Annual Financial Report

RNS Number : 8994I

Symphony International Holdings Ltd

31 March 2015

SYMPHONY INTERNATIONAL HOLDINGS

FINAL RESULTS FOR THE YEAR ENDED 31 DECEMBER 2014

AND

PUBLICATION OF ANNUAL REPORT

31 March 2015

Symphony International Holdings Limited (the "Company", "SIHL" or "Symphony"), the London listed investor in fast growing Asian consumer businesses, today announces its final results for the year ended 31 December 2014 and publication of its 2014 annual report.

Key operational and financial highlights:

· NAV and NAV per share at 31 December 2014 was up 16.4% and 14.6% from a year earlier at US$705.4 million (2013: US$605.9 million) and US$1.35 (2013: US$1.18) per share, respectively. Excluding the impact of a US$25 million dividend paid during 2014, NAV and NAV per share would have increased by 20.6% and 18.6%, respectively, during the same period. On a diluted basis (adjusting for the impact of in the money vested but unexercised options), Symphony's NAV per share at 31 December 2014 was US$1.34, which compares to US$1.17 a year earlier on the same basis

· Symphony made two new investments during 2014 that include a structured transaction, which provides a minimum return of 15% per annum, and an investment in the Wine Connection Group, Southeast Asia's leading wine themed food and beverage chain with approximately 60 outlets in Singapore and Thailand

· In fourth quarter of 2014, Symphony marginally reduced its position in Minor International Public Company Limited ("MINT") given the run up in its share price during the year. Gross proceeds from the sale amounted to US$4.5 million. The sale price was approximately 4.8 times Symphony's average cost per MINT share

· MINT reported revenue, EBITDA and net profit growth of 8%, 7% and 7%, respectively, in 2014 year-over-year. Growth was driven by improved performance across all businesses

· IHH Healthcare Berhad reported revenue, EBITDA and net profit growth (excluding non-recurring items) for full year 2014 of 9%, 17% and 29%, respectively

· Parkway Life Real Estate Investment Trust ("PREIT") reported net property income of S$93.8 million in 2014, which is 7.1% higher from the same period a year ago. In addition, PREIT announced the sale of seven properties at the end of 2014 for 28.1% higher than the original purchase price for the properties

· Despite the headwinds in the fourth quarter from geopolitical tensions, concern over global growth and the recent decline in oil prices, the outlook for Asia remains unchanged. Growing wealth and demographic changes in the region will continue to benefit Symphony's investee companies in the long-term

· Symphony's share price at 31 December 2014 was US$0.81, which represented a discount to NAV per share of 39.9%. Symphony's share price also represented a discount of 29.0% to the value of listed investments and temporary investments (which include cash and cash equivalents) per share that amounted to US$1.04 on the same date

· The Board of Directors of the Company announced a continuation of the dividend policy in light of divestments, dividends received from investee companies and the Company's liquidity. A dividend payment of approximately US$30 million (2014: US$25 million) to shareholders and option holders was announced in March 2015 equating to a dividend of 4.69 cents (2014: 3.91 cents) per share

FOR FURTHER INFORMATION

Sunil Chandiramani - Symphony Asia Limited (+852 2801 6199)

ABOUT SYMPHONY

Symphony is a London listed strategic investment company that invests in consumer businesses in the healthcare, hospitality and lifestyle ("HH&L") sectors (including branded real estate developments), which are principally in Asia. It offers a way for investors to gain exposure to the rising disposable incomes and wealth in fast growing economies. Symphony's objective is to provide superior capital growth by investing in high quality companies and forming long-term business partnerships with talented entrepreneurs. Symphony is managed by Symphony Investment Managers Limited, which has a team of investment professionals with a broad range of expertise - many of them have been working in Asia for more than 25 years. For more information please visit our website at www.symphonyasia.com

IMPORTANT INFORMATION

This announcement is not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States or any other jurisdiction into which the publication or distribution would be unlawful. These materials do not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire securities in the United States or any other jurisdiction in which such offer or solicitation would be unlawful. The securities referred to in this document have not been and will not be registered under the securities laws of such jurisdictions and may not be sold, resold, taken up, transferred, delivered or distributed, directly or indirectly, within such jurisdictions.

No representation or warranty is made by the Company as to the accuracy or completeness of the information contained in this announcement and no liability will be accepted for any loss arising from its use.

This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Company in any jurisdiction. All investments are subject to risk. Past performance is no guarantee of future returns. Prospective investors are advised to seek expert legal, financial, tax and other professional advice before making any investment decisions.

This announcement is not an offer of securities for sale into the United States. The Company's securities have not been, and will not be, registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an exemption from registration. There will be no public offer of securities in the United States.

Statements contained in this announcement regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. The information contained in this document is subject to change without notice and, except as required by applicable law, neither the Company nor the Investment Manager assumes any responsibility or obligation to update publicly or review any of the forward-looking statements contained herein. You should not place undue reliance on forward-looking statements, which speak only as of the date of this announcement.

The Company and the Investment Manager are not associated or affiliated with any other fund managers whose names include "Symphony", including, without limitation, Symphony Financial Partners Co., Ltd.

SYMPHONY INTERNATIONAL HOLDINGS LIMITED

Financial Results for the year ended 31 December 2014

Symphony International Holdings Limited (the "Company", "SIHL" or "Symphony") announces the financial results for the year ended 31 December 2014. The financial statements of the Company have been prepared in accordance with International Financial Reporting Standards (IFRS). The financial statements are audited by KPMG LLP.

Introduction

SIHL is an investment company incorporated as a limited liability company under the laws of the British Virgin Islands. The Company's shares were listed on the London Stock Exchange on 3 August 2007. SIHL's investment objective is to create value for shareholders through longer-term strategic investments in high growth innovative consumer businesses, primarily in the healthcare, hospitality and lifestyle sectors (including branded real estate developments).

Chairmen's Statement

We had a positive year in 2014 - our portfolio companies continued to perform well, which benefited our net asset value ("NAV"). We reported our highest NAV and NAV per share to date in September of US$767 million and US$1.47, respectively after paying a dividend of approximately US$25 million (3.91 cents per share).

Although there were strong headwinds in the fourth quarter that impacted financial markets and weakened Asian currencies, NAV and NAV per share at 31 December 2014 was up 16.4% and 14.6% from a year earlier at US$705 million and US$1.35 per share, respectively. Excluding the impact of the dividend paid, NAV and NAV per share would have increased by 20.6% and 18.6%, respectively, during the same period. On a diluted basis, Symphony's NAV per share at 31 December 2014 was US$1.34, which compares to US$1.17 a year earlier. We did see some recovery in overall sentiment during the first quarter of 2015, which should further benefit the value of our investments in 2015.

During 2014, we continued to expand our portfolio and completed two new investments; in February we completed a structured transaction that provides a minimum return of 15% per annum and in April, we invested in the Wine Connection Group ("WCG"), Southeast Asia's leading wine themed food and beverage chain with approximately 60 outlets in Singapore and Thailand. We are excited about these investments and their potential to enhance our NAV in the future.

We marginally reduced our position in Minor International Public Company Limited ("MINT") in the fourth quarter of 2014 given the run up its share price and realized gross proceeds of US$4.5 million. The sale price was approximately 4.8 times Symphony's average cost per MINT share.

In the healthcare segment, our investee companies that include IHH Healthcare Berhad ("IHH") and Parkway Life Real Estate Investment Trust ("PREIT") accounted for approximately a fifth of our NAV at the end of 2014. IHH continued to perform well and reported revenue, EBITDA and net profit growth of 9%, 17% and 29%, respectively, for 2014 year-over-year. The growth was driven by an increase in patient volumes and revenue intensity from existing operations, a ramp-up in hospitals opened in 2012 and 2013 and the opening of Acibadem Atakent Hospital and Pantai Hospital Manjung in January and May 2014, respectively. IHH's expansion pipeline and consistent performance continues to benefit its share price, which has risen by over 90% since its initial public offering in July 2012 through to March 2015. We remain optimistic of the continued growth for this business as demand for healthcare services accelerates in the region.

Our investment in PREIT continues to provide stable growth and distributions. Revenue and dividends per unit on an annualised basis increased by 7.1% during 2014. PREIT announced the divestment of seven properties in Japan at the end of 2014 to realign the overall quality and growth prospects for its portfolio. The sale was completed at 28% above the purchase price for the properties sold. Following the purchase of an additional nursing home in Japan in January 2015, PREIT had 42 properties in its portfolio.

In the hospitality sector, our interest in MINT and WCG accounted for 47% of NAV at the end of 2014. MINT has seen a strong run-up in its share price in 2014, having increased by 57% during the year, which is reflective of the strong performance and outlook for the business. Revenue, EBITDA and net profit increased by 8%, 7% and 7% in 2014 year- over-year. The growth was driven by an improved performance across MINT's hotel, restaurant and retail trading and contract manufacturing businesses. MINT continues to diversify its business from Thailand with international acquisitions; during 2014, MINT made investments in four hotel and mixed-use properties in Mozambique and acquired a significant shareholding interest in six properties in Africa from Sun International Limited. In January 2015, MINT also announced the purchase of six hotels located in Portugal and Brazil, under the Tivoli brand. In addition to expanding its hotel operations, MINT has grown both organically and through acquisitions the number of restaurants owned and franchised to 1,708 from 1,544 a year ago.

WCG continued to expand its footprint in Thailand and Singapore during 2014. Revenue and EBITDA had double-digit growth in 2014 year-over-year. We see a strong opportunity to expand this business further in Singapore and Thailand and also to other parts of Asia.

Symphony's property related investments accounted for approximately 20% of NAV at the end of 2014. Minuet is our largest property related investment, which holds 61 hectares of land in Bangkok, Thailand. We have made several partial land sales from this site over the past few years and we continue to evaluate our development and sale options. The landscape surrounding the site continues to change as a number of developers have launched projects in the area, which should benefit the value for this property in the future. Our other property related investment in Thailand, SG Land, continues to deliver an attractive yield.

The Desaru development that will be branded and managed by the Amanresorts is ongoing and approval related to the environmental assessment for a marina connected to the site has been obtained. As we had mentioned in earlier updates, there have been some delays related to the development and we hope to have the clubhouse and show villas completed by the end of 2016 to begin villa sales. In Niseko, Hokkaido, Japan, we continue to see a number of new developments to support the growing domestic and international demand for properties in that area. Although we continue to evaluate our options with respect to our property site, the new surrounding developments should positively impact valuations in the future.

In our lifestyle segment, C Larsen Singapore Pte. Limited ("C Larsen") performed well and reported double-digit revenue and EBITDA growth in 2014. C Larsen is working on a number of new exciting projects that we expect will create incremental value for Symphony.

As we mentioned in earlier updates, we prefer not to overpay or sacrifice any of our principles to complete a deal and as a result, we passed on a number of opportunities in 2014. We continue to evaluate potential investments to expand our portfolio and we expect to close some of these in 2015. We have seen increasing competition for potential investments in Asia, but we are confident that our network of relationships in the region will continue to provide unique and exclusive opportunities that will allow us to create value for our shareholders.

The discount that our share price trades with respect to NAV per share persisted in 2014. At the end of March 2014, the board of directors declared an inaugural dividend payment that comprised an ordinary and extraordinary portion. In furtherance of the intention expressed in the last dividend announcement, we again announced an ordinary and extraordinary dividend in March 2015. We feel this should enhance the attractiveness of Symphony's shares and further address the discount that the shares trade at with respect to NAV.

Despite the headwinds in the fourth quarter from geopolitical tensions, concern over global growth and the recent decline in oil prices, our outlook for Asia remains unchanged. Growing wealth and demographic changes in the region will continue to benefit our investee companies in the long-term. We thank our shareholders and business partners for their continued support and trust and we look forward to creating more value in the coming years.

Pierangelo Bottinelli

Anil Thadani

Chairman, Symphony International Holdings Limited

20 March 2015

Chairman, Symphony Investment Managers Limited

20 March 2015

Financial Highlights

Value of portfolio investments (unaudited) ⁽¹⁾

	12/31/2013	03/31/2014	06/30/2014	09/30/2014	12/31/2014
Cost (US$ million)	275.1	282.3	291.9	291.5	286.5
Unrealised gain (US$ million)	219.7	266.8	324.3	408.1	349.9

Quarterly NAV (unaudited)

	12/31/2013	03/31/2014	06/30/2014	09/30/2014	12/31/2014
NAV (US$ million)	605.9	625.2	687.5	767.4	705.4

NAV by Segment at 31 December 2014

Sector	% of NAV
Healthcare	20.6%
Hospitality	47.2%
Lifestyle	1.2%
Lifestyle / Real estate	19.9%
Temporary Investments ⁽²⁾	11.1%
NAV	100.0%

Key Financial Highlights

	Company
As at 31 December	2012	2013	2014
	US$'000	US$'000	US$'000
	Restated ⁽³⁾	Restated ⁽³⁾

Other Income	8,908	2,219	1,847
Fair value changes in financial assets at fair value through profit or loss	129,902	14,249	137,896
Profit (Loss) after tax⁽⁴⁾	124,141	11,017	115,681

Total assets	616,480	611,500	710,472
Total Liabilities	6,673	5,630	5,061
Total shareholders' equity	609,807	605,870	705,411

NAV ⁽⁵⁾	609,807	605,870	705,411
Number of shares outstanding ('000)	515,225	515,225	523,558
NAV per share (US$)	1.12	1.18	1.18
Diluted NAV per share ⁽⁶⁾ (US$)	1.18	1.17	1.34
Dividend per share ⁽⁷⁾ (US cents)	-	-	3.91

Notes:

(1) Portfolio investments exclude temporary investments.  

(2) Temporary investments include cash and equivalents and is net of accounts receivable andpayable which includes a structured  transaction that amounts to less than 2% of NAV.  

(3) Management concluded during 2014 that the Company meets the definition of an investment entity and adopted IFRS 10, IFRS 12  and IAS 27 standards where subsidiaries are de-consolidated and their fair value is measured through profit or loss  

(4) Profit (Loss) after tax in 2012, 2013 and 2014 includes expenses for management shares (2012: US$0.2 million, 2013: nil, 2014: nil)  and management share options (2012: US$3.4 million, 2013: US$7.1 million, 2014: US$3.9 million).  

(5) Net asset value is based on the sum of our cash and cash equivalents, temporary investments, the fair value of unrealised  investments (including investments in subsidiaries and associates) and any other assets, less any other liabilities.  

(6) Adjusting for the impact of in the money vested but unexercised options.  

(7) Dividend (ordinary and extraordinary) to shareholders and option holders.  

Investment Manager's Report

This "Investment Manager's Report" should be read in conjunction with the financial statements and related notes of the Company. The financial statements of the Company were prepared in accordance with the International Financial Reporting Standards ("IFRS") and are presented in U.S. dollars. The Company reports on each financial year that ends on 31 December. In addition to the Company's annual reporting, NAV and NAV per share are reported on a quarterly basis being the periods ended 31 March, 30 June, 30 September and 31 December. The Company's NAV reported quarterly is based on the sum of cash and cash equivalents, temporary investments, the fair value of unrealised investments (including investments in unconsolidated subsidiaries, associates and joint ventures) and any other assets, less any other liabilities. The financial results presented herein include activity for the period from 1 January 2014 through 31 December 2014, referred to as "the year ended 31 December 2014".

OUR BUSINESS

Symphony is an investment company incorporated under the laws of the British Virgin Islands. The Company's shares were listed on the London Stock Exchange on 3 August 2007. Symphony's investment objective is to create value for shareholders through longer term strategic investments in high growth innovative consumer businesses, primarily in the healthcare, hospitality and lifestyle sectors (including branded real estate developments), which are expected to be among the fastest growing sectors in Asia, as well as through investments in special situations and structured transactions. Symphony's Investment Manager is Symphony Investment Managers Limited and the Investment Advisor is Symphony Asia Holdings Pte. Ltd. Symphony Asia Limited is the investment consultant to the Investment Manager.

INVESTMENTS

During the 2014 fiscal year, Symphony invested US$18.1 million, bringing the total amount invested since admission to the Official List of the London Stock Exchange in August 2007 to US$342.0 million. SIHL's total cost of investments after taking into account shareholder loan repayments, partial realisations and the cost of fully realised investments was US$286.5 million at 31 December 2014 from US$275.1 million a year earlier. As at 31 December 2014, the healthcare, hospitality, lifestyle, lifestyle/ real estate sectors and a structured investment accounted for 29.4%, 27.7%, 3.2%, 36.9% and 2.8% of total cost of investments, respectively. The fair value of investments, excluding temporary investments (but including structured investments), held by SIHL was approximately US$636.4 million at 31 December 2014, up from US$494.8 million a year earlier. This change comprised investments made during the year that amounted to US$18.1 million, an increase in the value of investments by US$129.9 million less shareholder loan repayments and proceeds from partial and full exits of US$6.4 million.

COMPOSITION OF PORTFOLIO INVESTMENTS BY COST (%)

	12/31/2012	12/31/2013	12/31/2014

Healthcare	30.0%	30.6%	29.4%
Hospitality	23.9%	26.9%	27.7%
Lifestyle	5.2%	3.3%	3.2%
Lifestyle / real estate	41.0%	39.2%	36.9%
Structured investment	0.0%	0.0%	2.8%

COST AND FAIR VALUE OF INVESTMENT

	Company at 31 December 2014
	Cost	Fair value	% of NAV
	US$'000	US$'000

Hospitality	84,096	145,659	20.6%
Healthcare	79,423	333,109	47.2%
Lifestyle	9,167	8,196	1.2%
Lifestyle / Real estate	105,737	140,283	19.9%
Structured investment	8,100	9,190	1.3%
Subtotal	286,524	636,437	90.2%

Temporary investments		68,937	9.8%
Net asset value (¹⁾		705,411	100.0%

(1) NAV is based on the sum of our cash and cash equivalents, temporary investments, the fair value of unrealised investments (including investments in subsidiaries and associates) and any other assets, less all liabilities.

As at 31 December 2014, we had the following investments:

MINOR INTERNATIONAL PUBLIC COMPANY LIMITED

Minor International Pcl ("MINT") is one of the largest hospitality and restaurant companies in the Asia Pacific region. MINT owns 51 hotels and manages 74 other hotels and serviced suites with over 16,321 rooms. In addition to owning hotels under the Four Seasons, St. Regis and Marriott brands, MINT owns and manages hotels in 20 countries under its own brand names that include Anantara, Oaks, Elwana, AVANI, Per AQUUM and Tivoli. MINT also owns and operates 1,708 restaurants (comprising 848 equity-owned outlets and 860 franchised outlets) under the brands that include The Pizza Company, Swensen's, Sizzler, Dairy Queen, Burger King, Beijing Riverside, Thai Express, The Coffee Club and Veneziano Coffee Roasters.

MINT's operations also include contract manufacturing and an international lifestyle consumer brand distribution business at 297 retail points focusing on fashion, cosmetics, wholesale and direct marketing channels under brands that include GAP, Esprit, Bossini, Red Earth and Henckels amongst others. MINT reported revenue, EBITDA and net profit growth of 8%, 7% and 7%, respectively, in 2014 year-over-year. Growth was driven by improved performance across all businesses.

MINT's hotel and mixed-use business had revenues of THB19.3 billion during 2014, which is 9% higher than the same period a year earlier. MINT increased the number of rooms in its portfolio that are owned and managed by 1,445 (including majority owned and joint ventures) and 476 during the year, respectively. MINT continued its diversification strategy during 2014 and invested in four hotel and mixed-use properties in Mozambique and acquired a significant interest in six other hotels in Africa from Sun International Limited. Overall revenue per available room ("RevPar") increased by approximately 3% on a system-wide basis. Excluding Bangkok hotels, which were impacted by domestic political events, RevPar increased by 8%. The increase was driven by higher occupancies and average daily rates in existing and new hotels, particularly outside Thailand. Subsequent to the 2014 financial year, MINT announced the acquisition of six hotels under the Tivoli brand that are located in Portugal and Brazil.

At the end of 2014, MINT's total number of restaurants reached 1,708, comprising 848 equity-owned outlets and 860 franchised outlets. Approximately 63% were in Thailand with the remaining number in other Asian countries and the Middle East. Approximately 164 restaurants were added during 2014 and same-store-sales and total system sales increased by 0.4% and 13.1%, respectively, from the year before.

The retail trading and contract manufacturing business also grew during 2014, which was driven by revenue from fashion business, particularly from the brands Charles & Keith, Tumi, Henckels and Pedro.

At 31 December 2014, the fair value of Symphony's investment in MINT was US$323.2 million, up from US$208.6 million a year ago. The change in value of approximately US$114.6 million was predominantly driven by an increase in the share price of MINT by 56.6% during the same period.

MINUET LIMITED

Minuet Ltd ("Minuet") is a joint venture between the Company and an established Thai partner. The Company has a direct 49% interest in the venture and is considering several development and/or sale options for the land owned by Minuet, which is located in close proximity to central Bangkok, Thailand.

The Company initially invested approximately US$78.3 million by way of an equity investment and interest bearing shareholder loan for its interest in Minuet. Since the initial investment by the Company, Minuet has received proceeds from rental income and partial land sales.

As at 31 December 2014, Minuet held approximately 380 rai (61 hectares) of land in Bangkok, Thailand. The Company's investment cost on the same date (net of shareholder loan repayments) was approximately US$61.7 million. The fair value of the Company's interest in Minuet as at 31 December 2014 was US$87.7 million (31 December 2013: US$86.7 million), which is based on an independent third party valuation of the land plus the net value of the other assets and liabilities of Minuet.

PARKWAY LIFE REAL ESTATE INVESTMENT TRUST

Parkway Life Real Estate Investment Trust ("PREIT") is one of Asia's largest listed healthcare real estate investment trusts by asset size. It is listed on the Singapore Exchange. PREIT was established by Parkway Holdings Limited to invest primarily in income-producing real estate and/or real estate- related assets in the Asia-Pacific region (including Japan, Malaysia and Singapore) that is/are used primarily for healthcare and/or healthcare- related purposes.

As at 31 December 2014, PREIT's total portfolio size stood at 41 properties with a value of approximately S$1.5 billion. PREIT owns the leasehold to three Singapore hospitals, which are leased to Parkway Holdings Limited on long-term leases, and a mixture of leasehold and freehold ownership of 37 properties in Japan (comprising 36 nursing homes and one pharmaceutical distributing and manufacturing facility) and strata titled units/lots within Gleneagles Medical Centre, Kuala Lumpur, Malaysia. Subsequent to the 2014 financial year, PREIT acquired an additional nursing home in Japan, which brings its portfolio to 42 properties. The Company holds 38.5 million units in PREIT, which equates to a shareholding of approximately 6.36 per cent.

PREIT reported net property income of S$93.8 million in 2014, which is 7.1% higher from the same period a year ago. The growth was driven by properties acquired in the second half of 2013 and higher rent from existing properties, which was partially offset by the depreciation of the Japanese yen during the year. PREIT announced the sale of seven properties at the end of 2014, to Fortress Japan Investment Holdings LLC, in order to rebalance and strengthen the overall quality and growth potential of its portfolio. The total sale consideration was 28.1% higher than the original purchase price of the properties.

Despite the impact of a depreciating Japanese yen, PREIT continued to achieve stable growth. Dividend per unit increased by 7.1% in 2014 year-over-year to Singapore 11.52 cents. PREIT's gearing at 31 December 2014 was 35.2%, which is well within the 60% limit allowed under the Monetary Authority of Singapore's Property Funds Guidelines and will allow for further yield accretive acquisitions.

As at 31 December 2014, the Company invested approximately US$33.8 million (31 December 2013: US$33.8 million) in PREIT units. The fair value on the same date was US$68.5 million (31 December 2013: US$71.6 million), representing a decline of US$3.1 million during the year. The change in value was due to a weakening of the Singapore dollar relative to our reporting currency in US dollars, which was partially offset by a marginal increase in share price.

IHH HEALTHCARE BERHAD

IHH Healthcare Berhad ("IHH") is one of the largest healthcare providers in the world by market capitalisation. Its portfolio of healthcare assets includes Parkway Holdings Limited, Pantai Holdings Berhad, International Medical University, Acibadem Saglik Yatirimlari Holding A.S. ("Acibadem") and a minority shareholding in Apollo Hospitals Enterprises Limited. IHH has a broad footprint of assets in Asia as well as Turkey, Abu Dhabi, Central and Eastern Europe that employ 25,000 people and operate over 7,000 licensed beds in 38 hospitals worldwide.

IHH reported revenue, EBITDA and net profit growth (excluding non-recurring items) for full year 2014 of 9%, 17% and 29%, respectively. The growth was driven by an increase in patient volumes and revenue intensity from existing operations and commencement of operations of Acibadem Atakent Hospital and Pantai Hospital and Pantai Hospital Manjung in January and May 2014, respectively.

Parkway Pantai saw in-patient admissions and revenue per inpatient admission increase in Singapore by 9.2% and 4.4% and in Malaysia by 8.4% and 9.2%, respectively. Acibadem also saw an increase in admissions and revenue intensities in 2014 by 9.2% and 4.2%, respectively.

Other operating business, such as IMU also saw improvement with revenue and EBITDA increasing by 10% and 3% in 2014, respectively. The increase was from higher fee income and student intake for medical programmes.

IHH has an active development pipeline that will support future growth for the group. In addition to expanding existing operations, IHH has plans to open a number of new facilities that will deliver more than 9,000 new beds by 2017.

At 31 December 2014 the fair value of the Company's investment in IHH was US$77.1 million (31 December 2013: US$66.2 million), representing an unrealised gain in value of approximately US$10.9 million for the year. The change in value was predominantly driven and a run-up in the share price of IHH by 24% during the year, which was offset by a weakening of the Malaysian ringgit during the same period.

PROPERTY JOINT VENTURE IN MALAYSIA

Symphony has a 49% interest in redeemable preference shares in a property joint venture in Malaysia with an affiliate of Destination Resorts and Hotels Sdn Bhd, a hotel and destination resort investment subsidiary of Khazanah Nasional Berhad, the investment arm of the Government of Malaysia. The joint venture is developing a beachfront country club and private villas on the southeastern coast of Malaysia that will be branded and managed by Amanresorts.

The development is ongoing, but there have been delays due to the redesign of parts of the clubhouse and villas. The environmental assessment for a marina connecting to the site has been approved. We expect the development to be completed toward the end of 2016, which will include a Club, 46 club suites and prototype villas. When fully developed, the site will have a total of 52 villas.

The Company invested approximately US$29.0 million in January 2012 for its interest in the joint venture. Based on an independent third party valuation of the land plus the net value of the other assets and liabilities of the joint venture, the Symphony's investment was valued at US$27.5 million at 31 December 2014 (31 December 2013: US$29.4 million). The change in value is predominantly due to a weakening of the Malaysian ringgit during 2014.

OTHER INVESTMENTS

In addition to the investments above, Symphony has six additional investments, each of which constitute less than 5% of SIHL's NAV at 31 December 2014. Pending investment in suitable opportunities, SIHL has placed funds in certain temporary investments. As at 31 December 2014, cash and cash equivalents that predominantly comprised bank deposits amounted to US$80.4 million.

CAPITALISATION AND NAV

As at 31 December 2014, the Company had US$409.1 million in issued share capital and its NAV was approximately US$705.4 million. Symphony's NAV is the sum of its cash and cash equivalents, temporary investments, the fair value of unrealised investments (including investments in subsidiaries, associates and joint ventures) and any other assets, less any other liabilities. The audited financial statements contained herein may not account for the fair value of certain unrealised investments. Accordingly, Symphony's NAV may not be comparable to the net asset value in the audited financial statements. The primary measure of SIHL's financial performance and the performance of its subsidiaries will be the change in Symphony's NAV per share resulting from changes in the fair value of investments.

The NAV and NAV per share for the 2012, 2013 and 2014 fiscal years and for the quarterly periods ended on March 31, June 30, September 30 and December 31, 2014 are highlighted below in the table.

NAV, SHARES OUTSTANDING AND NAV PER SHARE ON A QUARTERELY BASIS ⁽¹⁾

		Company
As at	12/31/12	12/31/13	12/31/14

NAV (US$ 000')	609,807	605,874	705,411
Number of shares (000')	515,225	515,225	523,558
NAV per share (US$)	1.18	1.18	1.35
Diluted NAV per share ⁽²⁾ (US$)	1.18	1.17	1.34
		Company
As at	03/31/14	06/30/14	09/30/14

NAV (US$ 000')	625,191	687,500	767,401
Number of shares (000')	515,225	523,558	523,558
NAV per share (US$)	1.21	1.31	1.47
Diluted NAV per share ⁽²⁾ (US$)	1.20	1.31	1.47

(1) Unaudited

(2) Adjusting for the impact of in the money vested but unexercised options

Symphony was admitted to the Official List of the London Stock Exchange ("LSE") on 3 August 2007 under Chapter 14 of the Listing Manual of the LSE. The proceeds from the IPO amounted to US$190 million before issue expenses pursuant to which 190.0 million new shares were issued in the IPO. In addition to these 190.0 million shares and 94.9 million shares pre-IPO, a further 53.4 million shares were issued comprising of the subscription of 13.2 million shares by investors and SIHL's investment manager, the issue of 33.1 million bonus shares, and the issue of 7.1 million shares to SIHL's investment manager credited as fully paid raising the total number of issued shares to 338.3 million.

The Company issued 4,119,490 shares, 2,059,745 shares, 2,059,745 shares and 2,059,745 shares on 6 August 2010, 21 October 2010, 4 August 2011 and 23 October 2012, respectively, credited as fully paid, to the Investment Manager, Symphony Investment Managers Limited. The shares were issued as part of the contractual arrangements with the Investment Manager.

On 4 October 2012, SIHL announced a fully underwritten 0.481 for 1 rights issue at US$0.60 per new share to raise proceeds of approximately US$100 million (US$93 million net of expenses) through the issue of 166,665,997 million new shares, fully paid, that commenced trading on the London Stock Exchange on 22 October 2012.

As part of the contractual arrangements with the Investment Manager in the Investment Management and Advisory Agreement, as amended, the Investment Manager was granted 82,782,691 and 41,666,500 share options to subscribe for ordinary shares at an exercise price of US$1.00 and US$0.60 on 3 August 2008 and 22 October 2012, respectively. The share options vest in equal tranches over a five- year period from the date of grant. The Investment Manager exercised share options amounting to 4,054,970 and 4,278,330 on 8 May 2014 and 10 June 2014, respectively, at the exercise price of US$0.60 per share.

Together with the shares issued to the Investment Manager, the shares issued pursuant to the rights issue and shares issued pursuant the exercise of options, increased the Company's fully paid issued share capital to 523.6 million shares.

REVENUE AND OTHER OPERATING INCOME

Management concluded during 2014 that the Company meets the definition of an investment entity and adopted IFRS 10, IFRS 12 and IAS 27 standards where subsidiaries are de-consolidated and their fair value is measured through profit or loss. As a result, revenue, such as dividend income, from underlying investments in subsidiaries is no longer consolidated.

During the 2014 fiscal year, Symphony recognised other income of US$1.8 million, which comprised interest income from bank deposits and loan interest from unconsolidated subsidiaries. This compares with other income of US$2.2 million in 2013 comprising the same items.

EXPENSES

Other operating expenses

Other operating expenses include fees for professional services, exchange losses, interest expense, insurance, communication, travel, Directors' fees and other miscellaneous expenses and costs incurred for analysis of proposed deals. For the year ended 31 December 2014, other operating expenses amounted to US$5.2 million (2013: US$5.5 million).

Management fee

The management fee amounted to US$15.0 million for the year ended 31 December 2014 (2013: US$14.9 million). The management fee was calculated on the basis of 2.25% of NAV (with a floor and cap of US$8 million and US$15 million per annum, respectively).

Share options expense

Under the terms of the Investment Management and Advisory Agreement, the Investment Manager was granted Share Options to subscribe for shares of the Company. On 3 August 2008, the Investment Manager was granted 82,782,691 Share Options to subscribe for shares at US$1.00 each and on 22 October 2012, the Investment Manager was granted 41,666,500 Share Options to subscribe for shares at US$0.60 each. The share options vest in five equal tranches over a period of five years. The 82,782,691 Share Options granted on 3 August 2008 were fully vested and expensed by the end of the 2012 financial year.

An expense was recognised based on the fair value of the Share Options calculated using the Binomial Tree option-pricing model at 31 March, 30 June, 30 September and 31 December, respectively. The total expense during the 2014 financial year was US$3.9 million (2013: US$7.1 million) that was recognised in the statement of comprehensive income.

LIQUIDITY AND CAPITAL RESOURCES

At 31 December 2014, Symphony's cash balance was US$80.4 million. Symphony's primary uses of cash are to fund investments, pay expenses and to make distributions to shareholders, if and when declared by our board of directors. Taking into account current market conditions, it is expected that Symphony has sufficient liquidity and capital resource for its operations. The primary sources of liquidity are capital contributions received in connection with the initial public offering of shares, related transactions and a rights issue (See description under "Capitalisation and NAV"), in addition to cash from investments that it receives from time to time.

This cash from investments is in the form of dividends on equity investments, payments of interest and principal on fixed income investments and cash consideration received in connection with the disposal of investments. Temporary investments made in connection with Symphony's cash management activities provide a more regular source of cash than less liquid longer-term and opportunistic investments, but generate lower expected returns. Other than amounts that are used to pay expenses, or used to make distributions to our shareholders, any returns generated by investments are reinvested in accordance with Symphony's investment policies and procedures. Symphony may enter into one or more credit facilities and/or utilise other financial instruments from time to time with the objective of increasing the amount of cash that Symphony has available for working capital or for making opportunistic or temporary investments. At 31 December 2014, the Company had total interest-bearing borrowings of US$4.7 million (2013: US$5.3 million) associated with our property related investment in Niseko, Hokkaido, Japan.

PRINCIPAL RISKS

Described below are some of the risks that the Company is exposed to:

The Company is not structured as a typical private equity vehicle (it is structured as a permanent capital vehicle), and thus may not have a comparable investment strategy. The investment opportunities for the Company are more likely to be as a long term strategic partner in investments, which may be less liquid and which are less likely to increase in value in the short term.

The Company's investment policies contain no requirements for investment diversification and its investments could therefore be concentrated in a relatively small number of portfolio companies in the Healthcare, Hospitality and Leisure ("HH&L") sectors (including branded real estate developments) within the Asia-Pacific region.

The Company has made, and may continue to make, investments in companies in emerging markets, which exposes it to additional risks (including, but not limited to, the possibility of exchange control regulations, political and social instability, nationalisation or expropriation of assets, the imposition of taxes, higher rates of inflation, difficulty in enforcing contractual obligations, fewer investor protections and greater price volatility) not typically associated with investing in companies that are based in developed markets.

Furthermore, the Company has made, and may continue to make, investments in portfolio companies that are susceptible to economic recessions or downturns. Such economic recessions or downturns may also affect the Company's ability to obtain funding for additional investments.

The Company's investments include investments in companies that it does not control, and there is a risk that such portfolio companies may take decisions which do not serve the Company's interests.

A number of the Company's investments are currently, and likely to continue to be, illiquid and/ or may require a long-term commitment of capital. The Company's investments may also be subject to legal and other restrictions on resale. The illiquidity of these investments may make it difficult to sell investments if the need arises.

The Company's real estate related investments may be subject to the risks inherent in the ownership and operation of real estate businesses and assets. A downturn in the real estate sector or a materialisation of any of the risks inherent in the real estate business and assets could materially adversely affect the Company's real estate investments. The Company's portfolio companies also anticipate selling a significant proportion of development properties prior to completion. Any delay in the completion of these projects may result in purchasers terminating off-plan sale agreements and claiming refunds, damages and/or compensation.

The Company is exposed to foreign exchange risk when investments and/or transactions are denominated in currencies other than the U.S. dollar, which could lead to significant changes in the net asset value that the Company reports from one quarter to another.

The Company's current investment policies and procedures provide that it may invest an amount equivalent to not less than 70% of its total assets, as determined at the time of each investment, predominantly in longer-term investments in the HH&L sectors (including branded real estate developments) in the Asia-Pacific region and no more than 30% of its total assets in special situations and structured transactions which, although they are not typical longer-term investments, have the potential to generate attractive returns and enhance the Company's net asset value.

The Company's investment policies and procedures (which incorporate the Company's investment strategy) provide that the Investment Manager should review the Company's investment policies and procedures on a regular basis and, if necessary, propose changes to the Board when it believes that those changes would further assist the Company in achieving its objective of building a strong investment base and creating long term value for its Shareholders. The decision to make any changes to the Company's investment policy and strategy, material or otherwise, rests with the Board in conjunction with the Investment Manager and Shareholders have no prior right of approval for material changes to the Company's investment policy.

Companies in which the Company invests in connection with special situations and structured transactions typically have shorter operating histories, narrower product lines and smaller market shares than larger businesses, which tend to render them more vulnerable to competitors' actions and market conditions, as well as general economic downturns. Investments that fall into this category tend to have relatively short holding periods and entail little or no participation in the board of the company in which such investments may be made. Special situations and structured transactions in the form of fixed debt investments also carry an additional risk that increases in interest rates could decrease their value.

Following the Company's investments, it may be that the proportion of its total assets invested in longer-term investments falls below 70% and the proportion of its total assets invested in special situations and structured transactions exceeds 30% due to changes in the valuations of the assets, over which the Company has no control. Pending the making of investments, the Company's capital will need to be temporarily invested in liquid investments and managed by a third-party investment manager of international repute or held on deposit with commercial banks before they are invested. The returns that temporary investments are expected to generate and the interest that the Company will earn on deposits with commercial banks will be substantially lower than the returns that it anticipates receiving from its longer-term investments or special situations and structured transactions.

In addition, while the Company's temporary investments will be relatively conservative compared to its longer-term investments or special situations and structured transactions, they are nevertheless subject to the risks associated with any investment, which could result in the loss of all or a portion of the capital invested.

Anil Thadani

Chairman, Symphony Investment Managers Limited

20 March 2015

BOARD OF DIRECTORS

PIERANGELO BOTTINELLI

Mr. Bottinelli is based in Geneva, Switzerland and is the Chairman of the Company. He was appointed to the Board of the Company on 31 December 2005. Mr. Bottinelli started his career at the Zurich Stock Exchange from 1961 to 1964. He then was successively a trader at the Frankfurt and Berlin Stock Exchange (1964 to 1966) before turning to the brokerage business. He joined AG Becker (now part of Merrill Lynch) in 1970, after which he spent four years between 1985 and 1989 at Wertheim Schroder. He was a Managing Director at Schroder Securities in 1991 where he remained for nine years before becoming the Managing Director of Quaker Securities in 2000, a position he held until 2005. Mr. Bottinelli currently sits on the boards of several companies in Singapore and Switzerland and is a Director of the Board of Lansdowne Partners International Limited. He was awarded an official diploma from the Federal Commercial School in Lugano in 1959.

GEORGES GAGNEBIN

Mr. Gagnebin is based in Geneva and was appointed to the Board of the Company on 8 July 2007. He is the Chairman of the board of Banque Pâris Bertrand Sturdza S.A., Geneva. In 2005, he joined the Julius Baer Group Ltd. where he was a Vice-Chairman of Julius Baer Holding Ltd and Bank Julius Baer & Co Ltd and, more recently, Chairman of the board of directors of Infidar Investment Advisory Ltd., a member company of Julius Baer Group Ltd. Prior to joining the Julius Baer Group in 2005, Mr. Gagnebin held several executive positions at UBS AG, including Head of International Clients Europe, Middle East and Africa in the private banking division, a member of the Group Managing Board, a member of the Group Executive Board, Chief Executive Officer of Private Banking, Chairman of Wealth Management and Business Banking, and the Vice-Chairman of SBC Wealth Management AG. From 1969 to 1998, Mr. Gagnebin held various positions at the Swiss Bank Corporation, including serving as member of the management committee. He was awarded an official diploma as a Swiss certified Banking Expert in 1972.

RAJIV K. LUTHRA

Mr. Luthra is based in New Delhi and was appointed to the Board of the Company on 8 July 2007. He is the founder and managing partner of Luthra & Luthra Law Offices, a premier, full service law firm in New Delhi, which is one of the largest in India and one which has won a number of accolades, that include the "National Law Firm of the Year - India 2012" by Chambers Asia Pacific amongst other awards. For over three decades, Mr. Luthra has been advising in the practice areas of capital markets and corporate finance, securitisation and structured finance, construction and property, and IT, telecommunications and media. Mr. Luthra serves on a number of high-level committees that include the Securities & Exchange Board of India (SEBI), the Advisory Board to the Competition Commission of India. He is the Convener of the committee formed to advise the Government of India on the liberalisation of legal services between India and the UK and is a Member of the Round Table on Legal Education for the Ministry of Human Resource Development. He also served on the board of HSBC's Corporate Governance and Audit committees in India. Mr. Luthra has been inducted in the M&A Hall of Fame, New York and is recipient of the Lifetime Achievement Award for "his accomplishments and achievements in the International M&A sector" and was named "Ace Legal Eagle for Corporate Law'' at the 2013 Asian Business Leadership Forum (ABLF) Awards in Dubai.

GEORGES A. MAKHOUL

Mr. Makhoul is based in Dubai and was appointed to the Board of the Company on 29 April 2013. He is the Chief Executive Officer of Constellation Holdings, a Dubai based private investment firm. Before his current role, Mr. Makhoul had extensive work experience in Europe and Asia from assignments in London and Tokyo. From 2005 to 2009 he was President of Morgan Stanley for the Middle East and Africa and before that, the Managing Partner at PwC Japan. Before joining PwC in 1994 in New York, Mr. Makhoul led a National Science Foundation Research Centre at Columbia University. Mr. Makhoul has a PhD in Electrical Engineering.

ANIL THADANI

Mr. Thadani is based in Singapore and was appointed to the Board of the Company on 16 February 2004. He is also the Chairman of the Investment Manager. Mr. Thadani has worked in the Asia- Pacific region since 1975 and has been involved in Asian private equity since 1981 when he co-founded one of the first private equity investment companies in Asia. In 1992 he founded Schroder Capital Partners, which became the Asian arm of the Schroder Ventures Group until 2004, when he formed the Symphony group of companies. Before entering private equity in 1981, Mr. Thadani began his career as a research engineer with Chevron Chemical Company in California. Mr. Thadani subsequently worked for Bank of America in the United States, Japan, the Philippines and Hong Kong. He has served on the boards of several private and public companies in Asia, Europe and North America and continues to represent the Company on the boards of its portfolio companies. He is also a member of the Board of Trustees of Singapore Management University ("SMU") in addition to being the Chairman of the board of SMU's Institute of Innovation and Entrepreneurship. Mr. Thadani has a B Tech in Chemical Engineering from the Indian Institute of Technology, Madras, an MS in Chemical Engineering from the University of Wisconsin, Madison, and an MBA from the University of California at Berkeley.

SUNIL CHANDIRAMANI

Mr. Chandiramani is based in Hong Kong and was appointed to the Board of the Company on 16 February 2004. He is involved with all aspects of the Company's business. He is also a Partner and Country Head of the Hong Kong Consultant. Mr. Chandiramani has over 27 years' experience in private equity and related investment experience across multiple industry sectors in Asia and the United States. Mr. Chandiramani's experience in Asian private equity was initially as a partner with Arral & Partners and subsequently with Schroder Capital Partners. Prior to that, he worked on leveraged buy-outs and acquisitions for the Structured Finance Group at Bankers Trust Company in New York. Mr. Chandiramani has a BCom (Hons) from the Shri Ram College of Commerce, Delhi University, and an MBA from the Wharton School of the University of Pennsylvania.

DIRECTORS' REPORT

The Directors submit their Report together with the Company's Statement of Financial Position, Statement of Comprehensive Income, Statement of Changes in Equity, Statement of Cash Flows, and the related notes for the year ended 31 December 2014, which have been prepared in accordance with International Financial Reporting Standards ("IFRS") adopted by the International Accounting Standards Board ("IASB") and are in agreement with the accounting records of the Company, which have been properly kept in accordance with the BVI Business Companies Act 2004.

CORPORATE GOVERNANCE

The Company is incorporated under the laws of the British Virgin Islands. On 3 August 2007, the Company was admitted to the Official List of the London Stock Exchange pursuant to a Secondary Listing under Chapter 14 of the Listing Rules and its securities were admitted for trading on the London Stock Exchange's Main Market. In April 2010, the UK listing regime was restructured into Premium and Standard Listing categories. The Company is in the Standard Listing Category constituent. Details of the share capital of the Company are disclosed in note 6 to the financial statements.

As the Company is incorporated in the British Virgin Islands, and being a Standard Listing Category constituent, it is not required to comply with the requirements of the UK Combined Code on Corporate Governance published by the Financial Reporting Council (the "Code"). However, the Company is required to prepare a corporate governance statement. There is no published corporate governance regime equivalent to the Code in the British Virgin Islands. However, the Board is committed to ensuring that proper standards of corporate governance and has established governance procedures and policies that it believes and considers appropriate having regard to the nature, size and resources of the Company. The following explains how the relevant principles of governance are applied to the Company.

The Board currently has six members, of which a majority, including the Board Chairman, are independent directors. The Board members will have regard to their obligations to act in the best interests of the Company should potential conflicts of interest arise.

The Board Chairman, Mr. Pierangelo Bottinelli, has more than 40 years' experience in merchant banking, securities and investment management, and is currently the Chairman of Lansdowne Partners International Limited. The other three independent directors are Mr. Rajiv K. Luthra, Mr. Georges Gagnebin and Mr. Georges A. Makhoul. Mr. Luthra is the managing partner and founder of Luthra and Luthra Law Offices in India and serves on several high level committees, such as on the board of HSBC's Corporate Governance and Audit committees in India. Mr. Gagnebin is currently Chairman of the Board of the Banque Pâris Bertrand Sturdza S.A., Geneva. Mr. Georges A. Makhoul is the Chief Executive Officer of Constellation Holdings, a Dubai based private investment firm. The other members of the Board are Mr. Anil Thadani and Mr. Sunil Chandiramani who have over 34 years and 27 years of experience in private equity, respectively.

More detailed biographies of the Directors can be found preceding this section. The Board has extensive experience relevant to the Company and any change in the Board composition can be managed without undue interruption.

The Directors currently do not have a fixed term of office and there are specific provisions regarding the procedures for their appointment. The Directors may be removed and replaced at any time subject to the following procedure:

i. any proposal for the replacement or removal of one or more Directors shall be considered by the Nominations Committee who shall assess the suitability of the candidates proposed (and any Director who is the subject of the removal proposal shall not participate in such assessment); and

ii. if the Nominations Committee approves the candidate(s) proposed they shall convene a special meeting of the Board to vote on the removal and replacement of the relevant Director(s).

Further, pursuant to the terms of the Investment Management Agreement and the Articles of Association, if a Director who is also a Key Person is to be replaced, a new Director to replace such Key Person Director shall be nominated by the Investment Manager and the Board may reject such nomination by the Investment Manager only if it would be illegal to accept such nominee of the Investment Manager under any applicable law. The Board is responsible for reviewing the financial performance and internal controls and monitoring the overall strategy of the Company. In addition, the Board is responsible for approving this annual financial report and the quarterly NAV reports during the year.

The Board has three committees:

i. the Nominations Committee;  

ii. the Audit Committee; and  

iii. the Share Options Terms Committee.

The Nominations Committee has the duty of assessing the suitability of candidates nominated by our Shareholders as replacement Directors. The Nominations Committee comprises a majority of independent Directors. The Chairman of the Nominations Committee is Mr. Georges Gagnebin. The other Nominations Committee members are Mr. Anil Thadani, Mr. Pierangelo Bottinelli and Mr. Rajiv K. Luthra. If a member of the Nominations Committee has an interest in a matter being deliberated upon by the Nominations Committee, he shall be required to abstain from participating in the review and approval process of the Nominations Committee in relation to that matter. If more than one member of the Nominations Committee has an interest in a matter being deliberated, then the non-interested Directors who are not members of the Nominations Committee will participate in the review and approval process in relation to that matter. The Nominations Committee met once during the year.

The Audit Committee assists the Board in overseeing the risk management framework by reviewing any matters of significance affecting financial reporting and internal controls of the Company, and has the duty of, among other things:

i. assisting the Board in its oversight of the integrity of the financial statements, the qualifications, independence and performance of the independent auditors and compliance with relevant legal and regulatory requirements;

ii. reviewing and approving with the external auditors their audit plan, the evaluation of the internal accounting controls, audit reports and any matters which the external auditors wish to discuss without the presence of board members and ensuring compliance with relevant legal and regulatory requirements;

iii. reviewing and approving with the internal auditors the scope and results of internal audit procedures and their evaluation of the internal control system;

iv. making recommendations to the Board on the appointment or reappointment of external auditors, the audit fee and resignation or dismissal of the external auditors; and

v. pre-approving any non-audit services provided by the external auditors.

The Audit Committee comprises a majority of independent Directors. The Chairman of the Audit Committee is Mr. Rajiv K. Luthra. The other Audit Committee members are Mr. Georges Gagnebin, Mr. Pierangelo Bottinelli, Mr. Georges A. Makhoul and Mr. Sunil Chandiramani. If a member of the Audit Committee has an interest in a matter being deliberated upon by the Audit Committee, he shall abstain from participating in the review and approval process of the Audit Committee in relation to that matter. If more than one member of the Audit Committee has an interest in a matter being deliberated, then the non-interested Directors who are not members of the Audit Committee will participate in the review and approval process in relation to that matter. The Audit Committee met twice during the year.

The Share Options Terms Committee ("SOTC") has the responsibility to review and comment on the adjustment of the exercise price and the number of Share Options granted to the Investment Manager under the Investment Management and Advisory Agreement, and to carry out all activities with respect to the Share Options Terms and to take all resolutions on behalf of the Board and do all acts and things as the SOTC may consider necessary or expedient in order to give effect to the Share Options Terms.

The SOTC comprises a majority of independent Directors. The Chairman of the SOTC is Mr. Pierangelo Bottinelli. The other members of the SOTC are Mr. Georges Gagnebin and Mr. Sunil Chandiramani. The SOTC met once during the year.

Each Committee and each Director has the authority to seek independent professional advice where necessary to discharge their respective duties in each case at the Company's expense.

The Company has a policy on Directors' dealings in shares, which is based on the Model Code for Directors' dealings contained in the London Stock Exchange's Listing Rules. The Board understands its responsibility for ensuring that there are sufficient, appropriate and effective systems, procedures, policies and processes for internal control of financial, operational, compliance and risk management matters. The Board meets regularly during the year to receive from the Investment Manager an update on the Company's investment activities and performance, together with reports on markets and other relevant matters. In carrying out their responsibilities, the Directors have put in place a framework of controls to ensure ongoing financial performance is monitored in a timely and corrective manner and risk is identified and mitigated to the extent practicably possible.

The Board periodically meets and had a total of five meetings during the year with full attendance by its members. The Company has entered into an agreement with the Investment Manager, Symphony Investment Managers Limited. The key responsibilities of the Investment Manager are to implement the investment objectives of the Company. The Company's investment objective is to create value for stakeholders through long term strategic investments in high growth innovative consumer businesses, primarily in the Healthcare, Hospitality and Lifestyle and Branded Real Estate sectors in Asia.

DIRECTORS RESPONSIBILITY STATEMENT

We, the Directors of Symphony International Holdings Limited (the "Company"), confirm that to the best of our knowledge:

a. the Financial statements of the Company prepared in accordance with International Financial Reporting Standards (IFRS), give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company taken as a whole as at and for the year ended 31 December 2014; and  

b. the Investment Manager's Report includes a fair review of the development and performance of the business for the year ended 31 December 2014 and the position of the Company taken as a whole as at 31 December 2014, together with a description of the risks and uncertainties that the Company faces; and  

c. the accounting records have been properly maintained.  

On behalf of the Board of Directors

Pierangelo Bottinelli

Anil Thadani

Chairman, Symphony International Holdings Limited

20 March 2015

Chairman, Symphony Investment Managers Limited

Director, Symphony International Holdings Limited

20 March 2015

Independent auditors' report

Members of the Company

Symphony International Holdings Limited

Report on the financial statements

We have audited the accompanying financial statements of Symphony International Holdings Limited (the Company), which comprise the statement of financial position as at 31 December 2014, and the statements of comprehensive income, changes in equity and cash flows for the year then ended, and notes, comprising a summary of significant accounting policies and other explanatory information, as set out on pages FS1 to FS34.

Management's responsibility for the financial statements

Management is responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

Auditors' responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on our judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the financial statements give a true and fair view of the financial position of the Company as at 31 December 2014, and of its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards.

KPMG LLP

Public Accountants and

Chartered Accountants

Singapore

20 March 2015

Statement of financial position As at 31 December 2014
	Note	31 December 2014	31 December 2013
			(Restated*)
		US$'000	US$'000

Non-current assets
Financial assets at fair value through profit or loss	3	630,053	485,222
		630,053	485,222
Current assets
Other receivables and prepayments	4	43	47
Cash and cash equivalents	5	80,376	126,231
		80,419	126,278
Total assets		710,472	611,500

Equity attributable to equity holders of the Company
Share capital	6	409,127	402,054
Reserves	7	61,596	59,798
Accumulated profits		234,688	144,018
Total equity carried forward		705,411	605,870

Current liabilities
Interest-bearing borrowings	8	4,748	5,331
Other payables	9	313	299
Total liabilities		5,061	5,630
Total equity and liabilities		710,472	611,500

* See Note 2.2

The financial statements were approved by the Board of Directors on 20 March 2015.

──────────────────── ────────────────────

Anil Thadani Sunil Chandiramani

Director Director

20 March 2015 20 March 2015

Statement of comprehensive income Year ended 31 December 2014
	Note	2014	2013
			(Restated*)
		US$'000	US$'000

Other operating income		1,847	2,219
Other operating expenses		(5,191)	(5,504)
Management fees		(15,000)	(14,901)
		(18,344)	(18,186)
Share options expense		(3,871)	(7,080)
Loss before investment results and income tax		(22,215)	(25,266)
Fair value changes in financial assets at fair value through profit or loss		137,896	14,249
Profit/(Loss) before income tax	10	115,681	(11,017)
Income tax expense	11	-	-
Profit/(Loss) for the year		115,681	(11,017)
Other comprehensive income for the year, net of tax		-	-
Total comprehensive income for the year		115,681	(11,017)

Earnings per share:
		US Cents	US Cents

Basic	12	22.23	(2.14)
Diluted	12	22.08	(2.14)

* See Note 2.2

Statement of changes in equity Year ended 31 December 2014
	Share capital	Equity compensation reserve	Foreign currency translation reserve	Accumulated profits	Total equity
	US$'000	US$'000	US$'000	US$'000	US$'000

At 1 January 2013, as previously reported	402,054	52,718	14,850	140,189	609,811
Impact of changes in accounting policies	-	-	(14,850)	14,846	(4)
At 1 January 2013, as restated	402,054	52,718	-	155,035	609,807

Total comprehensive income for the year (restated)	-	-	-	(11,017)	(11,017)

Transactions with owners of the Company, recognised directly in equity
Value of services received for issue of share options	-	7,080	-	-	7,080
Total transaction with owners of the Company	-	7,080	-	-	7,080
At 31 December 2013, as restated	402,054	59,798	-	144,018	605,870

Statement of changes in equity Year ended 31 December 2014
	Share capital	Equity compensation reserve	Foreign currency translation reserve	Accumulated profits	Total equity
	US$'000	US$'000	US$'000	US$'000	US$'000

At 1 January 2014, as previously reported	402,054	59,798	(2,487)	146,509	605,874
Impact of changes in accounting policies	-	-	2,487	(2,491)	(4)
At 1 January 2014, as restated	402,054	59,798	-	144,018	605,870

Total comprehensive income for the year (restated)	-	-	-	115,681	115,681

Transactions with owners of the Company, recognised directly in equity
Issuance of shares	5,000	-	-	-	5,000
Value of services received for issue of share options	-	3,871	-	-	3,871
Exercise of share options	2,073	(2,073)	-	-	-
Dividend paid of US$0.04 per share	-	-	-	(25,011)	(25,011)
Total transaction with owners of the Company	7,073	1,798	-	(25,011)	(16,140)
At 31 December 2014	409,127	61,596	-	234,688	705,411

Statement of cash flows Year ended 31 December 2014
	Note	2014	2013
			(Restated*)
		US$'000	US$'000
Cash flows from operating activities
Profit/(Loss) before income tax		115,681	(11,017)
Adjustments for:
Exchange loss		3,895	4,214
Dividend income		-	(41)
Interest income		(1,847)	(2,178)
Interest expense		34	37
Fair value changes in financial assets at fair value through profit or loss		(137,896)	(14,249)
Share options expense		3,871	7,080
		(16,262)	(16,154)
Changes in working capital:
Decrease in other receivables and payments		(4)	18
Increase in other payables		14	78
		(16,252)	(16,058)
Dividend received		-	3
Interest received (net of withholding tax)		1,856	2,153
Net cash used in operating activities		(14,396)	(13,902)

Cash flows from investing activities
Purchase of financial assets at fair value through profit or loss		(11,035)	-
Proceeds from disposal of financial assets at fair value through profit or loss		-	17,814
Net cash (used in)/from investing activities		(11,035)	17,814

Cash flows from financing activities
Net proceeds from issue of share capital		5,000	-
Interest paid		(35)	(35)
Dividend paid		(25,011)	-
Proceeds from/(Repayment of) borrowings		193	(93)
Net cash used in financing activities		(19,853)	(128)

Net (decrease)/increase in cash and cash equivalents		(45,284)	3,784
Cash and cash equivalents at 1 January		126,231	123,016
Effect of exchange rate fluctuations		(571)	(569)
Cash and cash equivalents at 31 December	5	80,376	126,231

* See Note 2.2

Notes to the financial statements

These notes form an integral part of the financial statements.

The financial statements were authorised for issue by the Board of Directors on 20 March 2015.

1 Domicile and activities

Symphony International Holdings Limited (the Company) was incorporated in the British Virgin Islands (BVI) on 5 January 2004 as a limited liability company under the International Business Companies Ordinance. The Company has its registered office at P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands. The Company does not have a principal place of business as the Company carries out its principal activities under the advice of its Investment Manager.

The principal activities of the Company are those relating to an investment holding company while those of its unconsolidated subsidiaries consist primarily of making strategic investments with the objective of increasing the net asset value through long-term strategic private equity investments in consumer-related businesses, predominantly in the hospitality, healthcare and lifestyle sectors (including branded real estate developments), as well as investments in special situations and structured transactions which have the potential of generating attractive returns.

2 Summary of significant accounting policies

2.1 Basis of preparation

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS).

The financial statements have been prepared on a fair value basis, except for certain items which are measured on a historical cost basis. The financial statements are presented in thousands of United States dollars (US$'000), which is the Company's functional currency, unless otherwise stated.

The preparation of financial statements in conformity with IFRS requires management to make judgements, estimates and assumptions that affect the application of accounting policies and reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.

In particular, information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment within the next financial year are included in the following notes:

· Note 2.4 - Determination of functional currency

· Note 13 - Valuation of share options

· Note 3 and 16 - Fair value of investments

Except as disclosed above, there are no other significant areas of estimation uncertainty or critical judgements in the application of accounting policies that have significant effect on the amount recognised in the financial statements.

2.2 Changes in accounting policies

Except for the changes below, the Company has consistently applied the accounting policies set out in Notes 2.4 to 2.14.

The Company has adopted the following new standards and amendments to standards, including any consequential amendments to other standards, with a date of application of 1 January 2014.

· Amendment by Investment Entities (Amendments to IFRS 10, IFRS 12, and IAS 27)

The Company has adopted Investment Entities (Amendments to IFRS 10, IFRS 12, and IAS 27) (2012) (the amendments) with a date of initial application of 1 January 2014.

Management concluded that the Company meets the definition of an investment entity. As a result of the changes, the Company has de-consolidated its subsidiaries and measured them at fair value through profit or loss. Before adoption of the amendments, the Company consolidated these subsidiaries and measured them at cost in the separate financial statements of the Company.

In accordance with the transitional provisions of the amendments, the Company has applied the new accounting policy retrospectively and restated the comparative information.

As at 1 January 2014, the total fair value of the subsidiaries that ceased to be consolidated amounted to US$485,222,000.

The table below presents, in respect of the year immediately preceding the date of initial application, the resulting changes for each financial statement line item affected. The transitional provisions of the amendments do not require disclosure of similar information in respect of the current year.

Statement of financial position

	31 December 2013 As previously reported	Adjustments	31 December 2013 As restated
	US$'000	US$'000	US$'000

Assets
Interests in associates and joint ventures	147,089	(147,089)	-
Financial assets at fair value through profit or loss	346,422	138,800	485,222
Other receivables and prepayments	3,096	(3,049)	47
Cash and cash equivalents	127,116	(885)	126,231
Total assets	623,723	(12,223)	611,500

Statement of financial position

	31 December 2013 As previously reported	Adjustments	31 December 2013 As restated
	US$'000	US$'000	US$'000
Equity
Share capital	402,054	-	402,054
Reserves	57,311	2,487	59,798
Accumulated profits	146,509	(2,491)	144,018
Total equity	605,874	(4)	605,870

Liabilities
Interest-bearing borrowings	5,892	(561)	5,331
Deferred tax liabilities	1,443	(1,443)	-
Other payables	10,453	(10,154)	299
Current tax payable	61	(61)	-
Total liabilities	17,849	(12,219)	5,630
Total equity and liabilities	623,723	(12,223)	611,500
Net assets attributable to shareholders	605,874	(4)	605,870

Statement of comprehensive income

	31 December 2013 As previously reported	Adjustments	31 December 2013 As restated
	US$'000	US$'000	US$'000

Revenue	6,683	(6,683)	-
Other operating income	16,242	(14,023)	2,219
Other operating expenses	(2,994)	(2,510)	(5,504)
Management fees	(14,901)	-	(14,901)
	5,030	(23,216)	(18,186)

Share options expense	(7,080)	-	(7,080)
Loss before investment results and income tax	(2,050)	(23,216)	(25,266)

Gain on disposal of investments in joint ventures	4,998	(4,998)	-
Fair value changes in financial assets at fair value through profit or loss	11,565	2,684	14,249
Fair value changes in investments in associates and joint ventures	(5,282)	5,282	-
Profit/(Loss) before income tax	9,231	(20,248)	(11,017)
Income tax expense	(2,911)	2,911	-
Profit/(Loss) for the year	6,320	(17,337)	(11,017)
Foreign currency translation differences in relation to financial statements of foreign operations	(17,337)	17,337	-
Total comprehensive income for the year	(11,017)	-	(11,017)

Statement of cash flows

	31 December 2013 As previously reported	Adjustments	31 December 2013 As restated
	US$'000	US$'000	US$'000
Net cash used in operating activities	(6,729)	(7,173)	(13,902)
Net cash from investing activities	8,319	9,495	17,814
Net cash (used in)/from financing activities	(457)	329	(128)
Net increase in cash and cash equivalents	1,133	2,651	3,784

Given the restatement relates to the adoption Investment Entities (Amendments to IFRS 10, IFRS 12 and IAS 27) (2012) (the amendments) the requirement to present restated comparatives is limited to the immediately preceding period; this corresponds to the minimum requirement for comparative information in IAS 1, Presentation of Financial Statements. As such the statement of financial position at 1 January 2013 is not presented.

2.3 Subsidiaries

Subsidiaries are investees controlled by the Company. The Company controls an investee if it is exposed to, 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.

The Company is an investment entity and does not consolidate its subsidiaries and measures them at fair value through profit or loss. In determining whether the Company meets the definition of an investment entity, management considered the structure of the Company and its subsidiaries as a whole in making its assessment.

2.4 Functional currency

Items included in the financial statements of the Company are measured using the currency that best reflects the economic substance of the underlying events and circumstances relevant to the Company (the functional currency).

For the purposes of determining the functional currency of the Company, management has considered the activities of the Company, which are those relating to an investment holding company. Funding is obtained in US dollars through the issuance of ordinary shares.

2.5 Foreign currencies

Foreign currency transactions

Transactions in foreign currencies are translated to the functional currency of the Company at the exchange rates ruling at the dates of the transactions. Monetary assets and liabilities denominated in foreign currencies at the financial reporting date are retranslated to the functional currency at the exchange rate ruling at that date.

Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are retranslated to the functional currency at the exchange rates at the date on which the fair value was determined. Non-monetary items in a foreign currency that are measured based on historical cost are translated using the exchange rate at the date of the transaction.

Foreign currency differences arising on retranslation are recognised in profit or loss.

2.6 Financial instruments

The Company early adopted IFRS 9 Financial Instruments ("IFRS 9") for the first time from 12 November 2009, being the earliest date it was available for adoption. The Company elected to apply IFRS 9 retrospectively as if it had always applied. IFRS 9 specifies the basis for classifying and measuring financial assets. Classification is determined based on the Company's business model measured at either amortised cost or fair value. IFRS 9 replaces the classification and measurement requirements relating to financial assets in IAS 39 Financial Instruments: Recognition and Measurement. In 2010, IFRS 9 was updated to include classification and measurements relating to financial liabilities.

Non-derivative financial instruments

Non-derivative financial instruments comprise financial assets at fair value through profit or loss, other receivables and prepayments, cash and cash equivalents, and other payables.

Non-derivative financial instruments are recognised initially at fair value plus, for instruments not at fair value through profit or loss, any directly attributable transaction costs, except as described below. Subsequent to initial recognition, non-derivative financial instruments are measured as described below.

A financial instrument is recognised if the Company becomes a party to the contractual provisions of the instrument. Financial assets are derecognised if the Company's contractual rights to the cash flows from the financial assets expire or if the Company transfers the financial asset to another party without retaining control or transfers substantially all the risks and rewards of the asset. Regular way purchases and sales of financial assets are accounted for at settlement date, i.e., the date that an asset is delivered to or by the Company. Financial liabilities are derecognised if the Company's obligations specified in the contract expire or are discharged or cancelled.

Cash and cash equivalents

Cash and cash equivalents comprise cash and bank balances, deposits with financial institutions, and placements in money market funds. Bank overdrafts that are repayable on demand and that form an integral part of the Company's cash management are included as a component of cash and cash equivalents for the purpose of the statement of cash flows.

Financial assets at fair value through profit or loss

Financial assets are measured at fair value through profit or loss. This includes financial assets that are held for trading and investments that the Company manages based on their fair value in accordance with the Company's documented risk management and/or investment strategy.

Equity instruments are measured at fair value through profit or loss unless the Company irrevocably elects at initial recognition to present the changes in fair value in other comprehensive income as described below.

Upon initial recognition, financial assets measured at fair value through profit or loss are recognised at fair value and any transaction costs are recognised in profit or loss when incurred. Subsequent to initial recognition, financial assets at fair value through profit or loss are measured at fair value, and changes therein, which takes into account any dividend income, are recognised in profit or loss.

Others

Other non-derivative financial instruments are measured at amortised cost using the effective interest method, less any impairment losses.

Share capital

Ordinary shares are classified as equity as there is no contractual obligation for the Company to deliver cash or another financial asset to another entity, or to exchange financial assets or financial liabilities with another entity under conditions that are potentially unfavourable to the Company.

Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity, net of any tax effects.

2.7 Impairment

Financial assets

A financial asset, other than financial assets at fair value through profit or loss, is assessed at each reporting date to determine whether there is any objective evidence that it is impaired. A financial asset is considered to be impaired if objective evidence indicates that one or more events have had a negative effect on the estimated future cash flows of that asset.

An impairment loss is calculated as the difference between its carrying amount and the present value of the estimated future cash flows discounted at the original effective interest rate.

Individually significant financial assets are tested for impairment on an individual basis. The remaining financial assets are assessed collectively in groups that share similar credit risk characteristics.

All impairment losses are recognised in profit or loss in the statement of comprehensive income. An impairment loss is reversed if the reversal can be related objectively to an event occurring after the impairment loss was recognised. For financial assets measured at amortised cost, the reversal is recognised in profit or loss in the statement of comprehensive income.

Non-financial assets

The carrying amounts of the Company's non-financial assets are reviewed at each financial reporting date to determine whether there is any indication of impairment. If any such indication exists, the asset's recoverable amount is estimated. For goodwill, recoverable amount is estimated at each reporting date, and as and when indicators of impairment are identified.

An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount. A cash-generating unit is the smallest identifiable asset group that generates cash flows that largely are independent from other assets and groups. Impairment losses are recognised in profit or loss in the statement of comprehensive income unless it reverses a previous revaluation, credited to other comprehensive income, in which case it is charged to other comprehensive income.

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or cash-generating unit.

An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset's carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

2.8 Share-based payments

The share option programme allows the option holders to acquire shares of the Company. The fair value of options granted to the Investment Manager is recognised as an expense in profit or loss in the statement of comprehensive income with a corresponding increase in equity. The fair value is measured when the services are received and spread over the period during which the Investment Manager becomes unconditionally entitled to the options.

The proceeds received net of any directly attributable transactions costs are credited to share capital when the options are exercised.

The fair value of Management Shares granted to the Investment Manager is recognised as an expense, with a corresponding increase in equity, over the vesting period, i.e. when the Investment Manager becomes unconditionally entitled to the Management Shares.

2.9 Revenue recognition

Dividends

Dividend income is recognised on the date that the shareholder's right to receive payment is established, which in the case of quoted securities is the ex-dividend date.

2.10 Finance income

Interest income from deposits with financial institutions and placements in money market funds and loans to associates, joint ventures and investee companies is recognised as it accrues, using the effective interest method.

2.11 Finance expense

All borrowing costs are recognised in profit or loss in the statement of comprehensive income using the effective interest method.

2.12 Income tax expense

Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss in the statement of comprehensive income except to the extent that it relates to items recognised directly in equity or in other comprehensive income, in which case it is recognised in equity or in other comprehensive income.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the financial reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not recognised for:

· temporary differences arising from the initial recognition of goodwill; and

· temporary differences on the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss;

The measurement of deferred taxes reflects the tax consequences that would follow the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date.

Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which the temporary differences can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realised.

In determining the amount of current and deferred tax, the Company takes into account the impact of uncertain tax positions and whether additional taxes and interest may be due. The Company believes that its accruals for tax liabilities are adequate for all open tax years based on its assessment of many factors, including interpretations of tax law and prior experience. This assessment relies on estimates and assumptions and may involve a series of judgements about future events. New information may become available that causes the Company to change its judgement regarding the adequacy of existing tax liabilities. Such changes to tax liabilities will impact tax expense in the period that such a determination is made.

2.13 Earnings per share

The Company presents basic and diluted earnings per share data for its ordinary shares. Basic earnings per share is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the year, adjusted for own shares held. Diluted earnings per share is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding, adjusted for own shares held, for the effects of all potentially dilutive ordinary shares, which comprise Management Shares, share options granted to Investment Manager and warrants.

2.14 Segment reporting

An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Company's other components. Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker. The chief operating decision-maker has been identified as the Board of Directors of Symphony Investment Managers Limited that makes strategic investment decisions.

3 Financial assets at fair value through profit or loss

	2014	2013
		(Restated)
	US$'000	US$'000

Investments	630,053	485,222

4 Other receivables and prepayments

	2014	2013
		(Restated)
	US$'000	US$'000

Interest receivable	4	12
Other prepayments	39	35
	43	47

5 Cash and cash equivalents

	2014	2013
		(Restated)
	US$'000	US$'000

Fixed deposits with financial institutions	79,895	125,783
Cash at bank	481	448
Cash and cash equivalents in the statement of cash flows	80,376	126,231

The effective interest rate on fixed deposits with financial institutions as at 31 December 2014 was 0.08% to 0.80% (2013: 0.05% to 0.80%) per annum. Interest rates reprice at intervals of one to four weeks.

6 Share capital

	Company
	2014	2013
	Number of shares	Number of shares
Fully paid ordinary shares, with no par value:
At 1 January	515,224,698	515,224,698
Exercise of share options	8,333,300	-
At 31 December	523,557,998	515,224,698

Share capital in the statement of financial position represents subscription proceeds received from, and the amount of liabilities capitalised through, the issuance of ordinary shares of no par value in the Company, less transaction costs directly attributable to equity transactions.

The Company does not have an authorised share capital and is authorised to issue an unlimited number of no par value shares.

The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholder meetings of the Company. All shares rank equally with regard to the Company's residual assets. In the event that dividends are declared, the holders of the unexercised share options are entitled to receive the dividends (refer to note 13 for more details).

108,565,365 warrants were issued on 3 August 2007 and 3,289,845 additional warrants were issued on 22 October 2012 due to the rights issue announced on 4 October 2012. The warrants have an exercise price of US$1.22 each and shall expire on the date falling on the eighth anniversary of the issue of the original warrants, being 3 August 2015. None of the warrants has been exercised as at 31 December 2014 and 2013.

7 Reserves

Equity compensation reserve

The equity compensation reserve comprises the value of Management Shares and share options issued or to be issued for investment management and advisory services received by the Company (refer to note 13).

8 Interest-bearing borrowings

The interest-bearing term loan amounting to US$4,748,000 (2013: US$5,331,000) is denominated in Japanese Yen. Interest is charged at 0.55% to 0.64% (2013: 0.56% to 0.70%) per annum and reprices on a quarterly basis. The loan principles are repayable quarterly unless the loan is rolled-over.

9 Other payables

	2014	2013
		(Restated)
	US$'000	US$'000

Accrued operating expenses	207	175
Amount due to directors	100	120
Amount due to Investment Manager (non-trade)	3	-
Interest payable	3	4
	313	299

The amount due to directors is unsecured, interest free and repayable on demand.

10 Profit/(Loss) before income tax

Profit/(Loss) before income tax includes the following:

	2014	2013
		(Restated)
	US$'000	US$'000
Other operating income
Interest income from:
- fixed deposits and placements in money market fund	559	756
- loans to unconsolidated subsidiaries	1,288	1,422
Dividend income	-	41
	1,847	2,219

Other operating expenses
Interest expense	34	37
Foreign exchange loss	3,895	4,214

11 Income tax expense

The Company is incorporated in a tax-free jurisdiction, thus, it is not subject to income tax.

	2014	2013
		(Restated)
	US$'000	US$'000
Reconciliation of effective tax rate

Profit/(Loss) before income tax	115,681	(11,017)

Tax at applicable tax rate of 0% (2013: 0%)	-	-

12 Earnings per share

	2014	2013
		(Restated)
	US$'000	US$'000
Basic and diluted earnings per share are based on:
Net profit/(loss) for the year attributable to ordinary shareholders	115,681	(11,017)

Basic earnings per share

	Number of shares 2014	Number of shares 2013

Issued ordinary shares at 1 January	515,224,698	515,224,698
Effect of shares issued	8,333,300	-
Issued ordinary shares at 31 December	523,557,998	515,224,698

Weighted average number of shares (basic)	520,423,704	515,224,698

Diluted earnings per share

	2014	2013
		(Restated)

Weighted average number of shares (basic)	520,423,704	515,224,698
Effect of share options	3,474,907	8,337,744
Adjustment due to restatement (see Note 2.2)	-	(8,337,744)
Weighted average number of shares (diluted)	523,898,611	515,224,698

As at 31 December 2014, there were 111,855,210 (31 December 2013: 111,855,210) outstanding warrants to subscribe for 111,855,210 (31 December 2013: 111,855,210) new ordinary shares of no par value at an exercise price of US$1.22 (31 December 2013: US$1.22) and have not been included in the computation of diluted earnings per share as their effect would have been anti-dilutive.

At 31 December 2014, there were 116,115,891 (31 December 2013: 124,449,191) outstanding share options to subscribe for ordinary shares of no par value. At 31 December 2014, 91,115,991 (31 December 2013: 91,115,991) of the share options had fully vested. 82,782,691 (31 December 2013: 82,782,691) of the share options have an exercise price of US$1.00 and have not been included in the computation of diluted earnings per share as their effect would have been anti-dilutive. At 31 December 2014, 8,333,300 of the share options have an exercise price of US$0.60 and have been included in the computation of diluted earnings per share. At 31 December 2014, 24,999,900 of the share options had not yet vested and had an exercise price of US$0.60 and have been included in the computation of diluted earnings per share. As a result of the restatement (see note 2.2), at 31 December 2013, the effect of 8,333,300 vested share options and 33,333,200 unvested share options, both with an exercise price of US$0.60, have not been included in the computation of the diluted earnings per share because their effect is anti-dilutive.

13 Significant related party transactions

Key management personnel compensation

Key management personnel of the Company are those persons having the authority and responsibility for planning, directing and controlling the activities of the Company.

During the financial year, directors' fees amounting to US$400,000 (2013: US$368,000) were declared as payable to four directors (2013: four directors) of the Company. The remaining two directors of the Company are also directors of the Investment Manager who provides management and administrative services to the Company on an exclusive and discretionary basis. No remuneration has been paid to these directors as the cost of their services form part of the Investment Manager's remuneration.

Other related party transactions

On 10 July 2007, the Company entered into an Investment Management and Advisory Agreement with Symphony Investment Managers Limited (the Investment Manager) pursuant to which the Investment Manager will provide investment management and advisory services exclusively to the Company. The key persons of the management team of the Investment Manager comprise certain key management personnel engaged by the Investment Manager pursuant to arrangements agreed between the parties. They will (subject to certain existing commitments) devote substantially all of their business time as employees, and on behalf of the Investment Management Group, to assist the Investment Manager in its fulfilment of the investment objectives of the Company and be involved in the management of the business activities of the Investment Management Group. Pursuant to the Investment Management and Advisory Agreement, the Investment Manager is entitled to the following forms of remuneration for the investment management and advisory services rendered.

a. Management fees

Management fees of 2.25% per annum of the net asset value, payable quarterly in advance on the first day of each quarter, based on the net asset value of the previous quarter end. The management fees payable will be subject to a minimum amount of US$8 million per annum and a maximum amount of US$15 million per annum;

In 2014, Management fees amounting to US$15,000,000(2013: US$14,901,000) have been paid to the Investment Manager and recognised in the financial statements.

b. Management shares

The Company did not issue any management shares during the year. At the reporting date, an aggregate of 10,298,725 (2013: 10,298,725) Management Shares have been issued, credited as fully paid to the Investment Manager.

c. Share options

Share options can be used to subscribe for ordinary shares of the Company.

In the structuring of the compensation payable under the Investment Management and Advisory Agreement, the value of the share options was considered to be measurable using the Binomial Tree option pricing model. Measurement inputs include share price on measurement date, exercise price, expected volatility, expected option life, expected dividends and risk-free interest rate.

The number and exercise price of share options granted to the Investment Manager are as follows:

Grant date	Number of options	Vesting Conditions	Exercise price
Options granted to Investment Manager

On 3 August 2008	82,782,691	Fully vested in five tranches over a period of five years and will expire on the tenth anniversary of the actual grant date	US$1.00

On 22 October 2012	41,666,500	Vest in five equal tranches over a period of five years and will expire on the tenth anniversary of the date of grant	US$0.60

Total share options outstanding at 1 January 2014	124,449,191

Exercised during the year	8,333,300		US$0.60

Total share options outstanding at 31 December 2014	116,115,891

Exercisable at 31 December 2014:
	82,782,691		US$1.00
	8,333,300		US$0.60

The share options expense arising from these options is recognised in accordance with the accounting policy set out in Note 2.8. In respect of these options, the assumptions used in determining the fair value are set out in the following table.

Fair value of share options and assumptions

	31 March	30 June	30 September	31 December
2014
Fair value	US$0.40	US$0.37	US$0.40	US$0.41

Share price	US$0.71	US$0.73	US$0.78	US$0.81
Exercise price	US$0.60	US$0.60	US$0.60	US$0.60
Expected volatility	40.80%	32.61%	32.49%	31.41%
Expected option life	8.6 years	8.3 years	8.0 years	7.8 years
Expected dividends	Nil	Nil	Nil	Nil
Risk-free interest rate	2.9%	2.7%	2.7%	2.4%

2013
Fair value	US$0.52	US$0.39	US$0.36	US$0.34

Share price	US$0.81	US$0.76	US$0.75	US$0.76
Exercise price	US$0.60	US$0.60	US$0.60	US$0.60
Expected volatility	71.61%	54.00%	47.08%	43.08%
Expected option life	9.6 years	9.3 years	9.1 years	8.8 years
Expected dividends	Nil	Nil	Nil	Nil
Risk-free interest rate	2.0%	2.6%	2.8%	3.2%

The expected volatility is based on the historic volatility, adjusted for any expected changes to future volatility driven by publicly available information.

There are no market conditions associated with the share options. Service conditions and non-market performance conditions are not taken into account in the measurement of the fair value of services to be received at the measurement date.

Share options expenses amounting to US$3,871,000 (2013: US$7,080,000) have been recognised in the financial statements.

In the event that a dividend is declared, the holders of outstanding share options will be paid an amount equivalent to the amount which would have been paid as if all share options that have been granted, whether vested or otherwise, have been exercised. At least 50% of such amount will have to be applied towards the exercise of the outstanding share options based on the lower of the total number of vested share options held at the date of the dividend declaration and the number of vested share options held at the date of the dividend declaration which can be exercised with such amount.

During the year, the Investment Manager exercised 8,333,300 share options at US$0.60 each, which included the application of 50% of the dividends it received from the Company on all unexercised share options of the Company.

Other than as disclosed elsewhere in the financial statements, there were no other significant related party transactions during the financial year.

14 Commitments

In September 2008, the Company entered into a loan agreement with a joint venture, held via its unconsolidated subsidiary, to grant loans totalling THB140 million (US$4.3 million equivalent at 31 December 2014) to the latter in accordance with the terms as set out therein. As at 31 December 2014, THB120 million (U$3.6 million equivalent at 31 December 2013) has been drawn down. The Company is committed to grant the remaining loan amounting to THB20 million (US$0.6 million equivalent at 31 December 2014), subject to terms set out in the agreement.

In the general interests of the Company and its unconsolidated subsidiaries, it is the Company's current policy to provide such financial and other support to its group of companies to enable them to continue to trade and to meet liabilities as they fall due.

15 Operating segments

The Company has investment segments, as described below. Investment segments are reported to the Board of Directors of Symphony Investment Managers Limited, who review this information on a regular basis. The following summary describes the investments in each of the Company's reportable segments.

Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a reasonable basis.

Business activities which do not meet the definition of an operating segment have been reported in the reconciliations of total reportable segment amounts to the financial statements.

Healthcare	Includes investments in Parkway Life Real Estate Investment Trust (PREIT) and IHH Healthcare Bhd (IHH)

Hospitality	Includes investment in Minor International Public Company Limited (MINT) and the Wine Connection Group (WCG)

Lifestyle	Includes investments in C Larsen (Singapore) Pte Ltd, AFC Network Private Limited and Privee Holdings Pte. Ltd.

Lifestyle/Real Estate	Includes investments in Minuet Ltd, SG Land Co. Ltd. and a property joint venture in Niseko, Hokkaido, Japan and Desaru Peace Holdings Sdn Bhd

Cash and temporary investments	Includes government securities or other investment grade securities, liquid investments which are managed by third party investment managers of international repute, and deposits placed with commercial banks

Information regarding the results of each reportable segment is included below:

	Healthcare	Hospitality	Lifestyle	Lifestyle/ real estate	Cash and temporary investments	Total
	US$'000	US$'000	US$'000	US$'000	US$'000	US$'000

2014
Investment income:
- Interest income	1,254	-	-	34	559	1,847
- Fair value changes of financial assets at fair value through profit or loss	11,288	121,878	4,473	(730)	987	137,896
	12,542	121,878	4,473	(696)	1,546	139,743
Investment expense:
- Exchange loss	(956)	(2)	(138)	(2,181)	(618)	(3,895)
Net investment results	11,586	121,876	4,335	(2,877)	928	135,848

2013 (as restated)
Investment income:
- Interest income	1,385	-	-	37	756	2,178
- Fair value changes of financial assets at fair value through profit or loss	11,394	(1,112)	(1,240)	5,205	2	14,249
	12,779	(1,112)	(1,240)	5,242	758	16,427
Investment expense:
- Exchange loss	(794)	(-)*	(120)	(2,715)	(585)	(4,214)
Net investment results	11,985	(1,112)	(1,360)	2,527	173	12,213

2014
Segment assets	145,815	337,692	9,113	128,078	89,731	710,429

2014
Segment liabilities	-	-	-	4,751	-	4,751

2013 (as restated)
Segment assets	137,832	208,579	6,240	131,234	127,568	611,453

2013
Segment liabilities	-	-	-	5,335	-	5,335

Reconciliations of reportable segment profit or loss and assets

	2014	2013
	US$'000	US$'000

Profit or loss
Net investments results	135,848	12,213
Unallocated amounts:
- Other corporate expenses	(20,167)	(23,230)
Profit/(Loss) for the year	115,681	(11,017)

	2014	2013
	US$'000	US$'000
Assets
Total assets for reportable segments	710,429	611,453
Other assets	43	47
Total assets	710,472	611,500

Liabilities
Total liabilities for reportable segments	4,751	5,335
Other payables	310	295
Total liabilities	5,061	5,630

Geographical information

In presenting information on the basis of geographical information, revenue, comprising dividend income from investments, is based on the geographical location of the underlying investment. Assets are based on the principal geographical location of the assets or the operations of the investee companies. None of the underlying investments which generate revenue or assets are located in the Company's country of incorporation, BVI.

	Singapore	Malaysia	Thailand	Japan	Mauritius	Others	Total
	US$'000	US$'000	US$'000	US$'000	US$'000	US$'000	US$'000
2014

Total income	559	-	-	-	1,288	-	1,847

Non-current assets	68,534	104,665	432,854	9,043	4,773	10,184	630,053

2013 (Restated)

Total income	756	-	-	-	1,463	-	2,219

Non-current assets	71,595	95,581	304,876	10,231	--	2,939	485,222

16 Financial risk management

The Company's financial assets comprise mainly financial assets at fair value through profit or loss, other receivables, and cash and cash equivalents. The Company's financial liabilities comprise interest-bearing borrowings, and other payables. Exposure to credit, price, interest rate, foreign currency and liquidity risks arises in the normal course of the Company's business.

The Company's Board of Directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The Company's risk management policies are established to identify and analyse the risks faced by the Company and to set appropriate controls. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company's activities.

Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations.

Investments in the form of advances are made to investee companies which are of acceptable credit risk. Credit risk exposure on the investment portfolio is managed on an asset-specific basis by the Investment Manager.

Cash and fixed deposits are placed with financial institutions which are regulated.

As at 31 December 2014, the Company has credit risk exposure relating to fixed deposits placed with certain financial institutions and placements in money market funds totalling US$80,376,000 (2013: US$126,231,000). Other than this balance, there were no significant concentrations of credit risk. The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the statement of financial position.

The balances with unconsolidated subsidiaries and other receivables were not past due nor impaired at the reporting date.

Market risk

Market risk is the risk that changes in market prices, such as interest rates, foreign exchange rates and equity prices will affect the Company's income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return on risk.

Interest rate risk

The Company's exposure to changes in interest rates relates primarily to its interest-earning fixed deposits placed with financial institutions and interest-bearing term loans. The Company's fixed rate financial assets and liabilities are exposed to a risk of change in their fair value due to changes in interest rates while the variable-rate financial assets and liabilities are exposed to a risk of change in cash flows due to changes in interest rates. The Company does not enter into derivative financial instruments to hedge against its exposure to interest rate risk.

Sensitivity analysis

A 100 basis point ("bp") and 5 bp move in interest rate against the following financial assets and financial liabilities at the reporting date would increase/(decrease) profit or loss by the amounts shown below. The analysis assumes that all other variables remain constant.

	Impact on Profit or loss		Impact on Profit or loss
			(Restated)
	100 bp increase	5 bp decrease	100 bp increase	5 bp decrease
	2014	2014	2013	2013
	US$'000	US$'000	US$'000	US$'000

Deposits with financial institutions	799	(40)	1,258	(63)
Interest-bearing borrowings	(47)	2	(53)	3
	752	(38)	1,205	(60)

Foreign exchange risk

The Company is exposed to transactional foreign exchange risk when transactions are denominated in currencies other than the functional currency of the operation. The Company does not enter into derivative financial instruments to hedge its exposure to Thai Baht, Singapore dollars, Hong Kong dollars, Japanese Yen and Malaysian Ringgit as the currency position in these currencies is considered to be long-term in nature and foreign exchange risk is an integral part of the Company's investment decision and returns.

The Company's exposure, in US dollar equivalent, to foreign currency risk on other financial instruments is as follows:

	Hong Kong Dollars	Singapore Dollars	Japanese Yen	Thailand Baht	Malaysian Ringgit	Others
	US$'000	US$'000	US$'000	US$'000	US$'000	US$'000
2014
Financial assets at fair value through profit or loss	-	32,742	9,043	91,513	78,787	-*
Other receivables	1	2	-	-	-	-
Cash and cash equivalents	5,539	13,585	-	-*	-	-
Interest-bearing borrowings	-	-	(4,748)	-	-	-
Accrued operating expenses	-	(196)	-	(2)	-	(9)
Net exposure	5,540	46,133	4,295	91,511	78,787	(9)

2013
Financial assets at fair value through profit or loss	-	32,345	10,231	91,655	67,973	-*
Other receivables	-	1	-	-	-	-
Cash and cash equivalents	7,997	14,203	-	3	-	-
Interest-bearing borrowings	-	-	(5,331)	-	-	-
Accrued operating expenses	(1)	(156)	-	(1)	-	(17)
Net exposure	7,996	46,393	4,900	91,657	67,973	(17)

* Less than US$1,000

Sensitivity analysis

A 10% strengthening of the US dollar against the following currencies at the reporting date would increase/(decrease) profit or loss by the amounts shown below. The analysis assumes that all other variables, in particular interest rates, remain constant.

	Profit or loss
	2014	2013
		(Restated)
	US$'000	US$'000

Hong Kong Dollars	(554)	(800)
Singapore Dollars	(4,613)	(4,639)
Japanese Yen	(430)	(490)
Thailand Baht	(9,151)	(9,166)
Malaysian Ringgit	(7,879)	(6,797)
Others	1	2

A 10% weakening of the US dollar against the above currencies would have had the equal but opposite effect on the above currencies to the amounts shown above, on the basis that all other variables remain constant.

Price risk

The valuation of the Company's investment portfolio is dependent on prevailing market conditions and the performance of the underlying assets. The Company does not hedge the market risk inherent in the portfolio but manages asset performance risk on an asset-specific basis.

The Company's investment policies provide that the Company invests a majority of capital in longer-term strategic investments and a portion in special situations and structured transactions. Investment decisions are made by management on the advice of the Investment Manager.

Sensitivity analysis

All of the Company's underlying investments that are quoted equity investments are listed on either The Stock Exchange of Thailand, Singapore Exchange Securities Trading Limited or Bursa Malaysia. A 10% increase in the price of the equity securities at the reporting date would increase profit or loss after tax by the amounts shown below. The analysis assumes that all other variables remain constant.

	Profit or loss
	2014	2013
	US$'000	US$'000

Underlying investments in quoted equity securities at fair value through profit or loss	46,885	34,642

A 10% decrease in the price of the equity securities would have had the equal but opposite effect on the above quoted equity investments to the amounts shown above, on the basis that all other variables remain constant.

Liquidity risk

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due.

The Company's approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company's reputation. The Company monitors its liquidity risk and maintains a level of cash and cash equivalents deemed adequate by the Investment Manager to finance the Company's operations and to mitigate the effects of fluctuations in cash flows. Funds not invested in longer-term strategic investments or investments in special situations and structured transactions are temporarily invested in liquid investments and managed by a third party manager of international repute, or held on deposit with commercial banks.

The following are the contractual maturities of financial liabilities, including estimated interest payments and excluding the impact of netting agreements:

		Cash flows
	Carrying amount	Contractual cash flows	Within 1 year	After 1 year but within 5 years	After 5 years
	US$'000	US$'000	US$'000	US$'000	US$'000
2014
Non-derivative financial liabilities
Interest-bearing borrowings	4,748	4,748	4,748	-	-
Other payables	313	313	313	-	-
	5,061	5,061	5,061	-	-

2013 (Restated)
Non-derivative financial liabilities
Interest-bearing borrowings	5,331	5,331	5,331	-	-
Other payables	299	299	299	-	-
	5,630	5,630	5,630	-	-

Capital management

The Company's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of total equity. The Company seeks to maintain a balance between higher returns that might be possible with higher levels of borrowings and the advantages and security afforded by a sound capital position. There were no changes in the Company's approach to capital management during the year.

The Company is not subject to externally imposed capital requirements.

Accounting classification

The classification of financial assets and liabilities, are as follows:

	Note	Fair value through profit or loss	At amortised cost	Total
Group		US$'000	US$'000	US$'000

2014
Financial assets at fair value through profit or loss	3	630,053	-	630,053
Other receivables and prepayments	4	-	43	43
Cash and cash equivalents	5	-	80,376	80,376
		630,053	80,419	710,472

Interest-bearing borrowings	8	-	4,748	4,748
Other payables	9	-	313	313
		-	5,061	5,061

	Note	Fair value through profit or loss	At amortised cost	Total
Group		US$'000	US$'000	US$'000

2013 (Restated)
Financial assets at fair value through profit or loss	3	485,222	-	485,222
Other receivables and prepayments	4	-	47	47
Cash and cash equivalents	5	-	126,231	126,231
		485,222	126,278	611,500

Interest-bearing borrowings	8	-	5,331	5,331
Other payables	9	-	299	299
		-	5,630	5,630

Fair value

The financial assets at fair value through profit or loss are measured using the adjusted net asset value method, which is based on the fair value of the underlying investments. The fair values of the underlying investments are determined based on the following methods:

i) for quoted equity investments, based on quoted market bid prices at the financial reporting date without any deduction for transaction costs;

ii) for unquoted investments, with reference to the enterprise value at which the portfolio company could be sold in an orderly disposition over a reasonable period of time between willing parties other than in a forced or liquidation sale, and is determined by using valuation techniques such as (a) market multiple approach that uses a specific financial or operational measure that is believed to be customary in the relevant industry, (b) price of recent investment, or offers for investment, for the portfolio company's securities, (c) current value of publicly traded comparable companies, (d) comparable recent arms' length transactions between knowledgeable parties, and (e) discounted cash flows analysis;

iii) for financial assets and liabilities with a maturity of less than one year or which reprice frequently (including other receivables, cash and cash equivalents, accrued operating expenses, and other payables) the notional amounts are assumed to approximate their fair values because of the short period to maturity/repricing.

The objective of valuation techniques is to arrive at a fair value measurement that reflects the price that would be received to sell the asset or paid to transfer the liability in an orderly transaction between market participants at the measurement date.

Fair value hierarchy for financial instruments

The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:

· Level 1: Inputs that are quoted market prices (unadjusted) in active markets for identical instruments.

· Level 2: Inputs other than quoted prices included within Level 1 that are observable, either directly (i.e. as prices) or indirectly (i.e. derived from prices). This category includes instruments valued using: quoted market prices in active markets for similar instruments; quoted prices for identical or similar instruments in markets that are considered less than active; or other valuation techniques in which all significant inputs are directly or indirectly observable from market data.

· Level 3: Inputs that are unobservable. This category includes all instruments for which the valuation technique includes input not based on observable data and the unobservable inputs have a significant effect on the instruments' valuation. This category includes instruments that are valued based on quoted prices for similar instruments but for which significant unobservable adjustments or assumptions are required to reflect differences between instruments.

	Level 1	Level 2	Level 3	Total
	US$'000	US$'000	US$'000	US$'000
2014
Financial assets at fair value through profit or loss (non-current)	-	-	630,053	630,053

2013 (Restated)
Financial assets at fair value through profit or loss (non-current)	-	-	485,222	485,222

Following the adoption of the amendments as illustrated in Note 2.2, the financial assets at fair value through profit or loss which was previously classified as Level 1 has been re-classified as Level 3 as the quoted equity securities are held through various unconsolidated subsidiaries and not directly by the Company. Accordingly, the fair value levelling reflects the fair value of the unconsolidated subsidiaries and not the underlying quoted equity investments. There were no other transfers from Level 1 to Level 2 or Level 3 and vice versa during the years ended December 2014 and 2013.

The fair value hierarchy table excludes financial assets and financial liabilities such as cash and cash equivalents, other receivables and payables and interest-bearing borrowings because their carrying amounts approximate their fair values due to their short-term period to maturity/repricing.

Significant unobservable inputs used in measuring fair value

This table below sets out information about significant unobservable inputs used at 31 December 2014 in measuring the underlying investments of the financial assets categorised as Level 3 in the fair value hierarchy.

Description	Fair value at 31 December 2014 US$'000	Fair value at 31 December 2013 US$'000	Valuation technique	Unobservable input	Range (Weighted average)	Sensitivity to changes in significant unobservable inputs

Rental properties	15,979	16,245	Income approach	Rental growth rate Occupancy rate Discount rate	8%-10% (2013: 10%) 80-85% (2013: 90-95%) 13% (2013: 12%)	The estimated fair value would increase if the rental growth rate and occupancy rate were higher and the discount rate was lower.

Land related investments	112,106	126,247	Comparable valuation method	Price per square meter for comparable land	US$60 to US$1,101 per square meter (2013: US$66 to US$1,333 per square meter)	The estimated fair value would increase if the price per square meter were higher.

Operating business	18,154	4,597	Enterprise value using comparable traded multiples	EBITDA multiple (times)	6.9x to 13.6x, average 9.8x (2013: 7.8x to 15.3x, average10.5x)	The estimated fair value would increase if the EBITDA multiple was higher.
				Discount for lack of marketability	20%	The estimated fair value would increase if the discount for lack of marketability were lower.

Loan	9,293	-	Amortised cost Approximates fair value	Discount rate	15%	The estimated fair value would increase if the discount rate was lower

The rental growth rate represents the growth in rental income during the leasehold period while the occupancy rates represent the percentage of the building that is expected to be occupied during the leasehold period. Management determines the rental growth rate and occupancy rate after considering the current market conditions and comparable occupancy rates for similar buildings in the same area.

The discount rate is related to the current yield on long-term government bonds plus a risk premium to reflect the additional risk of investing in the subject properties. Management determines the discount based on its judgement after considering current market rates.

The comparable recent sales represent the recent sales prices of properties that are similar to the Company's properties, which are in the same area. Management adopts independent valuation report to determine the value per square meter based on the average recent sales prices.

The EBITDA multiple represents the amount that market participants would use when pricing investments. The EBITDA multiple is selected from comparable public companies with similar business as the underlying investment. Management obtains the average EBITDA multiple from the comparable companies and applies the multiple to the EBITDA of the underlying investment. The amount is further discounted for considerations such as lack of marketability.

The discount for lack of marketability represents the discount applied to the comparable market multiples to reflect the illiquidity of the investee relative to the comparable peer group. Management determines the discount for lack of marketability based on its judgement after considering market liquidity conditions and company-specific factors.

Level 3 valuations

The following table shows a reconciliation from the beginning balances to the ending balances for fair value measurements in Level 3 of the fair value hierarchy.

	2014	2013
		(Restated)
	Financial assets at fair value through profit or loss
	US$'000

Balance at 1 January (Restated)	485,222	493,396
Total gains or losses in profit or loss	137,896	14,249
Additions/(Deductions)	6,935	(22,423)
Balance at 31 December	630,053	485,222

Although the Company believes that its estimates of fair value are appropriate, the use of different methodologies or assumptions could lead to different measurements of fair value. For fair value measurements in Level 3 assets, changing one or more of the assumptions used to reasonably possible alternative assumptions would have the following effects on the profit or loss:

	‹------------- 2014 ------------›		‹------------- 2013 -------------›
	Effect on profit or loss		Effect on profit or loss
	Favourable	(Unfavourable)	Favourable	(Unfavourable)
	US$'000	US$'000	US$'000	US$'000

Level 3 assets	15,795	(16,128)	23,353	(15,869)

The favourable and unfavourable effects of using reasonably possible alternative assumptions have been calculated by recalibrating the valuation model using a range of different values.

For rental properties, the projected rental rates and occupancy levels were increased by 5% for the favourable scenario and reduced by 5% for the unfavourable scenario. The discount rate used to calculate the present value of future cash flows was also decreased by 1% for the favourable case and increased by 1% for the unfavourable case compared to the discount rate used in the year-end valuation.

For land related investments (except those held for less than 12-months where cost approximates fair value), the price per square meter of the land is increased by 15% in the favourable scenario and reduced by 15% in the unfavourable scenario.

For operating businesses (except those where a last transacted price exists within the past 12-months that provides the basis for fair value), EBITDA is increased and decreased by 15% in the favourable scenario and unfavourable scenario, respectively.

17 Unconsolidated subsidiaries

Details of the unconsolidated subsidiaries of the Company are as follows:

		Place of
		incorporation	Equity interest
Name of subsidiary	Principal activities	and business	2014	2013
			%	%

Symphony Capital Partners Limited	Investment holding	Republic of Mauritius	100	100

Symphony International Limited	Investment holding	Republic of Mauritius	100	100

Symphony Investment Management Limited and its subsidiary:	Investment holding	British Virgin Islands	100	100

Daphon Holdings Pte. Ltd.	Investment holding	Republic of Singapore	100	100

Lennon Holdings Limited and its subsidiary:	Investment holding	Republic of Mauritius	100	100

Britten Holdings Pte. Ltd.	Investment holding	Republic of Singapore	100	100

Teurina Limited	Investment holding	British Virgin Islands	100	100

Gabrieli Holdings Limited and its subsidiaries:	Investment holding	British Virgin Islands	100	100

Ravel Holdings Pte. Ltd. and its subsidiaries:	Investment holding	Republic of Singapore	100	100

Schubert Holdings Pte. Ltd.	Investment holding	Republic of Singapore	100	100

Haydn Holdings Pte. Ltd.	Investment holding	Republic of Singapore	100	100

Lloyd Webber Holdings Limited	Investment holding	British Virgin Islands	100	100

Maurizio Holdings Limited and its subsidiary:	Investment holding	British Virgin Islands	100	100

Groupe CL Pte. Ltd.	Investment holding	Republic of Singapore	100	100

		Place of
		incorporation	Equity interest
Name of subsidiary	Principal activities	and business	2014	2013
			%	%

True United Limited	Investment holding	British Virgin Islands	100	100

True Wisdom Limited	Investment holding	British Virgin Islands	100	100

Segovia Holdings Limited and its subsidiary:	Investment holding	British Virgin Islands	100	-

Adema Holdings Limited	Investment holding	British Virgin Islands	-*	100

Anshil Limited	Investment holding	British Virgin Islands	100	100

Buble Holdings Limited	Investment holding	British Virgin Islands	100	100

O'Sullivan Holdings Limited and its subsidiary:	Investment holding	British Virgin Islands	100	100

Bacharach Holdings Limited	Investment holding	British Virgin Islands	100	100

Brahms Holdings Limited	Investment holding	British Virgin Islands	100	100

Schumann Holdings Limited	Investment holding	British Virgin Islands	100	-

Symphony Healthcare Holdings Limited	Investment holding	British Virgin Islands	100	100

*This subsidiary held by Segovia Holdings Limited was sold during the year.

18 Underlying investments

Details of the underlying investments in unquoted equities of the Company are as follows:

		Place of	Ordinary shares		Preference shares
		incorporation	Equity interest		Equity interest
Name	Principal activities	and business	2014	2013	2014	2013
			%	%	%	%

La Finta Limited¹	Property development	Thailand	49	49	-	-

Minuet Limited¹	Property development	Thailand	49.98	49.98	-	-

SG Land Co. Limited¹	Real estate	Thailand	49.91	49.91	-	-

C Larsen (Singapore) Pte Ltd²	Distribution of furniture	Republic of Singapore	0.1	0.1	100	100

Chanintr Living Limited²	Distribution of furniture	Thailand	0.1	0.1	-	-

		Place of	Ordinary shares		Preference shares
		incorporation	Equity interest		Equity interest
Name	Principal activities	and business	2014	2013	2014	2013
			%	%	%	%

Well Round Holdings Limited²	Property development	Hong Kong	37.5	37.5	-	-

Silver Prance Limited²	Property development	Hong Kong	37.5	37.5	-	-

Privee Holdings Pte. Ltd. ²	Manufacture and distribution of leather goods	Singapore	-	15.03	-	-

Desaru Peace Holdings Sdn Bhd²	Property development	Malaysia	-	-	49	49

Oak SPV Limited	Hospitality and lifestyle	Cayman Islands	13.4	-	-	-

¹ Joint venture

² Associate

19 New accounting standards and interpretations not yet adopted

A number of new standards, amendments to standards and interpretations are effective for annual periods beginning after 1 January 2014 and have not been applied in preparing these financial statements. None of these are expected to have a significant impact on the Company's financial statements.

20 Subsequent events

On 18 March 2015, the Board of the Company announced a dividend payment of US$30,000,000 to shareholders and option holders. The dividend, payable to shareholders and option holders, will be 4.69 cents (2014: 3.91 cents) per Share comprised of an ordinary dividend of 1.56 cents (2014: 1.56 cents) per Share and an extraordinary dividend of 3.13 cents (2014: 2.35 cents) per Share, which amounts to approximately $10 million (2014: $10 million) and $20 million (2014: $15 million), respectively. The dividend is payable on 17 April 2015. This dividend has not been provided for.

This information is provided by RNS

The company news service from the London Stock Exchange

END

FR JMMATMBBJBRA

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