CLI SEC 17-A and AFS
CLI SEC 17-A and AFS
CLI SEC 17-A and AFS
C S 2 0 0 3 2 1 2 4 0
SEC REGISTRATION NUMBER
C E B U L A N D M A S T E R S , I N C .
(Company Name)
1 0 T H F L O O R , P A R K C E N T R A L E ,
B 2 L 3 , J O S E M A . D E L M A R S T . ,
C E B U I T P A R K , A P A S , C E B U C I T Y
1 2 3 1 17-A 0 5 3 0
Month Day Form Type Month Day
Annual Meeting
(032) 231-4914
___________________________________
(Telephone Number)
-
___________________________________
(Amendments)
2
SECURITIES AND EXCHANGE COMMISSION
SEC FORM 17-A
ANNUAL REPORT PURSUANT TO SECTION 17
OF THE SECURITIES REGULATION CODE AND SECTION 141
OF THE CORPORATION CODE OF THE PHILIPPINES
9. Former name, former address, and former fiscal year, if changed since last report
not applicable
10. Securities registered pursuant to Sections 8 and 12 of the SRC, or Sec. 4 and 8 of
the RSA
Yes [ X] No [ ]
If yes, state the name of such stock exchange and the classes of securities listed therein:
(b) has been subject to such filing requirements for the past ninety (90) days.
Yes [X] No [ ]
13. Aggregate market value of the voting stock held by non-affiliates: ₱1,867,856,614 as
of December 31, 2020
3
TABLE OF CONTENTS
Item 1 Business 5
Item 2 Properties 31
Item 3 Legal Proceedings 32
Item 4 Submission of Matters to a Vote of Security Holders 32
Item 5 Market for Registrant’s Common Equity and Related Stockholder Matters 33
Item 6 Management’s Discussion and Analysis or Plan of Operation 35
Item 7 Financial Statements 40
Item 8 Changes in and Disagreements with Accountants and Financial Disclosure 41
SIGNATURES 53
4
PART I – BUSINESS AND GENERAL INFORMATION
ITEM 1. BUSINESS
Background
Cebu Landmasters, Inc. (“CLI” or “Cebu Landmasters” or “the Company”) was incorporated on
September 26, 2003. On June 2, 2017, the Company was listed on the Philippine Stock Exchange
(PSE) with “CLI” as its ticker symbol. A total of 430,000,000 shares were issued and fully subscribed at
P5.00 per share.
After 17 years of operations, the Company has diversified its portfolio to better match the myriad
demands of the Visayas and Mindanao (VisMin) property sector. As of date, CLI has a total of 77
projects in different stages of development, which include 23 residential subdivisions, 29 residential
condominiums, 6 hotels, 7 retail locations, 5 offices, 5 mixed-use and 1 estate development.
CLI opened its first hotel development in September 2019—Citadines Cebu City. The 180-room
condotel, is operated and managed by Ascott International Management Pte Ltd., one of the leading
international lodging owner-operators. This is the first of several hotel developments being built by CLI
that will be managed by Ascott and other world-renowned hotel operators.
A recent market study by Santos Knight Frank named CLI as the leading residential developer in the
Visayas and Mindanao (VisMin) in 2020 with the largest market share from among real estate firms
providing condominium and subdivision projects in the region. The study disclosed that CLI accounted
for 18,683 units or 12% of the available 86,126 units in VisMin pulling ahead of developers operating
nationwide.
CLI continues to expand its land bank to support its expansion plans. As of December 31, 2020, the
Company has a total of 908,959 square meter (sq.m.) of developable land in 15 growth centers in
VisMin. The Company has several strategic land acquisitions lined up in greater Cebu, Bacolod and
Davao, with new expansion areas such as Ormoc, Palawan, Butuan and General Santos City also on
the horizon.
Since its incorporation, CLI has grown its portfolio to include residential subdivision and condominium,
mixed-use, offices, hotels, retail locations and recently, estate and reclamation developments. The
Company designs its projects to meet the needs of different market segments. Its brands are carefully
planned and priced to provide excellent value for the particular segment it serves.
The Premier Masters include projects such as Base Line Premier, 38 Park Avenue, Astra Center and
Paragon Center that are designed for world-class living in prime urban locations. The Garden Series
brand, like Mivela Garden and Velmiro Greens Bohol cater to the middle market. The Casa Mira brand,
on the other hand, is for the affordable economic housing segment while the Villa Casita brand is for
the socialized housing market.
In 2018, CLI started to venture into larger scale developments with the launch of Davao Global
Township (“DGT”), a 22-hectare (ha) estate located in Matina, Davao. Site development is ongoing and
the first project on the site is scheduled for launch in 2021.
Aside from DGT, the Company has ongoing negotiations with landowners in Cebu, Davao, Bohol,
Bacolod , and Cagayan de Oro (CDO) for future estate and reclamation projects.
The Company endeavors to sustain its growth momentum by launching 15 new residential projects in
2021 across VisMin.
5
Real Estate Development Overview
Cebu Landmasters currently has 77 projects in various stages of construction spread across 15 major
cities in VisMin.
To meet the demands of its market, CLI has extended its product offering from a single residential
project in 2003 to include residential, office, hotel, retail, mixed-use, and estates. Similarly, the
Organization works at varying market tiers, serving the residential demands of high-end, middle-
income, low-income, and socialized housing groups.
Completed projects
In 2020, Cebu Landmasters was able to complete and turnover units in Mivesa Garden Residences
(Phase 3), Latitude and Villa Casita North.
The Company’s 32 completed developments are a mix of vertical and horizontal residential, mixed-use,
office, hotel, and retail projects as enumerated below.
No.
Constructi Sold Compl
No. Project Location Type Use of
on Units etion
Units
San Jose Maria Village – Balamban,
1 Horizontal Residential Mid-Market 231 201 2006
Balamban Cebu
San Jose Maria Village – Minglanilla,
2 Horizontal Residential Mid-Market 145 145 2008
Minglanilla Cebu
San Jose Maria Village – Talisay City,
3 Horizontal Residential Mid-Market 96 96 2012
Talisay Cebu
San Jose Maria Village – Toledo City,
4 Horizontal Residential Mid-Market 144 101 2010
Toledo Cebu
Balamban,
5 Villa Casita Balamban Horizontal Residential Socialized 101 101 2015
Cebu
Minglanilla,
6 Midori Plains Horizontal Residential Mid-Market 370 370 2014
Cebu
7 Asia Premier Residences Cebu City Vertical Residential High-End 88 88 2012
8 Base Line Residences Cebu City Vertical Residential High-End 201 201 2013
Mandaue City,
9 Midori Residences Vertical Residential Mid-Market 396 396 2014
Cebu
10 Park Centrale Tower Cebu City Vertical Office Office 50 50 2015
Mivesa Garden Residences
11 Cebu City Vertical Residential Mid-Market 479 477 2016
(Phase 1)
Mivesa Garden Residences
12 Cebu City Vertical Residential Mid-Market 458 457 2016
(Phase 2)
Minglanilla,
13 Velmiro Heights (Phase 1) Horizontal Residential Mid-Market 348 346 2016
Cebu
Casa Mira Linao (Phase 1 Minglanilla,
14 Horizontal Residential Economic 725 725 2016
and 2) Cebu
Casa Mira Towers Labangon
15 Cebu City Vertical Residential Economic 272 272 2018
Tower 1
Casa Mira Towers Labangon
16 Cebu City Vertical Residential Economic 414 409 2019
Tower 2
17 Casa Mira South Phase 1A Naga, Cebu Horizontal Residential Economic 342 342 2018
18 Casa Mira South Phase 1B Naga, Cebu Horizontal Residential Economic 667 665 2018
19 Casa Mira South Phase 2A Naga, Cebu Horizontal Residential Economic 494 494 2019
20 Casa Mira South Phase 2B Naga, Cebu Horizontal Residential Economic 250 250 2019
6
No.
Constructi Sold Compl
No. Project Location Type Use of
on Units etion
Units
CDO City,
MesaVerte Residences
21 Misamis Vertical Residential Mid-Market 252 252 2019
Tower 1
Oriental
CDO City,
MesaVerte Residences
22 Misamis Vertical Residential Mid-Market 252 252 2019
Tower 2
Oriental
23 Base Line Center Cebu City Vertical Mixed-Use Mixed-Use - - -
24 Base Line Retail Cebu City Vertical Retail Retail 5,918 sq.m. 2019
25 Citadines Cebu City Cebu City Vertical Hotel Hotel 180* 71 2019
27 Base Line Premier Cebu City Vertical Residential High-end 379 378 2019
CDO City,
MesaVerte Residences
28 Misamis Vertical Residential Mid-Market 294 294 2019
Tower 3
Oriental
Guadalupe Pinamalayan
29 Mindoro Horizontal Residential Socialized 338 312 2019
Socialized Housing Project
30 Latitude Corporate Center Cebu City Vertical Office Office 58 57 2020
Bogo City,
31 Villa Casita North Horizontal Residential Socialized 686 663 2020
Cebu
Mivesa Garden Residences
32 Cebu City Vertical Residential Mid-market 576 570 2020
(Phase 3)
No.
Sold Compl-
No. Project Location Construction Type Use of
Units etion
Units
1 Base Line Prestige Cebu City Vertical Residential High-end 351 349 2023
2 Base Line Lyf Hotel Cebu City Vertical Hotel Hotel 153 - 2022
Mandaue
3 Astra Center Vertical Mixed-Use Mixed-Use - - 2023
City, Cebu
Mandaue
4 Astra Corporate Center Vertical Office Office 15,906 sq.m. 2025
City, Cebu
Mandaue
5 Astra Lifestyle Mall Vertical Retail Retail 13,464 sq.m. 2022
City, Cebu
Mandaue
6 Radisson Red Vertical Hotel Hotel 146 2023
City, Cebu
One Astra Place Mandaue
7 Vertical Residential High-end 478 475 2024
Residences 1 City, Cebu
One Astra Place Mandaue
8 Vertical Residential High-end 533 488 2025
Residences 2 City, Cebu
MesaTierra Garden Mid-
9 Davao City Vertical Residential 677 662 2021
Residences market
Sibulan,
10 Casa Mira Coast Negros Horizontal Residential Economic 543 542 2021
Oriental
Bacolod City,
Mid-
11 MesaVirre Building A Negros Vertical Residential 294 291 2021
market
Occidental
7
No.
Sold Compl-
No. Project Location Construction Type Use of
Units etion
Units
Bacolod City,
Mid-
12 MesaVirre Building B Negros Vertical Residential 442 432 2021
market
Occidental
Bacolod City,
Mid-
13 MesaVirre Building C Negros Vertical Residential 336 310 2023
market
Occidental
14 38 Park Avenue Mixed-Use Cebu City Vertical Mixed-Use Mixed-Use 2021
15 38 Park Avenue Cebu City Vertical Residential High-end 764 736 2021
16 The Park @ 38 Park Avenue Cebu City Vertical Retail Retail 1,899 sq.m. 2021
Casa Mira Towers
17 Cebu City Vertical Residential Economic 544 544 2021
Guadalupe Tower 1
CDO City,
Mid-
18 Velmiro Uptown CDO Misamis Horizontal Residential 396 394 2023
Market
Oriental
Bacolod City,
Mid-
19 Velmiro Plains Bacolod Negros Horizontal Residential 342 243 2023
Market
Occidental
Bacolod City,
20 Casa Mira Bacolod Negros Horizontal Residential Economic 431 276 2023
Occidental
21 Davao Global Township Davao City Estate Estate Estate
Davao Global Township -
22 Davao City Vertical Retail Retail 2023
Mall
23 Paragon Center Davao City Vertical Mixed-Use Mixed-Use 2024
One Paragon Convention
24 Davao City Vertical Retail Retail 6,650 sq.m. 2024
Center
25 Paragon Retail Davao City Vertical Retail Retail 2024
26 Citadines Paragon Davao City Vertical Hotel Hotel 132 56 2024
27 One Paragon Place Davao City Vertical Residential High-end 554 515 2024
CDO City,
Casa Mira Towers CDO
28 Misamis Vertical Residential Economic 444 444 2023
Tower 1
Oriental
CDO City,
Casa Mira Towers CDO
29 Misamis Vertical Residential Economic 542 540 2023
Tower 2
Oriental
Casa Mira Towers Mandaue Mandaue
30 Vertical Residential Economic 821 738 2023
(Phase 1) City, Cebu
31 Patria de Cebu Cebu City Vertical Mixed-Use Mixed-Use
32 Patria de Cebu Retail Cebu City Vertical Retail Retail 2024
33 Patria de Cebu Office Cebu City Vertical Office Office 5,186 sq.m. 2025
34 Patria de Cebu Hotel Cebu City Vertical Hotel Hotel 2024
Bacolod City,
35 Citadines Bacolod Negros Vertical Hotel Hotel 200 2022
Occidental
Mid-
36 Mivela Garden Residences Cebu City Vertical Residential 1,585 1,281 2023
Market
Velmiro Greens Bohol Mid-
37 Dauis, Bohol Horizontal Residential 204 178 2023
(Phase 1) Market
Iloilo City,
38 Casa Mira Iloilo Horizontal Residential Economic 1,188 871 2023
Panay
Casa Mira Towers Mandaue Mandaue
39 Vertical Residential Economic 407 214 2023
Tower 2 City, Cebu
40 Casa Mira South (Phase 3B) Naga, Cebu Horizontal Residential Economic 453 453 2022
Casa Mira Towers
41 Cebu City Vertical Residential Economic 234 224 2023
Guadalupe Tower 2
Dumaguete
Casa Mira Dumaguete
42 City, Negros Horizontal Residential Economic 586 133 2024
(Phase 1)
Oriental
43 Casa Mira Towers LPU Davao City Vertical Residential Economic 930 674 2024
8
No.
Sold Compl-
No. Project Location Construction Type Use of
Units etion
Units
Minglanilla,
44 Casa Mira Linao (Phase 3) Horizontal Residential Economic 128 120 2024
Cebu
45 Casa Mira South (Phase 3A) Naga, Cebu Horizontal Residential Economic 165 165 2022
Notes:
*Citadines Cebu City has total of 180 condotel units with 74 units in inventory for sale.
**Mixed-use – individual components already describe its respective number of units, hotel keys and gross
leasable area
***Not applicable as the project relates to pure hotel operations
Residential developments
The Company's brands are classified into four categories: Premier Masters, which are high-end
residential developments with prices beginning at more than ₱3.0 million per unit; Garden Series, which
are mid-market housing projects with prices starting at ₱2.0 million per unit; Casa Mira Series, which
are affordable housing units with prices ranging from ₱480,000 to ₱3.0 million; and Villa Casita, which
are socialized housing units with prices not exceeding ₱480,000.
Socialized: Villa Casita Bogo and Villa Casita Balamban in Cebu; Guadalupe Pinamalayan
Socialized Housing Project
Economic: Casa Mira Linao and Casa Mira South in Cebu; Casa Mira Coast and Casa Mira
Homes Dumaguete in Negros Oriental; Casa Mira Bacolod in Negros Occidental;
and Casa Mira Iloilo in Panay
Mid-Market: San Jose Maria Villages, Midori Plains and Velmiro Heights in Cebu; Velmiro
Uptown CDO in Misamis Oriental; and Velmiro Plains Bacolod in Negros
Occidental; Velmiro Greens Bohol;
Economic: Casa Mira Towers Labangon, Casa Mira Towers Guadalupe and Casa Mira
Towers Mandaue in Cebu; Casa Mira Towers CDO in Misamis Oriental; and Casa
Mira Towers LPU in Davao
Mid-Market: Midori Residences, Mivesa Garden Residences and Mivela Garden Residences in
Cebu; MesaVerte Garden Residences CDO; MesaTierra Garden Residences in
Davao; and MesaVirre Garden Residences in Bacolod
High-End: Asia Premier Residences, Base Line Residences, Base Line Premier, Base Line
Prestige, 38 Park Avenue, and One Astra Place in Cebu; and One Paragon Place
in Davao
Launched in 2014, CLI’s first socialized housing development is located at Buanoy, Balamban, Cebu.
With a land area of 8,128 sq.m., it consists of 101 row house units having a lot area of 36 sq.m. and
a floor area of 22.65 sq.m. Pre-sold units were priced at about ₱400,000. It is fully developed,
completed and sold out.
9
Villa Casita North
The second project of the Company’s Villa Casita brand offers its homeowners well-designed homes,
well-planned site development, and sizable green spaces for parks and community facilities
traditionally found only in mid-market or upscale developments. The development is designed to
provide over 686 homes to families in the North of Cebu with a selling price of ₱480,000 per unit.
This socialized housing project in Pinamalayan, Oriental Mindoro, was started in 2015 in collaboration
with Habitat for Humanity. The 3.9-hectare initiative includes 337 single-story and detached units,
with 77 of them going to Habitat for Humanity recipients.
Launched in 2015, Casa Mira Linao is CLI’s first foray into economic housing development. The
project is located in the hills of Linao-Lipata, Minglanilla, Cebu on a 12-ha property. Phase 1 and 2
comprises 725 townhouse units with floor areas ranging from 37 to 62 sq.m and average selling price
starting from ₱900,000 to ₱1.40 million. It is fully developed, completed and sold out.
In 2020, CLI launched Casa Mira Linao Phase 3 composing 120 single-detached townhouse units
with 59 sq.m. in floor areas at an average selling price of ₱3.50 million.
Launched in 2016, this economic housing development is located in the Naga City and the
Municipality of San Fernando, both in Cebu. This 32-ha community built on a rolling terrain that allows
for expansive views and generous open spaces and amenities is divided into four phases consisting
of 3,338 townhouse units, with each unit having floor areas ranging from 36 to 59 sq.m. Average pre-
selling price ranges from ₱1.10 million to ₱1.60 million. Phase 1 and 2 are completed and turnover
to unit owners is almost complete. In 2018, it was awarded as the Best Housing Development in Cebu
at the Philippine Property Awards.
In 2020, CLI launched Casa Mira South Phase 3A and Phase 3B with 618 units at an average pre-
selling price of ₱1.20 million to ₱2.60 million. The expansion projects are both fully sold during the
year while Phase 4 are still being marketed.
Casa Mira Coast, a residential economic subdivision located in Barangay Maslong, Sibulan, Negros
Oriental, is a 5.3-ha project that consists of 543 townhouses selling at ₱1.60 million to ₱2.20 million.
It offers amenities that are not only top of the line but also affordable. Apart from this, the project has
a breathtaking view of the nearby coast and is only 2.0 km away from the Dumaguete Airport. The
development is scheduled for completion and turn-over in 2021.
Launched in 2020, the second Casa Mira project in Negros Oriental is located in a 7-ha land in
Junob, Dumaguete City. Its modern architecture and design were inspired by the classic American
Country Home. This development is split into two phases with a total of 586 house and lot units.
Phase 1 was already launched during the year with selling prices ranging from ₱2.20 million to
₱3.70 million per house and lot while Phase 2 is currently in the planning stage. Average floor range
is 60 to 135 sq.m.
Casa Mira Bacolod is the 7th Casa Mira project of CLI with 431 house and lot units. With its accessible
location, homeowners enjoy more the conveniences brought by business establishments, malls,
schools, churches and major institutions. The development offers generous open spaces and well-
10
planned amenities at an affordable price ranging from ₱1.70 million to
₱2.2 million. The well-designed houses range from 40 to 46 sq.m. in floor area.
This 14-ha community features a contemporary mix of townhouses and single detached units inspired
by the cultural evidence of the Spanish colonial era that has been part of our Philippine history. It’s
design and architecture mimic that of the Bahay na Bato that is one of the most iconic historical places
in Iloilo. In 2020, CLI launched its first project in Iloilo City, Panay comprising 1,188 house and lots
with a typical floor area of 48 sq.m. and average pre-selling price of ₱1.80 million to ₱2.7 million.
This series of villages located in the south and southwest of Cebu City paved the way for CLI in
providing affordable mid-cost quality homes to the middle market segment. SJMV offered a mix of
single-detached, semi-attached townhouses and lot-only choices to the buyers. SJMV-Balamban is
a 3.0-ha development with 231 units launched in 2013 SJMV-Minglanilla is a 2.9-ha development
with 145 units launched in 2007. SJMV-Toledo is a 3.0-ha development with 144 units launched in
2009. SJMV-Talisay is a 1.9-ha development with 96 units launched in 2010. Lots were pre-sold at
₱7,000 per sq.m., while house and lot units averaged at ₱1.40 million to ₱3.60 million. All SJMV
projects are fully developed and completed, with both SJMV-Minglanilla and SJMV-Talisay sold out.
Midori Plains
Launched in 2011, this mid-market development is located in the Municipality of Minglanilla, Cebu.
This 7.0-ha Asian-inspired subdivision south of Cebu City has 370 residential units ranging from
townhouse units with 40-sq.m. floor areas to single-detached units with an area of 77 sq.m. each. It
is fully developed, completed and sold-out.
This mid-market development was launched in 2013 and is located on an 8.80-ha property in
Tunghaan, Minglanilla, Cebu. This 428-unit development offers 11 different house models, ranging
from townhouses to single-detached, two-storey units. Townhouses have 60-sq.m. floor areas, while
the largest unit contained 131 sq.m. of living space. Townhouses were pre-sold at an average price
of ₱1.70 million while the largest single-detached unit is about ₱5.30 million. Phase 1 is now fully
developed, completed, and sold, while Phase 2's 81 units are still on the market.
Launched in 2017, Velmiro Uptown is located in Upper Canituan, CDO City, providing easy access
to various establishments in the city. This 14-ha mid-market residential subdivision has a total 396
house and lot units nestled at a prime spot in CDO City. The project offers a mix of units from
townhouses to single detached houses with floor areas 60 to 106 sq.m., respectively. The average
selling price ranges from ₱2.40 million to ₱5.0 million. The project is set to be completed by 2022.
Bringing new heights to the City of Smiles in 2019 is Velmiro Plains Bacolod. This 8.3-ha
development is a modern mid-market residential community comprising 342 house and lot units
with floor area ranging from 60 sq.m. to 106 sq.m. Located strategically at Granada, Bacolod City,
the average selling price ranges from ₱2.60 million to ₱4.20 million per house and lot.
CLI’s first development in this 3.6 ha property in Dauis Panglao, Bohol is accessible to schools,
places of worship, tourist spots, malls, beach resorts and other major establishments. The project
offers a mix of units from townhouses to single detached houses with average floor area ranging
from 48 sq.m. to 67 sq.m. Average prices range from ₱2.30 million to ₱3.6 million per house and
lot.
11
Vertical (Condominium) Projects
Launched in 2016, this is CLI’s primary venture in the economic segment of residential
condominiums. The project is located in Labangon, Cebu City on a 3,681-sq.m. property that used
to be the location of the old CLI headquarters. This two-tower development on top of a commercial
podium has a total of 686 residential units. It offers 20-sq.m. studio units and 1-bedroom units
averaging 37 sq.m. units pre-sold at ₱1.25 million to ₱1.43 million. Construction for the development
started in 2016 and completed in 2018.
Located across the Fooda intersection of V. Ramos St., and V. Rama, is beautifully designed three-
towered residential condominium offers quality living and an upgraded lifestyle. This three-tower
residential condominium has a total of 1,231 condominium units and retail components. A studio room
currently costs around ₱2.60 million from its pre-selling price at ₱1.58 million. Tower 1, with 544
condo units, is fully sold and is expected to be completed by 2021. Tower 2, with 234 units, was
launched in 2020 while Tower 3 is expected to be launched in 2021.
Launched in 2019, Casa Mira Towers Mandaue, a four-tower mid-rise condominium located in
Marciano Quizon, St, Mandaue City, Cebu, is the 8th development of CLI’s Casa Mira flagship
housing community. The project offers a mix of studio and one-bedroom units with prices ranging
from ₱75,000 to ₱80,000 per sq.m. Phase 1 and phase 2 development are allocated with 659 units
while 736 units, respectively. The project is expected to be delivered and turned over by 2023.
Located within the progressive city of Cagayan de Oro, Casa Mira towers CDO is a two-tower
residential condominium with 986 units offering an upgraded lifestyle for the Filipino family. Launched
in 2019, the development also has its own retail spaces on the ground floor area providing utmost
convenience to its residents. With more space and more amenities, Casa Mira Towers CDO prides
in giving its residents more value for their homes. The project had sold out in 2020, despite the
nationwide community quarantines and the global pandemic.
Located within minutes from Davao’s Francisco Bangoy International Airport, Casa Mira Towers LPU
is composed of two residential towers and retail at the podium with 930 condominium units. The
project will have a retail component at the ground floor for retail and food outlets to cater students
from Lyceum of the Philippines - Davao. This two-tower project is to support LPU Davao as a globally
competitive university township – a one-stop development with not just a standalone university, but
including supplementing components such as residential, hospitality, retail, and meetings, incentives,
conventions, and exhibitions needs; and to position Davao as one of the country’s up-and-coming
bustling and vibrant destinations.
Midori Residences
Located in Lahug, Cebu City and launched in 2013, this 1.8 hadevelopment is a home to seven mid-
rise, mid-market residential buildings, and is designed as a garden-inspired community which has
60% open spaces within the prime property. This is a three-phase project with the first two phases
covering the first five buildings. The first two phases offer 937 units consisting of studio, 1-bedroom
and 2-bedroom units. Pre-selling started at ₱1.20 million for a 20-sq.m. studio unit, and up to ₱2.90
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million for a 2-bedroom 48-sq.m. unit. Phase 1 and 2 are completed and delivered. Phase 3 with a
total of 576 units is completed and started turn-over in 2020.
MesaVerte Residences
Launched in 2015, this is CLI’s initial entry into the Mindanao market. It is located on an 8,740-sq.m.
property in downtown CDO, Misamis Oriental, and 60% of the property is dedicated to open spaces.
The project offers 20-sq.m. studio and 39-sq.m. 1-bedroom units which were pre-sold at ₱1.47 million
and
₱2.88 million, respectively. The development is fully sold and is completed with turn-over to unit
owners on-going.
Located in Emilio Jacinto Extension, the heart of Davao City, this 5,094 sq m. mid-market
condominium has a total of 677 residential units priced between ₱1.60 million to ₱3.40 million. This
development has various amenities like swimming pools, a sky garden, a playground and work space.
This condo project is expected to be turned over by 2021.
Launched in the first quarter of 2018, MesaVirre Garden Residences, a three-tower mid-market
condominium with 1,072 condo units, is CLI’s first project in Bacolod. The project is only 17 minutes
away from the airport, 3 km from the Riverside hospital and situated near a number of malls. Building
construction is expected to be finished by the end of 2021.
Mivela Garden Residences is a ₱5.3 billion project, located in Banilad, Cebu City, with four-towers
and 1,585 condo units. The Best-Selling Garden Series development has generated overwhelming
buyer interest as it is 80% sold out after 3 weeks of selling. The project is close to major
establishments providing urban comforts within near distance while maintaining its serene and
refreshing ambiance. Construction immediately started and will be completed by the first half of 2023.
Launched in 2010, CLI’s first vertical high-end residential condominium project is located at the Cebu
IT Park, Cebu City. The development is also the first residential development in the area. The units
ranged from studio units sized at 28 sq.m. and 3-bedroom units measuring 109 sq.m. It is fully
developed and completed and has since sold out its 88 units.
This 201-unit residential condominium project is located in uptown Cebu City on Juan Osmeña Street.
The project offered 23-sq.m. studio units at a pre-selling price of ₱1.59 million, while its 41-sq.m. 1-
bedroom unit pre-sold at ₱3.15 million. The project was launched in 2011, and is fully developed and
completed, with its 201 units having been sold out.
This development was launched in 2015 as the residential component of Base Line Center, a one-
hectare mixed-use development located along Juan Osmeña Street, Cebu City and right beside
another CLI project, Base Line Residences. It has 379 units consisting of 24-sq.m. studio and 45-
sq.m. 1-bedroom units. Studio units pre-sold at ₱2.22 million, while 1-bedroom units pre-sold at ₱4.16
million. Construction started in March 2016 and was completed in 2018.
38 Park Avenue
38 Park Avenue was launched last 2017 with a total of 764 units. This 38-floor New York inspired
condominium is designed to be the highest building in Cebu I.T. Park offering an exclusive and breath-
taking 360 view of the city. 38 Park Avenue presents five (5) types of condo residences: studio (24
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sq.m.), one-bedroom (54 to 56 sq.m.), two-bedroom (80 sq.m.), three-Bedroom (111 to 137 sq.m.)
and penthouse (320 to 420 sq.m.). The project is expected to be completed by end of 2022.
Located in Juana Osmena St., Kapmuthaw Cebut City, this high-end residential condominium is the
final tower to rise in the Base Line Center. With 351 units, each unit is designed to be spacious and
accessible to various establishments. This tower has a wide range of amenities, from retail podiums,
fitness gyms, pools and playgrounds. Units for this project are being sold for ₱2.0 million to ₱10.0
million. The project is set to be completed by 2023.
Situated in the heart of A.S. Fortuna Street, the lifestyle avenue of Mandaue City, One Astra Place is
the residential component of Astra Centre, a mixed-use development that carries astounding design
of residential towers, upscale lifestyle mall, world-class hotel and modern office spaces. One Astra
place is a 15-storey condominium at 99% take-ups that comes with a wide range of world-class
amenities and features. The second residential tower was launched in 2019 with 92% take-up as of
December 31, 2020. The project is scheduled to be completed by 2024.
Office Projects
CLI capitalized on the growth of the BPO sector in Cebu when it launched its first office project, Park
Centrale in IT Park Cebu way back in 2013. Today, part of CLI’s strategy is to significantly grow its
recurring income projects to deliver 200,000 sq.m. of gross leasable area (GLA) in the next five years.
In 2020, the Company turned over Latitude Corporate Center, a Grade A office tower at the Cebu
Business Park with a Gross Floor Area (GFA) of 21,000 sq.m. Building development for Astra Corporate
Center (18,823 sq.m. GFA) and Patria de Cebu Office (4,562 sq.m. GFA) are currently ongoing.
Office Buildings: Park Centrale Tower, Base Line HQ, Latitude Corporate Center, Astra Corporate
Center, Patria de Cebu Office and Masters Tower Cebu Office
Park Centrale Tower is CLI’s first office development. Located at the Cebu IT Park, the 19-storey
Grade B office tower was launched in 2013 with total GFA of 11,920 sq.m. and was completed in only
two years of construction. The project was positioned to cater to both BPOs and executive offices.
60% of the office spaces were offered for lease, while the rest were fully sold as office condo units.
In 2014, the project was awarded as the Best Commercial Development (Cebu) during the 2014
Philippines Property Awards.
Base Line HQ
This project is the office component of the Base Line Center, a major mixed-used development of
CLI. Similar to the Company’s successful Park Centrale, the said project also caters to both BPOs
and executive offices. CLI offers for sale 70% of the 74 office units, while 40% was retained for the
Company’s growing leasing business. The strategic location attracted customers in the medical, legal,
government and outsourcing services.
Latitude is a green building project registered with BERDE, the nationally accepted green building
rating system used to measure, verify and monitor the environmental performance of buildings that
exceed existing mandatory regulations and standards in the Philippines. This 21,000-sq.m. (in GFA)
development is a project of BL CBP Ventures, Inc., a joint venture company of CLI and Borromeo
Bros, Inc. At 24-storeys, Latitude will be the tallest office development at the Cebu Business Park. As
the project developer and manager, CLI uniquely positioned this project as a three-product office
development with BPO, enterprise and executive office offerings. With its iconic design and green
building features, the project is aiming for a 3-star BERDE certification. The BERDE project was
completed in 2020 with ongoing turn-over.
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Astra Corporate Center
Part of the mixed-use project in AS Fortuna, is Astra Corporate Center, the office leasing component
of Astra Centre. The Office building is 15-storey high with a total of 18,823 sq.m. of GFA. The project
is expected to be completed and be a source of leasing income of the Company by 2025.
In 2018, Cebu Landmasters announced its partnership through a 40-year lease with the Archdiocese
of Cebu to develop and operate a mixed-use project in the 6,670 sq.m. property. The project will be
a redevelopment of the existing Patria de Cebu, an old Spanish establishment to accommodate hotel,
retail and offices. It will have approximately 21,000 sq.m. of GFA, with 4,562 sq.m. (GFA) of office
spaces. The project is expected to be completed and fully operational by year 2025.
On February 19, 2021, the Company unveiled its ₱4-billion skyscraper that is set to open in 2025.
This mixed-use tower located on a 2,840 sq.m. area in the Cebu Business Park will have an iconic
office component in anticipation of a robust economic recovery in the next few years.
The tower’s office spaces from the 8th to the 12th floor anticipate the needs of locators who value
efficiency and sustainability and keenly follow global trends. The spaces will highlight horizontal
louvers to reduce solar heat by almost 70% and to create a comfortable work environment. In addition
to the louvers that reflect Cebuano craftsmanship, sky gardens in every floor and throughout the
LEED-registered building will enhance the well-being of its occupants.
In addition to its residential and office developments, CLI has recently entered the hospitality business
starting with the completion of its’ first hotel, Citadines Cebu City in September 2019.
Hotel: Citadines Cebu City, Radisson Red, Base Line Lyf Hotel, Citadines Paragon
Davao, Citadines Bacolod, Patria de Cebu Hotel, Abaca Resort Mactan Cebu, and
Sofitel Cebu City
Started operations in September 2019, the project is an international serviced residence with 180
rooms of which 74 units were offered for sale and 106 units were retained by the Company for
recurring revenue. Citadines Cebu City is part of the mixed-use Base Line Center located in Juana
Osmeña St, Cebu City, Cebu. It complies with international hospitality standards as it operates under
the management of The Ascott Limited, the world’s largest international serviced residence owner-
operator.
Radisson Red
Cebu Landmasters expands partnership with international hotel brands by signing a management
contract with Radisson Hotel Group, one of the world’s largest and most dynamic hotel groups, for
the first Radisson RED in the Philippines. Radisson RED will be part of the Astra Centre, a major
mixed-use development of the Cebu Landmasters, Inc. along A.S. Fortuna St. in Mandaue City, Cebu.
The 146 guest rooms of Radisson RED, with its unique design and upscale select service offering,
injects life into the hotel through informal services. The development is scheduled for completion and
operations by 2023.
Portion of the 3rd tower in Base Line Center project is Base Line Lyf Hotel. This 153-room serviced
residence project targets the booming local and foreign millennial market in Cebu City. The hotel will
be managed by Ascott Limited, one of the world’s leading international serviced residences. This
project is set to be completed by 2022.
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Citadines Paragon Davao
Located at General Douglas Mcarthur Highway, Bucana Tolomo, Davao City, Citadines Riverside is
an apartment hotel which will be managed by Ascott. The hotel is designed to provide guests its world
class amenities, such as a fully-equipped kitchen, home entertainment, dining and retail outlets.
Citadines Paragon is set to open by 2024.
Citadines Bacolod
Citadines Bacolod will be the first internationally branded hotel of Bacolod managed by Ascott Limited.
The international hotel will provide 200 hotel units, an events hall, function rooms, meeting rooms,
restaurants, bar and various hotel amenities within a 4,502 sqm property. The project is scheduled to
open and start contributing to hotel revenue by 2022.
In 2018, Cebu Landmasters announced its partnership through a 40-year lease with the Archdiocese
of Cebu to develop and operate a mixed-use project in the 6,670 sq.m. property. The project will be
a redevelopment of the existing Patria de Cebu to accommodate hotel, retail and offices. This Filipino-
Spanish inspired hotel development will cater to 167 guest rooms and is expected to be completed
and fully operational by year 2025
The all-suite Abaca Resort Mactan is a luxury resort in the Punta Engano area of Mactan island that
has received the highest ratings from global travel experts. With a footprint of 4,328 sqm., the property
is one of the few remaining prime properties in the area with an attractive oceanfront and just a short
drive from the Mactan Cebu International Airport. CLI envisions the Abaca Resort Mactan to expand
to a 100-room all-suite luxury development from its current nine rooms, to be completed in 2025.
In 2020, Abaca Boutique Resort in Cebu has been nominated as Asia’s Leading Boutique Beach
Resort 2020 and Asia’s Leading Boutique Resort 2020 in the 27th World Travel Awards.
The first five-star luxury hotel in the Queen City of the South will rise on a 2,840 sqm property
considered to be the remaining prime corner lot in the Cebu Business Park, Cebu City’s prestigious
central business district. Sofitel Cebu City will be operated by multinational chain Accor, a world
leading hospitality group headquartered in France. The sustainability of this LEED-registered building
will be reflected in the design of the 14th to the 32nd floors which will house the luxury hotel with 195
guest rooms, a grand ballroom, 2 restaurants, executive lounge, meeting rooms, roof deck, swimming
pool, gym and spa.
Mixed-Use and Township: Base Line Center, Astra Center, 38 Park Avenue, Paragon Center,
Patria de Cebu, Davao Global Township and Masters Tower Cebu
CLI’s first major mixed-use development is the Base Line Center, a 1.6-ha modern redevelopment in
the heart of midtown Cebu. The Company removed the existing structures in the old Base Line, a
well-known favorite gathering place of Cebuano families, and built a mixed-use development. The
project was completed in 2019.
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38 Park Avenue
CLI, through its joint venture, El Camino, also acquired a 1.18-hectare property inside the Cebu IT
Park, the largest remaining private property inside the prestigious address. This property called 38
Park Avenue at the Cebu IT Park, will be transformed into a mixed-use urban park with a 38-storey
residential tower, BPO office, hotel and retail boulevard.
Astra Center
In 2017, CLI launched another major mixed-used development, the Astra Center, in the bustling AS
Fortuna Mandaue area, a growing commercial district and the major thoroughfare that connects Cebu
and Mandaue. This medium-density project will house a hotel, residential, office and boutique mall.
Paragon Center
Another mixed-use development by CLI is the Paragon Center, a joint venture project in Davao that
was launched in 2018. The development comprises of the premier condominium, One Paragon Place,
Citadines Davao Hotel, a convention center and a lifestyle retail strip.
Patria de Cebu
In 2018, Cebu Landmasters announced its partnership through a 40-year lease with the Archdiocese
of Cebu to develop and operate a mixed-use project in the 6,670 sq.m. property. The project will be
a redevelopment of the existing Patria de Cebu, an old Spanish establishment to accommodate hotel,
retail and offices. It will have approximately 21,000 sq.m. of GFA and is expected to be completed
and fully operational by year 2025.
CLI also entered into another joint venture to develop a central business district in Matina, Davao.
The 22-hectare estate, called Davao Global Township will be developed into a large-scale self-
contained community with office, residential, mall and institutional uses.
Set to be completed in 2025, will offer prime office and retail spaces and the first five-star luxury hotel
in the Queen City of the South. Sofitel Cebu City will be operated by multinational chain Accor, a
world leading hospitality group headquartered in France. The tower is Cebu Landmasters' most iconic
architectural structure to date, building a towering crown-like structure to represent the “Queen City
of the South”.
The architectural masterpiece will top-off at 192 meters above sea level and will be among the top
three tallest structures in the metropolis. It will have a structural height of 172 meters high, with an
architectural design inspired by the best of Cebuano creativity and craftsmanship, and with
sustainability as one of its cornerstones having been conceptualized to use energy and resources
efficiently and responsibly. Groundbreaking of the LEED-registered Masters Tower Cebu is slated
for the second quarter of 2021. CLI is aiming for the building’s LEED Gold certification.
CLI is currently working on Ming-mori Reclamation Project in its pipeline projects. This master
planned reclamation development covering 100 ha was issued an ECC by the Department of
Environment and Natural Resources (DENR) on July 22, 2020 following a comprehensive two-year
review. This project is a joint venture among the local government of Minglanilla and private
consortium partners Ming-Mori Development Corp. The techno business hub will be a township
project to house light industrial facilities with residential, commercial areas and an integrated port
facility and to generate over 75,000 jobs in the municipality while meeting sound environmental
guidelines.
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Competitive strengths
Leading property developer in VisMin with a distinguished brand and reliable track record of
project execution
CLI is the leading VisMin property developer with its unique regional expertise, sound “acquire-to-
develop” strategy, a strong relationship with the local broker community, a trusted brand by its buyers
and end-users, and a preferred partner of landowners as demonstrated by its successful JV
partnerships.
CLI has a 12 percent market share in the Visayas and Mindanao in terms of overall supply of residential
units for both vertical and horizontal developments, according to a survey undertaken by Santos Knight
Frank (SKF) in 2020. As a result, CLI is now the leading residential developer in VisMin region.
CLI has responded well to the increasing market demands of VisMin, outpacing other developers in
finishing construction and delivering completed units to its customers. On the average, CLI can convert
raw land to a turned-over project in less than two to three years, depending on the project size. CLI’s
condominium developments Base Line Residences, Park Centrale Tower, Mivesa Garden Residences,
Midori Residences, and Casa Mira Labangon were delivered to the buyers in two years, as committed
by the Company in its marketing materials.
The Company adopted a rigorous project management team approach, wherein key personnel from
each business unit are given a regular platform to monitor project milestones, and discuss important
synergies and shared deliverables among business units.
The criteria for choosing a location at CLI are very rigid. The Company is still on the lookout for
properties of high value appreciation potential. CLI's site quality has always been a catalyst for its
excellent sales success, whether for a high-end condominium project or an affordable housing project.
CLI has projects in some of Cebu City's most valuable real estate areas, including Cebu IT Park, Cebu
Business Park, Salinas Drive (Lahug), AS Fortuna (Mandaue), Base Line (midtown Cebu), and Mactan.
The Company looks at locations within a two-kilometer radius of the closest highway for its mid-market
and affordable housing developments. The Company has enhanced the facilities in the neighborhoods
where its housing developments are located. This has always proved to be a win-win environment for
the residents as well as the local neighborhood.
CLI's experience with the city and its communities, as a native developer, allows the company to choose
the best locations for its projects and to cater to the market's needs and tastes. San Jose Maria Village
- Balamban, CLI's first project, was established when CLI's founder, Mr. Jose R. Soberano III,
recognized that there was a ready demand for affordable housing among employees of Balamban's
manufacturing companies.
Because of CLI’s proven track record, landowners who wish to sell or develop their properties find it
easier to approach and work together with the Company. This is evidenced by the number of proposals
from landowners regularly received by CLI to buy or develop their properties.
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CLI gives its clients more value for their investment. Its properties are distinguished by the quality of its
locations, award-winning planning and design, generous amenities, timely and quality construction, and
industry-best customer service, after-sales and property management support at very competitive
prices. The Company has a strong pipeline in various affordability levels, and will strive to continuously
improve its products’ value proposition. As a success criterion and as practiced, CLI has always
projected its initial pre-selling prices to appreciate by at least 20-25% by the time the construction is
completed. As an indication of the positive market response, a number of its projects have set selling
records in the markets they are launched. 98% of the inventory from its completed projects have been
sold out. CLI’s MesaVirre Garden Residences in Bacolod, and Mivela Garden Residences in Cebu for
example, were respectively 100% and 80% sold out in three weeks.
From its first project in Balamban Cebu, CLI is now a fully integrated real estate developer with a highly
and diversified expanding portfolio of residences, offices, retail spaces, hotels, mixed use developments
and a township across VisMin.
2020 growth in revenue was mainly driven by its Garden Series (mid-market segment), followed by the
Casa Mira Series (economic segment), representing 36% and 32% of this year’s revenue.
Because of the Company’s diverse portfolio of projects addressing the needs of customers from all
socioeconomic classes, the Company should be less affected by negative economic trends that impact
a certain segment of the market. The Company is also able to harness the full potential of the market
with its capability and passion to supply the market demands.
The Company aims to grow its workforce in line with high standards of professionalism, as it has over
the last 17 years. The Company has grown from two employees to a dynamic team of 574 executives,
managers, officers and staffs, who have contributed to the Company’s culture of excellence and strong
corporate governance values. CLI’s customer-first attitude and family-oriented team enables the
Company to achieve high stakeholder satisfaction and establish strong brand equity.
CLI is led by a family of real estate professionals. Its founder, Chairman of the Board of Directors,
President and CEO Jose R. Soberano III, was a former executive at Ayala Land, where he played an
integral role in the development of Cebu Business Park and Cebu IT Park, the two most valuable
commercial districts in Cebu City up to this day. CLI has grown its talent pool with the addition of
knowledgeable accounting and finance, business development, engineering, legal, marketing, and
sales professionals with extensive experience and success in their respective professional careers.
CLI’s key executives have had prior experience in reputable companies from related industries such as
real estate development, construction, power, banking, business process outsourcing, consulting and
others.
In 2016, CLI has launched a new marketing push for its brand with the tagline “We Build With You in
Mind”. This captures the customer-centric focus the Company has adopted since its incorporation in
2003 and shows how CLI personnel perform in every phase of the development cycle from project
planning to turnover. The customer service department extends post-turnover services by assisting the
tenants and unit owners in title processing and payment of their unit’s real property taxes.
CLI’s 2017 campaign, “With You Every Step of the Way” encapsulates the solid partnership between
CLI and the buyer in every stage leading to the creation of Cebu Landmasters Property Management,
Inc. (“CLPM”), the property management arm of Cebu Landmasters. CLPM offers integrated property
management services including building administration, subdivision maintenance, and special technical
services.
In 2018, CLI announced its new marketing campaign dubbed “live extraordinarily” a promise that the
Company gives to its stakeholders. This campaign aims to embrace the Company’s hands-on service,
value-added amenities, VisMin expertise and the wide-range of developments that we offer to our
customers. As the leading local developer in VisMin, the Company have grown through the trust and
satisfaction of our clients.
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Socially responsible development
CLI is committed to demonstrate responsible planning and development. Wherever the Company
develops, community and infrastructure improvements within the neighborhood are integral parts of the
development plans. CLI has partnerships with various barangays, local government units and
institutions, including Habitat for Humanity (“Habitat”).
For partnerships with barangays, a fine example is the community improvements done in Barangay
Lahug, Cebu City as part of its Mivesa Garden Residences project. As its gesture of goodwill for the
barangay and its constituents, the Company upgraded various barangay infrastructures including the
widening of the Salvador Ext. barangay road, installation of new drainage lines, and the construction of
a three-storey public market in 2013. The previous market was located along the sidewalk, so the
developer provided a more stable, hygienic and secure facility. This was well received by the local
community and serves as a testament that private development can also generate good social works.
Cebu Landmasters also developed a tricycle terminal for Barangay Quijada Guadalupe, right beside
Casa Mira Towers Guadalupe. The terminal was built to alleviate traffic in the area caused by the
loading and unloading of tricycle passengers. The new establishment provides safety and security to
both passengers and operators of Guadalupe.
Additionally, CLI collaborated with Habitat for the Pinamalayan Socialized Housing Project and
Bastikville 4 Socialized Housing Project in Quezon City, where CLI served as the developer of over 338
socialized units and 94 walk-up apartments, respectively. Aside from this, the Company generously
contributed to the Habitat Bohol Rebuild Program in 2015, which aimed to rebuild over 8,000 homes
affected by the October 2013 earthquake.
For its partnership with Ramon Aboitiz Foundation,Inc (RAFI), CLI’s current tree growing program
includes over 202,436 native seedlings planted over 43 hectares. CLI collaborates with RAFI as
part of its responsible compliance to Environmental Compliance Certificate (ECC) requirements for its
growing number of projects.
CLI is also an advocate of green building standards with some of its projects incorporating important
green building and environmentally friendly features. Its Latitude Corporate Center office project is
marked to be the first registered project in Cebu Business Park under BERDE, the Philippines’ green
building rating system that aims to promote sustainable design and operations.
In 2020, when the Covid-19 pandemic hit the country, CLI was in the forefront to nurture partnerships
despite the health crisis.
CLI was proactive in supporting the healthcare community. The Company turned over medical supplies
and relief packs to 18 local government units and 30 barangays around VisMin where CLI is present.
And through Its partners from The Abaca Group and Citadines Cebu City, CLI provided food packs to
frontliners and health care providers in Cebu.
In cooperation with the Cebu City Government, CLI likewise donated two-unit fully air conditioned
collapsible vans situated at the Cebu City Quarantine Center in the North Reclamation Area. These
served as temporary sleeping quarters for doctors, nurses, and medical personnel during the pandemic.
The Company highly value the services of its frontliners and third-party contractors, especially
during the global crisis. To help them and their families, CLI provided weekly financial assistance to
those who worked during the pandemic. A total of ₱12.5 million cash aid was extended to the
Company’s construction workers, security personnel, housekeeping and maintenance employees, and
other suppliers.
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Strategic joint venture partnerships
CLI takes pride in its ability to collaborate with and deliver great value to its joint venture (JV) partners.
CLI is the project manager and developer in all its joint ventures. These joint ventures enable the
Company to position itself in strategic locations such as Cebu Business Park through BL CBP Ventures,
Inc., and Cebu IT Park through El Camino Developers Cebu, Inc.
CLI’s JV partnerships are typically of a closer and more collaborative nature than the norm, where it
treats its JV partners as true and equal business partners. Its collaboration results in better-suited
products in the markets they are launched in, while benefiting from the market intelligence of its
partners. Product execution and delivery are also improved by leveraging on the professional and
regulatory networks of its partners.
Collaborating with a joint venture partner also facilitated the Company’s forays into new markets such
as Davao, Bacolod and Iloillo. After the success of MesaTierra, the Company entered into new
partnerships with YHES Inc. to develop Paragon Center and with YHEST Realty Dev’t Corp. to develop
Davao Global Township, both in Davao.
In 2019, Cebu Landmasters signed a joint venture agreement with an Aboitiz company. The JV
company, Cebu Homegrown Developers, Inc., is set to develop a mid-market, mixed-use, multi-tower
condominium project in Mandaue City, Cebu as its first project.
After the success of Latitude Corporate Center, CLI and Borromeo Bros. partnered afresh to develop
another project in another prime location within Cebu City. Cebu BL-Ramos Ventures, Inc. was
incorporated in 2020 to develop a mixed-use multi-tower residential condominium in Ramos Cebu City.
Additionally, CLI recently signed a joint venture agreement with prominent Iloilo businessman Alfonso
Tan, chairman of International Builders Corporation, for a high-rise residential tower on a prime corner
lot in Iloilo City’s downtown area. The tower will be the first condominium offering in the highly accessible
location.
The Company’s successful JV partnerships in its past and present projects underscores CLI’s
prominence as a preferred JV partner because of the priority it gives to its partners, its transparency in
terms of project planning and accountability, and its quick execution and delivery of projects. The fast
business development cycle it implements makes the Company attractive to its current and future JV
partners.
Financial strength: Strong profitability, prudent financial management and healthy balance
sheet
Throughout its growth, the Company has consistently demonstrated strong profitability and prudent
financial management. CLI’s gross profit and net income posted steady growth while maintaining
healthy margins and practicing prudence in its debt management. As of December 31, 2020, CLI’s
balance sheet remained healthy despite the global pandemic with current ratio at 2.41x and net debt to
equity ratio at 1.48x.
For the year ended December 31, 2020, CLI reported consolidated gross profit margin of 48% and net
income margin of 25%. Bottom-line decline was brought about by the impact of the coronavirus disease
(COVID-19) global pandemic. With the rapid increase of COVID-19 cases in the VisMin region, the
government implemented community quarantine to contain the spread of infection temporarily.
Company’s construction and transportation of resources gradually renormalized to 90% in the starting
the second half of the year from a 50% decline during the height of the pandemic in VisMin regions
where CLI operates.
The Company also prides itself in its cost discipline. While CLI hires contractors for its projects, it
purchases its own raw materials to ensure that the quality and cost are according to the Company’s
specifications.
Moreover, CLI has one of the most disciplined and responsive accounts receivable and customer
service teams. During the lockdown, the Company granted grace period to customers who requested
to defer their equity payments due to the pandemic. Despite this, delinquency rate remains low at 5.5%,
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which can be attributed to CLI’s proactive approach in managing its accounts receivable. With this the
Company was able to manage a net sales cancellation rate of 4%. For the year ending December 31,
2020, the Company’s net cancellation effect in revenue is at ₱103 million with recovery rate of 89%.
CLI also has a dedicated accounts management team who facilitates the take-out process, whether
through a bank mortgage or a cash payout for the contract balance.
Operational excellence
CLI has a fully integrated real estate set-up encompassing different areas, namely, acquisitions,
business development, technical planning, engineering and project management, sales and marketing,
documentation and licensing, legal services, customer service, and property management. The
Company prides itself on its hands-on and personalized approach, which allows itself to respond
effectively to its clients and industry partners.
Construction
For each horizontal and vertical development, CLI engages various general and specialty
contractors with both local and national experience. With over 121 engineers in its roster, CLI
handles the project and construction management aspect of every project, and manages the
various contractors and sub-contractors that are utilized. As the project manager, CLI controls the
delivery of its projects with priority on promptness, quality and professionalism. CLI does not have
any in-house construction or any affiliated general contracting business.
Sales
CLI has one of the industry-leading sales support teams. With over 55 sales support personnel, this
team collaborates, coordinates and supports the over 11,000-strong accredited broker/agent
network of CLI. This is CLI’s strategy in working harmoniously with the seller community by assisting
the brokers 24/7 from sales origination to closing. CLI works alongside brokers in addressing the
client inquiries until closing.
Key Strategies
Regional Developments:
In 2015, CLI embarked on its regional expansion when it launched MesaVerte Residences in CDO.
This is the mid-market condominium offering of CLI with three 15-storey residential towers having a
total of 798 units which almost sold out in less than a year of pre-selling. In 2018, the Company then
introduced its mid-market horizontal project in the same city – Velmiro Uptown CDO. The subdivision’s
master plan shows an inventory of 396 units intended to meet the housing demand in the area.
In CDO, the Company set up its first satellite sales, administrative and engineering offices. The
Company finds a unique advantage in being homegrown, as it can distinguish itself further in these new
regional markets with similar local dynamics as Cebu.
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In 2016, CLI successfully set its foothold in Davao by launching MesaTierra Garden Residences, a 22-
storey residential condominium.
In 2017, CLI strengthened its market presence in Davao by entering into two new joint ventures to
develop the Paragon Center and Davao Global Township, a 22-hectare estate project. The Company
then launched Casa Mira Coast, a five-hectare property in Sibulan, Negros Oriental. After the
successful launch of its first Casa Mira brand outside Cebu, CLI expanded its footprint from Negros
Oriental to Negros Occidental by introducing MesaVirre Garden Residences, a three-tower residential
condominium project in Bacolod City.
In 2018, the Company launched Astra Center, its first mixed-used building in Mandaue, Cebu. The
Astra Centre is composed of Astra Centre Mall, Radisson RED, One Astra Place and Astra Corporate
Centre.
In 2019, the Company acquired Abaca Resorts Mactan and Lowaii Marine Cebu Resort in Mactan,
Cebu to increase revenues from its hotel segment. CLI entered into a joint venture with an Aboitiz
Company, to develop Mandtra Residences, a mid-market, mixed-use, multi-tower condominium project
in Mandaue City, Cebu.
In 2020, CLI sets footprint in Bohol and Iloilo with the successful launching of Velmiro Greens Bohol, a
3.6-hectare modern mid-market horizontal development in Jaro Dauis, Panglao, Bohol, and Casa Mira
Iloilo, 14.4-hectare economic subdivision project in Jaro, Iloilo City with 1,188 housing units. With the
fully take-up Casa Mira Coast in Sibulan, Negros Oriental, the Company launched Casa Mira
Dumaguete, a 6.1-hectare project to develop 586 economic horizontal housing units. CLI also launched
Casa Mira Towers LPU, a 930-unit economic condominium project, as a housing options for students
in Lyceum of the Philippines University.
CLI has several strategic land acquisitions lined up in greater Cebu, Bacolod and Davao, with new
expansion areas such as Ormoc, Palawan, Butuan and General Santos City also on the horizon.
CLI continues to pursue its aggressive plans to establish and deliver quality developments across the
VisMin region.
As CLI sets its sight on a long-term growth trajectory, the Company is committed to growing its recurring
income portfolio. In 2013, CLI launched its first office building in Cebu IT Park. The project, Park
Centrale Tower, was designed to host both BPO and executive offices (office condominium units). With
its Grade A design and features, Park Centrale Tower was awarded as the Best Commercial
Development in Cebu in the 2014 Philippines Property Awards.
In 2015, CLI made another significant step in growing its recurring income portfolio when it launched its
Phase 1 of Base Line Center, a redevelopment of one of the largest remaining properties in the prime
midtown Cebu area. The project is a mix of retail, office, hotel and residential project.
In 2016, CLI launched Latitude Corporate Center, a joint venture development under BL CBP Ventures
Inc. This is a 24-storey Grade A office building offering future-ready spaces for businesses with a 13,000
sq.m. GLA.
In 2017, the Company launched 38 Park Avenue, a residential high-rise project with 3,000 sq.m of retail
space located in the last 1.18-hectare patch of green in Cebu I.T. Park, one of the Philippines’ top 20
prime real estate property.
In 2018, the Company launched Astra Center, a mixed-use development located in Mandaue City
designed to have a boutique mall, hotel, office and residential tower adding over 30,000 sq.m. GLA.
The first hotel business of the Company started operations in September 2019 allowing CLI to recognize
a new stream of revenue from the segment. Citadines Cebu City, the 180-room condotel, is operated
and managed by Ascott International Management Pte Ltd., the world’s largest international serviced
residence owner-operator.
23
CLI’s current recurring income assets include BPO floor space, executive office space, residential units,
and various commercial and retail units in its condominium projects. These assets are now delivering
an annual lease income to CLI of close to ₱55.20 million with their combined GLA of 14,536 sq.m. At
present, the Company’s rental occupancy rate is at 79%, a minor decline from 82% as of December
31, 2019 with several ongoing commercial developments that will further boost its recurring income.
This includes Astra Center, Patria de Cebu and Masters Towers Cebu.
The new developments in Davao, Phase 1 of Davao Global Township and Paragon Center, are also
designed to boost the recurring income of the Company by 2025 by integrating a hotel, commercial
center, office and residential tower into one development.
On April 20, 2017, Cebu Landmasters Property Management, Inc. (“CLPM”), a wholly-owned subsidiary
of the Company, was incorporated to provide property management services to housing, condominium
and office projects developed by the Company. With the goal of making CLPM a self-sustaining and
revenue generating business unit, CLPM is envisioned to eventually offer and expand its services to
outside clients. Currently, CLPM is managing 32 projects with revenue for the period ending December
31, 2020, 2019 and 2018 are ₱42.60 million, ₱36.80 million, and ₱12.30 million.
The Casa Mira brand of Cebu Landmasters is designed to answer the underserved demand in the
affordable housing sector. And even after the pandemic, Casa Mira remained CLI’s fastest selling and
most sought-after brand. Unit prices range from ₱1.80 million to ₱3.0 million. Correspondingly, the
monthly amortizations range from as low as ₱6,000 to as high as ₱15,000. This caters to households
with monthly incomes of ₱15,000 to ₱30,000.
Despite the pandemic, residents in VisMin purchased a record number of housing units from Casa Mira
which altogether accounted for 69% of CLI’s reservation sales that reached ₱14.23 billion, it said.
Currently, there are 11 Casa Mira communities and a total of over 10,500 housing units in VisMin
namely: (1) Casa Mira Linao, (2) Casa Mira South, (3) Casa Mira Towers Guadalupe, (4) Casa Mira
Towers Labangon, (5) Casa Mira Towers Mandaue, (6) Casa Mira Coast, (7) Casa Mira Bacolod, (8)
Casa Mira Towers CDO, (9) Casa Mira Iloilo, (10) Casa Mira Dumaguete, and (11) Casa Mira Towers
LPU. In 2021, CLI will roll out this brand in Ormoc, Davao, Bacolod and Palawan.
The Company sees this as a great opportunity to tap into the class B, C and D markets where most of
the working population belongs. With the Philippines’ young and growing workforce, the need for
affordable permanent housing options will continue to escalate.
CLI has positioned itself well for the next two years with healthy pipeline of over 25 projects: 18
residential and 7 recurring business projects in Metro Cebu, and key cities in VisMin. CLI intends to
grow its current product offerings with new vertical residential and mixed-use developments across
VisMin, which are expected to generate revenues and recurring income for the Company.
The Company’s envisions to launched 15 residential projects with sales value worth ₱19.0 billion
including untapped market such as Puerto Princess and Ormoc.
Establish and leverage strategic partnerships, alliances joint ventures and cooperation
CLI will also continue to pursue local partnerships that will serve to enhance its expansion plans. The
Company has proven that strategic alliances can provide a winning formula for securing strategic
locations and entering new markets for as long as the joint ventures are executed with best practices.
Its existing joint venture are CLI Premier Hotels Int’l. Inc. (CPH), BL CBP Ventures, Inc. (BL Ventures),
Yuson Excellence Soberano, Inc. (YES), Mivesa Garden Residences, Inc. (MGR), Yuson Huang
Excellence Soberano, Inc. (YHES), YHEST Realty and Development Corporation (YHEST), CCLI
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Premier Hotels, Inc. (CCLI), El Camino Developers Cebu, Inc. (El Camino), Cebu Homegrown
Developers, Inc. (CHDI), and YHES Premier Hotel Inc. (YHESPH).
In 2020 CLI’s new joint venture partnerships are Cebu BL-Ramos Ventures Inc. (CBLRV) and GGTT
Realty Corporation (GGTT).
Corporate Organization
CLI is presently engaged in real estate-related activities such as real estate development, sales, leasing
and property management. Its real estate portfolios include residential condominium units, subdivision
house and lots, and townhouses as well as hotels, office projects, retail spaces and townships.
In 2016, A B Soberano Holdings Corp. (“ABS”), formerly A B Soberano International Corporation, one
of CLI’s stockholders, assumed control of CLI by acquiring additional 400,000,000 shares of CLI and
became the parent company of CLI. ABS is a holding company and is incorporated and domiciled in
the Philippines. The registered office and principal place of business of ABS is located at 2nd Street
Villa San Lorenzo, Quijada Street, Barangay Guadalupe, Cebu City.
On January 6, 2017, the board of directors approved CLI’s application for the registration of 1,714
million of its common shares with the SEC and application for the listing thereof in the PSE. The board
of directors’ approval also covered the planned initial public offering of 430 million unissued common
shares of CLI. CLI’s shares were listed in the PSE on June 2, 2017.
On February 26, 2021, the Company increased the authorized capital stock to P10.0 billion common
shares and P1.0 billion voting preferred shares.
Effective Percentage of
Ownership
Entity 2020 2019
Subsidiaries
CLI Premier Hotels Int’l. Inc. (CPH) 100 100
Cebu Landmasters Property Management, Inc. (CPM) 100 100
A.S. Fortuna Property Ventures, Inc. (ASF) 100 100
BL CBP Ventures, Inc. (BL Ventures) 50 50
Yuson Excellence Soberano, Inc. (YES) 50 50
Yuson Huang Excellence Soberano, Inc. (YHES) 50 50
YHEST Realty and Development Corporation (YHEST) 50 50
CCLI Premier Hotels, Inc. (CCLI) 50 50
YHES Premier Hotels Inc. (YHESPH) 50 50
Mivesa Garden Residences, Inc. (MGR) 45 45
El Camino Developers Cebu, Inc. (El Camino) 35 35
Cebu Homegrown Developers, Inc. (CHDI) 50 50
Cebu BL-Ramos Ventures, Inc. (CBLRV) 50 -
Associates
Magspeak Nature Park, Inc. (Magspeak) 25 25
Ming-mori Development Corporation (MDC) 20 20
Icom Air Corporation (ICOM) 20 -
CLI Premier Hotels Intl., Inc., a wholly owned subsidiary of the Company, was incorporated on August
26, 2016 to take charge of Citadines Cebu City and the Company’s future hotel developments. The
commercial operations started on September 14, 2019. Its principal office address is at 10th Floor, Park
Centrale Tower, J.M. Del Mar St., Cebu IT Park, Brgy. Apas, Cebu City.
Cebu Landmasters Property Management, Inc., a wholly owned subsidiary of the Company, was
incorporated on April 20, 2017 to provide property management services initially to housing and
25
condominium projects developed by the Company. It is envisioned to eventually offer and expand its
services to outside clients. The started commercial operations on September 1, 2017. Its principal office
address is at 10th Floor, Park Centrale Tower, J.M. Del Mar St., Cebu IT Park, Brgy. Apas, Cebu City.
A.S. Fortuna Property Ventures, Inc. was incorporated as a joint venture on March 9, 2017 to facilitate
the acquisition of a 9,989-sq.m. property along AS Fortuna Avenue for the development of the Astra
Center Mandaue, a mixed-use development in the AS Fortuna Mandaue area that will house a hotel,
residential and office development and a boutique mall. CLI acquired all the ownership interest of its
business partners at the end of 2017 which made ASF its wholly owned subsidiary as of December 31,
2017. Its principal office is located 10th Floor, Park Centrale Tower, Josemaria del Mar St., Cebu IT
Park, Brgy. Apas, Cebu City.
BL CBP Ventures, Inc. was incorporated on February 3, 2016 to develop Latitude Corporate Center, a
24-storey office development at the Cebu Business Park. BL CBP Ventures, Inc. was a joint venture of
the Company and Borromeo Bros, Inc. Its principal office address is at AB Soberano Bldg., Salvador
Ext., Labangon, Cebu City.
YES, Inc. was incorporated on December 15, 2016 to mark the Company’s entry into the Davao market.
It is a joint venture between the Company and Yuson Comm. Investments Inc. to undertake the
development of MesaTierra Garden Residences, a 21-storey residential condominium, and two other
mixed-use projects in Davao City. It will also engage in real estate brokering to facilitate the marketing
and sale of the joint venture developments in Davao. Its principal office address is at Suite A, 204 Plaza
De Luisa Complex, 140 R. Magsaysay Ave. in Davao City.
YHES, Inc. was incorporated on November 10, 2017 to develop the Paragon Davao, a 1.9-hectare
property in Riverside Davao. The development will become a mixed-use real estate which will include
a residential, retail, hotel and convention center. YHES Inc., is a joint venture of CLI, Yuson Strategic
Holdings Inc., and Davao Filandia Realty Corp. Its principal office is located at MesaTierra Garden
Residences Showroom, E. Quirino Avenue in Davao City.
YHEST Realty and Development, Inc was incorporated on August 10, 2018 to develop the Davao
Global Township. YHEST Realty and Development is a joint venture between CLI, Yuson Strategic
Holdings Inc., Davao Filandia Realty Corp., Plaza De Luisa Development Inc., Yuson Newtown Corp.,
and Davao Primeland Properties Corp. Its principal address is at MesaTierra Garden Residences
Showroom, E. Quirino Avenue in Davao City.
CCLI Premier Hotels, Inc. was incorporated on November 12, 2018 as an undertaking between CLI
and Capitaine, Inc. for the development of Citadines hotel in Bacolod City. The Citadines hotel is
planned to be managed by Ascott. The principal place of business of CCLI is located at 2nd floor
MesaVirre showroom in Bacolod City.
Mivesa Garden Residences, Inc. was incorporated on March 13, 2017 to develop Towers 6 and 7
(Phase 3) of Mivesa Garden Residences, a real property development project located on a 3,000-sq.m.
property to be registered in the Company’s name. Its principal office is located 10th Floor, Park Centrale
Tower, Josemaria del Mar St., Cebu IT Park, Brgy. Apas, Cebu City. CLI holds a 45% stake in MGR.
EL Camino Developers Cebu, Inc. was incorporated on August 15, 2016 to develop a 1.17-hectare
property inside the Cebu IT Park, and to construct (1) 38 Park Avenue at the Cebu IT Park, a 38-storey
high-end residential condominium, and (2) Park Avenue Corporate Center, a Grade A office building
with over 20,000 sq.m. of leasable area. Its principal office address is at Base Line Center, Juana
Osmeña St., Brgy. Kamputhaw, Cebu City. The Company has a 35% stake in El Camino.
YHES Premier Hotels Inc. was incorporated on October 28, 2019 as a wholly owned subsidiary of
YHES that will engage in hotel business. Its ultimate parent is CLI which owns 50% of YHES. YHESPH
has not yet started its commercial operations.
Cebu Homegrown Developers, Inc., a joint venture of Aboitizland and CLI, was recently incorporated
on December 5, 2019 to develop a high-rise mixed-use condominium complex, with sellable and
leasable units, in a 12,405 sq.m. lot area in Mandaue City, Cebu. The Company has a 50% stake in
Aboitiz CLI Cebu Developers, Inc.
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CBLRV was incorporated on February 21, 2020 as an undertaking between CLI and BBEI and is
engaged in the development of a mixed-use condominium tower in Cebu City. Its principal place of
business also is located in Cebu City.
Magspeak. was incorporated on October 21, 2011 to acquire, lease and develop lands into nature and
eco-tourism parks in Balamban Cebu, and to manage and operate the same. CLI holds a 25% stake in
Magspeak.
MDC was incorporated on August 1, 2013 to undertake and execute land reclamation projects, submit
bids and accept awards for reclamation projects, and manage, hold and sell reclaimed land and other
real property. MDC is the private consortium that has proposed to undertake the Ming-Mori Reclamation
Project of the Municipality of Minglanilla, which involves the development of the Minglanilla
TechnoBusiness Hub, a 100-hectare techno-business park in the progressive town of Minglanilla, a
mere 30 minutes away from Cebu City. The Company has subscribed to 20% in Ming-Mori
Development Corporation.
TWDC was incorporated on July 4, 2019 as a joint undertaking for the development of a reclamation
project in Bohol. CLI holds an 18% stake in TWDC.
ICOM was incorporated on December 2020 as an undertaking of CLI and various individual
stockholders to import aircraft(s) and operate a transportation business in the Philippines. ICOM’s
principal place of business is located in Iloilo City.
As a result of the above-described transactions, please refer to Item 14 Index Audited Financial
Statements for CLI’s corporate structure as of date.
Competition
In 2019, a real estate market study by SKF reveals that CLI is the number 1 developer of residential
projects in VisMin. The SKF market study that covered 10 key cities and included both national and
local developers in the VisMin areas named CLI as “the leading residential developer in VisMin”.
In 2020, a recent market study by SKF, CLI retained the position as “the leading residential developer
in VisMin” with the largest market share from among real estate firms providing condominium projects
and subdivisions in the region. The 2020 study shows that CLI leads the residential market with a 12%
market share, delivering close to 18,683 units, of the available 86,126 units in VisMin. These are based
on actual and current market supply offering. The listed company bested Sta. Lucia Realty and
Development and Camella Homes, at 11,897 units and 11,768 units, respectively.
In Metro Cebu, CLI has the largest market share of vertical residential developments at 23%, according
to the SKF study. The company’s absorption rate registered at 96% or significantly above the 80%
industry average in Metro Cebu indicating high demand for its products. Recently, for instance, it
launched Mivela Garden Residences, which sold out more than 80% of units in less than three weeks
from market launch.
The firm’s average take-up rate at 210 per month and absorption rate at 83% is way above the industry
average in the market. The condominium and subdivision absorption rate is at 86% and 82%,
respectively.
To leverage itself against competition, CLI draws its advantage on its core strengths – its hands-on
personalized service, local (i.e., VisMin) real estate expertise, stringent location selection, and
responsible development as well as in its aggressiveness, speed to market and best value projects.
Suppliers
CLI sources construction materials and services from third party suppliers and service providers both
in the local and national level who meet the Company’s strict quality standards through a pre-
qualification and a bidding process. There is no shortage of raw materials or services that the Company
needs for its day-to-day business as these are readily available in the market. Hence, the CLI is not
dependent on any single supplier or service provider.
27
Through its purchasing team, evaluates suppliers who can provide the best value at the highest quality
with the least cost, can guarantee safe and on time deliveries, and have the capacity to improve and
innovate to meet the Company's requirements. At the same time, the Company has the necessary
internal controls, organizational structure and financial viability to assure the continuous delivery of the
raw materials by the supplier.
The Company engages contractors to undertake land development and construction on a per project
basis. While the Company mostly outsources architectural and engineering services for its projects, this
year, CLI has started doing engineering and design in-house.
Customers
CLI caters to several real estate categories – residential, retail, offices and hotels. Among the four
categories, the Company’s experience in the industry has been primarily focused on residential
development which comprises 98% of total current projects.
Of the Company’s developments, 36% of CLI’s horizontal and vertical projects serve the need of the
mid-market. Fast-selling projects like Midori Residences, Midori Plains, Velmiro Heights, Mivesa
Residences, MesaVerte Garden Residences, Velmiro Uptown CDO and Mivela Garden Residences
show the growing demand for new, well-built, well-planned and strategically located homes for the mid-
market segment. CLI’s mid-market clients are those who can afford a monthly equity payment of ₱8,000
to ₱15,000 and an annual income of ₱400,000 to ₱800,000.
The Company also caters to a small portion belonging to the upper-mid market segment who can afford
a monthly equity of ₱15,000 to ₱20,000 and earning ₱1.0 million to ₱3.0 million annually. These mid-
market segments prefer units at a price range of ₱2.0 million.
Casa Mira, CLI’s best-selling product offering, comprise of 36% of the Company’s reservation sales as
of date. High-end residential developments are at 24%, with successful projects such as Asia Premier
Residences, Base Line Residences, Base Line Premier, 38 Park Avenue, One Astra Place and One
Paragon Place. Office sales comprise of 3%, while socialized housing comprises only 1%, with two
projects to date.
For its leasing business, the Company’s top lessees include a BPO company, a supermarket store,
service providers and food establishments.
CLI is committed to continuously address the growing needs and demand of the market in each
segment the Company caters to. CLI aims to constantly innovate, and remain consistent with the
quality of the developments, the selection of location and the hands-on service that goes along with it.
Please refer to Item 12 of this report (“Certain Relationships and Related Transactions”).
Government approvals/regulations
The Company secures various government approvals such as the environmental compliance certificate,
development permits, license to sell, etc. as part of the normal course of its business.
Employees
The Company has a total of 574 employees, broken down in entities and department as follows:
Department/Company Employees
Parent Company
Engineering 121
Sales 55
Accounting and Finance 51
Treasury 46
Business Development 29
Permits & Licenses 25
Property Management 22
Accounts Management 19
Customer Care 19
Human Resources & Admin 17
Tax 13
Marketing 12
Purchasing 12
Corporate Finance 9
IT 9
Legal 5
Internal Audit 4
Leasing 3
Top Management 5
Subsidiaries
CLPM 60
CPH 38
ITEM 2. PROPERTIES
Land Inventory
Using its location selection criteria, the Company, its joint ventures and associates (“Company and its
Related Entities”) have invested in properties located in strategic areas in VisMin which the Company
and its Related Entities believe to have high future appreciation potential for its existing and future
29
development projects. The table below enumerates the parcels of land owned by the Company and its
Related Entities.
Total Area
Location Primary Use Ownership
(In sq.m.)
Magtuod, Davao Residential Parent Company 285,842
Matina, Davao Mixed-use YHEST 220,000
Teakwood CDO Residential Parent Company 121,915
Ormoc, Leyte Residential Parent Company 94,000
Casa Mira South, Cebu Residential Parent Company 24,627
Mandaue, Cebu Residential CHDI 24,623
Puerto Princesa, Palawan Residential Parent Company 20,974
Lowaii Mactan, Cebu Mixed-use Parent Company 18,413
Minglanilla, Cebu Residential Parent Company 18,369
Dauis Panglao, Bohol Residential Parent Company 12,518
Mandaue, Cebu Residential CHDI 12,405
Lacson, Bacolod Residential Parent Company 11,209
Junob, Dumaguete Residential Parent Company 11,181
Paragon, Davao Mixed-use YHES 10,201
Ramos, Cebu Residential CBLRV 5,539
Mactan Abaca, Cebu Hotel Parent Company 4,328
Lyceum Property, Davao Residential Parent Company 3,672
Cebu IT Park, Cebu Mixed-use El Camino 3,389
Arroyo, Iloilo Residential GGTT 2,539
Guadalupe, Cebu Residential Parent Company 1,915
Baseline, Cebu Mixed-use Parent Company 913
AS Fortuna Mandaue, Cebu Mixed-use ASF 387
Total 908,959
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Other Assets
As of December 31, 2020, the Company’s other properties consist of Property and Equipment and
Investment Property amounting to ₱643.40 million and ₱10.1 billion, respectively.
For the carrying amounts and movements of the Company’s Other Assets, please refer to Item 14
Index Audited Financial Statements.
Rental Properties
In addition to its land inventory, the Company owns several rental properties, including available
commercial and retail spaces in its completed projects, which are currently used by the Company, or
leased out to third parties to generate recurring income.
Among the projects with commercial spaces leased out to tenants are:
GLA
Project Location Type
(In sq.m.)
Base Line Center Juana Osmeña St., Cebu Office and Retail 7,086
Park Centrale Cebu IT Park, Cebu Office and Retail 4,920
Casa Mira Towers
Labangon, Cebu Retail 877
Labangon
Asia Premier Residences Cebu IT Park, Cebu Residential and Retail 780
Mivesa Residences Lahug, Cebu Residential and Retail 365
Base Line Residences Juana Osmeña St., Cebu Residential and Retail 265
MesaVerte Residences Osmeña Ext., CDO Retail 158
Midori Residences AS Fortuna Mandaue, Cebu Residential and Retail 85
TOTAL 14,536
The Company’s residential leases have an average term of one year, while the Company’s
commercial leases have an average term of three to five years, both renewable upon mutual
agreement of parties. Sixty days’ notice is required from tenants for the extension or pre-termination
of their leases, and a two-month security deposit is paid at the commencement of the lease. The
Company charges rent as a fixed rent per sq. m., which may be subject to an escalation clause.
In its leases with its Related Entities, the Company observes arm’s length commercial terms and
considers the current rentals payable by tenants of the condominium units and parking slots that are
operational at present reflect prevailing market rents.
Leased Properties
The Company leased properties for use as office space and staff houses of its employees and for
project development.
In 2019, with the approval of the National Historical Commission of the Philippines, CLI entered into a
40-year lease contract with the Archdiocese of Cebu to redevelop Patria de Cebu, a 6,670 sq.m.
property in downtown Cebu. This mixed-use development’s concept and designed is inspired by
Filipino-Spanish culture, history and architecture.
In 2020, the Company signed a 43-year lease contract to develop Masters Tower Cebu, a mixed-use
tower located at Cebu’s preferred business address, Cebu Business Park. The project will rise on a
2,840 sqm property and will offer prime office and retail spaces and the first five-star luxury hotel in
Cebu City. Sofitel Cebu City will be operated by multinational chain Accor, a world leading hospitality
group headquartered in France.
For the carrying amounts and movements of the Company’s Right-of-use Assets, please refer to Item
14 Index Audited Financial Statements.
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Mortgage, Liens And Encumbrances
In pursuit of its business, the Company has entered into various mortgage agreements covering
certain parcels of land and improvements for the purposes of securing development loans or credit
facilities extended by financial institutions. The cost of such projects aggregating to ₱7.85 billion and
₱10.23 billion, respectively.
Under Section 18 of Presidential Decree No. 57, no mortgage on any unit or lot shall be made by the
owner or developer without prior written approval of the HLURB. Accordingly, before the Company can
mortgage properties being used for its condominium or subdivision projects, it should ensure
compliance with the said law and its implementing regulations.
Properties of the Company and its Related Entities in which particular projects have been developed
are also subject to restrictions arising from the nature of such projects. For instance, certain properties
over which a condominium building project has been constructed would have restrictions annotated on
the title of such property arising from the Master Deed restrictions on the use of the property for
condominium use.
Likewise, properties being leased by the Company are subject to typical lease-related limitations on
usage, e.g., for office use only.
Insurance
CLI procures insurance coverage required by relevant laws and regulations for its real and personal
properties and requires contractors to submit performance bonds, marine insurance policies, and other
sureties for its covered activities. Throughout the construction stage, the Company also maintains
Contractor’s All-risk Insurance for each of its projects, subject to customary deductibles and exclusions.
For completed projects, CLI also requires homeowner’s associations and condominium corporations to
obtain fire and allied risks insurance as part of the master deed for these projects.
The Company and its subsidiaries are not a party to, nor any of the Company’s properties are the
subject of any pending material litigation, arbitration or other legal proceeding, and no litigation or claim
of material importance is known to the management and the directors to be threatened against the
Company, its subsidiaries or any of its properties.
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PART II – OPERATIONAL AND FINANCIAL INFORMATION
Market information
Cebu Landmasters, Inc. listed its common shares with the Philippine Stock Exchange last June 2,
2017.
Philippine Stock Exchange
Prices (in ₱/ share)
2017
Second Quarter 5.98 5.13 5.34
(month of June only)
The market capitalization of CLI as of December 31, 2020, based on the closing price of ₱5.05/share,
was approximately ₱7.85 billion.
Stockholders
The following are the list of registered holders of the common equity securities of the Company as of
December 31, 2020:
No. of
Percentage (of
Stockholder Name Common
common shares)
Shares
1 AB Soberano Holdings Corp. 1,011,330,197 59.00%
2 PCD Nominee Corp. (Filipino) 675,436,329 39.41%
3 Jose R. Soberano III 14,000,000 0.82%
4 PCD Nominee Corp. (Non-Filipino) 5,428,421 0.32%
5 Jose Franco B. Soberano 3,250,000 0.19%
6 Janella Mae B. Soberano 2,250,000 0.13%
7 Joanna Marie B. Soberano 2,250,000 0.13%
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No. of
Percentage (of
Stockholder Name Common
common shares)
Shares
8 Myrna P. Villanueva 10,000 0.00%
9 Milagros P. Villanueva 10,000 0.00%
10 Marietta V. Cabreza 10,000 0.00%
11 Lolita Siao-Ignacio 10,000 0.00%
12 Myra P. Villanueva 15,000 0.00%
13 Owen Nathaniel S Au Itf: Li Marcus Au 50 0%
14 Jesus N. Alcordo 1 0%
15 Ma. Aurora D. Geotina-Garcia 1 0%
16 Rufino Luis T. Manotok 1 0%
TOTAL 1,714,000,000 100%
The following are common shares held by the Company’s Board of Directors lodged with PCD
Nominee Corporation:
Dividends
The Company has declared the following cash and stock dividends.
Cash Dividends
Rate of Dividend
Year of Dividend Amount Paid
Declared per Record Date
Declaration (in ₱)
Share (in ₱)
2014 12.50 November 3, 2014 48,000,000
2015 7.19 February 28, 2015 42,000,000
2015 10.27 June 15, 2015 60,000,000
2015 8.56 October 15, 2015 50,000,000
2015 5.66 December 15, 2015 50,000,000
2016 2.26 March 31, 2016 20,000,000
2016 5.99 August 31, 2016 52,943,457
2016 4.32 September 15, 2016 38,150,000
2016 1.70 September 30, 2016 15,000,000
2016 0.74 November 21, 2016 650,000,000
2016 0.05 December 1, 2016 40,000,000
2016 0.03 December 1, 2016 40,000,000
2018 0.15 March 23, 2018 235,186,980
2019 0.20 March 26, 2019 332,590,000
2020 0.25 April 3, 2020 414,795,000
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Rate of Dividend
Year of Dividend Amount Paid
Declared per Record Date
Declaration (in ₱)
Share (in ₱)
(est.)
2021 0.25 April 16, 2021
388,749,900
Stock Dividends
Company Milestones
Cebu Landmasters, Inc. (“CLI” or the “Company”) is the leading real estate developer in Visayas and
Mindanao currently located in 15 key cities.
Despite the crisis brought about by the COVID-19 pandemic, CLI continues to establish strength and
leadership. In 2020, the Company launched nine projects worth ₱11.4 billion, with a total of 4,300
homes, namely:
The Company posted a 12% year-on-year (y-o-y) increase in its reservation sales to ₱14.25 billion
driven by increased demand from end-users of affordable homes.
Until the end of 2019, 40% of CLI buyers were mostly OFWs. In 2020, the company’s share of OFW
buyers dropped to 30% while local buyers’ share now increased to 58% from 40% in 2019.
On February 21, 2020, Cebu BL-Ramos Ventures, Inc. was incorporated as an undertaking between
CLI and BBEI and engaged in the development of a mixed-use condominium tower in Ramos, Cebu
City.
On March 5, 2020, to fund CLI’s expansion plans, the Company entered into a notes facility agreement
with several financial institutions wherein the Company issued a five-year corporate notes amounting
to ₱1.3 billion; seven-year corporate notes amounting to ₱5.7 billion; and 10-year corporate notes
amounting to ₱1.0 billion at an average fixed rate of 4.15%. Proceeds of the notes will be used to
finance capital expenditures and general corporate purposes. Institutions which participated in the
exercise were Bank of the Philippine Islands, China Banking Corporation, Development Bank of the
Philippines, Land Bank of the Philippines, Rizal Commercial Banking Corporation and Social Security
System. The issuance was jointly arranged by BPI Capital Corp. and China Banking Corp.
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On June 16, 2020, CLI acquired 50% ownership and obtained controlling interest in GGTT Realty
Corporation. GGTT is engaged to construct a mid-market residential condominium project in downtown
Iloilo City.
On July 22, 2020, the Company’s Ming-Mori Minglanilla Reclamation Project covering 100 hectares
was issued an ECC by the following a comprehensive two-year review. The joint venture among the
local government of Minglanilla and private consortium partners Ming-Mori Development Corp. The
techno business hub will be a township project to house light industrial facilities with residential,
commercial areas and an integrated port facility.
After regular review and monitoring of CLI’s financial performance and position, Philratings has
maintained its initial rating of PRS Aa with Stable outlook to Cebu Landmasters. Obligations rated PRS
Aa are of high quality and are subject to very low credit risk and capacity to meet financial commitments
is very strong. The rating and outlook reflect the following key considerations: (1) Sound management
and strategy, with a sustained competitive advantage in the Visayas and Mindanao markets as
evidenced by its growth over the last few years; (2) Sustained growth in the past years although the
pandemic is seen to temper growth momentum in the medium term; (3) Good coverage of interest and
current debt, complemented by an adequate capital structure, which are seen to provide a satisfactory
buffer for debt servicing during the pandemic; and (4) Threats from a highly competitive market, with
peers having access to significant capital and a substantial landbank, counterbalanced by the
Company’s ability to form strategic joint venture partnerships.
Furthermore, the Board of Directors and stockholders approved on November 24, 2020 and February
26, 2021, respectively, the declaration of stock dividend of 123% on the outstanding capital stock of
CLI or a total of 1,912,649,508 new common shares. The stock dividends shall be sourced from the
increase in authorized capital stock of the Corporation, and payable to stockholders of record as of a
record date to be fixed and approved by the SEC, on such payment date to be fixed by the Board.
With the Company’s stellar performance and resilience despite disruptions brought about by the
pandemic, the Board declared cash dividend of ₱0.25 per share on March 16, 2021 with a total
estimated amount of ₱388.75 million to stockholders on record as of April 16, 2021. Such dividend will
be paid on May 10, 2021.
FY 2020 vs FY 2019
For the period ending December 31, 2020, CLI generated Parent Company NIAT is at ₱1.85 billion, a
slight decline of 8% y-o-y from ₱2.01 billion. A decline in the Company’s bottom line numbers was due
to the stringent lockdown measures imposed by the government during the period. This translates to
an earnings per share of ₱1.15.
CLI bounced back and posted a strong financial growth as restrictions eased during the second half of
2020. The Company’s consolidated NIAT during the second half of the year is at ₱1.16 billion, 26%
higher as compared to the first half. Parent NIAT during the second half of 2020, on the other hand, is
at ₱1.05 billion, 33% higher than the first half.
Revenues
For the period ending December 31, 2020, CLI generated consolidated revenue of ₱8.30 billion, a slight
decline of 2% y-o-y from ₱8.50 billion. In the fourth quarter of the period, consolidated revenue
registered at ₱2.59 billion, 18% growth from ₱2.20 billion in the third quarter of 2020, as travel
restrictions eases and as operations and construction recuperate.
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(30%) and Premier Masters (30%). In terms of location, CLI’s presence in Cebu remains to be strong,
representing 52% of the total revenues, followed by CDO (16%) and Bacolod (11%), for both periods
ending December 31, 2020.
Premier Masters (Premier market), at ₱2.22 billion, declined by 13% y-o-y from ₱2.54 billion, with
the construction slowdown of 38 Park Avenue due to the pandemic.
Garden Series (Mid-market), at ₱2.99 billion, slightly declined by 6% y-o-y from ₱3.12 billion, driven
by Mivela Garden Residences, Velmiro Plains Bacolod and, the recently launched, Velmiro Greens
Bohol.
Casa Mira Series (Economic market), at ₱2.67 billion, grew by 6% y-o-y from ₱2.51 billion, mainly
from newly launched projects during the year: Casa Mira Iloilo and Casa Mira South Phase 3B.
During the second half of 2020, CLI posted a 38% growth as compared to the first half. The robust
growth was driven by the easement of quarantine across VisMin sites increasing construction efficiency
to 90% from 70% in the 2nd quarter. Collections on the other hand has also improved with more accounts
qualifying for revenue recognition in the last two quarters.
Hotel operations
Launched on September 14, 2019, Citadines Cebu City posted ₱54.56 million for the period ending
December 31, 2020. With hotel revenues driven from BPO companies that housed their employees
during the lockdown.
Leasing
The Company offered rental concessions and holidays to support local businesses during lockdown
decreasing its rental revenue by 13% y-o-y to ₱55.24 million from ₱63.16 million. GLA increases by
2% y-o-y to 14,536 sq.m. from 14,296 sq.m. with the completion of retail spaces in residential projects.
As of December 31, 2020, rental occupancy rate is at 79%, a minor decline from 82% as of December
31, 2019.
Property Management
Revenue from property management fees is at ₱42.59 million, 16% y-o-y increase from
₱36.84 million mainly from continuous turn-over of completed projects during the year—Casa Mira
South Phase 1 and 2, MesaVerte Residences, and Mivesa Garden Residences Phase 3.
The Company’s cost of sales for the period ended December 31, 2020 is at ₱4.28 billion, from
₱4.30 billion in line with the slim decrease in revenue.
Total operating expenses during the period amount to ₱1.27 billion, 11% y-o-y increase from
₱1.15 billion mainly from increase in commissions and incentives to ₱429.73 million with the
implementation of PFRS 15. Salaries and employee benefits also grew by 18% to ₱352.75 million due
to an increase in the Group’s manpower to 574 employees from 475 employees to support CLI’s
expansions across VisMin. Despite the digitalization of the Company’s sales and marketing, other
operating expenses likewise increased as the Company implemented and heightened safety and health
protocols in the workplace.
During the year, borrowing costs amount to ₱460.13 million with average borrowing rate of 4.96%
representing the costs on bank loans and corporate notes to fund the Company’s project developments.
This includes the ₱8.0 billion corporate notes issued during the year.
FY 2019 vs FY 2018
CLI posted a consolidated NIAT growth of 12%, from ₱2.17 billion to billion ₱2.44 billion. Parent NIAT
likewise increases to ₱2.01 billion, solid earnings growth of 21% y-o-y as compared to the ₱1.67
billion in 2018. The favorable result is driven from the construction progress of the following ongoing
projects: MesaVirre Garden Residences in Bacolod, Velmiro Uptown in CDO, 38 Park Avenue and
Casa Mira South in Cebu, and MesaTierra Garden Residences in Davao.
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For 2019, CLI registered an EPS of ₱1.21 per share, a notable 24% increase from the ₱0.98 EPS in
2018.
Revenues
For the period ending December 31, 2019, total consolidated revenues reached ₱8.50 billion, 26%
higher than from ₱6.76 billion reported y-o-y. The growth was mainly driven by its Garden Series, a
mid-market segment, representing 37% of revenue, 30% for Premier Masters, a high-end segment,
and 30% for Casa Mira, an economic housing segment. In 2018, Garden series represented 45% of
the total revenue, 28% from Casa Mira Series and 19% from Premier Masters.
In 2019, 38 Park Avenue, a high-end segment project in Cebu, posted the highest revenue growth in
2019, followed by Casa Mira South, an economic housing project, and MesaVirre Garden Residences
and Velmiro Uptown CDO, both mid-market projects.
In terms of location, the CLI’s real estate revenue presence in Cebu remains to be strong
representing 56% of the total revenues, followed by CDO’s revenue of 14% and Bacolod of 12%. In
2018, Cebu’s real estate revenue generated 64% of the total revenues, while Davao and CDO posted
significant contributions of 12% and 11%, respectively. The Company expects to grow revenue
contribution of its expansion areas such as Iloilo, Davao, Bohol and Puerto Princesa in 2020.
The rental revenue grew by 10% y-o-y to ₱63.16 million from ₱57.48 million. This is attributable to
the Company’s 60% increase in GLA to 14,296 sq.m. with the recent turnover of Base Line Retail
(5,216 sq.m. GLA), Base Line HQ (1,721 sq.m. GLA) and Casa Mira Towers Labangon (1,124 sq.m.
GLA) in Cebu.
CLI reported a total cost of sales of ₱4.30 billion in 2019, a 37% y-o-y increase from the prior year of
₱3.14 billion. The increase is in line with the growth of the Company’s revenue.
Total operating expenses for the year amounted to ₱1.15 billion, a 28% increase from ₱893.89 million
in 2018 to support the Company’s expansion. The increase is primarily attributed to higher
commissions and incentives and transfer taxes which resulted from the stronger sales performance
as 13 projects were launched during the year. Salaries and employee benefits posted 40% growth
due to increase manpower to support the CLI’s increase in operations.
Borrowing costs, both booked as cost of real estate sale and outright expense, for the year decrease
from ₱176.95 million to ₱169.53 million due to interest cost savings during 2019. Total interest cost
capitalized as real estate inventory amounted to ₱802.55 million, from ₱242.24 million y-o-y, as more
debt was availed in 2019 to support the Company’s planned capital expenditures including land
banking initiative and project development. This includes the ₱2.0 billion corporate notes issued in
2019 and ₱5.00 billion corporate notes issued in 2018.
CLI’s balance sheet remained to be solid and healthy to support construction and expansion plans. As
of December 31, 2020, CLI’s consolidated assets reported a 31% y-o-y growth to ₱50.09 billion from
₱38.28 billion driven by increase in contract assets and investment properties.
ASSETS
13% decrease in Cash and Cash equivalents
Decrease to ₱797.18 million from ₱917.17 million due to additional safety and health equipment, rapid
testing and donations to aid the Company’s customers, employees and community during COVID.
46% decrease in Deposits on land for future development (including non-current portion)
Decrease to ₱699.77 million from ₱1.29 billion as fully paid land purchases were reclassified to raw
land inventory. Additional deposits on land for the year amount to ₱868.10 million.
LIABILITIES
EQUITY
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low valuation for the next two years. Treasury shares purchased during the period amount to ₱485.66
million.
The Company uses a range of financial and operational key performance indicators (“KPIs”) to help
measure and manage its performance. These KPIs reflect the Company’s continuous focus on
efficiency, cost control and profitability across all its operations. The management considers the
following as KPIs:
The Company’s consolidated financial statements as of and for the periods ending December 30,
2020 and 2019 are incorporated in the accompanying Index to Exhibits.
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ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
The Company has engaged the services of Punongbayan and Araullo (P&A) Grant Thornton. There
were no disagreements with the firm on any matter of accounting and financial disclosure.
The overall management and supervision of the Company is vested in its board of directors. The
Company’s officers and management team cooperate with its Board by preparing relevant information
and documents concerning the Company’s business operations, financial condition, and results of
operations for its review and action. At present, the Board consists of nine members, including three
independent directors in accordance with the requirements of the SRC and the SEC’s New Code of
Corporate Governance for Publicly Listed Companies. All of the Company’s directors were elected at
the Company’s annual stockholders’ meeting held on June 3, 2020.
Jose R. Soberano III 65 Chairman of the Board, CEO and President Filipino
Jose Franco B. Soberano 35 Director, Chief Operating Officer and Executive Filipino
Vice-President
Jose R. Soberano III has been the Company’s Chairman, CEO and President since its incorporation.
He obtained a Bachelor of Arts degree in Economics from the Ateneo De Manila University in 1976,
and completed the Strategic Business Economics Program at the University of Asia and Pacific in 2000.
In 2015, he completed the Advanced Management Development Program in Real Estate from the
Harvard University Graduate School. He previously worked for the Ayala Group of Companies for over
23 years, including various stints in Ayala Investment, Bank of the Philippine Islands, and in Ayala Land.
Inc., where he was appointed Senior Division Manager in 1997. He was Vice-President of Cebu
Holdings, Inc., the pioneer Ayala Land subsidiary in Cebu City when he resigned in 2000 from Ayala.
He served as President of the Rotary Club of Cebu 2011, and President of the Chamber of Real Estate
Builders Association-Cebu (CREBA-Cebu) in 2010. He is currently Chairman of the Board of the Center
for Technology and Enterprise, a socially-oriented instruction that offers technical training to less
privileged youth. Mr. Jose R. Soberano III has more than 20 years of experience in managing and
heading companies engaged in real estate development.
Ma. Rosario B. Soberano has served as the Director, Treasurer and Executive Vice President of the
Company since 2003. Ms. Ma. Rosario B. Soberano received a Bachelor of Science major in
Accountancy degree (1979, summa cum laude) from St. Theresa’s College in Cebu, and is a Certified
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Public Accountant. She obtained a Master’s Degree in Business Administration from the University of
the Philippines – Cebu in 1983.
Jose Franco B. Soberano has served as Director of the Company since 2010 and joined the Company
as Chief Operating Officer and Senior Vice-President in 2010. He received a Bachelor of Science
degree in Management, major in Legal Management and minor in Finance, from the Ateneo de Manila
University in 2007. In 2012, he obtained a Master’s Degree in Real Estate Development from Columbia
University in New York City. Prior to joining the Company, he was a project manager at Hewlett-Packard
Asia Pacific (HK). Ltd. He is a founding member of the Global Shapers – Cebu Hub, an initiative of the
World Economic Forum and is President of the Sacred Heart School – Ateneo de Cebu Alumni
Association since 2014.
Joanna Marie B. Soberano-Bergundthal has served as Director of the Company since 2010, and
joined the Company as Vice President and Marketing Director in July 2016. She earned from the
University of Asia and the Pacific both her Bachelor and Master of Arts in Communication, Major in
Integrated Marketing Communication in 2008 and 2009 respectively. She was Top 1 of her Batch 2008.
Prior to joining the Company, she was a Marketing Manager of the Global Team of Nestle based in
Switzerland from June 2014 to August 2015 and was Marketing Project Manager based in Thailand
from August 2015 to June 2016. In October 2013 to May 2014, she worked as a Marketing Manager of
Nestle Philippines.
Beauregard Grant L. Cheng is currently the Chief Finance Officer of Cebu Landmasters. Before joining
CLI, he was a Senior Deal Manager with a rank of Vice-President at BDO Capital & Investment
Corporation. He led his project teams in managing various complex capital market transactions and
advised companies in a broad array of industries on corporate restructuring and reorganization.
Previously, he was a private banker based in Singapore handling accounts for high net worth individuals
and institutions. Grant is a registered CFA Charter holder and is a member of the CFA Philippines
Society. He earned his Bachelor of Science in Manufacturing Engineering and Management as a Star
Scholar from De La Salle University Manila and graduated Magna Cum Laude. He was awarded as
one of the Top Ten Outstanding Students of the Philippines by the Philippine President. He earned his
Masters of Science in Wealth Management with distinction from Singapore Management University and
Swiss Finance Institute in Zurich.
Stephen A. Tan is a Certified Public Accountant and a holder of Master in Business Administration,
with distinction, from Kathlioke Universiteit te Leuven in Belgium and a Bachelor of Science in
Management Engineering from Ateneo de Manila University. Stephen is also a Hubert H. Humphrey
(Fulbright) Fellow in Agricultural Economics at the University of California, Davis. He earned his
degree in Accounting from the University of San Carlos. Prior to retiring from CLI as Chief Finance
Officer in May 2019, Stephen has also served as Chief Finance Officer/Treasurer at various
companies engaged in real estate development, construction, food, and shipbuilding, among others.
For more than 30 years, he has been a part-time MBA professor in leading universities in Cebu City.
Atty. M. Jasmine S. Oporto joined the Board of Directors of Cebu Landmasters as an Independent
Director in August 2018. She obtained her Bachelor of Laws (LLB) from the College of Law of the
University of the Philippines, and Bachelor of Landscape Architecture from the same university. Atty.
Oporto has also attended Comparative International and American Law Program of the Center for
American and International Law. She is an experienced Chief Legal Officer, Chief Compliance Officer,
and Corporate Secretary and has worked in said capacity with publicly listed companies like Aboitiz
Equity Ventures, Inc. and Aboitiz Power Corporation. In her legal practice, Atty. Oporto has intensive
experience in working with wide network of external and in-house legal counsels for labor, commercial
litigation, securities law, power industry regulation, land, infrastructure capital, and general corporate
law.
Rufino Luis Manotok joined as one of the Company’s Independent Directors in February 2017. He
finished Advanced Management Program of Harvard Business School in 1994. He earned his Master
of Business Management degree from the Asian Institute of Management in 1973, and Bachelor of Arts,
major in Economics by Ateneo de Manila University in 1971. He is currently an Independent Director of
First Metro Investment Corporation and was the Chairman and President of Ayala Automotive Holdings
Corporation from 2009 to 2012. From 2007 to 2009, he was Ayala Corporation’s Senior Managing
Director, Chief Financial Officer and Chief Information Officer. He was Managing Director, heading
Strategic Planning Group of Ayala Corporation from 1998 to 2006.
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Ma. Aurora D Geotina-Garcia joined as one of the Company’s Independent Directors in February
2017. She received her Bachelor of Science in Business Administration and Accountancy degree from
the University of the Philippines in 1973. She completed her Master of Business Administration from
the same university in 1978. She headed SGV & Co.’s Global Corporate Finance Division from 1992
until her retirement from the partnership in 2001. She was a Senior Adviser to SGV & Co from the time
of her retirement until September 2006. She has served as a consultant to businesses and the
government for over 30 years in the area of corporate finance. She is presently the President of Mageo
Consulting Inc. since March 2014 and CIBA Capital Philippines Inc. since December 2008.
Mathias Ralf Bergundthal 39 Director of Assets for CLI Premier Hotels Swiss
Janella Mae B. Soberano joined the Company as Corporate Communications and Customer Relations
Head in January 2020. She obtained her Bachelor of Arts in Integrated Marketing Communications
degree from the University of Asia and the Pacific, Manila in 2013 and completed her Master of Science
in Strategic Communications at Columbia University, New York in 2020. Prior to graduate school, she
worked for the Company as Marketing Manager from 2017 to 2018 and United Laboratories (UNILAB)
as Brand Manager from 2013 to 2017. She is the daughter of Jose R. Soberano III and Ma. Rosario
Soberano.
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Mathias Ralf Bergundthal joined the company as Director of Assets for CLI Premier Hotels in April
2019. He obtained his Master’s degree at the Graduate Institute of International and Development
studies in Geneva and completed his executive MBA in hospitality management at the Ecolière hôtel
de Lausanne (EHL). Mr. Bergundthal previously held various functions at Nestle Switzerland, including
Senior Public Affairs Manager from 2017 to 2019, Public Affairs Manager from 2014 to 2017, and
Economist from 2009 to 2014. He is the husband of Dir. Joanna Marie B. Soberano-Bergundthal.
Jessel M. Kabigting is the Vice-President for Operations of the Company. He finished Civil
Engineering from the University of Santo Tomas and is the Gold Medalist in the Ateneo-Regis University
MBA Program with a specialization in Marketing and Finance. Mr. Kabigting worked for 25 years in
construction, real estate, and in outsourcing companies prior to joining the Company. He managed the
planning, construction, procurement, and operations of various residential, office, retail, and mixed-use
projects in the Philippines under Ayala Land and MDC. He also previously worked at Accenture for 6
years and served as Service Transition Executive and Solution Architect for the Philippines. During this
time, he led outsourcing and sales engagements for Philippines and India and worked with clients from
the USA and Europe. He used to manage day-to-day business operations for three firms before joining
the Company. He is not related within the fourth civil degree either by consanguinity or affinity to any of
the directors or fellow executive officers in the Company.
Larri-Nil G. Veloso is the Vice-President for Legal and serves as the Company’s Assistant Corporate
Secretary. An experienced practitioner in Corporate Law, he holds a Bachelor of Arts in Mass
Communication from the University of the Philippines and earned his Bachelor of Laws from the
University of Southern Philippines Foundation. While finishing law school, Atty. Veloso worked for print
and online newspapers, occupying various positions in progression from correspondent, staff reporter,
copy editor, copywriter, junior editor, group editor, to managing editor. Prior to joining the Company, he
was the Corporate Legal Counsel of InfoWeapons Corporation, an American-owned software company
specializing in networking appliances, and later promoted as General Manager. He is not related within
the fourth civil degree either by consanguinity or affinity to any of the directors or fellow executive
officers in the Company.
Pedrito A. Capistrano Jr. is the Vice-President for Engineering of the Company. He is a licensed
engineer in the field of Civil Engineering and Geodetic Engineering. He has been working with the
Company since August 2011 when he was hired as Project Manager. His more than 34 years of
experience has established for him solid foundation and credibility in the construction and allied fields.
Some of the established companies he had worked for were Filinvest Land Inc., Robinsons Land
Corporation, Cebu Industrial Park Developers, Inc., AboitizLand, Inc. and Aboitiz Construction Group,
Inc. He finished his Bachelor of Science degree in Civil Engineering at Cebu Institute of Technology
University in Cebu City and earned his Master of Science in Management Engineering from University
of the Visayas also in Cebu City. He is not related within the fourth civil degree either by consanguinity
or affinity to any of the directors or fellow executive officers in the Company.
Connie N. Guieb is the Vice-President for Finance and Accounting. A Certified Public Accountant, she
also serves as the Financial Comptroller. She has more than 15 years of accountancy and finance
experience in various industries in both public and private sectors in the Philippines. She graduated
cum laude with a Bachelor of Science in Accountancy degree from the University of San Carlos, and
Bachelor of Laws from the University of Cebu. She is not related within the fourth civil degree either by
consanguinity or affinity to any of the directors or fellow executive officers in the Company.
Marie Rose C. Yulo, is the Company’s Vice-President for Sales. Prior to this, she was the Assistant
Vice-President for both Sales and Marketing from March 2011 until August 2016 when the Company
spun off its marketing unit as a separate department to provide focused attention to the equally
challenging marketing and branding initiative of the Company. Ms. Yulo also has significant experience
in the areas of travel and tours, and banking. She completed her Bachelor of Science degree in
Business Administration at the University of San Carlos and earned units of Masters in Business
Administration from the University of the Visayas. She is not related within the fourth civil degree either
by consanguinity or affinity to any of the directors or fellow executive officers in the Company.
Sylvan John M. Monzon joined the Company in August 2016. He is now Vice-President in-charge of
business development for the Company’s projects in Mindanao. Prior to CLI, he held various positions
in the real estate industry for more than 20 years such as Project Development Assistant Supervisor of
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Cebu Holdings, Inc., Assistant Chief Operating Officer of Ortigas and Company Limited Partnership,
and as Head of Business Development of Ortigas and Company Holdings Inc. Mr. Monzon graduated
with a Bachelor of Science degree in Business Management from the University of Asia and the Pacific
in Pasig City, Philippines. He also earned a Certificate in Business Economics from the same university.
He is not related within the fourth civil degree either by consanguinity or affinity to any of the directors
or fellow executive officers in the Company.
Mark Leo M. Chang joined the Company as Senior Manager for Permits and Licenses in July 2018
and recently promoted as Assistant Vice-President for Strategic Landbanking and Permits & Licenses
in February 2020. He is a graduate of Bachelor of Laws (Juris Doctor) from the University of San Carlos
(USC) School of Law, Cebu City in 2009 and Bachelor in Business Management from the University of
the Philippines (UP) – Cebu in 1999. In 1998, he was awarded as one of The Outstanding Student
Leaders of UP Cebu by the Junior Jaycees of UP Cebu Chapter. He previously worked as Senior
Manager for External Affairs of Cebu Holdings, Inc., a subsidiary of Ayala Land, Inc. from February
2015 to July 2017 (including as Consultant) and as Senior Manager for Permits with Countryside Water
Services under Filinvest Development Corporation from August 2017 to June 2018. He held the position
of Presidential Staff Officer V functioning as Executive Assistant and Political Officer under the Office
of the Presidential Political Adviser Sec. Ronaldo M. Llamas of the Office of the President from April
2011 to December 2014. He also worked as an Intern (Researcher) at Sycip Salazar Hernandez
Gatmaitan Law Office - Cebu Branch from September 2005 to March 2007. He used to be the National
President of the Association of Law Students of the Philippines, a federation of law student councils in
the country, for Academic Year (AY) 2008-2009 and President of USC Lex Circle (Law Student Council)
for 2 terms in AY 2006-2008. Mr. Chang is one of the founders of Roco for President Youth Movement
and Aksyon Kabataan, a youth arm of Aksyon Demokratiko, the political party of the late Sen. Raul S.
Roco in 1998. He is not related within the fourth civil degree either by consanguinity or affinity to any of
the directors or fellow executive officers in the Company.
Julieta R. Castaños joined the Company as Business Unit Head for Cebu Residential Projects in March
2020. She obtained her Bachelor of Science in Accountancy from the University of San Carlos in 2000.
She previously worked at Filinvest Land, Inc. for 14 years with various functions: from April 2005 to
January 2009 as Branch Accountant; January 2009 to January 2012 as Branch Operations Head; from
January 2012 to May 2013 and from September 2014 to April 2018 as Senior Manager for Project
Development; and from April 2018 to February 2020 as Project Development Head for Visayas and
North Mindanao. Prior to this, she was with Aboitizland, Inc. from 2002 to 2005 where she held positions
in the Accounting Department and ultimately rising to the position of Business Development Manager
in March 2013 before leaving the group in September 2014. She was also elected President of the
Subdivision and Housing Developers Association, Central Visayas Chapter (SHDA-CV) from 2015 to
2017 and is currently one of the Board of Advisers of SHDA-CV. She is not related within the fourth civil
degree either by consanguinity or affinity to any of the directors or fellow executive officers in the
Company.
The following table sets out the Company’s President and CEO and the five most highly compensated
senior officers:
Name Position
Jose R. Soberano III Chief Executive Officer
Ma. Rosario B. Soberano Executive Vice-President
Jose Franco B. Soberano Executive Vice-President & Chief Operating Officer
Beauregard Grant L. Cheng Chief Financial Officer
Joanna Marie B. Soberano-Bergundthal Vice-President for Marketing
The following table identifies and summarizes the aggregate compensation of the Company’s President
CEO and the five most highly compensated executive officers, and all other officers and directors as a
group, for the years ended December 31, 2020, 2019 and 2018.
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Year Short-term benefits Post-employment
(₱ in millions) (₱ in millions)
2020 90,246,704 4,719,453
2019 83,006,173 4,650,089
2018 76,696,262 5,064,092
Each of the executive officers named above executed an employment contract with the Company and
is entitled to receive retirement benefits in accordance with the terms and conditions of the Company’s
retirement plan.
No bonuses have been declared for the Board of Directors for the last two years. For the ensuing year,
the amount of bonuses to be received by the members of the Board of Directors has yet to be approved
by it.
There is no plan or arrangement by which the executive officers will receive from the Company any
form of compensation in case of a change in control of the Company or change in the officers’
responsibilities following such change in control.
There are no outstanding warrants or options held by the Company’s chief executive officer, the named
executive officers, and all officers and directors as a group.
(a) Security Ownership of Record and Beneficial Owners of more than 5% as of December 31,
2020:
Percentag
Name, Address of Record No. of
Title of Stockholder e (of
Ownership and Relationship Common
Class Name common
with Issuer Shares
shares)
AB Soberano Holdings Corp., AB SOBERANO
Common
2877 v. rama avenue HOLDINGS 1,011,330,197 59.004%
Shares
guadalupe cebu city CORP.
PCD Nominee Corporation
Common (Filipino) PCD NOMINEE
675,436,329 39.407%
Shares G/F MSE Bdlg. Ayala Ave. CORP. (FILIPINO)
Makati City
(b) Security Ownership of Directors and Management (Executive Officers) as of December 31,
2020:
Directors
46
Total direct & % to Total
Name Direct Indirect indirect Outstandin
shares g Shares
Rufino Luis T. Manotok 1 - 1 0.00%
Ma. Aurora Geotina-Garcia 1 - 1 0.00%
152,232,402 997,400,097 1,149,632,499 67.07%
Officers
The Company and its subsidiaries (the “Group”), in their regular conduct of business, have entered into
transactions with associates and other related parties principally consisting of advances and
reimbursement of expenses, purchase and sale of real estate properties, construction contracts, and
development, management, underwriting, marketing, leasing and administrative service agreements.
Sales and purchases of goods and services to and from related parties are made on an arm’s length
basis and at current market prices at the time of the transactions.
However, no other transaction, without proper disclosure, was undertaken by the Group. CLI employees
are also required to promptly disclose any business and family-related transactions with the Company
to ensure that potential conflicts of interest are surfaced and brought to the attention of management.
Corporate Governance
The Company is committed to doing business in accordance with the highest professional standards,
business conduct and ethics and all applicable laws, rules, and regulations in the Philippines. The
Company, its directors, officers, and employees are dedicated to promote and adhere to the principles
of good corporate governance by observing and maintaining its core business principles of
accountability, integrity, fairness, and transparency.
The evaluation system established by the Company to measure or determine the level of compliance
with its Manual of Corporate Governance includes the roll-out of Board and Committee Assessments
which were accomplished by the Board of Directors and the respective Committee members. The duly
accomplished Assessment Forms were then submitted to the Compliance Officer for review and
collation. A summary of the results of the board and committee assessments, including the various
performance ratings and comments of the directors and committee members, were then discussed
during the Company’s board meeting and copies of which were uploaded to the Company’s Diligent
Boards.
47
CLI has undertaken measures to comply with the adopted leading practices on good corporate
governance. The Board of Directors and management team of CLI have promoted and implemented
various principles and recommendations under SEC Memorandum Circular No. 19, series of 2016
(otherwise, the Code of Corporate Governance for Publicly-Listed Companies), PSE CG Guidelines,
as well as recommended practices under the ASEAN Corporate Governance Scorecard. Further
thereto, the Company also rolled out and cascaded various policies and programs to its employees and
personnel for proper awareness, understanding, and implementation of CLI’s good corporate
governance practices. This included the roll-out of CLI’s Strategic Plan for 2021-2025, 3CLI-A in Action
(CLI Core Values In Action Rollout), Ethics and Excellence Workshops, New Policies Training, as well
as various refresher training on existing policies.
Recognizing and understanding that good corporate governance is essential to sound strategic
business management and sustainable growth and development, the Company fully commits and
undertakes to improve and enhance its corporate governance, not only through its continued and
consistent compliance with laws, rules, regulations, and corporate best practices, but also by improving
and strengthening the Company’s internal controls, risk management, investor and other stakeholder
relations, checks and balances, and policies and procedures, with the objective of rising to the level at
par with the exemplary corporate governance performers and secure a corporate governance award
within the next five (5) years.
Independent Directors
Per SEC Memorandum Circular No. 24, Series of 2019, the Company is required to have at least two
independent directors in its Board of Directors, or such number as to constitute at least one-third of the
members of the Board, whichever is higher. The Company’s Board of Directors is composed of nine
members, six of whom are regular directors and three are independent directors. The Company’s
independent directors are Mr. Rufino Luis Manotok, Ms. Ma. Aurora D. Geotina-Garcia, and Atty. M.
Jasmine Oporto. Independent directors must hold no interests or relationships with the Company that
may hinder their independence from the Company or its management, or which would interfere with the
exercise of independent judgment in carrying out the responsibilities of a director.
Under the SEC Revised Code of Corporate Governance, independent directors should always attend
Board meetings. Unless otherwise provided in the by-laws, their absence shall not affect the quorum
requirement. The By-Laws of the Company do not provide for such quorum requirement. However,
pursuant to the Company’s Manual, to promote transparency, the Board requires the presence of at
least one independent director in all its meetings.
Compliance Officer
CLI has a formal compliance function in place. This is subject to regular review and evaluation as
spearheaded by CLI’s Compliance Officer, the person in charge of the compliance function. CLI,
through its Compliance Officer, monitors, reviews, evaluates, and ensures the compliance by CLI, its
officers and directors with relevant laws, the pertinent Corporate Governance Codes, rules and
regulations and all governance issuances of regulatory agencies. Moreover, the Compliance Officer
shall have the following duties and responsibilities:
1. Ensure proper onboarding of new directors (i.e., orientation on the Company’s business,
charter, articles of incorporation and by-laws, among others);
2. Monitor, review, evaluate and ensure the compliance by the Company, its officers and
directors with the relevant laws, this Code, rules and regulations and all governance
issuances of regulatory agencies;
3. Report the matter to the Board if violations are found and recommend the imposition of
appropriate disciplinary action;
6. Collaborate with other departments to properly address compliance issues, which may be
subject to investigation;
7. Identify possible areas of compliance issues and work towards the resolution of the same;
8. Ensure the attendance of board members and key officers to relevant trainings; and
9. Perform such other duties and responsibilities as may be provided by the SEC.
During its organization meeting on 03 June 2020, the Board appointed Atty. John Edmar G. Garde as
CLI’s Compliance Officer who shall be in charge of the compliance function. In keeping with SEC
Memorandum Circular No. 19, series of 2016 (otherwise, the CG Code for PLCs) and pertinent
issuances, Atty. Garde is not a member of the Board and is different from the Corporate Secretary. He
is primarily liable to the Company and its shareholders, and not to its Chairman or President. Prior to
joining CLI as Legal Counsel-Corporate Finance, Atty. Garde, 32, served as Manager/Director-
Business Tax Services of SGV & Co. / Ernst & Young- Philippines. He graduated cum laude from the
University of San Carlos (Bachelor of Science in Management Accounting). He also received his law
degree from the University of San Carlos. He is not related within the fourth civil degree either by
consanguinity or affinity to any of the directors or officers of CLI. CLI’s Compliance Officer attended
various corporate governance training during FY2020.
Corporate Secretary
The CLI Board is assisted by a Corporate Secretary and an Assistant Corporate Secretary, who are
both separate individuals from the Compliance Officer. The Corporate Secretary and Asst. Corporate
Secretary are not members of the CLI Board. Materials for board and committee meetings are
distributed by the Secretariat to the directors and respective committee members prior to the meeting
date. CLI uses the Diligent Board books which allows each director and committee member to access
and review the meeting materials online through a secure portal.
During the regular meeting of the CLI Board of Directors on November 24, 2020, the Board accepted
the retirement of Judge Jose P. Soberano Jr., and in his stead, elected Atty. Alan C. Fontanosa as CLI’s
new Corporate Secretary. Atty. Fontanosa is the partner-in-charge and Cebu Branch Head of SyCip
Salazar Hernandez & Gatmaitan. His areas of practice include industrial relations and labor litigation,
civil and land cases, real estate transactions, corporate services, and special projects. He is not related
within the fourth civil degree either by consanguinity or affinity to any of the directors or officers of CLI.
CLI’s Assistant Corporate Secretary is Atty. Larri-Nil G. Veloso. Atty. Veloso is also CLI’s Vice-President
for Legal. He is not related within the fourth civil degree either by consanguinity or affinity to any of the
directors or officers of CLI.
CLI’s Corporate Secretary and Asst. Corporate Secretary both attended corporate governance training
during FY2020.
The Chief Audit Officer, who is appointed by the Board, directly reports functionally to the Audit
Committee and administratively to the Chief Executive Officer. He shall oversee and be responsible for
the internal audit activity of the Company, including that portion that is outsourced to a third-party service
provider.
Stockholders who have matters for discussion or concerns directly resulting to the business of the
Company may initially elevate such matters or concerns to: (a) the Corporate Secretary; (b) the Investor
Relations Officer; (c) Management; or (d) the Board.
49
Committees of the Board
The Board of Directors has constituted certain committees to effectively manage the operations of the
Company. The Company’s principal committees include the Audit Committee, Related Party
Transaction Committee, Risk Oversight Committee, and the Corporate Governance Committee. A brief
description of the functions and responsibilities of the key committees are set out below:
A. Audit Committee
The Audit Committee shall be composed of at least three board members, preferably with accounting
and finance background, one of whom shall be an independent director and another should have
related audit experience. The Chairman of this Committee should be an independent director. He
should be responsible for inculcating in the minds of the Board Members the importance of
management responsibilities in maintaining a sound system of internal control and the Board’s
oversight responsibility.
1) Assist the Board in the performance of its oversight responsibility for the financial reporting
process, system of internal control, internal and external audit process, and monitoring of
compliance with applicable laws, rules and regulations.
2) Recommend the approval the Internal Audit Charter (“IA Charter”), which formally defines the
role of Internal Audit and the audit plan as well as oversees the implementation of the IA
Charter;
3) Through the Internal Audit (“IA”) Department, monitor and evaluate the adequacy and
effectiveness of the Company’s internal control system, integrity of financial reporting, and
security of physical and information assets.
4) Oversee the Internal Audit Department, and recommends the appointment and/or grounds for
approval of an internal audit head or Chief Audit Officer. The Audit Committee should also
approve the terms and conditions for outsourcing internal audit services;
5) Establish and identify the reporting line of the internal auditor to enable him to properly fulfill his
duties and responsibilities. For this purpose, he should directly report to the Audit Committee;
6) Review and monitor management’s responsiveness to the internal auditor’s findings and
recommendations;
7) Prior to the commencement of the audit, discuss with the external auditor the nature, scope
and expenses of the audit, and ensure the proper coordination if more than one audit firm is
involved in the activity to secure proper coverage and minimize duplication of efforts;
8) Evaluate and determine the non-audit work, if any, of the external auditor, and periodically
review the non-audit fees paid to the external auditor in relation to the total fees paid to him and
to the Company’s overall consultancy expenses. The committee should disallow any non-audit
work that will conflict with his duties as an external auditor or may pose a threat to his
independence.
9) Review and approves the interim and annual financial statements before their submission to
the Board, with particular focus on the following matters:
10) Review the disposition of the recommendations in the external auditor’s management letter;
11) Perform oversight functions over the Company’s internal and external auditors. It ensures the
independence of internal and external auditors, and that both auditors are given unrestricted
access to all records, properties and personnel to enable them to perform their respective audit
functions, taking into consideration relevant Philippine professional and regulatory
requirements;
50
12) Coordinate, monitor and facilitate compliance with laws, rules and regulations;
13) Recommend to the Board the appointment, reappointment, removal and fees of the external
auditor, duly accredited by the SEC, who undertakes an independent audit of the Company,
and provides an objective assurance on the manner by which the financial statements should
be prepared and presented to the stockholders; and
14) Oversee the implementation of the risk management and related party strategies and policies,
including but not limited to the following:
i. Evaluate on an ongoing basis existing the relations between and among businesses and
counterparties to ensure that all related parties are continuously identified, related party
transactions (“RPTs”) are monitored, and subsequent changes in relationships with
counter-parties (from non-related to related and vice versa) are captured.
ii. Evaluate all material RPTs to ensure that these are not undertaken on more favorable
economic terms (e.g., price, commissions, interest rates, fees, tenor, collateral
requirement) to such related parties than similar transactions with nonrelated parties
under similar circumstances and that no corporate or business resources of the Company
are misappropriated or misapplied, and to determine any potential reputational risk issues
that may arise as a result of or in connection with the transactions.
iii. Ensure that appropriate disclosure is made, and/or information is provided to regulating
and supervising authorities relating to the Company’s RPT exposures, and policies on
conflicts of interest or potential conflicts of interest.
iv. Report to the Board of Directors on a regular basis, the status and aggregate exposures
to each related party, as well as the total amount of exposures to all related parties;
v. Ensure that transactions with related parties, including write-off of exposures are subject
to a periodic independent review or audit process; and
vi. Oversee the implementation of the system for identifying, monitoring, measuring,
controlling, and reporting RPTs, including a periodic review of RPT policies and
procedures.
The Corporate Governance Committee shall consist of three directors, one of whom must be an
independent director. Among other functions that may be delegated by the Board, the Committee
shall be responsible for the following:
2) Overseeing the periodic performance evaluation of the Board and its committees as well as
executive management, and conducts an annual self-evaluation of its performance;
3) Ensuring that the results of the Board evaluation are shared, discussed, and that concrete
action plans are developed and implemented to address the identified areas for improvement
5) Adopting corporate governance policies and ensure that these are reviewed and updated
regularly, and consistently implemented in form and substance;
51
6) Proposing and planning relevant trainings for the members of the Board;
7) Determining the nomination and election process for the Company’s directors and has the
special duty of defining the general profile of board members that the Company may need and
ensuring appropriate knowledge, competencies and expertise that complement the existing
skills of the Board; and
8) Establishing a formal and transparent procedure to develop a policy for determining the
remuneration of directors and officers that is consistent with the Company’s culture and strategy
as well as the business environment in which it operates.
The nomination and election process also includes the review and evaluation of the
qualifications of all persons nominated to the Board, including whether candidates: (1) possess
the knowledge, skills, experience, and particularly in the case of non-executive directors,
independence of mind given their responsibilities to the Board and in light of the entity’s
business and risk profile; (2) have a record of integrity and good repute; (3) have sufficient time
to carry out their responsibilities; and (4) have the ability to promote a smooth interaction
between board members.
Only a stockholder of record entitled to notice and to vote at the regular or special meeting of
the stockholders for the election of directors shall be qualified to be nominated and elected as
a director of the Company.
In case of violation of any of the provisions of the Manual on Corporate Governance, the
following penalties shall be imposed, after due notice and hearing, on the Company’s
directors, officers, and employees:
The Compliance Officer shall be responsible for determining violation/s through notice and
hearing and shall recommend to the Chairman of the Board the imposable penalty for such
violation, for further review and approval of the Board.
The schedules required by SRC Rule 68 be presented is included/shown in the related consolidated
financial statements or in the notes thereto.
The company has filed SEC Form 17-C last March 16 pursuant to the requirement by the Securities
and Exchange Commission to appraise the public on the risks, business impact and mitigating
measures the Company has implemented in light of the COVID-19 situation.
52
SIGNATURES
Pursuant to the requirements of Section 17 of the Code and Section 141 of the Corporation Code, this
report is signed on behalf of the issuer by the undersigned, thereunto duly authorized, in the City of
________________________on__________, 20__.
By:
______________________________ ______________________________
Jose R. Soberano III Ma. Rosario B. Soberano
President & CEO Executive VP & Treasurer
______________________________ ______________________________
Jose Franco B. Soberano Beauregard Grant L. Cheng
Executive VP and Chief Operating Officer Chief Finance Officer
______________________________ ______________________________
Atty. Larri-Nil Veloso Connie N. Guieb
Assistant Corporate Secretary VP-Accounting & Finance/ Controller
SUBSCRIBED AND SWORN to before me this _____ day of _________ 20__ affiant(s)
exhibiting to me his/their Residence Certificates, as follows:
53
Philippines
Cebu City
Opinion
We have audited the consolidated financial statements of Cebu Landmasters, Inc. and
subsidiaries (collectively referred to herein as the Group), which comprise the consolidated
statements of financial position as at December 31, 2020 and 2019, and the consolidated
statements of changes in equity and consolidated statements of cash flows for each of the
three years in the period ended December 31, 2020, and notes to the consolidated financial
In our opinion, the accompanying consolidated financial statements present fairly, in all material
respects, the consolidated financial position of the Group as at December 31, 2020 and 2019,
and its consolidated financial performance and its consolidated cash flows for each of the three
years in the period ended December 31, 2020 in accordance with Philippine Financial
We conducted our audits in accordance with Philippine Standards on Auditing (PSA). Our
responsibilities under those standards are further described in the Auditors’ Responsibilities for
the Audit of the Consolidated Financial Statements section of our report. We are independent
of the Group in accordance with the Code of Ethics for Professional Accountants in the
Philippines (Code of Ethics) together with the ethical requirements that are relevant to our
audits of the consolidated financial statements in the Philippines, and we have fulfilled our other
ethical responsibilities in accordance with these requirements and the Code of Ethics. We
believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
Emphasis of Matter
management’s assessment of the continuing impact on the Group's financial condition and
Punongbayan & Araullo (P&A) is the Philippine member firm of Grant Thornton International Ltd (GTIL).
-2–
Key audit matters are those matters that, in our professional judgment, were of most
significance in our audit of the consolidated financial statements of the current period. These
matters were addressed in the context of our audit of the consolidated financial statements as a
whole, and in forming our opinion thereon, and we do not provide a separate opinion on these
matters.
We considered the Group’s recognition of revenue from sale of real estates a key audit matter
because of the significant volume of transactions and amount of revenue from sale of real
estates involved. In 2020, the Group’s revenue from sale of real estates amounted to
P8.1 billion which accounts for 98% of the Group’s total revenues. It uses the percentage of
completion (POC) method, which is determined using the input method, i.e., based on efforts or
contract revenues to be recognized for the reporting period. Thus, the complexity of the
application of the revenue recognition standard in real estate sales contracts; and the
particularly on the assessment of the probability of collecting the contract price, and in
estimating the stage of project completion were also taken into consideration. An error in the
application of the requirements of said standard, and of management judgment and estimate
For this year’s audit, we have also considered the implications of the COVID-19 pandemic as it
affects one major factor in the Company’s revenue recognition criteria which is the probability of
The Group’s accounting policy on recognition of revenue from sale of real estates, and basis of
significant judgment and estimates are disclosed in Notes 2 and 3 to the consolidated financial
To address the risk of material misstatements in revenue recognition, we have performed tests
of design and operating effectiveness of internal controls, including information technology (IT)
general controls, over processes relating to generation of contract revenue, and revenue
the relevant facts and circumstances about the real estate transactions to determine
compliance with a set of criteria for revenue recognition. We have also tested the
contract price which involves a historical analysis of customer payment pattern and behavior.
satisfaction of performance obligation using the input method, we have tested the progress
reported for the year in reference to the actual costs incurred relative to the total budgeted
project development costs. Our procedures include understanding of controls over recording of
costs and direct examination of supporting documents. We have also performed physical
costs is consistent with the physical completion of the project. In testing the reasonableness of
budgetary estimates, we have ascertained the qualification of project engineers who prepared
the budgets and reviewed the actual performance of completed projects with reference to their
budgeted costs.
Punongbayan & Araullo (P&A) is the Philippine member firm of Grant Thornton International Ltd
-3–
Real estate inventories amount to P13.4 billion, which accounts for 49% of total current assets
and 27% of total assets of the Group, as at December 31, 2020. Because of the asset’s
material effect on the consolidated financial statements, we considered its valuation a key audit
involves determination and estimation of significant unbilled materials and project contractors’
services at the end of the reporting period. Management’s failure to consider such unbilled
materials and services, and an error in estimating the same, could have a material impact on
the carrying value of real estate inventories as well as POC and cost of real estate sales.
The valuation of the real estate inventories is also hinged on their existence. Given that the
Group’s real estate projects are located in various locations, which posed a significant
challenge in conducting the necessary audit procedures because of restrictions due to the
COVID-19 pandemic, and the varying stages of completion of the projects, which require
significant judgement and estimation, we have also considered the existence of real estate
The Group’s policy on accounting for real estate inventories is disclosed in Notes 2 and 3
presented in Note 7.
initiation and recording of purchases and allocation of cost to real estate inventories. We also
performed ocular inspection of selected real estate projects on a date closest to the reporting
date to confirm their existence and examined documents, such as land titles, progress reports,
management in estimating the unbilled materials and services as well as the stage of
completion of the projects which we used to further assess the reasonableness of the assets’
valuation.
In 2020, the Group recognized a right-of-use asset of P818.5 million and corresponding lease
liability of the same amount with a net carrying amount of P799.4 million and P706.8 million,
respectively, as at December 31, 2020. This pertains to a lease contract for a period of 43
years covering a piece of land which will be the site of another real estate project of the Group.
We considered the recognition of the right-of-use asset and lease liability for this lease as
significant because of the amount involved, complexity of accounting for this type of lease and
the significant judgements that go along with it, particularly in respect of the determination of
The Group’s accounting policy and judgment applied on accounting for leases are presented in
Notes 2 and 3 to the consolidated financial statements, respectively, and the other related
Punongbayan & Araullo (P&A) is the Philippine member firm of Grant Thornton International Ltd
-4–
To address this matter, we evaluated the reasonableness and appropriateness of the inputs
and assumptions used, especially the discount rate applied in determining the lease liability.
We verified the accuracy of the data used by tracing them to the original contracts and checked
the mathematical accuracy of the calculations done by management to determine the amounts
The consolidated financial statements of the Group represent the financial statements of the
Parent Company and its subsidiaries viewed as a single economic and reporting entity. We
consider the Group’s consolidation process as a key audit matter because of the significant
the Group is 50% and lower, and the complexity arising from the component entities with
The Group’s accounting policy and judgment applied on consolidation are presented in
To address this matter, we obtained understanding of the Group’s structure and its
consolidation process including the procedures for identifying intercompany transactions and
management’s judgment in respect of its assumed control over the entities and gained an
understanding of how management is able to demonstrate control over the entities. Finally, we
analyzed the operations of each of those subsidiaries to determine whether indeed, the parent
Other Information
Management is responsible for the other information. The other information comprises the
information included in the Group’s Securities and Exchange Commission (SEC) Form 20-IS
(Definitive Information Statement), SEC Form 17-A and Annual Report for the year ended
December 31, 2020, but does not include the consolidated financial statements and our
auditors’ report thereon. The SEC Form 20-IS (Definitive Information Statement), SEC Form
17-A and Annual Report for the year ended December 31, 2020 are expected to be made
Our opinion on the consolidated financial statements does not cover the other information and
In connection with our audits of the consolidated financial statements, our responsibility is to
read the other information identified above when it becomes available and, in doing so,
consider whether the other information is materially inconsistent with the consolidated financial
misstated.
Punongbayan & Araullo (P&A) is the Philippine member firm of Grant Thornton International Ltd
-5–
Management is responsible for the preparation and fair presentation of the consolidated
financial statements in accordance with PFRS, and for such internal control as management
determines is necessary to enable the preparation of consolidated financial statements that are
In preparing the consolidated financial statements, management is responsible for assessing the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless management either intends to
liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those charged with governance are responsible for overseeing the Group’s financial reporting
process.
Our objectives are to obtain reasonable assurance about whether the consolidated financial
statements as a whole are free from material misstatement, whether due to fraud or error, and
to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of
assurance, but is not a guarantee that an audit conducted in accordance with PSA will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and
are considered material if, individually or in the aggregate, they could reasonably be expected
to influence the economic decisions of users taken on the basis of these consolidated financial
statements.
As part of an audit in accordance with PSA, we exercise professional judgment and maintain
• Identify and assess the risks of material misstatement of the consolidated financial
statements, whether due to fraud or error, design and perform audit procedures responsive
to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis
for our opinion. The risk of not detecting a material misstatement resulting from fraud is
higher than for one resulting from error, as fraud may involve collusion, forgery, intentional
• Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing
accounting and, based on the audit evidence obtained, whether a material uncertainty
exists related to events or conditions that may cast significant doubt on the Group’s ability
required to draw attention in our auditors’ report to the related disclosures in the
consolidated financial statements or, if such disclosures are inadequate, to modify our
opinion. Our conclusions are based on the audit evidence obtained up to the date of our
auditors’ report. However, future events or conditions may cause the Group to cease to
continue as a going concern.
• Evaluate the overall presentation, structure and content of the consolidated financial
statements, including the disclosures, and whether the consolidated financial statements
represent the underlying transactions and events in a manner that achieves fair presentation.
Punongbayan & Araullo (P&A) is the Philippine member firm of Grant Thornton International Ltd
-6–
• Obtain sufficient appropriate audit evidence regarding the financial information of the
entities or business activities within the Group to express an opinion on the consolidated
financial statements. We are responsible for the direction, supervision and performance of
the group audit. We remain solely responsible for our audit opinion.
We communicate with those charged with governance regarding, among other matters, the
planned scope and timing of the audit and significant audit findings, including any significant
We also provide those charged with governance with a statement that we have complied with
relevant ethical requirements regarding independence, and to communicate with them all
relationships and other matters that may reasonably be thought to bear on our independence,
From the matters communicated with those charged with governance, we determine those
matters that were of most significance in the audit of the consolidated financial statements of
the current period and are therefore the key audit matters. We describe these matters in our
auditors’ report unless law or regulation precludes public disclosure about the matter or when,
extremely rare circumstances, we determine that a matter should not be communicated in our
The engagement partner on the audits resulting in this independent auditors’ report is
Christopher M. Ferareza.
got
Partner
TIN 184-595-975
PTR No. 8533229, January 4, 2021, Makati City
Firm’s BOA/PRC Cert. of Reg. No. 0002 (until Jul. 24, 2021)
Punongbayan & Araullo (P&A) is the Philippine member firm of Grant Thornton International Ltd
A S S E T S
CURRENT ASSETS
NON-CURRENT ASSETS
CURRENT LIABILITIES
NON-CURRENT LIABILITIES
EQUITY
8,631,601,761 7,692,228,383
FOR THE YEARS ENDED DECEMBER 31, 2020, 2019 AND 2018
REVENUES 17
Sale of real estates P 8,146,432,329 P 8,390,526,495 P 6,692,537,760
FOR THE YEARS ENDED DECEMBER 31, 2020, 2019 AND 2018
(Amounts in Philippine Pesos)
Capital
Stock
Additional
Paid-in Capital
Treasury
Stock
Revaluation
Reserves
Retained Earnings
(See Note 26)
Non-controlling
Interests
(See Note 26) (See Note 26) (See Note 26) (See Note 26) Appropriated Unappropriated Total Total (See Note 26) Total
Balance at December 31, 2020 P 1,714,000,000 P 1,608,917,974 ( P 732,851,016 ) ( P 12,883,375 ) P 3,949,504,623 P 2,104,913,555 P 6,054,418,178 P 8,631,601,761 P 6,895,639,697 P 15,527,241,458
Balance at January 1, 2019 P 1,714,000,000 P 1,608,917,974 ( P 212,459,418 ) ( P 12,428,442 ) P - P 2,943,393,829 P 2,943,393,829 P 6,041,423,943 P 5,280,557,011 P 11,321,980,954
Balance at December 31, 2019 P 1,714,000,000 P 1,608,917,974 ( P 247,193,811 ) ( P 6,589,225 ) P 3,050,000,000 P 1,573,093,445 P 4,623,093,445 P 7,692,228,383 P 6,056,029,905 P 13,748,258,288
Balance at January 1, 2018 P 1,714,000,000 P 1,608,917,974 P - ( P 4,319,093 ) P - P 1,526,583,486 P 1,526,583,486 P 4,845,182,367 P 593,558,141 P 5,438,740,508
Net profit for the year - - - - - 1,667,369,943 1,667,369,943 1,667,369,943 501,555,370 2,168,925,313
Derecognition of revaluation reserve due to
sale of financial asset at fair value through
Balance at December 31, 2018 P 1,714,000,000 P 1,608,917,974 ( P 212,459,418 ) ( P 12,428,442 ) P - P 2,943,393,829 P 2,943,393,829 P 6,041,423,943 P 5,280,557,011 P 11,321,980,954
P P
FOR THE YEARS ENDED DECEMBER 31, 2020, 2019 AND 2018
1) The Group recognized right-of-use assets and lease liabilities amounting to P818.5 million and P180.0 million in 2020 and 2019, respectively (see Notes 12 and 33).
2) In 2020, the Group reclassified assets from Investment Properties totaling P997.6 million and P86.1 million to Real Estate Inventories and Property and
Equipment, respectively (see Notes 7, 11 and 13). In 2019, investment properties of P452.0 million were reclassified to Real Estate Inventories
3) In 2020, Deposits on Land for Future Development of P1.5 billion were reclassified to Real Estate Inventories, while in 2019, P4.6 billion and P1.1 billion were
reclassified to Real Estate Inventories and Investment Properties, respectively (see Notes 7, 8 and 13).
4) In 2020 and 2019, the Group recognized unpaid construction costs of P666.7 million and P331.2 million, respectively, in Investment Properties (see Note 13).
5) In 2020 and 2019, borrowing costs that were capitalized as part of Real Estate Inventories and Investment Properties totalled to P1.1 billion and
P820.5 million, respectively (see Notes 7, 13 and 15).
1. CORPORATE INFORMATION
1.1 General
Cebu Landmasters, Inc. (the Parent Company or CLI) was incorporated in the
Philippines and registered with the Securities and Exchange Commission (SEC) on
September 26, 2003. CLI is presently engaged in real estate-related activities which
include real estate development, sales, leasing and property management. Its real estate
portfolios include residential condominium units, subdivision house and lots, and
additional 400,000,000 shares of CLI and became the parent company of CLI.
On January 6, 2017, the Board of Directors (BOD) approved CLI’s application for the
registration of 1,714,000,000 of its common shares with the SEC and application for
the listing thereof in the Philippine Stock Exchange (PSE). The BOD’s approval also
covered the planned initial public offering (IPO) of 430,000,000 unissued common
shares of CLI. CLI’s shares were listed in the PSE on June 2, 2017 (see also Note 26).
ABS is a holding company, which is incorporated and domiciled in the Philippines. The
registered office and principal place of business of ABS is located at 2nd Street
The registered office address of CLI, which is also its principal place of business, is
located at 10th Floor, Park Centrale Tower, Jose Ma. Del Mar St., B2 L3, Cebu I.T. Park,
Effective Percentage
of Ownership
Subsidiaries
Forward
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Effective Percentage
of Ownership
Subsidiaries
Associates
CLI and its subsidiaries (collectively referred as “the Group”), and associates are all
incorporated in the Philippines. The subsidiaries and associates, except CPM, CPH,
CCLI and YHESPH, are in the same line of business with CLI. A brief description of
(a) CPH was incorporated in 2016 as a wholly owned subsidiary of the CLI. CPH is
engaged in the real estate and hotel management business which started commercial
(b) CPM was incorporated in 2017 as a wholly owned subsidiary of the CLI. CPM is
September 1, 2017. The principal place of business of CPH is located in Cebu City.
(c) ASF was incorporated in 2017 as a joint venture where CLI initially held 40%
ownership interest. CLI acquired all the ownership interest of its business partners
at the end of 2017 which made ASF its wholly owned subsidiary. The principal
(d) BL Ventures was formed by CLI and Borromeo Bros. Estate, Inc. (BBEI) to
construct and operate Latitude Corporate Center. The principal place of business
(e) YES was formed by CLI and Yuson Comm. Investments, Inc. to construct and
(f) YHES was incorporated in 2017 as an undertaking among CLI, Yuson Strategic
Holdings, Inc., and Davao Filandia Realty Corp. for the development of
mixed-used real estate project, the Paragon Davao. The principal place of business
(g) YHEST was incorporated in 2018 as an undertaking among CLI and five
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(h) CCLI was incorporated in 2018 as an undertaking between CLI and Capitaine, Inc.
for the development of Citadines hotel in Bacolod City. The principal place of
business of CCLI is located in Bacolod City. As at December 31, 2019, CCLI has
(i) CHDI is an undertaking between CLI and Aboitiz Land, Inc. that will engage in the
Cebu. CHDI was incorporated on December 5, 2019 and its principal place of
(j) YHESPH was incorporated on October 28, 2019 as a wholly owned subsidiary of
YHES that will engage in hotel business. Its ultimate parent is CLI which owns
50% of YHES. As at December 31, 2020, YHESPH has yet to start commercial
operations.
(k) CBLRV, a new subsidiary in 2020, was incorporated on February 21, 2020 as an
undertaking between CLI and BBEI and is engaged in the development of a mixed-
use condominium tower in Cebu City. Its principal place of business also is located
in Cebu City.
(l) MGR was incorporated in 2017 as an undertaking by CLI and three corporations
(m) El Camino was incorporated in 2016 as an undertaking between CLI and four other
(o) Magspeak was incorporated in 2011 as an undertaking among CLI and four other
(p) MDC was incorporated in 2013 as an undertaking between CLI and four other
entities for the development of an economic business district. The principal place
On June 16, 2020, CLI acquired 50% ownership in GGTT Realty Corporation (GGTT)
for by the Group as an asset acquisition since the transaction does not constitute an
acquisition of a business (see Notes 2.4, 3 and 7). GGTT, which, like CLI and other
subsidiaries, is also engaged in real estate business, was incorporated on March 26, 2003
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The consolidated financial statements of the Group as at and for the year ended
December 31, 2020 (including the comparative consolidated financial statements for
the years ended December 31, 2019 and 2018, were authorized for issue by the BOD
The significant accounting policies that have been used in the preparation of these
consolidated financial statements are summarized below. These policies have been
the availment of the financial reporting reliefs issued and approved by the SEC, as
discussed in Note 2.2 (d). PFRS are adopted by the Financial Reporting Standards
The consolidated financial statements have been prepared using the measurement
bases specified by PFRS for each type of asset, liability, income and expense. The
measurement bases are more fully described in the accounting policies that follow.
Group’s functional and presentation currency, and all values represent absolute
Items included in the consolidated financial statements of the Group are measured
using its functional currency. Functional currency is the currency of the primary
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The Group adopted for the first time the following PFRS, amendments,
Financial Reporting
Definition of Material
Definition of a Business
Concessions
Discussed below are the relevant information about these new standard,
(i) Revised Conceptual Framework for Financial Reporting. The revised conceptual
(e) removing the probability threshold for recognition and adding guidance
(g) stating that profit or loss is the primary performance indicator and that,
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standards.
and other income, and it excludes returns in the form of lower costs and
other economic benefits. Also, the amendments will likely result in more
which the hedged cash flows and cash flows from the hedging instrument
are based will not be altered as a result of interest rate benchmark reform.
those rent concessions as if they are not lease modifications. The application
statements because there are no rent concessions received during the year.
subsequent to 2020, which are adopted by the FRSC. Management will adopt the
provisions; and, unless otherwise stated, none of these are expected to have
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(ii) PAS 16 (Amendments), Property, Plant and Equipment – Proceeds Before Intended
from the cost of an item of property, plant and equipment any proceeds
from selling items produced while bringing that asset to the location and
such items, and the cost of producing those items, in profit or loss.
‘costs that relate directly to the contract.’ Costs that relate directly to a
direct labor and materials, or an allocation of other costs that relate directly
PFRS 9 (Amendments), Financial Instruments – Fees in the ’10 per cent’ Test
lease incentives.
position, debt and other liabilities with an uncertain settlement date should
or non-current.
of Assets Between an Investor and its Associates or Joint Venture (effective date
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The Group has availed of several financial reporting reliefs granted by the SEC
Question and Answer (PIC Q&A) No. 2018-12 Implementation Issues Affecting Real Estate
Industry, MC No. 3-2019, PIC Q&A Nos. 2018-12-H and 2018-14, and
(IFRIC) Agenda Decision on Over Time Transfer of Constructed Goods (PAS 23, Borrowing
Costs) for Real Estate Industry, relating to several implementation issues of PFRS 15,
Revenue from Contracts with Customers, affecting the real estate industry. These MCs
In December 2020, the SEC issued MC No. 34-2020, Deferral of PIC Q&A No.
2018-12 and IFRIC Agenda Decision on Over Time Transfer of Constructed Goods (PAS 23)
for Real Estate Industry, providing another relief by further deferral of the
which are covered by MC No. 14-2018 and MC No. 4-2020. Said relief is primarily
due to the effect of the COVID-19 pandemic on the real estate industry, which
Discussed below are the financial reporting reliefs availed of by the Group,
including the descriptions of the implementation issues and their qualitative impacts
to the financial statements. The Group has previously availed of the relief provided
by MC No. 14-2018 and MC No. 4-2020 and has opted to apply the provisions of
MC No. 34-2020 beginning January 1, 2021 until the end of the deferment period
IFRIC Decision The IFRIC concluded that any inventory Originally until
Goods (PAS 23) for its intended sale in its current deferred until
for Real Estate condition (i.e., the developer intends to December 31,
statements:
higher;
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lower; and,
PIC Q&A No. PFRS 15 requires that in determining the Originally until
significant financing for the effects of the time value of money 14-2018; further
beginning
2018-12-E, such as steels and rebars, elevators and 31, 2020 under
of progress
Exclusion of land in the determination of
January 1, 2018.
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lower.
SEC MC No. 34-2020 provides that, once the extension of the deferral is adopted
and applied for financial reporting purposes, are not considered in accordance with
PFRS and that real estate companies availing of the relief shall specify in the “Basis
of Preparation of the Financial Statements” section of the financial statements that the
application of the financial reporting reliefs issued and approved by the SEC in
framework.
Accordingly, once the Group has adopted and applied the provisions of SEC MC
No. 34-2020, its financial reporting framework will transition from PFRS to the
required disclosures in the notes to the financial statements should an entity decide
Q&A;
In 2020, the PIC has issued four PIC Q&As which are relevant to the real estate
industry.
PIC Q&A No. 2020-02, Conclusion on PIC Q&A No. 2018-12-E: On the
Treatment of Materials Delivered on Site but not yet Installed in Measuring the Progress of
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In recognizing revenue using a cost-based input method, the cost incurred for
are not customized, since the Group is not involved in their design and
construction. The adoption of this PIC Q&A will be consistent with PIC
PIC Q&A No. 2020-03, Conclusion on PIC Q&A No. 2018-12-D: On the
Accounting Treatment for the Difference when the POC is Ahead of the Buyer’s Payment
The difference when the POC is ahead of the buyer’s payment can be
accounted for either as a contract asset or receivable. The PIC has concluded
transactions of the same nature. The Group intends to continue its current
treatment of accounting for the difference when the POC is ahead of the
PIC Q&A No. 2020-04, Addendum to PIC Q&A 2018-12-D: Significant Financing
Component Arising from Mismatch between the Percentage of Completion and Schedule of
Payments
promised consideration and the cash selling price of the good or service arises
for reasons other than the provision of finance to either the customer or the
entity, and the difference between those amounts is proportional to the reason
for the difference. Further, the Group do not need to adjust the promised
if the entity expects, at contract inception that the timing difference of the
receipt of full payment of the contract price and that of the completion of the
project, are expected within one year and significant financing component is
PIC Q&A No. 2020-05, Accounting for Cancellation of Real Estate Sales
(PIC Q&A No. 2020-05 will supersede PIC Q&A No. 2018-14)
There are three acceptable approaches in accounting for sales cancellation and
contract, hence, the adoption of this PIC Q&A will not have significant
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The Group’s consolidated financial statements comprise the accounts of the Parent
transactions. All intercompany assets and liabilities, equity, income, expenses and cash
flows relating to transactions between entities under the Group are eliminated in full
are recognized in assets are also eliminated in full. Intercompany losses that indicate
The financial statements of subsidiaries are prepared for the same reporting period as
The Parent Company accounts for its investments in subsidiaries and associates and
Subsidiaries are entities (including structured entities) over which the Parent
Company has control. The Parent Company controls an entity when it is exposed,
or has rights to, variable returns from its involvement with the entity and has the
ability to affect those returns through its power over the entity. Subsidiaries are
consolidated from the date the Parent Company obtains control. The Parent
indicate that there are changes to one or more of the three elements of controls
indicated above. Accordingly, entities are deconsolidated from the date that control
ceases.
The acquisition method is applied to account for acquired subsidiaries. This requires
recognizing and measuring the identifiable assets acquired, the liabilities assumed
and any non-controlling interest in the acquiree. The consideration transferred for
the acquisition of a subsidiary is the fair values of the assets transferred, the liabilities
incurred to the former owners of the acquiree and the equity interests issued by the
Group, if any. The consideration transferred also includes the fair value of any asset
related costs are expensed as incurred and subsequent change in the fair value of
business combination are measured initially at their fair values at the acquisition
net assets.
interest in the acquiree and the acquisition-date fair value of any existing equity
interest in the acquiree over the acquisition-date fair value of identifiable net assets
fair value of the net assets of the subsidiary acquired in the case of a bargain
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Associates are those entities over which the Parent Company is able to exert
significant influence but which are neither subsidiaries nor interests in a joint
method involves the recognition of the acquiree’s identifiable assets and liabilities,
excess of acquisition cost over the fair value of the Parent Company’s share of the
identifiable net assets of the acquiree at the date of acquisition. Any goodwill or fair
All subsequent changes to the ownership interest in the equity of the associates are
resulting from the profit or loss generated by the associates are credited or charged
against the share in net loss of associates in the consolidated statement of profit or
loss.
Impairment loss is provided when there is objective evidence that the investment
income or equity of the Parent Company, as applicable. However, when the Parent
associate, including any other unsecured receivables, the Parent Company does not
behalf of the associate. If the associate subsequently reports profits, the investor
resumes recognizing its share of those profits only after its share of the profits
exceeds the accumulated share of losses that has previously not been recognized.
Distributions received from the associates are accounted for as a reduction of the
The Group’s transactions with non-controlling interests that do not result in loss
of control are accounted for as equity transactions–that is, as transaction with the
owners of the Group in their capacity as owners. The difference between the fair
value of any consideration paid and the relevant share acquired of the carrying value
investments to non-controlling interests result in gains and losses for the Group
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When the Group ceases to have control over a subsidiary, any retained interest in
the entity is remeasured to its fair value at the date when control is lost, with the
change in carrying amount recognized in profit or loss. The fair value is the initial
carrying amount for the purposes of subsequently accounting for the retained
for as if the Group had directly disposed of the related assets or liabilities. This may
Business acquisitions are accounted for using the acquisition method of accounting.
Goodwill represents the excess of the cost of an acquisition over the fair value of the
Group’s share of the net identifiable assets of the acquired subsidiary at the date of
accumulated impairment losses. Goodwill is tested annually for impairment and carried
at cost less accumulated impairment losses. Impairment losses on goodwill are not
reversed.
Negative goodwill which is the excess of the Group’s interest in the net fair value of
net identifiable assets acquired over acquisition cost is charged directly to income. For
groups of cash-generating units that are expected to benefit from the business
cash-generating units are identified according to operating segment. Gains and losses
relating to it.
its previously held equity interest in the acquiree at its acquisition-date fair value and
recognize the resulting gain or loss, if any, in the profit or loss or other comprehensive
income, as appropriate.
at the acquisition date. Subsequent changes to the fair value of the contingent
PAS 37, Provisions, Contingent Liabilities and Contingent Assets, either in profit or loss, or as
equity is not remeasured, and its subsequent settlement is accounted for within equity.
for as an asset acquisition. A business is an integrated set of activities and assets that is
capable of being conducted and managed for the purpose of providing goods or
generating other income from ordinary activities. In order to meet the definition of a
business, the acquired set of activities and assets must have inputs and substantive
(a) inputs, which is an economic resource that creates outputs or can contribute to the
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(b) processes, which a system, standard, protocol, convention or rule that when applied
(c) outputs, which are the result of inputs and processes applied to those inputs that
Under the asset purchased accounting, the purchase costs are allocated to identifiable
assets and liabilities based on relative fair values of individual items; goodwill or gain
Financial assets and financial liabilities are recognized when the Group becomes a party
equity instrument if it is non-derivative and meets the definition of equity for the
issuer in accordance with the criteria of PAS 32, Financial Instruments: Presentation.
entity’s business model for managing the financial assets and the contractual
the asset is held within the Group’s business model whose objective is to
collect”); and,
PFRS 15, all financial assets meeting these criteria are measured initially at
amortized cost using the effective interest method, less any impairment in
value.
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except for those with maturities greater than 12 months after the end of
For purposes of cash flows reporting and presentation, cash and cash
less, including cash. These generally include cash on hand, demand deposits
value.
gross carrying amount of the financial assets except for those that are
assets at amortized cost, the effective interest rate is applied to the net
The Group assesses and recognizes an allowance for expected credit losses
assessing credit risk, including past events (e.g., historical credit loss
affect the collectability of the future cash flows of the financial assets.
The amount of allowance for ECL is updated at the end of each reporting
period to reflect the changes in credit risk of the financial asset since initial
assesses whether there has been a significant increase in credit risk for
occurring over the expected life of the financial asset between the reporting
date and the date of the initial recognition. In determining whether the
The amount of allowance for ECL is based on the difference between the
contractual cash flows due in accordance with the contract and all the cash
the original effective interest rate. The expected cash flows include cash
flows from the sale of any collateral held or other credit enhancements that
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The Group determines the ECL for receivables and contract assets by
receivables and contract assets and the cumulative loss rates by analyzing
historical net charge-offs arising from cancellations and back-out sale for
For other credit exposures such as due from related parties and refundable
deposit, ECLs are recognized in two stages. If the credit risk on a financial
asset has not increased significantly since initial recognition, the Group
measures and provides for credit losses that are expected to result from
default events that are possible within the next 12-months (12-month ECL).
When there has been a significant increase in credit risk on a financial asset
since initial recognition, a loss allowance is required for credit losses expected
over the remaining life of the exposure, irrespective of the timing of the
default (lifetime ECL). For deposits in cash and cash equivalents, the Group
applies the low credit risk simplification and measures the ECL on the
financial assets based on a 12-month basis unless there has been a significant
increase in credit risk since origination, in that case, the loss allowance will
defaulting at its financial obligation over a given time horizon, either over
Loss Given Default – it is an estimate of loss related to the amount that may
between the contractual cash flows due in accordance with the terms of
the instrument and all the cash flows that the Group expects to receive.
For receivables and contract assets, this include cash flows from resale of
payment under Republic Act (RA) 6552, Realty Installment Buyer Protection
amortized cost.
The Group recognizes an impairment loss in profit or loss for all financial
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The financial assets (or where applicable, a part of a financial asset or part of
receive cash flows from the financial instruments expire, or when the
financial assets and all substantial risks and rewards of ownership have been
substantially all the risks and rewards of ownership and continues to control
the transferred asset, the Group recognizes its retained interest in the asset
and an associated liability for amounts it may have to pay. If the Group
financial asset, the Group continues to recognize the financial asset and also
and output value-added tax (VAT)], are recognized initially at their fair values and
Financial liabilities are recognized when the Group becomes a party to the
direct issue costs, are charged to profit or loss, except for capitalized borrowing
cost, on an accrual basis using the effective interest method and are added to the
carrying amount of the instrument to the extent that these are not settled in the
within one year or less after the end of the reporting period (or in the normal
operating cycle of the business, if longer), or the Group does not have an
unconditional right to defer settlement of the liability for at least twelve months
after the end of the reporting period. Otherwise, these are presented as non-
current liabilities.
All interest-related charges are recognized as expense in profit or loss under the
income.
Financial liabilities are derecognized from the statement of financial position only
expiration. The difference between the carrying amount of the financial liability
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Financial assets and financial liabilities are offset and the resulting net amount,
statement of financial position when the Group currently has legally enforceable
right to set-off the recognized amounts and there is an intention to settle on a net
basis, or realize the asset and settle the liability simultaneously. The right of set-
off must be available at the end of the reporting period, that is, it is not contingent
the event of default, and in the event of insolvency or bankruptcy; and must be
legally enforceable for both entity and all counterparties to the financial
instruments.
Cost of real estate inventories includes acquisition costs of raw land intended for future
development, including other costs and expenses incurred to effect the transfer of the
property to the Group; related property development costs; and borrowing costs on
certain loans incurred during the development of the real estate properties are also
capitalized by the Group (see Note 2.14). All costs relating to the real estate property
sold are recognized as expense as the work to which they relate is performed.
Costs of real estate inventories are assigned using specific identification of their
individual costs. These properties and projects are valued at the lower of cost and net
realizable value. Net realizable value is the estimated selling price in the ordinary course
of business, less estimated costs to complete and the estimated costs necessary to make
the sale.
The Company recognizes the effect of revisions in the total project cost estimates in
the year in which these changes become known. Any impairment loss from a real estate
project is charged to operations during the period in which the loss is determined.
derecognized and the cost of the repossessed property is recognized in the statement
of comprehensive income
Deposits on land for future development pertain to advance cash payments made to
sellers of properties purchased by the Group but title over the properties have not yet
been transferred to the Group. Once sale is consummated, which is usually within 12
months from the date the deposit is made, such advance payments are applied to the
full amount of the contract price and debited to either Real Estate Inventory or
Investment Property account depending on the intended use of the property acquired.
The Group present deposit on land for future development that are intended for real
estate inventories under current assets while those that are intended for investment
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Prepayments and other assets pertain to other resources controlled by the Group as a
result of past events. They are recognized in the consolidated financial statements when
it is probable that the future economic benefits will flow to the Group and the asset has
Other recognized assets of similar nature, where future economic benefits are expected
to flow to the Group beyond one year after the end of the reporting period are classified
Property and equipment are carried at acquisition or construction cost less subsequent
depreciation, amortization and any impairment losses. As no finite useful life for land
The cost of an asset comprises its purchase price and directly attributable costs of
bringing the asset to working condition for its intended use. Expenditures for additions,
major improvements and renewals are capitalized while expenditures for repairs and
Depreciation is computed on the straight-line basis over the estimated useful lives of
Buildings 20 years
Leasehold improvements are amortized over the useful life of the improvements of
asset.
Fully depreciated and amortized assets are retained in the accounts until they are no
longer in use and no further charge for depreciation and depreciation is made in respect
of those assets.
the asset’s carrying amount is greater than its estimated recoverable amount
The residual values, estimated useful lives, and method of depreciation and
An item of property and equipment, including the related accumulated depreciation and
future economic benefits are expected to arise from the continued use of the asset. Any
gain or loss arising on derecognition of the asset (calculated as the difference between
the net disposal proceeds and the carrying amount of the item) is included in profit or
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properties that are held to earn rental income, but not for sale in the ordinary course of
purposes. Cost of the asset includes cost of construction and capitalized borrowing
Investment properties are carried at cost, net of accumulated depreciation, except for
land which is not subjected to depreciation, and any impairment in value. Depreciation
straight-line method over the estimated useful lives of the assets of 20 to 50 years.
This includes costs of construction, applicable borrowing costs (see Note 2.14) and
other direct costs. The account is not depreciated until such time that the assets are
Transfers are made to investment properties when, and only when, there is a change in
investment properties when, and only when, there is a change in use evidenced by
to sale. In isolation, a change in management’s intentions for the use of a property does
the asset’s carrying amount is greater than its recoverable amount (Note 2.16).
from use and no future economic benefit is expected from their disposal.
Financial assets and financial liabilities are offset and the resulting net amount,
statement of financial position when the Group currently has a legally enforceable right
to set off the recognized amounts and there is an intention to settle on a net basis, or
realize the asset and settle the liability simultaneously. The right of set-off must be
available at the end of the reporting period, that is, it is not contingent on future event.
It must also be enforceable in the normal course of business, in the event of default,
and in the event of insolvency or bankruptcy; and must be legally enforceable for both
Provisions are recognized when present obligations will probably lead to an outflow of
economic resources and they can be estimated reliably even if the timing or amount of
the outflow may still be uncertain. A present obligation arises from the presence of a
Provisions are measured at the estimated expenditure required to settle the present
obligation, based on the most reliable evidence available at the end of the reporting
period, including the risks and uncertainties associated with the present obligation.
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Where there are a number of similar obligations, the likelihood that an outflow will be
When time value of money is material, long-term provisions are discounted to their
present values using a pretax rate that reflects market assessments and the risks specific
to the obligation. The increase in the provision due to passage of time is recognized as
interest expense. Provisions are reviewed at the end of each reporting period and
In those cases where the possible outflow of economic resource as a result of present
statements. Similarly, possible inflows of economic benefits to the Group that do not
yet meet the recognition criteria of an asset are considered contingent assets, hence, are
not recognized in the consolidated financial statements. On the other hand, any
reimbursement that the Group can be virtually certain to collect from a third party with
respect to the obligation is recognized as a separate asset not exceeding the amount of
Revenue of the Group arises mainly from the sale of real estate units, lease of property,
The Group follows the five-step process below to when it recognizes revenue.
A contract with a customer is identified when the following five gating criteria are
present:
(i) the parties to the contract have approved the contract either in writing or in
(ii) each party’s rights regarding the goods or services to be transferred or performed
can be identified;
(iii) the payment terms for the goods or services to be transferred or performed can be
identified;
(iv) the contract has commercial substance (i.e., the risk, timing or amount of the future
(v) collection of the consideration in exchange of the goods and services is probable.
Revenue is recognized only when (or as) the Group satisfies a performance obligation
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(i) the customer simultaneously receives and consumes the benefits provided by the
(ii) the Group’s performance creates or enhances an asset that the customer controls
(iii) the Group’s performance does not create an asset with an alternative use to the
Group and the entity has an enforceable right to payment for performance
completed to date.
customer. If the performance obligation is satisfied over time, the transaction price
obligation is satisfied. The Company uses the practical expedient in PFRS 15 with
In addition, the following specific recognition criteria must also be met before revenue
(a) Sale of real estate units – Revenue from the sale of real estate units are recognized as
the control transfers at either over time for units sold under pre-completed
contracts or at a point in time for ready for occupancy (RFO) units, provided that
the collectability of the contract price is reasonably assured. Invoicing for real estate
sales are based on the agreed amortization schedule by the Group and the buyer.
When the price gating criteria of the revenue recognition has not been met,
including assessment that collectability of the contract price is not yet assured, the
position.
Subsequent cancellations of prior year sales are deducted from real estate sales and
the related costs in the year in which such cancellations are made.
For tax reporting purposes, the taxable income for the year is based on the
amended, which governs installment sales. Under the NIRC, revenue on sale and
cost of real estate sold are recognized in full when the initial payments collected in
the year of sale exceed 25% of the selling price; otherwise, revenue and cost of real
(b) Rendering of management services – Revenue from the rendering of management services
is recognized over time as the services are provided to the client entities, which
consume the benefit as the Group performs. The client entities are invoiced
monthly as work progresses, which are also due upon receipt by them. Any
amounts remaining unbilled at the end of a reporting period are presented in the
the passage of time is required before payment of these amounts will be due.
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(c) Hotel operations – Revenues are recognized over time during the occupancy of hotel
guest and ends when the scheduled hotel room accommodation has lapsed (i.e., the
related room services have been rendered). As applicable, invoices for hotel
Contract assets pertain to rights to consideration in exchange for goods or services that
the Company has transferred to a customer that is conditioned on something other than
passage of time. Under its contracts with customers, the Company will receive an
unconditional right to payment for the total consideration upon the completion of the
Company as it develops the property are presented as Contract Assets in the statement
of financial position. Contract assets are subsequently tested for impairment in the
same manner as the Company assesses impairment of its financial assets [see Note
2.5(a)(ii)].
Any consideration received by the Company in excess of the amount for which the
to a customer for which the Company has received consideration (or an amount of
broker’s commissions, are recognized as part of Prepayments and Other Current Assets
and is subsequently amortized over the duration of the contract on the same basis as
revenue from such contract is recognized. Other costs and expenses are recognized in
profit or loss upon utilization of services or receipt of goods or at the date they are
incurred. Finance costs are reported on an accrual basis, except capitalized borrowing
Borrowing costs are recognized in the period in which they are incurred, except to the
extent that they are capitalized. Borrowing costs that are directly attributable to the
substantial period of time to get ready for its intended use or sale) are capitalized as part
expenditures for the asset and borrowing costs are being incurred and activities that are
necessary to prepare the asset for its intended use or sale are in progress. Capitalization
pending their expenditure on qualifying assets is deducted from the borrowing costs
2.15 Leases
The Group considers whether a contract is, or contains, a lease. A lease is defined
(the underlying asset) for a period of time in exchange for consideration. To apply
this definition, the Group assesses whether the contract meets three key evaluations
- 25 -
the contract or implicitly specified by being identified at the time the asset is
the Group has the right to obtain substantially all of the economic benefits from
use of the identified asset throughout the period of use, considering its rights
the Group has the right to direct the use of the identified asset throughout the
period of use. The Group assess whether it has the right to direct ‘how and for
At lease commencement date, the Group recognizes a right-of-use asset and a lease
is measured at cost, which is made up of the initial measurement of the lease liability,
any initial direct costs incurred by the Group, an estimate of any costs to dismantle
and remove the asset at the end of the lease, and any lease payments made in
from the lease commencement date to the earlier of the end of the useful life of the
right-of-use asset or the end of the lease term. The Group also assesses the right-
of-use asset for impairment when such indicators exist (see Note 2.16).
On the other hand, the Group measures the lease liability at the present value of
the lease payments unpaid at the commencement date, discounted using the interest
rate implicit in the lease if that rate is readily available or the Group’s incremental
fixed) less lease incentives receivable, if any, variable lease payments based on an
index or rate, amounts expected to be payable under a residual value guarantee, and
reflected in the right-of-use asset, or profit and loss if the right-of-use asset is
The Group has elected to account for short-term leases and leases of low-value
assets using the practical expedients. Instead of recognizing a right-of-use asset and
liabilities have been presented separately from property and equipment and other
liabilities, respectively.
Leases which do not transfer to the lessee substantially all the risks and benefits of
ownership of the asset are classified as operating leases. Lease income from
operating leases is recognized in profit or loss on a straight-line basis over the lease
term.
- 26 -
testing. All other individual assets are tested for impairment whenever events or
changes in circumstances indicate that the carrying amount of those assets may not be
recoverable.
For purposes of assessing impairment, assets are grouped at the lowest levels for which
there are separately identifiable cash flows (cash-generating units). As a result, assets are
Impairment loss is recognized in profit or loss for the amount by which the asset’s or
cash-generating unit’s carrying amount exceeds its recoverable amounts which is the
higher of its fair value less costs to sell and its value in use. In determining value in use,
management estimates the expected future cash flows from each cash-generating unit
and determines the suitable interest rate in order to calculate the present value of those
cash flows. The data used for impairment testing procedures are directly linked to the
Group’s latest approved budget, adjusted as necessary to exclude the effects of asset
unit and reflect management’s assessment of respective risk profiles, such as market
All assets are subsequently reassessed for indications that an impairment loss previously
plan and defined contribution plans, and other employee benefits which are recognized
as follows:
dependent on one or more factors such as age, years of service and salary. The legal
obligation for any benefits from this kind of post-employment plan remains with
the Group, even if plan assets for funding the defined benefit plan have been
benefit fund, as well as qualifying insurance policies. The Group’s defined benefit
by a trustee.
- 27 -
defined benefit plan is the present value of the defined benefit obligation at the end
of the reporting period less the fair value of plan assets. The defined benefit
credit method. The present value of the defined benefit obligation is determined
by discounting the estimated future cash outflows for expected benefit payments
using a discount rate derived from the interest rates of a zero coupon government
bonds using the reference rates published by Bloomberg using its valuation
which the benefits will be paid and that have terms to maturity approximating to
the terms of the related post-employment liability. BVAL provides evaluated prices
adjustments and changes in actuarial assumptions and the return on plan assets
other comprehensive income in the period in which they arise. Net interest is
calculated by applying the discount rate at the beginning of the period, unless there
calculation takes into account any changes in the net defined benefit liability or asset
during the period as a result of contributions to the plan or benefit payments. Net
pays fixed contributions into an independent entity (i.e., Social Security System).
defined contribution plans are expensed as they fall due. Liabilities or assets may be
benefits at the earlier of when it can no longer withdraw the offer of such benefits
and when it recognizes costs for a restructuring that is within the scope of PAS 37
and involves the payment of termination benefits. In the case of an offer made to
the number of employees expected to accept the offer. Benefits falling due more
than 12 months after the reporting period are discounted to their present value.
The Group recognizes a liability and an expense for bonuses. The Group recognizes
- 28 -
Compensated absences are recognized for the number of paid leave days
(including holiday entitlement) remaining at the end of each reporting period. They
are included in the Trade and Other Payables account in the consolidated statement
of financial position at the undiscounted amount that the Group expects to pay as
Tax expense recognized in profit or loss comprises the sum of current tax and deferred
tax not recognized in other comprehensive income or directly in equity, if any. Current
tax assets or liabilities comprise those claims from, or obligations to, fiscal authorities
relating to the current or prior reporting period, that are uncollected or unpaid at the
end of the reporting period. They are calculated using the tax rates and tax laws
applicable to the fiscal periods to which they relate, based on the taxable profit for the
year. All changes to current tax assets or liabilities are recognized as a component of tax
Deferred tax is accounted for using the liability method, on temporary differences at
the end of each reporting period between the tax base of assets and liabilities and their
carrying amounts for financial reporting purposes. Under the liability method, with
certain exceptions, deferred tax liabilities are recognized for all taxable temporary
differences and deferred tax assets are recognized for all deductible temporary
differences and the carry-forward of unused tax losses and unused tax credits to the
extent that it is probable that taxable profit will be available against which the deductible
temporary differences can be utilized. Unrecognized deferred tax assets are reassessed
at the end of each reporting period and are recognized to the extent that it has become
probable that future taxable profit will be available to allow such deferred tax assets to
be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply
in the period when the asset is realized or the liability is settled provided such tax rates
have been enacted or substantively enacted at the end of the reporting period.
The carrying amount of deferred tax assets is reviewed at the end of each reporting
period and reduced to the extent that it is probable that sufficient taxable profit will be
The measurement of deferred tax liabilities and assets reflects the tax consequences that
would follow from the manner in which the Group expects, at the end of the reporting
period, to recover or settle the carrying amount of its assets and liabilities.
Most changes in deferred tax assets or liabilities are recognized as a component of tax
expense in profit or loss, except to the extent that it relates to items recognized in other
comprehensive income or directly in equity. In this case, the tax is also recognized in
Deferred tax assets and deferred tax liabilities are offset if the Group has a legally
enforceable right to set off current tax assets against current tax liabilities and the
- 29 -
the Group and its related parties, regardless whether a price is charged.
Parties are considered to be related if one party has the ability to control the other party
or exercise significant influence over the other party in making financial and operating
decisions. These parties include: (a) individuals owning, directly or indirectly through
one or more intermediaries, control or are controlled by, or under common control
with the Group; (b) associates; (c) individuals owning, directly or indirectly, an interest
in the voting power of the Group that gives them significant influence over the Group
and close members of the family of any such individual; and, (d) the Group’s funded
retirement plan.
companies to the SEC, transactions amounting to 10% or more of the total assets based
on the latest audited consolidated financial statements that were entered into with the
related parties are considered material. All individual material related party transactions
shall be approved by at least two-thirds vote of the BOD, with at least a majority of the
independent directors voting to approve the material related party transactions. In case
that a majority of the independent directors’ vote to approve the material related party
two-thirds of the outstanding capital stock. For aggregate related party transactions
within a 12-month period that breaches the materiality threshold of ten 10% of the
Group’s total assets based on the latest audited consolidated financial statements, the
same board approval would be required for the transactions that meets and exceeds the
Operating segments are reported in a manner consistent with the internal reporting
provided to the Group’s executive committee, its chief operating decision maker. The
geographical location, which represent the main products and services provided by the
Group.
The measurement policies the Group uses for segment reporting under PFRS 8,
Operating Segments, are the same as those used in its consolidated financial statements,
operating segments.
In addition, corporate assets which are not directly attributable to the business activities
- 30 -
2.21 Equity
Capital stock represents the nominal value of shares that have been issued.
Additional paid-in capital represents the proceeds in excess of the par value of shares
issued less directly attributable costs in relation to the issuance of the shares.
Treasury shares represent the shares that are reacquired by the Parent Company at cost
Revaluation reserves comprise gains and losses arising from remeasurements of post-
Retained earnings represent all current and prior period results of operations as
dividends declared. Appropriated retained earnings are retained earnings that have been
set aside by the Group for specific purpose and are not available for dividend
declarations.
Non-controlling interest (NCI) represents equity in consolidated entities that are not
investments from non-controlling shareholders, share in profit or loss and share in each
The Group adjusts the carrying amount of NCI to reflect the changes in their relative
interests in the consolidated entities when the proportion of the equity held by NCI
changes. The Group directly recognize in equity any difference between the amount by
which the NCI are adjusted and the fair value of the consideration paid or received, and
Basic earnings per share (EPS) is computed by dividing net profit attributable to equity
holders of the Parent Company by the weighted average number of shares issued and
outstanding, adjusted retroactively for any stock dividend, stock split or reverse stock
Diluted EPS is computed by adjusting the weighted average number of ordinary shares
does not have dilutive potential shares outstanding, hence, the diluted earnings per
Any post-year-end event that provides additional information about the Group’s
consolidated financial position at the end of the reporting period (adjusting event) is
reflected in the consolidated financial statements. Post-year-end events that are not
adjusting events, if any, are disclosed when material to the consolidated financial
statements.
- 31 -
PFRS requires management to make judgments and estimates that affect the amounts
reported in the consolidated financial statements and related notes. Judgments and
estimates are continually evaluated and are based on historical experience and other
factors, including expectations of future events that are believed to be reasonable under
the circumstances. Actual results may ultimately differ from these estimates.
In the process of applying the Group’s accounting policies, management has made the
following judgments, apart from those involving estimation, which have the most
In a sale of real estate properties, the Group’s primary document for a contract
with a customer is a signed contract to sell which is executed when the real estate
property sold is completed and ready for use by customer. In rare cases wherein
contract to sell are not executed by both parties, management has determined that
contain all the elements to qualify as contract with the customer (i.e., approval of
the contract by the parties, which has commercial substance, identification of each
party’s rights regarding the goods or services and the related payment terms).
Moreover, as part of the evaluation, the Group assesses the probability that the
Group will collect the consideration to which it will be entitled in exchange for
the real estate property that will be transferred to the customer. In evaluating
Collectability is also assessed by considering factors such as past history with the
historical cancellations and back-outs if it would still support its current threshold
satisfied over time or at a point in time. In making this judgment, the Group
enhanced;
date.
- 32 -
The Group determined that its performance obligation is satisfied over time
since it does not have an alternative use of the specific property sold as it is
precluded by its contract from redirecting the use of the property for a different
purpose. Further, the Group has rights over payment for development
completed to date as the Group can choose to complete the development and
enforce its rights to full payment under its contracts even if the customer
for completed real estate properties is satisfied at a point in time when the
transaction price on real estate sales as a criterion for revenue recognition. The
commitment and the probability that economic benefits will flow to the Group.
The Group considers that the initial and continuing investments by the buyer
when reaching the set collection threshold would demonstrate the buyer’s
when the collections received from the buyers exceed a certain threshold, it
would be remote that the buyer will default and the contract will be cancelled.
Group will not recognize the whole contract and no revenue will be recognized
The Group’s sale of real estate under pre-completed contracts has variable
consideration, which is the right of return when a buyer defaulted the equity
payments. Moreover, Republic Act No. 6552, Realty Installment Buyer Act or,
statutory obligation to the Group to refund the buyer the cash surrender value
total collected amount, and, after five years of installments, an additional five
percent every year but not to exceed 90% of the total collections received.
The Group uses the cumulative loss rate approach to calculate ECL for
receivables over the term of the instrument, the amount of required allowance
for ECL is minimized since the legal title related to the unit sold will only be
transferred once the contract receivable has been paid in full, and the Group
has the right to recover the real estate properties covered by the contract with
- 33 -
On the other hand, additional ECL may be calculated for certain pool of trade
Details about the ECL on the Group’s trade and other receivables and contract
making its judgment, the Group considers whether the property generates cash
properties generate cash flows that are attributable not only to the property but
(g) Distinction Between Operating and Finance Leases for Contracts where the Group is the
Lessor
The Group has entered into various lease agreements. Critical judgment was
understatement of assets and liabilities. Currently, its leases are all operating
leases.
(h) Determination of Lease Term of Contracts with Renewal and Termination Options
In determining the lease term, management considers all relevant factors and
termination options are only included in the lease term if the lease is reasonably
For leases of land and office space, the factors that are normally the most
relevant are (a) if there are significant penalties should the Group pre-terminate
the contract, and (b) if any leasehold improvements are expected to have a
significant remaining value, the Group is reasonably certain not to terminate the
lease contract. Otherwise, the Group considers other factors including historical
lease durations and the costs and business disruption required to replace the
leased asset.
the Group becomes obliged to exercise or not exercise it. The assessment of
in circumstances occurs, which affects this assessment, and that is within the
- 34 -
Control is present 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. Significant influence is the power to
participate in the financial and operating policy decisions of the investee but is
The Parent Company was able to demonstrate control over the operations of
CBLRV (since 2020), CHDI and YHESPH (since 2019), YHEST and CCLI
(since 2018), MGR and YHES (since 2017), and BL Ventures, El Camino and
YES (since 2016), from the time of their incorporation, as indicated in Note 1.2.
It had been able to demonstrate control over the operations of the foregoing
investees despite having 50% or less equity ownership interest in them by virtue
and the Parent Company’s actual role in the investees’ operations. Accordingly,
and assets based on at least two essential elements – inputs and processes
applied to those inputs, which together are or will be used to create outputs.
make the right judgment will result in misstatement of assets and other accounts
in 2020, as discussed in Note 1.2, does not qualify as business acquisition under
in Note 28.
- 35 -
The following are the key assumptions concerning the future, and other key sources
of estimation uncertainty at the end of the reporting period, that have a significant risk
of causing a material adjustment to the carrying amounts of assets and liabilities within
obligations satisfied over time, the Group measures progress on the basis of
actual costs incurred relative to the total expected costs to complete such
development costs with reference to the project development plan and any
change.
The Group measures its lease liabilities at present value of the lease payments
that are not paid at the commencement date of the lease contract. The lease
discount rate, management considers the term of the leases, the underlying asset
and the economic environment. Actual results, however, may vary due to
cost is an area that requires the use of significant assumptions about the future
defaulting and the resulting losses). Management also applies judgement in the
estimation of the contractual cash flows due from counterparties that the Group
including the discounting factor for recoveries beyond one year. Explanation
takes into account the most reliable evidence available at the dates the estimates
are made. The future realization of the carrying amounts of real estate inventory
segments as well as the trends in the real estate industry. These are considered
the Group’s real estate inventories within the next financial reporting period.
Considering the Group’s pricing policy, the net realizable values of real estate
inventories for sale are determined to be higher than their related costs.
- 36 -
(e) Estimation of Useful Lives of Property and Equipment, Investment Properties and Right-of-
use Assets
The Group estimates the useful lives of property and equipment, investment
properties and right-of-use assets based on the period over which the assets are
expected to be available for use. The estimated useful lives of these assets are
The carrying amounts of property and equipment, right-of use assets and
investment properties are analyzed in Notes 11, 12 and 13, respectively. Based
change in estimated useful lives of these assets during those periods. Actual
asset or a cash-generating unit based on expected future cash flows and uses an
interest rate to calculate the present value of those cash flows. Estimation
fair values reflected in the consolidated financial statements are appropriate and
assessment of recoverable values and any resulting impairment loss could have
use assets and investment properties, as at December 31, 2020, 2019 and 2018.
others, discount rates and salary rate increase. A significant change in any of
these actuarial assumptions may generally affect the recognized expense and the
reporting period.
- 37 -
Investment properties are measured using the cost model. The fair value of
investment property held for capital appreciation and to earn rental income
change in these elements may affect prices and the value of the assets being
disclosed.
The fair value the Group’s investment properties as at December 31, 2020 and
4. SEGMENT INFORMATION
The Group’s operating segments are organized and managed separately according to
the nature of products and services provided, with each segment representing a strategic
business unit that offers different products and serves different markets. The Group’s
real estate segment covers the development and sale of residential and office units to
individual and corporate buyers. The rental segment includes leasing of office and
focuses on the management of real estate projects and upkeep services to condominium
corporations and housing associations. The hotel operations segment relates to the
Segment accounting policies are the same as the policies described in Note 2.20. The
Group generally accounts for intersegment sales and transfers as if the sales or transfers
Segment assets are allocated based on their physical location and use or direct
association with a specific segment and they include all operating assets used by a
segment and consist principally of operating cash, receivables, real estate inventories,
property and equipment, and investment properties, net of allowances and provisions.
Similar to segment assets, segment liabilities are also allocated based on their use or
direct association with a specific segment. Segment liabilities include all operating
liabilities and consist principally of accounts, wages, taxes currently payable and accrued
liabilities. Segment assets and segment liabilities do not include deferred taxes.
Segment revenues, expenses and performance include sales and purchases between
business segments. Such sales and purchases are eliminated in consolidation, if any.
- 38 -
The following tables present revenue and profit information regarding industry
segments for the years ended December 31, 2020, 2019 and 2018 and certain assets and
2020
Management Hotel
REVENUES
2019
Management Hotel
REVENUES
Post-employment defined
SEGMENT PROFIT
- 39 -
2019
Management Hotel
2018
Management Hotel
REVENUES
Sale to external customer P 6,692,537,760 P 57,480,871 P 12,920,716 P - P 6,762,939,347
excluding depreciation
Operating expenses
excluding depreciation
non-current contract
receivables – net 42,964,142 - - - 42,964,142
SEGMENT PROFIT
The real estate segment is further analyzed based on their geographical location as
shown in Note 17.1. Both rental and management services segments are located in
Cebu City.
Sales to any of the Group’s major customers did not exceed 10% of the Group’s
- 40 -
4.5 Reconciliation
Revenues
Revenues as reported in
Profit or loss
Elimination of intersegment
Assets
Elimination of intercompany
Liabilities
Elimination of intercompany
Cash and cash equivalents include the following components as at December 31:
2020 2019
P 797,184,790 P 917,170,651
- 41 -
Cash in banks (savings and demand deposits) generally earn interest based on daily bank
deposit rates. Short-term placements are made for varying period from 10 to 90 days
and earn effective interest ranging from 1.19% to 2.20%, 1.74% to 6.00% and 3.18%
Interest income earned from cash and cash equivalents amounted to P8,701,101,
P24,599,602 and P18,861,865 in 2020, 2019 and 2018, respectively, and are
6. RECEIVABLES
Contract receivables:
Advances to officers
6,142,559,456 5,876,411,155
P 6,141,958,762 P 5,876,062,938
follows.
2020 2019
P6,141,958,762 P 5,876,062,938
Buyers of real estate properties are given two to four years to complete the equity
amortization which ranges from 10% to 30% of the contract price of the real estate
being purchased. Contract receivables, which are all covered by postdated checks, are
only recognized when the collection of total transaction price is reasonably assured and
institution of the buyer’s account within 12 months. Title to real estate properties are
transferred to the buyers once full payment has been made. Hence, Contracts
- 42 -
buyers whose equity payments are expected to be fully paid after 12 months following
the end of the reporting period. These are measured at amortized cost which is
determined by discounting future cash flows using the applicable rates of similar types
receivables, net of day one loss of P2,406,895 and P31,437,731 recognized in those
of profit or loss (see Note 22). On the other hand, in 2018, the Group has day one
(HDMF) from the proceeds of loans availed by real estate buyers in accordance with
HDMF Circular No. 182-A to pay off their obligations to the Group, which will be
The Group assesses an ECL when the receivables from contract with customers and
other counterparties are initially recognized and update the assessment at each reporting
allowance for impairment at the beginning and end of 2020 and 2019 is shown below.
2020 2019
This account includes the following inventories, which are all at cost.
1,115,559,275 1,688,338,908
Construction-in-progress (CIP):
8,036,539,735 5,646,166,075
P 13,398,181,847 P 9,463,232,203
- 43 -
An analysis of the cost of real estate inventory included in cost of sales is presented in
Note 18.
Land development costs pertain to the cost of land acquisition, and site development
costs of horizontal projects and other future site projects of the Group.
Condominium building costs consist of the cost of land and the cost to construct the
Housing costs pertain to the cost of house construction for the horizontal projects of
the Group.
Raw land inventory consists of parcels of land owned by the Group in various locations.
2020 and 2019, the Group reclassified deposits on land for future development
i.e., applied as part of the payment for the land acquisitions that were consummated
On July 16, 2020, CLI entered into a subscription contact with GGTT, whereby CLI
P177,730,000 or P355.46 per share. Prior to and at the time of subscription of CLI,
substantially all of the fair value of the gross assets of GGTT is concentrated in a single
identifiable asset, which is a parcel of land. After its subscription to the shares of
GGTT, CLI now holds 50% ownership interest in GGTT. However, in accordance
with the Group’s policy (see Notes 2.4 and 3), the transaction is accounted for by the
Group as an asset acquisition since the transaction does not constitute an acquisition
of a business (see also Note 1.2). As such the total purchase price at acquisition date
amounting to P177,730,000 was allocated to the land and is included as part of raw land
Borrowing costs that are capitalized as part of real estate inventory amounted to
P898,039,007 and P642,126,984 in 2020 and 2019, respectively, which represents the
general and specific borrowing costs incurred on loans and corporate notes obtained to
fund the construction projects (see Note 15). Capitalization rate used for general
borrowings ranges from 1.98% to 6.25% and 3.72% to 6.50% for the years ended
In 2020 and 2019, the Group reclassified investment properties totaling P997,649,685
As at December 31, 2020 and 2019, real estate inventories totaling to P6,313,953,917
and P9,119,780,130, respectively, are used as collateral for certain interest-bearing loans
- 44 -
Currently, this account includes only advance payments for acquisitions of certain
parcels of land which are intended for future development into saleable real estate
projects (see Note 2.7). A reconciliation of the deposits on land for future development
is presented below.
Transferred to investment
properties 13 - ( 1,144,758,533 )
The deposits on land for future development is presented as current assets in the
2020 2019
P 3,019,869,681 P 2,265,504,406
units for sale. These are applied against the progress billings of subcontractors.
In 2020, 2019 and 2018, the Group expensed prepaid commissions of P429,725,150,
P301,751,479 and P264,860,997, respectively, based on the POC of its related real estate
- 45 -
2020 2019
Cost
Balance at beginning
Accumulated equity
in net losses
Balance at beginning
Cost
Balance at beginning
- 46 -
(a) Magspeak
Magspeak as at and for the year ended December 31, 2020 and 2019 are as follows:
2020 2019
Non-current liabilities - -
Revenues P - P -
The Parent Company’s share in the net assets of Magspeak as of December 31,
2020 and 2019 which agrees with the carrying amount of the investment in CPH is
shown below.
2020 2019
subscription 6,570,679 -
(b) MDC
MDC as at and for the year ended December 31, 2020 and 2019 are as follows:
2020 2019
Non-current assets - -
- 47 -
2020 2019
Non-current liabilities - -
Revenues P - P -
The Parent Company’s share in the net assets of MDC as of December 31, 2020
and 2019 which agrees with the carrying amount of the investment in CPH is shown
below.
2020 2019
ICOM as at and for the year ended December 31, 2020 are as follows:
Non-current liabilities -
Revenues P -
- 48 -
The Parent Company’s share in the net assets of ICOM as of December 31, 2020
which agrees with the carrying amount of the investment in ICOM is shown below.
Shares in net losses of associates totaling P678,066, P326,580 and P437,147 were
recognized in 2020, 2019 and 2018, respectively, in the consolidated statements of profit
or loss.
There were no dividends received from the Group’s associates in 2020, 2019 and 2018.
The gross carrying amounts and accumulated depreciation and amortization of property
and equipment at the beginning and end of 2020 and 2019 are shown below.
Accumulated
depreciation and
Net carrying
depreciation and
amortization - ( 67,413,259 ) ( 23,635,550 ) ( 29,791,432 ) ( 16,065,951 ) ( 2,232,938 ) - ( 139,139,130 )
Net carrying
amount P 139,794,060 P 83,076,321 P 38,833,292 P 11,220,784 P 10,019,737 P 97,701 P 72,079,085 P 355,120,980
January 1, 2019
depreciation and
Net carrying
amount P 139,198,121 P 101,162,265 P 35,625,071 P 23,655,750 P 9,042,902 P 362,801 P 16,673,810 P 325,720,720
Balance at January 1,
2020 net of
accumulated
depreciation and
Additions
Reclassification
-
1,102,760
19,542,518
85,001,437
8,286,592
-
5,177,704
-
2,762,373
-
2,254,898 197,669,084
-
235,693,169
86,104,197
Depreciation and
amortization
Net carrying amount P 140,896,820 P 170,588,299 P 39,483,966 P 12,602,929 P 8,936,688 P 1,130,735 P 269,748,169 P 643,387,606
- 49 -
Land Building
Office
Equipment
Transportation
Equipment
Furniture
and Fixture
Leasehold
Improvements
Construction
in Progress Total
Balance at January 1,
2019 net of
accumulated
depreciation and
amortization
Additions
P 139,198,121
595,939
P 101,162,265 P
2,985,847
35,625,071 P
9,964,093
23,655,750 P
7,152,251
9,042,902 P
4,535,518 -
362,801 P 16,673,810 P
55,405,275
325,720,720
80,638,923
Reclassification
Depreciation and
- - ( 246,142 ) ( 16,778,571 ) ( 144,982 ) ( 24,643 ) - ( 17,194,338 )
amortization
for the year - ( 21,071,791 ) ( 6,509,730 ) ( 2,808,646 ) ( 3,413,701 ) ( 240,457 ) - ( 34,044,325 )
Net carrying amount P 139,794,060 P 83,076,321 P 38,833,292 P 11,220,784 P 10,019,737 P 97,701 P 72,079,085 P 355,120,980
Balance at January 1,
2018 net of
accumulated
depreciation and
Additions
Depreciation and
139,198,121 3,579,103 5,674,806 16,907,688 2,455,740 49,286 16,070,101 183,934,845
amortization
for the year - ( 22,090,402 ) ( 5,661,550 ) ( 1,775,703 ) ( 3,418,741 ) ( 237,171 ) - ( 33,183,567 )
Net carrying amount P 139,198,121 P 101,162,265 P 35,625,071 P 23,655,750 P 9,042,902 P 362,801 P 16,673,810 P 325,720,720
equipment (see Note 13) because CLI used these units as one of its offices starting
2020.
Certain building, office equipment, furniture and fixtures and leasehold improvements
with a total carrying amount of P64,404,721 and P70,260,964 as at December 31, 2020
and 2019, respectively, are used as collateral for certain interest-bearing loans and
As at December 31, 2020 and 2019, the cost of the Group’s fully depreciated property
and equipment that are still used in operations amounts to P80,220,251 and
P67,434,959, respectively.
12. LEASES
In 2020 and 2019, the Group entered into lease contracts, as lessee, for leases of land
and an office space. With the exception of short-term leases and leases of low-value
Variable lease payments which do not depend on an index or a rate are excluded from
Each lease generally imposes a restriction that, unless there is a contractual right for the
Group to sublease the asset to another party, the right-of-use asset can only be used by
the Group. Leases are either non-cancellable or may only be cancelled by incurring a
substantive termination fee. Some leases contain an option to purchase the underlying
lease asset outright at the end of the lease, or to extend the lease for a further term.
Under the lease contracts, the Group is prohibited from selling or pledging the
underlying leased assets as security. For the lease of an office space, the Group must
keep the related property in a good state of repair and return the property in good state
at the end of the lease. For the lease on the land, the Group must insure all the
- 50 -
The table below describes the nature of the Group’s leasing activities by type of
right-of-use asset recognized in the 2020 and 2019 consolidated statement of financial
position.
Number of Number of
Land 2 40 - 43 years - - -
The carrying amounts of the Group’s right-of-use assets as at December 31, 2020 and
2019 and the movements during the year are shown below.
Cost
Accumulated amortization
Carrying amount at
Cost
Accumulated amortization
Carrying amount at
The additional right-of-use assets in 2020 pertains to a lease contract for a period of 43
years covering a piece of land which will be the site of another real estate project (leasing
- 51 -
2020 2019
P 834,733,975 P 140,276,458
The Group is fully liable for the rentals on the remaining term of the lease of office
space, including any interest, penalties, utility charges and damages for termination prior
to expiration of the contract. The contract of lease on land does not provide for any
The Group paid an advanced rental of P100,944,000 and P50,000,000 in 2020 and 2019,
respectively, at the start of the lease of land and will be applied to the first three to
five years of the lease term. This amount was deducted to the lease liabilities as at
The lease liabilities are secured by the related underlying assets. The undiscounted
Net present values P 1,634,080 P 39,986,155 P 24,941,496 P 26,435,693 P 29,209,372 P 975,133,906 P 834,733,975
Net present values P 1,775,306 P 1,516,551 P 1,696,997 P 1,892,412 P 12,374,740 P 121,020,452 P 140,276,458
The Group has elected not to recognize a lease liability for short-term leases or for
leases of low-value assets. Payments made under such leases are expensed on a straight-
line basis. In addition, certain variable lease payments are not permitted to be
recognized as lease liabilities and are expensed as incurred. The expense relating to
P33,941,185 and P15,275,105 in 2020, 2019 and 2018, respectively, and is presented as
The total cash outflow in respect of leases amounted to P162,467,669 and P50,567,000
in 2020 and 2019, respectively. These include the interest expense in relation to the
lease liabilities amounting to P57,127,820 and P10,847,248, respectively, for the same
periods ended, and is presented as part of Interest expense on lease liabilities under
Finance Costs in the consolidated statement of profit or loss (see Note 21).
- 52 -
The Group’s investment properties include parcels of land held for development of
properties, condominium units and retail building for lease. The gross carrying amounts
Retail
Building
Condominium
Units
Parking
Units Land
Construction
in Progress Total
January 1, 2019
net of accumulated
net of accumulated
depreciation P 561,426,632 P 476,377,690 P 25,409,488 P 5,742,622,708 P 3,287,906,544 P10,093,743,062
net of accumulated
(see Note 7). In 2019, deposits on land for future development of 1,144,758,533 were
P224,350,878 and P160,418,146 in 2020 and 2019, respectively, which represents the
general and specific borrowing costs incurred on loans and corporate notes obtained to
Income and expenses from investment properties for the years ended December 31,
- 53 -
Expenses:
The expenses are included as part of Cost of Sales and Services in the consolidated
statements of profit or loss in 2020, 2019 and 2018 (see Note 18).
as at December 31, 2020 and 2019, respectively, based on the appraisal done by an
independent expert [see Note 31.3(c)]. On the basis primarily of the foregoing
P1,041,408,890 as at December 31, 2020 and 2019, respectively, are used as collateral
2020 2019
Deposits on
P 337,044,725 P 112,588,446
and overhead expenses for on-going construction of investment properties. These are
- 54 -
at the termination of the contract, to lessors and various payees. These are measured at
amortized cost.
P1,620,697 in 2020, 2019 and 2018, respectively. The amortization expense on the
and 2018, respectively, and is presented as part of Depreciation and amortization under
The outstanding balance of interest-bearing loans and corporate notes are presented
Current
3,434,542,160 2,627,759,378
Non-current
20,359,441,551 14,218,997,199
P23,793,983,711 P16,846,756,577
below.
2020 2019
The unamortized debt issue cost as at December 31, 2020 and 2019 amounts to
issue cost at the beginning and end of 2020 and 2019 is shown below.
2020 2019
- 55 -
The loans bear interest rates per annum ranging from 1.84% to 7.13% in 2020, 3.71%
to 7.75% in 2019 and 2.75% to 7.37% in 2018. Certain loans are collateralized by the
specific projects and developments and certain property and equipment for which the
loans were obtained. The cost of such projects aggregating to P8,176,936,270 and
P10,231,449,984 as at December 31, 2020 and 2019, respectively, are included in the
Real Estate Inventory, Property and Equipment and Investment Properties accounts in
In 2020, the Group availed of new bank loans totaling P4,692,123,374, net of debt
issuance cost, which bear interest ranging from 4.00% to 6.25% and have maturity dates
ranging from 2021 to 2027. Loans obtained in 2019 from various commercial banks
totaling P6,487,770,230, net of debt issuance cost, bear interest ranging from 4.18% to
The total interest incurred from the foregoing loans, including amortization of debt
P221,240,157 were capitalized as part of construction costs (see Notes 7 and 13).
The Parent Company and various financial institutions executed a Notes Facility
Agreement (NFA) for the issuance of long-term corporate notes (LTCN) and
respectively.
2020 2019
Date Principal
date 1,500,000,000
P13,000,000,000
date P 2,000,000,000
- 56 -
The Parent Company made the following drawdowns from the NFA.
Interest
P 8,000,000,000
P 4,000,000,000
P 3,000,000,000
In 2020 and 2019, the Parent Company recognized debt issuance costs for new NFA
relation to the drawdowns from the NFA. The debt issuance cost amortization in 2020
and 2019 amounted to P29,228,701 and P11,179,030 , respectively. The debt issuance
costs are deducted from the fair value or issue price of the note.
The total interest incurred related to the NFA, including amortization of debt issuance
which P649,026,850 and P366,280,108 was capitalized as part of real estate inventories
and investment properties in 2020 and 2019, respectively (see Notes 7 and 13).
The Parent Company is required to maintain the financial ratios with respect to
(a) maximum debt to equity ratio of 2.5:1; (b) minimum current ratio of 1:1; and,
(c) minimum interest coverage ratio of 3:1. As of December 31, 2020 and 2019, the
The total interest expense related to the above loans, which are included as part of
P33,629,596 and P88,467,056 in 2020, 2019 and 2018, respectively (see Note 21). The
December 31, 2020 and 2019, respectively, and is presented as part of Accrued expenses
under the Trade and Other Payables account in the consolidated statements of financial
- 57 -
Current:
7,257,232,364 5,701,910,028
Non-current:
226,434,433 81,616,966
P 7,483,666,797 P 5,783,526,994
billing made by the contractor. Portion of the amount retained that is not expected to
be paid within 12 months from the end of the reporting period is presented as part of
Accrued expenses pertain to accruals for interest, contracted services, security services,
Current portion of the other payables are mostly construction bonds from various
subcontractors.
- 58 -
BALANCES
The Group derives revenue from the transfer of goods and services over time and at a
point in time. Presented below are revenues from its major product lines and
Lease of properties
Hotel operations
Presented below are revenues from its major product lines and geographical areas for
Lease of properties
Hotel operations
Over time 8,524,756 - - - 8,524,756
Below is the revenue of its major product lines and in geographical areas for the year
Lease of properties
Over time 57,480,871 - - - 57,480,871
- 59 -
2020 2019
A reconciliation of the opening and closing balance of Contract Assets is shown below.
2020 2019
Performance of property
The Group recognizes contract assets, due to timing difference of payment and
on all open contracts as of the end of the reporting period. Its classification and
project completion, hence, any change in estimated completion period affects transfers
to contracts receivables. The Group’s contract assets as at December 31, 2020 and 2019
2020 2019
P13,856,650,495 P 8,892,510,028
below.
2020 2019
- 60 -
Contract liabilities pertains collections from buyers that are ahead of the stage of
completion of the real estate units sold. Collections from buyers on sale of real estate
units where the gating criteria for recognition of sales contract have yet to be met are
Changes in the contract assets and contract liabilities are recognized by the Group when
Components of costs of sales and services are analyzed below (see Note 19).
19,620,573 5,404,138 -
- 61 -
Rent 12.3,
Representation and
Subscription and
Borrowing costs pertains to those interest that were capitalized as part of real estate
The expenses are classified in the consolidated statements of profit or loss as follows:
- 62 -
Refund from lot acquisitions pertain to the refund from seller of property for
overpayments made.
building contractors.
Administrative charges pertain to standard fees charged to the buyers when they
Loans 15.1,
Post-employment
defined benefit
amortization of
non-current
Interest expense on loans is the portion not capitalized as part of real estate inventory
- 63 -
loss on non-current
Expenses recognized for salaries and employee benefits are presented below.
Short-term employee
Post-employment defined
plan that is being administered by a trustee bank that is legally separated from the
Group. The trustee bank manages the fund in coordination with the Group’s top
management who acts in the best interest of the plan assets and is responsible for
setting the investment policies. The post-employment plan covers all regular full-
time employees.
The normal retirement age is 60 with a minimum of five years of credited service.
The plan also provides for an early retirement at age 50 with a minimum of five
years of credited service and late retirement after age 60, both subject to the
to 50% of the final monthly covered compensation (average monthly basic salary
during the last 12 months of credited service) for every year of credited service.
benefit costs and the amount of contributions. All amounts presented in the
succeeding pages are based on the actuarial valuation reports obtained from an
- 64 -
2020 2019
(P 621,184) P 5,923,584
2020 2019
The movements in the fair value of plan assets are presented below.
2020 2019
The composition of the fair value of plan assets at the end of the reporting period
2020 2019
Receivables 1,355,672 -
P 34,863,768 P 36,379,276
- 65 -
The fair values of the above unitized investment funds are determined based on
quoted market prices in active markets (classified as Level 1 of the fair value
hierarchy).
Plan assets do not comprise any of the Group’s own financial instruments or any
of its assets occupied and/or used in its operations. The plan assets recognized a
2019.
The net interest expense (income) is included in Finance Costs (Income) in profit
and mortality tables. The average remaining working lives of an individual retiring
at the age of 60 is 26 both for males and females. These assumptions were
factors are determined close to the end of each reporting period by reference to the
- 66 -
The plan exposes the Group to actuarial risks such as investment risk, interest rate
The present value of the defined benefit obligation is calculated using a discount
a decrease in the interest rate of a reference government bonds will increase the
plan obligation. However, this will be partially offset by an increase in the return
on the plan’s investments in debt securities and if the return on plan asset falls
below this rate, it will create a deficit in the plan. Due to the long-term nature
the best estimate of the mortality of the plan participants both during and after
life expectancy and salary of the plan participants will result in an increase in the
plan obligation.
assumptions, the Group’s asset-liability matching strategy, and the timing and
uncertainty of future cash flows related to the retirement plan are as follows.
P26,485,966 for the years ended December 31, 2020 and 2019, respectively.
- 67 -
holding all other assumptions constant. This analysis may not be representative
of the actual change in the defined benefit obligation as it is unlikely that the
the defined benefit obligation has been calculated using the projected unit credit
method at the end of the reporting period, which is the same as that applied in
The methods and types of assumptions used in preparing the sensitivity analysis
To efficiently manage the retirement plan, the Group, through its Retirement
investments are in line with the obligations under the retirement scheme. This
bonds) with maturities that match the benefit payments as they fall due and in
the appropriate currency. The Group actively monitors how the duration and
the expected yield of the investments are matching the expected cash outflows
There has been no change in the Group’s strategies to manage its risks from
previous periods.
The Group does not expect to make a contribution during the next reporting
period.
2020 2019
P 29,931,129 P 297,660,293
The weighted average duration of the defined benefit obligation at the end of
- 68 -
The Group was registered with the Board of Investments (BOI) as a developer of
various economic and low-cost housing projects. Accordingly, the Group enjoys an
income tax holiday on the BOI registered projects within three to four taxable years
from its registration. The Group has 17 and 15 registered projects with BOI as of
The components of tax expense relating to profit or loss and other comprehensive loss
reversal of temporary
A reconciliation of tax on pretax profit computed at the applicable statutory rates to tax
Changes in unrecognized
- 69 -
The net deferred tax liabilities relate to the following as of December 31:
2020 2019
Others 385,320 -
1,821,986,896 1,164,801,054
( 131,702,870) ( 39,914,332 )
P 1,690,284,026 P 1,124,886,722
Others 385,320 - - - - -
Deferred tax expense (income) P 565,397,304 P 585,347,545 P 342,594,139 (P 2,697,493) P 2,502,521 (P 768,836 )
NOLCO can be claimed as deduction from future taxable income within three and
five years from the year the taxable loss was incurred. In accordance with Bayanihan
claimed as deduction from the gross income until 2020. Details of the Group’s
- 70 -
The Group has deferred tax assets related to NOLCO of 42,732,426 and P42,829,561
as at December 31, 2020 and 2019, respectively, which were not recognized because
the subsidiaries to which such are attributable may not be able to generate enough
taxable profit yet within the validity period of NOLCO for the assets to be recovered.
As of December 31, 2020 and 2019, only the Parent Company, CPH, BL Ventures and
El Camino are subject to the minimum corporate income tax (MCIT) which is
computed at 2% of gross income net of allowable deductions, as defined under the tax
regulations or to RCIT, whichever is higher. Other components of the Group are not
yet subject to MCIT as those have not operated beyond four taxable years yet. A
2019 and 2018 because RCIT was higher than MCIT in both years.
The Group opted to treat the capitalized borrowing costs as capital expenditure in
accordance with Section 34(b) of the NIRC; hence, there are no deferred taxes related
income tax due for the years ended December 31, 2020, 2019 and 2018.
The Group’s related parties include its ultimate parent or ABS, entities under common
retirement fund and others as described in Note 2.19. A summary of the Group’s
Other Stockholders
Sale and transfer
Associates
Net advances (collections) 25.1 49,504 - ( 11,925 ) 49,504 -
Key Management
Personnel
Sale of real estate 25.4 39,075,750 - 8,501,882 43,259,635 7,180,680
the Group’s receivables from related parties as at December 31, 2020 and 2019. The
cash advances to related parties are noninterest-bearing, unsecured, due on demand and
are expected to be settled in cash or through offsetting of accounts within one year
from end of the reporting period. In respect of contract receivables, it is fully secured
by the units purchased, expected to be settled in cash and due based on the contract
terms.
- 71 -
The Group grants cash advances to shareholders, entities under common ownership
and associates. An analysis of such advances in 2020 and 2019 is presented below.
Entities Under
Common
In 2018, the Parent Company transferred all its financial assets at FVOCI to one of its
In 2020, 2019 and 2018, CLI sold condominium units to ABS totaling P41,538,000,
P24,410,000 and nil, respectively. The outstanding balance related to these transactions
In 2020, 2019 and 2018, CLI sold condominium units totaling P39,075,750, nil and
and 2019, respectively. These are presented as part of Contract Receivables under the
Receivables account in the consolidated statements of financial position (see Note 6).
The composition of key management personnel compensation for the years ended
- 72 -
CLI’s retirement fund for its defined post-employment plan is administered and
managed by a trustee bank. The fair value of plan assets in 2020 and 2019 consists of
the contributions to the plan and interest earned (see Note 23.2). The plan assets do
not comprise investment in any of the Group’s own financial instruments or any of its
26. EQUITY
Details of the authorized capital stock as of December 31, 2020 and 2019 are as follows:
As of December 30, 2020 and 2019, common shares issued and outstanding is
As disclosed in Note 1.1, the Parent Company had a successful IPO of 430,000,000
The share price of the Parent Company’s common stock closed at P5.05 and P4.83 and
per share on December 29, 2020 and December 27, 2019, respectively, the last trading
The Group has no other listed securities as at December 31, 2020 and 2019.
On November 24, 2020, the Parent Company’s BOD approved the proposed increase
common shares with a par value of P1.00 per share to P10,000,000,000, divided into
10,000,000,000 common shares with a par value of P1.00 per share. Relative to the
increase in authorized common stock, on the same date, the Parent Company’s BOD
least 1,900,000,000 or such number of common shares as sufficient to pay the required
subscription to the increase in the authorized common stock and as necessary to avoid
fractional shares, to be issued to stockholders of record as of the record date fixed and
approved by the SEC, and to be paid on such payment date as shall be fixed by the
BOD after the determination of the record date. The increase in the authorized
common stock and declaration of stock dividends were approved by the Parent
- 73 -
An analysis of treasury shares as of December 31, 2020 and 2019, respectively is shown
below.
Shares Amounts
On February 27, 2018, the BOD of the Parent Company approved a P250,000,000
budget for a share buy-back program and employee stock option plan. As of
December 31, 2019, the employee stock option plan has not yet been implemented.
shares and 8,320,000 shares of its common stock in 2020 and 2019, respectively, for
the consolidated statement of financial position. As at December 31, 2020 and 2019,
total reacquired shares totals 159,000,400 and 54,820,000, respectively, which amounts
The common stock of the Parent Company that is held under nominee accounts totaled
680,864,750 shares and 697,799,750 shares as of December 31, 2020 and 2019,
respectively. This represents 40% and 41% of the Parent Company’s outstanding
Post-employment
post-employment defined
Gain on remeasurement of
post-employment defined
benefit obligation 23.2 8,341,738 - 8,341,738
5,839,217 - 5,839,217
post-employment defined
- 74 -
(a) Dividends
On February 19, 2020, the BOD declared cash dividend of P0.25 per share totaling
P414,795,000 to stockholders on record as of April 3, 2020 and was paid on April 30,
2020.
On February 26, 2019, the Parent Company’s BOD declared cash dividend of P0.20
On February 27, 2018, the BOD declared cash dividend of P0.15 per share or a total
amount of P256,875,000 to stockholders on record as of March 23, 2018 and was paid
(b) Appropriations
2019 were released to unrestricted retained earnings after full and/or partial fulfillment
retained earnings for various projects and . Details of the appropriation are as follows:
authorized common stock and of which portion will be issued through stock
• P1,400,000,000 for the capital expenditures, financing costs, and other related
development costs of certain projects that the Parent Company expects to incur in
i. P400,000,000 for the on-going development of the Casa Mira and Velmiro
- 75 -
iii. P500,000,000 for the on-going development of Casa Mira Towers Mandaue.
P3,050,000,000 from the Parent Company’s retained earnings for purposes of funding
certain projects. The appropriated amount is specifically intended and allocated for the
capital expenditures, financing costs, and other related development costs that the
Parent Company expects to incur in the next five years for those certain projects.
• P600,000,000 for the development of Cebu Business Park Office / Hotel Tower,
an office and hotel building located at the Cebu Business Park, Cebu City. Project
• P500,000,000 for the on-going development of the Casa Mira and Velmiro Homes
projects, which are subdivision projects (house and lots) located in Magtuod, Davao
• P400,000,000 for the redevelopment of the Abaca Resort Mactan, a resort in Punta
A portion of the Group’s retained earnings, equivalent of the cost of treasury shares is
- 76 -
The subsidiaries of the Group with significant NCI as at December 31, 2020 and 2019
are as follows.
P 6,895,639,697 P 6,056,029,905
The analysis of the movement of NCI as at December 31, 2020 and 2019 are as follows.
2020 2019
capital.
- 77 -
and 2018.
as at and for the year ended December 31, 2020 and 2019 are as follows:
2020 2019
Non-current liabilities - -
Revenues P - P -
The profit or loss is allocated between the Parent Company and NCI as follows.
2020 2019
Camino as at and for the year ended December 31, 2020 and 2019 are as follows:
2020 2019
- 78 -
The profit or loss is allocated between the Parent Company and NCI as follows.
2020 2019
as at and for the year ended December 31, 2020 and 2019 are as follows:
2020 2019
The profit or loss is allocated between the Parent Company and NCI as follows.
2020 2019
at and for the year ended December 31, 2020 and 2019 are as follows:
2020 2019
- 79 -
2020 2019
The profit or loss (loss) is allocated between the Parent Company and NCI as follows.
2020 2019
2020 2019
The profit or loss is allocated between the Parent Company and NCI as follows.
2020 2019
- 80 -
Ventures as at and for the year ended December 31, 2020 and 2019 are as follows:
2020 2019
The profit or loss is allocated between the Parent Company and NCI as follows.
2020 2019
at and for the year ended December 31, 2020 and 2019 are as follows:
2020 2019
Revenues P - P -
- 81 -
The profit or loss is allocated between the Parent Company and NCI as follows.
2020 2019
as at and for the year ended December 31, 2019 are as follows:
2020 2019
Non-current liabilities - -
Revenues P - P -
The 2019 profit or loss is allocated between the Parent Company and NCI as follows.
2020 2019
as at and for the year ended December 31, 2020 are as follows:
Revenues P -
- 82 -
The profit or loss is allocated between the Parent Company and NCI as follows.
2020
number of outstanding
There were no instruments that could potentially dilute basic earnings per share for
years ended December 31, 2020, 2019 and 2018; hence, basic EPS is the same as diluted
EPS.
The Group is a lessor under several operating leases covering certain condominium and
parking units and retail building space (see Note 13). To manage its risks over these
operating leases, the Group retains its legal title over the underlying assets and requiring
its lessee to pay security deposits at the start of the lease. The leases have terms ranging
from one to five years, with renewal options, and include annual escalation from 5.00%
to 10.00%. The future minimum lease receivables under these agreements are presented
below.
- 83 -
and 2018, respectively (see Note 13). None of the rental income in 2020, 2019 and
The Group entered into several short-term cancellable leases for its billboards,
warehouse and staff house. Rent expense incurred from the short-term cancellable
leases amounted to P18,441,626, P33,941,185 and P15,275,105 in 2020, 2019 and 2018,
As at December 31, 2020 and 2019, the expected future rentals is expected to be more
or less the same with the annual rent expense recognized because of the terms of the
The Group is obligated to finish the sold units that are at a certain stage of completion
at the time of sale. The Group recognized a contract liability, which amounts to
P532,649,347 and P418,967,659 as at December 31, 2020 and 2019, respectively, when
it collects more than it is entitled to base on the stage of completion of the project
development.
As at December 31, 2020 and 2019, the Group had agreed in principle with multiple
sellers of real estate properties in various locations in Visayas and Mindanao for the
As at December 31, 2020 and 2019, the Group has capital commitments of about
28.6 Others
There are other commitments and contingent liabilities that arise in the normal course
of the Group’s operations that are not reflected in the consolidated financial statements.
As at December 31, 2020 and 2019, management is of the opinion that losses, if any,
from these items will not have a material effect on the Group’s consolidated financial
statements.
Dividends
On February 26, 2021, the stockholders of the Parent Company representing at least
two-thirds of the outstanding capital stock approved the following matters previously
- 84 -
the increase of the authorized common stock from P2,400,000,000, divided into
such number as sufficiently required for the increase in the authorized capital
stock. The stock dividend record date and payment date are yet to be
The Parent Company also applied for the amendment of Article VII of its Articles of
Incorporation (AI) to reflect the increase in the authorized common stock. As at the
issuance date of the 2020 consolidated financial statements of the Group, the approval
of the SEC of the Parent Company’s application for such amendment in its AI is still
pending.
On March 15, 2021, the BOD declared cash dividends of P0.25 per share totalling
In March 2021, CLI announced the signing of a P360,000,000 new joint venture
agreement with an individual for a construction of a project named Sugbu Prime Estate
Inc, which is a mixed-use property with retail space, dormitory rooms and a self-storage
facility.
The Group is exposed to certain financial risks in relation to financial instruments. The
Group’s financial assets and liabilities by category are summarized in Note 31. The main
types of risks are market risk, credit risk and liquidity risk. The Group’s risk
It does not actively engage in the trading of financial assets for speculative purposes
nor does it write options. The most significant financial risks to which the Group is
The Group is exposed to market risk through its use of financial instruments and
specifically to foreign currency risk and interest rate risk which result from its operating,
It has no significant foreign currency exposure risks as most of its transactions are
- 85 -
Credit risk is the risk of financial loss to the Group if the counterparty to a financial
instrument fails to meet its contractual obligation. To manage credit risk, the Group
maintains credit policies and monitors its exposure to credit risk on a continuous basis.
Receivables balances are being monitored on a regular basis to ensure timely execution
of necessary collection intervention efforts. In addition, the credit risk for trade
receivables is mitigated as the Group transfers the corresponding title of the subdivision
lots, house and lot units, condominium units and parking spaces only upon full payment
The maximum credit risk exposure of financial assets is the carrying amount of the
P 20,879,189,040 P 15,711,251,234
The estimated fair value of collateral and other security enhancements held against
Gross Fair
2020
P 19,664,636,695 P36,532,643,504 P -
2019
P 14,448,516,086 P 23,776,750,673 P -
- 86 -
economic features that would cause their ability to meet contractual obligations to
avoid excessive concentrations of risk, the Group’s policies and procedures include
2020 2019
P 19,807,539,035 P 14,768,572,966
The Group classifies cash in banks as high grade as these are deposited with
reputable banks.
Other receivables and refundable deposits are considered to be unrated and are
neither past due nor impaired. For trade receivables, standard grade pertains to
receivables with no default in payments and are effectively collateralized by the real
customers after reasonable collection effort has been exerted by the Group.
2020
Receivables
Contract - 5,807,986,200 - - - 5,807,986,200
2019
Neither past due not impaired Past due but Individually
Receivables
- 87 -
The Group manages its liquidity needs by carefully monitoring scheduled debt servicing
payments for long-term financial liabilities as well as cash outflows due in a day-to-day
basis of a rolling 30-day projection. Long-term liquidity needs for a six-month and
one-year period are identified monthly. It maintains cash to meet its liquidity. Excess
As at December 31, 2020 and 2019, the Group’s financial liabilities have contractual
Current Non-current
2 Trade and other payables excludes output VAT, government-related obligations and advance rental.
The contractual maturities reflect the gross cash flows, which may differ from the
DISCLOSURES
The carrying amounts and fair values of the categories of financial assets and financial
below.
2020 2019
Financial Assets
at amortized cost:
Financial Liabilities
at amortized cost:
- 88 -
See Note 2.5 for a description of the accounting policies for each category of financial
instrument. A description of the Group’s risk management objectives and policies for
The following financial assets with net amounts presented in the consolidated
in the consolidated
statements of financial position
presented in
the consolidated
in the consolidated
statements of financial position
Financial
assets
liabilities
set off
of financial
position
Financial
instruments
collateral
received Net amount
The following financial liabilities with net amounts presented in the consolidated
Net amount
For financial assets and financial liabilities subject to enforceable master netting
agreements or similar arrangements above, each agreement between the Group and
counterparties (i.e., banks) allows for net settlement of the relevant financial assets and
liabilities when both elect to settle on a net basis. In the absence of such an election,
financial assets and liabilities will be settled on a gross basis, however, each party to the
master netting agreement or similar agreement will have the option to settle all such
In accordance with PFRS 13, Fair Value Measurement, the fair value of financial assets
and financial liabilities and non-financial assets which are measured at fair value on
a recurring or non-recurring basis and those assets and liabilities not measured at
fair value but for which fair value is disclosed in accordance with other relevant
PFRS, are categorized into three levels based on the significance of inputs used to
(a) Level 1: quoted prices (unadjusted) in active markets for identical assets or
- 89 -
(b) Level 2: inputs other than quoted prices included within Level 1 that are
observable for the asset or liability, either directly (i.e., as prices) or indirectly
(c) Level 3: inputs for the asset or liability that are not based on observable market
The level within which the financial asset or liability is classified is determined based
active if quoted prices are readily and regularly available from an exchange, dealer,
broker, industry group, pricing service, or regulatory agency, and those prices
basis.
For investments which do not have quoted market price, the fair value is
substantially the same after taking into account the related credit risk of
When the Group uses valuation technique, it maximizes the use of observable
market data where it is available and relies as little as possible on entity specific
included in Level 3.
(b) Financial Instruments Measured at Amortized Cost for which Fair Value is
Disclosed
The table below summarizes the fair value hierarchy of the Group’s financial assets
and financial liabilities, which are not measured at fair value in the 2020 and 2019
consolidated statements of financial position, but for which fair value is disclosed
2020
Level 1 Level 2 Level 3 Total
Financial assets
Financial liabilities
Interest-bearing loans and borrowings P - P - P 23,757,633,171 P 23,757,633,171
P - P - P 31,098,922,423 P 31,098,922,423
- 90 -
2019
Level 1 Level 2 Level 3 Total
Financial assets
Cash and cash equivalents P 917,170,651 P - P - P 917,170,651
Financial liabilities
P - P - P 22,479,549,061 P 22,479,549,061
For the Group’s financial assets and financial liabilities, which are measured at
amortized cost, management has determined that their carrying amounts are equal
The Group has no non-financial assets measured at fair value as at December 31,
2020 and 2019. However, the fair values of its investment properties are required
The table below shows the Levels within the hierarchy of non-financial assets
(investment property), which are not carried at fair value but whose fair value are
In 2020 and 2019, the fair value of the Group’s Investment Properties is determined
properties in the relevant locations. To some extent, the valuation process was
respect to the determination of the inputs such as the size, age, and condition of
the parcels of land and buildings, and the comparable prices in the corresponding
property location.
The fair value of these parcels of land, condominium units and retail building were
(a) Fair Value Measurement for Land, Condominium Units and Retail Buildings
The Level 3 fair value of the parcels of land, condominium units, retail building
and parking slots under Investment Properties account was determined using
- 91 -
properties and sales prices of comparable land properties in close proximity are
differences in key attributes such as properties size, zoning and accessibility, the
fair value is included in Level 3. The most significant input into this valuation
approach is the price per square foot; hence, the higher the price per square
buildings under Investment Properties account was determined using the cost
obsolescence. The more significant inputs used in the valuation include direct
and indirect costs of construction such as but not limited to, labor and
electricity and utility costs, architectural and engineering fees, insurance and
legal fees. These inputs were derived from various suppliers and contractor’s
quotes, price catalogues, and construction price indices. Under this approach,
higher estimated costs used in the valuation will result in higher fair value of the
properties.
There has been no change on the valuation techniques used by the Group,
except as indicated above, during the period for its investment properties. Also,
there were no transfers into or out of Level 2 fair value hierarchy for the years
The Group’s capital management objectives are to ensure the Group’s ability to
The Group monitors capital on the basis of the carrying amount of equity as presented
in the consolidated statements of financial position. Capital for the reporting periods
2020 2019
ratio of 75:25 on a monthly basis. The Parent Company is required to certain financial
ratios in relation with its borrowings (see Note 15.2). The Group has complied with its
covenant obligations for both years ended December 31, 2020 and 2019.
- 92 -
The Group sets the amount of capital in proportion to its overall financing structure,
i.e., equity and financial liabilities. The Group manages the capital structure and makes
structure, the Group may adjust the amount of dividends paid to shareholders, issue
ACTIVITIES
Presented below is the reconciliation of the Company’s liabilities arising from financing
Lease
In late December 2019, the number of coronavirus (COVID-19) cases in Wuhan, China
increased and has grown rapidly and has even reached other countries already by
late January 2020. On March 11, 2020, the World Health Organization declared
COVID-19 to be a global pandemic. This turn of events has forced the national
government to place the Philippines on March 16, 2020 under a State of Calamity with
- 93 -
quarantine measures to ease the spread of the virus has affected the Visayas and
Mindanao (VisMin) regions where the Group operates causing reduced business
protocols for both customers and employees to lessen the spread of the virus, cash
assistance given to Group employees and third party contractors workers and
The overall impact of the foregoing is a decline in the Group and Parent Company’s
To mitigate the risks, the Group has implemented the following action plans:
majority of materials and labor are being sourced locally. By fourth quarter of
2020, the Group ramped up to 90% operations with the easing of the
customers and employees, and provided flexible work from home arrangements
workplace;
During the year, the Group launched several digital platforms such as:
- 94 -
Based on the above actions and measures taken by management to mitigate the adverse
effect of the COVID-19 pandemic, management expects that the Group would
continue to report positive results of operations and would remain liquid to meet
material uncertainty that may adversely affect the Group’s financial stability and
profitability.
34.2 Corporate Recovery and Tax Incentives for Enterprises (CREATE) Bill
As at the issuance date of the 2020 consolidated financial statements of the Group, the
CREATE Bill is yet to be enacted into a law. The CREATE Bill aims to lower certain
corporate taxes and rationalize tax incentives given to certain taxpayers. Based on the
current draft, the effective of CREATE Bill for the new corporate income tax is July 1,
2020. When enacted, based on the Bicameral Committee’s approved version, the
effective regular corporate income tax rate applicable to the Company from January 1,
2020 to June 30, 2020 and July 1, 2020 to December 31, 2020 will be 30% and 25%,
respectively. Pending the enactment of the CREATE Bill, the Group used the
prevailing regular corporate income tax rate of 30% as of December 31, 2020 in
determining its current and deferred taxes in its 2020 financial statements (see Note 24).
Nevertheless, once enacted, the Group’s current and deferred taxes are expected to
Philippines
Cebu City
financial statements of Cebu Landmasters, Inc. and subsidiaries (the Group) for the year ended
December 31, 2020, on which we have rendered our report dated March 24, 2021. Our audit
was made for the purpose of forming an opinion on the basic consolidated financial statements
requirements of the Revised Securities Regulation Code Rule 68 and is not a required part of
the basic financial statements prepared in accordance with Philippine Financial Reporting
supplementary information has been subjected to the auditing procedures applied in the audit of
the basic consolidated financial statements and, in our opinion, is fairly stated in all material
got
Partner
TIN 184-595-975
Firm’s BOA/PRC Cert. of Reg. No. 0002 (until Jul. 24, 2021)
Punongbayan & Araullo (P&A) is the Philippine member firm of Grant Thornton International Ltd (GTIL).
Table of Contents
Schedules Required under Annex 68-J of the Revised Securities Regulation Code Rule 68
A Financial Assets 1
C Amounts Receivable from Related Parties which are eliminated during the
D Long-Term Debt 4
G Capital Stock 7
Map Showing the Relationship Between and Among the Company and
Position
797,184,790 8,701,101
Receivables
166,164,422 -
Other receivables
6,126,000,676 -
P 7,023,139,239 P 8,701,101
Total
Homeowners' Associations
Midori Plains 361,292 - - - - 361,292 - 361,292
Others
Associates:
Deductions
Balance at
Cebu Landmasters Property Management, Inc. 2,060,710 11,366,513 - ( 6,018,626 ) - 7,408,596 - 7,408,596
A.S. Fortuna Property Ventures, Inc. - - ( 59,610,753 ) - - (59,610,753) - ( 59,610,753 )
Statement of Financial
Position
Position
Promissory notes
Bank of the Philippine Islands P 593,009,670 P 3,215,021,654 4.0000% to 7.1250% Various 01/20/21 to 09/24/28
Land Bank of the Philippines 225,727,433 1,687,028,009 4.0310% to 5.2500% Various 05/30/28 to 08/30/29
China Banking Corporation 174,189,899 267,737,374 5.2500% to 6.2500% Various 03/08/23 to 06/26/23
Rizal Commercial Banking Corporation - 436,123,058 4.8000% to 5.5500% Various 06/28/26 to 12/23/30
Philippine National Bank
Corporate notes
Land Bank of the Philippines 17,857,143 1,958,791,935 4.2323% to 6.6300% 29 08/02/28 to 03/10/30
Rizal Commercial Banking Corporation - 1,974,175,349 3.5370% to 4.6553% 13-17 09/04/25 to 04/28/27
- 296,252,181
Social Security System 3.461% 12 09/04/25
2,017,857,143 12,826,291,875
P 3,434,542,160 P 20,359,441,551
of period of period
NOT APPLICABLE
NOT APPLICABLE
Number of shares
and outstanding as
reserved for options, Directors, officers and
Title of Issue shown under the related Related parties Others
authorized
Statement of Financial
warrants, coversion and employees
other rights
Position caption
Authorized 2,400,000,000
Authorized 1,000,000,000
Issued and outstanding - - - - -
MapCompany
Showing the Relationship Between and Among the
and its Ultimate Parent, Subsidiaries,
A B Soberano
and Associates Holdings Corp.
58.02%
Parent Company
A.S. Fortuna Property Cebu Landmasters Property CLI Premier Hotels Yuson Excellence
Yuson Huang Excellence YHEST Realty and CCLI Premier Hotels Cebu Homegrown Mivesa Garden
Soberano, Inc. Development Corporation Int’l. Inc. Developers, Inc. Residences, Inc.
35% 50%
El Camino
Cebu BL-Ramos Ventures,
YHES Premier Hotels, Inc. Developers Cebu, Inc. Subsidiary
Inc.
8 Nature
Magspeak Ming-mori
Park, Inc. Development Corporation ICOM Air Corporation
10th Floor, Park Centrale Tower, Jose Ma. Del Mar St., B2 L3, Cebu I.T. Park, Brgy. Apas, Cebu City
We have audited, in accordance with Philippine Standards on Auditing, the consolidated financial
statements of Cebu Landmasters, Inc. and subsidiaries (the Group) as at December 31, 2020
and 2019 and for each of the three years in the period ended December 31, 2020, and have
issued our report thereon dated March 24, 2021. Our audits were made for the purpose of
forming an opinion on the basic consolidated financial statements taken as a whole. The
Supplementary Schedule on Financial Soundness Indicators, including their definitions, formulas,
calculation, and their appropriateness or usefulness to the intended users, are the responsibility
of the Group’s management. These financial soundness indicators are not measures of
operating performance defined by Philippine Financial Reporting Standards (PFRS) and may not
be comparable to similarly titled measures presented by other companies. This schedule is
presented for the purpose of complying with the Revised Securities Regulation Code Rule 68
issued by the Securities and Exchange Commission, and is not a required part of the basic
consolidated financial statements prepared in accordance with PFRS. The components of these
financial soundness indicators have been traced to the Group’s consolidated financial statements
as at December 31, 2020 and 2019 and for each of the three years in the period ended
December 31, 2020 and no material exceptions were noted.
Acid test ratio Quick assets (Cash and cash equivalents plus Current 0.92 Quick assets (Cash and cash equivalents plus 1.11
Receivables and Current Receivables and Due from Current Receivables and Current Receivables and
Related Parties) divided by Total Current Liabilities Due from Related Parties) divided by Total
Current Liabilities
Csah and cash equivalents 797,184,790 Csah and cash equivalents 917,170,651
Add: Current Receivables 6,020,754,434 Add: Current Receivables 5,204,137,996
Current Contract Current Contract
Assets 3,642,591,056 Assets 3,799,666,118
Due from Related Due from Related
Parties 21,950,504 Parties 9,947,417
Quick Assets 10,482,480,784 Quick Assets 9,930,922,182
Divide by: Total Current Divide by: Total Current
Liabilities 11,453,378,896 Liabilities 8,971,181,909
Acid test ratio 0.92 Acid test ratio 1.11
Solvency ratio Total Liabilities divided by Total Assets 0.69 Total Liabilities divided by Total Assets 0.64
Debt-to- Total Liabilities divided by Total Equity 2.23 Total Liabilities divided by Total Equity 1.78
equity ratio
Total Liabilities 34,563,259,985 Total Liabilities 24,535,183,948
Divide by: Total Equity 15,527,241,458 Divide by: Total Equity 13,748,258,288
Debt-to-equity ratio 2.23 Debt-to-equity ratio 1.78
Assets-to- Total Assets divided by Total Equity 3.23 Total Assets divided by Total Equity 2.78
equity ratio
Total Assets 50,090,501,443 Total Assets 38,283,442,236
Divide by: Total Equity 15,527,241,458 Divide by: Total Equity 13,748,258,288
Assets-to-equity ratio 3.23 Assets-to-equity ratio 2.78
Interest rate Earnings before interest and taxes (EBIT) divided by 2.83 Earnings before interest and taxes (EBIT) divided 4.01
coverage Interest expense by Interest expense
ratio
Profit before tax 2,791,580,908 Profit before tax 3,181,493,724
Add: Interest charged to: Add: Interest charged to:
Cost of Sales 394,329,036 Cost of Sales 135,900,814
Finance cost 2,439,236 Finance cost 33,629,596
EBIT 3,188,349,180 EBIT 3,351,024,134
Divide by: Interest Expense* 1,124,829,121 Divide by: Interest Expense* 836,174,726
Interest rate coverage ratio 2.83 Interest rate coverage ratio 4.01
*Includes 1,122,389,885 interest capitalized as part *Includes 802,545,130 interest capitalized as part
of real estate inventory and investment property of real estate inventory and investment property
Return on Net Profit divided by Total Ave. Equity 14% Net Profit divided by Total Ave. Equity 19%
equity
Net Profit 2,075,727,321 Net Profit 2,437,937,509
Divide by: Total Ave. Equity 14,637,749,873 Divide by: Total Ave. Equity 12,548,692,033
Return on equity 14% Return on equity 19%
Return on Net Profit divided by Total Ave. Assets 5% Net Profit divided by Total Ave. Assets 6%
assets
Net Profit 2,075,727,321 Net Profit 2,437,937,509
Divide by: Total Ave. Asssets 44,186,971,840 Divide by: Total Ave. Asssets 38,151,600,629
Return on assets 5% Return on assets 6%
Net profit Net Profit divided by Revenues 25% Net Profit Divided by Revenues 29%
margin
Net Profit 2,075,727,321 Net Profit 2,437,937,509
Divide by: Total Revenue 8,298,820,318 Divide by: Total Revenue 8,499,047,935
Return on assets 25% Return on assets 29%
Other ratio
Gross Gross Profit divided by Total Revenue 48% Gross Profit divided by Total Revenue 49%
profit
margin Gross Profit 4,016,708,860 Gross Profit 4,198,362,958
Divide by: Total Revenue 8,298,820,318 Divide by: Total Revenue 8,499,047,935
Gross profit margin 48% Gross profit margin 49%