Tai Sang Land Development : ANNOUNCEMENT OF 2020 ANNUAL RESULTS

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

(Incorporated in Hong Kong with limited liability)

(Stock code : 89)

ANNOUNCEMENT OF 2020 ANNUAL RESULTS

FINANCIAL HIGHLIGHTS

For the year ended 31st December 2020

•  Revenue decreased by 5.0 to HK$351.7 million.

•  Loss for the year of HK$153.0 million (2019: profit of HK$446.4 million) mainly caused by loss arising from non-cash fair value change of investment properties in the amount of HK$243.0 million (2019: gain of HK$387.3 million).

•  Excluding the property revaluation loss and all related effects, underlying profit amounted to HK$80.9 million (2019: HK$91.0 million).

•  Final dividend proposed of HK12 cents per ordinary share.

The board of directors of Tai Sang Land Development Limited (the "Company") announced the audited consolidated results of the Company and its subsidiaries (collectively the "Group") for the year ended 31st

December 2020 are as follows:

1. 1CONSOLIDATED STATEMENT OF PROFIT OR LOSS

.FOR THE YEAR ENDED 31ST DECEMBER 2020

Note

2020

2019

HK$'000

HK$'000

Revenues (3)(a)

Cost of sales (4)

Gross profit

351,654

(86,800) ─────────

370,329

(90,953) ─────────

264,854 279,376

Fair value (losses)/gains on investment properties

Other gains, net (5)

Administrative expenses (4)

Other operating expenses, net (4)

Operating (loss)/profit

(243,045) 387,317

965

429

(124,840) (124,795)

(7,805) (1,010)

─────────

(109,871) ---------------

─────────

541,317 ---------------

Finance income (6)

Finance costs (6)

Finance costs, net

969

(38,270) ─────────

(37,301) ---------------

952

(45,116) ─────────

(44,164) ---------------

(Loss)/profit before income tax

Income tax expense (7)

(147,172)

(5,809) ─────────

(Loss)/profit for the year (152,981)

(Loss)/profit attributable to:

═════════

497,153

(50,773)

─────────

446,380 ═════════

Owners of the Company (155,943) 436,300

Non-controlling interests

2,962 10,080

─────────

(152,981) ═════════

─────────

446,380 ═════════

(Loss)/earnings per share (basic and diluted) (8)

(HK$0.54) ═════════

HK$1.52 ═════════

2. 1CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

.FOR THE YEAR ENDED 31ST DECEMBER 2020

2020

2019

HK$'000

HK$'000

(Loss)/profit for the year (152,981)

Other comprehensive income

Items that will not be reclassified to profit or loss

Changes in the fair value of financial assets at fair

---------------

value through other comprehensive income (9,393)

Revaluation surplus upon transfer from property,

plant and equipment to investment properties

158,557 ─────────

446,380 ---------------

(4,415)

- ─────────

Other comprehensive income for the year

149,164 ---------------(4,415) ---------------

Total comprehensive income for the year (3,817)Total comprehensive income attributable to:

═════════

441,965 ═════════

Owners of the Company (4,396) 431,611

Non-controlling interests

579 10,354

─────────

(3,817) ═════════

─────────

441,965 ═════════

3. 1CONSOLIDATED STATEMENT OF FINANCIAL POSITION

.AS AT 31ST DECEMBER 2020

Non-current assets

Property, plant and equipment Investment properties

Financial assets at fair value through other

Note

2020

2019

HK$'000

HK$'000

2,136,502 1,922,917

8,656,258 8,627,547

comprehensive income 15,775 25,168

Prepayments for non-current assets 8,948 4,254 ─────────

─────────

10,817,483 ---------------

10,579,886 ---------------Current assets

Properties for sale Debtors and prepayments Current income tax recoverable Cash and cash equivalents

Total assets

Equity and liabilities

Equity attributable to owners of the Company

Share capital

Reserves

Non-controlling interests

Total equity

109,072 109,596

(10)

39,217 37,955

104

141,371 ─────────

289,764 ---------------

11,107,247 ═════════

417,321

7,485,932 ─────────

7,903,253

230,142 ─────────

8,133,395 ---------------

90

111,644 ─────────

259,285 ---------------

10,839,171 ═════════

417,321

7,553,615 ─────────

7,970,936

232,462 ─────────

8,203,398 ---------------

Note

2020

HK$'000

Non-current liabilities

Long term bank loans - secured Deferred income tax liabilities Lease liabilities

1,987,982 341,817

524 ─────────

2,330,323 ----------------2019

HK$'000

1,326,100 345,698

579 ─────────

1,672,377 ----------------

Current liabilities Rental and other deposits Creditors and accruals Current income tax liabilities Short term bank loans

Current portion of long term bank loans - secured Lease liabilities

Total equity and liabilities

90,017 90,265

(11)

103,674 66,337

4,200 4,297

406,987 287,854

38,428 514,464

223 ─────────

643,529 ---------------

11,107,247 ═════════

179 ─────────

963,396 ---------------

10,839,171 ═════════

Notes:

(1)Basis of preparation

The consolidated financial statements have been prepared in accordance with Hong Kong Financial Reporting Standards ("HKFRSs") and requirements of the Hong Kong Companies Ordinance (Cap. 622). The consolidated financial statements have been prepared under the historical cost convention, except for investment properties and financial assets at fair value through other comprehensive income ("FVOCI") which are measured at fair value.

The Group had net current liabilities of HK$353,765,000 as at 31st December 2020. The current liabilities mainly included short term bank loans of HK$406,987,000 and current portion of long term bank loans of HK$38,428,000. Based on the Group's history of generating cash from operations, history of refinancing, its available banking facilities and its assets backing, the directors consider that the Group will be able to obtain sufficient financial resources so as to enable it to operate and meet its liabilities as and when they fall due. The directors believe that the Group will continue as a going concern and consequently prepared the consolidated financial statements on a going concern basis.

Changes in accounting policy and disclosures

(i) Amended standards and revised conceptual framework adopted by the Group

The following amended standards and revised conceptual framework are relevant and mandatory to the Group for the first time for the financial year beginning on or after 1st January 2020:

HKFRS 1 and HKAS 8 (Amendment) Conceptual Framework for Financial Reporting 2018

Definition of Material

Revised Conceptual Framework for Financial ReportingThe adoption of these amended standards and revised conceptual framework did not result in a substantial impact to the results and financial position of the Group.

(ii)

Annual improvements and amended standards not yet adopted

The following annual improvements and amended standards are relevant and mandatory to the Group for the accounting period beginning on or after 1st January 2021 and have not been early adopted by the Group:

Effective for accounting year beginning on or after

Annual Improvements Project	Annual Improvements to HKFRSs	1st January 2022
2018-2020
HKFRS 3, HKAS 16 and	Narrow-scope Amendments	1st January 2022
HKAS 37 (Amendments)
HKAS 1 (Amendment)	Classification of Liabilities as Current or	1st January 2023
Non-current

The Group has already commenced an assessment of the impact of adopting the above annual improvements and amended standards. The Group has not identified any standards which may have a significant impact on the financial statements. The Group will adopt the above annual improvements and amended standards when they become effective.

• (2) Requirement in connection with publication of "non-statutory accounts" under Section 436 of the Hong Kong Companies Ordinance Cap. 622

  The financial information relating to the years ended 31st December 2020 and 2019 included in this preliminary announcement of annual results for the year ended 31st December 2020 does not constitute the Company's statutory annual consolidated financial statements for those years but is derived from those financial statements. Further information relating to these statutory financial statements required to be disclosed in accordance with section 436 of the Hong Kong Companies Ordinance (Cap. 622) is as follows:

  The Company has delivered the financial statements for the year ended 31st December 2019 to the Registrar of Companies as required by section 662(3) of, and Part 3 of Schedule 6 to, the Hong Kong Companies Ordinance (Cap. 622) and will deliver the financial statements for the year ended 31st December 2020 in due course.

  The Company's auditor has reported on the financial statements of the Group for both years. The auditor's reports were unqualified; did not include a reference to any matters to which the auditor drew attention by way of emphasis without qualifying its reports; and did not contain a statement under sections 406(2), 407(2) or 407(3) of the Hong Kong Companies Ordinance (Cap. 622).

• (3) Revenues and segment information

  • (a) Revenues recognised during the year are as follows:

2020

2019

HK$'000

HK$'000

Revenues from external customers

Property rental -investment properties -properties for sale

300,779 308,254

26,587 26,157

Property related services (note) Hotel operations (note)

22,521 23,078

1,767 12,840

──────── 351,654 ════════

──────── 370,329 ════════

Note:

The Group's revenue from property related services and hotel operations are recognised over-time as the services are preformed.

• (b) The chief operating decision-maker ("CODM") has been identified as the executive directors of the Company.

  The CODM reviews the Group's internal reporting in order to assess performance and allocate resources. Management has determined the operating segments based on these reports. The CODM considers the business from a geographic perspective and has identified the operating segments of the Group in Hong Kong and North America.

  The CODM assesses the performance of the operating segments based on their underlying profit, which is measured by profit after income tax excluding fair value changes on investment properties (net of deferred income tax in the United States), and their segment assets and segment liabilities which is measured in a manner consistent with that in the financial statements.

  There are no sales between the operating segments.

(c)Operating segments

North
Hong Kong	America	Total
HK$'000	HK$'000	HK$'000
For the year ended 31st December 2020
Segment revenues
Property rental	249,729	77,637	327,366
Property related services	22,521	-	22,521
Hotel operations	1,767	-	1,767
─────────	─────────	─────────
Total segment revenues	274,017	77,637	351,654
═════════	═════════	═════════
Segment results - underlying profit
- Property rental and related services	52,721	30,013	82,734
- Hotel operations	(1,858)	-	(1,858)
Fair value losses on investment properties	(182,493)	(60,552)	(243,045)
Deferred income tax, net	-	9,188	9,188
─────────	─────────	─────────
Loss for the year	(131,630)	(21,351)	(152,981)
═════════	═════════	═════════
Included in segment results:
Finance income	650	319	969
Finance costs	(34,715)	(3,555)	(38,270)
Income tax expense (note)	(14,984)	(13)	(14,997)
Depreciation	(20,929)	(3,167)	(24,096)
═════════	═════════	═════════
Capital expenditure	346,018	7,984	354,002
═════════	═════════	═════════
At 31st December 2020
Property, plant and equipment	2,124,278	12,224	2,136,502
Investment properties	7,690,080	966,178	8,656,258
Prepayments for non-current assets	8,948	-	8,948
─────────	─────────	─────────
Non-current assets (excluding financial assets at fair
value through other comprehensive income)	9,823,306	978,402	10,801,708
Non-current financial assets at fair value through
other comprehensive income	15,775	-	15,775
Current assets	232,009	57,755	289,764
─────────	─────────	─────────
Segment assets	10,071,090	1,036,157	11,107,247
═════════	═════════	═════════
Current liabilities	625,614	17,915	643,529
Non-current liabilities	2,025,010	305,313	2,330,323
─────────	─────────	─────────
Segment liabilities	2,650,624	323,228	2,973,852
═════════	═════════	═════════
North
Hong Kong	America	Total
HK$'000	HK$'000	HK$'000
For the year ended 31st December 2019
Segment revenues
Property rental	261,313	73,098	334,411
Property related services	23,078	-	23,078
Hotel operations	12,840	-	12,840
─────────	─────────	─────────
Total segment revenues	297,231	73,098	370,329
═════════	═════════	═════════
Segment results - underlying profit
- Property rental and related services	68,804	22,561	91,365
- Hotel operations	(350)	-	(350)
Fair value gains on investment properties	299,150	88,167	387,317
Deferred income tax, net	-	(31,952)	(31,952)
─────────	─────────	─────────
Profit for the year	367,604	78,776	446,380
═════════	═════════	═════════
Included in segment results:
Finance income	489	463	952
Finance costs	(39,954)	(5,162)	(45,116)
Income tax expense (note)	(18,808)	(13)	(18,821)
Depreciation	(14,551)	(3,569)	(18,120)
═════════	═════════	═════════
Capital expenditure	304,114	11,477	315,591
═════════	═════════	═════════
At 31st December 2019
Property, plant and equipment	1,907,525	15,392	1,922,917
Investment properties	7,607,651	1,019,896	8,627,547
Prepayments for non-current assets	4,254	-	4,254
─────────	─────────	─────────
Non-current assets (excluding financial assets at fair
value through other comprehensive income)	9,519,430	1,035,288	10,554,718
Non-current financial assets at fair value through
other comprehensive income	25,168	-	25,168
Current assets	210,984	48,301	259,285
─────────	─────────	─────────
Segment assets	9,755,582	1,083,589	10,839,171
═════════	═════════	═════════
Current liabilities	822,767	140,629	963,396
Non-current liabilities	1,463,696	208,681	1,672,377
─────────	─────────	─────────
Segment liabilities	2,286,463	349,310	2,635,773
═════════	═════════	═════════

Note: The amount excludes net deferred income tax of North America segment.

(4)
2020	2019
HK$'000	HK$'000
Auditors' remuneration
- audit services	2,351	2,532
- non-audit services	1,022	1,006
Bad debts	232	362
Provision for impairment of trade debtors	527	-
Depreciation	24,096	18,120
Amortisation of capitalised letting fees	4,074	3,223
Donations	2,317	3,635
Outgoings, in respect of
- investment properties	50,086	50,807
- properties for sale	11,801	9,457
- property related services	16,763	16,781
- property, plant and equipment	4,268	2,257
- hotel operations	1,975	9,389
Operating lease rental for office premises to a related company	1,262	4,068
Other employee benefit expense	74,275	77,145
Government grants	(3,797)	-
Others	28,193	17,976
────────	────────
Total cost of sales, administrative expenses and other operating
expenses, net	219,445	216,758
════════	════════
(5)	Other gains, net
2020	2019
HK$'000	HK$'000
Dividend income from financial assets at fair value through other
comprehensive income	957	945
Gain/(loss) on disposal of property, plant and equipment, net	8	(516)
────────	────────
965	429
════════	════════
10

Cost and expenses, net

• (6) Finance income and costs

  2020

  2019

  HK$'000

  HK$'000

  Finance income

  Interest income from banks

  969 --------------952 --------------

  Finance costs

  Interest expense on bank loans and overdrafts wholly repayable within five years

  (59,656)

  (83,526)

  Less: Amount capitalised in property under development

  21,386 ────────

  38,410 ────────

  (38,270) -------------

  (45,116) -------------

  Finance costs, net

  (37,301) ════════

  (44,164) ════════

• (7) Income tax expense

  Hong Kong profits tax has been provided at the rate of 16.5% (2019: 16.5%) on the estimated assessable profits for the year. Except for the minimum United States state tax which has been paid during the year, no overseas taxation (2019: HK$Nil) has been provided as there is no estimated taxable profit for the overseas subsidiaries for the year.

  The amount of income tax charged to the consolidated statement of profit or loss represents:

2020	2019
HK$'000	HK$'000
Current income tax
- Hong Kong profits tax	10,028	4,265
- United States taxation	13	13
- Over provisions in prior year	(351)	(313)
────────	────────
9,690	3,965
--------------	--------------
Deferred income tax (credit)/expense
-Hong Kong	5,307	14,856
-United States	(9,188)	31,952
────────	────────
(3,881)	46,808
-------------	-------------
5,809	50,773
════════	════════

• (8) (Loss)/earnings per share

  The calculation of basic (loss)/earnings per share is based on loss attributable to owners of the Company of HK$155,943,000 (2019: profit of HK$436,300,000) and on 287,670,000 (2019: 287,670,000) ordinary shares in issue during the year.

  As there are no dilutive potential ordinary shares as at 31st December 2020 and 2019, the diluted (loss)/earnings per share is equal to the basic (loss)/earnings per share.

• (9) Dividends

  The interim dividend paid in 2020 and 2019 were HK$28,767,000 (HK10 cents per share) and HK$28,767,000 (HK10 cents per share) respectively. At a meeting held on 22nd March 2021, the directors proposed a final dividend of HK12 cents per ordinary share. This proposed dividend is not reflected as a dividend payable in the consolidated financial statements, but will be reflected as an appropriation of retained profits for the year ending 31st December 2021 upon the approval by the Company's shareholders.

  2020	2019
  HK$'000	HK$'000
  Interim, paid, of HK10 cents
  (2019: HK10 cents) per ordinary share	28,767	28,767
  Final, proposed, of HK12 cents
  (2019: HK12 cents) per ordinary share	34,520	34,520
  ────────	────────
  63,287	63,287
  ════════	════════
  (10) Debtors and prepayments

  Included in debtors and prepayments are trade debtors of HK$1,321,000 (at 31st December 2019: HK$1,813,000) and the ageing analysis of the trade debtors based on invoice date was as follows:

  2020	2019
  HK$'000	HK$'000
  0-30 days	772	1,771
  31-60 days	257	42
  61-90 days	206	-
  Over 90 days	86	-
  ────────	────────
  1,321	1,813
  ════════	════════

  The trade debtors represent rental and management fee receivables. The Group normally does not grant credit period to rental receivables, and grants 30 days credit period to management fee receivables.

(11) Creditors and accruals

Included in creditors and accruals are trade creditors of HK$7,173,000 (at 31st December 2019 : HK$10,308,000) and the ageing analysis of the trade creditors was as follows:

2020	2019
HK$'000	HK$'000
0-30 days	6,684	10,069
31-60 days	257	114
61-90 days	178	82
Over 90 days	54	43
────────	────────
7,173	10,308
════════	════════

The figures in respect of the Group's consolidated statement of financial position, consolidated statement of profit or loss, consolidated statement of comprehensive income and the related notes thereto for the year ended 31st December 2020 as set out in the preliminary announcement have been agreed by the Group's auditor, PricewaterhouseCoopers ("PwC"), to the amounts set out in the Group's consolidated financial statements for the year. The work performed by PwC in this respect did not constitute an assurance engagement in accordance with Hong Kong Standards on Auditing, Hong Kong Standards on Review Engagements or Hong Kong Standards on Assurance Engagements issued by the Hong Kong Institute of Certified Public Accountants and consequently no assurance has been expressed by PwC on the preliminary announcement.

PROPOSED FINAL DIVIDEND AND RECORD DATE

An interim dividend of HK10 cents (2019: HK10 cents) per share was paid to shareholders on 24th September 2020. The directors of the Company have resolved to recommend to shareholders at the annual general meeting the payment of a final dividend of HK12 cents (2019: HK12 cents) per share to the shareholders whose names appear on the register of members of the Company at the close of business on 27th May 2021 ("Record Date"). The total distribution for the financial year ended 31st December 2020 will be HK22 cents (2019: HK22 cents) per share. The proposed final dividend will be paid on 16th June 2021 following approval at the annual general meeting. In order to qualify for the proposed final dividend, all transfer forms accompanied by the relevant share certificates must be lodged with the Company's Registrar and Transfer Office, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Hong Kong for registration not later than 4:30 p.m. on Thursday, 27th May 2021.

ANNUAL GENERAL MEETING

It is proposed that the annual general meeting of the shareholders of the Company will be held on 24th May 2021 (the "2021 AGM"). Notice of the 2021 AGM will be published and dispatched to the shareholders in due course.

CLOSURE OF REGISTER OF MEMBERS

The register of members of the Company will be closed from Tuesday, 18th May 2021 to Monday, 24th May 2021 (both dates inclusive), during the period no transfer of shares will be registered. In order to be eligible to attend and vote at the 2021 AGM, all transfer forms accompanied by the relevant share certificates must be lodged with the Company's Registrar and Transfer Office, Computershare Hong Kong Investor Services Limited at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Hong Kong for registration not later than 4:30 p.m. on Monday, 17th May 2021.

CHAIRMAN'S STATEMENT

Result

The Group's core property leasing business remained stable with a 2.1% year to year drop; whereas a more significant decrease in the hotel room tariff was recorded due to the closure of the hotel at Sheung Wan for renovation. The revenue of the Group for Year 2020 decreased 5.0% to HK$351.7 million (2019: HK$370.3 million).

The Group recorded a consolidated loss of HK$153.0 million (2019: profit of HK$446.4 million) for Year 2020, due to property revaluation loss, particularly for the shops and commercial properties. Loss per share for the year was HK$0.54 (2019: earnings per share HK$1.52).

When excluding the effect of the property revaluation loss (net of the deferred tax in the United States) in the amount of HK$233.9 million (2019 corresponding figure: gain of HK$355.4 million), the underlying profit for 2020 was approximately HK$80.9 million, decreased by HK$10.1 million or 11.1% as compared to the corresponding figure of HK$91.0 million for 2019.

As at 31st December 2020, the investment properties of the Group were revalued at HK$8,656.3 million (2019: HK$8,627.5 million). Total equity amounted to HK$ 8,133.4 million (2019: HK$8,203.4 million).

Dividend

The directors have resolved to recommend a final dividend of HK12 cents (2019: HK12 cents) per ordinary share.

Prospects

The COVID-19 pandemic affected the economy of the world including Hong Kong throughout Year 2020, together with the social unrest in the second half of Year 2019, the economy of Hong Kong has been deeply hit for almost two years. Inevitably, all sectors of business have been affected. The Group's situation however is relatively stable and satisfactory and demonstrated resilience as compared with other sectors of economy.

Following the wide applications of vaccines for COVID-19 across the world, it is expected the pandemic will gradually be under control this year. In addition to this, as interest rate may not rise in the near future, a bottom out of economies will likely be seen. We are therefore cautiously optimistic that more businesses will be picking up all over the world and in Hong Kong. Alongside, the occupancy of the Group's investment property will be improved from the second half of 2021 whilst the new hotel of the Group will be put into operation.

The Group will continue to be cautious and will pay attention to the development of the current situations. However, if the Hong Kong property market situation does not improve in 2021, the revaluation loss in our investment property portfolio may continue to adversely affect our 2021 result. Barring any unforeseen circumstances, the Group will continue to pursue a prudent policy.

In closing, I wish to thank my fellow directors for their valuable guidance and to all staff members for their dedication and hard work.

William Ma Ching Wai Chairman

Hong Kong, 22nd March 2021 14

MANAGEMENT DISCUSSION AND ANALYSIS

Business review

In Hong Kong, the gross rental income for 2020 was HK$249.7 million, decreased by HK$11.6 million or 4.4% as compared to 2019. The decrease was partly attributable to the rental concession and lowered rental upon tenancy renewals for tenants of shops and commercial units; and partly due to slower take up of vacant units in general.

The hotel at Sheung Wan has been revamped into a newly designed and newly branded boutique hotel, "the Figo", which was reopened in mid-October 2020. The hotel was closed for about 6 months for the renovation and so the hotel room tariff for 2020 dropped by 86% as compared to 2019, to about HK$1.8 million.

The hotel-office mixed-use development at 43 Heung Yip Road has been completed in Year 2020. With two office floors occupied by the Group as head office, three office floors are for lease. Following the issuance of hotel licence, our hotel, "the Arca", will be put into operation in the second half of 2021.

In the USA, the gross rental income from Montgomery Plaza was HK$77.6 million for 2020, increased by HK$4.5 million or 6.2%, as compared to 2019. The office space occupancy rate of Montgomery Plaza was 89% as at the year end of 2020.

Liquidity and financial resources

During the year, the Group's total bank borrowings increased by HK$305.0 million to HK$2,433.4 million (2019: HK$2,128.4 million), including outstanding long-term bank loans of HK$2,026.4 million (2019:

HK$1,840.6 million) as at 31st December 2020. The total equity decreased by HK$70.0 million to HK$8,133.4 million (2019: HK$8,203.4 million). The debt to equity ratio was 29.9% (2019: 25.9%).

The cash flow position and funding needs are closely reviewed and monitored to ensure that the Group has a good degree of financial flexibility and liquidity while optimizing net financial costs. There are sufficient committed banking facilities available for the Group's current funding needs and future business requirements.

The Group's financial position remains healthy.

There is no exposure to foreign exchange risk as the bank borrowings are in either Hong Kong or US dollars and the repayment of principal and interest will be made by the respective lending currency.

Capital structure of the Group

The capital structure of the Group had not changed materially from the last annual report. The Group's borrowings are primarily denominated in Hong Kong and US dollars. The Group therefore has no significant exposure to foreign exchange fluctuation.

Bank borrowings amount to about HK$2,398.4 million (2019: HK$2,003.4 million) of the Group are secured by certain properties with an aggregate carrying amount of HK$7,568.5 million (2019: HK$7,176.6 million) and the rental income therefrom. Except for the overdraft facilities, interests on the Group's bank borrowings are based on the floating interest rates, ie spread plus HIBOR or LIBOR, whereas the interests on overdraft facilities are based on the Hong Kong bank's best lending rate and now is 5.0%.

The maturity of the Group's long-term bank loans as at 31st December 2020 is summarised as follows:

2020	2019
HK$'000	HK$'000
- within one year	38,428	514,464
- in the second year	142,540	22,000
- in the third to fifth year	1,845,442	1,304,100
─────────	─────────
2,026,410	1,840,564
═════════	═════════
Details of number and remuneration of employees

As at 31st December 2020, the Group employed a total of 161 full-time employees which included the directors of the Company. In addition to salary payment, other benefits included discretionary bonus, insurance, medical schemes and mandatory provident fund schemes.

PURCHASE, SALE OR REDEMPTION OF SHARES

The Company has not redeemed any of its shares during the year. Neither the Company nor any of its subsidiaries has purchased or sold any of the Company's shares during the year.

CORPORATE GOVERNANCE

The Company complied with the code provisions of Corporate Governance Code (the "CG Code") contained in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules") throughout the year ended 31st December 2020, except the following:

Under code provision A.2.1 of the CG Code, the roles of chairman and chief executive should be separate and should not be performed by the same individual. Mr. William Ma Ching Wai, the Chairman of the Board of Directors (the "Chairman") was appointed the Chief Executive of the Company on 15th June 2017, since then Mr. William Ma holds both positions as the Chairman and Chief Executive of the Company. The Board believes that vesting the roles of both Chairman and Chief Executive in the same person will enable the Company to have a stable and consistent leadership and also facilitate the planning and execution of the Company's strategy and is hence for the interest of the Company and its shareholders. The Board is of the view that the balance of power and authority is adequately ensured as all major decisions have been made in consultation with the Board and appropriate Board committees, as well as top management, and there are one non-executive director and three independent non-executive directors on the Board offering their experience, expertise, independent advice and views from different perspectives.

The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers (the "Model Code") as set out in Appendix 10 to the Listing Rules as the Company's code of conduct regarding directors' securities transactions. On specific enquiries made, all directors have confirmed that they have complied with the Model Code during the year ended 31st December 2020.

AUDIT COMMITTEE'S REVIEW

The Audit Committee has reviewed, in the presence of the external auditor, PwC, the Group's principal accounting policies and the consolidated financial statements for the year ended 31st December 2020.

ANNUAL REPORT

The 2020 Annual Report containing all the information required by the Listing Rules will be published on the Stock Exchange's website and the Company's website atwww.tsld.com.

By Order of the Board William Ma Ching Wai

Chairman

Hong Kong, 22nd March 2021

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As at the date of this announcement, the Board comprised of nine directors, of which Mr. William Ma Ching Wai, Mr. Patrick Ma Ching Hang, Mr. Philip Ma Ching Yeung, Mr. Alfred Ma Ching Kuen and Ms. Amy Ma Ching Sau are executive directors; Mr. Edward Cheung Wing Yui is non-executive director; and Mr. Kevin Chau Kwok Fun, Mr. Tan Soo Kiu and Mr. Yiu Kei Chung are independent non-executive directors.