PROPERTY VALUATION REPORT - HKEX ...
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THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST
BE READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
APPENDIX III PROPERTY VALUATION REPORT
The following is the text of a letter and valuation certificate prepared for the purpose of
incorporation in this document received from Jones Lang LaSalle Corporate Appraisal and
Advisory Limited, an independent valuer, in connection with its valuation as at 31 January
2021 of the property held by the Group.
Jones Lang LaSalle Corporate Appraisal and Advisory Limited
7th Floor, One Taikoo Place
979 King’s Road, Hong Kong
tel +852 2846 5000 fax +852 2169 6001
Company Licence No.: C-030171
[Date]
The Board of Directors
Zylox-Tonbridge Medical Technology Co., Ltd.
1st & 2nd Floors, Building 1,
No. 18 Keji Avenue,
Yuhang District,
Hangzhou,
Zhejiang,
China
Dear Sirs,
In accordance with your instructions to value the property held by Zylox – Tonbridge
Medical Technology Company Limited (the “Company”) and its subsidiaries (hereinafter
together referred to as the “Group”) in the People’s Republic of China (the “PRC”), we
confirm that we have carried out inspections, made relevant enquiries and searches and
obtained such further information as we consider necessary for the purpose of providing you
with our opinion of the market value of the property interest as at 31 January 2021 (the
“valuation date”).
Our valuation is carried out on a market value basis. Market value is defined as “the
estimated amount for which an asset or liability should exchange on the valuation date between
a willing buyer and a willing seller in an arm’s-length transaction after proper marketing and
where the parties had each acted knowledgeably, prudently and without compulsion”.
In valuing the property interest, which was under construction as at the valuation date, we
have assumed that it will be developed and completed in accordance with the latest
development proposal provided to us by the Group. In arriving at our opinion of value, we have
adopted the comparison approach by making reference to land comparable sales evidence as
available in the relevant market and have also taken into account the accrued construction cost
and professional fees relevant to the stage of construction as at the valuation date and the
remainder of the cost and fees expected to be incurred for completing the development. We
have relied on the accrued construction cost and professional fees information provided by the
Group according to the stage of construction of the subject property as at the valuation date,
and we did not find any material inconsistency from those of other similar developments.
– III-1 –THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST
BE READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
APPENDIX III PROPERTY VALUATION REPORT
Our valuation has been made on the assumption that the seller sells the property interest
in the market without the benefit of a deferred term contract, leaseback, joint venture,
management agreement or any similar arrangement, which could serve to affect the value of the
property interest.
No allowance has been made in our report for any charge, mortgage or amount owing on
any of the property interest valued nor for any expense or taxation which may be incurred in
effecting a sale. Unless otherwise stated, it is assumed that the property is free from
encumbrances, restrictions and outgoings of an onerous nature, which could affect its value.
In valuing the property interest, we have complied with all requirements contained in
Chapter 5 and Practice Note 12 of the Rules Governing the Listing of Securities issued by the
Stock Exchange of Hong Kong Limited; the RICS Valuation – Global Standards published by
the Royal Institution of Chartered Surveyors; the HKIS Valuation Standards published by the
Hong Kong Institute of Surveyors, and the International Valuation Standards issued by the
International Valuation Standards Council.
We have relied to a very considerable extent on the information given by the Group and
have accepted advice given to us on such matters as tenure, planning approvals, statutory
notices, easements, particulars of occupancy, lettings, and all other relevant matters.
We have been shown copies of various title documents including State-owned Land Use
Rights Certificate, Construction Work Planning Permit, Construction Work Commencement
Permit and other official plans relating to the property interest and have made relevant
enquiries. Where possible, we have examined the original documents to verify the existing title
to the property interest in the PRC and any material encumbrance that might be attached to the
property interest or any tenancy amendment. We have relied considerably on the advice given
by the Company’s PRC legal advisers – Grandall Law Firm, concerning the validity of the
property interest in the PRC.
We have not carried out detailed measurements to verify the correctness of the areas in
respect of the property but have assumed that the areas shown on the title documents and
official site plans handed to us are correct. All documents and contracts have been used as
reference only and all dimensions, measurements and areas are approximations. No on-site
measurement has been taken.
We have conducted on-site inspection of the exterior and, where possible, the interior of
the property, and obtained the photos of the target property provided by the company. However,
we have not carried out investigation to determine the suitability of the ground conditions and
services for any development thereon. Our valuation has been prepared on the assumption that
these aspects are satisfactory and that no unexpected cost and delay will be incurred during
construction. Moreover, no structural survey has been made, but in the course of our
inspection, we did not note any serious defect. We are not, however, able to report whether the
property is free of rot, infestation or any other structural defect. No tests were carried out on
any of the services.
– III-2 –THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST
BE READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
APPENDIX III PROPERTY VALUATION REPORT
On-site inspection of the property was carried out on 23 February 2021 by Ms. Yiyun
Ding who has obtained the master’s degree with a specialization in Professional Accounting
and has 4 years’ experience in the valuation of properties in the PRC.
We have had no reason to doubt the truth and accuracy of the information provided to us
by the Group. We have also sought confirmation from the Group that no material factors have
been omitted from the information supplied. We consider that we have been provided with
sufficient information to arrive an informed view, and we have no reason to suspect that any
material information has been withheld.
We are instructed to provide our opinion of value as per the valuation date only. It is based
on economic, market and other conditions as they exist on, and information made available to
us as of, the valuation date and we assume no obligation to update or otherwise revise these
materials for events in the time since then. In particular, the outbreak of the Novel Coronavirus
(COVID-19) since declared Global Pandemic on 11 March 2020 has caused much disruption
to economic activities around the world. As of the report date, China’s economy is experiencing
gradual recovery and it is anticipated that disruption to business activities will steadily reduce.
We also note that market activity and market sentiment in these particular market sectors
remain stable. However, we remain cautious due to uncertainty for the pace of global economic
recovery in the midst of the outbreak which may have future impact on the real estate market.
Therefore, we recommend that you keep the valuation of the property under frequent review.
Unless otherwise stated, all monetary figures stated in this report are in Renminbi (RMB).
Our valuation certificate is attached below for your attention.
Yours faithfully,
For and on behalf of
Jones Lang LaSalle Corporate Appraisal and Advisory Limited
Eddie T. W. Yiu
MRICS MHKIS RPS (GP)
Senior Director
Note: Eddie T.W. Yiu is a Chartered Surveyor who has 27 years’ experience in the valuation of properties in Hong
Kong and the PRC as well as relevant experience in the Asia-Pacific region.
– III-3 –THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST
BE READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
APPENDIX III PROPERTY VALUATION REPORT
VALUATION CERTIFICATE
Property interest held under development by the Group in the PRC
Market value in
Particulars of existing state as at
Property Description and tenure occupancy 31 January 2021
RMB
A parcel of land, 3 The property comprises a parcel of As at the valuation 152,200,000
buildings and a guard land with a site area of date, the property
approximately 14,921.80 sq.m. was under
room under and 3 buildings known as Building construction.
construction located at No. 1 to No. 3 and a guard room
the eastern side of erected thereon which were under
Jinxing Er Road and construction (“CIP”) as at the
valuation date. As advised by the
the northern side of
Group, the CIP buildings are
Keji Yi Road scheduled to be completed in the
Yuhang District April of 2021.
Hangzhou City
The 3 buildings and a guard room
Zhejiang Province
of the CIP have a total planned
The PRC gross floor area of approximately
37,901.89 sq.m. Upon completion,
these buildings will be used for
research & development,
production, storage, office and
ancillary purposes. The total
construction cost of the CIP is
estimated to be approximately
RMB135,000,000, of which
approximately RMB134,000,000
had been incurred as at the
valuation date.
The land use rights of the property
have been granted for a term with
the expiry date on 10 December
2067 for industrial use.
Notes:
1. Pursuant to a State-owned Land Use Rights Grant Contract – No. 3301102017A21104 dated 14 November
2017, the land use rights of a parcel of land with a site area of approximately 14,922.00 sq.m. were contracted
to be granted to Zylox-Tonbridge Medical Technology Co., Ltd (“ZTMT”, its predecessor was known as
“Zhejiang Zylox Medical Device Co., Ltd”), with the expiry date of 10 December 2067 for industrial use. The
land premium was RMB14,550,000.
2. Pursuant to a State-owned Land Use Rights Certificate – Zhe (2018) Yu Hang Qu Bu Dong Chan Quan Di No.
0103217, the land use rights of the property with a site area of approximately 14,921.80 sq.m. have been
granted to ZTMT for a term with the expiry date on 10 December 2067 for industrial use.
3. Pursuant to a Construction Work Planning Permit – Jian Zi Di No. 330115201834023 in favor of ZTMT, the
CIP of the property with a total planned gross floor area of approximately 37,901.89 sq.m. has been approved
for construction.
– III-4 –THIS DOCUMENT IS IN DRAFT FORM, INCOMPLETE AND SUBJECT TO CHANGE AND THAT THE INFORMATION MUST
BE READ IN CONJUNCTION WITH THE SECTION HEADED “WARNING” ON THE COVER OF THIS DOCUMENT.
APPENDIX III PROPERTY VALUATION REPORT
4. Pursuant to a Construction Work Commencement Permit – No. 330110201904240201 in favor of ZTMT,
permission by the relevant local authority was given to commence the construction of the property with a gross
floor area of approximately 37,901.89 sq.m.
5. We have been provided with a legal opinion regarding the property interest by the Company’s PRC legal
advisers, which contains, inter alia, the following:
(a) The property was mortgaged; and
(b) ZTMT is legally and validly in possession of the property. ZTMT has the rights to occupy, use, lease,
transfer or otherwise dispose of the property and upon consent from the mortgagee to transfer, lease,
re-mortgage or otherwise dispose of the building ownership rights of the mortgaged portion of the
property.
6. As the property is the major asset held by the Group, we are of the view that the property is a material property.
Details of the material property
a) General description of location of the : The property is located at the located at the eastern side
property of Jinxing Er Road and the northern side of Keji Yi
Road, Yuhang District, Hangzhou City, Zhejiang
Province, the PRC. It is surrounded by China
(Hangzhou) Artificial Intelligence Town. The property
is close to the national highway G235, enjoying
convenient accessibility and is served by public
transportation, such as bus route No. 477 and No. 2411.
It takes about 10 minutes’ driving distance to West
Hangzhou Railway Station (under construction), which
will be more convenient to Shanghai.
b) Details of encumbrances, liens, : Pursuant to a Mortgage Contract – 2019 Nian (Ke
pledges, mortgages against the property Chuang) Zi No. 00434, the land use rights of the
property with a site area of approximately 14,921.80
sq.m. and the ownership rights of the construction on
the land are subject to a mortgage as a security in favor
of Industrial and Commercial Bank of China, Hangzhou
Science and Technology Branch for bank loan at a
maximum amount of RMB30,000,000 with the security
term from 24 December 2019 to 23 December 2025.
c) Environmental Issue : As advised by the Group, the property is expected to be
passed the environmental protection inspection
acceptance in June 2021.
d) Details of investigations, notices, : Nil
pending litigation, breaches of law or
title defects
e) Future plans for construction, : As advised by the Group, the CIP is scheduled to be
renovation, improvement or completed in the April of 2021. The total construction
development of the property and cost is estimated to be approximately RMB135,000,000.
estimated associated costs
– III-5 –You can also read
