Annual Report - QuamIR

Annual Report - QuamIR Annual Report - QuamIR

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Notes to the Consolidated Financial Statements (Continued) 41 Contingent liabilities – Group The Group’s investment property located in Shenzhen, the PRC is subject to housing facility fund pursuant to < > adopted on 1 November 1994. Contingent liabilities of RMB75.8 million (equivalent to approximately HK$93.6 million) (2010: RMB75.8 million (equivalent to approximately HK$89.7 million)) arising in this respect have been assessed by management with reference to the legal opinion previously obtained. Management have requested relief from the relevant local government authorities on the grounds that certain amounts of maintenance costs were already spent for the purposes as specified under the requirement of housing facility fund, hence no further provision for the fund is considered necessary. 42 Related party transactions Other than the transactions and balances disclosed elsewhere in these financial statements, the material related party transactions during the year were: 41 75,800,00093,600,000 75,800,000 89,700,000 42 2011 2010 Note HK$ Million HK$ Million Income from supply of water to Jinhai Paper Pulping Industrial Company Limited (“Jinhai”) (a) 42.2 34.8 Consultancy fee paid (b) – (7.0) Interest expense paid on shareholders’ loans – Creator Holdings Limited (“Creator”) (c) – (5.6) – Genesis Capital Group Limited (“Genesis”) (d) – (32.1) Notes: (a) Yangpu Water Supply Company Limited, a subsidiary of which a 65% equity interest held by the Group, entered into a water supply agreement and a supplemental agreement with Jinhai, a company indirectly controlled by the Oei family, for a period of three years commencing from 1 January 2009. Income from Jinhai was conducted on terms as set out in the agreement and the supplemental agreement governing this transaction. The agreement was ended at 31 December 2011. (a) 65% On 8 December 2011, the Group entered into the supplement agreement with Jinhai for extending the terms of the water supply agreement for a further three years from 1 January 2012. 178 HKC (Holdings) Limited • Annual Report 2011

Notes to the Consolidated Financial Statements (Continued) 42 Related party transactions (Continued) Notes: (Continued) 42 (b) On 2 March 2009, the Group entered into a consultancy services agreement with a company controlled by an Executive Director of the Company, who was appointed to hold that office on 4 September 2009 and resigned with effect from 20 December 2010, pursuant to which a fee was paid by the Group on a monthly basis for the provision of consultancy services rendered. (b) (c) In November 2009, the Company entered into a revolving loan agreement with Creator (a company owned as to 50% by Mr. Oei Kang, Eric and as to the remaining 50% by his wife, Mrs. Oei Valonia Lau), one of the substantial shareholders of the Company, under which the Company might borrow up to HK$800.0 million for a period of thirty-six months from the date of the agreement. The loan was unsecured, carried interest at the Hong Kong dollar prime rate plus 2% per annum and was repayable on demand. (c) 50% 50% 800,000,000 2% The interest was paid on terms as set out in the agreement. There was no outstanding loan balance as at 31 December 2010 and 2011. (d) In June 2010, the Company entered into a supplemental agreement with Genesis, one of the substantial shareholders of the Company, for amending and supplementing the revolving loan agreement dated 8 October 2007, under which the Company might borrow up to HK$1,000.0 million for a period of ninety-six months from the date of the said loan agreement dated 8 October 2007. The loan is unsecured and carried interest at the Hong Kong dollar prime rate plus 2% per annum. The Company is required to repay the loan and accrued interest thereon at the expiry of the said agreement. (d) 1,000,000,000 2% The interest was paid on terms as set out in the agreement. There was no outstanding loan balance as at 31 December 2010 and 2011. (e) Key management compensation (e) Key management solely represents directors of the Company. The compensation paid or payable to key management is shown as below: 2011 2010 HK$ Million HK$ Million Director’s fees 1.6 1.7 Salary and other benefits 31.1 29.0 Employer’s contribution to pension scheme 0.1 0.1 Share option benefits 3.5 2.5 36.3 33.3 (f) The Company has provided guarantees in respect of project loan facilities granted by banks to its subsidiaries. For details, please refer to pages 57 to 63 on Report of the Directors. (f) 5763 • 179

Notes to the Consolidated Financial Statements (Continued)<br />

<br />

42 Related party transactions (Continued)<br />

Notes: (Continued)<br />

42 <br />

<br />

(b)<br />

On 2 March 2009, the Group entered into a consultancy services<br />

agreement with a company controlled by an Executive Director of the<br />

Company, who was appointed to hold that office on 4 September 2009<br />

and resigned with effect from 20 December 2010, pursuant to which a fee<br />

was paid by the Group on a monthly basis for the provision of consultancy<br />

services rendered.<br />

(b)<br />

<br />

<br />

<br />

<br />

<br />

(c)<br />

In November 2009, the Company entered into a revolving loan agreement<br />

with Creator (a company owned as to 50% by Mr. Oei Kang, Eric and<br />

as to the remaining 50% by his wife, Mrs. Oei Valonia Lau), one of the<br />

substantial shareholders of the Company, under which the Company<br />

might borrow up to HK$800.0 million for a period of thirty-six months from<br />

the date of the agreement. The loan was unsecured, carried interest at<br />

the Hong Kong dollar prime rate plus 2% per annum and was repayable<br />

on demand.<br />

(c)<br />

<br />

50%<br />

50%<br />

<br />

<br />

800,000,000<br />

2%<br />

<br />

The interest was paid on terms as set out in the agreement. There was no<br />

outstanding loan balance as at 31 December 2010 and 2011.<br />

<br />

<br />

<br />

(d)<br />

In June 2010, the Company entered into a supplemental agreement<br />

with Genesis, one of the substantial shareholders of the Company,<br />

for amending and supplementing the revolving loan agreement dated<br />

8 October 2007, under which the Company might borrow up to<br />

HK$1,000.0 million for a period of ninety-six months from the date of the<br />

said loan agreement dated 8 October 2007. The loan is unsecured and<br />

carried interest at the Hong Kong dollar prime rate plus 2% per annum.<br />

The Company is required to repay the loan and accrued interest thereon<br />

at the expiry of the said agreement.<br />

(d)<br />

<br />

<br />

<br />

<br />

<br />

1,000,000,000<br />

<br />

2%<br />

<br />

The interest was paid on terms as set out in the agreement. There was no<br />

outstanding loan balance as at 31 December 2010 and 2011.<br />

<br />

<br />

<br />

(e)<br />

Key management compensation<br />

(e)<br />

<br />

Key management solely represents directors of the Company. The<br />

compensation paid or payable to key management is shown as below:<br />

<br />

<br />

2011 2010<br />

<br />

HK$ Million HK$ Million<br />

<br />

Director’s fees 1.6 1.7<br />

Salary and other benefits 31.1 29.0<br />

Employer’s contribution to pension scheme 0.1 0.1<br />

Share option benefits 3.5 2.5<br />

36.3 33.3<br />

(f)<br />

The Company has provided guarantees in respect of project loan facilities<br />

granted by banks to its subsidiaries. For details, please refer to pages 57<br />

to 63 on <strong>Report</strong> of the Directors.<br />

(f)<br />

<br />

<br />

5763<br />

•<br />

179

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