company.Please see page 128 formore details.– The various Board Committeeswere reconstituted. These changeswere made for Directors tobring fresh perspectives intothe committees.As required by the Listing Manual of theSingapore Exchange Securities TradingLimited (“Singapore Exchange”), thefollowing sections describe how theCompany has effectively applied theprinciples and guidelines of the Code.BOARD MATTERSTHE BOARD’S CONDUCT OF AFFAIRSPrinciple 1:Effective Board to Lead andControl the CompanyThe Board oversees the effectivenessof Management as well as the corporategovernance of the Company with theobjective of maximising long-termshareholder value and protecting theCompany’s assets. Each individualDirector is obligated to act in good faithand exercise independent judgment inthe best interests of shareholders atall times.The key roles of the Board include thereview and approval of the Group’scorporate strategies and directions,annual budgets, major investments,divestments and funding proposals,and the review of the Group’s financialperformance, risk managementprocesses and systems, humanresource requirements and corporategovernance practices. The Board is alsoresponsible for setting the Company’score values and ethical standards.The Company has in place financialauthority and approval guidelines forinvestments, divestments, loans andother credit lines. In Singapore, newinvestments and borrowings (includingfinancial commitments such as loansfrom or warranties to related or thirdparties), business acquisitions anddivestments exceeding $10 million or1% of the Group’s net tangible assetvalue, whichever is lower, require theapproval of the Board. For overseasoperations, the requirement is similar,except that the exact limit may varyslightly from $10 million due toexchange rate differences.The Board has a clear corporatevision, and sets high transparencyand disclosure standards. It ensuresthat obligations to shareholders andother stakeholders are understoodand met. Recognising the Company’sresponsibility towards all identifiedstakeholders and sustainability to bekey considerations in the Company’spursuit of economic growth, theBoard has ensured sustainabilityissues such as environmental andsocial factors are always considered,when formulating the Company’sstrategic objectives.To discharge its oversight function,the Board has reconstituted variousBoard Committees, namely AuditCommittee, Nominating Committee,Remuneration Committee, BoardRisk Committee and Board SafetyCommittee. These Board Committeeshave clearly defined written termsof reference. Matters which aredelegated to Board Committeesfor more detailed evaluation andapproval are reported to and monitoredby the Board.In addition, the Brand ReviewCommittee and the Human CapitalCommittee were recently set up.They are set up to assist the Boardto focus on branding and humanresource management.The Board meets regularly on aquarterly basis and as warranted.Directors are free to discuss andvoice their concerns on any matterraised at the Board meetings.Telephonic and videoconferencingmeetings of the Board are allowedunder the Company’s Articlesof Association.Sustaining GrowthCorporate Governance 119


Sustaining Growth Corporate GovernanceDirectors’ attendances at the meetings of the Board and Board Committees for the year ended 31 December 2011 are asshown below:Board CommitteesBoard Audit Nominating Remuneration Board Risk Board SafetyNo. of meetings held 4 5 2 3 6 4DirectorsNo. of Meetings AttendedChoo Chiau Beng 4 – 1 of 1 3 – 2 of 3Kevin Wong Kingcheung 4 – – – – 3 of 3Khor Poh Hwa 2 – 2 2 of 2 1 of 1 4Lim Ho Kee 3 – 2 3 1 of 1 –Tsui Kai Chong 4 5 – 2 5 –Lee Ai Ming 4 5 – – 5 of 5 4Tan Yam Pin 3 – – 3 – 4Heng Chiang Meng 4 5 – – 2 of 2 2 of 3Edward Lee Kwong Foo 4 – – – 4 of 4 2 of 2Koh-Lim Wen Gin 4 – 1 of 1 – – 3 of 3Teo Soon Hoe 4 2 of 3 – – – –Oon Kum Loon 4 3 of 3 – – 4 of 5 –Upon appointment of each Director,a letter setting his or her dutiesand responsibilities is issued tothe Director. Directors are givenappropriate orientation and briefingsby Management on the businessactivities of the Group, its strategicdirections, and the Company’scorporate governance policies andpractices when they are firstappointed to the Board.They are updated regularly onaccounting and regulatory changes,and are also given further appropriatetraining from time to time. Twoexamples of such courses attendedby them are a full day <strong>Keppel</strong> GroupFinance Seminar and a full dayconference organised by SingaporeInstitute of Directors. The seminarincluded topics on Financial ReportingStandards affecting financial years2011 and 2012, fraud awareness,UK Bribery Act 2010, and new GSTdevelopments and the conferenceprovided them with a balancedmulti-stakeholder perspective ontopics related to directorships andcorporate governance.At every Audit Committee meeting,the external auditors also providedbriefing to the members of thecommittee on the latest developmentsin accounting and governance standardsand practices.BOARD COMPOSITIONAND GUIDANCEPrinciple 2:Strong and Independent Elementon the BoardThe Board, through the NominatingCommittee (“NC”), examines andmanages its size and compositionon an ongoing basis to ensure itseffectiveness, taking into accountthe scope and nature of theoperations of the Company.Presently, there are 12 Directors.With the exception of Mr Kevin WongKingcheung, who is the Group ChiefExecutive Officer (“Group CEO”), therest of the 11 Directors are nonexecutiveDirectors (“NEDs”).The Board is of the view that itscurrent size and composition areappropriate, and as a group, theDirectors provide relevant corecompetencies in areas such asaccounting or finance, legal, businessor management experience, industryknowledge, strategic planningexperience and customer-basedexperience or knowledge. Details ofthe Directors’ responsibilities andqualifications are set out on pages247 to 250 and page 254 respectively.The Board’s decision-making processis not dominated by any individual orsmall group of individuals.The NC determines theindependence of each Directorannually. An independent Director(“ID”) is one who has no relationshipwith the Company, its relatedcompanies or its officers that caninterfere, or be reasonably perceivedto interfere, with the exercise of theDirector’s independent businessjudgment to the best interests ofthe Company. In addition, an IDshould have no relationship withany substantial shareholder of theCompany. The NC has deemed thateight of the 12 Directors are IDs.Three NEDs, namely Mr Choo ChiauBeng, Mr Teo Soon Hoe andMrs Oon Kum Loon are nominees of<strong>Keppel</strong> Corporation Limited (“KCL”),a substantial shareholder of theCompany, and are deemed nonindependentby the NC.120<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


The NEDs actively participate in settingstrategy and goals for the Company andin regularly assessing the performanceof Management.To facilitate a more effective check onManagement, the IDs met during theyear without the presence of non-IDsand Management.CHAIRMAN AND CHIEFEXECUTIVE OFFICERPrinciple 3:Chairman and Chief ExecutiveOfficer to be Two Separate Personsto Ensure a Clear Division ofResponsibilities and Balance ofPower and AuthorityTo ensure an appropriate balanceof power, increased accountabilityand a greater capacity of the Boardfor independent decision-making,the Company has a clear divisionof responsibilities at the top of theCompany, with the non-executiveChairman and the Group CEO havingseparate roles.The Chairman leads the Board andis responsible for the managementof the Board, encourages Board’sinteraction with Management,facilitates effective contribution ofNEDs, encourages constructiverelations among the Directors, andpromotes high standards of corporategovernance. The Chairman approvesthe agenda for Board meetings andensures sufficient time is spent to coverall items in the agenda, especially onstrategic issues.The Chairman also ensures thatthe Directors receive complete,adequate, timely and clearinformation, and that there is effectivecommunication with shareholders.The Group CEO has full executiveresponsibilities over the businessdirections set by the Board andoperational decisions of the Group.The Group CEO is accountable tothe Board for the conduct andperformance of the Group. TheChairman and the Group CEO arenot related to each other.BOARD ME<strong>MB</strong>ERSHIPPrinciple 4:Formal and Transparent Process forthe Appointment of New DirectorsNOMINATING COMMITTEEThe main roles of the NC are to makethe process of Board appointments andre-nominations transparent, and toassess the effectiveness of the Boardas a whole and the contribution ofindividual Directors to the effectivenessof the Board as well as to affirmannually the independenceof Directors.As at 31 December 2011, the NC wasmade up of three IDs, namely Mr LimHo Kee (Chairman), Mr Khor Poh Hwa,Mrs Koh-Lim Wen Gin and a non-ID,Mr Choo Chiau Beng. Mr Choo ChiauBeng and Mrs Koh-Lim Wen Gin wereappointed on 16 March 2011 and16 May 2011 respectively.The NC is guided by the following termsof reference:(1) Recommend appointment/re-appointment of Directors;(2) Perform annual review of skillsrequired by the Board, and the sizeof the Board;(3) Perform annual review ofindependence of each Director,and ensure that the Boardcomprises at least one-third IDs;(4) Decide, when a Director hasmultiple board representation,whether the Director is able to andhas been adequately carrying outhis or her duties as Director ofthe Company;(5) Decide how Board’s performancemay be evaluated, and proposeobjective performance criteria,to assess the effectiveness ofthe Board as a whole and thecontribution of each Director;(6) Perform annual assessment of theeffectiveness of the Board asa whole and individual Directors;(7) Formulate succession plan; and(8) Report to the Board.PROCESS AND CRITERIA USED FORAPPOINTMENT OF NEW DIRECTORSTo increase the reliability of theprocess, the NC has a formal policy inidentifying and evaluating nominees forappointment as Directors.The NC will first evaluate the mix ofexpertise, knowledge and experienceon the Board and, in consultationwith Management, determine the roleand the desirable competencies for aparticular appointment.Recommendations from Directors andManagement are the usual source forpotential candidates. However, externalsearch consultants are also considered.Next, the NC will conduct formalinterviews with the short-listedcandidates to assess their suitabilityand to verify that the candidates areaware of the expectations and the levelof commitment required. Finally, theNC will make recommendations on theappointment(s) to the Board for approval.The following criteria are used toassess all new appointments:(a) Integrity;(b) Independent mindset;(c) Possession of expert knowledgethat meets the needs of theCompany and complements theskills and competencies of theexisting Directors on the Board;(d) Ability to commit time and effortto carry out duties andresponsibilities effectively;(e) Past achievements and value-addto the organisations;(f)Experience in high-performingorganisations; and(g) Good business acumen andfinancial literacy.The NC is also responsible for there-nomination of Directors. For thispurpose, the NC reviews eachDirector’s contribution and results ofthe assessment of the performanceof the Director by his peers for therelevant year.All Directors, including the Chairmanof the Board and Group CEO, submitthemselves for re-election at regularintervals of about once every threeyears. One-third of the Directors willretire at the Company’s Annual GeneralMeeting (“AGM”) each year.Sustaining GrowthCorporate Governance121


Sustaining Growth Corporate GovernanceIn addition, any newly appointedDirector will also have to submit himselfor herself for re-election at the firstAGM following his or her appointment.It is a policy that a NED will servea maximum of two three-yearterms of appointment. However,over time, Directors will have developeddeep insights into the Company’sbusinesses and operations and are,therefore, able to provide invaluablecontributions to the Company. TheBoard sees the importance of suchskills to the benefit of the Companyand will exercise discretion to extendthe term and retain the services ofsuch Directors.Annually, the NC is required todetermine the “independence” status ofthe Directors. Please refer to page 120for the NC’s basis of determiningwhether or not a Director should orshould not be deemed independent.The NC also determines annuallywhether or not a Director with multipleboard representations has beenadequately carrying out his or her dutiesas a Director of the Company.Taking into account the results of theassessment of the effectiveness of theindividual Director, and the respectiveDirector’s actual conduct on the Board,the NC is satisfied that all the Directorshave adequately carried out their dutiesas Directors notwithstanding theirmultiple board representations.The internal guideline adopted by theNC to address the issue of multipleboard representations is that Directorsshould not serve on more than sixprincipal boards.The Board recognises that propersuccession planning plays an importantrole in ensuring continuous andeffective stewardship of the Company.As such, the NC reviews the Company’ssuccession plans annually to ensurethe progressive renewal of the Board,including the Chairman and theGroup CEO.The NC also reviews the successionand leadership development plans forsenior management with the assistanceof the Talent Review Committee,which is chaired by the Group CEOand which comprises divisional headsas members.A formal process is in place to identifyhigh potential staff and, under astructured framework, to actively plantheir careers and developmentto assume leadership positions.High potential staff are enrolledonto the Leadership DevelopmentProgramme to undergo a diverse rangeof career building learning experiencesincluding training programmes,overseas posting, job rotation andstretched assignments.They also benefit from mentorshipunder a proven leader at a seniorlevel, handpicked by the Talent ReviewCommittee. This process is reviewedand discussed periodically by the TalentReview Committee and the NC.The nature of the Directors’ appointments on Board and the details of their memberships in the Board Committeesas at 31 December 2011 are set out below:Board Committee MembershipsDirectorsBoardMembership Audit Nominating Remuneration Board Risk Board SafetyChoo Chiau Beng Non-executive– Member Member – MemberChairmanNon-IDKevin Wong KingcheungGroup CEO– – – – MemberNon-IDKhor Poh Hwa ID – Member Member – MemberLim Ho Kee ID – Chairman Member – –Tsui Kai Chong ID Chairman – Member Member –Lee Ai Ming ID Member – – Member MemberTan Yam Pin ID – – Chairman – ChairmanHeng Chiang Meng ID Member – – – MemberEdward Lee Kwong Foo ID – – – Member –Koh-Lim Wen Gin ID – Member – – MemberTeo Soon Hoe Non-ID Member – – – –Oon Kum Loon Non-ID Member – – Chairperson –122<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


BOARD PERFORMANCEPrinciple 5:Formal Assessment of the Effectivenessof the Board as a Whole and theContribution by Each DirectorEVALUATION PROCESSESThe NC has implemented a process forevaluating the effectiveness of the Boardas a whole and the contribution by eachindividual Director to the effectivenessof the Board.The NC sets objective performancecriteria for evaluation which allowcomparison with industry peers andthe Company’s share price performanceover a five-year period vis-à-visthe Singapore Straits Times Indexand a benchmark index of itsindustry peers.The annual process of evaluating theperformance of the Board, individualDirectors and Chairman is as follows:(a) The questionnaire for the annualevaluation of the Board iscompleted by all Board members;(b) The evaluation of individualDirectors’ performance is doneonce a year also by Directors, on aself and peer evaluation basis. Theevaluation of individual Directorsis differentiated for executiveDirectors and NEDs. In the case ofthe assessment of the individualexecutive Director, each NED isrequired to complete the executiveDirector’s assessment form. Theexecutive Director is not requiredto perform a self, nor a peerassessment. As for the assessmentof the performance of the NEDs,each Director (both non-executiveand executive) is required tocomplete the NED’s assessmentform. Each NED is also requiredto perform a self-assessment inaddition to a peer assessment; and(c) The Chairman’s performance isevaluated annually by NEDs.The whole evaluation process ismanaged by an independent coordinator.The independent co-ordinatorwill consolidate the evaluation returnsand present a report to the members ofthe NC and the Chairman of the Boardfor discussion.Thereafter, the independent coordinatorwill discuss the finalconsolidated report with the NCChairman and the Chairman of theBoard so that they may provide theBoard with the necessary feedback witha view to improving Board performance.PERFORMANCE BENCHMARKSThe benchmarks for Board evaluationinclude Board size and composition,Board independence, Board processes,Board information and accountability,Board performance in relation todischarging its principal functions,Board Committees’ performancein relation to discharging theirresponsibilities set out in theirrespective terms of reference andfinancial targets.These targets include return on capitalemployed, return on equity, debt-equityratio, dividend pay-out ratio, economicvalue added, earnings per share, andtotal shareholder’s return (i.e. dividendplus share price increase over the year).The individual Director’s performanceis assessed based on a wide rangeof criteria that include his or herinteractive and interpersonal skills,participation level at meetings,insight/knowledge and analyticalskills, foresight, preparedness for themeetings, availability to attend meetingsand other discussion forums as well asoverall contribution to the Board and theBoard Committees, as appropriate.The assessment of the Chairman of theBoard includes his ability to lead theBoard meetings, in terms of both thefrequency and duration, and guide thediscussions and timely resolution ofissues. He is also evaluated based onhis ability to ensure that adequate andtimely information is provided to theBoard as well as to ensure that BoardCommittees are formed as necessary,with clear terms of reference.The years of initial appointment and re-election of the Directors are set out in the table below:Directors Position Age Date of Appointment Date of Last Re-electionChoo Chiau BengNon-executive 64 21 January 1985 – Director 24 April 2009Chairman1 May 2009 – ChairmanKevin Wong Kingcheung Group CEO 56 1 November 1993 – Executive Director 23 April 20101 January 2000 – Managing Directorand re-designated Group CEOKhor Poh Hwa Director 62 1 April 1998 24 April 2009Lim Ho Kee Director 67 8 November 2001 21 April 2011Tsui Kai Chong Director 56 8 November 2001 21 April 2011Lee Ai Ming Director 57 1 November 2002 24 April 2009Tan Yam Pin Director 71 1 June 2003 21 April 2011Heng Chiang Meng Director 66 1 March 2005 21 April 2011Edward Lee Kwong Foo Director 65 1 July 2006 23 April 2010Koh-Lim Wen Gin Director 67 20 January 2010 23 April 2010Teo Soon Hoe Director 62 16 May 1991 24 April 2009Oon Kum Loon Director 61 1 September 2010 21 April 2011Sustaining GrowthCorporate Governance123


Sustaining Growth Corporate GovernanceACCESS TO INFORMATIONPrinciple 6:Board Members to Have Complete,Adequate and Timely InformationManagement provides the Boardwith complete, accurate andadequate information in a timelymanner in recognition of its obligationto do so.The provision of information suchas management accounts on amonthly basis, enables the Directorsto keep abreast of the Group’s operatingand financial performance and position.Management also updates the Boardon key issues and prospects ofthe Group.As a general rule, Board papers are sentto Directors about seven days beforeBoard meetings so that Directors maybetter understand the matters beforetheir deliberations at the meetings,and the Board meeting time may beconserved and discussion time focusedon questions that the Directors mayhave on the Board papers.Managers who can provide additionalinsight into the matters to be discussedwill be present at the relevant timeduring the Board meetings. TheDirectors are provided with the namesand contact details of the Company’ssenior management staff and theCompany Secretary to facilitatedirect access to Management andthe Company Secretary.The Company Secretary is responsiblefor ensuring that Board proceduresare followed and that applicablerules and regulations, including therequirements of the Companies Act,are complied with, with the assistanceof the relevant senior managementstaff. The Company Secretary alsoassists the Chairman in ensuringproper information flow within theBoard and its Board Committees andbetween Management and NEDs,advising the Board on all governancematters as well as facilitatingorientation and assisting withprofessional development ofthe Directors.The Company Secretary attends allBoard meetings. The appointment andthe removal of the Company Secretaryare subject to approval of the Board.The Board takes independentprofessional advice as and whennecessary to enable it or the IDsto discharge its or their responsibilitieseffectively. IDs may also seek andobtain independent professionaladvice to assist them in their duties.The cost of such advice is borne bythe Company.REMUNERATION MATTERSPROCEDURES FOR DEVELOPINGREMUNERATION POLICIESPrinciple 7:Formal and Transparent Procedurefor Fixing the RemunerationPackages of Individual DirectorsLEVEL AND MIX OF REMUNERATIONPrinciple 8:Remuneration of Directors to beAdequate and Not ExcessiveDISCLOSURE OF REMUNERATIONPrinciple 9:Clear Disclosure on RemunerationPolicy, Level and Mix ofRemuneration, and the Procedurefor Setting RemunerationThe Remuneration Committee(“RC”) consists of five NEDs currently,namely Mr Tan Yam Pin (Chairman),Mr Choo Chiau Beng, Mr Khor Poh Hwa,Mr Lim Ho Kee and Dr Tsui Kai Chong.Other than Mr Choo Chiau Beng, theother four Directors are independent.Mr Choo Chiau Beng and Mr Khor PohHwa joined the RC on 16 March 2011.The RC is responsible to approvethe framework of remunerationfor the entire Group and review theappropriateness, transparency andaccountability to shareholders on theremuneration issues of the Directorsand senior management staff inthe Company.The aim of the RC is to motivate withoutbeing excessive and retain Directorsand key executives, and ensure that theCompany is able to attract and retainthe best talent in the market to drive theGroup’s businesses forward in orderto maximise long-term shareholdervalue. The RC is guided by the followingterms of reference:In consultation with the Chairmanof the Board,(1) Recommend to the Board aframework of remunerationfor the Board members andkey executives;(2) Determine specific remunerationpackages for each executiveDirector and the Chief ExecutiveOfficer (if the Chief Executive Officeris not an executive Director);(3) Decide the early terminationcompensation of Directors;(4) Consider whether Directorsshould be eligible for benefitsunder long-term incentiveschemes (including weighingthe use of share schemesagainst other types of long-termincentive scheme);(5) Review the terms, conditionsand remuneration of the seniorexecutives of the Company;(6) Administer the Company’semployee share option scheme(the “<strong>Keppel</strong> <strong>Land</strong> Share OptionScheme”) in accordance with therules of the scheme; and(7) Grant share awards under thenew KLL Share Plans as thisCommittee may deem fit.No member of the RC or any otherDirector will be involved in deliberationsin respect of any remuneration,compensation, option or any form ofbenefits to be granted to him or her.The RC will recommend to the Boardthe specific remuneration packages forthe Directors upon their recruitmentand review Directors’ fees annually.124<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Directors’ fees are established annuallyfor the Chairman and the otherDirectors. Additional fees are paid,where applicable, for participation inBoard Committees.The level of fees takes into account thesize and complexity of the Company’soperations, and the responsibilities andworkload requirements of Directors.The fees are submitted to shareholdersfor approval at each AGM. The GroupCEO, being an executive Director, doesnot receive Director’s fees.REMUNERATION POLICY FOREXECUTIVE DIRECTORS ANDOTHER KEY EXECUTIVESThe RC also reviews the remunerationof senior management staff annually.The Company adopts a remunerationsystem that is aimed at attracting,retaining and motivating talent on asustainable basis.The system, which takes into accountmarket competitiveness considerations,is designed to incentivise performanceof the Company, its business units andindividual employees.The RC ensures that both the totalremuneration as well as individualpay components – annual fixed cash,the annual performance incentiveand the long-term incentive –are market competitive and areperformance-driven.The annual fixed cash componentcomprises the annual basic salary plusfixed allowances which the Companybenchmarks with the relevant industrymarket data.management staff who have greaterline of sight to value creation. The EVAperformance incentive plan and theKLL Share Plans are both long-termincentive plans.LONG-TERM INCENTIVE PLANS(a) EVA Incentive PlanEach year, the current year’s EVAbonus earned is added to theaccrued EVA bank balance of thepreceding year and thereafterone-third (1/3) is paid out providedthe total EVA balance is positive.The other two-third (2/3) of thetotal EVA balance is credited to theemployee’s EVA bank for paymentin future years, subject to thecontinued EVA performance ofthe Company.The EVA bank mechanism involvesdeferring incentive compensationover a time horizon to ensurethat the employee focuses ongenerating shareholder valueover longer term.There are individual EVA banks whichreflect the employee’s contributionto the EVA performance of theCompany. Monies credited into theEVA bank are at risk as the amountin the EVA bank can decrease if EVAperformance is adversely affected inthe future years.(b) KLL Share PlansThe KLL Share Plans were put inplace to increase the Company’seffectiveness in its ongoing effortsto attract, retain and motivateemployees to achieve superiorperformance and to maximiselong-term shareholder value.The KLL Restricted Share Plan(“KLL RSP”) is targeted at abroader base of employees whilethe KLL Performance SharePlan (“KLL PSP”) is awarded toa selected group of key seniormanagement staff. Generally,the performance targets setunder the KLL RSP and KLLPSP will be different.In addition, the targets for the KLLPSP, which will be more stretchedthan those under the KLL RSP,emphasise strategic goals linkedto sustaining longer-term growth.Details of the KLL Share Plans are setout on pages 200 and 201.To enable it to carry out its duties,the RC has access to expert advice inthe field of executive compensationinside and/or outside the Company,where necessary.During the year, the Company hasengaged external consultants toupdate the review of the compensationframework and package for the GroupCEO and senior management staff.No employee of the Company andits subsidiaries was an immediatefamily member of any Director andwhose remuneration exceeded$150,000 during the financial yearended 31 December 2011. “Immediatefamily member” means the spouse,child, adopted child, stepchild, brother,sister and parent.The annual performance incentivewhich is tied to the performance of theCompany, business unit and individualemployee, is inclusive of a portionwhich is tied to economic value added(“EVA”) performance.The EVA performance incentive iscurrently extended to only seniorThe framework for determining non-executive Directors’ fees is as follows:Non-executive Director Chairman $75,000 per annumMember $45,000 per annumAudit Committee Chairman $25,000 per annumMember $15,000 per annumRemuneration, Nominating, Board Risk Chairman $15,000 per annumand Board Safety CommitteesMember $10,000 per annumSustaining GrowthCorporate Governance125


Sustaining Growth Corporate GovernanceThe level and mix of remuneration of the Company’s Directors and top six senior managers for the year ended 31 December 2011are as follows:Remuneration Band and NameBase/FixedSalaryPerformance-RelatedBonuses Earned (including EVAand Non-EVA Bonuses)PaidDeferredand at Risk 1Director’sFeeContingent Awardsof Shares/Units 3(A) DirectorsAbove $3,000,000 to $3,250,000Kevin Wong Kingcheung 26% 39% 35% – 0 to 160,000 PSP0 or 57,000 RSPBelow $250,000Choo Chiau Beng – – – 100% –Khor Poh Hwa – – – 100% –Lim Ho Kee – – – 100% –Tsui Kai Chong – – – 100% –Lee Ai Ming – – – 100% –Tan Yam Pin – – – 100% –Heng Chiang Meng – – – 100% –Edward Lee Kwong Foo – – – 100% –Koh-Lim Wen Gin – – – 100% –Teo Soon Hoe – – – 100% –Oon Kum Loon – – – 100% –(B) Top Six Senior ManagersAbove $1,750,000 to $2,000,000Loh Chin Hua 32% 68% – – 0 to 96,000 PSPAbove $1,500,000 to $1,750,000Ang Wee Gee 34% 35% 31% – 0 to 96,000 PSP0 or 33,000 RSPAbove $1,000,000 to $1,250,000Tan Swee Yiow 31% 37% 32% – 0 to 64,000 PSP0 or 24,000 RSPAugustine Tan Wee Kiong 32% 36% 32% – 0 to 64,000 PSP0 or 24,000 RSPAbove $750,000 to $1,000,000Ng Hsueh Ling 54% 46% – – 0 to 195,384 PUP 20 or 84,665 RUP 2Lim Kei Hin 33% 36% 31% – 0 to 44,000 PSP0 or 16,500 RSP1A portion of senior management staff’s annual performance incentives is tied to EVA performance. Details of the EVA Incentive Plan are set out on page 125.2These refer to K-REIT Asia units (“Units”) awarded under the Performance Unit Plan (“PUP”) and Restricted Unit Plan (“RUP”) of K-REIT Asia ManagementLimited. The contingent awards have been adjusted for rights issue undertaken by K-REIT Asia in 2011 and the capital distribution of 0.07 cents per unit (asannounced in K-REIT Asia’s Notice of Books Closure and Distribution Payment Data announcement on 17 January 2012). As at 30 June 2011 (being the grantdate), the estimated fair values of each unit granted in respect of the contingent awards under the PUP and RUP were $0.78 and $1.28 respectively.3Shares/Units awarded under the PSP/PUP and RSP/RUP are subject to pre-determined performance targets set over a three-year and a one-yearperformance periods respectively. For the PSP and PUP, the additional awards can be up to 50% of the maximum range depending on the achievement of thepre-determined targets at the end of the three-year performance period. As at 30 June 2011 (being the grant date), the estimated fair values of each sharegranted in respect of the contingent awards under the KLL PSP and KLL RSP were $2.27 and $3.46 respectively.126<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


ACCOUNTABILITYPrinciple 10:The Board’s Accountability to theShareholders and Management’sAccountability to the BoardThe Board is committed to provideshareholders with a balanced andunderstandable assessment of theCompany’s financial performance,position, and prospects, includinginterim and other price-sensitivepublic reports, and reports toregulators (if required).The Board provides shareholders withquarterly and annual financial resultswithin 30 days from the end of eachquarter and financial year-end. TheBoard believes that the timely release ofsuch financial statements is importantas it enables shareholders to receiveinformation on the performance,position and prospects of the Companyregularly and promptly.Management provides all membersof the Board with managementaccounts which present a balancedand understandable assessment of theCompany’s performance, position andprospects on a monthly basis. Suchreports enable the Directors to keepabreast of the Group’s operating andfinancial performance and position.Any material variances between theprojections and actual results aredisclosed and explained.INTERNAL CONTROL AND AUDITPrinciple 11:Establishment of Audit Committeewith Written Terms of ReferenceAUDIT COMMITTEEThe Audit Committee (“AC”) consists offive NEDs, namely Dr Tsui Kai Chong(Chairman), Mrs Lee Ai Ming, Mr HengChiang Meng, Mr Teo Soon Hoe andMrs Oon Kum Loon, the last two ofwhom were appointed on 16 March 2011.Dr Tsui Kai Chong, Mr Heng ChiangMeng, Mr Teo Soon Hoe and Mrs OonKum Loon have accounting and relatedfinancial management expertise, whileMrs Lee Ai Ming provides expertise inlegal issues. Mrs Oon Kum Loon alsohas experience in risk management.The AC’s primary role is to assist theBoard to ensure the integrity of financialreporting and that there are soundinternal control systems in place.The AC is guided by the following termsof reference:(1) Review audit plans and reportsof the external auditors andinternal auditors and considereffectiveness of actions/policiestaken by Management onthe recommendationsand observations;(2) Perform independent review offinancial statements and results,including quarterly results,forecasts and annual budgets;(3) Examine and report oneffectiveness of financial, operatingand compliance controls (includingrisk management and safetymanagement controls);(4) Review the Group’s internalaudit activities’ quality throughan independent qualityassurance review;(5) Review the independence andobjectivity of the external auditorsand internal auditors annually;(6) Review nature and extent ofnon-audit services performedby the external auditors;(7) Meet with external auditors andinternal auditors, without thepresence of Management,at least annually;(8) Review and ensure at least annuallythat internal audit function isadequately resourced and hasappropriate standing within theCompany, and has full, free andunrestricted access to all Groupactivities, records, properties andpersonnel to fulfill its objectives;(9) Review interested persontransactions (“IPTs”);(10) Review the appointment of theexternal auditors, the externalauditors’ remuneration and anyquestion of resignation or dismissalof the external auditors;(11) Approve the appointment andremoval of the Head of GroupInternal Audit Department;(12) With regard to the whistle-blowerprotection policy, review protectedreports and any matter arisingthereon or in connection therewith,and decide on any appropriateaction to be taken; and(13) Investigate any matter within thecommittee’s terms of referenceset out herein, whenever itdeems necessary.During the year, the AC reviewed theexternal and internal auditors’ plans andfindings to ensure they are sufficient toassess the adequacy and effectivenessof the significant internal controls ofthe Company.The AC also performed independentreviews of the financial statements ofthe Company before the announcementsof the results. The reviews includedan assessment of the quality of keyaccounting principles applied andManagement’s judgments whichhave a major impact on the financialstatements. On a quarterly basis,Management reported to the AC allIPTs in accordance with the Company’sshareholders’ mandate for IPTs. TheIPTs were audited by the internalauditors on a semi-annual basis, andtheir findings reported to the AC.The AC has explicit authority toinvestigate any matter within itsterms of reference, full access to andcooperation by Management and fulldiscretion to invite any Director orexecutive officer to attend its meetings,and has reasonable resources to enableit to discharge its functions properly.The AC held five meetings duringthe year. The members’ attendancesat these meetings are disclosed onpage 120. The external and internalauditors, the Group CEO, the Director,Corporate Services and the ChiefFinancial Officer were invited to attendits meetings. The Company’s externaland internal auditors report theiraudit findings and recommendationsindependently to the AC. The AC alsomet with the external and internalauditors, without the presence ofManagement, during the financial year.In addition, the AC reviewed theindependence and objectivity of theSustaining GrowthCorporate Governance127


Sustaining Growth Corporate Governanceexternal auditors through discussionswith the external auditors as well asreviewing the non-audit fees awardedto them. For 2011, the Group accruedaggregate fees of $2.05 million forthe Group’s external auditors,comprising non-audit services feesof $46,000 and audit services fees of$2 million. The AC has confirmed thatthe non-audit services performed bythe external auditors did not affecttheir independence.The Company has complied with Rules712, and Rule 715 read with 716 of theSGX Listing Manual in relation to itsauditing firms.INTERNAL CONTROLSAND RISK MANAGEMENTPrinciple 12:Sound System of Internal ControlsThe AC reviews the reports submittedby the external and internal auditorsrelating to the effectiveness of theCompany’s significant internal controls,including financial, operational andcompliance controls, and managementof risks of fraud and other irregularities.The AC also reviews the effectivenessof the actions taken by Managementon the recommendations made bythe external and internal auditorsin this respect. Based on theassessment by the AC, supportedby the work performed by the internalauditors during the financial yearand taking into consideration thereview undertaken by the externalauditors, the AC and the Board aresatisfied that the internal controls,addressing the financial, operationaland compliance risks of theCompany, are adequate to meetthe needs of the Company in itscurrent business environment.RISK MANAGEMENTThe system of internal controlsestablished by the Company is designedto manage, rather than eliminate,the risk of failure in achieving theCompany’s goals and objectives. Thereare clear policies and procedures inensuring the adequacy of controlsand effective management of risks.The Company has put in place ashareholder value-based internalcontrol system in areas such asfinancial, operational and compliancecontrols, and risk management. Theprincipal aim of the internal controlsystem is the management of businessrisks with a view to safeguardingshareholders’ investments and theCompany’s assets.The system includes, inter alia,enterprise risk management andinternal auditing. The Board monitorsthe Company’s risks through theBoard Risk Committee, Board SafetyCommittee, AC, Risk ManagementDepartment and Group Internal Audit.POLICIES, PROCEDURESAND PRACTICESInternal controls are detailed in formalinstructions, standard operatingprocedures and financial authority limitspolicies. Their compliances are reviewedby the relevant Board Committees aswell as the Company’s internal auditorsand ISO Internal Quality ManagementSystem auditors.EMPLOYEE CODE OF CONDUCTTo build a culture of high integrityas well as reinforce ethical businesspractices, the Company has in placean employee code of conduct.This policy addresses, at the employeelevel, the standards of acceptable andunacceptable behaviour and personaldecorum as well as issues of workplaceharassment. On the business front,the policy addresses the standardsof business behaviour pertaining tothe offering and receiving of businesscourtesies as well as issues on conflictof interests. The policy also requires allstaff to avoid any conflict between theirown interests and the interests of theCompany in dealing with its suppliers,customers and other third parties.In 2011, the policy was revised toenhance rules on business conduct.The revised rules require businessto be conducted with integrity, fairly,impartially, in an ethical and propermanner, and in compliance withall applicable laws and regulations.Relevant anti-corruption rules arealso spelled out to protect thebusiness, resources and reputationof the Company. The general rule isthat employees must not offer orauthorise the giving, directly orthrough third parties, of any bribe,kickback, illicit payment, or anybenefit-in-kind or any other advantageto any person or entity, as aninducement or reward for an improperperformance or non-performanceof a function or activity. Similarly,employees must not solicit oraccept illicit payment, directly orindirectly, from any person or entitythat is intended to induce or rewardan improper performance or nonperformanceof a function or activity.Briefings for all staff were heldwhen the policy was introduced.New employees are briefed on thepolicy when they join the Company’sorientation programme. Subsequently,to maintain awareness, all employeesare required to acknowledge the policyannually. Any revisions are highlightedto them when they perform theannual acknowledgements.WHISTLE-BLOWERPROTECTION POLICYThe Company has a whistle-blowerprotection policy to encourage thereporting in good faith of suspectedreportable conduct by establishingclearly defined processes throughwhich such reports may be madewith the confidence that employeesand other persons making suchreports to the employees’ supervisors,AC Chairman or Head of GroupInternal Audit will be treated fairlyand, to the extent possible, protectedfrom reprisal.The AC Chairman is kept informed ofall cases reported. Anonymous reportsare also accepted if there are strongmerits to look further into the cases.The policy and contact details of ACChairman and Head of Group InternalAudit have been briefed to and madeavailable to all employees.Upon receipt of allegations of fraudor other misconduct reported under128<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


the whistle-blower protection policy,the AC will ensure that the necessaryinvestigations are carried out in atimely manner. The AC will also ensurethat any disciplinary, civil and/orcriminal action that is initiatedfollowing completion of investigations,is appropriate, balanced, and fair.The AC will also monitor the actionstaken to correct the weaknesses in theexisting system of internal processesand policies which resulted in ormay cause the perpetration of thefraud and/or misconduct, to preventany recurrence.Briefings for all staff were heldwhen the policy was introduced.New employees are briefed on thepolicy when they join the Company’sorientation programme. Subsequently,to maintain awareness, all employeesare required to acknowledge the policyannually. Any revisions are highlightedto them when they perform theannual acknowledgements.BOARD RISK COMMITTEEThe Board, assisted by the Board RiskCommittee (“BRC”), has oversightof risk management in the Group.The BRC examines the effectivenessof the Company’s risk managementsystem and ensure that a robust riskmanagement system is maintained.Its members are Mrs Oon Kum Loon(Chairperson), Dr Tsui Kai Chong,Mrs Lee Ai Ming and Mr EdwardLee Kwong Foo.The BRC reviews and guidesManagement in the formulation ofrisk policies and processes to identify,evaluate and manage significantrisks. The BRC also discussesrisk management strategies withManagement. The BRC reports tothe Board on material findings andrecommendations in respect ofsignificant risk matters.The BRC is guided by the followingterms of reference:(1) Review the <strong>Keppel</strong> <strong>Land</strong> Group’srisk profile regularly;(2) Prioritise and guide the Group onrisk management issues;(3) Review and guide in establishingprocesses to effectively identify,evaluate and managesignificant risks;(4) Examine the effectiveness ofthe Group’s risk managementsystem to ensure that a robust riskmanagement system is maintained;(5) Discuss risk mitigating strategieswith Management;(6) Review and guide the Group informulating its risk policies and risklimits, where applicable;(7) Encourage and foster greaterawareness of enterprise riskmanagement at all levels of theGroup;(8) Provide a forum for discussion onrisk issues;(9) Consider urgent ad hoc riskissues and, where applicable,refer them to the Board withrisk action plans;(10) Report material matters, findingsand recommendations on riskmanagement to the Board;(11) Perform such other functions asthe Board may determine; and(12) Sub-delegate any of its powerswithin its terms of reference aslisted above from time to time asthis Committee may deem fit.The BRC is supported by theRisk Management Department.The BRC held six meetings duringthe year. The members’ attendancesat these meetings are disclosedon page 120.BOARD SAFETY COMMITTEEThe Company’s Board Safety Committee(“BSC”) guides Management to enhancethe Group’s commitment to work safetyin all workplaces and to foster a safetyculture in the Company. Currently, itsmembers comprise Mr Tan Yam Pin(Chairman), Mr Choo Chiau Beng,Mr Kevin Wong Kingcheung, Mr KhorPoh Hwa, Mrs Lee Ai Ming, Mr HengChiang Meng and Mrs Koh-Lim WenGin. Mr Choo Chiau Beng, Mr KevinWong Kingcheung and Mrs Koh-LimWen Gin were appointed to the BSC on16 March 2011. Mr Heng Chiang Mengjoined the BSC on 16 May 2011. The BSCis supported by the Management SafetyCommittee (“MSC”).The BSC is guided by the followingterms of reference:(1) Establish the health and safety(“H&S”) policies;(2) Monitor the Company’s compliancewith the approved H&S policies by:(a) Assessing the adequacy ofH&S standards preparedby the MSC;(b) Assessing the operationsof the Company andrecommendations of theMSC on elimination, controland minimisation ofH&S risks; and(c) Assessing the complianceof the Company withapplicable legislations;(3) Recommend the adoption ofacceptable H&S practices inthe industry in which theCompany operates;(4) Receive reports concerningH&S incidents within theCompany; and(5) Consider H&S issues that mayhave strategic, business andreputational implications forthe Company.The BSC held four meetings during theyear. The members’ attendances at thesemeetings are disclosed on page 120.INTERNAL AUDITPrinciple 13:Independent Internal Audit FunctionThe Company has its own in-houseInternal Audit Department (“GroupInternal Audit”) that is independentof the activities it audits. Group InternalAudit reports directly to the Chairmanof the AC and administratively to theGroup CEO. Group Internal Audit’sauthority is specified in the InternalAudit Charter which was endorsedby the AC.The key role of Group Internal Audit isto assist the AC to provide reasonableassurance that the Company ismaintaining an adequate system ofinternal controls by periodic reviews ofmaterial controls and procedures to testtheir effectiveness. The Group InternalAudit may undertake investigations asdirected by the AC.Sustaining GrowthCorporate Governance129


Sustaining Growth Corporate GovernanceTo ensure that internal auditsare performed by competentprofessionals, Group Internal Auditemploys qualified staff, including anumber of Certified Internal Auditors.The AC monitors and ensures theyare provided with adequate trainingand development in order that theirtechnical knowledge remains currentand relevant.1Group Internal Audit is a memberof the Singapore chapter of the Instituteof Internal Auditors (“IIA”). GroupInternal Audit is committed to meetor exceed the International Standardsfor the Professional Practice ofInternal Auditing (“Standards”) setby IIA, and has incorporated theminto its audit practices.A quality assurance programmecomprising continuous internaland regular independent externalassessments is in place to ensure thataudits are performed in accordancewith IIA’s Standards.The Standards require that anexternal assessment on qualityassurance be conducted at least onceevery five years. The latest qualityassurance review was performed byindependent external reviewer in 2007,and Group Internal Audit was assessedto be generally in compliance withthe Standards.Using a risk-based audit methodology,Group Internal Audit plans its internalaudit assignments annually inconsultation with, but independentof, Management. Its plan is submittedto and approved by the AC.Based on the risk assessmentconducted by Group Internal Audit,activities within the Group arereviewed at appropriate intervalsand with greater emphasis on higherrisk activities. Internal audit plansare also aligned with the Company’srisk management programme.The aim is to ensure that an effectiveand efficient control environment is inplace to manage those risks exclusiveto a particular business unit in additionto those that may be relevant on anenterprise-wide basis.A comprehensive progress report ispresented by Group Internal Audit tothe AC at each scheduled meeting.All audit reports are distributed to theAC, the Chairman of the Board, theGroup CEO, the Director, CorporateServices, the Chief Financial Officerand other relevant senior managementstaff. All outstanding corrective actionsas agreed by Management will becontinuously monitored until they areproperly cleared.Group Internal Audit issued an annualassessment of the Company’s overallinternal controls system to the AC.Group Internal Audit is generallysatisfied that the Company’s overallsystem of internal control is adequatefor 2011.The AC ensures that the internal auditfunction has adequate resourcesand appropriate standing within theCompany. On an ongoing basis, itassesses the effectiveness of theinternal auditors, such as its scope ofwork and quality of audit reports.COMMUNICATION WITHSHAREHOLDERSPrinciple 14:Regular, Effective and FairCommunication with ShareholdersPrinciple 15:Greater Shareholder Participationat Annual General MeetingsPROACTIVE ENGAGEMENTWITH SHAREHOLDERSThe Company continues to placeemphasis on its investor relationsto engage and further strengthenrelationships with its shareholders.It strives to give its stakeholdersbalanced insights into the Group’sstrategic directions, financialperformance, key developments andplans through various platformssuch as the annual report, corporateannouncements, AGM, half- andfull-year combined briefings to mediaand analysts, investor meetings aswell as roadshows in Singapore andoverseas. A dedicated investor relationsteam supports senior management intheir engagement with shareholdersand the investment community.During the year, Management heldover 180 meetings, conferences and130<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


21. <strong>Keppel</strong> <strong>Land</strong>’s Board Safety Committeevisited worksites of the Company’s projectsin Ho Chi Minh City.2. <strong>Keppel</strong> <strong>Land</strong> proactively engages andupdates shareholders on the Company’sstrategic directions through the AnnualGeneral Meeting.roadshows in Singapore, Hong Kong,the United Kingdom and the UnitedStates, clarifying investors’ issues ondevelopments and providing platformsfor discussions on the strategies andoutlook of the Company’s businesses.Over 20 visits to the Company’sresidential, commercial and townshipprojects in Singapore, China andVietnam were also arranged for theinvestment community. All thesemeetings, conferences, roadshows andsite visits have received positive reviews.Pertinent information is communicatedto shareholders on a timely andnon-selective basis. Should aninadvertent disclosure be made toa selected group, the Company willmake the same disclosure publiclyto all others as soon as practicable.The Company disseminates allannouncements, press releases andpresentation slides simultaneouslythrough the Singapore Exchange viaSGXNet and the Company’s website.The Company’s corporate website(www.keppelland.com.sg) is constantlyupdated with key financial and corporateinformation. The website provides,inter alia, corporate announcements,press releases, annual reports andprofiles of the Group. In 2011, thewebsite was revamped to providegreater corporate transparency suchas easier access to key financial data.As some investors are interestedin the Company’s approach intackling sustainability issues, anew dedicated section on CorporateSocial Responsibility (“CSR”) wascreated to explain the Company’sCSR initiatives and performancein its areas of focus, namely theenvironment, people and community.Queries received via the website arealso duly addressed.The AGM and/or the ExtraordinaryGeneral Meeting (“EGM”) are principalforums for dialogue with shareholders.Shareholders are informed of thesemeetings three weeks in advancethrough notices published in thenewspapers and annual reports orcirculars sent to them. Shareholdersare encouraged to participate in suchmeetings by raising relevant questionsor seek clarification on the motionsto be debated and decided upon. Ifany shareholder is unable to attend,he/she is allowed to appoint up to twoproxies to vote on his/her behalf atthe meetings through proxy formssent in advance.The Chairman and, where appropriate,the Group CEO and other Directors,will respond to shareholders’ questions.The chairmen of the various BoardCommittees and the external auditorsare required to be present at the meetingto assist in addressing relevant queriesfrom the shareholders.Each item of special business included inthe notice of the meeting is accompaniedby an explanation for the proposedresolution. Additional resolutions areproposed for separate issues at themeeting, and the Chairman declares thenumber of proxy votes received for andagainst the resolutions.The Company also prepares detailedminutes of general meetings, whichinclude queries and comments fromshareholders and responses from theBoard and Management. These minutesare made available to shareholdersupon request.From 2012, the Company willadopt the practice of voting by pollin all its AGMs and EGMs. The CompanySustaining GrowthCorporate Governance131


Sustaining Growth Corporate GovernanceSenior management engages media andanalysts during the Company’s half- andfull-year results briefing.is not implementing absentia votingmethods such as voting via mail,e-mail or fax due to concerns overthe security, integrity and otherpertinent issues involved.SECURITY TRANSACTIONSThe Company has issued a policyon dealings in the securities of theCompany and its listed subsidiariesto its Directors and employees, settingout the implications of insider tradingand guidance on such dealings. It hasadopted the Best Practices Guide onDealings in Securities issued by theSingapore Exchange.The Company prohibits its Directorsand employees from trading in theCompany’s securities for the periodcommencing two weeks before theannouncement of the first threequarterly results, and the periodcommencing one month before theannouncement of the year-end results.INTERESTED PERSONTRANSACTIONSDisclosure of interested persontransactions is set out on page 133.When a potential conflict of interestarises, the Director concerned takesno part in discussions nor exercisesany influence over other membersof the Board.132<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Interested Person TransactionsName of Interested PersonAggregate Value of all InterestedPerson Transactions during thePeriod under Review (excludingTransactions less than $100,000and Transactions Conducted underShareholders’ Mandate Pursuant toRule 920 of SGX-ST Listing Manual)Aggregate Value of all InterestedPerson Transactions Conductedunder Shareholders’ MandatePursuant to Rule 920 of SGX-STListing Manual(a) Property transactions –<strong>Keppel</strong> Corporation Limited Group:Project development and management fees received – – 2,056 1,734Property management fees received – – 1,215 2,043Marketing commission received – – 3,772 5,504Management and support service fees received – – 8,971 7,144Asset management fees received – – 47,130 35,879Rental income – – 66 –Rental expense – – 4,723 3,666Committed capital for the formation of a joint-venture company,<strong>Keppel</strong> Data Centres Holding Pte Ltd (“JV Co”) 3,000 – – –Consideration for the disposal of <strong>Keppel</strong> Digihub Ltd to the JV Co 18,990 – – –Consideration for the acquisition of <strong>Keppel</strong> Datahub Pte Ltdby the JV Co 8,965 – – –Consideration for the disposal of 87.51% interest in OceanProperties Pte. Limited to K-REIT Asia 1,579,242 – – –Aggregate consideration for the disposal of one-third interest inMarina Bay Financial Centre Phase 1 – 1,399,221 – –Consideration for the acquisition of <strong>Keppel</strong> Towers and GE Towerfrom K-REIT Asia – 573,000 – –(b) Other services and products –<strong>Keppel</strong> Corporation Limited Group:Treasury – interest income – – 987 272Treasury – interest expense – – 1,530 2,344Treasury – foreign exchange transactions – – 74,468 363,712Management fees paid – – 4,923 5,237Other products and service fees paid – – 1,352 1,181Deposits outstanding at end of year – – 1,032,672 932,580Shareholder’s loan to <strong>Keppel</strong> Data Centres Holding Pte Ltd 37,539 – – –Temasek Group:Rental received – – 127 214Committed capital for the formation of a joint-venture company,Singapore-Sichuan Investment Holdings Pte Ltd 14,400 – – –Consideration for the sale of 3.5% effective interest in SingaporeTianjin Eco-City Investment Holdings Pte Ltd to SingbridgeInternational Singapore Pte Ltd – 5,698 – –(c) Transactions entered into by the Group with Directors ofthe Company –Consideration for the sales of units in Singapore and overseasresidential development to Directors of the Company and/ortheir immediate family members at prevailing pricesapplicable to third parties 1,429 1,209 – –2011$’0002010$’0002011$’0002010$’000Sustaining GrowthCorporate Governance133


Sustaining GrowthRiskManagement<strong>Keppel</strong> <strong>Land</strong> iscommitted tocontinually reviewingand enhancing itsrisk managementcapabilities toensure a robust andholistic system.Risk management continues to be anessential part of <strong>Keppel</strong> <strong>Land</strong>’s strategicplanning and business operations.With heightened uncertainties in theglobal economy and increasinglychallenging business conditions,it is imperative for the Company’senterprise risk management (ERM)processes to remain effective and robustso as to respond quickly to challengesand capitalise on opportunities thatarise. <strong>Keppel</strong> <strong>Land</strong> is committed tofurther enhance its risk managementcapabilities so as to ensure thelong-term growth and sustainabilityof the Company.ROBUST ENTERPRISERISK MANAGEMENT<strong>Keppel</strong> <strong>Land</strong>’s Board of Directors hasoverall responsibility for risk oversight.Assisted by the Board Risk Committee(BRC), the Directors are fully committedto ensure a robust risk managementsystem that safeguards and enhancesshareholders’ interest. The BRCdeliberates on key risk issues as wellas provides guidance to managementon risk mitigation strategies andpolicies. It also ensures that keyrisks are properly assessed andeffectively mitigated.The BRC reviews the Company’srisk management strategy and approachas well as monitors its concentrationexposures, liquidity position, projectmanagement issues and marketdevelopments in the countries where<strong>Keppel</strong> <strong>Land</strong> operates in. The termsof reference of the BRC are disclosedunder internal controls of riskmanagement on page 129 of this report.21In light of the changing businesslandscape, <strong>Keppel</strong> <strong>Land</strong> carriedout an in-depth analysis of thereal estate sectors in Singapore,India, Vietnam and Indonesia in 2011.The exercise involved a thoroughreview of the Company’s exposuresto changing market situations.Scenario planning was conductedand strategic options for theCompany’s business directionexplored. The continuous scanningand close monitoring of political,economic and regulatory issuesprovides insights on developmentsin the countries of operation, andensures the Company remainsrobust in volatile times.The ERM committee, which comprisesall department heads in the Company,assists to provide direction anddrive the implementation of riskmanagement initiatives. In thisdynamic business environment,risk factors affecting the Companywill invariably change throughoutthe year. Hence, risk managementplans and key risk indicators areclosely monitored and consistentlyreviewed throughout the year to ensureappropriate mitigating actions arepromptly taken.BUSINESS CONTINUITY MANAGEMENT<strong>Keppel</strong> <strong>Land</strong> continues to refine andstrengthen its business continuitymanagement programme. Duringthe year, the Group conductedexercises and drills to test therobustness and effectiveness of theCompany’s business continuity plans.Action plans were then taken to closethe gaps identified.Business units abroad also conductedexercises to test their businesscontinuity plans based on scenariosspecific to their operations such aspandemic flu, earthquake, fire, civilunrest, terrorism and power failures.To bolster <strong>Keppel</strong> <strong>Land</strong>’s crisismanagement competency, crisiscommunication trainings wereconducted to prepare the Company’sspokespersons in managing the mediaand stakeholders in the event of acrisis. A table-top exercise basedon the scenario of a denial of accessinto the Company’s headquarters atBugis Junction Towers was conductedto test key departments’ responses toa crisis. The primary objective of thisexercise was to further strengthen<strong>Keppel</strong> <strong>Land</strong>’s crisis management plan.These exercises helped the Company1. <strong>Keppel</strong> <strong>Land</strong>’s risk management efforts ensurethat measures are in place to prevent andaddress security lapses.2. The management team ensures that allprojects comply with industry standards andbest practices.134<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Sustaining GrowthRisk Management135


Sustaining Growth Risk Managementto identify and bridge gaps as well asrefine the business continuity andcrisis management plans.In addition, the informationtechnology (IT) department tested itsresponsiveness in disaster recoveryand management by stress-testingthe Company’s IT recovery systems.The business continuity managementprogramme has been strengthenedthrough the business units’ participationand ownership of the process.FOSTERING A RISK-CENTRIC CULTUREContinuous education andcommunication through variousplatforms are integral in inculcatingrisk awareness among staff. ERMsessions are conducted as part of theorientation programmes for new staff.Risk seminars, online quizzes andsurveys are carried out and articleson best practices in risk managementshared to promote a greater awarenessof risks among staff. The Company alsoleverages events such as the Annual StaffConference to update local and overseasemployees on its ERM programme andplans. Risk management is embeddedin staff performance appraisal to ensureaccountability and reinforce a risk-centricculture in the Company.LOOKING AHEAD<strong>Keppel</strong> <strong>Land</strong> will continue to monitor,manage and mitigate the identifiedkey enterprise risks. The Company isconsidering rolling out more initiativesto foster a risk-centric culture amongstaff. Planned initiatives includedeveloping and implementing an onlinequiz on ERM as well as organisingworkshops and seminars foroverseas staff.The Company will also continuallyreview, refine and test its businesscontinuity plans to ensure businessresilience in volatile times and theeffectiveness of planned responses inthe event of a crisis. Best practicesand lessons learned will continue tobe shared within the Company.Managing Enterprise RisksThe key risks identified andappropriate mitigating actionsundertaken by <strong>Keppel</strong> <strong>Land</strong> in 2011are as follows:1. REAL ESTATE MARKET RISKS– The Company continues with itsinvestment strategy of acquiringand developing projects in countrieswhere economic fundamentals arestrong and political environmentis stable.– The Company has taken proactivesteps to engage both existingand new office tenants to ensureeffective tenant management andimprove occupancies.2. POLITICAL ANDREGULATORY RISKS– The Company continues toengage external legal and real estateconsultants at the early stagesof project development foradvice on local laws andchanging regulations.– The Company maintains closeworking relationships with businessassociations, local authorities andgovernment officials in the variouscountries and cities it operates toanticipate and react accordingly topossible changes in governmentpolicies and regulations.3. PROJECT MANAGEMENT ANDDEVELOPMENT RISKS– The Company leverages IT toimprove the efficiency of projectmanagement processes such asthe defects management andhandover system.– A project management focus grouphas been formed to ensure that bestpractices in project managementare retained and shared withinthe Company.– A project management knowledgeportal is being set up, and willcontain important data such asproject management proceduresand lessons learned. The projectmanagement focus group will alsoconduct training for project staff.4. CONCENTRATION ANDPORTFOLIO RISKS– The Company reviews itsconcentration risk policy to ensurethat exposure limits are current andrelevant, and measures of exposuresare accurate and in line withbusiness needs.– The Company monitors itsexposure in each country on aregular basis and ensures allproject investments comply withthe concentration risk policy.5. INVESTMENT RISKS– To improve the quality of informationin feasibility studies, a riskassessment template is used duringthe feasibility stage to identify andanalyse all potential risks that mayimpact the project.– The Company is in the processof setting up a knowledgemanagement portal to allow properdocumentation and sharing ofinformation. Such knowledgeis useful when makinginvestment decisions.6. HUMAN RESOURCES RISKS– Staff retention programmes arecontinually reviewed to ensure thatstaff are motivated to stay, contributeand grow with the Company.– Rigorous succession planning andtalent development programmesensure that staff with high potentialare groomed for key positions andas future leaders.7. PARTNERSHIP RISKS– The Company ensures thatcareful considerations are takenbefore entering into a joint ventureor partnership.– The Company maintains closerelationships with like-mindedpartners to build long-termstrategic alliances.8. FINANCIAL RISKS– The Company utilises variousfinancial instruments, whereappropriate, to hedge against foreignexchange and interest rate risks.– The Company ensures adequatefunding resources are available forinvestments and cash flows areactively managed.9. HEALTH AND SAFETY RISKS– The Workplace Safety and Health(WSH) unit ensures that theCompany adheres to the highesthealth and safety standards.– In addition to spearheadinghealth and safety initiatives andimplementing safety programmes,the WSH unit also ensures thata safety culture is inculcated inall employees.10. CUSTOMER CREDIT RISKS– Under the Company’s assessmentguidelines, basic information oftenants is obtained before theletter of offer is issued forcommercial leases.– Past payment records of existingtenants are reviewed before anyrenewal of leases.11. CHANGING CONSUMERDEMAND RISKS– To understand and anticipatechanges in tenants’ and buyers’needs and requirements, studies byconsultants or academic institutionsare commissioned periodically forkey markets.– New project launches are closelymonitored to identify areasfor improvement.12. BUSINESS CONTINUITY RISKS– Business continuity plans are refinedand tested to ensure that businessunits can respond effectively todisruptive events.– Crisis management frameworkand procedures have beendeveloped and tested for theCompany’s headquarters atBugis Junction Towers.13. BUILDING OPERATIONAL RISKS– Measures taken to insure againstmajor plant and equipment failureinclude implementing preventivemaintenance and replacementprogrammes, ensuring adequacy ofcritical spare parts and purchasinginsurance for machinery breakdownand business interruption.– Competent contractors areengaged for the supply, repair andmaintenance of plant and equipmentto ensure smooth operations.14. BUSINESS MODEL RISKS– The strategic direction of theCompany and associatedbusiness strategies are reviewedby top management duringstrategy meetings.– Scenario planning is conducted toensure the Company’s businessmodel remains robust.15. FRAUD RISKS– Several policies such as the Groupaccounting policies, whistleblowerprotection policy and financialauthority limits are in place tomitigate the risk of fraud.– Internal and external audits areconducted on a regular basisto prevent, detect and mitigatecorporate fraud risks.16. IT AND INFORMATION RISKS– IT recovery plans and drills aswell as audits are carried outon a regular basis. There arealso policies governing end-usercomputing and the safeguardingof information.– Several measures have beenimplemented to address securitylapses such as an enhancedcommercial property and assetmanagement system that complieswith <strong>Keppel</strong> <strong>Land</strong>’s passwordmanagement policy, periodicreview of user lists of applicationsystems and briefings onsecurity awareness.Please refer to <strong>Keppel</strong> <strong>Land</strong>’sSustainability Report 2011 for moredetails on its risk management efforts.136<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Sustaining GrowthRisk Management137


Sustaining GrowthEnvironmentThe Company takesa proactive approachtowards environmentalmanagement andprotection to create asustainable future.As a leading green developer in Asia,<strong>Keppel</strong> <strong>Land</strong> is committed to createsustainable and optimal live-work-playenvironments in the communities ithas presence in.In 2007, an Environment ManagementCommittee (EMC) was set up toconsolidate and align <strong>Keppel</strong> <strong>Land</strong>’senvironmental activities and integrategreen practices into its businessoperations. It was renamed theCorporate Social Responsibility (CSR)committee in 2011 to reflect<strong>Keppel</strong> <strong>Land</strong>’s commitment towardsaddressing sustainability challenges.Reporting to the Group Chief ExecutiveOfficer (CEO), the CSR committeeis responsible for formulating theCompany’s environmental policy, targetsand framework, implementing andadministering eco-initiatives as wellas benchmarking its performancefor continual improvement. Consistingof representatives from mostdepartments, the committee rolls outeco-initiatives for new projects andexisting buildings. The committeeimplements environmental programmessuch as the ISO 14001 EnvironmentalManagement System and eco-officeprogramme as well as organisesenvironment outreach programmes.<strong>Keppel</strong> <strong>Land</strong> is committed to developingand nurturing a pool of in-houseprofessionals skilled in green buildingdesigns. In 2011, an additional sevenproject managers have been trainedas Green Mark Managers. As atend-2011, about half of the Company’sproject and property managers inSingapore and overseas have attendedcourses organised by the Buildingand Construction Authority (BCA) ofSingapore for Green Mark professionalsand the Singapore Certified EnergyManager Programme conducted byNational University of Singapore’sEnergy Sustainability Unit. <strong>Keppel</strong> <strong>Land</strong>targets to have all its project managerscertified as Green Mark Managerswithin two years of joining the Company.EXCELLENCE INSUSTAINABILITY REPORTINGIn recognition of its efforts of integratingsustainability into its business,<strong>Keppel</strong> <strong>Land</strong> won the Best SustainabilityReport Award at the Association ofChartered Certified Accountants’Singapore Awards for SustainabilityReporting 2011. This annual awardrecognises companies for excellencein environmental, social andsustainability reporting.<strong>Keppel</strong> <strong>Land</strong>’s journey towardssustainability has also been recognisedinternationally. The Company wasselected as a component of the Dow JonesSustainability (DJSI) World Indexand DJSI Asia Pacific Index. This is thesecond consecutive year that it hasbeen included in DJSI Asia Pacific Index.<strong>Keppel</strong> <strong>Land</strong> was also included in TheSustainability Yearbook 2011 and 2012,which features only the top 15% of 2,500companies worldwide in sustainabilityleadership. The Company was namedthe Sustainability Asset Management(SAM) Sector Mover for the real estatesector in 2012 for achieving the greatestrelative improvement in sustainabilityperformance during the year.Storebrand, a leading Norwegianfinancial institution, awarded<strong>Keppel</strong> <strong>Land</strong> the “Best in Class”status for its outstanding financial,environmental and social performanceamong three shortlisted Singaporebasedproperty companies. This is thethird time that <strong>Keppel</strong> <strong>Land</strong> has clinchedthis prestigious award, followingprevious achievements in 2004and 2005.<strong>Keppel</strong> <strong>Land</strong> was also named the“Best Performer in Asia” in the GlobalReal Estate Sustainability Benchmark(GRESB) and was awarded “Green Star”status based on GRESB’s model ofenvironmental performance.BENCHMARKS OF EXCELLENCE<strong>Keppel</strong> <strong>Land</strong> continues to ensure thatits developments, both existing andnew, attain excellent environmentalbuilding certification.Launched in 2005, the BCA GreenMark is a rating system for evaluatinga building’s environmental impactand performance. It provides acomprehensive framework for assessingthe environmental performance ofbuildings in terms of energy and waterefficiency, environmental protection,indoor environmental quality and othergreen features.<strong>Keppel</strong> <strong>Land</strong> is committed to achieveat least the BCA Green Mark Goldrating or its equivalent overseas,such as the United States’ Leadershipin Energy and Environmental Design(LEED) for all its new projects inSingapore and overseas.In 2011, <strong>Keppel</strong> <strong>Land</strong> obtained GreenMark Gold awards for Marina at<strong>Keppel</strong> Bay and Bugis Junction Towersin Singapore as well as Jakarta GardenCity in Indonesia, and Central Park Cityin Wuxi, China. As at end-2011,<strong>Keppel</strong> <strong>Land</strong> received a total of 26 GreenMark accolades for its projects. Theseawards include one Platinum, oneGold PLUS , 23 Gold and one certificationfor developments in Singapore, China,Vietnam and Indonesia.To-date, all investment buildings in<strong>Keppel</strong> <strong>Land</strong>’s Singapore portfolio areGreen Mark Gold-certified. Audits areconducted to assess the building’senergy consumption and recommendenergy saving measures. Energyefficient systems and environmentallyfriendlyfeatures have beenimplemented in the buildings.Upon completion of all its GreenMark-certified projects, the totalreduction in energy will be over62.3 million kWh per annum, enoughto power about 11,000 public housingunits in Singapore for a year. In terms ofgreenhouse gases, these projects willreduce the emission of carbon dioxideby more than 29,000 tonnes annually.For existing buildings under the BCAGreen Mark scheme, building ownersand operators are encouraged to meettheir sustainable operation goals andreduce adverse impact of their buildingson the environment. From 2011, allexisting buildings undergoing majorretrofitting are required to meet theBCA Green Mark standard.<strong>Keppel</strong> <strong>Land</strong>’s Ocean Financial Centre(OFC) is the first office building inSingapore’s CBD to obtain the highestGreen Mark Platinum Awardby BCA. It is also the first high-riseoffice development in South East Asiato achieve the prestigious,internationally-recognised PlatinumLevel LEED-CS certification fromthe US Green Building Council.Marina Bay Financial Centre has alsowon the BCA Green Mark Gold andGold PLUS awards for its Phases 1 and 2developments respectively.<strong>Keppel</strong> <strong>Land</strong> was conferred the GoldAward in the Product Excellencecategory for OFC at the annualGlobal CSR Awards 2011. This awardrecognises companies with exemplaryCSR practices, and for deliveringoutstanding and innovative products,services and programmes.ENVIRONMENTALMANAGEMENT SYSTEM<strong>Keppel</strong> <strong>Land</strong> has been adoptingthe ISO 14001:2004 framework forenvironment management for itsproperty development operationsin Singapore since 2008. ISO 14001is an internationally-recognisedcertification standard for EnvironmentalManagement System (EMS).Based on ISO’s Plan-Do-Check-Actmethodology, the standard providesa holistic framework for settingenvironmental objectives and targets<strong>Keppel</strong> <strong>Land</strong> is committed to develop propertiesthat harmonise with the environment andenhance the quality of living for the community.138<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Sustaining GrowthEnvironment139


Sustaining Growth Environmentas well as improving and implementingmanagement programmes andprocesses.The certification scope was extended toinclude operations in cities in China andVietnam. The Company continuesto work closely with its contractors,both in Singapore and overseas, toencourage and guide them on reducingtheir environmental impact andminimise pollution.12Energy saving measures were taken.These include replacing lights withenergy-efficient light-emitting diode(LED) lamps, which consume about halfthe energy of T8 fluorescent tubes whileproviding the same level of illumination.As a result, <strong>Keppel</strong> <strong>Land</strong>’s energyconsumption dropped to about 518,000kWh in 2011 from 533,000 kWh in 2010,while energy usage per gross floor area(GFA) fell about 6% to 99.1 kWh/smin 2011.In September 2011, <strong>Keppel</strong> <strong>Land</strong>renewed its ISO 14001 EMS certificationfor its property development operationsin Singapore and Vietnam as well asproperty management operationsin Singapore. In its annual auditby an external party, the Companywas commended for its concertedinvolvement by management, staffand contractors in the implementationof the EMS.In addition, <strong>Keppel</strong> <strong>Land</strong> China attainedindependent ISO 14001 certificationfrom TÜV SÜD China in 2011 for itsproperty development operations inTianjin, Kunming, Jiangyin, Shanghai,Shenyang, Wuxi and Zhongshan.ECO-OFFICE PROGRAMME<strong>Keppel</strong> <strong>Land</strong> has been participatingin Singapore Environment Council’s(SEC) eco-office programmesince 2008.SEC has re-certified <strong>Keppel</strong> <strong>Land</strong> andK-REIT Asia’s headquarters at BugisJunction Towers as Green Offices for2011–2013. This is in recognition ofthe Company’s continuous efforts inimplementing green initiatives inthe office and encouraging its staffto be eco-conscious.34RAISING BENCHMARKSTo address the challenges of climatechange, <strong>Keppel</strong> <strong>Land</strong> has developeda carbon management plan outliningthe programmes it will undertake tomeasure emission reductions from 2011.The Company is also committed toachieve at least 25% energy savingsby meeting the minimum BCA GreenMark Gold PLUS requirements fornew developments and completedcommercial properties in Singapore by2015 and by 2020 respectively. Additionalstretch targets have also been set forthe design team to ensure that:– At least 40% of constructionmaterials are sourced regionallywithin 1,000 km;– 100% of irrigation water arenon-potable;– At least 20% of buildingmaterials are of low emissionsor recycled content;– At least 70% of the GFA is well-litby natural light; and– At least 20% and 40% of thetotal site area of <strong>Keppel</strong> <strong>Land</strong>’scommercial and residentialdevelopments respectively shouldbe covered with vegetation.To promote waste minimisation andresource conservation, green productssuch as totally chlorine-free orelemental chlorine-free printing paperand Energy Star-labelled printersand computers are used. A recyclingcompany has also been contractedto collect and recycle waste paper.In 2011, over 17,000 kg of waste paperwere recycled. Paper usage reducedby about 9% in 2011.1. Ocean Financial Centre features thelargest assembly of photovoltaic cellsystem for a commercial development.2. Marina at <strong>Keppel</strong> Bay aims to delivera world-class model of sustainablewaterfront development and management.3. <strong>Keppel</strong> <strong>Land</strong>’s corporate office has beenre-certified as a Green Office for 2011–2013.4. In line with its eco-commitment,Jakarta Garden City supported the localauthorities’ efforts to plant one milliontrees across East Jakarta.140<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Sustaining GrowthEnvironment141


Sustaining Growth Environment<strong>Keppel</strong> <strong>Land</strong> will continue to encouragethe adoption of green fit-out practicesfor office tenants and a sustainablelifestyle for residents.12 3 4In 2011, the Company producedits first Green Guide to help tenantsand homebuyers better understandand appreciate the green featuresin their buildings. Schemes toimplement green leasing at itsinvestment buildings will also beexplored such that tenants can benefitfrom the resultant cost savings.For its eco-office programme,<strong>Keppel</strong> <strong>Land</strong> has set targets to reduceconsumption of energy, paper and toner.Educating staff, tenants and the publicon environmental issues will remainintegral in <strong>Keppel</strong> <strong>Land</strong>’s green journey.Regular eco-related awarenessactivities and events will be organisedto cultivate a green mindset amongthe Company’s stakeholders.ENVIRONMENTAL OUTREACHTo mark World Environment Day inJune 2011, <strong>Keppel</strong> <strong>Land</strong> organised anenvironmental lunch talk with invitedspeakers from World Wide Fund forNature (WWF), The Climate Projectand Levi-Strauss. The Company alsoheld a mini eco-bazaar of eco-lifestyleproducts and recycled items, followedby a guided tour of OFC for over 100staff, tenants and business associates.Employees were also encouraged torecycle their old spectacles and denimjeans in support of the Lions’ “Recyclefor Sight” and Levi-Strauss’ recyclinginitiative respectively.Exhibitions were held at <strong>Keppel</strong> <strong>Land</strong>and K-REIT Asia’s buildings to raiseawareness on climate change andrecycling among tenants. An urbanbutterfly trail walk led by the NatureSociety of Singapore was also organisedfor staff to raise awarenessof Singapore’s biodiversity.World Environment Day was alsoobserved in <strong>Keppel</strong> <strong>Land</strong>’s operationsoverseas. Tree-planting activities, abeach clean-up and an environmentalthemedmovie screening were organisedat various Sedona Hotels in the region.In Beijing, staff adopted eco-friendlypractices such as car-pooling. In Shanghai,a movie on global warming titledChanging Climate, Changing Times wasscreened during lunch hour for staff.In Indonesia, Jakarta Garden Citystarted a “Donate a Tree” campaignand initiated a “Reduce, Reuse, Recycle”programme to encourage recyclingamong residents. Over in Ria Bintan,over 100 staff participated ina tree-planting event.In conjunction with Earth Day andto encourage recycling of used booksin Singapore, <strong>Keppel</strong> <strong>Land</strong> sponsoredthe National Library Board’sBook Exchange 2011, an initiativewhere book lovers do their partfor the environment by donating theirused books in exchange for anotherbook. Employees and tenants wereencouraged to deposit theirused books at designated collectionpoints at eight of the Group’s officeproperties. Close to 1,500 used bookswere collected and donated.During Earth Hour in March 2011,32 of <strong>Keppel</strong> <strong>Land</strong>’s commercialand residential properties as well as1. Employees participated in a butterfly trail walkto learn more about Singapore’s biodiversity.2. <strong>Keppel</strong> <strong>Land</strong> hopes to encourage recycling ofused books while promoting a reading cultureamong Singaporeans.3. An eco-bazaar was organised to raiseawareness of traditionally marginalised groups.4. Staff and families do their part for theenvironment in support of Earth Hour.hotel developments across Asiaswitched off non-essential lights tosave energy. Some 40 <strong>Keppel</strong> <strong>Land</strong>staff and their family members alsotook part in a 3.5-km Earth HourNight Walk organised by WWFat Marina Bay.A series of activities were held inSeptember 2011 to celebrate bothWorld Car Free Day and GreenConsumer Day. Used winter clotheswere collected from staff and tenantsat OFC for the needy in the villagesin Yunnan, China. In addition, movietickets were given to staff and tenantsto watch the award-winning Japanesefilm School Days with a Pig, whichraises awareness of responsibleconsumerism. Staff also participated ina fun and educational online pop quiz tolearn about the options of using greenerforms of transport and practising the3Rs of “Reduce, Reuse and Recycle”.Other eco-activities that took placeduring the year included a beautyworkshop by Jurlique, an Australianbasedskin care line that adoptssustainable and biodynamic farmingmethods, and an eco-bazaar at<strong>Keppel</strong> <strong>Land</strong>’s annual Christmas partyat Singapore Botanic Gardens.To share its best practices on thedevelopment of OFC, <strong>Keppel</strong> <strong>Land</strong>hosted students from the real estatefaculties in the University of TechnologyEindhoven of the Netherlands andNational University of Singapore,industry professionals led by the BCAas well as participants of investorconferences organised by Nomura andthe Bank of America – Merrill Lynch.Please refer to <strong>Keppel</strong> <strong>Land</strong>’sSustainability Report 2011 for moredetails on its environmental effortsand performance.142<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Sustaining GrowthEnvironment143


Empowering LivesHealthand Safety<strong>Keppel</strong> <strong>Land</strong>continuously raisesthe bar in safetystandards to createa safe workingenvironment forall employees.DEVELOPING A STRONGSAFETY CULTUREThe Company achieved anothermilestone in 2011 with theimplementation of the OHSAS 18001Occupational Health and Safety (H&S)Management System. An internationalstandard, the OHSAS 18001 providesguidelines for companies to manage andcontrol occupational H&S risks as wellas improve performance.At <strong>Keppel</strong> <strong>Land</strong>, H&S is championedfrom top-down, with a safety policyendorsed by the Group Chief ExecutiveOfficer. With safety as one of the Group’score values, it has been incorporatedas a key performance indicatorduring staff appraisal.Matters related to safety are top priorityand are the first on the agenda duringthe quarterly Board of Directors’meetings. New employees arerequired to undergo a safety inductionprogramme as part of the Group’sorientation programme. Informationand related articles on H&S such asthe Company’s key safety principles,action plans, accident or incidentreporting procedures as well astraining materials are accessible viathe Company’s portal.Set up in 2007, the Board SafetyCommittee (BSC) consists ofindependent directors who regularlymonitor and assess the Group’scompliance with the H&S policies andsafety management system as well asensure alignment with industry’s bestpractices. BSC is supported by theManagement Safety Committee, whichspearheads initiatives on safety and isresponsible for formulating policies andguidelines on workplace safety. Headedby the Director of Safety and Health, aWorkplace Safety and Health (WSH) unitwas established in 2011 to implementand oversee safety standards in<strong>Keppel</strong> <strong>Land</strong>’s operations.Safety management begins from projectplanning and is practised through thevarious stages of design, constructionand management. To ensure compliancewith safety standards, rigorousassessments are conducted to identifyhazards and analyse the risks involvedin every project, with adequate controlsin place to eliminate or minimisethese exposures.A Site Safety and Health Committee,headed by a project manager, overseesall the Company’s project worksites inSingapore and overseas. It is mandatoryfor each worksite to submit timelyreports on incidents as well as itsfrequency and severity rates. Accidentsand near-misses are investigated andclosely monitored by top management.Thorough investigations are conductedand lessons learnt are shared withbusiness units to prevent recurrence.<strong>Keppel</strong> <strong>Land</strong> works closely withlike-minded contractors and supplierswho share the same commitment tohigh quality, environmental, health andsafety standards. Contractors forresidential and commercial projectsare only appointed upon meeting theGroup’s stringent selection criteria,one of which is safety. In addition,<strong>Keppel</strong> <strong>Land</strong> conducts weeklymanagement safety walkabouts andmonthly third-party safety audits.The WSH unit also conducts regularchecks on its work sites in Singaporeand overseas.In 2011, the Company progressed froma bizSAFE Partner to a bizSAFE Mentorunder the Workplace Safety and HealthCouncil’s (WSHC) bizSAFE programme,which is a national initiative to assistsmall- and medium-sized companiesin building their WSH capabilities.REINFORCING THE SAFETY MESSAGE<strong>Keppel</strong> <strong>Land</strong> is committed to instilla culture of safety through reinforcingits safety message and adopting amulti-pronged approach to reach outto all stakeholders.New platforms were introduced in2011, including an e-Safety portal toencourage sharing of best practices inHealth, Safety and Environment (HSE),and a Cross Pollination Programmewith participation from safetypersonnel in Singapore and overseasas well as from different business units.In August 2011, <strong>Keppel</strong> <strong>Land</strong> rolled outthe Safety and Health Active Reviewprogramme, which involves monitoringof WSH implementation in theCompany’s Singapore projects.During the year, safety awarenesstalks were held at the worksites ofresidential developments such asReflections at <strong>Keppel</strong> Bay, Marina BaySuites and Madison Residences aswell as commercial projects such asOcean Financial Centre and MarinaBay Financial Centre Tower 3. With theextension of the Ministry of Manpower’sWSH Act to all workplaces from1 September 2011, a series oflunch talks were held to raise staffawareness and ensure compliancewith the Act. Alexandra Hospital andJurong Health Services also shared onoffice ergonomics and work-relatedmusculoskeletal disorders respectively.A Safety Self Perception Survey wasconducted for all employees and regularcontractors in January 2011. This is partof a three-year programme withDuPont, a global leader in world-classsafety consulting, to assess theCompany’s systems. At the Annual StaffConference in April 2011, employeeswere updated on the OHSAS 18001as well as the Company’s minimumwork safety requirements.For the third consecutive year, anonline safety quiz was conducted for allemployees as part of staff appraisal.Employees are also encouraged to sharebest practices across the <strong>Keppel</strong> Groupvia K’onnect, an electronic informationportal, and HSE Matters, a quarterlyGroup publication.<strong>Keppel</strong> <strong>Land</strong> opened its first SafetyAwareness Centre in Ho Chi Minh City,Vietnam in November 2011. It aims toheighten safety awareness among thecontractors’ employees through a seriesof courses, ranging from working atheights to fire-fighting skills.In Kolkata, India, safety personnel fromSingapore assisted the local team tobuild capabilities in safety management,communication and risk assessment.A mass safety talk at Elita Garden Vista’sworksite in May 2011 was also conducted.Attended by over 200 workers, theimportance of safety gear includingsafety helmets, shoes and high visibilityvests was reinforced.Please refer to <strong>Keppel</strong> <strong>Land</strong>’sSustainability Report 2011 for moredetails on its H&S efforts.The Company strives for a zero-incidentworkplace with safety as its top priority.5KEYPRINCIPLESFOR SAFETYIF SAFETY ISEXPENSIVE,DISASTERS COSTMOREPASSIONFOR HEALTH,SAFETY ANDENVIRONMENTEXCELLENCEVALUEEVERYONE’SSAFETYZERO TOLERANCEFOR INCIDENTSRECOGNISE SAFEBEHAVIOURS144<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Empowering LivesHealth and Safety145


Empowering LivesPeople Matter<strong>Keppel</strong> <strong>Land</strong> iscommitted to be anemployer of choice,dedicated to nurturinga talent pool todrive growth andcreate value for itsstakeholders.A PERFORMANCE-BASEDORGANISATIONPeople are central to <strong>Keppel</strong> <strong>Land</strong>’ssuccess. The Company adopts aresults-based management approachto foster an environment thatinspires employees to achievehigh performance.Employee remuneration includesa base salary that commensurateswith the individual’s skills andexperience, along with an incentivecomponent where individualachievements are recognisedthrough performance-based bonus.A performance management systemlinked to organisational goals isin place to ensure employees receiveregular feedback on their performance.To encourage and foster growth,a structured career planningprogramme is also available to helpemployees set goals and chart theircareer path.PROMOTING A CULTURE OF LEARNING<strong>Keppel</strong> <strong>Land</strong> places strong emphasison employee learning and growth, andis committed to equip them with theknowledge and skills to perform theirjob functions efficiently.We help our employees reach their full potential to create value for all stakeholders.During the year, the Companyintroduced a career milestone trainingplan as part of its learning framework.This is to match the training needs atdifferent stages of an employee’s careerto enhance work contributions andpersonal development.Under this programme, new hiresare orientated on <strong>Keppel</strong> <strong>Land</strong>’sbusinesses, culture and core valueswhile new managers will learnstrategic skills to manage andmaximise performance of theirteams. Individuals who display highpotential will also receive trainingon effective leadership.TALENT RECRUITMENT ANDRETENTIONTo build a sustainable workforce offuture leaders and managers,<strong>Keppel</strong> <strong>Land</strong> runs a LeadershipDevelopment Programme (LDP) forEmerging and Operational Leaders.The LDP for Emerging Leaders aimsto nurture high-potential executiveswhilst the LDP for Operational Leadersfocuses on identifying and transitingpeople leaders to operational leaders.Selected by their Unit Heads, allnominees for the LDP go through astringent selection process includingscenario-based assessments andinterviews with the Talent ReviewCommittee (TRC). Headed by theGroup Chief Executive Officer (CEO),the TRC comprises the divisionalheads who convene periodically toreview performance of employeesunder the LDP.<strong>Keppel</strong> <strong>Land</strong> employs freshgraduates with good potentialunder its Management Associate(MA) programme. This is a 24-monthprogramme comprising job rotations,core training and mentoring. Theobjective is to develop young talentsand equip the MAs with the exposure,knowledge and network to embarkon a fulfilling and rewarding careerwith <strong>Keppel</strong> <strong>Land</strong>.As part of its employee branding,<strong>Keppel</strong> <strong>Land</strong> participated inNanyang Technological University’sinternship fair and offered internshippositions to undergraduates in 2011.Recognising that job rotationenhances employee development,an internal job opportunitiesportal was re-launched inSeptember 2011.AN ENGAGED WORKFORCEIn 2011, <strong>Keppel</strong> <strong>Land</strong> conducted itsthird Organisational Climate Survey(OCS), a Group-wide annual surveyto gain insights into employeesatisfaction and morale levels,personal development aspirationsand overall work environment.Results from this survey serve asan important feedback channel formanagement to work on areas ofimprovement in line with <strong>Keppel</strong> <strong>Land</strong>’scorporate objectives.Besides the OCS, informal activitiesare also organised on a regular basis.These include quarterly staffget-togethers during festive seasonsas well as mid-week chill-out andmanagement lunch sessions. Apartfrom building a collaborative andinclusive work environment, thesesessions help to instill a sense ofbelonging among employees.Employees are kept abreast of theCompany’s activities via K-Link,a bi-monthly electronic newsletterwhich also serves as a platform forinteraction between employeesand management.Two new events were added duringthe year as part of <strong>Keppel</strong> <strong>Land</strong>’sefforts to encourage employee bondingacross different departments.More than 200 employees, includingthe Group CEO and top managementparticipated in a company-widebreakfast-cum-exercise sessionfollowed by a Treasure Hunt at therooftop garden of Bugis Junction Towersin July 2011. In November 2011, theCompany organised its inauguralmass walk at Fort Canning. The eventwas flagged off by the Chief FinancialOfficer and well-attended by about200 employees.Replacing the Annual InternationalConference, the inaugural Annual StaffConference took place over four daysin April 2011. Some 350 managersfrom Singapore and overseas attendedworkshops and were updated on<strong>Keppel</strong> <strong>Land</strong>’s strategies andcorporate developments.Activities were also organised toreinforce <strong>Keppel</strong>’s shared corevalues among its employees. To helpemployees internalise the desiredbehaviours for each core value, severalsessions of the “Values-in-Action”programme was organised withparticipation from over 160 employees.Employees who have demonstratedexemplary core values behaviour atwork were also recognised at the Hallof Fame awards at the annual Dinnerand Dance. In 2011, the EnvironmentManagement Committee was presenteda group award for its passion andcollective strength in producing the<strong>Keppel</strong> <strong>Land</strong> Sustainability Report,which was accredited a Level B+ reportby the Global Reporting Initiative. Thereport also won the Best SustainabilityAward at the Association of CharteredCertified Accountants’ Singapore Awardsfor Sustainability Reporting 2011.ENCOURAGING WORK-LIFE BALANCE<strong>Keppel</strong> <strong>Land</strong> recognises that providinga pro-family work environmentcontributes positively to employees’well-being. The Company strivesto constantly enhance its benefitsscheme to meet the changingneeds of its staff.To impart essential family educationskills to its employees, <strong>Keppel</strong> <strong>Land</strong> hassigned up as a Family Life Ambassadorwith the Ministry of CommunityDevelopment, Youth and Sports. Thisis a joint initiative by the CorporateSocial Responsibility (CSR) committeeand the human resources department,and allows the Company to tap ongovernment funding for talks organisedfor its employees. The first talk,“Speaking the Right Love Language”,which discussed how communicationcan be more effective among familymembers was conducted inFebruary 2012.Since 2003, <strong>Keppel</strong> <strong>Land</strong> has beensupporting the annual nationwide“Eat with Your Family Day” in Maywhere employees are encouragedto go home earlier to have a mealwith their families. To promote familybonding, new corporate membership8COREVALUESPASSIONINTEGRITYCUSTOMER FOCUSPEOPLE-CENTREDNESSSAFETYAGILITY ANDINNOVATIVENESSCOLLECTIVESTRENGTHACCOUNTABILITY146<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Empowering LivesPeople Matter147


Empowering Lives People Mattertie-ups with Sentosa and LilliPuttMini-Golf were added to the currentlist of places of interest including theSingapore Flyer, Jurong Bird Park,Singapore Zoo and Wild Wild Wet.Recognising the importance of a healthyworkforce, <strong>Keppel</strong> <strong>Land</strong> continues toorganise a series of activities includingcoaching lessons on badminton andtable-tennis. An expert on KAPAP,a workout based on Israeli martial arts,was also invited to conduct a workshopon self-defence.Singapore HQBreakdown of employees by professional categoryExecutiveNon-executive%79.021.0Total 100.0Singapore HQBreakdown of employees by gender%Men 49.0 Women 51.0Total 100.0In 2011, the CSR and Welfarecommittees jointly organisedmammogram screenings for femaleemployees during the Breast CancerAwareness month in October.A mobile “mammobus” from theHealth Promotion Board was stationednear the office premises for theconvenience of staff.For the 13th consecutive year,<strong>Keppel</strong> <strong>Land</strong> continued its gymmembership with Clark HatchFitness Centre at the InterContinentalSingapore, which is located close to<strong>Keppel</strong> <strong>Land</strong>’s headquarters atBugis Junction Towers.In addition, <strong>Keppel</strong> <strong>Land</strong> continuesto participate actively in the annual<strong>Keppel</strong> Games in events such asbowling, track and field, table tennisand badminton.Singapore HQEducational qualificationsMaster’s Degree/Postgraduate 18.5Bachelor’s Degree/Professional Certification/Graduate Diploma 53.0Diploma/GCE ‘A’ Levels 14.8GCE ‘O’ Levels/Industrial Certification 10.4Others 3.3Total 100.0%Singapore HQAge Group%Less than 30 years 17.0From 30 years to 50 years 65.0More than 50 years 18.0Total 100.0For its continuous efforts towardshuman capital management,<strong>Keppel</strong> <strong>Land</strong> received several awardsfrom the Singapore Human ResourcesInstitution in August 2011.<strong>Keppel</strong> <strong>Land</strong> was lauded for its effortsin CSR (Leading), Talent Management,Retention and Succession Planning(Special Mention) and Regional/International/Global HR (SpecialMention). These awards are testamentto <strong>Keppel</strong> <strong>Land</strong>’s commitment inbecoming an employer of choice.Please refer to <strong>Keppel</strong> <strong>Land</strong>’sSustainability Report 2011 formore details on its human capitalmanagement efforts and initiatives.International Manpower Distribution%Singapore 13.2China 43.9Japan 0.1India 3.0Vietnam 12.0Indonesia 13.1The Philippines 0.6Thailand 1.2Saudi Arabia 0.4 Myanmar 12.5Total 100.0Singapore HQTraining Expenditure Distribution %Conference 9.5Industry-related andJob Specific External Courses 51.6Skills Training 18.4Leadership Courses 18.2Language Courses 2.3Total 100.0148<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Empowering LivesPeople Matter149


Nurturing CommunitiesCommunityand Society<strong>Keppel</strong> <strong>Land</strong> aims tobe a committed andresponsible corporatecitizen, contributingand enriching livesof communitieswherever it operates.<strong>Keppel</strong> <strong>Land</strong> takes pride in being agood corporate citizen throughupholding best practices in all itsbusiness operations. By championingcharitable causes and encouragingactive employee volunteerism,<strong>Keppel</strong> <strong>Land</strong> aims to contribute andenrich lives of the communitieswhere it operates.These initiatives are spearheaded by theCorporate Social Responsibility (CSR)committee and led by <strong>Keppel</strong> <strong>Land</strong>’sGroup Chief Executive Officer.NURTURING CORPORATEVOLUNTEERISM<strong>Keppel</strong> <strong>Land</strong> believes in giving back tosociety. To encourage staff volunteerism,employees are entitled to two days ofvolunteerism leave each year to engagein meaningful community activities.2011 was a busy year for<strong>Keppel</strong> Volunteers. A Group-wideinitiative, <strong>Keppel</strong> Volunteers ismade up of employees from differentbusiness units who come togetherwith the same goal of helping theless fortunate.Employees of <strong>Keppel</strong> <strong>Land</strong> participateand support monthly activities forThe winter clothes collection drive organised by <strong>Keppel</strong> <strong>Land</strong> for the needy in the villages inYunnan, China saw strong support from employees and tenants.the Group’s adopted charity,the Association for Persons withSpecial Needs (APSN). These activitiesare specially tailored to inculcateessential social skills for APSNmembers to integrate into society.These activities include participatingin the National Day Parade and the3.5-km Earth Hour Night Walkat Marina Bay.To provide a better learningenvironment for APSN students,<strong>Keppel</strong> Volunteers renovated andimproved the facilities and amenitiesat the Chaoyang School.In the spirit of Christmas, a bakesale was organised in December 2011,where staff purchased festivecookies made by members of APSN.APSN members also joined in<strong>Keppel</strong> <strong>Land</strong>’s annual Christmas Partyheld at Singapore Botanic Gardens,where they sold handicrafts andpaintings at an eco-bazaar.ADVANCING LIFELONGEDUCATIONWith a keen focus on education aspart of its CSR journey, <strong>Keppel</strong> <strong>Land</strong>aims to equip promising youngindividuals with lifelong skills byproviding educational opportunities,especially to the less privileged.<strong>Keppel</strong> <strong>Land</strong> is the main sponsor ofthe Words on Wheels (WoW) mobilelibrary project in Hanoi, Vietnam.Launched in March 2011, this is aninitiative by the Singapore InternationalFoundation in partnership with theHanoi Public Library. This projectaims to provide Hanoi’s village childrenwith a window to the world by buildingup a culture of reading and raiseliteracy levels in the rural areas.With management support,<strong>Keppel</strong> <strong>Land</strong> led a team of employeeson its first overseas WoW volunteertrip to Chuong My District inDecember 2011. Over four days,<strong>Keppel</strong>ites from Singapore and Vietnambonded with 150 children from Dai YenPrimary School over activities such asstorytelling, arts and crafts as well asoutdoor games. More than 300 pre-lovedchildren’s books, contributed by<strong>Keppel</strong> <strong>Land</strong> staff in Singapore, weredonated to the Hanoi Public Library.<strong>Keppel</strong> <strong>Land</strong> also sponsored theNational Library Board’s BookExchange 2011. This initiativeencourages book lovers to donatetheir used books for coupons inexchange for another used book.Extending its efforts beyond the library,<strong>Keppel</strong> <strong>Land</strong> collected about 1,500books from its employees and tenants.The book coupons were also donated tothe Spastic Children’s Association andthe Tana River Life Foundation.<strong>Keppel</strong> <strong>Land</strong> believes in nurturingtalents and providing exceptionaleducational opportunities throughscholarships. To-date, it has awardeda total of 26 scholarships through the<strong>Keppel</strong> <strong>Land</strong>-BCA Built Environment,<strong>Keppel</strong>-SJI International, as well asscholarships offered by the<strong>Keppel</strong> Group.ENCOURAGING FAMILY BONDINGAs part of its efforts to encouragework-life balance, <strong>Keppel</strong> <strong>Land</strong>’sCSR committee regularly holds talksand events relating to parenting skills.A lunchtime talk by Brainfit Studiowas organised during the year andparticipants were taught techniqueson how to maximise their children’slearning potential.To encourage bonding betweenparents and children, <strong>Keppel</strong> <strong>Land</strong>sponsored the “10,000 Fathers &More! – A Children’s Day Special” eventat the National Library. Participantswere enthralled by the stories told byprofessional storyteller, Roger Jenkins.Parents from <strong>Keppel</strong> <strong>Land</strong> also tooktime off to connect with their childrenthrough activities which includedcraft work.PROMOTING ARTS AND CULTURE<strong>Keppel</strong> <strong>Land</strong> supports <strong>Keppel</strong> Nights,Singapore’s first ticket subsidyscheme to promote appreciation forthe arts.Introduced in 2008, this is a collaborativeeffort between <strong>Keppel</strong> Group and theMinistry of Information, Communicationsand the Arts. The initiative is fastbecoming a popular scheme in the artscircle, and goes a long way in offsettingthe cost of tickets, especially for thosefrom low-income families.<strong>Keppel</strong> <strong>Land</strong> also sponsored the25th River Hongbao held in conjunctionwith the Lunar New Year celebrations.<strong>Keppel</strong> <strong>Land</strong> also supported theannual Huayi Festival for thesixth year running, which showcasesthe works of outstanding Chinese artistsof all genres.Employees bonded with children from Dai YenPrimary School in Hanoi as part of theWords on Wheels mobile library project.150<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011Nurturing CommunitiesCommunity and Society151


Nurturing Communities Community and SocietyCARING FOR THE NEEDY<strong>Keppel</strong> <strong>Land</strong> helps the underprivilegedin various ways, through staffvolunteerism, contribution of pre-loveditems or monetary donations.In 2011, employees donated their oldspectacles in support of the Lions’“Recycle for Sight” programme. Usedspectacles were cleaned and sortedby prescription by polytechnicstudents studying optometry, beforebeing distributed to the needy indeveloping countries.<strong>Keppel</strong> <strong>Land</strong> also supports otherdisadvantaged groups such as thedisabled through the Wheelathon360 event in November 2011. Organisedby the Handcycling Association ofSingapore, the event encourages thedisabled to go beyond their perceivedlimitations and cycle alongsideable-bodied families and friends.In addition, <strong>Keppel</strong> <strong>Land</strong> sponsoredthe book “Dreams, the Living and thePursuit”, which was autographed byformer president S.R. Nathan insupport of the Singapore DisabilitySports Council.A pre-Christmas bazaar was heldin November 2011, selling productsmade by disadvantaged mothers,elderly and the disabled. The aim ofthe bazaar was to raise awarenessof the plights of these traditionallymarginalised groups. Tenants atBugis Junction Towers were alsoinvited to support this initiative.COMMUNITY INVOLVEMENTIN SPRING CITYSpring City Golf & Lake Resort(Spring City) in Kunming, China, hasbeen supporting a local healthcareinitiative since 2009. The initiativeinvolves the training of village doctorsand implementation of rural healthcareprojects, such as offering subsidisedor free cataract surgery for theminority ethnic groups living inmountainous areas.Beyond monetary support, <strong>Keppel</strong> <strong>Land</strong>staff from Kunming also volunteeredalongside doctors from Singapore onmedical missions to perform cataractsurgery for villagers who cannot affordmedical care or are unable to travel tothe nearest city for treatment.To further raise awareness ofvolunteerism, Dr Tan Lai Yong, whospent 14 years in Yunnan helpingthese villagers, shared his experiencewith <strong>Keppel</strong>ites in conjunction withInternational Volunteer Day on5 December 2011.In Singapore, <strong>Keppel</strong> <strong>Land</strong> employeesas well as tenants in Ocean FinancialCentre donated over 600 used winterclothes for the needy in the villagesin Yunnan. Some <strong>Keppel</strong> <strong>Land</strong> staffalso volunteered to transport the usedclothes to the villages during theirbusiness trips to Kunming.Spring City also donated to arelief fund when a 5.8-magnitudeearthquake hit Yingjiang County inthe southwestern province of Yunnanin March 2011.Going beyond monetary contributions,necessities such as instant noodles,blankets and tents were donatedto the affected families. A charitygolf tournament was also organisedwith proceeds going towardsthe rebuilding of schools. OverR<strong>MB</strong> 500,000 was raised from thefundraising efforts and contributionsfrom business associates.For more details on <strong>Keppel</strong> <strong>Land</strong>’scommunity efforts, please refer toits Sustainability Report 2011.Parents were encouraged to take time off work toconnect with their children through reading.152<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Directors’ Report &Financial StatementsContents154 Directors’ Report162 Statement by Directors163 Independent Auditors’ Report164 Consolidated Profit and Loss Account165 Consolidated Statement of Comprehensive Income166 Balance Sheets167 Statements of Changes in Equity170 Consolidated Cash Flow Statement172 Notes to the Financial Statements240 Significant Subsidiary and Associated Companies246 Corporate Information247 Profile of Directors and Senior Management256 Calendar of Financial Events257 Corporate Structure262 Property Portfolio280 Statistics of Shareholdings282 Notice of Annual General Meeting288 Share Transaction StatisticsProxy Form153


Directors’ ReportFor the financial year ended 31 December 2011The Directors submit their report together with the audited consolidated financial statements of <strong>Keppel</strong> <strong>Land</strong> Limited (“theCompany”) and its subsidiary companies (collectively, “the Group”) and the balance sheet and statement of changes in equityof the Company for the financial year ended 31 December 2011.1. DirectorsThe Directors of the Company in office at the date of this report are:Choo Chiau Beng, ChairmanKevin Wong Kingcheung, Group Chief Executive OfficerKhor Poh HwaLim Ho KeeTsui Kai ChongLee Ai MingTan Yam PinHeng Chiang MengEdward Lee Kwong FooKoh-Lim Wen GinTeo Soon HoeOon Kum LoonThe Directors holding office at the end of the financial year and their interests in the share capital and share options ofthe Company and related companies as recorded in the register of Directors’ shareholdings are as follows:Holdings At01.01.2011 31.12.2011 21.01.2012The CompanyOrdinary sharesChoo Chiau Beng 102,204 500,000 800,000Kevin Wong Kingcheung 2,821,170 2,961,789 3,061,789Edward Lee Kwong Foo 137,148 143,198 143,198Share optionsKevin Wong Kingcheung 669,276 551,957 451,957Unvested restricted shares to be delivered after 2010Kevin Wong Kingcheung 70,000 46,700 46,700Contingent award of restricted shares to be delivered after 2011 (1)Kevin Wong Kingcheung - 57,000 57,000Contingent award of performance shares issued in 2010to be delivered after 2012 (2)Kevin Wong Kingcheung 200,000 200,000 200,000Contingent award of performance shares issued in 2011to be delivered after 2013 (2)Kevin Wong Kingcheung - 160,000 160,000154<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Holdings At01.01.2011 31.12.2011 21.01.2012<strong>Keppel</strong> Corporation LimitedOrdinary sharesChoo Chiau Beng 2,321,666 3,114,832 3,114,832Choo Chiau Beng (Deemed interest) 200,000 220,000 220,000Lim Ho Kee (Deemed interest) 30,000 33,000 33,000Tan Yam Pin (Deemed interest) 120,000 132,000 132,000Teo Soon Hoe 4,088,332 4,786,795 4,786,795Oon Kum Loon 49,000 57,200 57,200Oon Kum Loon (Deemed interest) 40,000 44,000 44,000Share optionsChoo Chiau Beng 1,770,000 1,441,000 1,441,000Teo Soon Hoe 2,530,000 2,530,000 2,530,000Unvested restricted shares to be delivered after 2010Choo Chiau Beng 150,000 110,000 110,000Teo Soon Hoe 100,000 73,370 73,370Contingent award of restricted shares to be delivered after 2011 (1)Choo Chiau Beng - 140,000 140,000Teo Soon Hoe - 90,000 90,000Contingent award of performance shares issued in 2010to be delivered after 2012 (2)Choo Chiau Beng 300,000 330,000 330,000Teo Soon Hoe 200,000 220,000 220,000Contingent award of performance shares issued in 2011to be delivered after 2013 (2)Choo Chiau Beng - 280,000 280,000Teo Soon Hoe - 180,000 180,000<strong>Keppel</strong> Structured Notes Pte LimitedS$ Commodity Linked Guaranteed Note Series 1 due 2011Teo Soon Hoe $100,000 - -K-REIT AsiaUnitsChoo Chiau Beng 2,635,000 5,899,250 5,899,250Kevin Wong Kingcheung 2,888,976 3,000,000 3,000,000Lim Ho Kee (Deemed interest) 400,000 1,800,000 1,800,000Tsui Kai Chong (Deemed interest) 200,000 370,000 370,000Lee Ai Ming 460,000 851,000 851,000Tan Yam Pin (Deemed interest) 100,000 635,000 635,000Teo Soon Hoe - - 600,000Directors’ Report155


Directors’ Report1. Directors (continued)Holdings At01.01.2011 31.12.2011 21.01.2012<strong>Keppel</strong> Telecommunications & Transportation LtdOrdinary sharesTeo Soon Hoe 28,000 28,000 28,000<strong>Keppel</strong> Philippines Holdings Inc“B” shares of 1 Peso eachChoo Chiau Beng 2,000 2,000 2,000Teo Soon Hoe 2,000 2,000 2,000Notes:1. Depending on the achievement of pre-determined performance targets, the actual number of restricted sharesto be released can be zero or the numbers stated.2. Depending on the achievement of pre-determined performance targets, the actual number of performanceshares to be released can range from zero to 150% of the numbers stated.Since the end of the previous financial year, no Director has received or become entitled to receive benefits undercontracts required to be disclosed by Section 201(8) of the Companies Act, Cap. 50, except as disclosed in thenotes to the financial statements and the discretionary bonus of $200,000 paid by <strong>Keppel</strong> Corporation Limited toKhor Poh Hwa in relation to his advisory service for one of the Group’s development projects.Neither at the end of the financial year, nor at any time during the year, did there subsist any arrangement, to which theCompany or any of its subsidiary companies is a party, whereby the Directors might acquire benefits by means ofacquisition of shares in or debentures of the Company or any other body corporate other than the <strong>Keppel</strong> <strong>Land</strong> ShareOption Scheme, <strong>Keppel</strong> <strong>Land</strong> Restricted Share Plan and <strong>Keppel</strong> <strong>Land</strong> Performance Share Plan approved previously byshareholders at Extraordinary General Meetings.156<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


2. Share Options of the CompanyThe particulars of the share options of the Company are as follows:(a)(b)(c)(d)At the Extraordinary General Meeting of the Company held on 23 April 2010, the Company’s shareholdersapproved the adoption of two new share plans, with effect from the date of termination of the <strong>Keppel</strong> <strong>Land</strong>Share Option Scheme (“the Scheme”). The Scheme was terminated on 30 June 2010. Options granted andoutstanding prior to the termination will continue to be valid and subject to the terms and conditions of theScheme.Details of share options granted under the Scheme are disclosed in Note 15 to the financial statements.Pursuant to Rule 12(a)(iv) of the Scheme, the number and the exercise price of those share options granted priorto 12 June 2009 have been adjusted for the effects of the Company’s rights issue in 2009.The movements in the number of share options under the Scheme are as follows:Number of Share OptionsExercisePriceDate of Cancelled/ (Adjusted for Value ofGrant At 01.01.11 Exercised Lapsed At 31.12.11 Expiry Date Rights Issue) ($) Options ($)11.10.01 14,078 (4,693) (9,385) - 10.10.11 1.16 0.618507.08.02 17,598 (9,386) - 8,212 06.08.12 1.23 0.640708.02.06 117,319 - - 117,319 07.02.16 3.33 1.362010.08.06 269,833 (152,514) - 117,319 09.08.16 3.47 1.389427.11.07 554,333 - (49,861) 504,472 26.11.17 6.81 2.640427.11.07 554,332 - (49,861) 504,471 26.11.17 6.86 2.580112.02.08 653,467 - (49,860) 603,607 11.02.18 5.03 1.535413.08.08 682,797 (482,768) - 200,029 12.08.18 3.76 1.116104.02.09 927,114 (888,985) - 38,129 03.02.19 1.19 0.330505.08.09 865,250 (16,250) (37,500) 811,500 04.08.19 2.67 0.894008.02.10 895,750 - (32,500) 863,250 07.02.20 3.37 1.18405,551,871 (1,554,596) (228,967) 3,768,308(e)The information on Directors of the Company participating in the Scheme is as follows:Aggregate NumberAggregate Numberof Optionsof OptionsGranted Since Exercised Since Aggregate NumberCommencement of Commencement of of Optionsthe Scheme to the Scheme to Outstanding asthe End of the the End of the at the End of theName of Director Financial Year Financial Year Financial YearKevin Wong Kingcheung 2,902,360 2,095,995 551,957(f)There are no options granted to any of the Company’s controlling shareholders or their associates under theScheme.Directors’ Report157


Directors’ Report3. Share Plans of the CompanyThe particulars of the share plans of the Company are as follows:(a)(b)(c)The <strong>Keppel</strong> <strong>Land</strong> Restricted Share Plan (“KLL RSP”) and <strong>Keppel</strong> <strong>Land</strong> Performance Share Plan (“KLL PSP”)(collectively the “share plans”) were approved by the Company’s shareholders at the Extraordinary GeneralMeeting of the Company on 23 April 2010.Details of the KLL RSP and KLL PSP are disclosed in Note 15 to the financial statements.The movements in the number of shares under KLL RSP and KLL PSP are as follows:Number of SharesContingentAwardsDate of Grant At 01.01.11 Granted Vested Cancelled At 31.12.11KLL RSP30.06.10 (1) 874,000 - (297,700) (5,300) 571,00030.06.11 (2) - 924,800 - (2,600) 922,200874,000 924,800 (297,700) (7,900) 1,493,200KLL PSP30.06.10 (3) 656,000 - - - 656,00030.06.11 (3) - 524,000 - - 524,000656,000 524,000 - - 1,180,000Notes:1. As at end of the financial year, there were 571,000 (2010: Nil) restricted shares that were released but not vested.2. Depending on the achievement of pre-determined performance targets, the actual number of restrictedshares to be released can be zero or the number stated.3. Depending on the achievement of pre-determined performance targets, the actual number of performanceshares to be released can range from zero to 150% of the numbers stated.(d)The information on Directors of the Company participating in the share plans is as follows:Aggregate Awards Aggregate AwardsGranted Since Released SinceContingent Commencement of Commencement of Aggregate AwardsAwards Granted the Share Plans to the Share Plans to Not Released as atDuring the the End of the the End of the the End of theName of Director Financial Year Financial Year Financial Year Financial YearKLL RSP (1)Kevin Wong Kingcheung 57,000 127,000 (70,000) 57,000KLL PSP (2)Kevin Wong Kingcheung 160,000 360,000 - 360,000Notes:1. Out of the 70,000 restricted shares that were released, 46,700 restricted shares have not been vested. Forthe contingent award that was granted but not released, depending on the achievement of pre-determinedperformance targets, the actual number of restricted shares to be released can be zero or the number stated.2. Depending on the achievement of pre-determined performance targets, the actual number of performanceshares to be released can range from zero to 150% of the number stated.158<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(e) There are no contingent award of shares granted to any of the Company’s controlling shareholders or theirassociates under the KLL RSP and KLL PSP.(f)Other than Kevin Wong Kingcheung who received 217,000 contingent shares or 15 percent of the contingentaward of shares under the KLL RSP and KLL PSP, no employee or Director received 5 percent or more of thetotal contingent award of shares granted during the financial year.4. Share Plans of a Subsidiary CompanyK-REIT Asia Management Limited (“KRAM”), a wholly-owned subsidiary company of the Group, implemented aRestricted Unit Plan (“KRAM RUP”) and a Performance Unit Plan (“KRAM PUP”) (collectively the “unit plans”) for its keysenior management and employees.The particulars of the unit plans of KRAM are as follows:(a)(b)(c)The KRAM RUP and KRAM PUP were approved and administered by the Nominating and RemunerationCommittee of KRAM.KRAM is the manager of K-REIT Asia. The awards granted by KRAM will be settled in K-REIT Asia units. Detailsof the KRAM RUP and KRAM PUP are disclosed in Note 15 to the financial statements.The movements in the number of units under KRAM RUP and KRAM PUP are as follows:Number of UnitsContingentAwardsDate of Grant At 01.01.11 Granted Vested Cancelled At 31.12.11KRAM RUP30.12.10 (1) 70,500 - (23,500) - 47,00030.06.11 (2) - 121,500 - - 121,50070,500 121,500 (23,500) - 168,500KRAM PUP30.12.10 (3) 108,000 - - - 108,00030.06.11 (3) - 192,000 - - 192,000108,000 192,000 - - 300,000Notes:1. As at end of the financial year, there were 47,000 (2010: Nil) restricted units that were released but notvested.2. Depending on the achievement of pre-determined performance targets, the actual number of restrictedunits to be released can be zero or the number stated.3. Depending on the achievement of pre-determined performance targets, the actual number of performanceunits to be released can range from zero to 150% of the numbers stated.4. Subsequent to the end of the financial year, the number of units under KRAM RUP and KRAM PUP hasbeen adjusted for the effects of K-REIT Asia’s rights issue in 2011 as well as K-REIT Asia’s capitaldistribution announced on 17 January 2012. As at the date of this report, the number of restricted unitsthat were released but not vested under KRAM RUP has been adjusted from 47,000 to 51,015, and thecontingent award granted under KRAM RUP has been adjusted from 121,500 to 131,880. The contingentawards granted under KRAM PUP have been adjusted from 300,000 to 325,638.Directors’ Report159


Directors’ Report4. Share Plans of a Subsidiary Company (continued)(d)The information on Directors of KRAM participating in the unit plans is as follows:Aggregate Awards Aggregate AwardsGranted Since Released SinceContingent Commencement of Commencement of Aggregate AwardsAwards Granted the Unit Plans to the Unit Plans to Not Released as atDuring the the End of the the End of the the End of theName of Director Financial Year Financial Year Financial Year Financial YearKRAM RUP (1)Ng Hsueh Ling 78,000 132,000 (54,000) 78,000KRAM PUP (2)Ng Hsueh Ling 180,000 288,000 - 288,000Notes:1. Out of the 54,000 restricted units released, 36,000 restricted units have not been vested. For the contingentaward that was granted but not released, depending on the achievement of pre-determined performancetargets, the actual number of restricted units to be released can be zero or the number stated.Subsequent to the end of the financial year, the number of units under KRAM RUP has been adjusted forthe effects of K-REIT Asia’s rights issue in 2011 as well as K-REIT Asia’s capital distribution announced on17 January 2012. As at the date of this report, the number of restricted units that were released but notvested has been adjusted from 36,000 to 39,076. The contingent award granted has been adjusted from78,000 to 84,665.2. Depending on the achievement of pre-determined performance targets, the actual number of performanceunits to be released can range from zero to 150% of the number stated.Subsequent to the end of the financial year, the number of units under KRAM PUP has been adjusted forthe effects of K-REIT Asia’s rights issue in 2011 as well as K-REIT Asia’s capital distribution announced on17 January 2012. As at the date of this report, the contingent awards granted have been adjusted from288,000 to 312,613.(e)(f)There are no contingent award of units granted to any of the Company’s controlling shareholders or theirassociates under the KRAM RUP and KRAM PUP.Other than Ng Hsueh Ling who received 258,000 contingent units or 82 percent of the contingent award ofunits under the KRAM RUP and KRAM PUP, no employee or Director of KRAM received 5 percent or more of thetotal contingent award of units granted during the financial year.160<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


5. Audit CommitteeThe Audit Committee comprises three independent and two non-independent Directors, namely:Tsui Kai Chong, ChairmanLee Ai MingHeng Chiang MengTeo Soon HoeOon Kum LoonThe Audit Committee carried out its functions in accordance with the Companies Act, Cap. 50 which includedinter alia the following:− Reviewed the audit plans and reports of the Company’s external auditors and internal auditors, and considered theeffectiveness of actions/policies taken by Management on their recommendations and observations;− Carried out reviews of quarterly financial reports and year-end financial statements;− Examined the effectiveness of financial, operating and compliance controls;− Reviewed the independence and objectivity of the external auditors;− Reviewed the nature and extent of non-audit services performed by external auditors;− Met with external auditors and internal auditors, without the presence of Management;− Ensured that the internal audit function is adequately resourced and has appropriate standing within the Company;− Reviewed interested person transactions; and− Investigated matters within the Audit Committee’s terms of reference.The Audit Committee has recommended to the Board of Directors the re-appointment of Ernst & Young LLP, PublicAccountants and Certified Public Accountants, as external auditors of the Company at the forthcoming Annual GeneralMeeting.6. AuditorsThe auditors, Ernst & Young LLP, Public Accountants and Certified Public Accountants, have expressed their willingnessto accept re-appointment as auditors.On Behalf of the BoardChoo Chiau BengChairmanKevin Wong KingcheungGroup Chief Executive OfficerSingapore, 22 February 2012Directors’ Report161


Statement by DirectorsFor the financial year ended 31 December 2011We, CHOO CHIAU BENG and KEVIN WONG KINGCHEUNG, being two of the Directors of <strong>Keppel</strong> <strong>Land</strong> Limited, do herebystate that, in the opinion of the Directors:(a)(b)the accompanying balance sheets, consolidated profit and loss account, consolidated statement of comprehensiveincome, statements of changes in equity, and consolidated cash flow statement together with the notes thereto are drawnup so as to give a true and fair view of the state of affairs of the Group and of the Company as at 31 December 2011and the results of the business, changes in equity, and cash flows of the Group and the changes in equity of theCompany for the year then ended on that date; andat the date of this statement, there are reasonable grounds to believe that the Company will be able to pay its debts asand when they fall due.On Behalf of the BoardChoo Chiau BengChairmanKevin Wong KingcheungGroup Chief Executive OfficerSingapore, 22 February 2012162<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Independent Auditors’ ReportFor the financial year ended 31 December 2011To the Members of <strong>Keppel</strong> <strong>Land</strong> LimitedReport on the Financial StatementsWe have audited the accompanying financial statements of <strong>Keppel</strong> <strong>Land</strong> Limited (“the Company”) and its subsidiary companies(collectively, “the Group”) set out on pages 164 to 245, which comprise the balance sheets of the Group and the Company as at31 December 2011, the statements of changes in equity of the Group and the Company and the consolidated profit and lossaccount, consolidated statement of comprehensive income and consolidated cash flow statement of the Group for the year thenended, and a summary of significant accounting policies and other explanatory information.Management’s Responsibility for the Financial StatementsManagement is responsible for the preparation of financial statements that give a true and fair view in accordance with the provisionsof the Singapore Companies Act (“the Act”) and Singapore Financial Reporting Standards, and for devising and maintaining asystem of internal accounting controls sufficient to provide a reasonable assurance that assets are safeguarded against lossfrom unauthorised use or disposition; and transactions are properly authorised and that they are recorded as necessary topermit the preparation of true and fair profit and loss accounts and balance sheets and to maintain accountability of assets.Auditors’ ResponsibilityOur responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit inaccordance with Singapore Standards on Auditing. Those standards require that we comply with ethical requirements andplan and perform the audit to obtain reasonable assurance about whether the financial statements are free from materialmisstatement.An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financialstatements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of materialmisstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditorconsiders internal control relevant to the entity’s preparation of the financial statements that give a true and fair view in orderto design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on theeffectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies usedand the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of thefinancial statements.We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.OpinionIn our opinion, the consolidated financial statements of the Group and the balance sheet and statement of changes in equityof the Company are properly drawn up in accordance with the provisions of the Act and Singapore Financial ReportingStandards so as to give a true and fair view of the state of affairs of the Group and the Company as at 31 December 2011and the results, changes in equity and cash flows of the Group and the changes in equity of the Company for the year endedon that date.Report on Other Legal and Regulatory RequirementsIn our opinion, the accounting and other records required by the Act to be kept by the Company and by those subsidiarycompanies incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisionsof the Act.Ernst & Young LLPPublic Accountants andCertified Public AccountantsSingapore, 22 February 2012Independent Auditors’ Report163


Consolidated Profit andLoss AccountFor the financial year ended 31 December 20112011 2010(Restated)Note $’000 $’000Sales 4 948,974 685,408Cost of sales (635,536) (392,375)Gross profit 313,438 293,033Distribution costs (24,481) (11,623)Administrative and other expenses (123,868) (91,359)Other income 5 21,806 6,041Interest and investment income 6 49,446 29,746Interest expense 7 (34,795) (38,245)Share of results of associated companies 23 174,960 196,868Gain on acquisition of additional interest in an associated company 8 3,629 2,678Corporate restructuring surplus 9 508,085 363,848Other gain 10 24,418 -Pre-tax profit before fair value gain on investment properties/impairment 912,638 750,987Fair value gain on investment properties/impairment 11 591,290 425,810Pre-tax profit after fair value gain on investment properties/impairment 1,503,928 1,176,797Taxation 12 (108,226) (118,834)Profit for the year 5 1,395,702 1,057,963Profit attributable to:Shareholders of the Company 3 1,365,646 1,052,919Non-controlling interests 3 30,056 5,0441,395,702 1,057,963Basic earnings per share (cents) based on: 14Profit before fair value gain on investment properties/impairment 55.7 45.1Profit after fair value gain on investment properties/impairment 93.2 73.3Diluted earnings per share (cents) based on: 14Profit before fair value gain on investment properties/impairment 55.6 45.0Profit after fair value gain on investment properties/impairment 93.0 73.2The notes shown on pages 172 to 245 form an integral part of the financial statements.164<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Consolidated Statement ofComprehensive IncomeFor the financial year ended 31 December 20112011 2010(Restated)$’000 $’000Profit for the year 1,395,702 1,057,963Other comprehensive income:Available-for-sale financial assets:Net fair value change 272 1,885Fair value change transferred to profit and loss account - (13)Exchange differences on consolidation 10,200 (59,456)Exchange differences transferred to profit and loss account (5,126) 163Share of other comprehensive income of associated companies (2,008) (9,745)Other comprehensive income for the year, net of tax 3,338 (67,166)Total comprehensive income for the year 1,399,040 990,797Total comprehensive income attributable to:Shareholders of the Company 1,379,408 998,403Non-controlling interests 19,632 (7,606)1,399,040 990,797The notes shown on pages 172 to 245 form an integral part of the financial statements.Consolidated Statement of Comprehensive Income165


Balance SheetsAs at 31 December 2011GroupCompany2011 2010 2009 2011 2010(Restated) (Restated)Note $’000 $’000 $’000 $’000 $’000Share capital 15 2,219,880 2,061,020 1,987,542 2,219,880 2,061,020Reserves 16 3,199,339 2,067,657 1,208,565 1,569,526 960,157Share capital and reserves 5,419,219 4,128,677 3,196,107 3,789,406 3,021,177Non-controlling interests 294,401 301,836 385,308 - -Total equity 5,713,620 4,430,513 3,581,415 3,789,406 3,021,177Long-term borrowings 17 2,336,200 2,199,669 903,570 1,565,373 1,298,4368,049,820 6,630,182 4,484,985 5,354,779 4,319,613Represented by:Fixed assets 18 203,733 206,595 227,838 38 42Investment properties 19 634,051 1,699,840 1,404,992 - -Amounts owing by associated companies 20 542,587 446,161 940,708 - -Other non-current asset 21 103,900 - - - -InvestmentsSubsidiary companies 22 - - - 1,318,267 1,272,995Associated companies 23 1,992,694 1,328,567 1,324,145 70,015 101,861Long-term investments 24 125,763 111,338 67,884 8,366 7,2542,118,457 1,439,905 1,392,029 1,396,648 1,382,110Current assetsProperties held for sale 25 3,148,649 1,977,208 1,030,675 - -Stocks 26 3,725 3,265 3,692 - -Debtors 27 622,595 586,753 295,208 4,167 4,828Amounts owing by holding companyand related parties 28 157,960 135,269 134,301 5,600,065 3,306,065Cash and cash equivalents 29 1,941,937 1,589,046 892,711 429 3545,874,866 4,291,541 2,356,587 5,604,661 3,311,247Less:Current liabilitiesCreditors 30 1,051,417 894,197 715,188 50,087 50,977Tax provision 12 124,066 136,883 132,763 12,137 9,976Short-term borrowings 31 201,213 316,792 823,153 150,000 302,536Amounts owing to holding companyand related parties 28 6,306 3,167 67,542 1,430,796 5,2401,383,002 1,351,039 1,738,646 1,643,020 368,729Net current assets 4,491,864 2,940,502 617,941 3,961,641 2,942,518Deferred taxation 12 (44,772) (102,821) (98,523) (3,548) (5,057)8,049,820 6,630,182 4,484,985 5,354,779 4,319,613The notes shown on pages 172 to 245 form an integral part of the financial statements.166<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Statements ofChanges in EquityFor the financial year ended 31 December 2011ForeignCurrencyNon-Share Capital Translation Revenue controlling TotalCapital Reserves Account Reserves Total Interests Equity$’000 $’000 $’000 $’000 $’000 $’000 $’000GROUPBalance at 1 January 2011,as previously reported 2,061,020 23,341 (67,531) 2,284,441 4,301,271 339,051 4,640,322Effects of adopting INT FRS 115(see Note 2(a)(ii)) - - - (172,594) (172,594) (37,215) (209,809)Balance at 1 January 2011,as restated 2,061,020 23,341 (67,531) 2,111,847 4,128,677 301,836 4,430,513Total comprehensive incomefor the yearProfit for the year - - - 1,365,646 1,365,646 30,056 1,395,702Other comprehensive income * - (4,728) 18,490 - 13,762 (10,424) 3,338Total comprehensive incomefor the year - (4,728) 18,490 1,365,646 1,379,408 19,632 1,399,040Transactions with owners,recognised directly in equityContributions by anddistributions to ownersIssue of shares (see Note 15)Under the DividendReinvestment Scheme 154,411 - - - 154,411 - 154,411Under the <strong>Keppel</strong> <strong>Land</strong>Restricted Share Plan 1,149 (1,149) - - - - -Under the <strong>Keppel</strong> <strong>Land</strong> ShareOption Scheme 3,460 - - - 3,460 - 3,460Share issuance expenses(see Note 15) (160) - - - (160) - (160)Cost of share-based payments - 4,326 - - 4,326 - 4,326Capital contribution - - - - - 40,355 40,355Dividend paid (see Note 13)Cash - - - (106,938) (106,938) (2,668) (109,606)Shares - - - (154,411) (154,411) - (154,411)Disposal of a subsidiary company(see Note 22) - 37,847 - (37,847) - (76,659) (76,659)Share of capital reserve of anassociated company - (2,486) - - (2,486) - (2,486)Transfer from capital reserves torevenue reserves - 234 - (234) - (154) (154)Total contributions by anddistributions to owners 158,860 38,772 - (299,430) (101,798) (39,126) (140,924)Changes in ownership interestsin subsidiary companiesDisposal of interest in asubsidiary company withoutloss of control (see Note 22) - 12,932 - - 12,932 12,059 24,991Total changes in ownershipinterests in subsidiarycompanies - 12,932 - - 12,932 12,059 24,991Total transactions with owners 158,860 51,704 - (299,430) (88,866) (27,067) (115,933)Balance at 31 December 2011 2,219,880 70,317 (49,041) 3,178,063 5,419,219 294,401 5,713,620* Details of other comprehensive income have been included in the consolidated statement of comprehensive income.The notes shown on pages 172 to 245 form an integral part of the financial statements.Statements of Changes in Equity167


Statements of Changes in EquityForeignCurrencyNon-Share Capital Translation Revenue controlling TotalCapital Reserves Account Reserves Total Interests Equity$’000 $’000 $’000 $’000 $’000 $’000 $’000GROUPBalance at 1 January 2010,as previously reported 1,987,542 50,220 (12,718) 1,350,745 3,375,789 412,813 3,788,602Effects of adopting INT FRS 115(see Note 2(a)(ii)) - - - (179,682) (179,682) (27,505) (207,187)Balance at 1 January 2010,as restated 1,987,542 50,220 (12,718) 1,171,063 3,196,107 385,308 3,581,415Total comprehensive incomefor the yearProfit for the year - - - 1,052,919 1,052,919 5,044 1,057,963Other comprehensive income * - 113 (54,629) - (54,516) (12,650) (67,166)Total comprehensive incomefor the year - 113 (54,629) 1,052,919 998,403 (7,606) 990,797Transactions with owners,recognised directly in equityContributions by anddistributions to ownersIssue of shares (see Note 15)Under the DividendReinvestment Scheme 70,078 - - - 70,078 - 70,078Under the <strong>Keppel</strong> <strong>Land</strong> ShareOption Scheme 3,550 - - - 3,550 - 3,550Share issuance expenses(see Note 15) (150) - - - (150) - (150)Cost of share-based payments - 3,099 - - 3,099 - 3,099Capital contribution - - - - - 40,523 40,523Dividend paid (see Note 13)Cash - - - (44,351) (44,351) (42,042) (86,393)Shares - - - (70,078) (70,078) - (70,078)Transfer from translation reservesto revenue reserves - - (184) 184 - - -Transfer from capital reservesto revenue reserves - (2,110) - 2,110 - - -Issue of convertible bond - equitycomponent (see Note 17) - 12,050 - - 12,050 - 12,050Total contributions by anddistributions to owners 73,478 13,039 (184) (112,135) (25,802) (1,519) (27,321)Changes in ownership interestsin subsidiary companiesAcquisition of non-controllinginterests - (40,031) - - (40,031) (74,347) (114,378)Total changes in ownershipinterests in subsidiarycompanies - (40,031) - - (40,031) (74,347) (114,378)Total transactions with owners 73,478 (26,992) (184) (112,135) (65,833) (75,866) (141,699)Balance at 31 December 2010 2,061,020 23,341 (67,531) 2,111,847 4,128,677 301,836 4,430,513* Details of other comprehensive income have been included in the consolidated statement of comprehensive income.The notes shown on pages 172 to 245 form an integral part of the financial statements.168<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Share Capital Revenue TotalCapital Reserves Reserves Equity$’000 $’000 $’000 $’000COMPANYBalance at 1 January 2011 2,061,020 62,218 897,939 3,021,177Total comprehensive income for the yearProfit for the year - - 866,429 866,429Other comprehensive income - 1,112 - 1,112Total comprehensive income for the year - 1,112 866,429 867,541Transactions with owners, recognised directly in equityContributions by and distributions to ownersIssue of shares (see Note 15)Under the Dividend Reinvestment Scheme 154,411 - - 154,411Under the <strong>Keppel</strong> <strong>Land</strong> Restricted Share Plan 1,149 (1,149) - -Under the <strong>Keppel</strong> <strong>Land</strong> Share Option Scheme 3,460 - - 3,460Share issuance expenses (see Note 15) (160) - - (160)Cost of share-based payments - 4,326 - 4,326Dividend paid (see Note 13)Cash - - (106,938) (106,938)Shares - - (154,411) (154,411)Total transactions with owners 158,860 3,177 (261,349) (99,312)Balance at 31 December 2011 2,219,880 66,507 1,503,019 3,789,406Balance at 1 January 2010 1,987,542 46,036 828,391 2,861,969Total comprehensive income for the yearProfit for the year - - 183,977 183,977Other comprehensive income - 1,033 - 1,033Total comprehensive income for the year - 1,033 183,977 185,010Transactions with owners, recognised directly in equityContributions by and distributions to ownersIssue of shares (see Note 15)Under the Dividend Reinvestment Scheme 70,078 - - 70,078Under the <strong>Keppel</strong> <strong>Land</strong> Share Option Scheme 3,550 - - 3,550Share issuance expenses (see Note 15) (150) - - (150)Cost of share-based payments - 3,099 - 3,099Dividend paid (see Note 13)Cash - - (44,351) (44,351)Shares - - (70,078) (70,078)Issue of convertible bond - equity component (see Note 17) - 12,050 - 12,050Total transactions with owners 73,478 15,149 (114,429) (25,802)Balance at 31 December 2010 2,061,020 62,218 897,939 3,021,177The notes shown on pages 172 to 245 form an integral part of the financial statements.Statements of Changes in Equity169


ConsolidatedCash Flow StatementFor the financial year ended 31 December 20112011 2010(Restated)$’000 $’000Operating Activities:Pre-tax profit 1,503,928 1,176,797Adjustments for:Depreciation charge 8,782 9,007Profit on sale of fixed assets and investment properties (2,421) (5,996)Allowance/(write-back of allowance) for foreseeable losseson properties held for sale 11,117 (3,872)(Write-back of allowance)/allowance for doubtful debts (486) 409Cost of share-based payments 4,582 3,099Interest and investment income (49,446) (29,746)Interest expense 34,795 38,245Share of results of associated companies (174,960) (196,868)Gain on acquisition of additional interest in an associated company (3,629) (2,678)Corporate restructuring surplus (508,085) (363,848)Other gain (24,418) -Fair value gain on investment properties/impairment (591,290) (425,810)Operating cash flows before changes in working capital 208,469 198,739Working capital changes:Debtors 34,574 (349,631)Creditors 61,682 45,852Work-in-progress (108,510) (82,583)Consumable stocks (460) 427Development expenditures (1,551,993) (1,447,001)Progress billings received/receivable 464,039 547,302Cash flows used in operations (892,199) (1,086,895)Interest received 30,146 24,321Interest paid (23,658) (31,992)Income taxes paid (52,016) (57,114)Net cash flows used in operating activities (937,727) (1,151,680)The notes shown on pages 172 to 245 form an integral part of the financial statements.170<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


2011 2010(Restated)Note $’000 $’000Investing Activities:Disposal of subsidiary companies 22 1,577,765 -Investment in associated companies (530,635) (99,600)Investment in investee companies (12,568) (12,886)Purchase of fixed assets (13,196) (9,294)Expenditure on investment properties (119,737) (262,372)Proceeds from disposal of interest in an associated company - 839,840Proceeds from sale of fixed assets and investment properties 14,797 20,365Dividends received from associated companies 78,718 204,795Dividends received from investee companies 19,300 5,425Net cash flows from investing activities 1,014,444 686,273Financing Activities:Proceeds from issuance of shares, net of expenses in relation toDividend Reinvestment Scheme 3,300 3,400Drawdown of loans 926,566 1,695,634Repayment of loans (444,503) (886,663)Loans from/(repayment of loans to) related companies 775 (2,524)Repayment by associated companies 38,040 562,106Loans to associated companies (155,952) (73,310)Dividends paid to shareholders (106,938) (44,351)Proceeds from disposal of interest in a subsidiary companywithout loss of control 22 24,991 -Acquisition of non-controlling interests - (114,378)Advances from non-controlling shareholders 28,551 77,469Advances to non-controlling shareholders (82,236) (36,707)Contribution from non-controlling shareholders 40,355 40,523Dividends paid to non-controlling shareholders (2,668) (42,042)Net cash flows from financing activities 270,281 1,179,157Net increase in cash and cash equivalents 346,998 713,750Cash and cash equivalents at beginning of year 1,589,046 892,711Exchange adjustments 5,893 (17,415)Cash and cash equivalents at end of year 1,941,937 1,589,046The notes shown on pages 172 to 245 form an integral part of the financial statements.Consolidated Cash Flow Statement171


Notes to theFinancial StatementsFor the financial year ended 31 December 2011These notes form an integral part of and should be read in conjunction with the accompanying financial statements.1. General<strong>Keppel</strong> <strong>Land</strong> Limited (“the Company”) is a limited liability company incorporated in Singapore, and is listed on theSingapore Exchange Securities Trading Limited.The registered office and principal place of business of the Company is located at 230 Victoria Street #15-05,Bugis Junction Towers, Singapore 188024.The financial statements of <strong>Keppel</strong> <strong>Land</strong> Limited for the financial year ended 31 December 2011 were authorisedfor issue on 22 February 2012 in accordance with a resolution of the Board of Directors.The principal activity of the Company is that of a holding, management and investment company.The principal activities of its subsidiary companies consist of property investment and development, fund managementand property related services.The immediate and ultimate holding company is <strong>Keppel</strong> Corporation Limited, incorporated in Singapore, and is listed onthe Singapore Exchange Securities Trading Limited.2. Significant Accounting Policies(a)Basis of PreparationThe consolidated financial statements of the Group and the balance sheet and statement of changes in equity ofthe Company have been prepared in accordance with Singapore Financial Reporting Standards (“FRS”). Thefinancial statements have been prepared under the historical cost convention, except as disclosed in theaccounting policies below.The financial statements are expressed in Singapore dollars (SGD or $) and all values are rounded to the nearestthousand ($’000), except where otherwise indicated.(i)Adoption of New and Revised StandardsIn the current year, the Group adopted the following standards/interpretations that are relevant andeffective for financial years beginning on or after 1 January 2011:INT FRS 115 Agreements for the Construction of Real EstateFRS 24 Related Party Disclosure (revised)Improvements to FRSs issued in 2010The adoption of the above standards/interpretations did not result in any substantial change to the Group’saccounting policies nor any significant impact on the financial statements, except for additional disclosuresand the adoption of the INT FRS 115 Agreements for the Construction of Real Estate, the effects of whichare disclosed in Note 2(a)(ii).172<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


The principal effects of these changes are as follows:FRS 24 Related Party Disclosure (revised)The revised FRS 24 clarifies the definition of a related party to simplify the identification of such relationshipsand to eliminate inconsistencies in its application. The revised FRS 24 expands the definition of a relatedparty and treats two entities as related to each other whenever a person (or a close member of thatperson’s family) or a third party has control or joint control over the entity, or has significant influence overthe entity. The revised standard also introduces a partial exemption of disclosure requirements forgovernment-related entities.The adoption of the revised FRS 24 affects only the disclosures made in the financial statements. There isno financial effect on the results and financial position of the Group for the current and previous financialyears. Accordingly, the adoption of the revised FRS 24 has no impact on the Group’s earnings per share.Improvements to FRSs issued in 2010In 2010, the Accounting Standards Council issued an omnibus of amendments to FRS. There are separatetransitional provisions for each amendment. The adoption of these improvements does not have anysignificant impact on the financial statements.(ii)Change in Accounting PoliciesINT FRS 115 Agreements for the Construction of Real EstateThe Group adopted INT FRS 115 and its accompanying note on 1 January 2011. INT FRS 115 clarifieswhen revenue and related expenses from a sale of real estate unit should be recognised if an agreementbetween a developer and a buyer is reached before the construction of real estate is completed. INT FRS115 determines that contracts which do not qualify as construction contracts in accordance with FRS 11Construction Contracts can only be accounted for using the percentage of completion (“POC”) method ifthe entity continuously transfers to the buyer control and the significant risks and rewards of ownership ofthe work-in-progress in its current state as construction progresses.The Group’s previous accounting policy for all pre-completion property sales was to recognise revenueusing the POC method as construction progresses. Following the implementation of INT FRS 115 and itsaccompanying note with effect from 1 January 2011, the Group has adopted the completion ofconstruction (“COC”) method to account for its overseas trading projects after taking into consideration thelegal framework and industry practices in those countries in which the Group operates.For Singapore trading projects under progressive payment scheme, the Group has applied the POCmethod. For residential units sold under deferred payment scheme in Singapore, the Group has applied theCOC method in accordance with the clarification note issued by the Accounting Standards Council on7 June 2011.Notes to the Financial Statements173


Notes to the Financial Statements2. Significant Accounting Policies (continued)(a)Basis of Preparation (continued)(ii)Change in Accounting Policies (continued)INT FRS 115 Agreements for the Construction of Real Estate (continued)The change in accounting policy has been applied retrospectively. The effects of adoption on the financialstatements are as follows:Consolidated Profit and Loss AccountGROUP2011 2010$’000 $’000Increase/(decrease) in revenue 173,961 (106,865)(Increase)/decrease in cost of sales (125,425) 80,030(Decrease)/increase in share of results of associated companies (78,708) 20,489Decrease in taxation 6,170 3,724Decrease in profit for the year (24,002) (2,622)(Decrease)/increase in profit attributable to:Shareholders of the Company (37,133) 7,088Non-controlling interests 13,131 (9,710)(24,002) (2,622)(Decrease)/increase in basic earnings per share (cents)Before fair value gain on investment properties/impairment (2.5) 0.5After fair value gain on investment properties/impairment (2.5) 0.5(Decrease)/increase in diluted earnings per share (cents)Before fair value gain on investment properties/impairment (2.5) 0.5After fair value gain on investment properties/impairment (2.5) 0.5Consolidated Balance SheetGROUP31.12.2011 31.12.2010 31.12.2009$’000 $’000 $’000Decrease in:Revenue reserves (209,727) (172,594) (179,682)Non-controlling interests (24,084) (37,215) (27,505)Investment in associated companies (156,635) (91,275) (108,304)Properties held for sale (99,618) (148,154) (121,319)Tax provision (22,442) (29,620) (22,436)174<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(b) Basis of Consolidation and Business Combinations(i)Basis of ConsolidationBasis of Consolidation from 1 January 2010The consolidated financial statements comprise the financial statements of the Company and its subsidiarycompanies as at the balance sheet date. The financial statements of the subsidiary companies used in thepreparation of the consolidated financial statements are prepared for the same reporting date as theCompany. Consistent accounting policies are applied to like transactions and events in similarcircumstances.All intra-group balances, income and expenses and unrealised gains and losses resulting from intra-grouptransactions are eliminated in full.Subsidiary companies are fully consolidated from the date of acquisition, being the date on which theGroup obtains control, and continue to be consolidated until the date that such control ceases.Losses within a subsidiary are attributed to the non-controlling interest even if that results in a deficitbalance. Non-controlling interests represent the portion of profit or loss and net assets in subsidiarycompanies not held by the Group and are presented separately in the consolidated profit and loss accountand consolidated statement of comprehensive income, and within equity in the consolidated balance sheet,separately from the equity attributable to shareholders of the Company.Change in the Company’s ownership interest in a subsidiary company that does not result in a loss ofcontrol is accounted for as an equity transaction. In such circumstance, the carrying amounts of thecontrolling and non-controlling interests are adjusted to reflect the changes in their relative interests in thesubsidiary company. Any difference between the amount by which the non-controlling interest is adjustedand the fair value of the consideration paid or received is recognised directly in equity and attributable toshareholders of the Company.When control of a subsidiary company is lost as a result of transaction, event or other circumstances, theGroup derecognises all assets (including goodwill), liabilities, and non-controlling interests at their carryingamounts and foreign currency translation account, and reclassifies any other component of equity related tothe subsidiary company. Any retained interest in the former subsidiary company is recognised at its fairvalue at the date control is lost, with the gain or loss arising recognised in the profit and loss account.Basis of Consolidation Prior to 1 January 2010Certain of the above-mentioned requirements were applied on a prospective basis. The followingdifferences, however, are carried forward in certain instances from the previous basis of consolidation:− Acquisition of non-controlling interests, prior to 1 January 2010, were accounted for using the parententity extension method, whereby the difference between the consideration and the book value of theshare of the net assets acquired was recognised in goodwill.− Upon loss of control, the Group accounted for the investment retained at its proportionate share of netasset value at the date control was lost. The carrying values of such investments as at 1 January 2010have not been restated.Notes to the Financial Statements175


Notes to the Financial Statements2. Significant Accounting Policies (continued)(b)Basis of Consolidation and Business Combinations (continued)(ii)Business CombinationsBusiness Combinations from 1 January 2010Business combinations are accounted for by applying the acquisition method. Identifiable assets acquired,and liabilities and contingent liabilities assumed in a business combination are measured initially at their fairvalues at the acquisition date. Acquisition-related costs are recognised as expenses in the periods in whichthe costs are incurred and the services are received.When the Group acquires a business, it assesses the financial assets and liabilities assumed for appropriateclassification and designation in accordance with the contractual terms, economic circumstances andpertinent conditions as at the acquisition date.Any contingent consideration to be transferred by the acquirer will be recognised at fair value at theacquisition date. Subsequent changes to the fair value of the contingent consideration which is deemed tobe an asset or liability, will be recognised in accordance with FRS 39 either in the profit and loss account oras change to other comprehensive income. If the contingent consideration is classified as equity, it is notremeasured until it is finally settled within equity.In business combinations achieved in stages, previously held equity interests in the acquiree areremeasured to fair value at the acquisition date and any corresponding gain or loss is recognised in theprofit and loss account.The Group elects for each individual business combination, whether non-controlling interest in the acquiree(if any) is recognised on the acquisition date at fair value, or at the non-controlling interest’s proportionateshare of the acquiree identifiable net assets.Any excess of the sum of the fair value of the consideration transferred in the business combination, theamount of non-controlling interest in the acquiree (if any), and the fair value of the Group’s previously heldequity interest in the acquiree (if any), over the net fair value of the acquiree’s identifiable assets andliabilities is recorded as goodwill. The accounting policy for goodwill is set out in Note 2(h). When theexcess is negative, a gain on bargain purchase is recognised in the profit and loss account on theacquisition date.Business Combinations Prior to 1 January 2010In comparison to the above-mentioned requirements, the following differences applied:Business combinations were accounted for by applying the purchase method. Transaction costs directlyattributable to the acquisition formed part of the acquisition costs. The non-controlling interest wasmeasured at the proportionate share of the acquiree’s identifiable net assets.Business combinations achieved in stages were accounted for as separate steps. Adjustments to thosefair values relating to previously held interest were treated as a revaluation and recognised in equity. Anyadditional acquired share of interest did not affect previously recognised goodwill.Contingent consideration was recognised if, and only if, the Group had a present obligation, the economicoutflow was more likely than not and a reliable estimate was determinable. Subsequent measurements tothe contingent consideration affected goodwill.176<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(c) Fixed AssetsFixed assets are initially recorded at cost and subsequently measured at cost less accumulated depreciation andany impairment in value. When the carrying amount of an asset is greater than its estimated recoverableamount, it is written down to its recoverable amount. Profits or losses on disposal of fixed assets are included inthe profit and loss account.All fixed assets, except for freehold land and assets under construction, are depreciated on a straight-line basisover their estimated useful lives and residual values have also been taken into account where appropriate. Nodepreciation is provided on freehold land and assets under construction.The estimated useful lives of the Group’s fixed assets are as follows:Freehold buildingsLeasehold land and buildingsMachinery and equipmentMotor vehicles30 to 50 yearsOver period of lease (range from 20 to 50 years)3 to 7 years4 to 5 yearsThe estimated useful lives, residual values and depreciation method are reviewed at each balance sheet date,with the effect of changes in estimates accounted for on a prospective basis.(d)Investment PropertiesInvestment properties comprise completed properties and properties under construction or redevelopment heldto earn rental and/or for capital appreciation. Investment properties are measured initially at cost, includingtransaction costs. Subsequent to initial recognition, investment properties are measured at fair value,determined annually by Directors based on valuations by independent professional valuers. Changes in fairvalue are recognised in the profit and loss account in the year in which they arise.Investment properties are derecognised when either they are disposed of or when they are permanentlywithdrawn from use and no future economic benefit is expected from their disposal.Any gain or loss on the retirement or disposal of investment properties is recognised in the profit and lossaccount in the year of retirement or disposal.When there is a change of use, transfers to or from investment properties to another asset category are at thecarrying values of the properties at the date of transfer.(e)Subsidiary CompaniesA subsidiary company is an entity over which the Group has the power to govern the financial and operatingpolicies so as to obtain benefits from its activities. The existence and effect of potential voting rights that arecurrently exercisable or convertible are considered when assessing whether the Group controls another entity.In the Company’s separate financial statements, investments in subsidiary companies are accounted for at costless impairment losses. On disposal of a subsidiary company, the difference between the net disposal proceedsand the carrying amount of the investment is taken to the profit and loss account.Notes to the Financial Statements177


Notes to the Financial Statements2. Significant Accounting Policies (continued)(f)Associated CompaniesAn associated company is an entity, not being a subsidiary company or a joint venture, in which the Group hassignificant influence, but not control, in the operating and financial policy decisions. An associated company isequity accounted from the date the Group obtains significant influence until the date the Group ceases to havesignificant influence over the associated company.Investments in associated companies are accounted for in the consolidated financial statements using the equitymethod of accounting whereby the Group’s share of profits or losses and other comprehensive income of theassociated companies are included in the Group’s profit and loss account and other comprehensive incomerespectively, and the Group’s share of net assets of the associated companies is included in the balance sheet.Unrealised gains and losses resulting from transactions between the Group and the associated company areeliminated to the extent of the interest in the associated company.Any excess of the cost of acquisition over the Group’s share of the net fair value of the identifiable assets,liabilities and contingent liabilities of the associated company recognised at the date of acquisition is recognisedas goodwill. The goodwill is included within the carrying amount of the investment and is assessed forimpairment as part of the investment. Any excess of the Group’s share of the net fair value of the identifiableassets, liabilities and contingent liabilities over the cost of acquisition, after reassessment, is recognisedimmediately in the profit and loss account as part of the Group’s share of results of the associated company inthe year in which the investment is acquired.When the Group’s share of losses in an associated company equals or exceeds its interest in the associatedcompany, the Group does not recognise further losses, unless it has incurred obligations or made payments onbehalf of the associated companies.The most recently available audited financial statements of the associated companies are used by the Group inapplying the equity method. Where the dates of the audited financial statements used are not co-terminous withthose of the Group, the share of results is arrived at from the last audited financial statements available andunaudited management financial statements to the end of the accounting year. Where necessary, adjustmentsare made to align the accounting policies with those of the Group.Investments in associated companies are stated in the Company’s financial statements at cost less impairmentlosses. Upon loss of significant influence over the associated company, the Group measures any retainedinvestment at its fair value. Any difference between the carrying amount of the associated company upon loss ofsignificant influence and the fair value of the aggregate of the retained investment and proceeds from disposal isrecognised in the profit and loss account.178<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(g) Long-term InvestmentsLong-term investments represent non-derivative financial assets that are designated as available-for-sale. Afterinitial recognition, available-for-sale financial assets are measured at fair value. Gains or losses arising fromchanges in fair value are recognised in other comprehensive income, except for impairment losses, foreignexchange gains and losses on monetary assets and interest calculated using the effective interest method whichare recognised in the profit and loss account. Where the investment is disposed of or determined to beimpaired, the cumulative gains or losses previously recognised in other comprehensive income and accumulatedin available-for-sale asset reserve are reclassified to the profit and loss account.The fair value of quoted investments is generally determined by reference to the relevant stock exchanges’quoted market bid prices at the close of business on the balance sheet date. For investments where there is noactive market, the fair value is determined using various valuation techniques. Such techniques include usingrecent arm’s length market transactions, reference to the underlying net asset value of the investee companiesand discounted cash flow analysis.Investments in equity instruments where fair value cannot be reliably determined are measured at cost lessimpairment losses.(h)(i)GoodwillGoodwill acquired in a business combination is initially measured at cost. Following initial recognition, goodwill ismeasured at cost less any accumulated impairment loss. Goodwill is reviewed for impairment, at least annuallyor more frequently if events or changes in circumstances indicate that the carrying value may be impaired.Derivative Financial InstrumentsDerivative financial instruments are initially recognised at fair value on the dates the derivative contracts areentered into and are subsequently remeasured at fair value. Derivative financial instruments are carried as assetswhen the fair values are positive and as liabilities when the fair values are negative.Gains or losses arising from changes in fair value of derivative financial instruments are taken to the profit andloss account for the year.For cash flow hedges, the effective portion of the gains or losses on the hedging instrument is recogniseddirectly in other comprehensive income, while the ineffective portion is recognised in the profit and loss account.Amounts taken to other comprehensive income are reclassified to the profit and loss account when the hedgedtransaction affects profit and loss.Notes to the Financial Statements179


Notes to the Financial Statements2. Significant Accounting Policies (continued)(j)Properties Held for SaleProperties under development are stated at the lower of cost and net realisable value. The costs are assignedby using specific identification. Cost includes cost of land and construction, related overhead expenditure, andfinancing charges incurred during the period of development. Net realisable value represents the estimatedselling price less costs to be incurred in selling the property. Upon completion of construction, they aretransferred to completed properties held for sale.Each property under development is accounted for as a separate project. Where a project comprises more thanone component or phase with a separate temporary occupation permit, each component or phase is treated asa separate project, and interest and other net costs are apportioned accordingly.Progress claims made against partly completed projects are offset against their development costs.When losses are expected, full allowance is made in the financial statements after adequate allowance has beenmade for estimated costs to completion. Any expenditure incurred on abortive projects is written off in the profitand loss account.Completed properties held for sale are stated at the lower of cost and net realisable value. Cost includes cost ofland and construction, related overhead expenditure, financing charges and other net costs incurred during theperiod of development.(k)(l)(m)StocksStocks are valued at the lower of cost and net realisable value. Allowance is made for damaged, obsolete orslow-moving stocks on an item by item basis.Cash and Cash EquivalentsCash and cash equivalents comprise cash on hand, fixed deposits, and short-term, highly liquid investments thatare readily convertible to known amounts of cash and which are subject to an insignificant risk of changes invalue. These also include bank overdrafts that form an integral part of the Group’s cash management.Financial AssetsFinancial assets are recognised on the balance sheet when, and only when, the Group becomes a party to thecontractual provisions of the financial instrument. Financial assets include cash and cash equivalents, trade andother debtors, amounts owing by holding company and related parties, and investments. When financial assetsare recognised initially, they are measured at fair value, plus, in the case of financial assets not at fair valuethrough the profit and loss account, directly attributable transaction costs. The Group determines theclassification of its financial assets at initial recognition and, where allowed and appropriate, re-evaluates thisdesignation at each financial year-end.A financial asset is derecognised where the contractual right to receive cash flows from the asset has expired.On derecognition of a financial asset, the difference between the carrying amount and the sum of theconsideration received and any cumulative gain or loss that had been previously recognised in othercomprehensive income is recognised in the profit and loss account.Non-derivative financial assets with fixed or determinable payments that are not quoted in an active market areclassified as loans and receivables. Loans and receivables comprise trade debtors, other debtors, amountsowing by holding company and related parties, and cash and cash equivalents. Subsequent to initial recognition,loans and receivables are measured at amortised carrying value using the effective interest method, lessimpairment losses. Gains and losses are recognised in the profit and loss account when the loans andreceivables are derecognised or impaired, and through the amortisation process.180<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(n) Impairment of AssetsImpairment of Non-Financial AssetsAt each balance sheet date, the Group reviews the carrying amounts of its non-financial assets to determinewhether there is any indication that the assets have suffered an impairment loss. If any such indication exists,the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss.For the purpose of impairment testing of goodwill, goodwill is allocated to each of the Group’s cash-generatingunits(“CGU”) expected to benefit from synergies arising from the business combination.An impairment loss is recognised when the carrying amount of an asset or a CGU exceeds its recoverableamount. The recoverable amount of an asset or a CGU is the higher of its fair value less cost to sell andvalue-in-use.Impairment losses are recognised in the profit and loss account. Impairment losses recognised in respect ofCGU are allocated first to reduce the carrying amount of goodwill allocated to the CGU and then, to reduce thecarrying amount of the other assets of the CGU on a pro-rata basis.An impairment loss recognised for goodwill is not reversed in a subsequent period. In respect of other nonfinancialassets, a previously recognised impairment loss is reversed only if there has been a change in theestimates used to determine the recoverable amount of the asset since the last impairment loss was recognised.The carrying amount of the asset is increased to its recoverable amount, provided that this amount does notexceed the carrying amount that would have been determined, net of depreciation, had no impairment loss beenrecognised previously. A reversal of impairment loss is recognised in the profit and loss account.Impairment of Financial AssetsThe Group assesses at each balance sheet date whether there is any objective evidence that a financial asset ora group of financial assets is impaired.(i)Assets Carried at Amortised Carrying ValueIf there is objective evidence that a financial asset carried at amortised carrying value is impaired, theamount of the loss is measured as the difference between the carrying amount of the asset and the presentvalue of estimated future cash flows discounted at the original effective interest rate of the financial asset.The carrying amount of the asset is reduced through the use of an allowance account, and the loss isrecognised in the profit and loss account.When the asset becomes uncollectible, the carrying amount of impaired financial assets is reduced directlyor if an amount was charged to the allowance account, the amounts charged to the allowance account arewritten off against the carrying value of the financial asset.To determine whether there is objective evidence that an impairment loss on financial assets has beenincurred, the Group considers factors such as the probability of insolvency or significant financial difficultiesof the debtor and default or significant delay in payments.If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be relatedobjectively to an event occurring after the impairment was recognised, the previously recognisedimpairment loss is reversed to the extent that the carrying value of the asset does not exceed its amortisedcarrying value at the reversal date. The amount of reversal is recognised in the profit and loss account.Notes to the Financial Statements181


Notes to the Financial Statements2. Significant Accounting Policies (continued)(n)Impairment of Assets (continued)Impairment of Financial Assets (continued)(ii)Assets Carried at CostIf there is objective evidence that a financial asset carried at cost is impaired, the amount of the loss ismeasured as the difference between the carrying amount of the asset and the present value of estimatedfuture cash flows discounted at the current market rate of return for a similar financial asset. Suchimpairment losses are not reversed in subsequent years.(iii)Available-for-Sale Financial AssetsSignificant or prolonged decline in fair value below cost, significant financial difficulties of the issuer orobligor, and the disappearance of an active trading market are considerations to determine whether there isobjective evidence that available-for-sale financial assets are impaired.If an available-for-sale financial asset is impaired, the amount comprising the difference between its cost(net of any principal payment and amortisation) and its current fair value, less any impairment losspreviously recognised in the profit and loss account, is transferred from equity to the profit and lossaccount. Reversals of impairment loss in respect of equity instruments are not recognised in the profit andloss account. Reversals of impairment losses on debt instruments are recognised in the profit and lossaccount, if the increase in fair value of the instrument can be objectively related to an event occurring afterthe impairment loss was recognised in the profit and loss account.(o)Financial LiabilitiesFinancial liabilities within the scope of FRS 39 are recognised on the balance sheet when, and only when, theGroup becomes a party to the contractual provisions of the financial instrument.Financial liabilities include creditors, amounts owing to holding company and related parties, and borrowings. Allfinancial liabilities, other than financial liabilities at fair value through profit or loss, are recognised initially at fairvalue, plus directly attributable transaction costs. Subsequent to initial recognition, they are measured atamortised carrying value using the effective interest method.A financial liability is derecognised when the obligation under the liability is discharged, cancelled or expired. Anygain or loss is recognised in the profit and loss account when the liability is derecognised, and through theamortisation process.A financial guarantee contract is a contract that requires the issuer to make specified payments to reimburse theholder for a loss it incurs because a specified debtor fails to make payment when due in accordance with theterms of a debt instrument.Financial guarantees are initially recognised at their fair values plus transaction costs in the balance sheet.Financial guarantees are subsequently amortised to the profit and loss account over the period of the guarantee.If it is probable that the liability will be higher than the amount initially recognised less amortisation, the liability isrecorded at the higher amount with the difference charged to the profit and loss account.182<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(p) Convertible BondsConvertible bonds are separated into the equity and liability components at the date of issue. The liabilitycomponent is recognised initially at its fair value. Subsequent to initial recognition, it is carried at amortised costusing the effective interest method until the liability is extinguished on conversion or redemption of the bonds.The equity component is the residual amount of the convertible bond after deducting the fair value of the liabilitycomponent. This is recognised and included in equity, net of deferred tax effect, and is not subsequentlyremeasured.(q)ProvisionsProvisions are recognised when the Group has a present legal or constructive obligation as a result of pastevents and it is probable that an outflow of economic resources will be required to settle the obligation, and areliable estimate of the amount can be made.Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimate. If it is nolonger probable that an outflow of economic resources will be required to settle the obligation, the provision isreversed. If the effect of the time value of money is material, provisions are discounted using a current pre-taxrate that reflects, where appropriate, the risks specific to the liability. When discounting is used, the increase inthe provision due to the passage of time is recognised as an interest expense.(r)Revenue RecognitionRevenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and therevenue can be reliably measured, regardless of when the payment is made. Revenue is measured at the fairvalue of consideration received or receivable.The Group recognises revenue and profit from sale of completed properties held for sale when the significantrisks and rewards of ownership of the properties have been transferred to the purchasers.Revenue recognition on partly completed properties held for sale is based on the following methods:(i)(ii)For Singapore trading properties under progressive payment scheme, profit is recognised upon the signingof sales contracts and payment of the first instalment is 20% of the total estimated profit attributable to theactual contracts signed. Subsequent recognition of profit is based on the percentage of completionmethod as construction progresses. The percentage of work completed is measured based on theconstruction and related costs incurred to date as a proportion of the estimated total construction andrelated costs;For Singapore trading properties under deferred payment scheme and overseas trading properties, profit isrecognised upon the transfer of significant risks and rewards of ownership of the properties to thepurchasers.Rental and related income from operating leases on investment properties are recognised on a straight-line basisover the lease term. The aggregate costs of incentives provided to lessees are recognised as a reduction ofrental income over the lease term on a straight-line basis.Dividend income is recognised when the Group’s right to receive payment is established.Interest income is recognised on a time proportion basis (using the effective interest method).Service charges, management fees and car park fees are recognised in the year in which the services arerendered.Notes to the Financial Statements183


Notes to the Financial Statements2. Significant Accounting Policies (continued)(s)(t)Borrowing CostsBorrowing costs incurred to finance the development of properties are capitalised during the period of time thatis required to complete and prepare the assets for their intended use. Other borrowing costs are taken to theprofit and loss account over the period of borrowing using the effective interest method.Employee BenefitsDefined Contribution PlanThe Group makes contributions to pension schemes as defined by the laws of the countries in which it hasoperations. In particular, the Singapore companies make contributions to the Central Provident Fund inSingapore, a defined contribution pension scheme. Contributions to pension schemes are recognised as anexpense in the year in which the related service is performed.Employee Leave EntitlementEmployee entitlements to annual leave are recognised when they accrue to employees. A provision is made forthe estimated liability for leave as a result of services rendered by employees up to the balance sheet date.Share Option Scheme and Share PlansThe Group operates share-based compensation plans. The fair value of the employee services received inexchange for the grant of options, restricted shares and performance shares is recognised as an expense in theprofit and loss account with a corresponding increase in the share option and share plan reserve over the vestingperiod. The total amount to be recognised over the vesting period is determined by reference to the fair valuesof the options, restricted shares and performance shares granted at the respective dates of grant.At each balance sheet date, the Group revises its estimates of the number of options that are expected tobecome exercisable and share plan awards that are expected to vest on the vesting dates, and recognises theimpact of the revision of the estimates in the profit and loss account, with a corresponding adjustment to theshare option and share plan reserve over the remaining vesting period.No expense is recognised for options or share plan awards that do not ultimately vest, except for options orshare plan awards where vesting is conditional upon a market condition, which are treated as vested irrespectiveof whether or not the market condition is satisfied, provided that all other performance and/or service conditionsare satisfied.The proceeds received from the exercise of options are credited to share capital when the options are exercised.When the share plan awards are released, the share option and share plan reserve is transferred to share capitalif new shares are issued.184<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(u) TaxationCurrent TaxCurrent tax assets and liabilities for the current and prior years are measured at the amounts expected to berecovered from or paid to the taxation authorities, using the tax rates and tax laws that have been enacted orsubstantively enacted by the balance sheet date.Current tax is recognised in the profit and loss account except to the extent that the tax relates to itemsrecognised outside the profit and loss account, either in other comprehensive income or directly in equity.Deferred TaxDeferred tax is provided using the liability method, on temporary differences between the tax bases of assetsand liabilities at the balance sheet date and their carrying amounts. The principal temporary differences arisefrom fair value gain on investment properties, depreciation of fixed assets, unremitted offshore income andcertain provisions or charges in the accounts for which the tax relief is not immediately available.Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be availableagainst which the temporary differences can be utilised. Deferred tax is not recognised for the followingtemporary differences: the initial recognition of goodwill, the initial recognition of assets or liabilities in atransaction that is not a business combination and that affects neither accounting nor taxable profit, anddifferences relating to investment in subsidiary and associated companies to the extent that it is probable thatthey will not reverse in the foreseeable future.The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extentthat it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred taxasset to be utilised. Deferred tax assets and liabilities are offset when there is a legally enforceable right to setoff current tax assets against current tax liabilities and when they relate to income taxes levied by the sametaxation authority and the Group intends to settle its current tax assets and liabilities on a net basis.Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when theasset is realised or the liability is settled, based on tax rates enacted or substantively enacted at the balancesheet date.Deferred tax is recognised as an expense or income in the profit and loss account, except where it relates toitems recognised in other comprehensive income or directly in equity, in which case the tax is also recognised inother comprehensive income or directly in equity, or where it arises from the initial accounting for a businesscombination. Deferred tax arising from a business combination is adjusted against goodwill on acquisition.Sales TaxRevenues, expenses and assets are recognised net of the amount of sales tax except:(i)(ii)Where the sales tax incurred in a purchase of an asset or service is not recoverable from the taxationauthority, in which case the sales tax is recognised as part of the cost of acquisition of the asset or as partof the expense item as applicable; andDebtors and creditors are stated with the amount of sales tax included.The net amount of sales tax recoverable from, or payable to, the taxation authority is included as part of debtorsand creditors in the balance sheet.Notes to the Financial Statements185


Notes to the Financial Statements2. Significant Accounting Policies (continued)(v)Foreign CurrenciesFunctional CurrencyItems included in the financial statements of each entity in the Group are measured using the currency that bestreflects the economic substance of the underlying events and circumstances relevant to that entity (“functionalcurrency”).The financial statements of the Group and the balance sheet and statement of changes in equity of theCompany are presented in Singapore dollars, which is the functional currency of the Company.Foreign Currency TransactionsTransactions in foreign currencies are translated at exchange rates approximating those ruling at the transactiondates. Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translatedat exchange rates approximating those ruling at that date. Exchange differences arising from settlement ortranslation of monetary items are taken to the profit and loss account, except for exchange differences arising onmonetary items that form part of the Group’s net investment in foreign operations, which are recognised initiallyin other comprehensive income and accumulated under foreign currency translation account. Non-monetaryitems that are measured in terms of historical cost in a foreign currency are translated using the exchange ratesas at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency aretranslated using the exchange rates at the date when the fair value was determined. Exchange differences onnon-monetary items such as available-for-sale financial assets are included in the available-for-sale assetreserve.Foreign Currency TranslationFor inclusion in the Group’s financial statements, all assets and liabilities of foreign subsidiary and associatedcompanies that are in functional currencies other than Singapore dollars are translated into Singapore dollars atthe exchange rates ruling at the balance sheet date. The trading results of foreign subsidiary and associatedcompanies are translated into Singapore dollars using the average exchange rates for the financial year.Exchange differences due to such currency translation are recognised in other comprehensive income andaccumulated in the foreign currency translation account. On disposal of a foreign operation, the cumulativeamount of the exchange differences relating to that foreign operation shall be reclassified from equity to the profitand loss account when the gain or loss on disposal is recognised.In the case of a partial disposal without loss of control of a subsidiary company that includes a foreign operation,the proportionate share of the cumulative amount of the exchange differences are re-attributed to non-controllinginterest and are not recognised in the profit and loss account. For partial disposal of associated companies thatare foreign operations, the proportionate share of the accumulated exchange differences is reclassified to theprofit and loss account.Goodwill and fair value adjustments arising on acquisition of a foreign entity on or after 1 January 2005 aretreated as foreign currency assets and liabilities of the acquiree and recorded at the closing exchange rate.(w)Segment ReportingFor management purposes, the Group is organised into strategic business units based on their products,services and geography. The Group has four reportable operating segments, namely property trading, propertyinvestment, fund management, and also hotels and resorts, property services and others. Managementmonitors the results of each of these operating segments for the purpose of making decisions on resourceallocation and performance assessment. Additional disclosures on these segments are shown in Note 32.186<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(x) Operating LeasesLeases of assets in which a significant portion of the risks and rewards of ownership are retained by the lessorare classified as operating leases.As LesseeOperating lease payments (net of any incentive received from lessor) are taken to the profit and loss account ona straight-line basis over the lease term. When an operating lease is terminated before the lease period hasexpired, any payment required to be made to the lessor by way of penalty is recognised as an expense in theyear in which termination takes place.As LessorAssets leased out under operating leases are included in investment properties and are stated at fair values.Rental income (net of any incentive given to lessee) is recognised on a straight-line basis over the lease term.(y)ContingenciesA contingent liability or asset is a possible obligation or asset that arises from past events and whose existencewill be confirmed only by the occurrence or non-occurrence of uncertain future event(s) not wholly within thecontrol of the Group.Contingent liabilities and assets are not recognised on the balance sheet of the Group, except for contingentliabilities assumed in a business combination that are present obligations and for which the fair values can bereliably determined.(z)Critical Accounting Estimates and Judgement(i)Critical Judgement Made in Applying the Group’s Accounting PoliciesIn the process of applying the Group’s accounting policies, management is of the opinion that there is noinstance of application of judgement which is expected to have a significant effect on the amountsrecognised in the financial statements, apart from those involving estimations described below.(ii)Key Sources of Estimation UncertaintyThe key assumptions concerning the future and other key sources of estimation uncertainty at the balancesheet date that have a significant risk of causing a material adjustment to the carrying amounts of assetsand liabilities within the next financial year, are as follows:Revenue RecognitionFor Singapore property trading projects under progressive payment scheme, the Group recognises revenuefrom partly completed projects based on the percentage of completion method. The stage of completion ismeasured in accordance with the accounting policy stated in Note 2(r). Significant assumptions arerequired in determining the stage of completion, the total estimated development costs and the estimatedtotal revenue. In making the assumptions, the Group evaluates them by relying on past experience and thework of specialists. Revenue from partly completed projects is disclosed in Note 4.Notes to the Financial Statements187


Notes to the Financial Statements2. Significant Accounting Policies (continued)(z)Critical Accounting Estimates and Judgement (continued)(ii)Key Sources of Estimation Uncertainty (continued)Income TaxesThe Group has exposure to income taxes in numerous jurisdictions. Significant assumption is required indetermining the provision for income taxes. There are certain transactions and computations for which theultimate tax determination is uncertain during the ordinary course of business. The Group recognisesliabilities for expected tax issues based on estimates of whether additional taxes will be due. Where thefinal tax outcome of these matters is different from the amounts that were initially recognised, suchdifferences will impact the income tax and deferred tax provisions in the year in which such determination ismade. The carrying amounts of taxation and deferred taxation are disclosed in the balance sheet.Impairment of Non-Financial AssetsThe Group assesses at each balance sheet date whether there are any indicators of impairment for allnon-financial assets.Determining whether the carrying values of fixed assets, investments in subsidiary and associatedcompanies are impaired requires an estimation of the value in use of the asset or the CGU. This requiresthe Group to estimate the future cashflows expected from the asset or the CGU and an appropriatediscount rate in order to calculate the present value of the future cashflows. The carrying amounts of fixedassets, investment in subsidiary companies and investment in associated companies at the balance sheetdate are disclosed in Notes 18, 22 and 23 respectively.Impairment of Available-for-Sale Financial AssetsThe Group follows the guidance of FRS 39 in determining when an available-for-sale financial asset isconsidered impaired. The Group evaluates, among other factors, the duration and extent to which the fairvalue of a financial asset is less than its cost, the financial health of and the near-term business outlook ofthe investee, including factors such as industry and sector performance, changes in technology andoperational and financing cash flow. The fair values of long-term investments are disclosed in Note 24.Impairment of Loans and ReceivablesThe Group assesses at each balance sheet date whether there is any objective evidence that a loan andreceivable is impaired. To determine whether there is objective evidence of impairment, the Companyconsiders factors such as the probability of insolvency or significant financial difficulties of the debtor anddefault or significant delay in payments.When there is objective evidence of impairment, the amount and timing of future cash flows are estimatedbased on historical loss experience for assets with similar credit risk characteristics. The carrying amountsof loans and receivables at the balance sheet date are disclosed in Notes 20, 27, 28 and 29 to the financialstatements.Allowance for Foreseeable Losses on Properties Held for SaleFor properties held for sale, allowance for foreseeable losses is made when the net realisable value hasfallen below cost. The carrying amount of properties held for sale and the key assumptions used inestimating net realisable value and total construction costs are disclosed in Note 25.188<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


3. Analysis of the Group’s Profit from Operations/Fair Value Gain on Investment Properties/Impairment2011 2010 (Restated)Fair ValueFair ValueGain/Gain/Operations Impairment Total Operations Impairment Total$’000 $’000 $’000 $’000 $’000 $’000Pre-tax profit 912,638 591,290 1,503,928 750,987 425,810 1,176,797Taxation (71,939) (36,287) (108,226) (96,000) (22,834) (118,834)840,699 555,003 1,395,702 654,987 402,976 1,057,963Non-controlling interests (24,869) (5,187) (30,056) (7,142) 2,098 (5,044)Profit attributable to shareholders 815,830 549,816 1,365,646 647,845 405,074 1,052,9194. SalesGroup2011 2010(Restated)$’000 $’000Trading of properties:Recognised on completion of construction method 441,692 425,878Recognised on percentage of completion method 266,387 46,840708,079 472,718Rental and related income 80,105 70,200Fund management fees 82,300 68,723Operations of hotels and resorts, property services, and others 78,490 73,767948,974 685,408Notes to the Financial Statements189


Notes to the Financial Statements5. Profit for the YearGroup2011 2010(Restated)$’000 $’000The following amounts have been charged/(credited) in arriving at the profit for the year:(a) Other income:Net lease income (19,435) -Profit on sale of investment properties (2,371) (6,041)(21,806) (6,041)(b)(c)Staff costs:Key managers’ emoluments:Short-term benefits (including annual base salaries andannual performance incentives) 13,936 12,491Employer’s contribution to defined contribution plans,including the Central Provident Fund 100 83Cost of share-based payments 2,001 1,32716,037 13,901Other staff costs:Short-term benefits (including annual base salaries andannual performance incentives) 104,077 93,078Employer’s contribution to defined contribution plans,including the Central Provident Fund 7,362 5,773Cost of share-based payments 2,581 1,772114,020 100,623Total staff costs 130,057 114,524Others:Depreciation of fixed assets (see Note 18):Freehold buildings 5 4Leasehold properties 4,377 4,650Machinery, equipment and vehicles 4,400 4,3538,782 9,007(Profit)/loss on sale of fixed assets (50) 45Auditors’ remuneration:Auditors of the Company 793 783Other auditors 1,211 1,011Fees to non-executive Directors of the Company 928 789Cost of properties held for sale recognised in cost of sales 557,336 322,007Foreign exchange loss 11,406 2,895Fair value loss/(gain) on foreign currency forward contracts 563 (4,701)(Write-back of allowance)/allowance for doubtful debts (486) 409Allowance/(write-back of allowance) for foreseeable losses on properties held for sale 11,117 (3,872)Direct expenses of investment properties that generate rental income 31,934 32,336Staff costs capitalised during the year under properties held for sale amounted to $18,490,000 (2010: $10,342,000).Total share-based payments of $4,582,000 comprise equity-settled and cash-settled payments of $4,326,000 and$256,000 respectively.190<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


6. Interest and Investment IncomeGroup2011 2010$’000 $’000Gross dividends from unquoted investments 19,300 5,425Interest from deposits and loans with:Banks 14,502 9,700Associated companies 6,064 14,157Related companies 987 272Interest from advances to non-controlling shareholders of certain subsidiary companies 907 -Interest from instalment and deferred payment schemes, and others 7,686 19249,446 29,746A related company is a subsidiary company of <strong>Keppel</strong> Corporation Limited in which the Company has no shareholdinginterest.Related parties include subsidiary companies, associated companies, related companies, Temasek Group and Directorsof the Company and their associates.Interests on deposits with related companies are earned at the following interest rates per annum:2011 2010Lowest Highest Lowest Highest% % % %Singapore dollar 0.01 0.43 0.00 0.28United States dollar 0.00 0.44 0.00 0.72Australian dollar 4.26 4.66 3.20 4.65Information on interest rates for interest received from associated companies, related companies, banks and advancesto non-controlling shareholders of certain subsidiary companies is disclosed in Notes 20, 27, 28 and 29.7. Interest ExpenseGroup2011 2010$’000 $’000Interest expense on:Convertible bonds:Long-term portion (see Note 17) 21,199 1,135Short-term portion (see Note 31) 6,813 14,111Other term loans and overdrafts from:Related companies 114 119Banks 4,249 17,875Loans from non-controlling shareholders of certain subsidiarycompanies and others 1,048 3,195Rental and income support payables 1,372 1,81034,795 38,245Information on interest rates is disclosed in Notes 17, 28, 30 and 31.Notes to the Financial Statements191


Notes to the Financial Statements8. Gain on Acquisition of Additional Interest in an Associated CompanyThe gain arose from the excess of the Group’s share of identifiable net tangible assets of an associated company overthe acquisition price of the additional units acquired.9. Corporate Restructuring SurplusThe corporate restructuring surplus in 2011 arose from the disposal of the Group’s 87.51% equity interest in asubsidiary company, Ocean Properties Pte. Limited, to K-REIT Asia. The details of the disposal are disclosed inNote 22.The corporate restructuring surplus in 2010 arose from the disposal of the Group’s interest in an associated companyto K-REIT Asia as part of an asset swap arrangement between the Group and K-REIT Asia. Under the asset swaparrangement, the Group disposed of the associated company at a consideration of $1,399,221,000 and at the sametime, acquired <strong>Keppel</strong> Towers and GE Tower from K-REIT Asia at a consideration of $573,000,000, and received thebalance in cash.10. Other GainThe gain arose from the disposal of the Group’s interest in a wholly-owned subsidiary company, <strong>Keppel</strong> Digihub Ltd.The details of the disposal are disclosed in Note 22.11. Fair Value Gain on Investment Properties/ImpairmentGroup2011 2010$’000 $’000(a) Fair value gain on investment properties 613,068 442,650(b) Impairment of fixed assets (21,778) (16,840)591,290 425,810The fair value gain on investment properties/impairment is analysed as follows:2011 2010non-Non-Deferred controlling Deferred controllingGross Tax Interests Net Gross Tax Interests Net$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000Fair value gain:Subsidiary companies 411,322 (2,859) (14,404) 394,059 22,746 (5,734) (4,188) 12,824Associated companies 201,746 (33,428) - 168,318 419,904 (17,100) - 402,804613,068 (36,287) (14,404) 562,377 442,650 (22,834) (4,188) 415,628Impairment:Subsidiary companies (16,900) - 9,143 (7,757) (11,619) - 6,286 (5,333)Associated companies (4,878) - 74 (4,804) (5,221) - - (5,221)(21,778) - 9,217 (12,561) (16,840) - 6,286 (10,554)Total 591,290 (36,287) (5,187) 549,816 425,810 (22,834) 2,098 405,074The fair value gain for subsidiary companies for 2011 included a fair value gain relating to Ocean Financial Centre of$369,193,000.The Group made impairment (net of non-controlling interests) of $12,561,000 (2010: $10,554,000) for certain hotelsand resorts in Indonesia. The carrying values of these properties were written down to their recoverable amountsmainly based on valuations by independent firms of professional valuers.192<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


12. TaxationGroup2011 2010(Restated)$’000 $’000Current tax:Current income tax 48,518 57,486(Over)/under provision in respect of previous years (2,902) 6,27645,616 63,762Deferred tax:Origination and reversal of temporary differences 2,296 6,735Overprovision in respect of previous years - (444)2,296 6,29147,912 70,053Associated companies (see Note 23) 68,022 52,380Group relief (7,708) (3,599)108,226 118,834The reconciliation between the tax expense reported and the product of accounting profit multiplied by the applicabletax rate is as follows:Group2011 2010(Restated)$’000 $’000Pre-tax profit 1,503,928 1,176,797Tax calculated at tax rate of 17% (2010: 17%) 255,668 200,055Adjustments:Non-deductible expenses 10,107 14,981Income not subject to tax (165,661) (64,183)Share of results of associated companies (63,211) (103,964)(Over)/under provision in respect of previous years (2,902) 5,832Different tax rates in other jurisdictions 8,978 11,914Utilisation of previously unrecognised tax benefits (10,287) (3,216)Tax benefits not recognised 15,220 8,63447,912 70,053Under the group tax relief system introduced by the Inland Revenue Authority of Singapore (“IRAS”), a Singaporeincorporated company may, upon satisfaction of the criteria set out by the IRAS, transfer its current year’s unabsorbedcapital allowances, trade losses and donations to another company belonging to the same group, to be deductedagainst the assessable income of the latter company. The loss so utilised is recognised as a deferred tax asset in thefinancial statements of the transferor company.Notes to the Financial Statements193


Notes to the Financial Statements12. Taxation (continued)Tax ProvisionGroupCompany2011 2010 2009 2011 2010(Restated) (Restated)$’000 $’000 $’000 $’000 $’000Provision for taxation 124,479 137,198 132,853 12,137 9,976Income tax refund receivable (413) (315) (90) - -124,066 136,883 132,763 12,137 9,976The Group has certain unutilised tax losses of $229,429,000 (2010: $215,979,000) as at 31 December 2011 for whichrelated tax benefits totaling $40,886,000 (2010: $36,716,000) have not been included in the financial statements. Thetax losses are available for offset against future taxable profits of the companies in which the losses arose but for whichno deferred tax asset has been recognised due to uncertainty of their recoverability. The use of tax losses is subject tothe agreement by the tax authorities and compliance with certain provisions of the tax legislation of the respectivecountries in which the Group operates.Deferred TaxationDeferred tax at the end of the year consists of the following:GroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Tax liabilities arising from:Fair value gain on investment properties 25,238 81,207 - -Differences in depreciation 7,889 8,160 - -Differences in fair values and book valuesof assets of subsidiary companies acquired 8,056 8,062 - -Issuance of convertible bonds 3,543 5,052 3,543 5,052Others 46 340 5 544,772 102,821 3,548 5,057As at 31 December 2011, deferred tax liabilities amounting to $12,261,000 (2010: $8,951,000) had not beenrecognised for taxes that would be payable on the undistributed earnings of certain subsidiary companies as theseearnings would not be distributed in the foreseeable future.194<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Movements in the deferred tax liabilities and assets are as follows:Fair ValueFair ValueAdjustments onGain on Acquisition of Issuance ofInvestment Differences in Subsidiary ConvertibleProperties Depreciation Companies Bonds Others Total$’000 $’000 $’000 $’000 $’000 $’000GROUPAt 1 January 2011 81,207 8,160 8,062 5,052 340 102,821Charged/(credited) to profitand loss account 2,859 672 (6) (1,509) 280 2,296Companies disposed (59,201) (875) - - - (60,076)Reclassification 613 - - - (613) -Exchange differences onconsolidation (240) (68) - - 39 (269)At 31 December 2011 25,238 7,889 8,056 3,543 46 44,772At 1 January 2010 75,717 7,021 12,172 3,615 (2) 98,523Charged/(credited) to profitand loss account 5,734 1,546 (285) (1,031) 327 6,291Charged to equity - - - 2,468 - 2,468Reclassification/adjustment 382 (382) (3,825) - - (3,825)Exchange differences onconsolidation (626) (25) - - 15 (636)At 31 December 2010 81,207 8,160 8,062 5,052 340 102,821There is no deferred tax recognised in other comprehensive income.Issuance ofConvertibleBonds Others Total$’000 $’000 $’000COMPANYAt 1 January 2011 5,052 5 5,057Credited to profit and loss account (1,509) - (1,509)At 31 December 2011 3,543 5 3,548At 1 January 2010 3,615 5 3,620Credited to profit and loss account (1,031) - (1,031)Charged to equity 2,468 - 2,468At 31 December 2010 5,052 5 5,057Notes to the Financial Statements195


Notes to the Financial Statements13. Dividends(a)Final Dividend PaidGroup and company2011 2010$’000 $’000Dividends on ordinary shares:Final one-tier ordinary dividend of 9 cents per share andspecial dividend of 9 cents per share under the DividendReinvestment Scheme (2010: Final one-tier dividend of 8 cents pershare under the Dividend Reinvestment Scheme):Cash 106,938 44,351Shares 154,411 70,078261,349 114,429(b)The Directors have proposed that a final one-tier tax exempt dividend of 20 cents per share (2010: an ordinarydividend of 9 cents per share and a special dividend of 9 cents per share) amounting to $297,989,000(2010: $261,349,000), subject to the shareholders’ approval at the forthcoming Annual General Meeting of theCompany, be paid for the year ended 31 December 2011. The Dividend Reinvestment Scheme will be applicableto this final one-tier tax exempt dividend.196<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


14. Earnings per ShareGroup2011 2010 (Restated)$’000 $’000Basic Diluted Basic DilutedProfit attributable to shareholders (see Note 3) 815,830 815,830 647,845 647,845Fair value gain on investment properties/impairment,net of deferred tax and non-controlling interests(see Notes 3 and 11) 549,816 549,816 405,074 405,074Profit after fair value gain on investment properties/impairment 1,365,646 1,365,646 1,052,919 1,052,9192011 2010 (Restated)Number of SharesNumber of Shares’000 ’000Basic Diluted Basic DilutedWeighted average number of shares 1,465,175 1,465,175 1,437,145 1,437,145Adjustment for potential dilutive shares under:Employee share option scheme - 244 - 109Restricted share plan - 1,493 - 874Performance share plan - 1,062 - 963Weighted average number of shares used tocompute earnings per share 1,465,175 1,467,974 1,437,145 1,439,091Earnings per share (cents) based on:Profit before fair value gain on investmentproperties/impairment 55.7 55.6 45.1 45.0Profit after fair value gain on investmentproperties/impairment 93.2 93.0 73.3 73.2The earnings per share with the inclusion of profit after fair value gain on investment properties/impairment have takeninto account deferred tax and non-controlling interests as shown in Note 11.Notes to the Financial Statements197


Notes to the Financial Statements15. Share CapitalGroup and Company2011 2010 2011 2010Number of Number of $’000 $’000Shares Shares’000 ’000Issued and fully paid: 1,489,943,654(2010: 1,450,245,722) ordinary shares 1,489,944 1,450,246 2,219,880 2,061,020Issued and fully paid:At 1 January 1,450,246 1,429,743 2,061,020 1,987,542Issue of shares:Under the Dividend Reinvestment Scheme 37,846 19,305 154,411 70,078Under the <strong>Keppel</strong> <strong>Land</strong> Restricted Share Plan 298 - 1,149 -Under the <strong>Keppel</strong> <strong>Land</strong> Share Option Scheme 1,554 1,198 3,460 3,550Share issuance expenses - - (160) (150)At 31 December 1,489,944 1,450,246 2,219,880 2,061,020On 20 June 2011, the Company allotted and issued 37,845,636 ordinary shares at an issue price of $4.08 per shareto eligible shareholders who have validly elected to participate in the Dividend Reinvestment Scheme in respect of thefinal ordinary dividend of 9 cents per share and special dividend of 9 cents per share for the financial year ended31 December 2010.During the year, the Company issued 297,700 ordinary shares at $3.86 per share upon the vesting of shares releasedunder the <strong>Keppel</strong> <strong>Land</strong> Restricted Share Plan.During the year, the Company issued for cash 1,554,596 shares comprising 4,693 shares at $1.16 per share, 9,386shares at $1.23 per share, 152,514 shares at $3.47 per share, 482,768 shares at $3.76 per share, 888,985 shares at$1.19 per share and 16,250 shares at $2.67 per share to certain full-time employees on the exercise of their optionsunder the <strong>Keppel</strong> <strong>Land</strong> Share Option Scheme.The holders of ordinary shares are entitled to receive dividends as and when declared by the Company. All ordinaryshares carry one vote per share without restrictions. The ordinary shares have no par value.<strong>Keppel</strong> <strong>Land</strong> Share Option Scheme(a) The <strong>Keppel</strong> <strong>Land</strong> Share Option Scheme (“the Scheme”) which has been approved by the shareholders of theCompany is administered by the Remuneration Committee whose members are:Tan Yam Pin, ChairmanChoo Chiau BengLim Ho KeeTsui Kai ChongKhor Poh HwaAt the Extraordinary General Meeting of the Company held on 23 April 2010, the Company’s shareholdersapproved the adoption of two new share plans, with effect from the date of termination of the Scheme.The Scheme was terminated on 30 June 2010. Options granted and outstanding prior to the terminationwill continue to be valid and subject to the terms and conditions of the Scheme.198<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(b) Under the Scheme, an option may, except in certain special circumstances, be exercised at any time after 2 yearsbut no later than the expiry date. The shares under option may be exercised in full or in respect of 100 shares ora multiple thereof, on the payment of the subscription price. The subscription price is based on the average lastbusiness done price for the shares of the Company on the Singapore Exchange Securities Trading Limited for the3 market days preceding the date of offer. The Remuneration Committee may at its discretion fix the subscriptionprice at a discount not exceeding 20% of the above-mentioned average market price. None of the options offeredin the financial year was granted at a discount. The executive employees to whom the options have been granteddo not have the right to participate by virtue of the options in a share issue of any other company.(c)Pursuant to Rule 12(a)(iv) of the Scheme, the number and the exercise price of those share options grantedprior to 12 June 2009 have been adjusted for the effects of the Company’s rights issue in 2009.Movements in the number of share options and their weighted average exercise prices are as follows:2011 2010WeightedWeightedAverageAveragenumber of Exercise Number of ExerciseOptions Price Options PriceAt 1 January 5,551,871 $3.82 5,965,848 $3.69Granted - $ - 960,750 $3.37Exercised (1,554,596) $2.23 (1,197,827) $2.96Forfeited (219,582) $5.20 (172,207) $2.59Expired (9,385) $1.16 (4,693) $2.11At 31 December 3,768,308 $4.41 5,551,871 $3.82Exercisable at 31 December 2,905,058 $4.72 2,863,757 $5.17The weighted average share price at the date of exercise for options exercised during the financial year was $4.22(2010: $4.05). The options outstanding at the end of the financial year had a weighted average exercise price of$4.41 (2010: $3.82) and a weighted average remaining contractual life of 6.8 years (2010: 7.7 years).(d)As at 31 December 2011, there were options granted to certain employees to take up 3,768,308 unissuedshares in the Company as follows:Exercise Price(Adjusted fornumber of Sharerights Issue)Options (Adjusted for($) rights Issue)1.23 8,2123.33 117,3193.47 117,3196.81 504,4726.86 504,4715.03 603,6073.76 200,0291.19 38,1292.67 811,5003.37 863,2503,768,308Notes to the Financial Statements199


Notes to the Financial Statements15. Share Capital (continued)<strong>Keppel</strong> <strong>Land</strong> Share Plans(a) The <strong>Keppel</strong> <strong>Land</strong> Restricted Share Plan (“KLL RSP”) and <strong>Keppel</strong> <strong>Land</strong> Performance Share Plan (“KLL PSP”)are share-based incentive plans for the key senior management and employees of the Company. They wereapproved by the Company’s shareholders at the Extraordinary General Meeting of the Company on 23 April2010 and are administered by the Remuneration Committee.(b)Details of the KLL RSP and KLL PSP are as follows:KLL RSPKLL PSPPlan description Award of fully-paid ordinary shares of the Award of fully-paid ordinary shares ofCompany, conditional on achievement of the Company, conditional onpre-determined targets at the end of a achievement of pre-determined targetsone-year performance periodover a three-year performance periodPerformance conditions Return on equity (a) Economic value added(b) Absolute total shareholder’s return(c) Relative total shareholder’s returnto FTSE ST Real Estate Holding &Development (“FSTREH”) IndexFinal award 0% or 100% of the contingent award 0% to 150% of the contingent awardgranted, depending on achievement of granted, depending on achievement ofpre-determined targetspre-determined targetsVesting condition If pre-determined targets are achieved, If pre-determined targets are achieved,and schedule awards will vest equally over three years awards will vest at the end of thesubject to fulfillment of servicethree-year performance period subjectrequirementsto fulfillment of service requirements(c)Movements in the number of shares under KLL RSP and KLL PSP are as follows:2011 2010RSP PSP RSP PSPAt 1 January 874,000 656,000 - -Contingent awards granted 924,800 524,000 886,000 656,000Vested (297,700) - - -Cancelled (7,900) - (12,000) -At 31 December 1,493,200 1,180,000 874,000 656,000Under KLL RSP, there were 571,000 (2010: Nil) restricted shares that were released but not vested as well asa contingent award of 922,200 (2010: 874,000) restricted shares that were granted but not released as at31 December 2011. Depending on the achievement of pre-determined performance targets, the actual numberof restricted shares to be released can be zero or 100% of the contingent award granted.Under KLL PSP, there were contingent awards of 1,180,000 (2010: 656,000) performance shares that weregranted but not released as at 31 December 2011. Depending on the achievement of pre-determinedperformance targets, the actual number of performance shares to be released can range from zero to 150% ofthe contingent awards granted.200<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(d) On 30 June 2011, the Company granted contingent awards of 924,800 shares under KLL RSP and 524,000shares under KLL PSP. The estimated fair values of the shares granted under KLL RSP range from $3.34 to$3.58. The estimated fair value of the shares granted under KLL PSP is $2.27. The fair values of thecontingent awards are determined at the grant date using Monte Carlo simulation method which involvesprojection of future outcomes using statistical distributions of key random variables including share price andvolatility. The significant inputs into the model are as follows:2011 2010RSP PSP RSP PSPDate of grant 30.06.11 30.06.11 30.06.10 30.06.10Prevailing share price at date of grant $3.62 $3.62 $3.90 $3.90Expected volatilityCompany 65.17% 65.17% 65.94% 65.94%FSTREH Index - 36.90% - 38.22%Correlation with FSTREH Index - 92.40% - 92.80%Expected term 0.5 - 2.5 years 2.5 years 0.5 - 2.5 years 2.5 yearsRisk free rate 0.43% - 0.54% 0.54% 0.42% - 0.53% 0.53%Expected dividend yield * * * ** The expected dividend yield is based on management’s forecast.The expected volatilities are based on the historical volatilities of the Company’s share price and the FSTREHIndex price over the previous 36 months immediately preceding the grant date. The expected term used in themodel is based on the grant date and the end of the performance period.(e)Senior managers are required to hold a portion of the shares released to them under a share ownershipguideline which requires them to maintain a beneficial ownership stake in the Company, so as to align theirinterests with the shareholders.Notes to the Financial Statements201


Notes to the Financial Statements15. Share Capital (continued)Share Plans of a Subsidiary Company(a) K-REIT Asia Management Limited (“KRAM”), a wholly-owned subsidiary company of the Group, implemented aRestricted Unit Plan (“KRAM RUP”) and a Performance Unit Plan (“KRAM PUP”) (collectively the “unit plans”)for its key senior management and employees. The KRAM RUP and KRAM PUP were approved andadministered by the Nominating and Remuneration Committee of KRAM.(b)KRAM is the manager of K-REIT Asia. The awards granted by KRAM will be settled in K-REIT Asia units.Details of the KRAM RUP and KRAM PUP are as follows:KRAM RUPKRAM PUPPlan description Award of fully-paid units of K-REIT Asia Award of fully-paid units of K-REIT(“units”), conditional on achievement of Asia (“units”), conditional onpre-determined targets at the end of a achievement of pre-determined targetsone-year performance periodover a three-year performance periodPerformance conditions Distributable income (a) Growth in assets undermanagement(b) Absolute total shareholder’s return(c) Relative total shareholder’s returnto FTSE ST REIT (“FSTREI”) IndexFinal award 0% or 100% of the contingent award 0% to 150% of the contingent awardgranted, depending on achievement of granted, depending on achievement ofpre-determined targetspre-determined targetsVesting condition If pre-determined targets are achieved, If pre-determined targets are achieved,and schedule awards will vest equally over three years awards will vest at the end of thesubject to fulfillment of servicethree-year performance period subjectrequirementsto fulfillment of service requirements(c)Movements in the number of units under KRAM RUP and KRAM PUP are as follows:2011 2010RUP PUP RUP PUPAt 1 January 70,500 108,000 - -Contingent awards granted 121,500 192,000 70,500 108,000Vested (23,500) - - -At 31 December 168,500 300,000 70,500 108,000Under KRAM RUP, there were 47,000 (2010: Nil) restricted units that were released but not vested as well asa contingent award of 121,500 (2010: 70,500) restricted units that were granted but not released as at31 December 2011. Depending on the achievement of pre-determined performance targets, the actual numberof restricted units to be released can be zero or 100% of the contingent award granted.Under KRAM PUP, there were contingent awards of 300,000 (2010: 108,000) performance units that weregranted but not released as at 31 December 2011. Depending on the achievement of pre-determinedperformance targets, the actual number of performance units to be released can range from zero to 150% ofthe contingent awards granted.202<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(d)(e)Subsequent to the end of the financial year, the number of units under KRAM RUP and KRAM PUP has beenadjusted for the effects of K-REIT Asia’s rights issue in 2011 as well as K-REIT Asia’s capital distributionannounced on 17 January 2012. As at the date of this report, the number of restricted units that were releasedbut not vested under KRAM RUP has been adjusted from 47,000 to 51,015, and the contingent award grantedunder KRAM RUP has been adjusted from 121,500 to 131,880. The contingent awards granted under KRAMPUP have been adjusted from 300,000 to 325,638.On 30 June 2011, KRAM granted contingent awards of 121,500 units under KRAM RUP and 192,000 unitsunder KRAM PUP. The estimated fair values of the units granted under KRAM RUP range from $1.25 to $1.32.The estimated fair value of the units granted under KRAM PUP is $0.78. The fair values of the contingentawards are determined at the grant date using Monte Carlo simulation method which involves projection offuture outcomes using statistical distributions of key random variables including share price and volatility. Thesignificant inputs into the model are as follows:2011 2010RUP PUP RUP PUPDate of grant 30.06.11 30.06.11 30.12.10 30.12.10Prevailing unit price at date of grant $1.33 $1.33 $1.41 $1.41Expected volatilityK-REIT Asia 39.96% 39.96% 45.61% 45.61%FSTREI Index - 32.21% - 34.42%Correlation with FSTREI Index - 87.00% - 83.30%Expected term 0.5 - 2.5 years 2.5 years 0 - 2 years 2 yearsRisk free rate 0.43% - 0.54% 0.54% 0.38% - 0.72% 0.72%Expected dividend yield * * * ** The expected dividend yield is based on management’s forecast.The expected volatilities are based on the historical volatilities of K-REIT Asia’s unit price and the FSTREI Indexprice over the previous 36 months immediately preceding the grant date. The expected term used in the model isbased on the grant date and the end of the performance period.(f)Senior managers of KRAM are required to hold a portion of the units released to them under a share ownershipguideline which requires them to maintain a beneficial ownership stake in K-REIT Asia, so as to align theirinterests with the unitholders.Notes to the Financial Statements203


Notes to the Financial Statements16. ReservesGroupCompany2011 2010 2009 2011 2010(Restated) (Restated)$’000 $’000 $’000 $’000 $’000Capital reserves:Equity components of convertible bonds 44,984 44,984 32,934 44,984 44,984Share option and share plan reserves 16,698 13,521 10,422 16,698 13,521Available-for-sale asset reserves 20,721 20,368 18,128 4,825 3,713Gain on disposal of interest in a subsidiarycompany without loss of control 12,932 - - - -Net premium paid on acquisition ofnon-controlling interests (19,765) (61,395) (21,364) - -Others (5,253) 5,863 10,100 - -70,317 23,341 50,220 66,507 62,218Foreign currency translation account (49,041) (67,531) (12,718) - -Revenue reserves 3,178,063 2,111,847 1,171,063 1,503,019 897,9393,199,339 2,067,657 1,208,565 1,569,526 960,157The equity components of convertible bonds represent the residual amounts of the convertible bonds after deductingthe fair values of the liability components. These amounts are presented net of deferred tax liabilities.The share option and share plan reserves represent the cumulative value of employee services received for the issue ofshare options and shares under the share plans.The available-for-sale asset reserves represent the cumulative net change in fair value of available-for-sale financialassets until they are derecognised.The gain on disposal of interest in a subsidiary company without loss of control represents the difference between theconsideration received and the book value of the interest disposed of which did not result in a loss of control. Thedetails of the disposal are disclosed in Note 22.The net premium paid on acquisition of non-controlling interests represents the difference between the considerationpaid and the book value of the share of net assets acquired from the non-controlling interests.Others comprise mainly statutory reserve, capital redemption reserve and share of an associated company’s cash flowhedge loss.The foreign currency translation account represents the exchange differences arising from the translation of the financialstatements of foreign operations whose functional currencies are different from that of the Group’s presentationcurrency as well as the translation of monetary items that forms part of the Group’s net investment in foreign operations.Movements in the Group’s and the Company’s reserves are set out in the statements of changes in equity.204<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


17. Long-term BorrowingsGroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Borrowings under MTN Programme 330,000 380,000 330,000 380,000Liability components of convertible bonds 772,109 478,436 772,109 478,436Bank borrowings:Secured 452,750 748,230 - -Unsecured 556,449 490,743 463,264 440,0001,009,199 1,238,973 463,264 440,000Unsecured loans from related companies 224,892 102,260 - -2,336,200 2,199,669 1,565,373 1,298,436The Company has a US$800 million Multicurrency Medium Term Note (“MTN”) Programme under which it can issuenotes (“the Notes”) in series or tranches and may be denominated in Singapore dollars, United States dollars or othercurrency deemed appropriate at the time.The Notes are unsecured and comprise fixed rate notes of $75,000,000, $155,000,000 and $100,000,000 due in2013, 2015 and 2017 respectively with interest rates ranging from 2.67% to 3.51% (2010: 2.67% to 4.25%) per annum.The Group’s secured bank borrowings are repriced within 1 to 6 months (2010: 1 to 12 months). They are repayablebetween 2 to 5 years (2010: 2 to 4 years) and generally secured by:(a) mortgages on the borrowing subsidiary companies’ investment properties (see Note 19) and properties held forsale (see Note 25); and(b) assignment of all rights, titles and benefits with respect to some of the properties mortgaged.Loans from related companies have no fixed terms of repayment and are not expected to be repaid over the next12 months; and are repriced daily, or within 9 months (2010: daily, or within 12 months).Convertible BondsThe Company has the following convertible bonds which remained outstanding as at 31 December 2011:(a)On 23 June 2006, the Company issued a $300,000,000 2.50%, 7-year convertible bond (“2006 Bond”).Interest is payable semi-annually. The 2006 Bond maturing on 23 June 2013 was initially convertible at theoption of bondholders to ordinary shares of the Company at the conversion price of $6.55 per share. As aresult of the Company’s rights issue in 2009, an adjustment was made to the conversion price based on theformulae provided in the Offering Circular dated 19 June 2006. The adjusted conversion price with effect from12 June 2009 is $5.58 per share. The adjustment to the conversion price also resulted in an adjustment to thenumber of ordinary shares that may be issued pursuant to the conversion of the bond from 45,801,526 newshares to 53,763,440 new shares.Any bondholder may request that the Company redeems all or some of the 2006 Bond on 23 June 2011 or inthe event that the Company’s shares cease to be listed or admitted to trading on the Singapore ExchangeSecurities Trading Limited. As the 2006 Bond may be redeemed at the option of the bondholders on 23 June 2011,it was reclassified to short-term borrowings in 2010. As no bondholder exercised the option on 23 June 2011,the 2006 Bond has been reclassified to long-term borrowings during the year (see Note 31).Notes to the Financial Statements205


Notes to the Financial Statements17. Long-term Borrowings (continued)Convertible Bonds (continued)(b) On 29 November 2010, the Company issued a $500,000,000 1.875%, 5-year convertible bond (“2010 Bond”).Interest is payable semi-annually. The 2010 Bond maturing 29 November 2015 is convertible at the option ofbondholders to ordinary shares of the Company at the conversion price of $6.72 per share. The 2010 Bondmay be redeemed, in whole or in part, at the option of the Company at any time on or after 29 November 2013subject to the satisfaction of certain conditions. Any bondholder may request that the Company redeems all ofthe 2010 Bond in the event that the Company’s shares cease to be listed or admitted to trading on theSingapore Exchange Securities Trading Limited.The liability components of the convertible bonds are recognised on the balance sheet as follows:Group and company2011 2010$’000 $’000(a)2006 Bond:At 1 January - 275,925Reclassification from/(to) short-term borrowings (see Note 31) 285,609 (275,925)285,609 -Interest expense (see Note 7) 7,577 -Interest paid/accrued (3,760) -At 31 December 289,426 -(b)2010 Bond:At 1 January 478,436 -Face value of 2010 Bond - 500,000Equity component, net of deferred tax liability - (12,050)Deferred tax liability - (2,468)Bond issue expenses - (7,400)Liability component on initial recognition - 478,082Interest expense (see Note 7) 13,622 1,135Interest paid/accrued (9,375) (781)At 31 December 482,683 478,436772,109 478,436Interest expenses on the 2006 Bond and the 2010 Bond are calculated based on the effective interest methodby applying the interest rates of 4.78% (2010: 4.78%) and 2.50% (2010: 2.50%) per annum respectively forequivalent non-convertible bonds to the liability components of the convertible bonds.206<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Interest rates (per annum) on the Group’s borrowings, except for borrowings under the MTN Programme andconvertible bonds, are as follows:2011 2010Lowest Highest Lowest Highest% % % %Secured bank borrowings denominated in:Singapore dollar 0.67 1.37 0.62 2.34Indonesian rupiah 9.63 9.93 9.75 11.75Renminbi 7.04 7.59 - -Thai baht - - 6.25 6.38Unsecured bank borrowings denominated in:Singapore dollar 0.82 2.54 0.85 2.54United States dollar 1.38 5.99 3.50 4.30Vietnamese dong 13.95 23.30 13.00 15.50Indonesian rupiah 9.18 9.28 9.18 9.18Unsecured loans from related companies denominated in:Singapore dollar 1.23 1.28 0.96 1.42United States dollar 0.98 4.20 0.85 4.20Hong Kong dollar 0.70 1.15 0.48 1.00Long-term borrowings are denominated in the following currencies:GroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Singapore dollar 1,840,709 2,020,551 1,442,109 1,298,436United States dollar 390,276 87,628 123,264 -Vietnamese dong 10,870 27,052 - -Indonesian rupiah 39,793 37,031 - -Renminbi 33,764 - - -Hong Kong dollar 20,788 18,432 - -Thai baht - 8,975 - -2,336,200 2,199,669 1,565,373 1,298,436Loans due after 1 year are to be repayable as follows:GroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000After 1 but within 2 years 921,085 597,739 504,426 150,000After 2 but within 5 years 1,315,115 1,501,930 960,947 1,048,436After 5 years 100,000 100,000 100,000 100,0002,336,200 2,199,669 1,565,373 1,298,436Included in loans payable after 1 year but within 2 years are unsecured loans of $224,892,000 (2010: $102,260,000)due to related companies by the Group.Notes to the Financial Statements207


Notes to the Financial Statements18. Fixed AssetsLongFreehold Leasehold Machinery, Assets<strong>Land</strong> and <strong>Land</strong> and Equipment underBuilding Buildings and Vehicles Construction Total$’000 $’000 $’000 $’000 $’000GROUPCostAt 1 January 2011 156 280,066 126,037 53,846 460,105Additions - 3,224 6,371 3,601 13,196Disposals - - (2,138) - (2,138)Companies disposed - - (8,195) - (8,195)Cost adjustment - 8 (132) (694) (818)Transfer from properties held for sale - 13,559 - - 13,559Reclassification - 8,321 122 (8,443) -Exchange differences on consolidation - (3,942) (1,844) (748) (6,534)At 31 December 2011 156 301,236 120,221 47,562 469,175Accumulated Depreciation and ImpairmentAt 1 January 2011 113 140,699 112,698 - 253,510Depreciation charge 5 4,377 4,400 - 8,782Impairment (see Note 11) - 16,900 - - 16,900Disposals - - (1,972) - (1,972)Companies disposed - - (8,056) - (8,056)Cost adjustment - - 241 - 241Reclassification - (52) 52 - -Exchange differences on consolidation - (2,219) (1,744) - (3,963)At 31 December 2011 118 159,705 105,619 - 265,442Net Carrying Amount 38 141,531 14,602 47,562 203,733CostAt 1 January 2010 156 292,549 125,370 54,404 472,479Additions - 2,209 5,012 2,073 9,294Disposals - - (721) - (721)Cost adjustment - - 54 - 54Reclassification - (1,164) 1,164 - -Exchange differences on consolidation - (13,528) (4,842) (2,631) (21,001)At 31 December 2010 156 280,066 126,037 53,846 460,105Accumulated Depreciation and ImpairmentAt 1 January 2010 109 131,332 113,200 - 244,641Depreciation charge 4 4,650 4,353 - 9,007Impairment (see Note 11) - 11,619 - - 11,619Disposals - - (663) - (663)Cost adjustment - - 232 - 232Reclassification - (202) 202 - -Exchange differences on consolidation - (6,700) (4,626) - (11,326)At 31 December 2010 113 140,699 112,698 - 253,510Net Carrying Amount 43 139,367 13,339 53,846 206,595208<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Freehold<strong>Land</strong> andBuilding$’000COMPANYCostAt 1 January 2011 and 31 December 2011 156Accumulated DepreciationAt 1 January 2011 114Depreciation charge 4At 31 December 2011 118Net Carrying Amount 38CostAt 1 January 2010 and 31 December 2010 156Accumulated DepreciationAt 1 January 2010 109Depreciation charge 5At 31 December 2010 114Net Carrying Amount 42Notes to the Financial Statements209


Notes to the Financial Statements19. Investment PropertiesInvestmentPropertiesCompletedunderInvestment Construction/Properties Redevelopment Total$’000 $’000 $’000GROUPValuationAt 1 January 2011 640,669 1,059,171 1,699,840Development expenditure 946 118,791 119,737Fair value gain 42,129 - 42,129Disposals (12,210) - (12,210)Companies disposed (53,117) (1,157,016) (1,210,133)Reclassification 4,735 (4,735) -Exchange differences on consolidation (5,075) (237) (5,312)At 31 December 2011 618,077 15,974 634,051At 1 January 2010 618,092 786,900 1,404,992Development expenditure 31,995 230,377 262,372Fair value gain/(loss) (5,977) 28,723 22,746Disposals (14,311) - (14,311)Transfer from properties held for sale 31,633 - 31,633Reclassification (13,171) 13,171 -Exchange differences on consolidation (7,592) - (7,592)At 31 December 2010 640,669 1,059,171 1,699,840The Group’s investment properties (including integral plant and machinery) are stated at Directors’ valuation based on thefollowing valuations (open market value basis) by independent firms of professional valuers as at 31 December 2011:(a)(b)(c)Colliers International Consultancy & Valuation (Singapore) Pte Ltd for properties in Singapore;DTZ Debenham Tie Leung (Vietnam) Co. Ltd for properties in Vietnam; andKJPP Wilson & Rekan (an affiliate of Knight Frank) for properties in Indonesia.In determining fair values, the valuers have used valuation techniques which involve certain estimates. The keyassumptions to determine the fair value of investment properties include market-corroborated capitalisation yield,terminal yield and discount rate. In relying on the valuation reports, management has exercised its judgement and issatisfied that the valuation methods and estimates are reflective of current market conditions.The fair values are based on open market values, being the estimated amount for which a property could be exchangedon the date of valuation between a willing buyer and willing seller in arm’s length transaction wherein the parties hadeach acted knowledgeably and without compulsion.In determining the fair values for the completed investment properties, the valuers have considered valuation techniquesincluding direct comparison method, investment method and/or discounted cash flow method. In determining the fairvalues for investment properties under construction/redevelopment, the valuers have considered the direct comparisonmethod and/or residual value method to determine the fair value of the land, as well as the fair value of the workcompleted as at the balance sheet date.210<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


The direct comparison method involves the analysis of comparable sales of similar properties and adjusting the saleprices to that reflective of the investment properties. The investment method capitalises an income stream into apresent value using appropriate market capitalisation rates. The discounted cash flow method involves the estimationand projection of an income stream over a period and discounting the income stream with an internal rate of return toarrive at the market value.Based on these valuations, the Group’s share of fair value gain (after adjusting for deferred tax and non-controllinginterests) amounted to $24,866,000 (2010: $12,824,000) and was taken to the profit and loss account in accordancewith FRS 40.The valuations of completed investment properties are generally sensitive to changes in yield and rental rates. Thevaluations of investment properties under construction/redevelopment are generally sensitive to changes in constructioncosts and interest rates.Properties amounting to $366,300,000 (2010: $1,361,900,000) in value and included in the above balances weremortgaged to banks as securities for borrowings referred to in Note 17.Interest capitalised during the year was $551,000 (2010: $1,968,000).20. Amounts Owing by Associated CompaniesGroup2011 2010$’000 $’000Amounts owing by associated companies 542,587 446,161The amounts owing by associated companies are unsecured advances which have no fixed terms of repayment and arenot expected to be repaid in the next 12 months. These advances bear interest at rates ranging from 0.78% to 1.27%(2010: 1.18% to 1.50%) per annum and are denominated in Singapore dollars.21. Other Non-current AssetGroup2011 2010$’000 $’000Other non-current asset 103,900 -Other non-current asset relates to the call option granted to the Group in connection with the disposal of its 87.51%equity interest in Ocean Properties Pte. Limited to K-REIT Asia. The details of the disposal are disclosed in Note 22.The fair value of the call option is determined by reference to the difference in valuations obtained from an independentprofessional valuer for the underlying investment property based on the remaining 850-year leasehold and 99-yearleasehold.In determining the valuations of the underlying investment property, the valuer has considered valuation techniquesincluding direct comparison method, investment method and/or discounted cash flow method. The valuation isgenerally sensitive to change in yield and rental rates, and is based on various assumptions including discount rate,rental growth and terminal value.Notes to the Financial Statements211


Notes to the Financial Statements22. Subsidiary CompaniesCompany2011 2010$’000 $’000Quoted shares, at cost(Market value: $13,532,000; 2010: $15,973,000) 49,862 49,862Unquoted shares, at cost 1,604,863 1,557,6621,654,725 1,607,524Impairment (336,458) (334,529)1,318,267 1,272,995During the year, allowance for impairment loss amounting to $10,787,000 (2010: $63,205,000) was made in respect ofthe Company’s investments in certain subsidiary companies to reduce the carrying value of investments to therecoverable amounts, taking into account the financial conditions of the subsidiary companies. In addition, there wasreversal of impairment of $8,858,000 (2010: $2,000) in relation to subsidiary companies which were transferred toanother subsidiary company.The details of the significant subsidiary companies are disclosed in Note 41.Disposal of Interest in a Subsidiary Company without Loss of ControlOn 10 March 2011, the Group disposed of its 49% interest in a wholly-owned subsidiary company, Alverno InvestmentsLimited, to PVPF 6 Limited, a wholly-owned subsidiary company of PRUPIM Vietnam Property Fund Limited for aconsideration of $24,991,000. The consideration was derived based on proportionate rights to projected proceeds forcertain phases of a project in Ho Chi Minh City. The difference between the consideration received and the book valueof the interest disposed of amounting to $12,932,000 is reflected in equity as a gain on disposal of interest in asubsidiary company without loss of control.Disposal of Subsidiary CompaniesOn 25 January 2011, the Group and <strong>Keppel</strong> Telecommunications & Transportation Ltd (“KT&T”) announced theformation of <strong>Keppel</strong> Data Centres Holding Pte Ltd (“<strong>Keppel</strong> Data Centres”) to consolidate the data centre assets andposition the business for further growth. In addition, the Group disposed of its interest in a wholly-owned subsidiarycompany, <strong>Keppel</strong> Digihub Ltd, for a consideration of $18,990,000 to <strong>Keppel</strong> Data Centres in which the Group holds a30% interest, giving rise to a gain of $24,418,000 for the Group. At the same time, <strong>Keppel</strong> Data Centres also acquired<strong>Keppel</strong> Datahub Pte Ltd from KT&T Group for a consideration of $8,965,000.In addition to the initial committed capital of $9,000,000 (comprising investment of $3,000,000 and loan of $6,000,000),the Group extended additional loan of $31,539,000 (including interest payable for the full four-year period) to <strong>Keppel</strong>Data Centres in 2011.On 14 December 2011, the Group disposed of its 87.51% equity interest in Ocean Properties Pte. Limited toK-REIT Asia for a consideration of $1,579,242,000 under a share purchase agreement. The Group has beengranted a call option to acquire the same shares exercisable at the price of $1 upon the expiry of 99 years from14 December 2011 under this agreement. The call option may be exercised earlier upon the occurrence of certainspecified events as stipulated in the call option deed. The call option granted to the Group is carried at fair value on thebalance sheet as other non-current asset (see Note 21).212<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


The fair values of the net assets of subsidiary companies disposed of were as follows:$’000Investment properties 1,210,133Fixed assets 139Debtors 10,644Cash and cash equivalents 20,467Bank borrowings (410,222)Creditors (116,137)Amounts due to related companies (68,424)Deferred taxation (60,076)Tax provision 464Non-controlling interest deconsolidated (76,659)Net assets disposed 510,329Sales consideration 1,598,232Less: cash and cash equivalents disposed (20,467)Net cash inflow on disposal 1,577,765Notes to the Financial Statements213


Notes to the Financial Statements23. Associated CompaniesGroupCompany2011 2010 2009 2011 2010(Restated) (Restated)$’000 $’000 $’000 $’000 $’000Investment, at cost 1,678,488 1,148,128 1,086,048 88,355 120,201Share of post-acquisition reserves 314,206 180,439 238,097 - -Investment in associated companies 1,992,694 1,328,567 1,324,145 88,355 120,201Impairment - - - (18,340) (18,340)1,992,694 1,328,567 1,324,145 70,015 101,861Investment in associated companies isrepresented by:Quoted shares(Market value: $993,900,000;2010: $882,858,000) 1,271,130 774,977 748,431 - -Unquoted shares 721,564 553,590 575,714 88,355 120,2011,992,694 1,328,567 1,324,145 88,355 120,201The details of the significant associated companies are disclosed in Note 41.The Group’s share of net profit of associated companies is as follows:2011 2010(Restated)$’000 $’000Share of pre-tax profit before fair value gain on investmentproperties/impairment 174,960 196,868Share of fair value gain on investment properties/impairment 196,868 414,683Share of pre-tax profit 371,828 611,551Share of taxation (see Note 12) (68,022) (52,380)Share of net profit 303,806 559,171The summarised financial information of the associated companies on a 100% basis is as follows:2011 2010(Restated)$’000 $’000Total assets 12,974,044 8,680,226Total liabilities (7,409,588) (5,005,323)Revenue for the year 1,315,128 1,705,729Profit for the year 799,730 1,406,624214<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


24. Long-term InvestmentsGroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Quoted shares in corporations 54 68 - -Unquoted shares in corporations 8,395 7,283 8,366 7,254Private property fund 117,314 103,987 - -125,763 111,338 8,366 7,25425. Properties Held for SaleGroup2011 2010 2009(Restated) (Restated)$’000 $’000 $’000(a)Properties under development:<strong>Land</strong> cost 2,745,216 1,818,280 776,167Development cost incurred to-date 819,778 671,127 566,031Overhead expenditure and recognised profit 221,864 137,369 96,296Progress billings received and receivable (650,932) (638,179) (513,217)Allowance for foreseeable losses (26,158) (30,541) (36,559)3,109,768 1,958,056 888,718Analysis of allowance for foreseeable losses:At 1 January (30,541) (36,559) (64,079)Transfer to completed properties held for sale - - 12,539(Allowance)/write-back of allowance (8,132) 2,600 5,028Allowance utilised 12,697 3,418 9,953Exchange differences on consolidation (182) - -At 31 December (26,158) (30,541) (36,559)(b) Completed properties held for sale 46,739 25,558 153,599Allowance for foreseeable losses (7,858) (6,406) (11,642)38,881 19,152 141,957Analysis of allowance for foreseeable losses:At 1 January (6,406) (11,642) (8,108)Transfer from properties under development - - (12,539)(Allowance)/write-back of allowance (2,985) 1,272 8,209Allowance utilised 1,574 3,960 786Exchange differences on consolidation (41) 4 10At 31 December (7,858) (6,406) (11,642)3,148,649 1,977,208 1,030,675Notes to the Financial Statements215


Notes to the Financial Statements25. Properties Held for Sale (continued)The following table provides information about agreements that are in progress at the reporting date whose revenueare recognised on a percentage of completion basis:Group2011 2010 2009(Restated) (Restated)$’000 $’000 $’000Aggregate amount of costs incurred and recognised profit(less recognised losses) to date 1,442,860 1,002,705 73,355Less: Progress billings (264,297) (76,905) (32,033)1,178,563 925,800 41,322Interest capitalised during the year was $47,975,000 (2010: $16,368,000) at rates ranging from 0.67% to 2.50%(2010: 1.00% to 2.50%) per annum for Singapore properties and 2.04% to 23.30% (2010: 2.88% to 15.50%) per annumfor overseas properties.The allowance for foreseeable losses is estimated taking into account estimated selling prices and estimated totalconstruction costs. The estimated selling prices are based on recent selling prices for the development project orcomparable projects and the prevailing market conditions. The estimated total construction costs include contractedamounts plus estimated costs to be incurred based on historical trends. The allowance is progressively reversed forthose residential units sold above their carrying amounts.Properties amounting to $778,508,000 (2010: $444,705,000) in value and included in the above balances weremortgaged to banks as securities for borrowings as referred to in Notes 17 and 31.26. StocksGROUP2011 2010$’000 $’000Spare parts and consumable stocks 3,725 3,265216<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


27. DebtorsGroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000(a) Trade debtors 71,320 89,737 - -Allowance for doubtful debts (268) (832) - -71,052 88,905 - -(b)(c)Other debtors:Deposits paid 5,176 4,490 - -<strong>Land</strong> tender deposits 38,020 140,021 - -Advance payments for properties acquisitions 323,423 241,796 - -Interest receivable 11,020 10,707 - -Advances to corporations in which the Group hasequity interests 249 250 - -Advances to non-controlling shareholders of certainsubsidiary companies 104,474 44,759 - -Derivative financial instruments - 4,701 - -Other debtors 29,198 25,536 - -Other recoverable amounts 39,803 31,552 184 177551,363 503,812 184 177Allowance for doubtful debts (23,871) (23,899) - -527,492 479,913 184 177Non-financial assets:Prepaid project costs and prepayments 24,051 17,935 3,983 4,651622,595 586,753 4,167 4,828Trade debtors that are past due but not impaired:Past due < 3 months and not impaired 11,579 23,661 - -Past due 3 - 6 months and not impaired 10,281 2,713 - -Past due > 6 months and not impaired 13,298 15,211 - -35,158 41,585 - -Analysis of allowance for doubtful debts - Trade:At 1 January (832) (837) - -Write-back of allowance/(allowance) 462 (4) - -Write-off against allowance 10 7 - -Companies disposed 92 - - -Exchange differences on consolidation - 2 - -At 31 December (268) (832) - -Analysis of allowance for doubtful debts - Non-trade:At 1 January (23,899) (23,660) - -Write-back of allowance/(allowance) 24 (405) - -Exchange differences on consolidation 4 166 - -At 31 December (23,871) (23,899) - -Notes to the Financial Statements217


Notes to the Financial Statements27. Debtors (continued)Advances to corporations in which the Group has equity interests are unsecured, have no fixed terms of repaymentand are interest-free. These advances represent mainly the Group’s interest in the underlying property developmentprojects undertaken by a Singapore corporation.Advances to non-controlling shareholders of certain subsidiary companies are unsecured and have no fixed terms ofrepayment. Interest-bearing advance of $3,579,000 (2010: Nil) is charged at rate of 14.00% (2010: Nil) per annum.Debtors are denominated in the following currencies:GroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Singapore dollar 49,683 50,126 4,167 4,828Renminbi 385,474 326,597 - -United States dollar 30,251 144,614 - -Vietnamese dong 107,922 30,101 - -Indonesian rupiah 7,647 8,751 - -Indian rupee 5,387 6,544 - -Philippines peso 2,225 2,255 - -Thai baht 1,837 2,652 - -Hong Kong dollar 30,889 14,108 - -Others 1,280 1,005 - -622,595 586,753 4,167 4,828218<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


28. Amounts Owing by/to Holding Company and Related PartiesGroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Advances owing by:Subsidiary companies - - 5,593,402 3,299,158Associated companies 149,721 126,801 2,907 2,907Related companies 8,239 8,468 3,756 4,000157,960 135,269 5,600,065 3,306,065Advances owing to:Subsidiary companies - - 1,430,796 5,240Associated companies 5,437 2,844 - -Current accounts owing to holding companyand related companies 869 323 - -6,306 3,167 1,430,796 5,240Advances owing by/to subsidiary companies are non-trade related, unsecured and have no fixed terms of repayment.Interest-bearing advances of $3,625,977,000 (2010: $2,722,524,000) to subsidiary companies are charged at ratesranging from 0.10% to 4.78% (2010: 0.10% to 4.78%) per annum.Advances owing by/to associated companies are non-trade related, unsecured and have no fixed terms of repayment.Interest-bearing advances of $47,997,000 (2010: $11,662,000) to associated companies are charged at 1.22% to10.70% (2010: 5.00%) per annum. Interest-bearing advances of $3,636,000 (2010: $1,518,000) from associatedcompanies are charged at rates ranging from 0.19% to 0.44% (2010: 0.18% to 0.45%) per annum.Advances owing by subsidiary companies are denominated in the following currencies:Company2011 2010$’000 $’000Singapore dollar 5,258,600 3,290,472United States dollar 279,756 11Hong Kong dollar 46,774 -Philippines peso 8,272 8,6755,593,402 3,299,158Notes to the Financial Statements219


Notes to the Financial Statements28. Amounts Owing by/to Holding Company and Related Parties (continued)Advances owing to subsidiary companies are denominated in the following currencies:Company2011 2010$’000 $’000Singapore dollar 1,430,796 4,947Hong Kong dollar - 2931,430,796 5,240Advances owing by associated companies are denominated in the following currencies:GroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Singapore dollar 89,690 56,283 2,907 2,907United States dollar 50,791 52,205 - -Philippines peso 6,654 6,651 - -Vietnamese dong 2,586 - - -Renminbi - 11,662 - -149,721 126,801 2,907 2,907Advances owing to associated companies are denominated in the following currencies:Group2011 2010$’000 $’000Singapore dollar 5,437 2,844Advances owing by related companies are interest-free, unsecured, have no fixed terms of repayment and aredenominated in the following currencies:GroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Singapore dollar 6,997 6,974 2,514 2,506United States dollar 1,242 1,494 1,242 1,4948,239 8,468 3,756 4,000Current accounts owing to holding company and related companies are interest-free, unsecured, have no fixed terms ofrepayment and are largely denominated in Singapore dollar of $302,000 (2010: $145,000) and United States dollar of$450,000 (2010: $142,000).220<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


29. Cash and Cash EquivalentsGroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Fixed deposits with banks 688,446 480,411 - -Bank balances and cash 220,819 176,055 429 336Deposits with related companies 1,032,672 932,580 - 181,941,937 1,589,046 429 354Cash and cash equivalents are denominated in the following currencies:GroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Singapore dollar 1,282,860 1,021,976 389 321Renminbi 473,077 431,676 - -United States dollar 50,080 46,224 40 18Indonesian rupiah 42,342 29,709 - -Vietnamese dong 41,910 26,496 - -Indian rupee 24,288 17,083 - -Saudi riyal 13,290 1,140 - -Philippines peso 9,121 9,766 - -Others 4,969 4,976 - 151,941,937 1,589,046 429 354Fixed deposits with banks and related companies mature in varying periods, substantially between 1 day to 3 months(2010: substantially between 1 day to 3 months) from the financial year-end. Fixed deposits with banks during the yearbear interest at the following rates per annum:2011 2010Lowest Highest Lowest Highest% % % %Singapore dollar 0.02 4.47 0.00 0.27Renminbi 0.36 5.00 1.17 3.18United States dollar 0.09 2.50 0.10 3.00Indonesian rupiah 2.00 7.25 3.50 8.00Vietnamese dong 5.00 18.65 4.50 14.00Indian rupee 3.25 9.00 2.00 6.90Saudi riyal 0.15 0.30 0.15 0.27Philippines peso 2.25 4.00 2.75 3.75Interest rates on deposits with related companies are disclosed in Note 6.GROUP2011 2010$’000 $’000(a)(b)Amounts held under project accounts, withdrawals from which arerestricted to payments for expenditures incurred on projects 135,087 82,368Amounts held in escrow accounts for the acquisition of land overseas,payment of construction costs and progress billings received 23,635 24,141Notes to the Financial Statements221


Notes to the Financial Statements30. CreditorsGroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Trade creditors 133,079 76,001 - -Loans from non-controlling shareholders of certainsubsidiary companies 257,920 248,239 - -Rental and income support payable toan associated company 194,211 53,895 - -Accrual for staff costs 77,913 58,162 - -Retention monies 30,865 41,425 - -Deposits received 32,110 42,293 - -Interest payable 9,462 10,237 7,248 7,093Derivative financial instruments 2,442 - - -Accrual for development costs and other payables 313,415 363,945 42,839 43,8841,051,417 894,197 50,087 50,977The loans from the non-controlling shareholders of certain subsidiary companies are unsecured and have no fixedterms of repayment. Interest-bearing loans from the non-controlling shareholders amounted to $59,082,000(2010: $119,187,000) and interest is payable at rates ranging from 0.93% to 6.00% (2010: 1.13% to 6.00%) per annum.Rental and income support payable to an associated company represents the remaining top-up payments to be madeby the Group to K-REIT Asia in respect of the disposal of the Group’s interests in two associated companies and asubsidiary company to K-REIT Asia.Creditors are denominated in the following currencies:GroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Singapore dollar 621,898 519,906 50,087 50,977Renminbi 218,683 157,853 - -United States dollar 59,445 65,784 - -Vietnamese dong 20,807 21,313 - -Indonesian rupiah 14,293 19,462 - -Indian rupee 15,352 16,146 - -Saudi riyal 89,214 88,027 - -Others 11,725 5,706 - -1,051,417 894,197 50,087 50,977222<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


31. Short-term BorrowingsGroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Unsecured borrowings under MTN Programme 50,000 20,000 50,000 20,000Liability component of convertible bond - 282,536 - 282,536Bank borrowings:Secured 19,423 13,513 - -Unsecured 131,737 722 100,000 -151,160 14,235 100,000 -Unsecured loans from related company 53 21 - -201,213 316,792 150,000 302,536Unsecured borrowings under the MTN Programme comprise fixed rate notes with interest at 4.25% (2010: 3.76%)per annum.Secured bank borrowings are generally secured by:(a) mortgage on the borrowing subsidiary companies’ properties held for sale (see Note 25); and(b) assignment of all rights, titles and benefits with respect to some of the properties mortgaged.Unsecured bank borrowings are repriced within 2 months to 6 months (2010: within 2 weeks to 3 months).Convertible BondThe liability component of the convertible bond issued in 2006 (“2006 Bond”) is recognised on the balance sheet asfollows:Group and Company2011 2010$’000 $’000At 1 January 282,536 -Reclassification (to)/from long-term borrowings (see Note 17) (285,609) 275,925Interest expense (see Note 7) 6,813 14,111Interest paid (3,740) (7,500)At 31 December - 282,536As the 2006 Bond may be redeemed at the option of the bondholders on 23 June 2011, it was reclassified to shorttermborrowings in 2010. As no bondholder exercised the option on 23 June 2011, the 2006 Bond has beenreclassified to long-term borrowings during the year. Details of the 2006 Bond are shown in Note 17.Notes to the Financial Statements223


Notes to the Financial Statements31. Short-term Borrowings (continued)Interest rates (per annum) on the Group’s borrowings, except for borrowings under the MTN Programme andconvertible bond, are as follows:2011 2010Lowest Highest Lowest Highest% % % %Secured bank borrowings denominated in:Indonesian rupiah 9.63 9.93 9.75 11.75Thai baht 6.50 7.63 - -Unsecured bank borrowings denominated in:Singapore dollar 1.48 1.69 - -Thai baht 4.30 4.81 - -Indian rupee - - 10.20 12.70Short-term borrowings are denominated in the following currencies:GroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Singapore dollar 150,053 302,557 150,000 302,536Thai baht 36,747 - - -Indonesian rupiah 14,413 13,513 - -Indian rupee - 722 - -201,213 316,792 150,000 302,53632. Segment ReportingFor management purposes, the Group is organised into strategic business units based on their products, services andgeography. The Group has four reportable operating segments as follows:(a)(b)(c)(d)Property trading− Develops residential properties and townships in Asia, primarily Singapore, China, Vietnam, India andIndonesia.Property investment− Owns/manages office and other commercial properties in Asia, primarily Singapore, Vietnam and Indonesia.Fund management− Involves in property investment and fund management in Asia.Hotels and resorts, property services and others− Is the aggregate of the hotels and resorts operating segment, the property services operating segment andothers.Management monitors the results of each of the above operating segments for the purpose of making decisions aboutresource allocation and performance assessment. Segment performance is evaluated based on net profit or loss.Information regarding the Group‘s reportable segments is presented below.224<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Hotels andresorts,PropertyProperty Property Fund Services, Inter-segment2011 Trading Investment Management and Others Elimination Total$’000 $’000 $’000 $’000 $’000 $’000External sales 708,079 80,105 82,300 78,490 - 948,974ResultsEBITDA (1) 128,566 49,853 54,956 (37,698) - 195,677Depreciation charge (3,913) (227) (288) (4,354) - (8,782)Investment income 1,156 - 17,886 258 - 19,300Net interest income/(expenses) 19,903 (2,544) 203 (22,211) - (4,649)Share of results of associatedcompanies 115,729 44,957 2,607 11,667 - 174,960Gain on acquisition of additionalinterest in an associated company - - - 3,629 - 3,629Corporate restructuring surplus - 508,085 - - - 508,085Other gain - - - 24,418 - 24,418Pre-tax profit/(loss) beforefair value gain on investmentproperties/impairment 261,441 600,124 75,364 (24,291) - 912,638Fair value gain on investmentproperties/impairment - 613,068 - (21,778) - 591,290Pre-tax profit/(loss) afterfair value gain on investmentproperties/impairment 261,441 1,213,192 75,364 (46,069) - 1,503,928Taxation (47,399) (48,185) (10,095) (2,547) - (108,226)Profit/(loss) for the year 214,042 1,165,007 65,269 (48,616) - 1,395,702Non-controlling interests (15,580) (23,924) - 9,448 - (30,056)Net profit/(loss) 198,462 1,141,083 65,269 (39,168) - 1,365,646Other informationSegment assets 5,490,213 2,179,047 154,427 4,593,755 (2,939,848) 9,477,594Segment liabilities (2,478,726) (386,741) (47,053) (3,791,302) 2,939,848 (3,763,974)Net assets 3,011,487 1,792,306 107,374 802,453 - 5,713,620Investment in associatedcompanies 552,469 1,397,005 1,836 41,384 - 1,992,694Additions to non-current assets (2) 44,560 612,282 177 6,549 - 663,568Geographical informationOtherSingapore Countries Total$’000 $’000 $’000External sales 407,532 541,442 948,974Non-current assets (3) 2,801,058 801,670 3,602,728Notes:(1) EBITDA refers to profit before interest, taxation, depreciation charge and amortisation charge.(2) Additions to non-current assets comprise investment in associated companies, purchase of fixed assets and expenditure on investmentproperties.(3) Non-current assets comprise fixed assets, investment properties, amounts owing by associated companies, investments and othernon-current asset.Notes to the Financial Statements225


Notes to the Financial Statements32. Segment Reporting (continued)Hotels andresorts,PropertyProperty Property Fund Services, Inter-segment2010 Trading Investment Management and Others Elimination Total(Restated) $’000 $’000 $’000 $’000 $’000 $’000External sales 472,718 70,200 68,723 73,767 - 685,408resultsEBITDA (1) 106,571 48,595 50,675 (742) - 205,099Depreciation charge (3,624) (292) (184) (4,907) - (9,007)Investment income 5,020 - - 405 - 5,425Net interest income/(expenses) 7,767 (2,638) 266 (19,319) - (13,924)Share of results of associatedcompanies 152,512 33,102 1,398 9,856 - 196,868Gain on acquisition of additionalinterest in an associated company - - - 2,678 - 2,678Corporate restructuring surplus - 363,848 - - - 363,848Pre-tax profit/(loss) beforefair value gain on investmentproperties/impairment 268,246 442,615 52,155 (12,029) - 750,987Fair value gain on investmentproperties/impairment - 442,650 - (16,840) - 425,810Pre-tax profit/(loss) afterfair value gain on investmentproperties/impairment 268,246 885,265 52,155 (28,869) - 1,176,797Taxation (55,524) (36,091) (11,144) (16,075) - (118,834)Profit/(loss) for the year 212,722 849,174 41,011 (44,944) - 1,057,963Non-controlling interests 161 (13,751) - 8,546 - (5,044)Net profit/(loss) 212,883 835,423 41,011 (36,398) - 1,052,919Other informationSegment assets 4,011,979 2,660,454 133,962 3,401,488 (2,123,841) 8,084,042Segment liabilities (1,977,093) (886,097) (33,665) (2,880,515) 2,123,841 (3,653,529)Net assets 2,034,886 1,774,357 100,297 520,973 - 4,430,513Investment in associatedcompanies 383,672 894,953 2,794 47,148 - 1,328,567Additions to non-current assets (2) 77,687 260,667 1,083 31,829 - 371,266Geographical informationOtherSingapore Countries Total$’000 $’000 $’000External sales 172,387 513,021 685,408Non-current assets (3) 3,036,422 756,079 3,792,501Notes:(1) EBITDA refers to profit before interest, taxation, depreciation charge and amortisation charge.(2) Additions to non-current assets comprise investment in associated companies, purchase of fixed assets and expenditure on investmentproperties.(3) Non-current assets comprise fixed assets, investment properties, amounts owing by associated companies, investments and othernon-current asset.226<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


33. Capital and Lease CommitmentsGROUP2011 2010$’000 $’000(a)Estimated development costs for properties held for sale:(i) Contracted for 1,557,307 1,101,624(ii) Not contracted for 1,442,782 1,645,1763,000,089 2,746,800Non-controlling interests (264,023) (256,745)2,736,066 2,490,055(b) Estimated funding in associated companies for project developments 540,827 1,040,175(c) Capital expenditure contracted on investment properties 108,986 246,059Non-controlling interests (248) (30,860)108,738 215,199(d) Other capital expenditures 20,941 2,193(e)Operating lease commitments are as follows:The Group has entered into commercial property leases on its properties. The future minimum rental incomereceivable under significant non-cancellable leases is as follows:GROUP2011 2010$’000 $’000Within 1 year 59,923 65,425Between 1 to 5 years 66,000 78,869After 5 years 48,923 49,912174,846 194,206Generally, the Group’s non-cancellable leases are for terms of 3 years (2010: 3 years).34. Contingent LiabilitiesGroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Unsecured guarantees given to financial institutionsin connection with facilities given to:(a) Subsidiary companies - - 331,526 286,681(b) Associated companies 6,889 7,260 1,684 1,949(c) Certain end-purchasers of overseas residential properties 51,783 49,836 - -Non-controlling interests (25,365) (13,716) - -26,418 36,120 - -The financial effects of FRS 39 relating to financial guarantee contracts issued by the Group and the Company are notmaterial to the financial statements and are, therefore not recognised.No material losses under these guarantees are expected.Notes to the Financial Statements227


Notes to the Financial Statements35. Significant Related Party Transactions(a)In addition to the related party transactions disclosed elsewhere in the financial statements, the Group enteredinto the following significant related party transactions with the holding company and related parties:With Holding With With Holding WithCompany Group’s Company Group’sand Related Associated and Related AssociatedCompanies Companies Companies Companies2011 2011 2010 2010$’000 $’000 $’000 $’000Interest income 987 6,064 272 14,157Interest expense:Charged to profit and loss account 114 - 119 -Capitalised under development cost 1,416 - 2,225 -Foreign exchange transactions 74,468 - 363,712 -Management fees paid 4,923 - 5,237 -Rental income 66 - - -Rental expense 4,723 - 3,666 -Project development and managementfees received 2,056 645 1,734 1,292Property management fees received 1,215 76 2,043 79Marketing commission received 3,772 2,104 5,504 4,048Management and support service fees received 8,971 171 7,144 451Asset management fees received 47,130 - 35,879 -Other products and service fees paid 1,352 - 1,181 -Consideration for acquisition of a property - - - 573,000Consideration for disposal of interests insubsidiary companies - 1,598,232 - -Aggregate consideration for disposal ofinterest in an associated company - - - 1,399,221(b)Transactions entered into by the Group with the Temasek Group:2011 2010$’000 $’000Committed capital for formation of an associated company 14,400 -Rental received 127 214Consideration for disposal of interest in an associated company - 5,698(c)Transactions entered into by the Group with the Directors of the Company are as follows:2011 2010$’000 $’000Consideration for the sales of units in Singapore and overseasresidential development to Directors of the Company and/or their immediate family members at prevailing pricesapplicable to third parties 1,429 1,209The related party transactions in (a) and (b) above are entered into in the normal course of business based onterms agreed between the parties.228<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


36. Financial Risk ManagementThe Group operates primarily in Singapore, China, Vietnam, India and Indonesia and is exposed to a variety of financialrisks pertaining to changes in interest rates, fluctuations in currency exchange rates, credit and liquidity risks. TheGroup’s overall risk management strategy seeks to minimise the adverse effects from the unpredictability of financialmarkets on the Group’s profit. The Group uses financial instruments such as currency forwards, interest rate swaps,interest rate caps and foreign currency borrowings to hedge certain financial risk exposures whenever it is appropriate.Assessment of financial risks is carried out regularly by management and reported to the Board Risk Committee, whichwill review and guide management on the Group’s risk profile, risk identification, management of significant risks, riskmitigation strategies, and risk policies.The risk management policies are summarised as follows:(a)Interest Rate RiskThe Group’s exposure to changes in interest rates is in respect of debt obligations and deposits with relatedcompanies and financial institutions.The interest rate management policy is aimed at optimising net interest cost and reducing volatility. The Groupborrows a mix of fixed and variable rate debts with varying tenors, and also uses interest rate swaps and caps tohedge against changes in interest rates on the underlying debt obligations whenever it is appropriate.As at 31 December 2011, the Group has no outstanding agreements with financial institutions for interest rateswaps or caps.Sensitivity analysis for interest rate risk:The Group’s borrowings at variable rates on which effective hedges have not been entered into, are denominatedmainly in Singapore dollar and United States dollar. If interest rates increase/decrease by 0.5% (2010: 0.5%) withall other variables, including tax rate, being held constant, the Group’s profit after taxation will be lower/higherby $5,127,000 (2010: $5,002,000).(b)Foreign Currency RiskForeign currency risk arises when transactions are denominated in currencies other than the respective functionalcurrencies of the various entities in the Group, and such changes will impact the Group’s profit.As at 31 December 2011, the Group has outstanding forward currency contracts of nominal amounts ofUS$60 million (2010: US$47 million) to hedge its risk in respect of management fees receivables in this currency.The derivative liability and asset on these forward contracts are as shown in Notes 30 and 27 respectively.In addition, the Group is exposed to foreign currency movements on its net investment in foreign subsidiary andassociated companies, which generate revenue and incur costs denominated in foreign currencies; and suchchanges impact the results and reserves of the Group. This currency exposure is, as practicable as possible,managed through borrowings in the same currencies in which the assets are denominated.Notes to the Financial Statements229


Notes to the Financial Statements36. Financial Risk Management (continued)(b)Foreign Currency Risk (continued)The carrying amounts of significant financial assets and financial liabilities denominated in currencies other thanthe functional currencies of the respective entities are as follows:2011 2010unitedUnitedStates Indonesian Indian Vietnamese States Indonesian Indian VietnameseDollar Renminbi Rupiah Rupee Dong Dollar Renminbi Rupiah Rupee Dong(USD) (R<strong>MB</strong>) (IDR) (INR) (VND) (USD) (R<strong>MB</strong>) (IDR) (INR) (VND)$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000Financial AssetsDebtors 3,633 138 1,007 - 1,654 96,091 205 679 - 30,101Cash and cashequivalents 37,125 169 1,616 55 16,159 37,996 30 1,103 36 26,496Long-terminvestments 125,680 - - - - 111,241 - - - -Financial LiabilitiesCreditors (40,508) (141) (1,878) - (5,874) (37,367) (21) (4,180) - (21,313)Borrowings (186,172) - - - - - - - - (27,052)Sensitivity analysis for currency risk:If the relevant foreign currencies change against the respective functional currencies of the Group entities by 5%(2010: 5%) with all other variables, including tax rate, being held constant, the effect arising from the net financialassets/liabilities position will be as follows:Profit after TaxationIncrease/(Decrease)2011 2010$’000 $’000USD against SGD− strengthened (3,012) 10,398− weakened 3,012 (10,398)R<strong>MB</strong> against SGD− strengthened 8 11− weakened (8) (11)IDR against SGD− strengthened 37 (120)− weakened (37) 120INR against SGD− strengthened 3 2− weakened (3) (2)VND against USD− strengthened 597 412− weakened (597) (412)230<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(c)Credit RiskCredit risk is the risk of loss that may arise on outstanding financial instruments should a counterparty default onits obligations.Trade debtors comprise mainly the Group’s customers who bought residential units and tenants of commercialproperties.Bank deposits are mainly deposits with banks that meet appropriate credit criteria.The following situations may give rise to credit risk:(i)That the tenants of investment properties and purchasers of development properties may default on theirobligations to pay the amounts owing to the Group.(a)(b)For investment properties, the Group manages credit risks arising from tenants defaulting on theirrental by requiring the tenants to furnish cash deposits, and/or banker’s guarantees. The Group alsohas a policy of regular review of debt collection and rental contracts are entered into with customerswith an appropriate credit history.For trading properties, the Group generally has the following recourse:− Forfeiture of instalments paid and re-sale of the re-possessed properties; and− Claim against the purchasers for any shortfall from the re-sale.(ii)That a counterparty will default on its contractual obligations under financial instrument contracts resultingin financial loss to the Group. It is generally limited to the amounts, if any, by which the counterparty’sobligations exceed the obligations of the Group. It is also the Group’s policy to enter into financialinstrument contracts with a diversity of prime financial institutions and creditworthy parties. Credit risks aremonitored on an ongoing basis.As at 31 December 2011 and 2010, there were no significant concentration of credit risks other than the depositsplaced with related companies as disclosed in Note 29.The maximum exposure to credit risk is the carrying amount of financial assets which are mainly trade and otherdebtors, amounts owing by holding company and related parties, cash and cash equivalents, other non-currentasset and financial guarantees.(d)Liquidity RiskLiquidity risk is the risk that the Group or the Company will encounter difficulty in meeting financial obligations dueto shortage of funds. The Group manages the liquidity risk by maintaining sufficient cash, internally generatedcashflows, and the availability of funding resources through adequate committed credit facilities. The Group alsomaintains a mix of short-term money market borrowings as well as the ability to tap the capital market through theMTN Programme and convertible bonds to fund working capital requirements and capital expenditure/investments.Notes to the Financial Statements231


Notes to the Financial Statements36. Financial Risk Management (continued)(d)Liquidity Risk (continued)The following table summarises the maturity profile of the Group’s and the Company’s financial assets andliabilities at the balance sheet date based on contractual undiscounted repayment obligations.2011 2010 (Restated)BetweenBetweenWithin 1 to 5 After Within 1 to 5 After1 Year Years 5 Years Total 1 Year Years 5 Years Total$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000GROUPFinancial AssetsOther non-currentasset - - 103,900 103,900 - - - -Long-terminvestments - 111,010 14,753 125,763 - 103,987 7,351 111,338Debtors (excludingnon-financialassets) 598,544 - - 598,544 568,818 - - 568,818Amounts owingby holdingcompany andrelated parties 157,960 542,587 - 700,547 135,269 446,161 - 581,430Cash and cashequivalents 1,941,937 - - 1,941,937 1,589,046 - - 1,589,0462,698,441 653,597 118,653 3,470,691 2,293,133 550,148 7,351 2,850,632Financial LiabilitiesCreditors 1,051,417 - - 1,051,417 894,197 - - 894,197Amounts owingto holdingcompany andrelated parties 6,306 - - 6,306 3,167 - - 3,167Borrowings 201,213 2,264,091 100,000 2,565,304 334,256 2,121,233 100,000 2,555,4891,258,936 2,264,091 100,000 3,623,027 1,231,620 2,121,233 100,000 3,452,853Total netundiscountedfinancial assets/(liabilities) 1,439,505 (1,610,494) 18,653 (152,336) 1,061,513 (1,571,085) (92,649) (602,221)232<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


2011 2010 (Restated)BetweenBetweenWithin 1 to 5 After Within 1 to 5 After1 Year Years 5 Years Total 1 Year Years 5 Years Total$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000COMPANYFinancial AssetsLong-terminvestments - - 8,366 8,366 - - 7,254 7,254Debtors (excludingnon-financialassets) 184 - - 184 177 - - 177Amounts owingby holdingcompany andrelated parties 5,600,065 - - 5,600,065 3,306,065 - - 3,306,065Cash and cashequivalents 429 - - 429 354 - - 3545,600,678 - 8,366 5,609,044 3,306,596 - 7,254 3,313,850Financial LiabilitiesCreditors 50,087 - - 50,087 50,977 - - 50,977Amounts owingto holdingcompany andrelated parties 1,430,796 - - 1,430,796 5,240 - - 5,240Borrowings 150,000 1,493,264 100,000 1,743,264 320,000 1,220,000 100,000 1,640,0001,630,883 1,493,264 100,000 3,224,147 376,217 1,220,000 100,000 1,696,217Total netundiscountedfinancial assets/(liabilities) 3,969,795 (1,493,264) (91,634) 2,384,897 2,930,379 (1,220,000) (92,746) 1,617,633Notes to the Financial Statements233


Notes to the Financial Statements36. Financial Risk Management (continued))(d)Liquidity Risk (continued)The following table shows the contractual expiry by maturity of the Group’s and Company’s contingent liabilities.The maximum amounts that the Group and the Company could be called upon under the financial guaranteecontracts, if the full guaranteed amount is claimed by the counterparty, are as disclosed in Note 34. They areallocated to the earliest period in which the guarantee could be called upon.2011 2010BetweenBetweenWithin 1 to 5 Within 1 to 51 Year Years Total 1 Year Years Total$’000 $’000 $’000 $’000 $’000 $’000GROUPFinancial guarantees 1,684 5,205 6,889 1,949 5,311 7,260COMPANYFinancial guarantees 9,034 324,176 333,210 8,840 279,790 288,630(e)Categories of Financial Assets and Financial LiabilitiesThe following table sets out the financial instruments as at the balance sheet date:GroupCompany2011 2010 2011 2010$’000 $’000 $’000 $’000Financial AssetsAvailable-for-sale financial assets 125,763 111,338 8,366 7,254Derivative financial instruments 103,900 4,701 - -Loans and receivables (includingcash and cash equivalents) 3,241,028 2,734,593 5,600,678 3,306,596Financial LiabilitiesDerivative financial instruments 2,442 - - -Liabilities carried at amortised carrying value 3,592,694 3,413,825 3,196,256 1,657,189234<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(f) Capital ManagementThe Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a goingconcern and to maintain an optimal capital structure so as to maximise shareholder value. In order to maintainor achieve an optimal capital structure, the Group may adjust the amount of dividend payment, return capital toshareholders, issue new shares, buy back issued shares, obtain new borrowings or sell assets to reduceborrowings.Management monitors capital based on the net debt-equity ratio, which is calculated as net debt divided by totalcapital. Net debt is calculated as borrowings less cash and cash equivalents, and total capital is calculated asequity including non-controlling interests in subsidiary companies.GroupCompany2011 2010 2009 2011 2010(Restated) (Restated)$’000 $’000 $’000 $’000 $’000Net debt 595,476 927,415 834,012 1,714,944 1,600,618Total capital 5,713,620 4,430,513 3,581,415 3,789,406 3,021,177Net debt-equity ratio (times) 0.10 0.21 0.23 0.45 0.5337. Fair Value of Financial Assets and LiabilitiesThe carrying amounts of the following financial assets and liabilities of the Group and Company approximate their fairvalues due to their short-term nature: Cash and cash equivalents, trade and other debtors, creditors, amounts owingby/to related companies and short-term borrowings.The fair values of the long-term borrowings as at 31 December 2011 are as stated below. They are estimated usingdiscounted cash flow analysis based on current rates for similar types of borrowing arrangements.2011 2010Group Company Group CompanyCarrying Fair Carrying Fair Carrying Fair Carrying FairAmount Value Amount Value Amount Value Amount Value$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000Long-term borrowings 2,336,200 2,390,359 1,565,373 1,619,532 2,199,669 2,205,576 1,298,436 1,304,343Amounts owing by associated companies are charged at floating interest rates and their carrying amounts approximatetheir fair values.Notes to the Financial Statements235


Notes to the Financial Statements37. Fair Value of Financial Assets and Liabilities (continued)Fair Value MeasurementThe Group classifies fair value measurement using a fair value hierarchy that reflects the significance of the inputs usedin making the measurements. There are three fair value hierarchy levels, as follows:(a) Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities;(b) Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset orliability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and(c) Level 3 – Inputs for the asset or liability that are not based on observable market data (unobservableinputs).The following table shows an analysis of financial instruments carried at fair value by fair value hierarchy level:2011 2010Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000GROUPAvailable-for-salefinancial assets− Equity instruments 54 - 125,709 125,763 68 - 111,270 111,338Derivative financialinstruments− Call option - - 103,900 103,900 - - - -− Forward currencycontracts - (2,442) - (2,442) - 4,701 - 4,70154 (2,442) 229,609 227,221 68 4,701 111,270 116,039COMPANYAvailable-for-salefinancial assets− Equity instruments - - 8,366 8,366 - - 7,254 7,254There have been no transfers between Level 1, Level 2 and Level 3 during 2011 and 2010.Determination of Fair ValueQuoted equity instruments (see Note 24): The fair value is determined directly by reference to their published market bidprice at the balance sheet date.Unquoted equity instruments (see Note 24): The fair value of investments that are not traded in an active market isdetermined by reference to the underlying net asset value of the investee companies.Derivative financial instruments (see Notes 21, 27 and 30): The fair value of the call option is determined by reference tothe difference in valuations obtained from an independent professional valuer for the underlying investment propertybased on the remaining 850-year leasehold and 99-year leasehold. The fair value of forward currency contracts isbased on the over-the-counter rates.236<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Movement in Level 3 Financial InstrumentsThe following table presents the reconciliation for all financial instruments measured at fair value based on significantunobservable inputs:2011 2010unquoted Derivative Unquoted DerivativeEquity Financial Equity FinancialInstruments Instruments Total Instruments Instruments Total$’000 $’000 $’000 $’000 $’000 $’000GROUPAt 1 January 111,270 - 111,270 67,812 - 67,812Transfer from investment inassociated company - - - 28,689 - 28,689Net fair value gains recognisedin other comprehensive income 282 - 282 1,883 - 1,883Purchases 12,568 - 12,568 12,886 - 12,886Call option granted to the Group - 103,900 103,900 - - -Others 1,589 - 1,589 - - -At 31 December 125,709 103,900 229,609 111,270 - 111,270COMPANYAt 1 January 7,254 - 7,254 6,221 - 6,221Net fair value gains recognised inother comprehensive income 1,112 - 1,112 1,033 - 1,033At 31 December 8,366 - 8,366 7,254 - 7,25438. ComparativesCertain adjustments have been made to the previous years’ financial statements to conform with current year’spresentation in connection with the adoption of INT FRS 115 Agreements for the Construction of Real Estate.As a result, certain line items have been restated in the balance sheets of the Group as at 31 December 2010 and2009, the statements of changes in equity of the Group, the consolidated profit and loss account, consolidatedstatement of comprehensive income and consolidated cash flow statement of the Group for the year ended31 December 2010, and the related notes to the financial statements.39. Events Occurring After the Reporting PeriodOn 19 January 2012, the Group announced that its wholly-owned subsidiary company, Triumph Jubilee Limited, hasentered into a sale and purchase agreement to acquire a 100% interest in Aether Pte Ltd (“Aether Singapore”) for aconsideration of US$136.2 million (approximately S$167.4 million). Aether Singapore indirectly owns 51% interest inBeijing Aether Property Development Ltd which is a property development company involved in a commercial project inBeijing, China.The acquisition is not expected to have a material impact on the net tangible assets per share or earnings per share ofthe Group for the financial year ending 31 December 2012.Notes to the Financial Statements237


Notes to the Financial Statements40. Future Changes in Accounting PoliciesThe Group has not adopted the following standards that have been issued but not yet effective:DescriptionEffective for AnnualPeriods Beginningon or afterAmendments to FRS 107 Disclosures – Transfers of Financial Assets 1 July 2011Amendments to FRS 12 Deferred tax: Recovery of Underlying Assets 1 January 2012Amendments to FRS 1 Presentation of Items of Other Comprehensive Income 1 July 2012Revised FRS 19 Employee Benefits 1 January 2013Revised FRS 27 Separate Financial Statements 1 January 2013Revised FRS 28 Investments in Associates and Joint Ventures 1 January 2013FRS 110 Consolidated Financial Statements 1 January 2013FRS 111 Joint Arrangements 1 January 2013FRS 112 Disclosure of Interests in Other Entities 1 January 2013FRS 113 Fair Value Measurements 1 January 2013The standards that are relevant to the Group are as follows:Amendments to FRS 12 Deferred Tax: Recovery of Underlying AssetsThe Amendments to FRS 12 apply to the measurement of deferred tax liabilities and assets arising from investmentproperties measured using the fair value model under FRS 40 Investment Property, including investment propertyacquired in a business combination and subsequently measured using the fair value model. For the purposes ofmeasuring deferred tax, the Amendments introduce a rebuttable presumption that the carrying amount of an investmentproperty measured at fair value will be recovered entirely through sale. The presumption can be rebutted if theinvestment property is depreciable and is held within a business model whose objective is to consume substantially allof the economic benefits over time, rather than through sale.The Group provides for deferred tax liabilities for its investment properties on the basis that the carrying amount of theinvestment properties will be recovered through use. Upon adoption of the Amendments to FRS 12, there is apresumption that the carrying amount of an investment property measured at fair value will be recovered entirelythrough sale. Accordingly, there will be no deferred tax liability on investment properties in Singapore as there is nocapital gains tax in Singapore.When the Group applies Amendments to FRS 12 in 2012 retrospectively, the 2011 comparative for net profit isexpected to increase by approximately $36.0 million. The deferred tax liabilities are expected to decrease byapproximately $12.3 million. The revenue reserves and share of associated companies’ post-acquisition reserves areexpected to increase by approximately $113.7 million and $102.7 million respectively.Amendments to FRS 1 Presentation of Items of Other Comprehensive IncomeThe Amendments to FRS 1 changes the grouping of items presented in other comprehensive income. Items that couldbe reclassified to profit or loss at a future point in time would be presented separately from items which will never bereclassified. As the Amendments only affect the presentations of items that are already recognised in othercomprehensive income, it will have no impact on the financial position and financial performance of the Group uponadoption.238<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


FRS 110 Consolidated Financial Statements and Revised FRS 27 Separate Financial StatementsFRS 111 Joint Arrangements and Revised FRS 28 Investments in Associates and Joint VenturesFRS 110 establishes a single control model that applies to all entities (including special purpose entities). The changesintroduced by FRS 110 will require management to exercise significant judgment to determine which entities arecontrolled, and therefore are required to be consolidated by the Group, compared with the requirements that were inFRS 27. Therefore, FRS 110 may change which entities are consolidated within a group. The revised FRS 27 wasamended to address the accounting for subsidiary companies, jointly controlled entities and associated companies inseparate financial statements.FRS 111 classifies joint arrangements either as joint operations or joint ventures. Joint operation is a joint arrangementwhereby the parties that have rights to the assets and obligations for the liabilities whereas joint venture is a jointarrangement whereby the parties that have joint control of the arrangement have rights to the net assets of thearrangement. FRS 111 requires the determination of joint arrangement’s classification to be based on the parties’ rightsand obligations under the arrangement, with the existence of a separate legal vehicle no longer being the key factor.FRS 111 disallows proportionate consolidation and requires joint ventures to be accounted for using the equity method.The revised FRS 28 was amended to describe the application of equity method to investments in joint ventures inaddition to associated companies.The Group is currently determining the impact of the above new and revised standards on the Group’s financialstatements.FRS 112 Disclosure of Interests in Other EntitiesFRS 112 is a new and comprehensive standard on disclosure requirements for all forms of interests in other entities,including joint arrangements, associates, special purpose vehicles and other off balance sheet vehicles. FRS 112requires an entity to disclose information that helps users of its financial statements to evaluate the nature and risksassociated with its interests in other entities and the effects of those interests on its financial statements. The Group iscurrently determining the impact of the disclosure requirements. As this is a disclosure standard, it will have no impactto the financial position and financial performance of the Group upon adoption.FRS 113 Fair Value MeasurementsFRS 113 provides a single source of guidance for all fair value measurements. FRS 113 does not change when anentity is required to use fair value, but rather provides guidance on how to measure fair value under FRS when fair valueis required or permitted by FRS. The Group is currently determining the impact of this new standard on the Group’sfinancial statements.41. Significant Group CompaniesInformation relating to the significant subsidiary companies consolidated in these financial statements and the significantassociated companies whose results are included in the financial statements is given on pages 240 to 245.Notes to the Financial Statements239


Significant Subsidiary andAssociated CompaniesFor the financial year ended 31 December 2011Country ofEffective Incorporation/Equity Interest Place of2011 2010 Business Principal Activities% %Subsidiary CompaniesAcresvale Investment Pte Ltd 100 100 Singapore Property development andinvestmentAlpha Investment Partners Limited 100 100 Singapore Fund managementAvenue Park Development Pte Ltd* 52 52 Singapore Property developmentBayfront Development Pte Ltd* 100 100 Singapore Investment holdingBintan Bay Resort Pte Ltd* 90 90 Singapore Investment holdingCastlehigh Pte Ltd 100 100 Singapore Investment holdingD.L. Properties Ltd 65 65 Singapore Property investmentDevonshire Development Pte Ltd* 60 60 Singapore Property developmentEvergro Properties Limited* 100 100 Singapore Property investment anddevelopmentElaenia Pte Ltd Singapore Investment holdingOrdinary shares 100 100Preference shares 51 -Greenfield Development Pte Ltd Singapore Investment holdingOrdinary shares 100 100Preference shares 100 100Harvestland Development Pte Ltd 100 100 Singapore Property development andinvestmentHillwest Pte Ltd* 100 100 Singapore Investment holdingK-REIT Asia Investment Pte Ltd* 100 100 Singapore Investment holdingK-REIT Asia Management Limited 100 100 Singapore Property fund managementK-REIT Asia Property Management Pte Ltd 100 100 Singapore Property management servicesKeplandeHub Limited Singapore Investment holdingOrdinary shares 100 100Preference shares 100 100<strong>Keppel</strong> China Marina Holdings Pte Ltd* 100 100 Singapore Investment holding<strong>Keppel</strong> China Township Development Pte Ltd* Singapore Investment holdingOrdinary shares 100 100Preference shares 100 100<strong>Keppel</strong> Digihub Ltd* (Sold on 25.1.11) - 100 Singapore Property investment<strong>Keppel</strong> <strong>Land</strong> (Arabia) Pte Ltd 100 100 Singapore Investment holding<strong>Keppel</strong> <strong>Land</strong> China Limited (formerly known as<strong>Keppel</strong> <strong>Land</strong> China Pte Limited) 100 100 Singapore Investment holding<strong>Keppel</strong> <strong>Land</strong> Financial Services Pte Ltd 100 100 Singapore Financial services<strong>Keppel</strong> <strong>Land</strong> International Limited Singapore Property servicesOrdinary shares 100 100Preference shares 100 100<strong>Keppel</strong> <strong>Land</strong> (Mayfair) Pte Ltd* 100 100 Singapore Property development<strong>Keppel</strong> <strong>Land</strong> Properties Pte Ltd Singapore Investment holdingOrdinary shares 100 100Preference shares 100 100<strong>Keppel</strong> <strong>Land</strong> Realty Pte Ltd 100 100 Singapore Property development andinvestment<strong>Keppel</strong> <strong>Land</strong> (Tower D) Pte Ltd* 100 100 Singapore Property development andinvestment240<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Country ofEffective Incorporation/Equity Interest Place of2011 2010 Business Principal Activities% %Subsidiary Companies<strong>Keppel</strong> Tianjin Eco-City Investments Pte Ltd* 55 55 Singapore Investment holding<strong>Keppel</strong> Tianjin Eco-City Holdings Pte Ltd* 55 55 Singapore Investment holdingLe-Vision Pte Ltd 100 100 Singapore Investment holdingMansfield Developments Pte Ltd 100 100 Singapore Property developmentMeadowsville Investment Pte Ltd Singapore Investment holdingOrdinary shares 100 100Preference shares 100 100Merryfield Investment Pte Ltd* 100 100 Singapore Investment holdingMontfort Development Pte Ltd Singapore Investment holdingOrdinary shares 100 100Preference shares 100 100Ocean & Capital Properties Pte Limited* 100 100 Singapore Property/investment holdingOcean Properties Pte. Limited* (Sold on 14.12.11) - 88 Singapore Property investmentOceansky Pte Ltd* 100 100 Singapore Investment holdingOIL (Asia) Pte Ltd Singapore Investment holdingOrdinary shares 100 100Preference shares 100 100Pasir Panjang Realty Pte Ltd* 100 100 Singapore Investment holdingPortsville Pte Ltd 100 100 Singapore Investment holdingSaigon Centre Holdings Pte Ltd Singapore Investment holdingOrdinary shares 100 100Preference shares 100 100Sedona Hotels International Pte Ltd 100 100 Singapore Hotel and resort managementSherwood Development Pte Ltd 100 100 Singapore Property developmentSpring City Resort Pte Ltd* Singapore Investment holdingOrdinary shares 100 100Preference shares 100 100Straits Properties Limited 100 100 Singapore Property development andinvestmentStraits Property Investments Pte Ltd 100 100 Singapore Investment holdingStraits-CM Village Hotel Pte Ltd* 39 39 Singapore Investment holdingStraits-KMP Resort Development Pte Ltd* 46 46 Singapore Investment holdingTat Chuan Development (Pte) Ltd 100 100 Singapore Property developmentThird Dragon Development Pte Ltd* 100 100 Singapore Investment holding andmarketing agentWiseland Investment Pte Ltd 100 100 Singapore Investment holdingAintree Assets Limited (H) 100 100 British Virgin Investment holdingIslands/AsiaAlverno Investments Limited* (H) 100 100 British Virgin Investment holdingIslands/VietnamDouble Peak Holdings Limited (H) British Virgin Investment holdingOrdinary shares 100 100 Islands/SingaporePreference shares 100 100Jencity Limited* (H) 90 90 British Virgin Investment holdingIslands/VietnamPembury Properties Limited* (H) 100 100 British Virgin Investment holdingIslands/SingaporeSignificant Subsidiary and Associated Companies241


Significant Subsidiary and Associated CompaniesCountry ofEffective Incorporation/Equity Interest Place of2011 2010 Business Principal Activities% %Subsidiary CompaniesSuccess View Enterprises Limited* (H) 55 55 British Virgin Investment holdingIslands/ChinaBeijing Kingsley Property Development Co Ltd* (G) 100 100 China Property developmentChangzhou Fushi Housing Development Pte Ltd* (G) 100 100 China Property developmentChengdu Hillwest Development Co Ltd* (G) 100 100 China Property developmentChengdu Hillstreet Development Co Ltd* (G) 100 100 China Property developmentChengdu Hilltop Development Co Ltd* (G) 100 100 China Property developmentJiangyin Evergro Properties Co Ltd* (G) 99 99 China Property developmentJiangyin Yangtze International 95 95 China Golf club operations andCountry Club Co Ltd* (G)development<strong>Keppel</strong> Bay Property Development (Shenyang) 100 100 China Property developmentCo Ltd* (G)<strong>Keppel</strong> Hong Da (Tianjin Eco-City) Property 55 55 China Property developmentDevelopment Co Ltd* (G)<strong>Keppel</strong> Hong Tai (Tianjin Eco-City) Property 55 - China Property developmentDevelopment Co Ltd* (G)<strong>Keppel</strong> Hong Teng (Tianjin Eco-City) Property 55 - China Property developmentDevelopment Co Ltd* (G)<strong>Keppel</strong> Hong Xiang (Tianjin Eco-City) Property 55 - China Property developmentDevelopment Co Ltd* (G)<strong>Keppel</strong> Hong Yao (Tianjin Eco-City) Property 55 - China Property developmentDevelopment Co Ltd* (G)<strong>Keppel</strong> Hong Yuan (Tianjin Eco-City) Property 55 - China Property developmentDevelopment Co Ltd* (G)<strong>Keppel</strong> Lakefront (Nantong) Property Development 100 - China Property developmentCo Ltd* (G)<strong>Keppel</strong> Lakefront (Wuxi) Property Development 100 - China Property developmentCo Ltd* (G)<strong>Keppel</strong> Township Development (Shenyang) 100 100 China Property developmentCo Ltd* (G)Shanghai Floraville <strong>Land</strong> Co Ltd* (G) 99 99 China Property developmentShanghai Hongda Property Development 99 99 China Property developmentCo Ltd* (G)Shanghai Ji Xiang <strong>Land</strong> Co Ltd* (G) 100 - China Property developmentShanghai Merryfield <strong>Land</strong> Co Ltd* (G) 99 99 China Property developmentShanghai Minghong Property Co Ltd* (G) 99 99 China Property developmentShanghai Pasir Panjang <strong>Land</strong> Co Ltd* (G) 99 99 China Property developmentSunsea Yacht Club (Zhongshan) Co Ltd* (G) 80 80 China Development of marina lifestylecum residential propertiesTianjin Fulong Property Development Co Ltd* (G) 100 100 China Property developmentTianjin Fushi Property Development Co Ltd* (G) 100 100 China Property developmentTianjin Merryfield Property Development Co Ltd* (G) 100 100 China Property developmentTianjin Pearl Beach International Country Club 100 100 China Golf course developmentCo Ltd* (G)<strong>Keppel</strong> <strong>Land</strong> (Saigon Centre) Ltd* (G) 100 100 Hong Kong Investment holdingSunseacan Investment (HK) Company Limited* (G) 80 80 Hong Kong Investment holding<strong>Keppel</strong> Puravankara Development Pvt Ltd* (A) 51 51 India Property development242<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Country ofEffective Incorporation/Equity Interest Place of2011 2010 Business Principal Activities% %Subsidiary CompaniesPT Kepland Investama* (A) 100 100 Indonesia Property investment/developmentPT <strong>Keppel</strong> <strong>Land</strong>* (A) 100 100 Indonesia Property services/development/investmentPT Mitra Sindo Makmur* (E) 51 51 Indonesia Property development/investmentPT Mitra Sindo Sukses* (E) 51 51 Indonesia Property development/investmentPT Ria Bintan* (E) 46 46 Indonesia Golf course ownership andoperationsPT Sentral Supel Perkasa* (A) 80 80 Indonesia Property investment/developmentPT Sentral Tunjungan Perkasa* (A) 80 80 Indonesia Property developmentPT Straits-CM Village* (E) 39 39 Indonesia Hotel ownership and operationsStraits Greenfield Limited* (G) 100 100 Myanmar Hotel ownership and operationsWiseland Investment (Myanmar) Limited* (G) 100 100 Myanmar Hotel ownership and operationsBuena Homes, Inc.* (B) 51 51 Philippines Investment holding<strong>Keppel</strong> Philippines Properties, Inc. (B) Philippines Investment holdingOrdinary shares 51 51Preference shares 100 100<strong>Keppel</strong> Al Numu Development Ltd* (A) 51 51 Saudi Arabia Property developmentCornerstone Realty Company Limited* (A) 45 45 Thailand Property developmentGold Star Property Company Limited* (A) 45 45 Thailand Property development<strong>Keppel</strong> Thai Properties Public Company Limited (A) 45 45 Thailand Property development/investmentThai-Kami Company Limited* (A) 45 45 Thailand Property developmentTop Property Company Limited* (A) 67 67 Thailand Property developmentBelwynn-Hung Phu Joint Venture Limited Liability 60 - Vietnam Property developmentCompany* (A)Estella Joint Venture Company Limited* (A) 55 55 Vietnam Property developmentInternational Centre Company Limited* (E) 43 43 Vietnam Property investment<strong>Keppel</strong> <strong>Land</strong> Watco I Company Limited* (A) 68 68 Vietnam Property investment/development<strong>Keppel</strong> <strong>Land</strong> Watco II Company Limited* (A) 68 68 Vietnam Property investment/development<strong>Keppel</strong> <strong>Land</strong> Watco III Company Limited* (A) 68 68 Vietnam Property investment/developmentQuang Ba Royal Park Joint Venture Company* (A) 59 59 Vietnam Property investmentRiviera Cove Joint Venture Limited 60 60 Vietnam Property developmentLiability Company* (A)Riviera Point Limited Liability Company* (A) 75 75 Vietnam Property developmentSaigon Riviera JV Co Ltd* (A) 90 90 Vietnam Property developmentSaigon Sports City Limited* (A) 90 90 Vietnam Property developmentSignificant Subsidiary and Associated Companies243


Significant Subsidiary and Associated CompaniesCountry ofEffective Incorporation/Equity Interest Place of2011 2010 Business Principal Activities% %Associated CompaniesAsia Real Estate Fund Management Limited* 50 50 Singapore Fund managementCentral Boulevard Development Pte Ltd* 33 33 Singapore Property developmentCityOne Township Development Pte Ltd* 50 50 Singapore Investment holdingEM Services Pte Ltd (G) 25 25 Singapore Property managementK-REIT Asia* (46% up to 28.7.11) 47 46 Singapore Real estate investment trust<strong>Keppel</strong> Bay Pte Ltd (C) 30 30 Singapore Property development<strong>Keppel</strong> Data Centres Holding Pte Ltd* 30 - Singapore Owner and operator of datacentres and disaster recoverycentres<strong>Keppel</strong> Group Eco-City Investments Pte Ltd* (C) 35 35 Singapore Investment holding<strong>Keppel</strong> Point Pte Ltd (C) 30 30 Singapore Property development/investmentKingsdale Development Pte Ltd* 50 50 Singapore Investment holdingParksville Development Pte Ltd* 50 50 Singapore Property investmentRaffles Quay Asset Management Pte Ltd* 33 33 Singapore Property managementSAFE Enterprises Pte Ltd (D) 25 25 Singapore Investment holdingSuzhou Property Development Pte Ltd* (D) 25 25 Singapore Property developmentYihe Holding Pte Ltd* (G) 50 50 Singapore Investment holdingSubstantial Enterprises Limited* (H) 35 35 British Virgin Investment holdingIslands/ChinaCityone Development (Wuxi) Co Ltd* (G) 50 50 China Property development<strong>Keppel</strong> Magus Development Pvt Ltd* (G) 38 38 India Property developmentPT Pantai Indah Tateli* (A) 50 50 Indonesia Property developmentPT Pulomas Gemala Misori* (G) 25 25 Indonesia Property developmentPT Purimas Straits Resorts* (G) 25 25 Indonesia Development of holiday resortPT Purosani Sri Persada* (E) 20 20 Indonesia Property investmentJernih Rezeki Sdn Bhd* (Under liquidation) (A) 49 49 Malaysia Property developmentRenown Property Holdings (M) Sdn Bhd (A) 40 40 Malaysia Property investmentTropical Garden NV (G) 25 25 Netherlands Antilles Investment holdingSM <strong>Keppel</strong> <strong>Land</strong>, Inc.* (B) 20 20 Philippines Property developmentDong Nai Waterfront City LLC* (A) 50 50 Vietnam Property developmentSouth Rach Chiec LLC* (A) 42 42 Vietnam Property development244<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Notes:1. The holding in the equity shown for each subsidiary and associated company is the proportion attributable to <strong>Keppel</strong> <strong>Land</strong> Limited.Changes in interest, if any, and subsidiary and associated companies acquired or disposed of during the year are as indicated inbrackets against the companies concerned.2. Associated companies are those in which the Group has significant influence, but not control, in the operating and financial policydecisions.3. Companies indicated with an asterisk (*) are indirectly held by <strong>Keppel</strong> <strong>Land</strong> Limited. In the case of Elaenia Pte Ltd, <strong>Keppel</strong> <strong>Land</strong> Limitedowns 100% direct interest in its ordinary shares and 51% indirect interest in its preference shares.4. All the active companies operate in their respective countries of incorporation, unless otherwise specified.5. All the companies are audited by Ernst & Young LLP, Singapore except for the following:(A)(B)(C)(D)(E)(F)(G)(H)Audited by member firms of Ernst & Young Global in the respective countriesAudited by Sycip Gorres Velayo & Co, Philippines, an associated firm of Ernst & YoungAudited by Deloitte & Touche LLP, SingaporeAudited by KPMG LLP, SingaporeAudited by an overseas practice of Deloitte & Touche LLPAudited by an overseas practice of KPMG LLPAudited by other firms of auditorsNot required to be audited by law in the country of incorporation6. In accordance with Rule 716 of The Singapore Exchange Securities Trading Limited, the Audit Committee and Board of Directors ofthe Company confirm that they are satisfied that the appointment of different auditors for certain of its subsidiary and associatedcompanies will not compromise the standard and effectiveness of the audit of the Group.Significant Subsidiary and Associated Companies245


Corporate InformationBoard of DirectorsChoo Chiau Beng (Chairman)Kevin Wong Kingcheung(Group Chief Executive Officer)Khor Poh HwaLim Ho KeeTsui Kai ChongLee Ai MingTan Yam PinHeng Chiang MengEdward Lee Kwong FooKoh-Lim Wen GinTeo Soon HoeOon Kum LoonAudit CommitteeTsui Kai Chong (Chairman)Lee Ai MingHeng Chiang MengTeo Soon HoeOon Kum LoonNominating CommitteeLim Ho Kee (Chairman)Choo Chiau BengKhor Poh HwaKoh-Lim Wen GinRemuneration CommitteeTan Yam Pin (Chairman)Choo Chiau BengKhor Poh HwaLim Ho KeeTsui Kai ChongBoard Risk CommitteeOon Kum Loon (Chairperson)Tsui Kai ChongLee Ai MingEdward Lee Kwong FooBoard Safety CommitteeTan Yam Pin (Chairman)Choo Chiau BengKevin Wong KingcheungKhor Poh HwaLee Ai MingHeng Chiang MengKoh-Lim Wen GinHuman Capital CommitteeChoo Chiau Beng (Chairman)Kevin Wong KingcheungLim Ho KeeTan Yam PinHeng Chiang MengEdward Lee Kwong FooKoh-Lim Wen GinBrand Review CommitteeChoo Chiau Beng (Chairman)Kevin Wong KingcheungTsui Kai ChongLee Ai MingTan Yam PinEdward Lee Kwong FooKoh-Lim Wen GinCompany SecretaryChoo Chin TeckRegistered Office230 Victoria Street #15-05Bugis Junction TowersSingapore 188024Telephone: 63388111Facsimile: 63377168Website: http://www.keppelland.com.sgIndependent AuditorsErnst & Young LLPPublic Accountants andCertified Public AccountantsSingaporeAudit Partner: Kevin Kwok(With effect from year ended31 December 2007)RegistrarKCK CorpServe Pte Ltd333 North Bridge Road #08-00KH KEA BuildingSingapore 188721Telephone: 68372133Facsimile: 63390218Share ListingThe Company’s shares are listed on theSingapore Exchange Securities TradingLimited.246<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Profile of Directors andSenior ManagementBoard of DirectorsChoo Chiau Beng, 64Mr Choo was appointed as the Chairman of <strong>Keppel</strong> <strong>Land</strong>Limited on 1 May 2009. He is the Chief Executive Officer of<strong>Keppel</strong> Corporation Limited, and the Chairman of <strong>Keppel</strong>Offshore and Marine Ltd, <strong>Keppel</strong> Energy Pte Ltdand <strong>Keppel</strong> <strong>Land</strong> China Limited. He is also a Director ofk1 Ventures Limited.Mr Choo started his career with <strong>Keppel</strong> Shipyard in 1971and rose through the ranks to his present position.He is a Board Member of Energy Studies Institute, a Boardand Council Member of American Bureau of Shipping andthe Chairman of Det Norske Veritas South East AsiaCommittee. He is a member of the American Bureau ofShipping’s Southeast Asia Regional Committee, SpecialCommittee on Mobile Offshore Drilling Units, NationalProductivity and Continuing Education Council, andSingapore University of Technology and Design’s Boardof Trustee.Mr Choo was conferred the Public Service Star Award (BBM)in August 2004, the Meritorious Service Award in 2008, andthe NTUC Medal of Commendation (Gold) Award in May2007.He is Singapore’s Non-Resident Ambassador to Brazil.Mr Choo holds a Bachelor of Science (First Class Honours)Degree from the University of Newcastle upon Tyne (underthe Colombo Plan Scholarship awarded to study NavalArchitecture), and a Master of Science Degree in NavalArchitecture from the University of Newcastle upon Tyne.He attended the Programme for Management Developmentin Harvard Business School in 1982, and is a Member ofthe Wharton Society of Fellows, University of Pennsylvania.Kevin Wong Kingcheung, 56Mr Wong has been the Group Chief Executive Officer/Managing Director, <strong>Keppel</strong> <strong>Land</strong> Limited since January 2000.Prior to this appointment, Mr Wong was the ExecutiveDirector since November 1993. He is also the DeputyChairman of K-REIT Asia Management Limited and <strong>Keppel</strong><strong>Land</strong> China Limited. He is a Board Member of the Buildingand Construction Authority (“BCA”), and the DeputyChairman of BCA Academy Advisory Panel. He is alsoa Director of Prudential Assurance Company Singapore(Pte) Limited.Prior to joining <strong>Keppel</strong> <strong>Land</strong> Limited, Mr Wong had diverseexperience in the real estate industry in the UK, USA andSingapore.He holds a Bachelor Degree in Civil Engineering withFirst Class Honours from Imperial College, London, anda Master Degree from the Massachusetts Institute ofTechnology, USA.Khor Poh Hwa, 62Mr Khor is an adviser to <strong>Keppel</strong> Corporation Limited intownship and infrastructure development, and a Director of<strong>Keppel</strong> <strong>Land</strong> Limited since 1998. He is also a Director of<strong>Keppel</strong> <strong>Land</strong> China Limited. He is currently the Chairman of<strong>Keppel</strong> Infrastructure Fund Management Pte Ltd which is theTrustee-Manager of the listed K-Green Trust. He also sits onthe listed Hock Lian Seng Holdings Limited as anindependent Director.He is the immediate past President of the Singapore-SuzhouClub as well as the Society of Project Managers.Mr Khor is a civil engineering graduate with Bachelor andMaster Degrees from the National University of Singapore.Profile of Directors and Senior Management247


Profile of Directors and Senior ManagementBoard of Directors (continued)Lim Ho Kee, 67Mr Lim has been a Director of <strong>Keppel</strong> <strong>Land</strong> Limited since2001. He is the Chairman of Singapore Post Limited, and aDirector of Jardine Cycle & Carriage Limited and Postea Inc.With extensive experience in both the public and privatesectors, Mr Lim’s past portfolio includes directorships inUBS A.G., Singapore Telecommunications Limited,<strong>Keppel</strong> Tatlee Bank Limited and k1 Ventures Ltd. He wasan Independent Director of Singapore TelecommunicationsLimited between April 1992 and September 2000, andchaired the Finance and Investment Committee duringthe period.Mr Lim had a career spanning 15 years with UBS A.G.Switzerland from 1984 to 1999. He was the Chief ExecutiveOfficer of UBS East Asia from 1991 to 1993, the ExecutiveVice President of the UBS Group from 1993 to 1996, andthe Chairman of UBS East Asia from 1997 to 1999.Before his appointment at UBS A.G. Switzerland, he wasthe General Manager of Treasury at Overseas Union Bankfrom 1982 to 1983, and the Deputy Managing Director(Operations) of the Monetary Authority of Singapore (onsecondment from Overseas Union Bank) from 1981to 1982.Mr Lim obtained his Bachelor of Science Degree inEconomics from the London School of Economics, UK.Tsui Kai Chong, 56Dr Tsui has been a Director of <strong>Keppel</strong> <strong>Land</strong> Limited since2001. He is also the Chairman of K-REIT Asia ManagementLimited. He is currently the Provost and Professor of SIMUniversity. He is a Member of the Board of Governors of IPAcademy, Singapore.He received his PhD in Finance from New York Universityin 1988, and his Chartered Financial Analyst qualificationin 1993.Lee Ai Ming, 57Mrs Lee has been a Director of <strong>Keppel</strong> <strong>Land</strong> Limited sinceNovember 2002, and currently serves on the Audit, BoardRisk, Board Safety and Brand Review Committees. She isalso a Director of K-REIT Asia Management Limited since28 November 2005, and serves as the Chairperson of theNominating and Remuneration Committee. She is currentlya senior partner of the law firm, Rodyk & Davidson. Shehas practised law for more than 30 years in the areas ofcommercial litigation, real estate and intellectual property.She was appointed to the board of the Agri-Veterinary Boardon 1 April 2010. Mrs Lee is also an independent Director, theChairperson of the Nominating Committee and a Member ofthe Audit Committee of HTL International Holdings Limited.Mrs Lee serves in leadership roles on various other forums,including the Singapore Law Society, the SingaporeCopyright Tribunal, the Federation Internationale des Conseilsen Propriété Industrielle: Asian Patent Attorney’s Association,and the International Trade Marks Association.She holds a Bachelor of Laws (Honours) Degree fromthe University of Singapore, and is an Advocate & Solicitorof the Supreme Court of Singapore.Tan Yam Pin, 71Mr Tan was appointed to the Board on 1 June 2003. AChartered Accountant by profession, he retired as theManaging Director of the Fraser and Neave Group inOctober 2002.He is a Director of Great Eastern Holdings Limited, SingaporePost Limited, Leighton Asia Limited (Hong Kong), and BlueScope Steel Limited (Australia). He has been a Member ofthe Singapore Public Service Commission since 1990. Hewas a former Board Member of the East Asiatic CompanyLimited A/S (Denmark) until March 2006.Mr Tan was awarded the Public Service Star in 1999, andthe Public Service Star (Bar) in 2010.Mr Tan holds a Bachelor of Arts (Honours) Degree inEconomics from the University of Singapore, and a Master ofBusiness Administration Degree from the University of BritishColumbia, Canada. He is a Fellow of the Canadian Instituteof Certified Accountants, Canada.248<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Heng Chiang Meng, 66Mr Heng was appointed to the Board on 1 March 2005.He holds directorships in listed companies MacquarieInternational Infrastructure Fund Ltd, Orchard ParadeHoldings Limited, and Academies Australasia Group Ltd(listed on Australian Stock Exchange).Mr Heng began his career in the financial sector in 1970after graduating with a Bachelor of Business Administration(Honours) Degree from the University of Singapore.He has held senior positions in several financial institutionsincluding Citibank NA, the Monetary Authority of Singaporeand Overseas Union Bank Limited. His other major area ofexperience was in real estate, having been the ManagingDirector of First Capital Corporation Limited, the ExecutiveDirector in the Far East Organization Group, and the GroupManaging Director of Lim Kah Ngam Limited.Mr Heng served four terms as a Member of Parliamentfrom 1984 to 2001 during which he chaired the GovernmentParliamentary Committees for Communications and theEnvironment as well as the Ang Mo Kio-Cheng SanCommunity Development Council and Cheng San TownCouncil.Edward Lee Kwong Foo, 65Mr Lee was appointed to the Board on 1 July 2006.He became Singapore’s Ambassador to Indonesia in 1994and retired on 1 July 2006 after 36 years of service withthe Foreign Service Branch of the Singapore AdministrativeService in various senior positions across Asia-Pacific.Since his first posting to Indonesia in 1974, Mr Lee serveda total of 18 years in the Singapore Embassy in Jakarta. Healso served as Ambassador to the Philippines from 1990 to1993 as well as High Commissioner to Brunei Darussalemfrom 1984 to 1990.For his long-standing contributions to the Public Service,Mr Lee was honoured with several accolades including thePublic Administration Medal (Silver) in 1996, the PublicAdministration Medal (Gold) in 1998, the Long Service Medalin 1997, and the Meritorious Service Medal in 2006.In 1993, Mr Lee was conferred the diplomatic rank of Datu(Grand Cross) of the Order of Sikatuna by the PhilippineGovernment in recognition of his efforts in promoting bilateralrelations between the Philippines and Singapore.In 2007, he was conferred the highest civilian award by theIndonesian Government, the Bintang Jasa Utama (the Star ofExcellent Services) for his many years of contribution towardsbuilding up stronger and closer relations between Singaporeand Indonesia.Mr Lee is the Chief Executive of PT Ekalimintas, aninvestment consultancy firm, and a member of the NationalUniversity of Singapore President’s Philanthropic AdvisoryCouncil.He holds a Bachelor of Arts (Honours) Degree from theUniversity of Singapore, and a Master of Arts Degree fromCornell University.Profile of Directors and Senior Management249


Profile of Directors and Senior ManagementBoard of Directors (continued)Koh-Lim Wen Gin, 67Mrs Koh was appointed to the Board on 20 January 2010.She is also a Director of <strong>Keppel</strong> <strong>Land</strong> China Limited.Mrs Koh has played a key role in shaping Singapore’scityscape through her career with the Urban RedevelopmentAuthority (“URA”). She was URA’s Chief Planner and DeputyChief Executive Officer between 2001 and 2008.She was involved in a variety of high quality landmarkdevelopments which have contributed to Singapore’s growthas a global city. She was also instrumental in spearheadingthe nation’s building conservation programme covering morethan 6,800 heritage buildings. The programme was awardedthe prestigious Global Award for Excellence by the Urban<strong>Land</strong> Institute in 2006.For her achievements, Mrs Koh was presented theMeritorious Service Medal in 2009, the Public AdministrationMedal (Gold) in 2002, and the Public Administration Medal(Silver) in 1986.Mrs Koh has also served on several government boards suchas the STB Hotel Licencing Board; <strong>Land</strong> Transport AuthorityBoard; Board of Architects, Singapore; and Preservation ofMonuments Board. She has also chaired many URA DesignAdvisory Panels, Committees and Design Competition Juries.She continues to serve as a Board member of National ParksBoard as well as on the advisory panels of the URA, <strong>Land</strong>Transport Authority, and Public Utilities Board.Mrs Koh graduated with a Bachelor of Architecture Degreefrom the University of Singapore in 1971.Teo Soon Hoe, 62Mr Teo is a Director of <strong>Keppel</strong> <strong>Land</strong> Limited and <strong>Keppel</strong> <strong>Land</strong>China Limited, a Senior Executive Director of <strong>Keppel</strong>Corporation Limited and the Chairman of <strong>Keppel</strong>Telecommunications & Transportation Ltd, M1 Limited and<strong>Keppel</strong> Philippines Holdings Inc. In addition, he is a Directorof several other companies within the <strong>Keppel</strong> Group,including <strong>Keppel</strong> Offshore and Marine Ltd, <strong>Keppel</strong>Infrastructure Fund Management Pte Ltd (the Trustee-Manager of K-Green Trust), <strong>Keppel</strong> Energy Pte Ltd,Singapore Tianjin Eco-City Investment Holdings Pte. Ltd,and k1 Ventures Limited.He began his career with the <strong>Keppel</strong> Group in 1975 whenhe joined <strong>Keppel</strong> Shipyard. He rose through the ranks andwas seconded to various subsidiary companies of the<strong>Keppel</strong> Group before assuming the position of GroupFinance Director in 1985. He relinquished this role from1 January 2012.Mr Teo holds a Bachelor of Business Administration Degreefrom the University of Singapore, and is a Member of theWharton Society of Fellows, University of Pennsylvania.Oon Kum Loon, 61Mrs Oon was appointed to the Board on 1 September 2010.She has been an independent and non-executive Director of<strong>Keppel</strong> Corporation Limited since 2004. She is also theChairperson of its Board Risk Committee and a member ofits Audit and Remuneration Committees.Mrs Oon is a veteran banker with about 30 years ofexperience, and had held a number of management andexecutive positions with the DBS Group. She was the ChiefFinancial Officer (“CFO”) of the bank until September 2003.Prior to the position of CFO at DBS Group, she was theManaging Director and Head of Group Risk Management,responsible for the development and implementation of agroup-wide integrated risk management framework. Duringher career with the bank, she was also involved with treasuryand markets, corporate finance and credit managementactivities. Mrs Oon’s other directorships include <strong>Keppel</strong> <strong>Land</strong>China Limited, Singapore Power Limited, SP PowerAssetsLimited, PowerGas Limited and Aviva Ltd.She holds a Bachelor of Business Administration (Honours)Degree from the University of Singapore.250<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Senior ManagementAng Wee Gee, 50Executive Director,<strong>Keppel</strong> <strong>Land</strong> International Limitedand Executive Vice Chairman,<strong>Keppel</strong> <strong>Land</strong> China LimitedMr Ang joined <strong>Keppel</strong> <strong>Land</strong> Group in 1991. He is currentlythe Executive Vice Chairman of <strong>Keppel</strong> <strong>Land</strong> China Limitedand Executive Director of <strong>Keppel</strong> <strong>Land</strong> International Limited.<strong>Keppel</strong> <strong>Land</strong> China Limited, a wholly-owned subsidiarycompany of <strong>Keppel</strong> <strong>Land</strong> Limited, owns and independentlyoperates <strong>Keppel</strong> <strong>Land</strong> Group’s businesses in China.Mr Ang was previously the Executive Director and ChiefExecutive Officer, International of <strong>Keppel</strong> <strong>Land</strong> InternationalLimited, responsible for the Group’s overseas businesses.He was also the Chairman of <strong>Keppel</strong> Philippines Properties,Inc. and <strong>Keppel</strong> Thai Properties Public Company Limited,property companies listed on the Philippine Stock Exchangeand The Stock Exchange of Thailand respectively. He haspreviously held positions in business and projectdevelopment for Singapore and overseas markets, corporateplanning and development in the Group’s hospitality arm, andwas the Group’s country head for Vietnam as well as thehead of Sedona Hotels International.He is a Director of Sedona Hotels International Pte Ltd,the hotel management arm of <strong>Keppel</strong> <strong>Land</strong> Limited, anda number of other subsidiary and associated companiesof the <strong>Keppel</strong> <strong>Land</strong> Group.Mr Ang holds a Master of Business Administration Degreefrom Imperial College, University of London. He receivedhis Bachelor of Science Degree summa cum laude from theUniversity of Denver, USA.Tan Swee Yiow, 51President, Singapore Commercialand Head, Regional InvestmentsMr Tan joined <strong>Keppel</strong> <strong>Land</strong> Group in 1990 and is concurrentlyPresident, Singapore Commercial and Head, RegionalInvestments, overseeing the Group’s investment anddevelopment operations in the Singapore commercial marketas well as investment and development activitiesin several regional countries.Prior to joining the <strong>Keppel</strong> <strong>Land</strong> Group, he was with abanking group, advising on property valuation, taxationand investment.Mr Tan is the Chairman of <strong>Keppel</strong> Thai Properties PublicCompany Limited which is listed on The Stock Exchange ofThailand. He is a Director of a number of subsidiary andassociated companies of the <strong>Keppel</strong> <strong>Land</strong> Group, includingAsia No.1 Property Fund Ltd, Sedona Hotels InternationalPte Ltd, and Raffles Quay Asset Management Pte Ltd. MrTan also holds alternate directorship to Mr Kevin WongKingcheung in K-REIT Asia Management Limited.In addition, he serves on the Board of the Singapore GreenBuilding Council, the Management Council of Real EstateDevelopers’ Association of Singapore, the Workplace SafetyHealth Council (Construction and <strong>Land</strong>scape Committee),and the Malaysia-Singapore Business Council.Mr Tan holds a Bachelor of Science Degree (First ClassHonours) in Estate Management from the National Universityof Singapore, and a Master of Business AdministrationDegree in Accountancy from the Nanyang TechnologicalUniversity.Profile of Directors and Senior Management251


Profile of Directors and Senior ManagementSenior Management (continued)Augustine Tan Wee Kiong, 53President, Singapore Residentialand Head, Regional InvestmentsMr Tan joined <strong>Keppel</strong> <strong>Land</strong> Group in 1991 and is currentlyPresident, Singapore Residential, overseeing the Group’sresidential developments and investments in Singapore andthe Group’s marina developments, namely Marina at <strong>Keppel</strong>Bay in Singapore and Nongsa Point Marina in Indonesia.He is also Head, Regional Investments, responsible for theGroup’s property developments and investments in Indiaand Middle East. Mr Tan’s previous appointments includeChief Executive Officer of Singapore Residential and GeneralManager for Marketing, overseeing the marketing of the<strong>Keppel</strong> <strong>Land</strong> Group’s developments and investments inSingapore and overseas.Prior to joining the <strong>Keppel</strong> <strong>Land</strong> Group, he had extensiveexperience in the design development and marketing ofcommercial, retail, industrial and residential developmentswith other listed real estate developers.He is a Director of <strong>Keppel</strong> <strong>Land</strong> International Limited, anda number of other subsidiary and associated companiesof the <strong>Keppel</strong> <strong>Land</strong> Group.Mr Tan holds a Master of Business Administration Degreefrom the University of Birmingham, UK, and a Bachelor ofScience Degree in Estate Management from the NationalUniversity of Singapore. He is a Member of the SingaporeInstitute of Surveyors and Valuers.Ng Hsueh Ling, 45Chief Executive Officer,K-REIT Asia Management LimitedMs Ng has been the Chief Executive Officer and ExecutiveDirector of K-REIT Asia Management Limited (“KRAM”) (themanager of K-REIT Asia) since 17 August 2009. She has22 years of experience in the real estate industry.Her experience encompasses strategic sourcing, investment,asset and portfolio management and development of assetsin key Asian cities as well as extensive fund managementexperience in the areas of real estate fund product creation,deal origination, distribution and structuring of real-estatebasedfinancial products.Prior to this appointment, Ms Ng has held key positionswith two other real estate companies, Capita<strong>Land</strong> Limitedand Ascendas Pte Ltd (“Ascendas”). Before her appointmentas the Chief Executive Officer and Executive Director inKRAM, she was the Chief Executive Officer (Korea andJapan) at Ascendas.Ms Ng is a Director of various subsidiary and associatedcompanies of K-REIT Asia, and is currently a Director ofThe National Art Gallery, Singapore.She is a Licensed Appraiser for land and buildings andis a Fellow of the Singapore Institute of Surveyors andValuers. She holds a Bachelor of Science Degree inReal Estate from the National University of Singapore.252<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Christina Tan Hua Mui, 46Managing Director and Co-Head,Alpha Investment Partners LimitedMs Tan was appointed the Managing Director and Co-Headof Alpha Investment Partners Limited (“Alpha”) on 1 January2012. Ms Tan joined Alpha in November 2002, and was theChief Financial Officer of Alpha for 9 years. She has over 15years of experience in financial management and controls.Prior to joining Alpha, Ms Tan was the Chief Financial Officerof GRA (Singapore) Private Limited (“GRA”), the Asian realestate fund management arm of the Prudential InsuranceCompany of America, managing more than US$1 billion inreal estate funds. During her eight years with GRA, she hadresponsibility for client financial reporting, operationalmanagement and controls, raising project financing andtreasury management.Before joining GRA, Ms Tan was a Treasury Manager withChartered Industries of Singapore, managing the group’scash positions and investments. She started her career withErnst & Young prior to joining the Government of SingaporeInvestment Corporation (“GIC”). In GIC, she hadresponsibilities in the Finance department overseeingExternal Fund Managers, Special Investments and RealEstate Departments.Ms Tan is a Chartered Financial Analyst, and has a Bachelorof Accountancy (Honours) Degree from the NationalUniversity of Singapore.Desmond Tang Kok Peng, 46Managing Director and Co-Head,Alpha Investment Partners LimitedMr Tang was appointed the Managing Director and Co-Headof Alpha on 1 January 2012. He was previously an ExecutiveDirector of Alpha, with responsibility for all direct real estateinvestment and asset management activities.Mr Tang has over 20 years of experience investing in andmanaging real estate in the key markets across the AsiaPacific Region.He holds a Bachelor of Science (Estate Management)(Honours) Degree from the National University of Singapore,and a Master of Applied Finance Degree from MacquarieUniversity.Lim Kei Hin, 54Chief Financial OfficerMr Lim was appointed the Chief Financial Officer of the<strong>Keppel</strong> <strong>Land</strong> Group on 9 July 2007.Prior to joining the <strong>Keppel</strong> <strong>Land</strong> Group, he was withSingapore Airlines Limited and has more than 20 years ofdiverse experience having served in different financial andgeneral management roles in Singapore, the Philippines,Australia and the United States. His last appointment wasthe Chief Financial Officer of Singapore Airport TerminalServices Limited.He is a Director of a number of subsidiary and associatedcompanies of the <strong>Keppel</strong> <strong>Land</strong> Group.Mr Lim holds a Bachelor of Science (Economics) Degree inAccounting & Finance (Honours) from the London School ofEconomics & Political Science, UK.Profile of Directors and Senior Management253


Profile of Directors and Senior ManagementDirectorsDetails of the Directors’ present responsibilities andqualifications are set out on pages 247 to 250. Past principaldirectorships and appointments held by Directors in the lastfive years are as follows:Choo Chiau Beng<strong>Keppel</strong> Norway ASMaritime and Port Authority of SingaporeSingapore Maritime Foundation LimitedSingapore Petroleum Company LimitedSingapore Refining Company Private LimitedSMRT Corporation LtdSMRT Buses LtdSMRT Light Rail Pte LtdSMRT Road Holdings LtdSMRT Trains LtdNanyang Business School Advisory BoardKevin Wong KingcheungSingapore Hotel AssociationSingapore International Chamber of CommerceVarious subsidiary and associated companies of<strong>Keppel</strong> <strong>Land</strong> LimitedLee Ai MingNilTan Yam PinThe East Asiatic Company LimitedSingapore Food Industries LimitedCertis Cisco Security Private LtdPower Seraya LimitedHeng Chiang MengLKN-Primefield LimitedJasper Investments LtdThakral Corporation LimitedJurong Port Private LtdEdward Lee Kwong FooAsia Mobile Holdings Pte LtdIndofood Agri Resources LtdManhattan Resources LtdGas Supply Pte LtdLapp Strategic InvestmentKhor Poh HwaNilLim Ho KeeSingapore Shipping Corporation LimitedMentor Media LtdSouthern Capital Group Private LimitedCWT Limited (formerly known as CWT Distribution Limited)HerbalScience Singapore Pte LtdTranscu Group LimitedMCL <strong>Land</strong> LimitedTsui Kai ChongFullerton Fund Management Company LtdKoh-Lim Wen GinPreservation Monuments Board<strong>Land</strong> Transport AuthorityTeo Soon HoeSingapore Petroleum Company LimitedTravelmore Pte LtdOon Kum LoonSchmidt Electronics Group LtdGas Supply Pte LtdPSA International Pte LtdSP PowerGrid LtdChina Resources Microelectronics Limited254<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Senior ManagementDetails of senior management’s present responsibilities andqualifications are set out on pages 251 to 253. Past principaldirectorships held by senior management in the last fiveyears are as follows:Ang Wee GeeVarious subsidiary and associated companies of<strong>Keppel</strong> <strong>Land</strong> LimitedTan Swee YiowVarious subsidiary and associated companies of<strong>Keppel</strong> <strong>Land</strong> LimitedAugustine Tan Wee KiongVarious subsidiary and associated companies of<strong>Keppel</strong> <strong>Land</strong> LimitedDesmond Tang Kok PengCasa Vista Investments LimitedMidcentral Holdings LimitedDivine (AMT) Pte LtdKinetic (AMT) Ltd (formerly known as Manesar (AMT) Limited)Chammomile (AMT) Pte LtdHigh Grade Residential Limited (formerly known asAnderhill Limited)Practical Asia LimitedRobson (CP) Investment Private LimitedLim Kei HinVarious subsidiary and associated companies ofSingapore Airport Terminal Services LimitedNg Hsueh LingVarious subsidiary and associated companies ofAscendas Pte LtdRaffles Quay Asset Management Pte LtdCentral Boulevard Development Pte LtdChristina Tan Hua MuiSun Vista Trading LimitedFinestar Investment LimitedBeautimint Development LimitedFortune Door Holding LimitedPacific Gain Worldwide LtdBaccarat International LimitedGrand Fortune House LimitedBisdale LimitedPogain LimitedProfile of Directors and Senior Management255


Calendar of Financial EventsFY 2011Announcement of Results:First Quarter 19 April 2011Interim 20 July 2011Third Quarter 19 October 2011Total Year 19 January 2012End of Financial Year 31 December 2011Despatch of Annual Report 29 March 2012Annual General Meeting 20 April 2012Dividend Payment DateExpected to be paidno later than 15 June 2012FY 2012Announcement of Results:First Quarter April 2012Interim July 2012Third Quarter October 2012Total Year January 2013End of Financial Year 31 December 2012Despatch of Annual Report March 2013Annual General Meeting April 2013Dividend Payment Date June 2013256<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Corporate StructureAs at 2 March 2012Singapore Projects100%100%<strong>Keppel</strong> <strong>Land</strong> International LimitedAlpha Investment Partners Limited50%Asia Real Estate FundManagement Limited100%<strong>Keppel</strong> <strong>Land</strong> Financial Services Pte Ltd100%Straits Property Investments Pte Ltd100%<strong>Keppel</strong> <strong>Land</strong> Realty Pte Ltd100%Harvestland Development Pte Ltd100%Acresvale Investment Pte Ltd100%Tat Chuan Development (Pte) Ltd100%Mansfield Developments Pte Ltd<strong>Keppel</strong> <strong>Land</strong>Limited100%K-REIT Asia Property ManagementPte Ltd33%Raffles Quay AssetManagement Pte Ltd100%K-REIT Asia Management Limited100%K-REIT Asia Investment Pte Ltd47%K-REIT Asia100%<strong>Keppel</strong> <strong>Land</strong> Properties Pte Ltd100%100%Boulevard Development Pte LtdBayfront Development Pte Ltd33%Marina Bay Residences Pte Ltd33%Central Boulevard DevelopmentPte Ltd100%Ocean & Capital PropertiesPte Limited52%Avenue Park DevelopmentPte Ltd60%Devonshire Development Pte Ltd100%<strong>Keppel</strong> <strong>Land</strong> (Mayfair) Pte Ltd100%Denton Investment Pte Ltd50%Parksville Development Pte Ltd65%D.L. Properties Ltd100%KeplandeHub Limited100%<strong>Keppel</strong> Digihub Holdings Ltd30% <strong>Keppel</strong> Data Centres HoldingPte Ltd30%<strong>Keppel</strong> Bay Pte Ltd30%<strong>Keppel</strong> Point Pte LtdCorporate Structure257


Corporate StructureChina Projects100%Kingsley Investment Pte Ltd100% Beijing Kingsley PropertyDevelopment Co Ltd19%81%100%Tianjin Merryfield PropertyDevelopment Co Ltd<strong>Keppel</strong> Lakefront (Nantong)Property Development Co Ltd100%Merryfield Investment Pte Ltd99%Shanghai Merryfield <strong>Land</strong>Co Ltd23%9%Shanghai Hongda PropertyDevelopment Co Ltd68%100%Pasir Panjang Realty Pte Ltd100% Merryfield Investment Pte Ltd(duplicate)99%Shanghai Pasir Panjang <strong>Land</strong>Co Ltd1%99% Shanghai Ji Xiang <strong>Land</strong> Co Ltd1%40%Shanghai Minghong PropertyCo LtdCityOne Development (Wuxi)Co Ltd99%30%<strong>Keppel</strong> <strong>Land</strong>Limited100%<strong>Keppel</strong> <strong>Land</strong>China Limited50%CityOne Township DevelopmentPte Ltd100% 100%Evergro Properties LimitedThird Dragon Holdings Pte Ltd100%Third Dragon DevelopmentPte Ltd51%83%44%95%Quivivet Pte Ltd10%Chengdu Century DevelopmentCo LtdJiangyin Evergro PropertiesCo LtdJiangyin Yangtze InternationalCountry Club Co Ltd56%100%Tianjin Pearl Beach InternationalCountry Club Co Ltd100%95%5%Tianjin Fushi PropertyDevelopment Co LtdChangzhou Fushi HousingDevelopment Pte Ltd90%10%Tianjin Fulong PropertyDevelopment Co Ltd100%Da Di Investment Pte Ltd80%<strong>Keppel</strong> Bay PropertyDevelopment (Shenyang) Co Ltd20%100% 99%Floraville Estate Pte Ltd100%Shanghai Floraville <strong>Land</strong>Co LtdChengdu Hillwest DevelopmentCo Ltd100%Hillwest Pte Ltd100%Chengdu Hillstreet DevelopmentCo Ltd100%Chengdu Hilltop DevelopmentCo Ltd100% <strong>Keppel</strong> China Township100%Development Pte Ltd100% 50%Spring City Resort Pte Ltd100% 25%Experre Pte Ltd<strong>Keppel</strong> Township Development(Shenyang) Co LtdKingsdale Development Pte LtdSuzhou Property DevelopmentPte Ltd258<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


China Projects (continued)100%<strong>Keppel</strong> China Marina HoldingsPte Ltd80%Sunseacan Investment (HK)Company Limited100%Sunsea Yacht Club(Zhongshan) Co Ltd100% Success View EnterprisesLimited100%<strong>Keppel</strong> Tianjin Eco-CityHoldings Pte Ltd100%<strong>Keppel</strong> Hong Da(Tianjin Eco-City) PropertyDevelopment Co Ltd100% 100%Alpheus Enterprises Limited<strong>Keppel</strong> Tianjin Eco-City OnePte Ltd100%<strong>Keppel</strong> Hong Xiang(Tianjin Eco-City)Property Development Co Ltd<strong>Keppel</strong> <strong>Land</strong>Limited100%<strong>Keppel</strong> <strong>Land</strong>China Limited55%<strong>Keppel</strong> Tianjin Eco-CityInvestments Pte Ltd100% Supreme Trade EnterprisesLimited100% Eminent Pro Enterprises Limited100% <strong>Keppel</strong> Tianjin Eco-City TwoPte Ltd100%<strong>Keppel</strong> Hong Yao(Tianjin Eco-City)Property Development Co Ltd100% <strong>Keppel</strong> Tianjin Eco-City ThreePte Ltd100%<strong>Keppel</strong> Hong Yuan(Tianjin Eco-City)Property Development Co Ltd100% Apex Service EnterprisesLimited100%<strong>Keppel</strong> Tianjin Eco-City FourPte Ltd100%<strong>Keppel</strong> Hong Tai(Tianjin Eco-City)Property Development Co Ltd100% 100% <strong>Keppel</strong> Tianjin Eco-City FiveNeva Enterprises LimitedPte Ltd100%Triumph Jubilee Limited100%<strong>Keppel</strong> Hong Teng(Tianjin Eco-City)Property Development Co Ltd100% Aether Pte LtdAether Ltd51%100% Beijing Aether PropertyDevelopment Ltd100% 100%100%Broad Elite Investments LimitedOceansky Pte Ltd<strong>Keppel</strong> Lakefront (Wuxi)Property Development Co Ltd100%Crystal Rise Investment Pte Ltd35%Substantial Enterprises Limited35% <strong>Keppel</strong> Group Eco-CityInvestments Pte Ltd50%40%Singapore Tianjin Eco-CityInvestment Holdings Pte Ltd50%Sino-SingaporeTianjin Eco-City Investment &Development Co LtdCorporate Structure259


Corporate StructureVietnam and Indonesia Projects100% 20%Silkland Investment Pte Ltd100%Flannigan Investment Pte Ltd25%100%Montfort Development Pte Ltd50%100%Meadowsville Investment Pte Ltd80%PT Purosani Sri PersadaPT Pulomas Gemala MisoriPT Pantai Indah TateliPT Sentral Tunjungan Perkasa100%<strong>Keppel</strong> <strong>Land</strong> International Limited100%100%PT <strong>Keppel</strong> <strong>Land</strong>PT Kepland Investama80%PT Sentral Supel Perkasa<strong>Keppel</strong> <strong>Land</strong>Limited100% 51%Le-Vision Pte Ltd51%100%35%100% Pembury Properties Limited90% 100%Jencity Limited100%PT Mitra Sindo Sukses100% 51%Castlehigh Pte LtdPT Mitra Sindo Makmur25% 30%Tropical Garden NVPT Purimas Straits ResortsPrestige <strong>Land</strong>mark Pte LtdOil (Asia) Pte LtdSaigon Centre Investment Ltd90% Bintan Bay Resort Pte Ltd51%Straits-KMP ResortDevelopment Pte Ltd100%Daysville DevelopmentPte Ltd85% 95%5%Straits-CM Village Hotel PT Ria BintanPte Ltd100%PT Straits-CM VillageSaigon Sports City Limited100%<strong>Keppel</strong> <strong>Land</strong> (Saigon Centre) Ltd #68%<strong>Keppel</strong> <strong>Land</strong> Watco I Company Limited55% 79%Fernland Investment Pte LtdInternational Centre Company Limited68%<strong>Keppel</strong> <strong>Land</strong> Watco II Company Limited84% 70%Palmsville Investment Pte LtdQuang Ba Royal Park Joint VentureCompany68%<strong>Keppel</strong> <strong>Land</strong> Watco III Company Limited100% <strong>Keppel</strong> <strong>Land</strong> Vietnam Properties 100%Pte LtdWillowville Pte Ltd60%<strong>Keppel</strong> <strong>Land</strong> Agtex Limited100% 90%Red Vibrant Investments LimitedSaigon Riviera JV Co Ltd100% 55%<strong>Keppel</strong> <strong>Land</strong> Estate Pte LtdEstella Joint Venture Company Limited100% 75%Elaenia Pte Ltd *Riviera Point Limited Liability Company100% 60%VN Investment Pte LtdRiviera Cove Joint Venture Limited LiabilityCompany100%Portsville Pte Ltd50%100%Flemmington Investments Pte Ltd42%Dong Nai Waterfront City LLCSouth Rach Chiec LLC100% 60%Belwynn Pte LtdBelwynn-Hung Phu Joint Venture LimitedLiability Company* <strong>Keppel</strong> <strong>Land</strong> Limited owns 100% direct interest in the ordinary shares and 51% indirect interest in the preference shares of Elaenia Pte Ltd.#Saigon Centre Investment Ltd owns 100% direct interest in the ordinary shares and 66.6% indirect interest in the preference shares of <strong>Keppel</strong> <strong>Land</strong> (Saigon Centre) Ltd.260<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Other Overseas Projects100% 100%Greenfield Development Pte LtdStraits Greenfield Limited100% 100%Wiseland Investment Pte LtdWiseland Investment (Myanmar) Limited40% Renown Property Holdings (M) 45%Sdn BhdTanah Sutera Development Sdn Bhd51%<strong>Keppel</strong> Philippines Properties, Inc.100%Buena Homes, Inc.40%Buena Homes (Sandoval) Inc.40%SM <strong>Keppel</strong> <strong>Land</strong>, Inc.<strong>Keppel</strong> <strong>Land</strong>Limited100%Hampshire Pte Ltd39%61%100%Top Property Company LimitedCornerstone Realty Company Limited45%<strong>Keppel</strong> Thai Properties PublicCompany Limited100%Gold Star Property Company Limited100%Thai-Kami Company Limited100% 51%<strong>Keppel</strong> <strong>Land</strong> (Arabia) Pte Ltd<strong>Keppel</strong> Al Numu Development Ltd100%Wisley Pte Ltd100%38%<strong>Keppel</strong> Investment (Mauritius) Pte Ltd<strong>Keppel</strong> Magus Development Pvt Ltd51%<strong>Keppel</strong> PuravankaraDevelopment Pvt LtdCorporate Structure261


Property PortfolioGroup Properties (Singapore)Description Held by % Owned Site Area Estimated Estimated Year of Tenure(sm) Gross Floor Net Lettable CompletionArea (sm) Area (sm)Completed PropertiesEquity Plazaa 28-storey office building DL 64.6% 2,345 31,538 23,468 1992 99-yearlocated in Raffles Place Properties leasehold<strong>Keppel</strong> Bay Toweran 18-storey office building HarbourFront 11.7% 17,267 41,840 36,072 2002 99-yearat HarbourFront Avenue One leaseholdHarbourFront Tower Onean 18-storey office building HarbourFront 11.7% 10,923 (a) 40,278 34,429 2002 99-yearat HarbourFront Place Two leaseholdHarbourFront Tower Twoa 16-storey office building HarbourFront 11.7% 10,923 (a) 19,227 14,239 2003 99-yearat HarbourFront Place Two leaseholdOcean Financial Centre (b)a 43-storey office building K-REIT 47.0% 2,557 84,002 72,069 2011 999-yearlocated at Collyer Quay Asia leaseholdcorner of Raffles PlaceMarina Bay Financial Centre(Phase 1) (b)two office towers of 33 storeys K-REIT 47.0% 20,505 (c) 63,000 54,037 2010 99-yearand 50 storeys with ancillary Asia (1/3 (1/3 leaseholdretail space at Marina Bay interest) interest)Prudential Tower (b)a 30-storey office building K-REIT 47.0% 1,998 21,433 19,520 1998 99-yearat Cecil Street Asia (92.8% (92.8% leaseholdinterest) interest)Bugis Junction Towers (b)a 15-storey office tower K-REIT 47.0% - 27,724 22,876 1995 99-yearat Bugis Junction Asia leaseholdOne Raffles Quay (b)two office towers located K-REIT 47.0% 11,367 49,489 41,353 2006 99-yearin the New Downtown Asia (1/3 (1/3 leaseholdat Marina Bay interest) interest)<strong>Keppel</strong> Towers and GE Towertwo office towers Mansfield 100% 9,127 52,946 39,958 1991/ Freeholdat Hoe Chiang Road Development 1993262<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Group Properties (Singapore) (continued)Description Held by % Owned Site Area Estimated Estimated Year of Tenure(sm) Gross Floor Net Lettable CompletionArea (sm) Area (sm)Completed PropertiesReflections at <strong>Keppel</strong> Baya 1,129-unit waterfront <strong>Keppel</strong> Bay 30% 83,591 193,400 53,438 2011 99-yearcondominium development (retained leaseholdat <strong>Keppel</strong> Bayinterest)Caribbean at <strong>Keppel</strong> Baya 969-unit waterfront <strong>Keppel</strong> Bay 30% 97,494 132,780 378 2004 99-yearcondominium development (retained leaseholdat <strong>Keppel</strong> Bayinterest)Nassim Woodsa 35-unit luxurious Parksville 50% 5,785 9,256 8,468 1998 99-yearcondominium development Development leaseholdin the exclusiveNassim Road enclaveJoo Chiat Shophousesconservation shophouses <strong>Keppel</strong> <strong>Land</strong> 100% 784 - 1,139 1996 Freeholdlocated in Joo Chiat Realty (retainedinterest)<strong>Keppel</strong> Digihuba modern 6-storey <strong>Keppel</strong> Data 30% 7,300 18,000 - 1997 30-yearindustrial building at Centres Holding leaseholdSerangoon North Ave 5with optionfor another30 years<strong>Keppel</strong> Datahuban industrial building at <strong>Keppel</strong> Data 30% 5,000 6,000 - - 30-year25 Tampines St 92 Centres Holding leaseholdwith optionfor another30 yearsMarina at <strong>Keppel</strong> Baya marina development at <strong>Keppel</strong> Bay 30% 38,857 3,000 1,590 2007 99-year<strong>Keppel</strong> Bay (includes leaseholdforeshore(Foreshorearea) area -30-yearleasehold)Property Portfolio263


Property PortfolioGroup Properties (Singapore) (continued)Description Held by % Owned Site Area Estimated Estimated Expected Tenure(sm) Gross Floor Net Lettable Year ofArea (sm) Area (sm) CompletionProperties under DevelopmentMarina Bay Financial Centre(Phase 2)a 46-storey office tower with Central 33.3% 15,010 (d) 150,393 120,314 2012 99-yearretail podium at Marina Bay Boulevard leaseholdDevelopmentMadison Residencesa 56-unit condominium <strong>Keppel</strong> <strong>Land</strong> 100% 4,568 10,294 - 2014 Freeholddevelopment atRealtyBukit Timah RoadMarina Bay Suitesa 221-unit luxury Central 33.3% 5,300 43,607 - 2014 99-yearcondominium development Boulevard leaseholdat Marina BayDevelopmentThe Lakefront Residencesa 629-unit condominium <strong>Keppel</strong> <strong>Land</strong> 100% 16,117 56,411 - 2015 99-yeardevelopment (Mayfair) leaseholdat Lakeside DriveThe Luxuriea 622-unit condominium <strong>Keppel</strong> <strong>Land</strong> 100% 17,700 53,100 - 2015 99-yeardevelopment at Realty leaseholdCompassvale Road<strong>Land</strong>bank<strong>Keppel</strong> Bay Plot 3a 367-unit waterfront <strong>Keppel</strong> Bay 30% 38,822 47,380 - - 99-yearcondominium developmentleaseholdat <strong>Keppel</strong> Bay<strong>Keppel</strong> Bay Plot 6a 94-unit waterfront <strong>Keppel</strong> Bay 30% 43,701 21,000 - - 99-yearcondominium developmentleaseholdat <strong>Keppel</strong> BayHarbourFront Avenue(Plot 4)a 234-unit waterfront HarbourFront 11.7% 28,579 32,000 - - 99-yearcondominium development Three leaseholdat HarbourFront Avenue264<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Group Properties (Overseas)Description Location Held by % Owned Site Area Estimated Estimated Year of Tenure(sm) Gross Floor Net Lettable CompletionArea (sm) Area (sm)(Commercial)/N no. of Units(Residential)Completed PropertiesAustralia275 George Street (b)a Grade A office Brisbane K-REIT Asia 47.0% 7,074 - 20,874 2009 Freeholdbuilding located in(50% interest)Brisbane CBD77 King StreetOffice Tower (b)a Grade A office Sydney K-REIT Asia 47.0% 1,284 - 13,748 1975 Freeholdbuilding located inSydney CBDChinaOffice Developmentoffice units in Shanghai Evergro 100% - 635 635 2004 50 yearsChang Ning District Properties leaseJiangyin YangtzeInternationalCountry Cluba golf course Jiangyin Jiangyin 95% 957,281 - - 2006 40 years/development Yangtze 50 yearsInternationalleaseCountry ClubTianjin Pearl BeachInternationalCountry Cluba golf course Tianjin Tianjin 100% 787,405 - - 2006 40 yearsdevelopment Pearl Beach leasein South IslandInternationalCountry ClubSpring City Golf& Lake Resortan integrated Kunming Spring 40% 2,884,749 2,649,802 Two 18-hole 1998 70 yearsresort comprising City Golf golf courses, leasegolf courses, and 14,205 a club houseresort homes andLake Resortresort facilitiesProperty Portfolio265


Property PortfolioGroup Properties (Overseas) (continued)Description Location Held by % Site Area Estimated Estimated Year of TenureOwned (sm) Gross Floor Net Lettable CompletionArea (sm) Area (sm)(Commercial)/N no. of Units(Residential)Completed Properties (continued)IndiaElita Promenadea 1,573-unit Bangalore <strong>Keppel</strong> 51% 96,618 237,446 1,573 2011 Freeholdcondominium Puravankara residentialdevelopment in Development unitsJP NagarIndonesiaClub Med Ria Bintana beachfront hotel Bintan PT Straits - 39% 200,000 34,340 302 1997 30 yearsat Ria Bintan Resort CM Village hotel lease withroomsoption foranother50 yearsRia Bintan (Phase 1)a 36-hole Bintan PT 45.9% 1,467,000 - 27-hole 1998 30 yearsgolf course Ria Bintan golf course lease withwith clubhouseoption forand 31-roomanothergolf lodge50 yearsMelia Purosani Hotela 5-star hotel Yogyakarta PT Purosani 20% 18,189 26,398 296 1994 20 yearswith retail Sri Persada hotel lease withoutlets rooms option foranother20 yearsNongsa Point Marinaand Resorta waterfront resort Batam PT Nongsa 17% 100,000 - 192 rooms 1995 30 yearswith a marina and Point Marina chalets and lease withhotel-style chalets 65 berths option foranother50 yearsPasadenia Garden(Phase 1)a residential Jakarta PT Pulomas 25% 32,586 32,490 198 1996 30 yearsdevelopment Gemala Misori strata-titled lease withwithin Pulomas residential option forresidential district units another20 years266<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Group Properties (Overseas) (continued)Description Location Held by % Site Area Estimated Estimated Year of TenureOwned (sm) Gross Floor Net Lettable CompletionArea (sm) Area (sm)(Commercial)/N no. of Units(Residential)Completed Properties (continued)International Financial CentreJakarta (Tower 1)a prime office Jakarta PT Kepland 100% 10,428 (f) 33,180 27,933 1985 20 yearsdevelopment Investama lease within Jakarta CBDoption foranother20 yearsHotel Sedona Manadoa 5-star Manado PT Pantai 50% 243,083 - 247 2006 30 yearsinternational Indah Tateli hotel (Phase 1) lease withclass hotel rooms option for(Phase 1 -another143 rooms) 20 yearsBG Junctiona retail and Surabaya PT Sentral 80% 26,178 156,495 42,948 2006 30 yearscommercial Supel lease withdevelopment Perkasa option foranother20 yearsMalaysiaTaman Sutera andSutera Utama,Skudaia township Johor Tanah 18% 1,099,301 32,761 2,192 2003/ Freeholdcomprising Sutera residential 2005/residential units, Development units; 2007/commercial space 297 units of 2008/and recreational shop offices, 2009/facilities 240 units of 2010/low cost flats, 20114 commercialunits and aretail mallMyanmarSedona Hotel Yangona 5-star hotel Yangon Straits 100% 32,314 53,489 334 hotel 1997 30 yearsfronting Yangon’s Greenfield rooms, BOT withfamous 32 serviced option forInya Lake apartments, anotherand 30three 5-yearoffice suitesextensionsProperty Portfolio267


Property PortfolioGroup Properties (Overseas) (continued)Description Location Held by % Site Area Estimated Estimated Year of TenureOwned (sm) Gross Floor Net Lettable CompletionArea (sm) Area (sm)(Commercial)/N no. of Units(Residential)Completed Properties (continued)Sedona HotelMandalayan international Mandalay Wiseland 100% 16,467 19,835 220 hotel 1998 30 yearsclass hotel Investment rooms and BOTopposite the (Myanmar) 27 servicedfamous ancientapartmentsMandalay PalacePhilippines (h)Palmdale Heights(Phases 1 & 2)a residential Pasig City Buena 30.9% 22,978 47,063 828 2004 Freeholddevelopment Homes residential(Sandoval)unitsInc.SM-KL Towers(Phase 1)a 5-storey Mandaluyang SM 24.2% 7,068 26,767 18,518 2001 Freeholdretail mall in City <strong>Keppel</strong> <strong>Land</strong> (The Podium) (The Podium) (The Podium)Ortigas CBDInc.Sampaguita Ville12 units of Cebu Opon Realty 20.2% 5,498 960 - 1996 Freeholdlinked housesandDevelopmentCorpThailand (i)Jewellery Centrea 34-storey Bangkok <strong>Keppel</strong> Thai 45.5% 5,866 42,834 12,146 1993 Freeholdstrata titled Properties (retainedcommercial buildinginterest)at Nares Road268<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Group Properties (Overseas) (continued)Description Location Held by % Site Area Estimated Estimated Year of TenureOwned (sm) Gross Floor Net Lettable CompletionArea (sm) Area (sm)(Commercial)/N no. of Units(Residential)Completed Properties (continued)Sukhaphiban3 Mansiona 19-storey Bangkok Gold Star 45.5% 4,440 70,000 119 1994 Freeholdstrata-titled Property (retainedresidentialinterest)development atSukhaphiban 3RoadVietnamInternational Centrean 8-storey office Hanoi International 43% 1,450 9,064 7,009 1995 45 yearsdevelopment at Centre leaseNgo Quyen StreetRoyal Parka serviced Hanoi Quang Ba 59% 28,400 23,130 155 1998 50 yearsapartment Royal Park serviced leasedevelopment at JV Co apartmentsQuang Ba, West Lakeand 20 villasSaigon Centre(Phase 1)a 25-storey office, Ho Chi <strong>Keppel</strong> <strong>Land</strong> 68% 2,730 32,499 10,443 sm 1996 50 yearsretail cum serviced Minh City Watco Co (office), leaseapartment3,663 smdevelopment at(retail),Le Loi Boulevard in305 smDistrict 1(post office),and 89 servicedapartmentsPetroVietnam Towersa 10-storey Vung Tau Petro Tower 12.9% 6,191 17,026 12,465 1997 40 yearsoffice developmentleaseUSATCB Buildinga 12-storey Houston, <strong>Keppel</strong> 30% 13,015 27,323 26,858 1982 Freeholdoffice building Texas Houstonlocated in theGroupprestigious GalleriaPartnershiparea of HoustonProperty Portfolio269


Property PortfolioGroup Properties (Overseas) (continued)Description Location Held by % Site Area Estimated Estimated Expected TenureOwned (sm) Gross Floor Net Lettable Year ofArea (sm) Area (sm) Completion(Commercial)/N no. of Units(Residential)Properties Under Development (continued)Australia8 Chifley Square (b)a premium office Sydney K-REIT 47.0% 1,581 - 9,559 2013 99 yearsbuilding in Asia (50% leaseSydney CBDinterest)China8 Park Avenuea 930-unit Shanghai Shanghai 99% 33,432 135,503 930 2014 70 yearsresidential Pasir Panjang residential leasedevelopment <strong>Land</strong> unitscomplete with (Plot B)recreational facilitiesPark Avenue Centralthird and final Shanghai Shanghai 99% 28,488 - 708 - 70 yearsphase of Floraville residential leasePark Avenue <strong>Land</strong> unitsprecinct (Plot C)The Springdalea 2,667-unit Shanghai Shanghai 99% 264,090 328,792 2,667 2015 70 yearsresidential Hongda residential leasedevelopment Property units (residential)with integrated Development 40 yearsfacilities inleasePudong District(commercial)Residential Developmenta 1,036-unit Shanghai Shanghai 100% 71,621 128,918 1,036 2015 70 yearsresidential Ji Xiang residential leasedevelopment in <strong>Land</strong> unitsNanxiang Town,Jiading DistrictThe Botanicaa 9,479-unit Chengdu Chengdu 44.05% 419,775 1,049,438 1,248 2013 70 yearsresidential Century residential (Phase 6) leasetownship Development units (residential)development (Phase 6) 40 yearswith integrated 1,899 2014 leasefacilities residential (Phase 7) (commercial)units(Phase 7)270<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Group Properties (Overseas) (continued)Description Location Held by % Site Area Estimated Estimated Expected TenureOwned (sm) Gross Floor Net Lettable Year ofArea (sm) Area (sm) Completion(Commercial)/N no. of Units(Residential)Properties Under Development (continued)ResidentialDevelopmenta 1,551-unit Chengdu Chengdu 100% 50,782 202,714 1,551 2014 70 yearsprime residential Hillstreet residential leasedevelopment with Development units (residential)some commercial40 yearsfacilities inleaseJinjiang District(commercial)Villa Developmenta 273-unit villa Chengdu Chengdu 100% 249,330 95,006 273 2014 70 yearsdevelopment Hilltop villas leasein Xinjin CountyDevelopmentSpring City Golf& Lake Resortan integrated resort Kunming Spring 40% 2,157,361 20,193 133 2012 70 yearscomprising golf City Golf and (Hillcrest residential (Hillcrest leasecourses, Lake Resort Residence) units Residence)resort homes and (Hillcrest Phase 1)resort facilitiesResidencePhase 1)Central Park Citya 4,984-unit Wuxi CityOne 49.7% 352,534 670,931 750 2012 70 yearsresidential Development residential (Phase 3 leasetownship (Wuxi) units - Plot (residential)development (Phase 3 C1A) 40 yearswith integrated - Plot C1A) leasefacilities(commercial)ResidentialDevelopmenta 2,500-unit prime Wuxi <strong>Keppel</strong> 100% 215,230 322,844 2,500 2018 70 yearsresidential Lakefront residential leasedevelopment with (Wuxi) units (residential)commercial facilities Property 40 yearsin Binhu District Development lease(commercial)Property Portfolio271


Property PortfolioGroup Properties (Overseas) (continued)Description Location Held by % Site Area Estimated Estimated Expected TenureOwned (sm) Gross Floor Net Lettable Year ofArea (sm) Area (sm) Completion(Commercial)/N no. of Units(Residential)Properties Under Development (continued)The Seasonsa 3,836-unit Shenyang <strong>Keppel</strong> 100% 348,312 518,416 510 2012 50 yearsresidential township Township residential (Phase 1A) leasewith integrated Development units (residential)facilities in (Shenyang) (Phase 1A) 40 yearsShenbeileaseNew District(commercial)Waterfront TownshipDevelopmenta 7,026-unit Shenyang <strong>Keppel</strong> Bay 99.8% 302,681 756,580 7,026 *** 50 yearsresidential township Property residential leasewith integrated Development units (residential)facilities in Hunnan (Shenyang) 40 yearsNew Districtlease(commercial)Integrated MarinaLifestyle Developmenta 1,647-unit Zhongshan Sunsea 80% 857,753 443,177 42 villas 2014 70 yearsresidential Yacht Club with private (Phase 1) leasedevelopment with (Zhongshan) berths (residential)a mix of villas and (Phase 1) 40 yearsapartments, andleaseintegrated marina(commercial)lifestyle facilitiesSerenity Cove(Phase 3)a 340-unit Tianjin Tianjin 100% 128,685 80,000 28 2013 70 yearsresidential Fushi bungalows, leasedevelopment Property 96 units oflocated within Development semi-detachedTianjin Eco-City and 216apartmentsMixed Developmenta mixed Tianjin Tianjin 100% 666,665 *** *** *** 40 years/development Fushi 70 yearsin North Island Property leasewithinDevelopmentTianjin Eco-City272<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Group Properties (Overseas) (continued)Description Location Held by % Owned Site Area Estimated Estimated Expected Tenure(sm) Gross Floor Net Lettable Year ofArea (sm) Area (sm) Completion(Commercial)/N no. of Units(Residential)Properties Under Development (continued)Mixed Developmenta mixed Tianjin Tianjin 100% 1,000,000 *** *** *** 40 years/development Fulong 70 yearsin North Island Property leasewithinDevelopmentTianjin Eco-CityDevelopment inSino-SingaporeTianjin Eco-Citya 4,354-unit mixed Tianjin <strong>Keppel</strong> 55% 365,722 (f) 627,644 (f) 1,672 2012 / 70 yearsdevelopment with Hongda residential 2013 leasesome office and (Tianjin Eco-city) units (g) (Phase 1) (residential)retail space Property (Phase 1) 40 yearsDevelopment (e)lease(commercial)Stamford Citya 1,327-unit mixed Jiangyin Jiangyin 99.4% 82,987 300,083 973 2015 70 yearsdevelopment with Evergro residential (Phases leaseresidential, office Properties units 2 & 3) (residential)and retail space (Phases 40 years2 & 3) lease(commercial)Residential Developmenta 1,202-unit Nantong <strong>Keppel</strong> 100% 172,215 189,437 1,202 2015 70 yearsresidential Lakefront residential leasedevelopment with (Nantong) unitsa mix of villas,Propertyterrace houses,Developmentduplexes andhigh-rise apartmentsCommercial Developmentan office and retail Beijing Beijing 51% 26,081 104,797 *** 2014 40 years/development in Aether 50 yearsChaoyang District Property leasein Beijing’s CBDDevelopmentProperty Portfolio273


Property PortfolioGroup Properties (Overseas) (continued)Description Location Held by % Owned Site Area Estimated Estimated Expected Tenure(sm) Gross Floor Net Lettable Year ofArea (sm) Area (sm) Completion(Commercial)/N no. of Units(Residential)Properties Under Development (continued)IndiaElita Horizona high-rise Bangalore <strong>Keppel</strong> 51% 79,927 *** *** *** FreeholdresidentialPuravankaradevelopment offDevelopmentKanakapura RoadElita Garden Vistaa 1,278-unit Greater <strong>Keppel</strong> 37.7% 99,957 195,380 688 2012 Freeholdhigh-rise Kolkata Magus residential (Phase 1)condominium Development unitsdevelopment within (Phase 1)Rajarhat TownshipIndonesiaRia Bintan(Phase 2 onwards)an integrated resort Bintan PT 45.9% 2,803,000 *** Resort *** 30 yearswith golf courses, Ria Bintan homes lease witha Club Med Villageoption forand resort homesanother50 yearsPasadenia Garden(Phase 2)a residential Jakarta PT 25% 47,454 *** *** *** 30 yearsdevelopment within Pulomas lease withPulomas District Gemala option forMisorianother20 yearsJakarta Garden Citya residential Jakarta PT Mitra 51% 2,700,000 (f) - 971 2012 30 yearstownship with Sindo residential (Phase 1) lease withabout 7,000 units Sukses units option forin Cakung, (Site A - (Phase 1) anotherEast Jakarta Southern) 373 2013 20 yearsPT Mitra residential (Phase 2)Sindo Makmurunits(Site B - Northern) (Phase 2)274<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Group Properties (Overseas) (continued)Description Location Held by % Site Area Estimated Estimated Expected TenureOwned (sm) Gross Floor Net Lettable Year ofArea (sm) Area (sm) Completion(Commercial)/N no. of Units(Residential)Properties Under Development (continued)International Financial CentreJakarta (Tower 2)a Grade A office Jakarta PT 100% 10,428 (f) 64,100 51,500 2014 20 yearsdevelopment Kepland lease within Jakarta CBD Investama option foranother20 yearsGalleria Tunjungana retail and Surabaya PT Sentral 80% 23,253 *** *** *** 30 yearscommercial Tunjungan lease withcomplex in Perkasa option forSurabayaanother20 yearsTanah Lot Resortan integrated resort Bali PT 24.5% 836,520 *** *** *** 30 yearsincorporating Purimas lease withresort bungalows, Straits Resort option forspa villages andanotherrecreational facilities20 yearsMalaysiaTaman Sutera andSutera Utama, Skudaia township Johor Tanah 18% 3,332,327 - 555 2012 / Freeholdcomprising Sutera (435,959 residential 2013residential units, Development currently under units andcommercial space development) 46 units of shopand recreationaloffices currentlyfacilitiesunder developmentPhilippines (h)Palmdale Heights(Phase 3 onwards)a residential Pasig City Buena 30.9% 53,178 ** ** ** Freeholdand commercialHomesdevelopment(Sandoval)Inc.Property Portfolio275


Property PortfolioGroup Properties (Overseas) (continued)Description Location Held by % Site Area Estimated Estimated Expected TenureOwned (sm) Gross Floor Net Lettable Year ofArea (sm) Area (sm) Completion(Commercial)/N no. of Units(Residential)Properties Under Development (continued)SM-KL Towers(Phase 2 onwards)a residential Mandaluyong SM 24.2% 12,932 ** ** ** Freeholdand retail City <strong>Keppel</strong> <strong>Land</strong>developmentInc.in Ortiges CBDVacant <strong>Land</strong>at Carajay Road Cebu Opon 20.2% 7,838 - - - FreeholdRealty andDevelopmentCorpSaudi ArabiaAl Mada Towersa 1,001-unit Jeddah <strong>Keppel</strong> 51% 36,236 253,652 1,001 2016 Freeholdhigh-rise Al Numu residentialluxury residential Development unitsdevelopmentlocated alongthe prime Cornichewaterfront areaThailand (i)Villa Arcadiaat Srinakarina 367-unit Bangkok Thai-Kami 45.5% 159,706 - 367 2012 Freeholddetacheddetachedhousing developmenthousesoff Srinakarin RoadVilla Arcadiaat Watcharapola 270-unit Bangkok TOP 66.7% 124,912 - 270 2012 Freeholddetached housing Property (j) detacheddevelopmenthousesat Watcharapol Road276<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Group Properties (Overseas) (continued)Description Location Held by % Site Area Estimated Estimated Expected TenureOwned (sm) Gross Floor Net Lettable Year ofArea (sm) Area (sm) Completion(Commercial)/N no. of Units(Residential)Properties Under Development (continued)VietnamSaigon Centre(Phase 2)a prime office, Ho Chi <strong>Keppel</strong> <strong>Land</strong> 45.3% 17,156 110,000 86,000 2015 50 yearsretail cum serviced Minh City Watco Co leaseapartmentdevelopment atLe Loi Boulevardin District 1Tamarind Parka 20-storey Ho Chi <strong>Keppel</strong> <strong>Land</strong> 60% 2,808 26,181 173 2014 45 yearsapartment tower Minh City Agtex residential leasewith recreationalunitsfacilities inDistrict 1Saigon Sports Citya 3,000-unit Ho Chi Saigon 90% 640,477 827,000 732 2013 50 yearstownship with Minh City Sports residential (Phase 1) leasesupporting City unitscommercial (Phase 1)complexes andpublic sportsfacilities inDistrict 2The Estellaa 1,393-unit Ho Chi Estella 55% 47,906 279,851 719 2012 50 yearshigh-rise residential Minh City JV Co residential (Phase 1) leasedevelopment withunitssupporting (Phase 1)commercial space 374in An Phu Wardresidentialin District 2units(Phase 2)37,005 sm(commercial)Property Portfolio277


Property PortfolioGroup Properties (Overseas) (continued)Description Location Held by % Site Area Estimated Estimated Expected TenureOwned (sm) Gross Floor Net Lettable Year ofArea (sm) Area (sm) Completion(Commercial)/N no. of Units(Residential)Properties Under Development (continued)ResidentialDevelopmenta 1,500-unit Ho Chi Parc Riviera 60% 51,043 244,800 1,500 2014 50 yearshigh-rise residential Minh City JV Co. residential leasedevelopmentunits andwith supporting39,168 smcommercial space(commercial)in District 2WaterfrontResidentialTownshipa 6,430-unit Ho Chi South Rach 42% 300,000 755,000 6,430 2014 50 yearsresidential township Minh City Chiec LLC residential (Phase 1) leasewith supportingunitscommercial spacein South Rach Chiecin District 2Riviera Pointa 2,400-unit Ho Chi Riviera Point 38% 85,118 447,000 2,400 2014 50 yearshigh-rise residential Minh City LLC residential (Phase 1) leasedevelopment withunits andsupporting103,000 smcommercial space(commercial)in District 7Riviera Covea 96-unit gated villa Ho Chi Riviera Cove 60% 97,000 34,711 96 villas 2012 50 yearsdevelopment Minh City JV LLC leasein District 9Waterfront VillaDevelopmenta 150-unit gated Ho Chi Belwynn- 60% 98,000 45,200 150 villas 2013 50 yearswaterfront villa Minh City Hung Phu leasedevelopment inJV LLCDistrict 9278<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Group Properties (Overseas) (continued)Description Location Held by % Site Area Estimated Estimated Expected TenureOwned (sm) Gross Floor Net Lettable Year ofArea (sm) Area (sm) Completion(Commercial)/N no. of Units(Residential)Properties Under Development (continued)Dong NaiWaterfront Citya 7,850-unit Dong Nai Dong Nai 50% 3,667,127 2,046,955 7,850 2015 50 yearsresidential Province Waterfront residential (Phase 1) leasetownship with City LLC unitsquality housingand supportingcommercial spacein Long Hung,Long Thanh DistrictRiviera Gardensa 174-unit gated Ho Chi * 60% 113,098 40,715 174 villas 2013 50 yearsvilla development Minh City leasein District 12Waterfront VillaDevelopmenta 225-unit Ho Chi * 50% 135,000 67,500 225 villas 2014 50 yearswaterfront Minh City leasevilla developmentin Saigon South(a) Comprises both HarbourFront Tower One and Two(b) Assets owned by K-REIT Asia in which the Group has a 47.0% stake(c) Comprises <strong>MB</strong>FC Phase 1 and Marina Bay Residences(d) Comprises <strong>MB</strong>FC Phase 2 and Marina Bay Suites(e) For residential component only(f) For entire site(g) Refers to Seasons Park (Part of Phase 1 of the 36.6-ha SUA )(h) Assets owned by <strong>Keppel</strong> Philippines Properties Inc. in which the Group has a 51% stake(i) Assets owned by <strong>Keppel</strong> Thai Properties Co Ltd (KTP) in which the Group has a 45.5% stake(j) <strong>Keppel</strong> <strong>Land</strong> owns a 39% direct stake in Top Property Co Ltd as well as a 45.5% stake in KTP which also has a 61%stake in Top Property Co Ltd* Pending set-up of holding company** Under planning stage*** Plans are under review in accordance to market conditionsProperty Portfolio279


Statistics of ShareholdingsAs at 2 March 2012Number of issued shares: 1,490,743,554Class of shares: Ordinary shares with equal voting rightsNumber ofnumber ofSize of Shareholdings Shareholders % Shares %1 - 999 3,538 13.28 945,239 0.061,000 - 10,000 18,785 70.51 71,610,529 4.8010,001 - 1,000,000 4,289 16.10 147,656,778 9.911,000,001 and above 28 0.11 1,270,531,008 85.23Total 26,640 100.00 1,490,743,554 100.00Number ofnumber ofLocation of Shareholders Shareholders % Shares %Singapore 25,441 95.50 1,477,823,275 99.13Malaysia 787 2.95 7,889,958 0.53Others 412 1.55 5,030,321 0.34Total 26,640 100.00 1,490,743,554 100.00280<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Twenty Largest ShareholdersN number of Shares %1 <strong>Keppel</strong> Corporation Limited 793,864,958 53.252 Citibank Nominees Singapore Pte Ltd 126,374,235 8.483 DBS Nominees Pte Ltd 105,955,898 7.114 DBSN Services Pte Ltd 62,281,803 4.185 HSBC (Singapore) Nominees Pte Ltd 55,779,442 3.746 United Overseas Bank Nominees Pte Ltd 29,318,175 1.977 Raffles Nominees (Pte) Ltd 27,198,013 1.828 Bank of Singapore Nominees Pte Ltd 7,719,908 0.529 Phillip Securities Pte Ltd 6,300,976 0.4210 DB Nominees (S) Pte Ltd 5,384,546 0.3611 Merrill Lynch (Singapore) Pte Ltd 5,017,464 0.3412 OCBC Securities Private Ltd 4,987,753 0.3313 UOB Kay Hian Pte Ltd 4,330,407 0.2914 OCBC Nominees Singapore Pte Ltd 4,085,296 0.2715 BNP Paribas Nominees Singapore Pte Ltd 4,034,477 0.2716 BNP Paribas Securities Services Singapore 3,563,609 0.2417 Selat Pte Limited 3,315,011 0.2218 DBS Vickers Securities (S) Pte Ltd 3,232,048 0.2219 Lee Pineapple Company Pte Ltd 3,000,000 0.2020 Morgan Stanley Asia (Singapore) Pte Ltd 2,410,490 0.16Total 1,258,154,509 84.39Substantial ShareholdersN number of Shares %1 Temasek Holdings (Pte) Ltd (Deemed interest) 794,007,471 53.262 <strong>Keppel</strong> Corporation Limited (Including holdings by subsidiary companies) 793,932,958 53.26Temasek Holdings (Pte) Ltd holds 21.3% in the share capital of <strong>Keppel</strong> Corporation Limited, and is deemed to be interested inthe shares of <strong>Keppel</strong> <strong>Land</strong> Limited held by <strong>Keppel</strong> Corporation Limited.Approximately 47% of the issued shares of <strong>Keppel</strong> <strong>Land</strong> Limited are held by the public. Accordingly, Rule 723 of the ListingManual of the Singapore Exchange Securities Trading Limited has been complied with.Statistics of Shareholdings281


Notice ofAnnual General Meeting<strong>Keppel</strong> <strong>Land</strong> LimitedCompany Registration No. : 189000001G(Incorporated in the Republic of Singapore)NOTICE IS HEREBY GIVEN that the Annual General Meeting of the Company will be held at Raffles City Convention Centre,Stamford Room, Level 4, 80 Bras Basah Road, Singapore 189560 on Friday, 20 April 2012 at 11.00 a.m. to transact thefollowing businesses:AS ORDINARY BUSINESS1. To receive and adopt the Directors’ Report and Audited Financial Statements for the year ended 31 December 2011.(Resolution 1)2. To declare a final one-tier tax exempt dividend of 20 cents per share for the year ended 31 December 2011(2010: a final ordinary dividend of 9 cents per share and a special dividend of 9 cents per share) to which theDividend Reinvestment Scheme shall apply. (Resolution 2)3. To re-elect the following Directors, who will retire pursuant to Article 94 of the Company’s Articles of Association andwho, being eligible, are offering themselves for re-election (see Note 3):Mr Choo Chiau Beng (Resolution 3)Mrs Lee Ai Ming (Resolution 4)Mr Teo Soon Hoe (Resolution 5)Mr Khor Poh Hwa is also retiring at this Annual General Meeting, but will not be offering himself for re-election.4. To re-elect Mr Tan Yam Pin who, being over the age of 70 years, will cease to be a Director at the conclusion of thisAnnual General Meeting, and who, being eligible, offers himself for re-election pursuant to Section 153(6) of theCompanies Act, Cap. 50 of Singapore (the “Companies Act”) to hold office until the conclusion of the next AnnualGeneral Meeting of the Company. (Resolution 6, see Note 3)5. To approve Directors’ fees of $928,000 for the year ended 31 December 2011 (2010: $789,000). (Resolution 7)6. To re-appoint Messrs Ernst & Young LLP as Auditors, and to authorise the Directors to fix their remuneration.(Resolution 8)282<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


AS SPECIAL BUSINESS7. To consider and, if thought fit, approve with or without modifications, the following resolutions which will be proposed asOrdinary Resolutions:7.1 That pursuant to Section 161 of the Companies Act and Article 8(B) of the Company’s Articles of Association, authoritybe and is hereby given to the Directors of the Company to:(1) (a) issue shares in the capital of the Company (“Shares”), whether by way of rights, bonus or otherwise, andincluding any capitalisation pursuant to Article 136 and/or Article 136A of the Company’s Articles ofAssociation of any sum for the time being standing to the credit of any of the Company’s reserve accountsor any sum standing to the credit of the profit and loss account or otherwise available for distribution; and/or(b)make or grant offers, agreements or options that might or would require Shares to be issued (includingbut not limited to the creation and issue of (as well as adjustments to) warrants, debentures or otherinstruments convertible into Shares) (collectively “Instruments”),at any time and upon such terms and conditions and for such purposes and to such persons as the Directorsmay in their absolute discretion deem fit; and(2) (notwithstanding that the authority so conferred by this Resolution may have ceased to be in force) issue Sharesin pursuance of any Instrument made or granted by the Directors of the Company while the authority was in force;provided that:(i)(ii)the aggregate number of shares to be issued pursuant to this Resolution (including Shares to be issued inpursuance of Instruments made or granted pursuant to this Resolution and any adjustment effected under anyrelevant Instrument) shall not exceed 50 per cent. of the total number of issued Shares (excluding treasury Shares)(as calculated in accordance with sub-paragraph (b) below), of which the aggregate number of Shares to beissued other than on a pro rata basis to shareholders of the Company shall not exceed 20 per cent. of the totalnumber of issued Shares (excluding treasury Shares) (as calculated in accordance with sub-paragraph (b) below);(subject to such manner of calculation as may be prescribed by the Singapore Exchange Securities TradingLimited (“SGX-ST”)) for the purpose of determining the aggregate number of Shares that may be issued undersub-paragraph (a) above, the percentage of issued Shares shall be calculated based on the total number ofShares (excluding treasury Shares) at the time this Resolution is passed, after adjusting for:(a)(b)new Shares arising from the conversion or exercise of convertible securities or share options or vesting ofshare awards which are outstanding or subsisting as at the time this Resolution is passed; andany subsequent bonus issue, consolidation or sub-division of Shares;Notice of Annual General Meeting283


Notice of Annual General Meeting(iii) in exercising the authority granted under this Resolution, the Company shall comply with the provisions of theCompanies Act, the Listing Manual of the SGX-ST for the time being in force (unless such compliance has beenwaived by the SGX-ST) and the Articles of Association for the time being of the Company;(iv)(unless revoked or varied by the Company in general meeting) the authority conferred by this Resolution shallcontinue in force until the conclusion of the next Annual General Meeting of the Company or the date by which thenext Annual General Meeting is required by law to be held, whichever is the earlier; (Resolution 9, see Note 4)7.2 That approval be and is hereby given to the Directors of the Company, for the purposes of, in connection with or wherecontemplated by the Dividend Reinvestment Scheme to:(1) allot and issue from time to time, such number of Shares in the capital of the Company; and/or(2) notwithstanding that the authority conferred by this Resolution may have ceased to be in force, allot and issuesuch number of Shares in the capital of the Company pursuant to the application of the Dividend ReinvestmentScheme to any dividend which was approved while the authority conferred by this Resolution was in force;at any time and upon such terms and conditions and to or with such persons as the Directors of the Company may, intheir absolute discretion, deem fit. (Resolution 10, see Note 5)7.3 (1) That for the purposes of the Companies Act, the exercise by the Directors of the Company of all the powers ofthe Company to purchase or otherwise acquire issued ordinary Shares fully paid in the capital of the Company notexceeding in aggregate the Maximum Limit (as hereafter defined), at such price(s) as may be determined by theDirectors of the Company from time to time up to the Maximum Price (as hereafter defined), whether by way of:(a)(b)market purchase(s) (each a “Market Purchase”) on the SGX-ST; and/oroff-market purchase(s) (each an “Off-Market Purchase”) in accordance with any equal access scheme(s)as may be determined or formulated by the Directors as they consider fit, which scheme(s) shall satisfy allthe conditions prescribed by the Companies Act;and otherwise in accordance with all other laws and regulations, including but not limited to, the provisions of theCompanies Act and listing rules of the SGX-ST as may for the time being be applicable, be and is herebyauthorised and approved generally and unconditionally (the “Share Purchase Mandate”);(2) unless varied or revoked by the members of the Company in a general meeting, the authority conferred on theDirectors of the Company pursuant to the Share Purchase Mandate may be exercised by the Directors of theCompany at any time and from time to time during the period commencing from the date of the passing of thisOrdinary Resolution and expiring on the earlier of:(a)(b)the date on which the next Annual General Meeting of the Company is held or required by law to be held;orthe date on which the purchases or acquisitions of Shares by the Company pursuant to the SharePurchase Mandate are carried out to the full extent mandated;284<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


(3) in this Ordinary Resolution:“Maximum Limit” means that number of issued Shares representing 10 per cent. of the total number of issuedShares as at the date of the last Annual General Meeting or at the date of the passing of this Ordinary Resolution,whichever is higher, unless the Company has effected a reduction of the share capital of the Company inaccordance with the applicable provisions of the Companies Act, at any time during the Relevant Period (ashereafter defined), in which event the total number of issued Shares shall be taken to be the total number ofissued Shares as altered (excluding any treasury Shares that may be held by the Company from time to time);“Relevant Period” means the period commencing from the date on which the last Annual General Meetingwas held and expiring on the date the next Annual General Meeting is held or is required by law to be held,whichever is the earlier, after the date of this Ordinary Resolution; and“Maximum Price”, in relation to a Share to be purchased or acquired, means the purchase price (excludingbrokerage, stamp duties, commission, applicable goods and services tax and other related expenses) which is:(a)(b)in the case of a Market Purchase, 105 per cent. of the Average Closing Price (as hereafter defined); andin the case of an Off-Market Purchase pursuant to an equal access scheme, 120 per cent. of the AverageClosing Price,where:“Average Closing Price” means the average of the closing market prices of a Share over the last five (5)Market Days (a “Market Day” being a day on which the SGX-ST is open for trading in securities), on whichtransactions in the Shares were recorded, in the case of Market Purchases, before the day on which thepurchase or acquisition of Shares was made and deemed to be adjusted for any corporate action that occursafter the relevant five (5) Market Days, or in the case of Off-Market Purchases, before the date on which theCompany makes an announcement of the offer; and(4) the Directors of the Company and/or any of them be and is/are hereby authorised to complete and do all suchacts and things (including without limitation, executing such documents as may be required) as they and/or hemay consider necessary, expedient, incidental or in the interest of the Company to give effect to thetransactions contemplated and/or authorised by this Ordinary Resolution. (Resolution 11, see Note 6)Notice of Annual General Meeting285


Notice of Annual General Meeting7.4 (1) That approval be and is hereby given for the purposes of Chapter 9 of the Listing Manual of the SGX-ST, for theCompany, its subsidiaries and target associated companies (as defined in the circular to shareholders dated29 March 2012 (the “Circular”)), or any of them, to enter into any of the transactions falling within the types ofInterested Person Transactions described in the Circular with any person who falls within the classes of InterestedPersons described in the Circular, provided that such transactions are made on normal commercial terms andin accordance with the review procedures for Interested Person Transactions as set out in the Circular(the “IPT Mandate”);(2) the IPT Mandate shall, unless revoked or varied by the Company in general meeting, continue in force until thedate that the next Annual General Meeting of the Company is held or is required by law to be held, whichever isthe earlier;(3) the Audit Committee of the Company be and is hereby authorised to take such action as it deems proper inrespect of such procedures and/or to modify or implement such procedures as may be necessary to take intoconsideration any amendment to Chapter 9 of the Listing Manual of the SGX-ST which may be prescribed bythe SGX-ST from time to time; and(4) the Directors of the Company and/or any of them be and is/are hereby authorised to complete and do all suchacts and things (including, without limitation, executing all such documents as may be required) as they and/orhe may consider necessary, expedient, incidental or in the interest of the Company to give effect to the IPTMandate and/or this Ordinary Resolution. (Resolution 12, see Note 7)8. To transact such other business which can be transacted at the Annual General Meeting of the Company.NOTICE IS ALSO HEREBY GIVEN that the electronic copy of the Company’s Annual Report 2011 will be published on theCompany’s website on 29 March 2012. You can access and view the electronic copy of the Company’s Annual Report 2011at the following address: http://www.keppelland.com.sg/ar2011.NOTICE HAD BEEN GIVEN on 19 January 2012 that the Share Transfer Books and the Register of Members of theCompany will be closed from 26 April 2012 after 5.00 p.m. to 30 April 2012 (both dates inclusive) for the preparation ofdividend warrants. Duly completed transfers in respect of ordinary shares in the capital of the Company (“Shares”) received bythe Company’s registrar, KCK CorpServe Pte Ltd, 333 North Bridge Road #08-00, KH KEA Building, Singapore 188721 up tothe close of business at 5.00 p.m. on 26 April 2012 will be registered to determine shareholders’ entitlement to the proposedfinal dividend. Shareholders whose securities accounts with The Central Depository (Pte) Limited are credited with Shares at5.00 p.m. on 26 April 2012 will be entitled to the proposed final dividend.By Order of the BoardCHOO CHIN TECKCompany SecretarySingapore, 29 March 2012286<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Notes:1. The Chairman of this Annual General Meeting will be exercising his right under Article 63 of the Company’s Articles of Associationto demand a poll in respect of each of the resolutions to be put to the vote of members at the Annual General Meeting and at anyadjournment thereof. Accordingly, each resolution at the Annual General Meeting will be voted on by way of a poll.2. A Member is entitled to appoint one proxy or two proxies to attend and vote in his place. A proxy need not also be a Member of theCompany. The Instrument appointing a proxy must be deposited at the registered office of the Company at 230 Victoria Street #15-05,Bugis Junction Towers, Singapore 188024, not less than 48 hours before the time appointed for holding the Annual General Meeting.3. Detailed information about these Directors can be found in the Board of Directors, and Profile of Directors and Senior Managementsections of the Company’s Annual Report for the financial year ended 31 December 2011. Mr Choo Chiau Beng will upon re-election,continue to serve as Chairman of the <strong>Keppel</strong> <strong>Land</strong> Limited Board, and the Human Capital and Brand Review Committees, andmember of the Nominating, Remuneration and Board Safety Committees. Mrs Lee Ai Ming will upon re-election, continue to serve asmember of the Audit, Board Risk, Board Safety and Brand Review Committees. Mr Teo Soon Hoe will upon re-election, continue toserve as member of the Audit Committee. Mr Tan Yam Pin will upon re-election, continue to serve as Chairman of the Remunerationand Board Safety Committees, and member of the Human Capital and Brand Review Committees. These Directors (other thanMr Choo Chiau Beng and Mr Teo Soon Hoe) are considered by the Nominating Committee to be independent Directors.4. Ordinary Resolution 9 is to empower the Directors from the date of the Annual General Meeting until the date of the next AnnualGeneral Meeting to issue further Shares and Instruments in the Company, up to a number not exceeding 50 per cent. of the totalnumber of Shares (excluding treasury Shares) (with a sub-limit of 20 per cent. of the total number of Shares (excluding treasury Shares)in respect of Shares to be issued other than on a pro rata basis to shareholders).5. Ordinary Resolution 10 is to empower the Directors to allot and issue Shares in the capital of the Company for the purposes of, inconnection with or where contemplated by the Dividend Reinvestment Scheme.6. Ordinary Resolution 11 relates to the renewal of the Share Purchase Mandate which was originally approved by shareholders on 5October 1999 and was last renewed at the Annual General Meeting of the Company on 21 April 2011. Please refer to Appendix A ofthe circular to shareholders dated 29 March 2012 for more details.7. Ordinary Resolution 12 relates to the renewal of a mandate first given by shareholders on 25 June 1997 allowing the Company, itssubsidiaries and target associated companies to enter into transactions with interested persons as defined in Chapter 9 of theListing Manual of the SGX-ST. Please refer to Appendix B of the circular to shareholders dated 29 March 2012 for more details.Notice of Annual General Meeting287


Share Transaction StatisticsComparative Price Trends<strong>Keppel</strong> <strong>Land</strong> Straits Times Index FTSE ST Real Estate IndexClosing Normalised Closing Normalised Closing NormalisedMonth End Price (S$) Values Index Values Index ValuesJan 2011 4.48 100.00 3,180 100.00 713 100.00Feb 2011 4.22 94.20 3,011 94.69 674 94.53Mar 2011 4.49 100.22 3,106 97.67 692 97.05Apr 2011 4.17 93.08 3,180 100.00 705 98.88May 2011 4.09 91.29 3,160 99.37 698 97.90Jun 2011 3.62 80.80 3,120 98.11 674 94.53Jul 2011 3.83 85.49 3,189 100.28 669 93.83Aug 2011 3.09 68.97 2,885 90.72 607 85.13Sep 2011 2.59 57.81 2,675 84.12 553 77.56Oct 2011 2.80 62.50 2,856 89.81 598 83.87Nov 2011 2.40 53.57 2,702 84.97 556 77.98Dec 2011 2.22 49.55 2,646 83.21 531 74.47Jan 2012 2.85 63.62 2,907 91.42 581 81.49Normalised Values1101009080706050403020Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan<strong>Keppel</strong> <strong>Land</strong> Straits Times Index FTSE ST Real Estate Index<strong>Keppel</strong> <strong>Land</strong>’s share started off at $4.48 in January 2011 and closed at $2.22 in December 2011. The movements in shareprice during the year are in tandem with the general trends for Straits Times Index and the FTSE ST Real Estate Index.288<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Turnover (million) Share Prices ($)50010.03757.52505.01252.50Turnover02007 2008 2009 2010 2011 2012High and Low PricesStraits Times and FTSE ST Real Estate IndicesIndex400035003000250020001500100050002006 2007 2008 2009 2010 2011 2012Straits Times IndexFTSE ST Real Estate IndexShare Transaction Statistics289


Share Transaction StatisticsInvestor Data2007 2008 2009 2010 2011Earnings per share (cents) (Note 1) 76.9 22.4 24.2 73.3 93.2Total gross dividend per share (cents) 20.0 8.0 8.0 18.0 20.0Share price (cents) (Note 2)Highest 960 724 351 505 488Lowest 655 131 99 321 222Average 831 421 233 394 353Last done 728 170 350 480 222Turnover (million shares) 942.2 794.7 2,305.3 1,119.6 992.4Dividend yield (%) (Note 3) 2.4 1.9 3.4 4.6 5.7Net price-earnings ratio (Notes 1 and 3) 10.8 18.8 9.6 5.4 3.8Net asset value per share ($) (Note 4) 3.18 3.39 2.24 2.85 3.64Notes:1. Earnings represent the Group’s net profits.The earnings per share for 2007 and 2008 have been restated to include the effects of the Company’s rights issue in 2009.The earnings per share for 2010 has been restated to include the effects of the adoption of INT FRS 115.Consequently, the net price-earnings ratios for 2007, 2008 and 2010 have also been restated.2. Share prices reflect transactions recorded on the Singapore Exchange Securities Trading Limited.3. In calculating dividend yields and net price-earnings ratios, the average share prices have been used.4. The net asset value per share for 2009 and 2010 have been restated to include the effects of the adoption of INT FRS 115.290<strong>Keppel</strong> <strong>Land</strong> LimitedReport to Shareholders 2011


Proxy Form<strong>Keppel</strong> <strong>Land</strong> LimitedCompany Registration No. : 189000001G(Incorporated in the Republic of Singapore)Annual General MeetingIMPORTANT:1. For investors who have used their CPF monies to buy KEPPEL LAND LIMITED shares,this report is forwarded to them at the request of their CPF Approved Nominees and issent solely FOR INFORMATION ONLY.2. This Proxy Form is not valid for use by CPF investors and shall be ineffective for allintents and purposes if used or purported to be used by them.3. CPF investors who wish to attend the Annual General Meeting as observers mustsubmit their requests through their CPF Approved Nominees within the time framespecified. Any voting instructions must also be submitted to their CPF ApprovedNominees within the time frame specified to enable them to vote on the CPFinvestor’s behalf.I/We (Name) (NRIC/Passport Number)of(Address)being (a) Member(s) of <strong>Keppel</strong> <strong>Land</strong> Limited (the “Company”), hereby appoint:NameAddressnrIC/Passport NumberProportion of ShareholdingsNo. of Shares %and/or (delete as appropriate)as my/our proxy/proxies to vote on my/our behalf at the Annual General Meeting of the Company to be held on 20th day of April 2012at 11.00 a.m. at Raffles City Convention Centre, Stamford Room, Level 4, 80 Bras Basah Road, Singapore 189560.I/We direct my/our proxy/proxies to vote for or against the Resolutions to be proposed at the Meeting as indicated hereunder. If no specificdirection as to voting is given, the proxy/proxies will vote or abstain from voting at his/her discretion.Fold and glue along dotted lineNo. R resolution Number Numberof Votesof VotesFor*Against*Ordinary Business1. To receive and adopt the Directors’ Report and Audited Financial Statementsfor the year ended 31 December 20112. To declare the final one-tier tax exempt dividend of 20 cents per share asrecommended by the Directors for the financial year ended 31 December 2011(2010: a final ordinary dividend of 9 cents per share and a special dividendof 9 cents per share)3. To re-elect Mr Choo Chiau Beng as Director4. To re-elect Mrs Lee Ai Ming as Director5. To re-elect Mr Teo Soon Hoe as Director6. To re-elect Mr Tan Yam Pin as Director7. To approve Directors’ fees of $928,000 for the year ended 31 December 2011(2010: $789,000)8. To re-appoint Messrs Ernst & Young LLP as Auditors, and to authorise theDirectors to fix their remunerationSpecial BusinessFold and glue along dotted line9. To approve the authority to issue shares and convertible securities pursuantto Section 161 of the Companies Act, Cap. 50 of Singapore10. To approve the allotment and issue of shares pursuant to the DividendReinvestment Scheme11. To approve the renewal of the Share Purchase Mandate12. To approve the renewal of the Shareholders’ Mandate for InterestedPerson Transactions* If you wish to exercise all your votes “For” or “Against”, please indicate with a “√” within the box provided.Alternatively, please indicate the number of votes as appropriate.Dated this _______ day of ___________________ 2012Total Number of Shares in:(a) CDP Register(b) Register of MembersNo. of Shares#Signature(s) or Common Seal of Member(s)IMPORTANT: Please read the notes overleaf before completing this Proxy FormFold and glue along dotted line


Notes for Proxy Form1. Please insert the total number of Shares held by you. If you have Shares entered against your name in the Depository Register (as defined inSection 130A of the Companies Act, Cap. 50 of Singapore), you should insert that number of Shares. If you only have Shares registered in yourname in the Register of Members, you should insert that number of shares. However, if you have Shares entered against your name in theDepository Register and Shares registered in your name in the Register of Members, you should insert the aggregate number of Shares enteredagainst your name in the Depository Register and registered in your name in the Register of Members. If no number is inserted, the instrumentappointing a proxy or proxies shall be deemed to relate to all Shares held by you.2. A member entitled to attend and vote at the Meeting is entitled to appoint one or two proxies to attend and vote in his/her stead. A proxy neednot be a Member of the Company. Where a Member appoints more than one proxy, he/she shall specify the proportion of his/her shareholdingto be represented by each proxy. If no such proportion or number is specified, the first named proxy shall be deemed as representing 100 percent. of the shareholding and the second named proxy shall be deemed as an alternate to the first named proxy.3. Completion and return of this instrument appointing a proxy shall not preclude a member from attending and voting at the Meeting. Anyappointment of a proxy or proxies shall be deemed to be revoked if a member attends the Meeting in person, and in such event, the Companyreserves the right to refuse to admit any person or persons appointed under the instrument of proxy, to the Meeting.Fold along this line (1)AffixPostageStampThe Company Secretary<strong>Keppel</strong> <strong>Land</strong> Limited230 Victoria Street #15-05Bugis Junction TowersSingapore 188024Fold along this line (2)4. The instrument appointing a proxy or proxies must be deposited at the Company’s registered office at 230 Victoria Street #15-05,Bugis Junction Towers, Singapore 188024 not less than 48 hours before the time appointed for the Meeting.5. The instrument appointing a proxy or proxies must be under the hand of the appointor or of his/her attorney duly authorised in writing. Wherethe instrument appointing a proxy or proxies is executed by a corporation, it must be executed either under its common seal or under the handof its attorney or duly authorised officer.6. Where an instrument appointing a proxy is signed on behalf of the appointor by an attorney, the letter or power of attorney or a duly certifiedcopy thereof must (failing previous registration with the Company) be lodged with the instrument of proxy, failing which the instrument may betreated as invalid.7. The Company shall be entitled to reject an instrument appointing a proxy or proxies if it is incomplete, improperly completed, illegible or wherethe true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument appointing a proxy orproxies. In addition, in the case of a member whose Shares are entered against his/her name in the Depository Register, the Company mayreject any instrument appointing a proxy or proxies lodged if such member, being the appointor, is not shown to have Shares entered againsthis/her name in the Depository Register 48 hours before the time appointed for holding the Meeting, as certified by The Central Depository (Pte)Limited to the Company.


This report is printed on Meridien Silk, Eco-Frontier and Exel Satin. These papers are certifiedby the Forest Stewardship Council (FSC). Eco-Frontier and Exel Satin are also endorsed under theSingapore Green Labelling Scheme, which is administered by the Singapore Environment Council.These papers are produced with a minimum content of 51% recycled paper and a minimumof 10% post-consumer waste.For more information on FSC, please visit www.fsc.org.


KEPPEL LAND LIMITED(Incorporated in the Republic of Singapore)230 Victoria Street#15-05 Bugis Junction TowersSingapore 188024Tel: (65) 6338 8111Fax: (65) 6337 7168www.keppelland.com.sgCo Reg No: 189000001G

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