Report to Shareholders 2008
Driving
a Difference
146 Directors’ Report & Financial Statements
146 – Directors’ Report
150 – Balance Sheets
151 – Consolidated Profi t and Loss Account
152 – Statements of Changes in Equity
155 – Consolidated Cash Flow Statement
157 – Notes to the Financial Statements
200 – Signifi cant Subsidiaries and
Associated Companies
210 – Statement by Directors
211 –
212
213 Directors and Key Executives
222 Major Properties
225 Group Five-Year Performance
228 Group Value-Added Statements
229 Share Performance
230 Shareholding Statistics
231 Notice of Annual General Meeting and
Interested Person Transactions
Independent Auditors’ Report
Closure of Books
237 Financial Calendar
238 Corporate Information
Group Financial Highlights
Chairman’s Statement
Interview with CEO
Key Messages: Driving a Difference
Key Figures
Keppel Around the World
Board of Directors
Keppel Group Boards of Directors
Keppel Technology Advisory Panel
Senior Management
Investor Relations
Awards and Accolades
Special Feature – Safety Excellence
Contents
1
2
6
10
20
21 Group Strategic Directions
22 Group at a Glance
24
26
30
32
34
36
38
40
48 Operating & Financial Review
49
50
52
64
72
80
86
94
96
97
97
117
119
122
126 – Empowering Lives
126
131
132 – Nuturing Communities
132
136
144 – Highlights in 2008
– Corporate Governance
– Risk Management
– Technology Development
– Environment Protection
– Group Structure
– Management Discussion and Analysis
– Offshore & Marine
– Property
–
–
– Financial Review and Outlook
Sustainability Report
– Sustainable Development Framework
– Sustaining Growth
– Society and Environment
– Community Involvement
– People Development
– Health and Safety
Infrastructure
Investments
Driving
a Difference
Keppel is 40 and fi ghting fi t, chiselled through the many recessions
and business cycles and fortifi ed by the resilience of our people.
This economic downturn will again test our core strengths, but we are
resolute as before, to emerge stronger and more competitive. As a Group,
we are Driving a Difference by aggressively tapping on our collective
competence and business platforms to achieve our goals and sustain
earnings growth for greater shareholder value.
Group Financial Highlights
Earnings Per Share 69 cents
+6%
Return on Equity 22.4%
+3%
Economic Value Added (EVA) $692m
+15%
2008
2007
%
Change
11,805 10,431
For the year ($ million)
Revenue
Profi t
1,377
EBITDA
1,238
Operating
1,597
Before tax & exceptional items
Attributable before exceptional items 1,097
1,098
Attributable after exceptional items
2,047
Operating cash fl ow
1,876
Free cash fl ow
692
Economic Value Added (EVA)
1,176
1,051
1,556
1,026
1,131
1,697
1,151
604
Per share
Earnings (cents)
Before tax & exceptional items
Attributable before exceptional items
Attributable after exceptional items
Net assets ($)
Net tangible assets ($)
At year-end ($ million)
Shareholders’ funds
Minority interests
Capital employed
Net cash / (borrowings)
Net cash / (gearing) (times)
84.2
69.0
69.0
2.89
2.84
81.4
64.9
71.5
3.28
3.24
4,596
2,153
6,749
275
0.04
5,205
1,830
7,035
(634)
(0.09)
Return on shareholders’ funds (%)
Profi t before tax & exceptional items
Attributable profi t before
exceptional items
27.3
27.4
22.4
21.8
+13
+17
+18
+3
+7
-3
+21
+63
+15
+3
+6
-3
-12
-12
-12
+18
-4
N.M.
N.M.
–
+3
Shareholders’ value
Distribution (cents per share)
Interim dividend
Final dividend
Special dividend
Total distribution
Share price ($)
14.0
21.0
–
35.0
4.33
9.0
10.0
45.0
64.0
13.00
+56
+110
N.M.
-45
-67
2008
2007
1Q
2Q
3Q
4Q
Total
1Q
2Q
3Q
4Q
Total
Group quarterly results ($ million)
Revenue
EBITDA
Operating profi t
Profi t before tax & exceptional items
Attributable profi t before exceptional items
Earnings Per Share (cents)
2,211 2,643 3,217 3,734 11,805 2,028 2,454 2,591 3,358 10,431
1,176
1,051
1,556
1,026
64.9
428 1,377
390 1,238
397 1,597
263 1,097
69.0
16.6
294
261
434
299
18.8
360
325
400
273
17.1
295
262
366
262
16.5
302
268
421
268
17.0
322
289
394
248
15.6
284
252
381
258
16.4
268
242
360
252
15.9
Group Financial Highlights
1
Chairman’s Statement
“...prudent
fi nancial
management
has further
strengthened our
balance sheet,
positioning our
businesses to
ride the downturn
and capitalise on
opportunities as
they arise.”
Dear Shareholders,
The second half of 2008 saw macro-
economic conditions deteriorate
rapidly as the global fi nancial crisis
deepened. This adversely affected
businesses across broad industry
sectors as aggregate demand shrank
and capital became diffi cult to access
and expensive. Notwithstanding this,
the Keppel Group has weathered the
diffi cult operating conditions to turn
in a creditable performance for 2008.
Achieving Sterling Results
Full year profi t after tax and minority
interests (PATMI) improved 7% over
2007 to notch a record $1.1 billion,
cresting the $1 billion mark for the
second consecutive year. Earnings
Per Share rose 6% to 69 cents.
Group revenue increased 13% year-
on-year to just under $12 billion.
Key performance measures were
higher – Return on Equity remained
well above 20% and Economic Value
Added grew another $88 million
to reach a record $692 million.
More importantly, prudent fi nancial
management has further strengthened
our balance sheet, positioning our
businesses to ride the downturn
and capitalise on opportunities as
they arise. Free cash fl ow increased
63% from a year ago to $1.9 billion,
improving net gearing from 0.09x
to net cash of 0.04x.
Our portfolio of businesses has had
a mixed year. The Offshore & Marine
Division was again the major contributor
to PATMI with $705 million or 64%, up
from $522 million last year. Contribution
from Property and Investments
declined on the back of the property
market slowdown and volatility in the
oil and gas sector. The Infrastructure
Division continued its steady build-up,
more than doubling PATMI earnings
from $27 million to $63 million.
To reward Keppel shareholders, the
Board has recommended a full year
total ordinary dividend of 35 cents
2
Keppel Corporation Limited
Report to Shareholders 2008
$1.9b
+63%
Free cash fl ow increased 63%
from a year ago to $1.9 billion,
improving net gearing from 0.09x
to net cash of 0.04x.
PATMI ($ million)
2008
2007
1,097
1,026
per share (including 14 cents interim
dividend), which is almost twice the
2007 ordinary dividend of 19 cents
per share. Last year, an additional
45 cents per share was paid as a
special dividend in celebration of our
40th anniversary.
Building Resilient Businesses
The operating environment last
year was exceptionally challenging,
particularly in the second half of
2008 as the credit crunch worsened
and deleveraging escalated. Major
economies in the United States
(US), Eurozone and Japan sank
into recession, even as the regional
economies slowed rapidly. The
US ended 2008 with its largest job
loss since World War II while China
registered a mere 6.8% growth in the
last quarter.
On the home front, Singapore’s export-
oriented economy was the fi rst in Asia
to slip into recession. GDP in 2009 is
projected to contract by 2% – 5%.
The results achieved by Keppel against
this grim backdrop underscore the
strength of our multi-business growth
strategy, pursued steadfastly through
several business cycles. Over the last
40 years since inception amidst a succession
of economic feasts and famines,
Keppel’s drive to constantly rationalise
and grow its businesses has buttressed
the Group’s overall prospects.
During the year, even as confi dence
and business activities declined, the
Keppel Group maintained focus on
execution across its multi-business
platforms, leveraging its comprehensive
skillsets and networks to further
strengthen its competitive position.
We shall continue to strengthen our
portfolio of complementary businesses
that we believe will serve us well amidst the
current potentially protracted downturn.
Offshore & Marine
Keppel Offshore & Marine (Keppel
O&M) steadily executed its robust
orderbook, leveraging its global
network of 20 yards to deliver
49 projects across its rigbuilding,
conversion and specialised shipbuilding
arms, up from 41 projects a year
earlier. All deliveries were on time,
affi rming Keppel O&M’s credentials as
a premier yard with a strong execution
track record. Keppel FELS was lauded
as the fi rst local enterprise to clinch the
MAXA Award bestowed on outstanding
fi rms achieving innovative, world-class
manufacturing standards.
Yard schedule is tighter this year as
the business units work on fulfi lling
the Division’s $10.8 billion orderbook
well into 2012. A prudent amount
totalling more than $270 million has
been expended during the year to
accommodate existing orders and
prepare for the future. Keppel O&M’s
“Near Market, Near Customer” global
network strategy, coupled with its
proprietary design and engineering
capabilities, have further improved
our operational effi ciency and project
management.
The credit crunch has placed fi nancing
constraints on rig owners and oil
service companies. As a result,
Keppel O&M saw the cancellation
of two orders amounting to around
$650 million and the re-scheduling of
payment terms with one customer. As
Keppel O&M had received substantial
payments for most of its projects
by end-2008, there was no material
impact on the Group. Furthermore,
its diversifi ed client base comprises
established international drilling service
companies and national oil companies
which have longer horizons on their
fl eet programmes and exploration and
production (E&P) activities.
During the year, Keppel O&M
secured $5.2 billion in new contracts,
including a substantial $0.7 billion
during a diffi cult last quarter. The
spread of semisubmersibles (semis),
jackups, conversions and a variety
of specialised shipbuilding projects,
refl ect our broad competencies.
Repeat orders demonstrate customers’
trust in our execution reliability, such as
ENSCO’s three additional deepwater
semis; Seadrill’s seventh semi drilling
tender; another semi rig for Brazilian
driller Queiroz Galvão Óleo e Gás
and Golar’s second Floating Storage
Regasifi cation Unit conversion.
Offshore fundamentals remain sound.
With no viable large-scale alternative
to hydrocarbons, sustained E&P
investment is required to avert a supply
crunch. Major oil and gas producers
have announced hefty E&P budgets
for 2009 for ongoing activities to
bolster depleting reserves and
declining production.
Oil and Gas
The global downturn led to a steep
drop in crude and refi ned product
demand in 2008. Oil prices were
extremely volatile, swinging from
the peak at US$147/bbl to below
US$40/bbl. Singapore Petroleum
Company’s (SPC) refi ning margins
fell from US$10/bbl in fi rst half 2008
to US$1/bbl in the second half,
Chairman’s Statement
3
Chairman’s Statement
averaging US$5.50/bbl over the year.
Still, SPC achieved a creditable PATMI
of $230 million, although down 55%
from 2007.
SPC has made progress in
transforming itself into a regional
integrated energy player, scaling up
its upstream E&P footprint and building
operatorship expertise. Its growing
upstream portfolio will stabilise its
earnings profi le to counterbalance
the volatile downstream sector.
SPC’s results attest to this – upstream
operating profi t has risen ten-fold
in just two years from $14.6 million
in 2006 to $156 million in 2008,
contributing 40% to 2008 after-
tax profi ts.
In the past two years, SPC has planted
new E&P beachheads in China,
Australia and onshore Indonesia. Four
of its portfolio of 10 E&P assets across
Indonesia, China, Vietnam, Cambodia
and Australia are currently producing.
Meanwhile, SPC is acquiring upstream
expertise through operatorship roles
in the Pearl River Mouth Basin acreage
in China and onshore Mahakam Hilir
block in Indonesia.
Property
Our Property business witnessed
slower home sales in 2008, resulting
in a 23% decline in pre-tax profi t to
$365 million compared to 2007.
In Singapore, Refl ections at Keppel
Bay, Park Infi nia and The Tresor
capitalised on their premium status
to secure further take-up of more
than 50 luxury units in 2008. Greater
value has been built into Keppel Bay’s
positioning as a world-class waterfront
lifestyle precinct with the launch of
the exclusive Marina at Keppel Bay,
luxury yacht chartering services as
well as an internationally-accredited
sailing academy. This illustrates
Keppel’s continual drive to enhance
its value propositions through
innovation and strategic differentiation.
Overseas, residential sales netted
another 1,300 units. During the year,
another Shenyang site was added
to our township portfolio and a
waterfront site in Guangdong’s affl uent
Zhongshan which is earmarked for
lifestyle development. Our regional
pipeline of some 60,000 homes
will allow us to capture market
opportunities and monetise assets
at the appropriate time.
The 30-sq km Tianjin Eco-City was
launched in September last year.
The milestone project is spearheaded
by the Chinese and Singapore
governments, with Keppel leading
the private sector on Singapore’s side.
The Tianjin Eco-City will showcase
a replicable and scalable model of
sustainable development balancing
socio-economic and environmental
concerns. The project will harness
Keppel’s strengths in large-scale
integrated property development and
environmental technology capabilities.
The initial 4-sq km start-up phase
is progressing well and should
complete in three to fi ve years. The
fi rst partnership Memorandum of
Understanding has just been signed
for a US$1 billion solar polysilicon
production plant in the Tianjin Eco-City.
Our stable of prime offi ce assets
clustered in Singapore’s fi nancial
enclave has held up well. Marina Bay
Financial Centre attracted more than
60% pre-commitment ahead of its
2010 and 2012 phased completion,
mostly longer-term six to 12-year
leases. Ocean Financial Centre raised
the bar for commercial developments
as the fi rst in Singapore’s Central
Business District to achieve the
Green Mark Platinum Award by the
Building and Construction Authority of
Singapore for its latest state-of-the-art
green features.
K-REIT Asia’s portfolio occupancy
remains just under 100% while average
rental of over $7 psf is still signifi cantly
below 4Q 2008 average prime rental
of $12.90 psf, providing positive rental
reversion potential. Another growth
pillar, our fund management arm, is
steadily generating recurring fee-based
income. Assets under management
grew 60% to $9.8 billion (when
leveraged and invested), including
K-REIT Asia’s $2.1 billion portfolio,
yielding $21 million profi t contribution,
up from $14 million in 2007.
Keppel Land’s strategy to carve out
niche markets in large-scale townships
and integrated lifestyle communities
will tap the urbanisation trends and
favourable demographics of regional
emerging markets such as China,
Vietnam, India and the Middle East.
Long-term demand for quality homes
remains underpinned by strong
fundamentals such as a growing
middle class and greater affl uence.
The recent setback in demand is
expected to be mitigated by a slew
of fi scal and monetary measures by
governments to support domestic
property and infrastructure sectors
and stabilise asset markets.
Infrastructure
Rising environmental awareness and
imminent water and energy challenges
faced by global communities continue
to drive growth in our energy and
environmental engineering businesses.
Keppel Energy’s clean gas-fi red
500 MW co-generation plant made
its fi rst full-year contribution since
debuting in 2007. Adjacencies tapped
included a $3 billion long-term gas
supply contract for ExxonMobil’s
petrochemical facilities.
In environmental engineering, our
forte in water and thermal treatment
technologies has propelled us to the
forefront of the global environmental
market with our innovative yet cost-
effective large-scale integrated
solutions for water treatment and
waste management.
Landmark projects such as the
Qatar domestic solid waste
4
Keppel Corporation Limited
Report to Shareholders 2008
management facility and Doha North
water reuse plant are progressing on
track, with the Doha North water reuse
plant due to begin revenue contribution
from fi rst half 2009.
Singapore’s Tuas Waste-to-Energy
Plant is expected to come online
in the second quarter, while our
148,000 m3/day Ulu Pandan NEWater
Plant is already operational. New
contracts were sealed in Sweden,
Guadeloupe and Honduras. Keppel
Integrated Engineering (KIE) is also
targeting potential opportunities in
the Tianjin Eco-City project through
environmental infrastructure, energy
and utilities related joint ventures.
KIE’s burgeoning orderbook,
including a substantial operations and
maintenance slate, will yield a steady
recurring earnings baseload over the
next 10 to 20 years. Meanwhile, a new
platform is under consideration – a
proposed green trust with the Senoko
Incineration Plant as initial seed asset
which aims to deliver sustainable
returns with secure revenue fl ow.
Driving Earnings Growth
Looking ahead, our multi-business
growth strategy remains intact.
We shall continue to enhance
the performance of the Group’s
businesses, prudently manage
resources, harness synergies, build
our human capital and sharpen
our competitive edge to seize new
opportunities and deliver greater value.
will prepare the company to build
homes of the future.
Keppel’s multi-business model is well-
suited for extracting synergies and
drawing on complementary strengths
to develop new business platforms
and exploit opportunities. For example,
in sustainable development projects
like the Tianjin Eco-City, our property
and environmental infrastructure
capabilities, domain knowledge and
track record offer a unique framework
to address complex large-scale
urban requirements and deliver
comprehensive solutions.
Prudent capital allocation and
disciplined fi nancial management
together with sound operating policies
are Keppel’s hallmarks, whether in
good times or bad. An example is
K-REIT Asia which bolstered its
capital base with a rights issue and
a $1 billion multicurrency medium-
term note programme. The Group’s
businesses are carefully monitoring
the operating environment, reviewing
investment and capital expenditure
requirements while proactively
managing credit and cash fl ow.
The Group will continue to deepen
its relationship with regional markets
and customers, as well as enhance
its operating track record and
invaluable brand equity. We will also
be looking out for good assets and
business opportunities to position us
for future growth.
out the turbulence. Together, we
shall stay the course and press on
to overcome the myriad challenges
as we strive to build resilient and
enduring businesses.
As part of the Group’s succession plan,
I am pleased to hand the baton over to
Mr Choo Chiau Beng as the new Chief
Executive Offi cer, to lead the Group
into the next lap. Chiau Beng, a true
blue Keppelite, has been a director of
Keppel Corporation since 1983. In his
35 years with Keppel, Chiau Beng has
experienced the ups and downs of
the business, and on each occasion,
has helped Keppel emerge stronger
and more successful. He has led our
Offshore & Marine Division to become
the global leader in offshore drilling rigs
and Floating Production Storage and
Offl oading (FPSO) conversions. Under
his able leadership, I am confi dent the
Group will scale new heights and achieve
great success in the years ahead.
I thank our Board, management,
employees, partners, customers, and
all stakeholders for their guidance
and support over the years. We shall
endeavour to enhance stakeholder
value even as we face a deeply
uncertain economic environment.
Yours sincerely,
Technology and innovation are our key
value propositions, enabling us to offer
cost-effective, leading-edge solutions
and create value for customers. Keppel
O&M Technology Centre and Keppel
Environmental Technology Centre will
lead the Group’s drive in technology
innovation and leadership thrust.
Acknowledgements
The way ahead will be diffi cult and
uncharted. The Board will keep a keen
eye on the impact of the global crisis
on our businesses and work with
management to ensure the Group is
well-equipped to weather the enveloping
fi nancial and economic storm.
Lim Chee Onn
Chairman
2 March 2009
Keppel Land’s success in integrating
state-of-the-art environmental
technologies in its prime offi ce and
residential portfolio to signifi cantly
reduce energy and water consumption,
I am confident that sound corporate
governance combined with the
constancy of purpose, drive and
commitment of Keppelites worldwide
will keep us firmly anchored to ride
Chairman’s Statement
5
Interview with CEO
“My top priority is to
make Keppel fi ghting fi t
by becoming leaner and
stronger…”
Mr Choo Chiau Beng
Chief Executive Offi cer of Keppel Corporation
Q: How has Keppel been impacted
by this global economic downturn?
A: This downturn is unprecedented in
both scale and magnitude. No business
can expect to escape unscathed. The
tightening of credit has essentially
choked off the lifelines of many
businesses. Fortunately, governments
around the world are responding and
putting in place measures to pump
prime the ailing economies. However,
the outlook remains uncertain.
We have also been affected. The fi rst
to be hit was our Property business.
Launches of residential projects had
to be shelved due to weak demand.
Singapore Petroleum Company’s (SPC)
earnings were impacted by the huge
volatility in crude oil prices and refi ning
margins. With the drastic drop in oil
prices, new rig orders have temporarily
stopped. We do not expect to see
many new orders for drilling rigs in the
near term, but we will continue to clinch
some Floating Production Storage
and Offl oading (FPSO) conversion
projects and shiprepair work. There is
also a slowdown in the number of new
infrastructure projects coming onstream.
Over the longer term, we remain
confi dent of the fundamentals of
the industries we are in. Our core
competencies built up over the years
will cushion us from the full impact of
the downturn. We will draw lessons
6
Keppel Corporation Limited
Keppel Corporation Limited
Report to Shareholders 2008
Report to Shareholders 2008
and experiences from past crises to
help us ride out the present challenges.
We have proven our mettle before,
emerging stronger after every crisis,
and we plan to do so yet again.
Q: In the business review you
mentioned, are you considering
a change in Keppel’s business
strategy?
Q: What are your plans and
priorities in leading Keppel
through the present challenges?
A: My top priority is to make Keppel
fi ghting fi t by becoming leaner and
stronger. To achieve this, we are
reviewing all our businesses to see
how we can create further value
out of them. We will rationalise and
restructure, and even shed some
operations where we are unlikely
to extract much more value.
We would also look at enhancing our
operational effi ciencies by tapping on our
technology and know-how. We must try
to do our jobs faster, better and in a more
cost-effective way. We are embarking
on a Group-wide cost management
exercise. All our businesses have
been asked to review their operational
processes to identify areas where cost
savings can be realised.
Keppel’s performance in and beyond
this current crisis will depend on our
core of dedicated leaders, talented
managers, as well as our competent
and committed workforce. As such,
training and development of our
people is being stepped up, so
that when the recovery comes,
our workforce will be equipped
and ready to bring Keppel to the
next level of growth. We are also
focusing on improving the productivity
of our workforce, so that our
people can contribute to the overall
strengthening of the operational
effi ciencies of the Group.
A: Our ability to deliver a creditable
set of results in 2008 attests to the
strength of this strategy. In fact, our
growth over the years is due largely
to our ability to continually grow, invest,
rationalise and synergise our portfolio
of businesses. Each business must
create value to the Group. We must
remain agile and fl exible in response
to the ever changing market conditions.
We believe there continues to be
growth potential in our key businesses,
as they meet global needs which are
real, concrete and enduring. We will
continue to build on our strengths
in our various markets.
“Our growth over
the years is largely
due to our ability
to continually grow,
invest, rationalise and
synergise our portfolio
of businesses…
Q: Keppel currently has a strong
balance sheet and healthy cash fl ow.
How do you intend to maintain this?
A: For us, prudent fi nancial management
is important in growing our businesses
in good times and sustaining them in
bad times. We will continue to manage
our fi nances wisely, guided by stringent
risk management and robust corporate
governance frameworks.
Despite the diffi cult environment, we
ended 2008 in a net cash position
of $275 million and a cash balance
of some $2.2 billion. Looking ahead,
we have a $10.8 billion Offshore &
Marine orderbook extending into 2012,
and sizeable Infrastructure contracts,
some with recurring income streams
for the next 25 years. After taking into
consideration the cash which we will
Rationalise
& Grow
Build
Strengths
Multi-Business
Strategy
Invest
& Acquire
We must not be derailed from our
focus on sustained value creation for
our shareholders. We will continue to
sharpen our competitive edge and
exploit synergies across the Group to
ensure that we emerge from this crisis
stronger than ever.
need to complete our projects, our
gearing should remain within healthy
levels this year.
We will continue to pursue contracts
and projects which are cash fl ow
positive. Infrastructure projects which
Interview with CEO
7
Interview with CEO
will give us steady recurring income
streams are also attractive to us.
Capital expenditure requirements and
new investments will be evaluated
selectively and carefully. We will invest
only if the returns are meaningful.
Q: What is Keppel Offshore & Marine
(Keppel O&M) doing to prepare itself
for the downturn?
A: The fundamentals of the Offshore &
Marine business remain intact. In the long
run, offshore Exploration & Production
(E&P) activities will continue, in order to
meet the growing global energy demand.
Against this backdrop, we remain fi rmly
committed to grow our Offshore &
Marine business. We expect Keppel O&M
to leverage its technology and innovation
leadership and strong execution
capabilities to weather the current
storm and more importantly, to
propel the business forward.
For 2009, our offshore yards will be
busier than 2008 with a total of 14 rig
deliveries. FPSO conversions will
likewise continue to be active in 2009.
Our shiprepair yards are also busy, but
may be impacted by the downturn in
the global shipping industry.
In good times and bad, Keppel O&M
manages its costs tightly. Instead of
increasing capacity indiscriminately, we
try to do more jobs through outsourcing
and subcontracting, apart from sharing
our facilities and resources across the
globe. Our yards are not top-line driven,
but are careful to pursue projects which
have good down payments and timely
progress payments.
Q: How does Keppel O&M plan to
maintain its leadership position?
A: Over the years, Keppel O&M
has built up a strong reputation for
execution excellence, customer focus
and technology innovation. These
are the three key strengths which the
company will continue to leverage
and build upon to further sharpen
its competitive edge.
On project execution, we will continue
to place emphasis on making timely
deliveries, with zero incidents and
within budget. This capability stands
us in good stead to achieve win-win
partnerships with our customers and
our customers’ customers.
With 20 yards around the world, Keppel
O&M is in a good position to continue
with its “Near Market, Near Customer”
strategy. For example in Brazil, where it
has one of the largest newbuild yards,
Keppel O&M is ready to take on more
projects from state-owned Petrobras.
Other markets in which we are active
include Russia, the Caspian Sea, the
Middle East, India, Vietnam and China.
We will continue to enhance Keppel
O&M’s suite of proprietary designs and
technological solutions to meet E&P
market demands for activities in deeper
waters and harsher environments. The
current slowdown enables Keppel O&M
to strengthen its research into newer
technologies and competencies to meet
future untapped demands and needs.
Q: In this recession, where do you
see growth opportunities and
contribution by your Property
Division?
A: 2009 will be very challenging
for Keppel Land with weakness
in Singapore and other Asian
markets where the Group operates.
Hopefully, market confi dence will be
shored up with the various stimulus
measures introduced by the regional
governments. The lower mortgage
rates and tax incentives would likely
encourage home purchases too.
While home prices have softened,
the breakeven prices for Keppel
Land’s residential projects are still
considerably below current market
prices. At the same time, the carrying
values of its offi ce properties are within
the lower end of the market range.
Keppel Land will launch its projects if
and when market conditions improve.
Keppel Land remains disciplined and
prudent in fi nancial management. It
will continue to review operating and
project costs for all its developments
to conserve cash. Meanwhile, it
remains on the lookout for selective
acquisitions if good opportunities
present themselves.
Q: How do you intend to continue
to grow the Infrastructure Division?
A: Our Infrastructure Division has
performed well in 2008. Its PATMI of
$63 million in 2008 is more than double
the level achieved in 2007. Moving
ahead, our Infrastructure business
will continue to build on its track
record and develop its expertise and
technology to secure new projects.
8
Keppel Corporation Limited
Report to Shareholders 2008
In environmental engineering, we are
extending our reach from Europe, Asia,
and the Middle East to Latin America.
Margin improvements of this business
will come from stronger operational
effi ciency, productivity increase and
focus on technology innovations. We
are on the lookout for more projects
which will give us a steady recurring
income stream.
We continue to seek ways to expand
our Infrastructure growth platforms
and extract value from our assets. For
example, we have announced plans
to jointly list the world’s fi rst green
business trust (the Trust) with the
Singapore Government in 2009. For
a start, the Senoko Incineration Plant,
which treats 2,100 tonnes of waste
per day to produce 34 MW of green
electrical energy, will be divested by the
Singapore Government into the Trust
upon listing. Singapore’s fi fth waste-to-
energy plant at Tuas, currently being
constructed by Keppel, and the Keppel
Seghers Ulu Pandan NEWater Plant,
will be among the fi rst assets to be
considered for injection into the Trust.
Keppel Energy, which owns and
operates a 500 MW co-generation
plant on Singapore’s Jurong Island,
continues to focus on delivering
stronger earnings from its existing
assets and to evaluate possible
areas of growth.
We are studying synergies within the
Infrastructure Division with the view
to grow the businesses and further
optimise value from them.
President Luiz Inácio Lula da Silva sharing a moment of joy with Mr Choo at
the christening of Petrobras’s P-51 fl oating production unit in Brazil.
“We are reviewing all our businesses
to see how we can create further
value out of them... We must remain
agile and fl exible in response to ever
changing market conditions.”
Q: What is Keppel’s plan for SPC?
A: SPC is an important part of our
multi-business strategy to create
value for shareholders. We support
its strategy to diversify its earnings
base by further growing its portfolio
of upstream assets to match its refi ning
capacity of 145,000 barrels per day
(bpd). This strategy has reaped
results. In 2008, SPC’s upstream
business contributed about 40%
of the company’s after-tax earnings.
To date, SPC has nine production
sharing contracts and one exploration
permit across the Asia-Pacifi c region
in Australia, Cambodia, China,
Indonesia and Vietnam.
With low gearing, SPC is fi nancially
robust and will be able to remain
resilient in this downturn.
The downturn presents opportunities
and SPC will continue to invest
prudently to benefi t from an eventual
recovery of the global economy.
Q: Finally, what is your vision
for the Keppel Group?
A: With the valued contribution from
Chairman and the Board, together
with all Keppelites, I hope to make
Keppel a stronger Group with
profi table businesses, committed
to deliver sustained value creation
for all our stakeholders.
I seek the confi dence and full support
of our stakeholders in our current
efforts to overcome the challenges
ahead and emerge from this crisis
in great shape.
Interview with CEO
9
Driving
a Difference
With the invaluable lessons from the past economic
downturns, Keppel will navigate the challenging landscape
with fl exibility, agility, discipline and prudence.
By
Enhancing
Performance
By
Exercising
Prudence
By
Creating
Value
By
Seizing
Opportunities
We are exploiting our core competencies
and distinctive qualities of resilience and
innovation to strengthen our businesses
for sustainable earnings growth
Integrity, discipline and accountability
are core to responsible management
of resources entrusted to us
Getting the right talent to optimise value
from our assets is pivotal to achieve
business distinction and attractive returns
for our shareholders
Crises create opportunities for the ready.
With our sturdy business platforms,
global network and strong balance sheet,
Keppel is ready
10
Keppel Corporation Limited
Report to Shareholders 2008
Driving a Difference
11
Keppel’s Journey towards
Sustainable Earnings Growth
Milestones: 1968–2008
1968
Formation of Keppel Shipyard
(Pte) Ltd: Corporatisation of the
Dockyard Department of the Port
of Singapore Authority managed by
British shiprepair group, Swan Hunter.
1971
Expansion into Offshore: Acquisition
of 39% interest in listed Far East
Shipbuilding Ltd (renamed FELS
in 1972). Stake in company was
increased to 61.3% in 1973.
1972
Change in Management to
Local Hands: Singaporeans
took over Keppel’s management.
1975
First Overseas Venture: While
developing a major shipyard in Tuas,
Keppel Philippines Shipyard was set
up in partnership with Filipino investors.
1976
Expansion of the Marine Business:
Acquisition of Singmarine Shipyard,
a medium-size shipbuilder and repairer.
1978
Start in Financial Services:
Established to provide factoring to
marine contractors, Shin Loong Credit
(renamed Shin Loong Finance) propelled
the growth and expansion of this division
to include insurance and securities.
1980
Listing on the Singapore
Stock Exchange: Keppel Shipyard’s
30 million shares of $1.00 each was
offered to the public at $3.30 per share.
1983
Diversifi cation into Property:
Acquisition of 82% interest in Straits
Steamship Company.
1984
Restructuring of Keppel:
Rationalisation of non-strategic
businesses in the recession.
1986
Name Change to Keppel
Corporation: Keppel Shipyard became
a division of the Company.
Foray into Vietnam: Straits
Steamship Land developed the
fi rst international-class commercial
building in the country.
Acquisition of ex-Mitsubishi Yard:
The 12-ha yard, acquired deep in
the offshore recession, became a
cornerstone in the growth of FELS.
1989
Sharpening Focus on Property:
Straits Steamship Company was
renamed Straits Steamship Land
following the restructuring of the company
to concentrate on property development.
The non-property businesses were
grouped under Steamers Maritime
Holdings (Steamers).
1990
Establishing of Banking and
Financial Services as a Major
Pillar of Growth: Keppel acquired
Asia Commercial Bank (ACBank).
Renamed Keppel Bank, the successful
acquisition was listed in 1993.
Acquisition of Yard for US Market:
FELS purchased a rig yard in the Gulf
of Mexico where drilling was most
active. The company was renamed
Keppel AmFELS in 2004.
1991
Foray into the Middle East:
Keppel acquired a 20% stake in Arab
Heavy Industries (AHI), a shipyard in
the United Arab Emirates. Interest in
AHI has since been increased to 33%.
1992
Rationalisation of Engineering
Business: This was carried out under
Keppel Integrated Engineering (KIE).
1993
Leading Industrial Park
Development: Keppel led the
Singapore consortium in the
development of the Suzhou
Industrial Park (SIP).
BOO Power Barges: With insuffi cient
rig orders amidst worsening oil prices,
FELS developed two Build-Own-Operate
fl oating power barges which supplied a
total of 180 MW of electricity to the
Philippine power grid addressing brown-
out problems in the country.
1994
Seizing Opportunity in Telecoms
Liberalisation: Re-positioned for
telecommunications business, Steamers
(now Keppel Telecommunications
& Transportation) spearheaded the
Keppel Group’s participation in 1997
in MobileOne (M1), a consortium
formed with SPH, Cable & Wireless
and Hong Kong Telecom.
Offshore Technology Development:
FELS set up a technology company
for R&D of jackup rigs.
1995
Growing Presence in The
Philippines: Subic Shipyard &
Engineering Works was inaugurated
following the acquisition of the former
Philseco yard.
Property Expansion in China:
Straits Steamship Land began
construction of its fi rst property
in Shanghai, and signed agreement
to develop a golf resort with residential
development in Kunming, Yunnan
Province.
1997
Rebranding Exercise Group-wide:
The Keppel name was adopted across
the Group.
Presence in the Caspian: The
Caspian Shipyard in Baku, Azerbaijan,
was set up to meet demand for oil rigs in
the new frontier for oil and gas industry.
Opportunity in Crisis: Keppel Bank
acquired Tat Lee Bank which was
impacted by the Asian fi nancial crisis.
The enlarged bank was renamed
Keppel TatLee Bank in 1998.
1998
Towards a Leaner Keppel: Keppel
removed cross-shareholdings in its
Group of companies and rationalised
the businesses which included the
merger of Keppel FELS (previously
FELS) and KIE into Keppel FELS
Energy & Infrastructure (KFEI).
1999
Entry into Oil and Gas: Keppel
acquired about 77% interest in the
Singapore Petroleum Company (SPC).
Consolidation of Marine
Operations: Keppel Shipyard acquired
Hitachi Zosen and was named Keppel
Hitachi Zosen (KHZ).
Remodelling Property: Keppel Land
(previously Straits Steamship Land)
increased its regionalisation thrust,
re-balanced its Singapore trading assets
and investment properties and started
the property fund management
fee-based business.
Extracting Value from Land
Assets: Keppel Shipyard moved
out of Telok Blangah site in the city,
paving the way for redevelopment
of 32-ha site to Keppel Bay, Singapore’s
premier waterfront precinct.
2000
k1 Ventures: Formerly Singmarine
Industries, then Keppel Marine
Industries, the company changed
its mandate to become a diversifi ed
investment company.
Positioning SPC as an Integrated
Oil and Gas Company: Against
the backdrop of US$10 oil per barrel,
SPC began its upstream business
with the acquisition of the offshore
Kakap gas fi eld in Indonesia.
Its interest in oil and gas fi elds has
since expanded to fi ve countries.
2001
Divestment of Banking and
Financial Services Business:
The divestment of the Division, which
contributed nearly 50% of the Group’s
earnings, enabled Keppel to privatise
and integrate the offshore & marine
businesses.
Restructuring for Greater Focus:
Offshore & Marine, Property and
Infrastructure became the core
businesses of Keppel.
Delisting of KFEI: This set off the
consolidation of the shipyard operations,
including the delisting of KHZ, under the
newly formed Keppel Offshore & Marine
(Keppel O&M) in 2002.
Opportunity During a Downturn:
Keppel Land, with two overseas
partners, seized the opportunity
to bid at good price a prime site in
the New Downtown. The 1.14-ha site
was developed as One Raffl es Quay
(ORQ) to yield a total of 1.32 million sf
of ORQ prime offi ce space.
2002
Foray into The Netherlands:
Keppel O&M completed the acquisition
of Dutch offshore shipyard and
renamed it Keppel Verolme BV.
Environmental Engineering:
The acquisition of Keppel Seghers
Technology (formerly Seghers Better
Technology) in 2002 contributed to the
securing of the NEWater and Waste-to-
Energy (WTE) projects on Build-Own-
Operate basis from the Singapore
Government in 2005.
2003
Stronger Presence in the Caspian:
Keppel O&M established Keppel
Kazakhstan, an offshore engineering
and construction facility.
2005
Securing Marina Bay Financial
Centre (MBFC): Strategically located
in the New Downtown, the integrated
development with offi ce, commercial,
residential and entertainment offerings
has a GFA of 4.7 million sf.
Shipyard in China: Keppel O&M
acquired a shipyard in Nantong for
cost advantage.
2006
Foray into Qatar with
Environmental Engineering:
Keppel Seghers secured from the
Qatari government a QR 3.9 billion
(about $1.7 billion) solid waste
management project and in the
next year, a QR 3.6 billion
(about $1.5 billion) wastewater
treatment plant.
Unlocking Value via a REIT:
Keppel Land sponsored the
establishment of a new real estate
investment trust known as K-REIT Asia.
2007
Advancing Technology: Keppel O&M
Technology Centre and Keppel
Environmental Technology Centre were
set up with seed money of $150 million
and $50 million respectively.
2008
Tianjin Eco-City Project: The Keppel
Group entered into an agreement to lead
the Singapore consortium in developing
an Eco-City project in Tianjin.
Build, Rationalise and Grow
Revenue
$m
12,000
11,000
10,000
9,000
8,000
7,000
6,000
5,000
4,000
3,000
2,000
1,000
0
-1,000
-2,000
Rationalise engineering business
M1 begins operation
Rationalise non-core business
Acquire ACBank
Diversify into property
Secure Qatar wastewater
plant; co-generation plant
begins operation
Set up REIT; secure Singapore’s 5th
WTE plant; secure MBFC site
Develop township business
Acquire Seghers
Divest banking and fi nancial
services; secure ORQ site
Rationalise shipyards;
develop Keppel Bay
Acquire SPC
PATMI
$m
3,000
2,750
2,500
2,250
2,000
1,750
1,500
1,250
1,000
750
500
250
0
-250
-500
1980
1981
1982
1983
1984
1985
1986
1987
1988
1989
1990
1991
1992
1993
1994
1995
1996
1997
1998
1999
2000
2001
2002
2003
2004
2005
2006
2007
2008
Oil crisis
Recession
Revenue
Profi t After Tax & Before Minority Interests (PATMI)
Oil price
collapse
Asian
fi nancial crisis
Dotcom bubble
burst; oil at US$10
per barrel
Property
downturn
SARS
outbreak
Global
downturn
1968: Incorporation • 1971: Move into offshore • 1975: First venture overseas • 1976: Expand marine business • 1978: Begin fi nancial services
Harnessing
Entrenched
Competencies
(cid:129) Visionary leadership
(cid:129) Financial strength
(cid:129) Robust governance
(cid:129) Experienced and talented
workforce
(cid:129) Technology leadership
(cid:129) Reputable brand
(cid:129) Global network
We are embedding our core
competencies into our systems
to improve and sustain our
organisational capability.
Leveraging Broad-Based
Platforms
(cid:129) Offshore & Marine has an orderbook of $10.8 billion
(end-2008) extending into 2012.
(cid:129) Infrastructure’s orderbook of fi ve major projects
includes some with recurring income of up to 25 years.
(cid:129) Property has good residential and commercial
projects in Singapore including Keppel Bay,
Marina Bay Financial Centre and Ocean
Financial Centre and a residential portfolio
of about 90 million sf across Asia and the
Middle East.
(cid:129) We will continue to build our collective strengths,
sharpen our competitive edge and exploit synergies
to sustain high levels of performance across
our businesses.
Enhancing
Performance
In this turbulent environment, we will do whatever it takes to remain
fi ghting fi t, manage uncertainties and best position ourselves for the
upturn. As we stay committed to create sustainable earnings growth,
we will invest in excellence in our relentless drive to restructure, build
and grow our businesses.
Executing and
Delivering Well
Our experienced workforce,
commercial excellence, project
management skills, effi cient supply
chain and comprehensive facilities
are core to our value-enhancing
products and services delivered
on time, within budget and without
incidents.
Achieving Steady
Earnings
FY2008 PATMI
$1,097m
Having consistently achieved
good profi ts, we are reviewing our
businesses to extract more value
from them and ensure steady
earnings and a healthy cash fl ow.
Exercising
Prudence
Driven by integrity, Keppel will reinforce our inherent sound
business principles and further strengthen accountability to
our stakeholders. Amidst the challenging economic and capital
conditions, we will stay rooted in our disciplined fi nancial
management which has engendered a relationship of trust
that has served us well over the years, in good times and bad.
Riding on
Corporate Thrusts
We align our businesses with
our corporate thrusts of Sustaining
Growth, Empowering Lives and
Nurturing Communities.
With integrity and diligence, passion
and pride, we will channel our
energy to ride out the crisis and
emerge stronger and more robust.
Producing Sturdy
Returns
Return on Equity (ROE) 2008
22.4%
Clear guidelines and rigorous discipline are applied
to all investments and divestments. Before contracts
are approved, they are thoroughly reviewed to ensure
positive cash fl ow during execution and that risks are
mitigated. These have contributed to a consistently
high ROE for Keppel. This practice will continue more
judiciously in this turbulent time.
Strengthening our
Balance Sheet
Net Cash Position as at end-2008
Our free cash fl ow also increased
63% from the previous year. We
will continue to ensure positive
cash fl ow on our projects to fortify
the strength of our business platforms,
allowing them to grow and prosper
in the longer term.
Setting Good
Governance
Our strong corporate stewardship
is recognised and rewarded
by investors. Good governance
is second nature to us. In this
crisis, we will manage risk more
closely than ever to protect
shareholders’ interests.
Creating
Value
Investing in people and innovation has always been a priority
at Keppel. For a sustainable competitive advantage in our
businesses, we drive the pace by putting the right people to do
the right job, engaging our customers actively with value-added
solutions and making our assets work much harder.
Capitalising on
Brand Equity
Our business excellence,
commitment and innovation will
set us apart as a trusted business
partner, the preferred solutions
provider and an employer of choice,
both in good times and bad.
Optimising Resources
Economic Value Added (EVA) 2008
$692m
Our fi fth consecutive year-on-year EVA growth
demonstrates our effi cient employment of capital,
stringent investment criteria and strong cash fl ow.
We will scrutinise all our activities and processes
to ensure continuing business strength.
Developing
Talent
As a people developer, we equip
and empower staff to have the
right skills, a global mindset and
a Can-Do! attitude. The nurturing
of talents goes beyond career
development to succession
planning in ensuring long-term
sustainability of our businesses.
Investing in
Technology
Keppel remains steadfast in
investing in market-driven
technologies. We prioritise
our R&D pipeline to focus on
projects that we believe can
produce the highest value.
Our R&D initiatives in recent
years have yielded above
$16 billion worth of Offshore
& Marine contracts and $4 billion
of Infrastructure projects.
Seizing
Opportunities
With our strong balance sheet, robust business platforms
and a global network, Keppel stands ready to seize
opportunities in this crisis. We will judiciously balance
short-term pressures with our long-term strategies
to grow our businesses and hunt for new markets.
Unlocking
Value
With its healthy balance sheet,
Keppel Land which spearheads
our Property Division, is poised
to make selective acquisitions
if good opportunities arise. With
the regional markets experiencing
diffi culties, it will continue to
exercise great care in executing
its business strategy and actively
manage its fi nancial resources.
Pursuing Enduring
Businesses
The crisis has dampened but not stopped the
momentum to reduce the ecological footprint
in urban development and manage scarce water
resources. With Keppel’s water and waste-to-energy
technologies, brand equity and sterling track
record, the Infrastructure Division has a strong
value proposition for municipal governments and
industrial operators seeking to address these
environmental issues.
Investing for
the Future
Declining prices present
opportunities for our oil and gas
company, Singapore Petroleum
Company, to prudently acquire
upstream assets and fuel future
growth. Its strong balance sheet
in the current weak market enables
the company to balance its reliance
on downstream activities and to
further diversify its earnings stream.
Capturing New
Markets
By planting operations
“Near Market, Near Customer”,
our Offshore & Marine Division
gains early notice in its hunt for
new profi t pools and fresh markets.
It will act with conviction, tapping
on its wide network of business
partnerships, local knowledge
and key competencies.
Key Figures
Revenue
PATMI
$11.8b
$1,097m
Increased 13% from FY07’s $10.4 billion
Revenue grew $1.4 billion to reach $11.8 billion in 2008.
This was mainly contributed by Offshore & Marine Division
and Infrastructure Division. The increases were partially
offset by a decline in revenue from Property Division.
Increased 7% from FY07’s $1,026 million
Earnings exceeded the billion-dollar mark, achieving a new
high of $1,097 million. Notwithstanding the lower earnings
growth in 2008, the fi ve-year CAGR for PATMI remained
above 22%.
ROE
EVA
22.4%
$692m
Increased 3% from FY07’s 21.8%
ROE has improved year-on-year for the 10th year.
It surpassed 10% since 2001, exceeded 15% in 2004
and breached 20% in 2007. ROE remained above
20% to reach a new record of 22.4% in 2008.
Increased $88 million from FY07’s $604 million
Increased EVA was due to higher NOPAT coupled with lower
capital charge. EVA was negative $665 million in 2001 and
continued to improve year-on-year, achieving $692 million in
2008. This is an improvement of $1.4 billion over eight years.
EPS
Dividend
69.0¢
Increased 6% from FY07’s 64.9 cents per share
EPS growth kept pace with PATMI growth.
No signifi cant dilution in EPS because no major
capital call was made since 1997.
35.0¢
Dividend payout remained above 50% of PATMI
Total dividend for 2008 comprises fi nal dividend of 21 cents
and interim dividend of 14 cents already paid. In the previous
year, total dividend of 64.0 cents included a special dividend
of 45 cents. The Group has consistently distributed more than
50% of its PATMI to its shareholders for the past eight years.
Free Cash Flow
Net Cash
$1,876m
0.04x
Increased 63% from FY07’s $1,151 million
Healthy free cash fl ow of $1.9 billion was the highest
ever achieved in a year.
Improved from FY07’s net gearing of 0.09x
Strong cash fl ow resulted in net cash position.
Gearing has been reduced from 1.12x in 2001 to 0.77x
in 2003 to the current negative gearing of 0.04x. This places
the Group in good position to further strengthen its earnings
base going forward.
20
Keppel Corporation Limited
Report to Shareholders 2008
Group Strategic Directions
Strategic Directions
Strategy in Action
Fortifying Core Competencies
• Underpin value creation by
investing in R&D for long-term
growth
• Foster growth by enhancing
operational competitiveness
through strategic investments and
partnerships with trendsetters
• Nurture and develop people to
share a common culture and a
drive to deliver more
Expanding Global Footprint
• Build on the Group’s strong
global network for new business
opportunities
• Leverage the Keppel brand equity
to enhance its presence in
existing markets and penetrate
new markets
Increasing Business
Robustness
• Protect long-term earnings
through commercial excellence
and mitigation of risks
• Drive best practice initiatives
through operational excellence,
superior cash fl ow and strong
earnings return to shareholders
Leveraging Growth Platforms
• Leverage the Group’s scale and
the spread of its businesses, and
their embedded growth options,
to develop new platforms for
robust and sustainable earnings
streams.
KOMtech’s R&D Achievements
Keppel Offshore & Marine Technology Centre
(KOMtech) has patented eight products just
a year after its launch. Key projects include
developing new anti-corrosive self-
compacting concretes for offshore
structures, ice-resistant designs for mobile
offshore drilling units and winterising jackup
rigs for subzero regions.
Building on our Presence
in the Middle East
In pace with progress in Keppel Integrated
Engineering's (KIE) two landmark environmental
engineering projects totalling $3.2 billion in
Qatar, Keppel Land is developing a luxury
waterfront residential development in Jeddah,
Saudi Arabia. Keppel O&M is also accelerating
the building of the NAKILAT shipyard in the
Port of Ras Laffan, north of Doha. Expected
to commence operations in 2010, this
shipyard is poised to meet the future needs
of the region.
Selective and Careful
Evaluation of Investments
Prudent fi nancial management, stringent risk
management and strong corporate governance
have been key to our net cash position. Each
capital expenditure and new investment is
carefully evaluated. Beyond a strategic fi t with
our core businesses, the project has to be
EVA positive and generate an ROE of at least
12%. We are conducting a review of our
businesses to further rationalise and
streamline our portfolio in order to maximise
value to shareholders.
Track Record in Water Technology
KIE is building new technologies such as
MEMSTILL®, a distillation process using
hydrophobic membranes to separate brackish
water from pure distilled water. Utilising low-
grade waste steam and heat from heat-
generating plants, MEMSTILL® presents a
cleaner, more economical and energy-effi cient
alternative to existing technologies. A large
demonstration plant for MEMSTILL® is
planned for 2010 in Singapore.
Group Strategic Directions
21
Group at a Glance
Keppel Corporation
Offshore & Marine
Revenue ($ million)
Revenue ($ million)
2008
2007
11,805
10,431
2008
2007
8,569
7,258
The Group produced a sterling set of results for the year despite the
challenges and weakness in the global economy.
$1,097m
PATMI in 2008
Strong Governance
The Group fi rmly believes that a genuine commitment to good governance
is essential to the sustainability of our businesses and performance. Key to
good governance is a strong and independent Board, engaging the executive
directors and management, and at the same time, providing wise counsel and
excellent insights.
Our Board of Directors comprises six independent directors, two non-executive
directors and two executive directors. Presiding over strategic directions and
corporate governance of Keppel Corporation, the Board also oversees the
businesses and processes of the company.
Strategic Management
Based in Singapore, Keppel Corporation provides strategic direction to the
business units and coordinates corporate services including audit and risk
management, corporate planning, corporate communications, fi nance,
human resources, information services, legal, tax and treasury.
Consistent Efforts
We remain steadfast in our strategy of building our key businesses of
Offshore & Marine, Property and Infrastructure, and maximising the value
embedded in our Investments.
To achieve consistent performance, our disciplined investment approach
supports long-term growth and balances this with fair returns to stakeholders.
High priority is placed on talent management, technology development
and acquisition, brand equity enhancement, network building with strategic
partners and trendsetters as well as cultivating a corporate culture of integrity
and the Can-Do! spirit.
Collective Strength
With operations spanning 35 countries, our strength is underpinned by Group
cohesiveness across different business units and between business units and
the Headquarters. We use our collective experience, expertise and network
to realise the Group’s common vision whilst adhering to one another’s priorities
and focus.
There is open communication between management and the Board, and as
a result, Keppel Corporation benefi ts from the counsel, guidance and expertise
of Board members. We believe that this concerted approach in growing our
businesses will enable us to deliver more to stakeholders even amidst an
increasingly uncertain and competitive global environment.
Offshore & Marine continues to
be the largest contributor to Group
revenue with 18% growth in 2008.
$705m
PATMI in 2008 The Division
accounted for 64% of the Group’s
earnings, up 35% from $522 million
in 2007.
To be the choice provider
and solutions partner in its
selected segments of the
offshore and marine industry
Focus for 2009/2010
• Deliver value through
excellent project management
and execution
• Enhance R&D initiatives
to strengthen group
position as market leader
in selected segments
• Explore opportunities in adjacent
business areas and new markets
• Maximise and realise
operational effi ciencies
• Step up prudent cost management
• Focus on Health, Safety and
the Environment
22
Keppel Corporation Limited
Report to Shareholders 2008
Property
Infrastructure
Investments
Revenue ($ million)
Revenue ($ million)
Revenue ($ million)
2008
2007
950
2008
2007
1,835
2,232
2008
2007
1,277
54
61
Property's revenue of $950 million
was $885 million or 48% lower due
to lower sales of residential projects
in 2008.
$157m
PATMI in 2008 Property’s year-
on-year earnings fell by 25%, which
in turn accounted for 14% of the
Group’s earnings.
Infrastructure contributed to a billion-
dollar increase in Group revenue due
largely to higher revenue from the
co-generation plant in Singapore and
environmental engineering contracts.
$63m
PATMI in 2008 The Division’s
PATMI was more than double the
level achieved in 2007.
Investments’ revenue was lower
in 2008 compared to 2007.
$172m
PATMI in 2008 Investment’s
36% decline in profi t compared
to 2007 levels was due mainly to
lower contribution from SPC.
To be a leading property
developer and a premier
property fund manager in Asia
To build a selected portfolio
of environmental engineering,
power generation, logistics
and data centre and networks
businesses
To maximise value of
businesses and investments
for shareholders
Focus for 2009/2010
• Contribute to development of the
New Downtown with Marina Bay
Financial Centre and Ocean
Financial Centre, and the
waterfront precinct with
Refl ections at Keppel Bay
• Selectively pursue township,
lifestyle and sustainable
developments in Asia
• Grow fund management income
• Strengthen efforts in promoting
sustainable development for all
its projects
• Further develop green expertise
through involvement in the Sino-
Singapore Tianjin Eco-City
Focus for 2009/2010
• KIE – offer sustainable energy and
water solutions to communities
through recovery of energy from
waste and water from wastewater
Focus for 2009/2010
• SPC – prudently invest in oil and
gas production assets and develop
existing acreages for long-term
shareholder value creation
• Keppel Energy – build a strong
• k1 Ventures – work closely
power generation and gas supply
business in Singapore and beyond
with investee companies for
value creation
• Logistics – tap logistics growth of
• M1 – continue to tap on
China and Southeast Asia
opportunities from media
convergence and develop
new businesses anchored
on core competencies
Group at a Glance
23
Keppel Around the World
We have a global presence
spanning 35 countries with overseas
customers as our earnings mainstay.
North
America
$1,708m
Mexico
United States
Central
America
$109m
Nicaragua
Ecuador
South
America
$1,337m
Brazil
Argentina
Offshore & Marine
Azerbaijan
Brazil
Bulgaria
China
India
Indonesia
Japan
Kazakhstan
Norway
Qatar
Singapore
The Netherlands
The Philippines
United Arab Emirates
United States
Vietnam
Property
China
India
Indonesia
Japan
Korea
Malaysia
Myanmar
Saudi Arabia
Singapore
Thailand
The Philippines
Vietnam
Infrastructure
Algeria
Argentina
Australia
Belgium
Brazil
China and Hong Kong
Ecuador
France
Germany
Indonesia
Ireland
Malaysia
Mexico
Nicaragua
Qatar
Singapore
Spain
Sweden
Thailand
The Philippines
United Kingdom
United States
Vietnam
Investments
Australia
Cambodia
China and Hong Kong
Indonesia
Singapore
Thailand
United States
Vietnam
Sweden
Norway
Europe $3,521m
Ireland
The Netherlands
United Kingdom
Belgium
Germany
France
Bulgaria
Kazakhstan
Spain
Azerbaijan
Algeria
Saudi Arabia
Qatar
United Arab Emirates
Middle East
$525m
China and
Hong Kong
$235m
India
$451m
India
China
Hong Kong
Myanmar
Vietnam
Thailand
Cambodia
Malaysia
SINGAPORE
Indonesia
Korea
Japan
Japan
and Korea
$135m
The Philippines
ASEAN
$3,641m
Australia
$143m
Australia
Revenue by Market
ASEAN
Europe
North America
South America
Middle East
$3,641m
$3,521m
$1,708m
$1,337m
$525m
India
$451m
China and Hong Kong $235m
$143m
Australia
$135m
Japan and Korea
$109m
Central America
Total FY08 Revenue
$11,805m
24
Keppel Corporation Limited
Report to Shareholders 2008
Keppel Around the World
25
Board of Directors
Our Directors bring their wealth
of experience and expertise to the
strategic governance of the Group.
Lim Chee Onn, 64
Non-Executive Chairman
Chairman, Executive Committee
The board and management of Keppel Corporation
fi rmly believe that a genuine commitment to good
corporate governance is essential to the sustainability
of the Company’s businesses and performance.
26
Keppel Corporation Limited
Report to Shareholders 2008
Choo Chiau Beng, 61
Tony Chew Leong-Chee, 62
Lim Hock San, 62
Chief Executive Offi cer
Member, Executive Committee
Member, Board Safety Committee
Lead Independent Director
Executive Chairman,
Asia Resource Corporation
Member, Executive Committee
Member, Audit Committee
Independent Director
Chief Executive Offi cer,
United Industrial Corporation
Chief Executive Offi cer,
Singapore Land
Chairman, Audit Committee
Member, Executive Committee
Member, Board Risk Committee
Board of Directors
27
Board of Directors
Sven Bang Ullring, 73
Tsao Yuan Mrs Lee Soo Ann, 53
Oon Kum Loon, 58
Independent Director
Chairman, Board of The Fridtjof
Nansen Institute, Oslo, Norway
Chairman, Nominating Committee
Chairman, Remuneration Committee
Member, Board Safety Committee
Independent Director
Executive Coach and Coach Practice
Leader, SDC Consulting
Member, Nominating Committee
Member, Remuneration Committee
Member, Board Safety Committee
Independent Director
Chairman, Board Risk Committee
Member, Audit Committee
Member, Executive Committee
Member, Nominating Committee
Member, Remuneration Committee
28
Keppel Corporation Limited
Report to Shareholders 2008
Tow Heng Tan, 53
Yeo Wee Kiong, 53
Teo Soon Hoe, 59
Non-Independent and
Non-Executive Director
Chief Investment Offi cer,
Temasek Holdings
Member, Executive Committee
Member, Remuneration Committee
Member, Board Risk Committee
Independent Director
Director, Drew & Napier LLC
Chairman, Board Safety Committee
Member, Board Risk Committee
Senior Executive Director
and Group Finance Director
Member, Executive Committee
Board of Directors
29
Keppel Group Boards of Directors
Keppel Offshore & Marine
Choo Chiau Beng
Chairman
Chief Executive Offi cer,
Keppel Corporation
Tong Chong Heong
Chief Executive Offi cer
Charles Foo Chee Lee
Managing Director (Special Projects)
Sit Peng Sang
Chief Financial Offi cer
Bjarne Hansen
Senior Partner, Wing Partners I/S,
Denmark
Prof Neo Boon Siong
Director, Asia Competitiveness Institute,
Lee Kuan Yew School of Public Policy,
National University of Singapore
Stephen Pan Yue Kuo
Chairman, World-Wide
Shipping Agency Limited
Prof Minoo Homi Patel
Head of School & Professor of
Engineering, School of Engineering,
Cranfi eld University, UK
Dr Malcolm Sharples
President, Offshore Risk
& Technology Consulting, US
Teo Soon Hoe
Senior Executive Director and Group
Finance Director, Keppel Corporation
Keppel Land
Lim Chee Onn
Chairman
Chairman, Keppel Corporation
Kevin Wong
Group Chief Executive Offi cer
Lim Ho Kee
Chairman, Singapore Post
Prof Tsui Kai Chong
Provost and Professor of Finance,
SIM University
Lee Ai Ming (Mrs)
Deputy Managing Partner,
Rodyk & Davidson
Tan Yam Pin
Former Managing Director,
Fraser and Neave Group
Niam Chiang Meng
Permanent Secretary,
Ministry of Community Development,
Youth and Sports
Wee Sin Tho
Vice President, Endowment
and Institutional Development,
National University of Singapore
Tan Boon Huat
Chief Executive Director,
People’s Association
Keppel Energy
Ong Tiong Guan
Managing Director
Choo Chiau Beng
Chief Executive Offi cer,
Keppel Corporation
Heng Chiang Meng
Principal/Director,
Spear Consultancy Pte Ltd
Teo Soon Hoe
Senior Executive Director and Group
Finance Director, Keppel Corporation
Edward Lee
Former Ambassador to Indonesia
Choo Chiau Beng
Chief Executive Offi cer,
Keppel Corporation
Khoo Chin Hean
Executive Director,
Energy Studies Institute
Foo Jang See
Director
Teo Soon Hoe
Senior Executive Director and Group
Finance Director, Keppel Corporation
Keppel Integrated
Engineering
Keppel Telecommunications
& Transportation
Teo Soon Hoe
Chairman
Senior Executive Director and Group
Finance Director, Keppel Corporation
Lam Kwok Chong
Managing Director
Dr Tan Tin Wee
Associate Professor of Biochemistry,
National University of Singapore
Prof Bernard Tan Tiong Gie
Professor of Physics, National
University of Singapore
Wong Boon Kong
Chairman
Chua Chee Wui
Chief Executive Offi cer
Tong Chong Heong
Chief Executive Offi cer,
Keppel Offshore & Marine
Lawrence Lim
Director
Loh Ah Tuan
Director
Khor Poh Hwa
Senior Advisor to CPG Corporation
Reggie Thein
Independent Director
30
Keppel Corporation Limited
Report to Shareholders 2008
Singapore Petroleum
Company
Prof Tan Teck Meng
Professor of Accounting,
Singapore Management University
Goh Yong Hong
Chairman, Advisory Board
of Raffl es Town Club Pte Ltd
Choo Chiau Beng
Chairman
Chief Executive Offi cer,
Keppel Corporation
Koh Ban Heng
Chief Executive Offi cer
Bertie Cheng Shao Shiong
Chairman, TeleChoice International
Cheng Hong Kok
Director
Dr Chin Wei-Li, Audrey Marie
Chairman, Vietnam Investing
Associates – Financials (S) Pte Ltd
Goon Kok-Loon
Executive Chairman, Global Marine
& Port Services Pte Ltd
Teo Soon Hoe
Senior Executive Director and Group
Finance Director, Keppel Corporation
Chow Wing Kin Anthony
Partner, Peter C. Wong,
Chow & Chow
Yong Pung How
Former Chief Justice,
Republic of Singapore
Patrick Choy
Chairman, Global Strategy
Company Limited;
Chairman, China Financial Leasing Group
K-REIT Asia Management
Chow Kok Fong
Chartered Arbitrator
Prof Tsui Kai Chong
Chairman
Provost and Professor of Finance,
SIM University
Kevin Wong
Deputy Chairman
Group Chief Executive Offi cer,
Keppel Land
Khor Poh Hwa
Senior Advisor to CPG Corporation
Choo Chin Teck
Director (Corporate Services),
Keppel Land International
Joint Company Secretary,
Keppel Land
Ang Wee Gee
Executive Director and
Chief Executive Offi cer (International),
Keppel Land International
Geoffrey John King
Director, Vermilion Oil & Gas Australia
Director, Phoenix Oil and Gas Limited
Director, Carpathian Resources Limited
Tan Swee Yiow
Chief Executive Offi cer/Director
Chief Executive Offi cer (Singapore
Commercial), Keppel Land International
Dato Paduka Timothy
Ong Teck Mong
Acting Chairman, Brunei Economic
Development Board
Teo Soon Hoe
Senior Executive Director and Group
Finance Director, Keppel Corporation
k1 Ventures
Steven Jay Green
Chairman/Chief Executive Offi cer
Former US Ambassador to Singapore
Kamal Bahamdan
Founder and Managing Partner,
The BV Group
Choo Chiau Beng
Chief Executive Offi cer,
Keppel Corporation
Lee Ai Ming (Mrs)
Deputy Managing Partner,
Rodyk & Davidson
Lim Poh Chuan
Director, Income Partners funds
Dr Chin Wei-Li, Audrey Marie
Chairman, Vietnam Investing
Associates – Financials (S) Pte Ltd
Evergro Properties
Chew Heng Ching
Chairman
Chairman, Governing Council,
Singapore Institute of Directors
Kevin Wong
Non-Executive Vice Chairman
Group Chief Executive Offi cer,
Keppel Land
Dr Lee Suan Yew
Medical Practitioner and Past President
of the Singapore Medical Council
Goh Toh Sim
Chief Executive Offi cer/Executive
Director
Keppel Group Boards of Directors
31
Keppel Technology Advisory Panel
The Group promotes a culture of innovation
with guidance from eminent business leaders,
professionals and industry experts.
Professor Cham Tao Soon
Chairman
BEng (Civil), 1st Class Honours,
University of Malaya; BSc (Maths),
University of London; PhD (Fluid
Mechanics), University of Cambridge.
He was the founding President of
Nanyang Technological University
(Singapore) in 1981 and had
relinquished the post in 2002 and is
now its President (Emeritus). Presently,
he is the Chancellor and Chairman
of SIM University. He has received
several honorary doctorates and
foreign academy awards including
the International Medal of the British
Royal Academy of Engineering.
Professor Sir Eric Ash
BSc and PhD, Imperial College
London; CBE FREng FRS.
He is presently an Advisor to Tata
Consulting Engineers Ltd in Mumbai.
A past president of the Institution of
Electrical Engineers (now Institution
of Engineering and Technology), he is
a Foreign Member of the US National
Academy of Engineering. He was
Rector of Imperial College 1985–93,
Vice President of the Royal Society
1997–2002. He has several honorary
doctorates including one from
NTU Singapore.
Dr Brian Clark
Schlumberger Fellow; B.S. Ohio
State University; PhD, Harvard
University (1977).
He holds 54 patents related to the
exploration and development of oil and
gas, primarily in wireline logging and
logging while drilling. He was recognised
as the Outstanding Inventor of the Year
for 2002, by the Houston Intellectual
Property Law Association and as the
Texas Inventor of the Year for 2002,
by the Texas State Bar Association.
Professor Minoo Homi Patel
Fellow of the Royal Academy of
Engineering, the Institution of
Mechanical Engineers and the
Royal Institution of Naval Architects;
Chartered Engineer; BSc (Eng) and
PhD, University of London and an
Honorary Member of the Royal Corps
of Naval Constructors.
He is Head of the School of
Engineering at Cranfi eld University and
a Founder Director of the science park
company BPP Technical Services Ltd.
Dr Yeo Ning Hong
BSc (Chemistry), First Class Honours,
MSc, University of Singapore;
Master of Arts and PhD, University
of Cambridge (1970).
He also sits on the Boards of
Keppel Offshore & Marine, Cranfi eld
Aerospace, Cranfi eld Engineering
Innovations and Pipestream
Engineering Inc.
Dr Yeo is Advisor to Far East
Organisation and formerly Advisor to
Temasek Holdings (Pte) Ltd and Hyfl ux
Ltd. He is also Chairman of SQL View Pte
Ltd and Universal Gateway International
(Pte) Ltd, and serves as a Director of
Singapore Press Holdings Ltd.
Dr Yeo was a Cabinet Minister in the
Singapore Government from 1981 to
1994 holding appointments as Minister
for Communications, Information,
National Development and Defence.
Dr Malcolm Sharples
President, Offshore Risk &
Technology Consulting Engineering
Inc.; B. E. Sc Engineering Science,
University of Western Ontario; PhD;
University of Cambridge; Athlone
Fellow; Fellow of the Society
of Naval Architects; Registered
Professional Engineer.
His company provides consulting on
offshore-related projects including
project technical risk, project safety
cases and health & safety quality
systems, fi nancial due diligence
on acquisitions, regulatory advice,
32
Keppel Corporation Limited
Report to Shareholders 2008
business development assistance,
and he has been involved as an
expert witness in a number of legal
proceedings. He is an active member
of the Canadian Standards Association
on offshore wind farms.
He is a Director of Keppel Offshore
& Marine.
Professor James Leckie
BS (Honours), San Jose State
University; SM, PhD, Harvard
University (1970); The C. L. Peck,
Class of 1906 Professor of
Environmental Engineering and
Applied Earth Sciences, Stanford
University; Director of the Stanford
Centre for Sustainable Development
& Global Competitiveness; Director,
Stanford-China Executive Leadership
Programme; Director, Singapore
Stanford Partnership.
He has appointments in both Civil
and Environmental Engineering, and
Geological and Environmental Sciences
at Stanford. He is a member of the
National Academy of Engineering.
He holds fi ve patents related to water
treatment technology and over 300
publications. His areas of teaching and
research are in environmental chemistry
and human exposure analysis.
Dr Tan Gee Paw
BEng (Civil), First Class Honours,
University of Malaya; MSc (Systems
Engineering), University of Singapore;
Doctor of Science (Honorary),
University of Westminster; Doctorate
in Engineering (Honorary), University
of Sheffi eld. He is the Chairman of
Public Utilities Board, the national
water agency of Singapore since
1 April 2001.
He is a member of the Presidential
Council for Religious Harmony, and
sits on the Board of JTC Corporation,
NTU-Stanford Management Board,
Exploit Technologies Pte Ltd, the
Singapore Millennium Foundation
1
3
2
4
5 6
9
8
7
10
11
(5th & 6th from left) CEO Choo Chiau Beng and
Chairman Lim Chee Onn with KTAP members.
1 Dr Brian Clark
2 Dr Tan Gee Paw
3 Dr Malcolm Sharples
4 Professor Sir Eric Ash
7 Professor Minoo Homi Patel
8 Professor Cham Tao Soon (Chairman, KTAP)
9 Dr Yeo Ning Hong
10 Professor James Leckie
11 Professor Tom Curtis
Newcastle upon Tyne, as well as
a recipient of the Royal Academy
of Engineering Global Research
Fellowship and the Biotechnology and
Biological Sciences Research Council
(BBSRC) Research Development
Fellowship. Before entering academia,
he worked in construction and public
health policy. His major areas of
research include microbial ecology,
engineered biological systems in
general and wastewater treatment
in particular.
Limited, Ascendas Pte Ltd, First
DCS Pte Ltd and OpenNet Pte Ltd.
He is the Advisor for the Centre
for Water Research, and Adjunct
Research Professor of the Division of
Environmental Science & Engineering,
Faculty of Engineering, National
University of Singapore (NUS).
Dr Tan co-chairs the Environmental
& Water Technologies International
Advisory Panel, Ministry of the
Environment & Water Resources. He is
Chairman of the International Advisory
Panel of the Lee Kuan Yew School
of Public Policy, NUS, and chairs the
Nominating Committee of the Lee
Kuan Yew Water Prize, Singapore
International Water Week. He is also
a Member of the Advisory Board of
the Centre for Liveable Cities, and
Chairman of the Governing Board for
the Earth Observatory of Singapore,
Nanyang Technological University.
Professor Thomas (Tom) Curtis
BSc (Hons) Microbiology, University
of Leeds; M.Eng and PhD Civil
Engineering, University of Leeds.
He is a professor of Environmental
Engineering of the University of
Keppel Technology Advisory Panel
33
Senior Management
Our leaders provide the strategic direction to the
business units to further their competitive edge.
Keppel Corporation
Choo Chiau Beng
Chief Executive Offi cer
Teo Soon Hoe
Senior Executive Director &
Group Finance Director
Corporate Services
Chan Soo Sen
Director (Chairman’s Offi ce)
Ko Kheng Hwa
Chief Executive Offi cer
Sustainable Development
& Living Business Division
Chee Jin Kiong
Director
(Group Human Resources)
Paul Tan
Group Controller
Wang Look Fung
General Manager
(Group Corporate Communications)
Lynn Koh
General Manager
(Group Treasury)
Lai Ching Chuan
General Manager
(Group Corporate
Development / Planning)
Magdeline Wong
General Manager
(Group Tax)
Tina Chin
General Manager
(Group Risk Management)
Nelson Yeo Chien Sheng
Executive Director
Keppel Shipyard
Hoe Eng Hock
Executive Director
Keppel Singmarine
Chow Yew Yuen
President (The Americas)
Caroline Chang
General Manager
(Group Legal)
Tan Eng Hwa
General Manager
(Group Internal Audit)
Martin Ling
General Manager
(Group Information Technology)
Offshore & Marine
Tong Chong Heong
Chief Executive Offi cer
Keppel Offshore & Marine
Sit Peng Sang
Chief Financial Offi cer
Keppel Offshore & Marine
Charles Foo Chee Lee
Managing Director
(Special Projects)
Keppel Offshore & Marine
Chee Jin Kiong
Executive Director
(Human Resources)
Keppel Offshore & Marine
Michael Chia Hock Chye
Executive Director
Keppel FELS
Wong Kok Seng
Executive Director
(Operations)
Keppel FELS
34
Keppel Corporation Limited
Report to Shareholders 2008
Property
Infrastructure
Unions
Kevin Wong
Group Chief Executive Offi cer
Keppel Land
Lam Kwok Chong
Managing Director
Keppel Telecommuncations &
Transportation
Keppel FELS Employees Union
Muhamad Shah Bin Md Sahid
President
Atyyah Hassan
General Secretary
Keppel Employees Union
Mohd Yusop Bin Mansor
President
Mohd Yusof Bin Mohd
General Secretary
Shipbuilding & Marine
Engineering Employees Union
Wong Weng Onn
President
Lim Chin Siew
Executive Secretary
Ang Wee Gee
Executive Director and
Chief Executive Offi cer (International)
Keppel Land International
Ong Tiong Guan
Managing Director
Keppel Energy
Chua Chee Wui
Chief Executive Offi cer / Director
Keppel Integrated Engineering
Investments
Koh Ban Heng
Chief Executive Offi cer
Singapore Petroleum Company
Steven Jay Green
Chairman / Chief Executive Offi cer
k1 Ventures
Karen Kooi
Acting Chief Executive Offi cer
Chief Financial Offi cer
MobileOne
Choo Chin Teck
Director (Corporate Services)
and Group Company Secretary
Keppel Land International
Lim Kei Hin
Chief Financial Offi cer
Keppel Land International
Tan Swee Yiow
Chief Executive Offi cer
(Singapore Commercial)
Keppel Land International;
Chief Executive Offi cer / Director
K-REIT Asia Management
Augustine Tan
Chief Executive Offi cer
(Singapore Residential)
Keppel Land International
Loh Chin Hua
Managing Director
Alpha Investment Partners
Goh Toh Sim
Chief Executive Offi cer
Evergro Properties
Senior Management
35
Investor Relations
We are continually strengthening communications
with our shareholders and the investing community.
Senior management engages the
investing community through various
platforms that include presentations and
webcasts of Keppel’s quarterly results.
Keppel Corporation has a dedicated
Investor Relations team supporting
management in the effective
communication with our stakeholders,
including investors, analysts, fund
managers and the media. Through
regular communications, we aim to
give our stakeholders balanced insights
into the Group’s strategic directions,
performance, key developments and
plans for sustainable earnings growth.
We are guided by the principle of
achieving best practices in corporate
governance and disclosure. Clear,
consistent and regular communication
is a hallmark of our relationships with
analysts and investors worldwide.
Proactive Outreach
As part of our proactive outreach to our
stakeholders, our Investor Relations
team organises discussions and
meetings between Keppel’s senior
executives and institutional investors
and analysts throughout the year.
In 2008, we continued to see a strong level
of interest among institutional investors
on the progress and prospects of the
Company. In all, we held 191 face-to-face
investor meetings in Singapore alone.
36
Keppel Corporation Limited
Report to Shareholders 2008
Through non-deal roadshows to the US,
the UK, Europe and Hong Kong, our
senior management met up with over
70 institutional investors in 2008. This
was instrumental in strengthening
relationships with our long-term
shareholders and sustain the strong
interest among overseas fund managers.
To aid in the better understanding of
our business units and operations, we
facilitated meetings with management
of key subsidiaries which included
tours of the facilities. For example,
investors from Scandinavia and
the Asian region visited our yards
in Singapore for insights into our
rigbuilding operations and facilities.
During the year, we continued to
invite investors and analysts to major
corporate functions, ranging from
vessel-naming ceremonies at our yards
to arts and charity events sponsored
by the Group. Such events presented
excellent platforms for the investing
community to interact with the senior
executives of our business units.
Our management and Investor Relations
team also engaged overseas funds
through conference calls, enabling
clarifi cation of issues and updates
on our businesses.
In August 2008, to facilitate a better
understanding among analysts of
Keppel’s participation in the Sino-
Singapore Tianjin Eco-City project, a
conference chaired by then Executive
Chairman Mr Lim Chee Onn was held.
About 40 analysts covering Keppel
Corporation and Keppel Land attended
and were given insights into this 10- to
15-year project.
With Offshore & Marine as one of
our key businesses, we continued to
identify opportunities to reach out to
institutional investors with particular
interest in this industry. This led to our
second time participation in the Annual
Oil & Offshore Conference, organised
by Pareto Securities in Norway. Senior
executives from Keppel Offshore &
Fund managers and analysts visit our yards and the Keppel Seghers Ulu Pandan NEWater Plant
to gain a better understanding of their operations.
Marine and the Investor Relations
team communicated our competitive
advantage at the conference, attended
by over 1,400 personnel from the
global fi nancial community and leading
oil and gas related companies.
Regular Communication
To reach more stakeholders in a timely
and effective manner, we continued
‘live’ webcasts of our quarterly results
presentations on our performance and
business outlook. These webcasts
allow viewers from around the globe to
post questions through the Internet for
management to respond to in real time.
As Keppel continues to build sustainable
businesses, we are committed to keep
our communication channels accessible
and information timely so as to serve the
interests of the investing community.
Market sensitive news is promptly posted
on our website www.kepcorp.com, at
the end or beginning of each market
day, in addition to the Singapore
Exchange website. Duty offi cers are
readily accessible to take queries.
Focus on Shareholder Value
We are committed to deliver sustained
value for all our shareholders through
earnings growth.
In 2008, we continued to improve
on our returns to shareholders. Our
Return on Equity (ROE) increased from
2007’s 21.8% to 22.4%. As part of our
commitment to reward shareholders
with earnings growth, we will be paying
a fi nal dividend of 21 cents per share,
bringing total distribution for 2008
to 35 cents. This is almost twice the
2007 ordinary dividend of 19 cents per
share. A special dividend of 45 cents
per share was paid in 2007 as part of
Keppel’s 40th anniversary celebrations.
Recognition
Our proactive investor relations approach
and commitment to corporate
transparency was again recognised
and rewarded by the investing
community in 2008.
For the third consecutive year, Keppel
won the coveted Golden Circle Award
for being the best in transparency across
all categories and overall winner in the
Most Transparent Company category
for multi-industry/conglomerate
companies at the 9th Investors’ Choice
Awards organised by the Securities
Investors Association of Singapore (SIAS).
Then Executive Chairman
Mr Lim Chee Onn was named the
Distinguished Honorary Member
of SIAS, in recognition of his
support for investor education.
We were ranked fi fth out of 463
Singapore listed companies for
excellence in fi nancial information
disclosures by The Business Times
Corporate Transparency Index
(May 2008).
Investor Relations
37
Awards and Accolades
The Group’s businesses are recognised and rewarded
for their excellence and achievements.
Business Excellence
• Keppel FELS was conferred
the MAXA 2008 Award by the
Economic Development Board,
McKinsey & Company and
the Singapore-MIT Alliance,
which recognises outstanding
manufacturing innovation and
operational excellence.
• Keppel Shipyard won the Best
Shiprepair Yard Award at the
Lloyd’s List Asia Awards for the
fourth year running.
• Keppel Shipyard was the recipient
of the Shipyard Award from
Seatrade Asia Awards, which
recognises improvements in the
development, diversifi cation and
cost effi ciency of a shipyard.
• Keppel Logistics won the Best
Retail Logistics Service Provider
Award and Best Fast Moving
Consumer Goods Award at
the Frost & Sullivan ASEAN
Transportation & Logistics Awards.
• Singapore Petroleum Company was
named the Energy Company of the
Year (Gold Award) at the Energy
Business Awards, Asia.
• MobileOne bagged the Mobile
Operator of the Year Award
(Singapore) at the Asian
MobileNews Awards 2008.
• Keppel Verolme was named one
of The Netherlands’ 50 Best
Managed Companies at the
2008 Deloitte Gala Awards for its
outstanding business practices
and performance.
• Keppel Verolme is winner of the
Golden Gazelle Award 2008
conferred by Financieele Dagblad,
a renowned Dutch fi nancial
newspaper, in the category of
large companies with turnover
of €30 million or more.
Mr Lim Chee Onn, Chairman of Keppel Corporation (third from right) with award recipients from
Keppel Corporation, Keppel Land and SPC at the Securities Investors Association’s 9th Investors’
Choice Awards.
Corporate Governance
and Transparency
Securities Investors
Association of Singapore
9th Investors’ Choice Awards
Keppel Corporation
• Golden Circle Award, for being
the best in transparency across
all categories
• Winner, Most Transparent
Company Award (Multi-Industry /
Conglomerate)
• Second, Singapore Corporate
Governance Award
Keppel Land
• Runner-up, Most Transparent
Company Award (Property)
Singapore Petroleum Company (SPC)
• Third, Singapore Corporate
Governance Award
Singapore Corporate Awards
Singapore Petroleum Company
• Bronze Award,
Best Managed Board
IR Magazine South East Asia
Awards
Singapore Petroleum Company
• Winner, Most Progress in Investor
Relations Award
Asset Asian Awards
Keppel Corporation
• Second, Best in Corporate
Governance (Singapore)
FinanceAsia Country Awards
Keppel Land
• Fourth, Best Corporate Governance
• Fifth, Best Managed Company
• Eighth, Best Investor Relations
Business Times Corporate
Transparency Index
(Issue 4 May 2008)
MobileOne, Keppel Land, Keppel
Corporation and Keppel T&T were
ranked second, third, fi fth and
10th respectively out of 463
Singapore-listed companies for
excellence in fi nancial information
disclosures. SPC and K-REIT Asia
ranked 19th and 28th respectively.
38
Keppel Corporation Limited
Report to Shareholders 2008
• Keppel Offshore & Marine, Keppel
FELS and Keppel Corporation
were ranked sixth, 11th and 16th
respectively in the Singapore
International 100 Ranking, based
on 2007 overseas revenue.
• Keppel FELS and k1 Ventures
received the Fastest Growing
50 Certifi cation for outstanding
fi nancial performance and
consistent growth from the
DP Information Group.
At the Euromoney Liquid Real Estate
Awards, Keppel Land clinched 11
awards comprising:
• Best Offi ce / Business Developer
in Singapore
• Best Mixed-use Developer
in Singapore
• Best Offi ce / Business Developer
in Vietnam
• Best Retail / Shopping Developer
in Vietnam
• Best Mixed-use Developer in
Vietnam
• 1st Runner-up for Best Developer
in Singapore
• 1st Runner-up for Best Residential
Developer in Singapore
• 1st Runner-up for Best Retail /
Shopping Developer in Singapore
• 1st Runner-up for Best Developer
(Overall) in Vietnam
• 1st Runner-up for Best Residential
Developer in Vietnam
• 2nd Runner-up for Best Leisure /
Hotel Development in Singapore
Keppel Land garnered recognition
for its projects as follows:
Keppel Corporation together with SPC, M1 and Marina Bay Financial Centre were extolled at the
Patron of the Arts Awards for their active involvement in the development of arts in Singapore.
Marina Bay Financial Centre
(Phase 1 – Commercial)
Singapore
Refl ections at Keppel Bay,
Singapore
The Estella, Ho Chi Minh City,
Vietnam
Awarded by Singapore’s Building
and Construction Authority
• Green Mark Gold Award
Marina at Keppel Bay, Singapore
Awarded by Christofl e Asia Boating
• Best New Asian Marina /
Yacht Club of the Year
Awarded by Marina Industries
Association of Australia
• Clean Marina Award, the fi rst and
only marina in Asia to have been
awarded this status
Hotel Sedona Manado,
Indonesia
Ranked by World Travel
Awards 2008
•
Indonesia’s Leading Resort
Corporate Citizenry
Keppel Corporation was bestowed
the Patron of Heritage Award by
the National Heritage Board for its
signifi cant contributions to enrich
Singapore’s heritage.
Keppel Corporation was conferred
the title of Distinguished Patron of the
Arts at the Patron of the Arts Awards
2008. MobileOne was also named the
Distinguished Patron of the Arts, while
SPC was named Friend of the Arts and
Marina Bay Financial Centre Associate
of the Arts.
Keppel Shipyard was presented
the Distinguished Defence Partner
Award for Employers at the Total
Defence Awards for its support and
contributions as a civil resource owner.
Safety
One Raffl es Quay won a safety
award at the inaugural BCA Design &
Engineering Excellence Awards 2008
for successfully addressing the safety
and technical challenges of developing
its North and South Towers.
Awards and Accolades
39
One Raffl es Quay, Singapore
Awarded by International Real
Estate Federation (FIABCI)
• Winner in the offi ce category
Saigon Centre, Vietnam
Awarded by the President of the
Socialist Republic of Vietnam
• Medal of Labour Award
at the 17th Annual Prix d’Excellence
Awards
Ocean Financial Centre,
Singapore
Awarded by Singapore’s Building
and Construction Authority
• Green Mark Platinum Award
Sedona Suites Hanoi, Vietnam
Conferred by the Ministry of
Planning and Investment and
Vietnam News
• Golden Dragon Award
Safety Excellence
Special Feature
Banding together for
Safety
Excellence
Keppel is moving closer to the goal of getting our people to embrace
safety as our way of life. Our vision is to ensure that every worker
goes home safely every day.
Board / Management Leadership
Positive
Reinforcement
Leading Safety
Indicators
Safety as a
Line Function
Stakeholder
Involvement
The Keppel Group Safety Logo embodies
the Group’s inter-related set of values on safety
where the individual elements of the inner core
represent the fi ve key safety principles while its
outer strokes demonstrates its action plan.
Building on the Five Principles
for Safety launched in 2007,
the Keppel Group has been
actively promoting individual
and collective responsibility in ensuring
workplace safety.
In 2008, Keppel Corporation’s Board
Safety Committee (BSC) launched the
motto of “Safety Starts with Me” with a
safety logo to unify and rally Keppelites
behind the Group’s commitment
to safety.
Encouraged by the BSC, Safety
Champions who are representatives of
the key business units have introduced
an increased number of initiatives.
They also collated and analysed data
on safety, identifi ed specifi c areas
for improvement and shared lessons
across the business units.
In all, the Board and management
spent more time and effort in 2008
to promote safety, up from 2007 and
2006 when the BSC was fi rst formed.
Beyond that, a total of $17.5 million
was expended to keep the Singapore
yards, offi ces and plants safe and our
people trained. This represents a
25% increase over $14 million in 2007
and a 70% increase over $10.6 million
in 2006.
Our overseas operations, with 49%
of our total workforce invested a total
of $21.4 million on improving safety
in 2008.
Towards an Accident-Free
Environment
The mission to create an accident-free
environment is challenging but fruitful.
In 2008, the Keppel Group maintained
a low Accident Frequency Rate (AFR)
of 0.4 reportable cases for every million
man-hours worked. In our overseas
operations, the AFR went down to
0.63 from 0.64 and the Accident
Severity Rate (ASR) fell to 175 from
255 the year before.
40
Keppel Corporation Limited
Report to Shareholders 2008
Special Feature
Banding Together for Safety Excellence
41
Safety Excellence
“Whether in Singapore or in
Brazil, it is heartening to see our
corporate safety policies being
practised seamlessly across the
yards! The emphasis, programmes
and training are aimed at the
same goal – protecting lives
and safeguarding property.”
Eduardo Nunez
President, BrasFELS
Our ASR declined to 125 man-days
lost from 143 in 2007. ASR refers to
the number of industrial man-days
lost to workplace accidents per million
man-hours worked.
Keppel Offshore & Marine (Keppel
O&M), which accounts for 77% of
our total workforce, maintained AFR
at a low 0.37 matching its 2007
achievement while its ASR improved
markedly to 110 in 2008 from 187
in 2007. These were attained amidst
record levels of operational activities
against the backdrop of a multi-
national, multi-cultural and multi-
language workforce in Singapore.
Despite our best effort to improve
safety, the Group suffered nine fatalities
worldwide. We deeply regret the loss
of these lives. Two of these accidents
were not accounted for in the ASR
statistics as one was a road accident
outside the worksite in Qatar and the
other was a medical case involving a
Launching the Keppel Group’s “Safety Starts With Me” campaign are (from left to right)
Mr Lim Chee Onn, Chairman of Keppel Corporation; Mr Gan Kim Yong, Acting Minister for
Manpower; Mrs Lee Tsao Yuan, Keppel’s Board Safety Committee member; Mr Choo Chiau Beng,
CEO of Keppel Corporation; and Mr Teo Soon Hoe, Group Finance Director of Keppel Corporation.
42
Keppel Corporation Limited
Report to Shareholders 2008
diver at Keppel Shipyard. The lessons
from these tragic incidents were shared
at the Group Safety Convention held
in Singapore.
Safety Starts with Me
The watch-phrase “Safety Starts
with Me” was fi rst introduced in
Keppel Shipyard to promote individual
and collective ownership of safety
in 2007 as part of the yard’s drive
to imbibe safety as a way of life.
We were happy that the Singapore
Government adopted this same phrase
in April 2008 in a national safety
campaign of which Keppel O&M was
also a main sponsor. At the launch of
this National Safety & Health Campaign
2008 co-organised by the Workplace
Safety & Health (WSH) Council and the
Ministry of Manpower, Keppel O&M’s
Singapore yards received the BizSAFE
Partner Status from the WSH Council
for continued efforts to elevate the
safety capabilities of its subcontractors.
Later, the same watch-phrase was
adopted by the Keppel Group on
22 May 2008 in conjunction with
the launch of Keppel Shipyard’s Safety
Excellence 2010 programme graced
by Acting Minister for Manpower
Mr Gan Kim Yong.
Since then, Keppel’s business units
rallied behind the Group’s initiative by
incorporating the logo and motto into
their respective work environments such
as using them on posters and helmets.
This roll-out of safety solidarity was
reinforced at the Group’s second Annual
Safety Convention held on 16 September
2008. Attended by Mr Lee Tzu Yang,
Chairman of Singapore’s WSH Council,
safety presentations and lessons from
incidents that happened during the
year were shared.
At the Convention, Mr Lim Chee Onn,
Chairman of Keppel Corporation,
highlighted, “The real achievement and
reward for us is when the determination
to practise safety at work and at home
is ingrained in every individual within
the Group, as well as in our partners at
work. To achieve this objective we shall
ceaselessly champion the cause that
being safe should be a way of life and
not an afterthought.”
To motivate safety innovation,
Mr Lim initiated the Chairman’s
Challenge Trophy, which was won
by Keppel O&M for their outstanding
initiatives and creative efforts to
promote safe work practices.
Cultivating a Safety Culture
For the fi rst time, new employees were
put through a safety initiation programme
as part of the Group’s orientation
programme on 6 October 2008.
During the year, a broad spectrum of
external consultants and experts were
invited to educate and share lessons learnt
and experiences of successful companies
in promoting safety. These sessions were
aimed at helping the different business
units establish best practices that were
suited to their businesses.
Keppel’s Singapore Operations
Accident Frequency Rate
AFR (per million man-hours)
3.00
2.00
1.00
0.00
Jan
to Mar
Apr
to Jun
Jul
to Sep
Oct
to Dec
2008
2007
2006
Keppel’s Singapore Operations
Accident Severity Rate
ASR (per million man-hours)
600
400
200
0
Jan
to Mar
Apr
to Jun
Jul
to Sep
Oct
to Dec
2008
2007
2006
“The greatest risk to safety
is carelessness and ignorance.
My role is to ensure that I impart
my knowledge of safety to my
colleagues so that they make
safety a top priority.”
Peggy Seah
EHS Offi cer, Keppel Seghers
Engineering Singapore
AFR – Refers to the number of workplace accidents
per million man-hours worked. Figures used are
incident-based.
ASR – Refers to the number of industrial man-days
lost to workplace accidents per million man-hours
worked.
Keppel Batangas in The Philippines has
a proud safety record of 12 million man-hours
without lost time incidents (LTI) for all its
offshore, shipbuilding, shiprepair and
conversion projects for 2008.
Special Feature
Banding Together for Safety Excellence
43
Safety Excellence
Throughout 2008, the Group continued
to ensure that all Board Meetings in
Keppel companies began with a review
and discussion on safety matters.
As the Group is involved in several
businesses, the safety initiatives would
have to be tailored to fi t the diverse
requirements. With their large and multi-
national workforce, the shipyards were
encouraged by the BSC to lead the way
in reaching out to all employees in a
simple, systematic and focused way.
With solid support of its customers
as partners in safety, Keppel Shipyard
launched its Safety Excellence 2010
initiatives which mapped out specifi c
and attainable goals to be achieved
by 2010. Their initiatives have also
been adopted by Keppel Singmarine.
The initiatives encompass schemes
and programmes for the entire
workforce including subcontract
workers. A roll-out workshop was held
to engage all its stakeholders. A Safety
Best Practice Team was also set up
to look into factors including tools and
equipment that can help to improve
safety of workers.
Within seven months of launching
Safety Excellence 2010, Keppel
Shipyard trained some 9,000 direct
and subcontract workers in
programmes such as the Safety
Leadership Programme, the Safety
Promoter Scheme and the WSH
Offi cer Conversion Scholarship.
Like Keppel Shipyard and Keppel
Singmarine, Keppel FELS has been
very proactive in the promotion of
safety at the projects’ level. Each
project has specifi c initiatives, with
clear goals to achieve. Rewards by
customers were given to the individual
project teams when they met their
targets on time. During the year, they
started the managers’ weekly Zone
Health, Safety & Environment (HSE)
walkabouts to look out for unsafe acts
or conditions. The yard also held its
Annual Safety Promotion Campaign
in April 2008 focusing on hand and
fi nger injury prevention.
At Keppel Verolme in The Netherlands,
six additional occupational health and
safety ambassadors were appointed
as role models to instill the importance
of workplace safety in 2008. Keppel
AmFELS in the United States (US)
continued to maintain its good safety
performance with its successful Safety
Awareness Programme, a behavioural-
based safety management programme.
During the year, Keppel Land
organised its inaugural Consultants
and Contractors Health & Safety
(H&S) meeting to propagate the safety
message as well as to reward those
who achieved exemplary workplace
safety standards. The Group’s property
developer vigilantly ensured that its
“On all our projects, we stress
that safety can only be effective
when everyone plays their part.
By not taking short cuts and
compromising on workplace
safety, we help one another
to be safe.”
Wayne Siek
Project Superintendent,
Keppel FELS
At Keppel Land’s Consultants and Contractors
Health & Safety (H&S) Meeting, staff,
consultants and contractors were recognised
for their commitment to workplace safety.
“It is a huge challenge to engage
our workers who are from different
nations and speak different
languages to imbibe the safe
work mindset and practices,
but it is worth it when our
workers go back to their hostels
and homes safe and sound.”
Wong Weng Ong
President, Shipbuilding and
Marine Engineering Employees’ Union
contractors continued to comply with
its H&S Management System. The
Singapore Residential unit introduced
the concept of a ‘safety circle’ to
engage employees on workplace
safety matters. In addition, training
courses and seminars were regularly
held to improve management and
staff knowledge and skills in managing
safety and health risks.
Monthly safety audits by independent
parties are conducted for its projects
to identify risk areas at various
stages of construction. In 2008, the
independent safety audit programme
for completed buildings was extended
to overseas buildings, namely Saigon
Centre (Ho Chi Minh City) and
International Centre (Hanoi) in Vietnam,
and Wisma BCA (Jakarta) in Indonesia.
At Keppel Integrated Engineering (KIE),
an Environmental, Health and Safety (EHS)
audit team was set up to conduct audits
at sites and to ensure full compliance
with in-house and regulatory EHS rules
in 2008. The team has since audited
projects in Singapore and Qatar.
A safety promotion campaign was
also organised to celebrate KIE’s
achievement of one million accident-
free man-hours on its Kallang – Paya
Lebar Expressway project. Over at its
Keppel Seghers Ulu Pandan NEWater
Plant, an emergency response exercise
and audit was conducted by the
Singapore Civil Defence Force (SCDF).
44
Keppel Corporation Limited
Report to Shareholders 2008
At KIE, safety and quality go hand-in-hand.
Daily walkabouts around the Keppel
Merlimau Co-generation Plant are
routine to Keppel Energy, with the
goal of identifying unsafe behaviour
or hazardous situations to prevent
accidents. During the year, employees
at the plant underwent a course in
Assessment Training and Emergency
Response. At the Ecuador’s
Termoguayas Generation S.A. fl oating
power plant, an in-house training on
incident investigation was conducted.
At Keppel Logistics in Singapore, more
than 800 employees benefi ted from
various safety training, conventions
and seminars held in 2008. The
courses include a risk management
programme conducted by an external
trainer from the Singapore Institution
of Safety Offi cers.
the Safety & Health Award Recognition
for Projects (SHARP) while Keppel
Shipyard won fi ve awards under the
same category.
Keppel Singmarine also won the Gold
Award at the WSH Innovation Convention
2008 for their project ‘Safe Stabiliser’.
A new WSH award category for
exemplary supervisor HSE performance
at the workplace recognised the
contributions of Keppel Shipyard
Supervisor, Mohd Babui Arman Khan,
and Keppel Singmarine’s Shukumar
Dey Nishi Kanta.
Apart from these awards, projects
in the yard also received special
commendations from clients on the
excellent safety records achieved.
Recognition and Reward
The WSH Award 2008 organised by the
WSH Council and Ministry of Manpower
saw Keppel Singmarine clinch the Silver
Award, the only Singapore shipyard to do
so. Keppel FELS won six awards under
In the US, Keppel AmFELS was
lauded by the ALMA Company
(Workers Compensation Insurance)
as the largest facility with the best
safety programme and safety record
within the insured group.
“I have learnt to be more proactive
in taking preventive measures
against unsafe work practices.
In my role, I have the moral
obligation and responsibility
to ensure all my co-workers
return safely to their families
at the end of the day.”
James Jerrico Lim
Project Manager, Singapore
Commercial Department,
Keppel Land
Keppel Land introduced a safety
recognition campaign for contractors
whereby every hundred days or a
hundred thousand man-hours worked
without a lost time injury would be
celebrated. Refl ections at Keppel Bay
celebrated its one million accident-free
man-hours in December 2008.
Special Feature
Banding Together for Safety Excellence
45
Safety Excellence
In 2008, One Raffl es Quay was
bestowed a safety award by the
Building and Construction Authority
(BCA) at the inaugural BCA Design &
Engineering Safety Excellence Awards
2008 for successfully addressing the
safety and technical challenges of
developing its impressive twin towers.
“The best way to avoid injury
is to make safety a way of life.
So I always keep alert to stay
safe and look out for my fellow
colleagues.”
Seng Wely
Operations Technical Offi cer,
Keppel Energy
1 As part of its Business Continuity
Management (BCM), exercises simulating
fi re or terrorist attacks are held with the
SCDF to ensure the yard is prepared for
emergencies.
2 Keppel Land’s Kolkata offi ce encourages its
contractors to participate actively in
its safety programmes.
1
2
46
Keppel Corporation Limited
Report to Shareholders 2008
Key Safety Programmes in 2008
Keppel FELS
• Annual Safety Promotion Campaign
• Managers’ weekly zone HSE walkabouts
• Joint emergency / BCM exercise with SCDF
• Safety Leadership Initiative on semisubmersible projects
Keppel Shipyard
• Safety Excellence 2010 initiatives as part of the Safety Plus Programme
• Safety workshops and forums
• Safety Best Practice Team
Keppel Land
• Bi-monthly project site visits by management / Board Safety Committee
• Inaugural Consultants and Contractors Health & Safety meeting
• Quarterly sharing of best safety practices by contractors
• Joint safety exhibition with Tan Tock Seng Hospital
Keppel Integrated Engineering
• Internal HSE audits on projects in Singapore and Qatar
• Emergency response exercise and audit conducted by SCDF
• Safety promotion campaign
Keppel Energy
• Inaugural Keppel Energy HSE Day
• Company Emergency Response Team (CERT) training, audit and
exercise with SCDF
• Risk assessment training for power plant staff in Singapore
• Regular online safety forum to exchange info and share experiences
between power plants
Keppel Telecommunications & Transportation
• Introduction of the Safety Compliance System at Keppel Logistics
• Daily safety checks on vehicles by Keppel Logistics Foshan (KLF)
• Issuance of Safety Handbook “Knowledge of the Guangdong
Provincial Emergency” to all new KLF staff
Singapore Petroleum Company (SPC) /
Singapore Refi ning Company (SRC)
• Two major exercises to test emergency response and crisis management
plan by SPC
• Promote and sustain an Incident and Injury Free (IIF) safety culture among
employees and contractors
• Process Safety Campaign on “Tank Fire Prevention”
Special Feature
Banding Together for Safety Excellence
47
Operating & Financial Review
The Keppel Group is in the Offshore & Marine, Property, Infrastructure and
Investments businesses to deliver sustainable earnings growth. With total
assets of $16.75 billion as at end 2008, the Keppel Group serves a global
customer base through its business units strategically located in 35 countries.
Some of the key factors infl uencing our businesses are global and regional
economic conditions, oil and gas exploration and production activities,
real estate market, threats, currency fl uctuations, capital fl ows, interest rates,
taxation and regulatory legislation. As the Group’s operations consist of
providing a range of products and services to a broad spectrum of customers
in many geographic locations, no one factor, in management’s opinion,
determines the Group’s fi nancial condition or the profi tability of our operations.
In this section on the operating and fi nancial review, we seek to provide
a strategic, market and business overview of the Keppel Group’s operations
and fi nancial performance.
This chapter describes the key activities of our businesses and their impact on
Keppel Group’s performance. It also discusses the challenges in our operating
environment balancing short-term pressures and long-term strategies.
This discussion and analysis is based on the Keppel Group’s consolidated
fi nancial statements as at 31 December 2008.
Contents
49 Group Structure
50 Management Discussion and Analysis
52 Offshore & Marine
64
72
80
86
Property
Infrastructure
Investments
Financial Review and Outlook
48
Keppel Corporation Limited
Report to Shareholders 2008
Group Structure
Keppel Corporation Limited
Offshore & Marine
(cid:129) Offshore rig design, construction,
repair and upgrading
(cid:129) Ship conversions and repair
(cid:129) Specialised shipbuilding
Property
(cid:129) Property development
(cid:129) Property fund management
(cid:129) Property trusts
Infrastructure
(cid:129) Environmental engineering
(cid:129) Power generation
(cid:129) Logistics
(cid:129) Data Centre & Networks
Investments
(cid:129) Oil and gas
(cid:129) Investments
(cid:129) Telco
Keppel Offshore
& Marine Limited
100%
70%
Keppel Bay Pte Ltd
100%
Environmental Engineering
Singapore Petroleum
Company Ltd
45%
30%
Keppel FELS Limited
100%
Keppel Land Limited
53%
Keppel Integrated
Engineering Ltd
100%
k1 Ventures Limited
36%
Keppel Shipyard Limited 100%
31%
K-REIT Asia
75%
44%
Keppel Singmarine
Pte Ltd
100%
Keppel Land
International Limited
100%
Keppel Nantong Shipyard
Company Limited
China
100%
K-REIT Asia
Management Limited
100%
Keppel Seghers
Engineering
Singapore Pte Ltd
100%
Keppel Seghers
NEWater Development
Co Pte Ltd
100%
Keppel Seghers
Belgium NV
Belgium
100%
MobileOne Ltd*
20%
* Owned by Keppel
Telecommunications
& Transportation Ltd,
an 80%-owned subsidiary
of the Company
Offshore Technology
Development Pte Ltd
100%
Alpha Investment
Partners Ltd
100%
Keppel FMO Pte Ltd
100%
Deepwater Technology
Group Pte Ltd
100%
Evergro Properties Ltd
Singapore/China
85%
Power Generation
Marine Technology
Development Pte Ltd
100%
Keppel Thai Properties
Public Co Ltd
Thailand
45%
Keppel Energy Pte Ltd 100%
Keppel AmFELS Inc
United States
100%
Keppel Philippines
Properties Inc
The Philippines
50%
29%
79%
Keppel Merlimau
Cogen Pte Ltd
100%
Keppel Verolme BV
The Netherlands
100%
Keppel FELS Brasil SA
Brazil
100%
Keppel Norway AS
Norway
100%
96%
45%
33%
50%
Keppel Philippines
Marine Inc
The Philippines
Caspian Shipyard
Company Ltd
Azerbaijan
Arab Heavy Industries
PJSC
UAE
Keppel Kazakhstan
LLP
Kazakhstan
Group Corporate
Services
Keppel Electric Pte Ltd
100%
Keppel Gas Pte Ltd
100%
Logistics and Data Centre
& Networks
Keppel
Telecommunications
& Transportation Ltd
80%
Keppel Logistics
Pte Ltd
100%
Keppel Logistics
(Foshan) Ltd
China
70%
Control &
Accounts
Corporate
Communications
Sustainable
Development &
Living Business
Corporate
Development/Planning
Human
Resources
Information
Technology
Legal
Risk
Management
Audit
Tax
Treasury
The complete list of subsidiaries and signifi cant associated companies is available on Keppel Corporation’s website www.kepcorp.com
Operating & Financial Review
Group Structure
49
Operating & Financial Review
Management Discussion and Analysis
Keppel achieved record results in 2008 despite
the challenges and weakness in the global and
domestic economy.
Key Performance Indicators
Revenue
Profi t after Tax & Minority Interests (PATMI)
Exceptional items
Attributable profi t after exceptional items
Operating cash fl ow
Free cash fl ow
Economic Value Added (EVA)
Earnings Per Share (EPS)
Return on Equity (ROE)
Total distribution per share to shareholders
Group Overview
Revenue increased 13% to $11,805
million. Profi t after tax and minority
interests (PATMI) increased by 7%
to reach a new high of $1,097 million.
Notwithstanding the lower earnings
growth in 2008, the compounded
annual growth rate for PATMI from
2003 to 2008 was 23%. Attributable
profi t after exceptional items was
$1,098 million.
Earnings Per Share (EPS) of 69.0 cents
were 4.1 cents above 2007’s and
21.3 cents above 2006’s. EPS growth
kept pace with PATMI growth. Return
on Equity of 22.4% was a new record,
and Economic Value Added of $692
million was $88 million above that
of the previous year.
2008
$ million
08v07
% +/(-)
2007
$ million
07v06
% +/(-)
2006
$ million
11,805
1,097
1
1,098
2,047
1,876
692
69.0 cts
22.4%
35.0 cts
+13
+7
n.m.
-3
+21
+63
+15
+6
+3
-45
10,431
1,026
105
1,131
1,697
1,151
604
64.9 cts
21.8%
64.0 cts
+37
+37
n.m.
+51
-8
-22
+43
+36
+14
+129
7,601
751
–
751
1,854
1,480
423
47.7 cts
19.1%
28.0 cts
Revenue ($ million)
9
6
5
8
,
8
5
2
7
,
5
5
7
,
5
2
3
2
,
2
7
7
2
,
1
5
3
8
,
1
5
5
1
,
1
0
5
9
0
7
5
1
2
1
1
6
4
5
Operational cash fl ow exceeded
$2 billion in 2008. The Group utilised
$563 million on investment and
Offshore
& Marine
Property
Infrastructure Investments
2006 $7,601 million
2008 $11,805 million
2007 $10,431 million
50
Keppel Corporation Limited
Report to Shareholders 2008
and 13 jackups on schedule to
its customers. Property Division
contributed $950 million, which was
$885 million or 48% lower than the
previous year’s, and accounted for 8%
of Group revenue. The decline was due
to the completion of several projects in
Singapore and overseas in 2007, and
lower revenue reported by property
services and hotels. Infrastructure
Division contributed $2,232 million,
which was $955 million or 75%
higher than the previous year’s, and
accounted for 19% of Group revenue.
The increase was due to revenue
from the co-generation power plant
in Singapore and the environmental
Engineering, Procurement and
Construction (EPC) contracts.
which was 25% lower than 2007’s
due to lower profi t recognition from
Refl ections at Keppel Bay and lower
profi t from Keppel Land as a result
of lower sales and lower contributions
from associated companies.
Infrastructure Division contributed
$63 million, which was 133% higher
due mainly to the co-generation power
plant and EPC contracts. Contribution
from Investments was $172 million,
which was $96 million or 36% lower
than 2007’s. This was due mainly to
lower contribution from Singapore
Petroleum Company (SPC) and fair
value losses of securities, partly offset
by higher contribution from k1 Ventures
and over provision of tax in respect
of prior years.
Group PATMI of $1,097 million was
$71 million or 7% higher than that of
the previous year. Offshore & Marine
Division accounted for $705 million,
which was $183 million or 35% higher
than 2007’s and remained the largest
contributor to Group PATMI with
its 64% share. Profi t from Property
Division accounted for $157 million,
operational capital expenditure and
received $392 million in investment
income and divestment proceeds.
As a result, free cash fl ow for the
year amounted to $1.8 billion.
With the strong performance, the
Board proposed that shareholders
be rewarded with total dividend of
35 cents per share for 2008. This
comprised a fi nal dividend of 21 cents
per share and the interim dividend of
14 cents per share paid in August
2008. In the previous year, the total
dividend of 64 cents per share included
a special dividend of 45 cents. The
total payout for 2008 represented
51% of Group PATMI.
Segment Operations
Group revenue of $11,805 million was
$1,374 million or 13% higher than that
of the previous year. Offshore & Marine
Division contributed $8,569 million,
which was $1,311 million or 18%
higher than the previous year’s, and
accounted for 72% of Group revenue.
Major project completions included
the delivery of three semisubmersibles
PATMI ($ million)
5
0
7
2
2
5
8
4
4
8
6
2
2
4
2
2
7
1
9
0
2
7
5
1
6
9
3
6
7
2
)
5
3
(
Property
Infrastructure Investments
2006 $751 million
2008 $1,097 million
2007 $1,026 million
Offshore
& Marine
Operating & Financial Review
Management Discussion and Analysis
51
Operating & Financial Review
Offshore & Marine
The Offshore & Marine Division aims to be the
choice provider and solutions partner in its selected
segments of the offshore and marine industry.
Earnings
Highlights
Operating Profi t ($ million)
2008
2007
2006
570
539
$943m
Profi t before Tax
$705m
PATMI
Earnings
Highlights
Revenue
EBITDA
Operating profi t
Profi t before tax
PATMI
Manpower (number)
Manpower cost
ROE
Major
Developments
in 2008
Focus for
2009/2010
(cid:129) Delivered 49 projects on time
(cid:129) Deliver value through
across rigbuilding, ship conversion
and specialised shipbuilding
excellent project management
and execution
(cid:129) Secured $5.2 billion of contracts
(cid:129) Enhance Research & Development
837
with deliveries into 2012
(cid:129) Keppel FELS became the fi rst
Singapore company to clinch
the MAXA Award for outstanding
innovation and world-class
manufacturing standards
(cid:129) Completed Asia’s fi rst two
icebreakers for the Arctic
(cid:129) Launched technical and
specialised skills training centre
initiatives to strengthen group
position as market leader in
selected segments
(cid:129) Explore opportunities in adjacent
business areas and new markets
(cid:129) Maximise and realise
operational effi ciencies
(cid:129) Step up prudent cost management
(cid:129) Focus on Health, Safety and
the Environment
2008
$ million
2007
$ million
2006
$ million
8,569
7,258
5,755
932
837
943
705
648
570
700
522
604
539
624
448
27,437
24,448
22,352
956
61%
802
46%
660
50%
52
Keppel Corporation Limited
Report to Shareholders 2008
Earnings Review
Offshore & Marine Division ended 2008
with new orders of $5.2 billion and a
healthy net orderbook of $10.8 billion
with deliveries into 2012. The Division’s
revenue of $8,569 million was
$1,311 million or 18% higher than
the previous year’s and accounted
for 72% of Group revenue. Profi t
before tax of $943 million was
$243 million or 35% higher than 2007,
and $319 million more than 2006.
Operating margins also improved.
PATMI of $705 million was $183 million
or 35% more than 2007, and $257
million more than 2006. The Division
remains the largest contributor, at
64%, to the Group’s attributable
earnings of $1,097 million.
Market Review
2008 was a volatile year for the
offshore and marine industry. Oil prices
went from US$90 per barrel in January
2008 to a peak of US$147 per barrel
in July 2008. By December 2008,
it had plummeted to a four-year low
of US$34 per barrel.
The drop in oil prices was mainly
due to the US mortgage crisis, which
eventually snowballed into a worldwide
economic downturn by the end of
the year leading to a drop in demand
for energy. The Energy Information
Administration (EIA) reported in
January 2009 that it expects this year’s
Brazilian President Luiz Inácio Lula da Silva
(raising Brazil’s national fl ag) and First Lady
Marisa Leticia (on his right) with workers of
Petrobras and Keppel FELS Brasil celebrating
the christening of P-51.
Operating & Financial Review
Offshore & Marine
53
Operating & Financial Review
Offshore & Marine
global oil consumption to be lower than
that of 2008, with a modest recovery
expected in 2010.
The tightening of credit lines exacerbated
the impact of the downturn on the
industry, culminating in some contract
cancellations in the industry towards
the end of 2008 and early 2009.
However, the economic slowdown
did not hamper the trend towards
exploration in deeper waters, which
continued in 2008. Deepwater
exploration remained active in the
‘Golden Triangle’ zone of Africa,
the Gulf of Mexico and Brazil, and
is expected to constitute up to 75%
of all global deepwater expenditure
over the next few years. Substantial
investments will be required for
these developments.
During the year, major hydrocarbon
discoveries were made, including
the Guara, Jupiter and Iara fi elds
in Brazil. In the Gulf of Mexico,
deepwater oil fi nds included Gunfl int
and Kodiak while discoveries have
been announced in the Tsentralnaya
structure in the Caspian Sea.
Signifi cant Events
(Expected deliveries indicated in brackets)
Mr Choo Chiau Beng, Chairman, Keppel Offshore & Marine, welcomes Mr K M Sheth,
Executive Chairman of Great Eastern Shipping at the keel laying of jackup rig Greatdrill Chitra.
January
Keppel Shipyard was awarded
a second contract valued at
$145 million for the integration
and completion of the Bully II
drillship by a company jointly
owned by Frontier Drilling Inc
and Shell EP Offshore Ventures
Limited. (2Q 2010)
February
Keppel Shipyard secured contracts
worth over $215 million from
Maersk Contractors and BW
Offshore for FPSO conversions
work. (3Q – end 2009)
March
PetroVietnam Drilling Investment
Corp (PVD Invest) awarded
Keppel FELS a contract to
build its third jackup drilling
rig worth US$205 million.
(4Q 2009)
54
Keppel Corporation Limited
Report to Shareholders 2008
While a number of oil and gas
companies are revising their spending
budgets downwards, major oil
companies including BP, Chevron,
ExxonMobil and Shell, as well as
those with strong balance sheets
have chosen to maintain their planned
Exploration and Production (E&P)
developments. National oil companies
such as Petrobras and Petróleos
Mexicanos (PEMEX) have also similarly
announced that they will maintain their
capital expenditure for E&P for the
next fi ve years.
As for the marine industry, shiprepair
was buoyant in the fi rst half year of
2008 due mainly to the increase in
shipping activities and the continued
fl eet expansion. The market softened
in the last quarter following sharp
declines in trade and shipping activities
as a result of the global downturn.
The fl oating production market was
steady throughout the year spurred by
demand from new oilfi eld discoveries.
However, the continued weakness in
the credit market is expected to result
in delays in some projects.
The fi rst three quarters of 2008 saw
an unprecedented global orderbook
of 600 offshore support vessels
(OSV) of various types, due mainly
to limited availability of vessels and
high day rates. Towards the year end,
the global fi nancial meltdown with
further uncertainties in the market
Signifi cant Events
(Expected deliveries indicated in brackets)
Built to the proprietary KFELS B Class jackup rig design, WilBoss was delivered ahead
of schedule to Awilco Offshore without any lost time incidents during its construction.
May
Keppel FELS secured a contract
to build a US$512 million ultra-
deepwater semi drilling rig from
ENSCO International Incorporated
(ENSCO). (2H 2011)
Keppel Singmarine clinched a
$141 million contract from Global
Offshore International Ltd (Global
Offshore) to build a derrick pipelay
vessel. (2Q 2011)
Keppel FELS secured a
US$385 million repeat order
to build a semi drilling rig for
Brazilian drilling contractor
group Queiroz Galvão Óleo e
Gás (QGOG). (2H 2011)
Keppel FELS won a US$420 million
contract to build two jackup drilling
rigs for Seadrill Limited (Seadrill).
(3Q – 4Q 2010)
June
Keppel FELS won a contract
to build ENSCO’s sixth ultra-
deepwater semi drilling rig worth
US$537 million. (2H 2012)
Keppel FELS secured a
US$160 million contract to build
a repeat semisubmersible drilling
tender (SSDT) for Seadrill Asia
Limited (Seadrill Asia). (1Q 2011)
outlook resulted in a decline in orders
and charter rates as well as some
cancellations.
Operating Review
Against the backdrop of a global
economic crisis, some of Keppel
O&M’s customers were affected by the
sudden credit squeeze. This resulted in
two cancellations and a re-scheduling
of payments with one customer. During
the year, Keppel Verolme ceased work
on a Multi Purpose Unit Heavy Lifter
when the owner became bankrupt.
Despite the challenges faced by the
industry, Keppel Offshore & Marine
(Keppel O&M) had a good run in 2008.
Its global network of 20 yards delivered
a total of 49 projects on time, up from
41 projects a year earlier. Return on
Equity improved from 46% in 2007 to
61% in 2008. All segments of the group
– offshore, marine and specialised
shipbuilding – posted improved net
profi ts, with Keppel Shipyard once
again performing especially well.
Contracts secured for the year
amounted to $5.2 billion, comprising
three jackups, fi ve semisubmersibles
(semi), 17 FPSO-related conversions,
outfi tting, repair and upgrade projects,
and 12 offshore support and other
specialised vessels.
Capital expenditure for the year was
a prudent $270 million, mainly to
accommodate existing orders and
prepare for future commitments.
Offshore
Keppel FELS continued to be busy
in 2008, and handled close to
30 projects in various stages of
completions. In addition, it secured
eight newbuilding contracts during
the year, of which three were jackups
and fi ve were semis. Keppel FELS’
proprietary designs continued to
The fast-track conversion of the FPSO BW
Cidade De Sao Vicente for BW Offshore
by Keppel Shipyard has achieved 700,000
man-hours without lost time incidents.
Operating & Financial Review
Offshore & Marine
55
Operating & Financial Review
Offshore & Marine
Signifi cant Events
(Expected deliveries indicated in brackets)
Mr Lim Boon Heng (centre), Minister, Singapore Prime Minister’s Offi ce, graced the
naming ceremony of deepwater drilling rig Maersk Developer.
July
Keppel Singmarine secured
a $181 million contract to build
a multi-purpose heavylift / pipelay
vessel for Romanian drilling
contractor, Grup Servicii
Petroliere SA (GSP). (3Q 2011)
Keppel Shipyard won contracts
amounting to $110 million for
the upgrading, modifi cation and
conversion of three vessels from
repeat customers Bumi Armada
Berhad, Boskalis Westminster
Shipping B.V. (Boskalis) and BW
Offshore. (end 2008 – 1H 2009)
August
Keppel FELS was awarded
a contract to build the seventh
ENSCO 8500 Series® deepwater
semi worth US$560 million.
(2H 2012)
October
Keppel Shipyard secured two
conversion projects worth
$150 million from Single Buoy
Moorings Inc (SBM) and Golar
LNG. (2Q – 4Q 2009)
November
The P-51 FPU was delivered to
Petrobras Netherlands BV (PNBV).
December
Keppel O&M clinched contracts
worth $200 million that include
a FPSO conversion by Keppel
Shipyard for SBM, the building
of two AHTS by Keppel Singmarine
for Seaways International Pte
Ltd and the construction of three
tugboats at Keppel Cebu Shipyard.
(1Q 2010 – 1H 2011)
56
Keppel Corporation Limited
Report to Shareholders 2008
appeal to its customers, with all the
three new jackup orders being the
KFELS B Class jackup and one semi
being the DSS38 design. Of the nine
jackups and two semis which Keppel
FELS delivered during the year, eight
were its own proprietary designs.
All were completed on time and
within budget. For its manufacturing
excellence, Keppel FELS became
the fi rst Singapore company to be
awarded the prestigious MAXA
Award conferred by the Singapore
Economic Development Board,
McKinsey & Company and the
Singapore-MIT Alliance.
For the overseas yards, 2008 was
both a rewarding and challenging year.
Keppel AmFELS successfully delivered
four new jackups and three repair jobs,
while Keppel FELS Brasil completed
the P-51 fl oating production unit (FPU)
for Petrobras. The unit has begun to
produce oil for the Brazilian national oil
company in January 2009.
In the Netherlands, Keppel Verolme
achieved a revenue increase of
11% in 2008, with the bulk coming from
its offshore work. Caspian Shipyard
and Keppel Kazakhstan continued
to service Agip KCO with various
fabrication jobs. During the year, both
yards expanded their capacities in
anticipation of increased customers’
requirements in the Caspian region.
Marine
In 2008, Keppel Shipyard completed
a total of eight FPSO/FSO/FSRU
conversions and one drillship
upgrading, with work-in-progress on
another eight conversions and fi ve
other major projects. Seven of these
work-in-progress vessels are due for
the deepwater regions of West Africa
and Brazil. The higher level of activities
contributed to a 14% increase in
revenue, with more than half the
revenue from conversion projects.
Revenue from shiprepair activities
increased 8%, with improvements
in revenue per vessel.
Keppel Philippines Marine comprising
Keppel Batangas, Keppel Cebu and
Subic Shipyard, posted good revenue
and earnings growth in 2008. An 18%
increase in revenue was achieved
with 56% of the total revenue from
shipbuilding and offshore fabrication
projects. Arab Heavy Industries
continued to improve its productivity,
repairing a total of 318 ships, up
17% from the previous year.
Specialised Shipbuilding
Keppel Singmarine had a rewarding
year in 2008, achieving revenue growth
of 9%. During the year, it delivered
fi ve vessels, two jackup hulls and two
icebreakers, Asia’s fi rst, to LUKOIL-
Kaliningradmorneft. Its burgeoning
orderbook includes contracts from
customers such as Global Offshore
International, Romanian drilling
contractor Grup Servicii Petroliere
SA and Seaways International Pte Ltd.
completed and delivered six vessels
in 2008. It expects to deliver seven
vessels in 2009.
Industry Outlook
Fundamentally, the prospects for
global offshore E&P activities are
sound. With underinvestment in the
last two decades prior to 2005, the
decline in reserves of existing fi elds
remains a major challenge. Hence
continued investment in the sector is
vital in order to avoid another supply
crunch and price spike when the
global economy recovers.
However, the ongoing credit squeeze
and the global economic downturn
are expected to result in a slowdown
in new orders for offshore drilling and
production rigs for 2009. Smaller
independent oil companies and
marginal fi eld developments are more
likely to cut back their exploration efforts
and review their development plans.
Keppel Nantong Shipyard is on track
to become an established builder of
tugboats and OSVs. It has successfully
Despite the downturn, energy demand
is expected to grow over the mid-
1
1 The Offshore Courageous is an ultra
premium jackup drilling rig built by
Keppel AmFELS in Brownsville, Texas
for Scorpion Offshore.
2 Keppel Singmarine completed Asia’s fi rst
two icebreakers meant for the Arctic sea,
Varandey and Toboy, for Russian client
LUKOIL-Kaliningradmorneft in 2008.
2
Operating & Financial Review
Offshore & Marine
57
Operating & Financial Review
Offshore & Marine
to long-term. International Energy
Agency’s (IEA) energy outlook report
released in November 2008 forecasted
that oil demand will grow from the
current 85 million barrels per day (bpd)
to 106 million bpd in 2030, largely
driven by emerging economies such as
China, India and the Middle East. IEA
indicated that a total of US$26 trillion
of investment is needed to meet the
2030 demand. This is equivalent to
about US$1 trillion per year.
Brazil
With a proven reserve of 11 billion
barrels and potential growth of up
to 100 billion barrels of new reserves,
Brazil offers an attractive market for
future projects. Its state-owned oil
company, Petrobras, announced in
early 2009 that it would invest
US$92 billion in E&P in Brazilian
waters from 2009 to 2013, which
is US$26.9 billion more than its
2008 to 2012 plan.
With increasing depletion of oil reserves
in onshore and shallow water oilfi elds,
oil services companies are increasingly
tapping oil reserves in offshore
deepwater, harsh environment as well
as other unconventional sources such
as tar sands and oil shales. Currently,
15% of total offshore oil production
is carried out in deepwaters, but this
is expected to rise to over 20% in the
next few years.
To help meet its E&P plan, Petrobras is
contracting six production rigs in 2009,
and there are plans to invite bids for
the construction of an additional eight
units to be carried out in a drydock in
Southern Brazil. It is also expecting
to invite bids from within Brazil for the
construction of 28 ultra deepwater
drilling rigs in 2009, which are part
of the 40 rigs it intends to commission
in the next few years.
Keppel Verolme BV in the Netherlands has
secured a contract from Prosafe Rigs Pte
Limited for the refurbishment and outfi tting
works on MSV Regalia, a semisubmersible
service vessel.
58
Keppel Corporation Limited
Report to Shareholders 2008
Keppel FELS continues to be active in 2009
with the scheduled delivery of 14 rigs.
Keppel O&M, through Keppel FELS
Brasil, will continue to strengthen
its current leadership position in the
Brazilian offshore industry to meet the
expanded requirements of Petrobras
and to tap the full potential of the
Brazilian market.
Gulf of Mexico
According to a study by Douglas
Westwood, the deepwater sector
is expected to continue to attract
investments worldwide averaging
US$27 billion annually through 2013,
with the Gulf of Mexico accounting
for a large part of these investments.
Mexico’s PEMEX is focusing on
ramping up existing offshore fi elds in
shallower waters. With its track record
of building, repairing and refurbishing
jackup rigs for PEMEX, Keppel AmFELS
is well placed to service the Mexican
market. It will also continue to focus
on repairs and refurbishments of rigs
in the larger Gulf of Mexico region.
It will also target SPAR and TLP hulls
construction for longer term base
workloads in partnership with FloaTEC,
the joint venture company of its parent
Keppel O&M and JR McDermott.
West Africa
Africa is responsible for about 12%
of global oil production and will
continue to play a major role in
contributing to meet the world’s oil
demand. The main challenges facing
the region lie in the areas of security
and availability of funds in developing
the projects. The global credit crunch
and unpredictable oil prices are also
making it more diffi cult to justify
major projects. Looking ahead, the
industry expects much of Africa’s oil
to be located in deepwater and the
Operating & Financial Review
Offshore & Marine
59
Operating & Financial Review
Offshore & Marine
Al-Zubarah is the second KFELS B Class
jackup rig that Keppel FELS has completed
for Gulf Drilling International and destined
for Doha, Qatar.
60
Keppel Corporation Limited
Report to Shareholders 2008
Deepwater CAPEX (future deepwater investment of US$137b from 2009 to 2013)
Expenditure ($ billion)
35
30
25
20
15
10
5
0
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
Source: Douglas Westwood
Africa
Asia
Australasia
Latin
America
Others
North
America
Western
Europe
production of these offshore fi elds will
be vital in maintaining non-OPEC oil
supplies. This augurs well for Keppel
O&M which has a complete suite of
rig solutions for deepwater E&P as
well as a leadership position in the
conversion of FPSO and FSO units.
Caspian Sea
Countries surrounding the Caspian
Sea are generally stable, which
gives opportunities for Keppel O&M,
through Caspian Shipyard and Keppel
Kazakhstan, to continue to explore
new markets, such as the undeveloped
fi elds in Turkmenistan waters and the
Russian sector of North Caspian.
Our yards are collaborating to meet
customers’ requirements in this
region. Projects being pursued
include the cantilever barge rigs
for ExxonMobil Kazakhstan Inc
and BP’s Shah Deniz Stage 2
(Living Quarters and
Subsea Manifolds).
1 Singapore Minister for Finance Mr Tharman
Shanmugaratnam was the Guest-of-Honour
at the naming ceremony of Discovery 1,
constructed for a joint venture of India’s
Jindal Drilling & Industries Ltd.
2 The FPSO Espirito Santo, capable of
processing 100,000 barrels of oil per day,
was delivered by Keppel Shipyard to SBM
Offshore in late 2008.
1
2
Operating & Financial Review
Offshore & Marine
61
Operating & Financial Review
Offshore & Marine
Fleet Utilisation for deepwater drilling rigs remains high
Day Rate Index
1250
1000
750
500
250
0
Fleet Utilisation
100%
80%
60%
40%
20%
0%
Jan 06 –
Jul 06
Jul 06 –
Jan 07
Jan 07 –
Jul 07
Jul 07 –
Jan 08
Jan 08 –
Jul 08
Jul 08 –
Jan 09
Day Rate Index
Fleet % Utilisation
Source: ODS Petrodata
Worldwide Competitive 5,001 + Floating Rig Day Rate Index
= 100
1994
Current Month (January 2009) = 969
Drilling Rigs, Production Units,
Specialised Ships
In the jackup rig sector, the Middle East
region and Caspian Sea are expected
to provide some support amidst a
softening in demand for newbuilds
as a result of the ongoing economic
downturn and falling oil prices. The
requirements for repair and upgrade
are likely to increase.
Demand for deepwater rigs continues
to remain strong, with an effective
100% utilisation rate. Close to full
utilisation for this category is expected
in the near term.
E&P companies generally have a
long-term horizon for deepwater
projects and are adaptable to a wider
range of oil price movement. With the
declining costs of raw materials such
as steel and labour, project economics
are expected to improve. Hence,
the next few years should present
opportunities for E&P companies
with strong balance sheets.
Floating Production Systems (FPS) such
as SPARs, TLPs, semisubmersibles
and FPSOs are expected to make up
the bulk of offshore production units,
with FPSOs accounting for about
60% market share. While Brazil and
West Africa continue to be the main
destinations for FPSOs, demand is also
rising in other areas such as Northern
Europe and Southeast Asia.
The specialised shipbuilding market
has evolved to meet the offshore
industry’s demand for more specialised
vessels for deepwater and harsh
environment exploration. Modern OSVs
and Anchor Handling Tugs (AHTS) have
the main roles of supporting drilling
activities, transporting key supplies
and responding to emergency calls.
Harsher operating conditions like those
in the Arctic and North Sea require
vessels to be equipped with increased
cargo capacity, larger accommodation
areas, heavy lift cranes and advanced
Dynamic Positioning (DP) systems for
superior stationing. This segment is
expected to remain as a key pillar of
support for offshore drilling.
Other specialised vessels such as
seismic vessels, pipelay vessels and
construction vessels should see
continued demand in view of ageing
fl eets and more stringent requirements
for newer and more capable vessels.
62
Keppel Corporation Limited
Report to Shareholders 2008
Keppel FELS delivered the ENSCO 8500, the fi rst rig in the fl eet of seven new ENSCO 8500 Series®
semisubmersibles it is constructing for ENSCO International Incorporated.
Meeting the Challenges
With a strong orderbook of close
to $11 billion and deliveries into
2012, Keppel’s O&M Division is
in a good position to ride out the
current downturn. The Division, led
by Keppel O&M, is committed to
emerge more competitive and to
prepare for the market’s recovery.
To meet increasing competition for the
limited number of new projects in the
market, Keppel O&M will harness its
“Near Market, Near Customer” strategy
to offer customers good value and
innovative solutions.
It is also strengthening its core
competencies while managing
costs so as to meet the steady
demand for repair, upgrade and
maintenance of rigs.
Keppel O&M will continue to foster
close partnerships with subcontractors
and suppliers to deliver its products
and services on time, within budget
and without incidents. With its
strong balance sheet, it will also
explore opportunities to expand its
geographical reach and capabilities
to better serve customers.
Technology and workforce
development are two key areas
of focus for the future. It will continue
to invest and build up its technology
capability as it positions itself as the
preferred solutions provider for the
global offshore and marine industry.
Operating & Financial Review
Offshore & Marine
63
Operating & Financial Review
Property
Keppel Land aims to be a leading property
developer in Asia and a premier manager
of property funds.
Earnings
Highlights
Operating Profi t ($ million)
2008
2007
2006
326
440
235
$365m
Profi t before Tax
$157m
PATMI
Major
Developments
in 2008
Focus for
2009/2010
(cid:129) Marina Bay Financial Centre
(cid:129) Contribute to development of
(MBFC) Phases 1 and 2 achieved
overall pre-commitments of
66% and 55% respectively
ahead of scheduled completions
in 2010 and 2012
(cid:129) Total assets under management
(AUM) by the fund management
business increased by about 60%
to about $9.8 billion
(cid:129) Alpha Investment Partners (Alpha)
raised US$1.2 billion equity for a
new Alpha Asia Macro Trends Fund
(cid:129) Green Mark awards for Ocean
Financial Centre (Platinum),
The Estella (Gold), MBFC
(Phase 1 – Commercial) (Gold) and
Refl ections at Keppel Bay (Gold)
the New Downtown with MBFC
and Ocean Financial Centre,
and the waterfront precinct
with Refl ections at Keppel Bay
(cid:129) Selectively pursue township,
lifestyle and sustainable
developments in Asia
(cid:129) With funds from its rights issue,
Evergro Properties is ready to
participate in any early recovery
in China
(cid:129) Grow fund management income
through K-REIT Asia and Alpha
(cid:129) K-REIT Asia and Alpha to
selectively acquire new assets
(cid:129) Further develop green expertise
through involvement in Tianjin
Eco-City
Earnings
Highlights
Revenue
EBITDA
Operating profi t
Profi t before tax
PATMI
Manpower (number)
Manpower cost
2008
$ million
2007
$ million
2006
$ million
950
337
326
365
157
2,955
89
1,835
1,155
453
440
471
209
2,918
90
251
235
233
96
2,674
63
64
Keppel Corporation Limited
Report to Shareholders 2008
Earnings Review
Revenue of $950 million was
$885 million or 48% lower due to the
completion of several trading projects in
Singapore and overseas in the previous
year. Earnings were affected by the
weak macro-economic conditions.
Pre-tax profi t of $365 million was lower
than the previous year due to slower
sales of residential properties and
lower contributions from associated
companies. This was partly offset by
higher profi t from investment properties
and higher fund management fees.
The Division contributed 14% to the
Group’s overall PATMI.
Market Review
With the unprecedented global
economic crisis still running its course,
Asia has been seriously affected
as external demand slows, liquidity
tightens and market confi dence wanes.
Singapore entered into recession
after its economy contracted in the last
two quarters of 2008. For the full year,
the economy registered GDP growth
Keppel Bay is set to put Singapore on the world’s prime
real estate map as a truly world-class waterfront precinct.
of 1.2%, substantially lower than
the 7.7% growth of 2007. Residential
property sales slowed as market
conditions softened. New home sales
fell to 4,264 units compared with the
bumper 14,811 units in 2007. Private
residential prices also declined by
4.7% during the year.
Demand for offi ce space declined
as fi nancial markets worldwide took
a turbulent ride. Offi ce occupancy in
the Central Business District dipped
to 95.4% in the fourth quarter of 2008
from 97.6% a year ago; demand was
a negative 0.37 million square feet (sf),
when full-year offi ce take-up softened
to 0.19 million sf, signifi cantly lower
than the 15-year historical average
annual take-up of about 1.5 million sf
from 1994 to 2008. Average Grade A
and prime offi ce rents fell to
$15 per square foot (psf) and
$12.90 psf respectively in the fourth
quarter of 2008, down from $17.15 psf
and $15 psf respectively in the same
period in 2007.
Demand for residential homes across
key Asian markets was also dampened
by weak sentiments and market
uncertainties arising from the global
economic turmoil. In addition, the
liquidity crunch hampered developers
and home buyers seeking fi nancing,
resulting in lower transacted volume
of residential sales and home prices.
China’s economic growth slowed
to 6.8% in the last quarter of 2008,
dragging down full-year growth to a
seven-year low of 9% as the country
felt the impact of the global fi nancial
crisis. Recognising that the property
sector is a key component of the
economy, the Chinese government
introduced various measures,
including smaller down payments,
lower mortgage rates, tax incentives
and easing of rules on home sales,
to encourage home purchases.
Vietnam’s economy moderated to
6.2% in 2008, compared with 8.5%
for 2007. Uncertainties, high mortgage
Operating & Financial Review
Property
65
Operating & Financial Review
Property
Signifi cant Events
K-REIT Asia’s properties are well-managed and their facilities meet tenant requirements.
January
Keppel Bay Bridge, an icon of
Singapore’s southern waterfront,
was named and opened by His
Excellency S R Nathan, President
of the Republic of Singapore.
Marina at Keppel Bay premiered
with a grand opening by Senior
Minister Mr Goh Chok Tong, as
the Clipper fl eet on the 2007–08
Round the World Yacht Race
sailed into Keppel Bay.
Keppel Corporation signed
a Memorandum of Understanding
(MOU) with the Qatar Investment
Authority to participate as an equity
investor in the Sino-Singapore
Tianjin Eco-City project.
March
Keppel Land obtained the
investment certifi cate for a
prime waterfront residential
development in Ho Chi Minh
City’s District 7.
April
Keppel Land entered into a joint
venture with Sunsea Yacht Club
(HK) Company Limited to develop
its fi rst integrated residential-cum-
marina lifestyle development on
a 82-ha land site in Zhongshan,
Guangdong Province of China.
May
K-REIT Asia’s rights issue was
successfully completed, raising
gross proceeds of $551.7 million
to partly refi nance a bridging
loan, which had been used for its
acquisition of a one-third interest
in One Raffl es Quay.
June
Keppel Land acquired another
154 mu (about 10 ha) site in
Shenyang’s Shenbei New District,
which when combined with the
adjacent site of 353 mu (about
24 ha) acquired earlier in August
2007, will house an integrated
township development.
66
Keppel Corporation Limited
Report to Shareholders 2008
rates and the effects of a weak stock
market caused home sales and prices to
decline. The government’s move to lower
interest rates and its VND250 trillion plan
to develop affordable housing will help
to stabilise the market. The housing
market is expected to hold up well in
the medium- to long-term, underpinned
by strong domestic fundamentals
including favourable demographics
and rising urbanisation.
In India, transaction volumes and
prices declined in 2008 as demand
from end-users and investors softened.
The market is expected to see further
price weakening in the short term
until market conditions and consumer
confi dence improve.
Demand for township homes in
Jakarta, Indonesia is expected to
slow down in tandem with a weaker
economic environment. The Indonesian
government has warned that 2009 may
see its economy growing at its slowest
pace since 2002. Growth is projected to
slow from 6.1% in 2008 to 4% in 2009.
Operating Review
Singapore
Keppel Land sold fewer homes in 2008
given the diffi cult market conditions.
Sales launches of its projects including
Marina Bay Suites were held back as
a result of weak buying sentiments.
Keppel Land will continue to monitor
the market and selectively launch its
projects when appropriate.
Keppel Bay remains Keppel Land’s
key residential development in the
pipeline. Refl ections at Keppel Bay,
the landmark designed by Daniel
Libeskind, is the second residential
project in the exclusive waterfront
precinct. The 1,129-unit premier
development has since sold more than
630 units. Park Infi nia at Wee Nam,
a 486-unit condominium development
in the Newton area, was completed in
2008 with about 96% sold.
Marina Bay Financial Centre (MBFC),
a new Grade A commercial development
in the New Downtown which is jointly
developed by Keppel Land, Cheung
Kong (Holdings) and Hongkong Land,
has secured strong pre-commitments
of 66% and 55% for Phases 1 and 2
respectively, ahead of their scheduled
completions in 2010 and 2012.
Construction of Ocean Financial
Centre, a fourth-generation offi ce
building on the site of the former
Ocean Building at Raffl es Place,
is progressing. The 43-storey offi ce
development is expected to be
completed in 2011.
Overseas
Development of the fi rst 4-sq km
site in the 30-sq km bilateral Sino-
Singapore Tianjin Eco-City project
is making progress. Envisioned to
be a sustainable and economically
vibrant urban living environment,
the Tianjin Eco-City enjoys high-level
support, with Chinese Premier
Mr Wen Jiabao and Singapore’s Senior
1
1 Keppel Land’s Elita Garden Vista in Kolkata is targeted at the upper middle-income segment
comprising professionals and managers, catering to the communities of nearby IT parks.
2 MBFC is the centrepiece of the Singapore Government’s plans to position the country
as a global fi nancial and business hub.
2
Operating & Financial Review
Property
67
Operating & Financial Review
Property
1
2
1 Keppel Land’s fi rst integrated residential-
and-marina lifestyle development in China
is in Zhongshan, in the affl uent Pearl River
Delta region.
2 The Estella is Keppel Land’s 1,393-unit
luxury residential development near the
heart of Ho Chi Minh City.
Minister Mr Goh Chok Tong offi ciating
at its groundbreaking ceremony in
September 2008.
Construction of the infrastructure by
the Eco-City Administrative Committee,
formed by the Chinese government,
is moving according to schedule. The
50/50 joint venture (JV) company
between the Keppel Group and its
Chinese consortium partner, Sino-
Singapore Tianjin Eco-City Investment
and Development Co Ltd, signed
up its fi rst international investor,
Sembawang Engineers & Constructors
Pte Ltd (Sembawang). Sembawang is
working on a feasibility study for the
development of a US$1 billion solar
polysilicon production plant in the
northern tip of the Tianjin Eco-City.
Keppel and the Chinese consortium
have committed to develop more
than 60 ha of land in the fi rst
4-sq km site. Keppel Land, a member
of the Singapore Consortium, has
been appointed the development
manager for the Keppel Group.
The Qatar Investment Authority had
earlier signed an MOU with Keppel
to be an equity partner in the
Singapore Consortium.
Keppel Land saw lower home sales
across major markets compared with
the previous year. Market sentiments
turned cautious as potential home
buyers defer home purchases until
market visibility improves.
During the year, Keppel Land made
selective land acquisitions for lifestyle
and residential township developments
in China. It entered into a JV to
develop a niche residential-cum-marina
lifestyle development in Zhongshan,
Guangdong Province. Covering a
total area of 82 ha, the site will be
acquired in phases. Keppel Land also
acquired a 10-ha site adjacent to an
earlier acquired site in Shenyang for
an integrated residential township.
Evergro Properties, Keppel Land’s
listed subsidiary which focuses on
China’s second-tier cities, has achieved
better operating performance in 2008.
With cash of about $137 million raised
from a rights issue in August, it has
positioned itself to ride on any early
recovery in China.
Fund Management
In contrast with the slowing property
development business, Keppel
68
Keppel Corporation Limited
Report to Shareholders 2008
Land’s fund management business
has performed well. Its assets under
management (AUM) have grown by
60% from $6.1 billion in the previous
year to about $9.8 billion when the
funds are fully leveraged and invested.
Keppel-sponsored K-REIT Asia
continued to enjoy positive rental
reversions despite a weaker offi ce
market. Its portfolio of fi ve offi ce
assets in Singapore maintained its
value at $2.1 billion. Post-rights issue,
K-REIT Asia has one of the lowest
aggregate leverage ratios among
the S-REITs.
Both K-REIT Asia and Alpha are
in good positions to selectively
acquire quality assets.
Meanwhile, Alpha Investment Partners
(Alpha), Keppel Land’s private equity
fund management vehicle, raised
US$1.2 billion ($1.7 billion) for its new
Alpha Asia Macro Trends Fund which
focuses on enduring trends in Asia.
As at end-2008, Alpha manages a
total of fi ve funds with about $7.7 billion
worth of AUM when all funds are fully
leveraged and invested.
Business Outlook
2009 is expected to be another
challenging year as Keppel Land
continues to face strong headwinds
from the global fi nancial and
economic crisis.
However, compared with past
economic crises, Keppel Land
is in a better fi nancial position to
Signifi cant Events
Fund, which raised a total of
US$1.2 billion and exceeded
its original target of US$1 billion.
August
Evergro Properties’ rights issue
was successfully closed, raising
gross proceeds of $137.1 million
to acquire land and to improve
its existing developments in China.
September
The groundbreaking ceremony of
the 4-sq km Start-Up Area of the
Sino-Singapore Tianjin Eco-City
was graced by China’s Premier
Mr Wen Jiabao and Singapore’s
Senior Minister Mr Goh Chok Tong.
MBFC announced additions
to its line-up of pre-committed
tenants, bringing overall pre-
commitment to 61%.
Keppel Land achieved the ISO
14001:2004 certifi cation for its
Environmental Management
System for the development
of commercial and residential
properties in Singapore.
November
Launched at Marina at Keppel Bay,
Keppel Bay Sailing Academy was
the fi rst in Singapore to run courses
accredited by the internationally
recognised and UK-based Royal
Yachting Association.
China’s Premier Wen Jiabao and Singapore’s Senior Minister Goh Chok Tong (front row,
2nd and 3rd from right) offi ciate at the groundbreaking ceremony of the Start-Up Area
of the Tianjin Eco-City.
July
Keppel Corporation’s subsidiary,
Singapore Tianjin Eco-City (STEC)
entered into a JV agreement
with Tianjin Eco-City Investment
and Development Co Ltd (TEC)
to incorporate Sino-Singapore
Tianjin Eco-City Investment and
Development Co Ltd to develop
a 30-sq km eco-city project.
STEC and TEC also signed
a commercial agreement with
the Eco-City Administrative
Committee to co-operate
in the development of the
Tianjin Eco-City project.
Alpha Investment Partners
announced the successful closing
of its Alpha Asia Macro Trends
Operating & Financial Review
Property
69
Building Tomorrow’s Green Cities Today
Sino-Singapore Tianjin Eco-City
Operating & Financial Review
Property
weather the current economic
downturn. Progressive cash proceeds
generated from strong sales of
residential properties in 2006 and
2007, rental income from offi ce leasing,
and growing fee income from fund
management activities will help buffer
its earnings and provide funding for
capital needs.
Keppel Land has been disciplined and
stringent in its fi nancial management
and acquisitions in Singapore and
overseas. As a result, no provisions
or write-downs are required for its
landbank as the breakeven prices are
lower than market prices. The carrying
values of investment buildings are
also within the current market range.
The demographic fundamentals
of the countries in which Keppel
Land operates are still intact. Keppel
Land will continue to pursue the
development of township, waterfront
lifestyle and sustainable developments
in Singapore and overseas. In light of
the current market conditions, it will
review all its development projects
to trim fat and conserve cash so
that it can seize attractive investment
opportunities that arise and ride
through the current global crisis
in good shape.
Having won several recognitions for its
continued emphasis on green efforts,
Keppel Land also aims to achieve the
minimum standard of BCA Green Mark
Gold Award or its equivalent for all its
Singapore and overseas projects.
Ocean Financial Centre is the fi rst
offi ce development in Singapore’s
Central Business District to win the
BCA Green Mark Platinum Award.
MBFC (Phase 1 – Commercial) and
Refl ections at Keppel Bay in Singapore
as well as The Estella in Vietnam also
garnered the BCA Green Mark Gold
Awards. Keppel Land also attained
ISO 14001 certifi cation for its
Singapore projects during the year.
The Tianjin Eco-City will demonstrate the determination of Singapore and China to tackle global
climate changes, strengthen environmental protection and resource conservation, and build a
harmonious society.
70
Keppel Corporation Limited
Report to Shareholders 2008
The Sino-Singapore Tianjin Eco-City
(Tianjin Eco-City) is a landmark
project between the Governments
of Singapore and China to create a
practical, scalable and replicable model
for sustainable development for other
cities in China and the rest of the world.
Currently, the 30-sq km Tianjin Eco-
City site is a non-arable, freshwater
scarce piece of vacant land, which
will be transformed in phases over
10 to 15 years into a sustainable and
economically vibrant city, and a home
for up to 350,000 residents.
Jointly developed by Singapore’s
Urban Redevelopment Authority,
China’s Academy of Urban Planning
and Design, and the Tianjin Planning
and Design Institute, the masterplan
for the Tianjin Eco-City will adhere
to key benchmarks to ensure that
the project’s development will be
environment-friendly, resource-effi cient
and economically sustainable.
The Tianjin Eco-City will adopt
affordable technologies and practices
to create a strong foundation for
sustainable development and living.
Green transport ensures smaller
carbon footprints at the individual
and family levels. A public light
railway system and close proximity
of amenities and recreational facilities
will make the Tianjin Eco-City a
‘walkable’ community.
All buildings in the Tianjin Eco-City will
meet green building standards of being
energy and resource-effi cient. Eco-
solutions will be integrated to enhance
sustainability and commercial viability
so that homes will be affordable and
well-designed.
Strategically located in the Tianjin Binhai New Area, the Tianjin Eco-City
will benefi t from the economic vibrancy of the region.
Clean water will be achieved through
wastewater recycling and advanced
treatment technologies. Tap water
will be 100% potable.
Clean and renewable energy sources
such as solar water heaters and
geothermal heating systems will
be used in the Tianjin Eco-City to
supplement traditional energy supplies.
A collective system of waste
management and recycling will be
introduced and integrated with waste
disposal and treatment processes
to regenerate energy.
Environmental protection is expected
to take centre stage in the Tianjin
Eco-City, with a vast, beautiful
eco-valley running through the city,
as well as restoration of natural
habitats and cleaning up of rivers,
water bodies and wetlands.
With its location at the heart of
China’s Bohai Rim, the Tianjin Eco-
City will position itself as a modern
fi nancial and services hub focusing
on eco-business services such
as clean energy, environmental
protection and green urban solutions.
Its eco-business parks will also
provide exciting opportunities for
residents and businesses.
Operating & Financial Review
Property
71
Operating & Financial Review
Infrastructure
The Infrastructure Division will continue
to build a selected portfolio of environmental
engineering, power generation, logistics and
data centre & networks businesses.
Earnings
Highlights
Operating Profi t ($ million)
2008
2007
2006
11
(65)
$70m
Profi t before Tax
$63m
PATMI
Earnings
Highlights
Revenue
EBITDA
Operating profi t
Profi t before tax
PATMI
Manpower (number)
Manpower cost
Major
Developments
in 2008
Focus for
2009/2010
(cid:129) Keppel Integrated Engineering
(cid:129) KIE to launch the green business
(KIE) was selected for the
divestment of the Senoko
Incineration Plant in Singapore
trust, when appropriate
(cid:129) Pursue long-term contracts and
explore investment opportunities
50
(cid:129) Secured more environmental
projects in Europe and
Central America
(cid:129) First full year of commercial
operation for Keppel Merlimau
Co-generation Plant
(cid:129) R&D of water and waste
management technologies
(cid:129) Strengthen project execution
and fi nancial management
(cid:129) Keppel Energy to selectively
acquire power generation
assets and technology,
including renewable energy
(cid:129) Divest assets in the Americas
(cid:129) Keppel Telecommunications
& Transportation to tap logistics
growth of China and Southeast Asia
(cid:129) Leverage growth potential for data
centres in Europe and Asia
2008
$ million
2007
$ million
2006
$ million
2,232
1,277
82
50
70
63
45
11
51
27
5,064
219
4,392
180
570
(19)
(65)
(24)
(35)
3,998
158
72
Keppel Corporation Limited
Report to Shareholders 2008
The Keppel Merlimau Co-generation Power Plant has been contributing to earnings since operations in 1H 2007.
Project
Keppel Merlimau Co-generation Plant
Capacity
500 MW
Ulu Pandan NEWater Plant
148,000 m3/day
Tuas South Waste-to-Energy Plant
Qatar Domestic Solid Waste Management Centre
800 tonnes of solid waste a day to generate more than
20 MW of green energy
2,300 tonnes of mixed solid waste and 5,000 tonnes
of construction and demolition waste a day, and a
1,500 tonnes a day waste-to-energy incineration plant
Tenure
2007 – 2033
2007 – 2027
2009 – 2034
2009 – 2029
Doha North Sewage Treatment Works
439,000 m3/day
2010 – 2020
Earnings Review
Infrastructure Division contributed to a
billion-dollar increase in Group revenue
due largely to higher revenue from the
co-generation power plant in Singapore
and environmental engineering
contracts. It continued to make
encouraging progress, contributing
$70 million to Group pre-tax profi t.
PATMI of $63 million was more than
double the level achieved in 2007.
The Division accounted for 6% of the
Group’s PATMI.
Environmental Engineering
Keppel Integrated Engineering
(KIE)
KIE aims to be a valued partner to
customers in sustainable development by:
(cid:129) Designing and building water
and thermal treatment plants;
(cid:129) Developing turnkey projects
and selling environmental
technology packages; and
(cid:129) Utilising the group’s global network
and strong fi nancial resources to
develop DBOO, BOT, DBO and PPP
types of environmental projects.
Environmental Engineering
KIE aims to be a global leader
in environmental technology and
services and to make a signifi cant
contribution to a cleaner future.
Operating & Financial Review
Infrastructure
73
Operating & Financial Review
Infrastructure
Signifi cant Events
June
KIE formed a joint venture
(JV)company, Tianjin Eco-City
Environmental Protection Co Ltd
(TECEP), with Tianjin TEDA Co
Ltd (Tianjin TEDA Co) and Tianjin
Eco-City Investment & Development
Co Ltd (TECID Co).
July
KIE formed a second JV company,
Tianjin Eco-City Energy Investment
and Construction Co Ltd (TECEIC)
with TECID Co and Tianjin
Jinneng Investment Co to explore
opportunities for infrastructure
projects in the Sino-Singapore
Tianjin Eco-City.
Signing the agreement for the
divestment of the Senoko Incineration
Plant are (from left): Ms Tan Puay Joo,
Manager of Singapore Land Authority;
Ms Chua Geok Wah, Accountant-
General; Mr Chua Chee Wui, CEO
of KIE and Mr Lee Yuen Hee, CEO
of National Environment Agency.
February
Keppel Energy agreed to supply
natural gas valued at an expected
$3 billion, based on prevailing
energy prices, to ExxonMobil
Asia Pacifi c Pte Ltd’s facilities
on Jurong Island.
March
Keppel Seghers Belgium NV
secured a €34 million (approximately
$74.8 million) turnkey contract for
a Combined Heat and Power
waste-to-energy plant owned
by Amotfors Energi in Sweden.
August
Keppel Logistics made its fi rst
foray into Vietnam with the
acquisition of a 40% stake in
Indo-Trans Logistics Vietnam.
September
The Singapore Government
selected KIE’s proposal for
the divestment of its Senoko
Incineration Plant to an
infrastructure business trust
and KIE planned to establish
the Trust as a listed green
business trust with the SIP
as the seed asset.
It will continue to strengthen its
technology leadership through
continuous Research and Development
(R&D) and leverage our extensive
engineering experience.
Market Review
There is an increasing need for proper
solutions to treat solid waste in the
Middle East. Most of the countries
in the Gulf Cooperation Council are
ranked among the world’s top 10 in
terms of waste production per capita,
with approximately 120 million tonnes
of waste produced each year.
74
Keppel Corporation Limited
Report to Shareholders 2008
Notwithstanding the global economic
crisis, the water sector in South
America and the Caribbean is expected
to remain active for the next two years,
with Latin American countries heavily
investing in infrastructure.
Several European Union states have
legislations that encourage higher rates
of recycling or recovery and impose
restrictions on the types of waste that
can still be land-fi lled. As a whole, the
market for waste-to-energy (WTE)
solutions in Europe remains strong.
After many years of slow development,
the market in North America is showing
renewed interest in WTE solutions.
China remains an attractive market as
urbanisation accelerates, increasing
demands for clean water and effective
waste management. KIE plans to
expand its presence in Guangdong
Province to ride on its economic
transformation. It signed a framework
agreement with Guangdong GuangYe
Environmental Protection Industrial
Group for the joint investment of
environmental infrastructure projects
in the province.
Operating Review
In Singapore, KIE’s proposal was
selected by the government for the
divestment of the Senoko Incineration
Plant to an infrastructure business
trust (the Trust). KIE will spearhead
the establishment and listing of the
Trust, which is expected to be the
fi rst of its kind. Singapore’s fi fth WTE
plant at Tuas, scheduled to commence
operations in the second quarter of
2009, and East Asia’s largest operational
NEWater Plant at Ulu Pandan will be
among the fi rst assets to be considered
for injection into the Trust.
In China, KIE formed two joint
venture (JV) companies with Tianjin
partners to explore opportunities in
the Sino-Singapore Tianjin Eco-City
(Tianjin Eco-City). The fi rst, Tianjin
Eco-City Environmental Protection
(TECEP) will focus on the investment,
construction and operation of
infrastructure for environmental
protection, and is expected to provide
urban environmental management,
pollution treatment and environmental
restoration and improvement. It will also
develop and provide solutions for green
energy and environmental protection.
The second JV, Tianjin Eco-City
Energy Investment and Construction
(TECEIC) will focus on the investment
and implementation of energy and
utilities-related infrastructure as well
as the operations and maintenance
of these facilities. TECEIC will also
look into the development and
promotion of renewable energy.
These two partnerships will allow
KIE to strengthen its relationship with
Tianjin, enhancing its strong foothold
in China as a multi-national player to
contribute greatly to the sustainable
development of Tianjin City.
In the Middle East, KIE is making
steady progress in the design and
construction of the world’s fi rst
integrated solid waste management
centre in Qatar. KIE will undertake
the operation and maintenance of this
facility for 20 years. Construction of the
plant is expected to be completed by
the last quarter of 2009.
Also making good progress is the
contract to design and build the
greenfi eld wastewater treatment and
water reuse facility with the capacity
to treat 439,000 m3 of wastewater
a day in Qatar. Construction of the
Doha North Sewage Treatment
Works (DNSTW) plant is expected
to be completed by end-2010,
following which KIE will operate
and maintain the facility for
10 years. KIE has also included a
concept proposal to transform and
enhance the surrounding area of
the DNSTW into an EcoPark. The
proposed EcoPark will be the fi rst-of-
its-kind to showcase breakthrough
ideas on sustainable and resource-
conscious development.
Singapore’s Prime Minister Mr Lee Hsien Loong (right) and Minister for Environment and Water
Resources Dr Yaacob Ibrahim tour the Keppel Group’s booth at the SIWW with Keppel Corporation
CEO, Mr Choo Chiau Beng (left).
KIE successfully applied its proven
water reuse technology, the Keppel
Seghers POTABLOCTM, to produce
high-quality industrial grade water as
part of the construction of DNSTW. A
mobile water treatment and production
unit, POTABLOCTM recycles wastewater
to provide water needed for the project
construction instead of drawing on
precious potable water from the city
of Doha. The Public Works Authority
of Qatar has hailed the application of
POTABLOCTM as an example of green
construction practice.
In December 2008, KIE secured
two contracts worth nearly
$120 million in Honduras and
Guadeloupe, an overseas region of
France. In Guadeloupe, KIE will design
and provide a full suite of technology
package for a new WTE plant. When
completed in 2011, the plant will treat
household, hospital and industrial
waste of up to 130,000 tonnes per year
to generate steam and electricity.
Keppel Sea Scan, a wholly-owned
subsidiary of KIE, secured new
marine accommodation projects
with total value exceeded $38 million
in Singapore, Brazil and Malaysia.
Confi rmed orders for supply of marine
equipment and products exceeded
$120 million of which $12 million was
from clients in Vietnam, Indonesia,
Kazakhstan and Qatar.
Keppel FMO, another wholly-owned
subsidiary of KIE, secured several
maintenance contracts from new
customers including a contract to
manage the Ministry of Manpower
facilities. Keppel FMO continued to
enjoy a high retention rate of existing
customers, with extension contracts
awarded from Alexandra Hospital, the
Ministry of Environment and Water
Resources, the Subordinate Courts,
the Singhealth Group of Hospitals,
National Technological University
and Defence Science and
Technology Agency.
Operating & Financial Review
Infrastructure
75
Operating & Financial Review
Infrastructure
As Singapore’s fi rst WTE plant
built under the Public Private
Partnership, Keppel Seghers
will own and operate the Tuas
Incineration Plant for 25 years.
76
Keppel Corporation Limited
Report to Shareholders 2008
Business Outlook
Sustainable and reliable water supplies
have been identifi ed as one of the key
global challenges. According to the
United Nations’ estimates, one-third of
the world’s population live in areas with
water shortages while 1.1 billion people
lack access to safe drinking water.
Concerns over securing adequate
future water resources has resulted in
a growing trend to implement effective
water-effi ciency programmes and a
strong growing interest in expanding
technologies related to water reuse
and desalination.
Growing awareness of landfi ll pollution
risks, land scarcity in rapidly urbanising
regions and tighter regulations will
create business opportunities in
solid waste treatment industries.
As one of the few global companies with
the track record to offer the full range
of both water and thermal technologies,
KIE will be well-positioned to harness
these business opportunities.
Energy
Market Review
Average electricity demand in
Singapore grew approximately 0.9%
in 2008. However, electricity demand
began to taper off in the last quarter
of 2008. The long-awaited liberalisation
of the Singapore gas market was
realised with the implementation of the
Gas Network Code on 15 September
2008. Keppel Energy’s businesses
in Singapore benefi ted from these
developments with an improved
operating and fi nancial performance.
Temasek Holdings divested the three
largest power generation companies in
Singapore before the global economy
turned for the worse. Keppel Energy is
Keppel Energy
Keppel Energy aims to be a power
company with innovative fuel
solutions in Singapore and beyond.
Signifi cant Events
December
Keppel Seghers Belgium NV and
Keppel Seghers Latinoamèrica
SA secured two environmental
contracts worth about $120 million
respectively in Guadeloupe
(France) and Honduras.
Mr Wang Yang (left), Member of the
Political Bureau of the Communist Party
of China (CPC) Central Committee and
Secretary of the CPC’s Guangdong
Committee meeting Mr Lim Chee Onn,
Chairman of Keppel Corporation (right),
in Singapore in September 2008.
well-positioned to adapt to the entry of
new players into the Singapore energy
market brought by the privatisation.
Operating Review
Keppel Energy’s focus in 2008 has
been on execution and delivering
value from the investments made
in the power and gas businesses in
Singapore. The Keppel Merlimau Co-
generation Plant has been improving
on its reliability and availability. Its
retail arm, Keppel Electric, has also
secured a larger market share in
2008. Keppel Gas, a gas importer and
shipper into Singapore, collaborated
with the Singapore authorities, the gas
transporter and other companies in the
industry to implement the Gas Network
Code and successfully managed the
transition into the new system.
Operating conditions in the Americas
continue to be challenging. Keppel
Energy would look to either divest or
retire power assets in that region and
focus its attention on the opportunities
in Asia.
Business Outlook
Notwithstanding the economic
slowdown, Keppel Energy’s power
business in Singapore is expected to
continue to deliver sustainable earnings
in 2009. While demand for electricity is
slowing in tandem with lower economic
activity, the company is well-positioned
to ride out this volatile period. The gas
business is expected to begin supply
of gas to ExxonMobil Asia Pacifi c in the
later part of the year.
Keppel Energy would utilise the
integrated energy business platform to
grow our Singapore business through
capacity expansion and development
of adjacencies like the utilities business
on Jurong Island.
Operating & Financial Review
Infrastructure
77
Operating & Financial Review
Infrastructure
The company would also pursue
selective acquisitions of power and
gas assets in Asia.
Logistics
Market Review
In Singapore, the strong economy
in the fi rst half of the year saw high
levels of logistics activities. This led
to both higher occupancy and rental
rates. However, the global economic
downturn in the later half affected
logistics activities, especially export
and manufacturing-driven ones.
In China, the overall cargo throughput
at Chinese ports and internal cargo
movement registered good growth in
2008. While China’s growth is expected
to slow in the fi rst half of 2009,
government policies stimulating growth
should provide some support in the
later part of the year.
about 160,000 square feet (sf)
of warehouse space in Singapore,
through its subsidiary, Transware
Distribution Services.
The Division continued to leverage
its strength to serve the Fast Moving
Consumer Goods sector. It renewed
its contract with long-time customers
Nestle and Carrefour, and also
acquired new customers such as
Kraft and Kao Singapore. Keppel
Logistics had also expanded its truck
fl eet in the year and strengthened its
value proposition to provide integrated
solutions from warehousing to
distribution to its customers.
In Malaysia, Keppel Logistics deepened
its footprint in Central Peninsular
Malaysia by setting up its fi rst major
operations in a 60,000 sf warehouse
in Shah Alam.
Operations Review
Occupancy rates at Keppel Logistics’
Singapore warehouses remained
healthy at close to 100% as at
end-2008. The Division also added
In China, Keppel Logistics Foshan (KLF)
continued to operate at maximum
capacity with the Lanshi Port
recording a historical high of 220,000
twenty-foot equivalent units handled.
Logistics and Data
Centre & Networks
Keppel Telecommunications
& Transportation aims to leverage
core competencies to enhance
existing businesses.
Keppel Logistics expanded its cold-chain facilities to meet the growing needs of its fast moving
consumer goods (FMCG) customers.
78
Keppel Corporation Limited
Report to Shareholders 2008
Leveraging its expertise in delivering 100% availability specialised data centre management, Citadel100
delivers a range of customised solutions ranging from co-location suites to dedicated data vaults.
KLF also enjoyed near full occupancy
for its existing warehouse space. To
keep pace with the business growth,
KLF had in 2008 increased the
stacking capability of Lanshi Port.
Preparing for growing demand for
warehousing space and third-party
logistics services, KLF will commence
building a new distribution centre in
Nanhai during 2009.
Business Outlook
Logistics activities are expected
to be affected by the sluggish global
economy in 2009. The group will
continue to be vigilant in managing
costs and improving effi ciency while at
the same time, build its businesses
and take advantage of any
opportunities that may arise
during this period of adversity.
Through Wuhu Annto Logistics
Company Limited, the Division made
good progress in the niche segment
of cold-chain services as it increased
its fl eet size of reefer trucks in 2008 to
cope with the growing demand.
Keppel Logistics made its fi rst move into
Vietnam in 2008 through the acquisition
of a 40% interest in Indo-Trans Logistics
Vietnam, a company which operates
more than 150,000 sf of warehouse
space in Ho Chi Minh City and Hanoi.
Data Centre & Networks
Market Review
The overall data centre market in
Europe remains buoyant, despite the
credit crisis. The supply growth of
high-quality data centre facilities
continues to lag demand growth,
resulting in higher capacity utilisation
and co-location prices.
Operations Review
Keppel T&T ventured into the data
centre market in Europe in February
2007, through the acquisition of a
50% stake in Premier Data Centres
Limited. Premier Data Centres Limited
was renamed Citadel 100 Datacenters
Limited (Citadel100) in 2008 as part
of its re-branding exercise.
Citadel100, Keppel T&T’s data
centre business in Dublin, achieved
98% occupancy in 2008. Citadel100
continues to provide high-quality
services to its blue-chip customers,
priding itself in delivering zero downtime.
Business Outlook
The Division continues to explore
various new data centre projects
in Dublin and The Netherlands on
the back of its customers’ expansion
plans in these markets.
Operating & Financial Review
Infrastructure
79
Operating & Financial Review
Investments
Our investments are committed to deliver
good value to shareholders amidst the
diffi cult global climate.
Earnings
Highlights
Operating Profi t ($ million)
2008
2007
2006
25
30
$219m
Profi t before Tax
$172m
PATMI
Earnings
Highlights
Revenue
EBITDA
Operating profi t
Profi t before tax
PATMI
Manpower (number)
Manpower cost
Major
Developments
in 2008
(cid:129) Singapore Petroleum Company
(SPC) acquired full operatorship
of its fi rst onshore exploration
block in Indonesia, the Mahakam
Hilir PSC in Kutai Basin in the East
Kalimantan province.
95
(cid:129) k1 Ventures realised signifi cant
gains on its partial sale of
McMoRan Exploration Company.
(cid:129) MobileOne(M1) submitted a bid
to build and operate the active
infrastructure layer for Singapore’s
Next Generation National
Broadband Network.
Focus for
2009/2010
(cid:129) SPC will prudently invest in oil and
gas production assets and develop
its existing acreages for long-term
shareholder value creation.
(cid:129) k1 Ventures is working closely
with its investee companies
for value creation. It aims to
strategically rebalance Helm’s
rail-related inventories and prepare
Helm for future growth.
(cid:129) M1 will continue to tap on
opportunities arising from
media convergence and develop
new businesses anchored on its
core competencies.
2008
$ million
2007
$ million
2006
$ million
54
26
25
219
172
165
65
61
30
30
334
268
156
60
121
95
95
306
242
161
50
80
Keppel Corporation Limited
Report to Shareholders 2008
Earnings Review
Investments recorded a decline in
revenue of 11% to $54 million in
2008 from $61 million in 2007. Profi t
of $172 million was $96 million or
36% lower compared to the previous
year, due mainly to lower contribution
from SPC and partly offset by higher
contribution from k1 Ventures.
Investments contributed 16%
to the Group’s PATMI in 2008.
Singapore Petroleum
Company (SPC)
SPC is a regional oil and gas company
with interests in oil and gas exploration
and production, refi ning, terminalling
and distribution, marketing and trading
of crudes and refi ned petroleum
products. It is an associated company
of Keppel Corporation. SPC’s vision
is to be a strong, integrated oil and gas
company with a premium brand in the
Asia-Pacifi c region.
Market Review
2008 saw severe volatility in oil prices
and refi ning margins.
In the fi rst half of 2008, continuing
geopolitical tensions, supply uncertainties
coupled with strong demand from China
and India as well as the weakening of
the US dollar resulted in crude oil and
refi ned product prices reaching record
levels. The benchmark West Texas
Intermediate crude surged to a record
US$147.27 per barrel in July 2008.
However, in the second half of 2008,
the global economic crisis and the
resultant curtailing of bank lending
impacted the demand for refi ned
petroleum products, and caused oil
prices to fall sharply. By end-2008,
crude oil prices had fallen by more
than US$100 per barrel from its
record highs. Demand for crude
oil fell by 0.2 million barrels per day
(bpd) in 2008 to 85.8 million bpd.
Refi ning margins were also extremely
volatile during the year. In the fi rst half
of 2008, SPC recorded an average
refi ning margin of about US$10.00
per barrel. With weaker demand in
the second half year, SPC’s average
refi ning margin fell to about US$1.00
per barrel.
Operating Review
In 2008, SPC’s Exploration and
Production (E&P) business contributed
close to 40% of the Group’s after-tax
earnings, exceeding its near-term
target of 30% earnings contributions
from E&P, well ahead of initial schedule.
The company’s E&P earnings grew
186.2% in 2008 compared to 2007
due to increased production from
its producing assets in Indonesia
and China. For the year, SPC’s
E&P producing assets delivered
$329.2 million in revenue and
$156.0 million in operating profi t.
Continued on page 84 ...
In line with its commitment towards a cleaner
and greener environment, Singapore Refi ning
Company is upgrading its ultra-low sulphur
diesel production capability and volume.
Operating & Financial Review
Investments
81
Operating & Financial Review
Investments
SPC Upstream Assets
Kakap PSC, Indonesia
Kakap Production Sharing Contract
(PSC), which covers approximately
2,006 sq km, is located offshore in
the West Natuna Sea of Indonesia,
486 km northeast of Singapore. There
are nine producing oil and gas fi elds,
integrated by four platforms and seven
subsea wellheads. Oil is processed
by a Floating Production Storage and
Offl oading (FPSO) vessel and gas is
transported through the 654 km West
Natuna Transportation System pipeline
to Singapore. SPC has a 15% interest
in the Kakap PSC that contributed
2,142 barrels of oil equivalent per
day (boepd) for the Group in 2008.
SPC proceeded to link two subsea
tie-backs to the KG platform which
is scheduled for completion in 2010.
Upon completion, they are expected
to increase the gas production for
supply to Singapore through the KG-KF
pipeline that is now under construction.
Sampang PSC, Indonesia
Sampang PSC is located in the Madura
Strait, offshore East Java in Indonesia,
covering approximately 535.5 sq km.
The block is made up of the producing
Oyong oil and gas fi elds as well as the
Wortel gas fi eld and Jeruk oil discovery.
Oyong
In 2008, the Oyong fi eld produced
oil which averaged 6,318 bpd. This
equates to 2,527 bpd for SPC’s 40%
interest. Gas development of the
Oyong fi eld is now in progress,
with gas production expected
to commence in 2009.
Wortel
Wortel gas fi eld is located approximately
7 km west of the Oyong fi eld. Upon
obtaining approval from the Indonesian
authority, the partners will proceed to
develop the Wortel gas fi eld. First gas
production is expected in early 2011.
Jeruk
The Sampang partners continue
to work closely to explore possible
development plans to commercialise
Jeruk’s resources.
Mahakam Hilir, Indonesia
Mahakam Hilir block covers
approximately 344.14 sq km and is
located onshore in the Kutai Basin,
East Kalimantan. The Kutai Basin
is one of the largest and most
important oil and gas producing
basins in Indonesia.
Bohai Bay, China
Block 04/36 and Block 05/36 are
located in western Bohai Bay, 190 km
east of Beijing. Covering approximately
225 sq km, the blocks are currently
SPC’s largest producing assets.
Oil is gathered by six platforms and
processed by a FPSO vessel. Block
04/36 and Block 05/36 have a total
gross oil production of 44,664 bpd,
of which 3,806 bpd was net to SPC.
Since the acquisition of the blocks
in the second half of 2007, SPC has
SPC’s upstream business
contributed close to 40%
of the Group’s after-tax
earnings in 2008.
SPC is a 100% operator of the block,
and is committed to conducting
seismic survey and exploration
drilling under the PSC. SPC will
be establishing a branch offi ce in
Jakarta in 2009 to facilitate and
manage operations of the block.
Gas Pipelines
SPC holds a 15% interest in the
Transasia Pipeline Company Private
Limited (Mauritius), which in turn holds
a 40% interest in PT Transportasi Gas
Indonesia (PT TGI). PT TGI owns and
operates two major gas transmission
lines, namely the 536 km Grissik-Duri
pipeline and the 468 km Grissik-
Batam-Singapore pipeline.
lifted over a million barrels of oil from
the fi elds.
Block 26/18, China
SPC holds a 100% operatorship
interest in Block 26/18. Located in the
Pearl River Mouth Basin, South China
Sea, the block covers approximately
4,961 sq km and is 150 km from shore
at water depths of between 85 and
200 metres. Block 26/18 is the fi rst
offshore block to be operated by SPC.
SPC will continue to acquire and
process 3-D seismic data of the
block, and conduct more geological
and geophysical studies in 2009 in
preparation for exploration drilling.
82
Keppel Corporation Limited
Report to Shareholders 2008
Blocks 102 and 106, Vietnam
Located in the Song Hong Basin,
offshore Vietnam in the Gulf of Tonkin,
Blocks 102 and 106 cover an area of
approximately 8,560 sq km and contain
several exploration prospects and
leads. SPC holds a 20% participating
interest in the blocks.
China
Block 04/36
and Block 05/36
In December, the Ham Rong-1X
exploration well was plugged and
abandoned at 3,767 metres. Oil
samples drawn from the well indicated
that the oil is of 39° API with a fl ow
rate of about 4,859 bpd, while the
gas rate was about 6 million
standard cubic feet per day. The
drilling of Yentu-2X appraisal well,
located about 13 km east of Ham
Rong-1X, was also carried out. The
partners will continue to work closely
to further explore the potentials of the
Ham Rong and Yentu fi elds.
Block 101-100/04, Vietnam
Block 101-100/04 extends across
an area of approximately 6,174 sq km,
located adjacent to Blocks 102
and 106 in the Gulf of Tonkin.
During the year, the partners
continued to acquire and interpret
the seismic data of the block.
Drilling of an exploration well is
expected in the fi rst half of 2009.
Block B, Cambodia
Block B, covering approximately
6,560 sq km, is located 250 km
offshore Cambodia, east of the Khmer
Basin where a number of oil and gas
discoveries were previously made.
In June, the Vimean Morodok
MahaNorkor-1 exploration well
was drilled but later plugged and
abandoned with non-recoverable oil
shows. SPC and its partners extended
the exploration phase of
the block for two years to
undertake further technical study
and evaluation of the block’s potential.
Vietnam
Block 101-100/04
Blocks 102
and 106
Cambodia
Block B
China
Block 26/18
Indonesia
Mahakam Hilir
PSC
Indonesia
Kakap PSC
Indonesia
Sampang PSC
T/47P, Australia
Acquired in 2007, Block T/47P covers
approximately 2,890 sq km and is
located offshore southeast Australia
about 200 km from Melbourne, at
water depths between 50 and 100
metres. The Bass Basin block contains
the existing Cormorant oil, condensate
and gas discovery and several
exploration prospects and leads.
Seismic acquisition and processing
of the surveys were completed in 2008.
Exploration drilling for the block
is expected to commence in 2010.
Australia
Block T/47P
Operating & Financial Review
Investments
83
Operating & Financial Review
Investments
... continued from page 81
In 2008, SPC continued to be active in
expanding its E&P business. It acquired
and gained full operatorship of its fi rst
onshore E&P asset, the Mahakam Hilir
Production Sharing Contracts (PSC).
The block is SPC’s third asset
in Indonesia, in addition to the
Kakap and Sampang PSCs.
and Block 05/36 in Bohai Bay. The
blocks in Bohai Bay are SPC’s largest
producing assets.
To date, SPC has nine PSCs and one
exploration permit across the Asia-
Pacifi c region in Australia, Cambodia,
China, Indonesia and Vietnam.
An E&P branch offi ce was established
in Shekou, Shenzhen, China to operate
and manage SPC’s three acreages in
China: Block 26/18 in the Pearl River
Mouth Basin, as well as Block 04/36
The fi rst half of 2008 saw healthy
refi ning margins for SPC due to
strong demand for refi ned products.
Singapore Refi ning Company (SRC),
50% owned by SPC, was kept running
Signifi cant Events
McMoRan Exploration Company is principally engaged in the
exploration, development and production of oil and natural gas.
June
SPC and its partners began drilling
the Ham Rong-1X exploration well
in Vietnam.
k1 Ventures sold 2,379,235 shares
in McMoRan Exploration Company
for an aggregate pre-tax consideration
of US$70.1 million with the aim of
enhancing shareholder value.
July
SPC and its partners commenced
drilling of the fi rst exploration well
at Vimean Morodok MahaNorkor-1
in Cambodia.
September
SPC offi cially opened its Shekou
branch offi ce to operate and
manage its upstream assets
in China.
November
SPC entered into a Petroleum
PSC to explore the Mahakam
Hilir PSC, its fi rst onshore block
in Indonesia.
84
Keppel Corporation Limited
Report to Shareholders 2008
at close to full capacity. As the global
economic downturn worsened in the
later half of 2008, refi ning margins
nosedived. Together with the sharp
fall in crude oil and product prices,
SPC’s downstream earnings were
negatively impacted. For the
full year 2008, SPC recorded an
average refi ning margin of about
US$5.50 per barrel, compared
to US$7.00 per barrel in 2007.
During the year, SRC successfully
completed its scheduled maintenance
of the catalytic reformer and the
hydrocracker upgrading units. The
revamp of SRC’s hydro-desulphuriser
unit which started in mid-2007 to
produce ultra-low-sulphur diesel
progressed on schedule. Due to
the ongoing economic slowdown,
SPC and its partners are reviewing
SRC’s proposed clean ultra-low
sulphur gasoline and co-generation
plant projects.
SPC continues to provide quality
service and value to motorists in
Singapore through its extensive
service station network. During the
year, the company introduced yet
more initiatives such as “Drive-Thru”
ATM and “Drive-Thru” take-away food
outlet, to bring greater convenience
and value to its customers and to
expand its base of loyal customers.
Business Outlook
The global economic downturn
adversely impacted SPC’s performance
in 2008. SPC will leverage its robust
corporate governance practices and
strong enterprise risk management
framework to enhance shareholder
value in the long run.
As a result of the global economic
slowdown, some companies in the
oil and gas industry are delaying
or cancelling projects and planned
investments. SPC will review its
capital investments and operating
expenditures to ensure that they
make economic sense in the current
diffi cult environment.
With low gearing, SPC is fi nancially
robust and will be able to remain
resilient in the current downturn.
SPC will continue to invest prudently
to benefi t from opportunities that may
arise from the current downturn.
k1 Ventures
k1 Ventures, 36%-owned by Keppel
Corporation, is invested in companies
across diverse industry sectors
including transportation leasing,
education, and oil and gas exploration.
Its major investments are in Helm
Holding Corporation (Helm), the largest
independent locomotive and railcar
leasing company in North America, and
Knowledge Universe Holdings (KUH), a
leading global education service provider.
For the fi nancial year ended 30 June
2008, the company recorded profi ts
from continuing operations of
$72.9 million, a 319% increase over
the previous year, mainly driven by the
sale of Dakota, Minnesota & Eastern
Railroad Corp, an investment held
by Helm, and the partial sale of
k1 Ventures’ investment in McMoRan
Exploration Company. k1 Ventures
realised profi t before tax gains of
$49.2 million and $66.2 million
respectively, from the dispositions.
For 2008, the company distributed
8 cents per share to shareholders.
KUH, through its operating subsidiaries,
expanded its international platform by
entering into the Singapore market in
2008. KUH has become the largest
preschool education services provider
in Singapore.
The global economic slowdown has
impacted k1 Ventures’ investments,
and the company is committed to meet
these challenges by continuing to be
proactive in the management of its
investments with the goal of enhancing
shareholder value.
MobileOne (M1)
M1 is a leading mobile communications
provider in Singapore, providing a
full range of mobile voice and data
1
2
1 M1 aims to be the leader in personal voice, business and data communications, focusing on
value, quality and customer service.
2 Helm uses its nationwide network of professionals to purchase, refurbish and service rail
equipment to customers in North America.
communications services over its
2G/3G/3.5G network. M1 is 20%-
owned by Keppel Telecommunications
& Transportation (Keppel T&T).
M1 remains a signifi cant contributor to
Keppel T&T’s earnings and cash fl ow,
despite a decrease in its net profi t from
$171.8 million in 2007 to $150.1 million
in 2008.
As part of its effort to transform itself
into a dynamic multi-play operator,
M1 embarked on several key initiatives
to drive effi ciency and capitalise on
new opportunities during the year.
In December 2008, M1 submitted
a bid to build and operate the active
infrastructure layer for Singapore’s
Next Generation National Broadband
Network (NBN), which is expected
to further entrench Singapore’s
status as an infocomm hub. The
tender result is expected to be
announced in the fi rst quarter of
2009. M1 will benefi t from the
introduction of NBN as it will provide
a neutral and transparent Open
Access environment, enabling
M1 to compete more effectively
in the fi xed line space as a retail
service provider.
Operating & Financial Review
Investments
85
Operating & Financial Review
Financial Review and Outlook
With 74% of its total revenue coming from
overseas customers, the Keppel Group stays
focused on building regional and global winners.
Revenue by Market 2008
Revenue by Market 2007
Revenue by Market 2006
$11,805m
+13%
$10,431m
+37%
$7,601m
+34%
Singapore 26%
Overseas 74%
Singapore 25%
Overseas 75%
Singapore 16%
Overseas 84%
Singapore
ASEAN
Rest of Asia-Pacific
Middle East / India
Europe
North America
South America
Central America
26%
5%
4%
8%
30%
15%
11%
1%
Singapore
ASEAN
Rest of Asia-Pacific
Middle East / India
Europe
North America
South America
Central America
25%
2%
7%
6%
29%
25%
5%
1%
Singapore
ASEAN
Rest of Asia-Pacific
Middle East / India
Europe
North America
South America
Central America
16%
5%
8%
4%
32%
21%
9%
5%
86
86
Keppel Corporation Limited
Keppel Corporation Limited
Report to Shareholders 2008
Report to Shareholders 2008
Prospects
The global economic downturn
we face today is unprecedented.
Notwithstanding the exceptional
measures taken by governments
around the world to stimulate their
economies, the outlook remains
opaque and the current recession
may last longer than previous ones.
For Keppel, years of prudent investing,
growing and rationalising our businesses
based on the multi-business strategy
has placed the Group in a net cash
position as at end-2008. With our strong
balance sheet, Keppel endeavours to
draw from the lessons and experiences
in past crises to strengthen our
businesses, maintain leaner operations
and enhance our value proposition to
customers. As we meet the challenges
in these diffi cult market conditions, we
are also preparing for the future.
While fundamentals in the Offshore
& Marine business remain intact, the
global fi nancial turmoil and declining
oil prices have affected the industry
resulting in fewer rig orders. Shiprepair
is also expected to be affected by
slumping freight rates and more vessels
being laid up. However, the demand
for Floating Production Storage and
Offl oading conversions remains stable.
The outstanding orderbook of $10.8
billion with deliveries into 2012 will keep
Keppel Offshore & Marine’s yards busy
for a few more years.
Offshore & Marine Division will
continue to be the largest contributor
to the profi t of the Group. The Division
is harnessing its resources to be the
solutions provider of choice through
fi rst-class execution, proactive
technology development and
implementation of its “Near Market,
Near Customer” strategy. It is also
reviewing its assets, systems and
processes to make them work harder
so that greater value can be extracted.
The Division is also stringent in project
selection, tracking down payments and
progress payments to ensure projects
remain cash fl ow positive.
The current focus of Keppel’s top management is to steer the Group to emerge stronger from this
economic downturn.
Sales of Singapore and regional private
residential properties were subdued
in 2008. Looking ahead, the regional
property market will continue to remain
soft with fewer sales transactions
and declining prices. The progressive
recognition of revenue and profi ts of
residential properties sold in the past
two years is expected to provide some
respite for the Property Division, until
confi dence returns to the market.
The demographic fundamentals of the
countries that we operate in are still
intact and with regional governments
aggressively introducing stimulus
measures, hopefully market confi dence
can be shored up and that would
encourage home purchases, especially
with lower mortgage rates and tax
incentives. Keppel Land is monitoring the
markets and will launch its projects if and
when conditions are appropriate. The
Division, with its healthy balance sheet
and a tighter operation, is poised to ride
through the current weakness and seize
opportunity as the market stabilises.
The credit crunch has also affected the
number of new infrastructure projects
coming onstream. This will impact the
Infrastructure Division which has seen
its PATMI in 2008 risen more than
double the level achieved in 2007.
The Division has a mix of different
businesses and projects at varying
stages of growth and development.
Constructions of its projects are
progressing on track, and the
scheduled payments are expected to
provide the Division with a core base
of revenue and profi ts. Environmental
Engineering will continue to seek out
opportunities to offer technologically-
advanced cost-effective solutions
to its customers. Power Generation
is focusing on delivering stronger
earnings from its existing power
assets, and evaluating possible areas
of growth. Logistics is also taking
advantage of the current climate to
cautiously increase its capacity.
While the crisis has impacted
Singapore Petroleum Company’s
(SPC) performance, it also presents
opportunities for the company to realise
its vision as an integrated oil and gas
company during this downturn. With low
gearing and no long-term borrowings
to refi nance, SPC is fi nancially robust
and will continue to invest prudently
to benefi t from an eventual recovery
of the global economy.
Shareholder Returns
Return on Equity increased from
21.8% in 2007 to 22.4% in 2008,
refl ecting our effort to pursue higher
returns for our shareholders.
The Company will be paying a fi nal
dividend of 21 cents per share.
Together with the interim dividend
of 14 cents per share, total dividend
for 2008 is 35 cents per share. In
the previous year, total dividend of
Operating & Financial Review
Financial Review and Outlook
87
Operating & Financial Review
Financial Review and Outlook
Shareholder Returns
Capital
distribution
6.0cts
per share
Capital
distribution
9.0cts
per share
Capital
distribution
10.0cts
per share
Capital
distribution
11.5cts
per share
Capital
distribution
14.0cts
per share
Special
dividend
45.0cts
per share
Plus
Plus
Plus
Plus
Plus
Plus
35.0cts
19.0cts
21.8%
22.4%
14.0cts
19.1%
9.0cts
9.5cts
10.0cts
11.5cts
13.4%
14.1%
15.5%
16.4%
2002
2003
2004
2005
2006
2007
2008
ROE
Full-year dividend
64 cents per share included a special
dividend of 45 cents to commemorate
the Company’s 40th anniversary since
its incorporation. Total payout for 2008
represents 51% of Group PATMI. This
is equivalent to a gross yield of 8.1%
on the Company’s last transacted
share price as at 31 December 2008.
The distribution to shareholders is paid
on account of increased profi tability
and strong operational cash fl ow. We
are committed to reward shareholders
with generous payouts as we achieve
healthy year-on-year improvement in
earnings growth.
Economic Value Added (EVA)
EVA increased by $88 million to
$692 million in 2008. This was
attributable to higher operating profi t
coupled with lower capital charge.
Net Operating Profi t After Tax (NOPAT)
increased by $60 million due to an
Economic Value Added (EVA)
Profi t after tax & exceptional items
Adjustment for:
Interest expense
Interest expense on non-capitalised leases
Tax effect on interest expense adjustments1
Provisions, deferred tax, amortisation & other adjustments
Net Operating Profi t After Tax (NOPAT)
Average EVA Capital Employed2
Weighted Average Cost of Capital3
Capital Charge
2008
$ million
08v07
+/(-)
2007
$ million
07v06
+/(-)
2006
$ million
1,149
+87
1,062
+172
890
105
20
(18)
33
1,289
-29
–
+1
+1
+60
134
20
(19)
32
1,229
+24
+1
-2
+21
+216
8,848
-102
6.75% -0.24%
+28
(597)
8,950
-132
6.99% +0.49%
-35
(625)
110
19
(17)
11
1,013
9,082
6.50%
(590)
Economic Value Added
692
+88
604
+181
423
Comprising:
EVA excluding exceptional items
EVA of exceptional items
855
(163)
692
+76
+12
+88
779
(175)
604
+363
-182
+181
416
7
423
1 The reported current tax is adjusted for statutory tax impact on interest expenses.
2 Average EVA Capital Employed is derived from the quarterly averages of net assets plus interest-bearing liabilities, provision and present value of operating leases.
3 Weighted Average Cost of Capital is calculated in accordance with the Keppel Group EVA Policy as follows:
a Cost of Equity using Capital Asset Pricing Model with market risk premium set at 6% (2007: 6%);
b Risk-free rate of 2.7797% (2007: 3.041%) based on yield-to-maturity of Singapore Government 10-year Bonds;
c Unlevered beta at 0.72 (2007: 0.72); and
d Pre-tax Cost of Debt at 3.43% (2007: 3.72%) using fi ve-year Singapore Dollar Swap Offer Rate plus 40 basis points (2007: 40 basis points).
88
Keppel Corporation Limited
Report to Shareholders 2008
EVA ($ million)
692
+88
604
+181
423
+224
199
+164
35
+160
+170
(125)
+370
(295)
(665)
2001
2002
2003
2004
2005
2006
2007
2008
Total Assets Owned
($ million)
Total Liabilities Owed and
Capital Invested ($ million)
16,747
16,747
15,797
1,698
3,133
4,024
2,791
2,550
13,901
1,741
2,446
3,113
2,862
2,120
1,619
1,601
1,873
3,205
3,633
3,217
2,574
2,245
15,797
4,596
2,153
5,205
1,830
13,901
4,205
1,393
7,647
6,139
5,188
1,970
381
2,234
389
2,957
158
2006
2007
2008
2008
2007
2006
Fixed assets
Properties
Investments
Shareholders’ funds
Minority interests
Creditors
Stocks & work-in-progress
Term loans & bank overdrafts
Debtors & others
Other liabilities
Bank balances, deposits & cash
improvement in profi t after tax of
$87 million. Capital charge decreased
by $28 million as a result of lower
Weighted Average Cost of Capital (WACC)
and EVA Capital. WACC declined from
6.99% to 6.75% largely attributable
to lower pre-tax cost of debt. Average
EVA Capital decreased by $102 million
from $8.95 billion to $8.85 billion.
The Group’s resources have been more
effectively deployed to further enhance
shareholder value. This is refl ected in
the positive and growing EVA that we
have been achieving since 2004.
Financial Position
Total assets of $16.75 billion at
31 December 2008 were $0.95 billion
or 6.0% higher than the previous
year-end. Fixed assets rose as a result
of capital expenditure. Investment
properties was higher due to Ocean
Financial Centre redevelopment cost.
Increase in associated companies was
attributable to equity accounting for
share of profi ts and further investment
in Marina Bay Financial Centre.
Increase in long-term receivables was
due to expenditure on the waste-
to-energy plant at Tuas which was
accounted for as lease receivable in
accordance with prescribed accounting
standard. Increase in stocks & work-
in-progress was due to expenditure
on trading properties and increased
activities in Offshore & Marine Division.
Debtors was higher as a result of
higher billings in Offshore & Marine and
Infrastructure Divisions. These were
partly offset by decrease in amount
due from associated companies
because of repayment of advances
and decrease in investments due to fair
value adjustments of fi nancial assets
and sale of equities during the year.
Shareholders’ funds decreased from
$5.20 billion at 31 December 2007 to
$4.60 billion at 31 December 2008.
The decrease was attributed mainly
to total payout of $1,098 million
comprising fi nal and special dividends
in respect of fi nancial year 2007 and
Operating & Financial Review
Financial Review and Outlook
89
Operating & Financial Review
Financial Review and Outlook
interim dividend in respect of the fi rst
half year ended 30 June 2008 and
reduction in fair value and hedging
reserves, partly offset by retained
profi ts for the year.
Minority interests increased because
of share of profi ts and proceeds from
the rights issue of K-REIT Asia and
Evergro Properties.
Total liabilities of $10.0 billion at
31 December 2008 were $1.24 billion
or 14.1% higher than the previous
year-end. Increase in creditors was
due mainly to higher operating activities
in Offshore & Marine and Infrastructure
Divisions. Higher billings on work-in-
progress in excess of related cost was
attributable mainly to deposits received
for new jobs and milestone billings for
contracts in Offshore & Marine Division.
Amount due to associated companies
was higher because of deposits
received from SPC.
Net cash was $275 million compared
to Group net borrowings of $634 million
at the previous year-end due to strong
operational cash fl ow.
Total Shareholder Return (TSR)
Keppel’s Total Shareholder Return
(TSR) for 2008 declined to a negative
64% from a positive 52% the year
before. This was 17% below the
benchmark Straits Times Index’s
(STI) TSR of negative 47% in the same
period. This was notwithstanding the
consistent strong dividend payout of
64 cents and 35 cents for the fi nancial
years 2007 and 2008 respectively.
The decline is due mainly to weak
sentiments as a result of the deepening
global crisis that began with the US
sub-prime and fi nancial meltdowns
in the second half of 2007. Despite
the sharp decline in value in 2008,
Keppel’s Compounded Annual Growth
Rate (CAGR) TSR over the last eight
years was at 20%, which is almost
double the STI’s CAGR TSR of 11%
for the same period.
We are focused on managing the
current market uncertainties while
continuing to prune and rationalise
our businesses to realise their
synergies. We will also remain steadfast
in prudently identifying, developing
and building growth platforms. Just
as our consistent execution of our
strategies has contributed to a CAGR
for PATMI of 22% over the last seven
years, we are committed to deliver
value to shareholders through
earnings growth.
Total Shareholder Return (%)
75.2
37.6
48.7
32.5
65.3
51.7
21.6
38.3
32.4
19.3
21.0
2.0
(18.2)
(20.0)
(13.4)
(14.5)
2000
2001
2002
2003
2004
2005
2006
2007
2008
(47.1)
(64.4)
90
Keppel Corporation Limited
Report to Shareholders 2008
Cash Flow
Net cash from operating activities
was $2,047 million compared to
$1,697 million in the previous year.
This was contributed mainly by the
increased operating profi t and positive
working capital changes.
Net cash used in investing activities
was $171 million. The Group spent
$563 million on acquisitions and
operational capital expenditure.
This comprised principally further
investments in Marina Bay Financial
Centre, capital expenditure on yards
development and other operational
capital expenditure. Divestment and
dividend received totalled $392 million.
As a result, free cash fl ow increased
from $1,151 million in the previous
year to $1,876 million.
Total distribution to shareholders of the
Company and minority shareholders
of subsidiaries for the year amounted
to $1,201 million, an increase of 135%
compared to the previous year.
Financial Risk Management
The Group operates internationally
and is exposed to a variety of fi nancial
risks, including market risk (foreign
currency exchange rates, interest
rates and commodity/equity prices),
credit risk and liquidity risk. Financial
risk management is carried out by the
Keppel Group Treasury Department
in accordance with established policies
and guidelines.
These policies and guidelines are
established by the Group Central
Finance Committee and regularly
updated to take into account changes
in the operating environment. This
committee is chaired by the Group
Finance Director and comprises Chief
Financial Offi cers of the Group’s key
operating companies and Head
Offi ce specialists.
Keppel
STI
The Group’s fi nancial risk management
is discussed in more detail in the notes
to the fi nancial statements. In summary:
Cash Flow
Operating profi t
Depreciation, amortisation & other non-cash items
Cash fl ow provided by operations before changes in working capital
Working capital changes
Interest receipt and payment & tax paid
Net cash from operating activities
Divestments
Investments & capital expenditure
Dividend income
Net cash used in investing activities
2008
$ million
08v07
+/(-)
2007
$ million
07v06
+/(-)
2006
$ million
1,238
158
1,396
852
(201)
2,047
19
(563)
373
(171)
+187
+19
+206
+214
-70
+350
-13
278
+110
+375
1,051
139
1,190
638
(131)
1,697
32
(841)
263
(546)
+247
-8
+239
-367
-29
-157
-146
-82
+56
-172
804
147
951
1,005
(102)
1,854
178
(759)
207
(374)
Free cash fl ow
1,876
+725
1,151
-329
1,480
Dividend paid to shareholders of the Company & subsidiaries
(1,201)
-690
(511)
-101
(410)
(cid:129) The Group has receivables and
(cid:129) The Group hedges against price
payables denominated in foreign
currencies viz US dollars, European
and other Asian currencies. Foreign
currency exposures arise mainly
from the exchange rate movement
of these foreign currencies against
the Singapore dollar, which is the
Group’s measurement currency.
The Group utilises forward foreign
currency contracts to hedge its
exposure to specifi c currency
risks relating to receivables and
payables. The bulk of these forward
foreign currency contracts are
entered into to hedge any excess
US dollars arising from Offshore
& Marine contracts based on the
expected timing of receipts. The
Group does not engage in foreign
currency trading;
fl uctuations arising on purchase of
natural gas. Exposure is managed
via fuel oil forward contracts,
whereby the price of natural gas is
indexed to a benchmark fuel price
index, High Sulphur Fuel Oil (HSFO)
180-CST;
(cid:129) The Group maintains a mix of
fi xed and variable rate debt/loan
instruments with varying maturities.
Where necessary, the Group uses
derivative fi nancial instruments to
hedge interest rate risks. This may
include interest rate swaps and
interest rate caps;
(cid:129) The Group maintains fl exibility in
funding by ensuring that ample
working capital lines are available at
any one time; and
(cid:129) The Group adopts stringent
Debt Maturity ($ million)
< 1 Year
1–2 Years
2–3 Years
3–4 Years
4–5 Years
> 5 Years
198
298
277
91
57
1,021
procedures on extending credit
terms to customers and the
monitoring of credit risk.
Borrowings
The Group borrows from local and
foreign banks in the form of short-term
and long-term loans, project loans
and bonds. At the end of 2008, 10%
(2007: 22% and 2006: 23%) of Group
borrowings were repayable within one
year with the balance largely repayable
between two to fi ve years.
Unsecured borrowings constituted
69% (2007: 70% and 2006: 38%)
of total borrowings with the balance
secured by properties and assets.
Secured borrowings are mainly for
fi nancing investment properties and
project fi nancing loans for property
development projects. The net book
value of properties and assets pledged/
mortgaged to fi nancial institutions
amounted to $2.81 billion (2007:
$1.83 billion and 2006: $1.97 billion).
Fixed rate borrowings constituted 48%
(2007: 50% and 2006: 41%) of total
borrowings with the balance at fl oating
rates. The Group has interest rate
swap agreements with notional amount
totalling $348 million whereby it
receives variable rates equal to SIBOR
Operating & Financial Review
Operating & Financial Review
Financial Review and Outlook
Financial Review and Outlook
91
Operating & Financial Review
Financial Review and Outlook
and pays fi xed rates of between 3.19%
and 3.50% on the notional amount.
The Group also has interest rate cap
agreements to hedge the interest rate
risk exposure arising from its US dollar
and Singapore dollar variable rate term
loans. As at the end of the fi nancial
year, the Group has outstanding
interest rate cap agreements of
$53 million. Details of these derivative
instruments are disclosed in the notes
to the fi nancial statements.
Singapore dollar borrowings represented
94% (2007: 76% and 2006: 93%)
of total borrowings. The balances
were in US dollar, European and
other Asian currencies. Foreign
currencies borrowings were drawn
to hedge against the Group’s overseas
investments and receivables, which
were denominated in foreign currencies.
Capital Structure
& Financial Resources
The Group maintains a strong balance
sheet and an effi cient capital structure
to maximise return for shareholders.
The strong operational cash fl ow of
the Group and divestment proceeds
from low yielding and non-core assets
will provide resources to grow the
Group’s businesses.
Every new investment will have to
satisfy strict criteria for return on
investment, cash fl ow generation,
EVA creation and risk management.
New investments will be structured
with an appropriate mix of equity
and debt after careful evaluation
and management of risks.
Capital Structure
Capital employed at the end of 2008
was $6.75 billion, a decrease
of $286 million over 2007 and an
increase of $1.15 billion over 2006.
The Group was in a net cash position
of $275 million at the end of 2008
compared to net borrowings of
$634 million in 2007 and $1.34 billion
in 2006. With strong cash fl ow, the
Group’s net cash was 0.04 times at
the end of 2008.
Interest coverage improved from
9.85 times in 2006 to 17.46 times in
2008. This was achieved on increasing
EBIT despite the escalating cost of funds.
Cash fl ow coverage increased from
16.20 times in 2006 to 22.32 times in
2008. Cash fl ow coverage remained
healthy due to the robust operating
cash fl ow generated by the Group.
At the Annual General Meeting in
2008, shareholders gave their approval
for mandates to issue and buy back
shares. The Company did not exercise
these mandates.
Financial Resources
As part of its liquidity management,
the Group has built up adequate cash
reserves and short-term marketable
securities and suffi cient undrawn
Net Cash / (Gearing)
($ million / No. of times)
Interest Coverage
($ million / No. of times)
Cash Flow Coverage
($ million / No. of times)
Net Gearing =
Borrowings - Cash
Capital Employed
Interest Coverage =
EBIT
Interest Cost
Cash Flow
Coverage
=
Operating Cash Flow
+ Interest Cost
Interest Cost
7,035
6,749
1,619
1,676
2,143
22.32
5,598
275
0.04
(0.09)
(0.24)
(634)
(1,339)
17.46
1,976
1,813
16.20
15.63
1,202
13.96
9.85
122
116
96
122
116
96
2006
2007
2008
2006
2007
2008
2006
2007
2008
Net Cash / (Debt)
Capital Employed
Net Cash / (Gearing)
EBIT
Total Interest Cost
Interest Cover
Operating Cash Flow + Interest
Total Interest Cost
Cash Flow Coverage
92
Keppel Corporation Limited
Report to Shareholders 2008
$ million
Remarks
Financial Capacity
Cash at Corporate Treasury
Credit facilities extended to the Group
Total
1,040
4,208
5,248
46% of total cash of $2.24 billion
Credit facilities of $5.44 billion, of which $1.23 billion was utilised
banking facilities and capital market
programme. Funding of working
capital requirements, capital
expenditure and investment needs
is made through a mix of short-term
money market borrowings
and medium/long-term loans.
Due to the dynamic nature of its
businesses, the Group maintains
fl exibility in funding by ensuring
that ample working capital lines are
available at any one time. Cash fl ow,
debt maturity profi le and overall liquidity
position is actively reviewed on an
ongoing basis.
The Group has further strengthened
its fi nancial capacity during the year.
As at end of 2008, total funds available
and unutilised facilities amounted
to $5.25 billion.
Critical Accounting Policies
The Group’s signifi cant accounting
policies are discussed in more detail
in the notes to the fi nancial statements.
The preparation of fi nancial statements
requires management to exercise its
judgement in the process of applying
the accounting policies. It also requires
the use of accounting estimates and
assumptions which affect the reported
amounts of assets, liabilities, income
and expenses. Critical accounting
estimates and judgement are
described below.
Impairment of Fixed Assets
Determining whether fi xed asset
value is impaired requires an
estimation of the value in use of the
cash-generating units. This requires the
Group to estimate the future cash fl ows
expected from the cash-generating
units and an appropriate discount rate
in order to calculate the present value
of the future cash fl ows.
Impairment of Goodwill
Determining whether goodwill is
impaired requires an estimation of the
value in use of the cash-generating
units to which the goodwill is allocated.
This requires the Group to estimate
the future cash fl ows expected from
the cash-generating units and an
appropriate discount rate in order
to calculate the present value of
the future cash fl ows.
Impairment of Available-for-
Sale Investments
The Group follows the guidance of
FRS 39 in determining whether
available-for-sale investments are
considered impaired. The Group
evaluates, among other factors, the
duration and extent to which the fair
value of an investment is less than
its cost, the fi nancial health of and
the near-term business outlook of
the investee, including factors such
as industry and sector performance,
changes in technology and operational
and fi nancing cash fl ow.
Revenue Recognition
The Group recognises contract
revenue based on the stage of
completion method which is measured
by reference to the proportion of
contract work completed. Signifi cant
assumption is required in determining
the stage of completion, the extent
of the contract cost incurred, the
estimated total contract revenue and
contract cost and the recoverability
of the contracts. In making the
assumption, the Group evaluates by
relying on past experience and the
work of specialists.
Revenue arising from additional
claims and variation orders, whether
billed or unbilled, is recognised when
negotiations have reached
an advanced stage such that it
is probable that the customer will
accept the claims or approve the
variation orders, and the amount that
it is probable will be accepted by the
customer can be measured reliably.
Income Taxes
The Group has exposure to income
taxes in numerous jurisdictions.
Signifi cant assumption is required
in determining the provision for
income taxes. There are certain
transactions and computations for
which the ultimate tax determination is
uncertain during the ordinary course
of business. The Group recognises
liabilities for expected tax issues based
on estimates of whether additional
taxes will be due. Where the fi nal tax
outcome of these matters is different
from the amounts that were initially
recognised, such differences will
impact the income tax and deferred
tax provisions in the period in which
such determination is made.
Claims and Litigations
The Group entered into contracts
with third parties and is exposed to
the risk of claims and litigations.
These can arise for various reasons,
including change in scope of work,
delay and disputes, or defective
specifi cations etc. The scope,
enforceability and validity of any
potential claim and litigation may
be highly uncertain. In making its
judgement as to whether the claim
or litigation could have a material
impact, management relies on past
experience and the opinion of legal
and technical expertise.
Operating & Financial Review
Operating & Financial Review
Financial Review and Outlook
Financial Review and Outlook
93
94
Keppel Corporation Limited
Report to Shareholders 2008
Sustainability
Report
Keppel has key businesses in Offshore & Marine,
Property and Infrastructure. Harnessing our core
competencies, we continue to grow beyond,
creating sustainable developments to improve
the environment and quality of living.
As we celebrate our 40th
anniversary, we continue
to drive a difference with
our strategic thrusts of
Sustaining Growth in our
businesses, Empowering
Lives of our people and
Nurturing Communities
where we operate.
This report describes our
efforts in 2008 to drive
forward these commitments
as well as our directions for
2009 and beyond. For us,
fulfi lling our commitments
begins with having a
different mindset. We
see ourselves as a global
corporate citizen with
roots that trace back to
Singapore’s fi ght for survival
and nationhood some 40
years ago. Against that
backdrop and as a fl edgling
shiprepair yard, we grew
with the nation to become a
fi nancially strong corporation
with robust businesses.
Today, we are delivering
more with these strategic
thrusts. We leverage
innovation and technology,
invest in continuous
Research and Development
(R&D), exercise strong
corporate governance and
synergise Group strengths.
People are important to
us. As a Group, we touch
lives through training
and grooming talent,
encouraging work-life
balance and instilling
a culture of safety and
excellence. Career
development and succession
planning are cornerstones
for the high performance of
our businesses.
We believe in giving back
to the communities where
we operate – contributing
to society, caring for the
environment, cultivating
appreciation of the arts,
responding to humanitarian
needs and driving corporate
volunteerism.
Across the globe, more
than 35,000 Keppelites
drive Keppel’s growth into
the future.
Forward Keppel…
40 years and beyond.
Sustainability Report
95
Sustainability Report
Contents
96
Sustainable Development Framework
SUSTAINING GROWTH
97 Corporate Governance
117 Risk Management
119 Technology Development
122 Environment Protection
EMPOWERING LIVES
126 People Development
131 Health and Safety
NURTURING COMMUNITIES
132 Society and Environment
136 Community Involvement
Nurturing
Communities
Keppel’s
Sustainable
Development
Framework
Sustaining
Growth
Empowering
Lives
96
Keppel Corporation Limited
Report to Shareholders 2008
Sustaining Growth
Corporate Governance
Strong corporate governance
enables us to achieve our
goal of growing sustainable
businesses with greater
confi dence and effi cacy.
Sustainability Report
Sustaining Growth
97
Sustaining Growth
Corporate Governance
Code of Corporate Governance 2005
Specifi c Principles and Guidelines for Disclosure
Relevant guideline or principle
Page reference in this report
Guideline 1.3
Delegation of authority, by the board to any board committee, to make decisions on certain board matters
Pages 99 and 100
Guideline 1.4
The number of board and board committee meetings held in the year, as well as the attendance
of every board member at these meetings
Guideline 1.5
The type of material transactions that require board approval under internal guidelines
Guideline 2.2
Where the company considers a director to be independent in spite of the existence of a relationship
as stated in the Code that would otherwise deem him as non-independent, the nature of the director’s
relationship and the reason for considering him as independent should be disclosed
Page 99
Page 100
Page 101
Guideline 3.1
Relationship between the Chairman and CEO where they are related to each other
Not Applicable
Guideline 4.1
Composition of nominating committee
Guideline 4.5
Process for selection and appointment of new directors to the board
Page 102
Page 103
Guideline 4.6
Key information regarding directors, which directors are executive, non-executive or considered
by the nominating committee to be independent
Pages 213 to 216
and 220
Guideline 5.1
Process for assessing the effectiveness of the board as a whole and the contribution of each individual Pages 104, 105,
director to the effectiveness of the board
115 and 116
Principle 9
Clear disclosure of its remuneration policy, level and mix of remuneration, procedure for setting
remuneration and link between remuneration paid to directors and key executives, and performance
Pages 106 to 109
Guideline 9.1
Composition of remuneration committee
Guideline 9.2
Names and remuneration of each director. The disclosure of remuneration should be in bands of
$250,000. There will be a breakdown (in percentage terms) of each director’s remuneration earned
through base/fi xed salary, variable or performance-related income/bonuses, benefi ts in kind,
and stock options granted and other long-term incentives
Names and remuneration of at least the top fi ve key executives (who are not also directors).
The disclosure should be in bands of $250,000 and include a breakdown of remuneration
Page 106
Pages 108 and 109
Guideline 9.3
Remuneration of employees who are immediate family members of a director or the CEO, and whose
remuneration exceed $150,000 during the year. The disclosure should be made in bands of $250,000
and include a breakdown of remuneration
Page 110
Guideline 9.4
Details of employee share schemes
Guideline 11.8
Composition of audit committee and details of the committee’s activities
Guideline 12.2
Adequacy of internal controls, including fi nancial, operational and compliance controls,
and risk management systems
Pages 148, 149,
167 to 169
Pages 110 to 112
Pages 111 to 112
98
Keppel Corporation Limited
Report to Shareholders 2008
Board’s Conduct of Affairs
Principle 1: Effective board
to lead and control the company
The principal functions of the board are to:
(cid:129) decide on matters in relation to
the Group’s activities which are
of a signifi cant nature, including
decisions on strategic directions
and guidelines and the approval
of periodic plans and major
investments and divestments;
(cid:129) oversee the business and affairs
of the Company, establish, with
management, the strategies
and fi nancial objectives to be
implemented by management,
and monitor the performance
of management;
(cid:129) oversee processes for evaluating
the adequacy of internal controls,
risk management, fi nancial
reporting and compliance, and
satisfy itself as to the adequacy
of such processes; and
(cid:129) assume responsibility for corporate
governance.
All directors are expected to exercise
independent judgment in the best
interests of the Company. This is
one of the performance criteria for
the peer and self assessment on the
effectiveness of the individual directors.
Based on the results of the peer and
self assessment carried out by the
directors, all directors have discharged
this duty consistently well.
To assist the board in the discharge
of its oversight function, various
board committees, namely the Audit
Committee, Board Risk Committee,
Nominating Committee, Remuneration
Committee, and Executive Committee,
have been constituted with clear
written terms of reference. All the board
committees are actively engaged and
play an important role in ensuring good
corporate governance in the Company
and within the Group. In addition, a
Board Safety Committee was formed in
January 2006. The terms of reference
of the respective board committees are
disclosed in the Appendix to this report.
The board meets six times a year
and as warranted by particular
circumstances. Telephonic attendance
and conference via audio-visual
communication at board meetings are
allowed under the Company’s Articles
of Association. The number of board
and board committee meetings held in
FY 2008, as well as the attendance of
each board member at these meetings,
are disclosed below:
Lead Independent Director Mr Tony Chew
Leong-Chee.
The board and management of
Keppel Corporation Limited (“KCL”
or the “Company”) fi rmly believe
that a genuine commitment to good
corporate governance is essential to
the sustainability of the Company’s
businesses and performance, and are
pleased to confi rm that the Company has
adhered to the principles and guidelines
of the Code of Corporate Governance
20051 (the “2005 Code”), 2save for
Guideline 3.1 (Chairman and CEO should
be separate persons) the reason for
which deviation is explained below.
The following describes the Company’s
corporate governance practices with
specifi c reference to the 2005 Code.
Board Meetings
Audit
Executive
Nominating Remuneration
Safety
Risk
Board Committee Meetings
Non-executive
Directors’ Meeting
(without presence of
management)
Lim Chee Onn
Tony Chew Leong-Chee
Lim Hock San
Sven Bang Ullring
Tsao Yuan Mrs Lee Soo Ann
Oon Kum Loon3
Tow Heng Tan
Yeo Wee Kiong
Choo Chiau Beng
Teo Soon Hoe
Number of meetings held
6
7
6
7
6
7
6
6
7
7
7
–
5
5
–
–
5
–
–
–
–
5
–
–
–
–
–
–
–
–
–
–
0
–
–
–
3
3
3
–
–
–
–
3
–
–
–
5
5
2 of 2
2
–
–
–
5
2
–
–
3
2
–
–
2
–
–
3
–
–
4
–
–
4
1
2
–
–
4
–
3
3
3
3
3
3
3
–
–
3
1 The Code of Corporate Governance 2005 issued by the Ministry of Finance on 14 July 2005.
2 On 22 December 2008, the Company announced that with effect from 1 January 2009, Mr Lim Chee Onn would relinquish his role as Chief Executive Offi cer but
would continue to serve as Chairman of the Company, and that Mr Choo Chiau Beng would assume the role of Chief Executive Offi cer of the Company.
3 Mrs Oon Kum Loon was appointed a member of the Remuneration Committee with effect from 1 May 2008.
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99
Sustaining Growth
Corporate Governance
1
2
1 Board members recognise that a safe and
healthy working environment is one of the
critical success factors contributing to
superior business environment.
2 Overseeing the Company’s various
businesses, Keppel’s board members visit
the Group’s facilities including the Keppel
Merlimau Co-generation Power Plant.
The Company has adopted internal
guidelines setting forth matters that
require board approval. Under these
guidelines, new investments or increase
in investments and divestments
exceeding $100 million by any Group
company, and all commitments to
term loans and lines of credit from
banks and fi nancial institutions by
the Company, require the approval
of the board. Further, any investment
of $100 million and below but which
does not have strategic fi t with any of
the Company’s core businesses, is
not EVA positive, or does not generate
Return on Equity of at least 12% on
a standalone basis, would require
specifi c board approval. Each board
member has equal responsibility to
oversee the business and affairs of the
Company. Management on the other
hand is responsible for the day-to-
day operation and administration of
the Company in accordance with the
policies and strategy set by the board.
A formal letter is sent to newly-
appointed directors upon their
appointment explaining their duties
and obligations as director. All
newly-appointed directors undergo
a comprehensive orientation
programme which includes
management presentations on the
Group’s businesses and strategic
plans and objectives, and site visits.
The directors are provided with
continuing education in areas such as
directors’ duties and responsibilities,
corporate governance, changes in
fi nancial reporting standards, insider
trading, changes in the Companies
Act and industry-related matters,
so as to update and refresh them on
matters that affect or may enhance
100
Keppel Corporation Limited
Report to Shareholders 2008
their performance as board or board
committee members. By way of an
example, some directors attended
the course on “Making Corporate
Boards More Effective” at the Harvard
Business School from 5 to 8 November
2008. The key “take-aways” were
discussed at the board meeting
immediately following the course.
Board Composition
and Guidance
Principle 2: Strong and
independent element on the Board
To carry out its oversight function
well, the board must be an effective
board which can lead and control the
business of the Group. The directors
believe that, in view of the many
complex businesses that the Company
is involved in, the board should
comprise executive directors, who have
intimate knowledge of the business,
and independent directors, who can
take a broader view of the Group’s
activities and bring independent
judgment to bear on issues for the
board’s consideration.
The Nominating Committee determines
on an annual basis whether or not a
director is independent, bearing in
mind the 2005 Code’s defi nition of an
“independent director” and guidance
as to relationships the existence of
which would deem a director not to
be independent. The Nominating
Committee also deems a director who
is directly associated with a substantial
shareholder as non-independent,
although such a relationship has
not been expressly adopted in the
2005 Code as one that would deem
a director not to be independent.
Mr Tow Heng Tan, who is Chief
Investment Offi cer, Temasek Holdings,
is therefore deemed non-independent
by the Nominating Committee.
The Nominating Committee is of the
view that, taking into account the
nature and scope of the Company’s
businesses, the board should consist
of 9 to 11 members. The board
currently has majority independent
directors with a total of 10 directors
of whom 6 are independent.
The nature of the directors’ appointments
on the board and details of their
membership on board committees
are set out in the Appendix hereto.
The Nominating Committee is satisfi ed
that the board comprises directors who
as a group provide core competencies
such as accounting or fi nance,
business or management experience,
industry knowledge, strategic planning
experience and customer-based
experience or knowledge, required
for the board to be effective. The
Nominating Committee and the board
will nevertheless continue to look out
for suitable candidates to strengthen the
board and board committees.
The board and management fully
appreciate that fundamental to good
corporate governance is an effective
and robust board whose members
engage in open and constructive
debate and challenge management
on its assumptions and proposals,
and that for this to happen, the
board, in particular, the non-executive
directors, must be kept well informed
of the Company’s businesses and
affairs and be knowledgeable about
the industry in which the businesses
operate. The Company has therefore
adopted initiatives to put in place
processes to ensure that the non-
executive directors are well supported
by accurate, complete and timely
information, have unrestricted access
to management, and have suffi cient
time and resources to discharge their
oversight function effectively. These
initiatives include regular informal
meetings for management to brief the
directors on prospective deals and
potential developments at an early
stage before formal board approval is
sought, and the circulation of relevant
information on business initiatives,
industry developments and analyst
and press commentaries on matters
in relation to the Company or the
industries in which it operates.
A two-day off-site board strategy
meeting is organised every two years
for in-depth discussions on strategic
issues, to give the non-executive
directors a better understanding of
the Group and its businesses, and
to provide an opportunity for the
non-executive directors to familiarise
themselves with the management team
to facilitate the board’s review of the
Company’s succession planning and
leadership development programme.
The Company has also made available
on the Company’s premises an offi ce
for the non-executive directors’ use
at any time to facilitate direct access
to management.
The board’s non-executive directors
meet regularly without the presence
of management to discuss matters
such as board processes, corporate
governance initiatives, matters which
they wish to cover during the board
off-site strategy meeting, succession
planning and leadership development,
and remuneration matters.
Chairman and
Chief Executive Offi cer
Principle 3: Chairman and Chief
Executive Offi cer to be separate
persons to ensure appropriate
balance of power, increased
accountability and greater capacity
of the board for independent
decision-making
Mr Lim Chee Onn was both the
Chairman and Chief Executive Offi cer
of the Company until 1 January 20091.
The board confi rms that this has not
concentrated power in the hands of one
individual or compromised accountability
and independent decision-making for
the following reasons:
1 On 22 December 2008, the Company announced that with effect from 1 January 2009,
Mr Lim Chee Onn would relinquish his role as Chief Executive Offi cer but would continue to serve
as Chairman of the Company, and that Mr Choo Chiau Beng would assume the role of Chief Executive
Offi cer of the Company.
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101
Sustaining Growth
Corporate Governance
Keppel Corporation Chairman Mr Lim Chee Onn
interacting with shareholders at the Annual
General Meeting 2008.
1. the independent directors form the
majority on the board;
robust dialogue between the board
and management.
2. the independent directors actively
participate during board meetings
and challenge the assumptions
and proposals of management
unreservedly, both during and
outside of board meetings via
e-mail or the telephone, on
pertinent issues affecting the affairs
and business of the Group; and
3. to enhance the independence of the
board, a Lead Independent Director
has been appointed to coordinate the
activities of the independent directors
and act as the principal liaison
between the independent directors
and the Chair on sensitive issues.
The Lead Independent Director holds
meetings with the non-executive
directors (without the presence of
management) twice a year and on
other occasions when required.
It is evident from the results of the
assessment on the effectiveness of
the board, and the assessment on the
performance of the Chairman, that
Mr Lim Chee Onn has enhanced the
effectiveness of the individual non-
executive directors, and the board
as a whole, by providing the board
with a thorough understanding of the
businesses and ensuring open and
The Chairman, with the assistance
of the Company Secretary, schedules
meetings and prepares meeting
agenda to enable the board to perform
its duties responsibly having regard to
the fl ow of the Company’s operations.
The Chairman sets guidelines on
and monitors the fl ow of information
from management to the board to
ensure that all material information are
provided timeously to the board for
the board to make good decisions. He
also encourages constructive relations
between the board and management,
and between the executive directors
and non-executive directors. In this
regard, the Chairman has initiated
informal meetings on a regular basis
for management to brief the directors
on prospective deals and potential
developments at an early stage before
formal board approval is sought. He
also ensures that relevant information
on business initiatives, industry
developments and analyst and press
commentaries on matters in relation
to the Company or the industries in
which it operates are continuously
circulated to board members so as to
enable them to be updated and thereby
enhance the effectiveness of the non-
executive directors and the board as
a whole. He has also made available
on the Company’s premises an offi ce
for the non-executive directors’ use
at any time to facilitate direct access
to management.
The Chairman also ensures effective
communication with shareholders.
The Chairman takes a leading role in
the Company’s drive to achieve and
maintain a high standard of corporate
governance with the full support of
the directors, Company Secretary
and management.
Board Membership
Principle 4: Formal and transparent
process for the appointment of new
directors to the Board
Nominating Committee
The Company has established a
Nominating Committee to, among other
things, make recommendations to the
board on all board appointments and
oversee the Company’s succession
and leadership development plans.
The Nominating Committee comprises
entirely independent directors; namely,
Mr Sven Bang Ullring
Tsao Yuan Mrs Lee Soo Ann Member
Member
Mrs Oon Kum Loon
Chairman
102
Keppel Corporation Limited
Report to Shareholders 2008
The terms of reference of the Nominating
Committee are disclosed in the
Appendix hereto.
d. NC makes recommendations
to the board for approval.
Process for appointment
of new directors
The Nominating Committee has put
in place a formal process for the
selection of new directors to increase
transparency of the nominating process
in identifying and evaluating nominees
for directors. The Nominating Committee
(NC) leads the process and makes
recommendations to the board as follows:
a. NC evaluates the balance of skills,
knowledge and experience on
the board and, in the light of such
evaluation and in consultation with
management, determines the role
and the desirable competencies
for a particular appointment.
Criteria for appointment
of new directors
All new appointments are subject
to the recommendation of the
Nominating Committee based
on the following objective criteria:
1. Integrity
2. Independent mindedness
3. Diversity – Possess core
competencies that meet the needs
of the Company and complement
the skills and competencies of the
existing directors on the board
4. Able to commit time and effort to
carry out duties and responsibilities
effectively – proposed director is on
not more than six principal boards
5. Track record of making good
b. External help (for example,
decisions
Singapore Institute of Directors,
search consultants, open
advertisement) may be used
to source for potential candidates
if need be. Directors and
management may also
make recommendations.
c. NC conducts formal interview
of short-listed candidates to
assess suitability and to ensure
that the candidates are aware
of the expectations and the level
of commitment required.
6. Experience in high-performing
companies
7. Financially literate
The Nominating Committee is also
charged with the responsibility
of re-nomination having regard
to the director’s contribution and
performance (such as attendance,
preparedness, participation and
candour), with reference to the results
of the assessment of the performance
of the individual director by his peers
for the previous fi nancial year.
The directors submit themselves for
re-nomination and re-election at regular
intervals of at least once every three
years. Pursuant to the Company’s
Articles of Association, one-third of
the directors retire from offi ce at the
Company’s annual general meeting,
and a newly-appointed director must
submit himself for re-election at the
annual general meeting immediately
following his appointment.
As a matter of policy, a non-executive
director would serve a maximum of
two three-year terms of appointment.
However, the board recognises the
contribution of directors who over time
have developed deep insight into the
Group’s businesses and operations
and who are therefore able to provide
invaluable contribution to the board
as a whole. In such cases, the board
would exercise its discretion to extend
the term and retain the services of the
director rather than lose the benefi t of
his contribution.
The NC is also charged with determining
the “independence” status of the directors
annually. Please refer to page 101 on
the basis of the NC’s determination as
to whether a director should or should
not be deemed independent.
The NC also determines annually
whether a director with multiple board
The Board and management of Keppel
place importance in cultivating young
talents within the Group.
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Sustaining Growth
103
Sustaining Growth
Corporate Governance
representations is able to and has been
adequately carrying out his duties as
a director of the Company. The NC
took into account the results of the
assessment of the effectiveness of the
individual director, and the respective
directors’ actual conduct on the board,
in making this determination, and is
satisfi ed that all the directors have been
able to and have adequately carried out
their duties as director notwithstanding
their multiple board representations.
The NC has adopted internal
guidelines addressing competing time
commitments that are faced when
directors serve on multiple boards.
As a guide, directors should not serve
on more than six principal boards.
The following key information regarding
directors are set out in the following
pages of this Annual Report:
Pages 213 to 216 and 220: Academic
and professional qualifi cations, board
committees served on (as a member
or Chairman), date of fi rst appointment
as director, date of last re-election as
director, directorships or chairmanships
both present and past held over
the preceding fi ve years in other
listed companies and other major
appointments, whether appointment
is executive or non-executive,
whether considered by the Nominating
Committee to be independent; and
Pages 147 to 148: Shareholding
in the Company and its subsidiaries.
Board Performance
Principle 5: Formal assessment
of the effectiveness of the Board
as a whole and the contribution
by each director to the
effectiveness of the Board
The board has implemented
formal processes for assessing the
effectiveness of the board as a whole,
the contribution by each individual
director to the effectiveness of the
board, as well as the effectiveness
of the Chairman of the board.
To ensure that the assessments are
done promptly and fairly, the board has
appointed an independent third party
(the “Independent Co-ordinator”) to
Conferences such as the Keppel Group Finance Seminar are organised annually
to keep key personnel abreast of industry developments.
104
Keppel Corporation Limited
Report to Shareholders 2008
assist in collating and analysing
the returns of the board members.
Mrs Fang Ai Lian, former Chairman,
Ernst & Young and currently Chairman,
Great Eastern Holdings Ltd,
was appointed for this role.
The evaluation processes and
performance criteria are disclosed
in the Appendix to this report.
The board assessment exercise
provided an opportunity to obtain
constructive feedback from each
director on whether the board’s
procedures and processes allowed him
to discharge his duties effectively and
the changes which should be made to
enhance the effectiveness of the board
as a whole. The assessment exercise
also helped the directors to focus on
their key responsibilities. The individual
director assessment exercise allowed
for peer review with a view to raising
the quality of board members. It also
assisted the Nominating Committee
in determining whether to re-nominate
directors who are due for retirement
at the next annual general meeting,
and in determining whether directors
with multiple board representations
are nevertheless able to and have
adequately discharged their duties
as directors of the Company.
Access to Information
Principle 6: Board members to
have complete, adequate and
timely information
As a general rule, board papers are
required to be sent to directors at least
seven days before the board meeting
so that the members may better
understand the matters prior to the
board meeting and discussion may be
focused on questions that the directors
may have. However, sensitive matters
may be tabled at the meeting itself or
discussed without any papers being
distributed. Managers who can provide
additional insight into the matters at
hand would be present at the relevant
time during the board meeting. The
directors are also provided with the
The Board convenes several times a year for robust discussions on pertinent matters relating
to the Group’s activities.
names and contact details of the
Company’s senior management and
the Company Secretary to facilitate
direct access to senior management
and the Company Secretary.
The Company fully recognises that
the fl ow of relevant information on an
accurate and timely basis is critical
for the board to be effective in the
discharge of its duties. Management
is therefore expected to provide the
board with accurate information
in a timely manner concerning the
Company’s progress or shortcomings
in meeting its strategic business
objectives or fi nancial targets and other
information relevant to the strategic
issues facing the Company.
Management also provides the board
members with management accounts
on a monthly basis. Such reports keep
the board informed, on a balanced
and understandable basis, of the
Group’s performance, fi nancial position
and prospects and consist of the
consolidated profi t and loss accounts,
analysis of sales, operating profi t,
pre-tax and attributable profi t by
major divisions compared against
the budgets, together with explanation
given for signifi cant variances for the
month and year-to-date.
The Company Secretary administers,
attends and prepares minutes of board
proceedings. She assists the Chairman
to ensure that board procedures
(including but not limited to assisting
the Chairman to ensure timely
and good information fl ow to the
board and board committees, and
between senior management and
the non-executive directors, and
facilitating orientation and assisting
in the professional development
of the directors) are followed and
regularly reviewed to ensure effective
functioning of the board, and that the
Company’s memorandum and articles
of association and relevant rules and
regulations, including requirements
of the Companies Act, Securities &
Futures Act and Listing Manual of
the Singapore Exchange Securities
Trading Limited (“SGX”), are complied
with. She also assists the Chairman
and the board to implement and
strengthen corporate governance
practices and processes with a view to
enhancing long-term shareholder value.
Sustainability Report
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105
Sustaining Growth
Corporate Governance
She is also the primary channel of
communication between the Company
and the SGX.
The appointment and removal of the
Company Secretary are subject to the
approval of the board.
Subject to the approval of the
Chairman, the directors, whether as
a group or individually, may seek and
obtain independent professional advice
to assist them in their duties, at the
expense of the Company.
Remuneration Matters
Principle 7: The procedure for
developing policy on executive
remuneration and for fi xing
remuneration packages of
individual directors should be
formal and transparent
Principle 8: Remuneration of
Directors should be adequate
but not excessive
Principle 9: There should be clear
disclosure of remuneration policy,
level and mix of remuneration, and
procedure for setting remuneration
Remuneration Committee
The Remuneration Committee
comprises entirely non-executive
directors, 3 out of 4 of whom (including
the Chairman) are independent; namely:
Mr Sven Bang Ullring
Tsao Yuan Mrs Lee Soo Ann Member
Mrs Oon Kum Loon1
Member
Member
Mr Tow Heng Tan
Chairman
The Remuneration Committee is
responsible for ensuring a formal and
transparent procedure for developing
policy on executive remuneration
and for determining the remuneration
packages of individual directors and
senior management. The Remuneration
Committee assists the board to
ensure that remuneration policies and
practices are sound in that they are
able to attract, retain and motivate
without being excessive, and thereby
maximise shareholder value. The
Remuneration Committee recommends
to the board for endorsement a
framework of remuneration (which
covers all aspects of remuneration
including directors’ fees, salaries,
allowances, bonuses, options and
benefi ts in kind) and the specifi c
remuneration packages for each
director and the Chief Executive Offi cer.
The Remuneration Committee also
reviews the remuneration of senior
management and administers the
KCL Share Option Scheme.
The Committee has access to
expert advice in the fi eld of executive
compensation outside the Company
where required.
Annual Remuneration Report
Policy in respect of non-executive
directors’ remuneration
The directors’ fees payable to non-
executive directors is paid in cash
and/or a fi xed number of KCL shares
as follows:
i. Cash Component: The amount
of directors’ fees payable in cash
is dependent on the respective
non-executive directors’ level of
responsibility. Each non-executive
director is paid a basic fee. In
addition, non-executive directors
who perform additional services
in board committees are paid an
additional fee for such services. The
members of the Audit, Board Risk
and Executive Committees are paid
a higher fee than the members of the
other board committees because
of the heavier responsibilities and
more frequent meetings required of
them. The Chairman of each board
committee is also paid a higher fee
compared with the members of the
respective committees in view of the
greater responsibility carried by that
offi ce. Executive directors are not paid
directors’ fees. The framework for
determining the amount of director’s
fees payable in cash is set out in the
table below.
ii. Share Component: At an
extraordinary general meeting of
the Company held in 2007, the
shareholders approved the board’s
recommendation to amend Article
82 of the Company’s Articles of
Association relating to the remuneration
of directors to permit the Company to
award a fi xed number of KCL shares
in the capital of the Company, as shall
from time to time be determined by an
Ordinary Resolution of the Company,
to the non-executive directors as part
of their remuneration. The Company is
therefore able to remunerate its non-
executive directors in the form of KCL
shares by the purchase of KCL shares
from the market for delivery to the non-
executive directors. The incorporation
of an equity component in the total
Non-executive director
Audit, Board Risk and Executive Committees
Remuneration, Nominating and Board Safety Committees
Ratio to Retainer
of $40,000
$40,000 per annum
$30,000 per annum
$15,000 per annum
$15,000 per annum
$7,500 per annum
1.00
0.75
0.38
0.38
0.19
Chairman
Member
Chairman
Member
1 Mrs Oon Kum Loon was appointed a member of the Remuneration Committee with effect from 1 May 2008.
106
Keppel Corporation Limited
Report to Shareholders 2008
remuneration of the non-executive
directors is intended to achieve the
objective of aligning the interests of
the non-executive directors with those
of the shareholders and the long-term
interests of the Company.
The directors’ fees payable to
non-executive directors is subject
to shareholders’ approval at the
Company’s annual general meetings.
Remuneration policy in respect
of executive directors and other
key executives
The Company advocates a
performance-based remuneration
system that is highly fl exible and
responsive to the market, Company’s,
business unit’s and individual
employee’s performance.
The total remuneration mix comprises
3 key components; that is, annual fi xed
cash, annual performance incentive
and long-term incentive. The annual
fi xed cash component comprises the
annual basic salary plus any other fi xed
allowances. The annual performance
incentive is tied to the Company’s,
business unit’s and individual
employee’s performance, inclusive
of a portion which is tied to EVA
performance1. The long-term incentive
is in the form of share options which
are granted based on the individual’s
performance and contribution.
The compensation structure is
designed to enable the Company
to stay competitive and relevant.
The Company benchmarks its annual
fi xed salary at the market median
with the variable compensation
being performance-driven. More
emphasis is placed on the ‘pay-at-risk’
compensation as an employee moves
up the corporate ladder. This allows
the Company to better align executive
compensation towards shareholders’
value creation.
The executive directors participate
in a long-term incentive scheme in the
form of the KCL Share Option Scheme,
details of which are set out on pages
148, 149, 167 to 169.
Making safety an integral part of daily
routine and processes requires the
collective effort across all business units.
1 Please refer to Note 1 on page 108.
Sustainability Report
Sustaining Growth
107
Sustaining Growth
Corporate Governance
Level and mix of remuneration of Directors and Key Executives (who are not also Directors) for the year ended
31 December 2008
The level and mix of each of the directors’ remuneration in bands of $250,000 are set out below:
Remuneration Band & Name of Director
Abv $10,000,000 to $10,250,000
Lim Chee Onn
Abv $9,750,000 to $10,250,000
Nil
Abv $9,500,000 to $9,750,000
Choo Chiau Beng
Abv $6,000,000 to $9,500,000
Nil
Abv $5,750,000 to $6,000,000
Teo Soon Hoe
$250,000 to $5,750,000
Nil
Below $250,000
Tony Chew Leong-Chee
Lim Hock San
Sven Bang Ullring
Tsao Yuan Mrs Lee Soo Ann
Oon Kum Loon
Tow Heng Tan
Yeo Wee Kiong
Base/
Fixed
Salary
Performance-Related
Bonuses Earned (including
EVA and non-EVA Bonuses)
Paid
Deferred
& at risk1
15%4
51%
28%
–
–
–
9%
57%
29%
–
–
–
14%
53%
24%
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Directors’
Fees
Directors’
Allowance
Benefi ts-
in-Kind
Options
Granted2
Remuneration
Shares3
–
–
–
–
–
–
89%
92%
81%
88%
93%
90%
89%
–
–
–
–
–
–
–
–
10%
–
–
–
–
n.m.5
–
6%
–
n.m.
5%6
–
–
n.m.
9%7
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
11%
8%
9%
12%
7%
10%
11%
Notes:
1 A portion of the annual performance incentive is tied to EVA performance and one half of the current year’s EVA bonus is paid out and
the other half deferred and credited to the executive’s EVA Bank(a) for payment in future years, subject to the continued performance
of the Company.
(a) EVA Bank: The EVA bank concept is used to defer incentive compensation over a time horizon to ensure that the executive
continues to generate sustainable shareholder value over the longer term. The EVA bank account is designated on a personal basis
and represents the executive’s contribution to the EVA performance of the Company. Each year, a portion of the executive’s annual
performance incentive is tied to EVA performance and one-half of his current year’s EVA bonus is paid out and the other half
deferred and credited into his EVA bank. In addition, he receives one-third from the accrued EVA bank balance of the preceding year,
provided EVA continues to remain positive. Monies credited into the EVA bank are at risk in that the amount in the bank can
decrease should EVA performance be adversely affected in the future years.
In the case of the Company’s then-Executive Chairman, Mr Lim Chee Onn, and the other 2 Executive Directors, Mr Choo Chiau
Beng and Mr Teo Soon Hoe, their respective EVA bank balances as at 31 December 2007 accrued since 2004, are as follows:
EVA Bank as at 31 December 2007 accrued since 2004
EVA Bank Balance Band & Name of Director
Above $5,500,000 to $5,750,000
Lim Chee Onn (*)
Above $3,250,000 to $5,500,000
Nil
Above $3,000,000 to $3,250,000
Choo Chiau Beng
Above $2,500,000 to $3,000,000
Nil
Above $2,250,000 to $2,500,000
Teo Soon Hoe
108
Keppel Corporation Limited
Report to Shareholders 2008
(*)
In accordance with the Company’s EVA bank policy, an Executive Director is allowed to draw down his EVA bank over 3 tranches
when he reaches the statutory retirement age. Each of the 3 tranches is payable consecutively on the respective annual bonus
payment dates following the date he reached the statutory retirement age, subject to the pro-rated impact of the Company’s
EVA performance.
If the Executive Director continues in service after the statutory retirement age, a separate EVA bank account is set up for him
such that one-half of his current year’s EVA bonus is paid out and the other half credited into this separate EVA bank and in
subsequent years, he would in addition receive one-third from the accrued EVA bank balance of the preceding year provided
EVA continues to remain positive. After retirement, he would be allowed to draw down his EVA bank balance over 3 tranches.
Each such tranche is payable consecutively on the respective annual bonus payment dates following his retirement, subject
to the pro-rated impact of the Company’s EVA performance.
In line with this policy, Mr Lim will draw down from his EVA bank balance in 3 annual tranches upon his retirement from the
Company, the fi rst tranche becomes payable immediately and the balance 2 tranches are subject to pro-rated impact of the
Company’s EVA performance.
2 Based on the fair value of Options granted in August 2008 and February 2009 using Black Scholes valuation model.
3 Estimated value based on KCL shares’ closing price of $4.33 on the last trading day of FY2008.
4
Includes sum of $361,000, being payments pursuant to Mr Lim’s contract of employment. On 22 December 2008, the Company
announced that Mr Lim Chee Onn would relinquish his role as Chief Executive Offi cer with effect from 1 January 2009.
5 n.m. – not material
6
In addition to the abovementioned Options granted, Mr Choo Chiau Beng also received 14,500 Singapore Petroleum Company
Restricted Shares.
In addition to the abovementioned Options granted, Mr Teo Soon Hoe also received 5,000 Singapore Petroleum Company
Restricted Shares.
7
The level and mix of each of the Key Executives (who are not also Directors) in bands of $250,000 are set out below:
Base/
Fixed
Salary
Performance-Related
Bonuses Earned (including
EVA and non-EVA Bonuses)
Benefi ts-
in-Kind
Options
Granted2
Paid
Deferred
& at risk1
Remuneration Band & Name of Key Executive
Abv $5,000,000 to $5,250,000
Tong Chong Heong
Abv $3,250,000 to $5,000,000
Nil
Abv $3,000,000 to $3,250,000
Koh Ban Heng
Abv $2,250,000 to $3,000,000
Nil
Abv $2,000,000 to $2,250,000
Wong Kingcheung, Kevin
Abv $1,250,000 to $2,000,000
Nil
Abv $1,000,000 to $1,250,000
Yeo Chien Sheng, Nelson
Chia Hock Chye, Michael
Chua Chee Wui
Lam Kwok Chong
Abv $750,000 to $1,000,000
Ong Tiong Guan
8 Received Singapore Petroleum Company Restricted Shares.
9 Received Keppel Land Limited Share Options.
12%
52%
29%
n.m.
–
–
20%
48%
–
–
39%
54%
–
–
–
–
–
–
–
28%
31%
27%
28%
42%
36%
38%
24%
14%
15%
17%
15%
7%
–
–
n.m.
32%8
–
–
n.m.
7%9
–
–
n.m.
n.m.
n.m.
n.m.
16%
18%
18%
33%
36%
22%
13%
n.m.
29%
Sustainability Report
Sustaining Growth
109
Sustaining Growth
Corporate Governance
Remuneration of employees
who are immediate family
members of a Director or
the Executive Chairman
No employee of the Company and its
subsidiaries was an immediate family
member of a director or the Executive
Chairman and whose remuneration
exceeded $150,000 during the fi nancial
year ended 31 December 2008.
“Immediate family member” means
the spouse, child, adopted child,
step-child, brother, sister and parent.
Details of the KCL Share Option
Scheme
The KCL Share Option Scheme
(“Scheme”), which has been approved
by shareholders of the Company,
is administered by the Remuneration
Committee. Please refer to pages
148, 149, 167 to 169 for details on
the Scheme.
Accountability and Audit
Principle 10: The Board
should present a balanced and
understandable assessment of the
Company’s performance, position
and prospects
Principle 11: Establishment
of Audit Committee with written
terms of reference
The board is responsible for providing
a balanced and understandable
assessment of the Company’s
performance, position and prospects,
including interim and other price-
sensitive public reports, and reports
to regulators (if required).
The board has embraced openness
and transparency in the conduct
of the Company’s affairs, whilst
preserving the commercial interests
of the Company. Financial reports and
other price-sensitive information are
disseminated to shareholders through
announcements via SGXnet to the
SGX, press releases, the Company’s
website, and public webcast and media
and analyst briefi ngs. The Company’s
Summary Financial Report is sent to all
shareholders and its Annual Report is
Keppel’s management regularly updates board members with relevant and timely information.
available on request and accessible
on the Company’s website.
Management provides all board
members with management accounts
on a monthly basis. Such reports
keep the board members informed
of the Group’s performance, position
and prospects and consist of the
consolidated profi t and loss accounts,
analysis of sales, operating profi t,
pre-tax and attributable profi t by
major divisions compared against
the respective budgets, together with
explanations for signifi cant variances
for the month and year-to-date.
Audit Committee
The Audit Committee comprises
the following non-executive directors,
all of whom are independent:
Mr Lim Hock San
Mr Tony Chew Leong-Chee Member
Member
Mrs Oon Kum Loon
Chairman
Mr Lim Hock San and Mrs Oon Kum
Loon have accounting and related
fi nancial management expertise
and experience. The board considers
Mr Tony Chew as having suffi cient
fi nancial management knowledge
and experience to discharge his
responsibilities as a member of
the Committee.
The Audit Committee’s primary role
is to assist the board to ensure integrity
of fi nancial reporting and that there is
in place sound internal control systems.
The Committee’s terms of reference are
set out on pages 113 and 114 herein.
The Audit Committee has explicit
authority to investigate any matter
within its terms of reference, full access
to and co-operation by management
and full discretion to invite any director
or executive offi cer to attend its
meetings, and reasonable resources
to enable it to discharge its functions
properly. The Company has an internal
audit team and together with the
external auditors, report independently
their fi ndings and recommendations
to the Audit Committee.
The Audit Committee met with the
external auditors 3 times and with
the internal auditors 5 times during
the year, and at least one of these
meetings was conducted without
the presence of management.
During the year, the Audit Committee
performed independent review of the
fi nancial statements of the Company
before the announcement of the
Company’s quarterly and full-year
results. In the process, the Committee
reviewed the key areas of management
judgment applied for adequate
110
Keppel Corporation Limited
Report to Shareholders 2008
provisioning and disclosure, critical
accounting policies and any signifi cant
changes made that would have a great
impact on the fi nancials.
other misconduct which may be made
pursuant to the Policy, so that:
(cid:129)
investigations are carried out in
an appropriate and timely manner;
The Audit Committee also reviewed
and approved both the Group internal
auditor’s and external auditor’s plans
to ensure that the plans covered
suffi ciently in terms of audit scope
in reviewing the signifi cant internal
controls of the Company. Such
signifi cant controls comprise fi nancial,
and operational and compliance
controls. All audit fi ndings and
recommendations put up by the
internal and the external auditors
were forwarded to the Audit
Committee. Signifi cant issues
were discussed at these meetings.
In addition, the Audit Committee
undertook a review of the independence
and objectivity of the external auditors
through discussions with the external
auditors as well as reviewing the non-
audit fees awarded to them, and has
confi rmed that the non-audit services
performed by the external auditors
would not affect their independence.
The Committee also reviewed
the adequacy of the internal audit
function and is satisfi ed that the team
is adequately resourced and has
appropriate standing within
the Company.
The Committee has reviewed the
“Keppel: Whistle-Blower Protection
Policy” (the “Policy”) which provides
for the mechanisms by which
employees and other persons may,
in confi dence, raise concerns about
possible improprieties in fi nancial
reporting or other matters, and was
satisfi ed that arrangements are in
place for the independent investigation
of such matters and for appropriate
follow-up action. Following the launch
of the Policy, a set of guidelines which
was reviewed by the Audit Committee
and approved by the board, was
issued to assist the Audit Committee
in managing allegations of fraud or
(cid:129) administrative, disciplinary, civil
and/or criminal actions that are
initiated following completion of
investigations, are appropriate,
balanced, and fair; and
(cid:129) action is taken to correct the
weaknesses in the existing system
of internal processes and policies
which allowed the perpetration of
the fraud and/or misconduct, and
to prevent a recurrence.
On a quarterly basis, the Management
reported to the Audit Committee the
interested person transactions (“IPTs”)
in accordance with the Company’s
Shareholders’ Mandate for IPT. The
IPTs were reviewed by the internal
auditors. All fi ndings were reported
during Audit Committee meetings.
Internal Controls
and Risk Management
Principle 12: Sound system
of internal controls
The Company’s approach to risk
management and internal control is
set out in the “Operating and Financial
Review” section on pages 90 to 93
and the “Risk Management” section on
pages 117 to 118 of this Annual Report.
The Company’s internal and external
auditors conduct an annual review of the
effectiveness of the Company’s material
internal controls, including fi nancial,
operational and compliance controls,
and risk management. Any material non-
compliance or failures in internal controls
and recommendations for improvements
are reported to the Audit Committee.
The Audit Committee also reviews the
effectiveness of the actions taken by
management on the recommendations
made by the internal and external
auditors in this respect.
During the year, the Audit Committee
reviewed the effectiveness of the
Company’s internal control and risk
management procedures and was
satisfi ed that the Company’s risk
management and internal control
processes are adequate to meet the
needs of the Company in its current
business environment.
Board Risk Committee
In October 2004, as part of the effort to
further strengthen the Company’s risk
management processes, a Board Risk
Committee was formed to assist the
board in examining the effectiveness
of the Group’s risk management
system to ensure that a robust risk
management system is maintained.
The Committee reviews and guides
management in the formulation of risk
policies and processes to effectively
identify, evaluate and manage
signifi cant risks, and discusses
risk management strategies with
management. The Committee reports
to the Board on material fi ndings
and recommendations in respect of
signifi cant risk matters. The detailed
terms of reference of this Committee
is disclosed on page 114 herein.
The Board Risk Committee is made up
of 3 independent directors (including
the Chairman) and a non-executive
director who is independent of
management. Mrs Oon Kum Loon was
appointed Chairman of the Committee
because of her wealth of experience
in the area of risk management. Prior
to serving as Chief Financial Offi cer in
the Development Bank of Singapore
(DBS), she was the Managing Director
& Head of Group Risk Management,
responsible for the development and
implementation of a Group-wide
integrated risk management
framework for the DBS Group.
Mrs Oon is a member of the
Company’s Audit Committee.
Mr Lim Hock San, who is the Chairman
of the Audit Committee, has in-depth
knowledge and experience in
fi nance accountancy, business and
management and is the second
member of the Board Risk Committee.
The third member is Mr Tow Heng
Tan, who has deep management
Sustainability Report
Sustaining Growth
111
Sustaining Growth
Corporate Governance
experience from his extensive business
career spanning the management
consultancy, investment banking and
stock-broking industries. Mr Tow is
currently the Chief Investment Offi cer
of Temasek Holdings. The fourth
member is Mr Yeo Wee Kiong who
is a director in Drew & Napier LLC,
a leading law corporation in Singapore
practising in the areas of corporate
law, corporate fi nance, mergers and
acquisitions, listings on stock exchange
venture capital, banking and securities.
Mr Yeo sits on the boards of several
companies (listed and non-listed) and
has vast experience in the corporate
world and wide knowledge ranging
from engineering, fi nance and law.
Internal Audit
Principle 13: Independent internal
audit function
The role of the internal auditors is
to assist the Audit Committee to
ensure that the Company maintains
a sound system of internal controls
by regular monitoring of key controls
and procedures and ensuring their
effectiveness, undertaking investigations
as directed by the Audit Committee, and
conducting regular in-depth audits of
high risk areas. The Company’s internal
audit functions are serviced in-house
(“Group Internal Audit”).
Staffed by suitably qualifi ed executives,
Group Internal Audit has unrestricted
direct access to the Audit Committee. The
Head of Group Internal Audit’s primary
line of reporting is to the Chairman of the
Audit Committee, although she reports
administratively to the Chief Executive
Offi cer of the Company.
As a corporate member of the
Singapore branch of the Institute of
Internal Auditors Incorporated, USA
(“IIA”), Group Internal Audit is guided
by the Standards for the Professional
Practice of Internal Auditing set by the
IIA. These standards consist of attribute
standards, performance standards and
implementation standards.
During the year, Group Internal
Audit adopted a risk-based auditing
approach that focuses on material
internal controls, including fi nancial,
operational and compliance controls.
Audits were carried out on all
signifi cant business units in the
Company, inclusive of limited review
performed on dormant and inactive
companies. All Group Internal Audit’s
reports are submitted to the Audit
112
Keppel Corporation Limited
Report to Shareholders 2008
The Board comprises executive and
independent directors who contribute
their wealth of experience and
expertise to the Group.
Committee for deliberation with
copies of these reports extended to
the Chairman, Chief Executive Offi cer
and the relevant senior management
offi cers. In addition, internal audit’s
summary of fi ndings and
recommendations are discussed
at the Audit Committee meetings.
Communication with
Shareholders
Principle 14: Regular, effective
and fair communication with
shareholders
Principle 15: Greater shareholder
participation at Annual General
Meetings
In addition to the matters mentioned
above in relation to “Access to
Information/Accountability”, the
Company’s Group Corporate
Communications Department (with
assistance from the Group Finance
and Group Legal Departments, when
required) regularly communicates with
shareholders and receives and attends
to their queries and concerns.
Material information are disclosed in
a comprehensive, accurate and timely
manner via SGXnet and the press.
To ensure a level playing fi eld and
provide confi dence to shareholders,
unpublished price-sensitive information
are not selectively disclosed, and
on the rare occasion when such
information are inadvertently disclosed,
they are immediately released to the
public via SGXnet and the press.
Shareholders are informed of
shareholders’ meetings through
notices published in the newspapers
and reports or circulars sent to all
shareholders. Shareholders are invited
at such meetings to put forth any
questions they may have on the motions
to be debated and decided upon. If any
shareholder is unable to attend, he is
allowed to appoint up to two proxies
to vote on his behalf at the meeting
through proxy forms sent in advance.
At shareholders’ meetings, each distinct
issue is proposed as a separate resolution.
The Chairmen of each board
committee are required to be present
to address questions at the Annual
General Meeting. External auditors are
also present at such meetings to assist
the directors to address shareholders’
queries, if necessary.
The Company is not implementing
absentia voting methods such as voting
via mail, e-mail or fax until security,
integrity and other pertinent issues
are satisfactorily resolved.
The Company Secretary prepares
minutes of shareholders’ meetings,
which incorporates substantial
comments or queries from
shareholders and responses
from the board and management.
These minutes are available to
shareholders upon their requests.
Securities Transactions
Insider Trading Policy
The Company has a formal Insider
Trading Policy on dealings in the
securities of the Company and its
listed subsidiaries, which sets out the
implications of insider trading and
guidance on such dealings. The policy
has been distributed to the Group’s
directors and offi cers. It has also
adopted the Best Practices Guide on
Dealings in Securities issued by the
SGX. In line with Best Practices Guide
on Dealing in Securities issued by the
SGX, the Company issues circulars to
its directors and offi cers informing that
the Company and its offi cers must not
deal in listed securities of the Company
one month before the release of the
full-year results and two weeks before
the release of quarterly results, and if
they are in possession of unpublished
price-sensitive information.
Appendix
Board Committees
– Terms of Reference
A. Executive Committee
1. Consider and, if deemed fi t,
approve investments, acquisitions
and disposal of assets of the
Company and its subsidiaries which
are above $10 million or 10% of the
net tangible assets (whichever is the
lower) of the respective companies
but less than $100 million.
2. Consider and recommend to
the board proposed investments,
acquisitions and disposal of assets
of the Company and its subsidiaries
which are $100 million or above.
3. Consider and recommend to the
board proposed investments and
acquisitions of the Company and its
subsidiaries which do not fall within
the Company’s core businesses
but which are considered strategic
investments for the long-term
prospects of the Company.
4. Consider and, if deemed fi t,
approve capital equipment
purchases and leases of the
Company and its subsidiaries
which are above $10 million but
less than $100 million.
5. Consider and recommend to
the board on proposed capital
equipment purchases and leases
of the Company and its subsidiaries
which are above $100 million.
6. Consider and, if deemed fi t,
approve performance bonds and
guarantees to be furnished by the
Company or its subsidiaries which
are above $10 million but less than
$100 million.
7. Consider and recommend to the
board on proposed performance
bonds and guarantees to be
furnished by the Company or its
subsidiaries which are above
$100 million.
8. Consider and, if deemed fi t,
approve loans to companies within
the Keppel Group of an amount
exceeding $30 million but up to
$100 million.
9. Consider and, if deemed fi t,
approve foreign exchange
transactions for companies within
the Keppel Group of an amount
exceeding $100 million but up
to $200 million.
10. In relation to matters which require
the approval of this Committee
pursuant to other provisions of
these terms of reference, approve
the affi xation of the Common
Seal onto any legal document in
accordance with the Company’s
Articles of Association.
11. Approve the banks in Singapore
and overseas with which the
Company may transact.
12. Approve the establishment and
registration of local and foreign
offi ces of the Company.
13. Carry out such other functions as
may be delegated to it by the board.
14. Sub-delegate any of its powers
within its terms of reference as
listed above, from time to time,
as this Committee may deem fi t.
Matters arising at meetings of the
Executive Committee shall be decided
by a simple majority of votes including
the affi rmative vote of at least one
member who is an independent director.
B. Audit Committee
1. Examine the effectiveness of the
group’s internal control system,
including fi nancial, operational and
compliance controls, to ensure that
a sound system of internal controls
is maintained.
2. Review audit plans and reports
of the external auditors and
internal auditors, and consider
the effectiveness of actions or
policies taken by management
on the recommendations and
observations.
3. Review fi nancial statements and
formal announcements relating to
fi nancial performance, and review
signifi cant fi nancial reporting
issues and judgments contained
in them, to ensure integrity of such
statements and announcements.
Sustainability Report
Sustaining Growth
113
Sustaining Growth
Corporate Governance
4. Review the independence and
objectivity of the external auditors
annually.
5. Review the nature and extent of
non-audit services performed by
the auditors.
6. Meet with external auditors and
internal auditors, without the presence
of management, at least annually.
7. Make recommendations to the
board on the appointment,
re-appointment and removal of
the external auditor, and approve
the remuneration and terms of
engagement of the external auditor.
8. Review the effectiveness of the
Company’s internal audit function.
9. Ensure that the internal audit
function is adequately resourced
and has appropriate standing within
the Company, at least annually.
10. Review arrangements by which
employees of the Company may,
in confi dence, raise concerns about
possible improprieties in matters of
fi nancial reporting or other matters,
to ensure that arrangements
are in place for the independent
investigation of such matters and
for appropriate follow-up action.
11. Review interested person transactions.
12. Investigate any matters within
the Audit Committee’s purview,
whenever it deems necessary.
13. Report to the board on material matters,
fi ndings and recommendations.
14. Perform such other functions
as the board may determine.
15. Sub-delegate any of its powers
within its terms of reference as
listed above from time to time as
this Committee may deem fi t.
C. Board Risk Committee
1. Review and guide the Group
in formulating its risk policies.
2. Discuss risk mitigation strategies
with management.
3. Examine the effectiveness of
the group’s risk management
system to ensure that a robust risk
management system is maintained.
4. Review and guide in establishing a
process to effectively identify, evaluate
and manage signifi cant risks.
5. Review risk limits where applicable.
6. Review the Group’s risk profi le
periodically.
7. Provide a forum for discussion on
risk issues.
8. Report to the board on material matters,
fi ndings and recommendations.
9. Perform such other functions as the
board may determine.
10. Sub-delegate any of its powers
within its terms of reference as
listed above from time to time as
this Committee may deem fi t.
D. Nominating Committee
1. Recommend to the board the
appointment/re-appointment
of directors.
2. Annual review of skills required by
the board, and the size of the board.
3. Annual review of independence
of each director, and to ensure
that the board comprises at least
one-third independent directors.
4. Decide, where a director has multiple
board representation, whether the
director is able to and has been
adequately carrying out his duties as
director of the Company.
5. Decide how the board’s
performance may be evaluated,
and propose objective performance
criteria to assess effectiveness
of the board as a whole and the
contribution of each director.
6. Annual assessment of the
effectiveness of the board as
a whole and individual directors.
7. Review succession and leadership
development plans.
8. To review and, if deemed fi t, approve
recommendations for nomination
of candidates as nominee director
(whether as chairman or member)
to the board of directors of investee
companies which are:
i.
listed on the Singapore
Exchange or any other stock
exchange (that is, as at the date
hereof, Keppel Land Limited,
Keppel Telecommunications &
Transportation Ltd, K-REIT Asia
Management Limited, Keppel
Philippines Holdings Inc, Keppel
Philippines Marine Inc, Keppel
Philippines Properties Inc,
Keppel Thai Properties Public
Co Ltd, Singapore Petroleum
Company Limited, k1 Ventures
Limited, Evergro Properties Ltd
and MobileOne Limited);
ii. managers or trustee-managers
of any collective investment
schemes, business trusts, or
any other trusts which are listed
on the Singapore Exchange or
any other stock exchange (that
is, as the date hereof, K-REIT
Asia Management Limited and
Keppel Infrastructure Fund
Management Pte Ltd); and
iii. parent companies of the
Company’s core businesses
(that is, as at the date hereof,
Keppel Offshore & Marine Ltd,
Keppel Integrated Engineering
Ltd, and Keppel Energy Pte Ltd),
(hereinafter referred to as “Nominee
Director Nominations”).
9. To review all Nominee
Director Nominations annually.
10. Sub-delegate any of its powers
within its terms of reference as
listed above, from time to time,
as this Committee may deem fi t.
E. Remuneration Committee
1. Recommend to the board a
framework of remuneration
for board members and key
executives, and the specifi c
remuneration packages for each
director and the chief executive
offi cer (if the chief executive offi cer
is not an executive director).
2. Decide the early termination
compensation (if any) of directors.
3. Consider whether directors should
be eligible for benefi ts under long-
term incentive schemes (including
weighing the use of share schemes
against the other types of long-term
incentive scheme).
4. Review the terms, conditions and
remuneration of the senior management.
5. Administer the Company’s employee
share option scheme (the “KCL Share
Option Scheme”) in accordance with
the rules of the scheme.
6. Grant share options under the
114
Keppel Corporation Limited
Report to Shareholders 2008
Nature of current directors’ appointments and membership on board committees
Director
Board Membership
Lim Chee Onn1
Executive Chairman
Tony Chew Leong-Chee
Lead Independent Director
Lim Hock San
Sven Bang Ullring
Independent
Independent
Tsao Yuan Mrs Lee Soo Ann
Independent
Committee Membership
Audit
Executive
Nominating Remuneration
Risk
Safety
– Chairman
Member Member
Chairman Member
–
–
–
– Member
–
–
–
– Member
–
–
– Chairman Chairman
– Member Member
– Member
– Member
Oon Kum Loon2
Tow Heng Tan
Yeo Wee Kiong
Choo Chiau Beng
Teo Soon Hoe
Independent
Member Member Member Member Chairman
Non-Independent & Non-Executive
Independent
Executive Director
Executive Director
& Group Finance Director
– Member
–
–
– Member
– Member
– Member Member
–
–
–
– Member Chairman
–
–
–
–
–
–
–
–
–
–
1 On 22 December 2008, the Company announced that with effect from 1 January 2009, Mr Lim Chee Onn would relinquish his role as Chief Executive Offi cer but
would continue to serve as Chairman of the Company, and that Mr Choo Chiau Beng would assume the role of Chief Executive Offi cer of the Company.
2 Mrs Oon Kum Loon was appointed a member of the Remuneration Committee with effect from 1 May 2008.
KCL Share Option Scheme as this
Committee may deem fi t.
7. Sub-delegate any of its powers
within its terms of reference as
listed above, from time to time,
as this Committee may deem fi t.
5. Ensure that the safety functions
in Keppel Group companies are
adequately resourced (in terms
of number, qualifi cation, and
budget) and has appropriate
standing within the organisation.
6. Consider management’s proposals
Save that a member of this Committee
shall not be involved in the deliberations
in respect of any remuneration,
compensation, options or any form
of benefi ts to be granted to him.
on safety-related matters.
7. Carry out such investigations
into safety-related matters as
the Committee deems fi t.
8. Report to the board on
F. Board Safety Committee
1. Review and examine the
effectiveness of the Keppel Group
companies’ safety management
system, including training and
monitoring systems, to ensure
that a robust safety management
system is maintained.
2. Review and examine the
Keppel Group companies’ safety
procedures against industry
best practices, and monitor its
implementation.
3. Provide a discussion forum on
developments and best practices in
safety standards and practices, and
the feasibility of implementing such
developments and best practices.
4. Assist in enhancing safety
awareness and culture within
the Keppel Group.
material matters, fi ndings
and recommendations.
9. Perform such other functions
as the board may determine.
10. Sub-delegate any of its powers
within its terms of reference as
listed above from time to time as
the Committee may deem fi t.
Process for Selecting
New Directors
Evaluation Processes
Board
Each board member is required
to complete a Board Evaluation
Questionnaire and send the
Questionnaire direct to the
Independent Co-ordinator (“IC”) within
fi ve working days. An “Explanatory
Note’” is attached to the Questionnaire
to clarify the background, rationale and
objectives of the various performance
criteria used in the Board Evaluation
Questionnaire with the aim of achieving
consistency in the understanding and
interpretation of the questions. Based
on the returns from each of
the directors, the Independent
Co-ordinator prepares a consolidated
report and briefs the Chairman of
the Nominating Committee (“NC”)
on the report. Thereafter, the IC
presents the report for discussion
at a meeting of the non-executive
directors (“NEDs”), chaired by the
Lead Independent Director. Following
the NED meeting, the IC will, together
with the Chairman of the NC, brief the
Chairman of the board on the report
and the recommendations of the
NEDs. The IC will thereafter present
the report to the board together with
the recommendations of the NEDs
for discussion on the changes which
should be made to help the board
discharge its duties more effectively.
Individual Directors
The Board differentiates the
assessment of an executive director
from that of a non-executive director
(“NED”).
In the case of the assessment of the
individual executive director, each NED
is required to complete the executive
Sustainability Report
Sustaining Growth
115
Sustaining Growth
Corporate Governance
director’s assessment form and send
the form directly to the IC within fi ve
working days. It is emphasised that
the purpose of the assessment is to
assess each of the executive directors
on their respective performance on the
board (as opposed to their respective
executive performance). The executive
directors are not required to perform a
self, nor a peer, assessment. Based on
the returns from each of the NEDs, the
IC prepares a consolidated report and
briefs the Chairman of the Nominating
Committee (“NC”) on the report.
Thereafter, the IC presents the report
for discussion at a meeting of the non-
executive directors (“NEDs”), chaired
by the Lead Independent Director.
Following the NED meeting, the IC will,
together with the Chairman of the NC,
brief the Chairman of the board on the
report and the recommendations of the
NEDs. The IC will thereafter present the
report to the board together with the
recommendations of the NEDs. The
Chairman of the NC will thereafter meet
with the executive directors individually
to provide the necessary feedback on
their respective board performance
with a view to improving their board
performance and shareholder value.
As for the assessment of the
performance of the NEDs, each
director (both NEDs and executive
directors) is required to complete the
NED’s assessment form and send
the form directly to the IC within
fi ve working days. Each NED is also
required to perform a self-assessment
in addition to a peer assessment.
Based on the returns, the IC prepares
a consolidated report and briefs the
Chairman of the NC on the report.
Thereafter, the IC presents the
report for discussion at a meeting
of the NEDs, chaired by the Lead
Independent Director. Following the
NED meeting, the IC will, together
with the Chairman of the NC, brief the
Chairman of the board on the report
and the recommendations of the
NEDs. The IC will thereafter present
the report to the board together with
the recommendations of the NEDs.
The Chairman of the NC will thereafter
meet with the NEDs individually to
provide the necessary feedback on
their respective board performance
with a view to improving their board
performance and shareholder value.
Chairman
The Chairman Evaluation Form is
completed by each NED and sent
directly to the IC within fi ve working
days. Based on the returns, the IC
prepares a consolidated report and
briefs the Chairman of the NC on the
report. Thereafter, the IC presents
the report for discussion at a meeting
of the NEDs, chaired by the Lead
Independent Director. Following the
NED meeting, the IC will, together
with the Chairman of the NC, brief the
Chairman of the board on the report
and the recommendations of the
NEDs. The IC will thereafter present
the report to the board together with
the recommendations of the NEDs.
Performance Criteria
The performance criteria for the
board evaluation are in respect of the
board size and composition, board
independence, board processes, board
information and accountability, board
performance in relation to discharging
its principal functions, board committee
performance in relation to discharging
their responsibilities set out in their
respective terms of reference, and
fi nancial targets which include return
on capital employed, return on equity,
debt/equity ratio, dividend pay-out
ratio, economic value added, earnings
per share, and total shareholder return
(i.e. dividend plus share price increase
over the year).
The individual director’s performance
criteria are categorised into 5 segments;
namely, (1) interactive skills (under which
factors as to whether the director works
well with other directors, and participates
actively are taken into account);
(2) knowledge (under which factors
as to the director’s industry & business
knowledge, functional expertise,
whether he provides valuable inputs,
his ability to analyse, communicate
& contribute to the productivity of
meetings, and his understanding of
fi nance and accounts, are taken into
consideration); (3) director’s duties
(under which factors as to the director’s
board committee work contribution,
whether the director takes his role of
director seriously and works to further
improve his own performance, whether
he listens and discusses objectively
and exercises independent judgment,
and meeting preparation are taken into
consideration); (4) availability (under
which the director’s attendance at
board and board committee meetings,
whether he is available when needed,
and his informal contribution via
e-mail, telephone, written notes
etc are considered), and (5) overall
contribution, bearing in mind that
each director was appointed for
his/her strength in certain areas
which taken together provides the
board with the required mix of skills
and competencies.
The assessment of the Chairman of
the board is based on his ability to
lead, whether he established proper
procedures to ensure the effective
functioning of the board, whether
he ensured that the time devoted to
board meetings were appropriate (in
terms of number of meetings held
a year and duration of each board
meeting) for effective discussion
and decision-making by the board,
whether he ensured that information
provided to the board was adequate
(in terms of adequacy and timeliness)
for the board to make informed and
considered decisions, whether he
guided discussions effectively so that
there was timely resolution of issues,
whether he ensured that meetings
were conducted in a manner that
facilitated open communication
and meaningful participation, and
whether he ensured that board
committees were formed where
appropriate, with clear terms of
reference, to assist the board
in the discharge of its duties
and responsibilities.
116
Keppel Corporation Limited
Report to Shareholders 2008
Sustaining Growth
Risk Management
Concerted risk management efforts
enhance operational resilience and
ensure the Group remains well-placed
to protect the interests of and add
value to shareholders.
Focus areas
Manage risks proactively
Reinforce prudent practices
Build a culture of managing risk
Enhance operational preparedness
Sustainability Report
Sustaining Growth
117
Sustaining Growth
Risk Management
Managing Risks Proactively
The Board of Directors, assisted by
the Board Risk Committee (BRC),
oversees risk management in the
Group. The BRC examines the
effectiveness of the Group’s risk
management system and guides
management in the formulation of risk
policies, processes and procedures.
Its terms of reference are disclosed
on page 114 of this Report.
With the global fi nancial and economic
turmoil in the past year, the Group is
exposed to a multitude of risks and
challenges in the strategic, fi nancial and
operational aspects of its businesses.
Strong top management commitment
in driving Group-wide risk management
systems and processes over the years
has equipped the Group to face the
present tough business environment.
During the year, risk management
forums and workshops were conducted
for senior management across the Group
to heighten awareness and appreciation
of the potential impact of the worsening
fi nancial turmoil. Senior management
also met more regularly to monitor and
discuss changes that would impact the
Group’s businesses. Concerted efforts
and mitigating measures were carried
out to ensure that all companies in the
Group manage these challenges in a
timely and effective manner.
Looking ahead, the Group Risk
Management Department is committed
to work closely with the business
units to continually scan the business
environment and help them pre-empt
emerging risks and prompt proactive
actions to mitigate any adverse impact.
Stress testing exercises which involve
analysing business value drivers under
various worst-case scenarios will
also be performed more frequently.
Such exercises augment the risk
management system and help shape
the Group’s strategic directions,
facilitating prompt response, planning
and decision-making.
competitiveness under volatile
business conditions.
Risk management is also an integral
aspect of strategic and budget review,
policy formulation and revision, project
and investment evaluation, and
performance evaluation. Individual
business units are accountable for
the integration and embedding of
risk management into their business
operations and processes. This will
ensure early risk detection for effective
management and control.
Building a Risk
Management Culture
One way to strengthen ERM is to
promote an effective integrated risk
management system across the Group.
The Group has intensifi ed efforts in
building a culture of managing risk,
closely aligned with both near- and
long-term corporate goals.
In 2008, a risk culture survey was
conducted for the Group’s senior
management in which gaps were
identifi ed for continuous improvement.
There are ongoing efforts to strengthen
our risk culture through conferences and
forums to raise risk awareness among
employees. Sharing of best practices
and in-depth project post-mortem
analysis provide further learning avenues.
All key business operations in the Group
are required to have business continuity
plans in place.
Reinforcing Prudent Practices
Policies, systems and procedures
spanning all operating dimensions
have been established to govern
business activities. Such policies and
risk limits are reviewed regularly to
take into consideration the prevailing
economic climate, to ensure that they
remain adequate and relevant. Prudent
risk management practices including
effective management of market risks
such as currency risks, interest rate
risks and price risks, as well as credit
and liquidity risks, lay the Group’s
fi nancial management foundation.
For more details on these, please
see pages 90 and 91 in this Report.
The Enterprise Risk Management (ERM)
framework provides a holistic and
systematic process to better prepare
the Group to respond to rapid changes
in the business environment. Selection
of customers, partners and contractors
based on stringent guidelines and
mutually benefi cial terms has enabled
the Group to forge strong and credible
business relationships. Close tracking
of customer payments, credit review
and assessment of credit standings
minimise risk of material defaults.
Rigorous due diligence exercises ensure
that projects undertaken are viable and
profi table. Long range strategies coupled
with fl exible and prudent contract
structures sustain the Group’s
Enhancing Operational
Preparedness
Business Continuity Management (BCM)
enables our businesses to respond
seamlessly to external events while
minimising operational disruptions. All
key business operations in the Group are
required to continually enhance their
operations, identify key threats to
operations such as pandemic fl u,
terrorism and natural disasters, prepare
response plans, and perform tests to
refi ne their effectiveness. BCM activities
and plans are monitored and reported
to respective committees as well as to the
BRC. In 2008, pandemic fl u outbreak
simulations were conducted at selected
locations in Singapore as well as overseas.
118
Keppel Corporation Limited
Report to Shareholders 2008
Sustaining Growth
Technology Development
Technology excellence and innovation
is key to strengthening our
core competencies and developing
new growth drivers.
Focus areas
Encourage technology development and innovation
Develop rig and critical equipment solutions for frontier Exploration and Production
Build up environmental engineering solutions
Sustainability Report
Sustaining Growth
119
Sustaining Growth
Technology Development
KTAP members at a briefi ng on the latest technology developments at Keppel Seghers in Belgium.
Driving Technology
and Innovation
Established in 2004, the Keppel
Technology Advisory Panel (KTAP)
is envisioned to be a key platform for
sustaining the Group’s technology
leadership. In addition to the provision
of strategic leadership for our R&D
efforts, KTAP also mentors and
challenges the robustness of initiatives
in research, development, testing and
commercialisation of new products and
services in our businesses.
a broad range of topics ranging
from offshore solutions for Arctic
environments, maritime renewable
energy, intellectual property
management practices, green
buildings, as well as updates on
ongoing R&D projects across the
Group. With mounting global climate
change concerns, one meeting was
dedicated to the exploring of how the
Group could meaningfully harness
long-term trends in renewable energy
and sustainable development.
With Board and senior management
participation, KTAP convenes
twice a year and has met 10 times
since its inception. Chaired by
Professor Cham Tao Soon,
President Emeritus of Nanyang
Technological University and Chancellor
of UniSIM, KTAP comprises eight other
academic and industry experts from
both the local and international arena.
At its meetings in Amsterdam and
Singapore in 2008, KTAP deliberated
Looking ahead, KTAP will continue
to play a catalytic role in fostering a
vibrant R&D culture within the Group
and as a platform to identify areas to
sustain our competitive edge.
Spearheading O&M Technology
Development
Launched in end-2007, Keppel
Offshore & Marine Technology Centre
(KOMtech) underscores Keppel O&M’s
commitment to long-term research. It
provides crucial technology foresight,
spearheading Keppel O&M’s thrust into
new markets and constantly pushing
technology frontiers by developing
cutting-edge technologies to meet
future market needs.
With its emphasis on technologies with
strategic and commercial impact,
KOMtech augments the work of three
existing technology units – Offshore
Technology Development (OTD),
Deepwater Technology Group (DTG)
and Marine Technology Development
(MTD) – which focus on design
and engineering.
In November 2008, it moved into its
newly-renovated building, bringing
together for the fi rst time more than
50 researchers under one roof, and
facilitating teamwork and greater cross-
fertilisation of ideas.
With an initial $150 million funding for
its fi rst fi ve years providing reasonable
fi nancial visibility, KOMtech researchers
can focus on longer-term innovations
120
Keppel Corporation Limited
Report to Shareholders 2008
and projects without short-term funding
distractions. In 2008, KOMtech fi led
eight patents for the fruits of its labour.
Keppel O&M also actively participates
in industry forums and events, keeping
abreast of latest technology trends
and innovations while projecting its
contributory role in shaping offshore and
marine industry trends and development.
Major events in 2008 include:
(cid:129) Sponsorship of the Second Jack-
Up Conference 2008 in Singapore,
in addition to a presentation by
OTD;
(cid:129) Sponsorship of the Deepwater
Development Workshop in
Singapore in November, in addition
to a presentation by DTG;
(cid:129) Presentation of the 6th Keppel
O&M Lecture delivered by Keppel
Chair Professor Andrew Palmer,
who spoke on ‘Carbon Dioxide
Capture & Storage: Technology
and Politics’;
and Future’; and
(cid:129) Participation in other international
conferences, including LNG Tech
Asia Pacifi c 2008 (Singapore);
Gastech 2008 (Bangkok); ICE
Tech 2008 (Canada); Algae Biofuel
Summit 2008 (India); Futuropolis
2058 (Singapore); ABS Harsh
Environment Workshop (Canada);
and Commercialising FLNG Asia
2008 (South Korea).
Directing Environmental
Solutions
Keppel Seghers continues to direct
its efforts to the R&D of innovative
environmental solutions and
constantly upgrades both its water
and thermal treatment capabilities,
to maintain its competitive edge as
a global player owning both water
and thermal technologies, placing it
in a key position to address global
environmental challenges.
(cid:129) Support of the 22nd Chua Chor
Teck Memorial Lecture delivered
by Mr Nick Sansom, who spoke
on ‘Marine Insurance: Past, Present
The Keppel Environmental Technology
Centre (KETC) was established by
KIE in 2007 as a centre of excellence
to spearhead innovation in leading-
KOMtech is developing new techniques and equipment for the
diffi cult frontiers such as the North Sea and Arctic regions.
edge environmental technology R&D,
augmenting existing R&D initiatives
and strategic alliances with leading
academic and industry partners.
Since then, KETC has worked closely
with research partners and research
institutes like A*STAR, Singapore
Institute of Manufacturing Technology
and Institute of High Peformance
Computing, to harness external
resources and constituencies in
complementing its own research base.
Keppel’s environmental technology
R&D road map has continued to make
steady progress, with a ready stream
of testbedding and pilot technology
initiatives, as follows:
(cid:129) The MEMSTILL® project, which
seeks to develop a novel and
low-cost desalination process,
conducted its third pilot testing
in the Netherlands. A large
demonstration plant is planned for
year 2010 in Singapore;
(cid:129) A pilot plant under the REXODAN
project was commissioned and
operated to test the digestion of
mixed sludge in a mesophylic
anaerobic/thermophylic aerobic
operation with sludge recycling;
(cid:129) A membrane bioreactor pilot
plant for Mitsubishi Rayon was
commissioned at Bedok Water
Reclamation Plant in Singapore;
(cid:129) A NEWater pilot plant was run to
optimise operation, with a modifi ed
reverse osmosis interstage turbo
charger tested and installed to
improve energy recovery;
(cid:129) Research and tests were also done
on photocatalystic oxidation for the
reduction of membrane fouling; and
(cid:129) Keppel Seghers also designed,
constructed, commissioned and
operated two membrane bioreactor
pilot plants, to test the technology
that treats wastewater into industrial
water quality in a single step. The
fi rst plant is for Toray at Ulu Pandan
Water Reclamation Plant while the
second is the third pilot plant for
Asahi at Utrecht Water Reclamation
Plant in The Netherlands.
Sustainability Report
Sustaining Growth
121
Sustaining Growth
Environment Protection
A commitment to run our operations
responsibly and to develop projects with
minimised negative impact on our environment
will create a positive effect on our businesses,
the community and the next generation.
Focus areas
Pursue responsible development
Inculcate green mindset
122
Keppel Corporation Limited
Report to Shareholders 2008
Overseas, Keppel Land’s properties
also set green trends in environmental
performance and stewardship.
Industry for its energy conservation
features including energy-saving air-
conditioning, lighting and lift systems.
The Estella in Ho Chi Minh City (HCMC)
became the fi rst development in
Vietnam to receive BCA’s Green Mark
Gold Award. The luxury condominium
will incorporate the latest green
technology expected to yield overall
annual energy savings of 23% and
34,000 m3 of water. Saigon Centre,
the preferred address for international
businesses and diplomatic corps in
HCMC, was named the Most Energy-
Effi cient Building (First Runner-Up)
by Vietnam’s Ministry of Trade &
Jakarta Garden City, a 270-ha integrated
lifestyle township development in
Indonesia, offers a green haven for
families. Thoughtful planning and design
were put into creating extensive
landscaped gardens and communal
parks zoned for the well-being of
residents and to enhance their
appreciation of the natural surroundings.
Ria Bintan Golf Club in Bintan, Indonesia,
attained certifi cation under the
Audubon Cooperative Sanctuary
Key Eco Principles
Ecollaboration
Work with stakeholders, policy-makers and decision-markers
to build a 'greener' future
Economy
Balance commercial viability and environmental sustainability
Ecommitment
Promote environmental awareness and support green initiatives
Ecommunity
Create sustainable developments for future generations
Pursuing Responsible
Development
Keppel Land’s commitment towards
balancing commercial objectives
and maintaining high standards of
environmental protection has driven
its achievement of several green
standards and awards.
It attained the ISO 14001:2004
certifi cation for its Environmental
Management System (EMS) for property
development in Singapore in September
2008. For its environmental and social
performance transparency efforts,
Keppel Land, a three-time nominee
since 2005, emerged a fi nalist in the
2008 Singapore Environmental and
Social Reporting Awards. Keppel Land
also earned the Green Offi ce Label by
the Singapore Environment Council in
December 2008.
Its sterling offi ce and residential
developments bagged top green honours
from the Building and Construction
Authority (BCA). Ocean Financial Centre
and Marina Bay Financial Centre
(Phase 1 – Commercial) received the
Green Mark Platinum and Gold Awards
respectively while iconic waterfront
development Refl ections at Keppel Bay
was presented the Green Mark Gold
Award. State-of-the-art green features
and innovations in these eco-sensitive
properties will benefi t home owners
and tenants in terms of long-term energy
savings and contribution to conserving
the environment. Refl ections at Keppel
Bay was awarded the Green Mark Gold
Award for green and energy-saving
features such as motion sensors at
lift lobbies and clubhouse toilets,
pneumatic waste collection system as
well as green roofs and walls at the
substation and tennis courts.
Marina at Keppel Bay, located on
Keppel Island, became the fi rst Asian
marina to be awarded Clean Marina
status under the Clean Marinas
Australia Programme by the Marina
Industries Association of Australia.
Sustainability Report
Sustaining Growth
123
Sustaining Growth
Environment Protection
Celebrating World
Environment Day
On World Environment Day on 5 June
2008, a fl urry of green activities was
launched across the Group to promote
the green message amongst Keppelites.
Keppel O&M launched a green campaign
with a Group-wide broadcast of its
Green Vision via emails and posters,
encouraging management and staff to
embrace a green culture.
Keppel Shipyard held an Adopt-a-Bin
competition during its Environmental
Awareness Month launched on World
Environmental Day. Each department
adopted, designed and decorated
120-litre waste-bins based on the
theme “Saving the Earth”.
Keppel Land organised a lunch-time
talk at the National Library’s The Pod,
featuring an eco-stellar line-up of
Singapore’s environmental champions.
The offi ce lobbies of Keppel Land
and K-REIT Asia’s buildings were
transformed into week-long exhibition
areas promoting awareness among
tenants and public users on climate
change, waste minimisation and
recycling processes.
Keppelites abroad also did their part
to commemorate the day.
Staff in China, Vietnam and Thailand
were given complimentary screenings
of An Inconvenient Truth, an acclaimed
documentary fi lm about global warming
championed by former United States
Vice President Al Gore.
Eco-exhibitions promoting awareness on climate change, waste minimisation and recycling
processes were set up in the offi ce lobbies of Keppel Land and K-REIT Asia.
Keppel Thai Properties distributed
booklets on How to Save Bangkok from
Global Warming to staff and residents
at the Srinakarin and Watcharapol
properties. It also organised a Green
Slogan contest and distributed garden
trays to employees as part of a fl ower-
planting exercise.
Staff in Myanmar, Sedona Hotel Yangon
and in Sedona Suites Hanoi took to
tree-planting.
In China, Keppel Land’s Beijing offi ce
observed a Green Week where staff
were encouraged to forego the use
of plastic bags and paper cups, avoid
smoking and reduce car usage.
The Vietnam teams put up posters
promoting energy and water
conservation and waste minimisation
at Saigon Centre.
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Report to Shareholders 2008
Programme for Golf Courses by
Audubon International, recognising
its ongoing efforts to preserve wildlife
and natural resources while delivering
world-class product and services.
Keppel Land has set as its benchmark
to achieve at least the BCA Gold Green
Mark standard or equivalent for all its
developments in Singapore and overseas.
Inculcating Green Mindset
Green Champions across Keppel
Group were appointed and trained at
an Environment Champions Workshop
on 5 September 2008. Organised by
Keppel Integrated Engineering (KIE)
together with National Environment
Agency (NEA), the workshop provided
valuable knowledge and innovative
ideas in caring for the environment.
Keppel’s Green Champions are now
part of more than 500 NEA Corporate
Environment Champions nationwide.
Several screenings of An Inconvenient
Truth were held for employees from
Keppel O&M. Some 15,000 notebooks
made of 100% recycled paper
containing useful resource-saving tips
were also distributed to all employees.
Keppel Land undertook various
initiatives to drive home the green
message. It organised a special talk
on sustainable developments by
Mr Peter Rawlings, a Principal with
Environment Resources Management
and a member of the UN Environment
Programme’s Sustainable Buildings
and Construction initiative. Discounts
and privileges were secured for staff
who brought their own mugs to various
patrons at Bugis Junction where
Keppel Land’s offi ce is located.
Keppel Land set up a green resource
centre, offering a wide selection of books,
articles and DVDs on care for the
environment. Staff were encouraged to
bring their families to the Climate Change
and Water: H20 = Life exhibitions at the
Singapore Science Centre.
Keppel Land participated in the annual
international Earth Hour event organised
by the World Wildlife Fund held in March.
All non-essential lights in its offi ces
were switched off at 8pm on 29 March
2008 for a full hour to contribute to
lowering carbon imprint.
KIE collaborated with Keppel Land and
Group Corporate Communications to
develop environmental-themed posters
for display at their offi ces, aimed at
reminding employees to embrace
an eco-friendly lifestyle at work and
beyond. The posters carried tips on
resource conservation and how to
achieve water and energy effi ciencies.
Singapore Petroleum Company (SPC)
launched a Green Initiatives campaign
where fi ve recycling bins were placed
at its head offi ce for the collection of
recycling paper.
1
1 The BCA Green Mark Platinum Award-
winning Ocean Financial Centre will boast
the largest assembly of Photovoltaic
Cell system for a commercial building in
Singapore’s CBD as well as several green
features such as terraced roof gardens.
2 Keppel Land’s Go Green reusable bags
were useful communication tools to engage
the public.
2
Sustainability Report
Sustaining Growth
125
Empowering Lives
People Development
Cultivating and growing a diverse
pool of holistic individuals,
innovative teamplayers and
responsible citizens is critical
in our mission to build enduring
and value-creating businesses.
Focus areas
Attract, develop and retain talent
Build a formidable competent workforce
Create a culture of safety and managing risk
126
Keppel Corporation Limited
Report to Shareholders 2008
Manpower by Segment (number)
Manpower by Country (number)
Executive / Non-executive
(number)
Offshore & Marine
27,437
Singapore
18,417
Property
Infrastructure
Investments
2,956
5,064
164
China and Hong Kong 1,732
Rest of Asia
US
Brazil
Others
5,401
1,315
6,865
1,891
Executive
Non-executive
6,946
28,675
Attracting Talent
Keppel attracts talent through
scholarships, internships and
exchange programmes amongst other
initiatives and recruitment exercises.
A total of 12 new Keppel scholars were
inducted into the Keppel family at the
Keppel Group Scholarship Awards
Ceremony on 15 July 2008. They will
be groomed for roles in the various
business units in alignment with their
aspirations and qualifi cations.
Arab-Asian
International Exchange
Keppel Corporation, in partnership with
Young Arab Leaders (YAL), successfully
piloted the Arab-Asian Internship
Exchange Programme. The Programme
follows the inauguration of the Global
Action Forum: Arab and Asian Dialogue
in April 2007, and is part of the Arab-
Asian Taskforce’s strategy to promote
co-operation and understanding
between the Arab world and Asia.
Under the Keppel International
Scholarship which was launched
to attract international talent, Keppel
scholars from Vietnam and China are
currently pursuing their post-graduate
studies in the National University
of Singapore (NUS).
With a footprint in 35 countries through
our key businesses in Offshore &
Marine, Property and Infrastructure,
the Keppel Group was selected to
pilot and provide meaningful and
experience-rich internships to the Arab
youths to expand their global mindset.
Our outreach initiatives for young talent
include the Keppel Scholarships for
Hwa Chong Institution and St Joseph
International, where international
students from India and Vietnam
are offered scholarships.
Nine outstanding young Arabs
interns were paired with managers
from Keppel, focusing on
knowledge exchange in the areas
of entrepreneurship, leadership
development and education.
With the success of this programme,
the Keppel Group will be looking
at more strategic exchanges with
emerging economies in the near future.
NUS Real Estate
Internship Programme
A new collaborative project between
Keppel and the NUS Real Estate
was the NUS Real Estate Internship
Programme. Seven interns, including
some from the Dean’s List, took
on challenging and practical work
assignments under the mentorship of
Keppel Land managers, gaining work
experience and an appreciation
of various career options.
Keppelites for China
As part of the Keppelites for China
initiative, opportunities are available
for Keppelites to intern or to work on
assignments in China. One studying
scholar was posted to China in early
2008 for an internship stint in Keppel’s
Beijing and Tianjin offi ces.
Sustainability Report
Empowering Lives
127
Empowering Lives
People Development
1
2
1 The Global Young Managers Programme provides opportunities
for Keppelites to hone key competencies.
2 Continuous skills upgrading is part of Keppel’s people development.
Developing and Grooming Talent
Under Keppel’s 3-E (Education,
Exposure and Experience)
development platforms, the Keppel
Group provided the following talent
development programmes.
Education
In addition to individualised training
needs where employees undergo
training from a list of recommended
programmes, 13 Keppel Group
Management Development
Programmes were offered to
Keppelites across the Group.
These programmes offer development
in personal leadership, people
leadership and managerial skills
such as confl ict resolution, effective
communication, interviewing,
negotiation, critical thinking and
decision-making.
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Keppel Corporation Limited
Report to Shareholders 2008
The programmes sharpen participants
in the various aspects of Keppel
Leadership Competencies and are
also excellent platforms for interaction
across different strategic business
units (SBUs).
More than 200 Keppelites participated
in these development offerings in 2008.
Exposure
Eleven Keppelites from across the
Group attended IE Singapore’s
Executive Programmes in Vietnam,
Russia, Brazil, China and the Middle
East, to gain an overview of business,
cultural and socio-political developments
in these countries.
Keppelites were also selected for
the Leaders! Programme, to learn
and network with counterparts from
Temasek-linked companies.
As part of the Keppelites for China
initiative and to deepen Keppelites’
exposure to Chinese culture, three
runs of business Mandarin and Chinese
culture programme were rolled out for
senior management, practitioners and
young Keppelites.
Our senior management and Board
members also exchanged views
with talents across the Group at
various ongoing interaction and
dialogue sessions.
Experience
To develop their global and
cross-business units experience,
young Keppelites from Keppel
Corporation were put on secondment
and cross-business units assignments.
These included assignments to the
Sino-Singapore Tianjin Eco-City
project in China and Keppel
AmFELS in the US.
Thirty-one young managers across
Keppel Group attended the Global
Young Managers Programme led
by Keppel O&M. These participants
underwent intensive modules such as
Finance for Non-Finance Managers,
Focusing on Employee Wellness
Keppel Corporation was awarded the
Biennial Singapore Health Award, Gold
category, in recognition of its efforts
for employee wellness for the year
2007/2008.
Several talks were organised through
the year to promote employee
wellness. These included a lunch
talk, CPF Changes and You,
where employees gained insights
from Professional Investment Advisory
Services, a fi nancial planning fi rm
on recent CPF changes and options
available under CPF LIFE. A Cancer
Awareness Talk by the National Cancer
Centre was organised on 19 June
2008. Employees appreciated the talk,
with many indicating their interest for
more health and fi tness related talks.
Writing and Presentation, Creative and
System Thinking, Personal Awareness
and Building Effective Teams. The
programme is especially benefi cial
to young overseas managers who
were able to visit Keppel’s businesses
in Singapore.
Building Bench Strengths
for Key Positions
Over the past few years, the Board
has put in place a succession planning
framework for senior management in
the Group. Both the Board and our
Senior Executive Directors regularly
review their list of potential successors,
and assess them against a list
of leadership attributes developed
in-house.
A deliberate plan put in place to
develop these candidates via learning
and development interventions include
regular face-to-face interaction,
executive coaching, international
assignments, executive development
programme and leading roles in major
projects. The effort is also stewarded
as a Key Performance Indicator in the
supervisor’s Balanced Scorecard.
Grow Beyond Series
Pulling together Keppelites across
SBUs was the 4th Grow Beyond Series
– No Limits! More than 400 Keppelites
were inspired by the achievements of
Australian Motivational Speaker and
Director of Life without Limbs,
Mr Nick Vujicic, who overcame numerous
obstacles in his life. Keppelites also
picked up social and entrepreneurship
tips from Ms Elim Chew, a home-grown
entrepreneur and youth developer.
Such events expose Keppelites beyond
their daily challenges at work and
sustain their motivation in a continually
changing business environment.
Speaking at the Keppel Group Grow Beyond Series, Australian motivational speaker Nick Vujicic
inspired Keppelites with his boundless enthusiasm for life and achievement.
Sustainability Report
Empowering Lives
129
Empowering Lives
People Development
Young Arab interns joined Keppelites in the Inter-SBU Games.
Chinese Tea Appreciation
With the growth of Keppel’s businesses
in China, the KSAA is exploring
initiatives that encourage Keppelites
to take an interest in China and equip
them with some basic knowledge on
the country. Through seminars and
activities, KSAA hopes to increase
awareness of the Chinese culture as
well as career opportunities available
in China to Keppelites. Activities
organised include a session on
Chinese tea appreciation in conjunction
with the Mid-Autumn Festival.
KSAA also plays an active role
in several community involvement
initiatives by the Group.
In addition, weekly serving of fresh
and nutritious fruits were distributed
to employees during October in
support of Health Promotion Board’s
Fruit & Vegetable campaign.
Forging Networks
– Keppel Scholars Alumni
Association (KSAA)
KSAA is a strategic developmental
platform empowering young leaders
to drive Group-wide initiatives. Offi cially
inaugurated in 2001, KSAA advances
Keppel Group’s synergy and serves
as a strong driving force in forging
friendship and networks between our
SBUs. KSAA organised a wide range
of activities to promote social, community
and professional development.
Inter-SBU Games (ISBUG)
The highlight for 2008 was the annual
ISBUG which was held from June
to August. ISBUG’s fi nale was once
again the popular Vertical Marathon
Challenge held at One Raffl es Quay.
A Keppel Volunteers fundraiser event
was held in conjunction with the fi nale
and garnered excellent support.
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Keppel Corporation Limited
Report to Shareholders 2008
Empowering Lives
Health and Safety
Embracing health and safety
as a way of life goes a long
way to ensure that every
worker goes home safely
every day.
Focus areas
Individual and collective responsibility
Safety fi rst mindset
Safe work practices
The Keppel Group has made much
progress in our promotion of safety
in 2008.
The Group’s focus on safety was
reinforced at the second Group Safety
Convention in September by spreading
the message that safety must be
embraced as an individual and
collective responsibility. The theme
“Safety Starts with Me” aptly describes
what each and every Keppelite should
do when it comes to health and safety.
See pages 40 to 47 for more on
Keppel’s safety journey and our
plans ahead.
Sustainability Report
Empowering Lives
131
Nurturing Communities
Society and Environment
In building Keppel’s brand equity as
a Singapore-grown MNC, we strongly
believe in showcasing Singapore
to the world and contributing to the
country’s international image.
Focus areas
Showcase Singapore to the world
Support public policy research and education
Encourage sustainable development
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Report to Shareholders 2008
Showcasing Singapore
The Clipper Round the World Yacht
Race is one of the world’s most
celebrated amateur sailing races.
For the 2007–08 race, Keppel was
the primary sponsor for the Singapore
yacht, Uniquely Singapore and host
port sponsor for the Singapore
stopover in the race, together with
race partner, Singapore Tourism Board
(STB). After 10 months of ocean racing
covering 35,000 miles across the
globe, Singapore emerged seventh
out of the 10-strong international
racing fl eet and scored a fi rst position
in Leg 5 from Hawaii to Santa Cruz.
As part of people development,
Keppel sponsored six employees
as sailing ambassadors on the race
of which four were single leggers,
one crewed in three legs and another
in fi ve legs. Joining them was a large
contingent of young people from the
10 ASEAN countries, supported by
the Singapore-ASEAN Youth Fund
and Singapore’s Ministry of Foreign
Affairs as part of ASEAN’s 40th
anniversary celebrations.
In 2008, Keppel committed to continue
its sponsorship of Uniquely Singapore
for the Clipper Round the World yacht
races for 2009–10 and 2011–12. This
marks the third consecutive year that
Singapore is participating in the race
and Keppel’s third year as a sponsor.
For the 2009–10 race, Keppel will be
the team sponsor and offi cial host port
for the Singapore stopover, with STB as
team partner. The Keppel Bay Sailing
Academy has also secured the rights
to provide part of the required pre-race
Clipper training for participants.
As part of its efforts to facilitate
business exchanges with other
countries, Keppel O&M has been
a continued supporter of the Latin Asia
Business Forum held in Singapore as
the gold sponsor, hosting a reception
for the business and ministerial
delegates for the past three years.
The Forum and the reception provided
an excellent platform for networking
among businessmen and government
offi cials from Singapore and the various
countries in Latin America. Keppel is
active in Latin America through Keppel
O&M and Keppel Seghers.
Keppel O&M extended its support
of building ties with Latin American
countries, particularly Brazil, by
contributing to the sponsorship of the
translation and production of the fi rst-
ever Portuguese version of Singapore
Minister Mentor Lee Kuan Yew’s two-
part memoirs. The Portuguese edition
was jointly launched by Brazilian
President Luiz Inácio Lula da Silva and
Singapore’s Prime Minister Lee Hsien
Loong during Prime Minister Lee’s visit
to Brazil on 25 November 2008.
1
1 Mr Choo Chiau Beng, CEO of Keppel
Corporation (third from left), with ministers
and ambassadors of the various Latin
American countries at Latin
Business Asia 2008.
2 CEO of Keppel Corporation and Singapore’s
Non-Resident Ambassador to Brazil,
Mr Choo Chiau Beng (second from left), with
Singapore’s Prime Minister Lee Hsien Loong,
Brazilian President Luiz Inácio Lula da Silva
and Singapore ministers and offi cials at the
Ministry of Foreign Affairs in Brazil following
the launch of the memoirs.
2
Sustainability Report
Nurturing Communities
133
Nurturing Communities
Society and Environment
Supporting Public Policy
Research and Education
Keppel believes in lending its
support to public policy research
and education.
Keppel Corporation pledged
$1 million for two years towards
Business China Singapore. Mooted
by Singapore’s Minister Mentor Lee
Kuan Yew, Business China was
formed in November 2007 to develop
a pool of bilingual and bi-cultural
Singaporeans who can engage China
comprehensively and holistically in the
economic, business, social, cultural
or educational fi elds. Business China
plans to launch various initiatives such
as talks and networking sessions
among Chinese and Singapore
businesses as well as develop an
e-learning portal with interactive learning
resources and reference materials.
Keppel Corporation also sponsored
$50,000 towards Singapore
Perspectives 2008. Held on 1 February
2008, this fl agship conference of
Singapore’s Institute of Policy Studies
aims to engage Singaporeans in
a lively debate about the public
policy challenges facing the country.
Distinguished panelists in 2008 include
Minister Mentor Lee Kuan Yew and
several Cabinet ministers.
Apart from supporting various
schools and institutions fi nancially,
Keppel supported the Securities
Investors Association of Singapore’s
Investor Education Programme
with a contribution of $100,000.
Through seminars and workshops,
the programme aims to educate
retail investors in making informed
investment decisions to grow and
protect their wealth.
Keppel Corporation contributed
$3 million to the endowment fund
of the Sim Kee Boon Institute for
Financial Economics, Singapore
Management University in 2008. The
late Mr Sim had a distinguished career
in both the public and private sectors
and played an important role in the
economic development of Singapore.
He was also Executive Chairman of
Keppel Corporation from 1984 to
2000, transforming a home-grown
shipbuilding company into a
global conglomerate.
Keppel Corporation sponsored
$1 million to the Lee Kuan Yew
Conference Room in Arundel House,
the headquarters of the International
Institute for Strategic Studies (IISS)
in London. The IISS is the world’s
leading authority on political-military
confl ict. Minister Mentor Lee gave a
special lecture at the inauguration of
the room on 23 September 2008.
As main sponsor of the 6th IISS
Asia Security Summit under the
auspices of The Shangri-La Dialogue,
attended by defence ministers
and senior offi cials from numerous
nations, Keppel supported efforts
to promote Asian defence diplomacy.
Encouraging Sustainable
Development
Keppel Corporation is a founding
sponsor of the Singapore International
Water Week (SIWW) for two years.
Organised by the Public Utilities Board,
the SIWW is an international platform
involving policymakers, industry
leaders, experts and practitioners
to address challenges, showcase
technologies, discover opportunities
and celebrate achievements in the
water world.
The SIWW was held from 23 to
27 June 2008, together with the
World Cities Summit and East Asia
Summit Conference on Liveable
Cities which explored other aspects
of sustainable development. Keppel
Land’s waterfront developments and
Keppel Seghers’ Ulu Pandan NEWater
Plant were showcased at this inaugural
platform. Mr Lim Chee Onn, Chairman
of Keppel Corporation, was among
the panel of distinguished speakers
for the roundtable discussion on The
Business of Water at the SIWW’s
Water Leaders Summit.
Keppel Corporation sponsored
Responsible Business, a new television
series showcasing leading global
corporations that partner governments,
non-governmental organisations
Table housing coral fragments are lowered and secured underwater by Keppel Volunteers, NParks
and NUS divers for propagation before transplanting to recipient coral reefs.
134
Keppel Corporation Limited
Report to Shareholders 2008
(NGOs) and international organisations
to develop business-driven solutions
for challenges facing our world today.
Keppel Group continued its steadfast
support to the Coral Nursery Project in
2008. Launched in July 2007, the project
is a collaboration with NUS, National
Parks Board and NEA, and is part of
a national effort to conserve the coral
cover in Singapore. It is Singapore’s
fi rst corporate-sponsored marine
environmental initiative and the fi rst in
the region. Keppel’s sponsorship of
$250,000 spans two years and supports
maintenance efforts for the nurturing
and re-growth of coral fragments. The
growth and development of the coral
nursery will be monitored with the view
of future transplanting.
In addition, a 30-strong team of Keppel
Volunteers with diving experience has
come forward as our volunteer divers.
Twice a month, four volunteer divers
deploy nursery tables and perform
maintenance cleaning, hand-in-hand
with NUS. The project has been well
received by the public and featured in
the local media.
Keppel Group is the Gold Sponsor for
Asia Dive Expo 2008, an exhibition
targeted at educating the public on
how human actions affect the marine
environment and what humans can do
to remedy the situation.
Keppel Group was the main sponsor
of Blue Planet, a highly acclaimed
10-part BBC documentary narrated
by world-renowned naturalist, David
Attenborough. Almost fi ve years
in the making, the series involved
nearly 200 fi lming locations and has
been described as “the fi rst ever
comprehensive series on the natural
history of the world’s oceans”. The
series was aired on Singapore’s Arts
Central from April to June 2008 and
won multiple Emmy and BAFTA TV
awards for music and cinematography.
KIE and Keppel Land were the
platinum sponsors of the Corporate
Environmental Outreach (CEO) Run
held on 19 October 2008 at Pulau
Semakau organised by NEA. Funds
raised were channelled to six local
environmental NGOs to develop and
sustain their community outreach
and education efforts to enhance the
public’s environmental responsibility.
Keppel Land organised a Christmas
Bazaar on 10 December 2008 where
staff could purchase handicrafts
made of recycled material from
various charities such as the Institute
of Mental Health, Association for
Persons with Special Needs (APSN),
Cicada Tree Eco-Place and Singapore
Management University Ambassadors.
Funds raised went to the Elephant
Nature Foundation, World Vision,
Tabitha Foundation and Riverkids
Project.
Keppel Land sponsored 500 recyclable
bags and 100 mugs at a public event,
RSC Block Party: the Eco-Solutions
Festival, held at the Old School @ Mt
Sophia on 19 July 2008. The highlight
of the Festival was a rock concert
by local bands to increase youth
awareness on environmental issues.
Keppel Land further sponsored 200
bags and mugs for Clean and Green
Singapore – North West! on
9 November 2008, organised by the NEA
North West Regional Offi ce and North
West Community Development Council.
For the second consecutive year, SPC
supported MediaCorp’s Saving Gaia
campaign, which aims to increase
awareness of environmental issues.
SPC also collaborated with
MediaCorp’s Capital 95.8FM radio
station in a Save-the-Earth recycling
drive where listeners dropped off their
recyclable items at designated SPC
service stations. Proceeds from the
collection were donated to Capital
95.8FM’s adopted charity, Fei Yue
Family Service Centre.
Keppelites joined representatives from other corporations at tree planting after the inaugural CEO Run
on Pulau Semakau organised by the NEA.
Sustainability Report
Nurturing Communities
135
Nurturing Communities
Community Involvement
Management of
Keppel Corporation
and the National Arts
Council celebrating
the launch of
Keppel Nights at the
40th Anniversary
with Senior Minister
Goh Chok Tong
(middle).
Wherever we operate and
whenever we can, we seek
to make a contribution to the
well-being and welfare of
the communities.
Focus areas
Promote the arts
Encourage volunteerism, community and charity work
136
Keppel Corporation Limited
Report to Shareholders 2008
martial art form and Brazil’s second
most-loved sport after soccer. This
is the third year that Keppel O&M
has supported the festival.
Keppel Group’s Keppel Music Scholarship
programme was established to
nurture young talents and support
Singapore’s fi rst conservatory, the
YST Conservatory of Music. In 2003,
Keppel committed $600,000 to
sponsor 10 students over a period of
fi ve years to pursue a four-year degree
programme at YST. Six Keppel Music
Scholars have since graduated while
two more Vietnamese were awarded
the scholarships in 2008. Two of the
six scholars who have graduated,
Tran Thi Tam Ngoc and Tran Duc Minh,
performed in their homeland with the
Ho Chi Minh Symphony Orchestra on
17 August 2008.
Keppel O&M sponsored A Jazzy
Christmas, a concert by Jeremy
Monteiro, Singapore’s King of Swing
and Cultural Medallion holder. Over
80 Keppel guests were entertained
by a stellar cast of acclaimed
international musical talents.
Continued on page 140 ...
Nurturing Appreciation
for the Arts
In celebration of our 40th anniversary,
Keppel Corporation chose to support
and nurture local music talents. We
sponsored a performance by the
Singapore Symphony Orchestra (SSO)
under the baton of Maestro Lim Yau
at the Esplanade on 19 August 2008.
Graced by Singapore’s Senior Minister
Goh Chok Tong, the highlight of the
concert was the world premiere of Of
Passion and Passages, a symphony
composed by Professor Ho Chee
Kong from the Yong Siew Toh (YST)
Conservatory of Music. The piece was
specially commissioned by Keppel for the
occasion. Sixteen-year-old pianist Abigail
Sin also did a solo turn at the concert.
Keppel was the Platinum Sponsor of
Encore! The European Season, the fi rst
European Cultural Season to be held
worldwide. The Season was launched
on 6 May 2008 with the opening of
the 18th European Union Film Festival.
Minister for Information, Communications
and the Arts, Dr Lee Boon Yang graced
the inaugural ceremony at the Cathay
Picturehouse. The Season featured over
45 events including fi lm screenings,
concerts, visual arts exhibitions,
theatrical productions, literary events
and dance performances.
1
In September 2008, Keppel O&M was
the presenting sponsor of the Brazilian
musical ensemble and renowned
bossa nova pioneers, Roberto
Menescal, Wanda Sa, Joao Donato,
Marcos Valle and Vinicius Cantuaria.
Keppel O&M was also the presenting
sponsor of the 5th International
Capoeira Festival organised by the
Association of Capoeira Argola de
Ouro. Capoeira is an Afro-Brasileira
1 The SSO gave a stirring performance of
Of Passion and Passages at Keppel’s 40th
anniversary concert on 19 August 2008.
2 Keppel O&M sponsored a Christmas concert
by Jeremy Monteiro and his international
jazz luminary friends, who thrilled fans with
beautiful renditions of jazzy bossa nova
(Photo credit: Peter Phua).
2
Sustainability Report
Nurturing Communities
137
Nurturing Communities
Community Involvement
“With half-priced tickets under
Keppel Nights, I can now watch
more arts performances with my
parents at prices we can afford.”
Alyna Tan, 9
Student
Bringing Singaporeans
to the Arts
In the spirit of Nurturing Communities,
Keppel Corporation has been deeply
involved in promoting Singapore’s arts
scene, and has provided numerous
platforms to showcase both local and
foreign talent and artistes for the last
25 years. The Group continues to prop
up arts programmes and groups that
have impactful causes.
In August 2008, Keppel Corporation
joined hands with the NAC in a milestone
public-private sector partnership that
presented Singapore’s fi rst sustained
ticket subsidy scheme.
Branded Keppel Nights, this innovative
scheme was launched by Senior Minister
Goh Chok Tong to commemorate
Keppel Corporation’s 40th anniversary.
Backed by a $250,000 cash grant from
Keppel, Keppel Nights offers the public
half-priced tickets to pre-selected
performances over a year.
This initiative extends the Company’s
efforts to help cultivate audiences
for arts programmes. It also pays
tribute to ordinary Singaporeans
and their contributions towards
building a vibrant nation in which
Keppel thrives.
Keppel Nights is making a difference
by promoting the arts as an integral
part of the lives of students, senior
citizens, heartlanders and their families.
By making arts performances more
affordable for the public, the scheme
also enables show presenters and
arts groups to bolster ticket sales and
reach out to a wider audience.
About six months into its launch,
Keppel Nights had allotted some
3,500 tickets and achieved an overall
82% take-up rate. This is translated
to $60,000 of savings to arts goers.
Young adults aged 25–34 formed the
largest group, or 29% of arts-goers
who purchased tickets through Keppel
Nights in the second quarter of its run.
This was closely followed by youths
aged 18–24, including tertiary students
and full-time national servicemen,
at 21%. Senior citizens aged 55 and
above formed the third largest group
of arts consumers, at 20%.
Starting with Keppel’s anniversary
concert performed by the Singapore
Symphony Orchestra, more than 20
shows of various genres have since
benefi ted from the scheme. These
138
Keppel Corporation Limited
Report to Shareholders 2008
include international favourites such
as the Vienna Boys Choir, and West
End musicals ABBA Mania and Cats,
among many other local performances
with the likes of the Singapore
Repertory Theatre’s Shakespeare play,
Much Ado about Nothing.
Subsidised tickets to shows targeted
at the older generation of heartlanders
such as Art Station’s Vocal Delights
and Top 10 Chinese Classics by City
Chinese Orchestra were also almost
fully subscribed.
Keppel Nights has generated
a signifi cant public following
through its offi cial website
www.keppelnights.com. As at
end-January 2009, close to
10,000 individuals have visited
the website and viewed its pages
some 65,000 times.
“My family and I look forward
to enjoying the performances
under the Keppel Nights
programme. It will certainly
widen my knowledge in music
and the arts.”
Daniel Wong, 12
Student
A poll on the website was also conducted
to survey public interest in the genres
of shows presented. The majority of
Singaporeans (39%) voted for Musicals
followed by Music (27%), Theatre (17%),
Dance (11%) and Arts Exhibitions (6%).
These results will guide the future
selection of shows for Keppel Nights.
“I think Keppel is doing a good
job because senior citizens and
retirees may fi nd some tickets too
expensive and can’t afford to go.”
Janet Teo, 59
Retiree
Keppel Nights also reaches out
to students, adults and families
though interactive social networking
platforms such as Facebook. At the
end of February 2009, the Keppel
Nights Facebook Club has a captive
membership of more than 3,500 fans,
80% of whom are students and young
adults below 35 years of age.
Building on its success, Keppel Nights
will continue to enhance the variety of
performances to appeal to its different
target groups, and provide audiences
with an even greater choice.
1 The Keppel Nights scheme has been well-received by audiences young and old.
2 The public enjoys a variety of international and local shows under this innovative audience
cultivation scheme.
3 Primary school students await with eagerness to enjoy Keppel’s 40th Anniversary Concert,
the inaugural Keppel Nights performance.
Keppel Nights’ Audience Profile
(2nd Quarter)
17 years and below
18 – 24 years
25 – 34 years
35 – 44 years
45 – 54 years
55 years and above
4%
21%
29%
11%
15%
20%
Source: SISTIC, GateCrash & ticket.com. N=506
1
2
3
Sustainability Report
Nurturing Communities
139
Nurturing Communities
Community Involvement
APSN students celebrating Singapore’s National Day with Keppel Volunteers.
... continued from page 137
In recognition of its contributions to
the arts scene such as the Singapore
Season in China, Keppel Corporation
received the Patron of the Arts Award
from the National Arts Council (NAC)
in October 2008. MobileOne received
the award as Distinguished Patron of
the Arts, SPC as a Friend of the Arts
and Marina Bay Financial Centre as an
Associate of the Arts.
Driving Corporate Volunteerism
In 2008, Keppel Group sought to
drive a difference for its adopted
charity, the Association for Persons
with Special Needs (APSN), as well
as the broader community.
Keppel Group was a signifi cant
sponsor of the hydroponics farm
project for the Centre for Adults (CFA),
a learning institution under APSN.
Keppel Volunteers had sponsored
the construction of fi ve green houses
to help secure more employment
opportunities for APSN students.
To be used for hydroponics, the
green houses will be cared for by
APSN students. Keppel Volunteers
underwent a training session to
equip them with basic knowledge
of hydroponics farming to allow them
to work effectively alongside APSN
students for future activities.
A hydroponics farm harvest ceremony
was held on 18 January 2008.
Keppel Volunteers brought students
from Tanglin School and the CFA to
Asia Dive Expo on 19 April 2008 to
learn about the challenges facing the
sustainability of marine wildlife. The
students were taken on a guided tour
which explained the damaging effects
of irresponsible human behaviour on
the long-term survival of marine life
and demonstrated ways to protect
vulnerable marine species. Keppel
Volunteers also organised other
monthly activities with students from
APSN including a hike to Bukit Timah
Hill, visits to the zoo and the Botanic
Gardens. Through these monthly
activities, Keppelites help to make
a difference in the lives of APSN
students while at the same time learn
to interact with people with mild
intellectual disabilities.
A workshop was organised on
15 March 2008 at Katong School for
Keppel Volunteers and Keppelites. The
purpose of this workshop is to give an
overview of Keppel Volunteers’ goals
and activities and introduce APSN to
Keppelites. Keppel Volunteers held
140
Keppel Corporation Limited
Report to Shareholders 2008
periodic training to better equip our
volunteers with the necessary skills to
be effective when dealing with APSN
students.
To help ease the blood shortage in
Singapore’s blood banks, Keppel
Scholars Alumni Association organised
a Group-wide blood donation
drive in conjunction with the Red
Cross Society of Singapore and the
Singapore Blood Services Group in
the fi rst two weeks of December 2008.
The response was encouraging and
the collection of 270 packets of blood
exceeded expectations.
Promoting Community and
Charity Work
Raising Funds for Good Causes
As part of Keppel Corporation’s
40th anniversary celebrations, the
Keppel Group organised a charity
golf tournament at the Tanah Merah
Country Club on 29 August 2008.
The proceeds of $200,000 went to the
President’s Challenge to help increase
awareness of how the community can
help the less fortunate and raise funds
for the social service sector.
Keppel Corporation also supported
several charity fund raising events in
2008. These include the Celebrities
Sports Club’s Charity Golf Tournament
on 11 September 2008 where funds
raised were channelled to APSN, the
Lee Hsien Loong Cup Charity Golf
Tournament on 11 June 2008 to raise
funds for needy kindergarten children in
seven branches of the PAP Community
Foundation in Ang Mo Kio GRC and
Yio Chu Kang as well as a Centre for
Fathering charity tournament to support
the Centre’s cause of raising national
awareness for positive fathering.
For the third consecutive year,
Keppel O&M supported Metta Welfare
Association’s (Metta) charity golf
tournament with a strong show of
senior management participation.
It also provided opportunities for
intellectually challenged students from
Metta’s schools to showcase their
talents in performances at naming
ceremonies held at Keppel yards.
Keppel Recreation Club actively
participated in the Jurong Town
Corporation 40th anniversary 4-km
Charity Run on 15 September 2008
and the Maritime and Port Authority of
Singapore Nautical 6.6-km Charity Run
on 10 October 2008, with a group of
runners as well as donation pledges.
Keppel O&M provided 700 tee shirts for
the Society for the Prevention of Cruelty
to Animals Fun Run at Bedok Reservoir
Park on 8 June 2008. Over 200 people,
including a team of 10 Keppelites,
participated in the 4.3-km run.
Keppel Corporation helped to raise funds
for the National Heritage Board’s (NHB)
community outreach programmes by
supporting Heritage Gala 2008, NHB’s
inaugural fundraising dinner held at
Ritz-Carlton Hotel on 27 June 2008.
Keppel’s contributions to charity have
been recognised by the community.
Keppel O&M was honoured with the
Community Chest’s SHARE (Social
Help and Assistance Raised by
Employees) Platinum Award for its
staff support and contribution in 2008.
Keppel FELS and Keppel Singmarine
also received Platinum Awards while
Keppel Shipyard and Keppel Logistics
received Gold Awards.
Keppel raised $200,000 for the President’s
Challenge through a charity golf tournament
in August 2008.
Sustainability Report
Nurturing Communities
141
Nurturing Communities
Community Involvement
Keppelite volunteers clean the shorelines
of Keppel Batangas Shipyard.
Caring for Children
The Keppel Group returned for
the sixth year as a sponsor of the
National Day Parade in 2008. Joining
in the celebrations was a group of
youngsters from APSN, accompanied
by our Keppel Volunteers and youth
interns from the Keppel-Young
Arab Leaders’ Internship Exchange
Programme who were in Singapore for
a three-month cultural and knowledge
exchange stint.
Keppel believes in helping to improve
the conditions for children to grow
to their full potential. Keppel Land
contributed RMB1 million towards the
Mainly I Love Kids (MILK) Fund for
the construction of a student hostel in
Luoyuan, Fujian Province, China. This
will benefi t some 650 students, many
of whom trek miles daily from their
suburban homes for education.
Keppel continued its support of the
VIVA Foundation for Children with
Cancer’s fi ght to improve the survival
rate and cure of children with cancer
in Singapore and the region, with a
pledge of $20,000. The Foundation is a
partnership between St Jude Children’s
Research Hospital in the US, National
University Hospital and NUS.
Keppel O&M provided festive cheer to
the students of Grace Orchard School,
Singapore Autism School and Metta
School with 880 digital watches during
the Lunar New Year in February 2008.
Keppel Land collaborated with World
Vision to promote the Tree of Life
campaign, a child sponsorship
programme. The tree was set up
within Keppel Land’s offi ce premises
featuring photo cards of 25 children
waiting to be sponsored.
Promoting Healthy Lifestyle
In line with its Group-wide emphasis
on health and safety, Keppel has
stepped up its involvement in events
promoting health awareness as well
as an active lifestyle. Keppel O&M
sponsored the fi rst ever Singapore
Quadthlon at Changi beach park
on 12 October 2008. Organised by
SAFRA, over 250 local and foreign
142
Keppel Corporation Limited
Report to Shareholders 2008
participants raced in a 500-m swim,
12-km in-line skate, 20-km cycle and
6-km run.
Keppel O&M supported the Health
Promotion Board (HPB)’s World
AIDS Day concert at Fort Canning
Park on 29 November 2008. The
fi rst such concert of its magnitude,
local celebrities like Stephanie Sun,
Hardy Mirza and the Dim Sum Dollies
performed to the audience to raise
their awareness of HIV and AIDS.
Keppel Shipyard also organised the
Bridges of Hope workshop which
used games and activities to help
participants understand their own
perceptions of HIV and AIDS. Talks
by HPB were also organised in all
its yards to promote awareness and
understanding of health issues and
sexually transmitted infections.
Connecting with the Community
Contributing to the communities where
we have presence is also important
to Keppel. At Acacia Lodge, residents
have been pitching in to make the
local community a safe and secure
living neighbourhood under the Acacia
Foreign Residents on Patrol (AFROP)
initiative, by patrolling Spring View
estate on weekends every fortnight.
For its community contributions,
Acacia Lodge received the Southwest
District Community Safety & Security
Programme Silver Award.
A team of volunteers from Keppel
Batangas in The Philippines joined
students, community folks, business
groups, and members of different
government and non-government
organisations to clean the coastal
areas along Batangas Bay on
20 September 2008 as part of the
International Coastal Cleanup Day.
To help groom prospective and
talented athletes, the Keppel Group
contributed $30,000 to support the
joint efforts of Lantamal IV and
PT Citra Mas Batam build the
Lantamal IV Sports Hall, a multi-
purpose sports centre in Tanjung
Pinang, Batam, Indonesia.
Lending a Helping Hand
to Disaster Relief
Keppel Group donated about
US$1 million (about RMB7 million)
to the Sichuan Quake relief efforts,
channelled through the Red Cross
Society of China, to the rebuilding
of lives and rehabilitation efforts in
the province hit by a devastating
earthquake in May 2008.
In China, various fund-raising activities
were undertaken. Donation boxes
were placed at Keppel Land’s offi ces
and residential properties in Beijing,
Shanghai, Chengdu and Wuxi. In
Kunming, Yunnan, Spring City Golf
and Lake Resort raised over
RMB250,000 with a charity golf game
and auction. Keppel Nantong Shipyard
organised a donation collection from
staff and subcontractors for the Red
Cross Society in Nantong.
Keppel Land also donated
RMB350,000 to support One Love
Charity Festival, a Singapore-led effort
to raise additional funds for children
affected by the earthquake.
Aid was rendered to employees in
Myanmar affected by Cyclone Nargis.
Affected employees of Sedona Hotel
Yangon were given up to two months
of advance salary to rebuild their
homes while those with monthly
salaries below US$150 were provided
with food items weekly. Sedona
Mandalay’s management held a
donation drive to collect food, clothing
and other necessities from its staff,
which were distributed to affected
employees of Sedona Hotel Yangon.
Sedona Hotel Yangon also gave a
one-time donation of US$100 each to
employees who had lost their homes
Extending heart and hand to quake-striken
children in Sichuan.
Sustainability Report
Nurturing Communities
143
Keppel O&M continued its support
of the Latin Asia Business Forum,
through the sponsorship of a
reception for delegates from Singapore
and Latin America.
October
The Global Young Leaders
Programme, organised by Keppel
O&M with the support of Nanyang
Business School, was held over three
days and trained 31 participants
from across the Keppel Group in
leadership development.
Keppel O&M inaugurated its new
centre of excellence for technical
and specialised skills training,
and formed a partnership with ITE
to create Singapore’s fi rst joint-
certifi cation training programmes
for offshore and marine.
Keppel O&M Quadthlon 2008,
Singapore’s fi rst quadthlon organised
by SAFRA, attracted 250 participants
who competed in swimming, cycling,
running and in-line skating.
November
Keppel Corporation entered the
Uniquely Singapore yacht again for
the Clipper 2009–10 and 2011–12
Round the World Yacht Races and
signed an agreement for Keppel Bay
Sailing Academy to provide Clipper
training in Asia.
December
As part of Keppel’s ongoing
succession planning, Mr Lim Chee
Onn relinquished his role as CEO
while continuing to serve as Chairman
and Mr Choo Chiau Beng assumed
the responsibility as CEO of
Keppel Corporation.
Sustainability Report
Highlights in 2008
January
The fl eet of Clipper 07-08 Round
the World yachts sailed into Marina
at Keppel Bay, before leaving from
Singapore to continue with the race.
Keppel Land formed an Environment
Management Committee responsible
for developing and implementing
environmental programmes.
Mr Nick Sansom, Senior Vice President
and Head of Marine in Asia, Marsh
(S) Pte Ltd, presented a paper on
“Marine Insurance: Past, Present and
Future” at the 22nd Chua Chor Teck
Memorial Lecture.
With contribution by Keppel
Corporation, Keppel Volunteers and
Association for Persons with Special
Needs (APSN) jointly launched the
hydroponics farm to enhance the
employability of APSN’s clients.
April
Keppel Offshore & Marine (Keppel O&M)
was a main sponsor of the National
Safety & Health Campaign 2008 co-
organised by the Workplace Safety &
Health (WSH) Council and Singapore’s
Ministry of Manpower.
As an extension of their support
for Singapore’s fi rst coral nursery,
members of the Keppel Group
participated in the Asia Dive Expo 2008
where marine conservation was the
theme and message.
May
The Keppel Group donated
US$1 million to China’s Sichuan
quake relief efforts.
July
The Uniquely Singapore yacht
fi nished 7th position overall in the
Clipper 07-08 Round the World Yacht
Race. Six Keppelites participated in
the Race as part of Keppel’s people
development initiatives.
Keppel Corporation appointed
Mr Ko Kheng Hwa as Chief Executive
Offi cer (CEO) of its new Sustainable
Development & Living business to
leverage platforms and competencies
of the Keppel Group to grow businesses
in sustainable developments.
In celebrating our 40th anniversary,
Keppel Corporation partnered
National Arts Council and contributed
$250,000 to introduce Keppel Nights,
Singapore’s fi rst sustained subsidised
ticket purchasing scheme to benefi t
students, heartlanders and
senior citizens.
August
Keppel Corporation raised $200,000
for President’s Challenge 2008 in
conjunction with its 40th Anniversary
celebrations.
Keppel Corporation, in partnership
with Young Arab Leaders (YAL),
successfully piloted the Arab-Asian
Internship Exchange Programme with
nine interns completing their working
stints in Keppel.
September
Keppel Integrated Engineering (KIE)
and National Environment Agency
(NEA) organised Green Champions
Workshop to appoint and train Green
Champions across the Keppel Group.
The Keppel Group introduced the
“Safety Starts with Me” initiative, in
conjunction with Keppel Shipyard’s
Safety Excellence 2010, to promote
personal and collective responsibility
on safety.
The Keppel Group held its 2nd
Keppel Group Safety Convention to
reinforce the importance of shared
responsibility to ensure excellence
in safety, health and environment
among Keppelites.
Keppel Land’s Ocean Financial Centre
was the fi rst offi ce development in
Singapore to achieve the Green Mark
Platinum Award by the Building and
Construction Authority while Marina Bay
Financial Centre (Phase 1 – Commercial)
and Refl ections at Keppel Bay both
won Gold.
Keppel Chair Professor Andrew
Palmer from the Department of Civil
Engineering, National University of
Singapore, delivered the 6th Keppel
O&M Lecture on carbon capture
and storage.
144
Keppel Corporation Limited
Report to Shareholders 2008
This annual report is printed on Eco-Frontier and Excel Satin, both labelled as environmentally-friendly paper
by the Singapore Green Labelling Scheme. These two types of paper are produced with a minimum content
of 51% recycled paper.
Designed by
greymatter williams and phoa (asia)
In collaboration with
Keppel Group Corporate Communications
Keppel Corporation Limited
(Incorporated in the Republic of Singapore)
1 HarbourFront Avenue
#18-01 Keppel Bay Tower
Singapore 098632
Tel: (65) 6270 6666
Fax: (65) 6413 6391
Email: keppelgroup@kepcorp.com
www.kepcorp.com
Co Reg No: 196800351N
Directors’ Report & Financial Statements
Directors’ Report
Balance Sheets
Consolidated Profit and Loss Account
Statements of Changes in Equity
Consolidated Cash Flow Statement
Notes to the Financial Statements
Significant Subsidiaries and Associated Companies
Statement by Directors
Independent Auditors’ Report
Interested Person Transactions
Directors and Key Executives
Contents
146
150
151
152
155
157
200
210
211
212
213
222 Major Properties
225
228
229
230
231
237
238
Group Five-Year Performance
Group Value-Added Statements
Share Performance
Shareholding Statistics
Notice of Annual General Meeting and Closure of Books
Financial Calendar
Corporate Information
145
Directors’ Report
For the financial year ended 31 December 2008
The Directors present their report together with the audited consolidated financial statements of the Group and balance sheet
and statement of changes in equity of the Company for the financial year ended 31 December 2008.
1.
Directors
The Directors of the Company in office at the date of this report are:
Lim Chee Onn (Chairman)
Choo Chiau Beng (Chief Executive Officer)
Tony Chew Leong-Chee
Lim Hock San
Sven Bang Ullring
Tsao Yuan Mrs Lee Soo Ann
Oon Kum Loon (Mrs)
Tow Heng Tan
Yeo Wee Kiong
Teo Soon Hoe
2.
Audit Committee
The Audit Committee of the Board of Directors comprises three independent Directors. Members of the Committee are:
Lim Hock San (Chairman)
Tony Chew Leong-Chee
Oon Kum Loon (Mrs)
The Audit Committee carried out its function in accordance with the Companies Act, including the following:
- Review audit plans and reports of the Company’s external auditors and internal auditors and consider effectiveness
of actions/policies taken by management on the recommendations and observations;
Independent review of quarterly financial reports and year-end financial statements;
- Review the assistance given by the Company’s officers to the auditors;
-
- Examine effectiveness of financial, operating and compliance controls;
- Review the independence and objectivity of the external auditors annually;
- Review the nature and extent of non-audit services performed by auditors;
- Meet with external auditors and internal auditors, without the presence of management, at least annually;
- Ensure that the internal audit function is adequately resourced and has appropriate standing within the Company, at
least annually;
- Review interested person transactions; and
-
Investigate any matters within the Audit Committee’s term of reference, whenever it deems necessary.
The Audit Committee recommended to the Board of Directors the re-appointment of Deloitte & Touche LLP as auditors
of the Company at the forthcoming Annual General Meeting.
3.
Arrangements to enable directors to acquire shares and debentures
Neither at the end of the financial year nor at any time during the financial year did there subsist any arrangement whose
object is to enable the Directors of the Company to acquire benefits by means of the acquisition of shares or debentures
in the Company or any other body corporate other than the KCL Share Option Scheme.
146
Keppel Corporation Limited
Report to Shareholders 2008
4.
Directors’ interest in shares and debentures
According to the Register of Directors’ shareholdings kept by the Company for the purpose of Section 164 of the
Companies Act, none of the Directors holding office at the end of the financial year had any interest in the shares and
debentures of the Company and related corporations, except as follows:
Keppel Corporation Limited
(Ordinary shares)
Lim Chee Onn
Choo Chiau Beng
Choo Chiau Beng (deemed interest)
Tony Chew Leong-Chee
Lim Hock San
Sven Bang Ullring
Tsao Yuan Mrs Lee Soo Ann
Oon Kum Loon (Mrs)
Oon Kum Loon (Mrs) (deemed interest)
Tow Heng Tan
Tow Heng Tan (deemed interest)
Yeo Wee Kiong
Teo Soon Hoe
(Share options)
Lim Chee Onn
Choo Chiau Beng
Teo Soon Hoe
Keppel Land Limited
(Ordinary shares)
Tow Heng Tan (deemed interest)
Keppel Telecommunications & Transportation Ltd
(Ordinary shares)
Lim Chee Onn
Teo Soon Hoe
K-Reit Asia
(Units)
Choo Chiau Beng
Tow Heng Tan (deemed interest)
1.1.2008
Holdings At
31.12.2008
21.1.2009
2,714,166
981,666
200,000
2,000
2,000
70,000
2,000
42,000
40,000
2,626
26,172
2,000
2,708,332
3,954,166
1,631,666
200,000
4,000
4,000
80,000
4,000
44,000
40,000
4,626
26,172
4,000
3,628,332
3,954,166
1,631,666
200,000
4,000
4,000
80,000
4,000
44,000
40,000
4,626
26,172
4,000
3,628,332
3,720,000
1,840,000
2,760,000
3,100,000
1,610,000
2,300,000
3,100,000
1,610,000
2,300,000
50
50
50
23,000
28,000
23,000
28,000
23,000
28,000
-
10
780,000
10
780,000
10
Keppel Structured Notes Pte Limited
(S$ Commodity Linked Guaranteed Note Series 1 due 2011)
Teo Soon Hoe
$100,000
$100,000
$100,000
Keppel Philippines Holdings, Inc
(“B” shares of one Peso each)
Lim Chee Onn
Choo Chiau Beng
Teo Soon Hoe
2,000
2,000
2,000
2,000
2,000
2,000
2,000
2,000
2,000
Directors’ Report
147
Directors’ Report
4.
Directors’ interest in shares and debentures (continued)
Keppel Philippines Marine, Inc
(Shares of one Peso each)
Lim Chee Onn
Choo Chiau Beng
Teo Soon Hoe
Keppel Philippines Properties, Inc
(Shares of one Peso each)
Teo Soon Hoe
1.1.2008
Holdings At
31.12.2008
21.1.2009
246,457
283,611
302,830
2,916
-
-
-
-
-
-
-
-
5.
Directors’ receipt and entitlement to contractual benefits
Since the beginning of the financial year, no Director of the Company has received or become entitled to receive a
benefit which is required to be disclosed under Section 201(8) of the Singapore Companies Act, by reason of a contract
made by the Company or a related corporation with the Director or with a firm of which he is a member, or with a
company in which he has a substantial financial interest except as disclosed in the notes to the financial statements and
salaries, bonuses and other benefits in their capacity as directors of the Company which are disclosed in the Corporate
Governance Report.
6.
Share options of the Company
Details of share options granted under the KCL Share Option Scheme (“Scheme”) are disclosed in Note 3 to the financial
statements.
Options to take up 16,715,000 Ordinary Shares (“Shares”) were granted during the financial year. There were 8,048,000
Shares issued by virtue of exercise of options and options to take up 944,000 Shares were cancelled during the financial
year. At the end of the financial year, there were 45,491,000 Shares under option as follows:
Balance at
1.1.2008 or
later date
of grant
2,000
1,210,000
665,000
680,000
1,120,000
1,560,000
2,030,000
3,486,000
5,650,000
6,675,000
6,837,000
7,853,000
7,903,000
8,812,000
Number of Share Options
Exercised
Cancelled
(2,000)
(1,190,000)
(655,000)
(670,000)
(530,000)
(780,000)
(739,000)
(903,000)
(2,007,000)
(558,000)
(14,000)
-
-
-
-
-
-
-
-
-
-
(20,000)
(54,000)
(149,000)
(194,000)
(237,000)
(202,000)
(88,000)
Date of grant
27.09.01
20.12.02
11.02.03
14.08.03
13.02.04
12.08.04
11.02.05
11.08.05
09.02.06
10.08.06
13.02.07
10.08.07
14.02.08
14.08.08
Balance at
31.12.2008
-
20,000
10,000
10,000
590,000
780,000
1,291,000
2,563,000
3,589,000
5,968,000
6,629,000
7,616,000
7,701,000
8,724,000
Exercise
price
$0.62
$1.30
$1.32
$2.24
$3.01
$3.24
$4.42
$6.24
$6.39
$7.66
$9.13
$12.95
$9.96
$10.26
Date of expiry
26.09.11
19.12.12
10.02.13
13.08.13
12.02.14
11.08.14
10.02.15
10.08.15
08.02.16
09.08.16
12.02.17
09.08.17
13.02.18
13.08.18
54,483,000
(8,048,000)
(944,000)
45,491,000
148
Keppel Corporation Limited
Report to Shareholders 2008
The information on Directors of the Company participating in the Scheme is as follows:
Name of Director
Lim Chee Onn
Choo Chiau Beng
Teo Soon Hoe
Options
granted
during the
financial year
620,000
460,000
460,000
Aggregate
options
granted and
adjusted since
commencement
of the Scheme
to the end of
financial year
6,330,000
4,580,000
5,040,000
Aggregate
options
exercised since
commencement
of the Scheme
to the end of
financial year
2,656,250
2,396,250
2,166,250
Aggregate
options
lapsed since
commencement
of the Scheme
to the end of
financial year
573,750
573,750
573,750
Aggregate
options
outstanding as
at the end of
financial year
3,100,000
1,610,000
2,300,000
In addition, options to take up 310,000 Shares in the capital of the Company were granted to Mr Lim Chee Onn on
5 February 2009 as part of his financial year 2008 total remuneration for the services that he rendered in financial
year 2008 in his then-capacity as the Company’s Executive Chairman.
No employee received 5 percent or more of the total number of options available under the Scheme.
There are no options granted to any of the Company’s controlling shareholders or their associates under the Scheme.
7.
Share options of subsidiaries
The particulars of share options of subsidiaries of the Company are as follows:
(a)
(b)
Keppel Land Limited (“Keppel Land”)
At the end of the financial year, there were 49,669,026 unissued shares of Keppel Land Limited under option.
This comprised $300 million principal amount of 2.5% Convertible Bonds due 2013 at a conversion price of
$6.55 per share and 3,867,500 options under the Keppel Land Share Option Scheme. Details and terms of the
options have been disclosed in the Directors’ Report of Keppel Land Limited.
Keppel Telecommunications & Transportation Ltd (“Keppel T&T”)
At the end of the financial year, there were 1,983,000 unissued shares of Keppel Telecommunications &
Transportation Ltd under option relating to the Keppel T&T Share Option Scheme. Details and terms of the
options have been disclosed in the Directors’ Report of Keppel Telecommunications & Transportation Ltd.
8.
Auditors
The auditors, Deloitte & Touche LLP, have expressed their willingness to accept re-appointment.
On behalf of the Board
Choo Chiau Beng
Chief Executive Officer
Singapore, 2 March 2009
Teo Soon Hoe
Group Finance Director
Directors’ Report
149
Balance Sheets
Balance Sheets
As at 31 December 2008
As at 31 December 2008
Share capital
Reserves
Share capital & reserves
Minority interests
Capital employed
Represented by:
Fixed assets
Investment properties
Development properties
Subsidiaries
Associated companies
Investments
Long term receivables
Intangibles
Current assets
Stocks & work-in-progress in excess of related billings
Amounts due from:
- subsidiaries
- associated companies
Debtors
Short term investments
Bank balances, deposits & cash
Current liabilities
Creditors
Billings on work-in-progress in excess of related costs
Provisions
Amounts due to:
- subsidiaries
- associated companies
Term loans
Taxation
Bank overdrafts
Net current assets
Non-current liabilities
Term loans
Deferred taxation
Note
3
4
5
6
7
8
9
10
11
12
Group
2008
$’000
2007
$’000
Company
2008
$’000
2007
$’000
824,571
3,771,605
4,596,176
2,152,331
790,407
4,414,326
5,204,733
1,830,459
824,571
2,320,268
3,144,839
- -
790,407
2,557,968
3,348,375
6,748,507
7,035,192
3,144,839
3,348,375
1,872,571
3,029,675
175,510
-
3,201,031
101,024
197,662
78,487
8,655,960
1,698,231
2,960,347
172,758
-
3,140,594
335,849
134,857
67,823
8,510,459
5,890
- -
- -
2,867,303
3,074
- -
301,018
- -
3,177,285
5,668
2,876,962
3,074
301,099
3,186,803
13
3,217,401
2,790,649
- -
14
14
15
16
17
18
13
19
14
14
20
28
21
-
326,583
1,970,831
330,817
2,244,851
8,090,483
3,939,583
2,882,124
58,609
-
422,205
197,868
344,020
27,762
7,872,171
-
594,353
1,753,434
547,437
1,600,850
7,286,723
3,072,012
2,542,517
37,900
-
134,331
499,104
351,864
3,767
6,641,495
260,718
300
59,908
- -
664,441
985,367
958,507
284
157,054
3,884
1,119,729
219,688
- -
- -
472,848
- 2
-
19,669
- -
712,205
75,657
418,887
134,820
15,305
644,671
218,312
645,228
273,162
475,058
20
22
1,744,553
381,212
2,125,765
1,731,526
388,969
2,120,495
300,000
5,608
305,608
300,000
13,486
313,486
Net assets
6,748,507
7,035,192
3,144,839
3,348,375
See accompanying notes to financial statements.
150
Keppel Corporation Limited
Report to Shareholders 2008
Consolidated Profit and Loss Account
For the financial year ended 31 December 2008
Revenue
Materials and subcontract costs
Staff costs
Depreciation and amortisation
Other operating expenses
Operating profit
Investment income
Interest income
Interest expenses
Share of results of associated companies
Profit before tax and exceptional items
Exceptional items
Profit before taxation
Taxation
Profit for the year
Attributable to:
Shareholders of the Company
Profit before exceptional items
Exceptional items
Minority interests
Earnings per ordinary share
Before exceptional items
- basic
- diluted
After exceptional items
- basic
- diluted
Gross dividend per ordinary share
Interim dividend paid
Final dividend proposed
Special dividend proposed
Total distribution
Note
Group
2008
$’000
2007
$’000
23
24
25
26
26
26
9
27
28
27
29
30
11,805,426
(8,828,492)
(1,329,042)
(139,078)
(270,340)
1,238,474
12,087
71,002
(78,671)
353,957
1,596,849
12,592
1,609,441
(288,030)
10,431,250
(8,037,393)
(1,132,125)
(125,692)
(85,391)
1,050,649
2,867
88,542
(62,710)
476,882
1,556,230
564,933
2,121,163
(468,635)
1,321,411
1,652,528
1,096,653
1,318
1,097,971
223,440
1,025,596
105,105
1,130,701
521,827
1,321,411
1,652,528
69.0 cts
68.7 cts
69.0 cts
68.8 cts
14.0 cts
21.0 cts
-
35.0 cts
64.9 cts
64.3 cts
71.5 cts
70.4 cts
9.0 cts
10.0 cts
45.0 cts
64.0 cts
See accompanying notes to financial statements.
Consolidated Profit and Loss Account
151
Statements of Changes in Equity
For the financial year ended 31 December 2008
Attributable to equity holders of the Company
Share
Capital
$’000
Capital
Reserves
$’000
Revenue
Reserves
$’000
Foreign
Exchange
Translation
Account
$’000
Share
Capital &
Reserves
$’000
Minority
Interests
$’000
Capital
Employed
$’000
790,407
827,571
3,644,164
(57,409) 5,204,733
1,830,459
7,035,192
-
(344,582)
(56,752)
(322,712)
1,827
-
-
-
-
-
-
-
-
-
(344,582)
4,553
(340,029)
-
-
(56,752)
(4,091)
(60,843)
(322,712)
(135)
(322,847)
-
64,241
1,827
64,241
-
27,242
1,827
91,483
(6,475)
(6,475)
1,788
(4,687)
(722,219)
-
-
1,097,971
57,766
-
(664,453)
1,097,971
29,357
223,440
(635,096)
1,321,411
(722,219) 1,097,971
(1,097,743)
-
-
20,361
57,766
-
-
433,518
(1,097,743)
20,361
252,797
-
1,590
686,315
(1,097,743)
21,951
1,632
(2,394)
762
-
-
-
-
-
-
-
-
-
-
1,143
-
-
-
-
-
-
-
-
-
-
-
-
-
(103,416)
(103,416)
199,559
350
199,559
350
-
1,143
34,164
(29,008)
-
-
(29,008)
1,143
34,164
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
34,164
Group
2008
As at 1 January
Fair value changes on
available-for-sale assets
Fair value gain on
available-for-sale assets
realised and transferred
to profit & loss account
Fair value changes on
cash flow hedges
Fair value loss on
cash flow hedges realised
and transferred
to profit & loss account
Currency translation gain
Currency translation gain
realised and transferred
to profit & loss account
Net income/(expense)
recognised directly in equity
Net profit for the year
Total income/(expense)
recognised for the year
Dividend paid
Share-based payment
Transfer of statutory, capital
and other reserves
to revenue reserves
Dividend paid to
minority shareholders
Cash subscribed by
minority shareholders
Acquisition of subsidiaries
Acquisition of additional
interest in subsidiaries
Other adjustments
Shares issued
As at 31 December
824,571
127,345
3,643,141
1,119
4,596,176
2,152,331
6,748,507
See accompanying notes to financial statements.
152
Keppel Corporation Limited
Report to Shareholders 2008
Attributable to equity holders of the Company
Share
Capital
$’000
Capital
Reserves
$’000
Revenue
Reserves
$’000
Foreign
Exchange
Translation
Account
$’000
Share
Capital &
Reserves
$’000
Minority
Interests
$’000
Capital
Employed
$’000
972,926
481,255
2,752,094
(58,956) 4,147,319
1,327,974
5,475,293
-
218,270
(4,926)
131,412
(16,784)
-
-
-
-
-
-
-
-
-
218,270
4,185
222,455
-
-
(4,926)
38
(4,888)
131,412
(60)
131,352
-
(39,806)
(16,784)
(39,806)
(167)
43
(16,951)
(39,763)
41,012
41,012
20,357
61,369
327,972
-
-
1,130,701
1,206
-
329,178
1,130,701
24,396
521,827
353,574
1,652,528
327,972
-
21,513
1,130,701
(241,754)
-
1,206
-
-
1,459,879
(241,754)
21,513
546,223
-
1,476
2,006,102
(241,754)
22,989
(3,562)
3,221
341
-
-
-
-
-
393
-
-
-
-
-
-
-
(98)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(48,014)
(48,014)
(25,350)
(25,350)
25,580
4,490
25,580
4,490
-
295
38,694
(221,213)
(1,650)
(270)
-
-
(1,650)
25
38,694
(221,213)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
38,694
(221,213)
Group
2007
As at 1 January
Fair value changes on
available-for-sale assets
Fair value gain on
available-for-sale assets
realised and transferred
to profit & loss account
Fair value changes on
cash flow hedges
Fair value gain on
cash flow hedges realised
and transferred
to profit & loss account
Currency translation loss
Currency translation loss
realised and transferred
to profit & loss account
Net income recognised
directly in equity
Net profit for the year
Total income recognised
for the year
Dividend paid
Share-based payment
Transfer of statutory, capital
and other reserves
to revenue reserves
Dividend paid to
minority shareholders
Return of capital to
minority shareholders
Cash subscribed by
minority shareholders
Acquisition of subsidiaries
Acquisition of additional
interest in subsidiaries
Other adjustments
Shares issued
Capital distribution
As at 31 December
790,407
827,571
3,644,164
(57,409) 5,204,733
1,830,459
7,035,192
See accompanying notes to financial statements.
Statements of Changes in Equity
153
Statements of Changes in Equity
Company
2008
As at 1 January
Net profit for the year
Dividend paid
Share-based payment
Shares issued
As at 31 December
2007
As at 1 January
Net profit for the year
Dividend paid
Share-based payment
Shares issued
Capital distribution
As at 31 December
Share
Capital
$’000
Capital
Reserves
$’000
Revenue
Reserves
$’000
Total
$’000
790,407
-
-
-
34,164
47,456
-
-
22,586
-
2,510,512
837,457
(1,097,743)
-
-
3,348,375
837,457
(1,097,743)
22,586
34,164
824,571
70,042
2,250,226
3,144,839
972,926
-
-
-
38,694
(221,213)
29,577
-
-
17,879
-
-
2,302,655
449,611
(241,754)
-
-
-
3,305,158
449,611
(241,754)
17,879
38,694
(221,213)
790,407
47,456
2,510,512
3,348,375
See accompanying notes to financial statements.
154
Keppel Corporation Limited
Report to Shareholders 2008
Consolidated Cash Flow Statement
For the financial year ended 31 December 2008
Operating activities
Operating profit
Adjustments:
Depreciation and amortisation
Share-based payment expenses
Profit on sale of fixed assets
Others
Operational cash flow before changes in working capital
Working capital changes:
Stocks & work-in-progress
Debtors
Creditors
Investments in bonds and shares
Advances to associated companies
Translation of foreign subsidiaries
Interest received
Interest paid
Income taxes paid, net of refunds received
Net cash from operating activities
Investing activities
Acquisition of subsidiaries
Acquisition of additional shares in subsidiaries
Acquisition and further investment in associated companies
Acquisition of fixed assets and investment properties
Expenditure on development properties
Proceeds from disposal of associated companies
Proceeds from disposal of fixed assets
Dividend received from investments and associated companies
Net cash used in investing activities
Financing activities
Proceeds from share issues
Proceeds from minority shareholders of subsidiaries
Proceeds from term loans
Capital distribution
Repayment of term loans
Dividend paid to shareholders of the Company
Dividend paid to minority shareholders of subsidiaries
Net cash used in financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents as at 1 January
Note
2008
$’000
2007
$’000
1,238,474
1,050,649
A
139,078
26,527
(8,268)
(93)
1,395,718
(73,960)
(376,344)
635,517
39,395
557,385
70,121
2,247,832
69,219
(85,687)
(184,550)
2,046,814
(1,400)
(23,604)
(127,463)
(399,598)
(11,011)
-
18,667
373,246
(171,163)
125,692
21,307
(7,126)
(918)
1,189,604
61,750
(86,460)
827,372
53,488
(247,466)
29,560
1,827,848
79,755
(73,548)
(136,719)
1,697,336
(96,879)
(1,598)
(482,767)
(255,909)
(3,605)
14,277
16,788
263,351
(546,342)
34,164
199,559
170,228
-
(458,437)
(1,097,743)
(103,416)
(1,255,645)
38,694
25,580
377,130
(221,213)
(1,099,541)
(241,754)
(48,014)
(1,169,118)
620,006
1,597,083
(18,124)
1,615,207
Cash and cash equivalents as at 31 December
B
2,217,089
1,597,083
See accompanying notes to financial statements.
Consolidated Cash Flow Statement
155
Consolidated Cash Flow Statement
Notes to Consolidated Cash Flow Statement
A.
Acquisition of Subsidiaries
During the financial year, the fair values of net assets of subsidiaries acquired were as follows:
Investments
Stocks & work-in-progress
Debtors
Bank balances and cash
Creditors
Current and deferred tax
Minority interests
Amount previously accounted for as associated companies
Purchase consideration
Less: Bank balances and cash acquired
2008
$’000
2007
$’000
-
1,750
- 3
-
-
-
(350)
1,400
-
1,400
-
8,286
97,059
941
(23)
(22)
(4,490)
101,754
(3,934)
97,820
(941)
Cash flow on acquisition net of cash acquired
1,400
96,879
The carrying amounts of net assets of subsidiaries acquired in the acquirees’ books at the point of acquisition approximate
their fair values.
B.
Cash and Cash Equivalents
Cash and cash equivalents consist of cash on hand and balances with banks. Cash and cash equivalents in the
consolidated cash flow statement comprise the following balance sheet amounts:
Bank balances, deposits and cash (Note 17)
Bank overdrafts (Note 21)
2,244,851
(27,762)
1,600,850
(3,767)
2,217,089
1,597,083
See accompanying notes to financial statements.
156
Keppel Corporation Limited
Report to Shareholders 2008
Notes to the Financial Statements
For the financial year ended 31 December 2008
These notes form an integral part of and should be read in conjunction with the accompanying financial statements.
1.
General
The Company is incorporated and domiciled in Singapore and is listed on the Singapore Exchange Securities Trading
Limited. The address of its principal place of business and registered office is 1 HarbourFront Avenue #18-01,
Keppel Bay Tower, Singapore 098632.
The Company’s principal activity is that of an investment holding and management company.
The principal activities of the companies in the Group consist of:
- offshore oil-rig construction, shipbuilding & shiprepair and conversion;
- property development & investment and property fund management;
- environmental engineering, power generation and network & logistics; and
-
investments.
There has been no significant change in the nature of these principal activities during the financial year.
The financial statements of the Group for the financial year ended 31 December 2008 and the balance sheet and
statement of changes in equity of the Company at 31 December 2008 were authorised for issue in accordance with a
resolution of the Board of Directors on 2 March 2009.
2.
(a)
Significant acounting policies
Basis of Preparation
The financial statements have been prepared in accordance with the provisions of the Singapore Companies Act and
Singapore Financial Reporting Standards (“FRS”). The financial statements have been prepared under the historical cost
convention, except as disclosed in the accounting policies below.
Adoption of New and Revised Standards
In the current year, the Group adopted the new/revised FRS and Interpretations of FRS (“INT FRS”) that are effective for
annual periods beginning on or after 1 January 2008. Changes to the Group’s accounting policies have been made as
required, in accordance with the transitional provisions in the respective FRS and INT FRS.
The following are the new or amended FRS and INT FRS that are relevant to the Group:
INT FRS 111
Group and Treasury Share Transactions
The adoption of the above INT FRS did not result in any substantial change to the Group’s accounting policies nor any
significant impact on these financial statements.
(b)
Basis of Consolidation
The consolidated financial statements include the financial statements of the Company and its subsidiaries as at the
balance sheet date.
The results of subsidiaries acquired or disposed of during the financial year are included or excluded from the
consolidated financial statements from their respective dates of acquisition or disposal. All intercompany transactions,
balances and unrealised gains on transactions between group companies are eliminated. Unrealised losses are also
eliminated unless the transaction provides evidence of an impairment of the asset transferred. Where necessary,
adjustments are made to the financial statements of subsidiaries to ensure consistency of accounting policies with those
of the Group.
Notes to the Financial Statements
157
Notes to the Financial Statements
2.
Significant acounting policies (continued)
Acquisition of subsidiaries is accounted for using the purchase method. The cost of an acquisition is measured at the
aggregate of the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date
of exchange, plus costs directly attributable to the acquisition. Identifiable assets acquired and liabilities and contingent
liabilities assumed in a business combination are measured initially at their fair values at the acquisition date, irrespective
of the extent of any minority interest. Costs directly attributable to an acquisition are included as part of the cost of
acquisition.
Any excess of the cost of business combination over the Group’s interest in the net fair value of the identifiable assets,
liabilities and contingent liabilities represents goodwill. Any excess of the Group’s interest in the net fair value of the
identifiable assets, liabilities and contingent liabilities over the cost of business combination is recognised in the profit and
loss account on the date of acquisition.
(c)
Fixed Assets
Fixed assets are stated at cost less accumulated depreciation and any impairment in value. When the carrying amount of
an asset is greater than its estimated recoverable amount, it is written down to its recoverable amount. Profits or losses
on disposal of fixed assets are included in the profit and loss account.
Depreciation of fixed assets is calculated on a straight-line basis to write off the cost of the fixed assets over their
estimated useful lives. No depreciation is provided on freehold land and capital work-in-progress. The estimated useful
lives of other fixed assets are as follows:
Freehold buildings
Leasehold land & buildings
Vessels & floating docks
Plant, machinery & equipment
30 to 50 years
Over period of lease (ranging from 2 to 65 years)
10 to 20 years
1 to 30 years
The estimated useful lives, residual values and depreciation method are reviewed at each year end, with the effect of any
changes in estimate accounted for on a prospective basis.
(d)
Investment Properties
Investment properties are initially recognised at cost and subsequently measured at fair value, determined annually by
independent professional valuers. Changes in fair value are recognised in the profit and loss account.
On disposal of an investment property, the difference between the disposal proceeds and the carrying amount is
recognised in the profit and loss account.
(e)
Development Properties
Development properties are stated at cost less impairment losses.
Cost includes cost of land and construction, related overhead expenditure and financing charges and other net costs
incurred during the period of development. They are considered completed and are transferred to investment properties
or fixed assets when they are ready for their intended use.
Each property under development is accounted for as a separate project. Where a project comprises more than one
component or phase with a separate temporary occupation permit, each component or phase is treated as a separate
project, and interest and other net costs are apportioned accordingly.
158
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Report to Shareholders 2008
(f)
Subsidiaries
A subsidiary is an entity over which the Group has the power to govern the financial and operating policies so as to obtain
benefits from its activities. The existence and effect of potential voting rights that are currently exercisable or convertible
are considered when assessing whether the Group controls another entity.
Investments in subsidiaries are stated in the Company’s financial statements at cost less any impairment losses. On
disposal of a subsidiary, the difference between net disposal proceeds and the carrying amount of the investment is taken
to profit and loss account.
(g)
Associated Companies
An associated company is an entity, not being a subsidiary, over which the Group has significant influence, but not
control, in the operating and financial policy decisions.
Investments in associated companies are stated in the Company’s financial statements at cost less any impairment
losses. On disposal of an associated company, the difference between net disposal proceeds and the carrying amount of
the investment is taken to profit and loss account.
Investments in associated companies are accounted for in the consolidated financial statements using the equity method
of accounting whereby the Group’s share of profit or loss of the associated company is included in the profit and loss
account and the Group’s share of net assets of the associated company is included in the balance sheet.
Any excess of the cost of acquisition over the Group’s share of the net fair value of the identifiable assets, liabilities
and contingent liabilities of the associated company recognised at the date of acquisition is recognised as goodwill.
The goodwill is included within the carrying amount of the investment and is assessed for impairment as part of the
investment. Any excess of the Group’s share of the net fair value of the identifiable assets, liabilities and contingent
liabilities over the cost of acquisition, after reassessment, is recognised immediately in profit or loss.
(h)
Intangibles
Goodwill
Goodwill arising on the acquisition of a subsidiary represents the excess of the cost of the business combination over
the Group’s interest in the net fair value of the identifiable assets, liabilities and contingent liabilities. Goodwill is initially
recognised as an asset at cost and is subsequently measured at cost less any impairment losses.
For the purpose of impairment testing, goodwill is allocated to each of the Group’s cash-generating units expected to
benefit from the synergies of the combination. Cash-generating units to which goodwill has been allocated are tested for
impairment annually, or more frequently when there is an indication that the unit may be impaired. An impairment loss
is recognised in the profit and loss account when the carrying amount of the cash-generating unit, including goodwill,
exceeds the recoverable amount of the cash-generating unit. The impairment loss is allocated first to reduce the carrying
amount of goodwill allocated to the cash-generating units and then, to reduce the carrying amount of the other assets in
the unit on a pro-rata basis. An impairment loss recognised for goodwill is not reversed in a subsequent period.
Other Intangible Assets
Intangible assets include development expenditure. Costs incurred which are expected to generate future economic
benefits are recognised as intangibles and amortised on a straight line basis over their useful lives, ranging from 5 to 15
years.
Notes to the Financial Statements
159
Notes to the Financial Statements
2.
(i)
Significant acounting policies (continued)
Investments
Investments are classified as held for trading or available-for-sale. Investments acquired for the purpose of selling in the
short term are classified as held for trading. Other investments held by the Group are classified as available-for-sale.
Investments are recognised and derecognised on the trade date where the purchase or sale of an investment is under a
contract whose terms required delivery of investment within the timeframe established by the market concerned.
Investments are initially measured at fair value plus transaction costs except for investments held for trading, which are
recognised at fair value.
For investments held for trading, gains and losses arising from changes in fair value are included in the profit and loss
account.
For available-for-sale investments, gains and losses arising from changes in fair value are recognised directly in equity,
until the investment is disposed of or is determined to be impaired, at which time the cumulative gain or loss previously
recognised in equity is included in the profit and loss account.
The fair value of quoted investments is based on current bid prices. For investments where there is no active market,
the fair value is determined using valuation techniques. Such techniques include using recent arm’s length transactions,
reference to the underlying net asset value of the investee companies and discounted cash flow analysis.
The Group assesses at each balance sheet date whether there is objective evidence that an investment is impaired. In
the case of investment classified as available-for-sale, a significant or prolonged decline in the fair value of the investment
below its cost is considered in determining whether the investment is impaired. If any such evidence exists for available-
for-sale financial assets, the cumulative loss - measured as the difference between the acquisition cost and the current fair
value, less any impairment loss on that financial asset previously recognised in profit or loss - is removed from equity and
recognised in the profit and loss account. Impairment losses recognised in the profit and loss account are not reversed
through the profit and loss account until the investment is disposed of.
(j)
Derivative Financial Instruments and Hedge Accounting
Derivative financial instruments are initially recognised at fair value on the date a derivative contract is entered into and
are subsequently re-measured at fair value. Derivative financial instruments are carried as assets when the fair value is
positive and as liabilities when the fair value is negative.
Gains or losses arising from changes in fair value of derivative financial instruments that do not qualify for hedge
accounting are taken to the profit and loss account.
For cash flow hedges, the effective portion of the gains or losses on the hedging instrument is recognised directly in the
hedging reserve, while the ineffective portion is recognised in the profit and loss account. Amounts taken to hedging
reserve are transferred to the profit and loss account when the hedged transaction affects profit or loss.
The fair value of forward foreign currency contracts is determined using forward exchange market rates at the balance
sheet date. The fair value of High Sulphur Fuel Oil (“HSFO”) forward contracts is determined using forward HSFO prices
provided by the Group’s key counterparty. The fair value of interest rate caps and interest rate swaps are based on
valuations provided by the Group’s bankers.
160
Keppel Corporation Limited
Report to Shareholders 2008
(k)
Impairment of Assets
At each balance sheet date, the Group reviews the carrying amounts of its tangible and intangible assets to determine
whether there is any indication that these assets may be impaired. If any such indication exists, the recoverable amount
(i.e. the higher of fair value less cost to sell and value in use) of the asset is estimated to determine the amount of
impairment loss.
For the purpose of impairment testing of these assets, recoverable amount is determined on an individual asset basis
unless the asset does not generate cash flows that are largely independent of those from other assets. If this is the case,
recoverable amount is determined for cash-generating unit to which the asset belongs.
If the recoverable amount of the asset is estimated to be less than its carrying amount, the carrying amount of an asset is
reduced to its recoverable amount. The impairment loss is recognised in the profit and loss account.
An impairment loss for an asset is reversed if, and only if, there has been a change in the estimates used to determine the
asset’s recoverable amount since the last impairment loss was recognised. The carrying amount of the asset is increased
to its revised recoverable amount, provided that this amount does not exceed the carrying amount that would have been
determined had no impairment loss been recognised for the asset in prior years. A reversal of impairment loss for an
asset is recognised in the profit and loss account.
(l)
Stocks & Work-in-Progress
Stocks, consumable materials and supplies are stated at the lower of cost and net realisable value, cost being principally
determined on the weighted average method.
Work-in-progress is stated at the lower of cost (comprising direct labour, material costs, direct expenses and an
appropriate allocation of production overheads) and net realisable value, which is arrived at after providing for anticipated
losses, if any, when the possibility of loss is ascertained.
Completed properties held for sale are stated at the lower of cost and net realisable value. Cost includes cost of land and
construction, related overhead expenditure and interest incurred during the period of construction.
Properties held for sale under development are stated at the lower of cost or net realisable value. Upon receipt of
temporary occupation permits, these are transferred to completed properties held for sale.
Progress claims made against work-in-progress are offset against the cost of work-in-progress and the profits recognised
on partly completed long-term contracts less any provision required to reduce cost to estimated realisable value.
(m)
(n)
Financial Assets
Financial assets include cash and bank balances, trade, intercompany and other receivables and investments. Trade,
intercompany and other receivables are stated at their fair values as reduced by appropriate allowances for estimated
irrecoverable amounts.
Financial Liabilities and Equity Instruments
Financial liabilities include trade, intercompany and other payables, bank loans and overdrafts. Trade, intercompany and
other payables are stated at their fair values. Interest-bearing bank loans and overdrafts are initially measured at fair value
and are subsequently measured at amortised cost. Any difference between the proceeds (net of transaction costs) and
the redemption value is taken to the profit and loss account over the period of the borrowings using the effective interest
method.
An equity instrument is any contract that evidences a residual interest in the assets of the Group after deducting all of its
liabilities. Equity instruments are recorded at the proceeds received, net of direct issue costs.
Notes to the Financial Statements
161
Notes to the Financial Statements
2.
(o)
Significant acounting policies (continued)
Provisions
Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, it is
probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount can be
made.
Provision for warranties is set up upon completion of a contract to cover the estimated liability which may arise during the
warranty period. This provision is based on service history. Any surplus of provision will be written back at the end of the
warranty period while additional provisions where necessary are made when known. These liabilities are expected to be
incurred over the applicable warranty periods.
Provision for claims is made for the estimated cost of all claims notified but not settled at the balance sheet date, less
recoveries, using the information available at the time. Provision is also made for claims incurred but not reported at the
balance sheet date based on historical claims experience, modified for variations in expected future settlement. The
utilisation of provisions is dependent on the timing of claims.
(p)
Leases
When a group company is the lessee
Finance leases
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of
ownership to the lessee. Assets held under finance leases are recognised as assets of the Group at their fair values at the
inception of the lease or, if lower, at the present value of the minimum lease payments. The corresponding liability to the
lessor is included in the balance sheet as a finance lease obligation.
Lease payments are apportioned between finance charges and reduction of the lease obligation so as to achieve a
constant rate of interest on the remaining balance of the liability. Finance charges are charged directly to the profit and
loss account. Contingent rentals are recognised as expenses in the periods in which they are incurred.
Operating leases
Leases of assets in which a significant portion of the risks and rewards of ownership are retained by the lessor are
classified as operating leases. Payments made under operating leases (net of any incentive received from lessor) are
taken to the profit and loss account on a straight-line basis over the period of the lease. When an operating lease is
terminated before the lease period has expired, any payment required to be made to the lessor by way of penalty is
recognised as an expense in the period in which termination takes place.
When a group company is the lessor
Finance leases
Amounts due from lessees under finance leases are recorded as receivables at the amount of the Group’s net investment
in the leases. Finance lease income is allocated to accounting periods so as to reflect a constant periodic rate of return
on the Group’s net investment outstanding in respect of the leases.
Operating leases
Assets leased out under operating leases are included in investment properties and are stated at fair values. Rental
income (net of any incentive given to lessee) is recognised on a straight-line basis over the lease term.
162
Keppel Corporation Limited
Report to Shareholders 2008
(q)
Revenue
Revenue consists of:
- Revenue recognised on contracts, under the percentage of completion method when the outcome of the contract can
be estimated reliably;
Invoiced value of goods and services;
-
- Rental income from investment properties; and
Investment income, interest and fee income.
-
(r)
Revenue and Income Recognition
Revenue from rigbuildings, shipbuildings and repairs is recognised based on the percentage of completion method in
proportion to the stage of completion, provided that the work is at least 20% complete and the outcome of such work
can be reliably estimated. The percentage of completion is measured by reference to the percentage of the physical
proportion of the contract work completed as determined by engineers’ estimates. Provision is made where applicable
for anticipated losses on contracts in progress.
Income recognition on long term engineering contracts is based on the percentage of completion method in proportion to
the stage of completion, provided that the work is at least 20% complete and the outcome of such work can be reliably
estimated. The percentage of completion is measured by reference to the percentage of the physical proportion of the
contract work completed as determined by engineers’ estimates. Provision is made where applicable for anticipated
losses on contracts in progress.
Income recognition on partly completed properties held for sale is based on the percentage of completion method as
follows:
- For Singapore trading properties under development, the profit recognition upon the signing of sales contracts is 20%
of the total estimated profit attributable to the actual contracts signed. Subsequent recognition of profit is based on
the stage of physical completion;
- For overseas trading properties under development, the profit recognition upon the signing of sales contracts is the
direct proportion of total expected project profit attributable to the actual sales contract signed, but only to the extent
that it relates to the stage of physical completion; and
-
In respect of large residential property projects, income recognition is applied by phases.
When losses are expected, full provision is made in the accounts after adequate allowance has been made for estimated
costs to completion. Any expenditure incurred on abortive projects is written off in the profit and loss account.
Revenue from the sale of products is recognised upon shipment to customers and collectibility of the related receivables
is reasonably assured. Sales are stated net of goods and services tax and sales returns.
Revenue from the rendering of services including electricity supply and logistic services is recognised over the period
in which the services are rendered, by reference to completion of the specific transaction assessed on the basis of the
actual services provided as a proportion of the total services to be performed.
Rental income from operating leases on investment properties are recognised on a straight-line basis over the lease term.
Dividend income from investments is recognised when the right to receive payment is established, and in the case of fixed
interest bearing investments, on a time proportion basis using the effective interest method.
Interest income is recognised on a time proportion basis using the effective interest method.
Notes to the Financial Statements
163
Notes to the Financial Statements
2.
(s)
(t)
Significant acounting policies (continued)
Borrowing Costs
Borrowing costs incurred to finance the development of properties are capitalised during the period of time that is
required to complete and prepare the asset for its intended use. Other borrowing costs are taken to the profit and loss
account over the period of borrowing using the effective interest rate method.
Employee Benefits
Defined Contribution Plan
The Group makes contributions to pension schemes as defined by the laws of the countries in which it has operations.
In particular, the Singapore companies make contributions to the Central Provident Fund in Singapore, a defined
contribution pension scheme. Contributions to pension schemes are recognised as an expense in the period in which the
related service is performed.
Employee Leave Entitlement
Employee entitlements to annual leave are recognised when they accrue to employees. A provision is made for the
estimated liability for leave as a result of services rendered by employees up to the balance sheet date.
Share Option Scheme
The Group operates an equity-settled, share-based compensation plan. The fair value of the employee services received
in exchange for the grant of the options is recognised as an expense in the profit and loss account with a corresponding
increase in the share option reserve over the vesting period. The total amount to be recognised over the vesting period is
determined by reference to the fair value of the options granted on the date of grant.
(u)
Income Taxes
Current income tax liabilities (and assets) for current and prior periods are recognised at the amounts expected to be
paid to (or recovered from) the tax authorities, using the tax rates (and tax laws) that have been enacted or substantively
enacted by the balance sheet date.
Deferred income tax assets/liabilities are recognised for deductible/taxable temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts. The principal temporary differences arise from depreciation,
valuation of investment properties, unremitted offshore income and future tax benefits from certain provisions not allowed
for tax purposes until a later period. Deferred tax assets are recognised to the extent that it is probable that future taxable
profit will be available against which the temporary differences can be utilised.
The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no
longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. Deferred
tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax
liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its
current tax assets and liabilities on a net basis.
Current and deferred tax are recognised as an expense or income in the profit and loss account, except when they
relate to items credited or debited directly to equity, in which case the tax is also recognised directly in equity, or where
they arise from the initial accounting for a business combination. In the case of a business combination, the tax effect is
taken into account in calculating goodwill or determining the excess of the acquirer’s interest in the net fair value of the
acquiree’s identifiable assets, liabilities and contingent liabilities over cost.
164
Keppel Corporation Limited
Report to Shareholders 2008
(v)
Foreign Currencies
Functional Currency
Items included in the financial statements of each entity in the Group are measured using the currency that best reflects
the economic substance of the underlying events and circumstances relevant to that entity (“functional currency”).
The financial statements of the Group and the balance sheet and statement of changes in equity of the Company are
presented in Singapore Dollars, which is the functional currency of the Company.
Foreign Currency Transactions
Transactions in foreign currencies are translated at exchange rates approximating those ruling at the transaction dates.
Monetary assets and liabilities denominated in foreign currencies at the balance sheet date are translated at exchange
rates approximating those ruling at that date. Exchange differences arising from translation of monetary assets and
liabilities are taken to the profit and loss account. Exchange differences on non-monetary items such as investments
held for trading are reported as part of the fair value gain or loss. Exchange differences on non-monetary items such as
available-for-sale investments are included in the fair value reserve.
Foreign Currency Translation
For inclusion in the Group’s financial statements, the assets and liabilities of foreign subsidiaries and associated
companies that are in functional currencies other than Singapore Dollars are translated into Singapore Dollars at the
exchange rates ruling at the balance sheet date. The trading results of foreign subsidiaries and associated companies
are translated into Singapore Dollars using the average exchange rates for the financial year. Exchange differences due
to such currency translation are classified as reserves and taken directly to the foreign exchange translation account.
Goodwill and fair value adjustments arising on acquisition of a foreign entity are treated as non-monetary foreign currency
assets and liabilities of the acquirer and recorded at the closing exchange rate.
(w) Critical Accounting Estimates and Judgements
(i)
(ii)
Critical judgements in applying the Group’s accounting policies
In the process of applying the Group’s accounting policies, the management is of the opinion that there is no
instance of application of judgements which is expected to have a significant effect on the amounts recognised in
the financial statements, apart from those involving estimations described below.
Key sources of estimation uncertainty
The key assumptions concerning the future and other key sources of estimation uncertainty at the balance sheet
date that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities
within the next financial year, are as follows:
Impairment of fixed assets
Determining whether fixed asset value is impaired requires an estimation of the value in use of the cash-generating
units. This requires the Group to estimate the future cash flows expected from the cash-generating units and an
appropriate discount rate in order to calculate the present value of the future cash flows. The carrying amount of
fixed assets at the balance sheet date is disclosed in Note 5.
Impairment of goodwill
Determining whether goodwill is impaired requires an estimation of the value in use of the cash-generating units to
which the goodwill is allocated. This requires the Group to estimate the future cash flows expected from the cash-
generating units and an appropriate discount rate in order to calculate the present value of the future cash flows.
The carrying amount of goodwill at the balance sheet date is disclosed in Note 12.
Notes to the Financial Statements
165
Notes to the Financial Statements
2.
Significant acounting policies (continued)
Impairment of available-for-sale investments
The Group follows the guidance of FRS 39 in determining whether available-for-sale investments are considered
impaired. The Group evaluates, among other factors, the duration and extent to which the fair value of an
investment is less than its cost, the financial health of and the near-term business outlook of the investee, including
factors such as industry and sector performance, changes in technology and operational and financing cash flow.
The fair values of available-for-sale investments is disclosed in Notes 10 and 16.
Revenue recognition
The Group recognises contract revenue based on the stage of completion method. The stage of completion
is measured in accordance with the accounting policy stated in Note 2(r). Significant assumption is required in
determining the stage of completion, the extent of the contract cost incurred, the estimated total contract revenue
and contract cost and the recoverability of the contracts. In making the assumption, the Group evaluates by
relying on past experience and the work of engineers. Revenue from construction contracts is disclosed in
Note 23.
Revenue arising from additional claims and variation orders, whether billed or unbilled, is recognised when
negotiations have reached an advanced stage such that it is probable that the customer will accept the claims
or approve the variation orders, and the amount that it is probable will be accepted by the customer can be
measured reliably.
Income taxes
The Group has exposure to income taxes in numerous jurisdictions. Significant assumption is required in
determining the provision for income taxes. There are certain transactions and computations for which the
ultimate tax determination is uncertain during the ordinary course of business. The Group recognises liabilities for
expected tax issues based on estimates of whether additional taxes will be due. Where the final tax outcome of
these matters is different from the amounts that were initially recognised, such differences will impact the income
tax and deferred tax provisions in the period in which such determination is made. The carrying amount of
taxation and deferred taxation is disclosed in the balance sheet.
Claims, litigations and reviews
The Group entered into various contracts with third parties in its ordinary course of business and is exposed to the
risk of claims, litigations or review from the contractual parties and/or government agencies. These can arise for
various reasons, including change in scope of work, delay and disputes, defective specifications or routine checks
etc. The scope, enforceability and validity of any claim, litigation or review may be highly uncertain. In making its
judgement as to whether it is probable that any such claim, litigation or review will result in a liability and whether
any such liability can be measured reliably, management relies on past experience and the opinion of legal and
technical expertise.
166
Keppel Corporation Limited
Report to Shareholders 2008
3.
Share capital
Ordinary Shares (“Shares”)
Issued and paid up:
Balance 1 January
1,585,086,180 Shares (2007: 787,992,924 Shares)
Sub-division of 1 Share into 2 Shares in 2007
(2007: 789,942,257 Shares)
Issued during the financial year 8,048,000 Shares
(2007: 1,949,333 Shares before sub-division of Shares
and 5,201,666 Shares after sub-division of Shares)
Capital distribution
Balance 31 December
1,593,134,180 Shares (2007: 1,585,086,180 Shares)
Group and Company
2008
$’000
2007
$’000
790,407
972,926
- -
34,164
-
38,694
(221,213)
824,571
790,407
During the financial year, the Company issued 8,048,000 Shares for cash upon exercise of options under the KCL Share
Option Scheme. This comprised 2,000 Shares at $0.62 per Share, 1,190,000 Shares at $1.30 per Share, 655,000
Shares at $1.32 per Share, 670,000 Shares at $2.24 per Share, 530,000 Shares at $3.01 per Share, 780,000 Shares at
$3.24 per Share, 739,000 Shares at $4.42 per Share, 903,000 Shares at $6.24 per Share, 2,007,000 Shares at $6.39 per
Share, 558,000 Shares at $7.66 per Share and 14,000 Shares at $9.13 per Share.
In 2007, the Company effected a sub-division of Shares whereby each Share was sub-divided into two Shares with effect
from 7 May 2007.
KCL Share Option Scheme
The KCL Share Option Scheme (“Scheme”), which has been approved by the shareholders of the Company, is
administered by the Remuneration Committee whose members are:
Sven Bang Ullring (Chairman)
Tsao Yuan Mrs Lee Soo Ann
Oon Kum Loon (Mrs)
Tow Heng Tan
Under the Scheme, an option may, except in certain special circumstances, be exercised at any time after two years but
no later than the expiry date. The two-year vesting period is intended to encourage employees to take a longer-term view
of the Company.
The Shares under option may be exercised in full or in respect of 100 Shares or a multiple thereof, on the payment of the
subscription price. The subscription price is based on the average last done prices for the Shares of the Company on the
Singapore Exchange Securities Trading Limited for the three market days preceding the date of offer. The Remuneration
Committee may at its discretion fix the subscription price at a discount not exceeding 20 percent to the above price.
None of the options offered in the financial year was granted at a discount.
Notes to the Financial Statements
167
Notes to the Financial Statements
3.
Share capital (continued)
To promote transparency, the Board of Directors had in 2002 resolved that the date of offer of share options under the
Scheme shall be a pre-determined date; that is, the date falling 14 days immediately after the date of announcement of
the Company’s half-year or full-year results, as the case may be. The number of Shares available under the Scheme shall
not exceed 15% of the issued share capital of the Company.
The employees to whom the options have been granted do not have the right to participate by virtue of the options in a
share issue of any other company. Certain employees who have been transferred from subsidiaries to the Company and
to whom options have been granted may also hold options granted by subsidiaries prior to their transfer to the Company,
while certain employees who have been granted options by the Company and were subsequently transferred from the
Company to subsidiaries may be entitled to options under the subsidiaries’ share option schemes.
Movements in the number of share options and their weighted average exercise prices are as follows:
Balance at 1 January
Granted
Exercised
Cancelled
Balance before sub-division
Adjustment
Granted
Exercised
Cancelled
Balance at 31 December
2008
2007
Number of
options
37,768,000
-
-
-
37,768,000
-
16,715,000
(8,048,000)
(944,000)
45,491,000
Weighted
average
exercise
price
$7.80
-
-
-
$7.80
-
$10.12
$4.24
$9.93
$9.23
Number of
options
16,232,166
3,496,500
(1,949,333)
(29,000)
17,750,333
17,750,333
7,883,000
(5,201,666)
(414,000)
37,768,000
Weighted
average
exercise
price
$10.78
$18.55
$7.07
$18.55
$12.71
-
$12.95
$4.79
$7.71
$7.80
Exercisable at 31 December
14,829,000
$6.39
10,765,000
$4.02
The weighted average share price at the date of exercise for options exercised during the financial year was $10.78
(2007: $18.09 from 1 January 2007 to 7 May 2007 before adjustment for sub-division of Shares and $12.83 thereafter to
31 December 2007). The options outstanding at the end of the financial year had a weighted average exercise price of
$9.23 (2007: $7.80) and a weighted average remaining contractual life of 8.3 years (2007: 8.3 years).
168
Keppel Corporation Limited
Report to Shareholders 2008
On 14 February 2008 and 14 August 2008, the Company granted 7,903,000 options and 8,812,000 options respectively
under the KCL Share Option Scheme. The estimated fair values of the options granted on those dates are $1.38 per
share (13 February 2007: $2.94 per share) and $1.54 per share (10 August 2007: $1.84 per share) respectively. These
fair values are determined using The Black-Scholes pricing model. The significant inputs into the model are as follows:
Date of grant
Prevailing share price at grant
Exercise price
Expected volatility
Expected life
Risk free rate
Expected dividend yield
2008
2007
14.2.2008
$9.96
$9.96
27.59%
3.5 years
1.23%
4.39%
14.8.2008
$10.26
$10.26
29.33%
3.5 years
1.81%
4.78%
13.2.2007
^$18.55
^$18.55
24.30%
3.5 years
2.32%
2.72%
10.8.2007
$12.95
$12.95
24.35%
3.5 years
2.45%
3.73%
^ Before adjustment for capital distribution and sub-division of Shares in 2007
The expected volatility is determined by calculating the historical volatility of the Company’s share price over the previous
3.5 years (2007: 3.5 years). The expected lives used in the model has been adjusted, based on management’s best
estimate, for the effects of non-transferability, exercise restrictions and behavioural considerations.
Details of share options granted by Keppel Land Limited and Keppel Telecommunications & Transportation Ltd,
subsidiaries of the Company are disclosed in the annual reports of the respective publicly-listed subsidiaries.
4.
Reserves
Capital Reserves
Share option reserve
Fair value reserve
Hedging reserve
Bonus issue by subsidiaries
Others
Revenue Reserves
Foreign Exchange
Translation Account
Group
2008
$’000
2007
$’000
Company
2008
$’000
2007
$’000
80,240
36,673
(65,580)
40,000
36,012
127,345
59,879
438,308
255,305
40,000
34,079
827,571
70,042
- -
- -
- -
- -
70,042
47,456
47,456
3,643,141
3,644,164
2,250,226
2,510,512
1,119
(57,409)
- -
3,771,605
4,414,326
2,320,268
2,557,968
Movements in reserves are set out in the Statements of Changes in Equity.
Notes to the Financial Statements
169
Notes to the Financial Statements
5.
Fixed assets
Freehold
Land &
Buildings
$’000
Leasehold
Land &
Buildings
$’000
Vessels &
Floating Docks
$’000
Plant,
Machinery
Capital
& Equipment Work-in-Progress
$’000
$’000
Total
$’000
Group
2008
Cost
At 1 January
Additions
Disposals
Reclassification
- Investment properties
- Development properties
- Other fixed assets
categories
Exchange differences
54,228
4,190
(2,425)
1,158,464
5,460
(2,595)
209,730
8,952
(19,242)
1,598,671
71,025
(19,291)
103,230
229,463
-
3,124,323
319,090
(43,553)
-
-
(2,291)
(1,803)
(867)
15,251
64,605
3,466
-
-
(5,955)
98
-
-
27,766
(3,568)
88,801
(2,028)
(178,881)
(991)
(6,822)
15,349
-
(4,924)
At 31 December
51,899
1,243,784
223,638
1,731,321
152,821
3,403,463
Accumulated Depreciation &
Impairment Losses
At 1 January
Depreciation charge
Impairment loss (Note 27)
Disposals
Reclassification
- Other fixed assets
categories
Exchange differences
21,781
2,507
-
(1,433)
453,732
36,135
-
(1,038)
100,564
14,918
-
(11,654)
850,015
85,139
1,036
(19,054)
(3,014)
(423)
(51)
1,642
(1,028)
(1,286)
4,093
(1,689)
At 31 December
19,418
490,420
101,514
919,540
-
-
-
-
-
-
-
1,426,092
138,699
1,036
(33,179)
-
(1,756)
1,530,892
Net Book Value
32,481
753,364
122,124
811,781
152,821
1,872,571
During the financial year, the Group recognised impairment losses of $1,036,000 which relates to write-down of non-
performing assets in the Infrastructure division. These non-performing assets were fully written down.
Certain plant, machinery and equipment of subsidiaries are mortgaged to banks for loan facilities (Note 20).
170
Keppel Corporation Limited
Report to Shareholders 2008
Freehold
Land &
Buildings
$’000
Leasehold
Land &
Buildings
$’000
Vessels &
Floating Docks
$’000
Plant,
Machinery
Capital
& Equipment Work-in-Progress
$’000
$’000
Total
$’000
Group
2007
Cost
At 1 January
Additions
Disposals
Write-off
Reclassification
- Stocks
- Investment properties
- Other fixed assets
categories
Exchange differences
75,837
1,953
(1,806)
-
(23,262)
-
301
1,205
1,148,340
18,696
(5,766)
-
221,810
5,078
(17,646)
-
1,079,242
109,238
(24,245)
(560)
482,814
111,507
(612)
-
3,008,043
246,472
(50,075)
(560)
-
(27,813)
37,140
(12,133)
-
-
-
(2,704)
(4,693)
-
-
488
448,783
(11,083)
(486,224)
438
(27,955)
(30,517)
-
(21,085)
At 31 December
54,228
1,158,464
209,730
1,598,671
103,230
3,124,323
Accumulated Depreciation &
Impairment Losses
At 1 January
Depreciation charge
Impairment loss (Note 27)
Disposals
Write-off
Reclassification
- Stocks
- Investment properties
- Other fixed assets
categories
Exchange differences
18,564
3,204
1,598
(318)
-
(2,122)
-
1,109
(254)
405,874
33,514
31,952
(1,413)
-
-
(10,099)
102,358
15,607
-
(15,574)
-
739,827
73,058
74,407
(22,396)
(517)
-
-
-
(2,578)
21
(6,117)
-
(1,827)
(1,130)
(10,656)
At 31 December
21,781
453,732
100,564
850,015
612
-
-
(612)
-
1,267,235
125,383
107,957
(40,313)
(517)
-
-
-
-
-
(2,122)
(12,677)
-
(18,854)
1,426,092
Net Book Value
32,447
704,732
109,166
748,656
103,230
1,698,231
In 2007, the Group recognised impairment losses of $107,957,000 of which $32,000,000 related to write-down of two
hotels in Myanmar in the Property division and $75,957,000 related to write-down of power barges and other non-
performing assets in the Infrastructure division.
The carrying amounts of the two hotels in Myanmar were reduced to their recoverable amounts determined by
discounting the estimated future cash flow from operations to present value at 14%. The carrying amounts of the power
barges were reduced to their recoverable amounts determined by discounting the estimated future cash flow from
operations to present value at 15%. The other non-performing assets were fully written down.
Certain plant, machinery and equipment of subsidiaries are mortgaged to banks for loan facilities (Note 20).
Notes to the Financial Statements
171
Notes to the Financial Statements
5.
Fixed assets (continued)
Company
2008
Cost
At 1 January
Additions
Disposals
At 31 December
Accumulated Depreciation
At 1 January
Depreciation charge
Disposals
At 31 December
Net Book Value
2007
Cost
At 1 January
Additions
Disposals
At 31 December
Accumulated Depreciation
At 1 January
Depreciation charge
Disposals
At 31 December
Net Book Value
6.
Investment properties
At 1 January
Buildings improvement and development
Fair value gain (Note 27)
Disposals
Write-off
Reclassification
- Fixed assets
- Stocks
Exchange differences
At 31 December
172
Keppel Corporation Limited
Report to Shareholders 2008
Freehold
Land &
Buildings
$’000
Leasehold
Land &
Buildings
$’000
Plant,
Machinery
& Equipment
$’000
Total
$’000
6,542
-
-
6,542
1,671
40
-
1,711
4,831
6,545
-
(3)
6,542
1,631
40
-
1,671
4,871
484
-
-
484
72
10
-
82
6,346
682
(76)
13,372
682
(76)
6,952
13,978
5,961
407
(73)
7,704
457
(73)
6,295
8,088
402
657
5,890
484
-
-
484
62
10
-
72
6,048
376
(78)
13,077
376
(81)
6,346
13,372
5,704
335
(78)
7,397
385
(78)
5,961
7,704
412
385
5,668
Group
2008
$’000
2007
$’000
2,960,347
80,508
4,471
-
(380) -
2,249,216
19,476
691,444
(501)
6,822
(11,435) -
(10,658)
17,840
(17,128)
3,029,675
2,960,347
The Group’s investment properties (including integral plant and machinery) are stated at Directors’ valuations based on
the following valuations (open market value basis) by independent firms of professional valuers as at 31 December 2008:
- Colliers International Consultancy & Valuation (Singapore) Pte Ltd for properties in Singapore;
- CB Richard Ellis (Vietnam) Co. Ltd for properties in Vietnam; and
- PT. Willson Properti Advisindo and PT. Piesta Penilai for properties in Indonesia.
Interest capitalised during the financial year amounted to $1,219,000 (2007: $1,158,000).
Certain investment properties of subsidiaries are mortgaged to banks for loan facilities (Note 20).
7.
Development properties
Land cost
Development cost incurred to-date
8.
Subsidiaries
Quoted shares, at cost
Market value: $997,210,000 (2007: $5,336,248,000)
Unquoted shares, at cost
Provision for impairment
Advances from subsidiaries
Movements in the provision for impairment of subsidiaries are as follows:
At 1 January
Charge to profit and loss account
At 31 December
Group
2008
$’000
2007
$’000
108,373
67,137
103,020
69,738
175,510
172,758
Company
2008
$’000
2007
$’000
1,329,571
1,806,332
3,135,903
(265,000)
2,870,903
(3,600)
1,329,571
1,750,126
3,079,697
(199,135)
2,880,562
(3,600)
2,867,303
2,876,962
199,135
65,865
25,000
174,135
265,000
199,135
Advances from subsidiaries are unsecured, interest free and are not repayable within the next 12 months.
Information relating to significant subsidiaries consolidated in the financial statements is given in Note 38.
Notes to the Financial Statements
173
Notes to the Financial Statements
9.
Associated companies
Quoted shares, at cost
Market value: $916,407,000
(2007: $2,318,996,000)
Unquoted shares, at cost
Provision for impairment
Share of reserves
Advances to associated companies
Group
2008
$’000
2007
$’000
Company
2008
$’000
2007
$’000
590,708
722,218
1,312,926
(33,993)
1,278,933
759,328
2,038,261
1,162,770
640,508
694,015
1,334,523
(28,131)
1,306,392
741,074
2,047,466
1,093,128
- -
3,074
3,074
- -
3,074
- -
3,074
- -
3,074
3,074
3,074
3,074
3,201,031
3,140,594
3,074
3,074
Movements in the provision for impairment of associated companies are as follows:
At 1 January
Exchange differences
Charge/(write-back) to profit and loss account
Impairment loss (Note 27)
Amount written off/disposed
At 31 December
28,131
251
115
6,209
(713)
28,258
(578)
(253)
704
-
33,993
28,131
- -
- -
- -
- -
- -
- -
Advances to associated companies are unsecured and are not repayable within the next 12 months. Interest is charged
at rates ranging from 1.93% to 3.41% (2007: 3.30% to 4.31%) per annum.
The share of attributable profit of associated companies is as follows:
Share of profit before tax and exceptional items
Share of exceptional items (Note 27)
Share of profit before taxation
Share of taxation (Note 28)
Share of attributable profit
Group
2008
$’000
2007
$’000
353,957
7,684
361,641
(71,066)
476,882
212,158
689,040
(115,462)
290,575
573,578
The summarised financial information of associated companies, not adjusted for the Group’s proportionate share, is as
follows:
Total assets
Total liabilities
Revenue
Attributable profit before exceptional items
Attributable profit after exceptional items
15,516,823
9,172,077
14,518,960
835,792
850,997
15,470,300
9,356,233
12,310,073
1,056,427
1,564,354
Investment in Asia Airfreight Terminal Company Limited (“AAT”) is equity accounted for in the consolidated financial
statements notwithstanding that the Group holds less than 20% of the voting power in this company on grounds that the
Group exercises significant influence by virtue of its contractual right to appoint one director to the board of AAT.
Information relating to significant associated companies whose results are included in the financial statements is given in
Note 38.
174
Keppel Corporation Limited
Report to Shareholders 2008
10.
Investments
Available-for-sale investments:
Quoted equity shares
Quoted bonds
Unquoted equity shares
Unquoted property funds
11.
Long term receivables
Group
2008
$’000
2007
$’000
16,040
-
28,524
56,460
228,891
7,373
53,659
45,926
101,024
335,849
Receivables from service concession arrangements
Staff loans
Long term trade receivables
Loan to a subsidiary
Others
Less: Amounts due within one year and included
in debtors (Note 15)
Provision for doubtful debts
Group
2008
$’000
2007
$’000
Company
2008
$’000
2007
$’000
194,088
3,829
382
-
16,397
214,696
134,100
3,817
387
-
7,992
146,296
(13,104)
201,592
(3,930)
(7,081)
139,215
(4,358)
- -
1,331
- -
300,000
- -
301,331
(313)
301,018
- -
1,452
300,000
301,452
(353)
301,099
197,662
134,857
301,018
301,099
Movements in the provision for doubtful debts are as follows:
At 1 January
Exchange differences
Amount written off
At 31 December
4,358
(410)
(18)
6,193
286
(2,121)
3,930
4,358
- -
- -
- -
- -
Receivables arising from service concession arrangements arose from the following:
(a)
(b)
a 20-year contract to build and operate a water treatment plant. The plant started commercial operations in 2007;
and
a 25-year contract to build and operate a waste-to-energy plant. As at 31 December 2008, the plant is still under
construction and has not commenced operations.
The above arrangements are classified as service concession arrangements under INT FRS 112. Under the terms of the
arrangements, the Group will receive an aggregate minimum amount of $16,300,000 yearly from the contracted parties
(grantors) in exchange for services performed by the Group when the plants are in commercial operations. Revenue and
profits relating to construction services of the waste-to-energy plant amounted to $63,222,000 and $774,000 (2007:
$51,700,000 and $3,000,000) respectively. The waste-to-energy plant has been pledged to secure bank loans (Note 20).
Included in staff loans are interest free advances to certain Directors amounting to $409,000 (2007: $264,000) and to
directors of related corporations amounting to $536,000 (2007: $684,000) under an approved car loan scheme.
Notes to the Financial Statements
175
Notes to the Financial Statements
11.
Long term receivables (continued)
Long term receivables are unsecured and bears interest ranging from 1.09% to 4.58% (2007: 2.79% to 4.58%) per
annum.
The fair value of long term receivables for the Group is $197,600,000 (2007: $134,773,000). The carrying amount of long
term receivables for the Company approximates its fair value. These fair values are computed on the discounted cash
flow method using a discount rate based upon the market-related rate for a similar instrument as at the balance sheet
date.
12.
Intangibles
Group
2008
At 1 January
Exchange differences
Additions
Amortisation
At 31 December
Cost
Accumulated amortisation
2007
At 1 January
Exchange differences
Additions
Amortisation
Impairment loss (Note 27)
Reclassification
At 31 December
Cost
Accumulated amortisation
Goodwill
$’000
Development
Expenditure
$’000
Total
$’000
62,389
-
10,864
-
5,434
14
165
(379)
67,823
14
11,029
(379)
73,253
5,234
78,487
73,253
-
8,750
(3,516)
82,003
(3,516)
73,253
5,234
78,487
133,011
6,042
-
-
(76,664)
-
2,047
(60)
4,333
(309)
-
(577)
135,058
5,982
4,333
(309)
(76,664)
(577)
62,389
5,434
67,823
62,389
-
8,995
(3,561)
71,384
(3,561)
62,389
5,434
67,823
Goodwill is allocated to cash-generating units identified according to business segment.
Goodwill allocated to Offshore & Marine division amounted to $16,075,000 (2007: $5,211,000). The recoverable amount
is determined based on value-in-use calculation using cash flow projections derived from the most recent financial
budgets approved by management for the next five years using discount rates ranging from 7.32% to 20% (2007: 7.56%
to 25%). The key assumptions are those regarding the discount rate and expected changes to selling prices and direct
costs. Management estimates discount rate using pre-tax rate that reflects current market assessment of the time value
of money and risks specific to the unit. Changes in selling prices and direct costs are based on past practices and
expectations of future changes in the market.
Goodwill allocated to Infrastructure division amounted to $57,178,000 (2007: $57,178,000). The recoverable amount is
determined based on the fair value less cost to sell using the current bid prices.
176
Keppel Corporation Limited
Report to Shareholders 2008
13. Stocks and work-in-progress
Work-in-progress in excess of related billings
Stocks
Properties held for sale
Billings on work-in-progress in excess of related costs
(a)
Work-in-Progress in excess of Related Billings
Costs incurred and attributable profits
Provision for loss on work-in-progress
Less: Progress billings
(a)
(c)
(d)
(b)
Movements in the provision for loss on work-in-progress are as follows:
At 1 January
Exchange differences
Charge to profit and loss account
Amount utilised
At 31 December
(b)
Billings on Work-in-Progress in excess of Related Costs
Costs incurred and attributable profits
Less: Progress billings
(c)
Stocks
Consumable materials and supplies
Finished products for sale
(d)
Properties Held For Sale
Properties under development
Land cost
Development cost incurred to date
Related overhead expenditure
Progress billing received and recognised profit
Completed properties held for sale
Provision for properties held for sale
Group
2008
$’000
2007
$’000
400,760
414,032
2,402,609
356,081
204,804
2,229,764
3,217,401
2,790,649
(2,882,124)
(2,542,517)
5,696,608
(1,534)
5,695,074
(5,294,314)
2,213,340
(37,284)
2,176,056
(1,819,975)
400,760
356,081
37,284
130
-
(35,880)
9,609
(35)
28,005
(295)
1,534
37,284
12,474,358
(15,356,482)
11,881,586
(14,424,103)
(2,882,124)
(2,542,517)
385,295
28,737
184,243
20,561
414,032
204,804
1,736,713
1,034,395
559,331
(1,141,802)
2,188,637
286,159
2,474,796
(72,187)
2,138,119
1,175,759
682,911
(1,888,472)
2,108,317
237,362
2,345,679
(115,915)
2,402,609
2,229,764
Notes to the Financial Statements
177
Notes to the Financial Statements
13. Stocks and work-in-progress (continued)
Movements in the provision for properties held for sale are as follows:
At 1 January
Exchange differences
Write-back to profit and loss account
Amount utilised
At 31 December
Group
2008
$’000
115,915
15
(24,616)
(19,127)
2007
$’000
328,948
(2)
(109,414)
(103,617)
72,187
115,915
Interest capitalised during the financial year amounted to $17,113,000 (2007: $53,429,000) at rates ranging from 1.64%
to 3.50% (2007: 2.78% to 4.44%) per annum for Singapore properties and 1.23% to 21.00% (2007: 1.62% to 10.05%)
per annum for overseas properties.
Certain properties held for sale of subsidiaries are mortgaged to banks for loan facilities (Note 20).
14. Amounts due from/to
Subsidiaries
Amounts due from
- trade
- advances
Provision for doubtful debts
Amounts due to
- trade
- advances
Movements in the provision for doubtful debts are as follows:
At 1 January
Charge to profit and loss account
At 31 December
Group
2008
$’000
2007
$’000
Company
2008
$’000
2007
$’000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,366
261,952
267,318
(6,600)
7,393
956,814
964,207
(5,700)
260,718
958,507
404,461
68,387
160,030
258,857
472,848
418,887
5,700
900
3,862
1,838
6,600
5,700
Advances to and from subsidiaries are unsecured and are repayable on demand. Interest is charged at rates ranging
from 0.4% to 2.1% (2007: 1.4% to 4.5%) per annum on interest-bearing advances.
178
Keppel Corporation Limited
Report to Shareholders 2008
Group
2008
$’000
2007
$’000
Company
2008
$’000
2007
$’000
Associated Companies
Amounts due from
- trade
- advances
Provision for doubtful debts
Amounts due to
- trade
- advances
85,363
242,333
327,696
(1,113)
70,734
524,565
595,299
(946)
326,583
594,353
17,186
405,019
16,851
117,480
422,205
134,331
Movements in the provision for doubtful debts are as follows:
At 1 January
Charge/(write-back) to profit and loss account
At 31 December
946
167
1,113
1,094
(148)
946
284
284
284
300
- -
300
- -
300
- 2
- -
- 2
- -
- -
- -
Advances to and from associated companies are unsecured and are repayable on demand. Interest is charged at rates
ranging from 0.40% to 9.56% (2007: 1% to 9.72%) per annum on interest-bearing advances.
15. Debtors
Trade debtors
Provision for doubtful debts
Long term receivables due within one year (Note 11)
Sundry debtors
Prepaid project cost & prepayments
Derivative financial instruments (Note 35)
Tax recoverable
GST receivable
Interest receivable
Deposits paid
Recoverable accounts
Receivables not billed
Advances to subcontractors
Advances to corporations in which the Group
has investment interests
Advances to minority shareholders of subsidiaries
Provision for doubtful debts
Group
2008
$’000
2007
$’000
Company
2008
$’000
2007
$’000
1,326,761
(30,074)
1,296,687
1,098,822
(20,703)
1,078,119
13,104
114,503
54,368
71,616
44,304
53,917
17,928
16,975
50,498
6,477
173,346
52,334
33,131
702,501
(28,357)
674,144
7,081
97,775
65,391
168,646
92,916
39,895
16,145
16,110
56,649
9,232
55,583
19,040
62,285
706,748
(31,433)
675,315
- -
- -
- -
313
249
210
58,675
- -
- -
66 3
395
- -
- -
- -
- -
- -
59,908
- -
59,908
353
382
174
155,753
389
157,054
157,054
Total
1,970,831
1,753,434
59,908
157,054
Notes to the Financial Statements
179
Notes to the Financial Statements
15. Debtors (continued)
Movements in the provision for debtors are as follows:
At 1 January
Exchange differences
Charge/(write-back) to profit and loss account
Impairment (write-back)/loss (Note 27)
Amount written off
Reclassification
Group
2008
$’000
52,136
(171)
12,590
(1,921)
(4,197)
(6)
2007
$’000
55,887
(24)
(6,040)
6,603
(4,753)
463
At 31 December
58,431
52,136
16. Short term investments
Available-for-sale investments:
Quoted equity shares
Quoted unit trust
Quoted bonds
Unquoted equity shares
Total available-for-sale investments
Investments held for trading:
Quoted equity shares
Quoted unit trust
Total investments held for trading
Total short term investments
17. Bank balances, deposits and cash
Company
2008
$’000
2007
$’000
- -
- -
- -
- -
- -
- -
- -
Group
2008
$’000
2007
$’000
229,484
29,317
6,480 -
25,772 -
291,053
32,781
6,983
39,764
399,663
54,561
454,224
77,494
15,719
93,213
330,817
547,437
Bank balances and cash
Fixed deposits with banks
Amounts held under escrow accounts for
overseas acquisition of land,
payment of construction cost and liabilities
Bank balances of property subsidiaries held under
Project Account Rules 1985
Group
2008
$’000
2007
$’000
Company
2008
$’000
417,603
1,746,261
328,870
1,039,231
3,155
661,286
2007
$’000
3,806
78
34,364
22,149
46,623
210,600
- -
- -
2,244,851
1,600,850
664,441
3,884
Fixed deposits with banks of the Group mature on varying periods mainly between 1 day to 12 months (2007: 1 day to
12 months). This comprised Singapore dollar fixed deposits of $672,885,000 (2007: $33,773,000) at interest rates
ranging from 0.11% to 2.14% (2007: 0.33% to 3.31%) per annum, and foreign currency fixed deposits of $1,073,376,000
(2007: $1,005,458,000) at interest rates ranging from 0.10% to 18.00% (2007: 0.5% to 9.25%) per annum.
180
Keppel Corporation Limited
Report to Shareholders 2008
Fixed deposits with banks of the Company mature on varying periods between 2 days to 5 months (2007: 1 month to 6
months). This comprised Singapore dollar fixed deposits of $509,603,000 (2007: nil) at interest rates ranging from 0.37%
to 0.50% (2007: nil) per annum, and foreign currency fixed deposits of $151,683,000 (2007: $78,000) at interest rates
ranging from 0.10% to 5.88% (2007: 5.95% to 6.50%) per annum.
18. Creditors
Trade creditors
Customers’ advances and deposits
Derivative financial instruments (Note 35)
Sundry creditors
Accrued operating expenses
Advances from minority shareholders
Interest payables
Other payables
Group
2008
$’000
2007
$’000
Company
2008
$’000
952,313
61,497
266,516
517,803
1,778,607
271,330
12,161
79,356
652,457
47,530
20,422
558,434
1,474,327
245,773
19,177
53,892
52
56
158,020
5,960
55,294
- -
306
- -
2007
$’000
137
74
13,952
6,995
53,646
853
3,939,583
3,072,012
219,688
75,657
Advances from minority shareholders of certain subsidiaries are unsecured and are repayable on demand. Interest is
charged at rates ranging from 2.00% to 18.59% (2007: 2.78% to 12.06%) per annum on interest-bearing loans.
19. Provisions
Group
2008
At 1 January
Exchange differences
Charge/(write-back) to profit and loss account
Amount utilised
Warranties
$’000
Claims
$’000
Total
$’000
35,267
(2,445)
25,830
(351)
2,633
(22)
(2,190)
(113)
37,900
(2,467)
23,640
(464)
At 31 December
58,301
308
58,609
2007
At 1 January
Exchange differences
Charge to profit and loss account
Amount utilised
29,729
(326)
6,143
(279)
232
(13)
2,414
-
29,961
(339)
8,557
(279)
At 31 December
35,267
2,633
37,900
Notes to the Financial Statements
181
Notes to the Financial Statements
20. Term loans
2008
Keppel Corporation Medium Term Notes
Keppel Land Medium Term Notes
Keppel Land 2.5% Convertible Bonds 2013
Keppel Structured Notes Commodity-linked Notes
K-REIT Asia term loans
Bank loans
- secured
- unsecured
Other loans
- unsecured
(a)
(b)
(c)
(d)
(e)
(f)
(g)
(h)
Group
Company
Due within
one year
$’000
Due after
one year
$’000
Due within
one year
$’000
Due after
one year
$’000
-
108,500
-
-
-
37,525
48,540
300,000
150,000
269,579
41,920
190,085
385,130
388,360
3,303
19,479
197,868
1,744,553
-
-
-
-
-
-
-
-
-
300,000
-
-
-
-
-
-
-
300,000
499,104
1,731,526
134,820
300,000
2007
(a)
(b)
(c)
The $300,000,000 Floating Rate Notes 2010 were issued in 2005 under the US$600,000,000 Multi-Currency
Medium Term Note Programme by the Company. The notes are unsecured and are issued in tranches which will
mature five years from the date of issue. Interest is based on money market rates ranging from 1.09% to 3.04%
(2007: 2.79% to 3.89%) per annum.
At the end of the financial year, notes issued under the US$800,000,000 Multi-Currency Medium Term Note
Programme by Keppel Land Limited, a subsidiary of the Company, amounted to $258,500,000. The notes are
unsecured and are issued in series or tranches, and comprised (i) fixed rate notes due 2009 of $10,000,000 and
(ii) variable rate notes due 2009 and 2010 of $248,500,000. Interest payable is based on money markets rates
ranging from 1.10% to 3.40% (2007: 2.3% to 4.18%) per annum.
The $300,000,000 2.5%, 7 year convertible bonds were issued in 2006 by Keppel Land Limited. Interest is
payable semi-annually. The bonds, maturing on 23 June 2013, are convertible at the option of bondholders to
Keppel Land ordinary shares at a conversion price of $6.55 per share. Any bondholder may request to redeem all
or some of its bonds on 23 June 2011 or in the event that its shares cease to be listed or admitted to trading on
the Singapore Stock Exchange.
The convertible bonds are recognised on the balance sheet as follows:
Balance at 1 January
Interest expense
Interest paid
Liability component at 31 December
Group
2008
$’000
263,488
13,591
(7,500)
2007
$’000
257,639
13,349
(7,500)
269,579
263,488
Interest expense on the convertible bonds is calculated based on the effective interest method by applying the
interest rate of 4.78% (2007: 4.78%) per annum for an equivalent non-convertible bond to the liability component
of the convertible bonds.
182
Keppel Corporation Limited
Report to Shareholders 2008
(d)
(e)
(f)
(g)
(h)
The S$23,960,000 (“Tranche A”) and US$11,565,000 (“Tranche B”) commodity-linked notes were issued in 2006
by Keppel Structured Notes Pte Ltd (“KSN”), a subsidiary of the Company. The commodity-linked notes, maturing
on 28 November 2011, may be redeemed at par at the option of KSN, in whole, on notice, in the event of certain
changes in the tax laws of Singapore, subject to certain other conditions. The notes are unsecured and bear
interest payable annually at a rate ranging from 6% to 13% per annum for the period from 27 November 2006
to 28 November 2011. The notes are unconditionally and irrevocably guaranteed by the Company. KSN has
entered into a 5-year commodity-linked interest rate swap transaction relating to Tranche A notes and a 5-year
commodity-linked cross currency and interest rate swap transaction relating to the Tranche B notes to hedge the
foreign exchange and interest rate risks of the notes. The effect of the swap transactions is that KSN pays an
interest rate based on money market rates ranging from 1.50% to 2.77% (2007: 2.77% to 3.51%) per annum.
K-REIT Asia, a subsidiary of the Company, secured two fixed rate mortgage loans in 2006 totalling $190,085,000
from a special purpose company, Blossom Assets Ltd. The loans consist of a Tranche A Mortgage Loan
amounting to $160,197,000 and a Tranche B Mortgage Loan amounting to $29,888,000, which are funded by the
proceeds of commercial mortgaged-backed securities notes issued by Blossom Assets Ltd. The loans are due on
17 May 2011 and are secured on the investment properties and certain assets of K-REIT Asia. Interest is payable
ranging from 3.91% to 4.06% (2007: 3.91% to 4.06%) per annum.
The secured bank loans consist of:
- A $72,400,000 bank loan drawn down by a subsidiary. The term loan is repayable in 2029 and is secured on
certain fixed assets of the subsidiary. Interest is swapped to fixed rates ranging from 3.42% to 3.62% (2007:
3.52% to 3.63%) per annum.
- A term loan of $158,600,000 drawn down by a subsidiary. The term loan is repayable in 2010 and is secured
on the investment property of the subsidiary. Interest is based on money market rates ranging from 2.03% to
3.71% (2007: 3.08% to 4.05%) per annum.
- A term loan of $81,041,000 drawn down by a subsidiary during the year. The term loan is repayable in 2012
and is secured on the investment property of the subsidiary. Interest is based on money market rates ranging
from 1.97% to 2.48% per annum.
- Other secured bank loans totalling $110,614,000 comprised $88,005,000 of loans denominated in Singapore
dollar and $22,609,000 of foreign currency loans. They are repayable between one and five years and are
secured on certain fixed and other assets of subsidiaries. Interest on loans denominated in Singapore dollar is
based on money market rates ranging from 1.64% to 4.14% (2007: 3.17% to 4.14%) per annum. Interest on
foreign currency loans is based on money market rates ranging from 5.40% to 9.95% (2007: 7.10% to 8%) per
annum.
The unsecured bank loans of the Group totalling $436,900,000 comprised $370,000,000 of loans denominated
in Singapore dollar and $66,900,000 of foreign currency loans. They are repayable between one and two years.
Interest on loans denominated in Singapore dollar is based on money market rates ranging from 1.46% to 3.40%
(2007: 1.11% to 4.17%) per annum. Interest on foreign currency loans is based on money market rates ranging
from 2.03% to 21.0% (2007: 4.7% to 10.15%) per annum.
The other unsecured loans include term loan facilities and hire purchase contracts entered into with various finance
and leasing companies for purchase of machinery and equipment. Interest range from 3.19% to 6.99% (2007:
3.06% to 7.74%) per annum.
The net book value of property and assets mortgaged to the banks amounted to $2,810,136,000 (2007:
$1,834,575,000). These are securities given to the banks for loans and overdraft facilities.
The fair values of term loans for the Group and Company are $1,968,578,000 (2007: $2,253,263,000) and $300,000,000
(2007: $434,820,000) respectively. These fair values are computed on the discounted cash flow method using a discount
rate based upon the borrowing rate which the Directors expect would be available as at the balance sheet date.
Notes to the Financial Statements
183
Notes to the Financial Statements
20. Term loans (continued)
Loans due after one year are estimated to be repayable as follows:
Years after year-end:
After one but within two years
After two but within five years
After five years
21. Bank overdrafts
Secured
Unsecured
Group
2008
$’000
2007
$’000
Company
2008
$’000
2007
$’000
1,020,959
666,562
57,032
73,602
1,348,601
309,323
300,000 -
-
- -
300,000
1,744,553
1,731,526
300,000
300,000
Group
2008
$’000
180
27,582
2007
$’000
1,942
1,825
27,762
3,767
Interest on the bank overdrafts is payable at the banks’ prevailing prime rates ranging from 1.76% to 19.29% (2007:
1.66% to 10.10%) per annum. The secured bank overdrafts are secured by short term investments portfolio of a
subsidiary.
22. Deferred taxation
Deferred tax liabilities:
Accelerated tax depreciation
Investment properties valuation
Offshore income & others
Deferred tax assets:
Other provisions
Unutilised tax benefits
Group
2008
$’000
2007
$’000
Company
2008
$’000
2007
$’000
146,263
212,017
91,717
449,997
117,665
210,607
111,674
439,946
(40,323)
(28,462)
(68,785)
(31,232)
(19,745)
(50,977)
- -
- -
5,608
5,608
- -
- -
- -
13,486
13,486
Net deferred tax liabilities
381,212
388,969
5,608
13,486
Deferred tax assets are recognised for unutilised tax benefits carried forward to the extent that realisation of the related
tax benefits through future taxable profits is probable.
The Group has unutilised tax losses and capital allowances of $546,613,000 (2007: $434,802,000) for which no deferred
tax benefit is recognised in the balance sheet. These tax losses and capital allowances can be carried forward and
used to offset against future taxable income subject to meeting certain statutory requirements by those companies with
unrecognised tax losses and capital allowances in their respective countries of incorporation. The unutilised tax losses
and capital allowances do not have expiry dates.
184
Keppel Corporation Limited
Report to Shareholders 2008
23. Revenue
Revenue from construction contracts
Sale of property and goods
Rental income from investment properties
Revenue from services rendered
Dividend income from quoted shares
Others
24. Staff costs
Wages and salaries
Employer’s contribution to Central Provident Fund
Share options granted to Directors and employees
Other staff benefits
25. Operating profit
Operating profit is arrived at after charging/(crediting) the following:
Auditors’ remuneration
- auditors of the Company
- other auditors of subsidiaries
Fees and other remuneration to Directors of the Company
Shares granted to Directors of the Company
Contracts for services rendered by Directors or
with a company in which a Director
has a substantial financial interest
Key management’s emoluments
- short-term employee benefits
- post-employment benefits
- share options granted
Depreciation of fixed assets
Write-off of fixed assets
Write-off of investment properties
Amortisation of intangibles
Profit on sale of fixed assets
Profit on sale of investments
Fair value loss/(gain) on
- investments held for trading
- forward foreign exchange contracts
- forward HSFO contracts
Notes to the Financial Statements
Group
2008
$’000
8,946,107
731,160
165,078
1,932,229
6,569
24,283
2007
$’000
7,593,574
1,663,686
136,042
1,002,406
8,065
27,477
11,805,426
10,431,250
Group
2008
$’000
1,060,421
104,068
26,527
138,026
2007
$’000
900,936
83,740
21,307
126,142
1,329,042
1,132,125
Group
2008
$’000
1,171
3,984
580
139
2007
$’000
950
3,131
624
262
80
39
34,959
69
4,993
138,699
-
380 -
379
(8,268)
(45,263)
45,995
71,321
3,012
30,974
54
4,029
125,383
43
309
(7,126)
(54,577)
(3,441)
81,517
41
185
Notes to the Financial Statements
25. Operating profit (continued)
Provision/(write-back) for
- warranties
- claims
(Write-back)/provision for
- work-in-progress
- properties held for sale
Provision/(write-back) for doubtful debts
- trade debts
- receivables
- other debts
Bad debts written off/(recovered)
- trade debts
- other debts
Cost of stocks & properties held for sale recognised as expense
Stocks (recovered)/written off
Rental expense
- operating leases
Direct operating expenses
- investment properties that generated rental income
Loss on differences in foreign exchange
Non-audit fees paid to
- auditors of the Company
- other auditors of subsidiaries
Group
2008
$’000
25,830
(2,190)
2007
$’000
6,143
2,414
-
(24,616)
28,005
(109,414)
14,668
3,650
(5,728)
163
155
514,132
(2,554)
(6,678)
2,967
(2,329)
(3)
14
1,331,276
2,831
52,088
45,261
51,757
101,554
50,488
14,499
74
314
27
359
The Audit Committee has undertaken a review of all non-audit services provided by the auditors and in the opinion of the
Audit Committee, these services would not affect the independence of the auditors.
26.
Investment income, interest income and interest expenses
Investment income from:
Shares - quoted in Singapore
Shares - quoted outside Singapore
Shares - unquoted
Interest income from:
Bonds, debentures, deposits and associated companies
Interest expenses on:
Bonds, debentures, fixed term loans and overdrafts
Fair value loss on interest rate caps and swaps
186
Keppel Corporation Limited
Report to Shareholders 2008
Group
2008
$’000
-
2,074
10,013
2007
$’000
1,170
1,532
165
12,087
2,867
71,002
88,542
(64,931)
(13,740)
(54,179)
(8,531)
(78,671)
(62,710)
27. Exceptional items
Gain on disposal of subsidiaries, associated companies and investments
Gain on acquisition of additional interest in a subsidiary
Impairment loss of fixed assets (Note 5)
Impairment loss of associated companies (Note 9)
Impairment loss of goodwill (Note 12)
Impairment write-back/(loss) of debtors (Note 15)
Impairment write-back/(loss) of other assets
Fair value gain on investment properties (Note 6)
Share of associated companies (Note 9)
Cost associated with restructuring of operations and others
Taxation (Note 28)
Minority interests
Group
2008
$’000
2,568
15,417 -
(1,036)
(6,209)
-
1,921
2,448
4,471
7,684
(14,672)
12,592
(2,810)
9,782
(8,464)
2007
$’000
2,291
(107,957)
(704)
(76,664)
(6,603)
(132,427)
691,444
212,158
(16,605)
564,933
(149,500)
415,433
(310,328)
Attributable exceptional items
1,318
105,105
28. Taxation
(a)
Income tax expense
Tax expense comprised:
Current tax
Adjustment for prior year’s tax
Share of taxation of associated companies (Note 9)
Others
Deferred tax movement:
Accelerated tax depreciation
Investment properties valuation
Offshore income & others
Other provisions
Unutilised tax benefits
Reduction in tax rate
Group
2008
$’000
2007
$’000
218,191
(15,268)
71,066
8,229
42,001
1,426
(18,042)
(10,742)
(8,831)
-
222,151
(9,011)
115,462
2,286
48,471
111,777
21,526
(15,821)
(16,270)
(11,936)
288,030
468,635
The income tax expense on the results of the Group differ from the amount of income tax expense determined by
applying the Singapore standard rate of income tax to profit before tax and exceptional items due to the following:
Profit before tax and exceptional items
1,596,849
1,556,230
Tax calculated at tax rate of 18% (2007: 18%)
Income not subject to tax
Expenses not deductible for tax purposes
Utilisation of previously unrecognised tax benefits
Effect of reduction in tax rate
Effect of different tax rates in other countries
Adjustment for prior year’s tax
Tax expense of exceptional items (Note 27)
287,433
(65,267)
68,545
(2,139)
-
11,916
(15,268)
2,810
280,121
(72,208)
117,652
(1,995)
(11,936)
16,512
(9,011)
149,500
288,030
468,635
Notes to the Financial Statements
187
Notes to the Financial Statements
28. Taxation (continued)
(b)
Movement in current income tax liabilities
At 1 January
Exchange differences
Tax expense
Adjustment for prior year’s tax
Income taxes paid
Subsidiary acquired
Reclassification
Others
Group
2008
$’000
351,864
5,528
218,191
(15,268)
(229,306)
-
(410)
13,421
2007
$’000
273,883
(2,793)
222,151
(9,011)
(159,797)
22
24,405
3,004
Company
2008
$’000
15,305
- -
8,573
(1,482)
(2,727)
- -
-
- -
2007
$’000
10,182
5,559
(4,289)
(13,225)
17,078
At 31 December
344,020
351,864
19,669
15,305
29. Earnings per ordinary share
Net profit attributable to shareholders
before exceptional items
Adjustment for dilutive potential ordinary shares
of subsidiaries and associated companies,
before exceptional items
Adjusted net profit before exceptional items
Exceptional items
Adjustment for dilutive potential ordinary shares
of subsidiaries and associated companies,
after exceptional items
Group
2008
$’000
2007
$’000
Basic
Diluted
Basic
Diluted
1,096,653
1,096,653
1,025,596
1,025,596
-
1,096,653
1,318
(109)
1,096,544
1,318
-
1,025,596
105,105
(2,548)
1,023,048
105,105
-
9
-
(7,974)
Adjusted net profit after exceptional items
1,097,971
1,097,871
1,130,701
1,120,179
Weighted average number of ordinary shares
Adjustment for dilutive potential ordinary shares
Weighted average number of ordinary shares
used to compute earnings per share
Earnings per ordinary share
Before exceptional items
After exceptional items
Number of Shares
’000
Number of Shares
’000
1,590,353
-
1,590,353
5,614
1,580,786
-
1,580,786
11,199
1,590,353
1,595,967
1,580,786
1,591,985
69.0 cts
69.0 cts
68.7 cts
68.8 cts
64.9 cts
71.5 cts
64.3 cts
70.4 cts
188
Keppel Corporation Limited
Report to Shareholders 2008
30. Dividends
The Directors are pleased to recommend a final dividend of 21 cents per share tax exempt one-tier (2007: final dividend of
10 cents per share tax exempt one-tier and special dividend of 45 cents per share tax exempt one-tier) in respect of the
financial year ended 31 December 2008 for approval by shareholders at the next Annual General Meeting to be convened.
Together with the interim dividend of 14 cents per share tax exempt one-tier (2007: 9 cents per share comprising 1.5
cents per share less tax and 7.5 cents per share tax exempt one-tier), total dividends paid and proposed in respect
of the financial year ended 31 December 2008 will be 35 cents per share tax exempt one-tier (2007: 64 cents per
share comprising 1.5 cents per share less tax and 62.5 cents per share tax exempt one-tier which included the special
dividend).
During the financial year, the following dividends were paid:
A final dividend of 10 cents per share tax exempt one-tier on the issued
and fully paid ordinary shares in respect of the previous financial year
A special dividend of 45 cents per share tax exempt one-tier on the issued
and fully paid ordinary shares in respect of the previous financial year
An interim dividend of 14 cents per share tax exempt one-tier on the issued
and fully paid ordinary shares in respect of the current financial year
31. Acquisition of subsidiary
The following subsidiary was acquired during the financial year:
$’000
159,065
715,794
222,884
1,097,743
Name of subsidiary
Sunseascan Investment (HK)
Company Limited
Date of
acquisition
Gross interest
before
acquisition
Interest
acquired
Gross interest
after
acquisition
Net assets
acquired
$’000
Consideration
$’000
11.4.2008
-
80%
80%
1,400
1,400
Loss of the acquired subsidiary from the date of acquisition to 31 December 2008 amounted to $331,000. There is no
material impact to Group revenue and attributable profit before exceptional items if the acquisitions had occurred on 1
January 2008.
Details of net assets acquired are disclosed in the Consolidated Cash Flow Statement.
Notes to the Financial Statements
189
Notes to the Financial Statements
32. Commitments
(a)
Capital commitments
Capital expenditure not provided for in the financial statements:
In respect of contracts placed:
- for purchase and construction of development properties
- for purchase of other fixed assets
- for purchase/subscription of shares in other companies
Amounts approved by Directors in addition to contracts placed:
- for purchase and construction of development properties
- for purchase of other fixed assets
- for purchase/subscription of shares in other companies
Less: Minority shareholders’ shares
Group
2008
$’000
2007
$’000
2,115,095
62,948
673,238
1,476,307
25,765
315,916
1,730,102
98,431
10,579
4,690,393
(1,474,240)
2,824,886
175,948
227,877
5,046,699
(1,666,324)
3,216,153
3,380,375
There was no future capital expenditure/commitment of the Company.
(b)
Lessee’s lease commitments
The Group leases land and office buildings from non-related parties under non-cancellable operating lease
agreements. The leases have varying terms, escalation clauses and renewal rights. The future minimum lease
payable in respect of significant non-cancellable operating leases as at the end of the financial year are as follows:
Years after year-end:
Within one year
From two to five years
After five years
Group
2008
$’000
2007
$’000
Company
2008
$’000
50,651
149,898
633,376
52,087
161,839
601,713
833,925
815,639
188
88
- -
276
2007
$’000
1,452
604
2,056
(c)
Lessor’s lease commitments
The Group leases out commercial space to non-related parties under non-cancellable operating leases. The future
minimum lease receivable in respect of significant non-cancellable operating leases as at the end of the financial
year are as follows:
Years after year-end:
Within one year
From two to five years
After five years
Group
2008
$’000
2007
$’000
Company
2008
$’000
2007
$’000
149,043
166,220
48,729
124,224
155,594
43,802
363,992
323,620
- -
- -
- -
- -
Some of the operating leases are subject to revision of lease rentals at periodic intervals. For the purposes of the
above, the prevailing lease rentals are used.
190
Keppel Corporation Limited
Report to Shareholders 2008
33. Contingent liabilities (unsecured)
Guarantees in respect of banks and other loans
granted to subsidiaries and associated companies
Performance guarantees issued for contracts
awarded to subsidiaries and associated companies
Bank guarantees
Others
Group
2008
$’000
2007
$’000
Company
2008
$’000
2007
$’000
27,001
24,772
741,413
427,080
300
300
60,533
53,573
47,912
59,584
- -
- -
- -
135,746
138,229
741,413
427,080
The financial effects of FRS 39 relating to financial guarantee contracts issued by the Company are not material to the
financial statements of the Company and therefore are not recognised.
The Directors do not expect material losses under these guarantees.
34. Significant related party transactions
In addition to the related party information disclosed elsewhere in the financial statements, there were the following
significant related party transactions which were carried out in the normal course of business on terms agreed between
the parties during the financial year:
Sale of residential properties to directors and their associates
35.
Financial risk management
Group
2008
$’000
2007
$’000
-
17,447
The Group operates internationally and is exposed to a variety of financial risks, comprising market risk (including currency
risk, interest rate risk and price risk), credit risk and liquidity risk. Financial risk management is carried out by the Keppel
Group Treasury Department in accordance with established policies and guidelines. These policies and guidelines are
established by the Group Central Finance Committee and are updated to take into account changes in the operating
environment. This committee is chaired by the Group Finance Director and comprises Chief Financial Officers of the
Group’s key operating companies and Head Office specialists.
Market Risk
(i)
Currency risk
The Group has receivables and payables denominated in foreign currencies viz US dollars, European and other
Asian currencies. The Group’s foreign currency exposures arise mainly from the exchange rate movement of these
foreign currencies against the Singapore dollar, which is the Group’s presentation currency. To hedge against
the volatility of future cash flows caused by changes in foreign currency rates, the Group utilises forward foreign
currency contracts and other foreign currency hedging instruments to hedge the Group’s exposure to specific
currency risks relating to investments, receivables, payables and other commitments. Group Treasury Department
monitors the current and projected foreign currency cash flow of the Group and aims to reduce the exposure of
the net position in each currency by borrowing in foreign currency and other currency contracts where appropriate.
As at the end of the financial year, the Group has outstanding forward foreign exchange contracts with notional
amounts totalling $4,261,980,000 (2007: $4,981,064,000). The net negative fair value of forward foreign
exchange contracts is $95,027,000 (2007: net positive fair value of $143,828,000) comprising assets of
$64,728,000 (2007: $157,845,000) and liabilities of $159,755,000 (2007: $14,017,000). These amounts are
recognised as derivative financial instruments in debtors (Note 15) and creditors (Note 18).
Notes to the Financial Statements
191
Notes to the Financial Statements
35.
Financial risk management (continued)
As at the end of the financial year, the Company has outstanding forward foreign exchange contracts with
notional amounts totalling $4,146,968,000 (2007: $4,936,711,000). The net negative fair value of forward
foreign exchange contracts is $99,345,000 (2007: net positive fair value of $141,801,000) comprising assets of
$58,675,000 (2007: $155,753,000) and liabilities of $158,020,000 (2007: $13,952,000). These amounts are
recognised as derivative financial instruments in debtors (Note 15) and creditors (Note 18).
Other than the above hedged foreign currency contracts, the unhedged currency exposure of financial assets and
financial liabilities denominated in currencies other than the respective entities’ functional currencies are as follows:
USD
$’000
2008
Euro
$’000
Others
$’000
USD
$’000
2007
Euro
$’000
Others
$’000
Group
Financial Assets
Debtors
140,815
Investments
20,472
Bank balances, deposits & cash 141,310
Financial Liabilities
Creditors
Term loans
44,848
21,303
3,945
-
190,327
65,169
124,330
290,970
65,237
30,175
66,335
10,938
21,018
232,499
135,160
372,013
194,466
18,601
-
108,433
13,685
45,557
109,370
23,999
-
168,915
32,650
Company
Financial Assets
Debtors
Bank balances, deposits & cash
Financial Liabilities
Creditors
-
95,896
17
25,320
611
33,403
621
-
267
186
16
93
2,088
-
587
3,526
-
98
Sensitivity analysis for currency risk
If the relevant foreign currency change against SGD by 5% (2007: 5%) with all other variables held constant, the
effects will be as follows:
Group
USD against SGD
- Strengthened
- Weakened
Euro against SGD
- Strengthened
- Weakened
Company
USD against SGD
- Strengthened
- Weakened
Euro against SGD
- Strengthened
- Weakened
Profit after tax
Equity
2008
$’000
2007
$’000
2008
$’000
2007
$’000
1,510
(1,510)
956
(956)
10,739
(10,739)
8,753
(8,753)
4,739
(4,739)
1,264
(1,264)
(1,161)
1,161
123
(123)
6
(6)
105
(105)
1,018
(1,018)
-
-
- -
- -
- -
- -
192
Keppel Corporation Limited
Report to Shareholders 2008
(ii)
Interest rate risk
The Group is exposed to interest rate risk for changes in interest rates primarily for debt obligations, placements in
the money market and investments in bonds. The Group policy is to maintain a mix of fixed and variable rate debt
instruments with varying maturities. Where necessary, the Group uses derivative financial instruments to hedge
interest rate risks.
The Group purchases interest rate caps to hedge the interest rate risk exposure arising from its US$ and S$
variable rate term loans (Note 20). As at the end of the financial year, the Group has the following outstanding
interest rate cap agreements.
Year
2008
2007
Notional amount
Maturity
Interest rate caps
$52,708,000
2009 - 2011
$58,131,000
2009 - 2011
1.8% - 3%
1.8% - 3%
The positive fair values of interest rate caps for the Group are $265,000 (2007: $493,000). This amount is
recognised as derivative financial instruments in debtors (Note 15).
The Group enters into interest rate swap agreements to hedge the interest rate risk exposure arising from its
S$ variable rate term loans (Note 20). As at the end of the financial year, the Group has interest rate swap
agreements with notional amount totalling $348,011,000 (2007: $625,995,000) whereby it receives variable rates
equal to SIBOR (2007: SIBOR) and pays fixed rates of between 3.19% and 3.50% (2007: 2.83% and 3.50%) on
the notional amount.
The net negative fair value of interest rate swaps for the Group is $26,161,000 (2007: $4,113,000) comprising
assets of $3,495,000 (2007: $2,292,000) and liabilities of $29,656,000 (2007: $6,405,000). These amounts are
recognised as derivative financial instruments in debtors (Note 15) and creditors (Note 18).
Sensitivity analysis for interest rate risk
If interest rates increase/decrease by 0.5% (2007: 0.5%) with all other variables held constant, the Group’s and
Company’s profit after tax would have been lower/higher by $4,169,000 (2007: $4,618,000) and $1,230,000
(2007: $2,174,000) respectively as a result of higher/lower interest expense on floating rate loans.
(iii)
Price risk
The Group hedges against fluctuations arising on the purchase of natural gas that affect cost. Exposure to price
fluctuations is managed via fuel oil forward contracts, whereby the price of natural gas is indexed to a benchmark
fuel price index, High Sulphur Fuel Oil (HSFO) 180-CST. As at the end of the financial year, the Group has
outstanding HSFO forward contracts with notional amounts totalling $181,080,000 (2007: $165,638,000). The
net negative fair value of HSFO forward contracts for the Group is $73,977,000 (2007: net positive fair value
of $8,016,000) comprising assets of $3,128,000 (2007: $18,755,000) and liabilities of $77,105,000 (2007:
$10,739,000). These amounts are recognised as derivative financial instruments in debtors (Note 15) and
creditors (Note 18).
The Group is exposed to equity securities price risk arising from equity investments classified as investments
held for trading and available-for-sale investments. To manage its price risk arising from investments in equity
securities, the Group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set
by the Group.
Sensitivity analysis for price risk
If prices for HSFO increase/decrease by 5% (2007: 5%) with all other variables held constant, the Group’s hedging
reserve in equity would have been higher/lower by $3,677,000 (2007: $4,365,000) as a result of fair value changes
on cash flow hedges.
If prices for quoted investments increase/decrease by 5% (2007: 5%) with all other variables held constant, the
Group’s profit after tax would have been higher/lower by $1,988,000 (2007: $4,661,000) as a result of higher/
lower fair value gains on investments held for trading, and the Group’s fair value reserve in equity would have been
higher/lower by $14,066,000 (2007: $34,524,000) as a result of higher/lower fair value gains on available-for-sale
investments.
Notes to the Financial Statements
193
Notes to the Financial Statements
35.
Financial risk management (continued)
Credit Risk
Credit risk refers to the risk that debtors will default on their obligation to repay the amount owing to the Group.
A substantial portion of the Group’s revenue is on credit terms or stage of completion. These credit terms are
normally contractual. The Group adopts stringent procedures on extending credit terms to customers and on the
monitoring of credit risk. The credit policy spells out clearly the guidelines on extending credit terms to customers,
including monitoring the process and using related industry’s practices as reference. This includes assessment
and valuation of customers’ credit reliability and periodic review of their financial status to determine the credit
limits to be granted. Customers are also assessed based on their historical payment records. Where necessary,
customers may also be requested to provide security or advance payment before services are rendered. The
Group’s policy does not permit non-secured credit risk to be significantly centralised in one customer or a group of
customers.
The maximum exposure to credit risk is the carrying amount of financial assets which are mainly trade debtors and
bank balances, deposits and cash.
(i)
Financial assets that are neither past due nor impaired
Trade debtors that are neither past due nor impaired are substantially companies with good collection track
record with the Group. Bank deposits, forward foreign exchange contracts, interest rate caps and interest
rate swaps are mainly transacted with banks of high credit ratings assigned by international credit-rating
agencies.
(ii)
Financial assets that are past due but not impaired/partially impaired
The age analysis of trade debtors past due but not impaired/partially impaired is as follows:
Past due 0 to 3 months but not impaired
Past due 3 to 6 months but not impaired
Past due over 6 months and partially impaired
Group
2008
$’000
2007
$’000
365,317
108,138
76,367
241,917
22,675
37,816
549,822
302,408
Trade debtors that are individually determined to be impaired at the balance sheet date relate to debtors
that are in significant financial difficulties and have defaulted on payments.
Information relating to the provision for doubtful debts is given in Note 15.
Liquidity Risk
Prudent liquidity risk management requires the Group to maintain sufficient cash and marketable securities,
internally generated cash flows, and the availability of funding resources through an adequate amount of
committed credit facilities. Group Treasury also maintains a mix of short-term money market borrowings and
medium/long term loans to fund working capital requirements and capital expenditures/investments. Due to the
dynamic nature of business, the Group maintains flexibility in funding by ensuring that ample working capital lines
are available at any one time.
194
Keppel Corporation Limited
Report to Shareholders 2008
Information relating to the maturity profile of loans is given in Note 20.
The following table details the liquidity analysis for derivative financial instruments of the Group and the Company
based on contractual undiscounted cash inflows/(outflows).
Group
2008
Gross-settled forward foreign exchange contracts
- Receipts
- Payments
Net-settled HSFO forward contracts
- Receipts
- Payments
2007
Gross-settled forward foreign exchange contracts
- Receipts
- Payments
Net-settled HSFO forward contracts
- Receipts
- Payments
Company
2008
Gross-settled forward foreign exchange contracts
- Receipts
- Payments
2007
Gross-settled forward foreign exchange contracts
- Receipts
- Payments
Within
one year
Within
one to
two years
Within
two to
five years
2,848,157
(2,899,778)
1,180,269
(1,224,123)
109,091
(116,213)
3,128
(73,463)
-
(3,642)
-
-
2,911,183
(2,837,401)
1,251,510
(1,236,732)
887,848
(905,494)
17,106
(8,878)
1,482
(1,861)
167
-
2,782,373
(2,836,179)
1,146,506
(1,192,551)
94,169
(101,915)
2,873,701
(2,801,616)
1,242,376
(1,228,165)
887,848
(905,494)
Capital Risk
The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern
and to maintain an optimal capital structure so as to maximise shareholder value. In order to maintain or achieve
an optimal capital structure, the Group may adjust the amount of dividend payment, return capital to shareholders,
issue new shares, obtain new borrowings or sell assets to reduce borrowings.
Management monitors capital based on the Group net cash/(gearing). The Group net cash/(gearing) is calculated
as net cash/(borrowings) divided by total capital. Net cash/(borrowings) are calculated as bank balances, deposits
& cash (Note 17) less total term loans (Note 20) plus bank overdrafts (Note 21). Total capital refers to capital
employed under equity.
Net cash/(borrowings)
Total capital
Group net cash/(gearing)
Group
2008
$’000
2007
$’000
274,668
(633,547)
6,748,507
7,035,192
0.04x
(0.09x)
Notes to the Financial Statements
195
Notes to the Financial Statements
36. Segment analysis
2008
Business segment
Offshore & Marine
$’000
Property
$’000
Infrastructure
$’000
Investments
$’000
Elimination
$’000
Total
$’000
Revenue
External sales
Inter-segment sales
Total
Results
Operating profit
Net investment income &
interest income
Share of results of
associated companies
Profit before tax &
exceptional items
Exceptional items
Profit before taxation
Taxation
Profit for the year
Attributable to:
Shareholders of Company
Profit before exceptional items
Exceptional items
Minority interests
Other information
Segment assets
Investment in
associated companies
Total
Segment liabilities
Net tax provision &
deferred taxation
Total
8,569,185
-
8,569,185
949,589
2,543
952,132
2,232,549
202,219
2,434,768
54,103
61,683
115,786
- 11,805,426
(266,445)
-
(266,445) 11,805,426
837,155
325,655
49,895
(6,396)
32,165
1,238,474
61,868
(31,152)
(14,195)
20,062
(32,165)
4,418
43,613
70,852
34,032
205,460
942,636
(6,209)
936,427
(197,206)
739,221
365,355
27,372
392,727
(52,089)
340,638
704,687
(6,209)
698,478
40,743
739,221
156,528
15,393
171,921
168,717
340,638
69,732
1,404
71,136
1,250
72,386
63,078
2,109
65,187
7,199
72,386
219,126
(9,975)
209,151
(39,985)
169,166
172,360
(9,975)
162,385
6,781
169,166
-
-
-
-
-
-
-
-
-
-
-
353,957
1,596,849
12,592
1,609,441
(288,030)
1,321,411
1,096,653
1,318
1,097,971
223,440
1,321,411
6,478,191
7,155,753
1,961,737
4,764,985
(6,815,254) 13,545,412
96,097
6,574,288
1,833,132
8,988,885
180,203
2,141,940
1,091,599
5,856,584
3,201,031
(6,815,254) 16,746,443
-
5,187,100
5,160,816
1,664,419
4,075,623
(6,815,254)
9,272,704
256,611
5,443,711
388,034
5,548,850
48,401
1,712,820
32,186
4,107,809
-
(6,815,254)
725,232
9,997,936
Net assets
1,130,577
3,440,035
429,120
1,748,775
Capital expenditure
Depreciation & amortisation
272,023
95,102
97,738
11,061
29,154
32,369
683
546
-
-
-
6,748,507
399,598
139,078
Geographical segment
Far East &
other ASEAN
countries
$’000
Singapore
$’000
America
$’000
Other
countries
$’000
Elimination
$’000
Total
$’000
External sales
Segment assets
Capital expenditure
8,180,820
9,736,803
313,825
1,087,630
3,351,406
37,568
1,688,961
911,241
26,067
848,015
495,615
22,138
- 11,805,426
(949,653) 13,545,412
399,598
-
196
Keppel Corporation Limited
Report to Shareholders 2008
2007
Business segment
Revenue
External sales
Inter-segment sales
Total
Results
Operating profit
Net investment income &
interest income
Share of results of
associated companies
Profit before tax &
exceptional items
Exceptional items
Profit before taxation
Taxation
Profit for the year
Attributable to:
Shareholders of Company
Profit before exceptional items
Exceptional items
Minority interests
Other information
Segment assets
Investment in
associated companies
Total
Segment liabilities
Net tax provision &
deferred taxation
Total
Offshore & Marine
$’000
Property
$’000
Infrastructure
$’000
Investments
$’000
Elimination
$’000
Total
$’000
7,258,364
-
7,258,364
1,834,886
2,540
1,837,426
1,276,929
131,762
1,408,691
61,071
52,647
113,718
- 10,431,250
(186,949)
-
(186,949) 10,431,250
570,007
440,062
10,942
13,442
16,196
1,050,649
98,476
(35,419)
(4,784)
(13,378)
(16,196)
28,699
31,662
66,840
44,940
333,440
700,145
(81,011)
619,134
(141,756)
477,378
471,483
810,121
1,281,604
(249,751)
1,031,853
51,098
(165,616)
(114,518)
(18,065)
(132,583)
333,504
1,439
334,943
(59,063)
275,880
522,323
(81,011)
441,312
36,066
477,378
209,387
350,543
559,930
471,923
1,031,853
26,410
(165,866)
(139,456)
6,873
(132,583)
267,476
1,439
268,915
6,965
275,880
-
-
-
-
-
-
-
-
-
-
-
476,882
1,556,230
564,933
2,121,163
(468,635)
1,652,528
1,025,596
105,105
1,130,701
521,827
1,652,528
5,628,504
6,991,699
1,684,391
4,654,856
(6,302,862) 12,656,588
88,058
5,716,562
1,710,317
8,702,016
143,695
1,828,086
1,198,524
5,853,380
3,140,594
(6,302,862) 15,797,182
-
4,200,951
5,245,833
1,412,510
3,464,725
(6,302,862)
8,021,157
279,676
4,480,627
402,171
5,648,004
18,311
1,430,821
40,675
3,505,400
-
(6,302,862)
740,833
8,761,990
Net assets
1,235,935
3,054,012
397,265
2,347,980
Capital expenditure
Depreciation & amortisation
193,983
78,453
25,005
12,784
36,542
33,916
379
539
-
-
-
7,035,192
255,909
125,692
Geographical segment
Far East &
other ASEAN
countries
$’000
Singapore
$’000
America
$’000
Other
countries
$’000
Elimination
$’000
Total
$’000
External sales
Segment assets
Capital expenditure
7,473,211
9,247,609
180,930
1,062,871
2,929,664
43,943
1,323,231
860,011
19,008
571,937
486,880
12,028
- 10,431,250
(867,576) 12,656,588
255,909
-
Notes to the Financial Statements
197
Notes to the Financial Statements
36. Segment analysis (continued)
Notes:
(a)
Business Segment
The Group’s businesses are grouped into four divisions: Offshore & Marine, Property, Infrastructure and
Investments. The Investments division consists mainly of the Group’s investments in SPC, k1 Ventures Ltd and
MobileOne Ltd. These four divisions are the basis on which the Group reports its primary segment information.
Pricing of inter-segment goods and services is at fair market value. Segment assets and liabilities are those used
in the operation of each division.
(b)
Geographical Segment
The Group operates in about 35 countries. Secondary segment information is provided by geographical segment
which is based on the locations in which the Group’s activities are carried out.
37. New accounting standards and recommended accounting practice
(a)
At the date of authorisation of the financial statements, the following FRS, INT FRS and amendments to FRS that
are relevant to the Group and the Company were issued but not yet effective:
FRS 1 (Revised)
FRS 23 (Revised)
FRS 108
Presentation of Financial Statements
Borrowing Costs
Operating Segments
The directors anticipate that the adoption of the above FRS, INT FRS and amendments to FRS in future periods
will not have a material impact on the financial statements of the Group and of the Company in the period of their
initial adoption.
(b)
RAP 11 Pre-Completion Contracts for the Sale of Development Property
The International Accounting Standards Board issued International Financial Reporting Interpretations Committee
(“IFRIC”) Interpretation 15 in July 2008 which becomes effective for financial years beginning on or after 1 January
2009. When adopted, the interpretation is to be applied retrospectively. It clarifies when and how revenue and
related expenses from the sale of a real estate unit should be recognised if an agreement between a developer and
a buyer is reached before construction of the real estate is completed. Furthermore, the interpretation provides
guidance on how to determine whether an agreement is within the scope of IAS 11 (Construction Contracts) or
IAS 18 (Revenue).
RAP 11 is still applicable in Singapore as IFRIC Interpretation 15 has not been adopted by the Accounting
Standards Council. RAP 11 was issued by the Institute of Certified Public Accountants of Singapore in October
2005. In the RAP, it is mentioned that a property developer’s sale and purchase agreement is not a construction
contract as defined in FRS 11 (Construction Contracts) and the percentage of completion (“POC”) method of
recognising revenue, which is allowed under FRS 11 for construction contracts, may not be applicable for property
developers. The relevant standard for revenue recognition by property developers is FRS 18 (Revenue), which
addresses revenue recognition generally for all types of entities. However, there is no clear conclusion in FRS
18 whether the POC method or the completion of construction (“COC”) method is more appropriate for property
developers.
198
Keppel Corporation Limited
Report to Shareholders 2008
The Group uses the POC method for recognising revenue from partly completed residential projects which are
held for sale. Had the COC method been adopted, the impact on the financial statements of the Group will be as
follows:
Decrease in opening revenue reserve
2008
$’000
2007
$’000
(239,573)
(82,054)
Increase/(decrease) in revenue recognised for the year
569,010
(717,910)
Increase/(decrease) in profit for the year
53,015
(157,519)
(Decrease)/increase in carrying value of property held for sale
Balance as at 1 January
Balance as at 31 December
(Decrease)/increase in minority interests
Balance as at 1 January
Share of profit for the year
38. Significant subsidiaries and associated companies
(98,341)
28,686
(195,546)
(98,341)
(205,194)
9,612
(81,818)
(123,376)
Information relating to significant subsidiaries consolidated in these financial statements and significant associated
companies whose results are equity accounted for is given in the following pages.
Notes to the Financial Statements
199
Significant Subsidiaries and Associated Companies
Gross
Interest
2008
%
Effective Equity
Interest
2008
%
2007
%
Cost of Investment
2007
2008
$’000
$’000
Country of
Incorporation
/Operation
Principal Activities
OFFSHORE & MARINE
Offshore
Subsidiaries
Keppel Offshore and Marine Ltd
100
100
100
801,720
801,720
Singapore
Investment holding
Keppel FELS Ltd
100
100
100
AmFELS Offshore Ltd(5)
100
100
100
AzerFELS Pte Ltd
BrasFELS SA(1a)
60
60
60
100
100
100
Caspian Shipyard Company Ltd(2a)
75
45
45
Deepwater Technology Group Pte Ltd
100
100
100
FELS Offshore Pte Ltd
100
100
100
Fornost Ltd(1a)
100
100
100
FSTP Brasil Ltda(1a)
75
75
75
FSTP Pte Ltd
75
75
75
Hygrove Investments Ltd(5)
100
100
100
Keppel AmFELS Inc(4)
100
100
100
Keppel FELS Baltech Ltd(4)
100
100
100
Keppel FELS Brasil SA(1a)
100
100
100
Keppel FELS Offshore & Engineering
Services Mumbai Pte Ltd(4)
100
100
100
Keppel Norway A/S(1a)
100
100
100
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
Singapore
Construction, fabrication and repair of
offshore production facilities and drilling
rigs, power barges, specialised vessels
and other offshore production facilities
#
#
#
BVI/Mexico
Holding of long-term investments
Singapore
Holding of long-term investments
Brazil
Engineering, construction and fabrication
of platforms for the oil and gas sector,
shipyard works and other general
business activities
#
Azerbaijan
Construction and repair of offshore
drilling rigs
#
Singapore
Research and experimental development
on deepwater engineering
#
#
Singapore
Holding of long-term investments
HK
Holding of long-term investments and
provision of procurement services
#
Brazil
#
Singapore
Procurement of equipment and materials
for the construction of offshore production
facilities
Construction, fabrication and repair of
offshore production facilities and
drilling rigs
#
#
BVI/HK
Investment holding
USA
Construction and repair of offshore drilling
rigs and offshore production facilities
#
Bulgaria
#
Brazil
Marine-related engineering and
consultancy services
Engineering, construction and fabrication
of platforms for the oil and gas sector,
shipyard works and other general
business activities
#
India
Provision of engineering services
#
Norway
Construction and repair of offshore drilling
rigs and offshore production facilities
200
Keppel Corporation Limited
Report to Shareholders 2008
Gross
Interest
2008
%
Effective Equity
Interest
2008
%
2007
%
100
100
100
Keppel Offshore & Marine Technology
Centre Pte Ltd
Keppel Verolme BV(1a)
100
100
100
KV Enterprises BV(1a)
100
100
100
Marine & Offshore Protection &
Preservation BV(1a)
Offshore Technology Development
Pte Ltd
100
100
100
100
100
100
Regency Steel Japan Ltd(1a)
51
51
51
Willalpha Ltd(5)
100
100
100
Associated Companies
Asian Lift Pte Ltd
50
50
50
Keppel Kazakhstan LLP(4)
50
50
50
Marine
Subsidiaries
Keppel Shipyard Ltd
100
100
100
Keppel Philippines Marine Inc(1a)
96
96
83
Alpine Engineering Services Pte Ltd
100
100
100
Blastech Abrasives Pte Ltd
100
100
100
Keppel Cebu Shipyard Inc(1a)
100
96
83
Keppel Nantong Shipyard Company
Limited(4)
100
100
100
Keppel Singmarine Pte Ltd
100
100
100
Keppel Smit Towage Pte Ltd
51
51
51
KS Investments Pte Ltd
100
100
100
KSI Production Pte Ltd(5)
100
100
100
Maju Maritime Pte Ltd
51
51
51
Marine Technology Development
Pte Ltd
100
100
100
Country of
Incorporation
/Operation
Principal Activities
Cost of Investment
2007
2008
$’000
$’000
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
Singapore
Research & development
#
Netherlands
Construction and repair of offshore drilling
rigs and shiprepairs
#
#
Netherlands
Hiring and leasing of barges
Netherlands
Chamber blasting services and painting
and coating works
#
Singapore
Production of jacking systems and
provision of jacking analysis
#
Japan
Sourcing, fabricating and supply of
specialised steel components
#
BVI/Vietnam
Holding of long-term investments
#
Singapore
Provision of heavy-lift equipment and
related services
#
Kazakhstan
Construction and repair of offshore drilling
units and structures and specialised
vessels
#
Singapore
Shiprepairing, shipbuilding and marine
construction
#
#
#
#
#
#
#
#
#
#
#
Philippines
Shipbuilding and repairing
Singapore
Marine contracting
Singapore
Marine contracting
Philippines
Shipbuilding and repairing
China
Shipbuilding and repairing
Singapore
Shipbuilding and repairing
Singapore
Provision of towage services
Singapore
Holding of long-term investments
BVI/Norway
Holding of long-term investments
Singapore
Provision of towage services
Singapore
Provision of technical consultancy for ship
design and engineering works
Significant Subsidiaries and Associated Companies
201
Significant Subsidiaries and Associated Companies
Gross
Interest
2008
%
Effective Equity
Interest
2008
%
2007
%
Cost of Investment
2007
2008
$’000
$’000
Country of
Incorporation
/Operation
Principal Activities
Associated Companies
Arab Heavy Industries Public Joint
Stock Company(1a)
33
33
33
#
#
UAE
Shipbuilding and repairing
Consort Land Inc(1a)
33+
32+
27+
54
54
Philippines
Land holding company and power
distributor
Kejora Resources Sdn Bhd(4)
49
25
25
#
# Malaysia
Chartering tugs and other marine services
Subic Shipyard & Engineering Inc(1a)
46+
44+
38+
3,020
3,020
Philippines
Shipbuilding and repairing
PROPERTY
Subsidiaries
Keppel Land Ltd(2)
53
53
53
931,432
931,432
Singapore
Holding, management and
investment company
K-Reit Asia(2)
Evergro Properties Ltd(2)
75
85
55
45
53
38
Keppel Bay Pte Ltd
100+
86+
86+
Keppel Philippines Properties Inc(3)
79+
55+
50+
#
#
626
493
Alpha Investment Partners Ltd(2)
100
Avenue Park Development(2)
Bayfront Development Pte Ltd(2)
BCH Office Investment Pte Ltd(2)
Beijing Kingsley Property Development
Co Ltd(2a)
Bintan Bay Resort Pte Ltd(2)
Boulevard Development Pte Ltd(2)
Bukit Timah Hill Development
Pte Ltd(2)
Changzhou Fushi Housing
Development Pte Ltd(4)
Chengdu Hillwest Development
Co Ltd(2a)
Devonshire Development Pte Ltd(2)
DL Properties Ltd(2)
Dong Nai Waterfront City LLC(n)(2a)
Double Peak Holdings Ltd(5)
Doversdale Development Pte Ltd(2)
Duit Investments Ltd(2a)
53
28
53
53
53
48
53
53
53
28
53
53
53
48
53
53
52
100
100
100
90
100
100
100
45
38
100
53
53
60
65
50
100
100
100
32
34
27
53
53
53
32
34
-
53
53
53
#
#
Singapore
Real estate investment trust
Singapore
Property investment and development
626
Singapore
Property development
493
Philippines
Investment holding
#
#
#
#
#
#
#
#
Singapore
Fund management
Singapore
Property development
Singapore
Investment holding
Singapore
Investment holding
China
Property development
Singapore
Investment holding
Singapore
Investment holding
Singapore
Property development
#
China
Property development
#
China
Property development
#
#
-
#
#
#
Singapore
Property development
Singapore
Property investment
Vietnam
Property development
BVI/Singapore
Investment holding
Singapore
Investment holding
HK
Investment holding
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
202
Keppel Corporation Limited
Report to Shareholders 2008
Gross
Interest
2008
%
Effective Equity
Interest
2008
%
2007
%
Cost of Investment
2007
2008
$’000
$’000
Country of
Incorporation
/Operation
Principal Activities
Estella JV Co Ltd(1a)
Evansville Investment Pte Ltd(2)
International Centre(1a)
Jiangyin Evergro Properties Co Ltd(4)
KeplandeHub Ltd(2)
55
100
79
83
100
Keppel Al Numu Development Ltd(n)(2)
51
29
53
53
40
53
27
29
53
53
37
53
-
Keppel China Township Development
Pte Ltd(2)
100
53
53
Keppel Land (Hong Kong) Ltd(4)
Keppel Land (Saigon Centre) Ltd(4)
Keppel Land (Tower D) Pte Ltd(2)
Keppel Land Financial Services
Pte Ltd(2)
Keppel Land International Ltd(2)
Keppel Land Properties Pte Ltd(2)
Keppel Land Realty Pte Ltd(2)
Keppel Land Watco I Co Ltd(4)
Keppel Puravankara Development
Pvt Ltd(4)
Keppel Thai Properties Public
Co Ltd(2a)
Keppel Township Development
(Shenyang) Co Ltd(2a)
100
100
100
100
100
100
100
68
51
53
53
53
53
53
53
53
36
27
53
53
53
53
53
53
53
36
27
45
24
24
100
53
53
K-Reit Asia Investment Pte Ltd(2)
K-Reit Asia Management Ltd(2)
100
100
K-Reit Asia Property Management Ltd(2) 100
Le Vision Pte Ltd(2)
Merryfield Investment Pte Ltd(2)
Ocean & Capital Properties Pte Ltd(2)
Ocean Properties Pte Ltd(2)
OIL (Asia) Pte Ltd(2)
Pasir Panjang Realty Pte Ltd(2)
Pembury Properties Ltd(5)
PT Kepland Investama(1a)
PT Keppel Land(2a)
100
100
100
76
100
100
100
100
100
53
53
53
53
53
53
40
53
53
53
53
53
53
53
53
53
53
53
40
53
53
53
53
53
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
-
Vietnam
Property development
Singapore
Property development
Vietnam
Property investment
China
Property development
Singapore
Investment holding
Singapore/
Saudi Arabia
Property development
#
Singapore
Investment holding
#
#
#
#
#
#
#
#
#
HK
HK
Investment holding
Investment holding
Singapore
Property development and investment
Singapore
Financial services
Singapore
Property services
Singapore
Investment holding
Singapore
Property development and investment
Vietnam
Property investment and development
India
Property development
#
Thailand
Property development and investment
#
China
Property development
#
#
#
#
#
#
#
#
#
#
#
#
Singapore
Investment holding
Singapore
Property fund management
Singapore
Property management services
Singapore
Investment holding
Singapore
Investment holding
Singapore
Property and investment holding
Singapore
Property investment
Singapore
Investment holding
Singapore
Investment holding
BVI/Singapore
Investment holding
Indonesia
Property investment and development
Indonesia
Property services and development
and investment
Significant Subsidiaries and Associated Companies
203
Significant Subsidiaries and Associated Companies
Gross
Interest
2008
%
Effective Equity
Interest
2008
%
2007
%
Cost of Investment
2007
2008
$’000
$’000
Country of
Incorporation
/Operation
Principal Activities
PT Mitra Sindo Makmur(1a)
PT Mitra Sindo Sukses(1a)
PT Ria Bintan(1a)
PT Sentral Supel Perkasa(2a)
PT Sentral Tanjungan Perkasa(2a)
PT Straits-CM Village(1a)
Quang Ba Royal Park JV Co(4)
Red Vibrant Investments Ltd(5)
Riviera Core JV LLC(n)(2a)
Riviera Point LLC(n)(2a)
Saigon Centre Holdings Pte Ltd(2)
Saigon Centre Investment Ltd(5)
Saigon Riviera JV Co Ltd(2a)
Saigon Sports City(2a)
Shanghai Floraville Land Co Ltd(2a)
Shanghai Hongda Property
Development Co Ltd(2a)
Shanghai Merryfield Land Co Ltd(2a)
Shanghai Minghong Property
Co Ltd(2a)
Shanghai Pasir Panjang Land
Co Ltd(2a)
Sherwood Development Pte Ltd(2)
Spring City Resort Pte Ltd(2)
Straits Greenfield Ltd(4)
Straits Properties Ltd(2)
Straits Property Investments Pte Ltd(2)
100
Straits-CM Village Hotel Pte Ltd(2)
Straits-KMP (HK) Ltd(4)
Third Dragon Development Pte Ltd(2)
Tianjin Merryfield Property
Development Co Ltd(2a)
Waterville Investment Pte Ltd(2)
Wiseland Investment Myanmar Ltd(4)
85
51
100
100
100
100
51
51
100
80
80
100
70
100
60
75
100
100
90
100
99
100
99
99
27
27
24
42
42
21
34
53
32
40
53
53
48
48
52
53
52
52
27
27
24
42
42
21
34
53
-
-
53
53
48
48
52
53
52
52
99
52
52
100
100
100
100
53
53
53
53
53
21
27
45
53
53
53
53
53
53
53
53
21
27
38
53
53
53
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
-
-
#
#
#
#
#
#
#
#
Indonesia
Property development and investment
Indonesia
Property development and investment
Indonesia
Golf course ownership and operation
Indonesia
Property investment and development
Indonesia
Property development
Indonesia
Hotel ownership and operations
Vietnam
Property investment
BVI/Vietnam
Investment holding
Vietnam
Property development
Vietnam
Property investment
Singapore
Investment holding
BVI/HK
Investment holding
Vietnam
Property development
Vietnam
Property development
China
China
China
China
Property development
Property development
Property development
Property development
#
China
Property development
#
#
Singapore
Property development
Singapore
Investment holding
# Myanmar
Hotel ownership and operations
#
#
#
#
#
#
Singapore
Property development and investment
Singapore
Investment holding
Singapore
Investment holding
HK
Investment holding
Singapore
Investment holding
China
Property development
#
Singapore
Investment holding
# Myanmar
Hotel ownership and operations
FELS Property Holdings Pte Ltd
100
100
100
70,214
70,214
Singapore
Investment holding
Brightway Property Pte Ltd
100
100
100
#
#
Singapore
Property investment
204
Keppel Corporation Limited
Report to Shareholders 2008
Gross
Interest
2008
%
Effective Equity
Interest
2008
%
2007
%
Cost of Investment
2007
2008
$’000
$’000
Country of
Incorporation
/Operation
Principal Activities
FELS SES International Pte Ltd
100+
85+
85+
Petro Tower Ltd(4)
Alpha Real Estate Securities Fund
76
98
64
98
64
98
7
#
#
7
#
#
Singapore
Investment holding
Vietnam
Property investment
Singapore
Investment holding
Esqin Pte Ltd
100
100
100
11,001
11,001
Singapore
Investment holding
Harbourfront One Pte Ltd
Keppel Group Eco-City Investments
Pte Ltd(n)
70
65
100
100
65
-
#
20
#
-
Singapore
Property development
Singapore
Investment holding
Keppel (USA) Inc(5)
100
100
100
9,702
9,702
USA
Investment holding
Keppel Houston Group LLC(5)
100
86
86
Keppel Kunming Resort Ltd(4)
100
100
100
#
4
#
4
USA
HK
Property investment
Property investment
Keppel Point Pte Ltd
100+
86+
86+ 122,785
122,785
Singapore
Property development and investment
Keppel Real Estate Investment
Pte Ltd
Associated Companies
Asia No. 1 Property Fund Ltd(1a)
Asia Real Estate Fund Management
Ltd(2)
BFC Development Pte Ltd(2)
Bugis City Holdings Pte Ltd(2)
Central Boulevard Development
Pte Ltd(2)
China World Investments Pte Ltd(2)
CityOne Development (Wuxi)
Co Ltd(2a)
CityOne Township Development
Pte Ltd(2)
EM Services Pte Ltd(4)
Harbourfront Three Pte Ltd(4)
Harbourfront Two Pte Ltd(4)
Keppel Magus Development Pvt Ltd(4)
Kingsdale Development Pte Ltd(2)
One Raffles Quay Pte Ltd(2)
Parksville Development Pte Ltd(2)
PT Pantai Indah Tateli(2a)
PT Pulomas Gemala Misori(4)
PT Purimas Straits Resort(4)
100
100
100
50,000
50,000
Singapore
Investment holding
10
50
33
31
33
50
50
5
27
17
16
17
27
27
5
27
17
16
17
27
27
50
27
27
25
39
39
38
50
33
50
50
25
25
13
33
33
20
27
17
27
27
13
13
13
33
33
20
27
17
27
27
13
13
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
#
Guernsey
Property investment
Singapore
Fund management
Singapore
Property development
Singapore
Under liquidation
Singapore
Property development
Singapore
Investment holding
China
Property development
#
Singapore
Investment holding
#
#
#
#
#
#
#
#
#
#
Singapore
Property management
Singapore
Property development
Singapore
Property development
India
Property development
Singapore
Investment holding
Singapore
Property development
Singapore
Property investment
Indonesia
Property development
Indonesia
Development of holiday resort
Indonesia
Development of holiday resort
Significant Subsidiaries and Associated Companies
205
Significant Subsidiaries and Associated Companies
Gross
Interest
2008
%
Effective Equity
Interest
2008
%
2007
%
Cost of Investment
2007
2008
$’000
$’000
Country of
Incorporation
/Operation
Principal Activities
20
40
25
25
11
21
13
13
11
21
13
13
#
#
#
#
#
Indonesia
Property investment
# Malaysia
Property investment
#
#
Singapore
Investment holding
Singapore
Investment holding
PT Purosani Sri Persada(4)
Renown Property Holdings (M)
Sdn Bhd(2a)
SAFE Enterprises Pte Ltd(4)
Suzhou Property Development
Pte Ltd(4)
INFRASTRUCTURE
Power Generation
Subsidiaries
Keppel Energy Pte Ltd
100
100
100
330,914
280,914
Singapore
Investment holding
Corporacion Electrica
Nicaraguense SA(1a)
100
100
100
Dawley Developments Ltd(5)
100
100
100
Keppel Electric Pte Ltd
100
100
100
Keppel Gas Pte Ltd
100
100
100
Keppel Merlimau Cogen Pte Ltd
100
100
100
New Energy Industrial Ltd(5)
100
100
100
Okachi Investments Ltd(5)
100
100
100
Rodeo Power Pte Ltd
100
100
100
Termoguayas Generation SA(1a)
100
100
100
#
#
#
#
#
#
#
#
#
#
Nicaragua
Commercial power generation
#
#
#
#
#
#
#
#
BVI/HK
Holding of long-term investments
Singapore
Electricity, energy and power supply
and investment holding and general
wholesale trade
Singapore
Purchase and sale of gaseous fuels
Singapore
Holding of long-term investments,
generation and supply of electricity
BVI/Ecuador
Holding of long-term investments
BVI/HK
Holding of long-term investments
Singapore
Holding of long-term investments
Ecuador
Commercial power generation
Environmental Engineering
Subsidiaries
Keppel Integrated Engineering Ltd
100
100
100
171,574
163,574
Singapore
Investment holding
Keppel Seghers Engineering
Singapore Pte Ltd
100
100
100
Brixworth Group Ltd(5)
100
100
100
FELS Cranes Pte Ltd
100
100
100
Keppel FMO Pte Ltd
100
100
100
Keppel Prince Engineering Pty Ltd(2a)
100
100
100
#
#
#
#
#
#
Singapore
Fabrication of steel structures, mechanical
and electrical works and engineering
services specialising in treatment plants
#
#
BVI
Trading in industrial goods
Singapore
Fabrication of heavy cranes and provision
of marine-related equipment
#
Singapore
Construction, project and facilities
management and operational
maintenance of industrial and commercial
complexes
#
Australia
Metal fabrication
206
Keppel Corporation Limited
Report to Shareholders 2008
Gross
Interest
2008
%
Effective Equity
Interest
2008
%
2007
%
Cost of Investment
2007
2008
$’000
$’000
Country of
Incorporation
/Operation
Principal Activities
Keppel Sea Scan Pte Ltd
100
100
100
Keppel Seghers Belgium NV(1a)
100
100
100
Keppel Seghers Holdings Pte Ltd
100
100
100
Keppel Seghers Hong Kong Ltd(1a)
100
100
100
Keppel Seghers NeWater
Development Co Pte Ltd
100
100
100
Keppel Seghers Tuas Waste-to-Energy 100
Plant Pte Ltd
100
100
Associated Companies
GE Keppel Energy Services Pte Ltd(2)
50
50
50
Tianjin Eco-City Energy Investment &
Construction Co Ltd(n)
20
20
-
#
#
#
#
#
#
#
#
#
Singapore
#
Belgium
Trading and installation of hardware,
industrial, marine and building-related
products, leasing and provision
of services
Provider of services and solutions to
the environmental industry related to
solid waste, waste-water and
sludge management
#
#
Singapore
Investment holding
HK
Engineering contracting and
investment holding
#
Singapore
Collection, purification and distribution
of water
#
Singapore
Collection and treatment of solid waste
to generate green energy
#
Singapore
Precision engineering, repair, services
and agencies
-
Singapore
Investment and implementation of energy
and utilities related infrastructure
Network & Logistics
Subsidiaries
Keppel Telecommunications &
Transportation Ltd(2)
DataOne Asia Pte Ltd(2)
ECHO Broadband Gmbh(2a)
Keppel Communications Pte Ltd(2)
100
100
100
80
80
80
80
80
80
Keppel Logistics (Foshan) Ltd(4)
70
56
56
Keppel Logistics Pte Ltd(2)
Keppel Telecoms Pte Ltd(2)
100
100
80
80
80
80
Transware Distribution Services
Pte Ltd(2)
50
40
40
Trisilco Folec Sdn Bhd(2a)
55
44
44
80
80
80
397,647
397,647
Singapore
Investment, management and
holding company
#
#
#
#
#
#
#
#
#
#
#
Singapore
Investment holding
Germany
Broadband network services
Singapore
Trading and provision of communications
systems and accessories
#
China
Shipping operations, warehousing
and distribution
#
#
Singapore
Warehousing and distribution
Singapore
Telecommunications services and
investment holding
#
Singapore
Warehousing and distribution
# Malaysia
Trading and provision of communications
systems and accessories
Significant Subsidiaries and Associated Companies
207
Significant Subsidiaries and Associated Companies
Gross
Interest
2008
%
Effective Equity
Interest
2008
%
2007
%
Cost of Investment
2007
2008
$’000
$’000
Country of
Incorporation
/Operation
Principal Activities
Associated Companies
Advanced Research Group Co Ltd(2a)
Asia Airfreight Terminal Company Ltd(4)
Citadel 100 Datacenters Ltd
(formerly Premier Data Centres Ltd)(4)
Computer Generated Solutions Inc(4)
Radiance Communications Pte Ltd(2)
45
10
50
21
50
36
8
40
17
40
36
8
40
17
40
SVOA Public Company Ltd(2a)
32
26
26
Trisilco Radiance Communications
Sdn Bhd(2a)
40
32
32
Wuhu Annto Logistics Company Ltd(4)
35
28
28
INVESTMENTS
Subsidiaries
Keppel Philippines Holdings Inc(3)
54+
54+
53+
China Canton Investments Ltd
k1 eBiz Holdings Pte Ltd
75
-
75
56
-
100
#
#
#
#
#
#
#
#
-
#
-
#
#
#
#
#
Thailand
IT publication and business information
HK
Operation of air cargo handling terminal
Ireland
Provision of internet service exchange
USA
IT consulting and outsourcing provider
Singapore
Distribution and maintenance of
communications equipment and systems
#
Thailand
# Malaysia
Distribution of IT products and
telecommunications services
Sales, installation and maintenance of
telecommunications systems, equipment
and accessories
#
China
Transportation, warehousing and
distribution
-
#
Philippines
Investment holding
Singapore
Investment holding
1,814
Singapore
Strike-off
Kep Holdings Ltd(5)
100+
100+
100+
10,480
10,480
BVI/HK
Investment company
Kephinance Investment (Mauritius)
Pte Ltd(4)
100
100
100
#
# Mauritius
Investment holding
Kephinance Investment Pte Ltd
100
100
100
90,000
90,000
Singapore
Investment holding
Kepital Management Ltd(4)
100
100
100
#
#
HK
Investment company
Kepmount Shipping (Pte) Ltd
100
100
100
4,000
4,000
Singapore
Investment holding
Keppel FELS Invest (HK) Ltd(4)
100
100
100
Keppel Investment Ltd
100
100
100
#
#
#
#
HK
Investment company
Singapore
Investment company
Keppel Oil & Gas Services Pte Ltd
100
100
100
116,609
116,609
Singapore
Investment holding
Kepventure Pte Ltd
100
100
100
16,160
16,160
Singapore
Investment holding
KI Investments (HK) Ltd(4)
100
100
100
KV Management Pte Ltd
100
100
100
Travelmore Pte Ltd
The Vietnam Investment Fund
(Singapore) Ltd
100
100
100
56
56
51
#
250
265
#
#
HK
Investment company
250
Singapore
Fund management
265
Singapore
Travel agency
#
Singapore
Venture fund investment
208
Keppel Corporation Limited
Report to Shareholders 2008
Gross
Interest
2008
%
Effective Equity
Interest
2008
%
2007
%
Cost of Investment
2007
2008
$’000
$’000
Country of
Incorporation
/Operation
Principal Activities
Associated Companies
Singapore Petroleum Company Ltd
45
45
45
#
#
#
#
Singapore
Petroleum refining, marketing,
distribution and trading of crude oil
and petroleum products
#
#
Singapore
Investment holding
Singapore
Telecommunications services
36
20
36
16
36
16
k1 Ventures Ltd
MobileOne Ltd(2)
Total
Subsidiaries
Associated Companies
3,135,903 3,079,697
3,074
3,074
Notes:
(i)
All the companies are audited by Deloitte & Touche LLP, Singapore except for the following:
(1a)
(2)
(2a)
(3)
(4)
(5)
Audited by overseas practice of Deloitte & Touche LLP;
Audited by Ernst & Young LLP, Singapore;
Audited by overseas practice of Ernst & Young LLP;
Audited by SyCip Gorres Velayo & Co, Philippines;
Audited by other firms of auditors (not significant associated companies and foreign subsidiaries); and
Not required to be audited by law in the country of incorporation and companies disposed, liquidated and struck off.
In accordance to Rule 716 of The Singapore Exchange Securities Trading Limited – Listing Rules, the Audit Committee and Board of Directors of the
Company confirmed that they are satisfied that the appointment of different auditors for its subsidiaries and significant associated companies would not
compromise the standard and effectiveness of the audit of the Company.
(ii)
+
The shareholdings of these companies are held jointly with other subsidiaries.
(iii)
#
The shareholdings of these companies are held by subsidiaries of Keppel Corporation Limited.
(iv)
(n) These companies were incorporated during the financial year.
(v)
The subsidiaries’ place of business is the same as its country of incorporation, unless otherwise specified.
(vi)
Abbreviations:
British Virgin Islands (BVI)
Hong Kong (HK)
United Arab Emirates (UAE)
United States of America (USA)
Significant Subsidiaries and Associated Companies
209
Statement by Directors
For the financial year ended 31 December 2008
We, CHOO CHIAU BENG and TEO SOON HOE being two Directors of Keppel Corporation Limited, do hereby state that in the
opinion of the Directors, the financial statements of the Group and the balance sheet and statement of changes in equity of the
Company as set out on pages 150 to 209 are drawn up so as to give a true and fair view of the state of affairs of the Group
and of the Company as at 31 December 2008, and of the results, changes in equity and cash flows of the Group and changes
in equity of the Company for the financial year then ended and at the date of this statement, there are reasonable grounds to
believe that the Company will be able to pay its debts as and when they fall due.
On behalf of the Board
Choo Chiau Beng
Chief Executive Officer
Singapore, 2 March 2009
Teo Soon Hoe
Group Finance Director
210
Keppel Corporation Limited
Report to Shareholders 2008
Independent Auditors’ Report
to the Members of Keppel Corporation Limited
For the financial year ended 31 December 2008
We have audited the accompanying financial statements of Keppel Corporation Limited (“Company”) and its subsidiaries
(“Group”) which comprise the balance sheets of the Group and the Company as at 31 December 2008, the profit and loss
account, statement of changes in equity and cash flow statement of the Group and the statement of changes in equity of the
Company for the year then ended, and a summary of significant accounting policies and other explanatory notes, as set out on
pages 150 to 209.
Management’s Responsibility
Management is responsible for the preparation and fair presentation of these financial statements in accordance with
the provisions of the Singapore Companies Act, Cap. 50 (the “Act”) and Singapore Financial Reporting Standards. This
responsibility includes: devising and maintaining a system of internal accounting controls sufficient to provide a reasonable
assurance that assets are safeguarded against loss from unauthorised use or disposition; and transactions are properly
authorised and that they are recorded as necessary to permit the preparation of true and fair profit and loss account and
balance sheet and to maintain accountability of assets; selecting and applying appropriate accounting policies; and making
accounting estimates that are reasonable in the circumstances.
Auditors’ Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in
accordance with Singapore Standards on Auditing. Those standards require that we comply with ethical requirements and plan
and perform the audit to obtain reasonable assurance 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 the auditor’s 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, the auditor considers
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,
(a)
the consolidated financial statements of the Group and the balance sheet and statement of changes in equity of the
Company are properly drawn up in accordance with the provisions of the Act and Singapore Financial Reporting
Standards so as to give a true and fair view of the state of affairs of the Group and of the Company as at 31 December
2008 and of the results, changes in equity and cash flows of the Group and changes in equity of the Company for the
year ended on that date; and
(b)
the accounting and other records required by the Act to be kept by the Company and by those subsidiaries incorporated
in Singapore of which we are the auditors have been properly kept in accordance with the provisions of the Act.
DELOITTE & TOUCHE LLP
Public Accountants and Certified Public Accountants
Singapore
Chaly Mah Chee Kheong
Partner
Appointed on 28 April 2006
2 March 2009
Independent Auditors’ Report
211
Interested Person Transactions
During the financial year, the following interested person transactions were entered into by the Group:
Name of interested person
Transaction for the Sale of Goods and Services
Keppel Corporation Limited Directors and their associates
Gas Supply Pte Ltd
PSA Corporation Group
Mount Faber Leisure Group
SembCorp Industries Group
SembCorp Marine Group
Singapore Airlines Group
Singapore Power/PowerSeraya/Senoko Power/Tuas Power Group
Singapore Telecommunications Group
Transaction for the Purchase of Goods and Services
CapitaLand Group
Gas Supply Pte Ltd
Mapletree Investments Pte Ltd
Total Interested Person Transactions
Aggregate value of all
interested person
transactions during
the financial year
under review (excluding
transactions less than
$100,000 and transactions
conducted under
shareholders’ mandate
pursuant to Rule 920)
Aggregate value of all
interested person
transactions conducted
under a shareholders’
mandate pursuant
to Rule 920 of
the SGX Listing Manual
(excluding transactions
less than $100,000)
2008
$’000
2007
$’000
2008
$’000
2007
$’000
-
-
-
-
-
-
-
-
-
-
-
-
-
17,447
-
-
-
-
-
-
-
-
-
-
-
- -
61,550
4,379
145
110 -
1,073
15,900
25,462
-
4,532 -
90,000
2,478
13,140
5,150
144
2,273
17,350
28,410
4,633
380,000
407
17,447
205,629
451,507
Save for the interested person transactions disclosed above, there were no other material contracts entered into by the Company
and its subsidiaries involving the interests of its chief executive officer, directors or controlling shareholders, which are either still
subsisting at the end of the financial year or, if not then subsisting, entered into since the end of the previous financial year.
212
Keppel Corporation Limited
Report to Shareholders 2008
Directors and Key Executives
Directors
Lim Chee Onn, 64
Non-Executive Chairman 1
Bachelor of Science (First Class Honours) in Naval Architecture, Glasgow University; Masters in Public Administration,
Edward S. Mason Fellow, Kennedy School, Harvard University; Doctor in Engineering (Honorary), Glasgow University.
Executive Chairman of Keppel Corporation Limited from January 2000 to 31 December 2008 (Director since 1983; date of last
re-election: 25 April 2008) and Chairman of the Executive Committee. He is also Chairman of Keppel Land Limited, Singapore-
Suzhou Township Development Pte Ltd and Singapore Tianjin Eco-city Investment Holdings Pte Ltd; and a board member of
the Monetary Authority of Singapore and Business China. Mr Lim is also the Honorary Chairman of the National Heritage Board,
Chairman of the Advisory Board, Harvard Singapore Foundation and Alternate Member, Council of Presidential Advisors.
Mr Lim started his career in the Civil Service. He was Deputy Secretary, Ministry of Communications until elected as Member of
Parliament in July 1977. He served as Political Secretary, Ministry of Science and Technology from August 1978 to September
1980. Mr Lim was Secretary-General, National Trades Union Congress from May 1979 to June 1983 and concurrently Minister
without Portfolio, Prime Minister’s Office from September 1980 to July 1983, and remained as Member of Parliament until
December 1992.
In addition, Mr Lim is Deputy Chairman of the Seoul International Business Advisory Council. He is Economic Advisor to Jiangsu
Provincial Government, PRC, and Consultant to the People’s Government of Yunnan Province, PRC. He is a member of the
INSEAD Singapore International Council, member, Board of Trustees, Asia Business Council, member of the Board of Trustees,
The Conference Board; and Counsellor, The Conference Board’s Global Advisory Council on Economic Issues. Mr Lim is also
Chairman, Advisory Board, SKB Institute of Financial Economics, Singapore Management University, and a member of the
Governing Board, Lee Kuan Yew School of Public Policy, National University of Singapore.
Conferred Distinguished Service Order by HE President, Republic of Singapore and Commander, Order of the Crown,
by HM King Albert II, Kingdom of Belgium.
Choo Chiau Beng, 61
Chief Executive Officer 2
Bachelor of Science (First Class Honours), University of Newcastle upon Tyne (awarded the Colombo Plan Scholarship to study
Naval Architecture); Master of Science in Naval Architecture, University of Newcastle upon Tyne; attended the Programme for
Management Development in Harvard Business School in 1982 and is a Member of the Wharton Society of Fellows, University
of Pennsylvania.
Appointed as Chief Executive Officer on 1 January 2009 (Director since 1983; date of last re-election: 28 April 2006). Member
of the Executive and Board Safety Committees.
Mr Choo is the Chairman of Keppel Offshore & Marine Limited and is also the Chairman of Singapore Petroleum Company
Limited, Singapore Refining Company Pte Ltd and SMRT Corporation Ltd. Mr Choo sits on the boards of Keppel Land Limited
and k1 Ventures Limited.
Mr Choo started his career with Keppel Shipyard as a Ship Repair Management Trainee in 1971 and was appointed Executive
Director of Singapore Slipway in 1973. In 1975, when Keppel set up its shipyard in the Philippines, he was posted there to
assume the position of Executive Vice President and CEO of the company for a period of four years. He joined Keppel FELS
(formerly known as Far East Levingston Shipbuilding Ltd) in 1980 as Assistant General Manager and was appointed as director
to the board of the company. He was promoted to Deputy Managing Director in November 1981 and to Managing Director in
March 1983. In 1994, he was appointed Deputy Chairman and in 1997, Chairman of the company.
He is a member of the Board of Energy Studies Institute and Nanyang Business School Advisory Board. He is also Chairman of
Det Norske Veritas South East Asia Committee, board and council member of the American Bureau of Shipping and member
of the American Bureau of Shipping’s Southeast Asia Regional Committee and Special Committee on Mobile Offshore Drilling
Units. He is Singapore’s Non-Resident Ambassador to Brazil.
1 On 22 December 2008, the Company announced that Mr Lim Chee Onn would relinquish his role as Chief Executives Officer with effect from 1 January 2009,
but would continue to serve as Chairman of the Company.
2 On 22 December 2008, the Company announced that Mr Choo Chiau Beng would assume the role of Chief Executive Officer of the Company with effect from
1 January 2009.
Directors and Key Executives
213
Directors and Key Executives
Tony Chew Leong-Chee, 62
Lead Independent Director
Trained as an agronomist at Ko Plantations Berhad and Serdang Agricultural College in Malaysia from 1966 to 1970.
Appointed to the Board in 2002 (date of last re-election: 25 April 2008). An independent and non-executive Director, he is the
Company’s Lead Independent Director and member of the Audit Committee and Executive Committee.
He is Executive Chairman of Asia Resource Corporation and Chairman of KFC Vietnam. He also serves on the boards of
Macondray Corporation, Orangestar Investment Holdings Pte Ltd, SBF Holdings Pte Ltd and SBF-PICO Events Pte Ltd,
amongst others.
From 1966, he worked at Sri Gading Estates in Malaysia, Guthrie Trading in Singapore, and the Sampoerna Group of Indonesia.
In 1975 he ventured out, becoming an entrepreneur, and built a group of companies in the region which became Asia Resource
Corporation.
He plays an active role in promoting regional business, having served on the Trade Development Board, Economic Review
Sub-Committee for Entrepreneurship and Internationalisation, Regional Business Forum, and the GPC Resource Panel for
Finance, Trade and Industry. He is presently Chairman of Singapore Business Federation as well as Governing Board of
Duke-NUS Graduate Medical School Singapore. He is also Governing Board member of the Economic Research Institutue for
ASEAN & East Asia, the Chinese Development Assistance Council Board of Trustees, and Advisor to the Singapore Institute of
International Affairs. He is a Public Service Award recipient.
Lim Hock San, 62
Independent Director
Bachelor of Accountancy, University of Singapore; Master of Science, MIT Sloan School of Management; Advanced
Management Program, Harvard Business School; Fellow, Chartered Institute of Management Accountants (UK).
Appointed to the Board in 1989 (date of last re-election: 27 April 2007), he is an independent and non-executive Director.
Mr Lim is also the Chairman of the Audit Committee and member of the Executive Committee and Board Risk Committee.
Mr Lim is the CEO of United Industrial Corporation Ltd and Singapore Land Ltd. He is also the Chairman of Gallant Venture Ltd,
the National Council on Problem Gambling and Ascendas Pte Ltd, and a board member of Interra Resources Limited.
Mr Lim previously served as the Director-General of Civil Aviation (1980-1992) and was past President of the Institute of
Certified Public Accountants of Singapore.
Sven Bang Ullring, 73
Independent Director
Master of Science, Swiss Federal Institute of Technology (ETH), Zurich.
Appointed to the Board in 2000 (date of last re-election: 25 April 2008). An independent and non-executive Director and
Chairman of the Nominating Committee and the Remuneration Committee and member of the Board Safety Committee.
Mr Ullring was President and Chairman of the Executive Board of Det Norske Veritas, Oslo from 1985-2000 and President and
CEO of NORCONSULT, Oslo from 1981-1985. He worked for SKANSKA, Malmo, Sweden from 1962-1981 in Africa, Asia,
Europe and the Americas; from 1972-1981 he was Director of the International Department.
Mr Ullring is the Chairman of the Board of The Fridtjof Nansen Institute, Oslo, Norway, Chairman of the Maritime and Port
Authority of Singapore’s Third Maritime and Research and Development Advisory Panel and Chairman of the Board of
Transparency International (Norway).
214
Keppel Corporation Limited
Report to Shareholders 2008
Tsao Yuan Mrs Lee Soo Ann, 53
Independent Director
PhD in Economics, Harvard University; President Scholar with a First Class Honours degree in Economics and Statistics,
University of Singapore.
Appointed to the Board in 2002 (date of last re-election: 28 April 2006). An independent and non-executive Director and
member of the Nominating Committee, the Remuneration Committee and the Board Safety Committee.
Dr Lee Tsao Yuan is an Executive Coach and Coach Practice Leader with SDC Consulting, a privately-owned Singapore-based
human resources development training, consultancy and coaching company.
An economist by training, Dr Lee has extensive experience in public policy both in Singapore and internationally. She was
with the Institute of Policy Studies (IPS), a public policy think-tank for 10 years, as Deputy Director (1990-1997), and Director
(1997-November 2000). Prior to her joining IPS, she taught at the Department of Economics and Statistics, National University
of Singapore (1982-1989).
She served as a Nominated Member of Parliament in Singapore for two terms (1994-1996 and 1997-1999).
Dr Lee sits on the boards of the Oversea-Chinese Banking Corporation Ltd and the Singapore Land Authority.
Oon Kum Loon (Mrs), 58
Independent Director
Bachelor of Business Administration (Honours) from the University of Singapore.
Appointed to the Board in 2004 (date of last re-election: 27 April 2007). An independent and non-executive Director, she is the
Chairperson of the Board Risk Committee and member of the Audit, Executive, Nominating and Remuneration Committees.
Mrs Oon is a veteran banker with about 30 years of extensive experience, having held a number of management and executive
positions with the DBS Group. She was the Chief Financial Officer (CFO) of the bank until September 2003.
Prior to serving as CFO, she was the Managing Director & Head of Group Risk Management, responsible for the development
and implementation of a group-wide integrated risk management framework.
During her career with the bank, Mrs Oon was also involved with treasury and markets, corporate finance and credit
management activities.
Her other directorships include PSA International Pte Ltd, SP PowerGrid Ltd and China Resources Microelctronics Limited.
She is also a member of the Board Risk Management Committee of Singapore Power Ltd.
Tow Heng Tan, 53
Non-Independent and Non-Executive Director
Fellow of the Association of Chartered Certified Accountants as well as the Chartered Institute of Management Accountants.
Appointed to the Board in 2004 (date of last re-election: 27 April 2007). A non-executive Director and member of the
Company’s Executive, Remuneration and Board Risk Committees.
Mr Tow has an extensive business career spanning the management consultancy, investment banking and stockbroking
industries. He is currently the Chief Investment Officer of Temasek Holdings (Private) Limited (Temasek Holdings).
Prior to joining Temasek Holdings in September 2002, he was Senior Director of Business Development at DBS Vickers
Securities (Singapore) Pte Ltd. From 1993 to 2001, Mr Tow was Managing Director of Lum Chang Securities Pte Ltd.
Mr Tow also sits on the board of ComfortDelGro Corporation Limited, amongst others.
Directors and Key Executives
215
Directors and Key Executives
Yeo Wee Kiong, 53
Independent Director
LLB Honours University of London, MBA National University of Singapore, First Class Honours (Mechanical Engineering)
University of Singapore. Professional Engineers Board Gold Medal award winner 1980.
Appointed to the Board in 2005 (date of last re-election: 28 April 2006). An independent and non-executive Director, he is the
Chairman of the Board Safety Committee, and member of the Board Risk Committee.
Mr Yeo Wee Kiong is currently a director in Drew & Napier LLC, a leading law corporation in Singapore practising in the areas
of corporate law, corporate finance, mergers and acquisitions, listings on stock exchanges, venture capital, banking and
securities.
He started his career in 1980 as a senior industry officer with the Singapore Economic Development Board (EDB) where he
participated in EDB’s international drive to promote high technology investments into Singapore. He was an investment banker
with NM Rothschild & Sons Singapore between 1984 to 1989 in capital markets and corporate finance advisory services. He
started his legal career with Drew & Napier in 1989, subsequently founding his own law firm in 1996. He was also previously a
senior partner in Rajah & Tann, a leading law firm in Singapore. He rejoined Drew & Napier in 2007.
Between 1999 and 2002, Mr Yeo was a member of the board of directors on the National Science & Technology Board (NSTB)
a Singapore government agency responsible for promotion of R&D and technology entrepreneurship. Between 2002 and 2007,
Mr Yeo was a member of the board of directors of TIF Ventures Pte Ltd, an EDB subsidiary responsible for managing US$1.3
billion in government funds investing into venture capital funds and companies in Singapore and globally. Between 2005 and
2007, Mr Yeo was a member of the audit committee of the EDBI group of funds.
Mr Yeo is an independent director of Bonvests Holdings Limited, a Singapore listed group in hotels, real estate and food &
beverage operations. He is also a non-executive director and audit committee chairman of Ascendas Pte Ltd, a Singapore
government owned group in industrial and business property development, property holdings and real estate investment trusts
management.
Mr Yeo is a member of the Accounting Standards Council, a council member of the Singapore Institute of Directors and the
Vice President of the EDB Society.
Teo Soon Hoe, 59
Senior Executive Director and Group Finance Director
Bachelor of Business Administration, University of Singapore; Member of the Wharton Society of Fellows, University of
Pennsylvania.
Appointed to the Board in 1985 (date of last re-election: 25 April 2008). A Senior Executive Director and the Group Finance
Director and member of the Executive Committee.
Mr Teo is the Chairman of Keppel Telecommunications & Transportation Ltd, MobileOne Ltd and Keppel Philippines Holding Inc.
In addition, he is a director of several other companies within the Keppel Group, including Keppel Land Limited,
Keppel Offshore & Marine Limited, k1 Ventures Limited and Singapore Petroleum Company Limited.
Mr Teo began his career with the Keppel Group in 1975 when he joined Keppel Shipyard. He rose through the ranks and was
seconded to various subsidiaries of the Keppel Group before assuming the position of Group Finance Director in 1985.
216
Keppel Corporation Limited
Report to Shareholders 2008
Key Executives
In addition to the Chief Executive Officer (Mr Choo Chiau Beng) and the Senior Executive Director (Mr Teo Soon Hoe), the
following are the key executive officers (“Key Executives”) of the Company, its principal subsidiaries and Singapore Petroleum
Company Limited:
Tong Chong Heong, 62
Graduate of Management Development Programme, Harvard Business School; Stanford - NUS Executive Programme, Diploma
in Management Studies, The University of Chicago Graduate School of Business.
Mr Tong has been appointed Chief Executive Officer of Keppel Offshore & Marine (Keppel O&M) on 1 January 2009. Prior to
that, he was the Managing Director/Chief Operating Officer of Keppel O&M since May 2002. He is also the Managing Director of
Keppel FELS and Keppel Shipyard. He was the Executive Director of Keppel Corporation from 1989-1996. He served for
27 years and was appointed Commander of the Volunteer Special Constabulary (VSC) from 1995-2001 and was honoured with
Singapore Public Service Medal at the 1999 National Day Award. He had served as Vice President/President of Association
of Singapore Marine Industries (1993-1996), Member/Deputy Chairman of the Shipbuilding & Offshore Engineering Advisory
Committee, Ngee Ann Polytechnic (1986-1995). He is a member of Society of Naval Architects and Marine Engineers (USA),
member of Singapore Institute of Directors, member of American Bureau of Shipping and member of Nippon Kaiji Kyokai (Class
NK) Singapore Committee and Fellow of the Society of Project Managers as well as Fellow of The Royal Institute of Naval
Architects (RINA) UK.
His directorships include Keppel Offshore & Marine Limited, Keppel FELS Limited, Keppel Shipyard Limited, Keppel Integrated
Engineering Ltd and Chairman of Keppel AmFELS Inc.
He is the Honorary Consul (Designate) of Trinidad & Tobago in Singapore.
Michael Chia Hock Chye, 56
Bachelor in Science (First Class Honours), University of Newcastle-Upon-Tyne; Masters in Business Administration, National
University of Singapore; Graduate Certificate in International Arbitration, National University of Singapore.
Mr Chia is the Executive Director of Keppel FELS Limited since 2002 with overall responsibility of the business management of
the company. Mr Chia has more than 15 years of management experience in corporate development, engineering, operations
and commercial. He was elected as the President of the Association of Singapore Marines Industries since 2005, a non-profit
association formed in 1968 to promote the interests of the marine industry in Singapore.
Mr Chia is also a board member of the Singapore Maritime Foundation, Chairman of the Marine & Offshore Technology Advisory
Committee in Ngee Ann Polytechnic, Deputy Chairman, Workplace Safety and Health Shipbuilding and Shiprepairing Advisory
Sub-Committee, Ministry Of Manpower, Singapore and member of the Ngee Ann Polytechnic Council, Spring Singapore’s
Enterprise Development Advisory Council (EDAC), Society of Naval Architects and Marine Engineers Singapore, and American
Bureau of Shipping and Society of Petroleum Engineers. He is a Fellow with the Singapore Institute of Arbitrators.
His directorships include FELS Crane, Asian Lift Pte Ltd, Keppel FELS Brasil SA (Brazil), Keppel AmFELS Inc (USA), Brightway
Property Pte Ltd, Keppel FELS Limited, Tradeone Asia Pte Ltd, Deepwater Technology Group Pte Ltd, Willalpha Ltd,
Prismatic Services Ltd, Regency Steel Japan Ltd (Japan), Joy Venture Investments Ltd (BVI), Bintan Offshore Fabricators Pte
Ltd, Durward International (BVI), Keppel FELS Engineering Shenzhen Co Ltd, Offshore Technology Development Pte Ltd,
Floatec LLC, Offshore Innovative Solutions LLC, Keppel Shipyard Limited and Keppel Offshore & Marine USA (Holdings) LLC.
Directors and Key Executives
217
Directors and Key Executives
Nelson Yeo Chien Sheng, 52
Bachelor of Science in Mechanical Engineering (First Class Honours), University of Birmingham; Master of Engineering in Energy
Technology, Asian Institute of Technology, Thailand; Programme for Management Development, Graduate School of Business
Administration, Harvard University.
Mr Yeo is the Executive Director of Keppel Shipyard Limited. He is the Chairman of Keppel Philippines Marine Inc, Subic
Shipyard and Engineering, Inc, Keppel Smit Towage Pte Ltd and Maju Maritime Pte Ltd. He is also a director of Keppel FELS
Limited, Arab Heavy Industries P.J.S.C., KS Investments Pte Ltd, KSI Production Pte Ltd, Keppel Marine Agencies, Inc., and
DPS Bristol (Holdings) Ltd.
Mr Yeo serves as a member of the Workplace Safety and Health (Marine Industries) Committee, Ministry of Manpower; AIDS
Business Alliance, Ministry of Health; and is also a member of American Bureau of Shipping; South East Asia Advisory/Technical
Committee of Lloyd’s Register and the Singapore Technical Committee in Nippon Kaiji Kyokai. He has 27 years of working
experience in the shipyard industry.
Kevin Wong Kingcheung, 53
Bachelor degree in Civil Engineering with First Class Honours, Imperial College, London; Masters degree, Massachusetts
Institute of Technology, USA.
Mr Wong has been Group CEO/Managing Director, Keppel Land Limited since January 2000. Prior to this appointment, he was
Executive Director since November 1993. He is Vice-Chairman and director, Evergro Properties Limited, Chairman and director
of Alpha Investment Partners Ltd, and Deputy Chairman and director of K-REIT Asia Management Pte Ltd. He is also a director
of Prudential Assurance Company Singapore (Pte) Ltd.
Prior to joining Keppel Land Limited, Mr Wong had diverse experience in the real estate industry in the UK, USA and Singapore.
Lam Kwok Chong, 54
Bachelor of Business Administration, National University of Singapore.
Mr Lam was appointed the Chief Financial Officer of Keppel Telecommunications & Transportation Ltd (Keppel T&T) in July 2003
and was appointed the Managing Director and a director of Keppel T&T in April 2004. He holds directorships in several
Keppel T&T subsidiaries and associated companies. He is also a director in Global Voice Group Limited. Mr Lam began his
career with the Keppel Group in 1980. Since then, he has held various senior management appointments within the
Keppel Group, including appointments such as the Chief Financial Officer of Keppel Insurance Pte Ltd, Managing Director
of Keppel Securities Pte Ltd and General Manager (Special Projects) of Keppel Corporation Limited.
Ong Tiong Guan, 50
Bachelor of Engineering (First Class Honours), Monash University; and Doctor of Philosophy (Ph.D.) under Monash Graduate
Scholarship, Monash University, Australia.
Dr Ong was appointed Keppel Energy Pte Ltd’s Executive Director from November 1999. He became Managing Director of
Keppel Energy Pte Ltd with effect from 1 May 2003. He is responsible for Keppel Corporation’s power generation business,
which develops, owns and operates power generation projects in Asia and in the Americas.
Dr Ong’s career spans across the energy industry from engineering and contracting to investment and ownership of energy
assets. He started with Jurong Engineering as a Design Engineer in 1987 and went on to hold senior management positions in
Foster Wheeler Eastern, the Sembawang Group, and CMS Energy Asia. Dr Ong was Chairman of SEPEC (Singapore Electricity
Pool Executive Committee) for the FY 2002/2003.
His directorships include Keppel Energy Pte Ltd, Keppel Electric Pte Ltd, Keppel Merlimau Cogen Pte Ltd, Keppel Gas Pte Ltd,
Termoguayas Generation S.A. and Corporacion Electrica Nicaraguense, S.A..
218
Keppel Corporation Limited
Report to Shareholders 2008
Koh Ban Heng, 60
Bachelor degree in Applied Chemistry and post-graduate diploma in Business Administration, University of Singapore.
Mr Koh is the Chief Executive Officer of Singapore Petroleum Company Limited (SPC). He joined SPC in February 1974 and
held several key positions in the company rising to the position of CEO in August 2003. The breadth of his experience spans
refining operations and planning, marketing and distribution, supply and trading, oil and gas exploration and production
including the development and establishment of new businesses.
Mr Koh has delivered exceptional results since his appointment as CEO. He was instrumental in the landmark refining and retail
acquisitions in 2004. He has also led and paved the way for several key capital investments in E&P. These have provided the
strategic drive that has led to SPC’s current success and will be the foundation for sustained growth
Mr Koh holds directorships in several of SPC’s subsidiaries and associate companies.
Chua Chee Wui, 42
Bachelor of Engineering Science (2nd Upper Hons), Oxford University, on a Scholarship from the Singapore Government;
completed Chartered Financial Analysts (CFA) Programme in 1999; attended the INSEAD Executive Programme.
Mr Chua was appointed CEO of Keppel Integrated Engineering Ltd (KIE) in July 2006. KIE is the environmental and engineering
division of Keppel Corporation Limited.
Prior to joining Keppel Corporation in 2000, he held various positions in ExxonMobil Singapore and in the Ministry of Defence of
Singapore.
His directorships include KIE, Keppel Seghers Engineering Singapore Pte Ltd, Keppel Seghers Technology Group NV, Keppel
Seghers Newater Development Co Pte Ltd, Keppel Seghers Tuas Waste-To-Energy Plant Pte Ltd, Keppel FMO Pte Ltd and
Keppel Prince Engineering Pty Ltd.
Directors and Key Executives
219
Directors and Key Executives
Past Principal Directorships In The Last Five Years
Directors
Lim Chee Onn
Parksville Development Pte Ltd; Keppel Energy Pte Ltd; MobileOne Ltd; k1 Ventures Limited.
Choo Chiau Beng
EDB Investments Pte Ltd; FELS Property Holdings Pte Ltd; FELS Realty Texas Inc; FELS (USA) Inc; Keppel Asia Limited; Keppel
Infrastructure Pte Ltd; Keppel Marine Agencies Inc; Keppel Norway AS; Keppel Regional Infrastructure Pte Ltd; Kepventure Pte
Ltd; WIIG Global Ventures Pte Ltd; Maritime and Port Authority of Singapore; Singapore Maritime Foundation Limited.
Tony Chew Leong-Chee
Del Monte Pacific Ltd; Singapore Trade Development Board; Keppel Capital Holdings Ltd; KTB Limited (formerly Keppel Tatlee
Bank Ltd & Keppel Bank of S’pore Ltd); CapitalLand Commercial Ltd (formerly DBS Land Ltd); Highsonic Enterprises Pte Ltd;
Macondray Packaging Corporation Pte Ltd; Pontirep Investments Pte Ltd; Operational Development Pte Ltd; CCL Myanmar
Pte Ltd; Myanmarcorp Pte Ltd; Juno Pacific Pte Ltd; ARC Corporate Services Pte Ltd; RHB-Cathay Securities Pte Ltd; Dohler
Asia Pte Ltd; Net Decisions Singapore Pte Ltd; Eurolife Limited; International Beverages Company; Viethai Plastic Company;
Hangzhou Hua Feng Paper Mill Ltd; Myanmar Airways International Ltd; International Beverages Trading Co., Myanmar;
Myanmar Development International Co. Ltd; Asia Net Media Ltd (BVI); Cycle & Carriage Golden Star Ltd; Del Monte Pacific
Resources Ltd; Dewey Ltd; Macondray Holdings Corporation; Alliance Resource Corporation; Opdev Investments Ltd; Surfield
Development Corporation; Yearsley, Inc.; Central American Resources Inc; IES Holdings.
Lim Hock San
Singapore Changi Airport Enterprise Pte Ltd; Changi Airports International Pte Ltd; Air Transport Training College Pte Ltd;
Advanced Material Technologies Pte Ltd; United Test and Assembly Center Ltd.
Sven Bang Ullring
Chairman of the Supervisory Boards of NORSK HYDRO ASA, Oslo and STOREBRAND ASA, Oslo.
Tsao Yuan Mrs Lee Soo Ann
Director of Pacific Internet Limited; Chairman of the International Trade Institute of Singapore (ITIS); Deputy Chairman of the
protem exco of the eLearning Chapter of the Singapore IT Federation; Director of Keppel Capital Holdings Ltd and Keppel
FELS Energy & Infrastructure Limited; Executive Deputy Chairman of Inchone.com Pte Ltd; Governor of Singapore International
Foundation and the United World College of South East Asia.
Oon Kum Loon (Mrs)
Schmidt Electronics Group Ltd; Gas Supply Pte Ltd; Intraco Limited.
Tow Heng Tan
IE Singapore; Shangri-la Asia Limited.
Yeo Wee Kiong
PCA Technology Ltd; OM Holdings Ltd; China Sun Bio-Chem Technology Group Company Ltd; Ezyhealth Asia Pacific Ltd; City
Axis Holdings Ltd (ISG Asia Limited); ASJ Limited; Pacific Internet Ltd; Territory Iron Ltd; AEM-Evertech Holdings Ltd.
Teo Soon Hoe
Keppel Bank Philippines Inc; Centurion Bank Limited; Southern Bank Bhd; Keppel Shipyard Limited.
220
Keppel Corporation Limited
Report to Shareholders 2008
Key Executives
Tong Chong Heong
Nil.
Michael Chia Hock Chye
Nil.
Nelson Yeo Chien Sheng
Keppel Singmarine Pte Ltd; Alpine Engineering Services Pte Ltd; Blastech Abrasives Pte Ltd; Keppel Tuas Pte Ltd.
Kevin Wong Kingcheung
HDB Corporation Pte Ltd; Singapore Hotel Association; subsidiaries and associates of Keppel Land Limited.
Lam Kwok Chong
Folec Holdings (M) Sdn Bhd; Steamers Telecommunications Pte Ltd; Computer Generated Solutions (Asia) Pte Ltd; Keppel
Securities Philippines Inc; Indotel Limited; SEM Thong Nhuat Hotel Metropole; Societe de Development du Metropole (SDM)
B.V; Folec Communications (B) Sdn Bhd; Blue Cherries Inc; Business Online Public Company Limited; DataOne Corporation
Pte Ltd; Heritage (Vietnam) Investments Pte Ltd.
Ong Tiong Guan
Nil.
Koh Bang Heng
SPC Cambodia Ltd.
Chua Chee Wui
Nil.
Directors and Key Executives
221
Major Properties
Effective
Group
Interest
Location
Description and
Approximate
Land Area
Tenure
Usage
Held By
Completed properties
K-Reit Asia
55%
Prudential Tower
Cecil Street &
Church Street,
Singapore
Keppel Towers
Hoe Chiang Rd,
Singapore
GE Tower
Hoe Chiang Rd,
Singapore
Bugis Junction
Tower
Victoria Street,
Singapore
30-storey office building
99 years leasehold
Commercial office building with
rentable area of 10,074 sqm
(retained interest)
Land area: 7,760 sqm
27-storey office building
Freehold
Commercial office building with
rentable area of 32,624 sqm
Land area: 1,367 sqm
13-storey office building
Freehold
Commercial office building with
rentable area of 7,378 sqm
15-storey office building
99 years leasehold
Commercial office building with
rentable area of 22,991 sqm
One Raffles Quay Pte Ltd
17%
One Raffles Quay
Singapore
Land area: 11,367 sqm
Two office towers
99 years leasehold
Commercial office building with
rentable area of 124,080 sqm
DL Properties Ltd
34%
Ocean Properties Pte Ltd
40%
Keppel Bay Pte Ltd
86%
HarbourFront One Pte Ltd
65%
Equity Plaza
Cecil Street,
Singapore
Ocean Towers
Collyer Quay,
Singapore
Caribbean
at Keppel Bay
Singapore
Keppel Bay Tower
HarbourFront
Avenue,
Singapore
Land area: 2,345 sqm
28-storey office building
99 years leasehold
Commercial office building with
rentable area of 23,161 sqm
Land area: 3,552 sqm
27-storey office building
999 years leasehold Commercial office building with
rentable area of 21,129 sqm
-
99 years leasehold
168 units of waterfront
condominium
(retained interest)
Land area: 17,267 sqm
18-storey office building
99 years leasehold
Commercial office building with
rentable area of 36,035 sqm
HarbourFront Two Pte Ltd
33%
HarbourFront
Land area: 15,072 sqm
Tower One and Two 18-storey and 13-storey
HarbourFront Place, office buildings
Singapore
99 years leasehold
Commercial office building with
rentable area of 48,671 sqm
PT Straits-CM Village
21%
Club Med Ria Bintan Land area: 200,000 sqm
Bintan,
Indonesia
30 years lease with
option for another
50 years
A 302-room beachfront hotel
222
Keppel Corporation Limited
Report to Shareholders 2008
Held By
Effective
Group
Interest
Location
Description and
Approximate
Land Area
Tenure
Usage
PT Kepland Investama
53%
Keppel Land Watco I Co Ltd
36%
Wisma BCA
Jakarta,
Indonesia
Saigon Centre
(Phase 1 Tower)
Ho Chi Minh City,
Vietnam
Land area: 10,444 sqm
Land area: 2,730 sqm
25-storey office, retail
cum serviced apartments
20 years lease with
option for another
20 years
50 years lease
A prime office development with
rentable area of 38,093 sqm
Commercial building with rentable
area of 10,443 sqm office,
3,663 sqm retail, 305 sqm
post office and 89 units of
serviced apartments
Properties under development
Ocean Properties Pte Ltd
40%
BFC Development Pte Ltd
17%
Central Boulevard
Development Pte Ltd
17%
Devonshire Development
Pte Ltd (joint venture)
32%
Ocean & Capital Properties
Pte Ltd
53%
Keppel Bay Pte Ltd
86%
Ocean Financial
Centre
Collyer Quay,
Singapore
Marina Bay
Financial Centre
(Phase 1)/Marina
Bay Residences
Marina Boulevard/
Central Boulevard,
Singapore
Marina Bay
Financial Centre
(Phase 2)/Marina
Bay Suites
Marina Boulevard/
Central Boulevard,
Singapore
The Suites
at Central
Devonshire Road,
Singapore
The Sixth Avenue
Residences
Sixth Avenue,
Singapore
Reflections
at Keppel Bay
Singapore
Keppel Bay
Plot 3 and 6,
Singapore
Land area: 2,557 sqm
999 years leasehold Commercial building with rentable
area of 78,587 sqm* (2011)
Land area: 20,505 sqm
99 years leasehold
An integrated development
comprising office, retail and
428 condominium units* (2010)
Land area: 15,010 sqm
99 years leasehold
An integrated development
comprising office, retail and
221 condominium units* (2012)
Land area: 7,400 sqm
Freehold
A 157-unit condominium
development* (2009)
Land area: 16,056 sqm
Freehold
A 175-unit condominium
development* (2009)
Land area: 83,591 sqm
99 years leasehold
Land area: 82,619 sqm
99 years leasehold
A 1,129-unit waterfront
condominium development
*(2013)
Waterfront condominium
development
Major Properties
223
Major Properties
Held By
Effective
Group
Interest
Location
Description and
Approximate
Land Area
Tenure
Usage
Shanghai Pasir Panjang Land 52%
Co Ltd
Shanghai Hongda Property
Development Co Ltd
53%
Spring City Golf & Lake
Resort Co (owned by
Kingsdale Development
Pte Ltd)
CityOne Development
(Wuxi) Co Ltd (owned by
Keppel Land China Holdings
Pte Ltd)
PT Mitra Sindo Sukses/
PT Mitra Sindo Makmur
Dong Nai Waterfront City
LLC (owned by Portsville
Pte Ltd)
21%
26%
27%
24%
Industrial properties
Keppel FELS Ltd
100%
Eight Park Avenue
Shanghai,
China
Residential
development
Shanghai,
China
Spring City Golf
& Lake Resort
Kunming,
China
Central Park City
Wuxi,
China
Land area: 33,432 sqm
70 years lease
Land area: 264,090 sqm
70 years lease
(residential)
40 years lease
(commercial)
Land area: 2,157,361 sqm 70 years lease
A 946-unit residential apartment
development (Plot B)
*(2012/2013)
A 2,753-unit residential
development with integrated
facilities* (2015)
Integrated resort comprising
golf courses, resort homes and
resort facilities* (2017)
Land area: 352,534 sqm
70 years lease
(residential)
40 years lease
(commercial)
A 5,000-unit residential township
development with integrated
facilities* (2009 Phase 1)
Jakarta Garden City Land area: 2,700,000 sqm 30 years lease with
option for another
Jakarta,
20 years
Indonesia
A 7,000-unit residential township
*(2011 Phase 1)
*(2013 Phase 2)
Dong Nai
Waterfront City
Dong Nai Province,
Vietnam
Land area: 3,667,127 sqm 50 years lease
A 10,434-unit residential
township
*(2013 Phase 1)
Jurong, Pioneer,
Cresent and
Tuas South Yard,
Singapore
Land area: 737,525 sqm
buildings, workshops,
building berths and
wharves
24 - 30 years
leasehold
Oil rigs, offshore and marine
construction, repair, fabrication,
assembly and storage
Keppel Shipyard Ltd
100%
Benoi and Tuas Yard, Land area: 775,527 sqm
Singapore
buildings, workshops,
drydocks and wharves
30 years leasehold
Shiprepairing, shipbuilding and
marine construction
* Expected year of completion
224
Keppel Corporation Limited
Report to Shareholders 2008
Group Five-Year Performance
Selected Profit & Loss Account Data
($ million)
Revenue
Operating profit
Profit before tax & exceptional items
Attributable profit
Before exceptional items
After exceptional items
Selected Balance Sheet Data
($ million)
Fixed assets & properties
Investments
Stocks, debtors & cash
Intangibles
Total assets
Less:
Creditors
Borrowings
Other liabilities
Net assets
Share capital & reserves
Minority interests
Capital employed
Per Share
Earnings (cents) (Note 1):
Before tax & exceptional items
Attributable before exceptional items
Attributable after exceptional items
Gross dividend (cents)
Capital distribution (net) (cents)
Total distribution (cents)
Net assets ($)
Net tangible assets ($)
Financial Ratios
Return on shareholders’ funds (%) (Note 2):
Profit before tax and exceptional items
Attributable profit before exceptional items
Dividend cover (times)
Net cash/(gearing) (times)
Employees
Number
Wages & salaries ($ million)
2004
2005
2006
2007
2008
3,963
409
645
465
464
3,482
1,839
5,059
125
10,505
2,402
3,699
148
4,256
3,090
1,166
4,256
35.2
29.9
29.9
10.0
10.0
20.0
1.98
1.90
18.3
15.5
3.7
(0.64)
5,688
467
826
564
564
3,907
2,664
5,874
145
12,590
3,750
3,731
174
4,935
3,646
1,289
4,935
43.9
36.1
36.1
11.5
11.5
23.0
2.33
2.23
20.0
16.4
3.9
(0.47)
7,601
804
1,139
751
751
4,187
3,113
6,466
135
13,901
5,188
2,957
158
5,598
4,205
1,393
5,598
61.5
47.7
47.7
14.0
14.0
28.0
2.67
2.58
24.7
19.1
4.2
(0.24)
10,431
1,051
1,556
1,026
1,131
4,831
4,024
6,874
68
15,797
6,139
2,234
389
7,035
5,205
1,830
7,035
81.4
64.9
71.5
64.0
-
64.0
3.28
3.24
27.4
21.8
1.0
(0.09)
11,805
1,238
1,597
1,097
1,098
5,078
3,633
7,958
78
16,747
7,647
1,970
381
6,749
4,596
2,153
6,749
84.2
69.0
69.0
35.0
-
35.0
2.89
2.84
27.3
22.4
2.0
0.04
22,186
695
23,625
803
29,185
931
31,914
1,132
35,621
1,329
Notes:
1. Earnings per share are calculated based on the Group profit by reference to the weighted average number of shares in issue during the year.
2. In calculating return on shareholders’ funds, average shareholders’ funds has been used.
3. Comparative figures have been adjusted for sub-division of shares in 2007.
Group Five-Year Performance
225
Group Five-Year Performance
2008
Group revenue of $11,805 million was $1,374 million or 13% higher than that of the previous year. Revenue from Offshore &
Marine Division of $8,569 million was $1,311 million or 18% higher and accounted for 72% of Group revenue. The Division
completed and delivered 3 semisubmersibles and 13 jackups on schedule for its customers. Revenue from shiprepairs,
conversions and shipbuilding were also higher. Revenue from Property Division of $950 million was $885 million or 48% lower.
The decrease was due to lower sales of residential properties in the current year. Rental income from investment properties
increased due to higher rental rates and occupancy. Revenue from Infrastructure Division increased by 75% to $2,232 million.
Revenue generated from the cogen power plant in Singapore and environmental engineering contracts contributed to the
significant increase in revenue.
Group pre-tax profit of $1,597 million was 3% more than the previous year. Higher contribution from Offshore & Marine and
Infrastructure were partially offset by lower profits from Property and Investments. Earnings from Offshore & Marine Division of
$943 million were 35% above the previous year. Property Division posted profit of $365 million, $106 million or 23% lower than
the previous year. The decrease was due to the lower sales and share of profit from associated companies. Infrastructure Division
continued to make encouraging progress, contributing $70 million to Group pre-tax profit. Profit from Investments was lower
because of lower profit from SPC.
The income tax expenses of the Group included a write-back of $15 million for tax provision in respect of prior years. After
minority share of profit, the attributable profit before exceptional items was $1,097 million.
2007
Group revenue of $10,431 million was $2,830 million or 37% higher than that of the previous year. Revenue from Offshore &
Marine Division at $7,258 million was $1,503 million or 26% higher and accounted for 70% of Group revenue. Revenue from
shipconversion and shiprepair was strong. Property Division achieved revenue of $1,835 million, $680 million or 59% higher. The
higher revenue was due to sales of Reflections at Keppel Bay, Sixth Avenue Residences and Park Infinia @ Wee Nam in Singapore,
Villa Riviera in Shanghai and Elita Promenade in Bangalore. Rental income from investment properties was higher as a result of the
tight supply of prime office buildings in the Singapore Central Business District. Revenue from Infrastructure Division more than
doubled to $1,277 million as a result of new income stream from the cogen power plant, NEWater plant, power barges and the
contract for the solid waste management complex in Qatar.
Group profit before tax was $1,556 million or 37% more than the previous year’s. Earnings from Offshore & Marine Division at
$700 million were 12% above the previous year. Production activities continued to increase at the shipyards, however operating
margins were lower because of lower margins from its Brazilian operations. Earnings from Property Division more than doubled to
$471 million due to the higher revenue and operating margins from trading projects, and share of profit of Marina Bay Residences.
In addition, cost provisions no longer required for Singapore trading projects were released in the year. Infrastructure Division
returned firmly to profitability contributing $51 million or 3% of Group pre-tax profit. This was mainly derived from new projects and
the initial contribution from the contract in Qatar. The turnaround was achieved despite higher costs incurred in completing some
old contracts and the higher gas cost to operate the cogen plant. The share of results of associated companies from Investments
was significantly higher due mainly to increased contribution from SPC, which also reported record profits.
Group taxation expenses were higher in the year as a result of write-back of deferred tax amounting to $18 million from the
reduction in the Singapore corporate tax rate from 20% to 18%. After taking into account the higher taxation charge and minority
share of profit, the attributable profit before exceptional items was $1,026 million.
Revenue ($ billion)
Pre-Tax Profit ($ million)
PATMI ($ million)
11.8
10.4
7.6
5.7
4.0
1,556
1,597
1,139
826
645
1,026
1,097
751
564
465
2004
2005
2006
2007
2008
2004
2005
2006
2007
2008
2004
2005
2006
2007
2008
226
Keppel Corporation Limited
Report to Shareholders 2008
2006
Group revenue of $7,601 million was $1,913 million or 34% higher than that of the previous year. Revenue from Offshore &
Marine of $5,755 million was $1,643 million or 40% higher and accounted for 76% of Group revenue. Twenty six newbuilds and
conversions were completed and delivered in the year, on time or ahead of time and within budget. Revenue from ship and rig
repair was also strong. Property achieved revenue of $1,155 million, $308 million or 36% higher. The increased revenue was
underpinned by higher sales and prices of the Group’s new and existing trading projects both in Singapore and regionally. Rental
income from investment properties was higher as a result of the tight supply of prime office buildings in the Singapore Central
Business District. Keppel T&T reported lower revenue as no major new network engineering contract was secured. Revenue from
electricity trading also declined as non-profitable fixed price contracts were not renewed.
Group profit before tax exceeded $1 billion for the first time to $1,139 million, 38% higher than the previous year. Offshore &
Marine, which had an exceptionally busy year contributed significantly to the Group earnings growth. The division’s profit before
tax of $624 million was $273 million or 78% higher. Revenue and operating margins improved with higher prices and efficient
project execution. Property posted earnings of $233 million, 5% above the previous year due to the higher revenue from trading
projects and profit from sale of a piece of land in Tianjin and an equity interest in a property project. Infrastructure returned to
profitability in the fourth quarter with the commercial operation of the power barges in Ecuador. However, the quarter’s profit was
not sufficient to reverse the losses in the first nine months. Earnings from Investments were higher with gains from the sale of
investments and much better contributions from k1 Ventures which benefited from the divestment of The Gas Company, LLC.
These were more than sufficient to offset the lower contributions from SPC, which was affected by lower margins in the second
half year.
Group taxation expenses were higher in the year as a result of higher profits from overseas operations. After taking into account
the higher taxation charge and minority share of profit, the attributable profit to shareholders was $751 million.
2005
Group revenue of $5,688 million for the year was $1,725 million or 44% higher than that of the previous year. Revenue from
Offshore & Marine of $4,112 million was 69% higher and contributed 72% of Group revenue. The net orderbook carried over
from the previous year and the record new orders secured in the year contributed to the increased revenue of Offshore & Marine.
Revenue from Property of $848 million was $137 million or 19% higher than the previous year. The increased revenue was due to
the strong performance of the Group’s trading projects both in Singapore and overseas. The increased revenue from Offshore &
Marine and Property was partially offset by lower revenue from Infrastructure following the cessation of the power barges contract
in Brazil at the end of the previous year.
Group pre-tax profit of $826 million was 28% higher than the previous year with increased contributions from Offshore & Marine,
Property and SPC. Offshore & Marine benefited from profit recognition of completed jobs arising from its large orderbook. Keppel
Land’s earnings rose by 31% from the healthy sales of its residential developments. However, this was partially offset by lower
earnings from Caribbean at Keppel Bay. Losses were incurred by the Infrastructure because of the redeployment cost of the
power barges and losses in electricity trading. KIE returned to profitability after the restructuring efforts from the previous year.
The continuing tight refining capacity and strong growth in demand for refined products led to significantly higher earnings at SPC.
Taking into consideration taxation and minority share of profits, the resultant profit attributable to shareholders of $564 million was
21% higher than the previous year. Offshore & Marine remains the largest contributor to attributable earnings with 42%, followed
by SPC with 33%, Property with 21% and the rest from Keppel T&T and Investments net of the losses of Infrastructure.
2004
Group revenue was below that of the previous year due mainly to the deconsolidation of SPC. If revenue of SPC were to be
excluded from previous year, there would have been a 20% increase in Group’s revenue due to a hefty increase in Offshore &
Marine’s revenue.
Group pre-tax profit of $645 million and attributable profit of $465 million were 16% and 18% above those of 2003 respectively.
The Group’s strong earnings growth was underpinned by the vastly improved performances of Offshore & Marine from a strong
order book and SPC from increased refining margins and demand for its products. Property also achieved commendable earnings
improvement in 2004 mainly from its residential development projects in China. Infrastructure’s performance was affected by the
lower than expected revenue from its investment in environmental engineering unit, Seghers Keppel Technology (SKG), and by
costs associated with the restructuring of SKG to focus on growth segments.
Shareholders’ Funds ($ billion)
Capital Employed ($ billion)
Market Capitalisation ($ billion)
5.2
4.6
4.2
3.6
3.1
4.9
5.6
4.3
7.0
6.7
20.6
13.9
6.7
8.6
6.9
2004
2005
2006
2007
2008
2004
2005
2006
2007
2008
2004
2005
2006
2007
2008
Group Five-Year Performance
227
Group Value-Added Statements
($ million)
Value added from:
Revenue earned
Less: purchases of materials and services
Gross value added from operation
In addition:
Interest and investment income
Share of associated companies’ profits
Exceptional items
Distribution of Group’s value added:
To employees in wages, salaries and benefits
To government in taxation
To providers of capital on:
Interest on borrowings
Dividends to our partners in subsidiaries
Dividends to our shareholders
2004
2005
2006
2007
2008
3,963
(2,679)
1,284
5,688
(4,287)
1,401
7,601
(5,738)
1,863
10,431
(8,123)
2,308
11,805
(9,099)
2,706
23
253
-
1,560
695
90
41
22
124
187
60
321
-
1,782
83
315
-
2,261
803
153
22
36
131
189
931
258
62
73
157
292
91
477
565
3,441
1,132
469
63
46
242
351
83
354
13
3,156
1,329
288
79
103
1,098
1,280
Total Distribution
972
1,145
1,481
1,952
2,897
Balance retained in the business:
Depreciation & amortisation
Minority share of profits in subsidiaries
Retained profit for the year
180
68
340
588
132
73
432
637
127
60
593
780
126
474
889
1,489
139
120
-
259
1,560
1,782
2,261
3,441
3,156
Number of employees
22,186
23,625
29,185
31,914
35,621
Productivity data:
Gross value added per employee ($’000)
Gross value added per dollar employment cost ($)
Gross value added per dollar sales ($)
58
1.85
0.32
59
1.74
0.25
64
2.00
0.25
72
2.04
0.22
76
2.04
0.23
($ million)
1,560
588
187
90
695
1,782
637
189
153
803
2,261
780
292
258
931
3,441
1,489
351
469
1,132
3,156
259
1,280
288
1,329
2004
2005
2006
2007
2008
Depreciation & Retained Profit
Interest Expenses & Dividends
Taxation
Wages, Salaries & Benefits
228
Keppel Corporation Limited
Report to Shareholders 2008
Share Performance
Turnover (million)
Share Prices ($)
400
300
200
180
160
140
120
100
80
60
40
20
0
40
30
20
18
16
14
12
10
8
6
4
2
0
2004
2005
2006
2007
2008
Turnover
High and Low Prices
2004
2005
2006
2007
2008
Share Price ($)
Last transacted (Note 3)
High
Low
Volume weighted average (Note 2)
Per Share
Earnings (cents) (Note 1)
Gross dividend (cents)
Capital distribution (cents) (net)
Distribution yield (%) (Note 2)
Net price earnings ratio (Note 2)
At Year End
Share price ($)
Distribution yield (%) (Note 3)
Net price earnings ratio (Note 3)
Net price to book ratio (Note 3)
Net assets backing ($)
4.30
4.38
3.00
3.74
29.9
10.0
10.0
5.4
12.5
4.30
4.7
14.4
2.3
1.90
5.50
6.60
4.25
5.69
36.1
11.5
11.5
4.1
15.8
5.50
4.2
15.3
2.5
2.23
8.80
9.25
5.55
7.22
47.7
14.0
14.0
3.9
15.1
8.80
3.2
18.4
3.4
2.58
13.00
15.30
8.30
11.56
64.9
64.0
-
5.5
17.8
13.00
4.9
20.0
4.0
3.24
Notes:
1. Earnings per share are calculated based on the Group PATMI by reference to the weighted average number of shares in issue during the year.
2. Volume weighted average share price is used in calculating distribution yield and net price earnings ratio.
3. Last transacted share price is used in calculating distribution yield, net price earnings ratio and net price to book ratio.
4. Comparative figures have been adjusted for sub-division of shares in 2007.
Share Performance
4.33
12.84
3.35
8.59
69.0
35.0
-
4.1
12.5
4.33
8.1
6.3
1.5
2.84
229
Shareholding Statistics
As at 27 February 2009
Total no. of issued shares
Issued and Fully Paid-up Capital : $824,571,173.19
Class of Shares
: 1,593,134,180
: Ordinary Shares with equal voting rights
Size of Shareholdings
1 - 999
1,000 - 10,000
10,001 - 1,000,000
1,000,001 & Above
TOTAL
Twenty Largest Shareholders
DBS Nominees Pte Ltd
Temasek Holdings (Pte) Ltd
Citibank Nominees Singapore Pte Ltd
HSBC (Singapore) Nominees Pte Ltd
DBSN Services Pte Ltd
United Overseas Bank Nominees Pte Ltd
Raffles Nominees Pte Ltd
DB Nominees (S) Pte Ltd
Shanwood Development Pte Ltd
Oversea Chinese Bank Nominees Pte Ltd
Merrill Lynch (Singapore) Pte Ltd
TM Asia Life Singapore Ltd - PAR Fund
OCBC Nominees Singapore Pte Ltd
Lim Chee Onn
Teo Soon Hoe
Royal Bank of Canada (Asia) Ltd
OCBC Securities Private Ltd
Morgan Stanley Asia (Singapore) Pte Ltd
ING Nominees (Singapore) Pte Ltd
Lee Seng Wee
Total
Number of
Shareholders
460
27,406
3,219
27
%
1.48
88.09
10.35
0.08
Number of
Shares
205,700
84,444,583
111,826,441
1,396,657,456
%
0.01
5.30
7.02
87.67
31,112
100.00
1,593,134,180
100.00
Number of
Shares
420,727,782
337,643,902
198,587,690
121,597,518
120,563,849
95,105,631
33,145,084
8,664,466
6,400,000
5,524,250
5,247,812
5,168,000
4,519,917
3,954,166(i)
3,628,332(ii)
3,336,929
2,854,258
2,598,918
2,568,160
2,414,000
1,384,250,664
%
26.41
21.19
12.47
7.63
7.57
5.97
2.08
0.54
0.40
0.35
0.33
0.32
0.28
0.25
0.23
0.21
0.18
0.16
0.16
0.15
86.88
Note:
(i) Includes 293,250 shares held by OCBC Nominees Singapore Pte Ltd on his behalf.
(ii) Includes 40,000 shares held by OCBC Nominees Singapore Pte Ltd on his behalf.
Substantial Shareholder
Direct Interest
Deemed Interest
Total Interest
No. of Shares
%
No. of Shares
%
No. of Shares
%
Temasek Holdings (Pte) Ltd
337,643,902
21.19
8,393,799(i)
0.53
346,037,701
21.72
Note(i):
By operation of Section 7 of the Companies Act, Temasek Holdings (Pte) Ltd is deemed to be interested in an aggregate of 8,393,799 shares in which its
subsidiaries and associated companies have an aggregate interest.
Public Shareholders
Based on the information available to the Company as at 27 February 2009, approximately 77% of the issued shares of the
Company is held by the public and therefore, pursuant to Rules 1207 and 723 of the Listing Manual of the Singapore
Exchange Securities Trading Limited, it is confirmed that at least 10% of the ordinary shares of the Company is at all times
held by the public.
Treasury Shares
As at 27 February 2009, there are no treasury shares held.
230
Keppel Corporation Limited
Report to Shareholders 2008
Notice of Annual General Meeting and Closure of Books
eppel
Corporation
Keppel Corporation Limited
Co Reg No. 196800351N
(Incorporated in the Republic of Singapore)
NOTICE IS HEREBY GIVEN that the 41st Annual General Meeting of the Company will be held at Four Seasons Hotel, Four
Seasons Ballroom (Level 2), 190 Orchard Boulevard, Singapore 248646 on Friday, 24 April 2009 at 4.00 p.m. to transact the
following business:
Ordinary Business
1.
2.
3.
To receive and adopt the Directors’ Report and Audited Financial Statements for the year ended
31 December 2008.
Resolution 1
To declare a final tax-exempt (one-tier) dividend of 21 cents per share for the year ended
31 December 2008 (2007: final dividend of 10 cents per share tax exempt one-tier and special
dividend of 45 cents per share tax exempt one-tier).
Resolution 2
To re-elect the following directors, each of whom will retire pursuant to Article 81B of the
Company’s Articles of Association and who, being eligible, offer themselves for re-election
pursuant to Article 81C (see Note 2):
(i)
Mr Yeo Wee Kiong
(ii)
Mr Choo Chiau Beng
Note: Tsao Yuan Mrs Lee Soo Ann, who will be retiring pursuant to Article 81B of the Company’s
Articles of Association, although eligible, has decided not to seek re-election.
4.
To re-elect Mr Sven Bang Ullring who, being over the age of 70 years, will cease to be a director
at the conclusion of this annual general meeting, and who, being eligible, offers himself for
re-election pursuant to Section 153(6) of the Companies Act (Cap. 50) to hold office until the
conclusion of the next annual general meeting of the Company (see Note 2).
Resolution 3
Resolution 4
Resolution 5
5.
To approve the remuneration of the non-executive directors of the Company for the financial year
ended 31 December 2008, comprising the following:
Resolution 6
(1)
the payment of directors’ fees of an aggregate amount of $570,000 in cash
(2007: $600,625); and
(2) (a) the award of an aggregate number of 14,000 existing ordinary shares in the capital of the
Company (the “Remuneration Shares”) to Mr Tony Chew Leong-Chee, Mr Lim Hock San,
Mr Sven Bang Ullring, Tsao Yuan Mrs Lee Soo Ann, Mrs Oon Kum Loon, Mr Tow Heng Tan
and Mr Yeo Wee Kiong as payment in part of their respective remuneration for the financial
year ended 31 December 2008 as follows:
(i)
2,000 Remuneration Shares to Mr Tony Chew Leong-Chee;
(ii)
2,000 Remuneration Shares to Mr Lim Hock San;
Notice of Annual General Meeting and Closure of Books
231
(iii)
2,000 Remuneration Shares to Mr Sven Bang Ullring;
(iv)
2,000 Remuneration Shares to Tsao Yuan Mrs Lee Soo Ann;
(v)
2,000 Remuneration Shares to Mrs Oon Kum Loon;
(vi)
2,000 Remuneration Shares to Mr Tow Heng Tan; and
(vii)
2,000 Remuneration Shares to Mr Yeo Wee Kiong;
(b) the directors of the Company or any of them be and are hereby authorised to instruct a
third party agency to purchase from the market 14,000 existing shares at such price as the
directors of the Company may deem fit and deliver the Remuneration Shares to each
non-executive director in the manner as set out in (2)(a) above; and
(c) any director of the Company or the Company Secretary be authorised to do all things
necessary or desirable to give effect to the above (see Note 3).
6.
To re-appoint the Auditors and authorise the directors of the Company to fix their remuneration.
Resolution 7
Special Business
To consider and, if thought fit, approve the following Ordinary Resolutions, with or without any modifications:
Resolution 8
7.
That:
(1)
pursuant to Section 161 of the Companies Act, Cap. 50 of Singapore (the “Companies
Act”), Rule 806 of the listing manual (“Listing Manual”) of the Singapore Exchange
Securities Trading Limited (“SGX-ST”), and Article 48A of the Company’s Articles of
Association, authority be and is hereby given to the directors of the Company to:
(a)
(i)
issue shares in the capital of the Company (“Shares”), whether by way of
rights, bonus or otherwise, and including any capitalisation pursuant to
Article 124 of the Company’s Articles of Association of any sum for the
time being standing to the credit of any of the Company’s reserve accounts
or any sum standing to the credit of the profit and loss account or otherwise
available for distribution; and/or
(ii)
make or grant offers, agreements or options that might or would require
Shares to be issued (including but not limited to the creation and issue of
(as well as adjustments to) warrants, debentures or other instruments
convertible into Shares) (collectively “Instruments”),
of not more than 50 per cent. of the total number of Shares (excluding treasury
Shares), of which the aggregate number of Shares and Instruments issued other
than on a pro rata basis to existing shareholders must be not more than
10 per cent. of the total number of Shares (excluding treasury Shares), at any time
and upon such terms and conditions and for such purposes and to such persons
as the directors of the Company may in their absolute discretion deem fit; and
232
Keppel Corporation Limited
Report to Shareholders 2008
(b)
(notwithstanding that the authority so conferred by this Resolution may have
ceased to be in force) issue Shares in pursuance of any Instrument made or
granted by the directors of the Company while the authority was in force;
(2)
(subject to such manner of calculation as may be prescribed by the SGX-ST) for the
purpose of determining the aggregate number of Shares (excluding treasury Shares) that
may be issued under sub-paragraph (1)(a) above, the percentage of issued Shares
shall be calculated based on the total number of Shares (excluding treasury Shares) at
the time of passing of this Resolution after adjusting for:
(a)
new Shares arising from the conversion or exercise of convertible securities;
(b)
new Shares arising from exercising share options or vesting of share awards
outstanding or subsisting as at the date of the passing of this Resolution,
provided the options or awards were granted in compliance with Part VIII of
Chapter 8 of the Listing Manual; and
(c)
any subsequent bonus issue, consolidation or sub-division of Shares;
(3)
(4)
(5)
the 50 per cent. limit in sub-paragraph (1)(a) above may be increased to 100 per cent.
for the Company to undertake pro rata renounceable rights issues;
in exercising the authority granted under this Resolution, the Company shall comply with
the provisions of the Companies Act, the Listing Manual for the time being in force (unless
such compliance has been waived by the SGX-ST) and the Articles of Association for
the time being of the Company; and
(unless revoked or varied by the Company in general meeting) the authority conferred by
this Resolution shall continue in force until the conclusion of the next annual general
meeting of the Company or the date by which the next annual general meeting is
required by law to be held, whichever is the earlier (see Note 4).
Resolution 9
8.
That:
(1)
for the purposes of the Companies Act, the exercise by the directors of the Company of
all the powers of the Company to purchase or otherwise acquire Shares not exceeding
in aggregate the Maximum Limit (as hereafter defined), at such price(s) as may be
determined by the directors of the Company from time to time up to the Maximum Price
(as hereafter defined), whether by way of:
(a)
market purchase(s) (each a “Market Purchase”) on the SGX-ST; and/or
(b)
off-market purchase(s) (each an “Off-Market Purchase”) in accordance with any
equal access scheme(s) as may be determined or formulated by the directors of
the Company as they consider fit, which scheme(s) shall satisfy all the conditions
prescribed by the Companies Act;
Notice of Annual General Meeting and Closure of Books
233
Notice of Annual General Meeting and Closure of Books
and otherwise in accordance with all other laws and regulations, including but not
limited to, the provisions of the Companies Act and listing rules of the SGX-ST as may
for the time being be applicable, be and is hereby authorised and approved generally
and unconditionally (the “Share Purchase Mandate”);
(2)
unless varied or revoked by the members of the Company in a general meeting, the
authority conferred on the directors of the Company pursuant to the Share Purchase
Mandate may be exercised by the directors at any time and from time to time during the
period commencing from the date of the passing of this Resolution and expiring on the
earlier of:
(a)
(b)
the date on which the next annual general meeting of the Company is held or
is required by law to be held; or
the date on which the purchases or acquisitions of Shares by the Company
pursuant to the Share Purchase Mandate are carried out to the full extent
mandated;
(3)
in this Resolution:
“Maximum Limit” means that number of issued Shares representing ten (10) per cent. of
the total number of issued Shares as at the date of the last annual general meeting or at
the date of the passing of this Resolution whichever is higher unless the Company has
effected a reduction of the share capital of the Company in accordance with the
applicable provisions of the Companies Act, at any time during the Relevant Period, in
which event the total number of issued Shares shall be taken to be the total number of
issued Shares as altered (excluding any treasury Shares that may be held by the
Company from time to time);
“Relevant Period” means the period commencing from the date on which the last annual
general meeting was held and expiring on the date the next annual general meeting is
held or is required by law to be held, whichever is the earlier, after the date of this
Resolution; and
“Maximum Price”, in relation to a Share to be purchased or acquired, means the
purchase price (excluding brokerage, stamp duties, commission, applicable goods and
services tax and other related expenses) which is:
(a)
in the case of a Market Purchase, 105 per cent. of the Average Closing Price; and
(b)
in the case of an Off-Market Purchase pursuant to an equal access scheme,
120 per cent. of the Average Closing Price,
234
Keppel Corporation Limited
Report to Shareholders 2008
where:
“Average Closing Price” means the average of the closing market prices of a Share over
the last five (5) Market Days (a “Market Day” being a day on which the SGX-ST is open
for trading in securities), on which transactions in the Shares were recorded, in the case
of Market Purchases, before the day on which the purchase or acquisition of Shares was
made and deemed to be adjusted for any corporate action that occurs after the relevant
five (5) Market Days, or in the case of Off-Market Purchases, before the date on which
the Company makes an announcement of the offer; and
(4)
the directors of the Company and/or any of them be and are hereby authorised to
complete and do all such acts and things (including without limitation, executing such
documents as may be required) as they and/or he may consider necessary, expedient,
incidental or in the interests of the Company to give effect to the transactions
contemplated and/or authorised by this Resolution (see Note 5).
9.
That:
(1)
approval be and is hereby given, for the purposes of Chapter 9 of the Listing Manual
of the SGX-ST, for the Company, its subsidiaries and target associated companies
(as defined in Appendix 2 to this Notice of Annual General Meeting (“Appendix 2”)),
or any of them, to enter into any of the transactions falling within the types of Interested
Person Transactions described in Appendix 2, with any person who falls within the
classes of Interested Persons described in Appendix 2, provided that such transactions
are made on normal commercial terms and in accordance with the review procedures
for Interested Person Transactions as set out in Appendix 2 (the “IPT Mandate”);
(2)
(3)
(4)
the IPT Mandate shall, unless revoked or varied by the Company in general meeting,
continue in force until the date that the next annual general meeting is held or is required
by law to be held, whichever is the earlier;
the Audit Committee of the Company be and is hereby authorised to take such action
as it deems proper in respect of such procedures and/or to modify or implement such
procedures as may be necessary to take into consideration any amendment to Chapter 9
of the Listing Manual of the SGX-ST which may be prescribed by the SGX-ST from time
to time; and
the directors of the Company and/or any of them be and are hereby authorised to
complete and do all such acts and things (including, without limitation, executing such
documents as may be required) as they and/or he may consider necessary, expedient,
incidental or in the interests of the Company to give effect to the IPT Mandate and/or
this Resolution (see Note 6).
To transact such other business which can be transacted at the annual general meeting of the Company.
Resolution 10
Notice of Annual General Meeting and Closure of Books
235
Notice of Annual General Meeting and Closure of Books
NOTICE IS ALSO HEREBY GIVEN THAT:
(a)
(b)
the Transfer Books and the Register of Members of the Company will be closed on 1 May 2009, for the preparation of
dividend warrants. Duly completed transfers received by the Company’s registrar, B.A.C.S. Pte Ltd, 63 Cantonment
Road, Singapore 089758 up to the close of business at 5.00 p.m. on 30 April 2009 will be registered to determine
shareholders’ entitlement to the proposed final dividend. The proposed final dividend if approved at this annual general
meeting will be paid on 12 May 2009; and
the electronic copy of the Company’s Annual Report 2008 will be published on the Company’s website on 9 April 2009.
The Company’s website address is http://www.kepcorp.com, and the electronic copy of the Annual Report 2008 can be
viewed or downloaded from the “Annual Reports” section, which can be accessed from the main menu item “Investor
Relations”. To view the electronic copy of the Annual Report 2008, you will need the Adobe Reader installed on your
computer, which can be downloaded free of charge at http://get.adobe.com/reader.
BY ORDER OF THE BOARD
Caroline Chang
Company Secretary
Singapore, 26 March 2009
Notes:
1. A Member is entitled to appoint one proxy or two proxies to attend and vote in his place. A proxy need not be a member of the Company. The instrument
appointing a proxy must be deposited at the registered office of the Company at 1 HarbourFront Avenue, #18-01 Keppel Bay Tower, Singapore 098632,
not less than 48 hours before the time appointed for holding the annual general meeting.
2. Detailed information about these directors can be found in the Board of Directors and Information on Directors and Key Executives sections of the Company’s
Annual Report. Mr Yeo Wee Kiong will upon re-election continue to serve as Chairman of the Board Safety Committee and member of the Board Risk
Committee. Mr Choo Chiau Beng will upon re-election continue to serve as member of the Executive and Board Safety Committees. Mr Sven Bang Ullring will
upon re-election continue to serve as Chairman of the Nominating Committee, Chairman of the Remuneration Committee, and member of the Board Safety
Committee. These directors (other than Mr Choo Chiau Beng) are considered by the Nominating Committee to be independent directors.
3. The proposed award of Remuneration Shares to the non-executive directors forms part of the ordinary remuneration of the non-executive directors for the
financial year ended 31 December 2008, and is in addition to the proposed directors’ fees in cash referred to in Resolution 6. The Remuneration Shares to be
awarded to the non-executive directors will rank pari passu with the then existing issued Shares at the time of the award. The non-executive directors will each,
subject to Shareholders’ approval, be awarded 2,000 Shares as part of their remuneration for the financial year ended 31 December 2008. The non-executive
directors will abstain from voting, and will procure their respective associates to abstain from voting, in respect of this Resolution 6.
4. Resolution 8 is to empower the directors from the date of the annual general meeting until the date of the next annual general meeting to issue further Shares
and Instruments in the Company, up to a number not exceeding 50 per cent. of the total number of Shares (excluding treasury Shares) (with a sub-limit of
10 per cent. of the total number of Shares (excluding treasury Shares) in respect of Shares to be issued other than on a pro rata basis to shareholders).
The 50 per cent. limit may be increased to 100 per cent. for the Company to undertake pro rata renounceable rights issues. The 10 per cent. sub-limit for
non-pro rata issues is lower than the 20 per cent. sub-limit allowed under the Listing Manual of the SGX-ST and the Articles of Association of the Company.
For the purpose of determining the total number of Shares (excluding treasury Shares) that may be issued, the percentage of issued Shares shall be based on
the total number of Shares (excluding treasury Shares) at the time that Resolution 8 is passed, after adjusting for (a) new Shares arising from the conversion or
exercise of any convertible securities, (b) new Shares arising from exercising share options or vesting of share awards which are outstanding or subsisting at the
time that Resolution 8 is passed (provided that they were granted in compliance with Part VIII of Chapter 8 of the Listing Manual), and (c) any subsequent bonus
issue, consolidation or sub-division of Shares.
5. Resolution 9 relates to the renewal of the Share Purchase Mandate which was originally approved by Shareholders on 18 February 2000 and was last renewed
at the extraordinary general meeting of the Company on 25 April 2008. Please refer to Appendix 1 of this Notice of Annual General Meeting for details.
6. Resolution 10 relates to the renewal of a mandate given by Shareholders on 22 May 2003 allowing the Company, its subsidiaries and target associated
companies to enter into transactions with interested persons as defined in Chapter 9 of the Listing Manual of the SGX-ST. Please refer to Appendix 2 of this
Notice of Annual General Meeting for details.
236
Keppel Corporation Limited
Report to Shareholders 2008
Financial Calendar
FY 2008
Financial year-end
Announcement of 2008 1Q results
Announcement of 2008 2Q results
Announcement of 2008 3Q results
Announcement of 2008 full year results
Despatch of Summary Financial Report to Shareholders
Despatch of Annual Report to Shareholders
Annual General Meeting
2008 Proposed final dividend
Books closure date
Payment date
FY 2009
Financial year-end
Announcement of 2009 1Q results
Announcement of 2009 2Q results
Announcement of 2009 3Q results
Announcement of 2009 full year results
31 December 2008
24 April 2008
31 July 2008
23 October 2008
22 January 2009
26 March 2009
9 April 2009
24 April 2009
5.00 p.m., 30 April 2009
12 May 2009
31 December 2009
April 2009
July 2009
October 2009
January 2010
Financial Calendar
237
Corporate Information
Board of Directors
Remuneration Committee
Registered Office
Lim Chee Onn (Chairman)
Sven Bang Ullring (Chairman)
Choo Chiau Beng
Tsao Yuan Mrs Lee Soo Ann
Tony Chew Leong-Chee
Oon Kum Loon (Mrs)
Lim Hock San
Sven Bang Ullring
Tsao Yuan Mrs Lee Soo Ann
Tow Heng Tan
Oon Kum Loon (Mrs)
Nominating Committee
1 HarbourFront Avenue
#18-01 Keppel Bay Tower
Singapore 098632
Telephone: (65) 6270 6666
Telefax: (65) 6413 6391
Email: keppelgroup@kepcorp.com
Website: www.kepcorp.com
Tow Heng Tan
Yeo Wee Kiong
Teo Soon Hoe
Executive Committee
Lim Chee Onn (Chairman)
Sven Bang Ullring (Chairman)
Tsao Yuan Mrs Lee Soo Ann
Oon Kum Loon (Mrs)
Share Registrar
B.A.C.S. Private Limited
63 Cantonment Road
Singapore 089758
Board Risk Committee
Auditors
Deloitte & Touche LLP
Public Accountants and
Certified Public Accountants
Singapore
Audit Partner: Chaly Mah Chee Kheong
Year appointed: 2006
Choo Chiau Beng
Oon Kum Loon (Mrs) (Chairman)
Tony Chew Leong-Chee
Lim Hock San
Oon Kum Loon (Mrs)
Tow Heng Tan
Teo Soon Hoe
Lim Hock San
Tow Heng Tan
Yeo Wee Kiong
Board Safety Committee
Audit Committee
Yeo Wee Kiong (Chairman)
Lim Hock San (Chairman)
Choo Chiau Beng
Sven Bang Ullring
Tony Chew Leong-Chee
Tsao Yuan Mrs Lee Soo Ann
Oon Kum Loon (Mrs)
Company Secretary
Caroline Chang
238
Keppel Corporation Limited
Report to Shareholders 2008
Notes
Notes