INDUSTRY OVERVIEW. the economy is assumed to maintain a steady growth across the forecast period;
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1 The information in the section below has been partly derived from various publicly available government sources, market data providers and other independent third party sources. In addition, this section and elsewhere in the prospectus contains information extracted from a commissioned report, or theipsosreport,preparedbyipsosfortheinclusioninthisprospectus.seeparagraphheaded Sources of Information below in this section. We believe that the sources of information of this section are appropriate sources for such information and have taken reasonable care in extracting and reproducing such information. We have no reason to believe that such information is false or misleading or that any fact has been omitted that would render such information false or misleading. The information has not been independently verified by our Directors, the Sole Sponsor, the Sole Bookrunner, the Sole Lead Manager, the Underwriters or any party involved in the Global Offering and no representation is given to its accuracy, other than Ipsos with respect to the information contained in the Ipsos Report. GL8-09 SOURCES OF INFORMATION We commissioned Ipsos, an independent market research company, to conduct an analysis of, and to report on the landscape architecture service industry in the PRC and Hong Kong for a fee of HK$399,800. We considered that the payment of the fee does not affect the fairness of conclusions drawn in the Ipsos Report. The information and statistics set forth in this section have been extracted from the report issued by Ipsos, or the Ipsos Report. Ipsos is an independent market research company and consulting company. It is part of Ipsos SA which was founded in Paris, France in 1975 and has been listed on the Paris stock exchange (NYSE Euronext Paris) since In October 2011, Ipsos SA acquired Synovate Limited and has become the third largest research company in the world which employs approximately 16,000 personnel worldwide across 85 countries. Ipsos conducts research on market profiles, market size, share and segmentation analysis, distribution and value analyses, competitor tracking and corporate intelligence. para 3.7(1) para 3.7(2) The information contained in the Ipsos Report is derived by means of data and intelligence gathering which include: (i) desktop research; (ii) client consultation; and (iii) primary research by interviewing industry experts, such as landscape architects and academics, key competitors, clients of landscape architecture services, etc., in the PRC and Hong Kong. In the Ipsos Report, the following assumptions are adopted: para 3.7(3) the economy is assumed to maintain a steady growth across the forecast period; it is assumed that there is no external shock, such as financial crisis which will affect the demand and supply of landscape architecture services in the PRC and Hong Kong during the forecast period; the demand for landscape architecture services in the PRC and Hong Kong is assumed to be stable with more market players entering the market; and it is estimated that 2% of the total investment in property development in the PRC is dedicated to landscape architecture where the actual construction will take most of the spending, and out of the 2% of the total investment dedicated to landscape architecture, the proportion paid to landscape architecture service providers is about 5% to 10%
2 The following parameters are considered when analysing the market size and forecast model of the Ipsos Report: GDP growth and inflation growth rate in the PRC and Hong Kong from 2008 to 2013; number of completed buildings for commercial, residential, public areas in the PRC and Hong Kong from 2008 to 2013; sales value or investment value of commercial and residential properties in the PRC and Hong Kong from 2008 to 2013; growth in the spending on urban planning or development in the PRC and Hong Kong from 2008 to 2013; historical urbanisation rate in the PRC from 2008 to 2013; historical inflation rate in Hong Kong from 2008 to 2013; and growth in the spending on infrastructure and environment in the PRC and Hong Kong from 2008 to RELIABILITY OF INFORMATION IN THE IPSOS REPORT para 3.7(4) We are of the view that sources of information used in this section are reliable as the information was extracted from the Ipsos Report. We believe that the Ipsos Report is reliable and not misleading as Ipsos is an independent reputable professional research agency with extensive experience in their profession. FUTURE FORECAST IN THE IPSOS REPORT Some of the analytical conclusions extracted from the Ipsos Report cover future forecasts. The Sole Sponsor and we consider such information to be reliable, accurate and not misleading after taking into account the following factors: para 3.8 (a) (b) (c) Ipsos is an independent reputable professional research agency with extensive experience in their profession; the reports prepared by Ipsos are commonly used in the landscape architecture service industry; and although the Ipsos Report constitutes forecast of the development of the landscape architecture service industry in the PRC and Hong Kong, it does not contain performance forecast of our Company in the future. Our Directors confirm that, to the best of their knowledge, after taking reasonable care, there is no material adverse change in the market information since the date of the relevant data in the Ipsos Report which may qualify, contradict or have an impact on the information in this section. para
3 LANDSCAPE ARCHITECTURE SERVICE INDUSTRY Landscape architecture is the design of outdoor environment and the integration of plants, structures, and other auxiliary items in the design, while accounting for environmental, social, aesthetic outcomes. It generally entails landscape assessment and planning, detailed landscape design, landscape construction documentation and landscape construction inspection and review. These services may apply to different types of projects covering infrastructure and public open space, tourism and hotels, residential development, and commercial and mixed-use development. The following table sets forth the type and description of the landscape architecture services involved in the landscape architecture service industry: Type of landscape architecture services Landscape assessment and planning ( 景觀評估和規劃 ) Detailed landscape design ( 細部景觀設計 ) Landscape construction documentation ( 景觀施工文件 ) Landscape construction inspection and review ( 景觀施工監理及審查 ) Description of the landscape architecture services A systematic analysis on a large-size area of land and the visual quality of the landscape, based on the foundation of ecology and natural sciences A more detailed design process which involves concept development, the production of feasible master plans, schematic design plans, design development drawings and final construction plans The delivery of construction drawings and specifications, with technical information on construction guidance and expected standards of quality Supervision of the whole construction process of the landscape architecture project. Site visits would be usually conducted to monitor the work progress and to ensure compliance with the client s specifications, work schedule and all applicable statutory requirements Sources: Chinese Society of Landscape Architecture; American Society of Landscape Architects
4 LANDSCAPE ARCHITECTURE SERVICE INDUSTRY IN THE PRC A1A 28(1)(a) Landscape architecture services in the PRC Qualifications There is mainly one qualification standard for landscape architecture service providers in the PRC, namely Specific Landscape Engineering Design Qualification Standard ( 風景園林工程設計專項資質標準 ) ( Specific Standard ). As issued by MOHURD under the Notice on Printing and Distributing the Standards on Engineering Design Qualification ( 關於印發 工程設計資質標準 的通知 ), the qualification is further divided into Category A Qualification and Category B Qualification. The following table sets forth the category of the qualification, description of the standard of the qualification and the number of service providers having the qualification as at 31 December 2013: Category of qualification Category A Qualification Description of the standard of the qualification 1. Qualification An independent legal entity With a minimum registered capital of RMB3 million Having completed at least five medium-scale landscape design engineering projects or at least three large-scale landscape design engineering projects 2. Technical conditions Equipped with personnel and equipment meeting the standard and quantity as set out in the Specific Standard With chief designers or chief engineers who (i) possess university degrees; (ii) have more than 10 years of experience in landscape design; (iii) hold senior professional titles; and (iv) have managed not less than three medium-scale landscape architecture projects, with two of which being large-scale landscape architecture projects With unregistered technical personnel who (i) hold intermediate professional titles; and (ii) have presided in not less than two medium-scale landscape architecture projects, with one of which being large-scale landscape architecture project 3. Technical equipment and management requirements Equipped with the necessary technical equipment and fixed workplace Having established systematic corporate management system, standard and quality management systems and documentation system 4. Authorised scope Allowed to undertake any type or size of landscape architecture projects Number of service providers
5 Category of qualification Category B Qualification Description of the standard of the qualification 1. Qualification An independent legal entity With a minimum registered capital of RMB1 million 2. Technical conditions Equipped with personnel and equipment meeting the standard and quantity as set out in the Specific Standard With chief designers or chief engineers who (i) possess university degrees; (ii) have more than eight years of experience in landscape design; (iii) hold intermediate professional titles; and (iv) have presided in not less than two medium-scale landscape architecture projects With unregistered technical personnel who (i) hold intermediate professional titles; and (ii) have presided in at least two medium-scale landscape architecture projects 3. Technical equipment and management requirements Equipped with the necessary technical equipment and fixed workplace Having established systems in managing technical, operational, human resources, financial and documentation issues 4. Authorised scope Any landscape architecture projects with investment amount not exceeding RMB20 million Number of service providers 1,403 We obtained Category B Qualification from the Shanghai Urban Construction and Communication Commission on 21 March As advised by our PRC Legal Advisors, with the relevant Specific Landscape Engineering Design Qualification, our service scope is therefore expanded to undertake construction engineering design services with the endorsement of construction documentation to submit to the competent government authorities. Please refer to the section headed Business Our principal business in this prospectus for details. Market of the landscape architecture service industry in the PRC The total revenue of landscape architecture service industry during the period from 2008 to 2013 grew at a CAGR of approximately 26.9% from approximately HK$10.4 billion in 2008 to approximately HK$34.2 billion in The growth in the total revenue was mainly attributable to the strong growth of revenue generated by infrastructure and public open space projects in the PRC. The share of total revenue of landscape architecture service industry attributable to infrastructure and public open space projects was approximately HK$23.1 billion for the year ended 31 December 2013, representing approximately 67.5% of the total revenue of landscape architecture service industry for the year
6 Year Tourism and Hotels Revenue (HK$ billion) Share of total revenue (%) Infrastructure and Public Open Spaces Revenue Share of total (HK$ billion) revenue (%) Residential Development Revenue Share of total (HK$ billion) revenue (%) Commercial and Mixed-use Development Revenue Share of total (HK$ billion) revenue (%) Total Revenue (HK$ billion) Share of total revenue (%) % % % % % % % % % % % % % % % % % % % % % % % % % % % % % % CAGR (%) 10.6% 28.8% 24.1% 27.2% 26.9% 2014F % % % % % 2015F % % % % % 2016F % % % % % 2017F % % % % % 2018F % % % % % CAGR 2014F-2018F(%) 13.1% 11.4% 14.5% 21.3% 12.6% CAGR F(%) 11.9% 19.7% 18.8% 24.1% 19.3% Source:Historical data of 2008 to 2013 from National Bureau of Statistics of China and forecast data of 2014F to 2018F from Ipsos research and analysis The growth in the revenue generated from infrastructure and public open space projects was a result of the promulgation of greening policies by the PRC Government and the urbanisation in the PRC. The Urban Greening Regulation of the PRC ( 城市綠化條例 ), the first law which regulated the management of the landscape architecture service industry in the PRC, was issued by the State Council of the PRC in It promoted urban greening and advance technology on urban greening and established a qualification system for the provision of landscape architecture services. The Guidance on the Promotion of Healthy Development of Urban Landscape ( 關於促進城市園林綠化事業健康發展的指導意見 ) promulgated by MOHURD in November 2012 further required the greening ratios of developed areas to increase to 35% and 31% respectively in accordance with the Grade I and Grade II national standards as stipulated under the Urban Landscape Evaluation Standard ( 城市園林綠化評估標準 ) by In 2012, only approximately 30% of the cities in the PRC had met the national standards. In order to meet the PRC statutory standards, government spending in relation to environmental protection and greening has increased over the years and continual growth is expected. In addition to the favourable government policies, another driving factor is the increased government expenditure on urban planning which would include infrastructure and public open spaces projects, municipal projects, and tourism infrastructure projects. The total government expenditure on urban planning increased from approximately HK$146.0 billion in 2008 to approximately HK$462.0 billion in 2013, at a CAGR of approximately 25.9%
7 Source:Historical data of 2008 to 2013 from National Bureau of Statistics of China; Ipsos research and analysis Note: Government expenditure on urban planning includes infrastructure and public open spaces projects, municipal projects and tourism infrastructure projects in the PRC. The rapid development of the residential property market and the commercial property market in the PRC had also been the market drivers for the continual growth in the demand for landscape architecture services. Residential development projects had been the second largest revenue-generating type of landscape architecture project from 2008 to 2013, while the revenue generated from commercial and mixed-use development projects had recorded the second highest CAGR of approximately 27.2% from 2008 to Source:Historical data of 2008 to 2013 from National Bureau of Statistics of China; forecast data of 2014F to 2018F from Ipsos research and analysis
8 Source:Historical data of 2008 to 2013 from National Bureau of Statistics of China; forecast data of 2014F to 2018F from Ipsos research and analysis Reflected in the revenue growth generated from the residential development projects and the commercial and mixed-use development projects of the landscape architecture service industry, the total investment value of the residential property market increased at a CAGR of approximately 24.1% from 2008 to 2013, while the total investment value of the commercial property market increased at a CAGR of approximately 32.6% from 2008 to The PRC Government has been regulating the residential property market by suppressing investment demand, while promoting end-user demand and supporting the related supply in cities with total population of over ten million people. As a result, the effect of the property control measures would be offset by the continuous rising demand for residential properties, with an estimated CAGR of approximately 14.5% from 2014 to 2018 for the total investment value of residential property market. On the other hand, since the commercial property market was not targeted by the property price control policies of the PRC Government, the total investment value of commercial property market is expected to grow with an estimated CAGR of approximately 21.3% from 2014 to This growth is to be sustained by the GDP growth in the PRC and the higher return on investment in commercial properties, leading to the shift in investment from residential properties to commercial properties. As a result of the foregoing, it is anticipated that the total revenue of the landscape architecture service industry would increase from approximately HK$38.1 billion in 2014 to approximately HK$61.2 billion in The dominant type of revenue-generating project would remain to be the residential development projects and infrastructure and public open spaces projects for the period from 2014 to 2018, while commercial and mixed-use development projects are expected to record the highest CAGR among all other project types, with an estimate CAGR of approximately 21.3% from 2014 to 2018, in line with the growth of the total investment value of commercial property market over the same period. As driven by the demand for landscape architecture services in the PRC, the price of landscape architecture services has been on an upward trend. A drastic increase of approximately 44.7% and approximately 53.6% from 2009 to 2010 in the price for the provision of landscape architecture services in
9 relation to tourism and hotels projects, and infrastructure and public open spaces projects, respectively, was primarily attributable to the economic stimulus measures undertaken by the PRC Government in response to the global financial crisis and economic downturn in 2008 and Source:Historical data of 2008 to 2012 from National Bureau of Statistics of China; forecast data of 2013F from Ipsos research and analysis Competitive analysis of the landscape architecture service industry in the PRC para 3.14 The higher end of the landscape architecture service industry in the PRC is dominated by landscape architecture service providers with non-chinese background usually with international experience. With their sizeable operational scale and stronger financial strength, landscape architecture service providers with non- Chinese background are usually engaged in more advanced tourism and hotels projects, commercial and mixed-use development projects and residential development projects of higher value, which generally entail higher complexity and capital commitments. For the year ended 31 December 2013, it is estimated that there were over 6,000 landscape architecture service providers in the PRC. While there were approximately 1,625 landscape architecture service providers with the Specific Landscape Engineering Design Qualification, over 5,000 were without the relevant qualification. Landscape architecture service providers with strong design and artistic capabilities as reflected by its track record, renowned projects and architectural awards, strong brand recognition and reputation as well as well-established long-term relationships with governments and property developers, enjoy competitive advantage of having more information and opportunities to obtain contracts
10 The following table sets forth the rankings and other information of the landscape architecture service providers in the PRC in terms of revenue generated from projects located in the PRC for the year ended 31 December 2013: para 3.14 Rank Name of Company Headquarter/ Base Location Revenue for projects located in the PRC in 2013 Share of Total Industry Revenue Key Service Area and Scope para 3.11 para 3.12 (HK$ million) (%) 1 Company A Beijing % Landscape design and construction 2 Company B Los Angeles % Landscape architecture and engineering 3 Company C Honolulu % Landscape design 4 Company D Guangzhou % Landscape design and construction 5 Company E Guangzhou % Landscape design and construction Others 32, % Total 34, % Source:Landscape architecture service providers annual reports; Ipsos research and analysis Prospects of the landscape architecture service industry in the PRC According to the Ipsos Report, various factors will stimulate the growth of the landscape architecture service industry. Firstly, the growing urbanisation has been one of the key drivers for continuous investment in public infrastructure and both residential and commercial properties, which affects the demand for landscape architecture services. Urbanisation rates have increased from approximately 47.0% in 2008 to approximately 53.7% in 2013, and is expected to grow to approximately 60.4% in 2018, in particular with the announcement of the Further Promotion of the Economy of the Western Regions in the Twelfth Five- Year Plan which aimed at developing and thus raising the urbanisation rate in the Western region. Secondly, there were greater emphasis on landscape architecture in the property projects during the property market downturn in the PRC. The property developers tend to launch more luxurious property projects with high quality to stimulate sales especially for the Shanghai property market. In order to attract more potential buyers, the property developers intend to place emphasis on landscape architecture with higher standard with more artistic concerns to improve the overall quality of property projects and therefore increase their sales value. Thirdly, regulations and policies issued by the PRC Government, such as the Notice on Strengthening Urban Greening issued in 2011 and the Guidance on the Promotion of Healthy Development of Urban Landscape issued in 2012 which focus on the improvement of urban greening, favour the development of the landscape architecture service industry. Entry barriers and threats of the landscape architecture service industry in the PRC para 3.14 There are two key barriers entering into the landscape architecture service market in the PRC, namely, qualification requirements and the lack of qualified landscape architects
11 Qualification requirements According to the Ipsos Report, MOHURD of the PRC has issued explicit regulations to strictly control the qualifications of landscape architecture service providers which form a barrier for new entrants entering into this new market in the PRC. Lack of qualified landscape architects Landscape architecture service industry is a service industry which relies on experienced qualified professionals. Landscape architects with experience of at least eight years are required as one of the technical requirements in order for a landscape architecture service provider to hold a Category B Qualification. Accordingly, the shortage of experienced landscape architects forms part of the market barrier for new entrants without sufficient expertise. There are also threats in relation to the development of the landscape architecture service industry in the PRC. Restricted policies on the residential property market As the growth of the landscape architecture service industry is partly driven by the residential property market, the conservative policies and property price control measures introduced by the PRC Government might affect the growth and development of the landscape architecture service industry in the PRC. Intensifying competition The market competition intensifies as the number of landscape architecture service providers increases. Price competition may lower the profit return of landscape architecture service providers and possibly the quality of the landscape architecture service provided, affecting the sustainable development of the industry. LANDSCAPE ARCHITECTURE SERVICE INDUSTRY IN HONG KONG Landscape architecture services in Hong Kong Qualifications In Hong Kong, a landscape architect must be registered under the Landscape Architects Registration Ordinance, regulated by the Landscape Architects Registration Board. For a landscape architecture practice, there is no statutory requirement in Hong Kong governing its establishment. However a landscape architecture service company may apply for inclusion in the List of Registered Practices under HKILA
12 In order to be eligible to bid for Hong Kong Government projects, a landscape architecture service provider must also be part of the List of Consultants maintained by the AACSB. As at 31 December 2013, there are seven landscape architecture service providers in Hong Kong included in the List of Consultants. For details about the standard of registrations and qualifications, please refer to the section headed Regulatory Overview in this prospectus. Market of the landscape architecture service industry in Hong Kong The total revenue of landscape architecture service industry in Hong Kong grew at a CAGR of approximately 7.5% from approximately HK$1.6 billion in 2008 to approximately HK$2.3 billion in The growth in the total revenue was mainly attributable to the strong growth in the government spending on urban development in Hong Kong. The total government spending on urban development increased from approximately HK$17.2 billion in 2008 to approximately HK$53.9 billion in 2013, with a CAGR of approximately 25.7% over the period. Source:Ipsos research and analysis While there had been a decrease in the sales value of residential properties in Hong Kong since 2011 due to the property price measures introduced by the Hong Kong Government, it is anticipated the demand for residential properties would remain strong due to insufficient residential property supply. According to the Public Consultation on Long Term Housing Strategy conducted by the Hong Kong Government in September 2013, the Hong Kong Government aimed to increase private residential property supply from approximately 10,145 units in 2012 to approximately 20,000 units annually by Furthermore, in the policy address of 2013/2014, the Hong Kong Government intended to adopt a total of approximately 447,000 new residential units as the new supply target in the next ten years. As a result of the foregoing, it is anticipated that the total revenue of the landscape architecture service industry in Hong Kong would increase from approximately HK$2.7 billion in 2014 to approximately HK$4.5 billion in 2018, with a CAGR of approximately 13.6%
13 Competitive analysis of the landscape architecture service industry in Hong Kong para 3.14 The landscape architecture service industry in Hong Kong is fragmented with different types of landscape architecture service providers, ranging from sole practitioners, service providers with a team of less than 10 members to service providers with specialised project teams, among which less than 20 companies are registered under HKILA and the remaining being non-registered practices with multidisciplines. The following table sets forth the common landscape architecture services offered in Hong Kong: Type of landscape architecture service Integrated development Natural park, tourism infrastructure and recreational landscape design Residential and commercial developments landscape design Others Description of the service Public open space and urban landscape renewal planning design which defines the shape of the city while integrating ecological sustainability. Examples include planning and designing on a regional or city-wide scale, combining open space, water system, nightscape, lighting system design and green space Planning and design of tourist destinations, theme parks, parks, hotels, botanical gardens, arboretum, greenways, nature reserve, aquatic system and historical heritages Landscape planning for commercial (offices and shopping malls) and residential property projects, providing each project with a theme, signature design and visual impression School campuses and industrial park landscape design Prospects of the landscape architecture service industry in Hong Kong para 3.14 The increasing supply of residential property projects, government development plan for public infrastructures and the rapid growth in demand for landscape architecture services in the PRC would be the key market drivers for the landscape architecture service industry in Hong Kong. The Census and Statistics Department of Hong Kong Government estimated the population in Hong Kong to reach approximately 8.6 million by Accordingly, the increasing population would drive up the demand for residential properties, leading to the continuous increase in demand for landscape architecture services in Hong Kong in the future as property developers are increasing their investment in landscape architecture to enhance the sales value of their property projects. The policies and measures introduced by the Hong Kong Government on enhancing the living environment, together with the launching of public infrastructure projects would also provide opportunities for the landscape architecture service industry. As most of the landscape architecture services providers in Hong Kong also undertake projects in China, the expansion of the landscape architecture service industry in the PRC is therefore expected to bring business opportunities to landscape architecture service providers in Hong Kong
14 Entry barriers and threats of the landscape architecture service industry in Hong Kong para 3.14 There are two key barriers to enter into the landscape architecture service market in Hong Kong, namely, qualification requirements and the difficulty of building business relationships with property developers. The landscape architecture service industry is one of the specialised industries in Hong Kong which required registered qualifications in order to provide such service. Well-established landscape architecture service providers in the market may already have strong business relationships with the major property developers in Hong Kong so that they would have a better access to information and opportunities to obtain contracts. Financial crisis and the lack of qualified landscape architects are also some of the major threats to the development of the landscape architecture service industry in Hong Kong. The landscape architecture service industry in Hong Kong is closely connected to the development of the property market and construction industry, which in turn is closely associated with the economic cycle. In case of a downturn of economic cycle, the number of property projects and the budget of each of the property projects may be reduced, affecting the growth of landscape architecture service industry in Hong Kong. Landscape architecture service industry is a service industry which relies on experienced qualified professionals. As at 30 January 2014, there were only approximately 139 registered landscape architects in Hong Kong. In case the growth of the number of experienced qualified landscape architects fails to keep up with the demand, the development of landscape architecture service industry in Hong Kong would be affected
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