Professional Documents
Culture Documents
4. Exact name of the issuer as specified in its charter: CEBU PROPERTY VENTURES
AND DEVELOPMENT CORPORATION
7. Address of principal office: Unit #701, 7/F, Cebu Holdings Center, Cardinal Rosales
Avenue, Cebu Business Park, Cebu City Postal code: 6000
10. Securities registered pursuant to Sections 8 and 12 of the SRC, or Sections 4 and 8 of the
RSA:
14. Check whether the issuer has filed all documents and reports required to be filed by
Section 17 of the Code subsequent to the distribution of securities under a plan confirmed
by a court or the Commission.
Not applicable.
15. Briefly describe documents incorporated by reference and identify the part of the SEC
Form 17-A into which the document is incorporated:
Page No.
Item 1. Business 1
Item 2. Properties 8
Item 3. Legal Proceedings 9
Item 4. Submission of Matters to a Vote of Security Holders 10
(a) Exhibits 26
(b) Reports on SEC Form 17-C 26
Item 14. Additional Disclosures Data 26
SIGNATURES 30
INDEX TO EXHIBITS
Item 1. Business
(Part 1 Paragraph A of SRC Rule 12)
Cebu Property Ventures and Development Corporation was registered with the Securities and Exchange Commission
(SEC) on August 2, 1990 and started commercial operation on September 1, 1996. The Company started as a joint
venture corporation between the Province of Cebu and Ayala Land, Inc. CPVDC is now 76% owned by Cebu Holdings,
Inc. (CHI) after a successful tender offering undertaken in 1995.
CPVDC is a publicly-listed company engaged in real property ownership, marketing, management and development. The
Company's operations consist of five types of activities:
Projects
Cebu Property Ventures and Development Corporation, has also developed a 27-hectare called Cebu I.T. Park (formerly
Asiatown I.T. Park), only 1.5 kilometers away from Cebu Business Park.
Cebu I.T. Park is a well-planned IT economic zone and modern trading hub with global gateway. The 27-hectare
integrated mixed-use I.T. Park obtained accreditation from the Philippine Economic Zone Authority (PEZA) as an IT Park
in 2000. The PEZA accreditation is the first such distinction accorded a property development project in the Visayas and
Mindanao.
In September 22, 2011, Asiatown I.T. Park was officially re-named Cebu I.T. Park – strengthening the emphasis the
queen city of the South which has today become one of the top BPO destinations globally. In 2013, Cebu retained its
ranking at the 8th top outsourcing destination globally by Tholons Magazine.
Home to over a hundred IT companies and related services, Cebu I.T. Park is host to over 70 percent of Cebu’s business
process outsourcing (BPO) industry. It hosts a good mix of software research and development, BPOs, and contact
centers, bringing in millions of pesos in investments and employing thousands of people. In fact, by end of 2013, it has
provided employment to more than 34,000 – a mixture of engineers, and information and communication technology
professionals.
Cebu’s thriving IT and BPO industry is most evident in the bullish build-up within Cebu I.T. Park with six buildings
under construction which will be an addition to the existing 16 buildings at the I.T. Park.
CPVDC’s first venture to attract IT locators is eOffice One, a one-storey modular building (11,370 sqm). This structure e-
Office One is due for redevelopment this year and will give way to a mixed-use complex at the heart of the I.T. Park. Its
masterplan will include a regional mall, a hotel, office and residential towers.
eBloc Tower 1 is 12-storey mid-rise office condominium with retail provision at the ground floor. It is a project of Asian I-
Office Properties, a joint venture between CPVDC and Ayala Land, Inc. The building has redundant power and water
supply, optimum telecommunications facilities, centralized sewage and a secure location within the heart of the city.
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With its first tower fully leased out, AiO launched eBloc Tower 2, a 16-level office building with a total gross floor area of
34,762 square meters in June 2010. Like its predecessor, eBloc Tower 2 is proud manifestation of sustainable design
practices. The building is fully leased out to some of the big players in the BPO/IT industry.
To accommodate the increase in demand for office spaces, eBloc Tower 3 was launched last February 2012. This 12-
level office building will add another 15,760 square meters of gross floor area upon completion.
Seeing the demand for residential spaces within this bustling IT park, AiO in partnership with Avida Land (Ayala Land’s
best value brand offering affordable living at its best) launched Avida Towers Cebu in June of 2010. The first Ayala Land
affordable condominium outside Luzon, Avida redefines life with exciting options for future residents to enjoy the benefits
of home, office, and play inside the most vibrant address in town for young professionals and families. The first tower of
over 500 units was sold in an unprecedented rate, prompting the launch of the second tower after only three months
since it was first offered to the market.
The Avida brand further expanded its portfolio in Cebu with the multi-tower Avida Towers Riala. The said development
will seamlessly include spaces for retail and dining in its masterplan, furthering the lifestyle options that are already
present in its location.
Cebu I.T. Park’s retail center, The Walk, remains to be a strong retail magnet in the ever-busy Cebu IT Park. Heavily
frequented by BPO workers, young professionals, tourists, families, and sports enthusiasts, it has emerged from simply
being a hangout haven into popular venue for showcasing recreational activities like sports, music, photography, and
even luxury vehicle collections.
Currently on its master-planning stage, the project will start development by the later part of 2014. Once
completed, it will further enhance Cebu I.T. Park’s position as a prime investment area, and one of the top BPO
destinations in the world.
(i) The Company’s operations focus on commercial lots sales, leasing of office and retail space and residential
condominium sales.
Cebu I.T Park (formerly Asiatown I.T. Park). In June 1996, CPVDC launched its major undertaking, the Cebu Civic and
Trade Center now known as Cebu I.T Park.. The Cebu I.T. Park is a well-planned IT economic zone and modern trading
hub with global gateway. It is now home of a good mix of software research and development, BPO’s and contact
centers, bring in millions of pesos in investments and employ thousands of people.
Selling of lots in Phase 1 commenced in September 1996. To date, there were forty-four (44) lots from Phase 1 sold to
predominantly local buyers. There were also three (3) Phase 2 lots sold to Asian i-Office Properties, Inc. (AiO).
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Office & retail space leasing
eOffice One
e-Office One, a one-storey modular building (11,370 square meter), is due for redevelopment this year. This will be a
very exciting addition to Cebu IT Park.
The eBloc Towers retail outlets at the ground floor of the buildings provide more choices for dining at the Cebu
I.T. Park. The current mix of outlets add to the dynamic 24/7 environment at the park. These include coffee
shops, popular food outlets and restaurants and convenience stores which complement the lifestyle of the park's
growing population.
eBloc Tower
The eBlocs are state-of-the-art mid-rise office buildings with retail spaces at its ground level.
The first among many projects to be pushed for Cebu’s twin-win industries - Information and Communication
Technology (ICT) and tourism - the eBloc Towers are part of the project of Asian i-Office Properties Inc. (AiO).
They currently house few of the top companies; NCR Cebu Development Corp, JP Morgan Chase & Co., NEC
Telecom, and Accenture.
eBloc Tower 3 and eBloc Tower 4 are designed to have support retail provision with landscaped storefront at the
ground floor to cater the needs of the BPO worker 24/7. An open air podium, which will accommodate ample
parking slots, will provide for both retail and office needs.
The buildings are a proud manifestation of environmentally sustainable design practices through energy-efficient
electrical, air-conditioning and its water-efficient plumbing systems. Lights, pumps and motors will be energy-
rated and will save electricity. The plumbing system will use a dual-pipe system to collect grey water and will
facilitate rainwater collection. It will also employ waterless urinals and other water-saving toilet fixtures.
Stepping-up to cater to the needs of the growing IT/BPO industry in Cebu, CPVDC’s subsidiary, Asian i-Office
Properties topped off eBloc Tower 3 and broke ground for eBloc Tower 4 in October 2013.
The Walk
The Walk remains a top destination among the growing number of retail establishments at Cebu
I.T. Park. It continues to enjoy patronage not only by the park's workforce and residents, but also
by the rest of the Cebuano community. In 2013, The Walk registered an 85 percent occupancy
and welcomed new locators including Music One Family KTV, Zubuchon and Nerubia Web
Solutions. The Walk also continues to host numerous community events at the I.T. Park.
Avida Towers Cebu is a joint venture project of Avida Land and Asian i-Office (AiO). AiO is an associate of Cebu
property Venture and Development Corporation.
When it was first launched in June 2010, Avida Towers Cebu sold over 90 percent units Tower 1 in less than four
months. This fast-tracked the launch of the second tower, which also sold in record breaking speed.
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Avida Towers Cebu redifines city living with exciting options for its future residents to enjoy the benefits of home,
work and play inside the most vibrant address in town for young professionals and families.
Avida Towers Riala is our second residential condominium project in partnership with Ayala Land’s affordable
brand, Avida Land, in Cebu. Due to the continued fast take-up of this market segment, the second building of
this multi-tower development was launched in 2013 to offer more units.
Avida Towers Riala is a five-tower project with additional shopping and dining outlets built into the property to
provide convenient access for the needs of its residents. Located in the Cebu I.T. Park,
this pocket mixed-used development is within the primest district in the city,
home to over 70 percent of Cebu’s BPO industry.
The Company’s Sales and Marketing Department and its accredited real estate brokers are designated to handle the
selling/distribution of the Company’s product.
The company has no new products other than the above mentioned Cebu I.T. Park office lots, e-office, Garden Ridge
Village (House & lot units) and The Walk as of year-end. In early 2002 the company started leasing office space for IT
locators. The building called e-Office one was completed early 2002. Construction of The Walk and eBloc Tower 1 was
completed in 2008. In 2011, construction of eBloc Tower 2 was fully completed. As of December 2013, construction of
Avida Towers Cebu, eBloc Tower 3 & Avida Riala Tower 1&2 projects, is ongoing.
Cebu Overview
Market Assessment
The Philippine economy finished 2013 with a strong 7.2 percent growth in GDP. The robust performance in the Industry,
Services and Services Export sectors led by trade and business process outsourcing, along with the substantial
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improvements in the country’s manufacturing and construction sectors fueled the country’s continued growth, making the
Philippines one of the Asian Regions best performing economies for last year.
The Region 7 economy followed the same positive course, trending toward a forecasted GRDP growth rate of at least
7.5%, as of the latest NEDA estimate. This is despite the twin natural calamities which directly hit the region late last year,
specifically the Bohol Earthquake and tropical cyclone “Typhoon Haiyan”.
The positive business climate of the region is mainly led by the strong economy of Cebu which is driven by growth in
investments in business process outsourcing, tourism, and real estate development. The office leasing sector grew by
5%, adding an additional 28,000 sqm to the office market which is estimated to be 620,000 sqm. Office demand also
remained strong with vacancy rates declining to 3% across Metro Cebu.
Cebu continued to be a major tourist destination accounting for 53% of the nation’s total arrivals. Despite the calamities,
Cebu surpassed its 2013 tourist arrivals target with 2.5 M arrivals, growing +10.4% vs. the previous year.
Strong demand in the pre-selling residential condominium market was reported despite a slowdown in project launches
and recent calamities as take-up increased by 15.9% from 4,700 to 5,447 units.
The growth in the market was driven by the strong performance of ALI-CHI which has a strong foothold across all of the
key market segments: Premier, Mid-high, Entry level, and Affordable. ALI-CHI ended the year as market leader with a
19% share of the market. Following second is Taft Properties at 10% share and Cebu Landmasters with 7% share.
ALI-CHI-CPVDC
• Avida performs well in 2013 and was highly commended by the Asia Property Awards. Its flagship project Avida
Towers Cebu is 100% sold, while Avida Riala Tower 1 and 2 are 79% and 68% sold, respectively.
• Amaia started pre-selling in Dec 2013 and sold 24 units.
Taft Properties
• Taft’s Horizon 101 series continues to perform. Its first tower with 884 units is already at 96% sold, while the
sequel, Tower 2 is at 56% sold.
• Taft also launched a new mid rise condo, Soltana Nature Residences. The project has 288 units and ended the
year at 26% sold.
Cebu Landmasters
• Cebu Landmaster’s performs well with the successful launch if its latest project Mivesa Garden Residences
in 2013. The mid-rise multi-tower development launched 5 towers in 2013 and ended the year with the
following: Tower 1 84 sold, Tower 2, 94% sold, Tower 3, 100% sold, Tower 4 32% sold, Tower 5 37% sold.
The Walk, the retail component of subsidiary Cebu Property Ventures and Development Corporation’s Cebu I.T. Park,
positions itself as one of the best convergence hub where friends and families connect with their loves ones and live out
their passions. This retail facility combines with a strong mix of affordable dining options and convenient services, making
it the favorite hangout at Cebu I.T. Park. Since it opened, The Walk retained its freshness and attraction to its market with
a total gross leasable area of 2,100sqm. In 2013, it ended the year with Eighty Five percent (85%) lease occupancy.
Highlights were the opening of two retail establishments – Music One Family KTV and Zubuchon and an office at the
second floor – Nerubia Web Solutions.
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CEBU COMMERCIAL (BPO/IT)
Office stock in Metro Cebu increased by approximately 28,000 sqm in 2013, with the completion of 2Quad at Cebu
Business Park (13,100 sq m) and Calyx Center Expansion at Cebu IT Park (1,600 sq m). Demand in the office market
was driven by the growing Business Process Outsourcing (BPO) industry, absorbing more than 100,000 full-time
employees in the area.
The Business Process Outsourcing (BPO) industry fuelled the Cebu office market to accelerated growth in the last five
years and now accounts for 60% of the total available office stock. The BPO industry is seen to expand in the next few
years as Tholons, a global outsourcing research and advisory firm, identified Cebu City as the eighth most favorable
location in the world for outsourcing which will spur further interest of international locators to operate in Cebu.
ALI-CHI is a strong player in the office market occupying a market share of 15% with 58,000 sqm under its belt. By the
end of 2014, ALI-CHI is expected to be the leading office space provider at 17% share of the marketing by adding 32,000
sqm to the office market stock. Following behind is Skyrise with several developments in Cebu IT Park at 13% share of
the market.
(vi) Sources and Availability of Raw Materials and the Names of Principal Suppliers;
For the development of Cebu I.T. Park the Company engaged the services of Makati Development Corporation (MDC) as
the general contractor. MDC is responsible for the development of Cebu I.T. Park, e-Office, The Walk, eBloc Towers,
Avida Towers Cebu & Avida Riala Tower 1&2.
(vii) Dependence on One or Few Major Customers and Identify Any such Major Customers
The Company is not dependent on one particular segments or group of customers in the real estate market.
(viii) Dependence on One or a Few Materials and the Names of Principal Suppliers;
The Company is not dependent on one or few suppliers/contractors. There are a lot of good reliable contractors in the
country today which can serve the Company’s requirement.
(ix) Patents, Trademarks, Licenses, Franchises, Concessions, Royalty, Agreements, or Labor Contracts;
The Company has engaged the services of various contractors for the maintenance of its projects such as security and
janitorial services, with terms of one year for each contractor.
The Company has obtained the following government approvals for the development of Cebu I.T. Park, Garden Ridge
Village, eOffice, The Walk, eBloc Towers, Avida Towers Cebu & Avida Riala Tower 1&2:
The Company operates a material part of its business in a highly regulated environment. The introduction of or
inconsistent or unpredictable application of, or changes in, regulations may from time to time materially affect the
Company’s operations.
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(xii) Research and Development;
The Company has not allocated any amount for research and development for the last three (3) fiscal years.
The Company’s project-Cebu I.T. Park is designed to be an environment friendly commercial community which includes
amities like Sewage Treatment Plant (STP) and green parks. It is a standard operating procedure (SOP) of any CPVDC
project to comply with environmental laws and its cost is already incorporated in the total development cost of the project.
The company has four (4) employees at present. There is no possible hiring in the next twelve months. There is neither
union nor CBA in the Company. Employees receive above industry compensation and benefits (ie. hospitalization,
th th
medical allowance, clothing, commodities check, 13 and 14 month and other government mandated benefits) plus
performance bonus. Annual salary increases were also given. There have been no strike in the past three years nor
threat to strike as there are no dispute between management and employees.
(xv) The company had no material Reclassification, Merger, Consolidation or Purchase/Sale of Significant Amount of
Assets during the last three years.
The company had not filed any bankruptcy, Receivership or similar proceedings during the last three years.
Risks Management : Discuss the major risk/s involved in each of the business of the company and subsidiaries.
Include a disclosure of the procedures being undertaken to identify, assess and manage such risks.
Since 2012, the Enterprise-wide Risk Management (ERM) program has been implemented in the organization to
systematically assess, through an approved framework, the identification of key business risks, control processes,
performance indicators and where applicable, control process, improvement plans.
As a proactive process, risks, controls and key indicators are periodically monitored and reported as part of normal day to
day operations. If issues arise, these are assessed and appropriately discussed and escalated to ensure proper handling
through resolution.
In compliance with the Committee’s oversight function, results of the monitoring of the ERM process are presented to
management and to Audit & Risk Committee of the Board at least quarterly.
In 2013, Management and even line personnel have continued to take on a more active role in risk management, allowing
for early identification and addressing of risks on both a strategic and day to day tactical level.
As a result of periodic reviews, including those with the Management Committee and the Chief Risk Officer, the
Organization has developed an increased awareness and integrated view of the corporate business strategy, its
associated risks and the systematic mitigation approach for each.
The Company was able to direct the following key strategic actions in 2013:
1. Optimization of Existing Assets- The Company enhanced the value of its existing assets through
redevelopment and new product launches. This is was evident in projects such as the revitalization and the
upcoming redevelopment of the Cebu I.T. Park, and the coming launch of new office products.
2. Protecting the Balance Sheet through Financial Risk Management- The Company strengthened its balance
sheet by expanding its current recurring income base through the acquisition of Ayala Land Inc.’s 60% ownership
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of Asian i-Office Properties, Inc. (AiO). This was a huge win for CPVDC on many levels, including risk
management as it increased the Company’s wholly-owned gross leasable area from 12,168 to 48,668 square
meters and significantly increased its recurring income from P51.0 million in 2012 to P258.6 million in 2013.
3. Monitoring of Leading Market Indicators – Industry reports, forecasts and sales reports were regularly
monitored and reported to both the operating project teams and senior management and was used as direct
inputs in decision-making for both strategic and on the ground issues. Market needs and preferences,
particularly those of the local market, were identified and applied in the design of the Company’s products to
make sure they meet the requirements of the local market.
4. Expanded Partnership, beyond those with CHI, on Development Projects – CPVDC worked towards the
diversification of risk through a healthy and strong strategic partnership with its parent Companies, ALI and CHI
The synergy successfully expanded our product portfolio through access to best practice master planning,
development and selling methodologies, branding strategies, overall speed to market while being mindful of local
market knowledge.
5. Diversification of product line- the Company has expanded its current product line to allow for more reach in
the market. In 2013, the Company began the maximization of its existing landbank through the planned
redevelopment of Cebu I.T. Park, building-in retail and office leasing components, and other exclusive concepts
in one of the leading growth centers in Cebu.
6. Proactively Addressing Environmental Risks - The Company has an established and fully functional Business
Continuity Plan (BCP) and Crisis Management Team (CMT) that provides the framework to ensure minimal
disruption during calamities and unexpected events.
During the twin calamities of the earthquake and super typhoon Yolanda that hit Cebu in the second half of 2013, CHI
ably activated its BCP and CMT. This structured approach allowed the Company to protect not just its assets, but most
importantly its personnel, customers & locators in its facilities, resulting to no loss of life and only minimal property
damage while maintaining continuous operations through both events.
Looking ahead to the coming year, the Company commits to further expand its risk management initiatives, to further
minimize the occurrence of risk related incidents and losses. Programs lined up include further strengthening the balance
sheet, expand existing and enter into new partnerships with like-minded companies, along with some organizational
expansions to enable the Company to continue to pursue rapid growth, further strengthening its leadership position in the
Cebu Real Estate market.
Item 2. Properties
(Part I, Paragraph (B) of SRC Rule 12)
Cebu I.T. Park-- This 24 hectare mixed-use community that will host office and residential buildings, a hotel, as well as
retail and recreational facilities. The property was proclaimed as a special economic zone by virtue of Proclamation No.
12 signed on 27 February 2001 by the President of the Republic. The property is situated at Salinas Drive, Lahug, Cebu
City. Phase 1 covering 18 hectares was completed in 1999. Horizontal development on the remaining phase is ongoing.
The above named property is free form any encumbrances, mortgage or lien as the Company has no material
obligations/loans to any Company or Institutions.
CPVDC’s first venture to attract IT locators is eOffice One, a one-storey modular building (11,370 sqm). This structure e-
Office One is due for redevelopment this year and will give way to a mixed-use complex at the heart of the I.T. Park. Its
masterplan will include a regional mall, a hotel, office and residential towers.
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eBloc Tower 1 is 12-storey mid-rise office condominium with retail provision at the ground floor. It is a project of Asian I-
Office Properties, a joint venture between CPVDC and Ayala Land, Inc. The building has redundant power and water
supply, optimum telecommunications facilities, centralized sewage and a secure location within the heart of the city.
With its first tower fully leased out, AiO launched eBloc Tower 2, a 16-level office building with a total gross floor area of
34,762 square meters in June 2010. Like its predecessor, eBloc Tower 2 is proud manifestation of sustainable design
practices. The building is fully leased out to some of the big players in the BPO/IT industry.
To accommodate the increase in demand for office spaces, eBloc Tower 3 was launched last February 2012. This 12-
level office building will add another 15,760 square meters of gross floor area upon completion.
Seeing the demand for residential spaces within this bustling IT park, AiO in partnership with Avida Land (Ayala Land’s
best value brand offering affordable living at its best) launched Avida Towers Cebu in June of 2010. The first Ayala Land
affordable condominium outside Luzon, Avida redefines life with exciting options for future residents to enjoy the benefits
of home, office, and play inside the most vibrant address in town for young professionals and families. The first tower of
over 500 units was sold in an unprecedented rate, prompting the launch of the second tower after only three months
since it was first offered to the market.
The Avida brand further expanded its portfolio in Cebu with the multi-tower Avida Towers Riala. The said development
will seamlessly include spaces for retail and dining in its masterplan, furthering the lifestyle options that are already
present in its location.
Cebu I.T. Park’s retail center, The Walk, remains to be a strong retail magnet in the ever-busy Cebu IT Park. Heavily
frequented by BPO workers, young professionals, tourists, families, and sports enthusiasts, it has emerged from simply
being a hangout haven into popular venue for showcasing recreational activities like sports, music, photography, and
even luxury vehicle collections.
Currently on its master-planning stage, the project will start development by the later part of 2014. Once
completed, it will further enhance Cebu I.T. Park’s position as a prime investment area, and one of the top BPO
destinations in the world.
The company has no plan in the next 12 months of acquiring by direct purchase any properties but open for possible joint
development of a reputable property owner. There will be no major acquisition nor investments in the next 12 months
other than the development / enhancement of Cebu I.T. Park, eOffice, The Walk, eBloc Towers, Avida Towers Cebu and
Avida Riala Tower 1&2.
As of December 31, 2013, CPVDC is a party to a case that is currently being contested, the final outcome of which is not
presently determinable.
In the opinion of the management and its legal counsel, the eventual liability under these lawsuits or claims, if any, will not
have a material or adverse effect on the Group’s financial position and results of operations.
There were no material pending legal proceedings to which any of the directors or executive officers is a party or of which
any of their properties is the subject. None of the directors nor executive officers was involved in any legal proceedings
during the period covered in this report (During the last five years up to the date of filing of this report).
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Item 4. Submission of Matter to a Vote of Security Holders
There were no matters submitted to a vote of security holders during the period covered by this report.
Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters
(Part II, Paragraph (A)(1) through (4) of SRC Rule 12)
The following table shows the closing prices (in PHP) of Cebu Property Ventures & Development Corporation's shares in
the Philippine Stock Exchange for the year 2013 and 2012:
The market capitalization of CPVDC “A” and “B” shares as of end-2013, based on the closing prices of P5.00 and
P5.20 per share respectively, was approximately P4.8 billion.
As of the close of the latest practicable trading date, the market price of common “A” shares on March 5, 2014
was P5.20 per share and common “B” shares on February 24, 2014 was P5.00 per share.
(2) HOLDERS
There were approximately 494 registered holders of common equity security of the Company as of January 31,
2014.
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The following are the top 20 registered holders of the common equity securities of the Company:
No. of Common
Stockholder Name Percentage
Shares
1. Cebu Holdings, Inc. 717,064,048 76.26%
2. The Province of Cebu 77,865,406 8.28%
3. Ayala Land, Inc. 73,341,993 7.80%
4. PCD Nominee Corp. (Filipino) 39,666,045 4.22%
5. Ronald S. Po 7,088,800 0.75%
6. Robert Coyiuto, Jr. 1,457,540 0.15%
7. Mark C. Tan 994,000 0.11%
8. Socorro C. Ramos or Cecilia R. Licauco 721,554 0.08%
9. Luis Moro, Jr. 710,000 0.08%
10. Jimmy T. Sy 505,000 0.05%
11. Douglas Luym 500,000 0.05%
12. Antonio Tan Torres 497,753 0.05%
12. MDR Securities, Inc. 497,753 0.05%
13. Ernesto Evangelista, Sr. 445,508 0.05%
14. John Gaisano, Jr. 400,000 0.04%
14. Nanette T. Avila 400,000 0.04%
15. Te Tiong Chuan 381,600 0.04%
16. Gwendolyn F. Garcia 320,000 0.03%
17. PCD Nominee Corp. (Non-Filipino) 311,000 0.03%
18. Julius Z. Neri &/or Nelia G. Neri 305,000 0.03%
19. Patrick Tan 300,000 0.03%
20. Manuel Q. Bengson 299,549 0.03%
(3) DIVIDENDS
To the extent feasible, it is the policy of the Company to declare periodically a portion of its unrestricted retained
earnings as dividends to shareholders, either in the form of stock or cash, or both. The payment of dividends will
depend on the Company’s earnings, cash flow, investment program and other factors.
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(4) Recent Sales of Unregistered Securities
The company has no unregistered securities or has engaged in any sale of unregistered securities for the period covered
in this report.
Cebu Property Ventures and Development Corporation (CPVDC) posted consolidated revenues of P = 460.8 million,
90% higher versus the previous year of P= 242.2 million due to higher residential sales and higher leasing income. The
increase is brought about by the purchase of the Ayala Land Inc.’s (ALI) 60% stake in Asian I-Office Properties, Inc.
(AiO). AiO is now a wholly owned subsidiary of the company. This year’s revenues were derived from rental income from
eBloc Towers, eOffice and The Walk, sale of condominium units and interest and other income.
Earnings before Interest and Taxes (EBIT) showed a 224% increase from P16.5 million in 2012 to P53.4 million in
2013.
Stock price for CPVA closed at P = 5.00 per share in 2013, same as 2012. While, CPVB stock price increased from a
closing of P
= 5.10 per share in 2012 to P
= 5.20 per share in 2013.
As of December 2013, CPVDC declared cash dividend from the unappropriated retained earnings of the company as of
December 31, 2012, of P
= 0.12 per share to all shareholders as of record date November 05, 2013 and paid on November
29, 2013.
Revenues amounted to P
= 460.8 million, 90% higher than last year’s P
= 242.2 million.
• Cebu I.T. Park‘s revenues registered a decline versus last year due the company’s move not to sell commercial lots
despite high demand. Instead CPVDC opted to develop office and residential projects on the remaining parcels at the I.T.
Park. Revenues recognized during the period were deferred income from the sale of one lot to AiO in 2009.
• Revenues from Avida Towers Cebu stood at P = 29.4 million from the sale of four (4) units and prior period sales
computed based on percentage of completion. As of December 2013, Tower 1 is already 99.78% completed while Tower
2 is 99.12% completed.
• Avida Riala Tower contributed total revenues of P = 14.9 million, higher than last year’s P3.9 million. These were
derived from previous year’s sale and current year’s sale of fifteen (15) units. For the period, Tower 1 was already 57.79%
completed.
• Revenues generated from e-Office reached P = 18.4 million, 38% lower than last year due to the dwindling down of
operations to give way to redevelopment of the area to maximize its land usage which will increase the Company’s office
and retail leasing income in the coming years.
• The Walk registered total rental revenue of P = 23.7 million, 11% increase compared to last year’s level of P
= 21.5
million mainly on account of higher sales and rental per square meter. As of December 2013, average lease occupancy
reached 85.0%.
• Equity in net earnings of an associate- 40% owned Asian I-Office Properties, Inc. (AiO) amounted to P
= 14.2 million,
58% lower than last year’s P= 33.7 million.The decrease was due to full consolidation of AiO being a wholly owned
subsidiary.
- 12 -
Cost and Expenses reached P = 294.5 million, 299% higher versus the previous year’s P= 73.8 million brought about costs
related to the sale of condominium units and leasing of office space which resulted to the increase in revenues. Cost and
expenses for the period comprised primarily development cost of condominium units, depreciation, real property tax, dues
& fees, repairs & maintenance, ad & promo, management fee and security & janitorial expenses.
The company’s Balance Sheet remains strong with total assets amounting to P = 3.821 billion as of December 31, 2013, P=
342.5 million of which is cash. It has a current ratio of 1.34: 1 compared to 5.25: 1 in December 2012. Total liabilities as of
the period stood at P = 2.560 billion, P
= 668.7 million of which is current. Debt-to-equity ratio stood at 2.03: 1 compared to
the December 2012 level of 0.14: 1. Bank Debt to equity ratio registered at 1.46: 1. The increase in the company’s assets
and liabilities is due to the acquisition of Asian I-Office Properties, Inc.
The table below sets forth the comparative key performance indicators of the Company:
Financial Assets at Fair Value through Profit or Loss amounted to P = 60.5 million, 100% higher than the December
2012’s level on account of reclassification of Cash and Cash Equivalents to Financial Assets at Fair Value through Profit
or Loss.
Inventories (Condominium Units for Sale and Subdivided Land for Sale) reached P = 304.9 million, 6% higher
compared to the P286.3 million of December 2012. The increase was mainly due to the booking of inventory of
condominium units (Avida Riala Tower & Avida Tower Cebu) as percentage of completion during the period increases.
Other Current Assets amounted to P = 65.4 million, higher than year-end level of P
= 1.0 million due to the additional VAT
input, prepaid taxes, and other various charges.
- 13 -
primarily due to consolidation of AiO’s eBloc Towers, investments in land and construction in progress at eBloc Tower 3.
Property & Equipment-net increased by 4% vis-à-vis the P = 1.5 million as of December 2012. The increase was mainly
brought about by the consolidation of AiO’s office equipment during the period.
Deferred Tax Assets totaled P = 13.1 million, 68% higher than last year’s P
= 7.8 million mainly due to interest accretion and
unrealized forex loss for the period.
Non-current Accounts Receivable reached P= 109.3 million, higher compared to December 2012’s P
= 840 thousand
mainly due to full consolidation of AiO.
Other Non-current Assets registered P = 3.0 million, 1,087% higher than the year-end level of P
= 254 thousand. The
increase was mainly due to advances to contractors for the period.
Accounts & Other Payables totaled P = 528.6 million, 277% higher versus the P = 140.2 million as of December 2012. The
increase was primarily due to payable to various contractors, retention payable, taxes payable, various accrued operating
expenses, and due to parent & affiliate (booking of system cost & management fee, advance payment to Avida Land
Corporation & Makati Development Corp.).
Income Tax Payable registered P = 14.7 million, 32% higher vis-à-vis the December 2012 level of P
= 11.2 million due to
provision for income tax during the period.
Long-term Debt-net of Current Portion reached P = 1.757 billion, an increase versus the December 2012’s level due to
consolidation of AiO. CPVDC-parent has zero bank debt during the period.
Retained Earnings showed a 25% or P = 108.3 million decrease as a result of the 2013 Net Income net of cash dividend
paid in November 2013 amounted to P
= 112.8 million and effect of pooling of interests registered to P
= 132.3 million.
• Due to the Company’s sound financial condition, there is no foreseeable trend or event which may have material
impact on its short-term or long-term liquidity.
• There is no material commitment for capital expenditures other than those performed in the ordinary course of trade
or business.
• There is no known trend, event or uncertainty that have had or that are reasonably expected to have a material
impact on the net sales or revenues or income from continuing operations.
• There is no material change from period to period in one or more line items of the financial statements.
- 14 -
• There have not been any seasonal aspects that had a material effect on the financial condition or results of the
Company’s operations.
• There were no known events and uncertainties that will trigger direct or contingent financial obligation that is material
to the company, including any default or acceleration of an obligation.
• There were no material off-balance sheet transactions, arrangements, obligations (including contingent obligations),
and other relationship of the company with unconsolidated entities or other persons created during the reporting
period.
Cebu Property Ventures and Development Corporation (CPVDC) posted total revenues of P = 242.2 million, 7% lower
than last year’s P
= 261.5 million. The decline was mainly due to sale of commercial lot at Cebu IT Park in 2011 and lower
rental income from e-Office. Net Income for the period amounted to P = 132.1 million, 23% lower than the previous year’s
P
= 171.3 million.
Earnings before Interest and Taxes (EBIT) showed 82% decrease from P 89.6 million in 2011 to P16.5 million in 2012.
Stock price increased from a closing of P2.80 per share in 2011 to P5.00 per share in 2012 resulting to a total
shareholder return (TSR) of 81.52%.
In 2012, CPVDC declared cash dividend from the unappropriated retained earnings of the company as of December 31,
2011, of P0.12 per share to all shareholders as of record date December 07, 2012 and paid on December 21, 2012.
Revenues amounted to P
= 242.2 million, 7% lower than last year’s P
= 261.5 million.
• Revenue from the sale of condominium units at Avida Riala Tower stood at P
= 3.9 million.
• Interest and other Income reached P = 119.5 million, 44% higher than the 2011 level of P
= 82.8 million. The increase
was mainly due to sale of services.
• CPVDC generated P = 33.7 million in equity in net earnings from an associate, Asian I-Office Properties, Inc. (AiO).
This is 95% higher than the P
= 17.3 million of the previous year.
Financial Condition
The company’s financial position remained strong as its total assets stood at P = 1.567 billion as of December 31, 2012.
Current ratio registered at 5.25: 1 lower compared to December 31, 2011 level of 6.44: 1. Current assets stood at P= 988.7
million, P
= 430.0 million of which is cash while total liabilities stood only at P
= 188.3 million. The bulk of the company’s
- 15 -
liabilities consist of reserve provision for the development of Phase 2 of Cebu IT Park and newly acquired property
amounting to P = 24.6 million. Debt-to-equity ratio stood at 0.14: 1 higher than December 2011 level of .09: 1.
The table below sets forth the comparative key performance indicators of the Company:
Cash and Cash Equivalents amounted to P430.0 million, 19% higher than the P360.2 million in December 2011 mainly
due to collection of receivables, rental income and service income during the period.
Accounts Receivables reached P271.3 million, 55% higher than the P174.8 million of December 2011 due to
reclassification of accounts from non-current to current. This is mainly the sale of CITP lots to an affiliate Asian I-Office
Properties, Inc. (AiO) on installment in 2009 & 2011 and advances to contractors during the period.
Other Current Assets is 100% or P1.0 million higher than year ago level caused by recognition of prepaid taxes and
other various charges.
Investment in an Associate showed a 26% improvement versus last year’s level of P188.8 million as it reached to
P238.0 million. The increase was due to higher income for the period.
Property & Equipment-Net reached P = 1.5 million, 24% higher than last year’s P
= 1.2 million. The increase was mainly
due to purchase of new office equipment for the period.
Deferred Tax Assets showed an 11% (P930k) decrease compared to the P8.7 million in December 2011 mainly due to
interest accretion during the period.
Other Non-current Assets stood at P254 thousand, 82% lower than the year ago level of P1.4 million. The decrease
was mainly due to reclassification of suspense accounts.
- 16 -
Accounts and Other Payables showed a 76% or P60.7 million increase compared to the P79.6 million in December
2011 mainly due to Accrued DOE & GAE, retention payable, dividends payable, taxes payable and advance payment to
Avida Land Corporation during the period.
Deposits and Other Liabilities posted a 5% or P2.0 million decrease mainly due to the application of advance rent from
various e-Office locators.
Income Tax Payable reached P11.2 million, 66% higher compared to the December 2011 level of P6.7 million primarily
due to provision for income tax during the period.
Retained Earnings showed a 5% or P= 19.2 million improvement as a result of the 2012 Net Income net of cash dividend
paid in December 2012 amounted to P
= 112.8 million.
• Due to the Company’s sound financial condition, there is no foreseeable trend or event which may have material
impact on its short-term or long-term liquidity.
• There is no material commitment for capital expenditures other than those performed in the ordinary course of trade
or business.
• There is no known trend, event or uncertainty that have had or that are reasonably expected to have a material
impact on the net sales or revenues or income from continuing operations.
• There is no material change from period to period in one or more line items of the financial statements.
• There have not been any seasonal aspects that had a material effect on the financial condition or results of the
Company’s operations.
• There were no known events and uncertainties that will trigger direct or contingent financial obligation that is material
to the company, including any default or acceleration of an obligation.
• There were no material off-balance sheet transactions, arrangements, obligations (including contingent obligations),
and other relationship of the company with unconsolidated entities or other persons created during the reporting
period.
Item 7. Financial Statements (See annex - Audited Financial Statement and supplementary schedules)
The consolidated financial statements and schedules listed in the accompanying Index to Financial Statements and
Supplementary Schedules are filed as part of this Form 17-A.
Item 8. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
The Company has engaged the services of SGV & Co. during the two most recent fiscal years. There were no
disagreements with SGV & Co. on any matter of accounting and financial disclosure.
- 17 -
PART III - CONTROL AND COMPENSATION INFORMATION
Board of Directors
Antonino T. Aquino, Filipino, 66, has served as Chairman of CPVDC since April 2009. He also holds the following
positions: Senior Managing Director of Ayala Corporation and President of Ayala Land, Inc. (“ALI”); Chairman of Alveo
Land Corp., Cebu Holdings, Inc., Ayala Hotels, Inc., Makati Development Corp., North Triangle Depot Commercial Corp.,
and Station Square East Commercial Corp.; President of Fort Bonifacio Development Corp., Alabang Commercial Corp.,
Accendo Commercial Corp., Aurora Properties, Inc., Ceci Realty, Inc., and Vesta Property Holdings, Inc.; and Director of
Manila Water Company, Inc. He also serves as a member of the board of various corporate social responsibility
foundations such as Ayala Foundation, Inc., Makati Commercial Estate Association, Inc., Hero Foundation, Inc., and
Bonifacio Arts Foundation, Inc. He also served as President of Manila Water Company, Inc., and Ayala Property
Management Corporation and a Business Unit Manager in IBM Philippines, Inc. He was named “Co-Management Man of
the Year 2009” by the Management Association of the Philippines for his leadership role in a very successful waterworks
privatization and public-private sector partnership.
Francis O. Monera, Filipino, 59, has served as Director of Cebu Property Ventures & Development Corp. and Cebu
Holdings, Inc. since April 2006. He is currently the president of CPVDC and CHI. He was the Chief Operating Officer of
CHI before he was elected president of the Company effective January 1, 2007. He also holds the position of vice
president of Ayala Land, Inc. Before joining ALI, he was the senior AVP/corporate controller of Philippine National
Construction Corporation. He served as President of the Cebu Chamber of Commerce and Industry from February 2006
to 2008. He is currently the Vice President for Visayas of Philippine Chamber of Commerce and Industry. He also serves
as Chairman of the Board of the Cebu Educational Foundation for Information Technology.
Francisco L. Benedicto, Filipino, 74, has served as an Independent Director of CPVDC since April 2013. He served as
Ambassador Extraordinary and Plenipotentiary of the Philippines for 25 years from 1986 to March 2011 to the following
countries: Singapore, South Korea, Brazil, Canada, India and China with concurrent accreditation to six (6) other
countries namely, Colombia, Venezuela, Surinam, Nepal, Mongolia, and DPRK. Prior to his diplomatic service, he served
as Regional Governor, Philippine Chamber of Commerce & Industry, Inc. from 1977 to 1983. He was President of Cebu
Chamber of Commerce & Industry, Inc. from 1971 to 1974; Cebu Filipino-Chinese Chamber of Commerce, Inc. from
1972 to 1986; Hardwares Consolidated (Association), Inc. from 1968 to 1976; and Mandaue Chamber of Commerce &
Industry, Inc. from 1980 to 1986.
Maria Theresa M. Javier, Filipino, 43, has served as a Director of CPVDC since July 2012. She is the Head of the Asset
Management and Trust Group of Bank of the Philippine Islands. She also holds the following positions: Director of BPI
Investment Management, Inc., McCann World Group Philippines, Inc., Fintec Holdings, Inc., Roxas Land Corporation and
various mutual fund companies namely ALFM Peso Bond Fund, ALFM Dollar Bond Fund, ALFM Euro Bond Fund, ALFM
Money Market Fund, ALFM Growth Fund, and Philippine Stock Index Fund. She is also a member of the Board of Senior
Advisers of the Fund Managers Association of the Philippines and the Trust Officers Association of the Philippines and
served as President of both associations.
- 18 -
Anastacio T. Muntuerto, Jr., Filipino, 62, has served as an independent director of CPVDC since 2006. He is currently a
senior partner at Muntuerto Miel Duyongco Cavada Law Offices. His other significant positions include: President of Big
Brother Home Depot, Inc. and San Fernando Integrated Services & Equipment Corp.; Chairman of Muntuerto
Management & Development Corp., Big Brother Water & Gaz Corporation, Metro Cebu Resources, Inc., MCRI Global
Corp., Total Health Check Diagnostics Corp., and Singfil Hydro Builders Corp.; Director of Coastal Highpoint Ventures,
Inc., Mactan Rock Industries Inc., Aquapure Resources, Inc., Pollution Abatement Specialists Inc., and Pilipinas Bulk
Water Resources Corporation. His current civic involvements are trustee of Cathedral Museum of Cebu, Inc. and
Crocolandia Foundation, Inc.; and member of Philippine Jaycee Senate, Inc. and Philippine Jaycee Senate Foundation,
Inc.
Armando O. Samia, Filipino, 62, has served as an independent director of CPVDC from 1996 to 2010 and as a regular
director since April 2010. In July 2009, he was seconded by the Development Bank of the Philippines (DBP) to Al-
Amanah Islamic Investment Bank of the Philippines as Chairman/CEO until September 2010. He was connected with
DBP from 1996 up to 2011 as Sr. Executive Vice President. He is presently an independent director of Victorias Milling
Company and its subsidiaries namely, Victorias Foods Corp., Victorias Golf and Country Club, Inc., and Victorias
Agricultural Land Corporation. He used to be a regular director of DBP-Daiwa Securities, DBP-SMBC Phils., Inc., DBP
Data Center, Inc. and DBP Management Corp.
Emilio J. Tumbocon, Filipino, 57, has served a director of CPVDC since April 2008. He is a Senior Vice-President at
Ayala Land, Inc., and a member of its Management Committee. He heads the Visayas-Mindanao Group and Human
Resources & Public Affairs Group. His other significant positions are Director of the following companies: Cebu
Holdings, Inc., Cebu Insular Hotel Co., Inc., Accendo Commercial Corporation, Cagayan de Oro Gateway Corp., Taft
Punta Engaño Property, Inc., Makati Development Corporation, MDC Buildplus, Inc., MDC Equipment Solutions, Inc.,
MDC Subic, Inc., Direct Power Services, Inc., Ecozone Power Management, Laguna Technopark, Inc., Anvaya Cove Golf
& Sports Club, Inc., Northgate Hotel Ventures, Inc., ALI Makati Hotel Property, Inc., Southcrest Hotel Ventures, Inc.,
Westview Commercial Ventures Corp., Avencosouth Corporation, Whiteknight Holdings, Inc., Asian-I Office Properties,
Inc. and Adauge Commercial Corporation. He is a certified Project Management Professional (PMP) of the Project
Management Institute since 2006. He has 34 years of extensive work experience in the construction and real estate
industry.
Corporate Officers
Enrique B. Manuel Jr., Filipino, 40, is the Chief Finance Officer and Chief Compliance Officer of Cebu Property Ventures
& Development Corporation (CPVDC) and Cebu Holdings, Inc. (CHI). He is the Assistant Vice President and Group Chief
Finance Officer of Ayala Land Inc.-Visayas and Mindanao Group. His other significant positions include: Treasurer of
Accendo Commercial Corp., Cagayan De Oro Gateway Corp., and Solinea, Inc. Prior to joining the Ayala Land in 2007,
he was a Senior Manager in the Risk Management Group of Ernst & Young LLP, based in New York City, USA. He was
appointed as member of the Management Committee (Mancom) of the CHI and CPVDC in March 2011.
June Vee D. Monteclaro-Navarro, Filipino, 42, has served as the Corporate Secretary of Cebu Property Ventures and
Development Corporation since February 27, 2014. She is a Director of Ayala Group Legal. Currently, she holds the
position of Corporate Secretary of Cebu Holdings, Inc., AyalaLand Hotels and Resorts Corp., Avida Land Corp., Avida
Sales Corp., Alveo Land Corp., Amaia Land Corp., AG Counselors Corporation, Alabang Commercial Corporation, ALI
- 19 -
Makati Hotel and Residences, Inc., Ayala Land Sales, Inc., Ayala Retirement Fund Holdings, Inc., Cebu Insular Hotel
Company, Inc., Leisure and Allied Industries Philippines, Inc., North Triangle Depot Commercial Corporation, Portico
Land Corp., Roxas Land Corporation, Serendra, Inc., Soltea Commercial Corp., Station Square East Commercial
Corporation, Summerhill Commercial Ventures Corp.; and Assistant Corporate Secretary of Anvaya Cove Golf and
Sports Club, Inc., and Fort Bonifacio Development Corporation.
Nimfa Ambrosia P. Paras, Filipino, 48, has served as the Assistant Corporate Secretary of Cebu Property Ventures and
Development Corporation since February 27, 2014. She is a Senior Counsel of Ayala Group Legal. She also holds the
position of Corporate Secretary of Adauge Commercial Corporation, Laguna Technopark, Inc., Ecozone Power
Management, Inc., Northbeacon Commercial Corporation and Nuevocentro, Inc.; and Assistant Corporate Secretary of
Cebu Holdings, Inc. and Philippine Integrated Energy Solutions, Inc. Prior to joining Ayala Group Legal in February 2014,
she was a State Counsel at the Department of Justice. She also worked at the Regional Trial Courts of Makati and
Quezon City. In the private sector, she worked as a Legal Counsel for Coca-Cola Bottlers Philippines, Inc., RFM
Corporation and Roasters Philippines, Inc.
The Company considers its entire work force as significant employees. Everyone is expected to work together as a team
to achieve the Company’s goals and objectives.
None of the Directors and Executive Officers of the Company are related up to the fourth civil degree either by
consanguinity or affinity.
For the past five years and the preceding years, none of the Directors or Executive Officers or any of their property is
involved in any material pending legal proceedings in any court or administrative agency of the Government.
The compensation of the above named executive officers and, in the aggregate, all officers and directors as group, for
the last two completed fiscal years and the estimated compensation to be paid for the ensuing year are as follows:
Annual Compensation
Name Position Year Salary Bonus Total 2012
(P) (P) 2013
Antonino T. Aquino Chairman of the Board
Francis O. Monera President & Director
Enrique B. Manuel Jr. Chief Finance Officer/
Compliance Officer
Ma. Clavel G. Tongco VisMin Assistant Vice
President, Commercial
Business Group/Head of
operations for VisMin
Nerissa N. Josef Division Head, Business
Development Group
Ma. Cecilia Crispina T. Senior Division Manager,
Urbina Human Resource and
Administration
All Directors and Officers 2012-2013 None None
as a group
- 20 -
CHI being the major stockholder of CPVDC manages and controls the operations of CPVDC. During the fiscal years
ending December 31, 2013 and December 31, 2012, CHI did not charge CPVDC any cost pertaining to the compensation
of CPVDC's board of directors and officers for the management and operation of CPVDC. For 2014, CPVDC will not be
charged of any compensation of officers and directors.
Compensation of Directors
The members of the Board of Directors are entitled to receive a reasonable per diem for attendance at each meeting of
the Board of Directors. Other than such per diem, there is no other arrangement pursuant to which any amount or
compensation is due to the directors for services rendered as such.
An employment contract between the Registrant and a named executive officer will normally include a compensation
package, duties and responsibilities and term of employment.
The Registrant has not entered into any compensatory plan or arrangement with any named executive officer which
would entitle such named executive officer to receive any amount under such plan or arrangement as a result of, or which
will result from, the resignation, retirement or any other termination of such executive officer’s employment with the
Registrant and its subsidiaries or from a change in control of the Registrant or a change in the executive officer’s
responsibilities following a change in control of the Registrant.
Other than options to purchase shares of the authorized capital stock of the Registrant in their capacity as stockholders of
the Registrant pursuant to their pre-emptive right granted by the Articles of Incorporation, there are no outstanding
warrants or options held by the chief executive officer, named executive officers and other officers or directors of the
Registrant.
- 21 -
1) Security Ownership of Record and Beneficial Owners (of more than 5%) as of January 31, 2014.
1
Cebu Holdings, Inc. (CHI) is the parent company of CPVDC.
2
Pursuant to the By-Laws of CHI and the Corporation Code, the Board of Directors of CHI has the power to decide how CHI shares
in CPVDC are to be voted. Mr. Antonino T. Aquino has been named and appointed to exercise the voting power.
3
The Province of Cebu is not related to the Company.
4
The Office of the Governor Provincial Capitol has the power to decide how the Government’s shares in CPVDC are to be voted.
Atty. Peter John Calderon is usually appointed to exercise the voting power.
5
Ayala Land, Inc. (ALI) is a significant shareholder of the Company.
6
Pursuant to the By-Laws of ALI and the Corporation Code, the Board of Directors of ALI has the power to decide how ALI shares
in CPVDC are to be voted. Mr. Antonino T. Aquino has been named and appointed to exercise the voting power.
- 22 -
2) Security Ownership of Directors and Management (Executive Officers) as of February 28, 2014.
None of the members of the Company’s directors and management owns 2.0% or more of the outstanding capital stock
of the Company.
The Company, in its regular conduct of business, has entered into transactions with related parties. Parties are
considered to be related if, among others, one party has the ability, directly or indirectly, to control the other party in
making financial and operating decisions, the parties are subject to common control or the party is an associate or a joint
venture. Except as otherwise indicated, the outstanding accounts with related parties shall be settled in cash. The
transactions are made at terms and prices agreed upon by the parties.
The following tables provide the total amount of transactions that have been entered into with related parties for the
relevant financial year:
- 23 -
Receivable from related Payable to related
parties parties
2013 2012 2013 2012
Joint Venture Partner
VH Properties Philippines,
Inc. “(VH)” P
= 9,394,343 =9,394,344
P P
=− =−
P
Associate
AiO − 297,422 − −
Shareholder
ALI 35,123 54,597 53,444,042 1,789,992
Subsidiaries of ALI
Makati Development
Corporation (MDC) 4,935 − 153,489,738 500,000
Avida Land Corporation
(Avida) 38,235,994 6,751,968 22,834,796 51,041,230
Parent
Cebu Holdings, Inc. (CHI) 14,000 − 43,146,140 372,803
Others 349,606 − 867 −
Total P
= 48,034,001 =16,498,331 P
P =272,915,583 =53,704,025
P
Revenues Expenses
2013 2012 2013 2012
Joint Venture Partner:
VH P
=− =55,260,846
P P
=− =−
P
Associate
AiO − 3,940,461 − −
Shareholder
ALI − − 1,379,906 935,936
Parent
CHI − − 2,611,636 4,345,119
Total P
=− =59,201,307
P P
=3,991,542 =5,281,055
P
• Transaction with VH in 2013 and 2012 pertains to Parent Company’s service income from joint venture.
Receivables from these fees are normally settled within one year.
• Transactions with MDC during 2013 and 2012 pertain to various projects’ construction costs, construction bonds
and utility charges.
• Transactions with AVIDA during 2013 and 2012 pertain to share in the joint development project.
• Transactions with CHI in 2013 and 2012 pertain to the charged expenses for manpower, utilities, lease,
management and marketing fees and other expenses.
• Transactions with ALI in 2013 and 2012 pertain to various allocations of shared expenses such as association
dues, light and power, insurance and management fees.
- 24 -
There have been no guarantees provided or received for any related party receivables or payables. These accounts are
noninterest-bearing and are generally unsecured. Impairment assessment is undertaken each financial year through a
review of the financial position of the related party and the market in which the related party operates.
a. The evaluation system which is established to measure or determine the level of compliance of the Board and top
level management with its Revised Manual of Corporate Governance consists of a Customer Satisfaction Survey
form which is filled out by the various functional groups indicating the compliance rating of certain institutional
units and their activities. The evaluation process also includes a Board Performance Assessment which is
accomplished by the Board indicating the compliance ratings. The above forms are submitted to the Compliance
Officer who issues the required certificate of compliance with the Company’s Revised Manual of Corporate
Governance to the Securities and Exchange Commission.
b. To ensure good governance, the Board establishes the vision, strategic objectives, key policies, and procedures
for the management of the Company, as well as the mechanism for monitoring and evaluating management’s
performance. The Board also ensures the presence and adequacy of internal control mechanisms for good
governance.
c. There was no deviation committed by any of the Company’s directors and officers on the Revised Manual of
Corporate Governance during the period covered in this report. The Company adopted the Revised Manual of
Corporate Governance and full compliance with the same has been made since the adoption of the Revised
Manual.
d. The Company is taking further steps to enhance adherence to principles and practices of good corporate
governance. Below are some of the initiatives being undertaken by the Company to ensure adherence to
corporate governance.
- 25 -
PART IV EXIBITS AND SCHEDULES
The other exhibits, as indicated in the Index to Exhibits are either not applicable to the Company or
require no answer.
The following current reports have been reported by Cebu Property Ventures & Development Corp. during the year
2013 through official disclosure letters dated:
The Company paid its external auditor the following fees in the past two years:
SGV & Co. was engaged by the Company to audit its annual financial statements.
- 26 -
b. Tax Fees
No tax fees or other consultancy services were secured from external auditors, specifically SGV & Co.
c. The audit committee’s approval policies and procedures for the above services:
As indicated in the Audit & Risk Committee Charter, the Committee is responsible for the recommendation
on the appointment of the external auditors and the fixing of their remuneration to the full Board. The Audit
& Risk Committee reviews and approves the appointment &/or renewal of external auditors (SGV &
Co.) for the fiscal year. A presentation of the scope of services to be rendered by external auditors and its
corresponding professional fees are presented to the Committee for its approval during the 1st Quarter
regular Audit & Risk Committee meeting. The Committee, through its Chairman, recommends to the
board en banc the approval of the external auditor appointment.
e. Profitability ratios
Net Income Margin 29.7% 54.5%
Return on total assets 5.1% 8.7%
Return on equity 10.4% 9.6%
- 27 -
Cebu Property Ventures & Development Corp. & Subsidiary
b. Solvency/Debt-to-Equity Ratios
Short term Debt - -
Current Portion of Long Term Debt 78,893 -
Long-term Debt - net of current portion 1,757,406 -
Bank Debt 1,836,299 -
Equity 1,260,676 1,378,486
Less: Noncontrolling interest - -
Equity attributable to parent 1,260,676 1,378,486
Less: Unrealized gain- AFS - -
Equity, net of unrealized gain 1,260,676 1,378,486
Debt to-equity ratios 146% No Bank Loan
e. Profitability ratios
Net Income after tax 136,784 132,087
Revenue 460,834 242,159
Net Income Margin 30% 55%
- 28 -
Cebu Property Ventures & Development Corp. & Subsidiary
2013 2012
- 29 -
Cebu Property Ventures and Development Corporation and
Subsidiary
and
1 7 9 6 5 5
SEC Registration Number
C E B U P R O P E R T Y V E N T U R E S A N D D E V E L O
P M E N T C O R P O R A T I O N A N D S U B S I D I A R Y
7 t h F l o o r , C e b u H o l d i n g s C e n t e r ,
DC e b u B u s i n e s s P a r k , C e b u C i t y
1 2 3 1 A A F S
Month Day (Form Type) Month Day
(Fiscal Year) (Annual Meeting)
SEC
Dept. Requiring this Doc. Amended Articles Number/Section
Document ID Cashier
STAMPS
Remarks: Please use BLACK ink for scanning purposes.
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SyCip Gorres Velayo & Co. Tel: (632) 891 0307 BOA/PRC Reg. No. 0001,
6760 Ayala Avenue Fax: (632) 819 0872 December 28, 2012, valid until December 31, 2015
1226 Makati City ey.com/ph SEC Accreditation No. 0012-FR-3 (Group A),
Philippines November 15, 2012, valid until November 16, 2015
We have audited the accompanying consolidated financial statements of Cebu Property Ventures
and Development Corporation and its subsidiary, which comprise the consolidated statements of
financial position as at December 31, 2013 and 2012, and the consolidated statements of
comprehensive income, statements of changes in equity and statements of cash flows for each of
the three years in the period ended December 31, 2013, and a summary of significant accounting
policies and other explanatory information.
Management is responsible for the preparation and fair presentation of these consolidated financial
statements in accordance with Philippine Financial Reporting Standards, and for such internal
control as management determines is necessary to enable the preparation of consolidated financial
statements that are free from material misstatement, whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our
audits. We conducted our audits in accordance with Philippine Standards on Auditing. Those
standards require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial statements are free from material
misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and
disclosures in the consolidated financial statements. The procedures selected depend on the
auditor’s judgment, including the assessment of the risks of material misstatement of the
consolidated financial statements, whether due to fraud or error. In making those risk assessments,
the auditor considers internal control relevant to the entity’s preparation and fair presentation of the
consolidated financial statements in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s
internal control. An audit also includes evaluating the appropriateness of accounting policies used
and the reasonableness of accounting estimates made by management, as well as evaluating the
overall presentation of the consolidated financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our audit opinion.
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A member firm of Ernst & Young Global Limited
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Opinion
In our opinion, the consolidated financial statements present fairly, in all material respects, the
financial position of Cebu Property Ventures and Development Corporation and its subsidiary as at
December 31, 2013 and 2012, and their financial performance and their cash flows for each of the
three years in the period ended December 31, 2013 in accordance with Philippine Financial
Reporting Standards.
Jessie D. Cabaluna
Partner
CPA Certificate No. 36317
SEC Accreditation No. 0069-AR-3 (Group A),
February 14, 2013, valid until February 13, 2016
Tax Identification No. 102-082-365
BIR Accreditation No. 08-001998-10-2012,
April 11, 2012, valid until April 10, 2015
PTR No. 4225155, January 2, 2014, Makati City
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A member firm of Ernst & Young Global Limited
INDEPENDENT AUDITORS’ REPORT
ON SUPPLEMENTARY SCHEDULES
We have audited in accordance with Philippine Standards on Auditing, the consolidated financial
statements of Cebu Property Ventures and Development Corporation and its subsidiary (the Group)
as at December 31, 2013 and 2012 and for each of the three years in the period ended December
31, 2013 included in this Form 17-A and have issued our report thereon dated February 27, 2014.
Our audits were made for the purpose of forming an opinion on the basic consolidated financial
statements taken as a whole. The schedules A to K listed in the Index to the Consolidated Financial
Statements and Supplementary Schedules are the responsibility of the Group’s management.
These schedules are presented for purposes of complying with Securities Regulation Code Rule 68,
as Amended (2011) and are not part of the basic consolidated financial statements. These
schedules have been subjected to the auditing procedures applied in the audit of the basic
consolidated financial statements and, in our opinion, fairly state, in all material respects, the
information required to be set forth therein in relation to the basic consolidated financial statements
taken as a whole.
Jessie D. Cabaluna
Partner
CPA Certificate No. 36317
SEC Accreditation No. 0069-AR-3 (Group A),
February 14, 2013, valid until February 13, 2016
Tax Identification No. 102-082-365
BIR Accreditation No. 08-001998-10-2012,
April 11, 2012, valid until April 10, 2015
PTR No. 4225155, January 2, 2014, Makati City
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A member firm of Ernst & Young Global Limited
CEBU PROPERTY VENTURES AND DEVELOPMENT CORPORATION AND
SUBSIDIARY
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
December 31
2013 2012
ASSETS
Current Assets
Cash and cash equivalents (Notes 4 and 23) P
= 282,017,699 P
= 430,036,981
Financial assets at fair value through profit or loss
(Notes 5 and 23) 60,481,647 –
Accounts receivable (Notes 6 and 23) 185,536,651 271,351,376
Inventories (Note 7) 304,904,767 286,297,762
Other current assets (Note 8) 65,383,363 1,041,013
Total Current Assets 898,324,127 988,727,132
Noncurrent Assets
Noncurrent accounts receivable (Notes 6 and 23) 109,310,836 839,570
Investment in an associate (Note 11) – 237,964,954
Property and equipment (Note 9) 1,527,064 1,463,385
Investment properties (Note 10) 2,795,684,318 329,719,291
Deferred tax assets - net (Note 19) 13,117,911 7,788,261
Other noncurrent assets 3,014,995 253,917
Total Noncurrent Assets 2,922,655,124 578,029,378
P
= 3,820,979,251 P
= 1,566,756,510
Current Liabilities
Accounts and other payables (Notes 12 and 23) P
= 528,559,596 P
= 140,241,827
Current portion of long-term debt (Notes 13 and 23) 78,893,371 –
Income tax payable 14,727,522 11,189,300
Deposits and other current liabilities (Notes 14 and 23) 46,520,635 36,838,999
Total Current Liabilities 668,701,124 188,270,126
Noncurrent Liabilities
Long-term debt - net of current portion (Notes 13 and 23) 1,757,405,582 –
Deposits and other noncurrent liabilities (Notes 14 and 23) 134,196,441 –
Total Noncurrent Liabilities 1,891,602,023 –
Total Liabilities 2,560,303,147 188,270,126
(Forward)
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December 31
2013 2012
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CEBU PROPERTY VENTURES AND DEVELOPMENT CORPORATION AND
SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
REVENUE
Real estate (Note 16) P
= 309,404,628 P
= 88,921,409 P
= 161,430,782
Equity in net earnings of an associate (Note 11) 14,220,172 33,745,855 17,307,027
Interest income (Note 17) 5,540,315 24,057,531 28,460,237
Other income (Note 17) 131,668,944 95,434,530 54,345,813
460,834,059 242,159,325 261,543,859
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CEBU PROPERTY VENTURES AND DEVELOPMENT CORPORATION AND
SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
Capital Stock - P
= 1 par value (Note 24)
Balance at beginning and end of year P
= 940,350,000 P
= 940,350,000 P
= 940,350,000
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CEBU PROPERTY VENTURES AND DEVELOPMENT CORPORATION AND
SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Forward)
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CEBU PROPERTY VENTURES AND DEVELOPMENT CORPORATION AND
SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Corporate Information
Cebu Property Ventures & Development Corporation (the Parent Company) was incorporated in
the Republic of the Philippines on August 2, 1990 and is a subsidiary of Cebu Holdings, Inc.
(CHI). The Company is engaged in real estate development and sale of subdivision land and
residential units. The registered office address of the Company is at 7th Floor, Cebu Holdings
Center, Cebu Business Park, Cebu City. The Company is a publicly listed company which is
76.26%-owned by CHI, 8.28%-owned by Cebu province, 7.80%-owned by Ayala Land, Inc. and
the rest by the public.
Asian I-Office Properties, Inc. (AiO) is a wholly owned subsidiary of the Parent Company starting
April 16, 2013. It was incorporated and domiciled in the Philippines and was registered with the
Securities and Exchange Commission (SEC) on September 24, 2007 primarily to develop,
invest, own, acquire, lease, hold, mortgage, administer or otherwise deal, with commercial,
residential, industrial or agricultural lands, buildings, structures or apertures, or in any other
profitable business enterprise, venture or establishment, alone or jointly with other persons,
natural or artificial. The registered office address of AiO is at 7th Floor, Cebu Holdings Center,
Cebu Business Park, Cebu City, Philippines.
The consolidated financial statements of Cebu Property Ventures and Development Corporation
and its Subsidiary (the Group) as of December 31, 2013 and 2012 and for each of the three
years in the period ended December 31, 2013 were authorized for issue by the Audit and Risk
Committee and the Board of Directors (BOD) on February 27, 2014.
Basis of Preparation
The accompanying consolidated financial statements of the Group have been prepared on a
historical cost basis, except for financial assets at fair value through profit or loss (FVPL) which
are measured at fair value. The consolidated financial statements are presented in Philippine
Peso (P = ) and all values are rounded to the nearest peso, unless otherwise indicated.
Statement of Compliance
The consolidated financial statements of the Group have been prepared in compliance with
Philippine Financial Reporting Standards (PFRS).
Basis of Consolidation
The consolidated financial statements comprise the financial statements of the the Group as at
December 31, 2013 and 2012 and for each of the three years in the period ended
December 31, 2013.
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Control is achieved when the Group is exposed, or has rights, to variable returns from its
involvement with the investee and has the ability to affect those returns through its power over
the investee. Specifically, the Group controls an investee if and only if the Group has:
power over the investee (i.e. existing rights that give it the current ability to direct the
relevant activities of the investee),
exposure, or rights, to variable returns from its involvement with the investee, and
the ability to use its power over the investee to affect its returns.
When the Group has less than a majority of the voting or similar rights of an investee, the Group
considers all relevant facts and circumstances in assessing whether it has power over an
investee, including:
the contractual arrangement with the other vote holders of the investee
rights arising from other contractual arrangements
the Group’s voting rights and potential voting rights
A subsidiary is fully consolidated from the date of acquisition, being the date on which the Group
obtains control, and continues to be consolidated until the date such control ceases. The
financial statements of the subsidiary are prepared for the same reporting period as the Parent
Company, using consistent accounting policies. All intercompany balances and transactions,
including income, expenses and dividends, are eliminated in full.
PFRS 7, Financial instruments: Disclosures - Offsetting Financial Assets and Financial Liabilities
(Amendments)
These amendments require an entity to disclose information about rights of set-off and related
arrangements (such as collateral agreements). The new disclosures are required for all
recognized financial instruments that are set off in accordance with PAS 32, Financial
Instruments: Presentation and Disclosure. These disclosures also apply to recognized financial
instruments that are subject to an enforceable master netting arrangement or ‘similar
agreement’, irrespective of whether they are set-off in accordance with PAS 32. The
amendments require entities to disclose, in a tabular format unless another format is more
appropriate, the following minimum quantitative information. This is presented separately for
financial assets and financial liabilities recognized at the end of the reporting period:
a) The gross amounts of those recognized financial assets and recognized financial
liabilities;
b) The amounts that are set off in accordance with the criteria in PAS 32 when determining
the net amounts presented in the statement of financial position;
c) The net amounts presented in the statement of financial position;
d) The amounts subject to an enforceable master netting arrangement or similar
agreement that are not otherwise included in (b) above, including:
i. Amounts related to recognized financial instruments that do not meet some or all
of the offsetting criteria in PAS 32; and
ii. Amounts related to financial collateral (including cash collateral); and
e) The net amount after deducting the amounts in (d) from the amounts in (c) above.
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As a result of the guidance in PFRS 13, the Group re-assessed its policies for measuring fair
values, in particular, its valuation inputs such as non-performance risk for fair value
measurement of liabilities. The Group has assessed that the application of PFRS 13 has not
materially impacted the fair value measurements of the Group. Additional disclosures, where
required, are provided in the individual notes relating to the assets and liabilities whose fair
values were determined. Fair value hierarchy is provided in Note 23.
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PAS 28, Investments in Associates and Joint Ventures (as revised in 2011)
As a consequence of the new PFRS 11, Joint Arrangements and PFRS 12, PAS 28 has been
renamed PAS 28, Investments in Associates and Joint Ventures, and describes the application
of the equity method to investments in joint ventures in addition to associates.
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PAS 32, Financial Instruments: Presentation - Tax effect of distribution to holders of equity
instruments
The amendment clarifies that income taxes relating to distributions to equity holders and to
transaction costs of an equity transaction are accounted for in accordance with PAS 12, Income
Taxes. The Group expects that this amendment will not have any impact on its financial position
or performance.
PAS 34, Interim Financial Reporting - Interim financial reporting and segment information for
total assets and liabilities
The amendment clarifies that the total assets and liabilities for a particular reportable segment
need to be disclosed only when the amounts are regularly provided to the chief operating
decision maker and there has been a material change from the amount disclosed in the entity’s
previous annual financial statements for that reportable segment. The Amendment affects
disclosures only and has no impact on the Group’s financial position or performance.
Effective 2014
PAS 36, Impairment of Assets - Recoverable Amount Disclosures for Non-Financial Assets
(Amendments)
These amendments remove the unintended consequences of PFRS 13 on the disclosures
required under PAS 36. In addition, these amendments require disclosure of the recoverable
amounts for the assets or cash-generating units (CGUs) for which impairment loss has been
recognized or reversed during the period. These Amendments are effective retrospectively with
earlier application permitted, provided PFRS 13 is also applied. The Amendments affect
disclosures only and have no impact on the Group’s financial position or performance.
PAS 39, Financial Instruments: Recognition and Measurement - Novation of Derivatives and
Continuation of Hedge Accounting (Amendments)
These amendments provide relief from discontinuing hedge accounting when novation of a
derivative designated as a hedging instrument meets certain criteria. The Amendment does not
apply to the Group as it has no hedging instrument.
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PAS 32, Financial Instruments: Presentation - Offsetting Financial Assets and Financial
Liabilities (Amendments)
The amendments clarify the meaning of “currently has a legally enforceable right to set-off” and
also clarify the application of the PAS 32 offsetting criteria to settlement systems (such as
central clearing house systems) which apply gross settlement mechanisms that are not
simultaneous. The amendments affect presentation only and have no impact on the Group’s
financial position or performance. The amendments to PAS 32 are to be retrospectively applied
for annual periods beginning on or after January 1, 2014.
PAS 19, Employee Benefits - Defined Benefit Plans: Employee Contributions (Amendments)
The amendments apply to contributions from employees or third parties to defined benefit plans.
Contributions that are set out in the formal terms of the plan shall be accounted for as reductions
to current service costs if they are linked to service or as part of the remeasurements of the net
defined benefit asset or liability if they are not linked to service. Contributions that are
discretionary shall be accounted for as reductions of current service cost upon payment of these
contributions to the plans. The Amendments to PAS 19 are to be retrospectively applied for
annual periods beginning on or after July 1, 2014. The Amendment has no impact on the
Group’s financial position or performance.
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PAS 16, Property, Plant and Equipment - Revaluation Method - Proportionate Restatement of
Accumulated Depreciation
The amendment clarifies that, upon revaluation of an item of property, plant and equipment, the
carrying amount of the asset shall be adjusted to the revalued amount, and the asset shall be
treated in one of the following ways:
a. The gross carrying amount is adjusted in a manner that is consistent with the revaluation
of the carrying amount of the asset. The accumulated depreciation at the date of
revaluation is adjusted to equal the difference between the gross carrying amount and
the carrying amount of the asset after taking into account any accumulated impairment
losses.
b. The accumulated depreciation is eliminated against the gross carrying amount of the
asset.
The amendment shall apply to all revaluations recognized in annual periods beginning on or
after the date of initial application of this amendment and in the immediately preceding annual
period. The amendment has no impact on the Group’s financial position or performance.
The amendments shall apply to all revaluations recognized in annual periods beginning on or
after the date of initial application of this amendment and in the immediately preceding annual
period. The amendments have no impact on the Group’s financial position or performance.
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classification and measurement of the Group’s financial assets, but will potentially have no
impact on the classification and measurement of financial liabilities.
On hedge accounting, PFRS 9 replaces the rules-based hedge accounting model of PAS 39
with a more principles-based approach. Changes include replacing the rules-based hedge
effectiveness test with an objectives-based test that focuses on the economic relationship
between the hedged item and the hedging instrument, and the effect of credit risk on that
economic relationship; allowing risk components to be designated as the hedged item, not only
for financial items, but also for non-financial items, provided that the risk component is
separately identifiable and reliably measurable; and allowing the time value of an option, the
forward element of a forward contract and any foreign currency basis spread to be excluded
from the designation of a financial instrument as the hedging instrument and accounted for as
costs of hedging. PFRS 9 also requires more extensive disclosures for hedge accounting.
PFRS 9 currently has no mandatory effective date. PFRS 9 may be applied before the
completion of the limited amendments to the classification and measurement model and
impairment methodology. The Group will not adopt the standard before the completion of the
limited amendments and the second phase of the project.
Philippine Interpretation IFRIC 15, Agreements for the Construction of Real Estate
This interpretation covers accounting for revenue and associated expenses by entities that
undertake the construction of real estate directly or through subcontractors. The interpretation
requires that revenue on construction of real estate be recognized only upon completion, except
when such contract qualifies as construction contract to be accounted for under PAS 11 or
involves rendering of services in which case revenue is recognized based on stage of
completion. Contracts involving provision of services with the construction materials and where
the risks and reward of ownership are transferred to the buyer on a continuous basis will also be
accounted for based on stage of completion. The SEC and the Financial Reporting Standards
Council (FRSC) have deferred the effectivity of this interpretation until the final Revenue
standard is issued by the International Accounting Standards Board (IASB) and an evaluation of
the requirements of the final Revenue standard against the practices of the Philippine real estate
industry is completed. Adoption of the interpretation when it becomes effective will not have any
impact on the financial statements of the Group.
Financial Instruments
Date of recognition
The Group recognizes a financial asset or a financial liability in the consolidated statement of
financial position when it becomes a party to the contractual provisions of the instrument. In the
case of a regular way purchase or sale of financial assets, recognition and derecognition, as
applicable, is done using the settlement date accounting.
Initial recognition
Financial assets and financial liabilities are recognized initially at fair value. Transaction costs
are included in the initial measurement of all financial assets and liabilities, except for financial
instruments measured at fair value through profit or loss (FVPL).
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Financial assets within the scope of PAS 39 are classified as either financial assets at FVPL,
loans and receivables, held-to-maturity financial assets, or available-for-sale (AFS) financial
assets, as appropriate. Financial liabilities are classified as either financial liabilities at FVPL or
other financial liabilities. The Group’s financial assets and financial liabilities are of the nature of
loans and receivables, financial assets at FVPL and other financial liabilities, respectively. The
classification depends on the purpose for which the investments were acquired or liabilities were
incurred and whether they are quoted in an active market. Management determines the
classification of its financial instruments at initial recognition and, where allowed and
appropriate, re-evaluates such designation at every reporting date.
For all other financial instruments not listed in an active market, the fair value is determined by
using appropriate valuation techniques. Valuation techniques include net present value
techniques, comparison to similar instruments for which market observable prices exist, options
pricing models, and other relevant valuation models.
An analysis of fair values of financial instruments and further details as to how they are
measured are provided in Note 23.
“Day 1” difference
Where the transaction price in a non-active market is different to the fair value from other
observable current market transactions in the same instrument or based on a valuation
technique whose variables include only data from observable market, the Group recognizes the
difference between the transaction price and fair value (a “Day 1” difference) in the consolidated
statement of income unless it qualifies for recognition as some other type of asset. In cases
where variables used are made of data which is not observable, the difference between the
transaction price and model value is only recognized in the consolidated statement of income
when the inputs become observable or when the instrument is derecognized. For each
transaction, the Group determines the appropriate method of recognizing the “Day 1” difference
amount.
Financial assets and liabilities are classified as held for trading if they are acquired for the
purpose of selling and repurchasing in the near term. Derivatives, including separated
embedded derivatives are also classified as held for trading unless they are designated as
effective hedging instruments or a financial guarantee contract. Fair value gains or losses on
investments held for trading, net of interest income accrued on these assests, are recognized in
the consolidated statement of income under “Other income”.
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Financial assets may be designated at initial recognition as FVPL if any of the following criteria
are met:
The designation eliminates or significantly reduces the inconsistent treatment that would
otherwise arise from measuring the assets or liabilities or recognizing gains or losses on
them on a different basis; or
The assets are part of a group of financial assets which are managed and their performance
is evaluated on a fair value basis, in accordance with a documented risk management or
investment strategy; or
The financial instrument contains an embedded derivative that would need to be separately
recorded.
As of December 31, 2013, the Group holds its investment in Bank of the Philippine Islands (BPI)
short term funds as held for trading and classified this as financial asset at FVPL. Management
takes the view that these are held for trading and it is a portfolio of funds invested and managed
by professional managers.
After initial measurement, loans and receivables are subsequently measured at amortized cost
using the effective interest method, less allowance for impairment. Amortized cost is calculated
by taking into account any discount or premium on acquisition and fees that are an integral part
of the effective interest rate (EIR). The amortization is included in the “Interest income” account
in the consolidated statement of comprehensive income. The losses arising from impairment of
such loans and receivables are recognized as “provision for impairment loss” under “General
and administrative expenses” account in the consolidated statement of comprehensive income.
Loans and receivables are included in current assets if maturity is within twelve months from the
reporting date. Otherwise, these are classified as noncurrent assets.
After initial measurement, other financial liabilities are subsequently measured at amortized cost
using the effective interest method. Amortized cost is calculated by taking into account any
discount or premium on the issue and fees that are an integral part of the EIR. The amortization
is included in the “Interest and other financing charges” account in the consolidated statement of
income.
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This accounting policy applies primarily to the Group’s “Accounts and other payables”, “Long-
term debt” and other obligations that meet the above definition (other than liabilities covered by
other accounting standards, such as income tax payable).
Where the Group has transferred its right to receive cash flows from an asset or has entered into
a “pass-through” arrangement, and has neither transferred nor retained substantially all the risks
and rewards of the asset nor transferred control of the asset, the asset is recognized to the
extent of the Group’s continuing involvement in the asset. Continuing involvement that takes the
form of a guarantee over the transferred asset is measured at the lower of the original carrying
amount of the asset and the maximum amount of consideration that the Group could be required
to repay.
Financial liability
A financial liability is derecognized when the obligation under the liability is discharged,
cancelled or expired. Where an existing financial liability is replaced by another from the same
lender on substantially different terms, or the terms of an existing liability are substantially
modified, such an exchange or modification is treated as a derecognition of the original liability
and the recognition of a new liability, and the difference in the respective carrying amounts is
recognized in the consolidated statement of income.
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data indicate that there is measurable decrease in the estimated future cash flows, such as
changes in economic conditions that correlate with defaults.
If there is objective evidence that an impairment loss has been incurred, the amount of the loss
is measured as the difference between the asset’s carrying amount and the present value of the
estimated future cash flows (excluding future credit losses that have not been incurred). The
carrying amount of the asset is reduced through use of an allowance account and the amount of
loss is charged to the consolidated statement of income. Interest income continues to be
recognized based on the original effective interest rate (EIR) of the asset. Loans and
receivables, together with the associated allowance accounts, are written off when there is no
realistic prospect of future recovery. If, in a subsequent year, the amount of the estimated
impairment loss increases or decreases because of an event occurring after the impairment was
recognized, the previously recognized impairment loss is increased or reduced by adjusting the
allowance account. Any subsequent reversal of an impairment loss is recognized in
consolidated statement of income, to the extent that the carrying value of the asset does not
exceed its amortized cost at the reversal date.
For the purpose of a collective evaluation of impairment, financial assets are grouped on the
basis of such credit risk characteristics as customer type, credit history, past-due status and
term.
Future cash flows in a group of financial assets that are collectively evaluated for impairment are
estimated on the basis of historical loss experience for assets with credit risk characteristics
similar to those in the group. The methodology and assumptions used for estimating future cash
flows are reviewed regularly by the Group to reduce any differences between loss estimates and
actual loss experience.
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Inventories
Property acquired or being constructed for sale in the ordinary course of business, rather than to
be held for rental or capital appreciation, is held as inventory and is valued at the lower of cost
or net realizable value (NRV). NRV is the estimated selling price in the ordinary course of
business, less estimated costs to complete and sell. Cost includes those incurred for the
acquisition and development of the properties and is measured using the average cost method.
Cost includes:
Land cost
Land improvement cost
Amount paid to contractors for construction and development
Borrowing costs, planning and design costs, cost of site preparation, professional fees,
property transfer taxes, construction overheads and other related costs
The cost of inventory recognized in profit or loss on disposal is determined with reference to the
specific costs incurred on the property sold and an allocation of any non-specific cost based on
the relative size of the property sold.
Major repairs are capitalized as property and equipment only when it is probable that future
economic benefits associated with the item will flow to the Group and the cost of the items can
be measured reliably. All other repairs and maintenance are charged against current operations
as incurred.
Depreciation and amortization of assets commence once the property and equipment are
available for their intended use and is computed on a straight-line basis over the estimated
useful lives of the property and equipment as follows:
Years
Furniture, fixtures and equipment 3 - 10
Transportation equipment 3-5
The useful lives and depreciation and amortization method are reviewed periodically to ensure
that the period and method of depreciation and amortization are consistent with the expected
pattern of economic benefits from items of property and equipment.
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When property and equipment are retired or otherwise disposed of, the cost of the related
accumulated depreciation and amortization and accumulated provision for impairment losses, if
any, are removed from the accounts and any resulting gain or loss is credited or charged
against current operations.
Fully depreciated property ad equipment are retained in the accounts while still in use although
no further depreciation is credited or charged to current operations.
Investment Properties
Investment properties consist of properties that are held to earn rentals and for capital
appreciation or both. Investment properties, except for land, are carried at cost less
accumulated depreciation and amortization and any impairment in value. Land is carried at cost
less any impairment in value. The initial cost of investment properties consists of any directly
attributable costs of bringing the investment properties to its intended location and working
condition, including borrowing costs.
Depreciation and amortization is computed using the straight-line method over its useful life.
The estimated useful lives of investment properties under buildings and improvements are 5 to
40 years.
Expenditure incurred after the investment property has been put in operation, such as repairs
and maintenance costs, are normally charged against income in the period in which the costs
are incurred.
Construction in progress is stated at cost (including borrowing cost). This includes cost of
construction, equipment and other direct costs. Construction in progress is not depreciated until
such time that the relevant assets are available for their intended use.
Investment properties are derecognized when either they have been disposed of or when they
are permanently withdrawn from use and no future economic benefit is expected from its
disposal. Any gains or losses on the retirement or disposal of an investment property are
recognized in the consolidated statement of comprehensive income in the year of retirement or
disposal.
Transfers are made to investment properties when, and only when, there is a change in use,
evidenced by ending of owner-occupation and commencement of an operating lease to another
party. Transfers are made from investment properties when, and only when, there is a change
in use, evidenced by commencement of owner-occupation or commencement of development
with a view to sale. Transfers between investment properties, owner-occupied properties and
inventories do not change the carrying amount of the property transferred and they do not
change the cost of that property for measurement or disclosure purposes.
The assets and liabilities of the combining entities are reflected in the consolidated financial
statements at their carrying amounts. No adjustments are made to reflect fair values, or
recognize any new assets or liabilities, at the date of the combination. The only adjustments
that are made are those adjustments to harmonize accounting policies.
*SGVFS006282*
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No new goodwill is recognized as a result of the combination. The only goodwill that is
recognized is any existing goodwill relating to either of the combining entities. Any
difference between the consideration paid or transferred and the equity acquired is reflected
as “Equity Reserves” within equity.
The effects of intercompany transactions on current assets, current liabilities, revenues, and
cost of sales for the periods presented and on retained earnings at the date of acquisition are
eliminated to the extent possible.
An assessment is made at each reporting date as to whether there is any indication that
previously recognized impairment losses may no longer exist or may have decreased. If such
indication exists, the recoverable amount is estimated. A previously recognized impairment loss
is reversed only if there has been a change in the estimates used to determine the asset’s
recoverable amount since the last impairment loss was recognized. If that is the case, the
carrying amount of the asset is increased to its recoverable amount. That increased amount
cannot exceed the carrying amount that would have been determined, net of depreciation and
amortization, had no impairment loss been recognized for the asset in prior years. Such
reversal is recognized in the consolidated statement of income unless the asset is carried at
revalued amount, in which case, the reversal is treated as a revaluation increase. After such
reversal the depreciation charge is adjusted in future periods to allocate the asset’s revised
carrying amount, less any residual value, on a systematic basis over its remaining useful life.
Investment in an associate
After application of the equity method, the Group determines whether it is necessary to
recognize any additional impairment loss with respect to the Group’s net investment in the
investee companies. The Group determines at each reporting date whether there is any
objective evidence that the investment in associates or jointly controlled entities is impaired. If
this is the case, the Group calculates the amount of impairment as being the difference between
the fair value and the carrying value of the investee company and recognizes the difference in
the consolidated statement of income.
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Investment in an Associate
Investment in an associate is accounted for under the equity method of accounting. An
associate is an entity in which the Company has significant influence, and which is neither a
subsidiary nor a joint venture.
Under the equity method, the investment in an associate is carried in the statement of financial
position at cost plus post-acquisition changes in the Company’s share in the net assets of the
investee company. Cost includes all amounts provided to the associate which are intended to
be the associate’s capital. The statement of income includes the Company’s share in the results
of the operations of the associate. Profit and losses resulting from transactions between the
Company and the associate are eliminated to the extent of the interest in the associate.
The reporting date of the associate and the Company are identical and the associate’s
accounting policies conform to those used by the Company for like transactions and events in
similar circumstances.
Equity
Capital stock is recognized as issued when the stock is paid for or subscribed under a binding
subscription agreement and is measured at par value for all issued shares. Consideration
received in excess of par value are recognized as additional paid-in capital, net of incremental
costs that are directly attributable to the issuance of new shares.
Retained earnings include all current and prior period results of operations as reported in the
statement of income, net of any dividend declaration.
Provisions
Provisions are recognized when the Group has a present obligation (legal or constructive) as a
result of a past event, it is probable that an outflow of resources embodying economic benefits
will be required to settle the obligation and a reliable estimate can be made of the amount of the
obligation. Where the Group expects some or all of the provision to be reimbursed, for example
under an insurance contract, the reimbursement is recognized as a separate asset but only
when the reimbursement is virtually certain. If the effect of the time value of money is material,
provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks
specific to the liability. Where discounting is used, the increase in the provision due to the
passage of time is recognized as a borrowing cost. Provisions are reviewed at each reporting
date and adjusted to reflect the current best estimates.
For real estate sales, the Group assesses whether it is probable that the economic benefits will
flow to the Group when the sales prices are collectible. Collectibility of the sales price is
demonstrated by the buyer’s commitment to pay, which in turn is supported by substantial initial
and continuing investments that give the buyer a stake in the property sufficient that the risk of
loss through default motivates the buyer to honor its obligation to the seller. Collectibility is also
assessed by considering factors such as the credit standing of the buyer, age and location of the
property.
Revenue from sales of completed subdivision land is accounted for under the full accrual
method. In accordance with Philippine Interpretations Committee (PIC) Q&A No. 2006-01, the
percentage of completion method is used to recognize revenue from sales of projects where the
*SGVFS006282*
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Company have material obligations under the sales contract to complete the project after the
property is sold. Under this method, revenue is recognized as the related obligations are
fulfilled, measured principally on the basis of the estimated completion of a physical proportion
of the contract work.
Any excess of collections over the recognized receivables are included in the “Deposits and
other current liabilities” account in the liabilities section of the consolidated statement of financial
position.
When a sale of real estate does not meet the requirements for revenue recognition, the sale is
accounted for under the deposit method. Under this method, revenue is not recognized, and the
receivable from the buyer is not recorded. Cash received from buyers is recognized as
customers’ deposits presented under “Desposits and other current liabilities” account in the
consolidated statement of financial position.
Cost of real estate sales is recognized consistent with the revenue recognition method applied.
Cost of condominium units sold before the completion of the development is determined on the
basis of the acquisition cost of the land plus its full development costs, which include estimated
costs for future development works, as determined by the Parent Company’s in-house technical
staff.
Cost of real estate includes land and development costs. Expected losses are recognized
immediately when it is probable that the cost will exceed the related contract price. Revisions in
estimated costs are accounted for starting in the year the change is made. Commissions for
pre-completed real estate units are deferred and are charged to expense when the related
revenue is recognized.
Rental income from noncancellable and cancellable leases is recognized in the consolidated
statement comprehensive of income on a straight-line basis over the lease term and the terms
of the lease, respectively, or based on a certain percentage of the gross revenue of the tenants,
as provided for under the terms of the lease contract.
Interest income is recognized as it accrues (using the effective interest method that is the rate
that exactly discounts estimated future cash receipts through the expected life of the financial
instrument to the net carrying amount of the financial assets).
Expenses
Direct operating expenses and general and administrative expenses are recognized as they are
incurred.
Borrowing Costs
Borrowing costs directly attributable to the acquisition or construction of an asset that
necessarily takes a substantial period of time to get ready for its intended use or sale are
capitalized as part of the cost of the respective assets (included in “Investment properties”
account in the consolidated statement of financial position). All other borrowing costs are
expensed in the period in which they occur. Borrowing costs consist of interest and other costs
that an entity incurs in connection with the borrowing of funds.
*SGVFS006282*
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The interest capitalized is calculated using the Group’s weighted average cost of borrowings
after adjusting for borrowings associated with specific developments. Where borrowings are
associated with specific developments, the amounts capitalized is the gross interest incurred on
those borrowings less any investment income arising on their temporary investment. Interest is
capitalized as from the commencement of the development work until the date of practical
completion. The capitalization of borrowing costs is suspended if there are prolonged periods
when development activity is interrupted. If the carrying amount of the asset exceeds its
recoverable amount, an impairment loss is recorded.
Leases
The determination of whether an arrangement is, or contains, a lease is based on the substance
of the arrangement at inception date whether the fulfillment of the arrangement is dependent on
the use of a specific asset or assets or the arrangement conveys a right to use the asset. A
reassessment is made after inception of the lease only if one of the following applies:
(a) There is a change in contractual terms, other than a renewal or extension of the
arrangement;
(b) A renewal option is exercised or extension granted, unless the term of the renewal or
extension was initially included in the lease term;
(c) There is a change in the determination of whether fulfillment is dependent on a specified
asset; or
(d) There is substantial change to the asset.
Where a reassessment is made, lease accounting shall commence or cease from the date when
the change in circumstances gave rise to the reassessment for scenarios (a), (c), or (d) and at
the date of renewal or extension period for scenario (b).
Group as lessor
Leases where the Group does not transfer substantially all the risk and benefits of ownership of
the assets are classified as operating leases. Lease payments received are recognized as an
income in the consolidated statement of income on a straight-line basis over the lease term.
Initial direct costs incurred in negotiating operating leases are added to the carrying amount of
the leased asset and recognized over the lease term on the same basis as the rental income.
Contingent rents are recognized as revenue in the period in which they are earned.
Income Tax
Current tax assets and liabilities for the current and prior periods are measured at the amount
expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws
used to compute the amount are those that are enacted or substantively enacted at the
reporting date.
Deferred tax is provided, using the liability method, on all temporary differences with certain
exceptions, at the reporting date between the tax bases of assets and liabilities and its carrying
amounts for financial reporting purposes.
Deferred tax liabilities are recognized for all taxable temporary differences with certain
assumptions. Deferred tax assets are recognized for all deductible temporary differences and
carryforward benefits of unused tax credits from excess of minimum corporate income tax
(MCIT) over the regular corporate income tax and unused net operating loss carryover
(NOLCO), to the extent that it is probable that taxable income will be available against which the
deductible temporary differences and carryforward benefits of unused MCIT and NOLCO can be
utilized.
*SGVFS006282*
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Deferred tax liabilities are not provided on nontaxable temporary differences associated with
investments in an associate.
The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to
the extent that it is no longer probable that sufficient taxable income will be available to allow all
or part of the deferred tax asset to be utilized. Unrecognized deferred tax assets are
reassessed at each reporting date and are recognized to the extent that it has become probable
that future taxable income will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the
period when the asset is realized or the liability is settled, based on tax rates and tax laws that
have been enacted or substantively enacted as of reporting date.
Deferred tax assets and liabilities are offset, if a legally enforceable right exists to set off current
tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity
and the same taxation authority.
Segment reporting
The Group’s operating businesses are organized and managed separately according to the
nature of the products and services provided, with each segment representing a strategic
business unit that offers different products and serves different markets. Financial information
on business segment is presented in Note 25 of the consolidated financial statements.
Contingencies
Contingent liabilities are not recognized in the consolidated financial statements. These are
disclosed unless the possibility of an outflow of resources embodying economic benefits is
remote. Contingent assets are not recognized in the consolidated financial statements but
disclosed when an inflow of economic benefits is probable.
*SGVFS006282*
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The preparation of the consolidated financial statements of the Group in conformity with PFRS
requires management to make judgments and estimates that affect the amounts reported in the
consolidated financial statements and accompanying notes. The judgments and estimates used
in the consolidated financial statements are based upon management’s evaluation of relevant
facts and circumstances as of the date of the consolidated financial statements. Actual results
could differ from such estimates.
Judgments
In the process of applying the Group’s accounting policies, management has made the following
judgments, apart from those involving estimations, which have the most significant effect on the
amounts recognized in the consolidated financial statements:
Classification of property
The Group determines whether a property is classified as investment property or inventory
property as follows:
Investment property comprises land and buildings (principally offices, commercial and
retail property) which are not occupied substantially for use by, or in the operations of,
the Group, nor for sale in the ordinary course of business, but are held primarily to earn
rental income and capital appreciation.
Inventory comprises property that is held for sale in the ordinary course of business.
Principally, this is residential and industrial property that the Group develops and intends
to sell before or on completion of construction.
Some properties comprise a portion that is held to earn rentals or for capital appreciation and
another portion that is held for use in the production or supply of services or for administrative
purposes. If these portions cannot be sold separately as of reporting date, the property is
accounted for as investment property only if an insignificant portion is held for use in the supply
of services or for administrative purposes. Judgment is applied in determining whether ancillary
services are so significant that a property does not qualify as investment property. The Group
considers each property separately in making its judgment.
*SGVFS006282*
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When the acquisition of the subsidiaries does not represent a business, it is accounted for as an
acquisition of a group of assets and liabilities. The cost of the acquisition is allocated to the net
assets and liabilities acquired based upon their relative fair values, and no goodwill or deferred
tax asset is recognized.
Contingencies
The Group is contingently liable arising from various claims. The estimate of the probable costs
for the resolution of these claims has been developed in consultation with the legal counsels and
based upon an analysis of potential results. The Group currently does not believe these
proceedings will have a material adverse effect on the Group’s financial position. It is possible,
however, that the results of operations could be materially affected by changes in the estimates.
As of December 31, 2013, the Company has a pending litigation disclosed in Note 22.
*SGVFS006282*
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experience of the receivables grouped per credit risk profile. Historical loss experience is
adjusted on the basis of current observable data to reflect the effects of current conditions that
did not affect the period on which the historical loss experience is based and to remove the
effects of conditions in the historical period that do not exist currently. The methodology and
assumptions used for the individual and collective assessments are based on management’s
judgment and estimate. Therefore, the amount and timing of recorded expense for any period
would differ depending on the judgments and estimates made for the year.
As of December 31, 2013 and 2012, receivables, net of allowance for impairment losses,
amounted to P
= 294.85 million and P
= 272.19 million, respectively (see Note 6).
As described in the accounting policy, the Group estimates the recoverable amount as the
higher of an asset’s fair value less costs to sell and value in use. In determining the present
value of estimated future cash flows expected to be generated from the continued use of the
assets, the Group is required to make estimates and assumptions that may affect investment in
an associate, property and equipment, investment properties and other noncurrent assets. See
Notes 9, 10 and 11 for the related balances.
*SGVFS006282*
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tax assets to be utilized. The Group looks at its projected performance in assessing the
sufficiency of future taxable income.
As of December 31, 2013 and 2012, net deferred tax assets recognized amounted to
P
= 13.12 million and P
= 7.79 million, respectively (see Note 19).
2013 2012
Cash on hand P
= 60,000 P
= 15,000
Cash in banks 14,282,383 18,173,866
Cash equivalents 267,675,316 411,848,115
P
= 282,017,699 P
= 430,036,981
Cash in banks earns interest at the respective bank deposit rates ranging from 1.8% to 5.0%
and 1.8% to 4.7% in 2013 and 2012, respectively. Cash equivalents are short-term, highly liquid
investments that are made for varying periods of up to three (3) months depending on the
immediate cash requirements of the Group, and earn interest at the respective short-term rates.
Total interest income earned from cash and cash equivalents amounted to P = 4.43 million,
P
= 17.08 million and P
= 20.78 million in 2013, 2012 and 2011, respectively (see Note 17).
This pertains to investment in BPI short term funds, a money market unit investment trust fund
which the Group holds for trading and is a portfolio of funds invested and managed by
professional managers. As of December 31, 2013, the Group has financial assets at FVPL of
P
= 60.48 million.
*SGVFS006282*
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6. Accounts Receivable
2013 2012
Trade:
Residential development P
= 56,267,873 P
= 201,630,940
Corporate business 93,153,901 1,185,897
Shopping centers 14,750,778 4,677,948
Others 309,887 1,178,264
Advances to contractors 79,010,932 47,173,911
Receivable from related parties (Note 15) 48,034,001 16,498,331
Accrued receivables 4,692,728 1,260,793
Receivables from employees 127,387 84,862
296,347,487 273,690,946
Less allowance for impairment losses 1,500,000 1,500,000
294,847,487 272,190,946
Less noncurrent portion 109,310,836 839,570
P
= 185,536,651 P
= 271,351,376
As of December 31, 2013 and 2012, residential development trade receivables with a nominal
amount of P= 57.68 million and P= 208.25 million, respectively, were initially recorded at fair value.
The fair value of the receivables was obtained by discounting future cash flows using the
applicable rates of similar types of instruments ranging from 2.20% to 20.0% in 2013 and 2012.
*SGVFS006282*
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Movements in the unamortized discount from sales as of December 31, 2013 and 2012 are as
follows:
2013 2012
Balance at beginning of the year P
= 6,623,812 P
= 12,390,342
Acquisitions through business combination (4,527,386) –
Additions 427,067 1,022,250
Accretion (Note 17) (1,106,748) (6,788,780)
Balance at end of the year P
= 1,416,745 P
= 6,623,812
Receivables amounting to P = 1.50 million as of December 31, 2013 and 2012 were individually
impaired and fully provided for.
7. Inventories
2013 2012
Subdivision lot for sale and development P
= 272,388,313 P
= 272,388,313
Condominium units under development 32,516,454 13,909,449
P
= 304,904,767 P
= 286,297,762
2013 2012
At January 1 P
= 286,297,762 P= 269,923,447
Acquisitions through business combination (Note 21) 27,790,465 −
Construction cost incurred during the year 10,046,606 19,691,378
Cost of real estate sales (Note 18) (21,959,019) (17,792,827)
Realization from downstream sale 2,728,953 14,475,764
P
= 304,904,767 P= 286,297,762
For the years ended December 31, 2013 and 2012, the Group recorded no provision for
impairment.
2013 2012
Value-added input tax - net P
= 64,569,258 =−
P
Prepaid expenses 795,898 40,000
Others 18,207 1,001,013
P
= 65,383,363 P
= 1,041,013
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The value-added input tax is applied against value-added output tax. The balance is
recoverable in future periods.
2013
Furniture,
Fixtures and Transportation
Equipment Equipment Total
Cost
At January 1 P
= 9,994,302 P
= 750,909 P
= 10,745,211
Acquisitions through business combination
(Note 21) 1,473,468 − 1,473,468
Additions 693,831 − 693,831
At December 31 12,161,601 750,909 12,912,510
Accumulated Depreciation and
Amortization
At January 1 8,530,917 750,909 9,281,826
Acquisitions through business combination
(Note 21) 509,696 − 509,696
Depreciation and amortization (Note 18) 1,593,924 − 1,593,924
At December 31 10,634,537 750,909 11,385,446
Net Book Value P
= 1,527,064 =−
P P
= 1,527,064
2012
Furniture,
Fixtures and Transportation
Equipment Equipment Total
Cost
At January 1 P
= 8,967,725 P
= 750,909 P
= 9,718,634
Additions 1,090,297 − 1,090,297
Disposals (63,720) − (63,720)
At December 31 9,994,302 750,909 10,745,211
Accumulated Depreciation and
Amortization
At January 1 7,787,630 750,909 8,538,539
Depreciation and amortization (Note 18) 776,917 − 776,917
Disposals (33,630) − (33,630)
At December 31 8,530,917 750,909 9,281,826
Net Book Value P
= 1,463,385 =−
P P
= 1,463,385
*SGVFS006282*
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As of December 31, 2013 and 2012, there are no capital commitments for property and
equipment.
2013
2012
Buildings and
Land Improvements Total
Cost
At January 1 P
= 270,561,699 P
= 222,488,314 P
= 493,050,013
Additions − 3,076,104 3,076,104
At December 31 270,561,699 225,564,418 496,126,117
Accumulated Depreciation and Amortization
At January 1 − 160,430,071 160,430,071
Depreciation and amortization (Note 18) − 5,976,755 5,976,755
At December 31 – 166,406,826 166,406,826
Net Book Value P
= 270,561,699 P
= 59,157,592 P
= 329,719,291
The Group’s investment properties are currently held for commercial leasing. Construction in
progress includes cost of eBloc 2 and eBloc 3 commercial buildings.
*SGVFS006282*
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The fair values of the investment properties were determined by independent professionally
qualified appraisers. The fair values were classified under level 3 of the fair value hierarchy.
The value of the investment properties was arrived at using the Market Data Approach. In this
approach, the value of the investment properties is based on sales and listings of comparable
property registered within the vicinity. The technique of this approach requires the establishing
of comparable property by reducing reasonable comparative sales and listings to a common
denominator. This is done by adjusting the differences between the subject property and those
actual sales and listings regarded as comparable. The properties used as basis of comparison
are situated within the immediate vicinity of the subject property.
As of December 31, 2013, there are no capital commitments for investment properties.
Borrowing costs capitalized to construction in progress amounted to P
= 13.44 million as of
December 31, 2013.
This account pertains to the Company’s 40% stake in Asian I-Office Properties, Inc. (AiO) as of
December 31, 2012.
On April 16, 2013, the Company acquired ALI’s remaining 60% interest in AiO for a
consideration of P
= 436.23 million making AiO a wholly owned subsidiary of the Parent Company.
Investment in an associate as of December 31, 2012 amounted to P = 237.96 million.
2012
Acquisition cost P
= 270,454,040
Accumulated equity in net income:
At beginning of year 31,461,440
Equity in net earnings for the year 33,745,855
At end of year 65,207,295
Accumulated realized (eliminated) profit from downstream sales
At beginning of year (113,160,753)
Realized profit for the year 15,464,372
At end of year (97,696,381)
P
= 237,964,954
*SGVFS006282*
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Financial information of AiO as of and for the year ended December 31, 2012 follows:
2012
Current assets P
= 371,756,087
Noncurrent assets 2,410,019,242
Total assets P
= 2,781,775,329
Current liabilities P
= 664,803,582
Noncurrent liabilities 1,291,276,905
Total liabilities P
= 1,956,080,487
Revenue P
= 354,631,398
Costs and expenses 270,266,762
Net income P= 84,364,636
2013 2012
Payable to related parties (Note 15) P
= 272,915,823 P
= 53,704,025
Accrued expenses 89,465,388 32,292,487
Retentions payable 88,847,758 9,443,962
Accounts payable 36,146,796 1,520,703
Accrued project costs 25,945,595 24,585,215
Taxes payable 13,380,428 2,261,003
Dividends payable 1,857,808 16,434,432
P
= 528,559,596 P
= 140,241,827
Accrued expenses consist mainly of light and power, marketing costs, professional fees, postal
and communication supplies, repairs and maintenance, transportation and travel, security,
insurance and representation.
Retentions payable pertain to the portion of the progress billings of constructions retained by the
Group and will be released after the completion of the contractor’s projects. The retention
serves as a security from the contractor in case of defects in the project.
Accounts payable and accrued expenses are noninterest-bearing and are normally settled on 15
to 60 day terms.
Accrued project costs arise from progress billings or unbilled completed work on the
development of residential and commercial projects.
*SGVFS006282*
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Dividends, retentions and taxes payable are noninterest-bearing and are normally settled within
one year.
This account consists of long-term bank loans availed by the Group as follows:
2013
At 0.65% per annum spread over the average
floating rate of 91-day treasury bill rate P
= 517,500,000
At 0.50% per annum spread over the fixed rate based on PDST-R1 rate 299,150,000
At 0.50% per annum spread over the fixed rate based on PDST-R2 rate 94,500,000
At 0.50% per annum spread over the fixed rate of average 5-
year treasury bond rate 86,850,000
At 0.88% per annum spread over the average floating rate of 91-day
treasury bill rate 24,125,000
At 0.38% per annum spread over the average floating rate of 91-day
treasury bill rate 400,000,000
At 0.38% per annum spread over the fixed rate
based on Mart1 rate 420,000,000
1,842,125,000
Less unamortized discount on transaction costs 5,826,047
1,836,298,953
Less current portion of long-term debt 78,893,371
P
= 1,757,405,582
2013
Due in:
2014 P= 79,750,000
2015 493,875,000
2016 168,000,000
2017 628,000,000
2018 292,500,000
2019 80,000,000
2020 80,000,000
2021 20,000,000
P
= 1,842,125,000
The loans in 2013 which were availed from local banks, are used to finance the construction of
eBloc 2 and eBloc 3 commercial buildings and are included under “Investment properties”
account (see Note 10).
The loan agreements provide for certain restrictions and requirements with respect to, among
others, payment of dividends, major disposal of property, pledge of assets, liquidation, merger or
consolidation and maintenance of ratio between debt and the tangible net worth not to exceed
3:1. These restrictions and requirements were complied with by the subsidiary as of
December 31, 2013.
*SGVFS006282*
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2013 2012
Advances from customers P
= 139,504,193 P
= 2,792,990
Customers’ deposit 33,025,530 31,265,609
Construction bond 8,187,353 2,780,400
180,717,076 36,838,999
Less: noncurrent portion 134,196,441 −
P
= 46,520,635 P
= 36,838,999
Advances from customers consist of tenants’ deposits to be refunded by the Company through
the application of the amount thereof against the rent and service due. These are initially
recorded at fair value, which was obtained by discounting its future cash flows using the
applicable rates for similar types of instruments.
Customers’ deposit includes customers’ downpayments and excess collections over the
recognized receivables based on percentage of completion.
The Company requires buyers of condominium units to pay a minimum percentage of the total
selling price before the two parties enter into a sale transaction. In relation to this, the
customers’ advances and deposits represent payment from buyers which have not reached the
minimum required percentage. When the level of required payment is reached by the buyer, a
sale is recognized and these deposits and downpayments will be applied against the related
installment contracts receivable.
Construction bond payable pertains to deposits made by tenants as security for the construction
and design of the leased premises, to be refunded upon completion, which usually takes less
than a year.
Parties are considered to be related if one party has the ability, directly or indirectly, to control
the other party or exercise significant influence over the other party in making financial and
operating decisions. Parties are also considered to be related if they are subject to common
control or common significant influence which include affiliates.
The Group in its regular conduct of business has entered into transactions with related parties.
Parties are considered to be related if, among others, one party has the ability, directly or
indirectly, to control the other party in making financial and operating decisions, the parties are
subject to common control or the party is an associate or a joint venture. Except as otherwise
indicated, the outstanding accounts with related parties shall be settled in cash. The
transactions are made at terms and prices agreed upon by the parties.
*SGVFS006282*
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The following tables provide the total amount of transactions that have been entered into with
related parties for the relevant financial year:
Revenues Expenses
2013 2012 2013 2012
Joint Venture Partner:
VH =−
P P
= 55,260,846 =−
P =−
P
Subsidiary
AiO − 3,940,461 − −
Shareholder
ALI − − 1,379,906 935,936
Parent
CHI − − 2,611,636 4,345,119
Total =−
P P
= 59,201,307 P
= 3,991,542 P
= 5,281,055
Transaction with VH in 2013 and 2012 pertains to the Parent Company’s service income
from joint venture. Receivables from these fees are normally settled within one year.
Transactions with MDC during 2013 and 2012 pertain to various projects’ construction costs,
construction bonds and utility charges.
Transactions with AVIDA during 2013 and 2012 pertain to share in the joint development
project.
Transactions with CHI in 2013 and 2012 pertain to the charged expenses for manpower,
utilities, lease, management and marketing fees and other expenses.
Transactions with ALI in 2013 and 2012 pertain to various allocations of shared expenses
such as association dues, light and power, insurance and management fees.
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Recoveries pertain to income from sewer, light and power and water charges from its rental
operations.
Penalties represent payments made by a lot buyer in relation to certain construction violations.
Penalties are recognized based on the contractual terms of the agreement.
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The table below shows the details of NOLCO that may be used by the Group as deductions
against future income tax liabilities:
The components of net deferred tax assets as of December 31, 2013 and 2012 follow:
2013 2012
Deferred tax assets on:
Unapplied NOLCO P
= 11,302,565 =−
P
Advance rent 4,103,684 1,175,093
Installment sales 3,602,837 3,750,236
Allowance for probable losses 1,254,232 1,254,232
Interest accretion on rental deposits 704,706 −
Accrued fees 294,939 294,939
Unrealized foreign exchange loss 922,622 922,622
Others 410,765 391,139
22,596,350 7,788,261
Deferred tax liabilities:
Capitalized borrowing cost 4,890,203 −
Capitalized transaction cost 1,230,000 −
Accrued rent 2,162,880 −
Amortized deferred income 714,566 −
Others 480,790 −
9,478,439 −
P
= 13,117,911 P
= 7,788,261
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Reconciliation between the statutory income tax rate and the effective income tax rate follows:
The Parent Company was registered with PEZA on April 6, 2000 as an Information Technology
(IT) Park developer or operator and was granted approval by PEZA on October 10, 2001. The
PEZA registration entitled the Group to a four-year tax holiday from the start of approval of
registered activities. At the expiration of its four-year tax holiday, the Group pays income tax at
the special rate of 5% on its gross income earned from sources within the PEZA economic zone
in lieu of paying all national and local income taxes.
On December 18, 2007, PEZA approved the registration of AiO as an Economic Zone
Information Technology (IT) Facility Enterprise. As a registered ecozone facilities enterprise, the
Company is entitled to establish, develop, construct, administer, manage and operate a 12-
storey building and 17-storey building located at Asia town IT Park, in accordance with the terms
and conditions on the Registration Agreement with PEZA.
The Group shall pay income tax at the special tax rate of 5% on its gross income earned from
sources within the PEZA economic zone in lieu of paying all national and local income taxes.
Gross income earned refers to gross sales or gross revenues derived from any business
activity, net of returns and allowances, less cost of sales or direct costs but before any deduction
is made for administrative expenses or incidental losses. Income generated from sources
outside of the PEZA economic zone shall be subject to regular internal revenue taxes.
It is certified by Bureau of Interal Revenue under Section 4.106-6 and 4 108-6 of Revenue
Regulation No. 16-2005 that the enterprise is conducted for purposes of its Value Added Tax
zero-rating transactions with its local suppliers of goods, properties and services.
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The acquisition is intended to consolidate into CPVDC the development and operations of BPO
offices in Cebu and businesses related thereto, which should lead to value enhancement,
improved efficiencies, streamlined processes and synergy creation among ALI and its
subsidiaries. This is also consistent with the thrust of the CHI Group to build up its recurring
income base.
The following were the carrying values of the identifiable assets and liabilities of AiO as of the
date of acquisition and its revenue and expenses recognized after the date of acquisition:
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22. Contingencies
The Parent Company is a party to a case that is currently being contested, the final outcome of
which is not presently determinable.
In the opinion of management and its legal counsel, the eventual liability under these lawsuits or
claims, if any, will not have a material or adverse effect on the Group’s financial position and
results of operations.
2013 2012
Carrying Value Fair Value Carrying Value Fair Value
Financial assets at fair value through
profit or loss P
= 60,481,647 P
= 60,481,647 =−
P =−
P
Loans and Receivables
Cash and cash equivalents 282,017,699 282,017,699 430,036,981 430,036,981
Trade receivables:
Corporate business 93,153,901 87,103,444 1,185,897 1,185,897
Residential development 56,267,873 63,320,483 201,630,940 201,777,252
Shopping center 14,750,778 14,750,778 4,677,948 4,677,948
Others 309,887 309,887 1,178,264 1,178,264
Receivable from related parties 48,034,001 48,034,001 16,498,331 16,498,331
Accrued receivable 4,692,728 4,692,728 1,260,793 1,260,793
Receivable from employees 127,387 127,387 84,862 84,862
Total Financial Assets P
= 559,835,901 P
= 560,838,054 P
= 656,554,016 P
= 656,700,328
Other financial liabilities
Accounts and other payables
Payable to related parties P
= 272,915,583 P
= 272,915,583 P
= 53,704,025 P
= 53,704,025
Accrued expenses 89,465,388 89,465,388 32,292,487 32,292,487
Retentions payable 88,847,758 88,847,758 9,443,962 9,443,962
Accounts payable 36,146,796 36,146,796 1,520,703 1,520,703
Accrued project costs 25,945,595 25,945,595 24,585,215 24,585,215
Dividends payable 1,857,808 1,857,808 16,434,432 16,434,432
Long-term debt 1,836,298,953 1,880,966,098 − −
Advances from customers 147,691,546 140,290,536 5,573,390 5,573,390
Total Financial Liabilities P
= 2,499,169,427 P
= 2,536,435,562 ₱143,554,214 ₱143,554,214
The methods and assumptions used by the Group in estimating the fair value of the financial
instruments are as follows:
Cash and cash equivalents and current accounts receivable - The carrying amounts
approximate fair values due to the relatively short-term maturities of these instruments.
Noncurrent accounts receivable- The fair values are estimated based on the discounted cash
flow methodology using the applicable discount rates for similar types of instruments. The
discount rates used ranged from 2.8% to 3.2% and 3.1% to 4.5% as of December 31, 2013 and
2012, respectively.
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Accounts and other payables and current portion of other liabilities - The fair values approximate
the carrying amounts due to the short-term nature of these accounts.
Noncurrent portion of other liabilities - The fair values of customers’ deposits are estimated
using the discounted cash flow methodology using the applicable rates for similar type of
instruments. The discount rates used ranged from 2.78% to 3.86% and 1.74% to 4.54% as of
December 31, 2013 and 2012, respectively.
Noncurrent portion of long-term debt - The fair value of fixed rate instruments are estimated
using the discounted cash flow methodology using the Company’s current incremental
borrowing rates for similar borrowings with maturities consistent with those remaining for the
liability being valued. The discount rates used ranged from 3.98% to 6.06% and 1.81%% to
5.01% as of December 31, 2013 and 2012, respectively.
Level 1: quoted prices (unadjusted) in active markets for identical assets and liabilities
Level 2: inputs other than quoted prices included within Level 1 that are observable for assets or
liabilities, either directly or indirectly
Level 3: inputs for the asset or liability that are not based on observable market data
Financial assets at FVPL amounting to P = 60.48 million in 2013 are classified under Level 2.
There are no financial assets and liabilities which have been classified under the Level 2 or 3
categories.
There have been no reclassifications between Level 1, 2 and 3 categories in 2013 and 2012.
Exposure to credit risk, liquidity risk and market risk (i.e., foreign currency risk, equity price risk
and interest rate risk) arises in the normal course of the Group’s business activities. The main
objectives of the Group’s financial risk management are as follows:
The Group’s financing and treasury function operates as a centralized service for managing
financial risks and activities as well as providing optimum investment yield and cost-efficient
funding for the Group. The Group’s BOD reviews and approves policies for managing each of
these risks.
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Credit risk
Credit risk is the risk that one party to a financial instrument will cause a financial loss for the
other party by failing to discharge an obligation. The Group’s credit risks are primarily
attributable to financial assets such as cash and cash equivalents and receivables. To manage
credit risk, the Group maintains defined credit policies and monitors on a continuous basis the
Group’s exposure to credit risks.
Cash in banks and cash equivalents. The Group adheres to fixed limits and guidelines in its
dealing with counterparty banks and its investment in financial instruments. Bank limits are
established on the basis of the Group’s rating that covers the area of liquidity, capital adequacy
and financial stability. Given the high credit standing of its accredited counterparty banks,
management does not expect any of these financial institutions to fail in meeting their obligation.
The Group’s exposure to credit risk from these financial assets arises from the default of the
counterparty, with a maximum exposure equal to the carrying amounts of these instruments.
Corporate business and residential development trade receivables. With respect to trade
receivables from the sale of real estate properties, credit risk is managed primarily through credit
reviews and monitoring of receivables on a continuous basis. The Group undertakes
supplemental credit review procedures to ensure the adequacy of provisioning for certain
installment payment structures. Customer payments are facilitated through various collection
modes including the use of post-dated checks and auto-debit arrangements. Exposure to bad
debts is not significant and the requirement for remedial procedures is minimal given the profile
of buyers. As for the sale of lots, the Group includes in the contract to sell provisions that the
title to the properties will only be transferred to the buyers upon full payment of the contract
price.
Shopping center trade receivables. Credit risk arising from rental income from leasing
properties is primarily managed through a tenant selection process. Prospective tenants are
evaluated on the basis of payment track record and other credit information. In accordance with
the provisions of the lease contracts, the lessees are required to deposit with the Group security
deposits and advance rentals which help reduce the Group’s credit risk exposure in case of
defaults by the tenants. For existing tenants, the Group has put in place a monitoring and
follow-up system. Receivables are aged and analyzed on a continuous basis to minimize credit
risk associated with these receivables. Regular meetings with tenants are also undertaken to
provide opportunities for counseling and further assessment of paying capacity.
As for the receivables from related parties, receivable from employees other receivables, the
maximum exposure to credit risk from these financial assets arise from the default of the
counterparty with a maximum exposure equal to their carrying amounts.
An analysis of the maximum exposure to credit risk from the Group’s trade receivables and the
fair values of the related collaterals are shown below:
2013
Financial
Effect of
Maximum Collateral or
Exposure to Fair Value of Credit
Credit Risk Collaterals Net Exposure Enhancement
Trade receivables
Corporate business P
= 93,153,901 P
= 102,059,925 =−
P P
= 93,153,901
Residential development 56,267,873 71,136,780 − 56,267,873
Shopping centers 14,750,778 14,294,407 456,371 14,294,407
Total P
= 164,172,552 P
= 187,491,112 P
= 456,371 P
= 163,716,181
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2012
Financial Effect
Maximum of Collateral or
Exposure to Fair Value of Credit
Credit Risk Collaterals Net Exposure Enhancement
Trade receivables
Residential development P
= 201,630,940 P
= 287,432,862 =−
P P
= 201,630,940
Shopping centers 4,677,948 7,505,520 2,827,305 1,850,643
Corporate business 1,185,897 7,562,718 197,902 987,995
Total P
= 207,494,785 P
= 302,501,100 P
= 3,025,207 P
= 204,469,578
The table below shows the credit quality by class of the Group’s financial assets (gross of
allowance for impairment losses):
2013
2012
Others include interests and penalties and receivables from sewer and management fees.
Cash and cash equivalents and financial assets at fair value through profit or loss – The Group
adheres to fixed limits and guidelines in its dealings with counterparty banks and its investment
in financial instruments. Bank limits are established on the basis of an internal rating system
that principally covers the areas of liquidity, capital adequacy and financial stability. The rating
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system likewise makes use of available international credit ratings. Given the high credit
standing of its accredited counterparty banks, management does not expect any of these
financial institutions to fail in meeting their obligations. Nevertheless, the Group closely monitors
developments over counterparty banks and adjusts its exposure accordingly while adhering to
pre-set limits.
Accounts receivables - high grade pertains to receivables with no default in payment; medium
grade pertains to receivables with up to 3 defaults in payment; and low grade pertains to
receivables with more than 3 defaults in payment.
As of December 31, 2013 and 2012, the Group does not have restructured financial assets.
The Group has no significant credit risk concentrations on its receivables. Policies are in place
to ensure that lease contracts and contract to sell are made with customers with good credit
history.
Given the Group’s diverse base of counterparties, it is not exposed to large concentration of
credit risk. As of December 31, 2013 and 2012, the aging analysis of receivables presented per
class, is as follows:
2013
Neither
Past
Due nor Past Due but not Impaired Individually
90-120
Impaired <30 days 30-60 days 60-90 days days >120 days Impaired Total
Trade
Corporate business P
= 85,313,325 =− P
P = 1,511,777 P
= 152,602 P
= 85,407 P
= 6,090,790 =− P
P = 93,153,901
Residential development 56,267,873 − − − − − − 56,267,873
Shopping centers 6,325,354 641,610 1,719,793 1,547,167 1,183,976 1,832,878 1,500,000 14,750,778
Others 309,887 − − − − − − 309,887
Accrued receivable 4,692,728 − − − − − − 4,692,728
Receivable from related parties 48,033,301 − − − − − − 48,033,301
Receivable from employees 127,387 − − − − − − 127,387
Total = 201,069,855 P
P = 641,610 P= 3,231,570 P
= 1,699,769 P
= 1,269,383 P= 7,923,668 P
= 1,500,000 P= 217,335,855
2012
Neither
Past
Due nor Past Due but not Impaired Individually
Impaired <30 days 30-60 days 60-90 days 90-120 days >120 days Impaired Total
Trade
Residential development P
= 201,630,940 =−
P =−
P =−
P =−
P =−
P =− P
P = 201,630,940
Shopping centers 1,329,540 616,717 151,939 102,618 224,476 752,658 1,500,000 4,677,948
Corporate business 1,185,897 − − − − − − 1,185,897
Others 1,178,264 − − − − − − 1,178,264
Accrued receivable 1,260,793 − − − − − − 1,260,793
Receivable from employees 84,862 − − − − − − 84,862
Receivable from related
parties 16,498,331 − − − − − − 16,498,331
Total P
= 223,168,627 P
= 616,717 P
= 151,939 P
= 102,618 P
= 224,476 P
= 752,658 P
= 1,500,000 P
= 226,517,035
The Group has no collaterals held for the past due or impaired financial assets as of
December 31, 2013 and 2012.
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Liquidity risk
Liquidity risk is the risk that an entity will encounter difficulty in raising funds to meet
commitments associated with financial instruments. Liquidity risk may result from either the
inability to sell financial assets quickly at their fair values; or the counterparty failing on
repayment of a contractual obligation; or inability to generate cash inflows as anticipated.
The Group monitors its cash flow position, debt maturity profile and overall liquidity position in
assessing its exposure to liquidity risk. The Group maintains a level of cash and cash
equivalents deemed sufficient to finance operations and to mitigate the effects of fluctuation in
cash flows. Accordingly, its loan maturity profile is regularly reviewed to ensure availability of
funding through an adequate amount of credit facilities with financial institutions.
As of December 31, 2013, current ratio is 1.4:1, with cash and cash equivalents of
P
= 282.02 million accounting for 31% of the total current assets, and resulting in a net working
capital of P
= 234.92 million.
As of December 31, 2012, current ratio is 5.3:1, with cash and cash equivalents of
P
= 430.04 million accounting for 43% of the total current assets, and resulting in a net working
capital of P
= 800.46 million.
Overall, the Group’s funding arrangements are designed to keep an appropriate balance
between equity and debt, to give financing flexibility while continuously enhancing the Group’s
businesses.
The tables below summarize the maturity profile of the Group’s financial assets and liabilities at
December 31, 2013 and 2012 based on contractual undiscounted payments. The tables also
provide analysis on the maturity profile of the Group’s financial assets in order to provide a
complete view of the Group’s contractual commitments. The analysis into relevant maturity
groupings is based on the remaining period at the end of the reporting period to the contractual
maturity dates.
2013
2012
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Cash and cash equivalents and accounts receivable are used for the Group's liquidity
requirements. Please refer to the terms and maturity profile of these financial assets under the
maturity profile of the interest-bearing financial assets and liabilities disclosed under interest rate
risk section.
The following table shows the Group’s consolidated foreign currency-denominated monetary
assets and their peso equivalents as of December 31, 2013 and 2012:
2013 2012
US Dollar Php Equivalent US Dollar Php Equivalent
Cash and cash equivalents $232,650 P
= 10,329,660 $203,589 P
= 8,367,508
In translating the foreign currency-denominated monetary assets into peso amounts, the
exchange rates used were P = 44.4 to US$1.00 and P
= 41.1 to US$1.00, the Philippine Peso-US
Dollar exchange rates as at December 31, 2013 and 2012.
The following table demonstrates the sensitivity to a reasonably possible change in the US
dollar rate, with all variables held constant, of the Group’s profit before tax (due to changes in
the peso equivalent of the dollar denominated cash and cash equivalents and short-term
investments). There is no other impact on the Group’s equity other than those already affecting
the profit or loss.
Increase
(Decrease) Effect on Profit
in US $ Before Tax
2013 1.00 232,650
(1.00) (232,650)
2012 1.00 203,589
(1.00) (203,589)
The Group manages its interest rate risk by leveraging on its premier credit rating and
increasing the fixed interest component of its debt portfolio. The Group’s ratio of fixed to floating
rate debt stood at around 26:74 and 40:60 as of December 31, 2013 and 2012.
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The following tables demonstrate the sensitivity of the Group’s income before tax to a
reasonably possible change in interest rates on December 31, 2013 and 2012, with all variables
held constant.
The Group measures the sensitivity of its investment securities based on the average historical
fluctuation of the investment securities’ net asset value per unit (NAVPU). All other variables
held constant, a 1.00% change in NAVPU will increase/decrease net income and equity by
P
= 0.60 million for the year ended December 31, 2013.
24. Equity
Capital Stock
The details of the Parent Company’s common shares are as follows:
2013 2012
Authorized, issued and outstanding - P
= 1 par value
Class A - 564,210,000 shares P
= 564,210,000 P
= 564,210,000
Class B - 376,140,000 shares 376,140,000 376,140,000
P
= 940,350,000 P
= 940,350,000
Class A and Class B shares are identical, except that issuance of Class A shares is limited to
Philippine nationals. Class B shares may be issued to any person, corporation, partnership or
association regardless of nationality provided that the amount of Class B shares outstanding
shall not exceed 40% of the entire amount of capital stock then issued and outstanding.
Retained Earnings
The retained earnings available for dividend distribution amounted to P
= 213.72 million and
P
= 302.76 million as of December 31, 2013 and 2012, respectively. Retained earnings include
undistributed net earnings of subsidiaries and associates amounting nil and P= 59.8 million as of
December 31, 2013 and 2012, respectively.
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Capital Management
The primary objective of the Group’s capital management policy is to ensure that debt and
equity capital are mobilized efficiently to support business objectives and maximize shareholder
value. The Group establishes the appropriate capital structure for each business line that
properly reflects its premier credit rating and allows it the financial flexibility, while providing it
sufficient cushion to absorb cyclical industry risks.
The Parent Company is not subject to externally imposed capital requirements. No changes
were made in the objectives, policies and processes from the previous years.
The Group monitors its capital structure using leverage ratios on both a gross and net basis, and
makes adjustments to it in light of economic conditions. Debt consists of long-term debt. Net
debt includes long-term debt less cash and cash. The Group considers as capital the equity
attributable to equity holders of the Parent Company.
2013 2012
Long-term debt P
= 1,836,298,953 =−
P
Less:
Cash and cash equivalents 282,017,699 430,036,981
Net debt 1,554,281,254 (430,036,981)
Equity P
= 1,260,676,104 P
= 1,378,486,384
Debt to equity 145.66% −
Net debt to equity 123.29% −
Core business:
Commercial development - sale of commercial lots
Residential development - sale of high-end residential lots and condominium units
Shopping centers - development of shopping centers and lease to third parties of retail
space and land therein; food courts, entertainment facilities and carparks in these shopping
centers; management and operation of malls
Corporate business - development and lease of office buildings
Others - other investing activities such as investment in joint ventures and sale of non-core
assets
No business segments have been aggregated to form the reportable business segments.
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Management monitors the operating results of its business units separately for the purpose of
making decisions about resource allocation and performance assessment. The accounting and
measurement policies used are consistent with the policies used in preparing general-purpose
financial statements.
Sales, costs and expenses include amounts that are directly attributable to each segment.
Items that are not directly identified are allocated based on the segment’s proportionate share
on the total revenue. Starting 2010, intersegment accounts of the reportable business segments
are reported on a gross basis, this resulted in the increase of the amounts under the reportable
business segments.
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The following tables regarding business segments present assets and liabilities as of December 31, 2013 and 2012 and revenue and
expense information for the period ended December 31, 2013
2013
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2012
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26. Leases
Future minimum rentals receivable under non-cancellable operating leases of the Group are as
follows:
2013 2012
Within one year P
= 261,759,105 P
= 12,972,411
After one year but not more than five years 379,347,770 −
P
= 641,106,875 P
= 12,972,411
Accrued construction billings (included in accounts and other payables) recognized under
inventories amounted to P = 29.0 million and P
= 38.4 million in 2013 and 2012, respectively.
The Parent Company acquired all the assets and liabilities of AiO as of April 16, 2013, date
of acquisition as a result of the business combination. See Note 21 for details.
On January 30, 2014, ALI assigned 10% to CHI and 5% to the Parent Company of its 50%
share in a joint venture with Aboitiz Land. ALI retains the 35% equity in the joint venture.
The partnership primarily covers the development of a 15-hectare property in Mandaue City into
a mixed-used center. Capital commitments amounted to P = 150.00 million.
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INDEX TO THE FINANCIAL STATEMENTS AND SUPPLEMENTARY
SCHEDULES
Schedule Contents
A Financial Assets
E Long-Term Debt
H Capital Stock
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SCHEDULE A
Number of
shares or
principal amount Amount shown
Name of Issuing entity and association of bonds and in the balance Income received
of each issue notes sheet or accrued
Cash and cash equivalents
Bank of the Philippine Islands P
= 267,346,810 P= 267,346,810 P
= 4,074,179
Security Bank 9,279,713 9,279,713 621,953
Development Bank of the Phil. 4,553,359 4,553,359 15,189
Deutsche Bank 777,817 777,817 −
Loans and receivables
Various customers 217,336,555 217,336,555 6,610,197
Financial assets at FVPL 60,481,647 60,481,647 281,660
P
= 559,775,901 P= 559,775,901 P
= 11,603,178
SCHEDULE B
Balance
Name and at Balance at the
Designation of beginning Amounts Not end of the
debtor of period Additions collected Current Current period
Not Applicable
The Group does not have receivable from directors, officers, employees, related
parties and principal stockholders (other than related parties) in its statement of
financial position.
SCHEDULE C
Receivable
Balance per Payable
CPVDC Balance per Current
Parent Subsidiary Portion
Asian I-Office Properties, Inc. P
= 3,028,318 P
= 3,028,318 P
= 3,028,318
SCHEDULE D
Not Applicable
The Group does not have intangible assets in its statements of financial position.
SCHEDULE E
Long-term Debt
Amount shown
under caption Amount shown
Amount "current portion of under caption “long-
authorized by long-term” in related term debt” in related
Title of Issue and type of obligation indenture balance sheet balance sheet
Bank Loan (BPI) P
= 680,000,000 P
= 74,643,371 P
= 536,108,431
Bank Loan (Metrobank) 425,000,000 4,250,000 405,875,000
Bank Loan (BPI) 400,000,000 − 397,930,165
Bank Loan (BPI) 420,000,000 − 417,491,986
P
= 1,925,000,000 P
= 78,893,371 P
= 1,757,405,582
SCHEDULE F
Not Applicable
The Group does not have long-term loans from related companies in its statements of
financial position.
SCHEDULE G
Not Applicable
The Group does not have any guarantees of securities of other issuing entities by the
issuer for which the statement is filed.
SCHEDULE H
Capital Stock
Number of
shares Number of
issued and shares
outstanding reserved for
as shown options
Number of under related warrants, Number of Directors,
shares balance conversion and shares held by officers and
Title of Issue authorized sheet caption other rights related parties employees Others
Common shares
Class A 564,210,000 − − 449,388,263 114,821,737 −
Class B 376,140,000 − − 341,017,778 35,122,222 −
940,350,000 − − 790,406,041 149,943,959 −
SCHEDULE I
2013
Unappropriated Retained Earnings, beginning P
= 438,136,384
Adjustments:
(See adjustments in previous year’s Reconciliation) (135,381,360)
Unappropriated Retained Earnings, as adjusted, beginning 302,755,024
Net income during the period closed to retained earnings
(Parent) 21,876,308
Amount of provision for deferred tax during the year 1,927,535
Dividends declared (112,842,000)
(89,038,157)
Unappropriated Retained Earnings, end available for
dividend distribution P
= 213,716,867
1
SCHEDULE J
ASIAN I-OFFICE
PROPERTIES,
INC. (100%)
SCHEDULE K
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