Headquarters
Singapore
TelecommunicaTionS
limiTed
31 exeter road
ComCentre
singapore 239732
repuBLiC oF singapore
teL:
Fax:
WeBsite: WWW.singteL.Com
+65 6838 3388
+65 6732 8428
Copyright © 2013
Singapore Telecommunications Limited
(CRN:199201624D)
All rights reserved
Printed on environmentally friendly paper
Singapore
TelecommunicaTionS
limiTed
annuaL
report
2013
Changing
the world of
CommuniCations
S
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r
e
p
o
r
t
2
0
1
3
We’re on a
mission
our
Customers
are at the
heart of
what we do
We’re building new
and exciting services
to help customers
live, work and play.
Contents
Key Figures / 08
chairman’s Statement / 10
in dialogue with gceo / 12
organisation Structure / 15
Board of directors / 16
management committee / 21
Senior management / 24
Key operating companies / 25
Key awards and accolades / 26
Year in review / 28
operating and Financial review / 30
investor relations / 50
corporate Sustainability / 52
our people / 56
corporate governance / 60
risk management philosophy and approach / 78
Financial Statements / 84
interested person Transactions / 193
Shareholder information / 194
corporate information / 196
SingTel contact points / 197
u
o
o
p
R
d
y
i m
R
p
g
v i n
t iv i t
c
we have
reshaped
our Core
operations
e n h a n c i n g
c u s t o m e R
e x p e R i e n c e
R a i s i n g b u s i n e s s
p e R f o R m a n c e
We're raising productivity
and profitability.
We're also deepening
customer engagement.
bu i l d i n g
s t R a t e g i c
p aRt n eRs h i p s
we have
the sCale
and the
assets
Now we’re
poised to capture
new growth
opportunities in
the digital space.
extending
customeR
Relationships
embRacing
open innovation
t e a m w oRk
peRsonal
excellence
integRity
we have
great people
cu s t o m eR
f o c u s
They’re driving our
transformation and
delivering results.
c h a l l e n g eR
s p iRi t
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
Key Figures
OPERATING REVENUE
(S$ m)
UNDERLYING NET PROFIT (S$ m)
NET PROFIT
(S$ m)
18,825
18,183
3,676
3,611
3,989
3,508
Operating revenue
declined on lower
revenue from
Australia and adverse
currency movements.
Underlying net
profit fell on higher
depreciation and
amortisation, lower
earnings from Airtel
and weaker regional
currencies.
Net profit declined on
higher depreciation
charges, investments
into new digital
businesses and
exceptional losses.
2012
2013
2012
2013
2012
2013
FREE CASh FLOW
(S$ m)
RETURN ON INVESTED
CAPITAL (ROIC) (1)
(%)
DIVIDEND PER ShARE
(S¢)
3,759
3,462
12.0
11.8
16.8
15.8
Free cash flow
improved on
increased cashflow
from Singapore and
higher dividends from
Telkomsel and AIS.
ROIC declined
on higher taxes.
higher dividends
per share in line
with revised
dividend policy.
2012
2013
2012
2013
2012
2013
PROPORTIONATE EBITDA FOR FY2013
23%
Singapore
31%
Australia
45%
Regional Mobile
Associates
1%
Others
Through its investments in key markets overseas,
the Group has diversified its earnings base. Overseas
operations contributed 77% to proportionate EBITDA.
Note:
(1) ROIC is the ratio of EBIT (post-tax) to
average capital (which is the aggregate
of net debt, shareholders' funds and
minority interests).
8
ShARE PRICE PERFORMANCE
Between April 2012 and March 2013, SingTel (SGX) and SingTel (ASX) were up 15%.
SINGTEL ShARE PRICE PERFORMANCE – 1 APRIL 2012 TO 31 MARCh 2013
20.0%
15.0%
10.0%
5.0%
0.0%
-5.0%
-10.0%
-15.0%
15%
15%
11%
10%
Apr 12
May 12
Jun 12
Jul 12
Aug 12
Sep 12
Oct 12
Nov 12
Dec 12
Jan 13
Feb 13
Mar 13
SingTel (SGX), 15%
SingTel (ASX), 15%
Straits Times Index, 10%
MSCI Asia Pacific Telecommunications Index, 11%
Source: Bloomberg
ShAREhOLDER PAYOUT
(S$ b)
ShAREhOLDER PAYOUT
SingTel has a track record of generous shareholder payout.
3.0
2.3
1.6
1.5
2.7
2.5
2.5
2.3
2.0
2.0
1.8
1.7
0.8
1.3
1.1
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
Ordinary Dividend
Special Dividend
Capital Reduction
SingTel revised its policy to increase the dividend payout ratio to
between 60% to 75% of underlying net profit, from the previous
payout ratio of 55% to 70%.
The Board has recommended a final ordinary dividend of 10 Singapore
cents a share. Together with the interim ordinary dividend of
6.8 Singapore cents a share, total ordinary dividend for FY2013 is
16.8 Singapore cents a share. This represents a payout ratio of 74%
of underlying earnings for FY2013.
9
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
CHAirMAN’s
sTATeMeNT
We are deepening our
customer engagement to
compete in the merging
telecoms and internet
space, while maintaining
our lead in the core
telecoms business.
Simon iSrael
Chairman
Dear Shareholders,
FY2013 was a pivotal year in SingTel’s multi-year transformation journey. The industry
trends I mentioned in last year’s annual report continued to be the driving force
behind our transformation to deliver sustained growth in shareholder value.
The convergence of the telecommunications and digital industries presents
both challenges and opportunities for the Group. While we face non-traditional
competition from the likes of over-the-top and internet players offering free services
that ride on our networks, the Group is focused on strengthening its core business
and leveraging our unique assets to boldly take on the digital space as well.
STABLE EARNINGS
Against these industry challenges, the SingTel Group continued to deliver stable
earnings and the core business performed well. The Group also made significant
investments to accelerate our growth in the digital space. These investments
are essential for driving longer-term growth but the costs associated with these
acquisitions will impact our earnings in the short term.
The Group’s underlying net profit fell 2%, due to adverse currency movements,
weaker performance of Airtel, higher depreciation and amortisation charges as well
as startup losses of our digital investments. This is a credible performance in the
context of our transformation. It also highlights the resilience of our core business as
a strong foundation for continued profitability.
The Group regularly reviews its various operations to ensure optimum performance.
With regards to India, it is your Board’s view that the current industry consolidation
will result in a more rational market. As a leading operator, Airtel will improve in
the medium to long term. Conversely, in Pakistan, after an extensive review of the
business, we made the decision to exit.
10
ThE NEED TO TRANSFORM
Our transformation strategy is fundamentally focused on reshaping the business so
it continually meets customers’ needs in the future. We are deepening our customer
engagement to compete in the merging telecoms and internet space, while
maintaining our lead in the core telecoms business.
As part of our transformation, the Group introduced a new company structure
comprising three business units aligned with our customer segments in April 2012.
A year on, each of these business units have delivered on a number of transformative
initiatives, including making inroads into global digital advertising and capturing
growth from mobile data.
Our acquisition of Amobee catapulted us to the top ranks of global mobile
advertising companies. It competes in the fast-growing digital mobile space and
has a global customer base. In Singapore and Australia, we are steadily moving
customers onto tiered data plans that are better aligned with data consumption.
These investments and changes will help us develop new revenue streams and
enhance the returns on our network investments.
OUR PEOPLE ARE DRIVING ThE ChANGE
Our people are at the heart of our transformation. They are passionate about what
we do and are dedicated to our transformation. To successfully transform, we are
nurturing the necessary culture and global mindset. To broaden the diversity of
talents within the Group, we are welcoming digital natives through acquisitions
and hires, and adding people with strong track records to our core businesses.
My appreciation goes to all employees in the Group who in their own way, are
shaping the SingTel of the future.
In closing, let me express appreciation to my fellow Board members for their
commitment and for giving their time generously over and beyond scheduled
Board discussions. In 2012, the Board made a trip to two innovation hubs, New York
and Boston, building on our 2011 trip to Silicon Valley.
On behalf of the Board, I thank Mr Ong Peng Tsin, who will be stepping down,
for his contributions. We are also delighted to have Mr David Gonski AC, a
well-respected businessman and one of Australia’s leading corporate directors, join
the Board.
SIMON ISRAEL
Chairman
11
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
iN DiALOgue
WiTH gCeO
This transformation involves
twin tracks of confident
investments in new markets
and the digital space, as well
as a sharpened focus on
increasing profitability
of our core business.
Chua SoCk koong
Group Chief Executive Officer
Q: SINGTEL IS IMPLEMENTING A TRANSFORMATION
STRATEGY TO REMAIN AT ThE FOREFRONT OF A RAPIDLY
ChANGING MARkET. WhAT hAS BEEN ThE PROGRESS?
a: FY2013 was a significant year for us, marking the beginning of
a multi-year transformation of our business. Our transformation
will help us tackle the challenges and seize new opportunities
brought about by industry changes.
Let me recap the profound changes we are seeing in the
industry. Massive improvements in mobile technology have
led to dramatic changes in the way we use mobile devices. No
longer just for phone calls and text messages, these devices
have also become gateways to information, entertainment
and transactions for our customers. Telcos that do nothing to
address these changes will end up as just providers of “dumb
pipes” or network connection, which is a low value-add and
undifferentiated service.
the other hand, global players,
On
including device
manufacturers, search engines, social media operators and
companies with internet-based service models, continue to vie
for customer attention and spend with a myriad of services and
content that ride on telcos’ networks. For example, phone calls
and text messages, the traditional bread and butter of telcos,
are
increasingly being replaced by third party mobile
applications. These applications allow customers to do the same
things and even more, putting pressure on the telcos’ networks.
This has led to higher capital intensity and lower returns for
many operators of “dumb pipes”.
At the heart of our transformation, we are deepening our
relationship with our customers, through new and exciting
services to stay at the forefront of changes. This involves
twin tracks of confident investments in new markets and the
digital space, as well as a sharpened focus on increasing
profitability of our core business. We have set ourselves
progressive milestones, and in FY2013, met many of them.
In our core business, we have combined procurement, network
and IT capabilities across Australia and Singapore to improve
productivity and cost efficiencies. We have also reviewed
our sales and distribution channels as well as centralised
product, delivery and service capabilities. For our enterprise
business, we integrated various businesses across Asia Pacific.
In Australia, to provide better end-to-end customer experience,
we started restructuring our sales and distribution channels
by exiting non-branded distribution and investing in Optus-
branded channels.
12
Group Digital L!fe, our newly created business unit, has
assembled growth platforms with key strategic acquisitions
including Amobee, Adjitsu, hungryGoWhere, Pixable and
Eatability. These investments help us gain capabilities that
complement our strengths, putting us in a better position to
make a real difference in the digital space. At the same time, we
have also grown our suite of digital services aimed at customers’
everything-on-mobile lifestyle.
Q: DESCRIBE SINGTEL’S FINANCIAL PERFORMANCE
IN FY2013.
a: We delivered resilient results across Singapore, Australia
and the regional mobile associates in a year marked by
significant industry changes, adverse currency movements
and our investment in new services to transform to drive long-
term growth.
Excluding exceptional and one-off items, underlying net profit
declined 2% to S$3.61 billion. In constant currency terms,
underlying net profit would have been stable. Including the
exceptional items, net profit declined 12% to S$3.51 billion. This
was largely due to a one-time loss of S$225 million from the
divestment of Warid Pakistan.
Our core business remains robust and provides a strong
foundation for sustainable profitability. It also lends support to
our ambitions to grow in the digital space. In FY2013, the Group
continued to generate strong free cash flow, which increased
9% to S$3.76 billion.
The Group’s EBITDA was stable at S$5.2 billion, reflecting the
Group’s strong cost management. Revenue fell 3% due to lower
contribution from Australia. Earnings from our regional mobile
associates grew 5%, mainly from strong performances by AIS
and Telkomsel, which were partially offset by lower contributions
from Airtel and the strength of the Singapore Dollar.
The Group and its regional mobile associates continued to
grow its mobile customer base. At the end of 31 March 2013,
the Group had 468 million mobile customers in Asia and Africa,
an increase of 9%, or 36.5 million.
(LTE) or 4G to ensure we deliver a superior customer experience
and capture growth from mobile data usage.
Our customers in Singapore already enjoy nationwide 4G
coverage, and in Australia, we have rolled out 4G to the capital
cities, and will extend it to cover 70% of Australia’s metropolitan
population by the middle of 2014.
At the same time, we introduced tiered mobile data plans in
Singapore and Australia. These plans are gaining good traction
among our customers. Tiered price plans go hand in hand
with network investments; this combination helps ensure
sustainable returns on our networks, while promoting better
customer experience and usage growth. In the next financial
year, we have allocated S$2.5 billion for network investments.
With our experience in Singapore and Australia, we are well-
positioned to work with our associates as their markets evolve
from a voice-centric to a data-centric world. In the emerging
markets of Indonesia, India, Thailand and the Philippines,
voice revenue is already slowing. Our associates recognise the
importance of building capabilities to succeed in this data-
centric world.
We are sharing our insights on data network planning, marketing
and other aspects of data services. Group Digital L!fe will also
collaborate with the associates to create distinctive global
digital products for their local markets that are differentiated
from their competitors’. For example, Amobee is working with
AIS, Globe and Telkomsel to gather insights from aggregate
customer data. With these insights, the associates are able to
offer more personalised and targeted mobile advertisements
to their customers via Amobee’s awarding-winning platform
which helps them to maximise the returns on their inventory.
Q: LOOkING AhEAD, WhAT ARE SINGTEL’S kEY PRIORITIES?
a: To succeed and stay ahead of the competition, we are single-
minded about building a high performance core business and
creating next generation growth engines in the digital space.
Our transformation strategy comprises four key elements:
Q: hOW IS SINGTEL RESPONDING TO ThE SURGE IN
MOBILE DATA CONSUMPTION?
a:
It is important for us to continue to invest in our networks,
spectrum and new technologies such as Long Term Evolution
1. Raising business performance of the consumer and
enterprise operations. This will be achieved by driving
profitable revenue growth, operating efficiencies and
creating a competitive cost structure.
13
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
iN DiALOgue
WiTH gCeO
2. Lifting customer experience with simplified and compelling
value propositions. These are supported by extensive and
reliable networks.
3. Leveraging our assets to drive scale benefits. We are
establishing deeper collaboration with our associates to
bring about synergistic benefits in technology, product
development and customer offerings.
4. Creating
innovative and differentiated digital services
to enhance the core business and deliver new revenue
streams.
Transforming our core business remains equally important, if
not more important than our digital initiatives. Now more than
ever, we must strive for greater operational efficiencies and
stronger cost management in our core business.
Meanwhile, our digital services will see our relationships with
customers evolve. Our services will broaden beyond phone
calls and text messages into areas like e-commerce transactions,
advertisements, social interaction and other content. These
services will leverage valuable assets we already possess,
such as our extensive customer knowledge, touch points and
intelligent networks. The scale of the Group’s 468 million mobile
customers will provide a critical mass for our digital services and
a springboard for some of our digital investments to become
global leaders.
To spur growth in the digital space, we will allocate up to
S$2 billion over the next three years to pursue strategic
acquisitions. We remain financially disciplined in the evaluation
of these opportunities. These investments may register losses
in the short term, which reflect their investment phase, but
we are confident of seeing results in the middle to long term.
As such, we have in place appropriate performance measures,
such as customer usage, number of active users, cash flow
and other relevant market-based metrics. At the right time, we
will selectively unlock and monetise the value of our digital
investments.
Alongside our new investments in the digital space, we
constantly review opportunities
in the communications
sector. This includes increasing our stakes in the associates and
investing in large under-penetrated markets.
Q: WhAT ChANGES IS SINGTEL MAkING TO COMPLETE
ThE TRANSFORMATION?
a: We have completed the fundamental changes
involving
structure and reporting responsibilities to bring about a change
in the culture of the company. We are a very different company
today than we were a year ago, and much of this is due to
our people. They are our key assets and the backbone of our
transformation in both the core and digital businesses.
It is important to nurture and encourage the right mindset and
equip our staff with the right tools and processes. key to our
success is our people’s ability to embrace an innovative and
global mindset as our business increasingly goes global. To
speed up the flow of work, we are also re-tooling our processes.
To us, innovation is not only about changing what we do, but
also how we do it.
As we push for culture change deeper within the organisation,
we are staying true to the SingTel DNA, represented by our core
values of Customer Focus, Challenger Spirit, Teamwork, Integrity
and Personal Excellence. These values have successfully guided
us through many transformations, and I am sure they will
continue to be relevant again.
With the strength of our people, our core values and long-term
goals in place, my leadership team and I are confident and
excited that SingTel will thrive and continue to lead the market
into the future.
14
ChuA SOCk kOONg
Group Chief Executive Officer
OrgANisATiON
sTruCTure
Chief exeCutive offiCer
grouP ConSumer
Paul o’SulliVan
Consumer Australia
Consumer Singapore
International
Group Chief
Technology Office
Chief exeCutive offiCer
grouP digiTal l!fe (1)
allen leW
Advertising
FunL!fe
L!feSense
L!feStream
L!feTV
LocalL!fe
Innov8
Chief exeCutive offiCer
grouP enTerPriSe
Bill Chang
Business Group
Carrier Services
Enterprise Data
& Managed Services
Global Enterprise
Business
NCS
Optus Business
Products & Emerging
Technology
Note:
(1) FunL!fe: Games, lifestyle and entertainment
L!feSense: Mobile financial services
L!feStream: Social networks and online communities
L!feTV: Next generation TV
LocalL!fe: hyperlocal services and eCommerce
Innov8: Corporate venture fund
(2) Concurrently CEO, Consumer Australia, Group Consumer
Group Chief
exeCutive offiCer
ChuA SOCk kOONg
audit
Committee
Group Chief
internal auditor
Chor khee Yang
Group Chief
finanCial offiCer
Jeann loW
Group direCtor
human reSourCeS
aileen Tan
Group Chief
information offiCer
Wu ChoY Peng
Group Chief
StrateGY offiCer
anThonY maY
Group General
CounSel / CompanY
SeCretarY
Chan Su Shan
CountrY Chief
offiCer SinGapore
allen leW
CountrY Chief
offiCer auStralia
keVin ruSSell (2)
15
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
BOArD OF
DireCTOrs
siMON isrAeL
BOBBy CHiN
FANg Ai LiAN
CHuA sOCK KOONg
DOMiNiC HO
LOW CHeCK KiAN
PeTer MAsON AM
DAviD gONsKi AC
PeTer ONg
KAiKHusHru
NArgOLWALA
ONg PeNg TsiN
16
siMON isrAeL
Non-executive and non-independent Director
Chairman, SingTel Board
Chairman, Finance and Investment Committee
Member, Corporate Governance and
Nominations Committee
Member, Executive Resource and Compensation
Committee
Member, Optus Advisory Committee
Date of Appointment: Director on 4 Jul 2003 and
Chairman on 29 Jul 2011
Last Re-elected: 30 Jul 2010
Mr Israel, 60, is a Director of CapitaLand Limited, Fonterra Co-operative Group Limited and
Stewardship and Corporate Governance Centre Pte. Ltd. he is also a member of the
Governing Board of Lee kuan Yew School of Public Policy.
Mr Israel was an Executive Director and President of Temasek holdings (Private) Limited
before retiring on 1 July 2011. Prior to that, he was Chairman Asia Pacific of the Danone
Group. Mr Israel also held various positions in Sara Lee Corporation before becoming
President (household & Personal Care), Asia Pacific.
Mr Israel was conferred the knight in the Legion of honour by the French government
in 2007, and awarded the Public Service Medal at the Singapore National Day Awards 2011.
he holds a Diploma in Business Studies from The University of the South Pacific.
CHuA sOCK KOONg
Executive and non-independent Director
Member, Optus Advisory Committee
Date of Appointment: Director on 12 Oct 2006
and Group Chief Executive Officer (CEO)
on 1 Apr 2007
Last Re-elected: 27 Jul 2012
BOBBy CHiN
Non-executive and independent Director
Chairman, Risk Committee
Member, Audit Committee
Date of Appointment: 1 May 2012
Last Re-elected: 27 Jul 2012
Ms Chua, 55, was appointed Group CEO on 1 April 2007. She is responsible for SingTel’s three
key businesses – Group Consumer, Group Digital L!fe and Group Enterprise.
Ms Chua joined SingTel in June 1989 as Treasurer and was made CFO in April 1999. She held
the positions of Group CFO and CEO, International from February 2006 to 12 October 2006,
when she was appointed Deputy Group CEO.
Ms Chua sits on the Boards of Bharti Airtel Limited, Bharti Telecom Limited and key subsidiaries
of the SingTel Group. She is also a member of the Singapore Management University Board
of Trustees and the Public Service Commission.
Ms Chua holds a Bachelor of Accountancy (First Class honours) from the University of Singapore.
She is a Fellow Member of the Institute of Certified Public Accountants of Singapore and a
CFA charterholder.
Mr Chin, 61, is a member of the Council of Presidential Advisers and serves on the boards
of the Singapore Labour Foundation, NTUC Enterprise Co-operative Limited and
NTUC Fairprice Co-operative Limited. he is also a Director of several listed companies
including Oversea-Chinese Banking Corporation Limited, Yeo hiap Seng Limited, ho Bee
Investment Ltd, SembCorp Industries Ltd and AV Jennings Limited.
Mr Chin was the Managing Partner of kPMG Singapore from 1992 until his retirement in
September 2005.
Mr Chin holds a Bachelor of Accountancy from the University of Singapore. he is a Fellow
Member of the Institute of Certified Public Accountants of Singapore and an associate
member of the Institute of Chartered Accountants in England and Wales.
FANg Ai LiAN
Non-executive and independent Director
Chairman, Audit Committee
Member, Executive Resource and Compensation
Committee
Date of Appointment: 7 Aug 2008
Last Re-elected: 27 Jul 2012
Mrs Fang, 63, has been the Chairman of Great Eastern holdings Ltd since April 2008,
as well as Chairman of its insurance subsidiaries. Prior to that, she was with Ernst & Young
for over 30 years, where she was appointed Managing Partner in 1996 and Chairman
in 2005.
Mrs Fang is a Director of Banyan Tree holdings Limited, MediaCorp Pte Ltd, Metro holdings
Limited and Oversea-Chinese Banking Corporation Limited and one of its subsidiaries.
She is also the Chairman of the Charity Council and the Tax Academy of Singapore.
Mrs Fang qualified as a Chartered Accountant in London in 1973 and is a Fellow of the
Institute of Chartered Accountants in England and Wales.
17
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
DAviD gONsKi AC (1)
Non-executive and independent Director
Member, Optus Advisory Committee
Member, Risk Committee
Date of Appointment: 1 Mar 2013
Mr Gonski, 59, is the Chairman of Investec Bank (Australia) Limited, Coca-Cola Amatil Limited,
Guardians of the Future Fund of Australia, Ingeus Ltd and Swiss Re Life & health Australia Ltd.
he is also the Chancellor of The University of New South Wales.
Mr Gonski is a lawyer by training and has been involved in the financial services industry
in Australia for more than 20 years.
(1) Companion of the Order of Australia
he was appointed a Companion of the Order of Australia in 2007 and received the Centenary
Medal in 2003. Mr Gonski holds a Bachelor of Commerce and Bachelor of Laws from
The University of New South Wales. he is a Life Fellow of the Australian Institute of Company
Directors and a Fellow of the Certified Practicing Accountants in Australia.
DOMiNiC HO
Non-executive and independent Director
Member, Audit Committee
Member, Corporate Governance and
Nominations Committee
Date of Appointment: 28 Nov 2007
Last Re-elected: 29 Jul 2011
Mr ho, 62, is a non-executive Director of Underwriters Laboratories Inc., hang Lung
Properties Limited and DBS Bank (hong kong) Limited. he is also the non-executive
Chairman of DBS Bank (China) Limited.
Mr ho joined kPMG US in houston in 1975 and became a partner in 1985. he was transferred
to Beijing, China to set up kPMG’s practice in 1984 and resided in China until 1989 when he
was assigned to hong kong. Mr ho became the China firm’s Senior Partner based in Beijing
in 2000, and was elected Chairman of kPMG in China and hong kong SAR in April 2003.
he retired in April 2007.
Mr ho holds a Bachelor of Business Administration and a Master of Science in Accountancy
from the University of houston, US. he is a member of the American Institute of Accountants
and the hong kong Institute of Certified Public Accountants.
LOW CHeCK KiAN
Non-executive and independent Director
Member, Corporate Governance and
Nominations Committee
Member, Finance and Investment Committee
Date of Appointment: 9 May 2011
Last Re-elected: 29 Jul 2011
Mr Low, 54, was one of the founding partners of NewSmith Capital Partners LLP, an
independent partnership providing corporate finance advice and investment management
services, with its headquarters in London. Prior to founding NewSmith, Mr Low was
a Senior Vice-President and Member of the Executive Management Committee of
Merrill Lynch & Co., as well as its Chairman for the Asia Pacific region.
Mr Low also sits on the Boards of Neptune Orient Lines Limited and the Fullerton Fund
Management Company Ltd.
Mr Low holds Bachelor and Master degrees in Economics from the London School
of Economics.
PeTer MAsON AM (2)
Non-executive and independent Director
Chairman, Optus Advisory Committee
Member, Executive Resource and Compensation
Committee
Date of Appointment: 21 Sep 2010
Last Re-elected: 29 Jul 2011
Mr Mason, 67, is the Chairman of AMP Limited, David Jones Limited and a Senior Advisor
to UBS Australia. he is a Trustee of the Sydney Opera house Trust and the Chairman of the
Centre for International Finance and Regulation.
Mr Mason has 40 years' experience in investment banking. he was Chairman of JP Morgan
Chase Bank in Australia from 2000 to 2005. Prior to this, he was Chairman and Chief Executive
of Schroders Australia and Group Managing Director of Schroders’ investment banking
businesses in the Asia Pacific region.
(2) Member of the Order of Australia
Mr Mason holds a Bachelor of Commerce (First Class honours), an MBA and an honorary
Doctorate from The University of New South Wales.
18
KAiKHusHru NArgOLWALA
Non-executive and Lead Independent Director
Chairman, Corporate Governance and
Nominations Committee
Chairman, Executive Resource and
Compensation Committee
Member, Finance and Investment Committee
Date of Appointment: Director on 29 Sep 2006
and Lead Independent Director on 13 May 2009
Last Re-elected: 27 Jul 2012
is an
independent non-executive Director of Prudential plc.,
Mr Nargolwala, 63,
a non-executive Director of Credit Suisse Group AG, a member of the Board of the Casino
Regulatory Authority of Singapore and the Chairman of the Governing Board of the
Duke-NUS Graduate Medical School in Singapore. he is also the Chairman of Clifford Capital
Pte. Ltd. and a Director of PSA International Pte Ltd.
Mr Nargolwala was the non-executive Chairman of Credit Suisse Asia Pacific from October
2010 to December 2011 and the CEO of Credit Suisse Asia Pacific and a member of the
Executive Board of Credit Suisse AG from January 2008 to September 2010. he was a Group
Executive Director of Standard Chartered PLC before joining Credit Suisse Asia Pacific.
Prior to that, he was the Group Executive Vice President and head of Asia Wholesale
Banking Group for Bank of America, headquartered in hong kong.
Mr Nargolwala holds a Bachelor degree in Economics (First Class honours) from the University
of Delhi, India. he is a Fellow of the Institute of Chartered Accountants in England and Wales.
PeTer ONg
Non-executive and non-independent Director
Member, Audit Committee
Member, Risk Committee
Date of Appointment: 1 Sep 2010
Last Re-elected: 29 Jul 2011
Mr Ong, 51, is the head of Singapore’s Civil Service, Permanent Secretary of the Ministry of
Finance of Singapore and Permanent Secretary (Special Duties) in the Prime Minister’s Office.
he previously held the positions of Permanent Secretary (National Security and Intelligence
Co-ordination), Permanent Secretary (Ministry of Trade and Industry), Permanent Secretary
(Ministry of Transport) and 2nd Permanent Secretary (Ministry of Defence). Prior to that,
he was an Executive Vice President of Temasek holdings (Private) Limited.
Mr Ong currently sits on the Boards of the Monetary Authority of Singapore, the National
Research Foundation and the ASEAN+3 Macroeconomic Research Office. he is also the
Chairman of the Inland Revenue Authority of Singapore and Calvary Community Care.
Mr Ong was conferred the Meritorious Service Medal (Pingat Jasa Gemilang) at the
Singapore National Day Awards 2010. he was also conferred the (honorary) knight of the
Most Distinguished Order of the Crown by the Yang di-Pertuan Agong Malaysia XIV in
June 2012 (with the title of “Tan Sri”).
Mr Ong holds a Bachelor of Economics (honours) from The University of Adelaide, Australia
and an MBA from Stanford University, US.
Mr Ong, 50, is the Chairman of Infocomm Investments Pte Ltd and an advisor to GSR Ventures.
he is an independent Director of YY, Inc. he is also a member of the Board of the National
Research Foundation and a member of the Board of Trustees of the Singapore University of
Technology and Design.
Mr Ong was the founder and Chairman of Encentuate, Inc. (Encentuate), which was acquired
by IBM, Inc. (IBM) in 2008. Prior to Encentuate, Mr Ong was the founder and Chairman of
Interwoven, Inc. (Interwoven) (now Autonomy Corporation plc, part of hewlett-Packard).
Before
Interwoven, Mr Ong was co-founder and chief architect of Match.com (now
part of IAC/InterActiveCorp), and held various engineering and management roles at
Illustra Information Technologies, Inc. (now Informix Corporation, part of IBM), Sybase Inc.
(now SAP America, Inc.) and Gensym Corporation.
Mr Ong holds a Bachelor of Science in Electrical Engineering from the University of Texas
at Austin, US and a Master of Science in Computer Science from the University of Illinois
at Urbana-Champaign, US.
19
ONg PeNg TsiN
Non-executive and independent Director
Member, Finance and Investment Committee
Member, Risk Committee
Date of Appointment: 1 Jun 2009
Last Re-elected: 27 Jul 2012
Note:
Please see the next page for a summary of
the past chairmanships and directorships
of the members of the SingTel Board.
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
PAsT CHAirMANsHiPs
AND DireCTOrsHiPs
The following is a summary of the past chairmanships and directorships of the members of the SingTel Board:
siMON isrAeL
DAviD gONsKi AC (1)
KAiKHusHru NArgOLWALA
• Danone Group (Chairman, Asia Pacific)
• Asia Pacific Breweries Limited (Chairman)
• Singapore Tourism Board (Chairman)
• Temasek Holdings (Private) Limited
(Executive Director and President)
• Neptune Orient Lines Limited (Director)
• Australian Securities Exchange Limited
(Chairman)
• Singapore Airlines Ltd (Director)
• ANZ Banking Group Limited (Director)
• Westfield Group (Director)
• Credit Suisse Asia Pacific (Chairman)
• Standard Chartered PLC
(Group Executive Director)
CHuA sOCK KOONg
DOMiNiC HO
PeTer ONg
• JTC Corporation (Board member)
• Casino Regulatory Authority
of Singapore (Board member)
• Corporate Governance Council
established by the Monetary
Authority of Singapore (Member)
• KPMG (Chairman, China and
hong kong SAR)
• Hong Kong Mercantile
Exchange Limited (Director)
• Accounting and Corporate
Regulatory Authority (Chairman)
• MND Holdings Pte Ltd (Chairman)
• Maritime and Port Authority of
Singapore (Chairman)
• DBS Group Holdings Limited (Director)
• DBS Bank Limited (Director)
BOBBy CHiN
LOW CHeCK KiAN
ONg PeNg TsiN
• Singapore Totalisator Board (Chairman)
• Urban Redevelopment Authority
(Chairman/Board member)
• Neptune Orient Lines Limited (Director)
• Competition Commission of
Singapore (Board member)
• Merrill Lynch & Co.
(Chairman, Asia Pacific Region)
• Singapore Exchange Limited
(Lead Independent Director/Director)
• Fibrechem Technologies Limited
(Board member)
Infocomm Development Authority
•
of Singapore (Board member)
• Singapore Workforce Development
Agency (Board member)
• Encentuate, Inc.
•
(Founder and Chairman)
Interwoven, Inc.
(Founder and Chairman)
• Match.com
(Co-founder and Chief Architect)
Infocomm Development
•
Authority of Singapore (Director)
• JTC Corporation (Board member)
• Singapore Examinations and
Assessment Board (Board member)
FANg Ai LiAN
PeTer MAsON AM (2)
• Ernst & Young (Chairman)
• Public Utilities Board (Board member)
International Enterprise Singapore
•
(Board member)
• JP Morgan Chase Bank
(Chairman, Australia)
• Schroders Australia (Chairman)
20
Notes:
(1) Companion of the Order of Australia
(2) Member of the Order of Australia
MANAgeMeNT
COMMiTTee
CHuA sOCK KOONg
GROUP ChIEF EXECUTIVE OFFICER
Chua SoCk koong
Bill Chang
allen leW
Ms Chua, 55, was appointed Group CEO on 1 April 2007. She is responsible for SingTel’s three
key businesses – Group Consumer, Group Digital L!fe and Group Enterprise.
Ms Chua joined SingTel in June 1989 as Treasurer and was made CFO in April 1999. She held
the positions of Group CFO and CEO, International from February 2006 to October 2006,
when she was appointed Deputy Group CEO.
Ms Chua sits on the Boards of Bharti Airtel Limited, Bharti Telecom Limited and key
subsidiaries of the SingTel Group. She is also a member of the Singapore Management
University Board of Trustees and the Public Service Commission.
Ms Chua holds a Bachelor of Accountancy (First Class honours) from the University of Singapore.
She is a Fellow Member of the Institute of Certified Public Accountants of Singapore and a
CFA charterholder.
BiLL CHANg
ChIEF EXECUTIVE OFFICER, GROUP ENTERPRISE
Mr Chang, 46, was appointed CEO, Group Enterprise on 16 July 2012. he is responsible for
providing ICT solutions to serve the Group’s enterprise customers, offering innovative and
comprehensive IT and telecommunications solutions across multiple geographies.
Mr Chang was previously Managing Director, Business Group, and joined SingTel in 2005 as
Executive Vice President of Corporate Business. Before joining SingTel, he was the Managing
Director of Cisco Systems' Advanced Services Group in Asia Pacific. his earlier career included
roles at various multinational technology companies.
Mr Chang is the Chairman of the Singapore Polytechnic Board of Governors and a Board
member of Singapore Post, serving in their Compensation and Technology Committees.
Mr Chang graduated with a Bachelor of Engineering (honours) in Electrical and Computer
Systems Engineering from Monash University, Australia.
ALLeN LeW
ChIEF EXECUTIVE OFFICER, GROUP DIGITAL L!FE
COUNTRY ChIEF OFFICER SINGAPORE
Mr Lew, 57, is CEO, Group Digital L!fe and responsible for transforming the Group into a
leading player in the digital ecosystem, shaping how people connect and discover innovative
and cutting-edge digital services. As Country Chief Officer Singapore, he is the principal
liaison with local and regulatory bodies. he assumed these positions on 1 April 2012.
Mr Lew began his career with the SingTel Group in November 1980 and has served in various
senior management positions, including Chief Operating Officer of Advanced Info Service
Public Company Limited (AIS) – the Group’s associate in Thailand, Chief Operating Officer of
Singapore Telecom International Pte Ltd and Managing Director of Optus Consumer. he was
CEO, Singapore from February 2006 to March 2012.
Mr Lew is the Chairman of the AIS Executive Committee and a Board member of the Sentosa
Development Corporation.
he holds a Bachelor of Electrical Engineering from the University of Western Australia and
a Master of Science (Management) from the Massachusetts Institute of Technology, US.
21
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
MANAgeMeNT
COMMiTTee
Jeann loW
Paul o’SulliVan
JeANN LOW
GROUP ChIEF FINANCIAL OFFICER
Ms Low, 52, was appointed Group CFO in September 2008. She oversees the Group’s
financial affairs, including corporate finance, treasury, risk management and capital
management and investor relations.
Ms Low joined SingTel in 1998 as the Group Financial Controller. In 2004, she was
promoted to Executive Vice President of Strategic Investments managing the Group’s
international investments and was appointed CFO of Optus in 2006. Prior to SingTel,
Ms Low worked in the Singapore and London practices of an international accounting firm
and thereafter at a public listed electronics company in Singapore.
Ms Low is a Director of Advanced Info Service Public Company Limited and a Council
Member of the Singapore Institute of Certified Public Accountants. She is also a member of
the Governing Board of the Lee kong Chian School of Medicine.
She holds an honours Degree in Accountancy from the National University of Singapore
and is a Certified Public Accountant in Singapore.
Mr O’Sullivan, 52, was appointed CEO, Group Consumer on 1 April 2012. he is responsible
for the Consumer businesses across the Group which include the wholly owned
operations in Singapore and Australia as well as SingTel's investments in Advanced Info
Service Public Company Limited, Bharti Airtel Limited, Globe Telecom, Inc., Pacific Bangladesh
Telecom Limited and PT Telekomunikasi Selular (Telkomsel).
Mr O’Sullivan was CEO of Optus from September 2004 to March 2012. Prior to that,
he held management positions within Optus including Chief Operating Officer and
Managing Director of Optus Mobile. he has also worked in various international
management roles at the Colonial Group and the Royal Dutch Shell Group in Canada,
the Middle East, Australia and the United kingdom.
Mr O’Sullivan serves on the Board of Commissioners of Telkomsel.
he holds a Bachelor of Arts (Mod) Economics from Trinity College, University of Dublin
and is a graduate of the Advanced Management Program of harvard University, US.
PAuL O’suLLivAN
ChIEF EXECUTIVE OFFICER, GROUP CONSUMER
22
aileen Tan
Wu ChoY Peng
AiLeeN TAN
GROUP DIRECTOR hUMAN RESOURCES
Ms Tan, 46, joined SingTel in June 2008 as Group Director human Resources. She oversees
the development of human resources across the SingTel Group, and also leads the Group’s
corporate sustainability function.
Prior to joining SingTel, Ms Tan was Group General Manager human Resources at WBL
Corporation Limited and Vice President, Centers of Excellence with Abacus International Pte
Ltd. her earlier career comprised human resources roles in multinational corporations and
Singapore companies across various industries.
Ms Tan is a member of the home Nursing Foundation Board and the Singapore Workforce
Development Agency’s human Resource Workforce Skills Qualifications (WSQ) Manpower,
Skills and Training Council.
She graduated with a Bachelor of Arts majoring in Statistics and Japanese Studies from
the National University of Singapore. She also holds a Master of Science in Organisational
Behaviour from the California School of Professional Psychology, Alliant International
University, US.
Wu CHOy PeNg
GROUP ChIEF INFORMATION OFFICER
Ms Wu, 48, joined SingTel as Group CIO in August 2012 and is responsible for the
development of the SingTel Group's IT vision and roadmap. She also drives synergies to
establish excellence in technology management.
Before joining SingTel, Ms Wu was the Group CIO of Neptune Orient Lines Group from
2006. She served as the Singapore Government’s Chief Information Officer from January
2000 to June 2006, after holding a range of IT management roles in the Singapore Civil
Service where she started her career.
Ms Wu is the Deputy Chairman of IDA International Pte Ltd, a wholly owned subsidiary
of the Infocomm Development Authority of Singapore. Ms Wu also serves on the
Management Board of the Institute of Systems Science, National University of Singapore.
She holds a Bachelor of Science (honours with highest Distinction) in Computer/
Communication Science and Mathematics, and a Master of Science in Computer Science/
Engineering, both from the University of Michigan, US.
23
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
seNiOr
MANAgeMeNT
viCki BradY
Managing Director, Customer
Group Consumer
Chia wee Boon
Chief Executive Officer, NCS
Group Enterprise
trevor healY
Chief Executive Officer, Amobee
Group Digital L!fe
mark ChonG
Chief Executive Officer, International
Group Consumer
murraY kinG
Chief Financial Officer
Group Consumer
hui wenG CheonG
Chief Operating Officer
AIS
john paitaridiS
Managing Director, Optus Business
Group Enterprise
kevin ruSSell
• Chief Executive Officer,
Consumer Australia
Group Consumer
• Country Chief Officer Australia
miChael Smith
Chief Commercial Officer
Group Digital L!fe
william woo
Managing Director,
Enterprise Data & Managed Services
Group Enterprise
taY Soo menG
Group Chief Technology Officer
Group Consumer
24
Yuen kuan moon
Chief Executive Officer,
Consumer Singapore
Group Consumer
Key OPerATiNg
COMPANies
iCT
MOBiLe
alphaweSt ServiCeS ptY ltd (1)
ueComm operationS ptY limited (1)
nCS pte. ltd.
100%
100%
100%
SinGtel moBile SinGapore pte. ltd.
optuS moBile ptY limited (1)
100%
100%
virGin moBile (auStralia) ptY limited (1) 100%
vividwireleSS Group ltd (1)
100%
DigiTAL
SinGtel idea faCtorY pte. ltd.
SinGtel innov8 pte. ltd.
SinGtel diGital media pte. ltd.
amoBee, inC.
pixaBle inC.
iNTerNeT
SinGnet pte ltd
optuS BroadBand ptY limited (1)
optuS viSion ptY limited (1)
optuS internet ptY limited (1)
100%
100%
96%
100%
100%
100%
100%
100%
100%
regiONAL MOBiLe AssOCiATes (2)
advanCed info ServiCe puBliC
CompanY limited
Bharti airtel limited
GloBe teleCom, inC.
paCifiC BanGladeSh teleCom limited
pt telekomunikaSi Selular
NeTWOrKs AND OTHers
optuS networkS ptY limited (1)
SinGapore poSt limited
Southern CroSS CaBleS
holdinGS limited
23%
32%
47%
45%
35%
100%
26%
40%
This chart is accurate as of 31 March 2013.
The list of significant subsidiaries, associates and joint ventures
is disclosed on pages 183 to 192 in Note 47 to the Financial
Statements.
Notes:
(1) These subsidiaries are held through SingTel Optus Pty Limited,
an investment holding company.
(2) Effective ownership
25
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
Key AWArDs
AND ACCOLADes
COrPOrATe gOverNANCe & TrANsPAreNCy
aSia'S BeST managed ComPanieS 2012 BY finanCe aSia
– SingTel
Best Managed Company in Singapore
Best Corporate Governance
Best Investor Relations
aSia PaCifiC enTrePreneurShiP aWardS 2012 – aiS
Outstanding Entrepreneurship Award – Wichian Mektrakarn
eThiSPhere inSTiTuTe: 2013 World'S moST eThiCal
ComPanieS – SingTel
euromoneY 2013 Poll – SingTel
Best Managed Company
China neTWork World annual ProduCT & SoluTion
aWardS 2012 – SingTel
Best Innovative Managed ICT Services Provider
CommuniCaTionS allianCe and CommSdaY (aCommS)
aWardS 2012 – oPTuS
Innovation in Large Company – Optus’ 3G Home Zone
Commitment to Customer Service – Optus Consumer Web
Chat initiative
ConTaCT CenTre World aSia PaCifiC aWardS 2012 – SingTel
Customer Service Best Practices (In-house) – Gold
Helpdesk Best Practices – Gold
CneT aSia readerS’ ChoiCe aWardS 2012/2013 – gloBe
goVernanCe and TranSParenCY indeX 2012 – SingTel
Best Telco in the Philippines – Gold
Ranked 1st
ir magaZine SouTh eaST aSia aWardS 2012 – SingTel
Grand Prix for Best Overall Investor Relations (Large Cap)
Best IR in Sector-Technologies & Telecoms
Best Corporate Governance
Best Corporate Literature
Best Use of Technology
Topped IR Magazine’s South East Asia's Top 25 list
moneY and Banking magaZine 2012 – aiS
CneT aSia readerS' ChoiCe aWardS 2012/2013 – SingTel
Best Telco in Singapore – Gold
CneT aSia readerS’ ChoiCe aWardS 2012/2013 – TelkomSel
Best Telco in Indonesia – Gold
CuSTomer SerViCe inSTiTuTe of auSTralia aWard 2012 – oPTuS
Service Excellence in a Help Desk for Optus Customer Web Chat Team
Customer Service Manager of the Year – Mylie Snow
Best Public Company Registered with the Stock Market of Thailand
eXCellenT SerViCe aWard 2012 – SingTel
First in the Telco category
PSe Bell aWardS 2012 – gloBe
PSE Bell Award for Corporate Governance
SToCk eXChange of Thailand’S SeT aWardS 2012 – aiS
Best Company Performance Award
Best Investor Relations Award
BusiNess eXCeLLeNCe
aSia BuSineSS ConTinuiTY aWardS 2012 – SingTel
Best Continuity Provider of the Year (BCM Services)
all india managemenT aSSoCiaTion and delhi
managemenT aSSoCiaTion – airTel
Excellence Award for Shared Service Centre Operations in India
auSTralian BuSineSS aWardS 2012 – oPTuS
Service Excellence – Social Media Response Team
auSTralian inSTiTuTe of ProJeCT managemenT 2012 – SingTel
Project Management Achievement Award: Telecommunications
Technology
CCSl & BiSniS indoneSia – TelkomSel
Excellent Service Experience Award (ESEA) 2013
26
froST & SulliVan aSia PaCifiC iCT aWardS 2012 – SingTel
Telecom Cloud Service Provider of the Year
froST & SulliVan PhiliPPineS eXCellenCe aWardS 2012 – gloBe
Philippines’ Telecom Service Provider of the Year
Philippines’ Broadband Service Provider
going The eXTra mile (gemS) aWard 2012 – SingTel
Premium Award in the Telecommunications category
hardWaremag and hardWare Zone.Com TeCh aWardS 2013
– SingTel
Readers’ Choice category:
Best Mobile Operator
Best Provider of Mobile and Fibre Broadband Service
iCT aSean aWard 2012 – SingTel
Gold Award, Public Sector
markeTing inTeraCTiVe – SingTel
Digital Media of the Year (Lifestyle) – InSing
markeTing & fronTier – TelkomSel
Top Brand Award – kartuHalo
Top Brand Award – simPATI
Top Brand Award – TELKOMSELFlash
Top Brand Award – Telkomsel
COrPOrATe CiTiZeNsHiP
auSTralian CommuniCaTionS allianCe aWard 2012 – oPTuS
Community Contribution – Kids Helpline “Make Cyber Space a
Better Place”
auSTralian BuSineSS aWard 2012 – oPTuS
Community Contribution – Kids Helpline “Make Cyber Space a
Better Place”
8th indoneSia SuSTainaBiliTY rePorTing
aWardS (iSra) 2012 – gloBe
Best in Sustainability Reporting in the Philippines
afriCaCom aWardS – airTel
Best Cost Efficiency Initiative – Hybrid Power Solution
aSia reSPonSiBle enTrePreneurShiP aWardS 2012 – gloBe
Social Empowerment Category for “Sagot Ka ni Kap” Program
CommuniTY CheST aWardS 2012 – SingTel
Pinnacle Award
10-year Outstanding Special Events Award
Special Events Platinum Award
Corporate Platinum Award
SHARE Corporate Gold Award
finanCeaSia 12th annual SurVeY – SingTel
Best Corporate Social Responsibility
neWSWeek green rankingS 2012 – SingTel
SingaPore hr aWardS 2012 – SingTel
Leading HR Practices in CSR
markeTing & CCSl – TelkomSel
Call Centre Award for Achieving Excellence Service Performance
markeTeerS & markPluS – indoneSia SerViCe To Care
aWardS 2012 – TelkomSel
Indonesia’s Favourite Netizen Brand Award
me aWardS 2012, BY moBile enTerTainmenT – amoBee
Best Rich Media Ad Platform for amobee PULSE Create
neTWork World aSia informaTion managemenT
aWardS 2012 – SingTel
Best Security-as-a-Service
Best Managed Services and IP Infrastructure Services
ProCeSS eXCellenCe (PeX) aWardS – SingTel
Best Business Process Management Honorary Mention
Winner of Deployment Leader of the Year – Yew Ker Ling
QueST forum india QualiTY aWard – airTel
Top Telecom Service Provider 2012
readerS’ ChoiCe magaZine 2012 – aiS
Thailand’s Most Admired Company
SeaTrade aSia aWardS 2012 – SingTel
Technical Innovation Award
Selular magaZine aWard – TelkomSel
Best GSM Operator of the Year
Sing Tao dailY iT SQuare ediTorS’ ChoiCeS hk 2012 – SingTel
Best-of-Breed Solutions in IT industry – SingTel Managed Services
SPh iink aWardS
Best Use of Radio (Gold) – BPL Campaign "It's a bro thing"
SurVeY of moBile SerViCe ProViderS 2012 – aiS
Most Powerful Brands of Thailand
SWa & onBee markeTing reSearCh – TelkomSel
PeOPLe
WOMM Award for simPATI – Most Recommended Prepaid GSM Card
WOMM Award for kartuHalo – Most Recommended Postpaid GSM Card
WOMM Award for Telkomsel – Most Recommended Blackberry
Internet Service
TeChlife innoVaTiVe aWardS 2012 – TelkomSel
Best Innovative Operator of the Year
TeleComS aWardS – airTel
Industry’s Most Innovative Telecom Company of the Year
Telecom Brand of the Year
Customer Friendly Operator of the Year
Thai direCT markeTing aSSoCiaTion – aiS
Most Aspiring Call Centre
World ConTaCT CenTre aWardS 2012 – SingTel
Best Helpdesk – Gold
Best Contact Centre Design – Gold
SingaPore healTh aWard 2012 – SingTel
Gold
SingaPore hr aWardS 2012 – SingTel
Leading HR Practices in Talent Management,
Retention & Succession Planning
nTuC maY daY aWardS 2012 – SingTel
Plaque of Commendation (Gold)
27
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
yeAr iN revieW
The Experience
Centres enable
SingTel to study
how people
interact with
technologies and
applications
AIS becomes the first operator
in Asia to provide advanced
digital services with the
launch of the AIS Smart
Table, enabling customers
to check out smart device
functions, applications and
promotion packages
Business leaders and partners learn about new
technological trends as well as emerging technologies
for the workplace at SingTel i.luminate events
SingTel opens
the SingTel
L!feLabs@Israel,
which is part of a
global initiative to
foster innovation
The state-of-the-art Network Experience Centre
allows Airtel to monitor its networks across
India and South Africa from a single location
28
Optus launches its super fast 4G network
Amobee taps the Group’s advanced geo-location capabilities
and deep customer knowledge to create more targeted
advertising solutions and greater mileage for advertisers
Solutions for an Urbanised Future provides
integrated solutions to help individuals,
governments and enterprises effectively
engage and respond to their own customers
SingTel’s 4G network is the first in Singapore to
offer dual-band street-level coverage islandwide
NewsLoop delivers
hyperlocal content
to various markets,
sourced from a
large selection
of local and
international news,
blogs and videos
29
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
Operating and
Financial review
we are asia’s leading communications group
providing a wide spectrum of multimedia and
infocomm technology (iCt) solutions, including voice, data
and video services over fixed and wireless platforms.
our main operations are in Singapore and australia. Singtel
has more than 130 years of operating experience and plays
an integral part in Singapore’s development as a major
communications hub. optus is an australian leader in
integrated telecommunications, driving competition and
delivering innovative products and services to customers.
we are a major player in asia and africa through our strategic
investments in aiS (thailand), Globe (the philippines),
pBtl (Bangladesh) and telkomsel (indonesia). we also have
an investment in airtel (india), which has significant presence
in africa and South asia. we work closely with our associates
to grow the business by leveraging our scale. together, we
served 468 million mobile customers as at 31 march 2013.
in this section, we provide a strategic review of the Singtel
Group’s operations and discuss our financial performance
for the financial year ended 31 march 2013.
CONTENTS
group Consumer / 31
group Digital L!fe / 34
group enterprise / 37
group Five-year Financial summary / 40
Management Discussion and Analysis / 41
30
grOuP CONsuMer
reVenue
s$11.63 billion
infotainment and
Group Consumer is a leading provider of next generation
communication,
technology services
across asia pacific and africa. the unit comprises the Singtel
Group’s consumer-related functions including its operations
in Singapore (Singtel) and australia (optus), as well as
investments in emerging markets across the philippines,
thailand, indonesia and india.
After more than a decade of growth, voice and SMS services are fast approaching
maturity. Customers are increasingly substituting these traditional services with
internet-based applications. The result is an inevitable slowdown in revenue growth
for voice and SMS services, offset against a pick-up in data usage.
At the same time, consumer and technology trends are rapidly evolving, presenting
us with new business opportunities. high-tech mobile devices are driving consumers’
appetite for a broader range of digital, entertainment and communication products
and services. Increasingly, these digital services will be delivered through mobile
devices over high-speed data networks, such as Long Term Evolution (LTE) or 4G.
A different operating environment requires a different business model to ensure
continual profitable growth. To thrive in this new digital environment, Group
Consumer is transforming from a traditional carrier focused on providing voice and
SMS services into a service-oriented company, shaping the way customers receive
and use content.
This year, we took bold steps to reposition our core business. Firstly, we are driving
breakthroughs in customers’ experience to simplify their interactions with us and meet
consumers’ growing demand for digital services. Secondly, we are implementing cost
and yield management programmes to improve profitability. Finally, we are creating a
platform to drive scale and efficiencies across the Group.
driving Breakthroughs in Customer experience
Our brands revolve around providing the best possible experience for our customers
through simple products, efficient service delivery and support, as well as delivering
consistent service across a range of channels and touch points.
During the year, we made significant improvements to our sales and distribution
channels. In many countries, we are improving the retail experience for our customers.
In Australia, we are implementing a new retail strategy that involves rationalising
several third-party distribution partnerships. This is a major change for the brand,
allowing us to fully focus on core Optus-branded activity, giving us more direct control
over the customer experience.
As part of our drive to be a leader in customer experience, we are making it easier for
customers to interact with us via online or mobile applications. Our My Optus and
MySingTel apps give customers fast and easy access to their accounts. Usage of the
My Optus app has grown almost three times in 12 months and is now the preferred
point of contact for half of Optus’ online customers. Similarly in Singapore, customers
can access data roaming, data usage and mobile internet filter services via the
MySingTel mobile app.
31
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
OPerATiNg AND FiNANCiAL revieW
Group ConSumer
Our regional mobile associates have also introduced and enhanced a range of online
customer service tools and applications. In September 2012, Airtel introduced the My
Airtel app, which allows customers in India to check their outstanding bills, recharge
accounts, make payments and raise customer assistance tickets using their mobile
devices. Globe introduced a quick-access self-service phone menu for customers on
the go, while Telkomsel revamped its website with a Plan Recommender, making it
easier for customers to choose mobile plans that suit their lifestyles.
In Thailand, we expanded our retail footprint with additional stores and a redesigned
in-store experience incorporating new branding, improved layouts and upgraded
provisioning, billing and customer care systems.
As consumers incorporate smartphone technologies into their daily lives, helping
them to manage their bills is an increasingly important part of our customer service
support. Our brands have stepped up their after-sales service, helping customers
manage their accounts, understand their plans and manage their spend more
effectively. SingTel customers can set usage thresholds via the MySingTel app,
while Optus introduced SMS alerts for customers once they have used 50%, 85%
and 100% of their data allowance in a billing cycle.
Anticipating and responding to consumer behaviours is a priority. We have a
comprehensive data analytics programme that helps us better understand our
customers’ behaviours. Over time, this will provide customers with a better network
experience through more intuitive network optimisation. Enriched customer data
will also enable our brands to deliver compelling new products and services
that meet our customers’ interests and expectations.
Building networks for digital Services
Continuous network improvements which enhance coverage, improve quality and
increase network capacity are vitally important both in terms of delivering a great
experience for our customers and ensuring our businesses are positioned to capture
value from growth opportunities in the digital era.
In Singapore, we expanded the reach and capacity of our indoor 3G coverage in the
country’s top 20 shopping centres and across 55 key residential locations. In 2012,
we rolled out Singapore’s first commercial 4G service, and by April 2013, we
completed the delivery of islandwide, ultra high-speed mobile internet access for
SingTel customers.
Optus, too, upgraded more than 4,000 3G sites to deliver faster data speeds and
more consistent in-building coverage for customers. Throughout the year, Optus also
switched on 4G services in major population centres including the mainland state
capital cities of Sydney, Melbourne, Brisbane, Perth and Adelaide.
Our associates are undergoing similar network transformations in anticipation of the
opportunities that will emerge in mobile data services. Over the past 12 months, Globe
has invested more than US$700 million to modernise its network, rolling out over
10,000 km of fibre optic cable, increasing network capacity and accommodating the
Philippines' growing demand for voice, SMS and data traffic.
32
SIGNIFICANT hIGhLIGhTS
AIS opened eService kiosk in
Pitsanulok, enabling customers
to transact 24 x 7
– April 2012
Optus switched on its 1st 4G services
– April 2012
Optus signed a joint venture
Memorandum of Understanding
with Vodafone hutchinson
Australia to expand its network
– May 2012
Telkomsel celebrated its
17th anniversary
– May 2012
SingTel launched Singapore's
1st commercial 4G service for
smartphones
– June 2012
Telkomsel introduced Seamless
Mobile WiFi
– June 2012
Globe completed the 1st phase of
Cebu’s Network Modernisation
and Davao’s Network
Modernisation
– July 2012
SingTel introduced Near Field
Communication contactless
payment services
– August 2012
Airtel crossed the 200 million
customer mark in India
– August 2012
Globe completed the rollout of
new infrastructure in Northern and
Eastern Metro Manila
– August 2012
AIS launched AIS Smart Table,
becoming the 1st operator in Asia
to provide advanced digital services
– September 2012
Globe launched commercial
LTE services for mobile
– September 2012
Telkomsel opened its 24-hour
Customer Care Control Centre
– October 2012
Airtel crossed the 60 million
customer mark in 17 African
countries
– October 2012
SingTel launched an accelerated 3G
network upgrade programme
– October 2012
Optus introduced 4G prepaid plans
– November 2012
AIS subsidiary, Advanced Wireless
Network Company Ltd, obtained a
3G licence for 2.1 Ghz spectrum
– December 2012
Telkomsel’s 100 Broadband Cities programme delivered fast and reliable internet
access to 100 Indonesian cities through the deployment of high capacity broadband
infrastructure.
AIS has focused its network investments on doubling the number of 3G base stations
and expanding coverage in Bangkok and 17 surrounding provinces. In December 2012,
AIS subsidiary, Advanced Wireless Network Company Limited, obtained a 3G licence
for the country’s 2.1 Ghz spectrum. This acquisition and future investment will enable
AIS to take its 3G network nationwide over the next three years.
In Africa, Airtel completed the continent’s largest network transformation programme,
ensuring that its networks are ready for the next generation of high-speed data
services. In India, Airtel’s network now covers more than 465,000 towns and villages
and reaches 86.7% of the Indian population. The 3G network, which extends to key
cities, supports a host of digital services including mobile TV and high-speed internet
to more than 6.4 million 3G data customers.
Capturing growth from mobile data
Our businesses are transforming from traditional carriers of voice services into
modern digital businesses. To capture the revenue opportunities driven by the
proliferation of mobile devices and customers’ increasing usage of data, we have
introduced simplified mobile data price plans.
In both Singapore and Australia, we have reviewed our handset subsidies, implemented
simplified and tiered price plans as well as streamlined bundle offers to improve the
yield and profitability of data services and sustain continual network investments.
driving group efficiencies
Last year, SingTel went through a significant reorganisation. Twelve months on, the new
structure is helping us leverage our global scale by establishing shared procurement
services, as well as combining networks and IT functions, and offering digital initiatives.
We continue to explore opportunities for additional savings by including our regional
mobile associates in joint procurement arrangements for items including handsets
and network infrastructure.
As a Group, we have made good progress in strengthening our overall position in the
markets we operate. As our associates move from voice to data-centric businesses,
we are helping them by drawing on the rich experience of our operations in Singapore
and Australia which began this transition more than five years ago.
Within Group Consumer, we are actively preparing for the changes which will impact
and shape our business over the next five years. It is important to future-proof our
business as consumer behaviours in a data-centric market continue to evolve. Our
goal is to understand, anticipate and prepare for the kinds of technologies and
services our customers will expect, and we will need to deliver in order to maximise
profitability over the next decade.
33
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
grOuP DigiTAL L!Fe
industry has opened up
infinite
the evolution of the
opportunities in the digital space. Consumers now look to
their mobile devices for immersive content, entertainment and
commerce. Group digital l!fe is positioned to capture these
opportunities by developing services that create an amazing
experience for every customer.
We are focused on building next generation growth engines and key digital solutions
that deliver relevant, personalised and timely content and services. As an established
telco, the SingTel Group has distinctive assets and expertise in the mobile business, such
as our customer base of 468 million across Asia and Africa, deep customer knowledge,
extensive customer touch points and payment mechanisms. Group Digital L!fe’s strategy
is to pursue target areas in the digital space where our assets give us an advantage over
the competition and where we can deliver better value propositions.
To take full advantage of the SingTel Group’s scale, we have also developed our strategy
alongside our regional mobile associates, and are working closely with them to grow
in the digital space.
leading the global digital advertising industry
One area where our assets can help us win is in digital advertising and marketing.
Mobile advertising and marketing is a fast-growing industry. As people become
increasingly inseparable from their mobile devices, brands and advertisers are shifting
their advertising spend into this space. According to eMarketer, the worldwide digital
advertising spend surpassed US$100 billion in 2012.
In addition to television advertising on mio TV, SingTel offers online advertising on
our web properties like inSing, hungryGoWhere and mio Stadium. We also offer
digital agency services including search marketing to hundreds of small-medium
enterprises (SMEs).
Through Amobee, we offer comprehensive mobile advertising solutions to brands
around the globe. Leveraging the Group’s advanced geo-location capabilities and
data-rich inventory, Amobee delivers premium and targeted hyperlocal advertising
opportunities across our extensive regional mobile footprint and is well positioned to
lead and shape a global digital advertising revolution.
By acquiring Adjitsu, a US company specialising in 3D visualisation, Amobee strengthened
its capabilities to produce interactive 3D mobile ads, to transform existing 2D
advertisements into immersive campaigns.
Amobee is also tapping the scale of the SingTel Group and extending its reach in
Asia. For example, it is partnering Globe, Optus, SingTel and Telkomsel to lead and
shape mobile advertising in the region with its PULSE for Publishers platform. With
targetable user data, advertisers and brands can achieve better results by reaching
the right consumers at the right time in the right place with the right offer through
these operators.
34
reVenue
s$111 million
SIGNIFICANT hIGhLIGhTS
Completed the acquisition of
Amobee, the premium provider of
mobile advertising solutions
– April 2012
SingTel acquired hungryGoWhere,
Singapore’s leading food
review portal
– May 2012
Amobee acquired Adjitsu, a leading
3D mobile advertising business
– May 2012
SingTel launched NewsLoop,
a groundbreaking e-Reader app
– July 2012
Optus acquired Eatability, Australia’s
leading restaurant directory and
review website
– July 2012
mio TV celebrated its 5th birthday,
signing a landmark deal with Fox
International Channels
– September 2012
SingTel acquired social photo
aggregation service, Pixable
– September 2012
Amobee launched PULSE Create,
a game changer in mobile
advertising
– September 2012
mio TV secured broadcast rights to
Barclays Premier League until 2016
– October 2012
Pixable made available on feature
phones and in 10 new languages
– December 2012
Amobee joined forces with SingTel,
Optus, Globe and Telkomsel to
bring big data to mobile advertising
– February 2013
SingTel opened L!feLabs @ Israel
– March 2013
mio TV added four award-winning
channels, Nickelodeon, Nick Jr.,
Comedy Central Asia and MTV
– March 2013
enhancing lifestyles through digital Solutions
Another cornerstone of Group Digital L!fe’s growth strategy is to build digital solutions
that help consumers in their daily lives as they live, work and play. We have deep
local knowledge and hyperlocal content that differentiate and enable us to compete
effectively in these areas.
We focus our efforts on local verticals with high user engagement. One such vertical is
food. Customers now have access to the largest food and lifestyle information portal
with our acquisition of hungryGoWhere, Singapore’s most popular food website.
hungryGoWhere introduced an online reservations service where users can make
bookings at over 300 restaurants. Together with more than 100,000 restaurant reviews,
hungryGoWhere is the one-stop solution for customers’ food needs, from restaurant
reviews and discovery to promotions and reservations.
As the leading digital destination for food and culinary establishments in Singapore,
we plan to extend this model to other markets. During the year, we expanded into
Australia with the acquisition of Eatability, one of Australia’s leading restaurant
review sites.
Another key vertical is news. We introduced NewsLoop, a comprehensive e-Reader
app for iOS devices. NewsLoop features the largest selection of Singapore news, blogs,
lifestyle articles, photographs and videos from more than 230 local and international
media sources. It is the first app catering specifically to the needs and interests of local
readers and consistently ranks as one of the top five news apps in Singapore. Since its
launch, NewsLoop has also expanded into the Australian and Indonesian markets.
Gaming is also an important and attractive segment. We have made investments
in this space through strategic partnerships with expert industry players, including
TheMobileGamer, a Singapore-based mobile social gaming platform targeted at
feature phone users in the region.
engaging Consumers through a Tailor-made Content experience
Group Digital L!fe is committed to engaging our customers with immersive and relevant
content. Through innovations in our TV platform and mobile applications, we deliver a
unique experience with content that is increasingly personal, social and mobile.
We continue to broaden the content suite for mio TV, our pay TV service in Singapore,
delighting customers with new channels such as Fox International Channels,
Nickelodeon, MTV and CCTV. In addition, our viewers enjoy a personalised and
innovative audio-visual experience with mio TV Go, the mobile companion app for
mio TV where viewers can effortlessly access the channel guide, read programme
highlights and connect with Facebook friends on their favourite movies and TV series
directly from their mobile devices.
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Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
OPerATiNg AND FiNANCiAL revieW
Group diGital l!fe
We acquired Pixable in September 2012 to tap the rapidly growing sphere of social
and digital interactions. Pixable enables users to interact with their photos in an
intuitive, personal, social and mobile manner through predictive analytics and
artificial intelligence. This intelligent photo aggregator application regularly appears
on various best apps lists.
enabling and accelerating innovation
As the digital space evolves at a relentless pace, it is important to stay ahead of the
competition through continuous innovation and by tapping emerging opportunities
quickly. Working with incubators, the angel investor community, start-ups and research
institutes, we are constantly looking for interesting ideas and innovations.
L!feLabs is a global initiative set up to foster innovation through collaboration
with strategic partners, renowned research institutes, developers and innovators.
headquartered in Singapore, L!feLabs has innovation and development centres in
Silicon Valley, Boston and Tel Aviv. We support a comprehensive scope of activities, from
incubation to commercialisation. One of L!feLabs’ anchor projects is the development
of an indoor positioning system, which is a network of devices used to wirelessly
locate objects or people inside a building.
Via our corporate venture fund, SingTel Innov8 (Innov8), we invest in companies
that strengthen our ability to differentiate and offer improved market execution.
Innov8 works closely with
innovators, developers, government agencies,
research companies and capital providers to nurture the innovation ecosystem
in Singapore and the region. It is also part of an alliance of early stage incubation
Innov8 provides thought
programmes operated by SingTel Group members.
leadership, access to ideas and markets, and facilitates information exchange to
start-ups and entrepreneurs. Through the Optus Innov8 Seed Program, we foster early
stage Australian start-ups and provide support in the form of funding, mentoring
and logistics.
harnessing Customer insights from Big data
Analytics and big data are a pivotal part of Group Digital L!fe’s strategy for future
growth, as people and companies look for more targeted and relevant service offerings.
Our continued investment in big data will enable us to provide our customers with
customised and differentiated experiences, through deeper insights into their
behaviours and preferences.
To help us achieve this, we have set up a L!ving Analytics team and are working with
universities and research institutes to analyse personalisation, social data and user
interaction. In line with this, we have set up Experience Centres in Singapore and
Thailand to better understand the field of human-media interaction. The data collected
will be used for the exploration, development and potential commercialisation of
applications and services.
36
grOuP eNTerPrise
reVenue
s$6.44 billion
as asia’s infocomm technology (iCt) powerhouse with an
extensive presence spanning 40 cities in 22 countries, Group
enterprise offers companies comprehensive and integrated
iCt solutions, covering mobile, voice and data infrastructure,
managed services, cloud computing, and it services and
professional consulting. By offering businesses with one-stop
iCt services, we are freeing up their time to focus on their
core operations.
With deep domain expertise in various industries, our global delivery model and
extensive scale and reach, Group Enterprise is the preferred partner of SMEs, MNCs
and governments. By working closely with industry practitioners and thought
leaders, such as through our Customer Advisory Councils, we deliver tailor-made ICT
solutions to meet our customers’ needs. Our in-depth industry knowledge and strong
working relationships also provide the platform for us to partner organisations for the
transformation of industries, communities and cities.
our Capabilities
infrastructure
managed Services
Cloud
iT
> Market Leader for
> More than 4,000 Group
> Achieved a significant win to
> helping more than 30 cities
International Dedicated
Point-to-Point Services (IPLC
+ E-Line) in Asia Pacific
(excluding Japan)1
> Market leader for International
MPLS IP VPN Services in Asia
Pacific (excluding Japan)2
Source:
1 IDC Topline: The Business Platform Choice:
Delivering IT-Business Integration with IP
VPN, sponsored by SingTel, April 2012
2 IDC Topline: The Business Relevance
of Dedicated Point-to-Point Services,
Supporting the Competitive Enterprise,
Sponsored by SingTel, April 2012
Enterprise employees with
ICT professional certification
> Won awards such as the
IT Outsourcing & Managed
Services award at the 2012
Computerworld hong
kong Awards and Best
Security-as-a-Service & Best
Managed Services and IP
Infrastructure Services at the
inaugural Network World Asia
Information Management
Awards 2012
deploy and maintain G-Cloud,
a private cloud infrastructure
for the whole Singapore
government, redefining the
delivery of eServices within
the government and to
the public
with eGovernment consulting
and implementation
> Deployed more than
100,000 sensing devices for
surveillance and seamless
response across Asia Pacific
> Over 300,000 cloud users in
> Generated more than 3 million
Singapore
analytics reports annually
> Our SME online community,
myBusiness, is largest in
Singapore with 500,000 visits
per month
improving the foundation of our Services – our infrastructure
Our market leadership in Asia Pacific is backed by an extensive data infrastructure
with 140 points of presence (POPs) worldwide, with more than 100 POPs in 60 Asian
cities, giving our customers seamless end-to-end connectivity across continents and
within the Asian region. It is thus important for us to continually deepen our coverage
in developing countries and upgrade our networks and technologies to serve our
customers better.
In the year, we introduced Automatically Switched Optical Network (ASON) and the Multi-
Protocol Label Switching – Transport Profile (MPLS-TP) to improve our ConnectPlus suite
of global connectivity services. Delivered over SingTel’s network assets, these technologies
enable customers to scale their global connections up to 10Gbps and ensure continuous
uninterrupted data flow in the event of cable faults.
37
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
OPerATiNg AND FiNANCiAL revieW
Group enterpriSe
For our cloud services, we expanded our footprint across Asia Pacific with the introduction
of our award-winning service, PowerON Compute, in hong kong. Our data centres
in Singapore, Australia and hong kong provide customers with a greater choice of
locations and the convenience of dealing with a single cloud provider for a range of
services across different geographies.
Boosting our mobility offerings
With an increasingly mobile workforce where workers use their own devices for
work, businesses face the challenge of ensuring their employees stay connected and
productive, while keeping corporate data secure. To help address these challenges,
SingTel’s suite of managed mobility services allows companies to secure data, manage
apps, contain mobile costs and control their smart devices.
During the year, we introduced OneTouch, a mobile collaboration solution that integrates
with enterprise backend databases, such as customer relationship management and
marketing systems. With the necessary resources available anytime, anywhere, this
solution allows sales staff to meet their customers on-site and engage in the entire sales
process, leading to improved collaboration, agility and higher productivity.
With cross-border business travel becoming more common, SingTel also launched the
Telecom Spend Manager (TSM), a one-stop service to help companies monitor, manage
and control their mobile voice and data expenditure across multiple operators and
countries. By providing companies with an overview of their regional mobile expenses,
TSM helps companies plan and manage their communications budget more efficiently.
In Australia, we improved our mobility line-up with Optus Mobile Device Security (MDS),
which provides organisations with round-the-clock protection and allows IT managers
to deploy security policies onto mobile devices via a centrally managed portal.
We also introduced mobile consultancy services, to help customers optimise their
mobile presence.
In the Machine-to-Machine (M2M) space, we joined an alliance of the global operators
to create a seamless platform which will allow MNCs to incorporate M2M technology
cost efficiently in the retail, healthcare, consumer electronics, transportation, automobile
and energy industries.
Transforming Businesses in a Complex World
The explosive growth in ICT has changed the business world. To navigate today’s volatile,
and complex business environment, our customers are facing increasing pressure
to enhance productivity, lower cost and drive greater agility in response to market
movements.
We provide a seamless, consistent delivery experience to businesses, with our world-
class delivery centres and award-winning delivery framework and methodologies.
Our state-of-the-art infrastructure, sales and delivery presence in key business hubs
around the world provide in-country support for businesses.
Our comprehensive suite of managed services, managed mobility services, cloud
and IT services help enterprises be leaner and more efficient. By relying on SingTel,
enterprises can better focus on their core competencies, while staying at the forefront
of technology.
One initiative is the Solutions for an Urbanised Future (SURF), introduced in June 2012.
SURF was created as part of our vision to transform and connect individuals, enterprises
38
SIGNIFICANT hIGhLIGhTS
SingTel launched regional
Electronic Bandwidth On-Demand
to enable customers to scale up
their bandwidth requirement
conveniently at affordable rates
– April 2012
Optus launched Mobile Device
Security and mobility consultancy
services
– May 2012
SingTel launched Solutions for
an Urbanised Future, which
provides integrated solutions for
governments and enterprises
– June 2012
SingTel and six mobile operators
formed an alliance to collaborate
on M2M initiatives
– July 2012
SingTel enhanced leased circuit and
global connectivity services with
launch of Automatically Switched
Optical Network and Multi-Protocol
Label Switching – Transport Profile
respectively
– August 2012
SingTel showcased 200 innovations
and ICT capabilities at i.luminate
2012 to more than 3,000 delegates
– November 2012
Optus introduced The Thinking
Space to showcase latest research
and innovations
– December 2012
SingTel and members of M2M
alliance announced single worldwide
SIM card trials on a web-based
platform
– February 2013
Optus expanded M2M solutions
portfolio for business and enterprise
customers through collaboration
with Jasper Wireless
– February 2013
Optus introduced Expan NEXTDC
hosting Services
– February 2013
SingTel won the contract for a pilot
programme to form a consortium
helping companies offer home-
based work using ICT solutions
– March 2013
and government services to build a sustainable city. SURF seamlessly integrates
seven emerging technologies to help build integrated solutions for enterprises and
smart cities, namely big data and analytics, security, identification and access, M2M,
sensing technology, mobility, enterprise social networks, and cloud computing. These
solutions, together with our deep domain experiences, will help our customers effectively
increase engagement and better respond to their own constituents and customers,
as we advance in today’s highly connected world.
One of the initiatives is Singapore’s Ministry of Education’s Schools Standard ICT
Operating Environment (SSOE) project, designed to enable a secured and efficient
learning environment for students. We rolled out more than 120,000 computing
devices to some 40,000 principals, teachers and education administrative staff,
promoting greater and more effective use of ICT in teaching and learning. With SSOE,
schools can look forward to faster internet access, enhanced security and full on-site
support to meet the computing needs of teachers and students. We also piloted and
developed iMTL, a web-based interactive portal to help students improve their mother
tongue language skills. The pilot programme with 90 schools was completed successfully
in March 2013, and we are rolling out the portal to all schools from upper primary to
junior college level from 1 April 2013.
Our combined capabilities of infrastructure and managed services were also used to
develop the MyTransport.SG mobile app and portal. It is a content-rich service that
empowers commuters, motorists and cyclists in Singapore to make informed choices
about their journey plans. The app was awarded the Visionary Award at the international
Summit Emerging Media Awards 2012, the first in Asia Pacific, for its navigation
features and the public value it provides, as well as the W3 Awards, for creative web and
mobile excellence.
Leveraging the capabilities of our infrastructure and managed services, we provide
the systems and connectivity necessary to synchronise and manage real-time content
for digital displays in a multitude of industries. In the transportation industry, over
50 million commuters per year benefit from real-time digital displays managed by us.
For an international financial institution, we implemented this end-to-end solution
for their digital displays across their operations in Singapore, hong kong, Thailand,
Malaysia and China.
Championing Thought leadership
Beyond providing one-stop ICT solutions, Group Enterprise leads forums and platforms
to share insights on new technologies and trends. In Australia, Vision 2012 in May
presented research findings on how changes in economic and social trends will affect
the future of businesses. At the forum, we also launched The Future of Business Report,
which revealed the industries in Australia that are best prepared to embrace digital
technology and strategies to respond to consumer expectations, boost productivity
and drive revenue.
In Singapore, we showcased over 200 innovative ICT solutions for enterprises and
governments at i.luminate 2012 in November. More than 3,000 business leaders and
partners from 25 countries attended the event to learn about new technological trends
such as mobility solutions and big data, as well as, emerging technologies for the
workplace. In May, we also organised TechConnect to deliver insights on technologies
related to the Internet of Things to our customers. The event had thought leaders and
speakers share their thoughts on how technologies such as M2M communications,
big data and complex event processing can enhance business responsiveness and
deepen customer engagement.
39
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
OPerATiNg AND FiNANCiAL revieW
GROUP FIVE-YEAR FINANCIAL SUMMARY
income Statement (S$ million)
Group operating revenue
SingTel
Optus
Optus (A$ million)
Group EBITDA
SingTel
Optus
Optus (A$ million)
Share of associates’ pre-tax profits
Group EBITDA and share of associates’ pre-tax profits
Group EBIT
Net profit after tax
Underlying net profit (1)
Cash flow (S$ million)
Group free cash flow (2)
Singapore
Associates’ dividends (net of withholding tax)
SingTel
Optus
Optus (A$ million)
Capital expenditure
Balance Sheet (S$ million)
Total assets
Shareholders’ funds
Net debt
key ratios
Proportionate EBITDA from outside Singapore (%)
Return on invested capital (%) (3)
Return on equity (%)
Return on total assets (%)
Net debt to EBITDA and share of associates’
pre-tax profits (number of times)
EBITDA and share of associates’ pre-tax profits
to net interest expense (number of times)
Per Share information (S cents)
Earnings per share - basic
Earnings per share - underlying net profit (1)
Net assets per share
Dividend per share - ordinary
Dividend per share - special
“SingTel” refers to the SingTel Group excluding Optus.
financial Year ended 31 march
2013
2012
2011
2010
2009
18,183
6,732
11,451
8,934
5,200
2,147
3,053
2,381
2,106
7,306
5,178
3,508
3,611
3,759
1,491
900
2,392
1,367
1,068
2,059
39,984
23,965
7,477
77
11.8
14.8
8.7
1.0
24.5
22.02
22.66
150.42
16.8
-
18,825
6,551
12,275
9,368
5,219
2,128
3,091
2,357
2,005
7,223
5,222
3,989
3,676
3,462
1,170
841
2,011
1,451
1,111
2,249
40,418
23,428
7,860
78
12.0
16.7
10.0
1.1
20.7
25.04
23.07
147.08
15.8
-
18,071
6,401
11,670
9,284
5,119
2,183
2,937
2,334
2,141
7,260
5,291
3,825
3,800
4,038
1,436
1,084
2,520
1,519
1,206
2,005
16,871
5,995
10,876
8,949
4,847
2,224
2,623
2,153
2,410
7,257
5,379
3,907
3,910
3,406
1,290
858
2,148
1,258
1,015
1,923
14,934
5,547
9,387
8,321
4,431
2,110
2,321
2,067
2,051
6,482
4,750
3,448
3,455
3,245
1,231
963
2,194
1,050
967
1,918
39,282
24,328
6,023
37,952
23,493
6,311
33,255
20,476
6,544
76
12.5
16.0
9.9
0.8
21.8
24.02
23.86
152.75
15.8
10.0
74
14.0
17.8
11.0
0.9
23.5
24.55
24.56
147.55
14.2
-
72
12.8
16.6
10.2
1.0
19.9
21.67
21.71
128.67
12.5
-
notes:
(1) Underlying net profit is defined as net profit before exceptional items and exchange differences on capital reductions of certain overseas subsidiaries,
net of hedging, as well as significant exceptional items of associates.
Free cash flow refers to cash flow from operating activities, including dividends from associates, less cash capital expenditure.
(2)
(3) Return on invested capital is defined as EBIT (post-tax) divided by average capital. Comparatives have been restated to be on a post-tax basis, consistent
with the current year.
40
OPerATiNg AND FiNANCiAL revieW
manaGement diSCuSSion and analYSiS
GROUP REVIEW
gROuP
Operating revenue
(ex-digital business (1))
EBITDA
(ex-digital business)
EBITDA margin
(ex-digital business)
Share of associates' pre-tax profits
EBITDA and share of associates' pre-tax profits
EBIT
(ex-digital business)
Exceptional items (pre-tax)
Taxation
- ordinary tax expense
- exceptional tax credit
Net profit
Basic earnings per share (S cents)
Underlying net profit (2)
(ex-digital business)
Underlying earnings per share (S cents)
financial Year ended 31 march
2013
(S$ million)
18,183
18,072
2012
(S$ million)
18,825
18,767
5,200
5,304
28.6%
29.3%
2,106
7,306
5,178
5,324
(154)
(1,267)
51
3,508
22.0
3,611
3,731
22.7
5,219
5,285
27.7%
28.2%
2,005
7,223
5,222
5,302
86
(1,205)
227
3,989
25.0
3,676
3,750
23.1
Change (%)
-3.4
-3.7
-0.4
0.4
5.0
1.1
-0.8
0.4
nm
5.2
-77.4
-12.0
-12.1
-1.8
-0.5
-1.8
“nm” denotes not meaningful.
In this section, “Optus” refers to SingTel Optus Pty Limited and its subsidiaries, and “Singapore” refers to the Group’s operations excluding Optus
and the associates. “Associate” refers to either an associate or a joint venture as defined under Singapore Financial Reporting Standards.
notes:
(1) Digital business refers to all businesses under Group Digital L!fe segment and comprises mainly e-commerce, concierge and hyper-local services, and
mobile advertising of Amobee Inc.
(2) Underlying net profit refers to net profit before exceptional and other one-off items.
The Group delivered resilient earnings amid significant industry
changes while it continued to invest in transformational initiatives
to drive long-term growth. Overall EBITDA was stable at S$5.20 billion.
Operating revenue was S$18.18 billion, down 3.4% due to lower
revenue in Australia. In constant currency terms, operating revenue
declined 2.1% but EBITDA grew 1.0% on strong cost management.
In Singapore, excluding fibre rollout revenue where mass rollout
was completed in June 2012, operating revenue rose 3.8%. The
increase was contributed by growth in mobile and infocomm
technology (ICT) operations as well as digital services. Mobile
Communications grew 2.9% on strong customer gains which
offset the lower roaming and SMS interconnect revenues. Data and
Internet revenue increased 2.5% underpinned by robust growth in
Managed Services and fibre broadband. EBITDA was stable but
would have increased 3.6% excluding the startup losses from
digital businesses.
41
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
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manaGement diSCuSSion and analYSiS
In Australia, Optus continued to restructure its business to drive
profitable growth as well as capitalise on mobile data opportunities.
Though operating revenue declined 4.6%, EBITDA grew 1.0%
reflecting Optus’ yield focus. Mobile revenue declined 5.9% due
to lower equipment sales, service credits associated with the
device repayment plans introduced last year and further mandated
reduction in mobile termination rates from 1 January 2013.
Revenue from Business and Wholesale Fixed was stable as higher
satellite and ICT and managed services revenues offset the lower
voice and Data and IP revenues. In Consumer Fixed, lower on-net
broadband average revenue per user (ARPU) has resulted in the
on-net revenue declining by 4.8%. With the weaker Australian
Dollar, Optus’ translated revenue in Singapore Dollars decreased
6.7% from last year.
With higher depreciation and amortisation charges from continued
mobile network investments and higher intangibles from recent
acquisitions, the Group’s EBIT was stable at S$5.18 billion.
The Group’s exceptional items for the year included the divestment
loss of Warid Pakistan of S$225 million, Optus’ ex-gratia costs on its
workforce restructuring of S$101 million, and the Group’s share of
Globe’s accelerated depreciation of S$114 million from its network
and IT transformation. Together with the net dividend income
from Southern Cross of S$149 million and the divestment gain in
Far EasTone Telecommunications Co., Ltd (FET) of S$119 million,
the net exceptional losses for the year amounted to S$154 million.
An exceptional tax credit of S$270 million was recognised last year
on the value of assets transferred to an associate.
The associates’ pre-tax contributions grew 5.0% to S$2.11 billion.
Excluding the currency translation impact, the associates’ pre-tax
contributions increased strongly by 12% from last year.
Telkomsel and AIS delivered increases in revenue and EBITDA
underpinned by strong data growth. Globe’s service revenue grew
on sustained growth in mobile and broadband while EBITDA was
stable on higher subsidy and service costs. Despite the highly
competitive market in India and the economic headwinds in Africa,
Airtel’s operating revenue grew 12% and EBITDA increased 5%.
Overall earnings, however, declined due to higher depreciation and
spectrum amortisation charges on mobile network expansion, and
increased financing costs.
Net profit after exceptional items declined 12% to S$3.51 billion.
Excluding exceptional items, underlying net profit decreased 1.8%
to S$3.61 billion. Excluding startup losses from the digital businesses
and currency translation impact, underlying net profit would have
increased 2.6%.
The Group has successfully diversified its earnings base through its
expansion and investments in overseas markets. On a proportionate
basis if the associates are consolidated line-by-line, operations
outside Singapore accounted for 76% and 77% of the Group’s
proportionate revenue and proportionate EBITDA respectively.
42
SINgAPORE
Operating revenue
Mobile Communications (1)
Data and Internet
International Telephone
Sale of Equipment
National Telephone
mio TV
Others (2)
Telco
Revenue from NCS
Fibre rollout
Information Technology and Engineering (IT&E)
Digital business (3)
Total Revenue
(excluding Fibre rollout)
EBITDA
(ex-digital business)
EBITDA margin
(ex-digital business)
EBIT
(ex-digital business)
financial Year ended 31 march
2013
(S$ million)
2012
(S$ million)
Change (%)
1,946
1,648
482
353
334
125
229
5,117
1,407
117
1,524
92
6,732
6,615
2,147
2,231
31.9%
33.6%
1,481
1,602
1,890
1,607
501
352
352
106
211
5,020
1,315
178
1,493
38
6,551
6,372
2,128
2,152
32.5%
33.0%
1,551
1,587
2.9
2.5
-4.0
**
-5.1
18.4
8.8
1.9
7.0
-34.2
2.1
142.3
2.8
3.8
0.9
3.6
-4.5
0.9
“**” denotes less than 0.05%.
Numbers in above table may not exactly add due to rounding.
notes:
(1) With effect from this financial year, revenues from mobile digital services are classified under “Digital business”. The comparative figure has been
reclassified to be consistent with the current financial year.
(2) Comprise revenues from mobile satellite, lease of satellite transponders and other miscellaneous income.
(3) Digital business refers to all businesses under Singapore Digital L!fe and comprises mainly e-commerce, concierge and hyper-local services, and mobile
advertising of Amobee Inc.
SingTel’s core operations delivered strong performance with 3.6%
increase in EBITDA.
Operating revenue in Singapore was up 2.8% to S$6.73 billion.
Excluding fibre rollout revenue where mass rollout was completed
in June 2012, operating revenue increased 3.8% underpinned
by continued strength in mobile and ICT operations and growth
from digital business. EBITDA was stable at S$2.15 billion, reflecting
the investments in digital businesses, higher mobile customer
connection costs as well as lease payments to NetLink Trust which
commenced from September 2011. With higher depreciation from
mobile network expansion and NCS’ equipment investments, as
well as amortisation of intangibles from the acquisitions of digital
businesses, EBIT declined 4.5%.
Mobile Communications, the largest revenue stream, grew 2.9% to
S$1.95 billion on strong customer growth which offset the lower
postpaid ARPU. Total mobile customer base grew 6.3% or 226,000 to
3.81 million. SingTel registered strong market share gains, extending
its lead by 1.3 percentage points with a mobile market share of
47.2% as at 31 March 2013.
Total postpaid customer base increased 7.6% or 148,000 from a
year ago to 2.10 million as at 31 March 2013. Approximately 23%
of the total postpaid base was on tiered data plans with 10% of
these customers exceeding their data allowances. SingTel’s 4G
postpaid customer base reached 378,000 as at 31 March 2013.
Postpaid ARPU fell S$5 to S$80 and, excluding “data only” SIMs,
43
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
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manaGement diSCuSSion and analYSiS
declined S$4 reflecting lower roaming and SMS interconnect
revenues.
REVENUE BY PRODUCTS AND SERVICES
29%
25%
23%
7%
5%
5%
2%
4%
Mobile Communications
Data and Internet
IT and Engineering
International Telephone
National Telephone
Sale of Equipment
mio TV
Others
85%
15%
Telco
IT and Engineering
Mobile data services remained at 42% of blended ARPU. however,
the proportion of non-SMS data grew to 22% of ARPU, up from 20%.
Total number of customers on monthly mobile broadband data
subscription plans grew strongly by 24% or 299,000 from a year ago
to 1.55 million.
In the prepaid segment, ARPU increased 3.4% contributed by the
strong demand for mobile data and 3G offerings. SingTel’s prepaid
customer base grew 4.8% or 78,000 from a year ago to 1.71 million.
S$6.73b
2013
EBITDA
S$2.15b
2013
Data and Internet revenue increased 2.5% to S$1.65 billion. Growth
in Managed Services mitigated the impact of price declines in
Local Leased Circuits. Driven by strong demand for fibre services
and higher-tier plans, Fixed Broadband revenue grew a healthy
8.7% in a highly competitive market. SingTel’s fibre broadband
customer base grew to 192,000, up significantly from 76,000 a
year ago, with a leading market share of approximately 59% as at
31 March 2013.
International Telephone revenue declined 4.0% to S$482 million
on lower average collection rates partially offset by increased
international call traffic.
During the year, SingTel strengthened its content suite with the
addition of FOX International Channels and Disney channels, and
lifted mio TV revenue by a strong 18% to S$125 million. Total mio
TV customer base reached 404,000 as at end of March 2013, an
increase of 9.8% or 36,000 from a year ago.
Revenue from Consumer home, comprising residential fixed
broadband, voice and mio TV, increased 5.1% underpinned by
SingTel’s successful bundling strategy. A total of 347,000 customers
were on triple/quadruple bundled plans as at 31 March 2013,
up 14% from 305,000 a year ago.
IT&E revenue grew 2.1% to S$1.52 billion with NCS' growth of 7.0%
partially offsetting the lower fibre rollout revenue.
With SingTel’s strategic acquisitions in the digital space, including
Amobee Inc., a premium provider of mobile advertising solutions,
hungryGoWhere.com, a restaurant review portal, and Pixable Inc.,
a social photo aggregation service provider, revenue from Digital
business grew significantly to S$92 million from S$38 million last year.
44
AuStRALIA
Operating revenue by division
Mobile
Fixed
Business and Wholesale
Consumer and Small-Medium Business (SMB)
Inter-divisional
Total Revenue
EBITDA by division
Mobile
Fixed
Business and Wholesale
Consumer and Small-Medium Business (SMB)
Total EBITDA
EBITDA margin
EBIT
“nm” denotes not meaningful.
Numbers in above table may not exactly add due to rounding.
financial Year ended 31 march
2013
(a$ million)
2012
(a$ million)
Change (%)
5,711
2,013
1,210
-
8,934
1,584
553
244
2,381
26.7%
1,241
6,072
2,029
1,275
(7)
9,368
1,578
546
233
2,357
25.2%
1,271
-5.9
-0.8
-5.1
nm
-4.6
0.3
1.4
4.5
1.0
-2.3
Optus, SingTel’s largest subsidiary and Australia’s number two
telecommunications operator, was
focused on sustainable
profitability and improving customer experience while positioning
itself to capitalise on mobile data revenue growth. EBITDA was up
1.0% and margin increased 1.5 percentage points despite operating
revenue declining by 4.6%, reflecting Optus’ focus on restructuring
its cost base. With higher depreciation and amortisation charges
from increased network investments and acquisition of Vividwireless
and 2300Mhz frequency spectrum in June 2012, EBIT declined 2.3%.
Optus Mobile contributed 64% to Optus’ operating revenue and
67% to Optus’ EBITDA. EBITDA was stable despite the decline of
5.9% in operating revenue. The lower operating revenue was due to
decline in sales of equipment and lower service revenue as a result
of the mandated reduction in mobile termination rates, lower
breakage and roaming revenues as well as the service credits
associated with the device repayment plans.
Optus continued its postpaid customer growth momentum with
net additions of 306,000 in the year. Postpaid customers comprised
57% of the total base, up 2 percentage points from a year ago.
Prepaid customer base reduced by 203,000 to 4.09 million, reflecting
yield management initiatives. Optus grew the number of 4G mobile
handsets on its network to 785,000 as at end of March 2013.
REVENUE BY DIVISION
a$8.93b
2013
EBITDA BY DIVISION
a$2.38b
2013
64%
23%
13%
Mobile
Optus Business and
Wholesale Fixed
Consumer and
SMB Fixed
67%
23%
10%
Mobile
Optus Business and
Wholesale Fixed
Consumer and
SMB Fixed
45
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Annual Report 2013
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Blended ARPU was A$42, down A$3 year-on-year, and would
have declined A$1 if excluding the impact of the reduction in
mobile termination rates and the service credits associated with the
device repayment plans. SMS and other data revenue grew to 51%
(FY2012: 46%) of ARPU while non-SMS data revenue increased to
27% (FY2012: 22%) of ARPU.
Business and Wholesale Fixed accounted for 23% of Optus’ operating
revenue and 23% of Optus’ EBITDA. Revenue was stable at A$2.01
billion as Optus continued to exit unprofitable off-net services. The
higher satellite and ICT and managed services revenues were offset
by the lower voice and Data and IP revenues. EBITDA increased
1.4% to A$553 million.
ASSOCIAtES
Share of ordinary pre-tax profits
Regional mobile associates
Telkomsel
AIS
Airtel
- India, Bangladesh and Sri Lanka (South Asia)
- Africa
Globe
Warid Pakistan
Pacific Bangladesh Telecom
Other associates
Group share of associates’ ordinary pre-tax profits
Group share of associates’ exceptional items
Group share of associates’ pre-tax profits
Share of post-tax profits
Regional mobile associates
Telkomsel
AIS
Airtel
- India, Bangladesh and Sri Lanka (South Asia)
- Africa
Globe
Warid Pakistan
Pacific Bangladesh Telecom
Other associates
Numbers in above table may not exactly add due to rounding.
Group share of associates’ post-tax profits
“nm” denotes not meaningful.
Numbers in above table may not exactly add due to rounding.
46
Consumer and Small-Medium Business Fixed contributed 13% to
Optus’ operating revenue and 10% of Optus’ EBITDA. Consumer fixed
on-net revenue declined 4.8% due to lower ARPU from discounted
bundled plans and increased broadband data allowances. As Optus
continued to exit fixed resale services, Consumer fixed off-net
revenue was down 33%, resulting in an overall decline in the Consumer
fixed revenue of 5.1% to A$1.21 billion. In the highly competitive
broadband market, Optus’ total on-net broadband customer base
grew by 2.2% to approximately 1 million as at 31 March 2013.
EBITDA increased 4.5% on lower operating expenses.
financial Year ended 31 march
2013
(S$ million)
2012
(S$ million)
Change (%)
1,004
438
495
(127)
369
210
(18)
-
2,002
104
2,106
-
2,106
754
338
332
(164)
169
150
(18)
-
1,393
92
1,485
898
350
628
(76)
551
187
(56)
(28)
1,902
110
2,013
(8)
2,005
665
249
474
(117)
356
131
(56)
(29)
1,316
91
1,407
11.7
25.0
-21.1
66.5
-33.2
12.5
-67.5
nm
5.2
-5.4
4.6
nm
5.0
13.3
35.9
-29.8
39.8
-52.7
15.0
-67.4
nm
5.8
1.2
5.5
The Group’s share of the associates’ pre-tax and post-tax profits
grew 5.0% and 5.5% respectively amid weaker regional currencies,
as the Indian Rupee and Indonesian Rupiah declined sharply by
15% and 9% respectively from a year ago. If the regional currencies
had remained stable from a year ago, the pre-tax and post-tax
contributions of the associates would have increased by 12% each.
The regional mobile associates continued their strong customer
growth momentum. Telkomsel registered 9.8% increase in its
customer base to 121 million as at 31 March 2013. Airtel’s total
mobile customer base covering India, Bangladesh, Sri Lanka and
across Africa, reached 260 million as at 31 March 2013, up 7.8%
from a year ago. Excluding Warid Pakistan which was divested in
March 2013, the Group’s combined mobile customer base reached
468 million in 25 countries, a growth of 8.5% or 37 million from a
year ago.
Telkomsel accounted for 51% of the Group’s share of associates’
post-tax profits, up from 47% last year. Operating revenue grew 13%
and EBITDA increased 10% underpinned by growth across voice,
SMS and data. With lower depreciation and higher interest income,
the Group’s share of Telkomsel’s post-tax profit grew a strong 23%
in Indonesian Rupiah terms. In Singapore Dollar terms, Telkomsel’s
post-tax contribution increased 13% to S$754 million, reflecting the
9% decline in the Indonesian Rupiah against the Singapore Dollar.
Telkomsel maintained its leading position in Indonesia with a market
share of approximately 44% as at 31 March 2013.
AIS contributed 23% to the Group’s share of associates’ post-tax
profits, 5 percentage points higher than
last year. Post-tax
contribution surged 36% to S$338 million, driven by robust growth
in both voice and non-voice revenues, lower depreciation and
amortisation charges as well as lower taxes from the reduction in
Thai corporate tax rates. AIS maintained its lead in the Thailand
mobile market with approximately 43.6% market share.
During the year, Airtel was
impacted by adverse regulatory
changes in India, as well as economic headwinds in Africa and
increased market competition. Amid these challenges, Airtel’s
revenue grew 12% while EBITDA
increased 5% on higher
network costs and selling and administrative expenses. Net profit,
however, declined 47% due to higher depreciation and spectrum
amortisation charges on network investments, increased financing
costs and higher income taxes. With the steep 15% depreciation of
the Indian Rupee against the Singapore Dollar, overall post-tax
contribution from Airtel declined 53% to S$169 million. Airtel
continued to lead the India mobile market with a market share of
approximately 21.7%.
Globe, the second largest mobile phone operator in the Philippines,
recorded service revenue growth of 6% on sustained growth across
both mobile and broadband in a competitive market. EBITDA,
however, was stable on higher subsidy and service costs. With
lower net interest expense and a stronger Philippine Peso relative
to the Singapore Dollar, Globe’s post-tax contribution grew 15%
to S$150 million. This contribution excluded Globe’s accelerated
depreciation charges related to its network modernisation and IT
transformation programmes. The Group’s share of this exceptional
charge has been classified as an exceptional item of the Group.
SingTel ceased to equity account for Warid Pakistan from 1 July 2012
upon its reclassification as an “Asset held For Sale”. Warid Pakistan
was disposed in March 2013.
Pacific Bangladesh Telecom’s carrying value was nil as at 31 March
2012 and SingTel ceased to equity account for its results from
1 April 2012.
ShARE OF ASSOCIATES’ POST-TAX PROFITS
51%
23%
11%
10%
5%
Telkomsel
AIS
Airtel
Globe
Warid Pakistan
and Others
S$1.49b
2013
CASh DIVIDENDS RECEIVED FROM ASSOCIATES (1)
49%
28%
12%
11%
Telkomsel
AIS
Globe
Airtel, Southern Cross,
SingPost and Others
S$993m
2013
note:
(1) Cash dividends received from overseas associates are before withholding
and other related tax payments.
47
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
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manaGement diSCuSSion and analYSiS
CASh FLOW
gROuP
Net cash inflow from operating activities
Net cash outflow for investing activities
Net cash outflow for financing activities
Net decrease in cash balance
Exchange effects on cash balance
Cash balance at beginning of year
Cash balance at end of year
Free cash flow
Singapore
Australia
Australia (in A$)
Associates (net dividends after withholding tax)
Group
Cash capital expenditure as a percentage of operating revenue
“nm” denotes not meaningful.
financial Year ended 31 march
2013
(S$ million)
2012
(S$ million)
Change (%)
5,818
(2,557)
(3,702)
(442)
6
1,346
911
1,491
1,367
1,068
900
3,759
11%
5,710
(2,809)
(4,264)
(1,363)
(29)
2,738
1,346
1,170
1,451
1,111
841
3,462
12%
1.9
-9.0
-13.2
-67.6
nm
-50.8
-32.3
27.4
-5.8
-3.9
7.1
8.6
operating activities
The Group’s net cash inflow from operating activities for the year
was S$5.82 billion, up 1.9% or S$107 million. Increased dividends
from associates and lower tax payments partially offset the higher
working capital in Australia.
investing activities
The investing cash outflow was S$2.56 billion. During the year,
payments of S$698 million were made for acquisitions of subsidiaries,
namely Amobee Inc., Vividwireless Group and Pixable Inc. This was
partly offset by S$337 million from the sale of a stake in FET and the
initial sale proceeds of S$87 million from the divestment of Warid
Pakistan. Capital expenditure totalled S$2.06 billion, and represented
11% of the Group’s operating revenue, 1 percentage point lower than
last year. Major capital expenditure for the year included investments
in satellites as well as fixed and mobile networks including 4G
deployment in Singapore and Australia.
financing activities
Net cash outflow of S$3.70 billion for financing activities comprised
mainly the payment of S$1.43 billion for final dividends in respect of
the previous financial year ended 31 March 2012, and S$1.08 billion
for interim dividends in respect of the current financial year. Other
major financing cash outflows included S$805 million for the net
repayment of borrowings and S$343 million for interest payments.
free Cash flow
The Group generated strong free cash flows at S$3.76 billion,
higher by 8.6% or S$297 million from last year. Free cash flow from
Singapore grew 27% due to higher operating cash flow from
favourable movements in working capital and lower tax payments,
as well as lower capital expenditure. Free cash flow from Australia
declined 3.9% to A$1.07 billion as a result of higher working capital
reflecting higher receivables from increased accrued handset
repayments, partly offset by lower tax payments and capital spend.
48
CAPITAL MANAGEMENT
gROuP
Gross debt (S$ m)
Net debt (1) (S$ m)
Net debt gearing ratio (2) (%)
Net debt to EBITDA and share of associates' pre-tax profits
(number of times)
Interest cover (3) (number of times)
Average maturity of borrowings (years)
GROUP DEBT
(S$ m)
8,761
9,207
7,860
8,388
7,477
6,023
mar 2011
mar 2012
mar 2013
Gross Debt
Net Debt (1)
AVERAGE MATURITY
OF BORROWINGS
(Years)
7.3
6.8
6.5
mar
2011
mar
2012
mar
2013
Average Maturity
financial Year ended 31 march
2013
8,388
7,477
23.8
1.0
24.5
6.8
2012
9,207
7,860
25.1
1.1
20.7
7.3
2011
8,761
6,023
19.8
0.8
21.8
6.5
During the year, the Group's gross debt decreased mainly due to
net repayment of borrowings of S$805 million. As at 31 March 2013,
net debt gearing ratio was 23.8%.
The Group has one of the strongest credit ratings among
telecommunications companies in Asia. SingTel is currently rated
Aa3 by Moody’s and A+ by Standard & Poor’s. The Group continued
to maintain a healthy capital structure.
SingTel revised its policy to increase the dividend payout ratio to
between 60% to 75% of underlying net profit, from the previous
payout ratio of 55% to 70%. The Group remains committed to an
optimal capital structure and investment grade credit ratings,
while maintaining financial flexibility to pursue growth.
notes:
(1) Net debt is defined as gross debt less cash and bank balances adjusted
for related hedging balances.
(2) Net debt gearing ratio is defined as the ratio of net debt to net capitalisation.
Net capitalisation is the aggregate of net debt, shareholders' funds and
minority interests.
(3) Interest cover refers to the ratio of EBITDA and share of associates'
pre-tax profits to net interest expense, where net interest expense is
interest expense less interest income.
49
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
iNvesTOr
reLATiONs
1,2 Interacting and sharing business
insights and strategies with the
investment community at SingTel’s
Investor Day
1
2
PROACTIVE COMMUNICATION WITh ThE
INVESTMENT COMMUNITY
SingTel is committed to delivering high standards of disclosure and
corporate transparency by:
All new material announcements are posted on the IR website
immediately following the release to the Singapore and Australian
exchanges (SGX and ASX respectively), to ensure fair, equal and
prompt dissemination of information.
• Disseminating accurate and relevant
information to the
marketplace in a timely manner, to help investors make informed
investment decisions;
•
•
Providing direct and regular access to our management through
face-to-face meetings (including investor days), conferences,
roadshows, conference calls and webcasts; and
Balancing investors’ expectations for open and transparent
disclosure with the commercial sensitivities of SingTel’s businesses.
SingTel’s Investor Relations (IR) team promotes and facilitates
communications with existing and potential
institutional
investors, financial analysts and retail shareholders. During the
year, our management, together with the IR team, met more
than 400 investors in over 200 meetings to share the Group’s
business strategy, operational and financial performance, and
prospects. SingTel participated
investor conferences and
roadshows in Singapore, hong kong, US and Europe. These facilitate
access to potential new shareholders and help us deepen
existing relationships with long-term shareholders. The IR team
also arranged site visits to SingTel’s business facilities to help
investors better understand our key business objectives and
expansion plans in the digital, mobile and enterprise space.
in
The IR team develops and maintains strong links with sell-side research
analysts as they play an important role in educating the investment
community. More than 20 sell-side analysts based in Singapore, hong
kong, Malaysia, Australia and Uk currently cover SingTel.
For the quarterly financial results announcements, SingTel produces
a comprehensive set of materials, including detailed financial
statements, management discussion and analysis, and presentation
slides. Analysts and investors have the opportunity to pose questions
to our management during an investor conference call on the day
of the results announcement. Recorded webcasts and transcripts of
the event are posted on the IR website. The IR website is a key
resource for corporate information, financial data and significant
business developments. The IR website also houses SingTel’s annual
reports, a list of upcoming investor events, shares and dividend
information, factsheets and investor presentation slides.
Since the announcement of the Group’s transformation in March
2012, our senior management and the IR team have devoted
investment community better
significant efforts to help the
understand the rationale behind our transformation, as well as the
key strategic priorities for the three newly created business units:
Group Consumer, Group Digital L!fe and Group Enterprise. SingTel
has also provided additional disclosures and outlook on our
three key business units, supplementing our traditional disclosures
by geography – Singapore, Australia and the regional mobile
associates.
In March 2013, at SingTel’s Investor Day in Singapore, the CEOs of
Group Consumer, Group Digital L!fe and Group Enterprise, as well
as the senior management of Airtel, Telkomsel, AIS and Globe,
gave detailed insights into their businesses and responded to
questions.
50
The Investor Day attracted around 60 investors and analysts,
who gave positive feedback on the event. They appreciated
SingTel’s sharing of operational insights and strategies to address
business opportunities and challenges.
During the year, SingTel commissioned an investor perception study,
which involved an independent report on the outcome of in-depth
interviews with approximately 50 institutional investors and financial
analysts. Investors generously shared their views on SingTel’s strategic
direction and other topical issues, such as mobile data growth and
dividend policy. Interviewees also emphasised the need for clear
messages about the newly created Group Digital L!fe business unit.
Responding to that feedback, senior management gave deep insights
into Group Digital L!fe's strategy at the Investor Day.
ShARE OWNERShIP BY GEOGRAPhICAL DISTRIBUTION
52%
17%
15%
Temasek holdings
US/Canada
Singapore ex Temasek
11%
Europe
4%
1%
Asia ex Singapore
Australia
Approximate figures based on share register analysis as at 30 Apr 2013.
In a year marked by significant transformation of our businesses,
SingTel won several awards
in recognition of our corporate
governance, transparency and IR efforts.
IR CALENDAR EVENTS
date
activities
ShAREhOLDER INFORMATION
As at 30 April 2013, Temasek holdings (Private) Limited remained the
largest shareholder with 52% of issued share capital. Other Singapore
shareholders held 15% of ownership interest. US/Canada and Europe
held 17% and 11% of issued share capital respectively.
May 2012
Non-deal Equity Roadshows, US and Europe
Jul 2012
20th Annual General Meeting and Extraordinary
General Meeting, Singapore
Sep 2012
CLSA Investors Forum, hong kong
Nov 2012
Non-deal Equity Roadshows, Europe and hong kong
Mar 2013
SingTel Investor Day, Singapore
51
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
Corporate
sustainability
the Group takes a holistic approach
towards sustainability, with a focus on
four key areas: marketplace, people,
environment and Community.
CORPORATE SUSTAINABILITY MILESTONES
Optus and The Smith Family kicked
off mobile Student2Student
programme with 650 students
– April 2012
Two hundred SingTel employees
planted 100 trees at 4th Plant-A-
Tree Day
– July 2012
SingTel and staff donated
S$200,000 to help children
affected by cancer
– July 2012
Optus staff donated over 200
blankets to Mission Australia
for the homeless
– July 2012
SingTel’s business partners and
associates raised S$870,000 from
annual Charity Golf event
– August 2012
‘yes’ Optus Community Grants
programme celebrated its 5th year,
distributing grants to support
local projects which reconnect
disengaged youths and build
social inclusion
– November 2012
Optus staff donated over A$6,500
worth of toys to the Salvation
Army for annual Christmas Appeal
– December 2012
SingTel and Optus supported
Earth Hour 2013, switching
off façade lights at key
office premises
– March 2013
Optus hosted Carols for a Cause
pop-up events where celebrities
busked for charity and helped
raise funds for Kids Helpline
and The Smith Family
– December 2012
Sixteen volunteers built houses
in a village in Compostela Valley,
Philippines under SingTel’s
3rd Overseas Volunteering
Programme
– March 2013
52
COrPOrATe
susTAiNABiLiTy
1
In another amazing fundraising year, SingTel,
our staff, business partners and members of
the public raised S$2.7 million for children
and youths with special needs in Singapore
2 Optus funds Augustinian Volunteers Australia
in developing an electronic colloquial
language guide which helps Redfern’s
indigenous community reconnect young
people with their traditional languages
3
4
SingTel and Globe volunteers join forces to
build houses for Compostela Valley residents
affected by Typhoon Bopha in December 2012
SingTel supports Globe's relief operations
during Typhoon Bopha
1
3
2
4
Corporate sustainability is core to the way the SingTel Group
operates our business and the way we engage our stakeholders.
We do this because we strongly believe we can make a difference
by leveraging our resources and working together with our people
as well as our business and community partners.
During the year, throughout all levels of the organisation across the
Group, we put an added focus on two areas: People and Community.
We believe that people and communities are at the heart of our
sustainability programme. Thus, it is important to cultivate our staff’s
awareness and passion for sustainability and ensure that they
understand their individual roles in the community. Broadening this
advocacy is our focus for the next financial year.
TOUChING LIVES, BRIDGING COMMUNITIES
In Australia, our community focus is to give vulnerable youths a brighter
future. We do this through our partnerships with The Smith Family, kids
helpline and the Australian Business Community Network (ABCN).
Through The Smith Family, a children’s charity helping disadvantaged
youths with education initiatives, Optus staff have donated through
workplace giving and Back-to-School fundraising programmes as well
as direct volunteer work with the beneficiaries. The number of school
students engaged in the Student2Student mobile literacy programme
has also increased 25% and 80% of participants improved their
literacy levels.
We also offer community grants which support projects to reconnect
disengaged youths and help build social inclusion. In 2012, Optus
awarded 37 charity organisations with A$250,000 worth of grants,
bringing the total grants to over A$880,000 since 2008.
We have an instrumental role to play in giving back to the community
that has been behind our success. Across the region, our focus lies
in four areas:
making a difference to Vulnerable and disadvantaged Youths
Supporting vulnerable children and youths is a primary focus of our
community efforts to ensure they thrive and become successful in
tomorrow’s society.
Into its 11th year, the SingTel Touching Lives Fund (STLF) was set up to
raise funds for children and youths with special needs in Singapore.
We raised a record S$2.7 million in 2012 and a total of over S$24 million
since inception. In addition to our own donation, contributions also
came from staff, business partners and members of the public.
SingTel underwrites all fundraising costs, hence every dollar raised
by the STLF goes directly to our six beneficiaries: APSN Chaoyang
School, APSN Tanglin School, Eden School, MINDS Lee kong Chian
Gardens School, Singapore Cancer Society’s “help the Children and
Youths Programme” and Spastic Children’s Association School.
Connecting disadvantaged Communities with Technology
To help the disadvantaged, we often tap into what we do best –
communications. In Singapore, we introduced Project Silverline in
October 2012, to provide senior citizens with refurbished smartphones
donated by our customers. The phones are installed with a suite
of apps specially designed by SingTel and our partners to help
the elderly take better care of their health (e.g. water intake and
medication reminder), call for emergency help and connect with
family and friends at a single touch.
We also sponsored data SIM cards for a technical trial to aid autistic
children. Designed by a Singapore social enterprise, the phone app
enables caregivers to send instructions to special vests that will
tighten around the special child’s shoulders and waist, thus creating
a hug and therefore calming the child down.
Using our Broadband on Mobile service, we partner a start-up on
a technical and service trial for an app that allows the physically
disabled to book transportation offered by voluntary welfare
53
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
COrPOrATe
susTAiNABiLiTy
5
6
Student benefiting from The Smith
Family’s Student2Student programme
Staff in Singapore contributed over
5,500 hours towards about 40
VolunTeaming activities with
beneficiaries of the STLF and local
charitable organisations
7 Optus’ Customer Operations team
contributes to the battle against
hIV by volunteering with Youth
Empowerment Against hIV (YEAh)
5
6
7
organisations such as the handicapped Welfare Association or
volunteers who use their own private cars. This real-time matching
platform cuts down the minimum advance booking notice from
days to as and when required.
providing communication services to the residents and authorities.
About A$18,000 was also raised by employees and matched by
Optus for the relief efforts.
Support for Cancer research and Treatment
The Group has actively supported research into cancer cures and
treatment. Over 500 staff, family and friends participated in the
SingTel-Singapore Cancer Society Race Against Cancer run to raise
funds for children affected by the illness. Together with SingTel’s
contributions, we raised a total of S$200,000 for the event.
Similarly in Australia, our staff and senior leaders participated in
an annual cycling tour organised by Tour de Cure, a not-for-profit
organisation focused on creating awareness as well as research and
treatment for cancer.
lending our Support to disaster relief
The Group actively works with our regional mobile associates to
support their community and disaster relief efforts. In December
2012, we contributed 500,000 Philippine Pesos to help victims of
Typhoon Bopha through Globe Bridging Communities, Globe’s
corporate social responsibility (CSR) programme. Our donation was
used to buy relief items for affected families in the hardest hit areas
by the typhoon. Globe also donated 800,000 Philippine Pesos to the
efforts and set up stations to offer free phone calls and SMS services
in affected areas.
In March 2013, a team of 16 SingTel staff volunteers from Singapore
embarked on our 3rd Overseas Volunteering Programme, joining
hands with 60 volunteers from Globe to build two houses in
Compostela Valley for families displaced by the typhoon.
During the year, Australia experienced several major natural
disasters, such as the Tasmania bushfires and Queensland floods.
Field technicians, engineers and other staff worked round the clock
to restore service and assist the affected communities such as
54
POWERING UP OUR PEOPLE
Our community strategy is to encourage donations with active
staff involvement and volunteering with the beneficiaries in our
programme. We find this approach develops emotional engagement
with our staff when they directly experience the challenges of our
beneficiaries and the benefits we create. To encourage this, every
employee in Singapore and Australia is given one day of paid
volunteer leave, which may be used for the benefit of any charitable
organisation.
Corporate sustainability also remains as one of the key drivers of
our staff engagement across Singapore and Australia.
Through ABCN, our staff and leaders are actively involved in
mentoring and coaching business leaders and students such as
those from Intensive English Centres across Australia. These centres
assist youths including asylum seekers, refugees and non-native
English speaking students through an intensive English programme
to help them integrate into society and the high school system.
In 2013, our staff also contributed their time with the Optus
RockCorps initiative. About 80 staff members gave four hours of
their time each to refurbish an Asylum Seeker Centre in Sydney,
and as a result were able to attend an exclusive Optus RockCorps
concert featuring popular music artistes.
Optus employees have collectively volunteered more than
60,000 hours since 2007 with beneficiaries such as ABCN and
The Smith Family.
Our Workplace Giving programme also encourages employees to
pledge a portion of their salary towards 13 charity partners in Australia,
with the company matching the contributions. Since 2005, the
programme has seen contributions of over A$2 million.
In Singapore, our employees regularly volunteer in teams for
community projects. During the year, our people contributed over
5,500 hours towards about 40 VolunTeaming activities.
In one project, SingTel partnered APSN Tanglin School’s “Reach Up
to Reach Out, Reach Out to Reach Up” project, a week-long initiative
held in July 2012. The programme was designed to enable the
over-300 special students to participate in a range of activities to
bring out their potential, as well as strengthen their understanding
of the reciprocal relationship between self and society. About 90
staff volunteers served as facilitators, chaperons, speakers and even
as instructors for balloon twisting and Latin dance.
LEADING ThE MARkET WITh
SUSTAINABLE BUSINESS PRACTICES
Managing risks that have an impact on our environment, customers,
workforce (including vendors and contractors) and talent are a key
component of our sustainability strategy, which is also actively
monitored as part of a comprehensive Enterprise Risk Management
framework (see Risk Management on page 78).
Besides these risk management approaches, the company actively
promotes staff awareness and involvement in these areas.
environment
We proactively manage our environmental footprint through resource
conservation, pollution prevention and promoting awareness among
employees and customers.
In Australia and Singapore, our continuous mobile network upgrade
and new network rollout saw the commissioning of the latest
generation of green base stations that are more energy efficient
while supporting higher traffic capacity and multiple technologies
like 2G, 3G and Long Term Evolution or 4G.
During the year, a new initiative to provide a more comprehensive
overview of our carbon footprint was the inclusion of emissions
from staff travel to and from work in Singapore.
As part of our annual Project LESS (Little Eco StepS) environmental
campaign, we introduced Eco-Expressions, which highlighted the
impact of consumerism and demonstrated how waste can be
recycled and even transformed into works of art. Students from
Temasek Polytechnic’s School of Design crafted sculptures entirely
from recyclable materials, which were displayed at our premises in
Singapore.
SingTel also took an official stand to say “no” to shark fin products.
The practice is applied to all business lunches and dinners as well
as gift hampers.
In addition to observing Earth hour 2013, SingTel created a challenge
for staff based on Earth hour's global theme “I Will If You Will”.
Participating employees made a pledge
to adopt a more
environment-friendly habit and challenge their colleagues to do
something green in return.
As an extension of the concept, SingTel and the other two local
telecommunication operators joined hands to challenge customers
to decline shopping bags with their purchases at our respective
retail outlets in March 2013. In return, staff from the three companies
participated in a clean-up of East Coast Park, a popular beach
in Singapore.
Promoting Product Safety and
respecting Customer data Privacy
As part of our marketplace sustainability strategy, we are committed to
the safety and protection of our customers. An Optus research revealed
that cyber safety still has a relatively low level of awareness among
Australian parents. This is despite the fact that children spend an
average of 95 minutes a day on the internet. We addressed the
growing issue of cyber safety with a proactive campaign with our
partner kids helpline, Australia’s only free and confidential counselling
service for young people. In Singapore, SingTel introduced a Family
Protection application for computers and a mobile internet filter
for smartphones and tablets. Parents can install the app on the
devices to protect their children from inappropriate content and
other online threats.
SingTel respects customer data privacy and has stringent processes
to ensure that data is accessed for authorised use and by authorised
employees only. Customer data is protected via security measures
such as encryption, verification and audits. Promotional messages
are labelled as advertisements in compliance with the Spam Control
Act and customers can easily unsubscribe from our mailing lists.
ensuring Sustainability
Since 2007, SingTel has been a signatory of the United Nations
Global Compact. We are committed to upholding its 10 principles
that cover the realms of human rights, labour, environment and
anti-corruption.
Our regional CSR working group members from SingTel, Optus and
the regional mobile associates regularly share best practices and
identify joint programmes to promote the sustainability cause. We
meet once a year at our annual Regional CSR Workshop.
As a Group, we constantly engage our stakeholders via a variety of
communication channels to identify sustainability issues that are of
concern to them and roll out appropriate responses and measures
accordingly. A review of these issues is underway to ensure that we
maintain a good balance of internal and external views.
55
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
Our People
engaging and energising our people
is a key building block in our vision”
– Chua Sock koong,
Group Ceo
56
Our PeOPLe
1 New graduates beginning their dynamic
careers at Optus
2
Embracing our core value of Integrity
1
2
The environment the SingTel Group operates in is changing rapidly. To ensure
our long-term sustainability, the Group restructured itself to be better aligned
with our customers. We recognise that to successfully transform, we need
to ensure our people are future-ready. Thus, maintaining a highly engaged
workforce as well as one that is fully committed across our businesses globally
is critical.
AGE DISTRIBUTION
Our core values of Customer Focus, Challenger Spirit, Teamwork, Integrity and
Personal Excellence have proven more important than ever, serving as the
common foundation for over 21,000 of our people across geographies and
businesses, including newly acquired companies.
Singapore
Connect and grow
We are committed to helping our employees “Connect and Grow” by
building strong relationships among our people, and developing talent across
the company. We deliver avenues for employees to “connect” with their
passions, hone their talents and improve productivity and innovation – thereby
empowering them to “grow” as individuals and as professionals.
We connect with them even before they join the Group. Besides offering
various local scholarships, internships and attachments across the Group, we
partner our regional mobile associates to provide full tertiary scholarships at
top local universities to students in Indonesia, the Philippines, Singapore and
Thailand, under the SingTel Group Undergraduate Scholarship Programme.
australia
Our approach to learning and development takes into account the diverse
nature of our workforce – an increasingly global pool of talent across multiple
generations and organisational levels. We appreciate that, beyond building
critical domain capabilities, our people should be able to operate effectively
across different geographies, cultures and businesses.
We harness technology in our efforts to accelerate knowledge transfer and
promote a culture of continuous learning and sharing. An example of this is
SingTel ESPRESSO, our enterprise social network which allows staff to share
ideas and documents across the SingTel Group.
26%
35%
39%
Boomers (Pre-1965)
Gen X (1965-1977)
Gen Y (1978 onward)
19%
47%
34%
Boomers (Pre-1965)
Gen X (1965-1977)
Gen Y (1978 onward)
57
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
Our PeOPLe
3
SingTel flag flying high at
the Singapore Corporate
Community Games
4 Optus staff learning the ropes at
the Sales Induction Programme
3
4
Our annual employee engagement survey guides ongoing actions
to ensure our people remain engaged and feel enabled and
energised to take on the challenges ahead.
grooming Talent and leaders
The Group’s transformation hinges on having a strong pipeline
of talent.
We adopt a meritocratic approach, where employees are rewarded
according to both team and individual performance and their
embodiment of our core values. Managers are measured on and
rewarded for not only the achievement of business results, but also
how well they engage, lead and develop their teams. Incentives are
designed to motivate continued excellence while ensuring ongoing
relevance to evolving business and market contexts.
Talent management at SingTel is an integrated and continuous
process, from attracting the right talent to developing and retaining
them. We focus on developing competencies that support our
business agenda by identifying talent at all levels of the organisation,
in both general management and functional leadership tracks. We
adopt the approach that an individual is responsible for his or her
own personal development, while business leaders are responsible
for developing talent for their team and the organisation as a whole.
Our Group-wide executive development programmes and other
leadership programmes, along with
targeted development
interventions and a rigorous succession planning process, ensure
a robust pipeline for critical roles across the organisation. As we
continue to expand into new areas of business and geographies,
the ability to operate effectively across diverse cultures is a vital
leadership attribute. Experience outside their home country is
essential for our key talent.
aligning Performance
In SingTel’s high-performance culture, the success of our business
and people are directly related. Employees understand the company’s
strategic direction and the part they play in contributing to our
vision and mission. Corporate strategies are translated into actionable
objectives and cascaded throughout the organisation.
employee relations and Wellbeing
We remain uncompromising on ensuring a safe, healthy work
environment and fostering solid employee relations.
Supporting health and wellbeing – physical, mental and social – is
a key component of our people management strategy. We actively
promote employee wellness through a series of activities, such
as talks, health screenings and professional counselling services.
We also encourage employees to take control of their own health.
health clubs and gymnasiums are available onsite across various
locations, while healthy food options are made available at all staff
cafeterias. Family-friendly policies, including flexible work and leave
arrangements, are also offered, as are onsite childcare facilities at
some locations.
We foster a proactive and collaborative partnership with employees
directly, as well as through the Union of Telecoms Employees of
Singapore. Our Employment Partnership Agreement in Australia,
a collective agreement made directly between Optus and
employees since 1994, was renewed in late 2012 for another
three years.
58
5
Leadership programme
participants from SingTel and
the regional mobile associates
strengthen competencies and
build peer networks
6 Celebrating the lunar new year
at SingTel
5
6
GENDER DISTRIBUTION
(%)
Commitment to Workforce diversity
We believe that workforce diversity is essential to building
and sustaining our competitive advantage. Such diversity
fosters innovative thinking and creative solutions to business
challenges, beyond any single
individual employee or
department’s experience and capabilities.
Diversity at the Group refers to the ways in which we
differ, including gender, age, ethnicity, language, cultural
background, physical ability and lifestyle choice. We accept
and respect these differences, and leverage the richness of
our varied backgrounds, ideas and perspectives to support
the Group in realising our potential in a global market.
As a leading employer, we are committed to developing and
maintaining an inclusive and collaborative workplace and
culture. Through our values, policies and behaviours, we aim
to promote an environment where individual differences are
recognised and valued. All employees have the opportunity to
realise their potential and contribute to our overall success.
This commitment includes establishing measurable diversity
objectives, beginning with gender diversity in our main
employee populations in Australia and Singapore. We will
continuously improve the proportion of women across all levels
of our workforce, ensuring that females are well represented
across the Group throughout our pipeline of talent.
Singapore
Operational Support
44
Professional
Middle Management
Top Management
Total
australia
35
38
36
39
Operational Support
41
Professional
27
Middle Management
19
Top Management
9
Total
30
Female
Male
56
65
62
64
61
59
73
81
91
70
59
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
COrPOrATe gOverNANCe
INTRODUCTION
SingTel aspires to the highest standards of corporate governance
and, to this end, has in place a set of well-defined policies and
processes to enhance corporate performance and accountability,
as well as protect the interests of key stakeholders.
In
line with corporate governance best practices, various
enhancements to the SingTel Group’s corporate governance regime
have been made, including the following:
As SingTel shares are listed on both the Singapore Exchange
Securities Trading Limited (SGX) and Australian Securities Exchange
(ASX), SingTel seeks to comply with two sets of listing rules and is
guided in its corporate governance practices by the Singapore Code
of Corporate Governance 2012 (Singapore Code) as well as the ASX
Corporate Governance Principles and Recommendations with 2010
Amendments (ASX Code). Where one Exchange has more stringent
requirements, SingTel will strive to observe the stricter criteria.
SingTel complies with the Singapore Code and the ASX Code. This
report sets out SingTel’s main corporate governance practices with
reference to the Singapore Code and the ASX Code. Unless otherwise
stated, these practices were in place for the entire financial year.
• With the
increasing emphasis on
risk governance and
heightened risks as well as greater complexity in the business
and economic environment, the Risk Committee, a Board
committee created in May 2012 to assist the Board in overseeing
the governance of risk in the Group’s business, has established
a Risk Appetite Statement and Risk Tolerance Framework to
provide guidance to the Management on key risk parameters.
•
In line with SingTel’s continued commitment towards corporate
sustainability, a member of top management was appointed to
focus on the development and oversee the execution of the
Group's sustainability strategy.
directors’ attendance at Board meetings during the financial Year ended 31 march 2013 (1)
Scheduled Board meetings
ad hoc Board meetings
number of
meetings
held
number of
meetings
attended
number of
meetings
held
number of
meetings
attended
7
7
6
7
-
7
7
7
7
7
7
7
7
6
7
-
6
7
6
7
7
7
1
1
1
1
-
1
1
1
1
1
1
1
1
1
1
-
1
1
1
-
1
1
name of director
Simon Israel
Chua Sock koong
Bobby Chin (2)
Fang Ai Lian
David Gonski AC (3) (4)
Dominic ho
Low Check kian
Peter Mason AM (5)
kaikhushru Nargolwala
Peter Ong
Ong Peng Tsin
notes:
(1) Refers to meetings held/attended while each Director was in office.
(2) Mr Bobby Chin was appointed to the Board on 1 May 2012.
(3) Companion of the Order of Australia.
(4) Mr David Gonski AC was appointed to the Board on 1 March 2013.
(5) Member of the Order of Australia.
60
The Board of Directors is responsible for SingTel’s corporate governance
standards and policies, and stresses their importance across the Group.
SingTel has received accolades from the investment community for
excellence in corporate governance. More details are included in
the “key Awards and Accolades” section on pages 26 to 27.
BOARD MATTERS
role of the Board and Conduct of its affairs
The Board aims to create value for shareholders and ensure the
long-term success of the Group by focusing on the development
of the right strategy, business model, risk appetite, management,
succession plan and compensation framework. It also seeks to
align the interests of the Board and Management with that
of shareholders, and balance the interests of all stakeholders.
In addition, the Board sets the tone for the entire organisation where
ethics and values are concerned.
The Board oversees the business affairs of the SingTel Group.
It assumes responsibility for the Group’s overall strategic plans and
performance objectives, financial plans and annual budget, key
operational initiatives, major funding and investment proposals,
financial performance reviews, compliance and accountability
systems, and corporate governance practices. The Board also
appoints the Group CEO, approves policies and guidelines on
remuneration, as well as the remuneration for Board and Senior
Management, and approves the appointment of Directors. In line
with best practices in corporate governance, the Board also oversees
long-term succession planning for Senior Management.
SingTel has established financial authorisation and approval limits
for operating and capital expenditure, the procurement of goods
and services, and the acquisition and disposal of investments. Apart
from matters that specifically require the Board’s approval, such
as the issue of shares, dividend distributions and other returns to
shareholders, the Board approves transactions exceeding certain
threshold limits, while delegating authority for transactions below
those limits to Board Committees and the Management Committee
to optimise operational efficiency.
The Board meets regularly, and sets aside time at each scheduled
meeting to meet without the presence of Management. Board
meetings generally last a full day and include presentations by
senior executives and external consultants/experts on strategic issues
relating to specific business areas, as well as presentations by the
Group’s associates during the course of the year, to allow the Board
to develop a good understanding of the Group’s businesses and to
promote active engagement with the Group’s partners and key
executives. Typically, at least one Board meeting a year is held overseas,
in a country where the Group has a significant investment, has an
interest in investing, or where Board members can be exposed to
new technology relevant to the Group’s growth strategy.
On such occasions, the Board may meet with local business leaders
and government officials, so as to help Board members gain greater
insight into such countries. The Board also meets SingTel’s partners
and key customers
in those countries to develop stronger
relationships with such partners and customers. SingTel also
arranges for the Board to meet with renowned experts in the
technology/digital space to enhance their knowledge in new
growth areas and enable the Board to make more informed
decisions. In addition to approximately seven scheduled meetings
each year, the Board meets as and when warranted by particular
circumstances. Eight Board meetings were held in the financial year
ended 31 March 2013. Meetings via telephone or video conference
are permitted by SingTel’s Articles of Association.
A record of the Directors’ attendance at Board meetings during the
financial year ended 31 March 2013 is set out on page 60.
Directors are required to act in good faith and in the interests of
SingTel. All new Directors appointed to the Board are briefed on
the Group’s business activities, strategic direction and policies, key
business risks, and the regulatory environment in which the Group
operates, as well as their statutory and other duties and responsibilities
as Directors. In line with best practices in corporate governance,
the Singapore Code and the ASX Code, new Directors also sign a
letter of appointment from the Company stating clearly the role
of the Board and non-executive Directors, the time commitment
that the Director would be expected to allocate, and other relevant
matters.
Board Composition, diversity and Balance
The size and composition of the Board are reviewed from time to
time by the Corporate Governance and Nominations Committee
(CGNC), which seeks to ensure that the size of the Board is conducive
to effective discussion and decision making, and that the Board
has an appropriate number of independent Directors. The CGNC
also seeks to maintain a diversity of expertise, skills and attributes
among the Directors, including relevant core competencies in
areas such as accounting and finance, business and management,
industry knowledge, strategic planning, customer-based experience
and knowledge, and regional business expertise, as well as taking
into account broader diversity considerations, such as gender, age
and nationality/ethnicity, in making appointments. When a Board
position becomes vacant or additional Directors are required, the
CGNC will select and recommend candidates on the basis of their
skills, experience, knowledge and diversity. Any potential conflicts of
interest are taken into consideration.
Reflecting the focus of the Group’s business in the region, five of
SingTel’s 11 Directors originate from countries outside Singapore,
namely, the Chairman, Mr Simon
Israel, and non-executive
Directors, Messrs David Gonski AC, Dominic ho, Peter Mason AM
and kaikhushru Nargolwala. In relation to gender diversity, SingTel
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currently has two female Directors, namely Ms Chua Sock koong
and Mrs Fang Ai Lian. however, SingTel is of the view that gender is
only one aspect of diversity and SingTel Directors will continue to
be selected on the basis of their experience, skills, knowledge,
insight and relevance to the Board.
Board and is responsible for ensuring the effectiveness of the Board
and its governance processes, while the Group CEO is responsible
for implementing the Group’s strategies and policies, and for
conducting the Group’s business. The Chairman and the Group CEO
are not related.
In order to help attract high calibre international directors to the
SingTel Board, especially in the case of candidates who come from
jurisdictions where it is common practice for companies to grant
Deeds of Indemnity to their directors, SingTel has adopted a policy on
the award of Deeds of Indemnity to Directors, to ensure that they are
adequately covered against personal liability incurred in the course
of performing their professional duties.
The Board, taking into account the views of the CGNC, assesses the
independence of each Director in accordance with the guidance in
the Singapore Code and the ASX Code for assessing independence.
A Director who has no relationship with the Group or its officers
that could interfere, or be reasonably perceived to interfere, with
the exercise of his independent business judgement in the best
interests of SingTel, is considered to be independent. In line with
the guidance in the Singapore Code and the ASX Code, the Board
takes into account the existence of relationships or circumstances
which are relevant in its determination, including the employment
of a Director by the Company or any of its related corporations
during the financial year in question or any of the previous three
financial years; the acceptance by a Director of any significant
compensation
related
corporations for the provision of services during the financial
year
in question or the previous financial year, other than
compensation for board service; and a Director being related
to any organisation from which SingTel or any of its subsidiaries
received significant payments or material services during
the financial year in question or the previous financial year. On this
basis, Ms Chua Sock koong, SingTel’s Group CEO, Mr Simon Israel,
Chairman of the SingTel Board and Mr Peter Ong, Permanent
Secretary of the Ministry of Finance, Singapore are the only
non-independent Directors. All other members of the Board are
considered to be independent Directors.
the Company or any of
from
its
In assessing the independence of the Directors, the Board has
examined the different relationships identified by the Singapore
impair the Directors’
Code and the ASX Code that might
independence and objectivity, and is satisfied that the Directors
are able to act with independent judgement.
The profile of each Director and other relevant information are set
out under “Board of Directors” from pages 16 to 20.
The Chairman and the group Ceo
The Chairman of the Board is a non-executive appointment and is
separate from the office of the Group CEO. The Chairman leads the
62
role of the Chairman
The Chairman is responsible for leadership of the Board and is pivotal
in creating the conditions for overall Board, Committee and individual
Director effectiveness, both inside and outside the boardroom.
This includes setting the agenda of the Board in consultation
with the Directors and inputs from Management, and promoting
active engagement and an open dialogue among the Directors,
as well as between the Board and the Group CEO. The Chairman
also provides support and advice to, and acts as a sounding board
for the Group CEO, while respecting executive responsibility. he
also engages with other members of the senior leadership team
regularly. In addition, the Chairman ensures that the performance
of the Board is evaluated regularly, and takes the lead in addressing
the development needs of the Board. The Chairman plays a key
role in the performance appraisal exercise for the Group CEO, as well
as in overseeing talent management, and works with the Group
CEO to ensure that robust succession plans are in place for the senior
leadership team. In addition, the Chairman works with the Board,
the relevant Board Committees and Management to establish
the boundaries of risk undertaken by the Group and ensure
that governance systems and processes are in place and are
regularly evaluated.
The Chairman plays a significant leadership role by providing
clear oversight, advice and guidance to the Group CEO and
Management in the drive to transform SingTel’s businesses. This
involves developing a keen understanding of the Group’s diverse
and complex businesses, the industry, partners, regulators and
competitors. The Chairman also maintains effective communications
with major shareholders and supports the Group CEO in engaging
with a wide range of other stakeholders such as partners,
governments and regulators. In this connection, he takes the time
to travel overseas to visit the Group’s key associates in the region and
in the process, fosters strong relationships with the Group’s partners
and gathers valuable feedback for Management to consider and
follow up on.
The scope and extent of the Chairman’s and the Board’s
responsibilities and obligations have been expanding due to the
increased focus on risk management and corporate governance, and
enhanced regulatory requirements in the aftermath of the global
financial crises. Given the increased demands on the Board and
the Chairman, the Chairman has been spending, and is expected
to spend, more time on and be more hands-on in, the affairs of
the Group. In this regard, the Board has agreed with the Chairman
that he will commit a significant proportion of his time to his role
and will manage his other time commitments accordingly.
role of the lead independent director
The Lead Independent Director is appointed by the Board to serve
in a lead capacity to coordinate the activities of the non-executive
Directors in circumstances where it would be inappropriate for the
Chairman to serve in such capacity, and to assist the Chairman and
the Board to assure effective corporate governance in managing
the affairs of the Board and the Company.
The Lead Independent Director serves as chairman of the CGNC.
The role of the Lead Independent Director includes meeting with
the non-executive Directors without the Chairman present at least
annually to appraise the Chairman’s performance and on such other
occasions as are deemed appropriate. he will also be available to
shareholders if they have concerns relating to matters which contact
through the normal channels of the Chairman, Group CEO or Group
CFO has failed to resolve, or where such contact is inappropriate.
Board membership
The CGNC establishes and reviews the profile required of Board
members and makes recommendations to the Board on the
appointment, re-nomination and retirement of Directors.
When an existing Director chooses to retire or is required to retire from
office by rotation, or the need for a new Director arises, the CGNC
reviews the range of expertise, skills and attributes of the Board and
the composition of the Board. The CGNC then identifies SingTel’s
needs and prepares a shortlist of candidates with the appropriate
profile for nomination or re-nomination. Where necessary, the CGNC
may seek advice from external search consultants.
factors such as attendance, preparedness,
The CGNC takes
participation and candour into consideration when evaluating
the past performance and contributions of a Director
for
recommendation to the Board. however, the re-nomination or
replacement of a Director does not necessarily reflect the Director’s
performance or contributions to the Board. The CGNC may have
to consider the need to position and shape the Board in line with
the evolving needs of SingTel and the business. In order to ensure
Board renewal, the Board has in place guidelines on the tenure of
the Chairman and Directors.
Directors must ensure that they are able to give sufficient time
and attention to the affairs of SingTel and, as part of its review
process, the CGNC decides whether or not a Director is able to do
so and whether he has been adequately carrying out his duties as a
Director of SingTel. The Board has also adopted an internal guideline
that seeks to address the competing time commitments that may
be faced when a Director holds multiple board appointments.
The guideline provides that, as a general rule, each Director
should hold no more than six principal board appointments. The
guideline includes the following: (1) in support of their candidature
for directorship or re-election, Directors are to provide the CGNC
with details of other commitments and an indication of the time
involved; and (2) non-executive Directors should consult the
Chairman or chairman of the CGNC before accepting any new
appointments as Directors.
A Director must retire from office at the third Annual General
Meeting (AGM) after the Director was elected or last re-elected.
A retiring Director is eligible for re-election by SingTel shareholders
at the AGM. In addition, a Director appointed by the Board to fill
a casual vacancy or appointed as an additional Director may only
hold office until the next AGM, at which time he will be eligible
for re-election by shareholders. If at any AGM, fewer than three
Directors would retire pursuant to the requirements set out above,
the additional Directors to retire at that AGM shall be those who
have been
last re-election or
in office since their
appointment. The Group CEO, as a Director, is subject to the
same retirement by rotation, resignation and removal provisions
as the other Directors and such provisions will not be subject to
any contractual terms that may have been entered into with the
Company. Shareholders are provided with relevant information on
the candidates for election or re-election.
longest
Board Performance
The Board and the CGNC strive to ensure that Directors on the
Board possess the experience, knowledge and skills critical to the
Group’s business so as to enable the Board to make sound and
well-considered decisions.
Directors also participate in an annual offsite workshop with Senior
Management to strategise and plan the Group’s longer term
strategy. Training and development programmes for Directors
include talks and presentations by renowned experts and professionals
in various fields, such as telecommunications, technology, regulatory
matters and the economic/business environment
in relevant
markets. The Directors may also attend other appropriate courses,
conferences and seminars. In addition, Board meetings may be held
in overseas locations where Board members can be exposed to new
technology relevant to the Group’s growth strategy, such as
the Board’s visit to Silicon Valley in 2011 and thriving innovation
hubs in New York and Boston in 2012. The Board may also hold
meetings in conjunction with key industry events where relevant
experts would be invited to speak on issues relevant to the Group’s
businesses.
Each year, the CGNC undertakes a process to assess the
effectiveness of the Board as a whole and the Board Committees,
as well as the contributions by each Director. The Board, led by the
Lead Independent Director, also assesses the effectiveness of the
Chairman. This year the Board took a more rigorous approach to
the evaluation process by engaging an independent governance
for the evaluation was based
specialist. The methodology
in corporate
on widely accepted
international best practice
63
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Annual Report 2013
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governance, and included the review of publicly available company
and governance materials, case studies of Board decisions, tailored
interviews with all Directors and key senior management, and
detailed questionnaires completed by all Directors and key senior
management. The questionnaires invited feedback on a number
of key areas including the composition of the Board, the skills and
experience of the Directors, Director training and development,
group/meeting dynamics, attributes and behaviour of Directors,
information management, decision processes, monitoring and
evaluation of performance by the Board, and an assessment of
where the Board has added value.
In addition to the appraisal exercise, the contributions and
performance of each Director were assessed by the CGNC as part
of its periodic reviews of the composition of the Board and the
various Board Committees. In the process, the CGNC was able to
identify areas for improving the effectiveness of the Board and its
Committees. The Board was also able to assess the Board Committees
through their regular reports to the Board on their activities.
access to information
Prior to each Board meeting, SingTel’s Management provides the
Board with information relevant to matters on the agenda for
the meeting. The Board also receives regular reports pertaining
to the operational and financial performance of the Group, as
well as weekly updates which include information on the Group’s
competitors, and
industry and technological developments.
In addition, Directors receive analysts’ reports on SingTel and other
telecommunications and digital companies on a quarterly basis.
Such reports enable the Directors to keep abreast of key issues and
developments in the industry, as well as challenges and opportunities
for the Group. In line with SingTel’s commitment to conservation of
the environment, as well as technology advancement, SingTel has
done away with hard copy Board papers and Directors are instead
provided with tablet devices to enable them to access and read
Board and Board Committee papers prior to and at meetings.
The Board has separate and independent access to the Senior
Management and the Company Secretary at all times. The Company
Secretary attends all Board meetings and
is responsible for,
among other things, ensuring that Board procedures are observed
and that applicable rules and regulations are complied with.
Procedures are in place for Directors and Board Committees,
where necessary, to seek independent professional advice, paid
for by SingTel.
Board and management Committees
The following Board Committees assist the Board in executing
its duties:
• Finance and Investment Committee (FIC)
• Audit Committee (AC)
• Risk Committee (RC)
• Executive Resource and Compensation Committee (ERCC)
• Corporate Governance and Nominations Committee (CGNC)
• Optus Advisory Committee (OAC).
Each Board Committee may make decisions on matters within its
terms of reference and applicable limits of authority. The terms of
reference of each Committee are reviewed from time to time, as are
the Committee structure and membership.
The selection of Board Committee members requires careful
management to ensure that each Committee comprises Directors
with appropriate qualifications and skills, and that there is an
equitable distribution of responsibilities among Board members.
The need to maximise the effectiveness of the Board, and encourage
active participation and contribution from Board members, is also
taken into consideration.
A record of each Director’s Board Committee memberships and
attendance at Board Committee meetings during the financial year
ended 31 March 2013 is set out on page 65.
finance and investment Committee
The FIC comprises at least three Directors, the majority of whom
shall be independent Directors. Membership of the AC and the FIC
is mutually exclusive.
The main responsibilities of the FIC include the provision of advisory
support on the development of the SingTel Group’s overall strategy,
review of strategic issues, approval of investments and divestments,
review of the Group’s Investment and Treasury Policies, evaluation
and approval of any financial offers and banking facilities and
management of the Group’s liabilities in accordance with the
policies and directives of the Board. In addition, the FIC reviews and
approves guarantees, letters of comfort and letters of awareness,
and approves consultancy fees, capital expenditure and write-off of
irrecoverable debts in accordance with the SingTel Board’s policies
and directives.
The FIC also oversees any on-market share repurchases pursuant to
SingTel’s share purchase mandate.
64
directors’ Board Committee memberships and attendance at Board Committee meetings during the financial Year ended
31 march 2013 (1) (2)
finance and
investment
Committee
audit
Committee
risk
Committee
executive
resource and
Compensation
Committee
Corporate
governance and
nominations
Committee
optus advisory
Committee
Number of
Meetings
Held
Number of
Meetings
Attended
Number of
Meetings
Held
Number of
Meetings
Attended
Number of
Meetings
Held
Number of
Meetings
Attended
Number of
Meetings
Held
Number of
Meetings
Attended
Number of
Meetings
Held
Number of
Meetings
Attended
Number of
Meetings
Held
Number of
Meetings
Attended
5
5
5
1
5
5
5
5
1
5
4
1
4
4
3
4
4
1
4
4
3
4
3
3
1
3
3
3
3
1
3
3
4
4
4
4
4
4
4
3
4
4
2
2
2
2
2
1
2
2
2
2
2
1
3
3
1
3
-
3
3
1
3
-
Name of Director
Simon Israel
Chua Sock koong (3)
Bobby Chin (4)
Fang Ai Lian
Dominic ho
David Gonski AC (5)
Low Check kian
Peter Mason AM
kaikhushru Nargolwala (6)
Peter Ong (7)
Ong Peng Tsin (8)
notes:
(1) Refers to meetings held/attended while each Director was in office.
(2) The Risk Committee was established, and the Finance, Investment and Risk Committee was renamed the Finance and Investment Committee,
in May 2012.
(3) Ms Chua Sock koong is not a member of the Committees other than the Optus Advisory Committee although she was in attendance at meetings
of those Committees as appropriate.
(4) Mr Bobby Chin was appointed to the Board on 1 May 2012, the Risk Committee on 9 May 2012 and the Audit Committee on 1 January 2013.
(5) Mr David Gonski AC was appointed to the Board, the Optus Advisory Committee and the Risk Committee on 1 March 2013.
(6) Mr kaikhushru Nargolwala was appointed to the Finance and Investment Committee and ceased to be a member of the Audit Committee
on 1 January 2013.
(7) Mr Peter Ong was appointed to the Risk Committee and ceased to be a member of the Corporate Governance and Nominations Committee
on 9 May 2012.
(8) Mr Ong Peng Tsin was appointed to the Risk Committee and ceased to be a member of the Optus Advisory Committee on 9 May 2012.
audit Committee
The AC comprises at least three Directors, all of whom shall be
non-executive Directors and the majority of whom, including the
chairman, shall be independent Directors. At least two members of
the AC, including the AC chairman, must have recent and relevant
accounting or related financial management expertise or experience.
As required by the terms of reference of the AC, the chairman of
the AC is a Director other than the Chairman of the Board. The AC
members are all non-executive Directors, and the majority of the
members, including the chairman, are independent.
The AC has explicit authority to investigate any matter within its
terms of reference, and has the full cooperation of and access
to Management. It has direct access to the internal and external
auditors, and full discretion to invite any Director or executive officer
to attend its meetings.
The main responsibilities of the AC are to assist the Board in
discharging its statutory and other responsibilities relating to
internal controls, financial and accounting matters, compliance, and
business and financial risk management.
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The AC reports to the Board on the results of the audits undertaken
by the internal and external auditors, the adequacy of disclosure
of information, and the appropriateness and quality of the system
of risk management and internal controls. It reviews the quarterly
and annual financial statements with Management and the
external auditors, reviews and approves the annual audit plans for the
internal and external auditors, and reviews the internal and external
auditors’ evaluation of the Group’s system of internal controls.
The AC is responsible for evaluating the cost-effectiveness of
audits, the independence and objectivity of the external auditors,
and the nature and extent of the non-audit services provided by
the external auditors to ensure that the independence of the
external auditors is not compromised. It also makes recommendations
to the Board on the appointment or re-appointment of the external
auditors. In addition, the AC reviews and approves the SingTel
Internal Audit Charter to ensure the independence and effectiveness
of the internal audit function. At the same time, it ensures that the
internal audit function is adequately resourced and has appropriate
standing within SingTel. The AC also reviews the performance of
Internal Audit, including the performance and compensation of
the Group Chief Internal Auditor.
During the financial year, the AC reviewed the Management’s
and SingTel Internal Audit’s assessment of fraud risk and held
discussions with the external auditors to obtain reasonable assurance
that adequate measures were put in place to mitigate fraud risk
exposure in the Group. The AC also reviewed the adequacy of the
whistle-blower arrangements instituted by the Group through
which staff and external parties may, in confidence, raise concerns
about possible improprieties in matters of financial reporting or
other matters. All whistle-blower complaints were reviewed by the
AC at its quarterly meetings to ensure independent and thorough
investigation and adequate follow-up.
The AC met four times during the financial year. At these meetings,
the Group CEO, Group CFO, Vice President (Group Finance), Group
Chief Internal Auditor and the respective CEOs and CFOs of the
businesses were also in attendance. During the financial year, the
AC reviewed the quarterly financial statements prior to approving
or recommending to the Board, as applicable, that such statements
be released. It reviewed the results of audits performed by SingTel
Internal Audit based on the approved audit plan, significant litigation
and fraud investigations, SingTel’s register of interested person
transactions and non-audit services rendered by the external
auditors. The AC also met with the internal and external auditors,
without the presence of Management, during the financial year.
The external auditors provided regular updates and periodic
briefings to the AC on changes or amendments to accounting
standards to enable the members of the AC to keep abreast of
such changes and its corresponding impact on the financial
statements, if any.
risk Committee
The role of the RC is to assist the Board in fulfilling its responsibilities
in relation to governance of material risks in the Group’s business.
These responsibilities include ensuring that Management maintains
a sound system of risk management and internal controls to safeguard
shareholders’ interests and the Group’s assets, and determining the
nature and extent of the material risks which the Board is willing to
take in achieving the Group’s strategic objectives.
The RC comprises at least three members, the majority of whom,
including the chairman, shall be independent. Members of the RC
shall be appointed by the Board, on the recommendation of the
CGNC. There shall be at least one common member between the
RC and the AC.
The RC shall review the Group’s strategy, policies, framework, processes
and procedures for the identification, measurement, reporting and
mitigation of material risks in the Group’s business and shall report
any significant matters, findings and recommendations in this regard
to the Board.
The RC shall meet at least three times a year, with additional meetings
to be convened as deemed necessary by the chairman of the RC.
executive resource and Compensation Committee
The ERCC plays an important role in helping to ensure that the Group
is able to attract, recruit, motivate and retain the best talents
through competitive remuneration and progressive and robust
policies so as to achieve the Group’s goals and deliver sustainable
shareholder value.
The ERCC comprises at least three Directors, all of whom shall be
non-executive and the majority of whom shall be independent.
The ERCC is chaired by an independent non-executive Director.
The main responsibilities of the ERCC, as delegated by the Board, are
to oversee the remuneration of the Board and Senior Management.
It sets appropriate remuneration framework and policies, including
long-term incentive schemes, to deliver annual and long-term
performance of the Group.
66
The ERCC has been tasked by the Board to approve or recommend
to the Board the appointment, promotion and remuneration of
Senior Management. The ERCC also recommends the Directors’
compensation for the Board’s endorsement. Directors’ compensation
is subject to the approval of shareholders at the AGM. The ERCC’s
recommendations covers all aspects of remuneration for Directors
and Senior Management, including but not limited to Director’s
fees, salaries, allowances, bonuses, options, share-based incentives,
management awards, and benefits-in-kind.
The ERCC seeks expert advice and views on remuneration and
governance matters from both within and outside the Group as
appropriate. The ERCC draws on a pool of independent consultants
for diversified views and specific expertise. The ERCC will ensure that
existing relationships, if any, between the Group and its appointed
remuneration consultants will not affect the independence and
objectivity of the remuneration consultants.
The ERCC approves or recommends termination payments,
retirement payments, gratuities, ex-gratia payments, severance
payments and other similar payments to Senior Management. The
ERCC ensures that contracts of service for Senior Management
contain fair and reasonable termination clauses which are not
overly generous.
The ERCC also ensures that appropriate recruitment, development
and succession planning programmes are in place for key executive
roles with the objective of building strong and sound leadership
bench strength for long-term sustainability of the business. The
ERCC conducts, on an annual basis, a succession planning review of
Senior Management.
The Group CEO, who is not a member of the ERCC, may attend
meetings of the ERCC but does not attend discussions relating to
her own performance and remuneration.
SingTel’s remuneration policy and remuneration for Directors and
Senior Management are discussed in this report from pages 71 to 77.
Corporate governance and nominations Committee
The CGNC comprises at least three Directors, the majority of whom,
including the chairman, shall be independent.
The main functions of the CGNC are outlined in the commentaries
on “Board Composition, Diversity and Balance”, “Board Membership”
and “Board Performance” from pages 61 to 64. The CGNC is also
responsible for the development and review of SingTel’s corporate
governance principles and practices, taking into account relevant
local and international developments in the area of corporate
governance.
optus advisory Committee
The OAC comprises at least three Directors, the majority of whom
shall be non-executive Directors. The Committee reviews strategic
business issues relating to the Australian business.
management Committee
In addition to the six Board Committees, SingTel has a Management
Committee that comprises the Group CEO, CEO Group Consumer,
CEO Group Digital L!fe, CEO Group Enterprise, Group CFO, Group
Chief Information Officer and Group Director human Resources.
The Management Committee meets every week to review and
direct Management on operational policies and activities.
ACCOUNTABILITY AND AUDIT
accountability
SingTel recognises the importance of providing the Board with
accurate and relevant information on a timely basis. hence, Board
members receive monthly financial and business reports from
SingTel’s Management. Such reports compare SingTel’s actual
performance against the budget, and highlight key business
drivers/indicators and major issues that are relevant to SingTel’s
performance, position and prospects.
For the financial year ended 31 March 2013, SingTel’s Group CEO
and Group CFO have provided written confirmation to the Board
on the integrity of SingTel’s financial statements and on the
efficiency and effectiveness of SingTel’s risk management and internal
control systems, addressing financial, operational and compliance
risks. This certification covers SingTel and the subsidiaries which are
under SingTel’s management control.
internal audit
SingTel Internal Audit comprises a team of 53 staff members,
including the Group Chief Internal Auditor who reports to the AC
functionally and to the Group CEO administratively. SingTel Internal
Audit is a member of the Singapore chapter of the Institute of Internal
Auditors (IIA) and adopts the International Standards for the
Professional Practice of Internal Auditing (the IIA Standards) laid
down in the International Professional Practices Framework issued
by the IIA. SingTel Internal Audit successfully completed its external
Quality Assurance Review in 2010 and continues to meet or exceed
the IIA Standards in all key aspects.
SingTel Internal Audit adopts a risk-based approach in formulating the
annual audit plan which aligns its activities to the key strategies and
risks across the Group’s business. This plan is reviewed and approved
by the AC. The reviews performed by SingTel Internal Audit are
aimed at assisting the Board in promoting sound risk management,
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Singapore Telecommunications Limited and Subsidiary Companies
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robust internal controls and good corporate governance, through
assessing the design and operating effectiveness of controls that
govern key business processes and risks identified in the overall
risk framework of the Group. SingTel Internal Audit’s reviews also
focus on compliance with SingTel’s policies, procedures and
regulatory responsibilities, performed in the context of financial
and operational, revenue assurance and
information systems
reviews. SingTel Internal Audit works closely with Management in
its internal consulting and control advisory role to promote effective
risk management, internal control and governance practices in the
development of new products/services, and implementation of
new/enhanced systems and processes. SingTel Internal Audit also
collaborates with the internal audit functions of SingTel’s associates
to promote joint reviews and the sharing of knowledge and/or best
practices.
To ensure that the internal audits are performed effectively, SingTel
Internal Audit recruits and employs suitably qualified professional
staff with the requisite skillsets and experience. SingTel Internal
Audit provides training and development opportunities for its
staff to ensure their technical knowledge and skillsets remain current
and relevant.
external auditors
The Board is responsible for the initial appointment of external
auditors. Shareholders then approve the appointment at SingTel’s
AGM. The external auditors hold office until their removal or
resignation. The AC assesses the external auditors based on
factors such as the performance and quality of their audit and the
independence of the auditors, and recommends their appointment
to the Board. Pursuant to the requirements of the SGX, an audit
partner may only be in charge of a maximum of five consecutive
annual audits and may then return after two years. Deloitte &
Touche LLP has met this requirement and the current Deloitte &
Touche LLP audit partner for SingTel took over from the previous
audit partner with effect from 1 April 2011. SingTel has complied
with Rules 712 and 715 of the Listing Manual issued by SGX in
relation to its auditors.
In order to maintain the independence of the external auditors,
SingTel has developed policies regarding the types of non-audit
services that the external auditors can provide to the SingTel Group
and the related approval processes. The AC has also reviewed the
non-audit services provided by the external auditors during the
financial year and the fees paid for such services. The AC is satisfied
that the independence of the external auditors has not been
impaired by the provision of those services. The external auditors
have also provided a confirmation of their independence to the AC.
risk management and internal Controls
The Board has overall responsibility for the governance of risk and
exercises oversight of the material risks in the Group’s business. During
the financial year ended 31 March 2013, the RC assisted the Board
in the oversight of the Group’s risk profile and policies, adequacy
and effectiveness of the Group’s risk management system including
the identification and management of significant risks, and reports
to the Board on material matters, findings and recommendations
pertaining to risk management. The AC provides oversight of the
financial reporting risk and the adequacy and effectiveness of the
Group’s internal control and compliance systems.
The Board has approved a Group Risk Framework for the
identification of key risks within the business. This Framework defines
28 categories of risks ranging from environmental to operational and
management decision-making risks. The Group’s risk management
and internal control framework is aligned with the ISO 31000:2009
Risk Management framework and the Committee of Sponsoring
Organisations of the Treadway Commission (COSO) Internal Controls
Integrated Framework. Major incidents and violations, if any, are
also reported to the Board to facilitate the Board’s oversight of the
effectiveness of crisis management and the adequacy of mitigating
measures taken by Management to address the underlying risks.
The identification and management of risks are delegated to
Management who assumes ownership and day-to-day management
of these risks. Management
is responsible for the effective
implementation of risk management strategy, policies and processes
to facilitate the achievement of business plans and goals within
the risk tolerance established by the Board. key business risks are
proactively identified, addressed and reviewed on an ongoing basis.
The Risk Management Committee, comprising relevant members
from the Senior Management team, is responsible for setting
the direction of corporate risk management and monitoring the
implementation of risk management policies and procedures
including the adequacy of the Group’s insurance programme. The
Risk Management Committee reports to the RC on a regular basis.
During the financial year, the RC established a Risk Appetite
Statement and Risk Tolerance Framework to provide guidance to
the Management on key risk parameters. The significant risks in the
Group’s business, including mitigating measures, were also reviewed
by the RC on a regular basis and reported to the Board. Risk registers
are maintained by the business and operational units which identify
the key risks facing the Group’s business and the internal controls in
place to manage those risks.
68
Internal and external auditors conduct audits that involve testing
the effectiveness of the material internal control systems in the
Group addressing financial, operational and compliance risks. Any
material non-compliance or lapses in internal controls together
with remedial measures recommended by internal and external
auditors are reported to the AC. The AC also reviews the adequacy
and timeliness of the actions taken by Management in response to
the recommendations made by the internal and external auditors.
Control self-assessments in key areas of the Group’s operations are
conducted by Management on a periodic basis to evaluate the
adequacy and effectiveness of the risk management and internal
control systems, including quarterly and annual certifications by
Management to the AC and the Board respectively on the integrity
of financial reporting and the adequacy and effectiveness of the risk
management, internal control and compliance systems.
Based on the framework established and the reviews conducted
by Management and the internal and external auditors, the Board
opines, with the concurrence of the AC, that there were adequate
controls in place within the Group addressing material financial,
operational and compliance risks to meet the needs of SingTel in its
current business environment as at 31 March 2013.
The system of internal control and risk management established
by Management provides reasonable, but not absolute, assurance
that SingTel will not be adversely affected by any event that can be
reasonably foreseen as it strives to achieve its business objectives.
however, the Board also notes that no system of internal controls
and risk management can provide absolute assurance in this regard,
or absolute assurance against poor judgement in decision making,
human error, losses, fraud or other irregularities.
Further details of the Group’s Risk Management Philosophy and
Approach can be found on pages 78 to 83.
Communication with Shareholders
SingTel remains committed to maintaining high standards of
corporate disclosure and transparency. SingTel’s communications
with shareholders, the investment community and media take an
open and non-discriminatory approach. SingTel provides regular
and relevant information regarding the Group’s performance,
progress and prospects, to assist shareholders and investors in their
investment decisions.
SingTel makes timely disclosures of any new material information to
the SGX and ASX. These filings are also posted on SingTel’s Investor
Relations (IR) website, allowing investors to be kept abreast of
business and strategic developments.
SingTel reports financial results on a quarterly basis: within 45 days
after the end of each financial quarter for its first three quarters,
and within 60 days after the end of the financial year. The results
announcements contain detailed financial disclosures and in-depth
analyses of key value-drivers and metrics for the Group’s businesses.
SingTel also provides outlook guidance for its businesses at the start
of each financial year, and either affirms or updates the guidance
every quarter to accurately reflect prevailing market conditions.
The SingTel IR website is the key resource of information for the
investment community. In addition to the quarterly financial results
materials, it contains a wealth of investor-related information on
SingTel, including investor presentations, webcasts of earnings
presentations, transcripts of earnings conference calls, annual reports,
upcoming events, shares and dividend information and factsheets.
SingTel proactively engages shareholders and the investment
community through group and one-on-one meetings, conference
calls, email communications, investor conferences and roadshows.
In FY2013, SingTel met with more than 400 investors in over 200
meetings and conference calls in Singapore, Australia and other
global financial centres to share the Group’s business strategy,
operational and financial performance and business prospects.
While these meetings are largely undertaken by SingTel’s Senior
Management, the Chairman and certain Board members also meet
with investors every year.
To ensure a two-way flow of information, SingTel commissions an
annual survey of investors’ perceptions, to solicit feedback from
the investment community, including shareholders, on a range of
strategic and topical issues. The survey provides invaluable insights
to the Board and Management on investors’ views. It also helps us
identify areas of improvement for investor communication.
time
the Notice of AGM and
SingTel strongly encourages and supports shareholder participation
related
at AGMs. SingTel delivers
information a month ahead, providing ample
for
shareholders to review the Notice of AGM and appoint proxies to
attend the AGM if they wish. The Notice of AGM is also advertised
in key Singapore media for the benefit of shareholders. SingTel
holds its AGM at a central location in Singapore with convenient
access to public transportation. A registered shareholder who is
unable to attend may choose to appoint up to two proxies to
attend and vote on his behalf. Under SingTel's Articles of Association,
the Central Provident Fund Board and ChESS Depositary Nominees
Pty Ltd may each appoint more than two proxies.
At each AGM, the Group CEO delivers a presentation to update
shareholders on SingTel’s progress over the past year. The Directors
and Senior Management are in attendance to address queries and
concerns about SingTel. SingTel’s external auditors also attend to
help address shareholders’ queries relating to the conduct of the
audit and the preparation and content of the auditors’ reports. All
resolutions at SingTel’s AGM and Extraordinary General Meeting
are voted on by electronic poll so as to better reflect shareholders’
69
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
COrPOrATe gOverNANCe
shareholding interests and ensure greater transparency. The poll
voting results, in addition to the proxy voting results, are presented
to the audience and subsequently filed with the stock exchanges.
Voting in absentia by mail, facsimile or email is currently not permitted
to ensure proper authentication of the identity of shareholders and
their voting intent.
SingTel has won recognition from leading business journals and
investor associations
its strong emphasis and proactive
approach to shareholder communication and engagement.
for
Securities Transactions
SingTel’s Securities Transactions Policy states that Directors and
officers of the Group should not deal in SingTel shares during the
period commencing two weeks before the announcement of
SingTel’s financial statements for each of the first three quarters of
the financial year, and during the period commencing one month
before the announcement of the financial statements for the full
financial year and ending on the date of the announcement of
the relevant results. The policy also discourages trading on short-
term considerations and reminds Directors and officers of their
obligations under insider trading laws. Directors and officers of
the Group wishing to deal in SingTel shares during a closed period
must secure prior written approval of the Chairman (in the case of
Directors of SingTel), the Lead Independent Director (in the case of
the Chairman) or the Group CEO (in the case of directors of SingTel
subsidiaries, top management members and persons who are in
attendance at Board and top management meetings). Requests for
written approval must contain a full explanation of the exceptional
circumstances and proposed dealing.
is granted,
trading must be undertaken in accordance with the limits set out
in the written approval. Directors are to consult with the Company
Secretary/Group CEO before trading in SingTel shares to ensure
compliance with securities laws. The Board is kept informed when
a Director trades in SingTel securities. A summary of SingTel’s
Securities Transactions Policy
in the Corporate
Governance section of the SingTel corporate website.
is available
If approval
In relation to shares of other companies, Directors are to refrain from
trading in shares of SingTel’s listed associates when in possession
of material price-sensitive information relating to such associates.
Directors are also to refrain from having any direct or indirect
financial interest in SingTel’s competitors that might or might appear
to create a conflict of interest or affect the decisions Directors make
on behalf of SingTel.
Continuous disclosure
There are formal policies and procedures to ensure that SingTel
complies with its disclosure obligations under the listing rules of
the SGX and ASX. A Market Disclosure Committee is responsible for
SingTel’s Market Disclosure Policy. The policy contains guidelines and
70
procedures for internal reporting and decision making with regard
to the disclosure of material information.
material Contracts
There are no material contracts entered into by SingTel or any of its
subsidiaries that involve the interests of the Group CEO, any Director,
or the controlling shareholder, Temasek holdings (Private) Limited.
Codes of Conduct and Practice
SingTel has a code of internal corporate governance practices,
policy statements and standards as described in this report, and
makes this code available to Board members as well as employees
of the Group. The processes and standards in the code are intended
to enhance investor confidence and rapport, and to ensure that
decision-making is properly carried out in the best interests of the
Group. The code is reviewed from time to time and updated to
reflect changes to the existing systems or the environment in which
the Group operates.
SingTel also has a code of conduct that applies to all employees.
The code sets out principles to guide employees in carrying out
their duties and responsibilities to the highest standards of personal
and corporate integrity when dealing with SingTel, its competitors,
customers, suppliers and the community. The code of conduct
covers areas such as workplace health and safety, conduct in
the workplace, business conduct, protection of SingTel’s assets,
proprietary information and intellectual property, confidentiality,
conflict of interest, and non-solicitation of customers and employees.
The code is posted on SingTel’s internal website and a summarised
version is accessible from the SingTel corporate website. Policies and
standards are clearly stipulated to guide employees in carrying out
their daily tasks.
SingTel has established an escalation process so that the Board of
Directors, Senior Management, and internal and external auditors
are kept informed of corporate crises in a timely manner, according
to their severity. Such crises may include violations of the code of
conduct and/or applicable laws and regulations, as well as loss
events which have or are expected to have a significant impact,
financial or otherwise, on the Group’s business and operations.
Whistle-Blower Policy
The Group is committed to a high standard of ethical conduct
and adopts a zero tolerance approach to fraud. SingTel undertakes
to investigate complaints of suspected fraud in an objective
manner and has put
in place a whistle-blower policy and
procedures which provide employees and other external parties
with well-defined and accessible channels within the Group,
including a direct channel to SingTel
Internal Audit and a
whistle-blower hotline service independently managed by an
external service provider, for reporting suspected fraud, corruption,
dishonest practices or other similar matters. The policy aims to
encourage the reporting of such matters in good faith, with the
confidence that employees making such reports will be treated
fairly and, to the extent possible, protected from reprisal. On an
ongoing basis, the whistle-blower policy is covered during staff
training and periodic communication to all staff as part of the
Group’s efforts to promote awareness of fraud control. All whistle-
blower complaints are investigated independently by SingTel
Internal Audit or an independent investigation committee as
appropriate; and the outcome of each investigation is reported to
the AC for review.
REMUNERATION
The broad principles that guide the ERCC in its administration of
fees, benefits, remuneration and incentives for the Board of Directors
and Senior Management are set out below.
directors’ fees and incentives
SingTel’s Group CEO is an Executive Director and is therefore
remunerated as part of Senior Management. She does not receive
Directors’ fees.
For the financial year ended 31 March 2013, the fees for non-
executive Directors comprised a basic retainer fee, additional fees
for appointment to Board Committees, attendance fees for ad hoc
Board meetings and a travel allowance for Directors who were
required to travel out of their country or city of residence to attend
Board meetings and Board Committee meetings which did not
coincide with Board meetings. The framework for determining
non-executive Directors’ fees was as follows:
Basic retainer fee
Board Chairman
Director
S$220,000 per annum
S$110,000 per annum
fee for appointment to audit Committee
and finance and investment Committee
Committee chairman
Committee member
S$50,000 per annum
S$35,000 per annum
The proposed framework for Directors’ fees for the financial year
ending 31 March 2014 is the same as that for the financial year
ended 31 March 2013 except that the fee for each of the chairmen of
the AC and the FIC will be increased from S$50,000 to S$60,000 per
annum and the fee for the chairman of the ERCC will be increased
from S$35,000 to S$45,000 per annum to align fees with comparable
benchmarks. As SingTel has diverse and complex operations and
investments internationally and is not just a Singapore-based
company, the fees are benchmarked against fees paid by other
comparable companies in Singapore and Australia.
remuneration of non-executive directors
The aggregate compensation paid to SingTel non-executive
Directors for services in all capacities for the financial year ended
31 March 2013 is set out in the table below. The aggregate
compensation paid to or accrued to the SingTel Executive Director
for the financial year ended 31 March 2013 is set out on page 75:
name of director
Simon Israel (2)
Bobby Chin (3)
Fang Ai Lian
David Gonski AC (4)
Dominic ho
Low Check kian
Peter Mason AM
kaikhushru Nargolwala
Peter Ong (5)
Ong Peng Tsin (6)
director's
fees (1)
(S$)
378,048
154,914
199,000
13,333
217,000
184,000
212,952
227,000
184,000
250,000
notes:
(1) Directors’ fees are paid on a half-yearly basis in arrears.
(2) In addition to his fees, Mr Simon Israel also received car-related benefits
with a taxable value of S$16,430.
(3) Appointed to the Board on 1 May 2012.
(4) Appointed to the Board on 1 March 2013.
fee for appointment to any other
Board Committee
Committee chairman
Committee member
attendance fee per ad hoc
Board meeting
Travel allowance for Board meetings
and Board Committee meetings
which do not coincide with
Board meetings (per day of travel
required to attend meeting)
S$35,000 per annum
S$25,000 per annum
(5) Fees for Singapore public sector Director are processed in accordance
with the framework of the Singapore Directorship and Consultancy
Appointments Council.
(6) Fees included travel allowance for attending Board Committee meetings
which did not coincide with Board meetings.
S$2,000
S$3,000
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No employee of the Group who is an immediate family member of a
Director was paid remuneration that exceeded S$50,000 during the
financial year ended 31 March 2013.
Directors’ fees are subject to the approval of shareholders at the
AGM. SingTel seeks shareholders’ approval for Directors’ fees for the
financial year ending 31 March 2014 so that Directors’ fees can be
paid on a half-yearly basis in arrears. No Director decides his own fees.
retirement benefit schemes or share-based
There are no
compensation schemes in place for non-executive Directors. To
align Directors with shareholders’ interests, Directors are encouraged
to acquire SingTel shares each year from the open market to the
extent of one-third of their fees until they hold the equivalent of
one year’s fees in shares, and to continue to hold the equivalent of
one year’s fees in shares while they remain on the Board.
remuneration of executive director and Senior management
The remuneration framework and policy is designed to support the
implementation of the Group’s strategy and enhance shareholder
value. The ERCC adopts the following guiding principles when
determining the remuneration arrangements for Senior Management:
alignment with shareholders’ interest
• Align interest between management and shareholders
• Select appropriate performance metrics for annual and long-
term incentive plans to support business strategies and on-going
enhancement of shareholder value
• Ensure targets are appropriately set for threshold, target and
stretch performance levels
• Establish sound and structured funding to ensure affordability
Competitive remuneration
• Offer competitive packages to attract and retain highly
experienced and talented individuals
a process that considers Group, business unit and individual
performance as well as relevant comparative remuneration in the
market. The performance evaluations for Senior Management have
been conducted for the financial year in accordance with the above
considerations.
In 2012/2013, the ERCC engaged Aon hewitt Singapore Pte Ltd
(Aon hewitt) to provide valuation and vesting computation for
grants awarded under the SingTel Performance Share Plan and
Carrots Consulting Pte Ltd (Carrots) to design the total remuneration
framework. Both Aon hewitt and Carrots and their respective
consultants are independent and not related to SingTel or any of
its Directors.
In line with market practice, SingTel may, under special circumstances,
compensate Senior Management for their past contributions when
their services are no longer needed; for example, due to redundancies
arising from reorganisation or restructuring of the Group.
The ERCC has the discretion not to award incentives in any year if
an executive is involved in misconduct or fraud resulting in financial
loss to the company.
remuneration Components
The remuneration structure for Senior Management comprises
five components – fixed remuneration, variable bonus, provident/
superannuation fund, benefits and long-term incentives. The structure
is designed such that the percentage of the variable component
of Senior Management’s remuneration increases as they move
up the organisation. On an annual basis, the ERCC proposes the
compensation for the Group CEO, CEO Group Consumer, CEO
Group Digital L!fe, CEO Group Enterprise and Group CFO (collectively
defined as “key Management”) for the Board’s approval and approves
compensation for the other Senior Management.
• Link a significant proportion of remuneration to performance,
• Fixed Remuneration
both on an annual and long-term basis
Pay-for-Performance
• Measure performance based on a holistic balanced scorecard
approach, comprising both financial and non-financial metrics
• Structure a significant but appropriate proportion of remuneration
to be at risk, taking into account risk policies of the Group
• Build flexibility into remuneration package to allow for clawback
if long-term performance targets are not met
The fixed remuneration comprises base salary and reflects the
market worth of the job but may vary with responsibilities,
performance, qualifications and the experience that the individual
brings to the role.
In Australia, consistent with local market practice, executives may
opt for a portion of their salaries to be received in tax-effective
benefits-in-kind, such as superannuation contributions and motor
vehicles, while maintaining the same overall cost to the company.
effective implementation
• Meet rigorous corporate governance requirements
The ERCC recognises that the Group operates in a multinational
and multifaceted environment and reviews remuneration through
• Variable Bonus
Variable bonus comprises the Performance Bonus and the
Value Sharing Bonus. In determining the final variable bonus
payments, the ERCC considers the overall Group, business unit and
individual performance as well as relevant market remuneration
benchmarks.
72
Performance Bonus
Performance bonus is designed to support the Group’s business
strategy and the on-going enhancement of shareholder
value through the delivery of annual financial strategy and
operational objectives. On an individual level, the performance
bonus will vary according to the actual achievement against
Group, business unit and individual performance objectives.
While these objectives are different for each executive, they are
assessed on the same principles across two broad categories
of targets: Business and People. Business targets comprise
financials, strategy, customer and business processes. People
targets comprise leadership competencies, core values, people
development and staff engagement. In addition, the executives
are assessed on teamwork and collaboration across the Group.
Value Sharing Bonus (VSB)
A portion of Senior Management’s annual remuneration is tied
to the Economic Profit (EP) performance of the Group in the
form of the Value Sharing Bonus (VSB) which is also extended to
top management executives. VSB is used to defer their bonuses
over a time horizon to ensure alignment with sustainable value
creation for the shareholders over the longer term. A ‘VSB bank’
is created for each executive to hold the VSB allocated to him
or her in any year. One-third of the ‘bank’ balance would be paid
out in cash provided it is positive. The remaining balance will
be carried forward and at risk as it is subject to clawback and
could be reduced in the event of EP underperformance in the
future years.
• Provident/Superannuation Fund
This
is made up of SingTel’s contributions towards the
Singapore Central Provident Fund or the Optus Superannuation
Fund or any other chosen fund, as applicable.
• Benefits
SingTel provides benefits consistent with local market practice,
such as an in-company medical scheme, club membership,
employee discounts and other benefits that may incur Australian
Fringe Benefits Tax, where applicable. Participation in such benefits
is dependent on the country in which the executive is located.
For expatriates located away from home, additional benefits such
as accommodation, children’s education and tax equalisation
may be provided.
• Long-Term Incentives
Long-term incentives, with a focus on encouraging the delivery of
long-term growth and shareholder value, are delivered through
equity plans, to drive an ownership culture and retain key talents.
These are provisionally granted to Senior Management based on
performance for the year ended 31 March 2013.
From 1 April 2012, SingTel ceased to grant General Awards (GA)
and Senior Management Awards (SMA) under the SingTel
Performance Share Plan (see description of GA and SMA in
previous annual reports). The SingTel Performance Share Plan
was terminated in July 2012 with the adoption of the SingTel
Performance Share Plan 2012. The termination of the SingTel
Performance Share Plan is without prejudice to the rights of
holders of awards outstanding under the SingTel Performance
Share Plan as at the date of termination of the plan.
Two new types of award were introduced in 2012 – the
Performance Share Award (PSA) and the Restricted Share Award
(RSA) – with grants made at the discretion of the ERCC. The PSA is
granted to top management while a broader group of executives
are eligible for the RSA. The number of performance shares
awarded is determined using the valuation of the shares based
on a Monte-Carlo simulation.
The share awards are conditional upon the achievement of
predetermined performance targets over the performance
period. These performance conditions and targets are approved
by the ERCC at the beginning of the performance period. The
final number of performance shares vested to the recipient will
depend on the level of achievement of these targets over the
performance period, subject to the approval of the ERCC.
A significant portion of the remuneration package for our Senior
Management is delivered in SingTel shares to ensure that their
interests are aligned with shareholders. This is further supported
by significant shareholding requirements in which they are
required to retain at least the equivalent of their annual base
salary in shares.
The details of the vesting criteria for the two awards are as
follows:
Restricted Share Award (RSA)
The Restricted Share Award (RSA) has a two-year performance period
from 1 April 2013 to 31 March 2015. Shares are allocated according
to the following performance conditions:
• 50 per cent based on SingTel Group’s Net Profit After Tax (NPAT) –
SingTel Group NPAT achieved against predetermined targets; and
• 50 per cent based on SingTel Group’s Free Cash Flow (FCF) –
SingTel Group FCF achieved against predetermined targets.
Details of the RSA vesting schedule are shown in Figure A on
page 74.
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Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
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Performance Share Award (PSA)
The Performance Share Award (PSA) has a three-year performance
period from 1 April 2013 to 31 March 2016. Shares are allocated
according to the following performance conditions:
• 50 per cent based on SingTel Group’s Relative Total Shareholder
Return (Relative TSR) – TSR relative to the MSCI Asia Pacific
Telecommunications Index; and
• 50 per cent based on SingTel Group’s Absolute Total Shareholder
(Absolute TSR) – Absolute TSR achieved against
Return
predetermined targets.
Details of the PSA vesting schedule are shown in Figure B below.
The above performance conditions were chosen as they are key
drivers of shareholder value creation and aligned to the Group’s
business objectives.
Special provisions for vesting and lapsing of awards apply for events
such as the termination of employment, misconduct, retirement and
any other events approved by the ERCC. Upon occurrence of any of
the events, the ERCC will consider, at its discretion, whether or not
to release any award, and will take into account circumstances on a
case-by-case basis, including (but not limited to) the contributions
made by the employee.
SingTel employees are prohibited from entering into transactions in
associated products which limit the economic risk of participating in
unvested entitlements under SingTel’s equity-based remuneration
schemes.
Figure A: Restricted Share Award (RSA) Vesting Schedule
group nPaT (50%)
group fCf (50%)
Performance
Vesting level ^
Performance
Vesting level ^
Stretch
Target
Threshold
Below Threshold
130%
100%
50%
0%
Stretch
Target
Threshold
Below Threshold
130%
100%
50%
0%
^ For achievement between these performance levels, the percentage of shares under this tranche that will vest would vary accordingly.
Figure B: Performance Share Award (PSA) Vesting Schedule
relative TSr (50%)
absolute TSr (50%)
Performance *
Vesting level ^
Performance
Vesting level ^
-
≥ +7.00%
+2.00%
< +2.00%
-
100%
50%
0%
Stretch
Target
Threshold
Below Threshold
200%
100%
30%
0%
* Percentage outperformance against the MSCI Asia Pacific Telecommunications Index.
^ For achievement between these performance levels, the percentage of shares under this tranche that will vest would vary accordingly.
74
remuneration of key management and Senior management
For the financial year ended 31 March 2013, there were no termination, retirement and post-employment benefits granted to Directors and
key Management.
remuneration of executive director
The aggregate compensation paid to or accrued to Group CEO (Chua Sock koong) for the financial year ended 31 March 2013 is set out in the
table below:
name
fixed
remuneration (1)
($)
Variable
Bonus (2)
($)
Provident
fund (3)
($)
Benefits (4)
($)
Total Cash
& Benefits (5)
restricted
Share
award (rSa) (6)
Performance
Share
award (PSa) (6)
($)
(no. of shares)
(no. of shares)
Chua Sock koong
S$1,647,100
S$2,880,000
S$9,850
S$74,045
S$4,610,995
98,060
1,418,169
Performance shares granted, vested and lapsed for Ms Chua as at 31 March 2013 are as follows:
general award (ga)
Senior management award (Sma)
Performance Share
awards
Vesting date
2010 Awards
2011 Awards
1-Jun-13
1-Jun-14
granted
(‘000)
934
1,013
Vested
(‘000)
526
-
lapsed
(‘000)
408
-
granted
(‘000)
630
655
Vested
(‘000)
558
-
lapsed
(‘000)
72
-
Performance Share
awards
Vesting date
2012 Awards
1-Jun-15
granted
(‘000)
119
Vested
(‘000)
-
lapsed
(‘000)
-
granted
(‘000)
1,273
Vested
(‘000)
-
lapsed
(‘000)
-
restricted Share award (rSa)
Performance Share award (PSa)
notes:
(1) Fixed Remuneration refers to base salary and Annual Wage Supplement earned for the year ended 31 March 2013.
(2) Variable Bonus comprises both the Performance Bonus and the Value Sharing Bonus (VSB). Performance bonus varies according to the actual achievement
against Group, business unit and individual performance objectives. The VSB is tied to the Economic Profit (EP) performance of the Group to ensure
alignment with sustainable value creation for shareholders over the longer term. For more details, please refer to page 73.
(3) Provident Fund in Singapore represents payments in respect of company statutory contributions to the Singapore Central Provident Fund.
(4) Benefits are stated on the basis of direct costs to the company and include car benefits, flexible benefits and other non-cash benefits such as medical cover
and club membership.
(5) Total Cash & Benefits is the sum of Fixed Remuneration, Variable Bonus, Provident Fund and Benefits for the year ended 31 March 2013.
(6) Long Term Incentives are awarded in the form of performance shares. Grants of the Restricted Share Award (RSA) and Performance Share Award (PSA) under
the SingTel Performance Share Plan were made in June 2013 for performance for the year ended 31 March 2013. The per unit fair values of the RSA and PSA
are S$3.246 and S$2.020 respectively. The performance conditions for the awards are detailed on pages 73 to 74.
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Singapore Telecommunications Limited and Subsidiary Companies
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remuneration of other key management and Senior management
The aggregate compensation paid to or accrued to the other top five key Management and Senior Management for the financial year ended
31 March 2013 is set out in the table below:
name
fixed
remuneration (1)
($)
Variable
Bonus (2)
($)
Provident/
Superannuation
fund (3)
($)
Benefits (4)
($)
Total Cash
& Benefits (5)
restricted
Share
award (rSa) (6)
Performance
Share
award (PSa) (6)
($)
(no. of shares)
(no. of shares)
The following are in alphabetical order:
Bill Chang
CEO Group
Enterprise
Allen Lew
CEO Group
Digital L!fe/
Country Chief Officer
Singapore
Jeann Low (8)
Group CFO
Paul O’Sullivan (7) (9)
CEO Group
Consumer/ Country
Chief Officer
Australia
kevin Russell (7)(9)
CEO Consumer
Australia
S$760,600
S$950,000
S$13,600
S$57,689
S$1,781,889
29,267
423,268
S$1,152,900
S$2,025,000
S$8,175
S$63,055
S$3,249,130
59,335
858,119
S$910,000
S$1,125,000
S$10,900
S$55,779
S$2,101,679
30,808
445,545
A$1,170,023
A$1,133,028
A$211,775
A$181,337
A$2,696,163
84,509
1,221,881
A$875,018
A$720,193
A$143,569
A$9,586
A$1,748,366
57,498
369,482
Total
S$5,443,811
S$6,474,531
S$487,977
S$421,153
S$12,827,472
261,417
3,318,295
76
Performance shares granted, vested and lapsed for the above five executives as at 31 March 2013 are as follows:
general award (ga)
Senior management award (Sma)
Performance Share
awards
Vesting date
2010 Awards
2011 Awards
1-Jun-13
1-Jun-14
granted
(‘000)
1,957
2,167
Vested
(‘000)
1,101
-
lapsed
(‘000)
856
-
granted
(‘000)
1,320
1,401
Vested
(‘000)
1,169
-
lapsed
(‘000)
151
-
restricted Share award (rSa)
Performance Share award (PSa)
Performance Share
awards
Vesting date
granted
(‘000)
2012 Awards
1-Jun-15
16-Jul-15
276
20
Vested
(‘000)
-
lapsed
(‘000)
-
granted
(‘000)
2,634
97
Vested
(‘000)
-
lapsed
(‘000)
-
notes:
(1) Fixed Remuneration refers to base salary and Annual Wage Supplement (if applicable) earned for the year ended 31 March 2013.
(2) Variable Bonus comprises both the Performance Bonus and the Value Sharing Bonus (VSB). Performance bonus varies according to the actual achievement
against Group, business unit and individual performance objectives. The VSB is tied to the Economic Profit (EP) performance of the Group to ensure
alignment with sustainable value creation for shareholders over the longer term. For more details, please refer to page 73.
(3) Provident Fund in Singapore represents payments in respect of company statutory contributions to the Singapore Central Provident Fund. Superannuation
Fund in Australia represents payments in respect of the superannuation guarantee levy to the superannuation scheme. Any contributions made by an
individual may be salary sacrificed, and are part of fixed remuneration.
(4) Benefits are stated on the basis of direct costs to the company and include overseas assignment benefits, tax equalisation, car benefits, flexible benefits and
other non-cash benefits such as medical cover, club membership and Australian Fringe Benefits Tax, where applicable.
(5) Total Cash & Benefits is the sum of Fixed Remuneration, Variable Bonus, Provident/Superannuation Fund and Benefits for the year ended 31 March 2013.
(6) Long-Term Incentives are awarded in the form of performance shares. Grants of the Restricted Share Award (RSA) and Performance Share Award (PSA)
under the SingTel Performance Share Plan were made in June 2013 for performance for the year ended 31 March 2013. The per unit fair values of the RSA
and PSA S$3.246 (A$2.511) and S$2.020 (A$1.563) respectively. The performance conditions for the awards are detailed on pages 73 to 74.
(7) With effect from 1 May 2013, Mr kevin Russell has been appointed Country Chief Officer Australia.
(8) Benefits for Ms Jeann Low include tax equalisation in relation to her past secondment to Optus, Australia.
(9) Mr Paul O’Sullivan and Mr kevin Russell are based in Australia and remunerated in Australian dollars.
77
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
risK MANAgeMeNT PHiLOsOPHy
AND APPrOACH
RISk MANAGEMENT
The identification and management of risks reduce the uncertainty
associated with the execution of our business strategies, and allows
the Group to maximise opportunities that may arise. Risks take on
many forms and can have material adverse impacts on the Group’s
ability to achieve our stated objectives, by potentially impacting our
reputation, operations, human resources and financial performance.
The Board is overall responsible for determining the Group’s
risk appetite and tolerance, risk profile, overseeing the Group’s
risk management framework, reviewing the Group’s key risks
and mitigation strategies, and ensuring the effectiveness of risk
management policies and procedures. The Risk Committee (RC) and
the Audit Committee (AC) review the management of these risks
and effectiveness of mitigation strategies and controls.
The Board has approved the following risk appetite statement:
The Group is committed to delivering value to our shareholders
achieved through sustained profitable growth. however, the
Group shall not compromise our integrity, values and reputation
by risking brand damage, service delivery standards, severe
network disruption or regulatory non-compliance.
The Group will defend our market leadership position in
Singapore, and strengthen our market position in Australia and
in Asia Pacific through our associates. The Group will continue to
pursue business expansion in the emerging markets, including
acquiring controlling stakes in the associates, and actively
manage the risks.
The Group is prepared to take measured risks to seek new growth
in the digital space by providing global platforms and enablers,
targeted at a global footprint, while leveraging our current scale
and core strengths.
The Group targets an investment grade credit rating and dividend
payout policy consistent with our stated dividend policy and
guidance.
The Management has the primary responsibility of identifying,
managing and reporting the key risks faced by the Group to the
Board. The Management is also responsible for ensuring that the risk
management framework is effectively implemented within all areas
of the respective business units. In addition, specialised areas such
as Regulatory, Legal, Environment, Insurance, Treasury and Credit
support the Group in the management of these risks.
78
The Group’s philosophy and approach towards effective risk
management are underpinned by three key principles:
• Culture
We seek to build a strong risk management and control
culture by setting the appropriate tone at the top, promoting
awareness, ownership and proactive management of key risks,
and promoting accountability. In short, we seek to promote a
risk-conscious workforce across the Group.
• Structure
We seek to put in place an appropriate organisational structure
that promotes good corporate governance, provides for proper
segregation of duties, clearly defines risk-taking responsibility
and authority, and promotes ownership and accountability for
risk taking.
• Process
We seek to implement robust processes and systems for effective
identification, quantification, monitoring, mitigation and
management of risks. We seek to improve our risk management
as well as internal control policies and procedures on an
ongoing basis, to ensure that they remain sound and relevant by
benchmarking against global best practices.
Based on the above principles, the Group undertakes a continuous
process of risk identification, monitoring, management and reporting
of risks throughout the organisation, to provide assurance to the
Board and relevant stakeholders. The effectiveness of risk management
policies and processes is reviewed on a regular basis and, where
necessary, improved. Independent reviews are conducted by third
party consultants regularly to ensure the appropriateness of the
Group’s risk management framework. The consultants also report
key risks to the Board, as well as provide periodic support and input
when undertaking specific risk assessments. Furthermore, the risk
management processes facilitate alignment of the Group’s strategy
and annual operating plan with the management of key risks.
Risk assessment and mitigation strategy is an integral part of the
Group’s annual business planning and budgeting process. The key
risk management activities include scenario planning, business
continuity/disaster recovery management and crisis planning and
management. Close monitoring and control processes, including the
establishment of appropriate key risk indicators and key performance
indicators, are put in place to ensure that risk profiles are managed
within policy limits. The Group has in place a formal programme of
risk and control self-assessment whereby line personnel are involved
in the ongoing assessment and improvement of risk management
and controls. Additionally, independent specialist consultants are
engaged from time to time to review the Group’s risk management
framework and processes.
SingTel Internal Audit carries out reviews and internal control advisory
activities aligned to the key risks in the Group’s business. This provides
independent assurance to the AC on the adequacy and effectiveness
of our risk management, financial reporting processes, and internal
control and compliance systems. In order to provide assurance to the
Board, the CEOs of the business groups submit a report on the key
risks and mitigation strategies for their respective businesses to the
RC on a semi-annual basis. Annually, the Group CEO and Group CFO
provide a written certification to the Board confirming the integrity
of financial reporting, and the efficiency and effectiveness of the risk
management, internal control and compliance systems.
In the course of their statutory audit, SingTel’s external auditors
carry out a review of the Group’s material internal controls to the
extent of the scope as laid out in their audit plans. Any material
non-compliance and internal control weaknesses, together with the
external auditors’ recommendations to address them, are reported to
the AC. SingTel’s Management, with the assistance of SingTel Internal
Audit, follows up on the external auditors’ recommendations as part
of their role in reviewing the Group’s system of internal controls.
The systems that are in place are intended to provide reasonable
but not absolute assurance against material misstatements or loss,
as well as to ensure the safeguarding of assets, the maintenance of
proper accounting records, the reliability of financial information,
legislation, regulations and best
compliance with applicable
practices, and the identification and management of business risks.
RISk FACTORS
The Group’s financial performance and operations are influenced
by a vast range of risk factors. Many of these risk factors affect not
just our businesses but also other businesses in and outside of the
telecommunications industry. These risks vary widely and many are
beyond the Group’s control. There may also be risks that are either
presently unknown or not currently assessed as significant, which
may later prove to be material. however, we aim to mitigate the
exposures through appropriate risk management strategies and
internal controls.
The section below sets out the principal risk types.
ECONOMIC RISkS
Changes in domestic, regional and global economic conditions
may have a material adverse effect on the demand
for
telecommunications, IT and related services, digital services, and
hence, on the Group’s financial performance and operations.
The global credit and equity markets have experienced substantial
dislocations, liquidity disruptions and market corrections. These and
other related events have had a significant impact on economic
growth as a whole, and consequently, consumer and business
demand for telecommunications, IT and related services, and
digital services.
Our planning and management review processes involve the
periodic monitoring of budgets and expenditures to minimise the
risk of over-investment. Each of the business units in the Group has
continuing cost management programmes to drive improvements
in their cost structures.
POLITICAL RISkS
Some of the countries in which Group Consumer operates have
experienced or continue to experience political instability. The
continuation or re-emergence of such political instability in the
future could have a material adverse effect on economic or social
conditions in those countries, as well as the ownership, control and
condition of our assets in those areas.
Group Consumer is geographically diversified with operations in
Singapore, Australia and the emerging markets. We work closely
with the management and our partners in the countries where we
operate to leverage the local expertise, knowledge and ability. In this
way, we ensure compliance with the laws and are able to implement
risk mitigation measures.
As Group Digital L!fe and Group Enterprise expand their products
and services across the region and around the world, exposure to
similar political risks may increase in the future.
REGULATORY RISkS AND LITIGATION RISkS
regulatory risks
The Group’s global operations are subject to extensive government
regulations, which may impact or limit our flexibility to respond
to market conditions, competition, new technologies or changes
79
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
risK MANAgeMeNT PHiLOsOPHy
AND APPrOACH
in cost structures. Governments may alter their policies relating to
the telecommunications, IT and related industries as well as the
regulatory environment (including taxation) in which we operate.
Such changes could have a material adverse effect on the Group’s
financial performance and operations.
Group Consumer is impacted by the implementation of national
broadband networks in both Australia and Singapore. In Singapore,
the Infocomm Development Authority of Singapore (IDA) has, in
its implementation of the Next Generation Nationwide Broadband
Network (Next Gen NBN), designed a structure aimed at levelling the
playing field to allow the benefits of the Next Gen NBN to be available
to all industry players. This has significantly altered the existing cost
model of the industry and increased the level of competition in the
market with new entrants.
In Australia, the government is currently undertaking a significant
reform of the fixed-line telecommunications sector, including
the rollout of a national broadband network to be operated on
a wholesale-only open access basis. It is possible the Australian
government’s regulatory reforms, including legislation and the
deployed national broadband network and commercial transactions
relating to the national broadband network, could ultimately lead
to a sub-optimal or negative outcome for Optus. Our businesses
depend on statutory licences issued by governmental authorities.
Failure to meet regulatory requirements could result in fines or other
sanctions including, ultimately, the revocation of licences.
Another regulatory change in Singapore which impacts the Group
is the Personal Data Protection Act 2012 (PDPA) which came into
effect in January 2013. The PDPA regulates the collection, use,
disclosure, transfer and security of personal data. The Act will be
enforced in phases, with the provisions relating to the Do-Not-Call
Registry coming into force in early 2014 and the provisions relating
to the main data protection coming into force in mid 2014. Privacy
and data security legislation in many of the countries in which we
operate continues to be enhanced by regulators.
The Group has access to appropriate regulatory expertise and
staffing resources
in Singapore and Australia. We regularly
participate in discussions and consultations with the respective
regulatory authorities and the industry to propose changes and
provide feedback on regulatory reforms and developments in the
telecommunications and media industry.
Our overseas investments are subject to the risk of imposition
of laws and regulations restricting the level, percentage and
manner of foreign ownership and investment, as well as the risk of
nationalisation, any of which could materially and adversely affect
our overseas investments.
80
access to Spectrum
Group Consumer may need to access additional spectrum to
support both organic growth and the development of new services.
Access to spectrum is of critical importance to us in order to support
our business of providing mobile voice and broadband services.
The use of spectrum in most countries that Group Consumer
operates in is regulated by governmental authorities and requires
licences. Failure to acquire access to spectrum or new or additional
spectrum on reasonable terms or at all could have a material adverse
effect on Group Consumer’s business, financial performance and
growth plans.
litigation risks
We are exposed to the risk of regulatory or litigation action by
regulators or private parties. Such regulatory matters or litigation
actions may have a material effect on our financial condition and
results of operations. Examples of such actions which the Group is
exposed to are disclosed in Notes to the Financial Statements under
“Contingent Liabilities”.
The Group has put in place standard master supply agreements
with vendors and implemented contract policies to manage
contractual arrangements with customers. The policies provide the
necessary empowerment framework for the CEOs, the Management
Committee and the Board Committees to approve any deviations
from the standard policies.
COMPETITIVE RISkS
The Group faces competitive risks in all the markets and business
segments in which we operate.
group Consumer Business
The telecommunications market in Singapore is highly competitive.
As new players enter the market and regulation requires SingTel
Singapore to allow our competitors to have access to our
networks, our market share in some segments and prices for certain
products and services have declined. These trends may continue
and intensify for SingTel Singapore.
In the Australian mobile market, in addition to the incumbent
operator, a number of participants are subsidiaries of international
groups and operators, and have made large investments which
are now sunk costs. The Group is therefore exposed to the risk
of irrational pricing being introduced by such competitors. The
consumer fixed-line services market continues to be dominated
by the incumbent provider which can leverage its scale and
market position to restrict the development of competition.
With the deployment of the Australian National Broadband
Network, competition is expected to increase as new entrants
enter the market.
The operations of our international associates businesses are also
subject to highly competitive market conditions. The growth of our
associates depends in part on increases in the mobile penetration
rate in the markets where they operate. Some of these overseas
markets, including Indonesia and India, have experienced and could
continue to experience an increase in the number of competitors,
leading to intense price competition and potential loss of market
share for our associates. As these markets mature, the pace of
subscriber growth may slow and new customers may not be as
profitable as existing customers.
Our business models and profits are also challenged by
disintermediation in the telecommunications industry by handset
providers and non-traditional telecommunications service providers
who provide multimedia content, applications and services directly
on demand.
Group Consumer continues to work with Group Digital L!fe
to invest in innovation, technologies, new products and services,
transformational initiatives in processes, new business models
and customer experience to meet evolving customer needs and
strengthen customer loyalty.
group digital l!fe Business
The digital life products and services offered by the Group face
competition from both traditional and non-traditional competitors
globally. however it will enable the Group to tap any growth
opportunities arising
innovation,
strengthen the product and services portfolio and maximise
the advantages afforded by the Group’s customer base in an
increasingly connected world.
in this environment, drive
Group Digital L!fe is focused on delivering services such as digital
advertising, m-commerce and content that provide relevant,
personalised, timely and better value propositions to our customers.
group enterprise Business
Business customers enjoy a wide range of choices for many of
the services that we provide, particularly international voice and
data communications. Competitors include multinational IT and
telecommunications companies, while in Australia, the enterprise
market is dominated by the incumbent. The quality and prices of
these services can influence a potential business customer’s decision.
Prices for some of these services have declined significantly in
recent years as a result of capacity additions and price competition.
Such price declines are expected to continue.
Group Enterprise continues to focus on offering companies
comprehensive and
(ICT)
technology
solutions and initiatives to strengthen customer engagement.
infocomm
integrated
REGIONAL EXPANSION RISkS
Given the size of the Singapore and Australia markets, the future
growth of the Group depends, to a large extent, on our ability to
grow our overseas operations in both traditional and new digital
services. This comes with considerable risks.
Partnership relations
The success of our strategic investments depends, to a large extent,
on our relationships with, and the strength of our investment
partners. There is no assurance that the Group will be able to
maintain these relationships or that our investment partners will
remain committed to their partnerships with the Group.
acquisition risks
In acquisitions, the Group faces challenges arising from integrating
newly acquired businesses with our own operations, managing
these businesses in markets where we have limited experience,
and financing these acquisitions. The Group risks not being able
to generate synergies from these acquisitions and the acquisitions
become a drain on the Group’s management and capital resources.
for
look
investment opportunities that can
We continually
contribute to our regional expansion strategy and
for the
development of new revenue streams. Our efforts are challenged
by the limited availability of opportunities, competition for the
available opportunities from other potential investors, foreign
ownership restrictions, government and regulatory policies, political
considerations and the specific preferences of sellers.
In addition, the business strategy of some of our regional mobile
associates involves the expansion of operations outside their home
countries. These associates may enter into joint ventures and other
arrangements with other parties. Such joint ventures and other
arrangements involve risks, including but not limited to the possibility
that the joint venture or investment partner may have economic
or business interests or goals that are not consistent with those
of the associates. There is no assurance that the regional mobile
associates can fully generate synergies and successfully achieve
their aims of regional competitiveness and building a competitive
regional footprint.
Members of our management team are also represented as
Board directors of our associates. In addition to the sharing of
network and commercial experience, best practices in the areas of
corporate governance and financial reporting are also shared across
the Group.
The Group adopts a disciplined approach in our investment
evaluation and decision-making process.
81
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
risK MANAgeMeNT PHiLOsOPHy
AND APPrOACH
PROJECT RISkS
Group Consumer and Group Enterprise incur substantial capital
expenditure in constructing and maintaining our networks and
systems infrastructure. These projects are subject to risks associated
with the construction, supply,
installation and operation of
equipment and systems.
Project management
The projects Group Enterprise undertake as sub-contractors to roll
out infrastructure are subject to the risks of increased project costs,
disputes and unexpected implementation delays, any of which can
result in an inability to meet projected completion dates.
Group Enterprise is also a major IT services provider to government
and large enterprises in the region. We face potential project
execution risks when projects are not accurately scoped or the
quality of service performance is not up to customers’ specifications,
resulting in over-commitments to customers, as well as inadequate
resource allocation and scheduling. These can lead to cost overruns,
project delays and losses.
The Group has a project risk management framework in place, with
processes for regular risk assessment, performance monitoring and
reporting of key projects.
Satellite Business
The launch and operation of any satellite is subject to the risk
of launch delays, cost overruns and the occurrence of other
unforeseeable events, such as satellite launch failures, satellite failure
to enter into designated orbital locations, in-orbit failure or any other
events beyond the control of the Group. We maintain and regularly
review our business continuity programme, including restoration
plans, for implementation in the event of a catastrophic loss of all
or part of a satellite.
NEW BUSINESS RISkS
From a traditional carriage business in Singapore and Australia,
the Group is now venturing into new growth areas to create new
revenue streams, including mobile applications and services, pay
TV, managed services, cloud services, content, ICT, and new digital
services such as digital advertising. There is no assurance that the
Group will be successful in these ventures which may require
substantial capital, new expertise, substantial process or systems
changes, as well as organisational cultural and mindset changes.
These businesses may also expose the Group to new areas of risks
associated with the media and online industries, such as content
rights, and customer data privacy and protection.
The Group’s organisation structure, talent management and
development programme seeks to respond to changing needs
and new business strategies. We continue to update our policies,
invest in processes and technologies to support the requirements
of new businesses.
BREACh OF PRIVACY RISkS
The Group seeks to protect the privacy of voice and information on
networks and systems infrastructure. Significant failure of encryption
and security measures may result in customer confidence being
undermined and materially impact our businesses. The Group may
also be subject to the imposition of additional regulatory measures
relating to the security and privacy of customer data.
The Group has in place security mechanisms such as firewalls
and encryption algorithms, designed to minimise the risk of privacy
breaches. We also implement and test antivirus or intrusion prevention
systems, based on established security standards.
INFRASTRUCTURE AND TEChNOLOGY RISkS
Rapid and significant technological changes are typical in the
telecommunications and ICT industry and these changes may
materially affect Group Consumer and Group Enterprise’s capital
expenditure and operating costs, as well as the demand for the
products and services offered by all of our business divisions.
We have invested substantial capital and other resources in the
development and modernisation of our networks and systems.
Technological changes continue to reduce costs and expand the
capacities of new infrastructure able to deliver competing products
and services. Moreover, our associates operate predominantly
in emerging markets where the regulatory practices, including
spectrum availability, may not synchronise with the technology
progression path and the market demand for new technologies.
Such rapid advancements in technology may leave the Group
stranded with investments that are technologically obsolete before
the end of their expected useful life. These changes may require
us to replace and upgrade our network infrastructure to remain
competitive and as a result, incur additional capital expenditure.
Each of the business groups face the continuing risk of market
entry by new operators and service providers (including non-
telecommunications players) that, by using newer or lower cost
technologies, may succeed in rapidly attracting customers away
from established market participants.
82
Group Enterprise may have to incur substantial development
expenditure to gain access to related or enabling technologies, so
that we may pursue new growth opportunities in the ICT industry.
The challenge is to modify our network infrastructure in a timely
and cost-effective manner to facilitate such implementation, failing
which this could adversely affect our quality of service, financial
condition and results of operations.
The Group continues to invest in upgrading, modernising and
equipping our systems with new capabilities to ensure that
we continue to deliver innovative and relevant services to our
customers.
VENDOR RISkS
The Group relies on third party vendors in many aspects of our
business for various purposes, including but not limited to the
construction of our network, the supply of handsets and equipment,
systems and applications development and services, content
provision and customer acquisition. Accordingly, our operations
may be affected by third party vendors failing to perform their
obligations. In addition, the industry is dominated by a few key
vendors for such services and equipment, and any failure or refusal
by a key vendor to provide such services or equipment, or any
consolidation of the industry, may significantly affect our business
and operations.
The Group monitors closely our relationships with strategic vendors
and develops new relationships to mitigate supply risks.
FINANCIAL RISkS
The main risks arising from the Group’s financial assets and liabilities
are foreign exchange, interest rate, market, liquidity, access to
financing sources and increased credit risks. Financial markets
continue to be volatile and this may heighten execution risk for
funding activities and credit risk premiums for market participants.
of associated and joint venture company purchases and liabilities
are denominated in foreign currencies, versus the local currency
of the respective operations, thereby giving rise to changes in cost
structures and fair value gains or losses when marked to market.
The Group has established policies, guidelines and control
procedures to manage and report exposure to such risks. Our
financial risk management is discussed in detail on page 172 in
Note 38 to the Financial Statements.
ELECTROMAGNETIC ENERGY RISkS
health concerns have been raised regarding the potential exposure
to electromagnetic energy associated with the operation of mobile
communications devices. While there is no substantiated evidence
of public health risks from exposure to the levels of electromagnetic
energy typically emitted from mobile communications devices,
perceived health risks can result in reduced demand for mobile
communications services or worse,
litigation against Group
Consumer. In addition, government environment controls may be
introduced to address this perceived risk, restricting our ability to
deploy our mobile communications networks.
The Group’s policy is to comply with regulatory and international
safety standards.
NETWORk FAILURE AND CATASTROPhIC RISkS
The provision of Group Consumer’s and Group Enterprise’s services
depends on the quality, stability, resilience and robustness of our
integrated networks. We face the risk of the malfunction of, loss of, or
damage to network infrastructure from natural or man-made causes.
Some of the countries in which we operate have experienced a
number of major natural catastrophes over the years, including
typhoons, droughts and earthquakes. Such losses or damage may
significantly disrupt our operations, which may materially adversely
affect our ability to deliver services to customers.
The Group is exposed to foreign exchange fluctuations from our
operations and through subsidiaries as well as associated and joint
venture companies operating in foreign countries. These relate
to the translation of the foreign currency earnings and carrying
values of the overseas operation. Additionally, a significant portion
The Group has insurance policies as well as a defined crisis
management and escalation process involving the CEOs and senior
management to respond to emergencies and/or catastrophic
events. however, our inability to operate our networks or customer
support systems may have a material impact on our business.
83
Financial Statements
CONTENTS
Directors' Report / 85
Statement of Directors / 92
Independent Auditors' Report / 93
Consolidated Income Statement / 94
Consolidated Statement
of Comprehensive Income / 95
Statements of Financial Position / 96
Statements of Changes in Equity / 98
Consolidated Statement of Cash Flows / 102
Notes to the Financial Statements / 105
84
DIRECtoRS´ REPoRt
For the financial year ended 31 March 2013
The Directors present their report to the members together with the audited financial statements of the Company (“SingTel”) and its
subsidiaries (the “Group”) for the financial year ended 31 March 2013.
1.
DIRECTORS
The Directors of the Company in office at the date of this report are -
Simon Claude Israel (Chairman)
Chua Sock Koong (Group Chief Executive Officer)
Bobby Chin Yoke Choong (appointed on 1 May 2012)
Fang Ai Lian
David Michael Gonski AC (1) (appointed on 1 March 2013)
Dominic Chiu Fai Ho
Low Check Kian
Peter Edward Mason AM (2)
Kaikhushru Shiavax Nargolwala
Peter Ong Boon Kwee
Ong Peng Tsin
(1) Companion of the Order of Australia
(2) Member of the Order of Australia
2.
ARRANGEMENTS TO ENABLE DIRECTORS TO ACQUIRE BENEFITS BY MEANS OF THE ACQUISITION OF SHARES AND
DEBENTURES
Neither at the end of nor at any time during the financial year was the Company a party to any arrangement whose object is to enable
the Directors of the Company to acquire benefits by means of the acquisition of shares in, or debentures of, the Company or any other
body corporate, except for performance shares granted under the SingTel Performance Share Plan (the “SingTel PSP 2003”).
85
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
DIRECtoRS´ REPoRt
For the financial year ended 31 March 2013
3.
DIRECTORS’ INTERESTS IN SHARES AND DEBENTURES
The interests of the Directors holding office at the end of the financial year in the share capital of the Company and related corporations
according to the register of Directors’ shareholdings kept by the Company under Section 164 of the Singapore Companies Act were
as follows -
Holdings registered in the name
of Director or nominee
Holdings in which Director is
deemed to have an interest
At 31 March 2013
At 1 April 2012
or date of
appointment,
if later
At 1 April 2012
or date of
appointment,
if later
At 31 March 2013
602,820 (1)
4,390,513
-
91,930
-
15,000
1,490
100,000 (4)
400,000 (5)
870
150,000
497,820
4,390,513
-
91,930
-
15,000
1,490
100,000
400,000
870
150,000
1,360 (2)
4,652,675 (3)
-
-
-
-
-
-
-
1,537 (2)
-
1,360
18,508,829
-
-
-
-
-
-
-
1,537
-
3,056,000 (1)
-
2,080,000
-
-
100,000 (2)
-
100,000
Singapore Telecommunications Limited
(Ordinary shares)
Simon Claude Israel
Chua Sock Koong
Bobby Chin Yoke Choong
Fang Ai Lian
David Michael Gonski AC
Dominic Chiu Fai Ho
Low Check Kian
Peter Edward Mason AM
Kaikhushru Shiavax Nargolwala
Peter Ong Boon Kwee
Ong Peng Tsin
Mapletree Commercial Trust Management Ltd.
(Unit holdings in Mapletree Commercial Trust)
Simon Claude Israel
Bobby Chin Yoke Choong
Mapletree Greater China Commercial Trust
Management Ltd.
(Unit holdings in Mapletree Greater China
Commercial Trust)
Simon Claude Israel
Peter Ong Boon Kwee
Ong Peng Tsin
1,000,000 (1)
-
200,000
-
-
-
-
32,000 (2)
500,000 (2)
-
-
-
Mapletree Industrial Trust Management Ltd.
(Unit holdings in Mapletree Industrial Trust)
Simon Claude Israel
Chua Sock Koong
Bobby Chin Yoke Choong
Kaikhushru Shiavax Nargolwala
Mapletree Logistics Trust Management Ltd.
(Unit holdings in Mapletree Logistics Trust)
Simon Claude Israel
86
990,160 (1)
11,000
129,600
-
990,160
11,000
129,600
101,520
-
-
-
-
-
-
-
-
648,000 (1)
648,000
-
-
DIRECtoRS´ REPoRt
For the financial year ended 31 March 2013
3.
DIRECTORS’ INTERESTS IN SHARES AND DEBENTURES (Cont’d)
Holdings registered in the name
of Director or nominee
Holdings in which Director is
deemed to have an interest
At 31 March 2013
At 1 April 2012
or date of
appointment,
if later
At 31 March 2013
At 1 April 2012
or date of
appointment,
if later
Neptune Orient Lines Limited
(Ordinary shares)
Bobby Chin Yoke Choong
Singapore Airlines Limited
(Ordinary shares)
Simon Claude Israel
Chua Sock Koong
Bobby Chin Yoke Choong
Low Check Kian
Ong Peng Tsin
Singapore Technologies Engineering Limited
(Ordinary shares)
Fang Ai Lian
SMRT Corporation Ltd
(Ordinary shares)
Ong Peng Tsin
SP AusNet
(stapled securities comprising one share in each of SP
Australia Networks (Transmission) Ltd and SP Australia
Network (Distribution) Ltd and a unit in SP Australia
Networks (Finance) Trust)
Bobby Chin Yoke Choong
Notes:
(1) Held in the name of Citibank Nominees Singapore Pte. Ltd.
(2) Held by spouse.
(3) Chua Sock Koong’s deemed interest of 4,652,675 shares included -
-
-
29,489 (2)
29,489
9,000 (1)
2,000
-
5,600
-
9,000
2,000
-
5,600
-
-
-
2,000 (2)
-
17,000 (2)
-
-
2,000
-
17,000
50,000
50,000
-
-
-
-
-
73,000 (2)
73,000
-
25,000 (2)
25,000
28,137 ordinary shares held by Ms Chua’s spouse; and
(a)
(b) an aggregate of up to 4,624,538 ordinary shares in SingTel awarded to Ms Chua pursuant to the SingTel PSP 2003, subject to certain
performance criteria being met and other terms and conditions.
According to the register of Directors’ shareholdings, as at 19 November 2012, Ms Chua had a deemed interest in 10,836,742 shares held by
DBS Trustee Limited, the trustee of a trust established for the purposes of the performance share plans for the benefit of eligible employees
of the Group. With effect from 19 November 2012, Ms Chua is exempted from reporting her interests, and changes in interests, in shares
held by the trust under regulation 6 of the Securities and Futures (Disclosure of Interests) Regulations.
(4) Held by Burgoyne Investments Pty Ltd as trustee for Burgoyne Superannuation Fund. Both Peter Edward Mason AM and spouse are directors of
Burgoyne Investments Pty Ltd and beneficiaries of Burgoyne Superannuation Fund.
(5) Held in the name of HSBC (Singapore) Nominees Pte. Ltd.
According to the register of Directors’ shareholdings, there were no changes to any of the above-mentioned interests between the
end of the financial year and 21 April 2013.
87
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
DIRECtoRS´ REPoRt
For the financial year ended 31 March 2013
4.
DIRECTORS’ CONTRACTUAL BENEFITS
Since the end of the previous financial year, no Director has received or become entitled to receive a benefit 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 in this report.
5.
SHARE OPTIONS AND PERFORMANCE SHARES
The Executive Resource and Compensation Committee (“ERCC”) is responsible for administering the SingTel performance share plans.
At the date of this report, the members of the ERCC are Kaikhushru Shiavax Nargolwala (Chairman of the ERCC), Simon Claude Israel,
Fang Ai Lian and Peter Edward Mason AM.
5.1 Share Options
Singapore Telecom Share Option Scheme 1999 (“1999 Scheme”)
Options granted pursuant to the 1999 Scheme were in respect of ordinary shares in the Company. Such options did not entitle the
option holders, by virtue of such holdings, to any right to participate in any share issue of any other company. The 1999 Scheme
expired in May 2012 and there were no outstanding options as at 31 March 2013.
Options exercised and cancelled during the financial year were as follows -
Date of grant
Exercise period
Exercise price
Market Price Share Options
Balance
as at
1 April 2012
(‘000)
Options
exercised
(‘000)
Options
cancelled
(‘000)
Balance
as at
31 March 2013
(‘000)
30.05.02
31.05.03 to 30.05.12
S$1.31
1,499
(1,332)
(167)
-
From the commencement of the 1999 Scheme to 31 March 2013, options in respect of an aggregate of 273,767,350 ordinary shares
in the Company have been granted to Directors and employees of the Company and its subsidiaries.
5.2 Performance Shares
The SingTel PSP 2003 was implemented with the approval of shareholders at the Extraordinary General Meeting held on 29 August 2003.
The duration of the SingTel PSP 2003 was 10 years commencing 29 August 2003.
At the Extraordinary General Meeting held on 27 July 2012, the shareholders approved the adoption of the SingTel Performance
Share Plan 2012 (the “SingTel PSP 2012”). The duration of the SingTel PSP 2012 is 10 years commencing 27 July 2012. This plan gives
the flexibility to either allot and issue and deliver new SingTel shares or purchase and deliver existing SingTel shares upon the vesting
of awards.
The termination of the SingTel PSP 2003 shall be without prejudice to the rights of holders of awards accepted and outstanding under
the SingTel PSP 2003 as at the date of such termination.
The participants of the performance share plans will receive fully paid SingTel shares free of charge, the equivalent in cash, or
combinations thereof, provided that certain prescribed performance targets are met within a prescribed performance period. The
performance period for the awards granted is three years, except for Restricted Share Awards which have a performance period of
two years. The number of SingTel shares to be allocated to each participant or category of participants will be determined at the end
of the performance period based on the level of attainment of the performance targets.
88
DIRECtoRS´ REPoRt
For the financial year ended 31 March 2013
5.2 Performance Shares (Cont’d)
From the commencement of the performance share plans to 31 March 2013, awards comprising an aggregate of 229,678,043 shares
and 225,001 shares have been granted under the SingTel PSP 2003 and the SingTel PSP 2012 respectively.
Performance share awards granted, vested and cancelled during the financial year, and share awards outstanding at the end of the
financial year, were as follows –
Date of grant
Performance shares (General Awards)
For Group Chief Executive Officer
(Chua Sock Koong)
03.06.09
03.06.10
02.06.11
For other staff
03.06.09
02.09.09
03.06.10
01.09.10
02.12.10
02.03.11
02.06.11
01.09.11
10.01.12
15.03.12
Balance
as at
1 April 2012
(‘000)
Share
awards
granted
(‘000)
Share
awards
vested
(‘000)
Share
awards
cancelled
(‘000)
Balance
as at
31 March 2013
(‘000)
922
934
1,013
2,869
17,666
177
16,835
53
213
350
19,488
92
65
72
55,011
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(576)
-
-
(576)
(10,964)
(111)
-
-
-
-
-
-
-
-
(11,075)
(346)
-
-
(346)
(6,702)
(66)
(836)
(13)
(12)
(201)
(1,099)
-
-
-
(8,929)
-
934
1,013
1,947
-
-
15,999
40
201
149
18,389
92
65
72
35,007
Sub-total
57,880
-
(11,651)
(9,275)
36,954
Performance shares
(Senior Management Awards)
For Group Chief Executive Officer
(Chua Sock Koong)
03.06.09
03.06.10
02.06.11
For other staff
03.06.09
03.06.10
02.06.11
Sub-total
629
630
655
1,914
2,290
2,538
2,267
7,095
9,009
-
-
-
-
-
-
-
-
-
(409)
-
-
(409)
(1,488)
-
-
(1,488)
(220)
-
-
(220)
(802)
(20)
-
(822)
(1,897)
(1,042)
-
630
655
1,285
-
2,518
2,267
4,785
6,070
89
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
DIRECtoRS´ REPoRt
For the financial year ended 31 March 2013
5.2 Performance Shares (Cont’d)
Date of grant
Performance shares
(Restricted Share Awards)
For Group Chief Executive Officer
(Chua Sock Koong)
26.06.12
For other staff
26.06.12
05.10.12
25.03.13
Sub-total
Performance shares
(Performance Share Awards)
For Group Chief Executive Officer
(Chua Sock Koong)
26.06.12
For other staff
26.06.12
05.10.12
25.03.13
Sub-total
Total
Balance
as at
1 April 2012
(‘000)
Share
awards
granted
(‘000)
Share
awards
vested
(‘000)
Share
awards
cancelled
(‘000)
Balance
as at
31 March 2013
(‘000)
-
-
-
-
-
-
-
-
-
-
-
-
119
5,442
30
39
5,511
5,630
1,273
6,449
146
11
6,606
7,879
-
-
-
-
-
-
-
-
-
-
-
-
-
119
(240)
-
-
(240)
(240)
5,202
30
39
5,271
5,390
-
1,273
(252)
-
-
(252)
(252)
6,197
146
11
6,354
7,627
66,889
13,509
(13,548)
(10,809)
56,041
During the financial year, awards in respect of an aggregate of 13,548,520 shares granted under the SingTel PSP 2003 were vested. The
awards under the SingTel PSP 2003 were satisfied in part by the delivery of existing shares purchased from the market and in part by
the payment of cash in lieu of delivery of shares, as permitted under the SingTel PSP 2003.
As at 31 March 2013, no participant has been granted options under the 1999 Scheme and/or received shares pursuant to the vesting
of awards granted under the SingTel PSP 2003 which, in aggregate, represents five per cent or more of the aggregate of -
(i)
the total number of new shares available under the SingTel PSP 2003 and the 1999 Scheme collectively; and
(ii) the total number of existing shares purchased for delivery of awards released under the SingTel PSP 2003.
As at 31 March 2013, no awards granted under the SingTel PSP 2012 have vested.
Non-executive Directors are not eligible to participate in the SingTel performance share plans.
90
DIRECtoRS´ REPoRt
For the financial year ended 31 March 2013
6.
AUDIT COMMITTEE
At the date of this report, the Audit Committee comprises the following members, all of whom are non-executive and the majority of
whom, including the chairman, are independent -
Fang Ai Lian (Chairman of the Audit Committee)
Bobby Chin Yoke Choong (appointed on 1 January 2013)
Dominic Chiu Fai Ho
Peter Ong Boon Kwee
The Audit Committee carried out its functions in accordance with Section 201B of the Singapore Companies Act, Chapter 50.
In performing its functions, the Committee reviewed the overall scope of both internal and external audits and the assistance given by
the Company’s officers to the auditors. It met with the Company’s internal auditors to discuss the results of the respective examinations
and their evaluation of the Company’s system of internal accounting controls. The Committee also held discussions with the internal
and external auditors and is satisfied that the processes put in place by management provide reasonable assurance on mitigation of
fraud risk exposure to the Group.
The Committee also reviewed the financial statements of the Company and the Group, as well as the Independent Auditors’ Report
thereon.
In addition, the Committee had, with the assistance of the internal auditors, reviewed the procedures set up by the Company and the
Group to identify and report, and where necessary, sought appropriate approval for interested person transactions.
The Committee has full access to and has the co-operation of the management and has been given the resources required for it to
discharge its function properly. It also has full discretion to invite any Director or executive officer to attend its meetings. The external
and internal auditors have unrestricted access to the Audit Committee.
The Committee has nominated Deloitte & Touche LLP for re-appointment as auditors of the Company at the forthcoming Annual
General Meeting.
7.
AUDITORS
The auditors, Deloitte & Touche LLP, have expressed their willingness to accept re-appointment.
On behalf of the Directors
Simon Claude Israel
Chairman
Singapore
14 May 2013
Chua Sock Koong
Director
91
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
StAtEmENt oF DIRECtoRS
For the financial year ended 31 March 2013
In the opinion of the Directors,
(a)
the consolidated financial statements of the Group and the statement of financial position and statement of changes in equity of
the Company as set out on pages 94 to 192 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 March 2013 and of the results, changes in equity and cash flows of the Group and changes in equity of the
Company for the year then ended; and
(b)
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 Directors
Simon Claude Israel
Chairman
Singapore
14 May 2013
Chua Sock Koong
Director
92
INDEPENDENt AuDItoRS´ REPoRt
To the Members of Singapore Telecommunications Limited
For the financial year ended 31 March 2013
REPORT ON THE FINANCIAL STATEMENTS
We have audited the accompanying financial statements of Singapore Telecommunications Limited (the “Company”) and its subsidiaries (the
“Group”) which comprise the statements of financial position of the Group and the Company as at 31 March 2013, the income statement,
statement of comprehensive income, statement of changes in equity and statement of cash flows 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 94 to 192.
MANAGEMENT’S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS
Management is responsible for the preparation of financial statements that give a true and fair view in accordance with the provisions
of the Singapore Companies Act (the “Act”) and Singapore Financial Reporting Standards and for 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
income statement and balance sheets and to maintain accountability of assets.
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 about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The
procedures selected depend on 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 of financial statements that gives a true and fair view in order to design audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating
the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion.
OPINION
In our opinion, the consolidated financial statements of the Group and the statement of financial position 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 March 2013 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.
REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS
In our opinion, 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, 14 May 2013
93
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
CoNSolIDAtED INComE StAtEmENt
For the financial year ended 31 March 2013
Operating revenue
Operating expenses
Other income
Depreciation and amortisation
Exceptional items
Profit on operating activities
Share of results of associates and joint ventures
Profit before interest, investment income (net) and tax
Interest and investment income (net)
Finance costs
Profit before tax
Tax expense
Profit after tax
Attributable to -
Shareholders of the Company
Non-controlling interests
Notes
2013
S$ Mil
2012
S$ Mil
4
5
6
7
8
9
10
11
12
18,183.0
18,825.3
(13,100.0)
(13,709.8)
116.8
103.2
5,199.8
5,218.7
(2,127.4)
(40.1)
(2,001.6)
6.6
3,032.3
3,223.7
1,397.2
1,431.4
4,429.5
4,655.1
46.9
(345.1)
54.0
(394.7)
4,131.3
4,314.4
(620.7)
(324.9)
3,510.6
3,989.5
3,508.3
2.3
3,988.7
0.8
3,510.6
3,989.5
Earnings per share attributable to shareholders of the Company
- basic (cents)
- diluted (cents)
13
13
22.02
21.96
25.04
24.97
The accompanying notes on pages 105 to 192 form an integral part of these financial statements.
Independent Auditors’ report – page 93
94
CoNSolIDAtED StAtEmENt oF ComPREhENSIvE INComE
For the financial year ended 31 March 2013
Profit after tax
Other comprehensive (loss)/ income:
Exchange differences arising from translation of foreign operations
and other currency translation differences
Cash flow hedges
- Fair value changes during the year
- Tax effects
- Fair value changes transferred to income statement
- Tax effects
Available-for-sale investments
- Fair value changes during the year
Share of other comprehensive income/ (loss)
of associates and joint ventures
Other comprehensive loss, net of tax
Total comprehensive income
Attributable to -
Shareholders of the Company
Non-controlling interests
2013
S$ Mil
2012
S$ Mil
3,510.6
3,989.5
(413.9)
(897.1)
(108.4)
24.1
(84.3)
112.7
(16.7)
96.0
11.7
(5.3)
5.1
(0.2)
42.9
(18.2)
24.7
24.5
(67.9)
92.6
21.8
(19.8)
(448.3)
(799.8)
3,062.3
3,189.7
3,060.2
2.1
3,188.9
0.8
3,062.3
3,189.7
The accompanying notes on pages 105 to 192 form an integral part of these financial statements.
Independent Auditors’ report – page 93
95
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
StAtEmENtS oF FINANCIAl PoSItIoN
As at 31 March 2013
Current assets
Cash and cash equivalents
Trade and other receivables
Asset held for sale
Derivative financial instruments
Inventories
Non-current assets
Property, plant and equipment
Intangible assets
Subsidiaries
Associates
Joint ventures
Available-for-sale (“AFS”) investments
Derivative financial instruments
Deferred tax assets
Loan to an associate
Other non-current receivables
Total assets
Current liabilities
Trade and other payables
Advance billings
Provision
Current tax liabilities
Borrowings (unsecured)
Borrowings (secured)
Derivative financial instruments
Net deferred gain
Group
2013
S$ Mil
2012
S$ Mil
Company
2013
S$ Mil
2012
S$ Mil
Notes
15
16
17
26
18
19
20
21
22
23
25
26
12
27
28
29
30
31
32
26
27
911.0
3,680.0
-
1.1
213.7
4,805.8
11,724.9
10,709.4
-
195.5
9,691.0
240.4
131.0
945.2
1,330.5
209.8
35,177.7
1,346.4
3,927.0
334.1
2.9
208.1
5,818.5
11,580.0
10,174.1
-
212.4
9,968.1
148.7
98.2
963.0
1,325.0
129.6
34,599.1
167.8
2,374.8
-
3.2
27.7
2,573.5
2,043.6
1.3
12,971.1
592.1
24.1
66.4
247.1
-
1,330.5
221.9
17,498.1
254.4
2,561.2
-
5.1
31.1
2,851.8
1,925.5
1.7
6,768.2
592.1
24.1
41.7
157.5
-
1,325.0
241.4
11,077.2
39,983.5
40,417.6
20,071.6
13,929.0
4,221.9
671.0
5.8
429.0
350.0
41.8
14.8
57.5
5,791.8
4,371.9
677.8
3.5
298.9
105.8
25.3
23.0
29.2
5,535.4
2,045.4
86.8
4.3
139.3
-
0.2
5.2
-
2,281.2
2,088.6
86.2
-
197.8
-
0.2
9.8
-
2,382.6
The accompanying notes on pages 105 to 192 form an integral part of these financial statements.
Independent Auditors’ report – page 93
96
StAtEmENtS oF FINANCIAl PoSItIoN
As at 31 March 2013
Non-current liabilities
Borrowings (unsecured)
Borrowings (secured)
Advance billings
Deferred income
Net deferred gain
Derivative financial instruments
Deferred tax liabilities
Other non-current liabilities
Total liabilities
Net assets
Share capital and reserves
Share capital
Reserves
Equity attributable to shareholders
of the Company
Non-controlling interests
Notes
31
32
33
27
26
12
34
Group
2013
S$ Mil
2012
S$ Mil
Company
2013
S$ Mil
2012
S$ Mil
7,329.7
207.2
332.1
10.7
1,186.4
587.8
299.4
249.2
10,202.5
8,470.4
192.3
357.8
387.7
1,060.5
508.3
243.8
213.5
11,434.3
856.3
157.3
165.8
-
-
406.8
114.0
25.0
1,725.2
857.9
157.5
173.7
1.3
-
356.4
135.2
17.5
1,699.5
15,994.3
16,969.7
4,006.4
4,082.1
23,989.2
23,447.9
16,065.2
9,846.9
35
2,634.0
21,330.6
2,632.2
20,795.3
2,634.0
13,431.2
2,632.2
7,214.7
23,964.6
24.6
23,427.5
20.4
16,065.2
-
9,846.9
-
Total equity
23,989.2
23,447.9
16,065.2
9,846.9
The accompanying notes on pages 105 to 192 form an integral part of these financial statements.
Independent Auditors’ report – page 93
97
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I
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
StAtEmENtS oF ChANgES IN EquIty
For the financial year ended 31 March 2013
Company - 2013
Share
Capital
S$ Mil
Treasury
Shares (1)
S$ Mil
Capital
Reserve -
Performance
Shares
S$ Mil
Hedging
Reserve
S$ Mil
Fair Value
Reserve
S$ Mil
Retained
Earnings
S$ Mil
Total
Equity
S$ Mil
Balance as at 1 April 2012
2,632.2
-
(67.9)
(164.9)
32.1
7,415.4
9,846.9
Changes in equity for the year
Issue of new shares
Performance shares purchased by
the Company
Performance shares vested
Equity-settled performance shares
Transfer of liability to equity
Contribution to Trust (5)
Final dividend paid (see Note 36)
Interim dividend paid (see Note 36)
Others
Total comprehensive income for the year
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
1.8
-
-
-
-
-
(1,434.9)
(1,084.4)
1.1
(3.1)
-
10.4
7.9
(17.2)
(1,434.9)
(1,084.4)
1.1
(2,518.2)
(2,518.4)
-
(3.1)
10.4
7.9
(17.2)
-
-
-
(2.0)
1.8
-
-
-
-
-
-
-
-
-
-
1.8
-
(3.1)
3.1
-
-
-
-
-
-
-
-
-
Balance as at 31 March 2013
2,634.0
-
34.6
24.7
8,677.4
8,736.7
(69.9)
(130.3)
56.8
13,574.6
16,065.2
The accompanying notes on pages 105 to 192 form an integral part of these financial statements.
Independent Auditors’ report – page 93
100
StAtEmENtS oF ChANgES IN EquIty
For the financial year ended 31 March 2013
Company - 2012
Share
Capital
S$ Mil
Treasury
Shares (1)
S$ Mil
Capital
Reserve -
Performance
Shares
S$ Mil
Hedging
Reserve
S$ Mil
Fair Value
Reserve
S$ Mil
Retained
Earnings
S$ Mil
Total
Equity
S$ Mil
Balance as at 1 April 2011
2,622.8
-
(64.6)
(197.3)
29.0
6,626.6
9,016.5
Changes in equity for the year
Issue of new shares
Performance shares purchased by
the Company
Performance shares vested
Equity-settled performance shares
Transfer of equity to liability
Cash paid to employees under
performance share plans
Contribution to Trust (5)
Final dividend paid (see Note 36)
Special dividend paid (see Note 36)
Interim dividend paid (see Note 36)
Unclaimed dividends
Total comprehensive income for the year
9.4
-
-
-
-
-
-
-
-
-
-
-
9.4
-
(0.4)
0.4
-
-
-
-
-
-
-
-
-
-
-
-
-
(0.4)
10.8
(0.2)
(0.9)
(12.6)
-
-
-
-
(3.3)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
9.4
(0.4)
-
10.8
(0.2)
-
-
(1,435.7)
(1,594.0)
(1,084.3)
7.3
(0.9)
(12.6)
(1,435.7)
(1,594.0)
(1,084.3)
7.3
(4,106.7)
(4,100.6)
-
32.4
3.1
4,895.5
4,931.0
(67.9)
(164.9)
32.1
7,415.4
9,846.9
Balance as at 31 March 2012
2,632.2
Notes:
(1)
‘Treasury Shares’ are accounted for in accordance with Singapore Financial Reporting Standard (“FRS”) 32, Financial Instruments: Disclosure and
Presentation.
(2)
‘Currency Translation Reserve’ relates mainly to the translation of the net assets of foreign subsidiaries, associates and joint ventures of the Group
denominated mainly in Australian Dollar, Indian Rupee, Indonesian Rupiah, Philippine Peso, Thai Baht and United States Dollar.
(3) The currency translation losses of S$366 million in respect of the translation of Warid Telecom (Private) Limited’s (“Warid Pakistan”) carrying value
denominated in Pakistani Rupee (as at 31 March 2012: S$363 million) has been transferred to the income statement upon the sale of Warid Pakistan in
March 2013.
(4) ‘Other Reserves’ relate mainly to goodwill on acquisitions completed prior to 1 April 2001 and the share of other comprehensive loss or income of the
associates and joint ventures.
(5) DBS Trustee Limited (the “Trust”) is the trustee of a trust established to administer the performance share plans.
The accompanying notes on pages 105 to 192 form an integral part of these financial statements.
Independent Auditors’ report – page 93
101
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
CoNSolIDAtED StAtEmENt oF CASh FlowS
For the financial year ended 31 March 2013
Cash Flows From Operating Activities
Profit before tax
Adjustments for -
Depreciation and amortisation
Exceptional items (non-cash)
Interest and investment income (net)
Finance costs
Share of results of associates and joint ventures (post-tax)
Other non-cash items
Note
2013
S$ Mil
2012
S$ Mil
4,131.3
4,314.4
2,127.4
(30.5)
(46.9)
345.1
(1,397.2)
42.8
1,040.7
2,001.6
(30.1)
(54.0)
394.7
(1,431.4)
36.8
917.6
Operating cash flow before working capital changes
5,172.0
5,232.0
Changes in operating assets and liabilities
Trade and other receivables
Trade and other payables
Inventories
Currency translation adjustments of subsidiaries
Cash generated from operations
Payment to employees in cash under performance share plans
Dividends received from associates and joint ventures
Income tax and withholding tax paid
Net cash inflow from operating activities
Cash Flows From Investing Activities
Payment for purchase of property, plant and equipment
Purchase of intangible assets
Payment for acquisition of subsidiaries, net of cash acquired (Note 1)
Investment in AFS investments
Investment in an associate
Investment in other associates and joint ventures
Proceeds from sale of property, plant and equipment
Proceeds from sale of AFS investments
Proceeds from sale of associates and joint ventures
Dividends received from AFS investments (net of withholding tax paid)
Interest received
Contribution from non-controlling interests
Advance payment for purchase of submarine cable capacity
Drawdown of prepaid submarine cable capacity
Partial proceeds from sale of assets and business to an associate
Withholding tax paid on intra-group interest income
268.0
(350.2)
(6.9)
(2.7)
(478.9)
396.9
91.5
1.8
5,080.2
5,243.3
(3.3)
993.3
(252.7)
(1.4)
919.8
(451.3)
5,817.5
5,710.4
(2,058.6)
(166.6)
(697.9)
(56.0)
-
(8.3)
10.0
337.4
87.1
3.0
41.6
2.8
-
-
-
(51.3)
(2,248.7)
(118.5)
-
(86.2)
(567.4)
(350.6)
14.6
0.2
15.3
15.2
29.8
-
(9.7)
18.4
567.4
(88.8)
27
27
Net cash outflow from investing activities
(2,556.8)
(2,809.0)
The accompanying notes on pages 105 to 192 form an integral part of these financial statements.
Independent Auditors’ report – page 93
102
CoNSolIDAtED StAtEmENt oF CASh FlowS
For the financial year ended 31 March 2013
Cash Flows From Financing Activities
Proceeds from term loans
Repayment of term loans
Proceeds from bond issue
Repayment of bonds
Proceeds from finance lease liabilites
Finance lease payments
Net (repayment of)/ proceeds from borrowings
Settlement of swaps for bonds repaid
Final dividend paid to shareholders of the Company
Interim dividend paid to shareholders of the Company
Special dividend paid to shareholders of the Company
Proceeds from issue of shares
Net interest paid on borrowings and swaps
Dividend paid to non-controlling interests
Unclaimed dividends
Purchase of performance shares
Net cash outflow from financing activities
Net decrease in cash and cash equivalents
Exchange effects on cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Note
2013
S$ Mil
2012
S$ Mil
3,806.2
(4,643.4)
-
-
76.4
(44.6)
(805.4)
-
(1,434.0)
(1,083.7)
-
1.8
(343.5)
(0.7)
-
(36.8)
(3,702.3)
(441.6)
6.2
1,346.4
911.0
3,867.5
(2,056.2)
2,008.6
(2,612.3)
12.0
(30.8)
1,188.8
(922.0)
(1,434.3)
(1,083.5)
(1,593.6)
9.4
(413.9)
(2.4)
7.3
(20.0)
(4,264.2)
(1,362.8)
(28.8)
2,738.0
1,346.4
15
The accompanying notes on pages 105 to 192 form an integral part of these financial statements.
Independent Auditors’ report – page 93
103
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
CoNSolIDAtED StAtEmENt oF CASh FlowS
For the financial year ended 31 March 2013
Note (1): Acquisition of subsidiaries
(a) Amobee Inc., GTW Holdings Private Limited and Pixable Inc.
During the financial year ended 31 March 2013, Singapore Telecommunications Limited (“SingTel”) acquired 100% of the
share capital of Amobee Inc. (“Amobee”), a premium provider of mobile advertising solutions, GTW Holdings Private Limited,
the owner of restaurant review portal HungryGoWhere, and Pixable Inc. (“Pixable”), a social photo aggregation service
provider, for US$321 million, S$12 million and US$27 million respectively. The fair values of the acquired identifiable net
assets and the net cash outflow on the acquisitions were as follows –
Identifiable intangible assets
Non-current assets
Cash and cash equivalents
Current assets (excluding cash and cash equivalents)
Total liabilities
Net assets acquired
Goodwill on acquisition of Amobee
Provisional goodwill on acquisition of Pixable
Total cash consideration
Less: Consideration unpaid as at 31 March 2013
Less: Cash and cash equivalents acquired
Net cash outflow
31 Mar 2013
S$ Mil
148.3
2.7
4.8
13.0
(22.7)
146.1
278.8
23.3
448.2
(36.2)
(4.8)
407.2
(b) Vividwireless Group Limited and Eatability Pty Limited
During the financial year ended 31 March 2013, Optus Mobile Pty Limited, a wholly-owned subsidiary of the Group,
acquired 100% of the share capital of Vividwireless Group Limited and Eatability Pty Limited for A$230 million and
A$6 million respectively. The fair values of identifiable net assets and the net cash outflow on the acquisitions were
as follows -
Identifiable intangible assets
Non-current assets
Cash and cash equivalents
Current assets (excluding cash and cash equivalents)
Total liabilities
Total cash consideration
Less: Consideration unpaid as at 31 March 2013
Less: Cash and cash equivalents acquired
Net cash outflow
31 Mar 2013
S$ Mil
263.9
62.3
8.1
3.8
(36.8)
301.3
(2.5)
(8.1)
290.7
Note (2): In October 2012, SingTel received a dividend distribution of S$145 million from NetLink Trust, a 100%-owned associate of SingTel,
which was offset against an amount due to NetLink Trust.
The accompanying notes on pages 105 to 192 form an integral part of these financial statements.
Independent Auditors’ report – page 93
104
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
These notes form an integral part of and should be read in conjunction with the accompanying financial statements.
1.
GENERAL
SingTel is domiciled and incorporated in Singapore and is publicly traded on the Singapore Exchange and Australian Stock Exchange.
The address of its registered office is 31 Exeter Road, Comcentre, Singapore 239732.
The principal activities of the Company consist of the operation and provision of telecommunications systems and services, and
investment holding. The principal activities of the subsidiaries are disclosed in Note 47.
Under a licence granted by the Info-communications Development Authority of Singapore (“IDA”), the Group had the exclusive
rights to provide fixed national and international telecommunications services through 31 March 2000 (with limited exceptions) and
public cellular mobile telephone services through 31 March 1997. From the expiry of the exclusive rights, the Group’s licences for
these telecommunications services continue on a non-exclusive basis to 31 March 2017.
In addition, the Group is licensed to offer Internet services and has also obtained frequency spectrum and licence rights from IDA
to install, operate and maintain 3G mobile communication systems and services respectively, as well as wireless broadband systems
and services. The Group also holds licences from the Media Development Authority of Singapore for the purpose of providing
subscription nationwide television services.
In Australia, Optus was granted telecommunication licences under the Telecommunications Act 1991. Pursuant to the
Telecommunications (Transitional Provisions and Consequential Amendments) Act 1997, the licences continued to have effect after
the deregulation of telecommunications in Australia in 1997. The licences do not have a finite term, but are of continuing operation
until cancelled under the Telecommunications Act 1997.
These financial statements were authorised and approved for issue in accordance with a Directors’ resolution dated 14 May 2013.
2.
SIGNIFICANT ACCOUNTING POLICIES
2.1
Basis of Accounting
The financial statements are prepared in accordance with Singapore Financial Reporting Standards (“FRS”) including related
interpretations, and the provisions of the Singapore Companies Act. They have been prepared under the historical cost convention,
except as disclosed in the accounting policies below.
The preparation of financial statements in conformity with FRS requires management to exercise its judgement in the process of
applying the Group’s accounting policies. It also requires the use of accounting estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the
reported amounts of revenues and expenses during the financial year. Although these estimates are based on management’s best
knowledge of current events and actions, actual results may ultimately differ from those estimates. Critical accounting estimates and
assumptions used that are significant to the financial statements, and areas involving a higher degree of judgement are disclosed in
Note 3.
The accounting policies have been consistently applied by the Group, and are consistent with those used in the previous financial
year. The adoption of the new or revised FRS and Interpretations to FRS (“INT FRS”) which are mandatory from 1 April 2012 has no
significant impact on the financial statements of the Group or the Company in the current financial year.
2.2
Group Accounting
The accounting policy for subsidiaries, associates and joint ventures in the Company’s financial statements is stated in Note 2.4. The
Group’s accounting policy on goodwill is stated in Note 2.15.1.
105
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
2.2
Group Accounting (Cont’d)
2.2.1 Subsidiaries
Subsidiaries are entities (including special purpose entities) controlled by the Group. Control exists when the Group has the power,
directly or indirectly, to govern the financial and operating policies of the entity, generally accompanying a shareholding of more
than one half of the voting rights. Subsidiaries are consolidated from the date that control commences until the date that control
ceases. All significant inter-company balances and transactions are eliminated on consolidation.
2.2.2 Associates
Associates are entities over which the Group has significant influence, and that is neither a subsidiary nor a joint venture. Significant
influence is the power to participate in the financial and operating policy decisions of the investee.
Investments in associates are accounted for in the consolidated financial statements using the equity method of accounting. Equity
accounting involves recording the investment in associates initially at cost, and recognising the Group’s share of the post-acquisition
results of associates in the consolidated income statement, and the Group’s share of post-acquisition reserve movements in reserves.
The cumulative post-acquisition movements are adjusted against the carrying amount of the investments in the consolidated
statement of financial position.
In the consolidated statement of financial position, investments in associates include goodwill on acquisition identified on
acquisitions completed on or after 1 April 2001, net of accumulated impairment losses. Goodwill is assessed for impairment as part
of the investment in associates.
When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including loans that are in fact
extensions of the Group’s investment, the Group does not recognise further losses, unless it has incurred or guaranteed obligations
in respect of the associate.
Unrealised gains resulting from transactions with associates are eliminated to the extent of the Group’s interest in the associate.
Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of
impairment.
2.2.3
Joint ventures
Joint ventures are entities over which the Group has contractual arrangements to jointly share the control with one or more parties,
and none of the parties involved has unilateral control over the entities’ economic activities.
The Group’s interest in joint ventures is accounted for in the consolidated financial statements using the equity method of
accounting.
In the consolidated statement of financial position, investments in joint ventures include goodwill on acquisition identified on
acquisitions completed on or after 1 April 2001, net of accumulated impairment losses. Goodwill is assessed for impairment as part
of the investment in joint ventures.
The Group’s interest in its unincorporated joint venture operations is accounted for by recognising the Group’s assets and liabilities
from the joint venture, as well as expenses incurred by the Group and the Group’s share of income earned from the joint venture, in
the consolidated financial statements.
Unrealised gains resulting from transactions with joint ventures are eliminated to the extent of the Group’s interest in the joint
venture. Unrealised losses are eliminated in the same way as unrealised gains, but only to the extent that there is no evidence of
impairment.
2.2.4 Dividends from associates and joint ventures
Dividends received from an associate or joint venture in excess of the Group’s carrying value of the equity accounted investee are
recognised as dividend income in the income statement where there is no legal or constructive obligation to refund the dividend
nor is there any commitment to provide financial support to the investee. Equity accounting is then suspended until the investee
has made sufficient profits to cover the income previously recognised for the excess cash distributions.
106
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
2.2
Group Accounting (Cont’d)
2.2.5 Special purpose entity
The Trust has been consolidated in the consolidated financial statements under INT FRS 12, Consolidation – Special Purpose Entities.
2.2.6 Business combinations
Business combinations are accounted for using the acquisition method on and after 1 April 2010. The consideration for each
acquisition is measured at the aggregate of the fair values of assets given, liabilities incurred and equity interests issued by the Group
and any contingent consideration arrangement at acquisition date. Acquisition-related costs, other than those associated with the
issue of debt or equity, are expensed as incurred.
Any contingent consideration payable is recognised at fair value at the acquisition date. If the contingent consideration is classified
as equity, it is not re-measured and settlement is accounted for within equity. Otherwise, subsequent changes to the fair value of the
contingent consideration are recognised in the income statement.
For business combinations that are achieved in stages, any existing equity interests in the acquiree entity are re-measured to their
fair values at acquisition date and any changes are taken to the income statement.
Non-controlling interests in subsidiaries represent the equity in subsidiaries which are not attributable, directly or indirectly, to the
shareholders of the Company, and are presented separately in the consolidated statement of comprehensive income, statement of
changes in equity and within equity in the consolidated statement of financial position. The Group elects for each individual business
combination whether non-controlling interests in the acquiree entity are recognised at fair value, or at the non-controlling interests’
proportionate share of the fair value of the acquiree entity’s identifiable net assets, at the acquisition date. Total comprehensive
income is attributed to non-controlling interests based on their respective interests in a subsidiary, even if this results in the
non-controlling interests having a debit balance.
Changes in the Group’s interest in subsidiaries that do not result in loss of control are accounted for as equity transactions.
When the Group loses control of a subsidiary, any interest retained in the former subsidiary is recorded at fair value with
re-measurement gain or loss recognised in the income statement.
2.3
Share Capital
Ordinary shares are classified as equity. Incremental costs directly attributable to the issuance of new equity shares are taken to
equity as a deduction, net of tax, from the proceeds.
When the Company purchases its own equity share capital, the consideration paid, including any directly attributable costs, is
recognised as ‘Treasury Shares’ within equity. When the shares are subsequently disposed, the realised gains or losses on disposal of
the treasury shares are included in ‘Other Reserves’ of the Company.
The Trust acquires shares in the Company from the open market for delivery to employees upon vesting of performance shares
awarded under SingTel performance share plans. Such shares are designated as ‘Treasury Shares’. In the consolidated financial
statements, the cost of unvested shares, including directly attributable costs, is recognised as ‘Treasury Shares’ within equity.
Upon vesting of the performance shares, the weighted average costs of the shares delivered to employees, whether held by
the Company or the Trust, are transferred to ‘Capital Reserve – Performance Shares’ within equity in the consolidated financial
statements.
2.4
Investments in Subsidiaries, Associates and Joint Ventures
In the Company’s statement of financial position, investments in subsidiaries, associates and joint ventures, including loans that
meet the definition of equity instruments, are stated at cost less accumulated impairment losses. Where an indication of impairment
exists, the carrying amount of the investment is assessed and written down immediately to its recoverable value. On disposal of
investments in subsidiaries, associates and joint ventures, the difference between the net disposal proceeds and the carrying amount
of the investment is recognised in the income statement of the Company.
107
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
2.5
Investments
Purchases and sales of investments are recognised on trade date, which is the date that the Group commits to purchase or sell the
investment.
2.5.1 AFS investments
AFS investments are initially recognised at fair value plus directly attributable transaction costs.
They are subsequently stated at fair value at the end of the reporting period, with all resulting gains and losses, including currency
translation differences, taken to ‘Fair Value Reserve’ within equity. AFS investments for which fair values cannot be reliably determined
are stated at cost less accumulated impairment losses.
When AFS investments are sold or impaired, the accumulated fair value adjustments in the ‘Fair Value Reserve’ are included in the
income statement.
A significant or prolonged decline in fair value below the cost is objective evidence of impairment. Impairment loss is computed
as the difference between the acquisition cost and current fair value, less any impairment loss previously recognised in the income
statement. Impairment losses recognised in the income statement on equity investments are not reversed through the income
statement until the equity investments are disposed.
2.6
Derivative Financial Instruments and Hedging Activities
Derivative financial instruments are initially recognised at fair value on the date the derivative contract is entered into and are
subsequently re-measured at their fair values at the end of each reporting period.
Derivative financial instrument is carried as an asset when the fair value is positive and as a liability when the fair value is negative.
Any gains or losses arising from changes in fair value are recognised immediately in the income statement, unless they qualify for
hedge accounting.
2.6.1 Hedge accounting
At the inception of a hedge relationship, the Group formally designates and documents the hedge relationship to which the Group
wishes to apply hedge accounting, as well as its risk management objectives and strategy for undertaking the hedge transactions.
The documentation includes identification of the hedging instrument, the hedged item or transaction, the nature of the risk being
hedged and how the entity will assess the hedging instrument’s effectiveness in offsetting the exposure to changes in the hedged
item’s fair value or cash flows attributable to the hedged risk. Such hedges are expected to be highly effective in achieving offsetting
changes in fair value or cash flows and are assessed on an ongoing basis to determine that they actually have been highly effective
throughout the financial reporting periods for which they are designated.
Fair value hedge
Designated derivative financial instruments that qualify for fair value hedge accounting are initially recognised at fair value on the
date that the contract is entered into. Changes in fair value of derivatives are recorded in the income statement together with any
changes in the fair value of the hedged items that are attributable to the hedged risks.
Hedge accounting is discontinued when the Group revokes the hedging relationship, the hedging instrument expires or is sold,
terminated, or exercised, or no longer qualifies for hedge accounting. The adjustment to the carrying amount of the hedged item
arising from the hedged risk is amortised to the income statement from that date.
Cash flow hedge
The effective portion of changes in the fair value of the designated derivative financial instruments that qualify as cash flow hedges
are recognised in ‘Other Comprehensive Income’. The gain or loss relating to the ineffective portion is recognised immediately in the
income statement. Amounts accumulated in the ‘Hedging Reserve’ are transferred to the income statement in the periods when the
hedged items affect the income statement.
108
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
2.6
Derivative Financial Instruments and Hedging Activities (Cont’d)
2.6.1 Hedge accounting (Cont’d)
Cash flow hedge (Cont’d)
Hedge accounting is discontinued when the Group revokes the hedging relationship, the hedging instrument expires or is sold,
terminated, or exercised, or no longer qualifies for hedge accounting. Any cumulative gain or loss deferred in equity at that time
remains in equity and is recognised when the forecast transaction is ultimately recognised in the income statement. When a forecast
transaction is no longer expected to occur, the cumulative gain or loss that was deferred in equity is recognised immediately in the
income statement.
Net investment hedge
Changes in the fair value of designated derivatives that qualify as net investment hedges, and which are highly effective, are
recognised in ‘Other Comprehensive Income’ in the consolidated financial statements and the amount accumulated in ‘Currency
Translation Reserve’ are transferred to the consolidated income statement in the period when the foreign operation is disposed.
In the Company’s financial statements, the gain or loss on the financial instrument used to hedge a net investment in a foreign
operation of the Group is recognised in the income statement.
The Group has entered into the following derivative financial instruments to hedge its risks, namely -
Cross currency swaps and interest rate swaps are fair value hedges for the interest rate risk and cash flow hedges for the currency
risk arising from the Group's issued bonds. The swaps involve the exchange of principal and floating or fixed interest receipts in the
foreign currency in which the issued bonds are denominated, for principal and floating or fixed interest payments in the Group's
functional currency.
Certain cross currency swaps related to net investment hedges for the foreign currency exchange risk on its Australia operations.
Forward foreign exchange contracts are cash flow hedges for the Group's exposure to foreign currency exchange risks arising from
forecasted or committed expenditure.
2.7
Fair Value Estimation of Financial Instruments
Fair value is defined as the amount at which the instrument could be exchanged in a current transaction between knowledgeable
willing parties in arm’s length transaction, other than in a forced or liquidation sale.
The following methods and assumptions are used to estimate the fair value of each class of financial instrument -
Bank balances, receivables and payables, current borrowings
The carrying amounts approximate fair values due to the relatively short term maturity of these instruments.
Quoted and unquoted investments
The fair value of investments traded in active markets is based on the market quoted mid-price (average of offer and bid price) or the
mid-price quoted by the market maker at the close of business at the end of the reporting period.
The fair values of unquoted investments are determined by using valuation techniques. These include the use of recent arm’s
length transactions, reference to current market value of another instrument which is substantially the same or discounted cash
flow analysis.
Cross currency and interest rate swaps
The fair value of a cross currency or an interest rate swap is the estimated amount that the swap contract can be exchanged for
or settled with under normal market conditions. This fair value can be estimated using the discounted cash flow method where
the future cash flows of the swap contract are discounted at the prevailing market foreign exchange rates and interest rates.
Market interest rates are actively quoted interest rates or interest rates computed by applying techniques to these actively quoted
interest rates.
109
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
2.7
Fair Value Estimation of Financial Instruments (Cont’d)
Forward foreign currency contracts
The fair value of forward foreign exchange contracts is determined using forward exchange market rates for contracts with similar
maturity profiles at the end of the reporting period.
Non-current borrowings
For disclosure purposes, the fair value of non-current borrowings which are traded in active markets is based on the market quoted
ask price. For other non-current borrowings, the fair values are based on valuation provided by service providers or estimated by
discounting the future contractual cash flows using a discount rate based on the borrowing rates which the Group expects would
be available at the end of the reporting period.
2.8
Financial Guarantee Contracts
Financial guarantees issued by the Company prior to 1 April 2010 are recorded initially at fair values plus transactions costs and
amortised in the income statement over the period of the guarantee. Financial guarantees issued by the Company on or after
1 April 2010 are directly charged to the subsidiary as guarantee fees based on fair values.
2.9
Trade and Other Receivables
Trade and other receivables, including loans given by the Company to subsidiaries, associates and joint ventures, are recognised
initially at fair values and, other than those that meet the definition of equity instruments, are subsequently measured at amortised
cost using the effective interest method, less allowance for impairment.
An allowance for impairment of trade and other receivables is established when there is objective evidence that the Group will not
be able to collect all amounts due according to the original terms of the debts. Loss events include financial difficulty or bankruptcy
of the debtor, significant delay in payments and breaches of contracts. The impairment loss, measured as the difference between
the debt’s carrying amount and the present value of estimated future cash flows discounted at the original effective interest rate,
is recognised in the income statement. When the debt becomes uncollectible, it is written off against the allowance account.
Subsequent recoveries of amounts previously written off are recognised in the income statement.
2.10
Trade and Other Payables
Trade and other payables are initially recognised at fair value and subsequently measured at amortised cost using the effective
interest method.
2.11
Borrowings
Borrowings are initially recognised at fair value of the consideration received less directly attributable transaction costs. After
initial recognition, unhedged borrowings are subsequently stated at amortised cost using the effective interest method. Hedged
borrowings are accounted for in accordance with the accounting policies set out in Note 2.6.1.
2.12
Cash and Cash Equivalents
For the purpose of the consolidated statement of cash flows, cash and cash equivalents comprise cash on hand, balances with banks
and fixed deposits with original maturity of mainly three months or less, net of bank overdrafts which are repayable on demand and
which form an integral part of the Group’s cash management.
Bank overdrafts are included under borrowings in the statement of financial position.
110
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
2.13
Foreign Currencies
2.13.1 Functional and presentation currency
Items included in the financial statements of each entity in the Group are measured using the currency of the primary economic
environment in which the entity operates (the “functional currency”). The statement of financial position and statement of changes
in equity of the Company and consolidated financial statements of the Group are presented in Singapore Dollar, which is the
functional and presentation currency of the Company and the presentation currency of the Group.
2.13.2 Transactions and balances
Transactions in a currency other than the functional currency (“foreign currency”) are translated into the functional currency at the
exchange rates prevailing at the date of the transactions. Monetary assets and liabilities denominated in foreign currencies at the
end of the reporting period are translated at exchange rates ruling at that date. Foreign exchange differences arising from translation
are recognised in the income statement.
2.13.3 Translation of foreign operations’ financial statements
In the preparation of the consolidated financial statements, the assets and liabilities of foreign operations are translated to Singapore
Dollar at exchange rates ruling at the end of the reporting period except for share capital and reserves which are translated at
historical rates of exchange (see Note 2.13.4 for translation of goodwill and fair value adjustments).
Income and expenses in the income statement are translated using either the average exchange rates for the month or year, which
approximate the exchange rates at the dates of the transactions. All resulting translation differences are taken directly to ‘Other
Comprehensive Income’.
On loss of control of a subsidiary, loss of significant influence of an associate or loss of joint control of a joint venture, the accumulated
translation differences relating to that foreign operation are reclassified from equity to the consolidated income statement as part of
gain or loss on disposal.
On partial disposal where there is no loss of control of a subsidiary, the accumulated translation differences relating to the disposal are
reclassified to non-controlling interests. For partial disposals of associates or joint ventures, the accumulated translation differences
relating to the disposal are taken to the consolidated income statement.
2.13.4 Translation of goodwill and fair value adjustments
Goodwill and fair value adjustments arising on the acquisition of foreign entities completed on or after 1 April 2005 are treated
as assets and liabilities of the foreign entities and are recorded in the functional currencies of the foreign entities and translated
at the exchange rates prevailing at the end of the reporting period. However, for acquisitions of foreign entities completed prior
to 1 April 2005, goodwill and fair value adjustments continue to be recorded at the exchange rates at the respective dates of
the acquisitions.
2.13.5 Net investment in a foreign entity
The exchange differences on loans from the Company to its subsidiaries, associates or joint ventures which form part of the
Company’s net investment in the subsidiaries, associates or joint ventures are included in ‘Currency Translation Reserve’. On disposal
of the foreign entity, the accumulated exchange differences deferred in the ‘Currency Translation Reserve’ are reclassified to the
consolidated income statement in a similar manner as described in Note 2.13.3.
2.14
Provisions
A provision is recognised when there is a present legal or constructive obligation as a result of past events, it is probable that an
outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate of the amount
can be made of the amount of the obligation. No provision is recognised for future operating losses.
The provision for liquidated damages in respect of information technology contracts is made based on management’s best estimate
of the anticipated liability.
Provisions are reviewed at the end of each reporting period and adjusted to reflect the current best estimate.
111
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
2.15
Intangible Assets
2.15.1 Goodwill
Goodwill on acquisition of subsidiaries on and after 1 April 2010 represents the excess of the consideration transferred, the recognised
amount of any non-controlling interest in the acquiree entity and the fair value of any previous equity interest in the acquiree entity
over the fair value of the net identifiable assets acquired, including contingent liabilities, at the acquisition date. Such goodwill is
recognised separately as intangible asset and stated at cost less accumulated impairment losses.
Acquisitions completed prior to 1 April 2001
Goodwill on acquisitions of subsidiaries, associates and joint ventures completed prior to 1 April 2001 had been adjusted in full
against ‘Other Reserves’ within equity. Such goodwill has not been retrospectively capitalised and amortised.
The Group also had acquisitions where the costs of acquisition were less than the fair value of identifiable net assets acquired. Such
differences (negative goodwill) were adjusted against ‘Other Reserves’ in the year of acquisition.
Goodwill which has been previously taken to ‘Other Reserves’, is not taken to income statement when the entity is disposed of or
when the goodwill is impaired.
Acquisitions completed on or after 1 April 2001
Prior to 1 April 2004, goodwill on acquisitions of subsidiaries, associates and joint ventures completed on or after 1 April 2001 was
capitalised and amortised on a straight-line basis in the consolidated income statement over its estimated useful life of up to 20
financial years. In addition, goodwill was assessed for indications of impairment at the end of each reporting period.
Since 1 April 2004, goodwill is no longer amortised but is tested annually for impairment or whenever there is an indication of
impairment (see Note 2.16). The accumulated amortisation for goodwill as at 1 April 2004 had been eliminated with a corresponding
decrease in the capitalised goodwill.
Bargain purchase gain is recognised directly in the consolidated income statement.
Gains or losses on disposal of subsidiaries, associates and joint ventures include the carrying amount of capitalised goodwill relating
to the entity sold.
2.15.2 Other intangible assets
Expenditure on telecommunication and spectrum licences is capitalised and amortised using the straight-line method over their
estimated useful lives of 12 to 25 years.
Other intangible assets which are acquired in business combinations are carried at fair values at the date of acquisition, and
amortised on a straight-line basis over the period of the expected benefits. Customer relationships or customer contracts, brand,
and technology have estimated useful lives of 5 to 10 years. Other intangible assets are stated at cost less accumulated amortisation
and accumulated impairment losses.
2.16
Impairment of Non-financial Assets
Goodwill on acquisition of subsidiaries, which has an indefinite useful life, is subject to annual impairment test or more frequently
tested for impairment if events or changes in circumstances indicate that it might be impaired. Goodwill is not amortised
(see Note 2.15.1).
Other intangible assets of the Group, which have definite useful lives and are subject to amortisation, as well as property, plant
and equipment and investments in subsidiaries, associates and joint ventures, are reviewed at the end of each reporting period to
determine whether there is any indicator for impairment, or whenever events or changes in circumstances indicate that the carrying
amount may not be recoverable. If any such indication exists, the assets’ recoverable amounts are estimated.
For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash
flows (cash-generating units).
112
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
2.16
Impairment of Non-financial Assets (Cont’d)
An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The
recoverable amount is the higher of the asset’s fair value less costs to sell and value-in-use.
An impairment loss for an asset, other than goodwill on acquisition of subsidiaries, 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. Impairment loss
on goodwill on acquisition of subsidiaries is not reversed in the subsequent period.
2.17
Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is determined on the weighted average basis. Net realisable
value is the estimated selling price in the ordinary course of business, less the estimated cost of completion and selling expenses.
Work-in-progress is stated at costs less progress payments received and receivable on uncompleted information technology and
engineering services, and fibre rollout. Costs include third party hardware and software costs, direct labour and other direct expenses
attributable to the project activity and associated profits recognised on projects-in-progress. When it is probable that total contract
costs will exceed total contract revenue, the expected loss is recognised as an expense immediately.
Work-in-progress is presented in the consolidated statement of financial position as “Work-in-progress” (as a current asset) or “Excess
of progress billings over work-in-progress” (as a current liability) as applicable.
2.18
Property, Plant and Equipment
Property, plant and equipment are stated at cost less accumulated depreciation and accumulated impairment losses, where
applicable. The cost of self-constructed assets includes the cost of material, direct labour, capitalised borrowing costs and an
appropriate proportion of production overheads.
Depreciation is calculated on a straight-line basis to write off the cost of the property, plant and equipment over their expected
useful lives. Property, plant and equipment under finance leases are depreciated over the shorter of the lease term or useful life.
The estimated useful lives are as follows -
Buildings
Transmission plant and equipment
Switching equipment
Other plant and equipment
No. of years
5 - 40
5 - 25
3 - 10
3 - 20
Other plant and equipment consist mainly of motor vehicles, office equipment, and furniture and fittings.
No depreciation is provided on freehold land, long-term leasehold land with a remaining lease period of more than 100 years and
capital work-in-progress. Leasehold land with a remaining lease period of 100 years or less is depreciated in equal installments over
its remaining lease period.
In respect of capital work-in-progress, assets are depreciated from the month the asset is completed and held ready for use.
Costs to acquire computer software which are an integral part of the related hardware are capitalised and recognised as assets and
included in property, plant and equipment when it is probable that the costs will generate economic benefits beyond one year and
the costs are associated with identifiable software products which can be reliably measured by the Group.
113
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
2.18
Property, Plant and Equipment (Cont’d)
The cost of property, plant and equipment includes expenditure that is directly attributable to the acquisition of the items.
Dismantlement, removal or restoration costs are included as part of the cost if the obligation for dismantlement, removal or
restoration is incurred as a consequence of acquiring or using the asset. Costs may also include transfers from equity of any gains or
losses on qualifying cash flow hedges of foreign currency purchases of property, plant and equipment. Subsequent expenditure is
included in the carrying amount of an asset when it is probable that future economic benefits, in excess of the originally assessed
standard of performance of the existing asset, will flow to the Group.
The residual values and useful lives of property, plant and equipment are reviewed, and adjusted as appropriate, at the end of each
reporting period.
On disposal of property, plant and equipment, the difference between the disposal proceeds and its carrying value is taken to the
income statement.
2.19
Leases
2.19.1 Finance leases
Finance leases are those leasing agreements which effectively transfer to the Group substantially all the risks and benefits incidental
to ownership of the leased items. Assets financed under such leases are treated as if they had been purchased outright at the
lower of fair value and present value of the minimum lease payments and the corresponding leasing commitments are shown as
obligations to the lessors.
Lease payments are treated as consisting of capital repayments and interest elements. Interest is charged to the income statement
over the period of the lease to produce a constant rate of charge on the balance of capital repayments outstanding.
2.19.2 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. Operating lease payments are recognised as expenses in the income statement on a straight-line basis over the
period of the lease.
2.19.3 Sales of network capacity
Sales of network capacity are accounted as finance leases where -
(i)
(ii)
(iii)
(iv)
(v)
the purchaser’s right of use is exclusive and irrevocable;
the asset is specific and separable;
the terms of the contract are for the major part of the asset’s economic useful life;
the attributable costs or carrying value can be measured reliably; and
no significant risks are retained by the Group.
Sales of network capacity that do not meet the above criteria are accounted for as operating leases.
2.19.4 Gains or losses from sale and leaseback
Gains on sale and leaseback transactions resulting in finance leases are deferred and amortised over the lease term on a straight-line
basis, while losses are recognised immediately in the income statement.
Gains and losses on sale and leaseback transactions established at fair value which resulted in operating leases are recognised
immediately in the income statement.
2.19.5 Capacity Swaps
The Group may exchange network capacity with other capacity or service providers. The exchange is regarded as a transaction
which generates revenue unless the transaction lacks commercial substance or the fair value of neither the capacity received nor
the capacity given up is reliably measurable.
114
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
2.20
Revenue Recognition
Revenue for the Group is recognised based on fair value for sale of goods and services rendered, net of goods and services tax,
rebates and discounts, and after eliminating sales within the Group. Revenue includes the gross income received and receivable
from revenue sharing arrangements entered into with overseas telecommunication companies in respect of traffic exchanged. For
device repayment plans, the consideration is allocated to its separate revenue-generating activities based on the best estimate of
the price of each activity in the arrangement. Handsets are accounted for in accordance with the sale of equipment accounting
policy (see below) of the Group. As the service credits under the device repayment plans are provided over time for services, they
are recorded as a reduction of subscription revenue.
For prepaid cards which have been sold, provisions for unearned revenue are made for services which have not been rendered
as at the end of the reporting period. Expenses directly attributable to the unearned revenue are deferred until the revenue
is recognised.
Revenue from the provision of information technology and engineering services, and fibre rollout are recognised based on the
percentage of completion of the projects using cost-to-cost basis. Revenue from information technology and engineering services
where the services involve substantially the procurement of computer equipment and third party software for installation is
recognised upon full completion of the project.
Revenue from the sale of equipment is recognised upon the transfer of significant risks and rewards of ownership of the goods to
the customer which generally coincides with delivery and acceptance of the goods sold.
Dividend income is recorded gross in the income statement when the right to receive payment is established.
Interest income is recognised on a time proportion basis using the effective interest method.
Rental income from operating leases is recognised on a straight-line basis over the term of the lease.
2.21
Employees’ Benefits
2.21.1 Defined contribution plans
Defined contribution plans are post-employment benefit plans under which the Group pays fixed contributions into separate
entities such as the Central Provident Fund. The Group has no legal or constructive obligation to pay further contributions if any of
the funds does not hold sufficient assets to pay all employee benefits relating to employee services in the current and preceding
financial years.
The Group’s contributions to the defined contribution plans are recognised in the income statement as expenses in the financial year
to which they relate.
2.21.2 Employees’ leave entitlements
Employees’ entitlements to annual leave and long service leave are recognised when they accrue to employees. A provision is made
for the estimated liability of annual leave and long service leave as a result of services rendered by employees up to the end of the
reporting period.
2.21.3 Share-based compensation
Performance shares
The performance share plans of the Group are accounted for either as equity-settled share-based payments or cash-settled share-
based payments. Equity-settled share-based payments are measured at fair value at the date of grant, whereas cash-settled share-
based payments are measured at current fair value at the end of each reporting period. The performance share expense is amortised
and recognised in the income statement on a straight-line basis over the vesting period.
At the end of each reporting period, the Group revises its estimates of the number of performance shares that the participants are
expected to receive based on non-market vesting conditions. The difference is charged or credited to the income statement, with a
corresponding adjustment to equity or liability for equity-settled and cash-settled share-based payments respectively.
115
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
2.21
Employees’ Benefits (Cont’d)
2.21.3 Share-based compensation (Cont’d)
Performance shares (Cont’d)
The dilutive effects of the SingTel performance share plans are reflected as additional share dilution in the computation of diluted
earnings per share.
Share options
As the share options were granted before 22 November 2002, FRS 102, Share-based Payment, is not applicable. No compensation
expense is recognised for the outstanding share options under the share option schemes.
The proceeds received, net of any directly attributable transaction costs, from the exercise of share options are credited to
‘Share Capital’.
The share options expired in May 2012.
2.22
Borrowing Costs
Borrowing costs include interest, amortisation of discounts or premiums relating to borrowings, amortisation of ancillary costs
incurred in arranging borrowings, and finance lease charges. Borrowing costs are generally expensed as incurred, except to the
extent that they are capitalised if they are directly attributable to the acquisition, construction, or production of a qualifying asset.
2.23
Customer Acquisition Costs
Customer acquisition costs, including related sales and promotion expenses and activation commissions, are expensed as incurred.
2.24
Pre-incorporation Expenses
Pre-incorporation expenses are expensed as incurred.
2.25 Government Grants
Grants in recognition of specific expenses are recognised in the income statement over the periods necessary to match them with
the relevant expenses they are intended to compensate. Grants related to depreciable assets are deferred and recognised in the
income statement over the period in which such assets are depreciated and used in the projects subsidised by the grants.
2.26
Exceptional Items
Exceptional items refer to items of income or expense within the income statement from ordinary activities that are of such size,
nature or incidence that their separate disclosure is considered necessary to explain the performance for the financial year.
116
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
2.27 Deferred Taxation
Deferred taxation is provided in full, using the liability method, on all temporary differences at the end of the reporting period
between the tax bases of assets and liabilities and their carrying amounts in the financial statements. However, if the deferred
income tax arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time
of the transaction affects neither accounting nor taxable profit or loss, it is not accounted for. Deferred income tax is also not
recognised for goodwill which is not deductible for tax purposes. The amount of deferred tax provided is based on the expected
manner of realisation or settlement of the carrying amount of assets and liabilities, using tax rates (and laws) enacted or substantively
enacted in countries where the Company and subsidiaries operate by, at the end of the reporting period.
Deferred tax liabilities are provided on all taxable temporary differences arising on investments in subsidiaries, associates and joint
ventures, except where the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary
difference will not reverse in the foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences and carry forward of unutilised tax losses, to the extent
that it is probable that future taxable profit will be available against which the deductible temporary differences and carry forward
of unused losses can be utilised.
At the end of each reporting period, the Group re-assesses unrecognised deferred tax assets and the carrying amount of deferred
tax assets. The Group recognises a previously unrecognised deferred tax asset to the extent that it is probable that future taxable
profit will allow the deferred tax asset to be recovered. The Group conversely reduces the carrying amount of a deferred tax asset to
the extent that it is no longer probable that sufficient future taxable profit will be available to allow the benefit of all or part of the
deferred tax asset to be utilised.
Current and deferred tax are charged or credited directly to equity if the tax relates to items that are credited or charged, in the same
or different period, directly to equity.
2.28 Dividends
Interim dividends are recorded in the financial year in which they are declared payable. Final dividends are recorded in the financial
year in which the dividends are approved by the shareholders.
2.29
Segment Reporting
Operating segment is identified as the component of the Group that is regularly reviewed by the chief operating decision maker in
order to allocate resources to the segment and to assess its performance.
2.30 Non-current Assets (or Disposal Groups) Held for Sale
Non-current assets (or disposal groups) are classified as assets held for sale and stated at the lower of carrying amount and fair value
less costs to sell if their carrying amounts are recovered principally through sale transactions rather than through continuing use.
117
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
3.
CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
FRS 1, Presentation Of Financial Statements, requires disclosure of the judgements management has made in the process of applying
the accounting policies that have the most impact on the amounts recognised in the financial statements. It also requires disclosure
about the key assumptions concerning the future, and other key sources of estimation uncertainty at the end of the reporting
period, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next
financial year. The estimates and assumptions are based on historical experience and other factors that are considered relevant.
Actual results may differ from these estimates.
The following presents a summary of the critical accounting estimates and judgements -
3.1
Impairment Reviews
The accounting policies for impairment of non-financial assets are stated in Note 2.16.
During an impairment review, the Group assesses whether the carrying amount of an asset or cash-generating unit exceeds its
recoverable amount. Recoverable amount is defined as the higher of an asset’s or cash generating unit’s fair value less costs to sell
and its value-in-use. In making this judgement, the Group evaluates the value-in-use which is supported by the net present value of
future cash flows derived from such assets using cash flow projections which have been discounted at an appropriate rate.
Forecasts of future cash flows are based on the Group’s estimates using historical, sector and industry trends, general market and
economic conditions, changes in technology and other available information.
The assumptions used by management to determine the value-in-use calculations of goodwill on acquisition of subsidiaries, and
carrying values of associates and joint ventures are stated in Note 24.
3.2
Impairment of Trade Receivables
The Group assesses at the end of each reporting period whether there is objective evidence that trade receivables have been
impaired. Impairment loss is calculated based on a review of the current status of existing receivables and historical collections
experience. Such provisions are adjusted periodically to reflect the actual and anticipated experience.
3.3
Estimated Useful Lives of Property, Plant and Equipment
The Group reviews annually the estimated useful lives of property, plant and equipment based on factors such as business plans
and strategies, expected level of usage and future technological developments. It is possible that future results of operations could
be materially affected by changes in these estimates brought about by changes in the factors mentioned above. A reduction in the
estimated useful lives of property, plant and equipment would increase the recorded depreciation and decrease the carrying value
of property, plant and equipment.
3.4
Investment in NetLink Trust
Based on facts and circumstances as disclosed in Note 27, although the Company holds 100% of the units in NetLink Trust, the
Company does not control but has significant influence in the trust in accordance with FRS 28, Investments in Associates. Therefore,
NetLink Trust has been accounted for as an associate of the Group.
118
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
3.5
Taxation
3.5.1 Deferred tax asset
The Group reviews the carrying amount of deferred tax asset at the end of each reporting period. Deferred tax asset is recognised to
the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised. This
involves judgement regarding the future financial performance of the particular legal entity or tax group in which the deferred tax
asset has been recognised.
3.5.2
Income taxes
The Group is subject to income taxes in numerous jurisdictions. Judgement is involved in determining the group-wide 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 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.
3.6
Share-based Payments
Equity-settled share-based payments are measured at fair value at the date of grant, whereas cash-settled share-based payments
are measured at current fair value at the end of each reporting period. In addition, the Group revises the estimated number
of performance shares that participants are expected to receive based on non-market vesting conditions at the end of each
reporting period.
The assumptions of the valuation model used to determine fair values are set out in Note 5.3.
3.7
Contingent Liabilities
The Group consults with its legal counsel on matters related to litigation, and other experts both within and outside the Group with
respect to matters in the ordinary course of business.
As at 31 March 2013, the Group was involved in various legal proceedings where it has been vigorously defending its claims as
disclosed in Note 42.
119
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
4.
OPERATING REVENUE
Mobile communications
Data and Internet
Information technology and engineering
- infrastructure services and business solutions
- fibre rollout
National telephone
Sale of equipment
International telephone
Pay television
Digital business
Others
Operating revenue
Operating revenue
Other income (see Note 6)
Interest and investment income (see Note 10)
Total revenue
Group
2013
S$ Mil
7,836.6
3,506.1
2,023.0
117.4
2,140.4
1,723.3
1,485.7
759.5
217.9
111.2
402.3
2012
S$ Mil
8,145.3
3,577.2
1,888.7
178.4
2,067.1
1,850.7
1,705.6
818.1
205.2
58.7
397.4
18,183.0
18,825.3
18,183.0
116.8
52.3
18,825.3
103.2
63.7
18,352.1
18,992.2
120
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
5.
OPERATING EXPENSES
Selling and administrative costs (1)
Traffic expenses
Staff costs
Cost of equipment sold
Repairs and maintenance
Other cost of sales
Group
2013
S$ Mil
4,580.1
2,848.0
2,346.6
2,053.3
332.3
939.7
2012
S$ Mil
4,824.9
3,092.4
2,312.6
2,200.8
328.8
950.3
13,100.0
13,709.8
Note:
(1)
Included mobile and broadband subscriber acquisition and retention costs, supplies and services, as well as rentals of properties and mobile
base stations.
5.1
Staff Costs
Staff costs included the following -
Contributions to defined contribution plans
Performance share expense
- equity-settled arrangements
- cash-settled arrangements
Group
2013
S$ Mil
2012
S$ Mil
215.2
233.2
24.2
20.7
25.8
9.9
121
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
5.2
Key Management Personnel Compensation
Key management personnel compensation (1)
Executive director (2)
Other key management personnel (3)
Directors' fees
Group
2013
S$ Mil
2012
S$ Mil
4.6
10.6
15.2
2.0
17.2
4.9
13.1
18.0
2.0
20.0
Notes:
(1) Comprise base salary, annual wage supplement, bonus, contributions to defined contribution plans and other cash benefits, but exclude
performance share expense disclosed below.
(2) The Group Chief Executive Officer, an executive director of SingTel, was awarded up to 1,392,008 (2012: 1,668,121) ordinary shares of SingTel
pursuant to SingTel performance share plans during the year, subject to certain performance criteria including other terms and conditions
being met. The performance share expense computed in accordance with FRS 102, Share-based Payment, was S$4.3 million (2012: S$3.4 million).
(3) The other key management personnel of the Group comprise the Group Chief Financial Officer, and the Chief Executive Officers of Group
Consumer, Group Enterprise and Group Digital L!fe. In the previous financial year ended 31 March 2012, the other key management personnel
of the Group comprised members of SingTel’s Management Committee.
The other key management personnel were awarded up to 3,026,460 (2012: 3,963,948) ordinary shares of SingTel pursuant to SingTel
performance share plans during the year, subject to certain performance criteria including other terms and conditions being met. The
performance share expense computed in accordance with FRS 102, Share-based Payment, was S$8.0 million (2012: S$7.7 million).
5.3
Share-based Payments
5.3.1 Share options
The Singapore Telecom Share Option Scheme 1999 was suspended with the implementation of the SingTel Executives’
Performance Share Plan. The share options granted continued to vest according to the terms and conditions of the scheme and the
respective grants.
Number of
share options
Weighted average
exercise price
per share
Group and Company
Outstanding as at 1 April
Cancelled
Exercised
Outstanding and exercisable as at 31 March
2013
‘000
1,499
(167)
(1,332)
-
2012
‘000
8,619
(598)
(6,522)
1,499
The outstanding share options have the following exercise prices -
S$1.30 to S$1.49
Weighted average remaining validity life
122
2013
S$
1.31
1.31
1.31
NA
2013
‘000
2012
S$
1.48
1.55
1.45
1.31
2012
‘000
-
-
1,499
2.0 months
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
5.3.2 Performance share plans
Prior to 1 April 2012, two categories of awards – General Awards and Senior Management Awards – were given to selected
employees of SingTel and its subsidiaries on an annual basis. The grants are conditional on the achievement of targets set for a three-
year performance period. The performance shares will only be released to the recipients at the end of the qualifying performance
period. The final number of performance shares will depend on the level of achievement of the targets over the three-year
performance period.
The General Awards are generally settled by delivery of SingTel shares, while the Senior Management Awards are settled by SingTel
shares or cash, at the option of the recipient.
With effect from 1 April 2012, the General Awards and Senior Management Awards are no longer given. Instead, Restricted Share
Awards and Performance Share Awards are given to selected employees of SingTel and its subsidiaries. The awards are conditional
upon the achievement of predetermined performance targets over the performance period, which is two years for the Restricted
Share Awards and three years for the Performance Share Awards. Both awards are generally settled by delivery of SingTel shares, with
the awards for certain senior employees to be settled by SingTel shares or cash, at the option of the recipient.
Additionally, early vesting of the performance shares can also occur under special circumstances approved by the Executive Resource
and Compensation Committee such as retirement, redundancy, illness and death while in employment.
Though the performance shares are awarded by SingTel, the respective subsidiaries bear all costs and expenses in any way arising
out of, or connected with, the grant and vesting of the awards to their employees.
The fair value of the performance shares are estimated using a Monte-Carlo simulation methodology at the measurement dates,
which are grant dates for equity-settled awards, and at the end of the reporting period for cash-settled awards.
General Awards
The movements of the number of performance shares for the General Awards during the financial year were as follows -
Group and Company
2013
Date of grant
SingTel PSP 2003
FY2010 (1)
3 Jun 2009
Sep 2009 to Mar 2010
FY2011
3 Jun 2010
Sep 2010 to Mar 2011
FY2012
2 Jun 2011
Sep 2011 to Mar 2012
Note:
(1) “FY2010” denotes financial year ended 31 March 2010.
Outstanding
as at
1 April 2012
‘000
Vested
‘000
Cancelled
‘000
Outstanding
and unvested
as at
31 March 2013
‘000
18,588
177
17,769
616
20,501
229
(11,540)
(111)
-
-
-
-
57,880
(11,651)
(7,048)
(66)
(836)
(226)
(1,099)
-
(9,275)
-
-
16,933
390
19,402
229
36,954
123
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
5.3.2 Performance share plans (Cont’d)
Group and Company
2012
Date of grant
FY2009
4 Jun 2008
Sep 2008 to Mar 2009
FY2010
3 Jun 2009
Sep 2009 to Mar 2010
FY2011
3 Jun 2010
Sep 2010 to Mar 2011
FY2012
2 Jun 2011
Sep 2011 to Mar 2012
Outstanding
as at
1 April 2011
‘000
Granted
‘000
Vested
‘000
Cancelled
‘000
Outstanding
and unvested
as at
31 March 2012
‘000
12,097
1,065
19,599
191
18,910
696
-
-
52,558
-
-
-
-
-
-
21,662
229
21,891
(1,484)
(133)
(10,613)
(932)
-
-
-
-
(19)
-
(1,011)
(14)
(1,141)
(80)
(1,142)
-
(1,636)
(14,933)
-
-
18,588
177
17,769
616
20,501
229
57,880
124
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
5.3.2 Performance share plans (Cont’d)
The fair values of the significant General Awards at grant date and the assumptions of the fair value model for the equity-settled
grants were as follows -
General Awards
Fair value at grant date
Assumptions under Monte-Carlo Model
Expected volatility
SingTel
MSCI Asia Pacific Telco Index
MSCI Asia Pacific Telco Component Stocks
Historical volatility period
From
To
Risk free interest rates
Yield of Singapore Government Securities on
Date of grant
SingTel PSP 2003
3 June 2010
2 June 2011
S$1.53
S$1.81
33.4%
22.7%
30.3%
19.3%
July 2001
June 2010
July 2001
June 2011
3 June 2010
2 June 2011
125
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
5.3.2 Performance share plans (Cont’d)
Senior Management Awards - cash-settled arrangements
The movements of the number of performance shares under the Senior Management Awards, the fair value of the grants at the end
of the reporting period and the assumptions of the fair value model for the relevant grants were as follows -
2013
3 June 2009
3 June 2010
2 June 2011
Date of grant
SingTel PSP 2003
Senior Management Awards
Number of performance shares (‘000)
Outstanding as at 1 April 2012
Vested
Cancelled
Outstanding and unvested as at
31 March 2013
Fair value at 31 March 2013
Assumptions under Monte-Carlo Model
Expected volatility
SingTel
MSCI Asia Pacific Telco Index
MSCI Asia Pacific Telco Component Stocks
Risk free interest rates
2,919
(1,897)
(1,022)
-
3,168
-
(20)
3,148
S$3.59
2,922
-
-
2,922
S$3.40
17.9%
11.2%
17.9%
11.2%
800 days historical volatility
preceding March 2013
Yield of Singapore Government Securities on
31 March 2013
31 March 2013
Group
And
Company
9,009
(1,897)
(1,042)
6,070
126
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
5.3.2 Performance share plans (Cont’d)
2012
4 June 2008
3 June 2009
3 June 2010
2 June 2011
Date of grant
SingTel PSP 2003
Senior Management Awards
Number of performance shares (‘000)
Outstanding as at 1 April 2011
Granted
Cancelled
Outstanding and unvested as at
31 March 2012
Fair value at 31 March 2012
Assumptions under Monte-Carlo Model
Expected volatility
SingTel
MSCI Asia Pacific Telco Index
MSCI Asia Pacific Telco Component Stocks
Risk free interest rates
1,990
-
(1,990)
-
2,919
-
-
2,919
S$3.12
3,168
-
-
3,168
S$2.45
-
2,922
-
2,922
S$2.75
22.1%
22.1%
12.9%
12.9%
800 days historical volatility
preceding March 2012
Yield of Singapore Government Securities on
31 March 2012
31 March 2012
Group
And
Company
8,077
2,922
(1,990)
9,009
127
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
5.3.2 Performance share plans (Cont’d)
Restricted Share Awards
The movements of the number of performance shares for the Restricted Share Awards during the financial year were as follows -
Group and Company
Date of grant
FY2013
26 Jun 2012
Oct 2012 to Mar 2013
Granted
‘000
Cancelled
‘000
Outstanding
and unvested
as at
31 March 2013
‘000
5,561
69
5,630
(240)
-
(240)
5,321
69
5,390
The fair values of the Restricted Share Awards and the assumptions of the fair value model for the grants were as follows -
Fair value at grant date
Fair value at 31 March 2013
Assumptions under Monte-Carlo Model
Expected volatility
SingTel
MSCI Asia Pacific Telco Index
MSCI Asia Pacific Telco Component Stocks
Date of grant
Equity-settled
26 June 2012
S$2.61
Cash-settled
26 June 2012
S$3.31
16.6%
7.2%
36 months historical
volatility preceding
May 2012
12.7%
7.7%
36 months historical
volatility preceding
March 2013
Risk free interest rates
Yield of Singapore Government Securities on
30 May 2012
31 March 2013
128
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
5.3.2 Performance share plans (Cont’d)
Performance Share Awards
The movements of the number of performance shares for the Performance Share Awards during the financial year were as follows –
Group and Company
Date of grant
FY2013
26 Jun 2012
Oct 2012 to Mar 2013
Granted
‘000
Cancelled
‘000
Outstanding
and unvested
as at
31 March 2013
‘000
7,722
157
7,879
(252)
-
(252)
7,470
157
7,627
The fair values of the Performance Share Awards and the assumptions of the fair value model for the grants were as follows -
Fair value at grant date
Fair value at 31 March 2013
Assumptions under Monte-Carlo Model
Expected volatility
SingTel
MSCI Asia Pacific Telco Index
MSCI Asia Pacific Telco Component Stocks
Date of grant
Equity-settled
26 June 2012
S$1.78
Cash-settled
26 June 2012
S$3.14
16.6%
7.2%
36 months historical
volatility preceding
May 2012
12.7%
7.7%
36 months historical
volatility preceding
March 2013
Risk free interest rates
Yield of Singapore Government Securities on
30 May 2012
31 March 2013
129
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
5.4
Special Purpose Entity
The Trust’s purpose is to purchase the Company’s shares from the open market for delivery to the recipients upon vesting of
the awards.
As at the end of the reporting period, the Trust held the following assets -
Cash at bank
Cost of SingTel shares, net of vesting
The details of SingTel shares held by the Trust were as follows -
Group
Balance as at 1 April
Purchase of SingTel shares
Vesting of shares
Balance as at 31 March
Group
Company
2013
S$ Mil
0.7
39.5
40.2
2012
S$ Mil
0.8
42.3
43.1
2013
S$ Mil
0.6
31.1
31.7
Number of shares
Amount
2013
‘000
13,696
7,332
(8,718)
12,310
2012
‘000
8,887
5,798
(989)
13,696
2013
S$ Mil
42.3
24.1
(26.9)
39.5
2012
S$ Mil
0.6
32.5
33.1
2012
S$ Mil
27.1
18.2
(3.0)
42.3
Upon consolidation of the Trust in the consolidated financial statements, the weighted average cost of vested SingTel shares is taken
to ‘Capital Reserve - Performance Shares’ whereas the weighted average cost of unvested shares is taken to ‘Treasury Shares’ within
equity. See Note 2.3.
130
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
5.5
Other Operating Expense Items
Operating expenses included the following -
Auditors' remuneration
- Deloitte & Touche LLP, Singapore
- Deloitte Touche Tohmatsu, Australia
- Other Deloitte & Touche offices
Non-audit fees paid to
- Deloitte & Touche LLP, Singapore (1)
- Deloitte Touche Tohmatsu, Australia (1)
- Other Deloitte & Touche offices
Impairment of trade receivables
Allowance for inventory obsolescence
Inventory written off
Provision for liquidated damages and warranties
Research and development expenses written off
Operating lease payments for properties and mobile base stations
Group
2013
S$ Mil
2012
S$ Mil
1.2
1.2
0.3
0.4
1.3
-
170.5
17.5
2.9
0.1
0.3
378.8
1.2
1.2
0.3
0.4
0.9
0.5
158.3
27.7
2.8
3.3
2.8
315.1
Note:
(1) The non-audit fees for the current financial year ended 31 March 2013 included S$0.2 million (2012: S$0.2 million) and S$0.4 million
(2012: S$0.4 million) paid to Deloitte & Touche LLP, Singapore, and Deloitte Touche Tohmatsu, Australia, respectively in respect of certification and
review for regulatory purposes.
The Audit Committee had undertaken a review of the non-audit services provided by the auditors, Deloitte & Touche LLP, and in the
opinion of the Audit Committee, these services would not affect the independence of the auditors.
131
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
6.
OTHER INCOME
Access fees from network facilities
Rental income
Bad trade receivables recovered
Net foreign exchange losses - trade related
Net gains/ (losses) on disposal of property, plant and equipment
Others
7.
DEPRECIATION AND AMORTISATION
Depreciation of property, plant and equipment
Amortisation of intangible assets
Amortisation of sale and leaseback income
Amortisation of deferred gain on sale of a joint venture
Group
2013
S$ Mil
51.5
5.2
2.6
(7.4)
2.1
62.8
2012
S$ Mil
53.4
4.7
3.0
(8.9)
(1.1)
52.1
116.8
103.2
2013
S$ Mil
1,971.3
162.8
(3.7)
(3.0)
2,127.4
Group
2012
S$ Mil
1,875.4
131.4
(2.1)
(3.1)
2,001.6
132
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
8.
EXCEPTIONAL ITEMS
Exceptional gains
Net dividend income from a joint venture
Gain on sale of AFS investment
Net income from legal disputes
Net foreign exchange gains on intra-group loans
Gain on disposal of a joint venture
Gain on dilution of interest in associates and joint ventures
Exceptional losses
Loss on disposal of an associate (Warid Telecom (Private) Limited)
Ex-gratia costs on staff restructuring
Impairment of AFS investments
Others
Group
2013
S$ Mil
2012
S$ Mil
148.8
119.2
35.8
-
-
0.8
304.6
(225.3)
(106.4)
(11.6)
(1.4)
(344.7)
(40.1)
-
-
-
28.2
4.7
2.7
35.6
-
(23.5)
(5.5)
-
(29.0)
6.6
The net dividend income from a joint venture arose from the recognition of the excess of dividends received from Southern Cross
Cables Holdings Limited (“Southern Cross”), a joint venture in which the Group has an equity interest of 39.99%, over the carrying
value of Southern Cross which was equity accounted up to 31 March 2013. With effect from 1 April 2013, equity accounting of
Southern Cross is suspended and dividend income from Southern Cross is recognised in the income statement when the right to
dividend is established.
133
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
9.
SHARE OF RESULTS OF ASSOCIATES AND JOINT VENTURES
Share of ordinary profits/ (losses) of
- joint ventures
- associates
Group
2013
S$ Mil
2012
S$ Mil
2,066.4
39.4
2,105.8
2,017.1
(4.6)
2,012.5
Share of exceptional (losses)/ gains of associates and joint ventures (post-tax) (1)
(82.9)
19.3
Share of tax of ordinary results
- joint ventures
- associates
Note:
(1) Share of exceptional (losses)/ gains comprised -
Share of accelerated depreciation (post-tax)
Additional quarter of a joint venture's post-tax profit
Write-back of provisions made in prior years
Reduction of deferred tax asset
Recognition of additional depreciation and other adjustments
Others
(617.5)
(8.2)
(625.7)
(590.6)
(9.8)
(600.4)
1,397.2
1,431.4
(82.9)
-
-
-
-
-
(82.9)
-
54.6
7.2
(25.1)
(5.3)
(12.1)
19.3
134
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
10.
INTEREST AND INVESTMENT INCOME (NET)
Interest income from
- bank deposits
- others
Gross dividends from AFS investments
Other revenue
Net foreign exchange losses - non-trade related
Fair value gains on hedging instruments
Fair value gains/ (losses) on fair value hedges
- hedged items
- hedging instruments
11.
FINANCE COSTS
Interest expense
- bonds
- bank loans
- others
Less: Amounts capitalised
Effects of hedging using interest-rate swaps
Unwinding of discount (including adjustments)
The interest rate applicable to the capitalised borrowings was 7.6 per cent as at 31 March 2013 (March 2012: 7.6 per cent).
Group
2013
S$ Mil
2012
S$ Mil
14.9
31.9
46.8
5.5
52.3
(8.4)
3.0
38.5
(38.5)
-
46.9
28.4
16.8
45.2
18.5
63.7
(10.3)
0.6
(132.4)
132.4
-
54.0
Group
2013
S$ Mil
2012
S$ Mil
264.8
49.5
32.4
346.7
(16.8)
329.9
9.2
6.0
345.1
367.8
36.0
23.8
427.6
(4.3)
423.3
(34.9)
6.3
394.7
135
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
12.
TAXATION
12.1
Tax Expense
Current tax
- Singapore
- Overseas
Deferred tax credit
Tax expense attributable to current year's profit
Group
2013
S$ Mil
2012
S$ Mil
244.9
499.7
744.6
(12.0)
732.6
313.1
501.2
814.3
(25.9)
788.4
Recognition of deferred tax credit on other temporary differences (1)
(92.9)
(121.0)
Recognition of deferred tax credit (2)
Adjustments in respect of prior year (3) -
Current income tax
- over provision
Deferred income tax
- over provision
Notes:
(1) This relates to deferred tax credit recognised on interest expense arising from inter-company loans.
(2) This relates to deferred tax credit recognised on the value of assets transferred to an associate.
(3) This included certain tax credits upon finalisation of earlier years’ tax assessments.
-
(294.0)
(16.5)
(46.0)
(2.5)
620.7
(2.5)
324.9
136
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
12.1
Tax Expense (Cont’d)
The tax expense on profits was different from the amount that would arise using the Singapore standard rate of income tax due to
the following -
Profit before tax
Less: Share of results of associates and joint ventures
Tax calculated at tax rate of 17 per cent (2012: 17 per cent)
Effects of -
Different tax rates of other countries
Income not subject to tax
Expenses not deductible for tax purposes
Deferred tax asset not recognised
Deferred tax asset previously not recognised now recognised
Others
Tax expense attributable to current year's profit
Group
2013
S$ Mil
2012
S$ Mil
4,131.3
(1,397.2)
2,734.1
4,314.4
(1,431.4)
2,883.0
464.8
490.1
258.0
(60.1)
78.3
2.5
(8.0)
(2.9)
732.6
277.2
(20.9)
41.4
2.1
(0.2)
(1.3)
788.4
137
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
12.2 Deferred Taxes
The movements of the deferred tax assets and liabilities (prior to offsetting of balances within the same tax jurisdiction) during the
financial year were as follows -
Group - 2013
Deferred tax assets
Balance as at 1 April 2012
Acquisiton of subsidiaries
Credited/ (Charged) to income statement
Credited to other comprehensive income
Transfer to current tax
Translation differences
TWDV (1) in
excess of
NBV (2) of
depreciable
assets
S$ Mil
Tax losses
and
unutilised
capital
allowances
S$ Mil
359.7
-
(29.7)
-
(2.1)
(3.8)
0.1
20.1
-
-
-
0.3
Provisions
S$ Mil
81.9
-
100.9
-
(102.2)
0.8
Others
S$ Mil
Total
S$ Mil
532.2
2.7
(3.9)
7.4
(7.4)
(1.9)
973.9
22.8
67.3
7.4
(111.7)
(4.6)
Balance as at 31 March 2013
81.4
324.1
20.5
529.1
955.1
Group - 2013
Deferred tax liabilities
Balance as at 1 April 2012
Acquisition of subsidiaries
(Charged)/ Credited to income statement
Transfer from current tax
Translation differences
Balance as at 31 March 2013
Accelerated
tax
depreciation
S$ Mil
Offshore
interest and
dividend not
remitted
S$ Mil
(239.8)
-
(0.7)
(15.0)
-
(255.5)
(5.3)
-
-
-
-
(5.3)
Others
S$ Mil
Total
S$ Mil
(9.6)
(68.3)
28.2
-
1.2
(254.7)
(68.3)
27.5
(15.0)
1.2
(48.5)
(309.3)
138
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
12.2 Deferred Taxes (Cont’d)
Group - 2012
Deferred tax assets
Balance as at 1 April 2011
Credited/ (Charged) to income statement
Charged to other comprehensive income
Transfer to current tax
Translation differences
Provisions
S$ Mil
134.2
125.9
-
(178.3)
0.1
TWDV (1) in
excess of
NBV (2) of
depreciable
assets
S$ Mil
Tax losses
and
unutilised
capital
allowances
S$ Mil
420.3
(62.6)
-
-
2.0
2.3
-
-
(2.2)
-
0.1
Balance as at 31 March 2012
81.9
359.7
Group - 2012
Deferred tax liabilities
Balance as at 1 April 2011
Credited/ (Charged) to income statement
Transfer from current tax
Translation differences
Balance as at 31 March 2012
Accelerated
tax
depreciation
S$ Mil
Offshore
interest and
dividend not
remitted
S$ Mil
(289.6)
50.8
(1.2)
0.2
(239.8)
(5.2)
(0.1)
-
-
(5.3)
Others
S$ Mil
Total
S$ Mil
218.3
327.4
(13.1)
(0.5)
0.1
775.1
390.7
(13.1)
(181.0)
2.2
532.2
973.9
Others
S$ Mil
Total
S$ Mil
(11.6)
2.0
-
-
(306.4)
52.7
(1.2)
0.2
(9.6)
(254.7)
139
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
12.2 Deferred Taxes (Cont’d)
Company - 2013
Deferred tax assets
Balance as at 1 April 2012
Charged to income statement
Balance as at 31 March 2013
Company - 2013
Deferred tax liabilities
Balance as at 1 April 2012
Credited to income statement
Transfer from current tax
Balance as at 31 March 2013
Company - 2012
Deferred tax assets
Balance as at 1 April 2011
Charged to income statement
Balance as at 31 March 2012
Company - 2012
Deferred tax liabilities
Balance as at 1 April 2011
Credited to income statement
Transfer from current tax
Balance as at 31 March 2012
Notes:
(1) TWDV – Tax written down value
(2) NBV – Net book value
Deferred
sale and
leaseback
income
S$ Mil
Provisions
S$ Mil
Others
S$ Mil
Total
S$ Mil
0.6
(0.1)
0.5
0.2
(0.2)
-
1.6
-
1.6
2.4
(0.3)
2.1
Accelerated
tax
depreciation
S$ Mil
(137.6)
38.6
(17.1)
Total
S$ Mil
(137.6)
38.6
(17.1)
(116.1)
(116.1)
Deferred
sale and
leaseback
income
S$ Mil
Provisions
S$ Mil
Others
S$ Mil
Total
S$ Mil
0.6
-
0.6
0.5
(0.3)
0.2
2.0
(0.4)
1.6
3.1
(0.7)
2.4
Accelerated
tax
depreciation
S$ Mil
(180.9)
44.5
(1.2)
Total
S$ Mil
(180.9)
44.5
(1.2)
(137.6)
(137.6)
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 deferred income taxes relate to the same fiscal authority.
140
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
12.2 Deferred Taxes (Cont’d)
The amounts, determined after appropriate offsetting, are shown in the statements of financial position as follows -
Deferred tax assets
Deferred tax liabilities
Group
Company
2013
S$ Mil
945.2
(299.4)
645.8
2012
S$ Mil
963.0
(243.8)
719.2
2013
S$ Mil
-
(114.0)
(114.0)
2012
S$ Mil
-
(135.2)
(135.2)
Deferred tax assets are recognised to the extent that realisation of the related tax benefits through future taxable profits is probable.
As at 31 March 2013, the subsidiaries of the Group had estimated unutilised income tax losses of approximately S$72 million
(2012: S$88 million), unutilised investment allowances of S$54 million (2012: S$57 million), unutilised capital tax losses of
S$114 million (2012: S$138 million) and unabsorbed capital allowances of approximately S$8.0 million (2012: S$0.7 million).
These unutilised income tax losses and investment allowances, and unabsorbed capital allowances are available for set-off against
future taxable profits, subject to the agreement of the relevant tax authorities and compliance with certain provisions of the income
tax regulations of the respective countries in which the subsidiaries operate. The unutilised capital tax losses are available for set-off
against future capital gains of a similar nature subject to compliance with certain statutory tests in Australia.
As at the end of the reporting period, the potential tax benefits arising from the following items were not recognised in the financial
statements due to uncertainty on their recoverability -
Unutilised income tax losses and investment allowances,
and unabsorbed capital allowances
Unutilised capital tax losses
Group
2013
S$ Mil
2012
S$ Mil
134.6
114.3
145.5
137.6
141
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
13.
EARNINGS PER SHARE
Weighted average number of ordinary shares in issue
for calculation of basic earnings per share (1)
Adjustment for dilutive effect of share options
Adjustment for dilutive effects of performance share plans
Weighted average number of ordinary shares for calculation of
diluted earnings per share
Note:
(1) Adjusted to exclude the number of performance shares held by the Trust.
Group
2013
‘000
2012
‘000
15,932,143
15,928,847
-
43,448
2,324
40,769
15,975,591
15,971,940
‘Basic earnings per share’ is calculated by dividing the Group’s profit attributable to shareholders of the Company by the weighted
average number of ordinary shares in issue during the financial year.
For ‘Diluted earnings per share’, the weighted average number of ordinary shares in issue included the number of additional shares
outstanding if the potential dilutive ordinary shares arising from the share options and performance shares granted by the Group
were issued. Adjustment is made to earnings for the dilutive effect arising from the associates and joint ventures’ dilutive shares.
142
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
14.
RELATED PARTY TRANSACTIONS
In addition to the related party information disclosed elsewhere in the financial statements, the Group had the following significant
transactions and balances with related parties –
Revenue
Subsidiaries of ultimate holding company
Telecommunications
Rental and maintenance
Information technology and engineering
Associates and joint ventures
Telecommunications
Expenses
Subsidiaries of ultimate holding company
Telecommunications
Utilities
Associates and joint ventures
Telecommunications
Transmission capacity
Postal
Due from subsidiaries of ultimate holding company
Due to subsidiaries of ultimate holding company
All the above transactions were on normal commercial terms and conditions and market rates.
Please refer to Note 5.2 for information on key management personnel compensation.
Group
2013
S$ Mil
2012
S$ Mil
129.3
29.8
2.0
133.1
29.9
2.4
44.7
36.2
85.4
116.9
85.2
101.7
48.5
19.2
9.4
18.0
4.3
56.6
31.6
10.0
24.5
17.3
143
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
15.
CASH AND CASH EQUIVALENTS
Fixed deposits
Cash and bank balances
Group
Company
2013
S$ Mil
526.5
384.5
911.0
2012
S$ Mil
640.3
706.1
1,346.4
2013
S$ Mil
67.0
100.8
167.8
The carrying amounts of the cash and cash equivalents approximate their fair values.
Cash and cash equivalents denominated in the non-functional currencies of the Group were as follows –
USD
AUD
JPY
The maturities of the fixed deposits were as follows -
Less than three months
Over three months
Group
Company
2012
S$ Mil
227.7
6.0
9.4
2013
S$ Mil
64.8
5.7
3.7
Group
Company
2012
S$ Mil
637.9
2.4
640.3
2013
S$ Mil
62.0
5.0
67.0
2013
S$ Mil
111.1
6.1
3.7
2013
S$ Mil
460.7
65.8
526.5
2012
S$ Mil
165.0
89.4
254.4
2012
S$ Mil
172.2
5.3
9.2
2012
S$ Mil
165.0
-
165.0
As at 31 March 2013, the weighted average effective interest rates of the fixed deposits of the Group and Company were 1.6 per cent
(2012: 1.1 per cent) and 0.4 per cent (2012: 1.5 per cent) respectively.
The exposure of cash and cash equivalents to interest rate risks is disclosed in Note 38.3.
144
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
16.
TRADE AND OTHER RECEIVABLES
Trade receivables
Less: Allowance for impairment of trade receivables
Group
Company
2013
S$ Mil
3,065.7
(318.3)
2,747.4
2012
S$ Mil
3,154.3
(288.8)
2,865.5
2013
S$ Mil
503.0
(75.6)
427.4
2012
S$ Mil
529.2
(83.2)
446.0
Other receivables
234.4
262.2
15.2
23.4
Loans to subsidiaries
Less: Allowance for impairment of loans due
Amount due from subsidiaries
- trade
- non-trade
Less: Allowance for impairment of amount due
Amount due from associates and joint ventures
- trade
- non-trade
Prepayments
Amount due from an associate for fibre rollout
Interest receivable
Staff loans
Others
-
-
-
-
-
-
-
6.5
139.5
146.0
343.4
120.3
79.2
-
9.3
-
-
-
-
-
-
-
9.0
115.3
124.3
373.5
206.5
82.5
0.1
12.4
135.2
(12.9)
122.3
1,002.4
661.6
(45.7)
1,618.3
1.2
-
1.2
30.6
120.3
39.2
-
0.3
121.7
(12.9)
108.8
823.3
889.5
(45.7)
1,667.1
1.1
-
1.1
63.7
206.5
40.3
-
4.3
3,680.0
3,927.0
2,374.8
2,561.2
As at 31 March 2013, the effective interest rate of an amount due from a subsidiary of S$501.9 million (2012: S$752.1 million) was
0.01 per cent (2012: 0.01 per cent) per annum. The loans to subsidiaries and amounts due from other subsidiaries, associates and joint
ventures were unsecured, interest-free and repayable on demand.
Trade receivables are non-interest bearing and are generally on 14-day to 30-day terms, while balances due from carriers are on 60-day
terms, and certain balances in respect of information technology and engineering services are on 90-day terms.
145
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
16.
TRADE AND OTHER RECEIVABLES (Cont’d)
The maximum exposure to credit risk for trade receivables by type of customer is as follows -
Individuals
Corporations and others
Group
Company
2013
S$ Mil
922.8
1,824.6
2,747.4
2012
S$ Mil
697.8
2,167.7
2,865.5
2013
S$ Mil
157.3
270.1
427.4
2012
S$ Mil
147.6
298.4
446.0
The age analysis of trade receivables before allowance for impairment is as follows -
Not past due or less than 60 days overdue
Past due
- 61 to 120 days
- more than 120 days
Group
2013
S$ Mil
2012
S$ Mil
Company
2013
S$ Mil
2012
S$ Mil
2,549.6
2,657.9
358.0
369.4
223.9
292.2
256.7
239.7
3,065.7
3,154.3
38.1
106.9
503.0
89.3
70.5
529.2
Based on historical collections experience, the Group believes that no allowance for impairment is necessary in respect of certain
trade receivables which are not past due as well as certain trade receivables which are past due but not impaired.
The movement in the allowance for impairment of trade receivables is as follows -
Balance as at 1 April
Allowance for impairment
Utilisation of allowance for impairment
Write-back
Translation differences
Balance as at 31 March
Group
Company
2013
S$ Mil
288.8
203.9
(140.8)
(33.4)
(0.2)
318.3
2012
S$ Mil
280.5
197.4
(149.8)
(39.1)
(0.2)
288.8
2013
S$ Mil
83.2
33.0
(27.2)
(13.4)
-
75.6
2012
S$ Mil
75.9
33.6
(26.3)
-
-
83.2
146
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
17.
ASSET HELD FOR SALE
The ‘Asset held for sale’ as at 31 March 2012 comprised the Group’s 3.98% equity interest in Far EasTone Telecommunications Co., Ltd
in Taiwan, which was divested in April 2012.
18.
INVENTORIES
Equipment held for resale
Maintenance and capital works' inventories
Work-in-progress for fibre rollout
Group
Company
2013
S$ Mil
187.7
20.7
5.3
213.7
2012
S$ Mil
178.3
27.0
2.8
208.1
2013
S$ Mil
2.0
20.4
5.3
27.7
2012
S$ Mil
1.7
26.6
2.8
31.1
147
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
19.
PROPERTY, PLANT AND EQUIPMENT
Freehold
land
S$ Mil
Leasehold
land
S$ Mil
Buildings
S$ Mil
Transmission
plant and
equipment
S$ Mil
Switching
equipment
S$ Mil
Other
plant and
equipment
S$ Mil
Capital
work-in-
progress
S$ Mil
Total
S$ Mil
Group - 2013
Cost
Balance as at 1 April 2012
27.5
248.5
791.6
19,110.0
3,174.1
6,843.2
948.0
31,142.9
Additions (net of rebates)
Disposals/ Write-offs
Acquisition of subsidiaries
Reclassifications/
Adjustments
-
-
-
-
Translation differences
(0.2)
0.2
-
0.2
-
(0.1)
6.3
148.6
52.4
204.9
1,738.2
(57.3)
(1,397.8)
(306.8)
(1,602.8)
-
59.2
-
1.7
-
-
2,150.6
(3,364.7)
61.1
60.7
(2.8)
832.1
(146.1)
67.2
(16.1)
551.1
(60.5)
(1,511.1)
-
(2.2)
(228.0)
Balance as at
31 March 2013
Accumulated depreciation
Balance as at 1 April 2012
Depreciation charge
for the year
Disposals/ Write-offs
Translation differences
Balance as at
31 March 2013
Accumulated impairment
Balance as at 1 April 2012
Impairment charge
for the year
Disposals
Balance as at
31 March 2013
Net Book Value as at
31 March 2013
27.3
248.8
798.5
18,606.0
2,970.8
5,937.6
1,172.9
29,761.9
-
-
-
-
-
-
-
-
-
56.2
302.1
11,983.6
2,251.5
4,943.4
4.0
-
(0.1)
18.7
(56.6)
(1.0)
1,144.2
(1,389.9)
186.5
617.9
(306.3)
(1,598.1)
(89.9)
(10.0)
(46.5)
-
-
-
-
19,536.8
1,971.3
(3,350.9)
(147.5)
60.1
263.2
11,648.0
2,121.7
3,916.7
-
18,009.7
2.0
7.3
8.4
5.2
-
-
-
-
-
-
-
-
2.0
7.3
8.4
5.2
3.2
1.4
(0.2)
4.4
-
-
-
-
26.1
1.4
(0.2)
27.3
27.3
186.7
528.0
6,949.6
843.9
2,016.5
1,172.9
11,724.9
148
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
19.
PROPERTY, PLANT AND EQUIPMENT (Cont’d)
Freehold
land
S$ Mil
Leasehold
land
S$ Mil
Buildings
S$ Mil
Transmission
plant and
equipment
S$ Mil
Switching
equipment
S$ Mil
Other
plant and
equipment
S$ Mil
Capital
work-in-
progress
S$ Mil
Total
S$ Mil
Group - 2012
Cost
Balance as at 1 April 2011
27.4
248.5
774.7
17,871.0
3,113.0
6,316.6
793.0
29,144.2
Additions (net of rebates)
Disposals/ Write-offs
Reclassifications/
Adjustments
Translation differences
Balance as at
31 March 2012
Accumulated depreciation
Balance as at 1 April 2011
Depreciation charge
for the year
Disposals/ Write-offs
Translation differences
Balance as at
31 March 2012
Accumulated impairment
Balance as at 1 April 2011
Disposals
Balance as at
31 March 2012
Net Book Value as at
31 March 2012
-
-
-
0.1
-
-
-
-
0.1
(19.1)
34.6
1.3
238.4
(253.8)
1,198.7
55.7
44.4
(105.4)
117.6
4.5
180.5
(93.0)
418.8
20.3
1,933.5
2,396.9
-
(471.3)
(1,780.2)
1.7
(10.5)
83.6
27.5
248.5
791.6
19,110.0
3,174.1
6,843.2
948.0
31,142.9
-
-
-
-
-
-
-
-
52.2
294.1
10,875.4
2,165.9
4,617.9
4.0
-
-
19.7
(11.8)
0.1
1,270.4
(194.6)
32.4
187.8
(104.2)
2.0
393.5
(83.5)
15.5
-
-
-
-
18,005.5
1,875.4
(394.1)
50.0
56.2
302.1
11,983.6
2,251.5
4,943.4
-
19,536.8
2.0
-
2.0
7.3
-
7.3
8.5
(0.1)
8.4
5.2
-
5.2
3.2
-
3.2
-
-
-
26.2
(0.1)
26.1
27.5
190.3
482.2
7,118.0
917.4
1,896.6
948.0
11,580.0
149
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
19.
PROPERTY, PLANT AND EQUIPMENT (Cont’d)
Freehold
land
S$ Mil
Leasehold
land
S$ Mil
Buildings
S$ Mil
Transmission
plant and
equipment
S$ Mil
Switching
equipment
S$ Mil
Other
plant and
equipment
S$ Mil
Capital
work-in-
progress
S$ Mil
Total
S$ Mil
Company - 2013
Cost
Balance as at 1 April 2012
0.4
212.5
424.6
2,949.7
1,047.8
1,091.4
Additions (net of rebates)
Disposals/ Write-offs
-
-
-
-
7.0
-
136.6
(81.9)
50.3
(61.8)
217.0
(45.4)
329.0
18.7
-
6,055.4
429.6
(189.1)
Balance as at
31 March 2013
Accumulated depreciation
Balance as at 1 April 2012
Depreciation charge
for the year
Disposals/ Write-offs
Balance as at
31 March 2013
Accumulated impairment
Balance as at 1 April 2012
and 31 March 2013
Net Book Value as at
31 March 2013
0.4
212.5
431.6
3,004.4
1,036.3
1,263.0
347.7
6,295.9
-
-
-
-
-
44.2
222.0
2,058.4
940.4
847.2
2.1
-
11.9
-
157.8
(79.8)
48.0
(61.4)
86.4
(42.6)
-
-
-
4,112.2
306.2
(183.8)
46.3
233.9
2,136.4
927.0
891.0
-
4,234.6
2.0
7.2
6.9
1.2
0.4
-
17.7
0.4
164.2
190.5
861.1
108.1
371.6
347.7
2,043.6
150
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
19.
PROPERTY, PLANT AND EQUIPMENT (Cont’d)
Freehold
land
S$ Mil
Leasehold
land
S$ Mil
Buildings
S$ Mil
Transmission
plant and
equipment
S$ Mil
Switching
equipment
S$ Mil
Other
plant and
equipment
S$ Mil
Capital
work-in-
progress
S$ Mil
Total
S$ Mil
Company - 2012
Cost
Balance as at 1 April 2011
0.4
212.5
424.7
2,923.4
1,093.7
1,025.4
Additions (net of rebates)
Disposals/ Write-offs
-
-
-
-
1.3
(1.4)
209.5
(183.2)
46.9
(92.8)
109.9
(43.9)
298.4
30.6
-
5,978.5
398.2
(321.3)
Balance as at
31 March 2012
Accumulated depreciation
Balance as at 1 April 2011
Depreciation charge
for the year
Disposals/ Write-offs
Balance as at
31 March 2012
Accumulated impairment
Balance as at 1 April 2011
Disposals/ Write-offs
Balance as at
31 March 2012
Net Book Value as at
31 March 2012
0.4
212.5
424.6
2,949.7
1,047.8
1,091.4
329.0
6,055.4
-
-
-
-
-
-
-
42.0
210.4
2,018.2
984.7
814.6
2.2
-
11.6
-
167.4
(127.2)
48.5
(92.8)
73.1
(40.5)
-
-
-
4,069.9
302.8
(260.5)
44.2
222.0
2,058.4
940.4
847.2
-
4,112.2
2.0
-
2.0
7.2
-
7.2
7.0
(0.1)
6.9
1.2
-
1.2
0.4
-
0.4
-
-
-
17.8
(0.1)
17.7
0.4
166.3
195.4
884.4
106.2
243.8
329.0
1,925.5
Property, plant and equipment included the following -
Net book value of property, plant and equipment
- Finance lease obligations
- Held for generating operating lease income
Interest charges capitalised during the year
Group
2013
S$ Mil
2012
S$ Mil
Company
2013
S$ Mil
2012
S$ Mil
92.6
5.6
16.8
60.1
5.5
4.3
26.1
28.8
-
-
-
-
Staff costs capitalised during the year
203.8
199.1
12.7
14.1
151
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
20.
INTANGIBLE ASSETS
Goodwill on acquisition of subsidiaries
Telecommunications and spectrum licences
Technology and brand
Customer relationships and others
20.1 Goodwill on Acquisition of Subsidiaries
Balance as at 1 April
Movements during the year
Balance as at 31 March
20.2
Telecommunications and Spectrum Licences
Balance as at 1 April
Acquisition of subsidiaries
Additions
Amortisation for the year
Disposals
Translation differences
Balance as at 31 March
Cost
Accumulated amortisation
Accumulated impairment
2013
S$ Mil
9,699.2
824.5
182.6
3.1
Group
2012
S$ Mil
9,658.1
504.7
-
11.3
10,709.4
10,174.1
Company
2013
S$ Mil
2012
S$ Mil
-
1.3
-
-
1.3
-
1.7
-
-
1.7
2013
S$ Mil
9,658.1
41.1
9,699.2
Group
2012
S$ Mil
9,657.2
0.9
9,658.1
Company
2013
S$ Mil
2012
S$ Mil
1.7
-
-
(0.4)
-
-
1.3
8.4
(7.1)
-
1.3
2.0
-
-
(0.3)
-
-
1.7
8.4
(6.7)
-
1.7
2013
S$ Mil
504.7
257.3
193.2
(131.1)
(0.1)
0.5
824.5
1,600.4
(773.6)
(2.3)
Group
2012
S$ Mil
541.5
-
84.4
(123.1)
-
1.9
504.7
1,156.8
(649.8)
(2.3)
Net book value as at 31 March
824.5
504.7
152
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
20.3
Technology and Brand
Acquisition of subsidiaries
Additions
Amortisation for the year
Translation differences
Balance as at 31 March
Cost
Accumulated amortisation
Net book value as at 31 March
20.4
Customer Relationships and Others
Balance as at 1 April
Additions
Amortisation for the year
Balance as at 31 March
Cost
Accumulated amortisation
Net book value as at 31 March
2013
S$ Mil
203.9
3.7
(23.3)
(1.7)
182.6
205.9
(23.3)
182.6
2013
S$ Mil
11.3
0.2
(8.4)
3.1
53.0
(49.9)
3.1
Group
2012
S$ Mil
Group
-
-
-
-
-
-
-
-
2012
S$ Mil
19.6
-
(8.3)
11.3
53.0
(41.7)
11.3
153
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
21.
SUBSIDIARIES
Unquoted equity shares, at cost
Shareholders' advances
Deemed investment in a subsidiary
Less: Allowance for impairment losses
Company
2013
S$ Mil
6,874.5
6,423.3
32.5
13,330.3
(359.2)
2012
S$ Mil
6,419.9
678.3
32.5
7,130.7
(362.5)
12,971.1
6,768.2
The advances given to subsidiaries were interest-free except for an amount of S$678.3 million (2012: S$678.3 million) where the
effective interest rate at the end of the reporting period was 0.7 per cent (2012: 0.7 per cent) per annum. The advances were unsecured
with settlement neither planned nor likely to occur in the foreseeable future.
The deemed investment in a subsidiary, SingTel Group Treasury Pte. Ltd. (“SGT”), arose from financial guarantees provided by the
Company for loans drawn down by SGT prior to 1 April 2010.
The significant subsidiaries of the Group are set out in Note 47.
22.
ASSOCIATES
Quoted equity shares, at cost
Unquoted equity shares, at cost
Shareholder's loan (unsecured)
Goodwill on consolidation adjusted
against shareholders' equity
Share of post acquisition reserves
(net of dividends, and accumulated
amortisation of goodwill and intangible)
Translation differences
Less: Allowance for impairment losses
As at 31 March 2013,
Group
Company
2013
S$ Mil
74.3
172.9
1.7
248.9
2012
S$ Mil
74.3
1,477.2
1.7
1,553.2
(28.3)
(28.3)
34.4
(27.8)
(21.7)
(31.7)
195.5
(330.9)
(513.0)
(872.2)
(468.6)
212.4
2013
S$ Mil
24.7
567.4
-
592.1
-
-
-
-
-
2012
S$ Mil
24.7
567.4
-
592.1
-
-
-
-
-
592.1
592.1
(i) The market values of the quoted equity shares in associates held by the Group and Company were S$644.6 million
(2012: S$516.2 million) and S$615.0 million (2012: S$503.9 million) respectively.
(ii) The Group’s proportionate interest in the capital commitments of the associates was S$2.7 million (2012: S$54.6 million).
The details of associates are set out in Note 47.4.
154
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
22.
ASSOCIATES (Cont’d)
The summarised financial information of associates were as follows –
Operating revenue
Net profit after tax
Total assets
Total liabilities
23.
JOINT VENTURES
Quoted equity shares, at cost
Unquoted equity shares, at cost
Goodwill on consolidation adjusted
against shareholders' equity
Share of post acquisition reserves
(net of dividends, and accumulated
amortisation of goodwill)
Translation differences
Group
2013
S$ Mil
2012
S$ Mil
1,218.8
1,413.8
190.7
26.4
3,674.5
5,088.8
(2,217.7)
(3,735.2)
Group
Company
2013
S$ Mil
2,798.4
3,801.7
6,600.1
2012
S$ Mil
2,798.4
3,739.3
6,537.7
(1,225.9)
(1,225.9)
6,948.0
(2,601.2)
3,120.9
6,882.2
(2,195.9)
3,460.4
2013
S$ Mil
-
24.1
24.1
-
-
-
-
-
2012
S$ Mil
-
24.1
24.1
-
-
-
-
-
Less: Allowance for impairment losses
(30.0)
(30.0)
9,691.0
9,968.1
24.1
24.1
As at 31 March 2013,
(i) The market value of the quoted equity shares in joint ventures held by the Group was S$13.39 billion (2012: S$12.13 billion).
(ii) The Group’s proportionate interest in the capital commitments of joint ventures was S$1.78 billion (2012: S$1.73 billion).
(iii) The Group’s shares representing 24.8% (2012: 24.8%) equity interest in a joint venture are placed in an escrow account under a
deed of undertaking whereby under certain events of default, the joint venture partner could be entitled to these shares.
The details of joint ventures are set out in Note 47.5.
Optus holds a 31.25% (2012: 31.25%) interest in an unincorporated joint venture to maintain an optical fibre submarine cable between
Western Australia and Indonesia.
In addition, Optus has an interest in an unincorporated joint venture to share certain 3G network sites and radio infrastructure across
Australia whereby it holds an interest of 50% (2012: 50%) in the assets, with access to the shared network and shares 50% (2012: 50%)
of the cost of building and operating the network.
155
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
23.
JOINT VENTURES (Cont’d)
The Group’s property, plant and equipment included the Group’s interest in the property, plant and equipment employed in the
unincorporated joint ventures of S$421.2 million (2012: S$450.9 million).
The Group’s share of certain items in the income statements and statements of financial position of the joint ventures were
as follows –
Operating revenue
Operating expenses
Net profit before tax
Net profit after tax
Non-current assets
Current assets
Current liabilities
Non-current liabilities
Net assets
Group
2013
S$ Mil
2012
S$ Mil
11,235.6
11,019.9
(6,824.8)
(6,524.6)
1,952.7
1,366.0
15,248.4
3,565.8
(5,263.6)
(6,417.7)
2,088.9
1,445.8
15,929.8
3,048.8
(5,630.0)
(6,181.3)
7,132.9
7,167.3
24.
IMPAIRMENT REVIEWS
24.1 Goodwill arising on acquisition of subsidiaries
The carrying values of the Group’s goodwill on acquisition of subsidiaries as at 31 March 2013 were assessed for impairment during
the financial year.
Goodwill is allocated for impairment testing purposes to the individual entity which is also the cash generating unit (“CGU”).
From 1 April 2012, the Group is restructured into three business segments, Group Consumer, Group Enterprise and Group Digital
L!fe. Accordingly, the goodwill of Optus was allocated to the new business segments. Based on the relative fair value approach, the
goodwill of Optus was fully allocated to the Consumer Australia segment for the purpose of goodwill impairment test.
Group
Carrying value of goodwill in -
2013
S$ Mil
2012
S$ Mil
Terminal growth
rate (1)
2013
2012
Pre-tax
discount rate
2013
2012
- Optus Group
9,318.2
9,575.9
- SCS Computer Systems Pte. Ltd.
82.2
82.2
- Amobee Inc. and Pixable Inc.
298.9
-
3.0%
2.0%
2.0%
to 3.0%
4.0%
2.0%
-
10.1%
7.2%
16.3%
to 16.5%
12.9%
8.5%
-
Note:
(1) Weighted average growth rate used to extrapolate cash flows beyond the terminal year.
156
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
24.1 Goodwill arising on acquisition of subsidiaries (Cont’d)
The recoverable values of cash generating units including goodwill are determined based on value-in-use calculations.
The value-in-use calculations apply a discounted cash flow model using cash flow projections based on financial budgets and forecasts
approved by management covering periods of five to fifteen years. The Group has used fifteen years cash flow projections for Amobee
Inc. and Pixable Inc., given that they are at start-up phases of their businesses. Cash flows beyond the terminal year are extrapolated
using the estimated growth rates stated in the table above. Key assumptions used in the calculation of value-in-use are growth rates,
operating margins, capital expenditure and discount rates.
The terminal growth rates used do not exceed the long term average growth rates of the respective industry and country in which
the entity operates and are consistent with forecasts included in industry reports.
The discount rates applied to the cash flow projections are based on Weighted Average Cost of Capital (WACC) where the cost of a
company’s debt and equity capital are weighted to reflect its capital structure.
As at 31 March 2013, no impairment charge was required for goodwill on acquisition of subsidiaries, with any reasonably possible
change to the key assumptions applied not likely to cause the recoverable values to be below their carrying values.
24.2
Carrying values (including goodwill) of associates and joint ventures
The Group divested its investment in Warid Telecom (Private) Limited (“Warid Pakistan”) in March 2013 and the Group’s carrying value
of Pacific Bangladesh Telecom Limited (“PBTL”) was nil since 31 March 2012.
25.
AVAILABLE-FOR-SALE (“AFS”) INVESTMENTS
Balance as at 1 April
Additions
Disposals
Provision for impairment
Utilisation of provision for impairment
Net fair value gains included in
'Other Comprehensive Income'
Reclassified to 'Asset held for sale'
Translation
Balance as at 31 March
Group
2012
S$ Mil
309.1
86.2
(1.0)
(5.5)
0.9
92.6
(334.1)
0.5
148.7
2013
S$ Mil
148.7
56.0
(7.4)
(11.6)
5.6
49.1
-
-
240.4
Company
2013
S$ Mil
2012
S$ Mil
41.7
-
-
-
-
24.7
-
-
66.4
38.6
-
-
-
-
3.1
-
-
41.7
157
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
25.
AVAILABLE-FOR-SALE (“AFS”) INVESTMENTS (Cont’d)
AFS investments included the following –
Quoted equity securities
- Thailand
- Singapore and United States
Unquoted
Equity securities
Others
26.
DERIVATIVE FINANCIAL INSTRUMENTS
Balance as at 1 April
Fair value (losses)/ gains
- included in income statement
- included in 'Hedging Reserve'
- included in 'Currency Translation Reserve'
Settlement of swaps for bonds repaid
Translation differences
Group
2013
S$ Mil
2012
S$ Mil
Company
2013
S$ Mil
2012
S$ Mil
46.0
43.9
89.9
105.1
45.4
150.5
240.4
21.8
9.5
31.3
82.7
34.7
117.4
148.7
46.0
10.3
56.3
10.1
-
10.1
66.4
21.8
9.4
31.2
10.5
-
10.5
41.7
Group
2013
S$ Mil
2012
S$ Mil
Company
2013
S$ Mil
2012
S$ Mil
(430.2)
(1,517.3)
(203.6)
(1,208.5)
(36.1)
(6.4)
-
-
2.2
131.9
39.7
(5.1)
922.0
(1.4)
7.6
34.3
-
-
-
62.0
20.9
-
922.0
-
Balance as at 31 March
(470.5)
(430.2)
(161.7)
(203.6)
1.1
131.0
(14.8)
(587.8)
(470.5)
2.9
98.2
(23.0)
(508.3)
(430.2)
3.2
247.1
(5.2)
(406.8)
(161.7)
5.1
157.5
(9.8)
(356.4)
(203.6)
Disclosed as -
Current asset
Non-current asset
Current liability
Non-current liability
158
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
26.1
Fair Values
The fair values of the currency and interest rate swap contracts excluded the accrued interest of S$19.0 million (2012: S$18.6 million).
The accrued interest is separately disclosed in Note 16 and Note 29.
The fair value adjustments of the derivative financial instruments were as follows -
2013
Fair value and cash flow hedges
Cross currency swaps
Interest rate swaps
Forward foreign exchange
Derivatives that do not qualify
for hedge accounting
Cross currency swaps
Interest rate swaps
Forward foreign exchange
Disclosed as -
Current
Non-current
2012
Fair value and cash flow hedges
Cross currency swaps
Interest rate swaps
Forward foreign exchange
Derivatives that do not qualify
for hedge accounting
Cross currency swaps
Interest rate swaps
Forward foreign exchange
Disclosed as -
Current
Non-current
Group
Company
Fair value adjustments
Fair value adjustments
Assets
S$ Mil
Liabilities
S$ Mil
Assets
S$ Mil
Liabilities
S$ Mil
79.1
51.9
1.1
-
-
-
347.9
226.6
12.7
-
15.3
0.1
132.1
602.6
1.1
131.0
132.1
14.8
587.8
602.6
-
-
0.6
140.6
108.5
0.6
250.3
3.2
247.1
250.3
141.3
9.5
2.5
140.6
117.4
0.7
412.0
5.2
406.8
412.0
Group
Company
Fair value adjustments
Fair value adjustments
Assets
S$ Mil
Liabilities
S$ Mil
Assets
S$ Mil
Liabilities
S$ Mil
50.6
46.9
2.9
-
0.7
-
355.5
136.9
20.1
-
18.8
-
-
-
2.5
81.6
78.1
0.4
179.1
8.1
0.6
81.6
90.5
6.3
101.1
531.3
162.6
366.2
2.9
98.2
101.1
23.0
508.3
531.3
5.1
157.5
162.6
9.8
356.4
366.2
159
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
26.1
Fair Values (Cont’d)
The cash flow hedges are designated for foreign currency commitments and repayments of principal and interest of the foreign
currency denominated bonds.
The forecasted transactions for the foreign currency commitments are expected to occur in the financial year ending 31 March 2014,
while the forecasted transactions for the repayment of principal and interest of the foreign currency denominated bonds will occur
according to the timing disclosed in Note 31.
As at 31 March 2013, the details of the outstanding derivative financial instruments were as follows -
Interest rate swaps
Notional principal (S$ million equivalent)
Fixed interest rates
Floating interest rates
Cross currency swaps
Notional principal (S$ million equivalent)
Fixed interest rates
Floating interest rates
Forward foreign exchange
Group
Company
2013
2012
2013
2012
4,336.7
4,908.1
0.5% to 6.2% 0.5% to 6.2%
1.4% to 3.1% 1.7% to 4.3%
4,774.1
5,633.6
0.5% to 4.5% 0.5% to 4.5%
0.4% to 1.4% 0.1% to 1.7%
5,244.6
5,323.7
1.8% to 7.5% 1.8% to 7.5%
0.8% to 4.8% 0.5% to 6.2%
5,520.0
5,628.9
0.9% to 5.2% 0.9% to 5.2%
0.8% to 2.5% 0.5% to 2.4%
Notional principal (S$ million equivalent)
705.5
887.3
365.0
462.3
The interest rate swaps entered into by the Group are re-priced at intervals ranging from monthly to six-monthly periods. The interest
rate swaps entered by the Company are re-priced every six months.
26.2
Fair Value Measurements
The Group classifies fair value measurements using a fair value hierarchy which reflects the significance of the inputs used in making
the measurements. The fair value hierarchy has the following levels -
(a) quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1);
(b)
inputs other than quoted prices included within Level 1 which are observable for the asset or liability, either directly (i.e. as prices)
or indirectly (i.e. derived from prices) (Level 2); and
(c)
inputs for the asset or liability which are not based on observable market data (unobservable inputs) (Level 3).
160
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
26.2
Fair Value Measurements (Cont’d)
The following table presents the assets and liabilities measured at fair value as at 31 March 2013 -
Group
2013
Financial assets
AFS investments (1) (Note 25)
- Quoted equity securities
- Unquoted investments
Derivative financial instruments (Note 26.1)
Financial liabilities
Derivative financial instruments (Note 26.1)
Group
2012
Financial assets
AFS investments (1) (Note 25)
- Quoted equity securities
- Unquoted investments
Derivative financial instruments (Note 26.1)
Financial liabilities
Derivative financial instruments (Note 26.1)
Level 1
S$ Mil
Level 2
S$ Mil
Level 3
S$ Mil
Total
S$ Mil
89.9
-
89.9
-
89.9
-
-
-
-
-
132.1
132.1
602.6
602.6
-
14.1
14.1
-
14.1
-
-
Level 1
S$ Mil
Level 2
S$ Mil
Level 3
S$ Mil
31.3
-
31.3
-
31.3
-
-
-
-
-
101.1
101.1
531.3
531.3
-
16.6
16.6
-
16.6
-
-
89.9
14.1
104.0
132.1
236.1
602.6
602.6
Total
S$ Mil
31.3
16.6
47.9
101.1
149.0
531.3
531.3
161
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
26.2
Fair Value Measurements (Cont’d)
Company
2013
Financial assets
AFS investments (Note 25)
- Quoted equity securities
- Unquoted equity securities
Derivative financial instruments (Note 26.1)
Financial liabilities
Derivative financial instruments (Note 26.1)
Company
2012
Financial assets
AFS investments (Note 25)
- Quoted equity securities
- Unquoted equity securities
Derivative financial instruments (Note 26.1)
Financial liabilities
Derivative financial instruments (Note 26.1)
Level 1
S$ Mil
Level 2
S$ Mil
Level 3
S$ Mil
Total
S$ Mil
56.3
-
56.3
-
56.3
-
-
-
-
-
250.3
250.3
412.0
412.0
-
10.1
10.1
-
10.1
-
-
Level 1
S$ Mil
Level 2
S$ Mil
Level 3
S$ Mil
31.2
-
31.2
-
31.2
-
-
-
-
-
162.6
162.6
366.2
366.2
-
10.5
10.5
-
10.5
-
-
56.3
10.1
66.4
250.3
316.7
412.0
412.0
Total
S$ Mil
31.2
10.5
41.7
162.6
204.3
366.2
366.2
Note:
(1) Excluded AFS investments stated at cost of S$136.4 million (2012: S$100.8 million).
See Note 2.7 for the policies on fair value estimation of the financial assets and liabilities.
The fair values of the unquoted AFS investments included within Level 3 were estimated using the net asset values as reported in the
statements of financial position in the management accounts of the AFS investments.
162
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
26.2
Fair Value Measurements (Cont’d)
The following table presents the reconciliation for the unquoted AFS investments measured at fair value based on unobservable
inputs (Level 3) -
AFS investments - unquoted
Balance as at 1 April
Total losses included in
'Other Comprehensive Income'
Additions
Provision for impairment
Utilisation of provision for impairment
Disposals
Balance as at 31 March
27.
LOAN TO AN ASSOCIATE/ NET DEFERRED GAIN
Loan to an associate
Net deferred gain
Classified as -
Current
Non-current
Group
2013
S$ Mil
2012
S$ Mil
Company
2013
S$ Mil
2012
S$ Mil
16.6
(0.8)
-
(0.1)
-
(1.6)
14.1
17.1
(0.5)
0.1
-
0.9
(1.0)
16.6
10.5
(0.4)
-
-
-
-
10.1
10.7
(0.2)
-
-
-
-
10.5
Group
2013
S$ Mil
2012
S$ Mil
Company
2013
S$ Mil
2012
S$ Mil
1,330.5
1,325.0
1,330.5
1,325.0
57.5
1,186.4
1,243.9
29.2
1,060.5
1,089.7
-
-
-
-
-
-
In July 2011, SingTel established a business trust, NetLink Trust, as part of the IDA’s effective open access requirements under
Singapore’s Next Generation Nationwide Broadband Network. In September 2011, SingTel sold certain infrastructure assets, namely
ducts and manholes used by OpenNet Pte. Ltd., a 29.9%-owned associate of SingTel, and 7 exchange buildings (“Assets”), and
SingTel’s business of providing duct and manhole services in relation to the Assets (“Business”) to NetLink Trust, for an aggregate
consideration of approximately S$1.89 billion. SingTel also completed its subscription for a further 567,380,000 units at S$1 each in
NetLink Trust.
The aggregate consideration paid by NetLink Trust for the purchase of the Assets and Business was financed by the issue of units to
SingTel of S$567.4 million and loan from SingTel of S$1.33 billion.
Although currently 100% owned by SingTel, NetLink Trust is managed and operated by CityNet Infrastructure Management Pte. Ltd.
in its capacity as trustee-manager. SingTel does not have effective control in NetLink Trust, and hence it is equity accounted as an
associate at the Group.
At the consolidated level, the gain on disposal of Assets and Business recorded by SingTel was deferred in the Group’s statement of
financial position and is being amortised over the useful lives of the Assets. The unamortised deferred gain in the Group’s statement
of financial position will be released to the Group’s income statement when NetLink Trust is partially or fully sold, based on the
proportionate equity interest disposed. In addition, SingTel’s lease expenses paid to NetLink Trust and interest income earned from
NetLink Trust are not eliminated on a line-by-line basis in the Group.
163
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
27.
LOAN TO AN ASSOCIATE/ NET DEFERRED GAIN (Cont’d)
The loan to NetLink Trust carries a fixed interest rate and is repayable on 22 April 2014, or extendable beyond 22 April 2014 subject
to certain conditions. The loan is secured by a fixed and floating charge over NetLink Trust’s assets and business undertakings. Under
the loan agreement, unpaid interest are capitalised as part of the loan principal. As at 31 March 2013, the interest capitalised was
S$5.5 million (2012: Nil).
As at 31 March 2013, the unamortised gross deferred gain was S$1.58 billion (2012: S$1.66 billion), of which S$336.6 million
(2012: S$567.4 million) was applied to the Group’s carrying value of NetLink Trust and the remaining S$1.24 billion (2012: S$1.09
billion) was classified as ‘Net deferred gain’ in the Group’s statement of financial position.
28.
OTHER NON-CURRENT RECEIVABLES
Prepayments
Other receivables
29.
TRADE AND OTHER PAYABLES
Trade payables
Accruals
Interest payable on borrowings
Due to subsidiaries
- trade
- non-trade
Due to associates and joint ventures
- trade
- non-trade
Deferred gain on sale of a joint venture
(see Note 33)
Customers' deposits
Other deferred income
Other payables
164
2013
S$ Mil
60.3
149.5
209.8
2013
S$ Mil
2,981.0
772.3
112.1
-
-
-
61.6
152.6
214.2
3.1
27.3
34.5
77.4
Group
Company
2012
S$ Mil
65.3
64.3
129.6
2013
S$ Mil
221.9
-
221.9
Group
Company
2012
S$ Mil
3,205.6
669.8
116.8
-
-
-
64.8
161.3
226.1
3.1
25.4
38.3
86.8
2013
S$ Mil
703.0
116.3
34.4
226.0
667.3
893.3
54.5
151.7
206.2
-
16.0
20.5
55.7
2012
S$ Mil
241.4
-
241.4
2012
S$ Mil
741.3
110.6
36.4
205.4
687.7
893.1
59.0
160.0
219.0
-
14.3
17.9
56.0
4,221.9
4,371.9
2,045.4
2,088.6
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
29.
TRADE AND OTHER PAYABLES (Cont’d)
The trade payables are non-interest bearing and are generally settled on 30 to 60 days terms.
The interest payable on borrowings are generally settled on a half-year or annual basis except for interest payable on certain bonds
and syndicated loan facilities which are settled on quarterly and monthly basis respectively.
The amounts due to subsidiaries are repayable on demand and interest-free.
30.
PROVISION
The provision mainly relates to provision for liquidated damages and warranties. The movements were as follows -
Balance as at 1 Apr
Provision
Amount written off against provision
Balance as at 31 March
31.
BORROWINGS (UNSECURED)
Current
Bank loans
Non-current
Bonds
Bank loans
Total unsecured borrowings
Group
2013
S$ Mil
3.5
4.4
(2.1)
5.8
2012
S$ Mil
0.3
3.3
(0.1)
3.5
Company
2013
S$ Mil
2012
S$ Mil
-
4.3
-
4.3
-
-
-
-
Group
2013
S$ Mil
2012
S$ Mil
Company
2013
S$ Mil
2012
S$ Mil
350.0
350.0
6,243.7
1,086.0
7,329.7
7,679.7
105.8
105.8
6,300.8
2,169.6
8,470.4
8,576.2
-
-
856.3
-
856.3
856.3
-
-
857.9
-
857.9
857.9
165
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
31.1
Bonds
Principal
amount
US$500 million (1)(2)
US$1,300 million (2)
US$500 million (2)
US$300 million
€700 million (1) (2)
A$75 million (1)
S$250 million
S$600 million (2)
¥10,000 million
HK$1,450 million
HK$1,000 million (1)
Non-current
Group
Company
2013
S$ Mil
655.9
1,734.3
856.3
372.6
2012
S$ Mil
657.3
1,711.0
857.9
377.3
1,135.7
1,185.0
96.9
250.0
600.0
134.3
247.9
159.8
97.9
250.0
600.0
153.0
249.7
161.7
2013
S$ Mil
-
-
856.3
-
-
-
-
-
-
-
-
2012
S$ Mil
-
-
857.9
-
-
-
-
-
-
-
-
6,243.7
6,300.8
856.3
857.9
Notes:
(1) The bonds, issued by Optus Group, are subject to a negative pledge that limits the amount of secured indebtedness of certain subsidiaries
of Optus.
(2) The bonds are listed on Singapore Exchange.
2013
S$ Mil
350.0
1,086.0
1,436.0
Group
2012
S$ Mil
105.8
2,169.6
2,275.4
31.2
Bank Loans
Current
Non-current
166
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
31.3 Maturity
The maturity periods of the non-current unsecured borrowings at the end of the reporting period were as follows -
Between one and two years
Between two and five years
Over five years
31.4
Interest Rates
Group
Company
2013
S$ Mil
1,086.0
1,274.9
4,968.8
7,329.7
2012
S$ Mil
350.0
2,210.2
5,910.2
8,470.4
2013
S$ Mil
-
-
856.3
856.3
The weighted average effective interest rates at the end of the reporting period were as follows -
2012
S$ Mil
-
-
857.9
857.9
2012
%
7.4
-
-
Group
Company
2013
%
3.9
1.5
1.9
2012
%
3.9
1.7
2.1
2013
%
7.4
-
-
Group
2013
S$ Mil
2012
S$ Mil
Company
2013
S$ Mil
2012
S$ Mil
6,243.7
1,436.0
6,300.8
2,275.4
6,355.9
1,436.0
6,356.9
2,275.4
856.3
-
900.3
-
857.9
-
901.8
-
Bonds (fixed rate)
Bonds (floating rate)
Bank loans (floating rate)
31.5
Fair Values
Carrying value
Bonds
Bank loans
Fair value
Bonds
Bank loans
See Note 2.7 on the basis of estimating the fair values and Note 26 for information on the derivative financial instruments used for
hedging the risks associated with the borrowings.
167
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
31.6
The tables below set out the maturity profile of borrowings and related swaps based on expected contractual undiscounted
cash flows.
Group
As at 31 March 2013
Net-settled interest rate swaps
Cross currency interest rate swaps (gross-settled)
- Inflow
- Outflow
Borrowings
As at 31 March 2012
Net-settled interest rate swaps
Cross currency interest rate swaps (gross-settled)
- Inflow
- Outflow
Borrowings
Company
As at 31 March 2013
Net-settled interest rate swaps
Cross currency interest rate swaps (gross-settled)
- Inflow
- Outflow
Borrowings
As at 31 March 2012
Net-settled interest rate swaps
Cross currency interest rate swaps (gross-settled)
- Inflow
- Outflow
Borrowings
168
Less than
1 year
S$ Mil
Between
1 and 2 years
S$ Mil
Between
2 and 5 years
S$ Mil
Over
5 years
S$ Mil
62.3
48.0
94.2
56.9
(175.9)
167.0
53.4
592.5
645.9
(175.8)
169.0
41.2
1,309.4
(514.0)
538.1
118.3
1,896.1
(918.7)
696.8
(165.0)
6,182.7
1,350.6
2,014.4
6,017.7
48.5
45.9
75.1
48.0
(182.2)
191.2
57.5
373.4
430.9
(182.2)
188.7
52.4
614.8
667.2
(546.2)
597.2
126.1
2,884.1
(1,109.3)
927.3
(134.0)
7,302.2
3,010.2
7,168.2
Less than
1 year
S$ Mil
Between
1 and 2 years
S$ Mil
Between
2 and 5 years
S$ Mil
Over
5 years
S$ Mil
6.8
5.5
6.3
23.8
(134.2)
113.5
(13.9)
45.8
31.9
(134.0)
113.3
(15.2)
45.8
30.6
(382.1)
320.4
(55.4)
137.4
(763.2)
474.8
(264.6)
1,522.5
82.0
1,257.9
9.3
7.4
10.8
26.5
(140.4)
118.4
(12.7)
46.4
33.7
(140.4)
118.1
(14.9)
46.4
31.5
(420.4)
353.9
(55.7)
139.1
(900.9)
568.6
(305.8)
1,577.0
83.4
1,271.2
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
32.
BORROWINGS (SECURED)
32.1
Finance Lease Liabilities
The minimum lease payments under the finance lease liabilities were payable as follows -
Not later than one year
Later than one but not later than five years
Later than five years
Less: Future finance charges
Classified as -
Current
Non-current
32.2
Interest Rates
Group
Company
2013
S$ Mil
58.7
99.7
647.9
806.3
(557.3)
249.0
41.8
207.2
249.0
2012
S$ Mil
39.9
85.3
659.5
784.7
(567.1)
217.6
25.3
192.3
217.6
2013
S$ Mil
11.6
46.5
647.9
706.0
(548.5)
157.5
0.2
157.3
157.5
2012
S$ Mil
11.6
46.5
659.5
717.6
(559.9)
157.7
0.2
157.5
157.7
The weighted average effective interest rates per annum at the end of the reporting period were as follows -
Finance lease liabilities
32.3
Fair Values
Carrying value
Finance lease liabilities
Fair value
Finance lease liabilities
Group
Company
2013
%
7.1
2012
%
7.3
2013
%
7.3
2012
%
7.3
Group
2013
S$ Mil
2012
S$ Mil
Company
2013
S$ Mil
2012
S$ Mil
249.0
217.6
157.5
157.7
249.0
217.6
157.5
157.7
The fair value of the finance lease obligations was estimated by discounting the expected future cash flows using current interest
rates for liabilities with similar risk profiles.
169
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
33.
DEFERRED INCOME
Dividends from Southern Cross
Gain on sale and leaseback arrangements
Deferred gain on sale of a joint venture
Classified as -
Current (see Note 29)
Non-current
Group
2012
S$ Mil
370.3
3.8
16.7
390.8
3.1
387.7
390.8
2013
S$ Mil
-
-
13.8
13.8
3.1
10.7
13.8
Company
2013
S$ Mil
2012
S$ Mil
-
-
-
-
-
-
-
-
1.3
-
1.3
-
1.3
1.3
Gain on sale and finance leaseback of certain telecommunications equipment is recognised as income over the lease period of 11
to 16 years.
Deferred gain on sale of a joint venture is recognised as income on a straight-line basis over the remaining useful life of the joint
venture’s cable system of approximately 10 years.
34.
OTHER NON-CURRENT LIABILITIES
Performance share liability
Other payables
Group
Company
2013
S$ Mil
16.4
232.8
249.2
2012
S$ Mil
11.9
201.6
213.5
2013
S$ Mil
15.2
9.8
25.0
2012
S$ Mil
10.8
6.7
17.5
170
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
35.
SHARE CAPITAL
Group and Company
Balance as at 1 April
Issue of shares under share options
2013
2012
Number of
shares
Mil
Share
capital
S$ Mil
Number of
shares
Mil
15,942.2
1.3
2,632.2
1.8
15,935.7
6.5
Balance as at 31 March
15,943.5
2,634.0
15,942.2
Share
capital
S$ Mil
2,622.8
9.4
2,632.2
All issued shares are fully paid and have no par value. The issued shares carry one vote per share and a right to dividends as and when
declared by the Company.
During the year, the Company issued 1,332,000 (2012: 6,521,600) shares upon the exercise of 1,332,000 (2012: 6,521,600) share
options under the 1999 Scheme at exercise price of S$1.31 (2012: between S$1.31 and S$1.56) per share.
The newly issued shares rank pari passu in all respects with the previously issued shares.
Capital Management
The Group is committed to an optimal capital structure while maintaining financial flexibility and investment grade credit ratings. In
order to achieve an optimal capital structure, the Group may adjust the amount of dividend payment, return capital to shareholders,
issue new shares, buy back issued shares, obtain new borrowings or reduce its borrowings.
The Group monitors capital based on gross and net gearing ratios, and the dividend payout ratio ranges from 60% to 75% (2012: 55%
to 70%) of underlying net profit. Underlying net profit is defined as net profit before exceptional and other one-off items.
From time to time, the Group purchases its own shares from the market. The shares purchased are primarily for delivery to employees
upon vesting of performance shares awarded under SingTel performance share plans. The Group can also cancel the shares which
are re-purchased from the market.
There were no changes in the Group’s approach to capital management during the financial year.
The Company and its subsidiaries are not subject to any externally imposed capital requirement.
171
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
36.
DIVIDENDS
Final ordinary dividend of 9.0 cents
(2012: 9.0 cents) per share, paid
Special dividend of nil cent
(2012: 10.0 cents) per share, paid
Interim dividend of 6.8 cents
(2012: 6.8 cents) per share, paid
Group
2013
S$ Mil
2012
S$ Mil
Company
2013
S$ Mil
2012
S$ Mil
1,434.0
1,434.3
1,434.9
1,435.7
-
1,593.6
-
1,594.0
1,083.7
1,083.5
1,084.4
1,084.3
2,517.7
4,111.4
2,519.3
4,114.0
During the financial year, a final one-tier tax exempt ordinary dividend of 9.0 cents per share was paid in respect of the previous
financial year ended 31 March 2012, and an interim one-tier tax exempt ordinary dividend of 6.8 cents per share was paid in respect
of the current financial year ended 31 March 2013.
The amount paid by the Group differed from that paid by the Company due to dividends on performance shares held by the Trust
that were eliminated on consolidation of the Trust.
The Directors have proposed a final one-tier tax exempt ordinary dividend of 10.0 cents per share, totalling approximately
S$1.59 billion in respect of the current financial year ended 31 March 2013 for approval at the forthcoming Annual General
Meeting.
These financial statements do not reflect the above final dividend payable of approximately S$1.59 billion, which will be accounted
for in the shareholders’ equity as an appropriation of ‘Retained Earnings’ in the next financial year ending 31 March 2014.
37.
FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES
The fair values of AFS investments and borrowings are set out in Note 26, Note 31.5 and Note 32.3 respectively.
The carrying values of the other financial assets and liabilities approximate their fair values.
38.
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
38.1 Financial Risk Factors
The Group's activities are exposed to a variety of financial risks: foreign exchange risk, interest rate risk, credit risk, liquidity risk and
market risk. The Group's overall risk management seeks to minimise the potential adverse effects of these risks on the financial
performance of the Group.
The Group uses financial instruments such as currency forwards, cross currency and interest rate swaps, and foreign currency
borrowings to hedge certain financial risk exposures. No financial derivatives are held or sold for speculative purposes.
The Directors assume responsibility for the overall financial risk management of the Group. For the financial year ended
31 March 2013, the Risk Committee and Finance and Investment Committee (“FIC”), which are committees of the Board, assisted the
Directors in reviewing and establishing policies relating to financial risk management in accordance with the policies and directives
of the Directors.
172
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
38.2 Foreign Exchange Risk
The foreign exchange risk of the Group arises from subsidiaries, associates and joint ventures operating in foreign countries, mainly
Australia, Bangladesh, India, Indonesia, Philippines and Thailand. Translation risks of overseas net investments are not hedged unless
approved by the FIC.
The Group has borrowings denominated in foreign currencies that have primarily been hedged into the functional currency of the
respective borrowing entities using cross currency swaps in order to reduce the foreign currency exposure on these borrowings. As
the hedges are perfect, any change in the fair value of the cross currency swaps has minimal impact on profit and equity.
The Group Treasury Policy, as approved by the FIC, is to substantially hedge all known transactional currency exposures. The Group
generates revenue, receives foreign dividends and incurs costs in currencies which are other than the functional currencies of the
operating units, thus giving rise to foreign exchange risk. The currency exposures are primarily for the Australian Dollar, Euro, Hong
Kong Dollar, Indian Rupee, Indonesian Rupiah, Philippine Peso, Pound Sterling, Thai Baht, United States Dollar and Japanese Yen.
Foreign currency purchases and forward currency contracts are used to reduce the Group’s transactional exposure to foreign
currency exchange rate fluctuations. The foreign exchange difference on trade balances is disclosed under Note 6 and the foreign
exchange difference on non-trade balances is disclosed under Note 10.
38.3
Interest Rate Risk
The Group has cash balances placed with reputable banks and financial institutions which generate interest income for the Group. The
Group manages its interest rate risks on its interest income by placing the cash balances on varying maturities and interest rate terms.
The Group’s borrowings include bank borrowings and bonds. The borrowings expose the Group to interest rate risk. The Group
seeks to minimise its exposure to these risks by entering into interest rate swaps over the duration of its borrowings. Interest rate
swaps entail the Group agreeing to exchange, at specified intervals, the difference between fixed and variable rate interest amounts
calculated by reference to an agreed-upon notional principal amount. As at 31 March 2013, after taking into account the effect of
interest rate swaps, approximately 76% (2012: 75%) of the Group’s borrowings were at fixed rates of interest.
As at 31 March 2013, assuming that the market interest rate is 50 basis points higher or lower than the market interest rate and
with no change to the other variables, the annualised interest expense on borrowings would be higher or lower by S$12.6 million
(2012: S$12.8 million).
38.4
Credit Risk
Financial assets that potentially subject the Group to concentrations of credit risk consist primarily of trade receivables, cash and cash
equivalents, marketable securities and financial instruments used in hedging activities.
The Group has no significant concentration of credit risk from trade receivables due to its diverse customer base. Credit risk is
managed through the application of credit assessment and approvals, credit limits and monitoring procedures. Where appropriate,
the Group obtains deposits or bank guarantees from customers or enters into credit insurance arrangements.
The Group places its cash and cash equivalents and marketable securities with a number of major and high credit rating commercial
banks and other financial institutions. Derivative counter-parties are limited to high credit rating commercial banks and other
financial institutions. The Group has policies that limit the financial exposure to any one financial institution.
38.5
Liquidity Risk
To manage liquidity risk, the Group monitors and maintains a level of cash and cash equivalents deemed adequate by the
management to finance the Group’s operations and mitigate the effects of fluctuations in cash flows. Due to the dynamic nature of
the underlying business, the Group aims at maintaining flexibility in funding by keeping both committed and uncommitted credit
lines available.
173
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
38.6 Market Risk
The Group has investments in quoted equity shares. The market value of these investments will fluctuate with market conditions.
39.
SEGMENT INFORMATION
Segment information is presented based on the information reviewed by the chief operating decision maker for performance
measurement and resource allocation.
From 1 April 2012, SingTel Group is restructured into three business segments, namely Group Consumer, Group Enterprise and
Group Digital L!fe.
Group Consumer comprises the consumer businesses across Singapore and Australia, as well as Group’s investments mainly in
Advanced Info Service Public Company Limited (“AIS”) in Thailand, Bharti Airtel Limited (“Airtel”) in India, Globe Telecom, Inc. (“Globe”)
in the Philippines, PBTL in Bangladesh, PT Telekomunikasi Selular (“Telkomsel”) in Indonesia, and Warid in Pakistan. It focuses on
driving more value from the core carriage business including mobile, residential mio TV, fixed and satellite telecommunications as
well as equipment sales.
Group Enterprise comprises the business groups across Singapore and Australia and focuses on growing the Group’s position in
the enterprise markets. Key services rendered included IT & Engineering, Managed Services, local and international leased circuits,
mobile and business mio TV.
Group Digital L!fe focuses on developing new digital growth engines for existing customers and disrupting adjacent industries. It
includes e-commerce, concierge and hyper-local services, and mobile advertising.
Corporate represents the costs of the Group function not allocated to the reportable operating segments.
The measurement of segment results is in line with the basis of information presented to management for internal management
reporting purpose. The performance of each segment includes only transactions external to the Group.
The figures for the previous financial year ended 31 March 2012 were not disclosed as no such information was used by the chief
operating decision maker.
174
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
39.
SEGMENT INFORMATION (Cont’d)
The Group’s reportable segments by the three business segments for the financial year ended 31 March 2013 are as follows –
Group - 2013
Operating revenue
Operating expenses
Other income
Group
Consumer
S$ Mil
Group
Enterprise
S$ Mil
Group
Digital L!fe
S$ Mil
Corporate
S$ Mil
Group
Total
S$ Mil
11,629.7
6,442.1
(8,389.1)
90.0
(4,407.2)
27.7
111.2
(216.4)
1.2
-
18,183.0
(87.3)
(2.1)
(13,100.0)
116.8
Earnings before interest, tax,
depreciation and amortisation (“EBITDA”)
3,330.6
2,062.6
(104.0)
(89.4)
5,199.8
Share of pre-tax results of
associates and joint ventures
- Airtel
- Telkomsel
- Globe
- AIS
- Others
368.5
1,003.7
210.0
437.6
(16.6)
2,003.2
-
-
-
-
-
-
EBITDA and share of pre-tax results
of associates and joint ventures
5,333.8
2,062.6
Depreciation and amortisation
(1,423.9)
(665.7)
Earnings before interest and tax (“EBIT”)
3,909.9
1,396.9
Segment assets
Investment in associates and joint ventures
- Airtel
- Telkomsel
- Globe
- AIS
- Others
4,382.7
3,540.7
984.3
683.3
26.3
9,617.3
-
-
-
-
-
-
-
-
-
-
-
-
(104.0)
(41.3)
(145.3)
-
-
-
-
-
-
-
-
-
-
102.6
102.6
13.2
3.5
16.7
-
-
-
-
269.2
269.2
368.5
1,003.7
210.0
437.6
86.0
2,105.8
7,305.6
(2,127.4)
5,178.2
4,382.7
3,540.7
984.3
683.3
295.5
9,886.5
Goodwill on acquisition of subsidiaries
Other assets
9,244.1
10,587.2
156.3
5,478.7
29,448.6
5,635.0
298.8
479.6
778.4
-
3,852.3
9,699.2
20,397.8
4,121.5
39,983.5
175
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
39.
SEGMENT INFORMATION (Cont’d)
A reconciliation of the total reportable segments’ EBIT to the Group’s profit before tax is as follows -
Group - 2013
EBIT
Exceptional items
Share of exceptional items of associates and joint ventures
Share of tax of associates and joint ventures
Profit before interest, investment income (net) and tax
Interest and investment income (net)
Finance costs
Profit before tax
S$ Mil
5,178.2
(40.1)
(82.9)
(625.7)
4,429.5
46.9
(345.1)
4,131.3
The Group’s revenue from its major products and services are disclosed in Note 4.
The Group has a large and diversified customer base which consists of individuals and corporations. There was no single customer
that contributed 10% or more of the Group’s revenue for the financial years ended 31 March 2013 and 31 March 2012.
As the business segment report for the previous financial year ended 31 March 2012 was not disclosed, the Group continued to
disclose the geographical segments for the financial years ended 31 March 2013 and 31 March 2012.
The Group’s geographical segments are as follows -
Singapore – represent the services and products provided by SingTel and its subsidiaries (excluding Optus).
Australia – represent the services and products provided by Optus, a wholly-owned subsidiary of the Group domiciled
in Australia.
Associates & Joint Ventures (“Assoc & JV”) – represent the Group’s investments in associates and joint ventures which mainly
comprise AIS in Thailand, Airtel in India, Globe in the Philippines, PBTL in Bangladesh, Telkomsel in Indonesia and Warid in Pakistan.
The main services and products provided in both Singapore and Australia are mobile communications, data and Internet, national
telephone, information technology and engineering, sale of equipment, international telephone and pay television.
The accounting policies used to derive the segment results are consistent with those described in the “Significant Accounting
Policies” note to the financial statements.
Segment results represent operating revenue less expenses. Corporate costs represent the costs of the Group function not allocated
to the segments.
Segment assets represent assets directly managed by each segment, and primarily include receivables, property, plant and equipment,
and inventories. Assets managed at corporate level include cash and bank balances, fixed deposits and AFS investments.
Segment capital expenditure comprise additions to property, plant and equipment, and intangible assets.
176
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
39.
SEGMENT INFORMATION (Cont’d)
Group - 2013
Operating revenue
Segment results
Other income
Singapore
S$ Mil
Australia
S$ Mil
Assoc & JV
S$ Mil
Corporate/
Elim
S$ Mil
6,732.1
11,450.9
1,435.2
45.3
1,520.4
71.5
Profit before exceptional items
1,480.5
1,591.9
Exceptional items
(18.9)
(64.7)
Profit on operating activities
1,461.6
1,527.2
Share of results of associates
and joint ventures (post-tax)
- Airtel
- Telkomsel
- Globe
- AIS
- Others
Profit before interest,
-
-
-
-
-
-
-
-
-
-
-
-
164.1
753.5
67.5
338.4
73.7
1,397.2
-
-
-
-
-
-
Group
Total
S$ Mil
18,183.0
2,955.6
116.8
3,072.4
(40.1)
3,032.3
164.1
753.5
67.5
338.4
73.7
1,397.2
-
-
-
-
43.5
43.5
-
-
-
-
-
-
investment income (net) and tax
1,461.6
1,527.2
1,397.2
43.5
4,429.5
Interest and investment income (net)
Finance costs
35.0
(151.7)
11.9
(193.4)
-
-
-
-
46.9
(345.1)
Profit before tax
1,344.9
1,345.7
1,397.2
43.5
4,131.3
Segment assets
Investment in associates and joint ventures
- Airtel
- Telkomsel
- Globe
- AIS
- Others
-
-
-
-
-
-
-
-
-
-
-
-
4,382.7
3,540.7
984.3
683.3
295.5
9,886.5
-
-
-
-
-
-
4,382.7
3,540.7
984.3
683.3
295.5
9,886.5
Goodwill on acquisition of subsidiaries
Other assets
381.0
8,379.8
9,318.2
16,692.9
-
-
-
(4,674.9)
9,699.2
20,397.8
8,760.8
26,011.1
9,886.5
(4,674.9)
39,983.5
Capital expenditure
772.5
1,575.2
Depreciation and amortisation
(666.0)
(1,461.4)
-
-
-
-
2,347.7
(2,127.4)
177
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
39.
SEGMENT INFORMATION (Cont’d)
Group - 2012
Operating revenue
Segment results
Other income
Singapore
S$ Mil
Australia
S$ Mil
Assoc & JV
S$ Mil
Corporate/
Elim
S$ Mil
6,550.8
12,274.5
1,514.7
36.1
1,599.2
67.1
Profit before exceptional items
1,550.8
1,666.3
Exceptional items
(0.8)
(23.5)
Profit on operating activities
1,550.0
1,642.8
Share of results of associates
and joint ventures (post-tax)
- Airtel
- Telkomsel
- Globe
- AIS
- Others
Profit before interest,
-
-
-
-
-
-
-
-
-
-
-
-
351.0
665.1
130.8
278.5
6.0
1,431.4
-
-
-
-
-
-
Group
Total
S$ Mil
18,825.3
3,113.9
103.2
3,217.1
6.6
3,223.7
351.0
665.1
130.8
278.5
6.0
1,431.4
-
-
-
-
30.9
30.9
-
-
-
-
-
-
investment income (net) and tax
1,550.0
1,642.8
1,431.4
30.9
4,655.1
Interest and investment income (net)
Finance costs
31.9
(196.1)
22.1
(198.6)
-
-
-
-
54.0
(394.7)
Profit before tax
1,385.8
1,466.3
1,431.4
30.9
4,314.4
Segment assets
Investment in associates and joint ventures
- Airtel
- Telkomsel
- Globe
- AIS
- Others
-
-
-
-
-
-
-
-
-
-
-
-
4,727.6
3,392.2
1,028.1
630.4
402.2
10,180.5
-
-
-
-
-
-
Goodwill on acquisition of subsidiaries
Other assets
81.9
8,474.6
9,576.2
17,079.5
-
-
-
(4,975.1)
4,727.6
3,392.2
1,028.1
630.4
402.2
10,180.5
9,658.1
20,579.0
8,556.5
26,655.7
10,180.5
(4,975.1)
40,417.6
Capital expenditure
882.2
1,599.1
Depreciation and amortisation
(577.3)
(1,424.3)
-
-
-
-
2,481.3
(2,001.6)
178
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
40.
OPERATING LEASE COMMITMENTS
The future aggregate minimum lease payments under non-cancellable operating leases contracted for at the end of the reporting
period but not recognised as liabilities, were as follows -
Not later than one year
Later than one but not later than five years
Later than five years
Group
Company
2013
S$ Mil
486.7
1,096.3
1,564.9
3,147.9
2012
S$ Mil
496.4
1,239.7
1,620.3
3,356.4
2013
S$ Mil
72.5
301.7
682.4
2012
S$ Mil
102.2
291.6
715.9
1,056.6
1,109.7
Sale and operating leaseback contracts were entered into for certain property, plant and equipment for a period of 20 years
commencing on 2 March 2005 and 1 November 2010. The above commitments included the minimum amounts payable of
S$40.9 million (2012: S$39.5 million) per annum under those contracts. The operating lease payments under these contracts are
subject to review every year with a general increase not exceeding the higher of 2% or Consumer Price Index percentage of the
preceding year.
41.
COMMITMENTS
41.1
The commitments for capital and operating expenditures, and investments which had not been recognised in the financial
statements, excluding the commitments shown under Note 41.2, were as follows -
Group
2013
S$ Mil
2012
S$ Mil
Company
2013
S$ Mil
2012
S$ Mil
Authorised and contracted for
924.3
1,725.7
243.0
181.7
The above included commitments to purchase capacity in the cable network of a joint venture of S$41 million (2012: S$54 million)
and equity funding commitments of nil (2012: S$769 million).
41.2 As at 31 March 2013, the Group’s commitments for the purchase of broadcasting program rights were S$586 million
(2012: S$219 million). The commitments included only the minimum guaranteed amounts payable under the respective contracts
and do not include amounts that may be payable based on revenue share arrangement which cannot be reliably determined as at
the end of the reporting period.
179
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
42.
CONTINGENT LIABILITIES OF SINGTEL AND ITS SUBSIDIARIES
(a)
Guarantees
As at 31 March 2013,
(i)
The Group and Company provided bankers’ and other guarantees, and insurance bonds of S$730.1 million and S$473.1 million
(2012: S$572.8 million and S$413.2 million) respectively.
(ii) The Company provided guarantees for loans of S$950 million (2012: S$1.55 billion) drawn down under various loan facilities
entered into by SGT with maturities between November 2013 and June 2014. The Company also provided guarantees for SGT’s
notes issue of an aggregate equivalent amount of S$3.28 billion (2012: S$3.28 billion) due between July 2016 and
September 2021. The total guaranteed amount of $4.23 billion (2012: $4.83 billion) represents the maximum amount that the
Company can be called on under the financial guarantee contracts.
SingTel is in dispute with OpenNet Pte Ltd, an associated company in which the Group has 30% equity interest, with respect to
SingTel’s contractual obligations as a key sub-contractor under various agreements between the parties. Parties are in discussions to
manage the dispute matters through the resolution process under the agreements.
Optus (and certain subsidiaries) is in dispute with third parties regarding certain transactions entered into in the ordinary
course of business. Some of these disputes involve legal proceedings relating to the contractual obligations of the parties and/
or representations made, including the amounts payable by Optus' companies under the contracts and claims against Optus'
companies for compensation for alleged breach of contract and/or representations. Optus is vigorously defending all these claims.
(b)
(c)
43.
SIGNIFICANT CONTINGENT LIABILITIES OF JOINT VENTURES
(a)
Airtel, a 32.3% joint venture of the Group, has disputes with various government authorities in the respective jurisdictions where its
operations are based, as well as with third parties regarding certain transactions entered into in the ordinary course of business.
On 8 January 2013, the local regulator, Department of Telecommunications (“DoT”) issued a demand on Airtel Group for
Rs. 52.01 billion (SingTel’s share: S$384 million) towards levy of one time spectrum charge. The demand included a retrospective
charge of Rs. 9.09 billion (SingTel’s share: S$67 million) for holding GSM spectrum beyond 6.2 MHz for the period from 1 July 2008 to
31 December 2012 and also a prospective charge of Rs. 42.92 billion (SingTel’s share: S$317 million) for GSM spectrum held beyond
4.4 MHz for the period from 1 January 2013, till the expiry of the initial terms of the respective licenses.
In the opinion of Airtel, inter-alia, the above demand amounts to alternation of financial terms of the licenses issued in the past. Airtel
believes, based on independent legal opinion and its evaluation, that it is not probable that the claim will materialise and therefore,
pending outcome of this matter, no provision has been recognised.
As at 31 March 2013, other taxes, custom duties and demands under adjudication, appeal or disputes amounted to approximately
INR 64.9 billion (SingTel’s share: S$480 million). In respect of some of the tax issues, pending final decisions, Airtel had deposited
amounts with statutory authorities.
Airtel Nigeria B.V. (“ANBV”), a 100% owned indirect subsidiary of Airtel, has 79.05% shareholding in Airtel Networks Limited (“ANL”),
whose principal activity is the provision of mobile telecommunication services in Nigeria.
Econet Wireless Limited (“EWL”) has claimed for entitlement to a 5% stake in ANL in 2004 and a claim alleging breach of a shareholders
agreement between EWL and former shareholders of ANL in 2006. ANL and ANBV have filed appeals in the Nigerian Court of Appeals
on both matters.
Airtel is defending its positions vigorously. Under the terms of the acquisition by Airtel of these assets from Zain International B.V. in
2010, Airtel has the benefit of seller’s indemnities in respect of such matters.
180
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
43.
SIGNIFICANT CONTINGENT LIABILITIES OF JOINT VENTURES (Cont’d)
(b)
The Group holds an equity interest of 23.3% in AIS.
Revenue share disputes arising from abolishment of excise tax
In January 2008, TOT Public Company Limited (“TOT”) and CAT Telecom Public Company Limited (“CAT”) demanded additional
payments of revenue share from AIS and its subsidiary, Digital Phone Company Limited (“DPC”) respectively.
CAT had submitted its case against DPC to arbitration and the Arbitral Tribunal has dismissed CAT’s case against DPC on
1 March 2011. On 3 June 2011, CAT began proceedings to appeal against the Arbitral Tribunal’s decision in the Central
Administrative Court.
On 20 May 2011, the Arbitral Tribunal dismissed TOT’s claim against AIS for additional revenue share. On 22 September 2011, TOT
submitted its case to the Central Administrative Court to appeal against the Arbitral Tribunal’s award.
TOT’s demand for additional revenue share
On 26 January 2011, TOT sent a letter demanding AIS to pay additional revenue share based on gross interconnection income
received from 2007 to 2010 of THB 17,803 million (SingTel’s share: S$176 million) plus interest at the rate of 1.25% per month. AIS sent
a letter opposing the said claim to TOT on 21 February 2011. On 9 March 2011, AIS submitted the dispute to arbitration.
TOT’s demand for access charge
On 9 May 2011, TOT submitted a case to the Central Administrative Court against CAT as first defendant and DPC as second defendant
demanding access charge amounting to THB 2,954 million (SingTel’s share: S$29 million) plus interest. This case is pending.
AIS’ management believes that the case has no material impact to its financial statements because DPC has correctly and fully
complied with the law and the relevant agreements in all respects.
(c)
Globe, a 47.3% joint venture of the Group, is contingently liable for various claims arising in the ordinary conduct of business and
certain tax assessments which are either pending decision by the Courts or are being contested, the outcome of which are not
presently determinable. In the opinion of Globe’s management and legal counsel, the eventual liability under these claims, if any,
will not have a material or adverse effect on the Globe Group’s financial position and results of operations.
(d)
The Group holds an equity interest of 35% in Telkomsel.
PT Prima Jaya Informatika’s bankruptcy petition against Telkomsel
Following the dispute between Telkomsel and PT Prima Jaya Informatika (“PT Prima”), a Telkomsel’s distributor of pulse reload
vouchers under a distribution agreement by both parties, the Jakarta Commercial Court at the Central Jakarta District Court accepted
the bankruptcy petition against Telkomsel filed by PT Prima based on its verdict on 14 September 2012. The bankruptcy petition was
filed by PT Prima on the basis of:
• PT Prima’s claim on overdue receivable from Telkomsel amounted to IDR 5.26 billion (SingTel’s share: S$0.2 million) which represents
the value of undelivered pulse reload vouchers based on orders covered by purchase orders; and
• receivable of another company from Telkomsel
Telkomsel has contested PT Prima’s claim and stated that Telkomsel’s payable to the other company has been fully repaid. Besides,
PT Prima has no right to claim receivable from Telkomsel, considering that PT Prima has not made any payment to Telkomsel on
its orders. PT Prima has also breached the terms and conditions as stipulated in the above-mentioned agreement. Therefore, the
requirement for a bankruptcy petition should have not been met.
The decision of the Jakarta Commercial Court at the Central Jakarta District Court was not in the favor of Telkomsel.
Telkomsel has taken necessary actions and legal remedy, and challenged the above court decision by filing an appeal to the Supreme
Court on 21 September 2012.
181
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
43.
SIGNIFICANT CONTINGENT LIABILITIES OF JOINT VENTURES (Cont’d)
On 21 November 2012, the Supreme Court granted Telkomsel’s appeal and refused the bankruptcy petition from PT Prima. Telkomsel
has received the formal verdict from the District Court of Central Jakarta on 10 January 2013.
On 31 January 2013, Telkomsel was notified by the court that PT Prima has applied for civil review to the Supreme Court on
29 January 2013. Telkomsel filed its contra memorandum on 7 February 2013. The decision from the Supreme Court is pending.
Tax disputes
As at 31 March 2013, Telkomsel has filed appeals and cross-appeals amounting to approximately IDR 1,170 billion (SingTel’s share:
S$52 million) for various tax claims arising in certain tax assessments which are pending final decisions, the outcome of which are
not presently determinable.
44.
SALE OF WARID TELECOM (PRIVATE) LIMITED (“WARID PAKISTAN”)
On 15 March 2013, the Group completed the sale of its entire 30% equity interest in Warid Pakistan. Following the completion,
SingTel has been released from all its obligations in relation to Warid Pakistan’s loan facilities. Under the terms of the sale, SingTel has
rights to receive 7.5% share of the net proceeds from any future sale, public offering or merger of Warid Pakistan upon realisation.
45.
SUBSEQUENT EVENT
On 3 May 2013, Airtel announced the sale of 5% stake to the Qatar Foundation Endowment for INR 68 billion (US$1.26 billion).
SingTel’s shareholding in Airtel will consequently be changed from 32.34% to 30.72%.
46.
EFFECTS OF FRS AND INT FRS ISSUED BUT NOT YET ADOPTED
Certain new or revised FRS and INT FRS are mandatory for adoption by the Group for financial year beginning on or after 1 April 2013.
(a) FRS 110 Consolidated Financial Statements and FRS 27 Separate Financial Statements
FRS 110 replaces the control assessment criteria and consolidation requirements currently in FRS 27 and INT FRS 12, Consolidation
- Special Purpose Entities. FRS 110 defines the principle of control and establishes control as the basis for determining which
entities are consolidated in the consolidated financial statements. FRS 27 remains as a standard applicable only to separate financial
statements. These will take effect from financial year beginning on 1 April 2014 with full retrospective application.
(b) FRS 111 Joint Arrangements and FRS 28 Investments in Associates and Joint Ventures
FRS 111 supersedes FRS 31, Interests in Joint Ventures, and INT FRS 13, Jointly Controlled Entities – Non-Monetary Contributions by
Venturers. FRS 111 classifies a joint arrangement as either a joint operation or a joint venture based on the parties’ rights and
obligations under the arrangement. The joint venturer should use the equity method under the revised FRS 28 to account for a
joint venture. These will take effect from financial year beginning on 1 April 2014 with full retrospective application.
(c) FRS 112 Disclosure of Interests in Other Entities
FRS 112 requires an entity to provide more extensive disclosures regarding the nature of and risks associated with its interest in
subsidiaries, associates, joint arrangements and unconsolidated structured entities, and will take effect from financial year beginning
on 1 April 2014.
(d) FRS 113 Fair Value Measurement
FRS 113 replaces the guidance on fair value measurement and related disclosures in other standards with a common fair value
definition and hierarchy applicable to fair value measurement of assets, liabilities and an entity’s own equity instruments within
its scope. It requires an entity to provide more extensive disclosures including quantitative and qualitative disclosures based on
the three-level fair value hierarchy for assets and liabilities, which is currently required only for financial instruments under FRS
107, Financial Instruments: Disclosures. This standard took effect from financial year beginning on 1 April 2013.
The new or revised FRS and INT FRS are not expected to have a significant impact on the financial statements of the Group and the
Company in the period of initial application.
182
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
47.
COMPANIES IN THE GROUP
The Company’s immediate and ultimate holding company is Temasek Holdings (Private) Limited, a company incorporated in
Singapore. The following were the significant subsidiaries, associates and joint ventures as at 31 March 2013 and 31 March 2012.
47.1
Significant subsidiaries incorporated in Singapore
Name of subsidiary
Principal activities
1.
2.
3.
4.
5.
6.
7.
8.
9.
12.
13.
Computer Systems Holdings Pte Ltd
Investment holding
NCS Communications Engineering
Pte. Ltd.
NCS Pte. Ltd.
Provision of facilities management and
consultancy services, and distributor of
specialised telecommunications and
data communication products
Provision of information technology
and consultancy services
NCSI Holdings Pte. Ltd.
Investment holding
NCSI Solutions Pte. Ltd.
SCS Computer Systems Pte. Ltd.
Provision of information technology
services
Provision of information technology
and consultancy services
Singapore Telecom Mobile Pte Ltd
Investment holding
SingNet Pte Ltd
Provision of internet access services
Singapore Telecom International
Pte Ltd
10.
SingTel Group Treasury Pte. Ltd.
11.
SingTel Idea Factory Pte. Ltd.
14.
SingTelSat Pte Ltd
Holding of strategic investments
and provision of technical and
management consultancy services
Provision of finance and treasury
services to SingTel and its subsidiaries
Engaged in research and development,
products and services development
and business partnership
Operation and provision of cellular
mobile telecommunications systems
and services, resale of fixed line and
broadband services
Provision of satellite capacity for
telecommunications and video
broadcasting services
SingTel Innov8 Pte. Ltd.
Venture capital investment holding
SingTel Mobile Singapore Pte. Ltd.
Percentage of effective
equity interest held by the Group
2013
%
100
100
2012
%
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
183
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
47.1
Significant subsidiaries incorporated in Singapore (Cont’d)
Name of subsidiary
Principal activities
15.
SingTel Singapore Pte. Ltd.
16.
ST-2 Satellite Ventures Private Limited
17.
Subsea Network Services Pte Ltd
18.
Sembawang Cable Depot Pte Ltd
19.
SingTel Digital Media Pte Ltd
20.
Telecom Equipment Pte Ltd
Investment holding and provision
of business and management
consultancy services
Provision of satellite capacity for
telecommunications and video
broadcasting services
Provision of storage facilities for
submarine cables and related
equipment
Provision of storage facilities for
submarine telecommunication cables
and related equipment
Development and management of
on-line internet portal
Engaged in the sale and maintenance
of telecommunications equipment
Percentage of effective
equity interest held by the Group
2013
%
100
2012
%
100
61.9
61.9
100
100
60
60
95.6
100
95.6
100
47.2
Significant subsidiaries incorporated in Australia
Name of subsidiary
Principal activities
Percentage of effective
equity interest held by the Group
Alphawest Services Pty Ltd (1)
Provision of information technology
services
Cable & Wireless Optus Satellites
C1 Satellite contracting party
Pty Limited (1)
Eatability Pty Limited
Inform Systems Australia Pty Ltd (1)
NCSI (Australia) Pty Limited
Provision of restaurant review portal and
advertisements
Provision of information technology
services
Provision of information technology
services
2013
%
100
100
100
100
100
2012
%
100
100
-
100
100
1.
2.
3.
4.
5.
184
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
47.2
Significant subsidiaries incorporated in Australia (Cont’d)
Name of subsidiary
Principal activities
Percentage of effective
equity interest held by the Group
6.
7.
8.
9.
Optus Administration Pty Limited (1)
Optus Backbone Investments Pty Limited
Optus Billing Services Pty Limited (*)
Optus Broadband Pty Limited (1)
10.
Optus Data Centres Pty Limited (1)
11.
Optus Finance Pty Limited (1)
12.
Optus Insurance Services Pty Limited
13.
Optus Internet Pty Limited (1)
Provision of management services to
the Optus Group
Investment in telecommunications
network infrastructure in Australia
Provision of billing services to the
Optus Group
Provision of high speed residential
internet service
Provision of data communication
services
Provision of financial services to the
Optus Group
Provision of handset insurance and
related services
Provision of internet services to retail
customers
14.
15.
16.
17.
Optus Mobile Pty Limited (1)
Provision of mobile phone services
Optus Narrowband Pty Limited (*)
Provision of narrowband portal content
services
Optus Networks Investments Pty Ltd (*) (1)
Investment holding
Optus Networks Pty Limited (1)
18.
Optus Rental & Leasing Pty Limited (*)
19.
Optus Stockco Pty Limited (*)
20.
Optus Superannuation Pty Limited (*)
21.
Optus Systems Pty Limited (1)
Provision of telecommunications
services
Provision of equipment rental services
to customers
Purchases of Optus Group network
inventory
A trustee for Optus Group’s
superannuation scheme
Provision of information technology
services to the Optus Group
2013
%
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
2012
%
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
185
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
47.2
Significant subsidiaries incorporated in Australia (Cont’d)
Name of subsidiary
Principal activities
22.
Optus Vision Interactive Pty Limited (*)
23.
Optus Vision Media Pty Limited (*) (2)
24.
Optus Vision Pty Limited (1)
Provision of interactive television
service
Provision of broadcasting related
services
Provision of telecommunications
services
25.
26.
27.
Perpetual Systems Pty Ltd (1)
Provision of IT disaster recovery services
Prepaid Services Pty Limited (1)
Distribution of prepaid mobile products
Reef Networks Pty Ltd (1)
Operation and maintenance of fibre
optic network between Brisbane
and Cairns
28.
Singapore Telecom Australia Investments
Investment holding
Pty Limited
29.
30.
31.
Simplus Mobile Pty Limited (1)
Provision of mobile phone services
SingTel Optus Pty Limited
Investment holding
Source Integrated Networks Pty Limited (1)
Provision of data communications and
network services
32.
Uecomm Operations Pty Limited (1)
Provision of data communication
services
33.
34.
35.
36.
Virgin Mobile (Australia) Pty Limited (1)
Provision of mobile phone services
Vividwireless Group Limited
Provision of wireless broadband
services
XYZed LMDS Pty Limited (*)
Holder of telecommunications licence
XYZed Pty Limited (1)
Provision of telecommunications
services
Percentage of effective
equity interest held by the Group
2013
%
100
2012
%
100
20
100
100
100
100
100
100
100
100
100
100
100
100
100
20
100
100
100
100
100
100
100
100
100
100
-
100
100
All companies are audited by Deloitte Touche Tohmatsu, Australia, except for those companies denoted (*) where no statutory audit
is required.
Notes:
(1) These entities are relieved from the Australian Corporations Act 2001 requirements for preparation, audit and lodgement of financial reports
pursuant to ASIC Class Order 98/1418 (as amended) dated 13 August 1998.
(2) Optus Vision Media Pty Limited is deemed to be a subsidiary by virtue of control.
186
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
47.3
Significant subsidiaries incorporated outside Singapore and Australia
Name of subsidiary
Principal activities
Country of
incorporation
Percentage of effective
equity interest held by the Group
1.
2.
3.
4.
5.
7.
8.
9.
Amobee Inc.
Provision of media and
advertising services
USA
GB21 (Hong Kong) Limited
Provision of telecommunications
services and products
Hong Kong
Information Network Services
Sdn Bhd
Provision of data
communication and value
added network services
Malaysia
Lanka Communication Services
(Pvt) Limited
Provision of data communication
services
Sri Lanka
NCS Information Technology
(Suzhou) Co., Ltd. (1)
Software development and
provision of information
technology services
6.
NCSI (Chengdu) Co., Ltd (1)
People’s
Republic of
China
People’s
Republic of
China
Hong Kong
Provision of information
technology research and
development, and other
information technology
related services
Provision of information
technology services
NCSI (HK) Limited
NCSI (India) Private Limited
Provision of information
technology services
India
NCSI (Korea) Co., Limited
Provision of information
technology consultancy and
system integration services
South Korea
2013
%
100
100
100
82.9
100
2012
%
-
100
100
82.9
100
100
100
100
100
100
100
100
100
10.
NCSI Lanka (Private) Limited
Provision of information
technology and communication
engineering services
11.
NCSI (Malaysia) Sdn Bhd
Provision of information
technology services
12.
NCSI (ME) W.L.L.
Provision of information
technology and communication
engineering services
Sri Lanka
100
100
Malaysia
Bahrain
100
100
100
100
187
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
47.3
Significant subsidiaries incorporated outside Singapore and Australia (Cont’d)
Name of subsidiary
Principal activities
Country of
incorporation
Percentage of effective
equity interest held by the Group
13.
NCSI (Philippines) Inc.
14.
NCSI (Shanghai), Co. Ltd (1)
Provision of information
technology and communication
engineering services
Philippines
Provision of system integration,
software research and
development and other
information technology-related
services
People’s
Republic of
China
15.
Pixable, Inc.
Provision of consumer internet
services
USA
16.
Shanghai Zhong Sheng
Information Technology
Co., Ltd. (**) (1)
Provision of information
technology training and
software resale
People’s
Republic of
China
2013
%
100
2012
%
100
100
100
100
100
-
100
17.
SingTel Global Private Limited
Provision of infotainment
products and services, and
investment holding
Mauritius
100
100
18.
SingTel Global India
Private Limited
Provision of telecommunications
services and all related activities
India
19.
Singapore Telecom
Hong Kong Limited
Provision of telecommunications
services and all related activities
Hong Kong
20.
Singapore Telecom India
Private Limited
Engaged in general liaison and
support services
India
21.
Singapore Telecom Japan
Co Ltd (*)
Provision of telecommunications
services and all related activities
Japan
22.
Singapore Telecom Korea
Limited
Provision of telecommunications
services and all related activities
South Korea
USA
74
100
100
100
100
100
74
100
100
100
100
100
British Virgin
Islands
100
100
23.
Singapore Telecom USA, Inc. (*)
24.
SingTel Australia
Investment Ltd (*)
Provision of
telecommunications,
engineering and marketing
services
Investment holding
188
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
47.3
Significant subsidiaries incorporated outside Singapore and Australia(Cont’d)
Name of subsidiary
Principal activities
Country of
incorporation
Percentage of effective
equity interest held by the Group
25.
SingTel (Europe) Limited
Provision of telecommunications
services and all related activities
United
Kingdom
26.
SingTel (Philippines), Inc.
Engaged in general liaison and
support services
Philippines
27.
SingTel Taiwan Limited
Provision of telecommunications
services and all related activities
Taiwan
28.
SingTel Ventures (Cayman)
Investment holding
Pte Ltd (*)
29.
Sudong Sdn. Bhd.
Management, provision and
operations of a call centre for
telecommunications services
Cayman
Islands
Malaysia
All companies are audited by a member firm of Deloitte Touche Tohmatsu LLP except for the following -
(*) No statutory audit is required.
(**) Audited by another firm.
2013
%
100
100
100
100
100
2012
%
100
100
100
100
100
Note:
(1) Subsidiary’s financial year-end is 31 December.
47.4
Associates of the Group
Name of associate
Principal activities
Country of
incorporation
Percentage of effective
equity interest held by the Group
1.
2.
3.
4.
ADSB Telecommunications B.V.
Dormant
Netherlands
APT Satellite Holdings Limited (1)
Investment holding
Bermuda
APT Satellite International
Investment holding
Company Limited (1)
Infoserve Technology Corp.
Dormant
British Virgin
Islands
Cayman
Islands
2013
%
25.6
20.3
28.6
25.0
2012
%
25.6
20.3
28.6
25.0
5.
NetLink Trust (2) (5)
To own, install, operate
and maintain the passive
infrastructure for Singapore’s
Next Generation Nationwide
Broadband Network
Singapore
100.0
100.0
189
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
47.4 Associates of the Group (Cont’d)
Name of subsidiary
Principal activities
Country of
incorporation
Percentage of effective
equity interest held by the Group
2013
%
29.9
25.6
50.0
2012
%
29.9
25.6
50.0
6.
OpenNet Pte. Ltd. (3)
To design, build and operate
the passive infrastructure for
Singapore’s Next Generation
Nationwide Broadband Network
Singapore
7.
8.
Singapore Post Limited (4)
Operation and provision of
postal services
Telescience Singapore Pte Ltd
Singapore
Singapore
Sale, distribution and installation
of telecommunications
equipment
Provision of services relating to
motor vehicle rental and retail of
general merchandise
9.
Viewers Choice Pte Ltd
Singapore
49.2
49.2
10.
Warid Telecom (Private)
Limited (6)
Provision of mobile
telecommunications services
Pakistan
-
30.0
Notes:
(1) The company has been equity accounted for in the consolidated financial statements based on results ended, or as at, 31 December 2012, the
financial year-end of the company.
(2) Audited by Deloitte & Touche LLP, Singapore.
(3) Audited by Ernst & Young LLP, Singapore.
(4) Audited by PricewaterhouseCoopers LLP, Singapore.
(5) NetLink Trust is a business trust established as part of IDA’s effective open access requirements under Singapore’s Next Generation Nationwide
Broadband Network, and is currently 100% owned by SingTel. It is regarded as an associate as SingTel does not have effective control in
the trust.
(6) The company has been disposed during the financial year.
47.5
Joint ventures of the Group
Name of joint venture
Principal activities
Country of
incorporation
Percentage of effective
equity interest held by the Group
2013
%
30.0
2012
%
30.0
Singapore
Malaysia
14.3
14.3
Marketing and distributing
certain travel-related services
through on-line airline
computerised reservations
systems
Provision of networking services
to business customers operating
within and outside Malaysia
1.
Abacus Travel Systems Pte Ltd
2.
Acasia Communications
Sdn Bhd (1)
190
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
47.5
Joint ventures of the Group (Cont’d)
Name of joint venture
Principal activities
Country of
incorporation
Percentage of effective
equity interest held by the Group
3.
ACPL Marine Pte Ltd
To own, operate and manage
maintenance-cum-laying
cableships
Singapore
2013
%
41.7
2012
%
41.7
4.
Advanced Info Service Public
Company Limited (2)
5.
ASEAN Cableship Pte Ltd
Provision of mobile,
broadband, international
telecommunications services,
call centre and data transmission
Operation of cableships
for laying, repair and
maintenance of submarine
telecommunication cables
Thailand
23.3
23.3
Singapore
16.7
16.7
6.
7.
8.
ASEAN Telecom Holdings
Investment holding
Malaysia
Sdn Bhd (1)
Asiacom Philippines, Inc. (1)
Investment holding
Philippines
Bharti Airtel Limited (3)
India
Provision of mobile, long
distance, broadband and
telephony telecommunications
services, enterprise solutions,
pay television and passive
infrastructure
9.
Bharti Telecom Limited (3)
Investment holding
India
10.
Bridge Mobile Pte Ltd
11.
Globe Telecom, Inc. (4)
Provision of regional mobile
services
Provision of mobile, broadband,
international and fixed line
telecommunications services
Singapore
Philippines
12.
Grid Communications Pte Ltd (1)
Provision of public trunk radio
services
Singapore
13.
Indian Ocean Cableship Pte Ltd
Leasing, operating and
managing of maintenance-
cum-laying cableship
Singapore
14.
International Cableship Pte Ltd
Ownership and chartering of
cableships
Singapore
15.
Main Event Television
Pty Limited
Provision of cable television
programmes
Australia
14.3
40.0
32.3
36.2
33.8
47.3
50.0
50.0
45.0
33.3
14.3
40.0
32.3
36.2
33.8
47.3
50.0
50.0
45.0
33.3
191
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
NotES to thE FINANCIAl StAtEmENtS
For the financial year ended 31 March 2013
47.5
Joint ventures of the Group (Cont’d)
Name of joint venture
Principal activities
Country of
incorporation
Percentage of effective
equity interest held by the Group
OPEL Networks Pty Limited
Dormant
16.
17.
Pacific Bangladesh Telecom
Limited (5)
18.
Pacific Carriage Holdings
Limited
19.
PT Telekomunikasi Selular (6)
20.
Radiance Communications
Pte Ltd (1)
21.
Southern Cross Cables
Holdings Limited (7)
22.
SSBI Pte. Ltd.
23.
VA Dynamics Sdn Bhd (1)
2013
%
50.0
45.0
2012
%
50.0
45.0
Australia
Bangladesh
Bermuda
39.99
39.99
Indonesia
35.0
35.0
Singapore
50.0
50.0
Bermuda
39.99
39.99
Singapore
50.0
50.0
Malaysia
49.0
49.0
Provision of mobile
telecommunications, broadband
and data transmission services
Operation and provision of
telecommunications facilities
and services utilising a network
of submarine cable systems
Provision of mobile
telecommunications and related
services
Sale, distribution, installation
and maintenance of
telecommunications equipment
Operation and provision of
telecommunications facilities
and services utilising a network
of submarine cable systems
Provision of business
and management consultancy
services
Distribution of networking
cables and related products
Notes:
(1) The company has been equity accounted for in the consolidated financial statements based on the results ended, or as at, 31 December 2012,
the financial year-end of the company.
(2) Audited by KPMG Phoomchai Audit Ltd, Bangkok.
(3) Audited by S.R.Batliboi & Associates, New Delhi (a member firm of Ernst & Young).
(4) Audited by SGV & Co. (a member firm of Ernst & Young).
(5) Audited by S. F. Ahmed & Co (SFACO) (an international associate firm of Ernst & Young).
(6) Audited by Purwantono, Suherman & Surja (a member firm of Ernst & Young).
(7) Audited by KPMG, Bermuda.
192
INtEREStED PERSoN tRANSACtIoNS
The aggregate value of all interested person transactions during the financial year ended 31 March 2013 (excluding transactions less than
S$100,000) were as follows -
Name of interested person
Advanced Info Service Public Company Limited
Aetos Security Management Pte Ltd
APL Global Service Center (Chong Qing) Company Limited
Certis Cisco Security Technology Pte Ltd
E-Cop Pte Ltd
Fullerton Fund Management Company Ltd
Grid Communications Pte Ltd
iDirect Asia Pte Ltd
iShopAero Pte Ltd
MediaCorp TV Singapore Pte Ltd
MediaCorp Pte Ltd
MediaCorp VizPro International Pte Ltd
NexWave Technologies Pte Ltd
Nucleus Connect Pte Ltd
Nxgen Communications Pte Ltd
Radiance Communications Pte Ltd
S & I Systems Pte Ltd
SATS Ltd
Singapore Technologies Aerospace Ltd
Singapore Technologies Electronics Ltd
Singapore Technologies Kinetics Ltd
SMRT Trains Ltd
SP PowerAssets Limited
StarHub Ltd
StarHub Cable Vision Ltd
StarHub Mobile Pte Ltd
ST Electronics (Info-Comm Systems) Pte Ltd
ST Electronics (Satcom & Sensor Systems) Pte Ltd
S$ mil
2.3
2.5
0.5
0.4
0.1
0.3
0.3
0.2
1.5
0.3
0.5
0.4
0.2
3.3
0.1
0.9
2.5
0.6
0.1
0.5
0.8
1.3
1.5
50.3
29.7
12.9
0.7
0.2
114.9
193
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
ShAREholDER INFoRmAtIoN
As at 30 May 2013
ORDINARY SHARES
Number of ordinary shareholders
Number of holders of CHESS Units of Foreign Securities relating to ordinary shares in the Company
(CUFS)
Voting rights:
On a show of hands – every member present in person and each proxy shall have one vote
On a poll – every member present in person or by proxy shall have one vote for every share he holds or represents
(The Company cannot exercise any voting rights in respect of shares held by it as treasury shares)
SingTel shares are listed on Singapore Exchange Securities Trading Limited and ASX Limited (ASX) (in the form of CUFS).
303,338
19,670
SUBSTANTIAL SHAREHOLDERS
Temasek Holdings (Private) Limited
Note:
(1) Deemed through interests of associated companies and/or subsidiaries.
MAJOR SHAREHOLDERS LIST – TOP 20
No.
Name
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
Temasek Holdings (Private) Limited
Citibank Nominees Singapore Pte Ltd
DBS Nominees Pte Ltd
DBSN Services Pte Ltd
Central Provident Fund Board
HSBC (Singapore) Nominees Pte Ltd
United Overseas Bank Nominees Pte Ltd
BNP Paribas Securities Services
Chess Depositary Nominees Pty Limited (3)
Raffles Nominees (Pte) Ltd
Societe Generale Singapore Branch
OCBC Nominees Singapore Private Limited
Merrill Lynch (Singapore) Pte Ltd
DB Nominees (Singapore) Pte Ltd
Bank of Singapore Nominees Pte Ltd
Morgan Stanley Asia (Singapore)
Chua Sock Koong
Yeo Kok Seng
Gan Teck Yeow Sdn Bhd
Yeo Wei Yan
Direct
Interest
8,271,325,982
Deemed
Interest
8,943,036 (1)
No. of
shares held
% of issued
share capital (1)
8,271,325,982
1,604,372,520
1,576,200,348 (2)
1,457,920,600
912,976,437
679,919,938
314,515,838
201,959,120
190,396,091
164,513,582
17,931,170
16,294,779
15,994,353
14,451,800
10,106,508
3,873,746
3,700,403
3,185,610
3,000,000
2,991,000
15,465,629,825
51.88
10.06
9.89
9.15
5.73
4.27
1.97
1.27
1.19
1.03
0.11
0.10
0.10
0.09
0.06
0.02
0.02
0.02
0.02
0.02
97.00
Notes:
(1) The percentage of issued ordinary shares is calculated based on the number of issued ordinary shares of the Company as at 30 May 2013, excluding
1,006,297 ordinary shares held as treasury shares as at that date.
(2) Excludes 1,006,297 ordinary shares held by DBS Nominees Pte Ltd as treasury shares for the account of the Company.
(3) The shares held by CHESS Depositary Nominees Pty Limited are held on behalf of the persons entered in the register of CUFS holders.
194
ShAREholDER INFoRmAtIoN
As at 30 May 2013
MAJOR CUFS HOLDERS LIST (1) – TOP 20
No.
Name
No. of
CUFS held
% of issued
share capital (2)
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
RBC Investor Services Australia Nominees Pty Limited
National Nominees Limited
J P Morgan Nominees Australia Limited
HSBC Custody Nominees (Australia) Limited
BNP Paribas Nominees Pty Ltd
JP Morgan Nominees Australia Limited
Citicorp Nominees Pty Limited
AMP Life Limited
RBC Investor Services Australia Nominees Pty Limited
HSBC Custody Nominees (Australia) Limited
HSBC Custody Nominees (Australia) Limited - A/C 3
Paul O'Sullivan
The Australian National University
Share Direct Nominees Pty Ltd <10026 A/C>
Citicorp Nominees Pty Limited
UBS Nominees Pty Ltd
Brispot Nominees Pty Ltd
J P Morgan Nominees Australia Limited
RBC Investor Services Australia Nominees Pty Limited
Michael Gordon Smith
22,636,481
21,060,384
19,833,883
16,368,392
10,845,314
9,678,613
6,218,574
5,407,554
3,986,951
2,700,829
2,576,806
1,924,954
1,800,000
1,140,939
990,993
988,777
882,061
698,800
560,417
342,308
130,643,030
0.14
0.13
0.12
0.10
0.07
0.06
0.04
0.03
0.03
0.02
0.02
0.01
0.01
0.01
0.01
0.01
0.01
0.00
0.00
0.00
0.82
Notes:
(1) CUFS are CHESS Units of Foreign Securities relating to ordinary shares in the Company. The shares are held by CHESS Depositary Nominees Pty Limited on
behalf of the persons entered in the CUFS register.
(2) The percentage of issued ordinary shares is calculated based on the number of issued ordinary shares of the Company as at 30 May 2013, excluding 1,006,297
ordinary shares held as treasury shares as at that date.
ANALYSIS OF SHAREHOLDERS AND CUFS HOLDERS
Range of holdings
1 - 999
1,000 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 - 1,000,000
1,000,001 and above
Number of holders holding less than a marketable parcel
No. of
holders
262,362
45,086
8,352
6,711
436
61
323,008
% of
holders
81.22
13.96
2.59
2.08
0.13
0.02
100.00
No. of
shares/CUFS
% of issued
share capital
60,950,602
101,342,861
62,864,026
167,890,761
104,719,027
15,445,809,672
15,943,576,949
0.38
0.64
0.39
1.05
0.66
96.88
100.00
4,678
Notes:
1. This table is compiled on the basis that each holding of CUFS is a separate holding and, accordingly, the holding of shares by CHESS Depositary Nominees Pty
Limited is ignored.
2. Based on information available to the Company as at 30 May 2013, approximately 48% of the issued ordinary shares of the Company is held by the public and,
therefore, Rule 723 of the Listing Manual issued by the Singapore Exchange Securities Trading Limited is complied with. The percentage of issued ordinary
shares held by the public is calculated based on the number of issued ordinary shares of the Company as at 30 May 2013, excluding 1,006,297 ordinary shares
held as treasury shares as at that date.
3. A marketable parcel is defined in the ASX Listing Rules as a parcel of securities of not less than $500 in Australian dollars, based on the closing price of the
securities on the ASX.
4. As at 30 May 2013, the number of ordinary shares held in treasury is 1,006,297, and the percentage of such holding against the total number of issued ordinary
shares (excluding ordinary shares held as treasury shares) is 0.01%.
SHARE PURCHASE MANDATE
At the Extraordinary General Meeting of the Company held on 27 July 2012 (2012 EGM), the shareholders approved the renewal of a
mandate to enable the Company to purchase or otherwise acquire not more than 5% of the issued ordinary share capital of the Company as
at the date of the 2012 EGM. As at 30 May 2013, there is no current on-market buy-back of shares pursuant to the mandate.
195
Singapore Telecommunications Limited and Subsidiary Companies
Annual Report 2013
CoRPoRAtE INFoRmAtIoN (1)
BoARD oF DIRECtoRS
ComPANy SECREtARy
Simon Israel (Chairman)
Chua Sock Koong (Group CEO)
Bobby Chin
Fang Ai Lian
David Gonski AC (2)
Dominic Ho
Low Check Kian
Peter Mason AM (3)
Kaikhushru Nargolwala
Peter Ong
Ong Peng Tsin
AuDIt CommIttEE
Fang Ai Lian (Chairman)
Bobby Chin
Dominic Ho
Peter Ong
EXECutIvE RESouRCE AND
ComPENSAtIoN CommIttEE
Kaikhushru Nargolwala (Chairman)
Fang Ai Lian
Simon Israel
Peter Mason AM (3)
Chan Su Shan
ASSIStANt ComPANy
SECREtARy
Lim Li Ching
REgIStERED oFFICES
In Singapore:
31 Exeter Road
Comcentre
Singapore 239732
Republic of Singapore
Tel: +65 6838 3388
Fax: +65 6732 8428
Website: www.singtel.com
In Australia:
Level 4, Building C
1 Lyonpark Road, Macquarie Park
NSW 2113 Australia
Tel: +61 2 8082 7800
Fax: +61 2 8082 7100
Website: www.optus.com.au
CoRPoRAtE govERNANCE AND
NomINAtIoNS CommIttEE
ShARE REgIStRARS
In Singapore:
Kaikhushru Nargolwala (Chairman)
Dominic Ho
Simon Israel
Low Check Kian
FINANCE AND INvEStmENt
CommIttEE
Simon Israel (Chairman)
Low Check Kian
Kaikhushru Nargolwala
Ong Peng Tsin
RISk CommIttEE
Bobby Chin (Chairman)
David Gonski AC (2)
Peter Ong
Ong Peng Tsin
oPtuS ADvISoRy CommIttEEE
Peter Mason AM (3) (Chairman)
Chua Sock Koong
David Gonski AC (2)
Simon Israel
196
M & C Services Private Limited
112 Robinson Road
#05-01
Singapore 068902
Republic of Singapore
Tel: +65 6228 0544
Fax: +65 6225 1452
Email:
annualreports@mncsingapore.com
Website: www.mncsingapore.com
In Australia:
Computershare Investor Services
Pty Limited
Level 4, 60 Carrington Street
Sydney, NSW 2000
Australia
Tel: 1800 501 501 (Enquiries within
Australia)
Tel: +61 3 9415 4029 (Outside Australia)
Fax: +61 3 9473 2500
On-line Contact:
www.investorcentre.com/contact
Website: www.computershare.com.au
SINgtEl AmERICAN
DEPoSItARy RECEIPtS
Citibank Shareholder Services
PO Box 43077
Providence, Rhode Island 02940-3077
USA
Tel: 1 877 248 4237
(Toll Free within USA)
Tel: +1 781 575 4555 (Outside USA)
Email: citibank@shareholders-online.com
Website: www.citi.com/dr
AuDItoRS
Deloitte & Touche LLP
(appointed on 28 July 2006)
6 Shenton Way Tower Two
#32-00
Singapore 068809
Republic of Singapore
Tel: +65 6224 8288
Fax: +65 6538 6166
Audit Partner: Philip Yuen Ewe Jin
INvEStoR RElAtIoNS
31 Exeter Road
#19-00 Comcentre
Singapore 239732
Republic of Singapore
Tel: +65 6838 2123
Email: investor@singtel.com
Notes:
(1) As at 9 May 2013
(2) Companion of the Order of Australia
(3) Member of the Order of Australia
SINgtEl CoNtACt PoINtS
SINgAPoRE
SingTel Headquarters
31 Exeter Road, Comcentre
Singapore 239732
Republic of Singapore
Tel: +65 6838 3388
Fax: +65 6732 8428
Website: www.singtel.com
NCS Pte. Ltd
5 Ang Mo Kio Street 62
NCS Hub, Singapore 569141
Republic of Singapore
Tel: +65 6556 8000
Fax: +65 6556 7000
Email: reachus@ncs.com.sg
AuStRAlIA
SingTel Optus Pty Limited
Sydney (Head Office)
Optus Centre Sydney
1 Lyonpark Road
Macquarie Park, NSW 2113, Australia
Tel: +61 2 8082 7800
Fax: +61 2 8082 7100
Website: www.optus.com.au
Adelaide
Level 6, 108 North Terrace
Adelaide, SA 5000, Australia
Tel: +61 87328 5114
Fax: +61 1800 500 261
Brisbane
Level 21, 12 Creek Street
Brisbane, QLD 4000, Australia
Tel: +61 7 3317 3700
Fax: +61 7 3317 3320
Canberra
Level 3, 10 Moore Street
Canberra, ACT 2601, Australia
Tel: +61 2 6222 3800
Fax: +61 2 6222 3838
Darwin
Optus Centre Darwin
49 Woods Street
Darwin, NT 0800, Australia
Tel: +61 8 8901 4500
Fax: +61 8 8901 4505
Melbourne
367 Collins Street
Melbourne, VIC 3000, Australia
Tel: +61 3 9233 4000
Fax: +61 3 9233 4900
Perth
Level 3, 1260 Hay Street
West Perth, WA 6005, Australia
Tel: +61 8 9288 3000
Fax: +61 8 9288 3030
BANglADESh
Dhaka
Singapore Telecommunications Limited
(Bangladesh Liaison Office)
Bay’s 50, 15th Floor, South Block
50 Mohakhali
Dhaka – 1212, Bangladesh
Tel: +880 2 883 5120
Fax: +880 2 988 0037
Email: g-singtel-bd@singtel.com
ChINA
Beijing
Unit 1503, Beijing Silver Tower
2 Dongsanhuanbei Road
Chaoyang District, Beijing 100027
People’s Republic of China
Tel: +86 10 6410 6193 / 4 / 5
Fax: +86 10 6410 6196
Email: singtel-beij@singtel.com
Guangzhou
Unit 127, 15F, West Tower, Fortune Plaza,
114-118 Tiyidong Road,
Tianhe District, Guangzhou 510620
People’s Republic of China
Tel: +86 20 3886 3887
Fax: +86 20 3882 5545
Shanghai
Unit 707, 7F, KIC Plaza
No 333 Song Hu Road,
Shanghai 200433
People’s Republic of China
Tel : +86 21 3362 0388
Fax :+86 21 3362 0389
Email: singtel-sha@singtel.com
EuRoPE
Frankfurt
Platz der Einheit 1
60327 Frankfurt am Main, Germany
Tel: +49 69 975 03 445
Fax: +49 69 975 03 200
Email: singtel-germany@singtel.com
London
Birchin Court
20 Birchin Lane
London EC3V 9DU, United Kingdom
Tel: +44 20 7122 8000
Fax: +44 20 7122 8088
Email: singtel-uk@singtel.com
hoNg koNg
Tsimshatsui
Suites 2002-6, Tower 6,
The Gateway, 9 Canton Road,
Tsimshatsui, Kowloon, Hong Kong
Tel: +852 2877 1500
Fax: +852 2802 1500
Email: singtel-hk@singtel.com
INDIA
Bangalore
Suite No. 304
DBS Business Centre
26 Cunningham Road
Bangalore 560052, India
Tel: +91 80 2226 7272
Fax: +91 80 2225 0509
Email: singtel-ind@singtel.com
Chennai
20/30, Paras Plaza
3rd Floor, Cathedral Garden Road,
Nungambakkam, Chennai – 600 034
Tel: +91 44 4264 9410
Fax: +91 44 4264 9414
Email: singtel-ind@singtel.com
Hyderabad
Reliance Business Centre, 303
Swapna Lok Complex, 92
Sarojini Devi Road
Secunderabad - 500003, India
Tel: +91 40 2781 2699
Fax: +91 40 2781 2724
Email: singtel-ind@singtel.com
197
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Annual Report 2013
SINgtEl CoNtACt PoINtS
mAlAySIA
uS
San Francisco (Head Office)
100 Marine Parkway
Suite 450
Redwood City, CA 94065, US
Tel: +1 650 508 6800
Fax: +1 650 508 1578
Email: singtel-usa@singtel.com
Chicago
8770 West Bryn Mawr Avenue
Suite 1314
Chicago, IL 60631, US
Tel: +1 773 867 8122
Fax: +1 773 867 8121
Email: singtel-usa@singtel.com
New York
140 Broadway
Suite 2110
New York, NY 10015, US
Tel: +1 212 269 7920
Fax: +1 212 269 7939
Email: singtel-usa@singtel.com
vIEtNAm
Hanoi
Suite 704, CMC Tower
7th Floor
Duy Tan Street
Dich Vong Hau Ward
Cau Giay District
Hanoi City, Vietnam
Tel: +84 4 3943 2161 / 2
Fax: +84 4 3943 2163
Email: singtel-vn@singtel.com
Kuala Lumpur
602B, Level 6, Tower B, Uptown 5
5, Jalan SS21/39, Damansara Uptown
47400 Petaling Jaya
Selangor Darul Ehsan, Malaysia
Tel: +603 7728 2813
Fax: +603 7727 6186
Email: sgomals@singtel.com
mIDDlE EASt
Dubai
Dubai Internet City Building #1
#1 Floor Office
#110 P O Box 502430
Dubai, United Arab Emirates
Tel: +971 4363 6705
Fax: +971 4361 1063
Email: g-singtel-me@singtel.com
PhIlIPPINES
Manila
Unit 1504 Liberty Center
104 H V de la Costa Street
Salcedo Village, Makati City 1227
Philippines
Tel: +63 2 887 2791
Fax: +63 2 887 2763
Email: singtel-phil@singtel.com
tAIwAN
Taipei
2F, No 290, Section 4
Chung Hsiao East Road, Taipei
Taiwan, Republic of China
Tel: +886 2 2741 1688
Fax: +886 2 2778 6083
Email: singtel-twn@singtel.com
thAIlAND
Bangkok
9th Floor, Unit 6
500 Amarin Tower
Ploenchit Road, Lumpini
Pathumwan, Bangkok 10330, Thailand
Tel: +66 2 256 9875 / 6
Fax: +66 2 256 9808
Email: singtel-thai@singtel.com
Mumbai
Sahar Plaza
111 Bonanza Wing B
Mathuradas Vasanji Road
Andheri East, Mumbai 400069, India
Tel: +91 22 2824 4999 / +91 22 4075 7777
Fax: +91 22 2824 4996
Email: singtel-ind@singtel.com
New Delhi
5th Floor, A Wing, Statesman House
148 Barakhamba Road
New Delhi 110001, India
Tel: +91 11 4152 1199 / +91 11 4362 1199
Fax: +91 11 4152 1683
Email: singtel-ind@singtel.com
INDoNESIA
Jakarta
CIMB Niaga Plaza
15th Floor, Suite 1505
Jalan Jenderal, Sudirman Kavling 25
Jakarta 12920, Indonesia
Tel: +62 21 526 7937 / 8
Fax: +62 21 526 7939
Email: singtel-ina@singtel.com
jAPAN
Osaka
A&S Building
4F, 2-6-11 Sonezaki Shinchi
Kita-ku, Osaka, 530-0002, Japan
Tel: +81 6 6458 1405
Fax: +81 6 6458 1401
Email: singtel-jpn@singtel.com
Tokyo
Arco Tower
9F, 1-8-1 Shimomeguro
Meguro-ku, Tokyo 153-0064, Japan
Tel: +81 3 5437 7033
Fax: +81 3 5437 7066
Email: singtel-jpn@singtel.com
koREA
Seoul
135-983, 11 Flr, Capital Tower
736-1 Yeoksam-dong, Kangnam-Gu
Seoul, Korea
Tel: +82 2 3287 7575
Fax: +82 2 3287 7589
Email: sgokor@singtel.com
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A C2 Design Studio Production
Headquarters
Singapore
TelecommunicaTionS
limiTed
31 exeter road
ComCentre
singapore 239732
repuBLiC oF singapore
teL:
Fax:
WeBsite: WWW.singteL.Com
+65 6838 3388
+65 6732 8428
Copyright © 2013
Singapore Telecommunications Limited
(CRN:199201624D)
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