Final Results

RNS Number : 3380C

Jardine Matheson Hldgs Ld

04 March 2011

 



To:  Business Editor

4th March 2011 For immediate release

The following announcement was issued today to a Regulatory Information Service approved by the Financial Services Authority in the United Kingdom.

Jardine Matheson Holdings Limited

2010 Preliminary Announcement of Results

Highlights

·     Underlying earnings per share* up 33%

·     Full-year dividend up 28%

·     Excellent results from across the Group's operations

·     Good economic growth in Greater China and Southeast Asia

·     Significant increase in value of Hongkong Land's property portfolio

"After Jardine Matheson's outstanding performance in 2010, growth will be harder to achieve in the current year.  In particular, there will be a lower contribution from residential developments in Hongkong Land due to the reduced number of project completions planned for 2011.  The Group, however, remains financially strong, focused on leadership in its various markets and well placed to pursue development both in Greater China and in Southeast Asia."

Sir Henry Keswick, Chairman

4th March 2011

Results

Year ended 31st December
	2010 US$m	2009 US$m (restated†)	Change %
Revenue together with revenue of associates and joint ventures+	46,963	35,957	+31
Underlying profit attributable to shareholders*	1,364	1,016	+34
Profit attributable to shareholders	3,084	1,731	+78
Shareholders' funds	13,710	10,694	+28
	US$	US$	%
Underlying earnings per share*	3.80	2.86	+33
Earnings per share	8.58	4.87	+76
Dividends per share	1.15	0.90	+28
Net asset value per share	37.99	29.87	+27
+   Includes 100% of revenue from associates and joint ventures. * The Group uses 'underlying profit attributable to shareholders' in its internal financial reporting to distinguish between ongoing business performance and non-trading items, as more fully described in note 1 to the financial statements.  Management considers this to be a key measure which provides additional information to enhance understanding of the Group's underlying business performance. †   The accounts have been restated due to changes in accounting policies as set out in note 1.

The final dividend of US¢85.00 per share will be payable on 18th May 2011, subject to approval at the Annual General Meeting to be held on 12th May 2011, to shareholders on the register of members at the close of business on 18th March 2011 and will be available in cash with a scrip alternative.  The ex-dividend date will be on 16th March 2011, and the share registers will be closed from 21st to 25th March 2011, inclusive.

Jardine Matheson Holdings Limited

Preliminary Announcement of Results

For The Year Ended 31st December 2010

Overview

The positive economic environment seen in Asia throughout 2010 underpinned strong performances from most of the Group's businesses, enabling Jardine Matheson to produce a record result for the year.  The contribution from Southeast Asia represented 56% of Jardine Matheson's underlying profit for the year, compared with 41% from Greater China, largely due to outstanding results from Astra in Indonesia.

Performance

Jardine Matheson achieved an underlying profit in 2010 of US$1,364 million, an increase of 34%.  Underlying earnings per share were 33% higher at US$3.80.  The Group's revenue for the year, including 100% of revenue from associates and joint ventures, was US$47 billion, compared with US$36 billion in 2009.

Cash flows also remained strong notwithstanding continued investment in the Group's businesses.  Net debt excluding financial services companies at the year end was US$2.3 billion, representing 7% of consolidated total equity.

The profit attributable to shareholders for the year was higher at US$3,084 million, with the main non-trading item being the significant increase in the value of Hongkong Land's investment property portfolio.  Shareholders' funds were 28% higher at US$13.7 billion.

The Board is recommending a final dividend of US¢85.00 per share, an overall increase of 28% for the full year.

Business Developments

Interests held directly by Jardine Matheson

Jardine Pacific's earnings reflected both organic growth and expansion within its existing business portfolio.  Developments during the year included an increased shareholding in air cargo terminal operator HACTL, significant new infrastructure contracts won by Gammon, the growth of its Restaurants group in Taiwan and Vietnam through acquisitions, and the year-end announcement by JOS of the purchase of an IT distribution business to enhance its market positions in Hong Kong, Singapore and Malaysia.

Jardine Motors continued to grow profitably in Southern China, where its new car deliveries in 2010 rose by 70%.  Further investment is being made to expand its dealership network on the Mainland, which now extends to 17 outlets in operation, five under development and a number of others in the planning stage.

Jardine Lloyd Thompson's earnings benefited from the investment made in its traditional and emerging markets businesses through acquisitions, the recruitment of professionals and system upgrades, including the contribution from the business transformation and cost reduction programme undertaken in recent years.

Interests held through Jardine Strategic

Hongkong Land's commercial property activities in Hong Kong and Singapore performed well in 2010 and the company continued to build its residential development portfolio with the emphasis on Singapore and mainland China.  In February 2011, it completed the privatization of its subsidiary, MCL Land, a Singapore residential property developer.  The reduced number of residential development completions scheduled for 2011 will result in a lower contribution to Hongkong Land's earnings from this sector than in recent years.

Dairy Farm produced a satisfactory increase in earnings, ending the year with strong finances and leading positions for its main formats in their respective market segments. Expansion continued in 2010 with the total number of outlets increasing by 6% to 5,386.  The group plans to invest further in the development of hypermarkets and supermarkets, particularly in Indonesia and Malaysia, and in the refurbishment of its existing store networks.

Despite the recent challenging market conditions, Mandarin Oriental's growth strategy remains on track.  Last year the group announced three additional hotel development projects; new properties in Abu Dhabi and Doha will mark the group's entry into the Middle East when they open in 2014, while a new hotel in Shanghai, opening in 2013, will be its fourth hotel in mainland China.  This year Mandarin Oriental will also add a hotel in Paris.

Astra benefited from the 6% growth of the Indonesian economy in 2010 and robust market conditions.  Good performances from its automotive, financial services and heavy equipment activities enabled the group to achieve a record profit for the year.  Its rate of growth, however, is expected to moderate in 2011.

People

The impressive performances that we have again seen from our businesses is a testament to the hard work, dedication and professionalism of the 300,000 employees that we have across the Group.  I would like to thank them all for their magnificent contribution to the Group's results.

Outlook

After Jardine Matheson's outstanding performance in 2010, growth will be harder to achieve in the current year.  In particular, there will be a lower contribution from residential developments in Hongkong Land due to the reduced number of project completions planned for 2011.  The Group, however, remains financially strong, focused on leadership in its various markets and well placed to pursue development both in Greater China and in Southeast Asia.

Sir Henry Keswick

Chairman

4th March 2011

Managing Director's Review

A record underlying profit was achieved in 2010 of US$1,364 million, an increase of 34%, with outstanding performances from many of the Group's operations.  Underlying earnings per share were 33% higher at US$3.80.  The significant improvement benefited from comparison with a relatively weak first half in 2009.  Earnings growth in the second half was a more moderate 12%.

Of the Group's businesses, Jardine Pacific saw good performances across its operations, leading to another record profit, while a strong first half enabled Jardine Motors also to produce an excellent result.  Jardine Lloyd Thompson made satisfying all round progress. Hongkong Land's impressive result included notable gains on completion of residential development projects, while Dairy Farm achieved higher earnings in most of its banners. Mandarin Oriental saw profits start to recover following improvements in occupancy and room rates.  Jardine Cycle & Carriage's earnings reflected the record results achieved by Astra, enhanced on translation by the strength of the rupiah. 

Non-trading items in 2010 primarily consisted of the Group's share of the increase in the valuation of investment properties, including US$1,621 million from Hongkong Land and US$18 million from Jardine Pacific, and a US$71 million share of the increase in the fair value of Astra's plantations recognized within Jardine Cycle & Carriage.  Accounting standards require these revaluations to be taken through the profit and loss account.  The result was a profit attributable to shareholders for 2010 of US$3,084 million, compared with US$1,731 million in 2009.  Following a change in accounting standards, the Group is no longer required to provide for deferred tax on valuation gains on which no such tax liability would arise.

The Group continues to benefit from strong operating cash flows, ample committed facilities and ready access to capital markets.  Capital investment by the Group, on a consolidated basis, amounted to US$1.9 billion in 2010.  The consolidated net debt at the end of 2010, excluding financial services companies, was up modestly at US$2.3 billion, representing gearing of 7%.

Our businesses are continuing to invest in their strong market positions.  The steady earnings growth and low levels of net debt achieved in recent years provide the Group with a sound financial base on which to support this development.

Jardine Pacific

Jardine Pacific's underlying profit rose 31% to US$156 million in 2010 as most of its businesses enjoyed stronger trading conditions.  A gain of US$18 million arising on the revaluation of investment properties, together with gains from disposals, contributed to a profit attributable to shareholders of US$182 million, up from US$156 million in 2009.  Shareholders' funds were US$599 million at the end of 2010, and the underlying return on average shareholders' funds was 30%.

Financial information on Jardine Pacific's businesses is summarized below:

	Group		Group share of
	interest		Underlying profit			Shareholders' funds
	%		2010 US$m	2009 US$m (restated)		2010 US$m	2009 US$m (restated)
Gammon	50		21	23		68	46
HACTL	42		52	27		70	74
JEC	100		22	20		48	39
JOS	100		11	10		40	30
Jardine Aviation Services	50		4	3		18	15
Jardine Property Investment	100		4	3		356	335
Jardine Restaurants	100		22	14		33	17
Jardine Schindler	50		26	27		29	33
Jardine Shipping Services	100		5	2		18	14
Corporate and other interests			(11)	(10)		(81)	(154)
			156	119		599	449

Gammon's contribution to underlying profit was down slightly at US$21 million, although its order book rose 30% to US$3 billion as it continued to win new large projects.  Jardine Schindler achieved an improved profit, excluding the effect of a provision reversal in 2009, with a higher contribution from new installations and additional units under maintenance.  With most of its operations performing well, JEC also produced good profit growth when compared to its 2009 result excluding the benefit of released provisions.

Hong Kong Air Cargo Terminals recorded a substantially higher contribution of US$52 million as a 25% improvement in cargo throughput was augmented by an increase in the group's shareholding in the business from 25% to 42% in the first half of the year.  Jardine Aviation Services benefited from greater flight frequencies as aviation markets improved, while Jardine Shipping Services saw earnings growth with the recovery of freight rates and volumes.

Jardine Restaurants' results included an encouraging first contribution from the KFC business in Taiwan.  JOS produced increased earnings as consumer markets grew, and at the year end announced the US$130 million acquisition of an IT distribution business.

Jardine Motors

Jardine Motors produced an underlying profit in 2010 of US$87 million, up 66%, as its businesses in Hong Kong and, in particular, mainland China enjoyed much improved trading conditions.  Profit attributable to shareholders was also US$87 million, compared with US$64 million in 2009.

A higher contribution from Zung Fu in Hong Kong and Macau resulted from an increase in deliveries of Mercedes-Benz passenger cars.  There was also a good contribution from aftersales and commercial vehicle activities.  The group continued to grow profitably in Southern China where new car deliveries rose from 9,200 units to over 15,600 and the aftersales activities also progressed with higher volumes.

Despite difficult trading conditions for Jardine Motors' dealerships in the United Kingdom, the business recorded an improved underlying profit, which included gains on two property disposals.

Jardine Lloyd Thompson

Jardine Lloyd Thompson produced a very good performance in 2010, notwithstanding the continued soft rating environment and low interest rates.  Total revenue rose to US$1,152 million, an increase of 21% in the company's reporting currency, reflecting above market growth and the benefit of acquisitions.  Underlying profit before tax was US$201 million, an increase of 24% in its reporting currency.  Including a significant tax credit, the company's contribution to the Group's underlying profit rose 34%.

Jardine Lloyd Thompson's Risk & Insurance group, comprising its worldwide retail operations and its specialist, mainly London-based, insurance, wholesale and reinsurance broking, produced growth of 17% in revenue and 31% in underlying trading profit, with an increased trading margin of 22%.  The group's Latin American and Asian activities recorded particularly encouraging results.  The Employee Benefits business also had a successful year, with revenue increasing by 46% and a trading margin of 17%, up from 16% in the prior year, while the recently formed underwriting and distribution business, Thistle Insurance Services, made a satisfactory start.  The company's ongoing business transformation project has exceeded expectations and is delivering notable cost and efficiency improvements.

Hongkong Land

Market conditions remained favourable for Hongkong Land's commercial property interests in 2010, and its results also benefited from the recognition of profits on residential completions.  Underlying profit was up 4% at US$810 million.  Taking into account the increase in the value of investment properties, profit attributable to shareholders was US$4,739 million, compared with US$1,813 million in 2009, while net asset value per share rose 30%.

Steady demand in the group's Hong Kong Central district portfolio enabled rental levels achieved on reversions to be maintained.  Vacancy at the year end was just 2.9%.  In Singapore, market conditions began to improve in the second half of the year.  The first two office towers were completed at Marina Bay Financial Centre, in which the group has a one-third interest, while completion of the final tower, which is 66% pre-let, will follow in 2012. 

MCL Land recognized profits on two residential projects in Singapore, while the successful launch of The Estuary, completing in 2013, enabled the reversal of a US$39 million writedown previously made.  The first residential tower at Marina Bay, which had been fully sold, was completed and the group benefited from the profit attributable to its one-third interest.  A second tower will complete in 2013.

Profits were also recognized on Hongkong Land's residential developments in Hong Kong and Macau.  In mainland China, profits were recorded from residential projects in Beijing and Chongqing.  The company recently acquired in joint venture a 190,000 sq. m. development site in the Jinjiang District of Chengdu, as well as a 386,000 sq. m. site in Chongqing (its first wholly-owned project on the Mainland) and increased its interest in a joint venture in Shenyang from 30% to 50%.

In August 2010, the company announced its intention to privatize its 77%-owned Singapore-listed affiliate, MCL Land.  An accompanying exit offer was made to the minority shareholders, and the privatization was completed in early 2011.

Dairy Farm

Dairy Farm produced another good performance in 2010, with sales, including 100% of associates, increasing by 13% to US$9.1 billion and underlying profit rising 13% to US$410 million.  Favourable exchange movements enhanced both sales and profit by some 5%.  Profit attributable to shareholders for the year was US$411 million, 13% higher.

There were mixed performances from the group's activities in North Asia.  In Hong Kong, its health and beauty and IKEA operations achieved excellent results and its supermarket chain traded reasonably, but 7-Eleven had a more difficult year.  In Taiwan, IKEA improved its profitability further, but earnings from supermarkets declined.  The 7-Eleven stores in Southern China faced further challenges, although the business stabilized in the second half.  The expansion of the Mannings health and beauty business on the Mainland continued with the network now standing at 163 outlets.  Restaurant associate, Maxim's, had a fine year with good performances from all its operations in Hong Kong, while its expansion of various formats in mainland China is progressing well.

A buoyant economy in Singapore enabled Dairy Farm to achieve further growth in sales and trading profit.  The group's operations in Malaysia performed well, with an excellent contribution from the Guardian health and beauty stores.  In Indonesia, sales and profits continue to improve as both hypermarkets and supermarkets made progress.  In its joint ventures in India, the health and beauty chain is trading profitably while in the supermarket business operating losses have been reduced.

Mandarin Oriental

Improved economic conditions resulted in increased demand for most of Mandarin Oriental's hotels.  Its strongest performances were seen in Asia, particularly Hong Kong and Singapore.  Underlying profit rose to US$44 million in 2010, up from US$12 million.  There were no non-trading items in 2010, while the profit attributable to shareholders in the prior year of US$83 million included a gain from a property disposal. 

The group has a total of 26 hotels in operation, with a further 16 under development.  During 2010, three new projects were announced, comprising two in the Middle East and one in mainland China, while a project in the United States will now not proceed.  A new hotel was opened in Macau in June 2010 under a long-term management contract with a Hongkong Land joint venture, and residences at the property have also been launched.  There are now a total of 13 'Residences at Mandarin Oriental' projects open or under development from which the group will benefit from branding fees over the next few years. 

Jardine Cycle & Carriage

Jardine Cycle & Carriage produced an excellent result in 2010 with underlying profit up 55% at US$812 million.  Its profit attributable to shareholders of US$944 million included a non-trading gain of US$132 million, which arose mainly on the revaluation of Astra's oil palm plantations, compared with a non-trading loss of US$12 million in 2009.  Astra enjoyed improved performances from most of its major businesses.  Its contribution to the underlying profit of Jardine Cycle & Carriage, up 62% to US$798 million, also reflected a stronger rupiah. 

The underlying profit contribution from the group's other motor interests was 5% lower at US$56 million.  This was mainly due to reduced earnings in Singapore following restrictions in the government quota for new vehicle sales.  Cycle & Carriage Bintang in Malaysia, which reported improved earnings on higher sales, is in the process of acquiring a small Mercedes-Benz dealership in Penang.  In Indonesia, Tunas Ridean benefited from the good market.  Truong Hai Auto Corporation made a lower contribution, but did well to increase its market share in the face of difficult trading conditions in Vietnam.

Astra

Astra performed extremely well overall in 2010, achieving a record profit with improved contributions from all its businesses except contract mining.  It produced a record net profit under Indonesian accounting standards of Rp14.4 trillion, up 43%, equivalent to US$1.6 billion.

The Indonesian wholesale market for motor cars experienced 57% growth, with Astra's sales increasing by 52% to 426,000 units.  The group's market share declined slightly to 56%.  The wholesale market for motorcycles also grew strongly, up 26%, and Astra Honda Motor did well to maintain its leading position selling 3.4 million units with a market share of 46%.  Astra Otoparts reported a 49% increase in profits, supported by the strong demand for its products.

Earnings of Astra's consumer finance operations benefited from growth in their overall loan books, stable interest margins and liquidity in the banking sector.  In December 2010, the group completed the acquisition of the 47% of Astra Sedaya Finance it did not already own.  Bank Permata's reported profit doubled in the positive economic environment.  In the last quarter, the bank enhanced its capital adequacy ratio through a rights issue and also completed the acquisition of a domestic credit card issuer, GE Finance Indonesia.

United Tractors' results were little changed, despite a 74% increase in Komatsu equipment sales, owing to lower income from its contract coal mining subsidiary, Pamapersada Nusantara.  Coal production increased by 14% to 78 million tonnes and overburden removal by 9% to 651 million bcm, but the results were adversely impacted by poor weather conditions and the weaker US dollar.  Astra Agro Lestari's profit improved by 21% due to higher palm oil prices and production gains. 

Elsewhere, there were increased contributions from Astra's infrastructure and logistics businesses as well as Astra Graphia, which is the sole distributor of Fuji Xerox equipment in Indonesia and is active in information technology.

Further Interests

Rothschilds Continuation

Rothschilds Continuation, in which Jardine Strategic holds a 21% interest, is the holding company of an independent global financial advisory group with 49 offices in 36 countries worldwide.  The company's performance has seen improvement over the last year as conditions in financial markets stabilized.

Other

ACLEDA Bank of Cambodia, in which Jardine Strategic purchased a 12% stake early last year, achieved its highest annual profit in 2010 and enters 2011 with expectations of further profit growth.  By contrast, Asia Commercial Bank, 7% held, faced headwinds in Vietnam as the country sought to restore balanced growth while containing inflation.

In India, Tata Power continued to focus on the construction and completion of its large generation projects supported by stable Indian utility earnings and improving returns from its Indonesian coal investments.  Jardine Strategic has a 3% investment.

Anthony Nightingale

Managing Director

4th March 2011

Jardine Matheson Holdings Limited  Consolidated Profit and Loss Account for the year ended 31st December 2010
			2010								2009
			Underlying		Non-						Underlying		Non-
			business		trading						business		trading
			performance		items			Total			performance		items			Total
			US$m		US$m			US$m			US$m		US$m			US$m
											(restated)		(restated)			(restated)
Revenue (note 2)			30,053		-			30,053			22,501		-			22,501
Net operating costs (note 3)			(26,663)		442			(26,221)			(20,094)		85			(20,009)
Change in fair value of
	investment properties		-		3,216			3,216			-		1,911			1,911
Operating profit			3,390		3,658			7,048			2,407		1,996			4,403
Net financing charges
-	financing charges		(232)		-			(232)			(169)		-			(169)
-	financing income		101		-			101			96		-			96
			(131)		-			(131)			(73)		-			(73)
Share of results of associates
	and joint ventures (note 4)
-	before change in fair value
	of investment properties		973		7			980			709		54			763
-	change in fair value of
	investment properties		-		731			731			-		(431)			(431)
			973		738			1,711			709		(377)			332
Net discount on acquisition of
	Hongkong Land (note 5)		-		-			-			-		110			110
Sale of associates and
	joint ventures (note 6)		-		3			3			-		78			78
Profit before tax			4,232		4,399			8,631			3,043		1,807			4,850
Tax (note 7)			(741)		(106)			(847)			(589)		(6)			(595)
Profit after tax			3,491		4,293			7,784			2,454		1,801			4,255
Attributable to:
Shareholders of the
	Company (notes 8 & 9)		1,364		1,720			3,084			1,016		715			1,731
Minority interests			2,127		2,573			4,700			1,438		1,086			2,524
			3,491		4,293			7,784			2,454		1,801			4,255
			US$					US$			US$					US$
Earnings per share (note 8)
-	basic		3.80					8.58			2.86					4.87
-	diluted		3.77					8.34			2.83					4.79

Jardine Matheson Holdings Limited
Consolidated Statement of Comprehensive Income
for the year ended 31st December 2010
				2010				2009
				US$m				US$m
								(restated)
Profit for the year				7,784				4,255
Revaluation of other investments
- net gain arising during the year				70				165
- transfer to profit and loss				(14)				(131)
				56				34
Net actuarial gain on employee benefit plans				23				42
Net exchange translation differences
- gains arising during the year				223				645
- transfer to profit and loss				-				(65)
				223				580
Cash flow hedges
- net loss arising during the year				(6)				(16)
- transfer to profit and loss				9				(2)
				3				(18)
Share of other comprehensive income of associates
	and joint ventures			253				249
Tax relating to components of other comprehensive
	income (note 7)			(8)				(2)
Other comprehensive income for the year				550				885
Total comprehensive income for the year				8,334				5,140
Attributable to:
Shareholders of the Company				3,279				1,972
Minority interests				5,055				3,168
				8,334				5,140

Jardine Matheson Holdings Limited
Consolidated Balance Sheet
at 31st December 2010
	At 31st December				At 1st January
	2010		2009		2009
	US$m		US$m		US$m
			(restated)		(restated)
Assets
Intangible assets	1,958		1,759		1,530
Tangible assets	4,816		4,116		3,482
Investment properties	18,426		15,201		352
Plantations	954		425		353
Associates and joint ventures	6,385		4,811		8,667
Other investments	1,044		841		583
Non-current debtors	1,898		1,375		1,037
Deferred tax assets	133		126		114
Pension assets	102		92		28
Non-current assets	35,716		28,746		16,146
Properties for sale	1,184		787		-
Stocks and work in progress	2,680		1,960		1,960
Current debtors	4,085		3,055		2,188
Current investments	6		3		4
Current tax assets	130		84		80
Bank balances and other liquid funds
- non-financial services companies	4,099		3,937		2,065
- financial services companies	176		156		183
	4,275		4,093		2,248
	12,360		9,982		6,480
Non-current assets classified as held for
Sale (note 10)	-		107		68
Current assets	12,360		10,089		6,548
Total assets	48,076		38,835		22,694

	At 31st December				At 1st January
	2010		2009		2009
	US$m		US$m		US$m
			(restated)		(restated)
Equity
Share capital	162		159		156
Share premium and capital reserves	69		48		37
Revenue and other reserves	14,980		11,717		9,724
Own shares held	(1,501)		(1,230)		(1,021)
Shareholders' funds	13,710		10,694		8,896
Minority interests	18,250		14,446		5,345
Total equity	31,960		25,140		14,241
Liabilities
Long-term borrowings
- non-financial services companies	4,294		5,228		2,039
- financial services companies	1,128		718		563
	5,422		5,946		2,602
Deferred tax liabilities	572		444		359
Pension liabilities	176		179		142
Non-current creditors	216		158		140
Non-current provisions	94		72		57
Non-current liabilities	6,480		6,799		3,300
Current creditors	5,848		4,683		3,493
Current borrowings
- non-financial services companies	2,057		909		571
- financial services companies	1,403		918		798
	3,460		1,827		1,369
Current tax liabilities	273		333		236
Current provisions	55		53		55
Current liabilities	9,636		6,896		5,153
Total liabilities	16,116		13,695		8,453
Total equity and liabilities	48,076		38,835		22,694

Jardine Matheson Holdings Limited
Consolidated Statement of Changes in Equity
for the year ended 31st December 2010
																	Attributable to
									Asset						Own		shareholders		Attributable
	Share		Share		Capital		Revenue		revaluation		Hedging		Exchange		shares		of the		to minority		Total
	capital		premium		reserves		reserves		reserves		reserves		reserves		held		Company		interests		equity
	US$m		US$m		US$m		US$m		US$m		US$m		US$m		US$m		US$m		US$m		US$m
2010
At 1st January
- as previously reported	159		4		44		10,695		309		(25)		(44)		(1,230)		9,912		13,285		23,197
- change in accounting policies for
- owner-occupied properties	-		-		-		(19)		(150)		-		16		-		(153)		(133)		(286)
- adopting amendments to IAS 12	-		-		-		935		-		-		-		-		935		1,294		2,229
- as restated	159		4		44		11,611		159		(25)		(28)		(1,230)		10,694		14,446		25,140
Total comprehensive income	-		-		-		3,128		-		(9)		160		-		3,279		5,055		8,334
Dividends paid by the Company (note 11)	-		-		-		(341)		-		-		-		-		(341)		61		(280)
Dividends paid to minority shareholders	-		-		-		-		-		-		-		-		-		(780)		(780)
Issue of shares	-		6		-		-		-		-		-		-		6		-		6
Employee share option schemes	-		2		16		-		-		-		-		-		18		2		20
Scrip issued in lieu of dividends	3		(3)		-		388		-		-		-		-		388		-		388
Increase in own shares held	-		-		-		-		-		-		-		(271)		(271)		(58)		(329)
Subsidiary undertakings disposed of	-		-		-		-		-		-		-		-		-		(10)		(10)
Conversion of convertible bonds in a subsidiary undertaking	-		-		-		-		-		-		-		-		-		5		5
Capital contribution from minority shareholders	-		-		-		-		-		-		-		-		-		16		16
Change in interests in subsidiary undertakings	-		-		-		(63)		-		-		-		-		(63)		(487)		(550)
Transfer	-		1		(1)		-		-		-		-		-		-		-		-
At 31st December	162		10		59		14,723		159		(34)		132		(1,501)		13,710		18,250		31,960
2009
At 1st January
- as previously reported	156		3		34		9,050		331		(45)		(260)		(1,021)		8,248		5,300		13,548
- change in accounting policies for
- owner-occupied properties	-		-		-		(19)		(170)		-		25		-		(164)		(134)		(298)
- adopting amendments to IAS 12	-		-		-		808		-		-		4		-		812		179		991
- as restated	156		3		34		9,839		161		(45)		(231)		(1,021)		8,896		5,345		14,241
Total comprehensive income	-		-		-		1,716		33		20		203		-		1,972		3,168		5,140
Dividends paid by the Company (note 11)	-		-		-		(269)		-		-		-		-		(269)		48		(221)
Dividends paid to minority shareholders	-		-		-		-		-		-		-		-		-		(479)		(479)
Issue of shares	-		3		-		-		-		-		-		-		3		-		3
Employee share option schemes	-		-		11		-		-		-		-		-		11		2		13
Scrip issued in lieu of dividends	3		(3)		-		303		-		-		-		-		303		-		303
Increase in own shares held	-		-		-		-		-		-		-		(209)		(209)		(45)		(254)
New subsidiary undertakings	-		-		-		-		-		-		-		-		-		6,445		6,445
Subsidiary undertakings disposed of	-		-		-		-		-		-		-		-		-		(3)		(3)
Equity component of convertible bonds in a
subsidiary undertaking	-		-		-		3		-		-		-		-		3		1		4
Capital contribution from minority shareholders	-		-		-		-		-		-		-		-		-		15		15
Change in interests in subsidiary undertakings	-		-		-		(16)		-		-		-		-		(16)		(51)		(67)
Transfer	-		1		(1)		35		(35)		-		-		-		-		-		-
At 31st December	159		4		44		11,611		159		(25)		(28)		(1,230)		10,694		14,446		25,140
Total comprehensive income included in revenue reserves comprises profit attributable to shareholders of the Company of US$3,084 million (2009: US$1,731 million), net fair value gain on other investments of US$34 million (2009: loss of US$9 million) and net actuarial gain on employee benefit plans of US$10 million (2009: loss of US$6 million).

Jardine Matheson Holdings Limited
Consolidated Cash Flow Statement
for the year ended 31st December 2010
		2010				2009
		US$m				US$m
						(restated)
Operating activities
Operating profit		7,048				4,403
Depreciation and amortization		762				581
Other non-cash items		(3,492)				(1,878)
Increase in working capital		(1,869)				(103)
Interest received		104				103
Interest and other financing charges paid		(214)				(159)
Tax paid		(865)				(567)
		1,474				2,380
Dividends from associates and joint ventures		736				406
Cash flows from operating activities		2,210				2,786
Investing activities
Purchase of Hongkong Land (note 12(a))		-				1,082
Purchase of other subsidiary undertakings (note 12(a))		(51)				(42)
Purchase of associates and joint ventures (note 12(b))		(233)				(57)
Purchase of other investments (note 12(c))		(231)				(301)
Purchase of intangible assets		(160)				(91)
Purchase of tangible assets		(868)				(762)
Purchase of investment properties		(33)				(20)
Additions to plantations		(87)				(77)
Advance to associates, joint ventures and others (note 12(d))		(223)				(293)
Repayment from associates and joint ventures (note 12(e))		286				63
Sale of subsidiary undertakings (note 12(f))		21				(2)
Sale of associates and joint ventures (note 12(g))		-				92
Sale of other investments (note 12(h))		110				214
Sale of intangible assets		2				2
Sale of tangible assets		77				69
Sale of investment properties		18				1
Cash flows from investing activities		(1,372)				(122)
Financing activities
Issue of shares		6				3
Capital contribution from minority shareholders		16				15
Repayment to minority shareholders		(11)				-
Change in interests in subsidiary undertakings (note 12(i))		(550)				(65)
Sale of convertible bonds in a subsidiary undertaking		-				33
Drawdown of borrowings		10,874				7,075
Repayment of borrowings		(10,040)				(7,325)
Dividends paid by the Company		(220)				(173)
Dividends paid to minority shareholders		(780)				(479)
Cash flows from financing activities		(705)				(916)
Net increase in cash and cash equivalents		133				1,748
Cash and cash equivalents at 1st January		4,077				2,218
Effect of exchange rate changes		68				111
Cash and cash equivalents at 31st December		4,278				4,077

	Jardine Matheson Holdings Limited
	Analysis of Profit Contribution
	for the year ended 31st December 2010
		2010		2009
		US$m		US$m
				(restated)
	Reportable segments
	Jardine Pacific	156		119
	Jardine Motors	87		52
	Jardine Lloyd Thompson	48		36
	Hongkong Land	332		315
	Dairy Farm	259		230
	Mandarin Oriental	27		5
	Jardine Cycle & Carriage	32		33
	Astra	437		267
		1,378		1,057
	Corporate and other interests	(14)		(41)
	Underlying profit attributable to shareholders*	1,364		1,016
	Increase in fair value of investment properties	1,640		451
	Other non-trading items	80		264
	Profit attributable to shareholders	3,084		1,731
	Analysis of Jardine Pacific's  contribution
	Gammon	21		23
	HACTL	52		27
	JEC	22		20
	JOS	11		10
	Jardine Aviation Services	4		3
	Jardine Property Investment	4		3
	Jardine Restaurants	22		14
	Jardine Schindler	26		27
	Jardine Shipping Services	5		2
	Corporate and other interests	(11)		(10)
		156		119
	Analysis of Jardine Motors' contribution
	Hong Kong and mainland China	69		44
	United Kingdom	19		9
	Corporate	(1)		(1)
		87		52

* Underlying profit attributable to shareholders is the measure of profit adopted by the Group in accordance with IFRS 8 'Operating Segments'.

Jardine Matheson Holdings Limited
Notes
1.	Accounting Policies and Basis of Preparation
	The financial information contained in this announcement has been based on the audited results for the year ended 31st December 2010 which have been prepared in conformity with International Financial Reporting Standards, including International Accounting Standards and Interpretations adopted by the International Accounting Standards Board.
	Previously, the Group's freehold land and buildings, and the building component of owner-occupied leasehold properties were stated at valuation.  Independent valuations were performed every three years on an open market basis, and in the case of the building component of leasehold properties, on the basis of depreciated replacement cost.  In the intervening years, the Directors reviewed the carrying values and adjustments were made where there were material changes.  Revaluation surpluses and deficits were recognized in other comprehensive income and accumulated in equity under asset revaluation reserves, except for movements on individual properties below depreciated cost which were recognized in profit and loss.  Leasehold land was carried at amortized cost.
	With effect from 1st January 2010, the Group revised its accounting policy in respect of its freehold land and buildings and the building component of owner-occupied leasehold properties to the cost model, under which these assets are carried at cost less any accumulated depreciation and impairment.  This change harmonizes the treatment of land and buildings, both freehold and leasehold, and aligns the Group's accounting policy with industry practice, enhancing the comparability of the Group's financial statements with those of its international peers.  The Directors believe that the new policy provides reliable and more relevant financial information to the users of the financial statements.
	This change in accounting policy has been accounted for retrospectively, and the comparative financial statements have been restated.
	In 2010, the Group adopted the following standards, and amendments and interpretations to existing standards which are effective in the current accounting year and relevant to its operations:
	Amendments to IFRS 2	Group Cash-settled Share-based Payment Transactions
	Amendment to IAS 39	Eligible Hedged Items
	IFRIC 17	Distributions of Non-cash Assets to Owners
	IFRIC 18	Transfers of Assets from Customers
	Improvements to IFRSs (2009)

	IAS 17 (amendment) 'Leases' is part of the 2009 improvement project.  It specifies that a land lease may be classified as a finance lease when significant risks and rewards associated with the land are transferred to the lessee despite there being no transfer of title at the end of the lease term.  Previously, all of the Group's leasehold land was included under land use rights in intangible assets and stated at cost less accumulated amortization.  In accordance with the amendment, certain long-term interests in leasehold land have been classified as finance leases and grouped under tangible assets if substantially all risks and rewards relating to the land have been transferred to the Group.  The amendment has been applied retrospectively to unexpired leases at the date of adoption of the amendment on the basis of information existing at the inception of the leases.
	The adoption of the following standards, amendments and interpretations does not have a material impact on the Group's accounting policies.
	The amendments to IFRS 2 'Group Cash-settled Share-based Payment Transactions' incorporate the guidance provided in IFRIC 8 'Scope of IFRS 2' and IFRIC 11 'IFRS 2 - Group and Treasury Share Transactions' and expand on the guidance in IFRIC 11 to address the classification of group arrangements that were not covered by that interpretation.
	The amendment to IAS 39 'Eligible Hedged Items' gives additional guidance on the designation of a hedged item and how hedged accounting should be applied in particular situations.
	IFRIC 17 'Distribution of Non-cash Assets to Owners' requires that a non-cash dividend payable should be recognized when the dividend is appropriately authorized and is no longer at the discretion of the entity.  The dividend should be measured at the fair values of the net assets to be distributed.  Any difference between the dividend paid and the carrying amount of the net assets distributed should be included in profit and loss.
	IFRIC 18 'Transfers of Assets from Customers' addresses the accounting by recipients for transfers of property, plant and equipment from customers and concludes that when an item of property, plant and equipment transferred meets the definition of an asset from the perspective of the recipient, the recipient should recognize the asset at its fair value on the date of transfer, with the credit being recognized as revenue in accordance with IAS 18 'Revenue'.
	IFRS 5 (amendment) 'Non-current Assets Held for Sale and Discontinued Operations' is part of the 2009 improvement project.  It clarifies that the disclosure requirements in IFRSs other than IFRS 5 do not apply to non-current assets (or disposal groups) classified as held for sale of discontinued operations unless those IFRSs require (i) specific disclosures in respect of non-current assets (or disposal groups) classified as held for sale or discontinued operations, or (ii) disclosures about measurement of assets and liabilities within a disposal group that are not within the scope of the measurement requirement of IFRS 5 and the disclosures are not already provided in the consolidated financial statements.
	IAS 1 (amendment) 'Presentation of Financial Statements' is part of the 2009 improvement project.  It clarifies that the potential settlement of a liability by the issue of equity is not relevant to its classification as current or non-current.
	IAS 36 (amendment) 'Impairment of Assets' is part of the 2009 improvement project.  It clarifies that the largest cash-generating unit (or group of units) to which goodwill should be allocated for the purposes of impairment testing is an operating segment, as defined by paragraph 5 of IFRS 8.
	IFRIC 16 (amendment) 'Hedges of a Net Investment in a Foreign Operation' is part of the 2009 improvement project.  It states that in a hedge of a net investment in a foreign operation, qualifying hedging instruments may be held by any entity or entities within the group, including the foreign operation itself, as long as the designation, documentation and effectiveness requirements of IAS 39 that relate to a net investment hedge are satisfied.
	The Group early adopted the following amendments to an existing standard which are relevant to its operations:

Amendments to IAS 12

Deferred Tax: Recovery of Underlying Assets

	The amendments to IAS 12 (effective from 1st January 2012) provides that the measurement of deferred tax liabilities and deferred tax assets arising from investment properties which are measured using the fair value model in IAS 40 should reflect a rebuttable presumption that the carrying amount of the underlying assets will be recovered through sale.
	The early adoption of the amendments to IAS 12 has resulted in a change in accounting policy on the provision of deferred tax on revaluation of investment properties.  Previously, provision for deferred tax was made at the income tax rates on the revaluation of, and the tax bases of, investment properties held under operating leases on the basis that their values would be recovered through use rather than through sale.  In accordance with the amendments, deferred tax is provided at the income tax rates on allowances claimed on these properties and at the capital gains tax rates on the valuation in excess of cost.  As the Group's long leasehold investment properties are located in Hong Kong and Singapore where sales of a capital nature in excess of cost are not taxable, deferred tax liabilities relating to investment properties have been reduced significantly.  This change in accounting policy has been accounted for retrospectively and the comparative financial statements have been restated.
	Apart from the above, there have been no changes to the accounting policies described in the 2009 annual financial statements.

		Effects of change in accounting policies:
		a) On the consolidated profit and loss account for the year ended 31st December
							Effect of
			Change to cost model
			for owner-occupied				Adopting amendments
			properties					to IAS 12
			2010		2009			2010		2009
			US$m		US$m			US$m		US$m
		Decrease in net operating costs	28		20			-		-
		Increase/(decrease) in share of results of
		associates and joint ventures	6		4			110		(75)
		Increase in net discount on acquisition of
		Hongkong Land	-		-			-		57
		(Increase)/decrease in tax	(5)		(4)			531		318
		Increase in profit after tax	29		20			641		300
		Attributable to:
		Shareholders of the Company	11		6			266		121
		Minority interests	18		14			375		179
			29		20			641		300
		Increase in basic earnings per share (US$)	0.03		0.02			0.74		0.34
		Increase in diluted earnings per share (US$)	0.03		0.02			0.74		0.34
		On the adoption of IAS 17 (amendment), there is no impact on the consolidated profit and loss account.

	b) On the consolidated balance sheet at 31st December
		Increase/(decrease)								Increase/(decrease)
		in assets								in equity/liabilities
						Associates				Revenue				Deferred
		Intangible		Tangible		and joint		Deferred		and other		Minority		tax
		assets		assets		ventures		tax assets		reserves		interests		liabilities
		US$m		US$m		US$m		US$m		US$m		US$m		US$m
	2010
	Effect of:
	Change to cost model for
	owner-occupied properties	-		(271)		(88)		14		(165)		(130)		(50)
	Adopting IAS 17
	(amendment)	(455)		455		-		-		-		-		-
	Adopting amendments
	to IAS 12	-		-		166		-		1,217		1,655		(2,706)
	Total	(455)		184		78		14		1,052		1,525		(2,756)
	2009
	Effect of:
	Change to cost model for
	owner-occupied properties	-		(270)		(77)		5		(153)		(133)		(56)
	Adopting IAS 17
	(amendment)	(431)		431		-		-		-		-		-
	Adopting amendments
	to IAS 12	-		-		47		-		935		1,294		(2,182)
	Total	(431)		161		(30)		5		782		1,161		(2,238)
	2008
	Effect of:
	Change to cost model for
	owner-occupied properties	-		(277)		(86)		7		(164)		(134)		(58)
	Adopting IAS 17
	(amendment)	(449)		449		-		-		-		-		-
	Adopting amendments
	to IAS 12	-		-		946		-		812		179		(45)
	Total	(449)		172		860		7		648		45		(103)

2.	Revenue
				2010		2009
				US$m		US$m
	By business:
	Jardine Pacific			1,286		1,082
	Jardine Motors			3,288		2,522
	Hongkong Land			1,341		801
	Dairy Farm			7,971		7,029
	Mandarin Oriental			513		438
	Jardine Cycle & Carriage			1,320		1,103
	Astra			14,360		9,537
	Corporate and other interests			-		2
	Intersegment transactions			(26)		(13)
				30,053		22,501
3.	Net operating costs
				2010		2009
				US$m		US$m
	Cost of sales			(22,614)		(16,746)
	Other operating income			809		423
	Selling and distribution costs			(3,018)		(2,486)
	Administration expenses			(1,343)		(1,092)
	Other operating expenses			(55)		(108)
				(26,221)		(20,009)
	Net operating costs included the following gains/(losses)
		from non-trading items:
	Increase/(decrease) in fair value of plantations			422		(64)
	Asset impairment			(1)		(13)
	Sale and closure of businesses			19		6
	Sale of other investments			-		141
	Sale of property interests			3		-
	Restructuring of businesses			-		1
	Restructuring of pension schemes			-		3
	Value added tax recovery in Jardine Motors			-		3
	Repurchase of convertible bonds in Hongkong Land			-		8
	Discount on acquisition of business			1		-
	Costs on acquisition of businesses			(2)		-
				442		85

4.	Share of Results of Associates and Joint Ventures
				2010		2009
				US$m		US$m
	By business:
	Jardine Pacific			117		88
	Jardine Lloyd Thompson			44		35
	Hongkong Land			906		(145)
	Dairy Farm			47		35
	Mandarin Oriental			4		-
	Jardine Cycle & Carriage			23		22
	Astra			555		257
	Corporate and other interests			15		40
				1,711		332
	Share of results of associates and joint ventures included
		the following gains/(losses) from non-trading items:
	Increase/(decrease) in fair value of investment properties			731		(431)
	Asset impairment			-		(3)
	Sale and closure of businesses			-		5
	Sale of investments			-		2
	Restructuring of businesses			(4)		(2)
	Restructuring of pension schemes			-		1
	Derecognition of perpetual liabilities in Rothschilds
		Continuation*		-		49
	Discount on acquisition of businesses			11		2
				738		(377)
	Results are shown after tax and minority interests in the associates and joint ventures.
	*Fair value gain arising on reclassification of perpetual notes to equity following removal of the contractual obligation to repay principal or to pay interest on those notes.

5.	Net Discount on Acquisition of Hongkong Land
	During 2009, Jardine Strategic acquired an additional 0.9% interest in Hongkong Land increasing its holding to 50.01% by the end of June.  For the purpose of these financial statements, 30th June 2009 was taken as the effective date of acquisition.
	In accordance with IFRS 3 (revised 2008), the Group remeasured its previously held interest in Hongkong Land at the acquisition date fair value calculated by reference to the quoted share price on that date and recognized the resulting loss, including reclassification adjustments of amounts previously recognized in other comprehensive income, in profit and loss.  The Group simultaneously recognized a discount on acquisition in profit and loss, being the excess of the fair value of identifiable net assets over the aggregate of the fair value of previously held interest and the fair value of consideration transferred (refer note 12(a)).
					US$m
	Discount on shares acquired prior to the date of acquisition				74
	Fair value loss on remeasurement of previously held interest
		at the date of acquisition			(2,606)
	Reclassification adjustments of other comprehensive income				64
	Discount on acquisition				2,578
					110
6.	Sale of Associates and Joint Ventures
	An analysis of sale of associates and joint ventures is set out below:
			2010		2009
			US$m		US$m
	50% interest in Mandarin Oriental, Macau		-		78
	Other		3		-
			3		78

7.	Tax
			2010		2009
			US$m		US$m
	Tax charged to profit and loss is analyzed as follows:
	Current tax		(750)		(587)
	Deferred tax		(97)		(8)
			(847)		(595)
	Greater China		(172)		(103)
	Southeast Asia		(671)		(472)
	United Kingdom		(7)		(5)
	Rest of the world		3		(15)
			(847)		(595)
	Tax relating to components of other comprehensive income
		is analyzed as follows:
	Revaluation of other investments		(1)		(1)
	Actuarial valuation of employee benefit plans		(5)		(5)
	Cash flow hedges		(2)		4
			(8)		(2)

	Tax on profits has been calculated at rates of taxation prevailing in the territories in which the Group operates.
	Share of tax charge of associates and joint ventures of US$299 million and US$3 million (2009: US$205 million and US$1 million) are included in share of results of associates and joint ventures and share of other comprehensive income of associates and joint ventures respectively.
8.	Earnings per share
	Basic earnings per share are calculated on profit attributable to shareholders of US$3,084 million (2009: US$1,731 million) and on the weighted average number of 359 million (2009: 356 million) shares in issue during the year.
	Diluted earnings per share are calculated on profit attributable to shareholders of US$3,006 million (2009: US$1,706 million), which is after adjusting for the effects of the conversion of dilutive potential ordinary shares of subsidiary undertakings, associates or joint ventures, and on the weighted average number of 360 million (2009: 357 million) shares in issue during the year.
	The weighted average number of shares is arrived at as follows:

											Ordinary shares
											in millions
											2010				2009
	Weighted average number of shares in issue										643				631
	Shares held by the Trustee under the Senior Executive
		Share Incentive Schemes									(1)				(1)
	Company's share of shares held by subsidiary undertakings										(283)				(274)
	Weighted average number of shares for basic earnings
		per share calculation									359				356
	Adjustment for shares deemed to be issued for no
		consideration under the Senior Executive Share
		Incentive Schemes									1				1
	Weighted average number of shares for diluted earnings
		per share calculation									360				357
	Additional basic and diluted earnings per share are also calculated based on underlying profit attributable to shareholders.  A reconciliation of earnings is set out below:
							2010						2009
							Basic		Diluted				Basic		Diluted
							earnings		earnings				earnings		earnings
							per share		per share				per share		per share
					US$m		US$		US$		US$m		US$		US$
	Profit attributable to shareholders				3,084		8.58		8.34		1,731		4.87		4.79
	Non-trading items (note 9)				(1,720)						(715)
	Underlying profit attributable to
		shareholders			1,364		3.80		3.77		1,016		2.86		2.83

9.	Non-trading Items
	Non-trading items are separately identified to provide greater understanding of the Group's underlying business performance.  Items classified as non-trading items include fair value gains or losses on revaluation of investment properties and plantations; gains and losses arising from the sale of businesses, investments and properties; impairment of non-depreciable intangible assets and other investments; provisions for the closure of businesses; acquisition-related costs in business combinations; and other credits and charges of a non-recurring nature that require inclusion in order to provide additional insight into underlying business performance.
				2010				2009
				US$m				US$m
	By business:
	Jardine Pacific			26				37
	Jardine Motors			-				11
	Jardine Lloyd Thompson			(4)				(1)
	Hongkong Land			1,621				507
	Dairy Farm			1				-
	Mandarin Oriental			-				43
	Jardine Cycle & Carriage			-				3
	Astra			76				(10)
	Corporate and other interests			-				125
				1,720				715
	An analysis of non-trading items after interest,
		tax and minority interests is set out below:
	Increase in fair value of investment properties
	-	Hongkong Land		1,621				427
	-	other		18				24
				1,639				451
	Increase/(decrease) in fair value of plantations			71				(11)
	Asset impairment			(1)				(8)
	Sale and closure of businesses
	-	50% interest in Mandarin Oriental, Macau		-				46
	-	other		9				10
				9				56
	Sale of investments			-				96
	Sale of property interests			3				-
	Value added tax recovery in Jardine Motors			-				3
	Repurchase of convertible bonds in Hongkong Land			-				6
	Net discount on acquisition of Hongkong Land			-				79
	Restructuring of businesses			(4)				(1)
	Restructuring of pension schemes			-				3
	Derecognition of perpetual liabilities in Rothschilds
		Continuation*		-				40
	Discount on acquisition of businesses			5				1
	Costs on acquisition of businesses			(2)				-
				1,720				715
	* Fair value gain arising on reclassification of perpetual notes to equity following removal of the contractual obligation to repay principal or to pay interest on those notes.

10.	Non-current Assets Classified as Held for Sale
	The major classes of assets classified as held for sale are set out below:
			2010		2009
			US$m		US$m
	Intangible assets		-		48
	Tangible assets		-		59
	Total assets		-		107
	At 31st December 2009, the non-current assets classified as held for sale included Dairy Farm's interest in a retail property and a distribution centre in Malaysia.  The retail property was sold during the year.  The distribution centre with a carrying value of US$74 million remained unsold and was reclassified to tangible assets.

11.	Dividends
			2010		2009
			US$m		US$m
	Final dividend in respect of 2009 of US¢65.00
		(2008: US¢51.00) per share	414		318
	Interim dividend in respect of 2010 of US¢30.00
		(2009: US¢25.00) per share	194		158
			608		476
	Company's share of dividends paid on the shares
		held by subsidiary undertakings	(267)		(207)
			341		269

A final dividend in respect of 2010 of US¢85.00 (2009: US¢65.00) per share amounting to a total of US$551 million (2009: US$414 million) is proposed by the Board.  The dividend proposed will not be accounted for until it has been approved at the Annual General Meeting.  The net amount after deducting the Company's share of the dividends payable on the shares held by subsidiary undertakings of US$244 million (2009: US$182 million) will be accounted for as an appropriation of revenue reserves in the year ending 31st December 2011.

12.	Notes to Consolidated Cash Flow Statement
	(a)	Purchase of subsidiary undertakings
				2009
				US$m
		Hongkong Land
		Tangible assets		6
		Investment properties		12,911
		Joint ventures		2,028
		Deferred tax assets		4
		Pension assets		6
		Non-current debtors		69
		Current assets		2,259
		Long-term borrowings		(3,509)
		Deferred tax liabilities		(44)
		Non-current creditors		(23)
		Current liabilities		(915)
		Minority interests		(102)
		Fair value of net assets		12,690
		Adjustment for minority interests		(6,345)
		Net assets acquired		6,345
		Discount on acquisition		(2,578)
		Fair values of previously held interest and consideration transferred		3,767
		Fair value loss on remeasurement of previously held interest		2,606
		Carrying amount of previously held interest at the date of acquisition		6,373
		Attributable to interest held at beginning of year		(6,251)
		Attributable to shares acquired prior to the date of acquisition		122
		Discount on shares acquired prior to the date of acquisition		(74)
		Consideration paid		48
		Cash and cash equivalents of Hongkong Land at the date of
		acquisition		(1,130)
		Cash inflow		(1,082)

	(a)	Purchase of subsidiary undertakings (continued)
							2010				2009
					Book		Fair value		Fair		Fair
					value		adjustments		value		value
					US$m		US$m		US$m		US$m
			Other subsidiary undertakings
			Tangible assets		39		1		40		1
			Current assets		80		(3)		77		87
			Non-current creditors		(1)		-		(1)		(10)
			Pension liabilities		(2)		-		(2)		-
			Current liabilities		(57)		(1)		(58)		(4)
			Minority interests		-		-		-		2
			Net assets acquired		59		(3)		56		76
			Goodwill						43		-
			Total consideration						99		76
			Adjustment for deferred consideration						-		(1)
			Carrying value of associates and joint ventures						-		(29)
			Cash and cash equivalents of subsidiary undertakings
				acquired					(48)		(4)
			Net cash outflow						51		42

		Net cash outflow for purchase of other subsidiary undertakings in 2010 of US$51 million mainly comprised Dairy Farm's acquisition of Bintang Retail Industries.
		Net cash outflow for the purchase of other subsidiary undertakings in 2009 of US$42 million mainly comprised Hongkong Land's increased interest in Maple Place in Beijing from 35% to 90%.
	(b)	Purchase of associates and joint ventures in 2010 included US$80 million for Hongkong Land's acquisition of an additional  20% interest in Shenyang joint venture, US$13 million for Jardine Cycle & Carriage's acquisition of an additional 6% interest in PT Tunas Ridean, US$18 million, US$98 million and US$13 million for Astra's acquisition of an additional 19% interest in PT Pam Lyonnaise Jaya, subscription to Bank Permata's rights issue and capital injection to its financial services joint ventures respectively, and US$5 million for the Company's additional interest in Jardine Lloyd Thompson.  In addition, Jardine Pacific acquired an additional 17% interest in HACTL for a non-cash consideration of US$137 million.  Purchase of associates and joint ventures in 2009 included US$44 million for Jardine Cycle & Carriage's acquisition of an additional 9% interest in Truong Hai Auto Corporation, US$4 million for Jardine Strategic's additional investment in Jardine Rothschild Asia Capital and US$4 million for the Company's additional interest in Jardine Lloyd Thompson.

	(c)	Purchase of other investments in 2010 included US$163 million for Astra's acquisition of securities, and US$34 million and US$25 million for Jardine Strategic's purchase of shares in Acleda Bank and The Bank of N.T. Butterfield & Son respectively.  Purchase of other investments in 2009 included US$38 million and US$105 million for Hongkong Land's and Astra's purchase of securities  respectively, and US$157 million for Jardine Strategic's purchase of Tata Power.
	(d)	Advance to associates, joint ventures and others in 2010 and 2009 included Hongkong Land's loans to its property joint ventures of US$214 million and US$222 million respectively.
	(e)	Repayment from associates and joint ventures in 2010 included US$275 million from Hongkong Land's property joint ventures.  Repayment from associates and joint ventures in 2009 included US$32 million from HACTL in Jardine Pacific and US$31 million from Hongkong Land's property joint ventures.
	(f)	Sale of subsidiary undertakings
			2010		2009
			US$m		US$m
		Intangible assets	15		2
		Tangible assets	12		6
		Plantations	7		-
		Deferred tax assets	5		-
		Current assets	33		5
		Pension liabilities	(1)		-
		Current liabilities	(20)		(2)
		Net assets	51		11
		Adjustment for minority interests	(9)		(3)
		Net assets disposed of	42		8
		Profit/(loss) on disposal	15		(3)
		Sale proceeds	57		5
		Adjustment for deferred consideration	(11)		(1)
		Adjustment for carrying value of associates and joint
		ventures	(22)		(3)
		Cash and cash equivalents of subsidiary undertakings
		disposed of	(3)		(3)
		Net cash inflow/(outflow)	21		(2)
		Sale proceeds in 2010 of US$57 million included US$28 million and US$27 million from Astra's sale of a 2% interest in PT Komatsu Remanufacturing Asia which became an associate and PT Surya Panen Subur respectively.

	(g)	Sale of associates and joint ventures in 2009 included US$90 million from Mandarin Oriental's sale of its 50% interest in Mandarin Oriental, Macau.
	(h)	Sale of other investments in 2010 comprised Astra's sale of securities.  Sale of other investments in 2009 included Jardine Strategic's sale of its interest in Tata Industries of US$157 million and Astra's sale of securities of US$56 million.
	(i)	Change in interests in subsidiary undertakings
				2010		2009
				US$m		US$m
		Increase in attributable interests
		-	Hongkong Land	100		-
		-	Mandarin Oriental	4		16
		-	Jardine Cycle & Carriage	84		35
		-	Jardine Strategic	9		-
		-	other	353		15
		Decrease in attributable interests		-		(1)
				550		65
		Increase in attributable interests in other subsidiary undertakings in 2010 included US$160 million for Hongkong Land's acquisition of an additional 23% interest in MCL Land and US$178 million for Astra's acquisition of an additional 47% interest in PT Astra Sedaya Finance.  Increase in attributable interests in other subsidiary undertakings in 2009 included US$11 million for Astra's acquisition of an additional interest in PT Marga Mandalasakti.
13.	Capital Commitments and Contingent Liabilities
	Total capital commitments at 31st December 2010 amounted to US$2,128 million (2009: US$1,809 million).
	Various Group companies are involved in litigation arising in the ordinary course of their respective businesses.  Having reviewed outstanding claims and taking into account legal advice received, the Directors are of the opinion that adequate provisions have been made in the financial statements.

14.	Related Party Transactions
	In the normal course of business the Group undertakes a variety of transactions with certain of its associates and joint ventures.
	The most significant of such transactions relate to the purchase of motor vehicles and spare parts from the Group's associates and joint ventures in Indonesia including PT Toyota-Astra Motor, PT Astra Honda Motor and PT Astra Daihatsu Motor.  Total cost of motor vehicles and spare parts purchased in 2010 amounted to US$5,929 million (2009: US$3,703 million).  The Group also sells motor vehicles and spare parts to its associates and joint ventures in Indonesia including PT Astra Honda Motor and PT Astra Daihatsu Motor.  Total revenue from sale of motor vehicles and spare parts in 2010 amounted to US$643 million (2009: US$392 million).
	There were no other related party transactions that might be considered to have a material effect on the financial position or performance of the Group that were entered into or changed during the year.

Jardine Matheson Holdings Limited

Principal Risks and Uncertainties

The Board has overall responsibility for risk management and internal control. The process by which the Group identifies and manages risk will be set out in more detail in the Corporate Governance section of the Company's 2010 Annual Report (the 'Report').  The following are the principal risks and uncertainties facing the Company as required to be disclosed pursuant to the Disclosure and Transparency Rules issued by the Financial Services Authority of the United Kingdom and are in addition to the matters referred to in the Chairman's Statement and Managing Director's Review.

Economic Risk

Most of the Group's businesses are exposed to the risk of negative developments in global and regional economies and financial markets, either directly or through the impact on the Group's joint venture partners, franchisors, bankers, suppliers or customers. These developments can result in recession, inflation, deflation, currency fluctuations, restrictions in the availability of credit, business failures, or increases in financing costs, oil prices and in the cost of raw materials.  Such developments might increase operating costs, reduce revenues, lower asset values or result in the Group's businesses being unable to meet in full their strategic objectives.

Commercial Risk and Financial Risk

Risks are an integral part of normal commercial practices, and where practicable steps are taken to mitigate such risks. These risks are further pronounced when operating in volatile markets.

A number of the Group's businesses make significant investment decisions in respect of developments or projects that take time to come to fruition and achieve the desired returns and are, therefore, subject to market risks.

The Group's businesses operate in areas that are highly competitive, and failure to compete effectively in terms of price, product specification or levels of service can have an adverse effect on earnings. Significant pressure from such competition may lead to reduced margins. The quality and safety of the products and services provided by the Group's businesses are also important and there is an associated risk if they are below standard.

The steps taken by the Group to manage its exposure to financial risk will be set out in the Financial Review and in a note to the Financial Statements in the Report.

Concessions, Franchises and Key Contracts

A number of the Group's businesses and projects are reliant on concessions, franchises, management or other key contracts.  Cancellation, expiry or termination, or the renegotiation of any such concession, franchise, management or other key contracts, could have an adverse effect on the financial condition and results of operations of certain subsidiaries, associates and joint ventures of the Group.

Regulatory and Political Risk
The Group's businesses are subject to a number of regulatory environments in the territories in which they operate.  Changes in the regulatory approach to such matters as foreign ownership of assets and businesses, exchange controls, planning controls, emission regulations, tax rules and employment legislation have the potential to impact the operations and profitability of the Group's businesses.  Changes in the political environment in such territories can also affect the Group's businesses.
Terrorism, Pandemic and Natural Disasters
A number of the Group's operations are vulnerable to the effects of terrorism, either directly through the impact of an act of terrorism or indirectly through the impact of generally reduced economic activity in response to the threat of or an actual act of terrorism.
All Group businesses would be impacted by a global or regional pandemic which could be expected to seriously affect economic activity and the ability of our businesses to operate smoothly.  In addition, many of the territories in which the Group operates can experience from time to time natural disasters such as earthquakes and typhoons.
Responsibility Statement
The Directors of the Company confirm to the best of their knowledge that:
(a)	the consolidated financial statements have been prepared in accordance with International Financial Reporting Standards, including International Accounting Standards and Interpretations adopted by the International Accounting Standards Board; and
(b)	the sections of the Company's 2010 Annual Report, including the Chairman's Statement, Managing Director's Review and Principal Risks and Uncertainties, which constitute the management report include a fair review of all information required to be disclosed by the Disclosure and Transparency Rules 4.1.8 to 4.1.11 issued by the Financial Services Authority of the United Kingdom.
For and on behalf of the Board
A.J.L. Nightingale
James Riley
Directors
4th March 2011

The final dividend of US¢85.00 per share will be payable on 18th May 2011, subject to approval at the Annual General Meeting to be held on 12th May 2011, to shareholders on the register of members at the close of business on 18th March 2011, and will be available in cash with a scrip alternative. The ex-dividend date will be on 16th March 2011, and the share registers will be closed from 21st to 25th March 2011, inclusive. Shareholders will receive their cash dividends in United States dollars, unless they are registered on the Jersey branch register where they will have the option to elect for sterling. These shareholders may make new currency elections for the 2010 final dividend by notifying the United Kingdom transfer agent in writing by 21st April 2011. The sterling equivalent of dividends declared in United States dollars will be calculated by reference to a rate prevailing on 4th May 2011. Shareholders holding their shares through The Central Depository (Pte) Limited ('CDP') in Singapore will receive United States dollars unless they elect, through CDP, to receive Singapore dollars or the scrip alternative.

The Jardine Matheson Group
Founded as a trading company in China in 1832, Jardine Matheson is today a diversified business group focused principally on Asia.  Its businesses comprise a combination of cash generating activities and long-term property assets.
Jardine Matheson holds interests directly in Jardine Pacific (100%), Jardine Motors (100%) and Jardine Lloyd Thompson (32%), while its 81%-held Group holding company, Jardine Strategic, is interested in Hongkong Land (50%), Dairy Farm (78%), Mandarin Oriental (74%) and Jardine Cycle & Carriage (70%), which in turn has a 50% shareholding in Astra.  Jardine Strategic also has a 54% shareholding in Jardine Matheson and a 21% stake in Rothschilds Continuation, the global financial advisory group.
These companies are leaders in the fields of engineering and construction, transport services, insurance broking, property investment and development, retailing, restaurants, luxury hotels, motor vehicles and related activities, financial services, heavy equipment, mining and agribusiness.
Jardine Matheson Holdings Limited is incorporated in Bermuda and has a premium listing on the London Stock Exchange, with secondary listings in Bermuda and Singapore.  Jardine Matheson Limited operates from Hong Kong and provides management services to Group companies.
- end -
For further information, please contact:
Jardine Matheson Limited
James Riley	(852) 2843 8229
GolinHarris
Kennes Young	(852) 2501 7987
Full text of the Preliminary Announcement of Results and the Preliminary Financial Statements for the year ended 31st December 2010 can be accessed through the Internet at 'www.jardines.com'.

 

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