Singapore Telecommunications Ltd
Annual Report 2022

Plain-text annual report

EMPOWER EVERY GENERATION ANNUAL REPORT 2022 EMPOWER EVERY GENERATION Since our founding, we’ve been enablers of change, constantly innovating in both our networks and services to empower our consumers, enterprises, people and communities. Our new Group purpose – Empower Every Generation – encapsulates our conviction, hopes and ambition and also serves as our guiding light as we focus on driving new growth and value in the 5G era. With 5G’s potential to transform business models and deliver enhanced products and services on a scale like never before, we seek to harness its transformative power to open up new opportunities and help create a better world that is more sustainable and inclusive for everyone. CONTENTS Overview Our Business Footprint 2 Financial Highlights 4 Sustainability Highlights 5 Chairman and GCEO Message 6 Our Strategy 8 10 Our Progress 12 Our People and Purpose Board of Directors 14 19 Organisation Structure 20 Management Committee Business Reviews Group CFO Review Consumer Singapore CEO Review 24 26 28 Optus CEO Review 30 32 NCS CEO Review Group Enterprise CEO Review Governance and Sustainability 36 69 70 79 Corporate Governance Investor Relations Risk Management Philosophy and Approach Sustainability Performance Group Five-year Financial Summary 85 Group Value Added Statements 89 90 Management Discussion and Analysis Financials Independent Auditors’ Report 100 Directors’ Statement 110 116 Consolidated Income Statement 117 Consolidated Statement of Comprehensive Income 118 Statements of Financial Position 120 Statements of Changes in Equity 124 Consolidated Statement of Cash Flows 127 Notes to the Financial Statements Additional Information 216 217 Interested Person Transactions Further Information on Board of Directors 220 Additional Information on Directors 234 Seeking Re-election Further Information on Management Committee 237 Key Awards and Accolades 239 Shareholder Information 241 Corporate Information 242 Contact Points View Online Scan QR code to view the Singtel Annual Report 2022 online. CONSUMERS ENTERPRISES PEOPLE COMMUNITIES 1 OUR BUSINESS FOOTPRINT We operate in a dynamic region that is leading the way in digital transformation. Together with our regional associates Airtel, AIS, Globe and Telkomsel, we provide an extensive range of telecommunication and digital services across 21 countries. Our diverse workforce across the globe allows us to tap on a rich breadth of experiences to drive innovation. With our strong 5G leadership, we are well positioned to harness the power of new technologies to empower every generation to flourish in this increasingly digital world. 79% Underlying net profit from operations outside Singapore 52 Enterprise offices in 17 countries globally 44% of our people are based out of Singapore Deep customer relationships and insights, with mobile customers in >770m 21countries 2 Singapore Telecommunications Limited | Annual Report 2022 ASIA’S LEADING COMMUNICATIONSTECHNOLOGY GROUPINDIA SOUTH ASIA AFRICA Effective interest 31.7% Mobile customers India: 326m South Asia: 2.9m Africa: 128.4m Broadband customers India: 4.5m THAILAND Ordinary shares 23.3%(1) Mobile customers 44.6m Broadband customers 1.9m Ordinary shares 21.2% An investor in telcos, media and technology SINGAPORE Mobile customers 4.1m Broadband customers 0.7m Notes: INDONESIA Effective interest 35% Mobile customers 175m PHILIPPINES Voting shares 21.4%(2) Mobile customers 87.4m Broadband customers 3.5m AUSTRALIA Mobile customers 10m Broadband customers 1.3m (1) Based on direct equity interest only. (2) Singtel has an economic interest of 46.9% in Globe. All figures at 31 March 2022 unless otherwise stated. 3 OVERVIEWBUSINESS REVIEWSPERFORMANCEFINANCIALSGOVERNANCE AND SUSTAINABILITYADDITIONAL INFORMATIONFINANCIAL HIGHLIGHTS Operating Revenue (S$m) Share of Associates’ Pre-tax Profits (S$m) EBIT (S$m) FY2022 FY2021 15,339 15,644 2,136 1,798 3,181 2,945 Underlying Net Profit (S$m) 1,923 1,733 Net Profit (S$m) Dividend Per Share (S cents) Return on Invested Capital (%)(1) Return on Equity (%) Note: 1,949 554 9.30 7.50 5.4 7.3 5.0 2.1 (1) Return on invested capital is defined as EBIT (post-tax) divided by average capital. 4 Singapore Telecommunications Limited | Annual Report 2022 SUSTAINABILITY HIGHLIGHTS Creating value for customers and uplifting communities >770m mobile customers connected across the Group >27,000 people in Singapore and Australia benefited from Donate Your Data programme since 2018 7,000 seniors engaged through Digital Silvers initiative in Singapore Minimising environmental impact 1st telco in Asia Pacific to establish sustainability- linked bond framework 69% of financing raised since 2021 is sustainability-linked 7% reduction in Scope 1 and 2 absolute greenhouse gas emissions from FY2021 Advancing diversity, equity and inclusion 100 nationalities across the Group >30% of staff, management and board are women 82% of our people feel their mental well-being is supported at work Building a future-ready workforce >S$19m spent on training for Singapore and Australia- based employees 43 average training hours per employee in FY2022 >1,700 employees trained in 5G-related skills 5 OVERVIEWBUSINESS REVIEWSPERFORMANCEFINANCIALSGOVERNANCE AND SUSTAINABILITYADDITIONAL INFORMATIONCHAIRMAN AND GCEO MESSAGE Yuen Kuan Moon Group Chief Executive Officer Dear Shareholders, The worst of the pandemic is in the rear-view mirror, but the past year has been no less challenging than when COVID first appeared. In that time, we’ve made and undergone profound changes within our Group. We tackled the pandemic head on, mitigated the pressures it put on our business, and also exploited this catalyst of digitalisation to prime and position our company for the eventual resumption and recovery of the economy. Against this backdrop, the Group put in a resilient performance, with net profit jumping two and a half times to S$1.95 billion on the back of a net exceptional gain that included gains from the divestment of the Group’s 70% equity stake in Australia Tower Network. Optus and Airtel also staged strong turnarounds. Emerging from COVID Amid the throes of the pandemic, it was patently clear we couldn’t afford to take a defensive approach to the global health and economic crisis. With the pandemic in its second year and still no clear end in sight, we had to move well beyond disaster recovery, business continuity planning and day-to-day remediations. The unprecedented digitalisation we were witnessing meant that the business environment waiting for us after this crisis would be vastly different from the one we had known prior. With no playbook for a disruption of this magnitude and urgency, we went on the offensive and shifted our resources and focus to building a new pathway that would ensure our relevance. Our strategic reset – one year on A year on, we have successfully recast NCS as a new growth engine and taken it regional in Australia and China with scaled operations. We have grown our digital bank venture: our digibank with Grab is slated to launch in Singapore this year; we won another full digital banking licence in Malaysia with a consortium of partners; and acquired a minority stake in Bank Fama in Indonesia. From data centre to tower assets, we have leveraged our quality infrastructure to unlock value, recycle capital and drive growth. Building on our Singapore data centre operations, we’ve created a regional data centre business that’s riding on the ubiquity of cloud adoption. Our longtime business associates, Telkom in Indonesia and Gulf and AIS in Thailand are among our first partners in this new venture. We’ve also divested 70% of our tower assets in Australia, teaming with AustralianSuper, the country’s largest superannuation and pension fund, to build a stronger tower business worth some A$5.8 billion. The returns and funds raised by these actions will be reinvested in strategic projects such as our 5G infrastructure buildout that serves as the backbone of our business, underpinning both our core and digital offerings. On this front, we’ve established 5G leadership, enabling some of the fastest speeds in Singapore and Australia’s biggest cities. Our 5G coverage in Singapore now spans more than three-quarters of the country and we expect nationwide coverage before year end. Empowering every generation The progress we’ve made so far is the result of keen execution discipline. We knew this was critical when we reset our strategy. More than a business transformation, we needed a performance transformation to achieve our intended outcomes and build momentum for the longer term. This meant convincing everyone, not just senior leaders, of the need for the reset and a new way of working that would carry us forward. We reached out across the Group, rethinking our business and vision, identifying our strengths and challenges. Collectively, we arrived at Singtel’s first ever purpose statement – Empower Every Generation – a pledge to harness the power of technology to empower and benefit all our stakeholders: from our people to customers, shareholders and the wider community. Our people being our greatest asset, we started empowering our workforce to bring the strategy to life and deliver 6 Singapore Telecommunications Limited | Annual Report 2022 The progress we’ve made so far is the result of keen execution discipline… More than a business transformation, we needed a performance transformation to achieve our intended outcomes and build momentum for the longer term. Lee Theng Kiat Chairman sustained outcomes for business. We did this by refreshing our set of core values to address desired shifts in behaviour and culture that would underpin the sustainability of our reset: cultivating a growth mindset, operating with integrity, taking ownership, and constantly challenging ourselves to serve our customers and stakeholders better. Minimising our environmental footprint Armed with our new purpose, we have championed sustainability and our communities with renewed vigour. As part of efforts to mitigate the risks of climate change and integrate ESG into our investment decisions, we’ve completed our first full climate-related financial risk assessment for our Australia and Singapore operations and published our inaugural Task Force on Climate-related Financial Disclosures report. We’ve also aligned the Group’s funding with broader sustainability goals, creating a new financing programme Olives that also diversifies our funding sources. We’re encouraged that Optus’ A$300 million sustainability- linked bond and Singtel’s US$100 million digital sustainability-linked bond – first steps in this endeavour – were both oversubscribed. Sustainable ways of working COVID provided a once-in-a- generation push to reimagine how work gets done. We’ve retained hybrid ways of working and continue to champion our peoples’ general well-being with programmes that support their physical, mental and emotional health. Looking to the future, we’ve partnered global real estate developer Lendlease to redevelop Singtel Comcentre, our corporate headquarters since 1979, into a next-generation office development that will house our new headquarters besides offering progressive workplaces to other tenants. This smart building of the future will incorporate the latest sustainable designs and digital technologies and add to the rejuvenation of Singapore’s Orchard Road belt. Supporting our communities The pandemic made us acutely aware of our responsibilities to our communities as an essential services provider and that has not changed. We’ve continued to support our broader communities in Singapore and Australia through our donate your data and device programmes. These provide seniors, youth and the vulnerable in our society with free devices and data to access the internet to stay connected with friends and family. Our Digital Silvers programme where staff volunteers teach seniors how to navigate the internet and use technology remains a key feature of our community-driven projects. We’d like to extend our thanks to the Board and management for charting the way forward at one of the most disruptive junctures in the Group’s journey. Change requires exceptional commitment – our people have had to reshape the business while running it from day to day. This would not have been possible without a dedicated top leadership and our resilient and agile teams who have equally owned our transformation. The future belongs to businesses with a strong purpose, those that want to create positive impact for people and society. We’ve taken a critical step to align our business with the social and commercial needs of tomorrow, and this will keep us relevant and allow us to make a true difference for generations to come. Yours sincerely, Lee Theng Kiat Chairman Yuen Kuan Moon Group Chief Executive Officer 7 The future belongs to businesses with a strong purpose, those that want to create positive impact for people and society. We’ve taken a critical step to align our business with the social and commercial needs of tomorrow, and this will keep us relevant and allow us to make a true difference for generations to come. OVERVIEWBUSINESS REVIEWSPERFORMANCEFINANCIALSGOVERNANCE AND SUSTAINABILITYADDITIONAL INFORMATION OUR STRATEGY PURPOSE Empower Every Generation — Harnessing technology to empower people and businesses and create a more sustainable future VISION To be a leading communications and digital services provider OUR DIFFERENTIATORS OUR PRIORITIES 5G leadership Extensive scale and reach Our brand Our people Reinvigorating the core Developing new growth engines Grow 5G market share Deepen digitalisation of operations Turn NCS into a regional tech services powerhouse Build ASEAN digital ecosystem Leverage quality infrastructure assets to unlock value and drive growth Data insights MACROTRENDS SHAPING OUR INDUSTRY Infrastructure Rise of digital economy Technology and platform proliferation 8 Singapore Telecommunications Limited | Annual Report 2022 It has been a year since we embarked on a new strategy to refocus and set the Group on an accelerated path of growth in the 5G era. We have made good progress in our strategic pillars: reinvigorating our core consumer and enterprise businesses with 5G, developing new growth engines through NCS, digital banking and data centre businesses, and are progressively unlocking the value of our portfolio of assets. Pages 10 to 11 detail the progress against each of these areas. It all starts with our people to drive this growth, and we are doubling down on efforts to foster a more diverse, purpose-driven and future-ready workforce. We’ve moved to embed sustainability more widely and deeply across the organisation, and enhanced efforts to protect the environment and bring the benefits of digitalisation to the communities we operate in. Active capital management Disciplined capital allocation Active asset recycling Partner digital natives and strategic partners Diversify funding sources Championing sustainability and people Minimise environmental impact Drive digital access, literacy and inclusion Build future-ready workforce Foster diverse and inclusive workplace OUR STAKEHOLDERS Customers Investors Communities Employees Increased dependence on critical infrastructure Global ESG action Regulators and governments 9 OVERVIEWBUSINESS REVIEWSPERFORMANCEFINANCIALSGOVERNANCE AND SUSTAINABILITYADDITIONAL INFORMATIONOUR PROGRESS REINVIGORATING THE CORE Differentiating enterprise 5G with Paragon Launched Paragon, the industry’s first all-in-one orchestration platform for 5G, edge computing and cloud services, making it easier and faster for enterprises to enhance their digital transformation by developing new applications and deploying 5G use cases. DEVELOPING NEW GROWTH ENGINES 10 Singapore Telecommunications Limited | Annual Report 2022 Driving consumer adoption of 5G • More than 450,000 customers in Singapore enjoying the Singtel network and 2.3 million 5G devices connected to the Optus network in Australia. • Singtel and Optus have been rated 5G speed leaders in independent tests and benchmarks in Singapore and Australia. Accelerating 5G adoption in public sector Launched a 5G@Sentosa testbed in partnership with the Government Technology Agency and the Sentosa Development Corporation to catalyse the public sector’s adoption of 5G. Redefining telco services with Optus Living Network Introduced the Optus Living Network designed to put customers in control of how they use Optus’ network. Features like Optus Pause allow customers to temporarily pause connectivity on all, or some Optus devices simultaneously, helping them optimise their connected time. Turning NCS into a regional tech services powerhouse Expanded into APAC, particularly Australia, with four IT and digital investments that boost NCS’ capabilities and ramp up its presence in a market that is critical to its regional expansion. Expanding digibank footprint in Asia Grew footprint beyond Singapore to advance financial inclusion in the region through a full digital banking licence win in Malaysia and the acquisition of Bank Fama in Indonesia – both in partnership with Grab. Creating regional data centre business Established regional data centre business to capture opportunities from ASEAN’s rapid digitalisation, starting with partnerships in Thailand with Gulf Energy and AIS as well as in Indonesia with Telkom. ACTIVE CAPITAL MANAGEMENT CHAMPIONING SUSTAINABILITY AND PEOPLE Advancing digital inclusion – Donate Your Data and Donate Your Device • Extended Optus’ successful Donate Your Data programme in Australia to Donate Your Device which invites customers to donate their unused phones to people who need it most. • Donate Your Data has also been launched in Singapore to provide seniors with free data to access the internet and stay connected with loved ones. Unlocking value through asset-right approach • Raised over S$1.9 billion from the divestments of partial stakes in both Australia Tower Network, which operates Optus’ passive telecommunications tower infrastructure, as well as Airtel Africa. • Appointed Lendlease to jointly redevelop Comcentre headquarters into a S$3 billion net zero energy development. Singtel will hold 51% after a joint venture company is formed with Lendlease. Diversifying funding sources Created sustainable financing programme Olives to align the Group’s funding with broader sustainability goals and improve financial flexibility. 69% of financing raised since 2021 is sustainability-linked. Minimising environmental footprint • Completed first full Task Force on Climate-related Financial Disclosures (TCFD) climate scenario analysis for both physical and transition risks in Singapore and Australia, and published the Group’s inaugural TCFD report in 2022. • Achieved 7% Scope 1 and Scope 2 absolute greenhouse gas emissions reduction from FY2021 through energy efficiency initiatives and purchase of Renewable Energy Certificates. • Developed full Scope 3 indirect greenhouse gas emissions inventory and baseline for Singapore and Australia operations. Fostering a diverse, purpose-driven and future-ready workforce • Developed purpose statement – Empower Every Generation – and refreshed company values to empower and galvanise our people to deliver on strategy, make a difference for customers and communities, and care for the environment. • Made 2,000 hires in tech-related roles, and accelerated staff training in 5G-related skills with the goal of training more than 2,500 of our people over the next two years. • Women hold 29% of tech-related roles in areas such as IT and networks across the Singtel Group. 11 OVERVIEWBUSINESS REVIEWSPERFORMANCEFINANCIALSGOVERNANCE AND SUSTAINABILITYADDITIONAL INFORMATIONOUR PEOPLE AND PURPOSE Our people across our businesses are bringing our purpose and values to life. They help to bridge gaps, solve problems and challenge what’s possible, using technology and their expertise to improve the lives of our customers and stakeholders, and create a brighter digital future for all. OUR CORE VALUES C CULTIVATE A GROWTH MINDSET Stay curious, learn, grow and innovate the next big idea. O OPERATE WITH INTEGRITY Do what’s right and not what’s easy. M MAKE CUSTOMERS FIRST Every interaction counts. M MAXIMISE TEAMWORK Great things happen when we work together. I T INNOVATE WITH A CHALLENGER SPIRIT Do things differently and push boundaries. TAKE OWNERSHIP Follow up on commitments to deliver impact. 13 OVERVIEWBUSINESS REVIEWSPERFORMANCEFINANCIALSGOVERNANCE AND SUSTAINABILITYADDITIONAL INFORMATIONBOARD OF DIRECTORS Yuen Kuan Moon 55 Group Chief Executive Officer, Non-independent and Executive Director Committee(s) Member, Optus Advisory Committee Date of Appointment Director and Group Chief Executive Officer on 1 January 2021 Last Re-elected 30 July 2021 Number of Directorships in Listed Companies (including Singtel) 1 Lee Theng Kiat 69 Chairman, Non-independent and Non-executive Director Committee(s) 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 15 January 2020 Chairman on 30 July 2020 Last Re-elected 30 July 2020 Number of Directorships in Listed Companies (including Singtel) 1 14 Singapore Telecommunications Limited | Annual Report 2022 We’re committed to building a culture of diversity, equity and inclusion – from our workforce, senior management to board. Having a board that’s diverse across various aspects such as skills, background and gender brings a well-rounded approach to decision making, thus supporting the long-term success of the Singtel Group. Over 30% of our board are women and all our board members are business leaders from various fields such as banking, technology and legal.John Arthur 67 Gautam Banerjee 67 Venky Ganesan 49 Independent Non-executive Director Lead Independent and Non-executive Director Independent Non-executive Director Committee(s) Member, Audit Committee Member, Optus Advisory Committee Member, Risk Committee Date of Appointment 1 January 2022 Last Re-elected – Committee(s) Chairman, Audit Committee Chairman, Corporate Governance and Nominations Committee Member, Risk Committee Date of Appointment Director on 1 March 2018 Lead Independent Director on 30 July 2021 Number of Directorships in Listed Companies (including Singtel) 1 Last Re-elected 30 July 2021 Number of Directorships in Listed Companies (including Singtel) 2 Committee(s) Chairman, Technology Advisory Panel Member, Finance and Investment Committee Date of Appointment 2 February 2015 Last Re-elected 30 July 2021 Number of Directorships in Listed Companies (including Singtel) 1 15 OVERVIEWBUSINESS REVIEWSPERFORMANCEFINANCIALSGOVERNANCE AND SUSTAINABILITYADDITIONAL INFORMATIONBOARD OF DIRECTORS Bradley Horowitz 57 Gail Kelly 66 Lim Swee Say 67 Independent Non-executive Director Independent Non-executive Director Independent Non-executive Director Committee(s) Member, Finance and Investment Committee(s) Chairman, Executive Resource and Committee(s) Member, Finance and Investment Committee Member, Technology Advisory Panel Date of Appointment 26 December 2018 Last Re-elected 23 July 2019 Number of Directorships in Listed Companies (including Singtel) 1 Compensation Committee Chairman, Optus Advisory Committee Member, Audit Committee Member, Corporate Governance and Nominations Committee Date of Appointment 26 December 2018 Last Re-elected 23 July 2019 Number of Directorships in Listed Companies (including Singtel) 1 Committee Date of Appointment 1 June 2021 Last Re-elected 30 July 2021 Number of Directorships in Listed Companies (including Singtel) 4 16 Singapore Telecommunications Limited | Annual Report 2022 Christina Ong 70 Rajeev Suri 54 Teo Swee Lian 62 Independent Non-executive Director Independent Non-executive Director Independent Non-executive Director Committee(s) Member, Audit Committee Member, Corporate Governance and Nominations Committee Member, Risk Committee Date of Appointment 7 April 2014 Last Re-elected 23 July 2019 Number of Directorships in Listed Companies (including Singtel) 4 Committee(s) Member, Executive Resource and Compensation Committee Date of Appointment 1 January 2021 Last Re-elected 30 July 2021 Number of Directorships in Listed Companies (including Singtel) 2 Committee(s) Chairman, Risk Committee Member, Corporate Governance and Nominations Committee Member, Executive Resource and Compensation Committee Date of Appointment 13 April 2015 Last Re-elected 30 July 2021 Number of Directorships in Listed Companies (including Singtel) 3 17 OVERVIEWBUSINESS REVIEWSPERFORMANCEFINANCIALSGOVERNANCE AND SUSTAINABILITYADDITIONAL INFORMATIONBOARD OF DIRECTORS Wee Siew Kim 61 Yong Hsin Yue 50 Independent Non-executive Director Independent Non-executive Director Committee(s) Member, Finance and Investment Committee(s) Member, Finance and Investment Committee Committee Date of Appointment 1 October 2020 Last Re-elected 30 July 2021 Date of Appointment 1 January 2022 Last Re-elected – Number of Directorships in Listed Companies (including Singtel) 3 Number of Directorships in Listed Companies (including Singtel) 1 18 Singapore Telecommunications Limited | Annual Report 2022 Refer to pages 217 to 219 for biographies. ORGANISATION STRUCTURE As of 1 July 2022 Yuen Kuan Moon Group Chief Executive Officer GROUP BUSINESSES CORPORATE FUNCTIONS Kelly Bayer Rosmarin Audit Committee Chief Executive Officer, Optus Anna Yip Chief Executive Officer, Consumer Singapore Bill Chang Chief Executive Officer, Group Enterprise/Chief Executive Officer, Regional Data Centre Business Ng Kuo Pin Chief Executive Officer, NCS Craig Young Group Chief Internal Auditor Arthur Lang Group Chief Financial Officer Lim Cheng Cheng Group Chief Corporate Officer Aileen Tan Group Chief People and Sustainability Officer William Woo Group Chief Information Officer/ Group Chief Digital Officer Mark Chong Group Chief Technology Officer 19 OVERVIEWBUSINESS REVIEWSPERFORMANCEFINANCIALSGOVERNANCE AND SUSTAINABILITYADDITIONAL INFORMATIONMANAGEMENT COMMITTEE 2 4 1 3 5 1 2 3 William Woo, 58 Group Chief Information Officer/ Group Chief Digital Officer Kelly Bayer Rosmarin, 45 Chief Executive Officer, Optus Ng Kuo Pin, 52 Chief Executive Officer, NCS 4 5 Aileen Tan, 55 Group Chief People and Sustainability Officer Yuen Kuan Moon, 55 Group Chief Executive Officer 20 Singapore Telecommunications Limited | Annual Report 2022 Our Management Committee comprises members with leadership experience and extensive knowledge in various fields such as technology, engineering, finance and consulting. Four out of ten of our Management Committee members are female. 6 7 8 Arthur Lang, 50 Mark Chong, 58 9 Group Chief Financial Officer Group Chief Technology Officer 10 6 8 7 9 Anna Yip, 52 Chief Executive Officer, Consumer Singapore Lim Cheng Cheng, 50 10 Bill Chang, 55 Chief Executive Officer, Group Enterprise/Chief Executive Officer, Regional Data Centre Business Group Chief Corporate Officer Refer to pages 234 to 236 for biographies. 21 OVERVIEWBUSINESS REVIEWSPERFORMANCEFINANCIALSGOVERNANCE AND SUSTAINABILITYADDITIONAL INFORMATIONBUSINESS REVIEWS We have sharpened our business positioning and refined our implementation roadmaps since resetting our strategy to capture untapped digital growth in the 5G era. This has meant innovating and working far more nimbly amid the relentless digitalisation altering customers’ lives and the way industries operate. We’ve developed industry-first platforms, such as Paragon which offers an all-in-one solution for 5G edge computing and cloud services and expanded our range of solutions and services to help enterprises navigate the change and be more agile. We’re also enriching the lives of consumers through exciting digital services and ever faster connections. While we are focused on meeting the needs of customers today, we continue to invest in and shape the future, reaping the full benefits that new technologies offer. Minister for Communications & Information Mrs Josephine Teo was Guest of Honour at Singtel’s Powering Up Singapore With 5G event. 22 Singapore Telecommunications Limited | Annual Report 2022 Watch tigers come to life via augmented reality. O V E R V I E W G O V E R N A N C E A N D S U S T A I N A B I L I T Y P E R F O R M A N C E F I N A N C I A L S A D D I T I O N A L I N F O R M A T I O N 23 BUSINESS REVIEWSOVERVIEWPERFORMANCEFINANCIALSADDITIONAL INFORMATION GROUP CFO REVIEW Focusing on sustainable dividends, growth and returns We delivered a resilient performance in FY2022 despite new waves of the pandemic, persistent structural headwinds and rising geopolitical tensions weighing on general market sentiment. This is a testament to our financial discipline and flexibility in the face of evolving market conditions. Achieving better capital efficiency with a proactive capital management approach has been my priority since I became Group CFO. We’re making good progress on this goal as we deliver on our strategy: transforming our core businesses with 5G, creating new growth engines, and unlocking the value of existing assets to reallocate funds to businesses with higher growth opportunities. Going forward, we intend to sustain this trend to improve returns on capital and increase value for our stakeholders. Gaining momentum In my message last year, I’d said we needed to transform our businesses and cost base by leveraging digital technologies and Group scale. Reinvigorating the core is critical to generating the returns and cash we need. This work is well underway and the positive trends we’re seeing, especially with Airtel’s solid turnaround in India and significant improvements in its African business bode well for growth. We’re also confident that our new strategic partner Gulf Energy will strengthen AIS’ business in Thailand. Looking ahead, we intend to continue to focus on a smart, well-paced 5G rollout and differentiated customer experiences to generate the right returns. Capturing digital opportunities Leveraging on the digitalisation trend we are seeing across Asia, we’ve developed new regional businesses that build on our expertise and partnerships. Our ICT arm NCS is focusing on integrating its IT and digital investments in Australia into its core business. We expect NCS to scale even more quickly as it unlocks greater synergies to support 24 Singapore Telecommunications Limited | Annual Report 2022 the growing digital transformation needs of government and enterprise clients in the region. The fast-growing ASEAN digital infrastructure market is another area we’re investing in. With demand for high-quality data centres continuing to outpace supply in the region, we plan to grow our regional data centre platform anchored by our Singapore data centre business. A standalone entity, led by a strong management team with deep industry experience, is being established to accelerate our regional push. Besides developing the growth pipeline in Singapore, we’re forming a joint venture with AIS and Gulf Energy in Thailand, and looking for further regional opportunities, including in Indonesia where we recently signed an MOU with Telkom. Our digital bank with Grab is on track to launch in Singapore this year and we aim to redefine what banking should be by bringing our extensive ecosystems, technology expertise and fintech experience to serve consumers and small businesses better. With our acquisition of a minority stake in Bank Fama in Indonesia and the successful application for a full digital banking licence in Malaysia with a Grab consortium, we’ll also be able to drive greater financial inclusion in the region where the low penetration of banking services and increasing digital adoption offers huge untapped potential. Our regional associates have also incorporated local digicos and begun building customer engagement. In Indonesia for example, Telkomsel’s new apps in edu-tech and fitness health tech are already hitting high monthly active users. Such digital services will augment customer experience as we continue to develop these digicos while looking out for monetisation opportunities. Unlocking value Capital recycling is an integral part of our asset-right strategy to fund future growth while we set aside operational cash flows for regular operations and dividends. Together with our regional associates, we have monetised a part of our stakes in assets and companies such as wholly-owned subsidiary Australian Tower Network, regional associate Airtel Africa, Globe’s digital financial services subsidiary Mynt and Telkomsel’s towers. These moves will support the rollout of 5G and other growth initiatives, including NCS’ regional expansion. Our plans to redevelop our corporate headquarters Comcentre and maximise its site potential is another way we are optimising the capital we can unlock to fund our growth initiatives. Comcentre will be divested to a joint venture company formed with the appointed developer, Lendlease, and we’ll hold a majority stake. Active capital management In anticipation of the rising interest rate environment, we’ve locked a significant majority of our debt into fixed rates coupled with strong interest rate cover. We’ve also been diversifying our funding sources which is an important pillar of our capital management approach. Our first digital sustainability-linked bond launched under our sustainable financing programme Olives this April, reaffirms our commitment to sustainability and to bringing the benefits of digitalisation to everyone. This is important not only in ensuring a more diverse group of investors can participate in Singtel’s growth, but also in accelerating the adoption of new technologies in our financial ecosystem while taking care of our earth for future generations. Reducing our environmental impact remains a business imperative even as we pursue growth. We’re engaging with our investor base to help them understand our goals and the progress made as ESG considerations are fast becoming an important investment criteria. We’re also studying the broader financial implications of climate risks – both physical and transitional – such as the Singapore government’s carbon taxes announced in February. Emerging stronger While we’ve accomplished a lot in the last 12 months, there is still much work to be done to improve our return on invested capital, which underpins profitable growth and sustainable dividends, in the medium to long term. We’ll continue to build up our growth engines and actively explore crystallising the value of other infrastructure assets that sit on our balance sheet. As the Group’s financial performance continues to improve, supported by these growth engines, we’re confident that we can deliver better returns for shareholders in the coming years. Arthur Lang Group Chief Financial Officer 25 We’ll continue to build up our growth engines and actively explore crystallising the value of other infrastructure assets that sit on our balance sheet. As the Group’s financial performance continues to improve, supported by these growth engines, we’re confident that we can deliver better returns for shareholders in the coming years. BUSINESS REVIEWSOVERVIEWPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCONSUMER SINGAPORE CEO REVIEW Delivering the best digital experience anytime, anywhere As Singapore’s leading communications technology and digital services provider, we seek to deliver excellent connectivity to our customers regardless of where they are – be it on the go or at home as the digital way of life becomes the new normal. To help our customers thrive in this digital-first world, we’ve strengthened our operations to provide a superior network and launched new services that enrich our customers’ digital experiences. We’ll continue to solidify our leading market position, improve our customer experience and foster greater digital inclusion. Bringing enhanced 5G services directly to customers Our differentiated 5G proposition continues to drive our dominance in the local 5G space. In 2021, Ookla, a global leader in network intelligence and connectivity insights, recognised Singtel for having the fastest 5G mobile network with download speeds of up to 1.2Gbps in Singapore. We were also the first to launch a 5G Standalone network and provide indoor 5G coverage at over 26 Singapore Telecommunications Limited | Annual Report 2022 To help our customers thrive in this digital-first world, we’ve strengthened our operations to provide a superior network and launched new services that enrich our customers’ digital experiences. We’ll continue to solidify our leading market position, improve our customer experience and foster greater digital inclusion. 300 locations, even on underground train lines. Our 5G network currently covers over 75% of Singapore – making us the most extensive indoor and outdoor 5G network provider nationwide. With the new spectrum we secured last year, we’re developing smart digital solutions to deliver powerful 5G immersive experiences for both consumers and enterprises. We’ve successfully demonstrated 5G’s benefits of lower latency and faster speeds with showcases including Singapore’s first 5G-powered remote racing in Sentosa and a collaboration with National Gallery Singapore for The People’s Gallery, an exhibition that uses augmented reality to transform more than 25 void decks across eight neighbourhoods into art galleries, bringing art closer to daily lives. Our 5G plans, bundled with 5G-enabled devices and our work with 5G ecosystem partners, have also contributed to rising 5G adoption. As of end March 2022, Singtel has over 450,000 5G customers and we’re expecting to see further growth from those seeking smoother 5G roaming experiences as overseas travel resumes. Since the launch of 5G roaming last year, we’ve expanded our roaming network to cover more than 30 destinations including Australia and South Korea to cater to this demand. Deepening customer engagement We’ve also been enhancing our digital touch points to ensure our customers enjoy the best possible experience when engaging with us – especially for the many who stayed home during the pandemic and had to connect and transact digitally. A significant reflection of this shift was the way they transact with us. Online sales transactions continue to grow and now make up about half of all our sales transactions in 2021. Accordingly, we revamped our MySingtel App to allow our customers to manage their Singtel services more securely and with greater ease. We also introduced new 2Gbps home fibre broadband plans bundled with premium equipment. Household members can enjoy activities such as on-demand entertainment on CAST, our video streaming platform, with high speed and lag-free connectivity simultaneously, including those living in larger or multi-storied spaces. We’ve been broadening our global network of content partners and modularising our packages to make them more customisable and accessible to a wider audience. What’s more, we introduced an unlimited 24-hour data pass, so our customers can binge watch their favourite shows without worrying about data while on the go. We also collaborated with our extensive network of partners to launch a membership loyalty programme – Singtel Red, to provide greater value to our customers. The programme offers attractive discounts on mobile devices, lifestyle rewards and priority services to reward and engage our customers. Beyond our telco offerings, we launched inclusive financial services on Singtel Dash with strategic partners so our customers have convenient access to savings, insurance, investment and credit. Dash achieved another year of double-digit revenue growth, driven by its popular mobile remittance which serves customers in seven key regional corridors and embedded finance services. In 2021, we partnered UOB Asset Management to offer UOB Robo-Invest that helps our customers manage their wealth on the Dash app and earlier this year, we enhanced our personal protection offerings with the launch of Dash PET Plus. Empowering all communities While technology offers many advantages, it does come with some dangers in the form of rising online scams. The safety of our customers is our top priority and we’ve been ramping up measures to protect them from malicious actors. We leverage technology including artificial intelligence to bolster our network security and minimise the number of fraudulent messages our customers receive. We’re also running ongoing online and offline education campaigns on how to spot common scams, and provide add-on security services so that our customers can work, learn and play safely. We continue to keep an eye out for our underserved communities to ensure that they are not left behind in this digital age. To support seniors who may not have internet access but are keen to use digital solutions, we launched our Donate Your Data programme, starting with mobile brand GOMO, where our customers can donate their data to seniors via the app. These efforts complement our weekly Digital Silvers workshops conducted at our shops and various senior activity centres islandwide designed to help senior customers go digital easily and safely. Charging forward The domestic consumer market remains highly competitive with many players offering similar services but we strive to stay nimble in our approach to ensure we continue to lead across all business streams. We also expect an uptick in business as we emerge from the pandemic and travel returns. Our customers remain our top priority and we stand ready to empower them to transform digitally through our range of products and services. We’ll continue to invest in the right infrastructure and systems to drive operational efficiency and resilience while delivering the best network and digital experience to our customers. Anna Yip Chief Executive Officer, Consumer Singapore 27 BUSINESS REVIEWSOVERVIEWPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONOPTUS CEO REVIEW Bold ambition Over the last two years, Optus has been on a transformational journey to deliver more than basic connectivity. Instead of merely keeping pace with rapidly evolving customer needs, Optus has a bold ambition: to completely change what customers expect of their telco and redefine what a modern telco should be. A solid foundation At Optus, we’re still doing everything customers expect of a traditional telco – and we’re also raising the bar and doing more innovative things as well. Over the past 30 years, we’ve invested more than A$40 billion into building critical infrastructure, resulting in our mobile network covering 98.5% of Australia’s population. We’re swiftly advancing our rollout of 5G, but doing so in a way that ensures we deliver on the true benefits of 5G technology – like speed. We’ve achieved speed leadership for 5G in Australia, and even turbo-charged our 5G by demonstrating our 5G Max (utilising mmWave) with speeds of more than 4Gbps, quite an achievement for a challenger brand. We’re providing more digital options for customer service, enhanced AI techniques to assist customers and a new dedicated Team of Experts approach to ensure a customer’s needs are met first time, all of which combine to provide unparalleled levels of customer service. And, of course, as we’re in a very competitive market, we’re providing subscription plans that deliver value for both new and existing customers. By adding lots of great value for customers, we’re also able to lift average revenue per user and deliver strong financial results that guarantee we can continue to invest in our network and our customer experiences. Creating the future of technology As the challenger brand, Optus is at the forefront of innovation and differentiation in our industry. In fact, we’re creating the future of technology that all telco customers will come to expect. 28 Singapore Telecommunications Limited | Annual Report 2022 We’re moving away from being a business where customers only engage with us in a transactional way, to providing our customers with genuinely positive, engaging experiences. How? By placing customers in control of solutions that enrich and improve their lives, we’re going far beyond traditional telco services and providing customers with options which allow them to customise their experience to precisely what their individual needs are. Delivered to customers via a telco in an app that leverages technology in a way that transforms how customers use and think about their connectivity. We call this new way of controlling the network at an individual customer level, the Living Network. The Optus Living Network is a collection of on-demand features that adapts to customers’ changing needs by offering them flexibility and control of their connectivity. The Living Network is a seismic shift for the industry and is our blueprint for what a future-focused, modern telco should be. We’ve organised our network to support complicated technology in a way that it is simple for our customers to access features that allow them to make their lives better – all through a few taps in the My Optus App. The Living Network is proof that Optus is embracing a ‘start up’ technology mentality that continues to differentiate us and drive lasting customer relationships. Given this, it’s no wonder that we’ve been able to drive a sustainable lift in our average revenue per user over the past year. Big moves Optus is looking beyond connectivity services at opportunities that diversify our offerings, but which also align to and satisfy the needs of our customers. As we first did with Optus Sport, we’re entering new areas where we can create great experiences for our customers. With the growing world of content subscriptions, customers tell us it’s difficult to stay on top of their household’s many memberships. To solve this, we’ve launched SubHub, which allows customers to easily manage the multiple subscriptions they have, and we provide discounts for bundling the subscriptions customers love, as well as special promotions, to save customers money and help them discover and use the content that is right for them. We’re also entering another huge growth market that aligns to our tech credentials and has great synergy with our traditional business: Smart Spaces. Optus now offers the latest Smart Home and Smart Business devices, from WiFi-connected stereos to home lighting systems to digital gadgets like doorbells and security cameras. We’ll also offer customers options to install and service these devices, from self-install to full professional installation through our new O-Team. future, with the best service across any industry, empowering our customers to be optimistic about the future with personalised options. We’ve been clear that our ambition is to be Australia’s most loved everyday brand with lasting customer relationships, and that means the onus is on us to truly add value to our customers’ lives in the moments that matter. Excitingly, SubHub and Smart Spaces open up additional revenue streams for us, providing us with additional opportunities to invest back into service, new offerings and innovation. Looking ahead In January, Optus celebrated its 30th anniversary, which gives us a moment to reflect on what we’ve achieved, what we’ve been offering customers: creating new choices, challenging the status quo, and creating better outcomes. But what we’re truly focused on lies ahead, as we look to create the Living Network of the As we seek to become Australia’s most loved everyday brand with lasting customer relationships, focusing on our customers is the key to our future success. Kelly Bayer Rosmarin Chief Executive Officer, Optus 29 Instead of merely keeping pace with rapidly evolving customer needs, Optus has a bold ambition: to completely change what customers expect of their telco and redefine what a modern telco should be. BUSINESS REVIEWSOVERVIEWPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONGROUP ENTERPRISE CEO REVIEW Unlocking enterprise success in a digital economy The pandemic has underscored the importance for enterprises to advance their digital transformation and scale their businesses more cost effectively. Singtel is working closely with enterprises to understand their challenges and needs and is committed to helping them capitalise on a whole host of new technologies to bring their digital transformation ambitions to life. Accelerating 5G enterprise adoption If there is one thing we’ve learnt after working with enterprises for years, it is that more and more, they want unparalleled flexibility and scalability to operate more efficiently and productively – all in a simple to use, cost-effective and secure platform. This is why we developed and patented the Paragon solution which is the industry’s first all-in-one orchestration platform that helps companies seamlessly manage their 5G network and edge cloud resources. It is designed to facilitate use cases like autonomous systems from robotics, automated guided vehicles and drones, to immersive augmented reality/virtual reality, digital twin, metaverse applications, which require a secure, high bandwidth and low latency environment to operate. The platform enables developers and partners to build their applications and solutions over our high speed, low latency 5G network with edge cloud for enterprises in the region. The 5G@Sentosa testbed, launched last year in close collaboration with multiple public sector agencies including the Government Technology Agency and the Sentosa Development Corporation, hosts a plethora of 5G use cases for the built environment, transport and tourism industries. 15 live trials had been launched by end-2021, and we’re on track to have at least 30 trials running by the first half of 2023. We’re making good progress in commercialising 5G as well. Leveraging our 5G MEC and Paragon capabilities, security company AETOS recently launched their next-generation 5G-enabled Integrated Command Centre – the first of its kind 30 Singapore Telecommunications Limited | Annual Report 2022 in Singapore, enabling the company’s digital transformation by driving operational efficiencies and unlocking further growth and innovation. This Command Centre demonstrates the transformative power of 5G and MEC to address more than just security needs. It’s able to track water and energy consumption and provide full operational visibility of AETOS’ various sites across Singapore on a single dashboard. At the same time, our Paragon platform is being exported to Optus in Australia and our regional associate, AIS, in Thailand, where its being leveraged to differentiate their enterprise solutions and offerings. We’re encouraging ecosystem partners like app developers, chipset and IoT providers, and system integrators to work with us on the platform to bring more solutions and use cases to enterprises in Singapore and the region. With this industry leading and award-winning orchestration platform, we’re enabling transformation and unlocking endless possibilities across industries – from advanced manufacturing, smart logistics and transportation to public safety and tourism. Enhancing network leadership A smart, reliable and agile network is key to digitalisation. As the leading regional technology and digital services provider, we support regional and global enterprises with network-based services and solutions like unified communications, security, cloud- centric connectivity and expansion in the region. We’re the first operator in Singapore to offer Unified Communications Direct Connect services for Microsoft Teams, or workflow integration via application programming interfaces which help businesses digitally connect with their employees and customers anytime and anywhere, especially as remote work continues. For businesses looking to reduce network complexity and achieve faster deployment, our software-defined wide area network (SD- WAN) offers enterprises better visibility and control over their network performance. By converging our capabilities under one single customer service platform, we’re able to better engage our customers to combat localised threats within their networks, be it in the cloud, SD-WAN or any other connectivity mediums. We also leverage our network leadership to offer network- centric cyber security services, while tapping Trustwave’s global capabilities to offer a complete suite of secured and trusted world- class services for our customers. Developing a sustainable digital economy The rise of digital economies and accelerated cloud adoption has had significant implications for the physical infrastructure that supports the overwhelming demand for data centres. As a leading communications technology group and one of the largest data centre operators in the region, we’ve a responsibility to be sustainable while meeting the demands of enterprises and hyperscalers as they expand their data centre hosting and connectivity needs, balanced with their priority to reduce their carbon footprint. Looking ahead That’s why we’re building the greenest and most sustainable, new state-of-the-art data centre in the region. Located at Tuas, this integrated cable landing and data centre will build on our existing high-quality assets which meet the BCA Green Mark Platinum certification with one of the highest efficiencies and lowest carbon footprints in the region. Similarly, as part of our strategy to capture market share in the ASEAN region, we’ve formed a joint venture with our Thai partners, Gulf Energy and AIS, with a common vision – to be the leading operator to not only build high-quality data centres in Thailand, but next-generation green data centres and connectivity focused on sustainability. We’ve also signed a memorandum of understanding with Telkom to jointly explore building data centres in Indonesia and the region together. These are important steps in our data centre regional leadership strategy – to expand our platform’s footprint to cover the three fast-growing digital economies – Singapore, Thailand and Indonesia. As businesses continue moving to a digital-first or in some cases, digital-only way of working and operations, Singtel, with our talent, experience, expertise and capabilities stands ready to help our customers, of any size, take their business to the next level. Bill Chang Chief Executive Officer, Group Enterprise 31 If there is one thing we’ve learnt after working with enterprises for years, it is that more and more, they want unparalleled flexibility and scalability to operate more efficiently and productively – all in a simple to use, cost-effective and secure platform. BUSINESS REVIEWSOVERVIEWPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION NCS CEO REVIEW Building a regional tech services powerhouse It’s been an extraordinary year for NCS. Since we launched the new NCS on 7 July 2021, we’ve redefined our purpose, rebranded and repositioned ourselves to better serve our clients, provide more growth opportunities for our people and create greater impact in the communities we’re in. Expanding beyond Singapore Over the last 18 months, we’ve extended our footprint in Australia, a market strategic to NCS’ regionalisation plans. Besides setting up NCS NEXT Cloud Centre of Excellence in Melbourne to support governments and enterprises in their cloud initiatives and facilitate the exchange of expertise, a series of strategic investments were made to ramp up NCS’ presence in Australia. This includes the acquisition of The Dialog Group, Australia’s largest privately-owned IT services company following two earlier investments in 2021, cloud consultancy Riley and a majority investment in cloud transformation specialist, Eighty20 Solutions. NCS’ fourth investment of the ARQ Group in March 2022, a fast- growing digital services firm, further brings to scale NCS NEXT in Australia and the region. 32 Singapore Telecommunications Limited | Annual Report 2022 Our next chapter of growth and transformation is underway. We’re committed to our long-term vision of being a regional tech services powerhouse in Asia Pacific and look forward to forging more partnerships with governments and enterprises to harness technology to advance communities. Combined with Dialog’s core IT capabilities and extensive reach, ARQ brings onboard key digital competencies that help create a highly compelling end-to-end digital transformation value proposition for our clients. The four investments bring together 2,000 tech specialists in Australia, boosting our scale, capabilities and credibility to compete as a regional digital powerhouse and help governments and enterprises achieve their digital transformation goals. Accelerating government sector growth As a dedicated partner of the Singapore government, NCS has more than four decades of proven success in supporting public sector needs. We’re doubling down on the government sector with Gov+, a strategic business group focusing on building NCS’ digital government portfolio and strengthening our position as the leading digital catalyst for governments and smart cities across Asia Pacific. As a testament to NCS’ contributions in mission-critical projects, we’ve received accolades like the Defence Technology Prize 2021 Team Award for our collaboration with the Defence Science and Technology Agency and the Singapore Armed Forces. NCS has been instrumental in developing and managing the systems used by the multi-ministry task force to make critical decisions and execute pandemic management measures. Supporting enterprise transformations We’re also expediting our growth in the enterprise sector, especially in the telco business segment. Our second strategic business group, Telco+, is helping telcos across the region in their digital transformation by improving their operational efficiencies and delivering enhanced customer experiences via 5G and digital technologies. In June this year, Telco+ partnered with AIS, Thailand’s leading provider of mobile services and mobile network operator, to drive transformation and joint projects that will enable enterprises in Thailand to benefit from the combined strengths of AIS’ market leadership and NCS’ digital capabilities. Growing our partnership ecosystem In line with driving impactful change in communities and the industry, in April this year, we forged a multi-pronged strategic partnership with UiPath, a leading enterprise automation software company, to jointly drive an automation-first approach and enhance delivery capabilities for clients across Asia Pacific. In that same month, we partnered with Grab to pilot food delivery in Sentosa, where orders are delivered by an autonomous vehicle robot managed by NCS robotmanager – operationalising the food delivery process and enabling robot fleet operations to be efficiently scaled up. Partnerships like these are key to growing our innovation ecosystem and co-creating the future. such innovative partner is home-grown Ecoline Solar – NCS is one of the first organisations in Singapore to leverage its green solar thermal air-conditioning to improve energy efficiency. NCS’ data centre is also one of the largest single-roof solar-powered data centres in Southeast Asia. Today, it generates enough solar energy to power 503 four-room HDB flats for a month and reduces 914 tonnes of carbon emissions a year. Advancing our people Our success is only possible through the dedication and commitment of our 12,000-strong team. NCS remains committed to building a place for talent to grow and thrive professionally and has been rolling out different people initiatives to achieve five outcomes of providing our people with Exciting and Impactful Work; Career Discovery and Choice; Personal Growth and Mastery; Inspiring Teams and Caring Workplace. The breadth and scale of our operations across multiple countries, industries and clients, offer our people opportunities to be involved in exciting and impactful work. Our people have a choice to explore 13 career tracks, 61 specialisations and five industry domains as well as gain access to training programmes that are purposefully designed by our newly launched learning organisation, NCS Dojo, to help them achieve personal growth and mastery. In our commitment to nurture young tech talents with future- ready skills for the tech industry, NCS and Republic Polytechnic recently signed a Memorandum of Understanding to expand our collaboration to groom young talents through enhanced internship programmes, special curriculums, and industry attachments for lecturers with NCS. We also firmly believe that diversity in tech leads to stronger teams and innovation. In line with that view, NCS is proud to support the Cross-Polytechnic Girls in Tech Committee in Singapore to nurture female students’ interest in IT through workshops, hackathons and mentorships. This year, we also launched our inaugural Women Make IT Happen community event to promote female diversity in tech, shining the spotlight on female role models who are leading new waves in innovation and tech trends. More extraordinary things to come Our next chapter of growth and transformation is underway. We’re committed to our long-term vision of being a regional tech services powerhouse in Asia Pacific and look forward to forging more partnerships with governments and enterprises to harness technology to advance communities. Ng Kuo Pin On the ESG front, NCS has been working with leading industry players to reduce energy consumption and carbon footprint. One Chief Executive Officer, NCS 33 BUSINESS REVIEWSOVERVIEWPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONGOVERNANCE AND SUSTAINABILITY We are committed to creating long-term value for our people, customers, shareholders and the larger community, guided by our purpose of empowering every generation. Driving growth through responsible, sustainable practices across our business is critical for our future success and we constantly refine our approach to better serve our stakeholders. At the same time, we are taking steps to create a more inclusive workplace, as this allows our people to be their best knowing that they’re valued and heard. We are also equipping everyone with the right digital tools and resources to advance our mission of bringing the benefits of technology to the community. 34 Singapore Telecommunications Limited | Annual Report 2022 Photo credit SNOC Supporting Safer Internet Day 2022 See how your family and Bathurst Champion Chaz Mostert plays it fair online Power their potential Donate Your Device and change someone’s life O V E R V I E W B U S I N E S S R E V I E W S G O V E R N A N C E A N D S U S T A I N A B I L I T Y P E R F O R M A N C E F I N A N C I A L S A D D I T I O N A L I N F O R M A T I O N CORPORATE GOVERNANCE Our governance framework Chairman Lee Theng Kiat Key objective Responsible for leadership of the Board and for creating conditions for overall Board, Board Committee and individual Director effectiveness The Board of Singtel 13 Directors: 11 independent Directors and 2 non-independent Directors Key objective To create value for shareholders and to ensure the long-term success of the Group Audit Committee Chairman Gautam Banerjee 4 independent Directors Key objective 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 Corporate Governance & Nominations Committee Chairman Gautam Banerjee 4 independent Directors and 1 non-independent Director Key objectives Establish and review the profile of Board members, make recommendations to the Board on the appointment, re-nomination and retirement of Directors, review the independence of Directors, assist the Board in evaluating the performance of the Board, Board Committees and Directors, and develop and review the Company’s corporate governance practices Executive Resource & Compensation Committee Chairman Gail Kelly 3 independent Directors and 1 non-independent Director Key objectives Oversee the remuneration of the Board and Senior Management, and set appropriate remuneration framework and policies, including long-term incentive schemes, to deliver annual and long-term performance of the Group, and has oversight of the Group’s culture and human capital health Finance & Investment Committee Chairman Lee Theng Kiat 5 independent Directors and 1 non-independent Director Risk Committee Chairman Teo Swee Lian 4 independent Directors Key objectives Provide advisory support on the development of the Group’s overall strategy, review strategic issues, approve investments and divestments, review the Group’s Investment and Treasury Policies, evaluate and approve financial offers and banking facilities, and manage the Group’s liabilities Key objectives Ensure that Management maintains a sound system of risk management and internal controls to safeguard shareholders’ interests and the Group’s assets, and determine the nature and extent of the material risks that the Board is willing to take in achieving the Group’s strategic objectives Group Chief Executive Officer Yuen Kuan Moon Key objectives Manage the Group’s business and implement strategy and policy Key objective Direct Management on operational policies and activities Management Committee Group CEO CEO Optus CEO Consumer Singapore CEO Group Enterprise/ CEO Regional Data Centre Business CEO NCS Group Chief Financial Officer Group Chief Corporate Officer Group Chief People and Sustainability Officer Group Chief Information Officer/ Group Chief Digital Officer Group Chief Technology Officer 36 Singapore Telecommunications Limited | Annual Report 2022 Introduction Singtel aspires to the highest standards of corporate governance as we believe that good governance supports long-term value creation. To this end, Singtel has a set of well-defined policies and processes in place to enhance corporate performance and accountability, as well as protect the interests of stakeholders. The Board of Directors is responsible for Singtel’s corporate governance standards and policies, and stresses their importance across the Group. Singtel is listed on the Singapore Exchange Securities Trading Limited (SGX) and has complied in all material respects with the principles and provisions in the Singapore Code of Corporate Governance 2018 (2018 Code). This report sets out Singtel’s key corporate governance practices with reference to the 2018 Code. We provide a summary of our compliance with the express disclosure requirements in the 2018 Code on pages 67 to 68. Directors’ attendance at Board/general meetings during the financial year ended 31 March 2022(1) Scheduled Board Meetings Ad Hoc Board Meetings Independent Directors’ Meeting Annual General Meeting Number of Meetings Held Number of Meetings Attended Number of Meetings Held Number of Meetings Attended 4 4 1 4 4 4 4 3 4 4 4 4 1 1 4 4 1 4 4 4 4 3 4 4 4 4 1 1 4 4 1 4 4 4 4 3 4 4 4 4 1 1 4 4 1 4 3 4 4 3 3 4 3 3 1 1 – – – ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ – ✓ ✓ ✓ – ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ – ✓ Name of Director Lee Theng Kiat Yuen Kuan Moon John Arthur(2) Gautam Banerjee Venkataraman (Venky) Ganesan Bradley Horowitz Gail Kelly Lim Swee Say(3) Christina Ong(4) Rajeev Suri Teo Swee Lian Wee Siew Kim Yong Hsin Yue(5) Low Check Kian(6) Notes: (1) Refers to meetings held/attended while each Director was in office. (2) Mr John Arthur was appointed to the Board on 1 January 2022. (3) Mr Lim Swee Say was appointed to the Board on 1 June 2021. (4) Mrs Christina Ong recused herself and did not participate at an ad hoc Board Meeting due to a conflict of interest. (5) Ms Yong Hsin Yue was appointed to the Board on 1 January 2022. (6) Mr Low Check Kian stepped down from the Board following the conclusion of the AGM on 30 July 2021. 37 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION CORPORATE GOVERNANCE Board matters The Board’s conduct of 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 the Board and the Management Committee, and approves the appointment of Directors. In line with best practices in corporate governance, the Board also oversees the long-term succession planning for the Management Committee. 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. The Board approves transactions exceeding certain threshold limits, while delegating authority for transactions below those limits to the Board Committees and the Management Committee to optimise operational efficiency. Material items that require Board approval • The Group’s strategic plans • The Group’s annual operating plan and budget • Full-year and half-year financial results • Dividend policy and payout • Issue of shares • Board succession plans • Succession plans for Management Committee positions, including appointment of, and compensation for, Management Committee members • • Underlying principles of long-term incentive schemes for employees The Group’s risk appetite and risk tolerance for different categories of risk, as well as risk strategy and the policies for management of material risks • Acquisitions and disposals of investments exceeding certain material limits • Capital expenditure exceeding certain material limits 38 Singapore Telecommunications Limited | Annual Report 2022 Board meetings The Board and Board Committees meet regularly to discuss strategy, operational matters and governance issues. All Board and Board Committee meetings are scheduled well in advance of each year in consultation with the Directors. At every scheduled meeting, the Board sets aside time for discussion without the presence of Management (except the executive Director). The Board also sets aside time for the non-executive Directors to meet without any executives present. The Board holds four scheduled meetings each year and may also hold ad hoc meetings as and when warranted by circumstances. A total of eight Board meetings (including ad hoc Board meetings) were held in the financial year ended 31 March 2022. Attendance at Board or Board Committee meetings via telephone or video conference is permitted by Singtel’s Constitution. A record of the Directors’ attendance at Board meetings during the financial year ended 31 March 2022 is set out on page 37. Directors who are unable to attend a Board meeting are provided with the briefing materials and can discuss issues relating to the matters to be discussed at the Board meeting with the Chairman or the Group CEO. Director development/training The Board values ongoing professional development and recognises that it is important that all Directors receive regular training so as to be able to serve effectively on, and contribute to, the Board. The Board has therefore adopted a policy on continuous professional development for Directors. All new Directors appointed to the Board are briefed by the Chairman, as well as the chairmen of the Board Committees, on issues relevant to the Board and Board Committees. They are also briefed by Senior Management on the Group’s business activities, strategic direction and policies, key business risks, the regulatory environment in which the Group operates and governance practices, as well as their statutory and other duties and responsibilities as Directors. Directors who have no prior experience as a director of an issuer listed on the SGX are provided with training on the roles and responsibilities of a listed issuer in accordance with the listing rules of the SGX. The training costs are borne by Singtel. Upon appointment to the Board, each Director receives a Directors’ Manual, which sets out the Director’s duties and responsibilities and the Board’s governance policies and practices. The Directors’ Manual is maintained by the Company Secretary. In line with best practices in corporate governance, 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. To ensure Directors can fulfil their obligations and to continually improve the performance of the Board, all Directors are encouraged to undergo continual professional development during the term of their appointment. Professional development may relate to a particular subject area, committee membership, or key developments in Singtel’s environment, market or operations. Directors are encouraged to consult the Chairman if they consider that they personally, or the Board as a whole, would benefit from specific education or training regarding matters that fall within the responsibility of the Board or relate to the business of Singtel. Board composition, diversity and balance Independence Independent, non-executive Directors 84% Non-independent, 8% non-executive Director Executive Director/ Group CEO 8% The Singtel Board has a strong independent element. There are 13 Directors on the Board, comprising 11 independent non-executive Directors, one non-independent non-executive Director and one executive Director. The Board has appointed a Lead Independent Director. A description of the role of the Lead Independent Director is set out on page 43. The profiles of the Directors are set out on pages 14 to 18 and pages 217 to 219. The size and composition of the Board are reviewed from time to time by the Corporate Governance and Nominations Committee (CGNC). The CGNC seeks to ensure that the size of the Board is conducive for effective discussion and decision making, and that the Board has an appropriate number of independent Directors. The CGNC also aims to maintain a diversity of expertise, skills and attributes among the Directors. Any potential conflicts of interest are taken into consideration. In order to ensure that Singtel continues to be able to meet the challenges and demands of the markets in which Singtel operates, the Board is focused on enhancing the diversity of skills, expertise and perspectives on the Board in a structured way, by proactively mapping out Singtel’s Board composition needs over the short and medium term. Expertise and Experience Matrix 85% 69% Strategic Planning Organisation Development Human Resources Finance Consumer Marketing Technology Legal Regulatory Government Non Profit 8% 46% 54% 54% 31% 31% 31% 38% Gender Diversity Male Directors Female Directors 69% 31% Length of Service 0 - 3 years >3 - 5 years >7 - 9 years 54% 23% 23% Age of Directors 46 - 50 51 - 55 56 - 60 61 - 65 66 - 70 15% 15% 9% 15% 46% 39 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE Expertise and Experience by Geography will change over time taking into account the skills and experience of the Board. Australia Indonesia Singapore Thailand 15% India China Asia Pacific USA 54% 31% 38% 31% 31% 54% 77% Board diversity Singtel is committed to building a diverse, inclusive and collaborative culture. Singtel recognises and embraces the benefits of diversity on the Board, and views diversity at the Board level as essential to supporting the attainment of its strategic objectives and its sustainable development. The Board’s Diversity Policy provides that, in reviewing Board composition and succession planning, the CGNC will consider the benefits of all aspects of diversity, including diversity of skills, experience, background, gender, age, ethnicity and other relevant factors. These differences will be considered in determining the optimum composition of the Board and, when possible, should be balanced appropriately. All Board appointments are made based on merit, in the context of the skills, experience, independence and knowledge which the Board as a whole requires to be effective. Diversity is a key criterion in the instructions to external search consultants. The current Board comprises 13 members who are business leaders and professionals with diverse expertise, experience and backgrounds including engineering, technology, investment, banking, finance, legal, accounting, regulatory/government and general management. Reflecting the focus of the Group’s business in the region, five of Singtel’s 13 Directors are from, and have extensive experience in, jurisdictions outside Singapore, namely, the non-executive Directors, Mr John Arthur, Mr Venky Ganesan, Mr Bradley Horowitz, Mrs Gail Kelly and Mr Rajeev Suri. In relation to gender diversity, 31% of the Singtel Board, or four out of the 13 Board members, are female. Other than the Group CEO, none of the Directors is a former or current employee of the Company or its subsidiaries. The Board is of the view that gender is an important aspect of diversity and will strive to ensure that (a) any brief to external search consultants to identify candidates for appointment to the Board will include a requirement to present female candidates, (b) female candidates are included for consideration by the CGNC whenever it seeks to identify a new Director for appointment to the Board, (c) the Board appoints at least one female Director to the CGNC, and (d) there is significant and appropriate female representation on the Board, recognising that the Board’s needs 40 Singapore Telecommunications Limited | Annual Report 2022 Independence The Board, taking into account the views of the CGNC, assesses the independence of each Director annually, and as and when circumstances require, in accordance with the 2018 Code. A Director is considered independent if he has no relationship with the company, its related corporations, substantial shareholders or its officers that could interfere or be reasonably perceived to interfere, with the exercise of the director’s independent business judgement in the best interests of the company. The Board considers the existence of relationships or circumstances, including those identified by the listing rules of SGX (SGX Listing Manual) and the Practice Guidance to the 2018 Code (Practice Guidance), that are relevant in its determination as to whether a Director is independent. Such relationships or circumstances include the employment of a Director by the Company or any of its related corporations during the financial year in question or in any of the previous three financial years; a Director being on the Board for an aggregate period of more than nine years; the acceptance by a Director of any significant compensation from the Company or any of its subsidiaries 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 to which the Company or any of its subsidiaries made, or from which the Company or any of its subsidiaries received, significant payments or material services during the financial year in question or the previous financial year. The CGNC and the Board have assessed the independence of each of the Directors in 2022. A summary of the outcome of that assessment is set out below. Based on the declarations of independence provided by the Directors and taking into consideration the guidance in the 2018 Code, the SGX Listing Manual and (where relevant) the Practice Guidance, the Board has determined that Mr Lee Theng Kiat, Chairman of the Singtel Board and Mr Yuen Kuan Moon, Singtel’s Group CEO are the only non-independent Directors. All other members of the Board are considered to be independent Directors. In line with the Board’s Code of Conduct and Ethics, each of the members of the CGNC and the Board abstained in respect of the confirmation of his/her independent status. Mr Lee Theng Kiat is deemed non-independent given his previous role as Executive Director of Temasek Holdings (Private) Limited (Temasek) between April 2019 and September 2021 and his current roles as a non-executive director of Temasek and the Chairman of Temasek International Pte. Ltd. He is not a nominee of Temasek on the Singtel Board and does not act for Temasek in respect of his board role at Singtel. Mr John Arthur, Mrs Gail Kelly, Mr Lim Swee Say, Mr Rajeev Suri, Mr Wee Siew Kim and Ms Yong Hsin Yue each does not have any of the relationships and is not faced with any of the circumstances identified in the 2018 Code, the SGX Listing Manual and the Practice Guidance that could interfere, or be reasonably perceived to interfere, with the exercise of his/her independent business judgement in the best interests of Singtel. The CGNC and the Board are of the view that each of these Directors has demonstrated independence in the discharge of his/her duties and responsibilities as a Director and is therefore an independent Director. Mr Gautam Banerjee Mr Gautam Banerjee is an independent non-executive director of Defence Science & Technology Agency and GIC Private Limited, each of which purchased services and/or equipment from the Singtel Group in the ordinary course of business, on arm’s length basis and based on normal commercial terms and/or market rates. Mr Banerjee’s role in those organisations is non-executive in nature and he is not involved in the day-to-day conduct of the business of those organisations. He is not involved in the process or approval of the engagement of the Singtel Group by those organisations for the provision of telecommunication services. The Board has considered the conduct of Mr Banerjee in the discharge of his duties and responsibilities as a Director and is of the view that the relationships set out above did not impair his ability to act with independent judgement in the discharge of his duties and responsibilities as a Director. Apart from the relationships stated above, Mr Banerjee does not have any other relationships and is not faced with any of the circumstances identified in the 2018 Code, the SGX Listing Manual and the Practice Guidance that may affect his independent judgement. The Board is of the view that Mr Banerjee has demonstrated independence in the discharge of his duties and responsibilities as a Director and is therefore an independent Director. Mr Venky Ganesan Mr Venky Ganesan is a director of BitSight Technologies, Inc (BitSight). Singtel’s subsidiary, Singtel Innov8 Pte Ltd, has an interest of less than 2% in BitSight. The investment in BitSight by Singtel Innov8 Pte Ltd was made independent of Mr Ganesan’s association with Singtel. BitSight provided services and equipment to the Singtel Group during the financial year in the ordinary course of business, on arm’s length basis and based on normal commercial terms and/or market rates. The services provided to, and payments received from, the Singtel Group are not material or significant in the context of BitSight or the Singtel Group for the relevant period. Mr Ganesan’s role in BitSight is non-executive in nature and he is not involved in the process or approval of the engagement of BitSight by the Singtel Group for the provision of services. The Board has considered the conduct of Mr Ganesan in the discharge of his duties and responsibilities as a Director and is of the view that the relationships set out above did not impair his ability to act with independent judgement in the discharge of his duties and responsibilities as a Director. Apart from the relationships stated above, Mr Ganesan does not have any other relationships and is not faced with any of the circumstances identified in the 2018 Code, the SGX Listing Manual and the Practice Guidance that may affect his independent judgement. The Board is of the view that Mr Ganesan has demonstrated independence in the discharge of his duties and responsibilities as a Director and is therefore an independent Director. Mr Bradley Horowitz Mr Bradley Horowitz is Vice President of Product Management of, and an Adviser to, Google Inc. The Google Inc. group (Google) and the Singtel Group collaborate from time to time in the ordinary course of business to offer services to customers. Google provided services to, and received payments from, the Singtel Group during the relevant period in the ordinary course of business, on arm’s length basis and based on normal commercial terms and/or market rates. The services provided to, and payments received from, the Singtel Group are not material or significant in the context of Google or the Singtel Group for the relevant period. Mr Horowitz is not involved in the process or approval of the engagement of Google by the Singtel Group for the provision of services. The Board has considered the conduct of Mr Horowitz in the discharge of his duties and responsibilities as a Director and is of the view that the relationships set out above did not impair his ability to act with independent judgement in the discharge of his duties and responsibilities as a Director. Apart from the relationships stated above, Mr Horowitz does not have any other relationships and is not faced with any of the circumstances identified in the 2018 Code, the SGX Listing Manual and the Practice Guidance that may affect his independent judgement. The Board is of the view that Mr Horowitz has demonstrated independence in the discharge of his duties and responsibilities as a Director and is therefore an independent Director. Mrs Christina Ong Mrs Christina Ong is a partner of Allen & Gledhill LLP (A&G). She does not hold 5% or more interest in A&G. A&G provides legal services to, and receives fees from, the Singtel Group. The fees received by A&G from the Singtel Group are not material or significant in the context of A&G or the Singtel Group for the relevant period. Mrs Ong is an independent non-executive director of Oversea- Chinese Banking Corporation Limited (OCBC). OCBC, in the normal course of business, obtained telecommunications and related services from, and made payments to, the Singtel Group not unlike many organisations in Singapore. The services provided to, and payments received by the Singtel Group from, OCBC are not material or significant in the context of the Singtel Group or OCBC for the relevant period. OCBC also provides banking services to the Singtel Group and receives payments from the Singtel Group for these services. The banking services provided by OCBC and payments made by the Singtel Group to OCBC are not material or significant in the context of the Singtel Group for the relevant period. Mrs Ong is not involved in the process or approval of (i) the engagement of the Singtel Group by OCBC for the provision of telecommunications and related services; and (ii) the engagement of OCBC by the Singtel Group for the provision of banking services. Mrs Ong is an independent non-executive director of SIA Engineering Company Limited (SIAEC). SIAEC is a subsidiary of Temasek, which also holds a majority interest in Singtel. Mrs Ong’s role in SIAEC is non-executive in nature and she is not involved in the day-to-day conduct of the business of SIAEC. She does not represent Temasek on the Singtel Board and she is not accustomed nor is she under any obligation, whether formal or informal, to act 41 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE in accordance with the directions, instructions or wishes of Temasek in relation to the corporate affairs of Singtel. The Board has considered the conduct of Mrs Ong in the discharge of her duties and responsibilities as a Director and is of the view that the relationships set out above did not impair her ability to act with independent judgement in the discharge of her duties and responsibilities as a Director. Apart from the relationships stated above, Mrs Ong does not have any other relationships and is not faced with any of the circumstances identified in the 2018 Code, the SGX Listing Manual and the Practice Guidance that may affect her independent judgement. The Board is of the view that Mrs Ong has demonstrated independence in the discharge of her duties and responsibilities as a Director and is therefore an independent Director. Ms Teo Swee Lian Ms Teo is the non-executive Chairman of CapitaLand Integrated Commercial Trust Management Limited (manager of CapitaLand Integrated Commercial Trust) (CICT). The Singtel Group provides telecommunication services to CICT and its subsidiaries (CICT Group) and CapitaLand Investment Limited (CLI) and its subsidiaries (CLI Group). CLI owns a substantial stake in CICT. Singtel is also a tenant in some of the malls in CICT’s and CLI’s portfolios. Ms Teo is not involved in the process or approval of (i) the engagement of the Singtel Group by the CICT Group and the CLI Group for the provision of telecommunication services; and (ii) the tenancy leases between Singtel and CICT Group/CLI Group. The abovementioned transactions are conducted in the ordinary course of business, on arm’s length basis and based on normal commercial terms and/or market rates. Ms Teo is an independent non-executive director of AIA Group Ltd (AIA). The Singtel Group provides telecommunications services to the AIA group, and the AIA group provides insurance services to the Singtel Group. Ms Teo is not involved in the process or approval of (i) the engagement of the Singtel Group by the AIA group for the provision of telecommunication services; and (ii) the engagement of the AIA group by Singtel Group for the provision of insurance services. The transactions between the Singtel Group and the AIA group are conducted in the ordinary course of business, on arm’s length basis and based on normal commercial terms and/or market rates. Ms Teo is also a non-executive director of Clifford Capital Holdings Pte. Ltd. (CCHPL), which is substantially owned by Temasek. Temasek is also the holding company of CLI. Ms Teo’s roles in CCHPL and CICT are non-executive in nature and she is not involved in the day-to-day conduct of the business of those companies. She does not represent Temasek on the Singtel Board and she is not accustomed nor is she under any obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of Temasek in relation to the corporate affairs of Singtel. The Board has considered the conduct of Ms Teo in the discharge of her duties and responsibilities as a Director and is of the view that the relationships set out above did not impair her ability to act with independent judgement in the discharge of her duties and responsibilities as a Director. Apart from the relationships stated 42 Singapore Telecommunications Limited | Annual Report 2022 above, Ms Teo does not have any other relationships and is not faced with any of the circumstances identified in the 2018 Code, the SGX Listing Manual and the Practice Guidance that may affect her independent judgement. The Board is of the view that Ms Teo has demonstrated independence in the discharge of her duties and responsibilities as a Director and is therefore an independent Director. Mr Wee Siew Kim Mr Wee is an independent non-executive director of SIAEC. SIAEC is a subsidiary of Temasek, which also holds a majority interest in Singtel. Mr Wee’s role in SIAEC is non-executive in nature and he is not involved in the day-to-day conduct of the business of SIAEC. He does not represent Temasek on the Singtel Board and he is not accustomed nor is he under any obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of Temasek in relation to the corporate affairs of Singtel. The Board has considered the conduct of Mr Wee in the discharge of his duties and responsibilities as a Director and is of the view that the relationship set out above did not impair his ability to act with independent judgement in the discharge of his duties and responsibilities as a Director. Apart from the relationship stated above, Mr Wee does not have any other relationships and is not faced with any of the circumstances identified in the 2018 Code, the SGX Listing Manual and the Practice Guidance that may affect his independent judgement. The Board is of the view that Mr Wee has demonstrated independence in the discharge of his duties and responsibilities as a Director and is therefore an independent Director. Conflicts of interest Under the Board’s Code of Business Conduct and Ethics, Directors must avoid situations in which their own personal or business interests directly or indirectly conflict, or appear to conflict, with the interests of Singtel. The Code of Business Conduct and Ethics provides that where a Director has a conflict of interest, or it appears that he might have a conflict of interest, in relation to any matter, he should immediately declare his interest at a meeting of the Directors or send a written notice to the Company containing details of his interest and the conflict, and recuse himself from participating in any discussion and decision on the matter. Where relevant, the Directors have complied with the provisions of the Code of Business Conduct and Ethics, and such compliance has been duly recorded in the minutes of meeting. 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 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. Role of the Chairman The Chairman is responsible for leadership of the Board and is pivotal in creating the conditions for overall Board, 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 the Group CEO, and promoting active engagement and an open dialogue among the Directors, as well as between the Board and the Group CEO. The Chairman ensures that the performance of the Board is evaluated regularly, and guides the development needs of the Board. The Chairman leads the evaluation of the Group CEO’s performance and works with the Group CEO in overseeing talent management to ensure that robust succession plans are in place for the senior leadership team. 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 regularly evaluated. The Chairman plays a significant leadership role by providing clear oversight, advice and guidance to the Group CEO and Management on strategy and 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 provides support and advice to, and acts as a sounding board for, the Group CEO, while respecting executive responsibility. He engages with other members of the senior leadership regularly. The Chairman also maintains effective communications with large shareholders and supports the Group CEO in engaging with a wide range of other stakeholders such as partners, governments and regulators where the Group operates. 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. He also assists 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 independent Directors at least annually. He provides feedback on the meeting(s) to the Board and/or the Chairman as appropriate. He will also be available to shareholders if they have concerns relating to matters that contact through 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. The CGNC takes factors such as attendance, preparedness, participation and candour into consideration when evaluating the past performance and contributions of a Director when making its recommendations 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. When deciding on the appointment of new Directors to the Board, the CGNC and the Board consider a variety of factors, including the core competencies, skills and experience that are required on the Board and Board Committees, diversity, independence, conflicts of interest and time commitments. In order to ensure Board renewal, the Board has in place guidelines on the tenure of the Chairman and Directors. The guidelines provide that Directors are appointed for an initial term of three years, and this may be extended to a second three-year term. As a general rule, a Director shall step down from the Board no later than at the Annual General Meeting (AGM) to be held in his sixth year of service. Where a Director is not appointed at an AGM, the Director’s term will be deemed to have commenced on the date of the AGM immediately following the date on which the Director was appointed. The CGNC may, in appropriate circumstances, recommend to the Board that a Director’s term be extended beyond the second three- year term. For the Chairman, the same principles apply except that the term is determined from the point he became the Chairman. 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 five directorships in public listed companies. However, the Board recognises that the individual circumstances and capacity of each Director are different and there may be circumstances in which a different limit on board appointments is appropriate. The guideline also provides that (a) 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 (b) non- executive Directors should consult the Chairman or chairman of the CGNC before accepting any new appointments as Directors. There are no alternate Directors on the Board. The Company’s Constitution provides that a Director must retire from office at the third 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 longest in office since their last re-election 43 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE or 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 in the Annual Report on the candidates for election or re-election. Board performance Each year, the Board, with the assistance of the CGNC, undertakes a process to assess the effectiveness of the Board, the Board Committees, the Chairman and individual Directors. For the financial year ended 31 March 2022, as in previous years, an independent external consultant (2022: Aon Solutions Singapore Pte. Ltd.) was appointed to facilitate this process. The process enables the Board to identify key strengths and areas for improvement, as well as provide insights on the Board’s culture. As part of the process, the Directors and Senior Management are requested to complete evaluation questionnaires. The evaluation results are aggregated and analysed and then reported to the CGNC and thereafter to the Board. The results are considered by the Board and follow up actions taken where necessary with a view to enhancing the effectiveness of the Board, the Board Committees, the Chairman and individual Directors in the discharge of their duties and responsibilities. For the Board and Board Committees, the evaluation categories include Board composition, Board processes, the relationship between the Board and Management, representation of shareholders and ESG issues, development and monitoring of strategy and priorities, Board Committee effectiveness, CEO performance management and succession, director development and management, and risk management. For the Chairman, the evaluation categories include the management of Board and shareholder meetings, interaction between members of the Board as well as between the Board and Management and overall leadership of the Board. For individual Directors, the evaluation categories include the Director’s contribution, knowledge and abilities, teaming and integrity. For the financial year ended 31 March 2022, the outcome of the evaluation was satisfactory and the Board as a whole, each of the Board Committees, the Chairman and each of the individual Directors received affirmative ratings across all of the evaluation categories. In addition to the appraisal exercise, the contributions and performance of each Director are 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 is able to identify areas for improving the effectiveness of the Board and Board Committees. The Board is 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 44 Singapore Telecommunications Limited | Annual Report 2022 the meeting. In general, such information is provided a week in advance of the Board meeting. The Board also receives regular reports pertaining to the operational and financial performance of the Group, as well as regular updates, which include information on the Group’s competitors, and industry and technological developments. 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. The Board has separate and independent access to Senior Management and the Company Secretary at all times. Procedures are in place for Directors and Board Committees, where necessary, to seek independent professional advice, paid for by Singtel. Role of the Company Secretary The Company Secretary attends all Board meetings and is accountable directly to the Board, through the Chairman, on all matters to do with the proper functioning of the Board, including advising the Board on corporate and administrative matters, as well as facilitating orientation and assisting with professional development as required. She assists the Board in implementing and strengthening corporate governance policies and processes. The Company Secretary is the primary point of contact between the Company and the SGX. The Company Secretary is legally trained, with experience in legal matters and company secretarial practices. The appointment and removal of the Company Secretary is subject to the approval of the Board. Board and Management Committees The following Board Committees assist the Board in executing its duties: • Audit Committee (AC) • Corporate Governance and Nominations Committee (CGNC) • Executive Resource and Compensation Committee (ERCC) • Finance and Investment Committee (FIC) • Risk Committee (RC) 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 2022 is set out on page 49. Audit Committee Membership Gautam Banerjee, committee chairman and independent non-executive Director John Arthur, independent non-executive Director Gail Kelly, independent non-executive Director Christina Ong, independent non-executive Director Key Objective • Assist the Board objectively in discharging its statutory and other responsibilities relating to internal controls, financial and accounting matters, compliance, and business and financial risk management The terms of reference of the AC provide that the AC shall comprise at least three Directors, all of whom are non-executive Directors and the majority, including the chairman, are 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. The chairman of the AC is not the Chairman of the Singtel Board. The AC has explicit authority to investigate any matter within its terms of reference, and has full cooperation 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, and reasonable resources to enable it to discharge its functions. It also has the authority to review its terms of reference and its own effectiveness annually and recommend necessary changes to the Board. The main responsibilities of the AC are to assist the Board objectively in discharging its statutory and other responsibilities relating to internal controls, financial and accounting matters, compliance, and business and financial risk management. 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 adequacy and effectiveness of the system of risk management and internal controls. It reviews the half-yearly 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 external 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, remuneration and terms of engagement of the external auditors. In addition, the AC approves the Singtel Internal Audit Charter and reviews the internal audit function for independence and effectiveness, adequacy of resourcing, including staff qualifications and experience, and its standing within Singtel. The AC also reviews the performance of Internal Audit (IA), including approving decisions relating to appointment or removal of the Group Chief Internal Auditor and approving the performance and compensation of the Group Chief Internal Auditor. Based on this, the AC is satisfied that the internal audit function is independent, effective and adequately resourced. During the financial year, the AC reviewed the Management’s and Singtel IA’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. On a yearly basis, the AC also reviews the adequacy of the whistleblower arrangements instituted by the Group through which staff and external parties can, in confidence, raise concerns about possible improprieties in matters of financial reporting or other matters. All whistleblower complaints were reviewed half-yearly by the AC to ensure independent and thorough investigation and adequate follow-up. The AC met six times during the financial year. At these meetings, the Group CEO, Group Chief Corporate Officer, Group CFO, Group Financial Controller, Vice President (Group Finance), Group Chief Internal Auditor and the respective CEOs of the businesses were also in attendance. During the financial year, the AC reviewed the results of audits performed by IA based on the approved audit plan, significant litigation and fraud investigations, 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. Directors are also invited to attend relevant seminars on changes to accounting standards and issues by leading accounting firms. Financial matters Following the amendments to Rule 705 of the Singapore Exchange Securities Trading Limited Listing Rules on 7 February 2020, the Group adopted half-yearly announcements of its financial results with effect from 1 April 2020. The AC reviewed the half- year and full-year financial statements of the Group before the announcement of the Group’s results. In the process, the AC reviewed the key areas of Management’s estimates and judgement applied for key financial issues including revenue recognition, 45 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE taxation, goodwill impairment, and the joint ventures’ and associates’ contingent liabilities, critical accounting policies and any other significant matters that might affect the integrity of the financial statements. The AC also considered the report from the external auditors, including their findings on the key areas of audit focus. Significant matters that were discussed with Management, internal and external auditors have been included as key audit matters (KAMs) in the Independent Auditors’ Report for the financial year ended 31 March 2022. Refer to pages 110 to 115 of this Annual Report. The AC took into consideration the approach and methodology applied in the valuation of acquired businesses, as well as the reasonableness of the estimates and key assumptions used. In addition to the views from the external auditors, subject matter experts including external tax specialists and legal experts, were consulted. The AC concluded that Management’s accounting treatment and estimates in each of the KAMs were appropriate. The information included in the Annual Report, excluding the Financial Statements and Independent Auditors’ Report, was provided to the external auditors after the Independent Auditors’ Report date. The external auditors have provided a written confirmation to the AC that they have completed the work in accordance with SSA 720 (Revised), The Auditor’s Responsibilities Relating to Other Information, and they have noted no exception. A copy of the charter of the AC is available on the corporate governance page on the Company’s website at www.singtel.com/ about-us/company/corporate-governance. Corporate Governance and Nominations Committee Membership Gautam Banerjee, committee chairman and independent non-executive Director Lee Theng Kiat, non-executive Chairman of the Singtel Board Gail Kelly, independent non-executive Director Christina Ong, independent non-executive Director Teo Swee Lian, independent non-executive Director Key Objectives • Establish and review the profile of Board members • Make recommendations to the Board on the appointment, re-nomination and retirement of Directors • Review the independence of Directors • Assist the Board in evaluating the performance of the Board, Board Committees and Directors • Develop and review the Company’s corporate governance practices, taking into account relevant local and international developments in the area of corporate governance 46 Singapore Telecommunications Limited | Annual Report 2022 The terms of reference of the CGNC provide that the CGNC shall comprise at least three Directors, the majority of whom, including the chairman, shall be independent. As part of its commitment to gender diversity, the Board will appoint at least one female Director to the CGNC. The main activities of the CGNC are described in the commentaries on “Board Composition, Diversity and Balance”, “Board Membership” and “Board Performance” from pages 39 to 44. The CGNC met twice during the financial year ended 31 March 2022, and also approved various matters by written resolution. Executive Resource and Compensation Committee Membership Gail Kelly, committee chairman and independent non- executive Director Lee Theng Kiat, non-executive Chairman of the Singtel Board Rajeev Suri, independent non-executive Director Teo Swee Lian, independent non-executive Director Key Objectives The ERCC will ensure that competitive and effective compensation, and progressive policies are in place to attract, motivate and retain a pool of talented executives to meet the current and future growth of the Group. This includes an oversight of the Group’s culture and human capital health, ensuring: • Appropriate recruitment, development, retention and succession planning programs are in place • An appropriate Corporate Culture (incorporating inclusion, diversity and ethical health), underpinned by the Singtel core values, is fostered within the Group The ERCC plays an important role in helping to ensure that the Group is able to attract, motivate and retain the best talents through competitive and effective remuneration, as well as progressive and robust policies to achieve the Group’s goals and deliver sustainable shareholder value. The terms of reference of the ERCC provide that the ERCC shall comprise 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. Finance and Investment Committee Membership Lee Theng Kiat, non-executive Chairman of the Singtel Board Venky Ganesan, independent non-executive Director Bradley Horowitz, independent non-executive Director Lim Swee Say, independent non-executive Director Wee Siew Kim, independent non-executive Director Yong Hsin Yue, independent non-executive Director Key Objectives • Provide advisory support on the development of the Singtel Group’s overall strategy and on strategic issues for the Singapore and international businesses • Consider and approve investments and divestments • Review and approve changes in the Singtel Group’s investment and treasury policies • Evaluate and approve any financing offers and banking facilities and manage the Singtel Group’s liabilities in line with the Singtel Board’s policies and directives • Oversee any on-market share repurchases pursuant to Singtel’s share purchase mandate The terms of reference of the FIC provide that the FIC shall comprise at least three Directors, the majority of whom shall be independent Directors. Membership of the AC and the FIC is mutually exclusive. The FIC met seven times during the financial year ended 31 March 2022. 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 reviews the targets of Senior Management across five broad categories of Breakthrough, Financial, Operational, People and Environment, Social and Governance (ESG) at the beginning of the financial year and assesses the performance against these targets at the end of the financial year. 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 cover all aspects of remuneration for Directors and Senior Management, including but not limited to Directors’ 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. The ERCC reviews and ensures 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. In addition, the ERCC oversees the Group’s culture and human capital health through the following: • Reviews effectiveness of talent management programmes, including for emerging and niche capabilities; • Reviews policies, actions and progress made to promote the Group’s diversity and inclusion objectives; • Reviews results, trends and actions taken to address issues raised from employee engagement and culture surveys; and • Reviews the sufficiency of the ongoing measures being adopted to improve employee engagement and instil the appropriate culture within the Group. The Group CEO, who is not a member of the ERCC, may attend meetings of the ERCC but does not attend discussions relating to his own performance and remuneration. Singtel’s remuneration policy and remuneration for Directors and Senior Management are discussed in this report from pages 54 to 66. The ERCC met five times during the financial year ended 31 March 2022. 47 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE Risk Committee Advisory Committee/Panel Membership Teo Swee Lian, committee chairman and independent non- executive Director John Arthur, independent non-executive Director Gautam Banerjee, independent non-executive Director Christina Ong, independent non-executive Director Key Objectives • Assist the Board in fulfilling its responsibilities in relation to governance of material risks in the Group’s business, which 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 that the Board is willing to take in achieving the Group’s strategic objectives The terms of reference of the RC provide that the RC shall comprise at least three members, the majority of whom, including the chairman, shall be independent. Members of the RC are appointed by the Board, on the recommendation of the CGNC. There is at least one common member between the RC and the AC. The RC reviews 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 reports any significant matters, findings and recommendations in this regard to the Board. The RC meets at least three times a year, with additional meetings to be convened as deemed necessary by the chairman of the RC. The RC met four times during the financial year ended 31 March 2022. Singtel has two advisory bodies, the Optus Advisory Committee (OAC) and the Technology Advisory Panel (TAP). The OAC reviews strategic business issues relating to the Australian businesses. The OAC comprises both Board and non-Board members, namely Mrs Gail Kelly (committee chairman), Mr Lee Theng Kiat, Mr Yuen Kuan Moon, Mr John Arthur, Ms Chua Sock Koong, Mr David Gonski, Mr John Morschel and Mr Paul O’Sullivan. The TAP advises the Board on developments, issues and emerging trends in the technology space. The TAP comprises both Board and non-Board members, namely Mr Venky Ganesan (chairman), Mr Bradley Horowitz and Mr Koh Boon Hwee. Management Committee Singtel has a Management Committee that comprises the Group CEO, CEO Optus, CEO Consumer Singapore, CEO Group Enterprise/CEO Regional Data Centre Business, CEO NCS, Group CFO, Group Chief Corporate Officer, Group Chief People and Sustainability Officer, Group Chief Information Officer/Group Chief Digital Officer and Group Chief Technology Officer. The Management Committee meets every week to review and direct Management on operational policies and activities. 48 Singapore Telecommunications Limited | Annual Report 2022 Directors’ Board Committee memberships and attendance at Board Committee meetings during the financial year ended 31 March 2022(1) Audit Committee Corporate Governance and Nominations Committee Executive Resource and Compensation Committee Finance and Investment Committee Risk 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 – – 6 – – 6 – 6 – – – – – – – 6 – – 6 – 6 – – – – – 2 – 1 – – 2 – 2 – 2 – – 1 2 – 1 – – 2 – 2 – 2 – – 1 5 5 see Note (2) below – – – – 5 – – 5 5 – – 2 – – – – 5 – – 4 5 – – 2 7 – – 7 7 – 5 – – – 7 – 2 7 – – 7 7 – 5 – – – 7 – 2 – 1 4 – – – – 4 – 4 – – – – 1 4 – – – – 4 – 4 – – – Name of Director Lee Theng Kiat Yuen Kuan Moon(2) John Arthur(3) Gautam Banerjee(4) Venky Ganesan Bradley Horowitz Gail Kelly Lim Swee Say(5) Christina Ong Rajeev Suri(6) Teo Swee Lian Wee Siew Kim(7) Yong Hsin Yue(8) Low Check Kian(9) Notes: (1) Refers to meetings held/attended while each Director was in office. (2) Yuen Kuan Moon is not a member of the Board Committees, although he attended meetings of the Committees as appropriate. (3) Mr John Arthur was appointed to the Board on 1 January 2022. He was appointed a member of the Audit Committee and the Risk Committee on 1 March 2022. (4) Mr Gautam Banerjee was appointed chairman of the Corporate Governance and Nominations Committee on 30 July 2021. (5) Mr Lim Swee Say was appointed to the Board on 1 June 2021. He was appointed a member of the Finance and Investment Committee on 14 September 2021. (6) Mr Rajeev Suri was appointed a member of the Executive Resource and Compensation Committee on 12 April 2021. (7) Mr Wee Siew Kim was appointed a member of the Finance and Investment Committee on 12 April 2021. (8) Ms Yong Hsin Yue was appointed to the Board on 1 January 2022. She was appointed a member of the Finance and Investment Committee on 26 May 2022. (9) Mr Low Check Kian stepped down from the Board following the conclusion of the AGM on 30 July 2021. 49 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE Accountability and audit Risk management and internal control 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 2022, 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 framework and process for 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 Management Framework for the identification of key risks within the business. This framework defines 30 categories of risks ranging from environmental to operational and management decision-making risks. The Group Risk Management Framework is aligned with the ISO 31000:2018 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 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 day-to-day management of risks rest with Management. Management is responsible for the effective implementation of risk management strategies, 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, including 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. The Board has 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. The RC had reviewed the Group’s risk management framework during the reporting period and was satisfied that it continued to be sound. Internal and external auditors conduct audits that involve testing the effectiveness of the material internal control systems within the Singtel Group, relating to financial, operational, compliance and information technology risks. Any material non-compliance or lapses in internal controls are reported to the AC, including the remedial measures recommended to address the risks identified. 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 half-yearly 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. The Group has put in place a Board Escalation Process where major incidents and violations including major/material operational loss events and potential breaches of laws and regulations by the Company and/or its key officers, are required to be reported by Management and/or IA to the Board immediately to facilitate the Board’s oversight of crisis management and adequacy and effectiveness of follow-up actions taken by Management. Through this process, the Board has been kept informed promptly of any incidents with potential material financial, operational, compliance and information technology risk impact. In last year’s report, it was updated that a major incident that was reported to the Board under the Board Escalation Process in 2021 was a breach of the Accellion standalone file sharing system used by Singtel to share information internally as well as with external stakeholders. The Personal Data Protection Commission reviewed the incident and is satisfied that Singtel had met its Protection Obligation under Section 24 of the Personal Data Protection Act and cannot be held liable for zero-day vulnerabilities on a third party system. The Board has received assurance from the Group CEO and Group CFO that, as at 31 March 2022, the Group’s financial records have been properly maintained, the financial statements give a true and fair view of the Group’s financial position, operations and performance, and that they are prepared in accordance with accounting standards. The Board has also received assurance from the Group CEO, Group CFO and Management Committee members that the Group’s internal controls and risk management systems were adequate and effective as at 31 March 2022 to address financial, operational, compliance and information technology risks. Where relevant and as far as can be assessed, sanctions-related risks were considered. Based on the internal controls established and maintained by the Group, work performed by internal and external auditors, reviews performed by Management and the various Board Committees as well as assurances from members of the Management Committee, the Board, with the concurrence of the AC, is of the opinion that the Group’s internal controls and risk management systems were adequate and effective as at 31 March 2022 to address financial, operational, compliance and information technology risks, which the Group considers relevant and material to its operations. Where relevant and as far as can be assessed, sanctions-related risks were considered. 50 Singapore Telecommunications Limited | Annual Report 2022 The systems of risk management and internal control established by Management provide 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 risk management and internal control 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 70 to 78. External auditor The Board is responsible for the initial appointment of the external auditor. Shareholders then approve the appointment at Singtel’s AGM. The external auditor holds office until its removal or resignation. The AC assesses the external auditor based on factors such as the performance and quality of its audit and the independence and objectivity of the auditor, and recommends its 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. KPMG has met this requirement. Singtel has complied with Rule 712 and Rule 715 of the SGX Listing Manual in relation to the appointment of its external auditor. In order to maintain the independence of the external auditor, Singtel has developed policies and approval processes regarding the types of non-audit services that the external auditor can provide to the Singtel Group. The AC reviewed the non-audit services provided by the external auditor during the financial year and the associated fees. The AC is satisfied that the independence and objectivity of the external auditor has not been impaired by the provision of those services. The external auditor has also provided confirmation of its independence to the AC. Fees for KPMG services for the financial year ended 31 March 2022 Audit services Non-audit services (including audit-related services) (S$ Mil) 5.3 0.9 Internal Audit (IA) Singtel IA comprises a team of 64 staff members, including the Group Chief Internal Auditor. Singtel IA reports to the AC functionally and to the Group CEO administratively. Singtel IA has unfettered access to all the records, documents, property and personnel, including access to the AC, when carrying out the internal audit reviews and has appropriate standing within Singtel. Singtel IA 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 IA has a Quality Assurance programme to ensure that its audit activities conform to the IIA Standards. As part of the programme, internal Quality Assurance Reviews are conducted quarterly, and external Quality Assurance Reviews are carried out at least once every five years by qualified professionals from an external organisation. The last external Quality Assurance Review was successfully completed in 2018 and continues to meet or exceed the IIA Standards in all key aspects. Singtel IA adopts a risk-based approach in formulating the annual audit plan that 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 IA are aimed at assisting the Board in promoting sound risk management, 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 IA’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. All significant findings and corresponding management’s mitigation plans from completed audit reviews are reported to Senior Management and the AC. Singtel IA monitors the status of implementation of the audit recommendations, and past due items are reported to the Senior Management and the AC. In line with leading practices, a dedicated Data Analytics and Robotics function had been established since 2020 within Singtel IA. During the year, the function further increased the deployment of data analytics across the auditing process increasing the speed of risks identification and audit execution. The function also facilitates the data analytics training programme for the audit function to increase capabilities. Singtel IA works closely with Management in its internal consulting and control advisory role to promote effective risk management, robust internal control and good governance practices in the development of new products/services, and implementation of new/enhanced systems and processes. Singtel IA also collaborates with the internal audit functions of Singtel’s regional associates to promote joint reviews and the sharing of knowledge and/or best practices. To ensure that the internal audits are performed effectively, Singtel IA recruits and employs suitably qualified professional staff with the requisite skill sets and experience. Singtel IA provides training and development opportunities for its staff to ensure their technical knowledge and skill sets remain current and relevant. 51 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE Shareholder rights and engagement Communication with shareholders Singtel proactively engages shareholders and the investment community through virtual and in-person meetings and conference calls. These include group and one-on-one meetings, investor conferences and global roadshows. Please refer to the Investor Relations section on page 69 for more details on shareholder engagement. To enable investors to keep abreast of strategic and operational developments, Singtel makes timely and accurate disclosure of material information to the SGX. A market disclosure policy sets out how material information should be managed and disseminated as appropriate to the market. Shareholder meetings In view of the COVID-19 pandemic, the 29th Annual General Meeting (AGM 2021) was held via electronic means pursuant to the COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020 (Temporary Measures). Shareholders of Singtel participated in the AGM 2021 by attending the live audio-visual webcast or live audio-only stream, submitting questions in advance of the AGM 2021 and/ or appointing the Chairman of the AGM 2021 as proxy to attend, speak and vote on their behalf at the AGM 2021. Singtel answered all substantial and relevant questions submitted by shareholders prior to the AGM 2021 as well as those received live at the AGM 2021. Minutes of the AGM 2021, which included the responses to substantial and relevant questions from shareholders addressed during the AGM 2021, were published on Singtel’s website. Due to the ongoing COVID-19 situation in Singapore, the 30th Annual General Meeting (AGM 2022) to be held in July 2022 will continue to be held via electronic means pursuant to the Temporary Measures. Alternative arrangements relating to attendance at the AGM 2022 via electronic means (including arrangements by which the meeting can be electronically accessed via live audio-visual webcast or live audio-only stream), submission of questions in advance of the AGM 2022, addressing of substantial and relevant questions at the AGM 2022 and voting via live electronic polling or by appointing the Chairman of the meeting as proxy at the AGM 2022, are set out in Singtel’s announcement dated 30 June 2022. Due to the constantly evolving COVID-19 situation in Singapore, the arrangements for the AGM 2022 may be changed at short notice and shareholders are advised to check Singtel’s corporate website and the SGX website regularly for any updates concerning the AGM 2022. Singtel strongly encourages and supports shareholder participation at general meetings. Singtel gives sufficient time to shareholders to review the Notice of AGM and appoint a proxy to attend the AGM, if they wish. The Notice of AGM is also advertised in The Straits Times for the benefit of shareholders. There are separate resolutions at general meetings on each substantially separate issue and Singtel provides the necessary information on each resolution to enable shareholders to exercise their vote on an informed basis. At each AGM, the Group CEO delivers a presentation to update shareholders on Singtel’s progress over the past year. Directors and Senior Management are in attendance to address queries and concerns about Singtel. Singtel’s external auditor and counsel also attend to help address shareholders’ queries relating to the conduct of the audit and the auditor’s reports, as well as clarify any points of law, regulation or meeting procedure that may arise. Shareholders are informed of the voting procedures and rules governing the meeting. The minutes of all general meetings are posted on Singtel’s website. The minutes disclose the names of the Directors, Senior Management and, where relevant, the external auditor and advisors who attended the meetings, as well as details of the proceedings, including the questions raised by shareholders and the answers given by the Board/Management. Managing stakeholder relationships Singtel seeks to engage all relevant stakeholders in an open two- way dialogue and our interactions take place on a regular basis. By understanding our stakeholders’ needs and interests, as well as concerns, we ensure the relevance of our sustainability strategy and programmes to deliver the intended outcome and impact. Singtel undertakes a formal stakeholder engagement exercise, which is facilitated by a third party at least once every three to five years to determine the environmental, social and governance issues that are important to the stakeholders. These issues form the materiality matrix upon which targets, metrics, programmes and progress are reviewed by and approved by the Board, before they are published annually in Singtel’s sustainability report. Singtel’s executives are also involved in ongoing engagements with these same stakeholders through various other channels. Singtel’s approach to stakeholder engagement and materiality assessment can be found on pages 6 to 7 of the Sustainability Report 2022. Other matters Securities transactions Singtel has in place a Securities Transactions Policy, which provides that Directors and top management members and persons who are in attendance at Board and top management meetings (Key Officers) should not deal in Singtel securities during the period commencing one month before the announcement of the financial statements for the half-year and full financial year, and ending on the date of the announcement of the relevant results, and also during the period commencing two weeks before the announcement of any business updates for each of the first and third quarters of the financial year, and ending on the date of the announcement of the business updates. In addition, employees who are involved 52 Singapore Telecommunications Limited | Annual Report 2022 in the preparation of the Group’s financial statements should not deal in Singtel securities during the period commencing six weeks before the announcement of financial results for the half- year and full financial year and any business updates for the first and third quarters of the financial year, and ending on the date of the announcement of the relevant results/business updates. The policy also provides that any of the above persons who is privy to any material unpublished price-sensitive information relating to the Singtel Group should not trade in Singtel securities until the information is appropriately disseminated to the market, regardless of whether it is during the abovementioned “closed” periods for trading in Singtel securities. The Company Secretary sends regular reminders of the requirements under the policy and the relevant laws and regulations to the Directors and Management. A Director is required to notify Singtel of his interest in Singtel securities within two business days after (a) the date on which he becomes a Director or (b) the date on which he acquires an interest in Singtel securities. A Director is also required to notify Singtel of any change in his interests in Singtel securities within two business days after he becomes aware of such change. Singtel will file such disclosure with SGX within one business day of receiving notification from the Director. The Securities Transactions 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 securities 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 and Key Officers). Requests for written approval must contain a full explanation of the exceptional circumstances and proposed dealing. If approval is granted, trading must be undertaken in accordance with the limits set out in the written approval. Directors are to inform the Company Secretary before trading in Singtel securities. The Board is kept informed when a Director trades in Singtel securities. A summary of Singtel’s Securities Transactions Policy is available in the Corporate Governance section of the Singtel corporate website. Pursuant to the SGX Listing Manual, the Singtel Group has put in place a policy relating to the maintenance of a list(s) of persons who are privy to price-sensitive information relating to Singtel. Under the policy, persons who are to be included in the privy persons list will be reminded not to trade in Singtel securities while in possession of unpublished price-sensitive information. In relation to the shares of other companies, Directors are prohibited 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 Listing Manual. A Market Disclosure Committee is responsible for Singtel’s Market Disclosure Policy. The policy contains guidelines and procedures for internal reporting and decision-making with regard to the disclosure of material information. No material contracts Since the end of the previous financial year ended 31 March 2021, no material contracts involving the interest of the Group CEO, any Director, or the controlling shareholder, Temasek Holdings (Private) Limited, has been entered into by Singtel or any of its subsidiaries, and no such contract subsisted as at 31 March 2022, save as may be disclosed on SGXNet or herein. Interested person transactions As required by the SGX Listing Manual, details of interested person transactions (IPT) entered into by the Group are disclosed in this Annual Report on page 216. Singtel IA regularly reviews the IPT entered into by the Singtel Group to verify the accuracy and completeness of the IPT disclosure and ensure compliance with the SGX reporting requirements under Chapter 9 of the SGX Listing Manual. The report is submitted to the Audit Committee for review. Under the SGX Listing Manual, where any IPT requires shareholders’ approval, the interested person will abstain from voting and the decision will be made by disinterested shareholders. The Board has adopted a policy that there should be no loans to Directors, except for loans to fund expenditure to defend Directors in legal or regulatory proceedings, as permitted under the Companies Act 1967. As at 31 March 2022, there were no loans granted to Directors. Codes of conduct and practice The Board has adopted a Code of Business Conduct and Ethics as a means to guide the Directors on the areas of ethical risk, and help nurture an environment where integrity and accountability are key. The Code of Business Conduct and Ethics sets out the Board’s principles on dealing with conflicts of interest, maintaining confidentiality, compliance with laws and regulations and fair dealing. The Board also has a Directors’ Manual, which sets out specific Board governance policies and practices and the Directors’ duties and responsibilities. In addition, Singtel has a code of internal corporate governance practices, policy statements and standards (Singtel Code), and makes this code available to Board members as well as employees of the Group. The principles, policies, standards and practices in the Code of Business Conduct and Ethics, the Directors’ Manual and the Singtel 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 of Business Conduct and Ethics, the Directors’ Manual and the Singtel Code are maintained by the Company Secretary and are provided to Directors when they are appointed to the Board. 53 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE Singtel also has a strict 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 covers areas such as equal opportunity employment practices, workplace health and safety, conduct in the workplace, business conduct, protection of Singtel’s assets, proprietary information and intellectual property, data protection, confidentiality, conflict of interest, and non-solicitation of customers and employees. Singtel adopts a zero tolerance approach to bribery and corruption in any form and this is set out in the code as well as the Singtel Anti- Bribery and Corruption Policy (ABC Policy). The code and the ABC Policy are posted on Singtel’s internal website and a summarised version of the code, as well as the ABC Policy, are 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 that have or are expected to have a significant impact, financial or otherwise, on the Group’s business and operations. Whistleblower policy Singtel undertakes to investigate all complaints of suspected misconduct or wrongdoing in an objective manner. Singtel has a whistleblower policy that clearly sets out the channels that employees and external parties can for reporting such concerns. The policy identifies the parties authorised to receive complaints, including details of a direct channel to Singtel IA and whistleblower hotline services independently managed by an external service provider. The policy provides mechanisms for reporting suspected misconduct or wrongdoing which may cause financial loss to the Group or damage the Group’s reputation. Whistleblowers should report their concerns if they have reasonable grounds of suspicion. The policy sets out that employees and other persons making such reports will be treated fairly and, to the extent possible, protected from detrimental conduct. The whistleblower policy makes provision for a whistleblower to report matters anonymously. In the event that the whistleblower chooses to disclose their identity, there are provisions in place to keep the identity of the whistleblower confidential. All whistleblower complaints are independently investigated by an appropriately skilled and knowledgeable investigation team. The outcome of each whistleblower investigation is reported to the AC. The AC also reviews the adequacy of the whistleblower arrangements on a yearly basis, which includes comparison against best practices and compliance with any regulatory requirements. The whistleblower policy is promoted during staff training and through periodic communication to all staff as part of the Group’s efforts to promote strong ethical values and fraud and control awareness. 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. Remuneration of non-executive Directors Singtel’s Group CEO is an executive Director and is, therefore, remunerated as part of Senior Management. He does not receive Director’s fees. The ERCC recommends the non-executive Directors’ fees for the Board’s endorsement and approval by shareholders. As Singtel has diverse and complex operations and investments internationally and is not just a Singapore-based company, the fees are benchmarked each year against fees paid by comparable companies in Singapore and other countries. Singtel seeks shareholders’ approval at the AGM for Directors’ fees on a current year basis. The fees are paid on a half-yearly basis in arrears. No Director can decide his or her own fees. Directors are reimbursed for out-of-pocket travelling and accommodation expenses should they need to travel out of their country or city of residence to attend Board and Board committee meetings and other Board events. Save as mentioned below, there are no retirement benefit schemes or share-based compensation schemes in place for non-executive Directors. Directors are encouraged, but not required, to acquire Singtel shares each year from the open market 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. Financial year ended 31 March 2022 For the financial year ended 31 March 2022 (FY2022), 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 that did not coincide with Board meetings. The framework for determining non-executive Directors’ fees for FY2022 was the same as the framework for the previous financial year and is set out on page 57. At his request, the Chairman, Mr Lee Theng Kiat, was not paid any fees for FY2022. 54 Singapore Telecommunications Limited | Annual Report 2022 Directors’ fees paid for the financial year ended 31 March 2022 The aggregate Directors’ fees paid to non-executive Directors for FY2022 was S$1,934,175 (details are set out in the table below). Name of Director Lee Theng Kiat(1) John Arthur(2) Gautam Banerjee Venky Ganesan(3) Bradley Horowitz(4) Gail Kelly(5) Lim Swee Say(6) Christina Ong Rajeev Suri(7) Teo Swee Lian Wee Siew Kim(8) Yong Hsin Yue(9) Low Check Kian(10) Total Notes: Director’s Fees (S$) – 46,750 226,521 253,382 221,255 264,000 116,820 201,000 154,236 201,000 149,930 29,500 69,781 1,934,175 (1) Mr Lee Theng Kiat requested that he not be paid any Director’s fees for the financial year ended 31 March 2022. Mr Lee received car-related benefits (S$13,904). (2) (3) (4) (5) Includes fees of S$6,250 paid to Mr John Arthur in his capacity as a member of the Optus Advisory Committee from 1 January 2022 to 31 March 2022. Mr Arthur was appointed to the Board on 1 January 2022 and as a member of the Audit Committee and the Risk Committee on 1 March 2022. Includes fees of US$75,000 (S$102,382) paid to Mr Venky Ganesan in his capacity as the chairman of the Technology Advisory Panel. In addition to the Director’s fees set out above, Mr Ganesan received fees of US$100,000 for the financial year ended 31 March 2022 in his capacity as a director of Amobee, Inc. Includes fees of US$50,000 (S$68,255) paid to Mr Bradley Horowitz in his capacity as a member of the Technology Advisory Panel. Includes fees of S$35,000 paid to Mrs Gail Kelly in her capacity as the chairman of the Optus Advisory Committee. (6) Mr Lim Swee Say was appointed to the Board on 1 June 2021 and as a member of the Finance and Investment Committee on 14 September 2021. (7) Mr Rajeev Suri was appointed to the Executive Resource and Compensation Committee on 12 April 2021. (8) Mr Wee Siew Kim was appointed to the Finance and Investment Committee on 12 April 2021. (9) Ms Yong Hsin Yue was appointed to the Board on 1 January 2022 and as a member of the Finance and Investment Committee on 26 May 2022. (10) Mr Low Check Kian stepped down from the Board following the conclusion of the AGM on 30 July 2021. In addition to the Director’s fees set out above, Mr Low received fees of S$35,000 for the financial year ended 31 March 2022 in his capacity as a director of Singtel Innov8 Pte. Ltd. 55 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE There is no employee of the Group who is an immediate family member of a Director or the Group CEO, and whose remuneration exceeded S$100,000 during FY2022. No employee of the Group is a substantial shareholder of the Company. Financial year ending 31 March 2023 For the financial year ending 31 March 2023 (FY2023), it is proposed that aggregate fees of up to S$4,020,000 (FY2022: up to S$2,350,000) be paid to Directors. The increase in the Directors’ fees for FY2023 is due to the proposed all-in Chairman’s fee of S$960,000 (save for car-related benefits) and the revisions to the remuneration framework for the other non-executive Directors. For FY2023, Singtel engaged an external independent consultant, Willis Towers Watson (Singapore) to undertake a benchmarking review for non-executive Directors’ fees. The review encompassed comparable benchmarks from Singapore listed companies of similar size across all industries, regional and global listed telecommunications companies of similar size, and Asia Pacific listed companies of similar size. Pursuant to that review, it is proposed to revise the remuneration framework for the non- executive Directors to bring the Directors’ fees in line with market norms, and to ensure that the Company is able to attract and retain the right calibre of Directors necessary to contribute effectively to the Board in an ever-increasingly competitive market. The remuneration framework for the non-executive Directors (save for the Chairman) has not been revised since 2013. The key changes to the remuneration framework for the non- executive Directors (including for the Chairman) are set out in the table on page 57 below. In relation to the all-in Chairman’s fee, notwithstanding that there is a proposed increase in the all-in Chairman’s fee from S$960,000 to S$1,150,000, Mr Lee Theng Kiat who, at his request, was not paid any Directors’ fees for FY2021 and FY2022, has requested to receive the lower amount of S$960,000 in Chairman’s fees for FY2023. The previous Chairman received an all-in fee of S$960,000 (save for car-related benefits) per year. In arriving at the proposed all-in Chairman’s fee, the Company took into account: (a) the significant leadership role played by the Chairman of the Board, and in providing clear oversight and guidance to management; (b) the amount of time the Chairman spends on Singtel matters, including providing input and guidance on strategy and supporting Management in engaging with a wide range of other stakeholders such as partners, governments and regulators, as well as travelling to visit the Group’s key associates in the region. In this regard, the Board has agreed with the Chairman that he will commit a significant proportion of his time to his role as Chairman of the Singtel Board and will manage his other time commitments accordingly; and (c) comparable benchmarks from Singapore listed companies of similar size across all industries, regional and global listed telecommunications companies of similar size, and Asia Pacific listed companies of similar size. The proposed all-in Chairman’s fee will be paid approximately two-thirds in cash and approximately one-third in Singtel shares to be delivered in the form of a share award to be granted under the Singtel Performance Share Plan 2012. The actual number of shares to be awarded will be determined by reference to the volume-weighted average price of a share on the SGX over the 10 trading days immediately following the date of the 30th Annual General Meeting, rounded down to the nearest share. The award will consist of fully paid shares, with no performance conditions attached and no vesting periods imposed, but it is currently intended that there will be a moratorium on the sale of such shares for a period of up to two years after the grant of the award. No separate retainer fees, committee fees or attendance fees will be paid to the Chairman. The quantum of Directors’ fees for the non-executive Directors for FY2023 is calculated based on, among other things, the number of expected Board and Committee meetings and the number of Directors expected to hold office during the course of that year. Shareholders’ approval is required for the Directors’ fees pursuant to the Companies Act 1967 and the Constitution of the Company. 56 Singapore Telecommunications Limited | Annual Report 2022 Directors’ fee structure for the financial year ended 31 March 2022 and the proposed structure for the financial year ending 31 March 2023 Basic Retainer Fee Board Chairman (all-in fees) Lead Independent Director Director Fees for appointment to Audit Committee Committee chairman Committee member Fees for appointment to Corporate Governance and Nominations Committee Committee chairman Committee member Fees for appointment to Executive Resource and Compensation Committee Committee chairman Committee member Fees for appointment to Finance and Investment Committee Committee chairman Committee member Fees for appointment to Risk Committee Committee chairman Committee member Fees for appointment to Optus Advisory Committee Committee chairman Committee member Fee for appointment to Technology Advisory Panel Panel chairman Panel member Fees for appointment to other Committee/Panel Committee/Panel chairman Committee/Panel member FY2022 (S$ per annum) FY2023 (proposed) (S$ per annum) 960,000(1) 110,000 110,000 1,150,000(2) 144,000 120,000 60,000 35,000 35,000 25,000 45,000 25,000 60,000 35,000 35,000 25,000 35,000 25,000 70,000 45,000 45,000 30,000 70,000 45,000 70,000 45,000 70,000 45,000 45,000 30,000 US$75,000 US$50,000 US$75,000 US$50,000 – – 45,000 30,000 Travel allowance for Board meetings and Board Committee meetings that do not coincide with Board meetings (per day of travel required to attend meeting) 3,000 per day Technology Advisory Panel: US$2,400 per day – Technology Advisory Panel: US$2,400 per day (no attendance fees) Notes: (1) Mr Lee Theng Kiat was not paid any fees for FY2022 and FY2021 at his request. (2) Notwithstanding the proposed increase in the all-in Chairman’s fees from S$960,000 to S$1,150,000, Mr Lee Theng Kiat has requested to receive the lower amount of S$960,000 for FY2023. 57 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE Attendance fees per meeting Ad hoc meeting Teleconference Home city In-region Out-region Same trip as Board meeting FY2022 FY2023 (proposed) Board (S$) - 1,000 2,500 6,000 12,000 - Board Committee/ Panel (S$) - 500 1,250 3,000 6,000 1,250 (S$) 2,000 - - - - - Remuneration strategy and principles Our remuneration strategy is designed to attract, motivate and retain employees to drive the current and future growth of the Company. The following are our guiding principles for remuneration of Senior Management. Alignment with shareholders’ interests Fair and appropriate • Align interests between management and shareholders • Select appropriate performance metrics for annual and long-term incentive plans to support business strategies and ongoing enhancement of shareholder value • • Offer competitive packages to attract and retain highly experienced and talented individuals Link a significant proportion of remuneration to performance, both on an annual and long-term basis • Allow for performance-related clawback if long-term • Structure a significant but appropriate proportion of sustained performance targets are not met • Establish sound and structured funding to ensure affordability remuneration to be at risk with symmetric upside and downside Pay-for-performance Effective implementation • Measure performance based on a holistic balanced scorecard approach, comprising both financial and non- financial metrics • Ensure targets are appropriately set for threshold, target, stretch and exceptional performance levels • Ensure the link between performance and remuneration is clear and the framework is simple for employees to understand • Meet rigorous corporate governance requirements Remuneration governance The effectiveness of our remuneration strategy is underpinned by robust governance. The ERCC reviews remuneration of Senior Management through a process that considers Group, business unit and individual performance as well as relevant comparative remuneration in the market. On an annual basis, the ERCC proposes the compensation of the Senior Management for the Board’s approval. For the role of Group Chief Internal Auditor, the chairman of the Audit Committee approves his compensation annually. Last year, a comprehensive review of the overall remuneration framework was made to ensure continued relevance to our strategic business objectives and alignment with market practice. As a recap, the Value Sharing Bonus (VSB) scheme for Senior Management has been suspended with effect from FY2022. A One-Off Long-Term Incentive (LTI) Award with a five-year performance period was introduced to support Singtel’s transformation agenda, enhance alignment with long-term shareholder value creation, and to retain and motivate the senior executive team. In view of the One-Off LTI Award granted last year, the Senior Management would not be awarded the 2022 Performance Share Award (PSA). 58 Singapore Telecommunications Limited | Annual Report 2022 During the year, the ERCC engaged Willis Towers Watson (Singapore) to conduct Executive Remuneration Benchmarking for Senior Management and valuation of the One-Off LTI Award. As for the valuation and vesting computation for the Restricted Share Award and Performance Share Award grants under the Singtel Performance Share Plan 2012, the ERCC has engaged Aon Hewitt Singapore Pte Ltd (Aon Hewitt) for the services. Willis Towers Watson, Aon Hewitt and their consultants are independent and not related to the Group or any of its Directors. Singtel may, under special circumstances, compensate Senior Management for their past contributions when their services are no longer needed, in line with market practice; for example, due to redundancies arising from reorganisation or restructuring of the Group. If an executive is involved in misconduct or fraud, resulting in financial loss to the company, the ERCC has the discretion not to award and to forfeit incentive components of the executive’s remuneration, to the extent that such award or incentive has not been released or disbursed. Remuneration framework Our remuneration framework is designed to incentivise executives to deliver the Group’s strategic priorities and enhance shareholder value over the short, medium and long term. Balanced scorecard We use a balanced scorecard approach to measure how successful we are in serving stakeholders and executing our long-term strategy. Our scorecard comprises key performance indicators (KPIs) in five broad categories: Breakthrough, Financial, Operational, People and Environmental, Social and Governance (ESG). These KPIs are aligned to the objectives of our Annual Operating Plan and longer- term strategic plan, to motivate performance for the short, medium and long term. ESG KPIs have been introduced to reinforce our commitment to thrive and advance our sustainability goals across the Group’s businesses. For more details on our sustainability goals and initiatives, please refer to the Singtel Group Sustainability Report 2022. Weightings are allocated to KPIs for each Senior Management to ensure a balanced approach in assessing individual’s performance and determining the appropriate remuneration. At the start of each financial year, KPIs for the Senior Management are endorsed by the ERCC and approved by the Board. At the end of the financial year, the ERCC reviews the performance of each Senior Management member based on a mix of financial and non-financial outcomes, including progress towards the Group’s strategic priorities and alignment of behaviours to our values, to recommend the appropriate performance level and remuneration for the Board’s approval. Remuneration components Our total remuneration provides an appropriate balance between fixed and performance-related components. The remuneration structure is such that the percentage of the performance-related components increases for the more senior levels to reflect their greater accountabilities and impact on business performance. The key remuneration components for Senior Management are indicated in the following diagram and tables. Total Remuneration = Fixed Components Base Salary Benefits & Provident/ Superannuation + Performance-Related Components Variable Bonus Long-Term Incentives 59 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION CORPORATE GOVERNANCE Fixed components Base Salary Purpose and Linkage to Performance Reflects the market worth of the job and considers the responsibilities, competencies and experience of the individual. Linked to each executive’s sustained long-term performance. Policy Approved by the Board based on ERCC’s recommendation and reviewed annually against: • Peers of similar financial size and complexity to the Group • Pay and conditions across the Group • Executive’s contribution and experience In Australia, consistent with local market practice, executives may opt for a portion of their salaries to be received in benefits-in-kind, such as superannuation contributions and motor vehicles, while maintaining the same overall cost to the company. Benefits & Provident/Superannuation Fund Purpose and Linkage to Performance Provisions are in line with local market practices and legislative requirements, and not directly linked to performance. Policy Singtel contributes towards the Singapore Central Provident Fund or the Optus Superannuation Fund or any other chosen fund, as applicable. Singtel also provides in-company medical scheme, club membership, employee discounts and other benefits that may incur Australian Fringe Benefits Tax, where applicable. Participation in 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. Performance-related components Variable bonus Variable bonuses comprise Performance 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. Performance Bonus (PB) Purpose Award Type Reward short-term performance against annual targets set in the balanced scorecard for each executive. Cash bonus Linkage to Performance Annual payout that will vary based on actual achievement against Group, business unit and individual performance targets. Participants All employees 60 Singapore Telecommunications Limited | Annual Report 2022 Long-term incentives Long-term incentives comprise Restricted Share Award (RSA) and Performance Share Award (PSA). These are equity awards provisionally granted to employees based on performance at the end of each financial year at the discretion of the ERCC. A significant portion of the remuneration for our Senior Management is delivered in Singtel shares to ensure that their interests are aligned with shareholders. In particular, the long-term incentives mix is more heavily weighted towards PSA for more senior executives to increase focus on shareholder returns. Long-Term Incentives (LTI) Purpose Reinforce the delivery of long-term growth and shareholder value to drive an ownership culture and retain key talent. Award Type 2022 Restricted Share Award (RSA) 2022 Performance Share Award (PSA) Linkage to Performance Individual Performance Group and Individual Performance Participants Top Executives Top Executives PSA performance conditions are key drivers of shareholder value creation and aligned to the Group’s business objectives Vesting Mechanism and Schedule Time-based schedule, with equal vesting over three years, subject to continued employment with the Singtel Group at the point of vesting Over a three-year performance period. • Singtel Group’s Absolute Total Shareholder Return (TSR) achieved against predetermined targets (60%) • Singtel Group’s Reported Net Profit After Tax (NPAT) achieved against predetermined targets (20%) • Environmental, Social and Governance (ESG) measures against predetermined targets (20%) Figure A: Performance Share Award (PSA) Vesting Schedule Absolute TSR (60%) Reported Group NPAT (20%) ESG Measures (20%) Performance Vesting Level(1) Performance Vesting Level(1) Performance Vesting Level(1) Superior Target Threshold Below Threshold 150% 100% 50% 0% Exceptional Superior Target Partially Met Threshold Below Threshold 150% 130% 100% 50% 30% 0% Superior Target Threshold Below Threshold 150% 100% 50% 0% Note: (1) For achievement between these performance levels, the percentage of shares that will vest would vary accordingly. 61 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE Policy and governance The number of shares awarded under RSA and PSA is determined using the valuation of the shares based on a Monte-Carlo simulation. The RSA have a service condition, while the PSA are conditional upon the achievement of predetermined performance targets over the performance period. The PSA performance conditions and targets are approved by the ERCC at the beginning of the performance period. Minimum shareholding requirement To further strengthen alignment with shareholders, the Senior Management are required to build up and retain at least the equivalent of two times their annual base salary in shares. The Group CEO is expected to hold at least the equivalent of three times his annual base salary as shareholding. Treatment of awards on cessation of employment 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 awards under Singtel’s equity-based remuneration schemes. Long-term incentives vesting outcomes for the year For the financial year ended 31 March 2022, the overall vesting outcome for 2019 PSA is 0% as the performance hurdles were not met. Details of the 2019 PSA vesting conditions and outcomes are outlined in the table below. 2019 PSA Performance Period: 1 April 2019 to 31 March 2022 KPI Vesting Conditions Weighting Vesting Outcome % Singtel Group’s Absolute Total Shareholder Return achieved against predetermined targets Singtel Group’s Reported NPAT achieved against predetermined targets 60% 40% Overall outcome: 0% 0% 0% 62 Singapore Telecommunications Limited | Annual Report 2022 One-Off Long-Term Incentive (LTI) Award to Drive Transformation Arising from the review of the overall remuneration framework, a separate long-term incentive (LTI) award with five-year performance period was introduced in 2021. This is a One-Off LTI Award designed to support Singtel’s transformation agenda, enhance alignment with long-term shareholder value creation, and to retain and motivate the senior executive team. In view of the One-Off LTI Award, the Senior Management was not awarded the 2022 PSA. The key features of the One-Off LTI Award are outlined below. Award Type One-Off LTI Award Linkage to Performance • Singtel Group’s five-year Absolute Total Shareholder Return (TSR) achieved against predetermined targets (80%) Participants Senior Management and Selected Key Executives • Environmental, Social and Governance measures against predetermined targets (20%) Vesting Mechanism and Schedule Policy and Governance The One-Off LTI Award has a five-year performance period. In order to incentivise Management towards earlier achievement of the five-year targets, this LTI plan has a milestone vesting feature, where 15% would vest after Year 3 or Year 4 if the five-year Absolute TSR performance threshold is achieved by then, and another 15% would vest 12 months later, subject to ERCC’s approval. The milestone vesting is also subject to Singtel’s Absolute TSR exceeding the combination of the median TSR of the Straits Times Index (50%) and the MSCI Asia (excluding Japan) Telco Index (50%). The remaining 70% would then be subject to final performance testing after Year 5 if the milestone vesting has been achieved. Similar to the RSA and PSA, the number of shares awarded is determined using the valuation of the shares based on a Monte-Carlo Simulation. The performance conditions and targets are approved by the ERCC. The prevailing treatment of awards on cessation of employment will continue to apply for this one-off share award. Figure B: One-Off LTI Award Vesting Schedule Absolute TSR (80%) ESG Measures (20%) Performance Vesting Level(1) Performance Vesting Level(1) Superior Target Threshold Below Threshold Note: 150% 100% 50% 0% Superior Target Threshold 150% 100% – (1) For achievements between these performance levels, the percentage of shares that will vest would vary accordingly. 63 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE Remuneration of key management For the financial year ended 31 March 2022, there were no termination, retirement and post-employment benefits granted to Directors and Key Management. Remuneration of executive director Summary compensation table for Group CEO for the financial year ended 31 March 2022: Name Yuen Kuan Moon Salary (S$)(1) Variable Bonus (S$)(2) Benefits (S$)(3) Total Cash & Benefits (S$)(4) 1,217,160 2,100,000 126,620 3,443,780 Performance shares granted, vested and lapsed for Mr Yuen as at 31 March 2022 are as follows: Restricted Share Award (RSA)(5) Granted (no. of shares) Vested (no. of shares) Lapsed (no. of shares) Released Date (no. of shares) 2019 Awards 2020 Awards(6) 121,533 121,533 – 148,216 74,108 2021 Awards(7) 170,659 56,887 2022 Awards(7),(8) 908,698 60,767 60,766 74,108 56,887 1-Jun-21 1-Jun-22 1-Jun-22 1-Jun-23 1-Jun-22 1-Jun-23 3-Jun-24 1-Jun-23 3-Jun-24 2-Jun-25 Performance Share Award (PSA)(5) Granted (no. of shares) Vested (no. of shares) Lapsed (no. of shares) Released Date (no. of shares) 2019 Awards(7) 2020 Awards(7) 516,279 526,429 – 516,279 1-Jun-22 1-Jun-23 One-Off Long Term Incentive Award(5) Granted (no. of shares) Vested (no. of shares) Lapsed (no. of shares) Released Date (no. of shares) 2021 Awards(7) 4,188,482 1-Jun-26 64 Singapore Telecommunications Limited | Annual Report 2022 Notes: (1) (2) (3) (4) (5) (6) (7) (8) Salary includes the Provident Fund earned for financial year ended 31 March 2022. The Variable Bonus comprises Performance Bonus (PB) which varies according to the actual achievement against Group, business unit and individual performance objectives for the financial year ended 31 March 2022. 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. Total Cash & Benefits is the sum of Fixed Remuneration, Provident Fund, Benefits and Variable Bonus awarded for the financial year ended 31 March 2022. Long-term Incentives are awarded in the form of Restricted Share Award (RSA), Performance Share Award (PSA) and One-Off Long Term Incentive Award under the Singtel Performance Share Plan 2012. The second tranche of the RSA granted in 2020 will vest and be released in June 2023, subject to continued employment and meeting of performance conditions. The vesting of the RSA, PSA and One-Off Long-Term Incentive Award are conditional upon the achievement of predetermined performance targets or vesting conditions over the respective performance period. The 2022 RSA grant made in June 2022 is for performance for the financial year ended 31 March 2022. The per unit fair value of the RSA is S$2.311. Remuneration of other key management Due to the confidentiality and sensitivity on remuneration matters, the Board is of the view that the Group’s key management remuneration shall be disclosed as bands, as indicated in the following table. The Board has considered the recommendations set out in Provision 8.1 of the Corporate Governance Code carefully, and believes that, taken as a whole, the disclosures provided are meaningful and sufficiently transparent in giving an understanding of remuneration of its key management, the Company’s remuneration policies, level and mix of remuneration, the procedure for determining remuneration and the linkages between remuneration, performance and value creation. For the financial year ended 31 March 2022, the key management (who are not Directors or the Group CEO) are Aileen Tan, Anna Yip, Arthur Lang, Bill Chang, Kelly Bayer Rosmarin, Lim Cheng Cheng, Mark Chong, Ng Kuo Pin and William Woo. Summary compensation table for all the key management for the financial year ended 31 March 2022: Remuneration Band (S$)(1) $1,000,001 - $1,250,000 $1,250,001 - $1,500,000 $1,500,001 - $1,750,000 $2,500,001 - $2,750,000 Total Aggregate Compensation No. of Employees Salary (S$)(%)(2) Variable Bonus (S$)(%)(3) Benefits (S$)(%)(4) 2 2 4 1 56% 48% 52% 52% 39% 48% 43% 48% 5% 4% 5% 0% Total Cash & Benefits (S$)(%)(5) 100% 100% 100% 100% 13,851,976 65 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE Performance shares granted, vested and lapsed for the above executives as at 31 March 2022 are as follows: Restricted Share Award (RSA)(6) Granted (no. of shares) Vested (no. of shares) Lapsed (no. of shares) Released Date (no. of shares) 2018 Awards 2019 Awards 2020 Awards(7) 110,538 110,538 600,420 600,420 742,521 371,263 – – 2021 Awards(8) 911,996 304,002 2022 Awards(8),(9) 2,680,763 55,269 55,269 300,212 300,208 371,263 304,002 1-Feb-21 1-Feb-22 1-Jun-21 1-Jun-22(11) 1-Jun-22(11) 1-Jun-23 1-Jun-22(11) 1-Jun-23 3-Jun-24 1-Jun-23 3-Jun-24 2-Jun-25 Performance Share Award (PSA)(6) Granted (no. of shares) Vested (no. of shares) Lapsed (no. of shares) Released Date (no. of shares) 2019 Awards 2020 Awards(8) 1,436,394 1,441,283 – 1,436,394 1-Jun-22 1-Jun-23 – One-Off Long Term Incentive Award(6) Granted (no. of shares) Vested (no. of shares) Lapsed (no. of shares) Released Date (no. of shares) 2021 Awards(8) 2022 Awards(8),(10) 11,575,263 754,596 1-Jun-26 1-Jun-26 Notes: (1) Remuneration Bands as indicated do not include the value of awards granted under Singtel Performance Share Plan 2012. (2) Salary includes the Provident Fund earned for financial year ended 31 March 2022. (3) The Variable Bonus comprises Performance Bonus (PB) which varies according to the actual achievement against Group, business unit and individual performance objectives for the financial year ended 31 March 2022. (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, Provident Fund, Benefits and Variable Bonus awarded for the financial year ended 31 March 2022. (6) Long-term Incentives are awarded in the form of Restricted Share Award (RSA), Performance Share Award (PSA) and One-Off Long Term Incentive Award under the Singtel Performance Share Plan 2012. (7) The second tranche of the RSA granted in 2020 will vest and be released in June 2023, subject to continued employment and meeting of performance conditions. (8) The vesting of the RSA, PSA and One-Off Long-Term Incentive Award are conditional upon the achievement of predetermined performance targets or vesting conditions over the respective performance period. (9) The 2022 RSA grant made in June 2022 is for performance for the financial year ended 31 March 2022. The per unit fair value of the RSA is S$2.311. (10) Granted to selected key management executives. The per unit fair value of the One-Off Long-Term Incentive Award is S$1.016. (11) For employees in Optus, the shares vesting is on 1 July 2022. 66 Singapore Telecommunications Limited | Annual Report 2022 Summary of disclosures – corporate governance Rule 710 of the SGX Listing Manual requires Singapore listed companies to describe their corporate governance practices with specific reference to the 2018 Code in their annual reports. This summary of disclosures describes our corporate governance practices with specific reference to the express disclosure requirements in the principles and provisions of the 2018 Code. Key information on each Director in this Annual Report: • Pages 14 to 18 – Directors’ independence status, appointment dates and length of directorship • Pages 37 and 49 – Directors’ meeting attendance • Pages 54 to 58 – Directors’ remuneration • Pages 217 to 219 – Further Information on Board of Directors • Pages 220 to 233 – Additional Information on Directors seeking re-election at the Annual General Meeting to be held on 29 July 2022 Principles and provisions of the 2018 Code – Express disclosure requirements Provision 1.2 The induction, training and development provided to new and existing Directors. Provision 1.3 Matters that require Board approval. Provision 1.4 Names of the members of the Board committees, the terms of reference of the Board Committees, any delegation of the Board’s authority to make decisions, and a summary of each Board Committee’s activities. Page reference in Singtel Annual Report 2022 Pages 38 to 39 Page 38 Pages 44 to 48 Provision 1.5 The number of meetings of the Board and Board Committees held in the year, as well as the attendance of every Board member at these meetings. Pages 37 and 49 Provision 2.4 The board diversity policy and progress made towards implementing the board diversity policy, including objectives. Provision 4.3 Process for the selection, appointment and re-appointment of Directors to the Board, including the criteria used to identify and evaluate potential new directors and channels used in searching for appropriate candidate. Provision 4.4 Where the Board considers a Director to be independent in spite of the existence of a relationship which may affect his or her independence, the nature of the Director’s relationship and the reasons for considering him or her as independent should be disclosed. Pages 39 to 40 Pages 43 to 44 Pages 40 to 42 Provision 4.5 The listed company directorships and principal commitments of each director, and where a director holds a significant number of such directorships and commitments, the NC’s and Board’s reasoned assessment of the ability of the director to diligently discharge his or her duties are disclosed. Pages 14 to 18 Pages 217 to 219 Provision 5.2 How the assessments of the Board, its Board committees and each Director have been conducted, including the identity of any facilitator and its connection, if any, with the Company or any of its Directors. Page 44 Provision 6.4 The engagement of any remuneration consultants and their independence. Provision 8 Clear disclosure of remuneration policies, level and mix of remuneration, and procedure for setting remuneration, and the relationship between remuneration, performance and value creation. Pages 56 and 59 Pages 58 to 63 67 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE GOVERNANCE Principles and provisions of the 2018 Code – Express disclosure requirements Provision 8.1 The policy and criteria for setting remuneration, as well as names, amounts and breakdown of remuneration of (a) each individual director and the CEO; and (b) at least the top five key management personnel (who are not Directors or the CEO) in bands no wider than S$250,000 and in aggregate the total remuneration paid to these key management personnel. Provision 8.2 Names and remuneration of employees who are substantial shareholders of the Company, or are immediate family members of a Director, the CEO or a substantial shareholder of the Company, and whose remuneration exceeds S$100,000 during the year, in bands no wider than S$100,000. The disclosure states clearly the employee’s relationship with the relevant director or the CEO or substantial shareholder. Provision 8.3 All forms of remuneration and other payments and benefits, paid by the Company and its subsidiaries to directors and key management personnel of the Company, and also discloses details of employee share schemes. Provision 9.2 Whether the Board has received assurance from (a) the CEO and the CFO that the financial records have been properly maintained and the financial statements give true and fair view of the Company’s operations and finances; and (b) the CEO and the other key management personnel who are responsible, regarding the adequacy and effectiveness of the Company’s risk management and internal control systems. Provision 10.1 The Company publicly discloses, and clearly communicates to employees, the existence of a whistleblowing policy and procedures for raising such concerns. Provision 11.3 Directors’ attendance at general meetings of shareholders held during the financial year. Provision 12.1 The steps taken to solicit and understand the views of shareholders. Provision 13.2 The strategy and key areas of focus in relation to the management of stakeholder relationships during the reporting period. Page reference in Singtel Annual Report 2022 For the CEO and Management: Pages 58 to 66 For non-executive Directors: Pages 54 to 58 Page 56 For non-executive Directors: Pages 54 to 58 For Key Management personnel: Pages 64 to 66 For employee share schemes: Pages 58 to 66 Page 50 Page 54 Page 37 Pages 52 and 69 Page 52 and Pages 79 to 84 68 Singapore Telecommunications Limited | Annual Report 2022 INVESTOR RELATIONS Effective and open communication channels with the investment community Singtel proactively engages shareholders and the investment community. This year, Singtel engaged almost 900 investors in more than 100 virtual and in-person meetings and conference calls, including group and one- on-one meetings, investor conferences and global roadshows. A key focus of the year’s investor communications programme was to help investors understand and keep abreast of the progress made in our strategic reset, which comprises four pillars – reinvigorate the core, develop new engines of growth, unlock value and actively manage capital, and champion sustainability and people. The key topics of discussion included how we would drive 5G adoption for enterprises and consumers, develop our growth engines of NCS, data centres and digibank, sustain growth at Optus, and recycle capital. With Environment, Social and Governance (ESG) considerations becoming an increasingly important investment criteria for investors, we also engaged with them to communicate our sustainability goals, policies and progress. These sessions helped us understand their views on sustainability and how it influences their investment decisions. Some of the material issues identified by investors include what we are doing to address environmental impact and climate change, data protection, sustainable supply chain management and support digital inclusion for underserved communities. We continue to nurture and maintain strong links with sell-side research analysts and are well-covered by close to 20 analysts based in Singapore, Malaysia, India and the UK, who issue regular reports. We monitor analyst, industry and media reports closely, as part of our efforts to gather feedback and improve disclosures and IR practices. Retail investors form an important part of our outreach efforts. They are welcome to contact us directly through email or telephone to submit their feedback or ask questions. We have been a long-term sponsor of the Securities Investors Association (Singapore) (SIAS) Investor Education Programme and the annual SIAS-Singtel dialogue provides a regular platform for us to communicate our strategy and performance with retail shareholders. Singtel’s shareholders are entitled to SIAS complimentary associate membership as part of the sponsorship. To sign up, they can visit our IR website or https://sias.org.sg/membership/. Maintained lead in corporate governance, transparency and investor relations Good corporate governance plays a vital role in shaping investor perception of a company’s integrity, transparency, accountability and efficiency. We keep abreast of the latest developments and benchmark ourselves against best practices in key areas such as financial reporting and disclosure, board structure, shareholder rights and remuneration. Singtel strongly encourages and supports shareholder participation at general meetings. Our 29th Annual General Meeting (AGM 2021) was held virtually due to the prevailing COVID-19 restrictions. More details can be found in the Corporate Governance section on pages 36 to 68. The Singtel IR website is the primary source of corporate information, financial data and significant business developments for both bond and equity investors. It contains a wealth of investor-related information on Singtel, including announcements to SGX, investor presentations, financial results, annual reports, dividend policy and information for bond investors. Contact IR Calendar of Virtual Events details of the IR department are also listed on the website for investor queries. All material announcements are made available on the IR website immediately after they are released to SGX to ensure fair, equal and prompt dissemination of information. In addition, we constantly review the level of disclosure, to align it with global best practices and reflect new business developments. During our half yearly earnings announcements, we provide extensive information, including detailed financial statements, management discussion and analyses and presentation slides. Our management responds to questions from investors and analysts over a video-conference call on the day of the results announcement and a transcript of the video-conference call is posted on the Singtel IR website on the next workday. Apart from half year financial results announcements, Singtel publishes business updates, which include key operating and financial metrics, to keep investors informed about the performance of different business segments and regional associates. Shareholder information As at 31 March 2022, Temasek Holdings (Private) Limited remained our largest shareholder, with 52% of issued share capital. Other Singapore shareholders held approximately 12%. In terms of geographical distribution, the US/Canada and Europe accounted for approximately 10% and 8% of issued shares respectively. Apr 2021 Sep 2021 • Macquarie ESG Analytics Series - • SGX-UOB Kay Hian Singapore Telecoms sector May 2021 Corporate Day, Canada Oct 2021 • Investor briefing: Strategic review of Amobee & Trustwave • Investor briefing: Singtel advances digital infrastructure growth strategy • Non-deal Equity Roadshows, Singapore, Hong Kong and Malaysia Nov 2021 Jun 2021 • Non-deal Equity Roadshows, United Kingdom, Europe and North America • Citi Pan-Asia Regional Investor Conference Jul 2021 • Non-deal Equity Roadshows, Singapore, Hong Kong, Malaysia, Europe and North America Jan 2022 • DBS Vickers Pulse of Asia Conference, Singapore • Citi ASEAN Disruptive Growth • 29th Annual General Meeting, Conference, Singapore Singapore 69 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONRISK MANAGEMENT PHILOSOPHY AND APPROACH We identify and manage risks to reduce the uncertainty associated with executing our business strategies and maximise opportunities that may arise. Risks can take various forms and can have material adverse impact on our reputation, operations, human resources and financial performance. We have established a comprehensive risk management framework approved by our Risk Committee. The risk management framework sets out the governance structure for managing risks, our risk philosophy, risk appetite and tolerance levels, our risk management approach as well as risk factors. In addition, our risk assessment and mitigation strategy is aligned with our Group strategy and is an integral part of the annual business planning and budgeting process. Governance structure for managing risks The Board Instils culture and approach for risk governance • • Provides oversight of risk management systems and internal controls • Reviews key risks and mitigation plans • Determines risk appetite and tolerance • Monitors exposure Risk Committee Audit Committee • Reviews and recommends risk strategy and policies • Oversees design, implementation and monitoring of internal controls • Reviews adequacy and effectiveness of the Group’s risk framework • Monitors the implementation of risk mitigation plans • Reviews adequacy and effectiveness of the Group’s internal control framework • Oversees financial reporting risk for the Group • Oversees internal and external audit processes • Monitors exposure Management Committee • Implements risk management strategies and practices within all business units and functions Risk Management Committee • Supports the Board Committee and Risk Committee in terms of risk governance and oversight • Sets the direction and strategies to align risk management and monitoring with the Group’s risk appetite and tolerance Cyber Security Resiliency Committee • Reviews the risk assessments carried out by the business units • Reviews and assesses risk management systems and tools • Supports the Risk Management Committee on matters related to cyber security risk assessment and mitigations • Provides direction and strategy in strengthening defence against cyber security threats • Provides oversight of all cyber security risks • Reviews the adequacy of cyber security measures and risk management 70 Singapore Telecommunications Limited | Annual Report 2022 Our risk philosophy Our risk philosophy and risk management approach are based on three key principles: Risk-centric culture • Set the appropriate tone at the top • Promote awareness, ownership and proactive management of key risks • Promote accountability Strong corporate governance structure • Promote good corporate governance • Provide proper segregation of duties • Clearly define risk-taking responsibility and authority • Promote ownership and accountability for risk-taking Proactive risk management process • Robust processes and systems to identify, quantify, monitor, mitigate and manage risks • Benchmark against global best practices Risk appetite 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, we 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 the Pacific through our regional associates. We will continue to pursue business expansion in the emerging markets, including acquiring controlling stakes in the associates, and actively managing 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. Risk management We have established a rigorous and systematic risk review process to identify, monitor, manage and report risks throughout the organisation based on our risk philosophy and appetite set. Management has the primary responsibility for identifying, managing and reporting to the Board the key risks faced by the Group. Management is also responsible for ensuring that the risk management framework is effectively implemented within the business units. The business units are supported by specialised functions such as Regulatory, Legal, Tax, Cyber Resilience, Environment and Sustainability, Insurance, Treasury and Credit Management in the management of risks. In addition, through stakeholder engagement and materiality assessments, we regularly review and assess the ESG risks that exist or emerge in our broader value chain, and we address them with various corporate sustainability initiatives. Our corporate sustainability initiatives are discussed further on pages 79 to 84 and in our Group Sustainability Report 2022. Our key risk management activities also include scenario planning, business continuity/disaster recovery management and crisis planning and management. Close monitoring and control processes, including the use of appropriate key risk and key performance indicators, are implemented to 71 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONRISK MANAGEMENT PHILOSOPHY AND APPROACH ensure the risk profiles are managed within policy limits. best practices, and the identification and management of business risks. The effectiveness of our risk management policies and processes is reviewed on a regular basis and, where necessary, improved. Independent reviews are also conducted by third-party consultants regularly to ensure the appropriateness of the risk management framework. Overall, the risk management processes facilitate alignment of our strategy and annual operating plan with the management of key risks. Singtel’s Internal Audit (IA) carries out reviews and internal control advisory activities aligned to the key risks in our businesses. This provides independent assurance to the Audit Committee (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 our business units submit an annual report on the key risks and mitigation strategies for their respective businesses to the Risk Committee. Our Group CEO and Group CFO, with assurance from the Management Committee members, provide an annual 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, external auditors review our material internal controls to the extent of the scope laid out in their audit plans. Any material non-compliance and internal control weaknesses, together with their recommendations to address them, are reported to the AC. Our Management, with the assistance of Singtel IA, follows up on the auditors’ recommendations as part of their role in reviewing our 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, compliance with applicable legislation, regulations and Risk factors Our financial performance and operations are influenced by a vast range of risk factors. These risks vary widely, and we aim to mitigate the exposure through appropriate risk management strategies and internal controls. The section below sets out the principal risk types, which are not listed in order of significance. • Macro risks • Pandemic risks • Economic risks • Regulatory and litigation risks • Competition risks • New business risks • Expansion risks • Project risks • Technology risks • Supply chain risks • Information technology risks • Data protection and privacy risks • Cyber security risks • Network failure and catastrophic risks • Financial risks • Talent management risks • Electromagnetic energy risks • Climate change risks Macro risks International security issues and adverse developments such as the political tension between Russia, Ukraine and potentially Western security alliances could dampen economic activity and affect global trade. In late February 2022, Russia launched a large-scale military attack on Ukraine. In response to Russia’s military action, various countries, including the U.S., the United Kingdom, and countries in the European Union issued broad-ranging economic sanctions against Russia. The ramifications 72 Singapore Telecommunications Limited | Annual Report 2022 of the hostilities and sanctions may not be limited to Russia and Russian companies but may spill over to and negatively impact other regional and global economic markets, companies in other countries (particularly those that have done or are doing business with Russia) and various sectors, industries and markets for securities and commodities globally, such as oil and natural gas. While there has been no material change in the risk of the Group being subject to any sanction laws, the Group continues to monitor developments associated with sanction laws and will disclose any violation to SGX and relevant authorities as required timely and accurately. The consequences of any of these armed conflicts or other security events, including terrorist attacks, are unpredictable and the Group may not be able to foresee events that could have a material adverse impact on its business, financial condition, operations and prospects. Pandemic risks Since its emergence, the COVID-19 pandemic has caused major disruption to economies, businesses and societies around the world. While most countries have begun to transition towards treating the virus as endemic and are cautiously easing control measures on the back of high vaccination rates, the risk of the emergence of new variants and/or other infectious diseases remains a concern. As economies and businesses emerge and recover from the effects of the pandemic, a resilient culture will become the key to sustainable and inclusive growth. Since the onset of the pandemic, the Group has prioritised the safety of its employees and implemented workforce separation aligned with social distancing and business continuity measures. We continue to adapt our safety and health protocols in response to the evolving situation and government regulations. We have also leveraged technology and collaborative digital tools to maintain employee engagement during periods of remote working and launched mental, physical and emotional wellness programmes to ensure our employees’ well-being. As employees’ transition from remote work to a hybrid work model, we continue to take steps to strengthen our measures associated with health and safety, data protection and cyber security. We continue to adjust our strategies and address our customers’ and employees’ needs post-COVID as digitalisation and telecommunications infrastructure becomes even more critical. Economic risks Changes in domestic, regional and global economic conditions may have a material adverse effect on the demand for telecommunications, information technology (IT) and related services, digital services, and impact our financial performance and operations. Global headwinds such as geopolitical conflicts, economic sanctions and trade tensions have resulted in significant uncertainty in the macroeconomic environment. Growing stagflation fears due to higher global inflation and interest rates as well as slowing economic growth could also have an adverse effect on our overall Group strategy and growth. 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, on consumer and business demand for telecommunications, IT and related services, and digital services. Our planning and management review processes involve keeping abreast of the economic and market developments and periodic monitoring of budgets and expenditures to optimise the allocation of capital among the various businesses in our Group. Each of these business units has continuing cost management and transformation programmes to drive improvements in their cost structures and/or changes in the business model. Regulatory and litigation risks Regulatory risks Our businesses depend on licences issued by government authorities. Failure to meet regulatory requirements could result in fines or other sanctions including, ultimately, the revocation of licences. Our operations are also subject to various laws and regulations such as those relating to customer data privacy and protection, payment services and anti-money laundering, anti-bribery and corruption, workplace safety and health, public order and safety, cyber security, online falsehoods, national security, environmental, and human and labour rights. The regulatory landscape for the media and telecommunications industry has seen changes with developments applicable to cyber security, data privacy and consumer protection. These changes, together with increasing scrutiny and regulators inclined to strong enforcement actions, may lead to additional compliance costs to the business. Our overseas investments are also 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. Furthermore, developments in various jurisdictions can be unpredictable. Any of these factors can adversely affect our overseas investments. Consumer Singapore, Consumer Australia and Group Enterprise are impacted by the implementation of national broadband networks in both Singapore and Australia. In Singapore, the Infocomm Media Development Authority (IMDA) has, in its implementation of the Next Generation Nationwide Broadband Network (Next Gen NBN), designed a structure to level the playing field to make the benefits of the Next Gen NBN available to all industry players. This has increased the level of competition in the broadband market. In Australia, the government has implemented a significant reform of the fixed line telecommunications sector, including the rollout of a national broadband network by the government- owned entity, NBN Co, operated on a wholesale-only open access basis. It is possible that the Australian government’s policy decisions relating to the national broadband network or commercial decisions taken by NBN Co could lead to a sub-optimal or negative outcome for Optus. The government has also adopted security legislation to exclude equipment vendors from countries with certain legal structures or power from participating in the supply of equipment for 5G infrastructure. In both Singapore and Australia, the governments have introduced or will be introducing legislation to establish regulatory regimes for critical infrastructure (CI), which may adversely affect the way we manage and operate our network when our equipment is classified as CI. We have access to regulatory expertise and staffing resources in Singapore and Australia and we work closely with the various stakeholders and our partners in the countries we operate in. We monitor new developments, participate in discussions and consult with regulatory authorities on regulatory reforms and developments in the telecommunications and media industry. In addition, we conduct training and refresher sessions for staff and Management to stay abreast. Access to spectrum Access to spectrum is critically important for supporting our business of providing mobile voice, data and other connectivity services. The use of spectrum in most countries where we operate is regulated by government authorities and requires licences. Failure to acquire access to spectrum, or new or additional spectrum, on reasonable commercial terms, or at all, could have a material adverse effect on our core communications business, financial performance and growth plans. Taxation risks Our Group has operations across a large number of jurisdictions, and we are subject to the tax regulations in the respective jurisdictions. These regulations may include changes and reforms arising from global tax developments which we proactively monitor. The tax legislations or changes in regulations may increase our compliance obligations and business costs. Notwithstanding, we are committed to comply with the applicable tax laws in the countries where we operate. The management and tolerance of tax risks are guided by our tax risk management framework (TRM Framework). The TRM Framework formalises our tax governance practices, sets a co-ordinated approach in identifying, managing and mitigating tax risks, and promotes responsible tax management. Material tax risks and disputes are monitored and reported in a timely manner in accordance with the TRM Framework, and appropriate disclosures are made in our financial statements. 73 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION RISK MANAGEMENT PHILOSOPHY AND APPROACH Litigation risks We are exposed to the risk of regulatory and litigation actions by regulators and other parties. Such actions may have a material effect on our financial condition and earnings. Examples of such litigation are disclosed in the Notes to the Financial Statements under “Contingent Liabilities”. We have put in place master supply agreements with key vendors, master services agreements with key customers, and implemented contract policies to manage contractual arrangements with our vendors and customers. The policies also set out the necessary framework and principles for the Management Committee, CEOs, and Management to approve deviations from the standard terms. Competition risks We face competition risks in all markets and business segments in which we operate. Group Consumer The telecommunications market in Singapore is highly competitive. As competition intensifies among mobile network operators and mobile virtual network operators (MVNOs), industry revenue may decrease further, and our market share may decline. Singapore’s Next Gen NBN allows Retail Service Providers (RSPs) equal and open access to Netlink Trust’s fibre network and in turn, has increased competitive pressure in fixed broadband and home services. 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. We are, therefore, exposed to the risk of irrational pricing being introduced by such competitors. Competition has further intensified with recent movements in the industry such as mergers and network sharing agreements between operators. Our market share may also be at risk due to rapid growth by industry competitors who may have a competitive cost or network coverage advantage. With the deployment of the Australian national broadband network, competition is expected to increase further. The operations of our regional associates’ businesses are also subject to highly competitive market conditions. Their growth depends in part on the adoption of mobile data services in their markets. Some of these markets have and could continue to experience intensifying price competition for mobile data services from new and existing competitors and/or smaller scale competitors. Our business models and profits are also challenged by disintermediation in the telecommunications industry by handset providers and other digital service providers and non-traditional telecommunications service providers, including social media networks and over- the-top players which provide multimedia and video content, applications and services directly on demand. We continue to invest in our networks to ensure that they have the coverage, capacity and speed that will provide our customers with the best network and connectivity experience. Group Consumer is focused on driving efficiencies and innovation via new technologies, products, services, processes and business models to meet evolving customer needs and enhance customer experiences. Group Enterprise Business customers enjoy a wide range of choices for many of our services, including fixed, mobile, cloud, managed services and hosting, IT services and consulting. Competitors include multinational IT and telecommunications companies, technology companies that introduce new communication services, as well as other non-traditional players. 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, technology innovations and price competition. We continue to focus on offering companies comprehensive and integrated information and communications technology (ICT) and IT solutions and initiatives to strengthen customer engagement. This includes broadening our solution portfolio to cover new areas of customer needs, such as cloud computing, multi-access edge computing, software-defined network and digital solutions for our government and business customers. The dominance of cloud infrastructure by hyperscalers and increasing adoption of cloud-based solutions by government and enterprise customers, has posed disruptive risks to our businesses. We continue to enhance our cloud and digital service offerings, leveraging partnerships and collaboration with the hyperscalers and other cloud and digital technology service providers. NCS With the acceleration of digital transformation needs among enterprises, it is imperative that IT service providers continuously innovate and improve their offerings to clients. The global shortage of digital talent is also driving organisations to invest in their differentiators for talent attraction, development, and retention. NCS faces competition from new and existing local or global IT service providers. We will continue to focus on serving our clients through differentiated offerings by strengthening our end-to-end capabilities with core and digital services, and attracting the best talent in the industry. Trustwave The increased sophistication of advanced cyberattacks, the accelerated migration to complex cloud and hybrid IT environments, and heightened regulatory pressure on data privacy are driving the rapid growth of the global cyber security market. As new and existing cyber security providers scale up their product and service portfolios, we face intense competition in the cyber security business. In response, we continue to invest in innovative automation technologies, talent, and world-class threat intelligence and response capabilities to differentiate our security offerings, while leveraging the unique intellectual property we have and through our SpiderLabs Fusion Center, a leading-edge cyber command centre. New business risks 5G risks In Singapore, Singtel Mobile Singapore Pte Ltd was one of the winners of IMDA’s 5G Call-For-Proposal and we were allocated radio frequency spectrum to deploy 74 Singapore Telecommunications Limited | Annual Report 2022 nationwide 5G networks. In Australia, Optus was allocated new licences for the 26GHz spectrum band and the low band 900MHz spectrum through two separate auctions. Our regional associates are similarly in various stages of rolling out 5G services. The business case for investment in 5G network and related systems has risks of uncertainty and may be earnings dilutive. There may also be a long payback period as 5G use cases and revenue and monetisation opportunities are not yet fully developed. The existing high quality 4G networks may also limit the perceived value of 5G and impact its monetisation potential. In addition, the Australian government has implemented security legislation to restrict vendors from certain countries from participating in the supply of 5G network equipment to mobile network operators. This limits the available vendor sources and may lead to higher investment costs. With 5G, as with the deployment of our various networks, we will continue to monitor health and safety concerns around exposure to electromagnetic energy emissions (EME), ensure full compliance with government mandated standards and institute the necessary precautionary measures to safeguard the health and safety of the public and our customers. Digital banking risks In December 2020, the Monetary Authority of Singapore selected the consortium formed by Singtel and Grab Holdings Inc. (Grab) for the award of a Digital Full Bank (DFB) licence and subsequently awarded the DFB licence to the consortium in November 2021. In January 2022, Singtel also invested in Indonesian bank PT Bank Fama International to pursue digital banking opportunities in Indonesia. The DFB licence will allow the digital bank to take deposits from and provide a wide range of financial services to retail and non-retail customer segments in Singapore, while the venture into Indonesia’s banking sector allows us to serve a vast unbanked and underbanked population. The digital bank requires substantial capital outlay and could be subjected to investment losses arising from failure to scale and acquire customers and/ or the failure to manage the various risk exposures related to the digital banking business. The business is also exposed to the regulatory risks associated with the banking industry, including compliance with existing and/or new laws and regulations, and associated increased cost of compliance. The digital bank may not be able to attract, integrate and retain the right talent with the appropriate skillsets and expertise to develop and/or execute the bank’s business strategies and plans, or effectively manage risks arising from the bank’s activities. The digital bank may lose its licence to continue operations if its financial performance does not meet expectations or deteriorates. There could also be a misalignment of interests, goals and cultures between the members of the consortium, and/or with the management of the digital bank, resulting in an inability to resolve disputes in an effective and timely manner. Respective board and risks committees have been established to provide the oversight on the respective operational risks and to ensure good governance and compliance. We have board representation and shareholders’ agreement to ensure governance and rights protection and oversee the establishment of sound risk management principles, policies and procedures and sustainable business practices. Expansion risks Given the size of the Singapore and Australia markets, our future growth depends, to a large extent, on our ability to grow our overseas operations in both core communications and new digital services. This comes with considerable risks. Partnership risks The success of our strategic investments depends, to a large extent, on our relationships with, and the strength of our partners. There is no guarantee that we will be able to maintain these relationships or that our partners will remain committed to the partnerships. Merger & Acquisition Risks We continually look for investment opportunities that can contribute to our expansion strategy and develop new revenue streams. Our efforts are challenged by the availability of opportunities, competition from other potential investors, foreign ownership restrictions, government and regulatory policies, political considerations and the specific preferences of sellers. We face challenges arising from integrating newly acquired businesses with our own operations, managing these businesses and talent in markets where we have limited experience and/or resources, and financing these acquisitions. We also risk not being able to generate synergies from these acquisitions, and the acquisitions becoming a drain on our management and capital resources. The business strategies of some of our regional associates may involve expanding operations outside their home countries, as well as in-country mergers and acquisitions. These associates may enter into joint ventures and other arrangements with other parties. Such joint ventures and other arrangements involve risks and may have economic or business interests or goals that are not consistent with those of the associates. There is no guarantee that the regional associates can generate synergies and successfully build a competitive regional footprint. We adopt a disciplined approach in our investment evaluation and decision-making process. Members of our management team are also directors on the boards of our associates and joint ventures. Project risks We continue to invest substantial capital in enhancing and maintaining our networks and technology systems infrastructure. As such, these projects are subjected to risks related to the construction, supply, installation and operation of equipment and systems. In the enterprise business, our 5G-related projects and product development require significant financial investments. These projects require partnership with key vendors and other technology providers, to deliver next-generation 5G services for commercial customers. Such projects may be subjected to project risks that may exceed project budgets, result in disputes and unexpected implementation delays, any of which can result in an inability to meet projected completion dates or service levels. The projects are also vulnerable 75 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONRISK MANAGEMENT PHILOSOPHY AND APPROACH to supply chain disruptions arising from COVID-19 pandemic, lockdowns and geopolitical conflicts. strategic technology partnerships, and deliver innovative products and services to serve our customers. We have put in place a quality assurance management framework for risk profiling and systematic risk assessment of projects. Technology risks The telecommunications industry is transforming rapidly with the aggressive digitisation of services in the last two years. While there is new potential to use 5G technology to deliver disruptive services and innovative products, the progressive adoption of these new technologies may introduce new financial, technology and legal risks to our businesses. We have accelerated our efforts to embrace these rapid advancements in wireless communications and new digital technologies such as 5G, edge computing, artificial intelligence, application programming interfaces, cloud and blockchain through a multi-year plan to upgrade and refresh our infrastructure to support these developments. It may take some time to see sustained returns from these investments, as we incur capital expenditure to transform our infrastructure over the coming years. The shortage of talent in the technology space continues to impact some project deadlines. The costs of acquiring new talent have also increased significantly as the same technology talent is being sought after. Our business units continue to face challenges from disruptive technology, new market entrants and price-competitive products as part of the new global digitisation landscape. We may also incur substantial development expenditure to adopt new or enabling technologies to pursue new growth areas beyond the traditional telecommunication space. Our approach is to refresh and scale our infrastructure, integrate it with new innovative technology to generate new business revenues and growth beyond the traditional telecommunication services. All while keeping within our risk appetite and meeting our regulatory obligations. We will continue to invest in new technology, hire the best talent, develop Supply chain risks We rely on third-party vendors and service providers and their extended supply chain in many aspects of our business to serve our customers and support our business operations, including, but not limited to, the design and construction, operations and maintenance of our products, infrastructure, applications, customer service operations, content provision and customer acquisition. Accordingly, our business operations and reputation may be impacted by third-party vendors or their supply chain if they fail to operate in line with the heightened expectations of key stakeholders such as government, regulators and/or customers on a broadening set of ESG issues. These may include corporate governance and business ethics, human rights and modern slavery, as well as climate change and environmental management. Given the risks brought about by the COVID-19 pandemic, computing chip shortages and geopolitical events could potentially affect our ability to deliver on our projects and/or support our customer needs. We are working closely with our vendors to procure our equipment early and gradually increase our inventory levels to manage this risk. We monitor new legislation introduced such as the Australian Modern Slavery Act, as well as the developments and restrictions by governments and regulators on various vendors to ensure our key vendors comply with the relevant laws and regulations. In September 2021, Optus published its second Modern Slavery Statement, which outlines the actions taken to address modern slavery risks in its operations and supply chain. We monitor supply chain risks closely and, where required, develop new vendor relationships to mitigate supply risks. We have in place a Sustainable Supply Chain Management strategy and approach, including a Supplier Code of Conduct to manage risks that may exist in our supply chain. Refer to our Group Sustainability Report 2022 for more details on how we address these risks and issues. Information technology risks Our businesses and operations rely heavily on IT and cloud-based services. As new trends constantly emerge, staying on top of new technologies are essential for driving innovation, accomplishing business goals and remaining competitive. Our traditional IT infrastructure is undergoing technology refresh and upgrades and we are also moving more of our services to the cloud. We have embarked on a multi-year technology refresh strategy, selecting appropriate replacements for aging infrastructure to support our new business plans. Using cloud-based services will increasingly move our cost model from capital expenditure to operating expenditure, even as we drive greater cost efficiency and operational resiliency of our services. In addition, we have to ensure that the data hosted on cloud-based services are adequately protected and comply with our regulatory obligations. We will continue to strive for a good mix of on premise and cloud-based technology investments in alignment with our business strategies, optimise the allocation of our capital to bring the best technology to support our business operations and customers. We have implemented controls and mitigations to manage our technology assets and have taken steps to ensure that the technology risks associated with the use of these assets and/or services are within our risk appetite. We enforce a project management methodology to ensure that new systems are developed with appropriate security controls embedded. Data protection and privacy risks We value the privacy of our customer data stored within our networks and systems as they may be harmed if their data is compromised or misused. We have in place appropriate safeguards and controls to ensure the security and protection of our customer data. As we deliver more on-demand services to meet our customer needs, more applications and data will increasingly be hosted on cloud-based technology services managed by third- party vendors. Some applications may be exposed to more cyber and/or third-party 76 Singapore Telecommunications Limited | Annual Report 2022 risks due to the inherent risks associated with these outsourced services. Amidst the growing incidences of data breaches globally, governments and regulators continue to introduce and tighten privacy laws to address this rising threat. In Singapore, regulators have introduced higher financial penalties for data breaches under the Personal Data Protection Act. As we continue to digitalise our processes and share data with business partners, we may be subjected to more onerous regulatory obligations and fines in the event of data breaches. Cyber security risks Cyber security risks have increased exponentially due to the rapid digitisation of applications and the increasing prevalence of remote working, accelerated by the COVID-19 pandemic. Many industries, including the telecommunications industry, have seen an increase in financially motivated ransomware attacks, distributed denial of service attacks and nation state related espionage cyber activities. As our business is heavily dependent on the resiliency of our network infrastructure and critical supporting systems, disruptive cyber- attacks could affect our ability to serve our customers. We are also exposed to cyber security risks arising from security vulnerabilities in third- party products and services which are used to support our business operations or serve our customers. Security breaches from these third-party products and services could adversely affect our reputation, result in regulatory fines and/or litigation actions from customers who are impacted. As we continue to grow our cyber security business, failure to keep up with and counteract increasing cyber security threats can materially and adversely affect our reputation, business and growth strategy. We have been building our capabilities organically, as well as through partnerships with best-of-breed technology partners. We have a pool of cyber security professionals, global security operations and engineering centres, and a specialised team of ethical hackers and forensic experts assisting businesses to manage vulnerabilities and threats, achieve regulatory compliance and implement secure solutions. The Group’s Cyber Security Institute conducts regular training programmes to enhance the cyber security skills and preparedness of our staff as well as our customers, including businesses and governments in the Asia Pacific. Due to the dynamic and complex nature of cyber security management, we have formed close partnerships with our vendors and our regulators to detect and stay ahead of cyber threats. The evolving nature of cyber threats require us to constantly review our security posture and implement advanced cyber technology to mitigate emerging cyber threats. With the heightened cyber risk globally, our business units are working with relevant government bodies to adopt an enhanced cyber security posture and increase monitoring for threats. We have a third-party security assurance programme to assess and report security risks associated with the use of third-party services, to ensure they comply with our security requirements and regulatory obligations. Network failure and catastrophic risks The telecommunications industry faces the constant challenge of providing fast, secure and reliable networks in an increasingly digital and connected world. The provision of our services depends on the quality, stability, resilience and robustness of our networks and systems. We face the risk of malfunction of, loss of, or damage to, network infrastructure from natural or other uncontrollable events such as acts of terrorism. Some of the countries in which we operate have experienced a number of major natural catastrophes over the years, including typhoons, droughts, floods, bushfires and earthquakes. Some of these catastrophes have also increased in intensity and frequency due to climate change factors, causing prolonged and exacerbated impact on our infrastructure and operations. In addition, other events that are not within our control, such as deliberate acts of sabotage, terrorist attacks or large- scale cyber-attacks on our network and systems, could damage, cause operational interruptions or otherwise adversely affect any of the facilities and activities, as well as potentially cause injury or death to personnel. Such losses or damage may significantly disrupt our operations, which may have a materially adverse effect on our ability to deliver services to customers. We continue to make our networks robust and resilient, and continually review our processes and network infrastructure to prevent any network disruptions and to have an effective communication process for timely updates to our stakeholders and customers during any incident or crisis. There is a defined crisis management and escalation process for our CEOs and senior management to respond to emergencies and catastrophic events. In addition to key network infrastructure diversity and redundancy measures, we have business continuity plans and insurance programmes and policies in place. Financial risks The main risks arising from our 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 may heighten execution risk for funding activities and increase credit risk premiums for market participants. We are exposed to foreign exchange fluctuations from our operations and through subsidiaries as well as associates and joint ventures operating in foreign countries. These relate to our dividend receipts and the translation of the foreign currency earnings and carrying values of our overseas operations. Additionally, a significant portion of associates and joint venture purchases and liabilities are denominated in foreign currencies, versus the local currency of the respective operations. This gives rise to changes in cost structures and fair value gains or losses when marked to market. We have established policies, guidelines and control procedures to manage and report exposure to such risks. Our financial risk management is discussed further on page 197 in Note 39 to the Financial Statements. 77 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION RISK MANAGEMENT PHILOSOPHY AND APPROACH carbon taxes, or changes in energy prices or accompanying infrastructure investments for adaptation or mitigation. There is also growing expectations from our customers who want to ensure our services are transitioning to low emissions and resilient to natural disasters. To address these concerns and risks, we have adopted a multi-pronged approach. We have set absolute carbon reduction targets approved by the Science Based Target initiative in 2017 to address the continued impact of carbon and increasing temperatures. This approach progressively aligns our 2030 carbon contribution and reduction target with the agreements originally made at Paris COP 21 and updated at subsequent Intergovernmental Panel on Climate Change reports and COP events. Our aspiration is to meet the more aggressive 1.5°C target and net-zero by 2050. To achieve our targets, we are focusing on improving our energy efficiency, acquiring renewables including renewable energy certificates, and offering lower carbon products to our customers. We are progressively adapting our infrastructure design and standards to long-term scenarios related to climate change, such as increased risk of inundation and stronger cyclonic activities, rising temperatures and higher frequency and severity of bush fires in Australia. We have also supported a global agreement for the ICT industry through our active participation at the GSM Association to align the efforts of this sector. At the same time, we are working with our stakeholders to disclose our climate-related risks in accordance to the recommendations of the Task Force on Climate-Related Financial Disclosures. Talent management risks As we seek new avenues of growth, it is pertinent to be able to attract, develop and retain talent with new skills and capabilities. The recovery of the labour market post COVID-19 has intensified the war for talent. The loss of key leaders or the inability to attract and groom successors, can adversely impact our business. We continue to focus on ensuring that we have the best people and continuously identify, develop and build a sustainable pipeline of leaders for current and future roles. We do this by leveraging internal and external talent pools to ensure talent bench strength and provide confidence in our succession pipelines. We continue to invest in upskilling our existing workforce and building up our current and emerging capabilities through external professional hires and targeted recruitment. In order to develop and retain talent, we conduct regular skills assessment in critical business areas and set out structured developmental roadmaps to fill new and emerging skills gaps. We have also doubled down on initiatives to ensure diversity, equity and inclusion, and this aligns with our purpose to “empower every generation”. Succession management is key to ensuring that the Group effectively manages the short-term and long-term risks associated with critical roles. We invest in a targeted development approach to build an agile and resilient workforce. For leaders, we organise formal learning activities, coaching and mentoring as well as provide valuable learning experiences such as international assignments, job rotations and special projects. To mitigate succession risks, a robust annual succession planning review is conducted by the business units and Management, with the involvement of the Board for senior leadership roles, ensuring that leadership succession plans are current and future ready. Electromagnetic energy risks Health concerns have been raised globally about the potential exposure to EME emissions from using mobile handsets or being exposed to mobile transmission equipment. While there is no substantiated evidence of public health risks from exposure to the levels of EME typically emitted from mobile phones, perceived health risks can be a concern for our customers, the community, and regulators. Perceived health risks in terms of environmental exposure from mobile base station equipment can impact and cause concern for the local communities on the implementation of new or upgrading of existing mobile base stations and micro cells. This may impact the mobile coverage at that locality and also, our mobile business. In addition, governments may introduce regulations to address this perceived risk and affect our ability to deploy the mobile communications infrastructure. These perceived health risks could result in reduced demand for mobile communications services or litigation actions against us. We design and deploy our network to comply with the relevant government- mandated standards for exposure to EME. Our standards are based on the recommendation of the International Commission on Non-Ionizing Radiation Protection (ICNIRP), which is a related agency of the World Health Organisation. The ICNIRP standards are adopted by many countries around the world and are considered best practices. We continue to monitor research findings on EME, health risks and their implications on relevant standards and regulations. Periodic tests and routine auditing are performed on EME emission levels to ensure we continue to comply with the standards and standards are being adhered to. Climate change risks Climate change is one of the key long-term global risks that has the potential to impact our operations, infrastructure and supply chain. Some of the countries in which we operate have experienced several extreme weather events, including typhoons, droughts, floods and bushfires, which have increased in intensity and frequency due to climate change factors. Apart from physical risks such as damage to our networks and disruptions to our operations, there are also other transitional risks that we have to consider as we transition to a low-carbon economy. These include energy security risks, loss of business due to lagging climate initiatives, regulatory risks associated with climate change which can be in the form of stricter greenhouse gas emission standards, 78 Singapore Telecommunications Limited | Annual Report 2022 SUSTAINABILITY Our Group purpose, Empower Every Generation, reflects our intention to create purpose-driven impact as we journey towards a sustainable and inclusive digital future. Together with our six refreshed core values – Cultivate a growth mindset; Operate with integrity; Make customers first; Maximise teamwork; Innovate with a challenger spirit; and Take ownership, it guides our actions and forms the foundation of how we do business and work with each other. We continued to advance our sustainability agenda and strengthen our four sustainability pillars: Climate Change and Environment, People and Future of Work, Community Impact, and Sustainable Value Creation. We’re doing this by harnessing the power of technology to enrich the lives of our customers and the broader community, help our people develop and grow with the company in the new economy, and surpass our stakeholders’ expectations as a responsible corporate citizen and sustainability steward. Equality Index for four years running, and many more. In Australia, Optus’ Donate Your Data programme received the 2021 ACOMM Awards for Innovation for helping families and people experiencing crisis during the pandemic. These efforts have energised our people with overall staff engagement(1) rising to 67% in 2021, a credible eight and six percentage points higher than the average for Singapore companies and Australian companies respectively. We were also acknowledged globally in areas such as diversity and governance. The accolades include being the only Singaporean and Southeast Asian company to be recognised as one of the World’s Most Ethical Companies by Ethisphere, our inclusion in the 2022 Bloomberg Gender- The following pages feature selected sustainability highlights. For a detailed review of our sustainability strategy, efforts and disclosures, please refer to our Singtel Group Sustainability Report 2022. View Online Scan this QR code to read the Sustainability Report. Singtel’s Management Committee launching our Group purpose – Empower Every Generation. (1) Your Voice Survey, conducted at end-2021 79 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION SUSTAINABILITY Climate Change and Environment Empowering sustainable change Achieved improvement in greenhouse gas intensity of 0.035 tCO2e/TB from 0.045 tCO2e/TB in FY2021. Achieved 7% reduction in Scope 1 and 2 absolute greenhouse gas emissions from FY2021. our roadmap to achieve net zero emissions by 2050. We launched our new sustainable financing programme, Olives, in April 2021 with our first sustainability-linked revolving credit facility of S$750 million, which was the largest Singapore-dollar denominated sustainability loan in Singapore at that time. Under Olives, we subsequently published the Singtel Group Sustainability-Linked Bond Framework in October last year to further align our financing approach with our sustainability strategy. This framework, which was a first for a telecommunications company in Asia Pacific, outlines individual Key Performance Indicators and Sustainability Performance Targets that We continued our efforts to minimise our environmental footprint and mitigate the impacts of climate change during the year, integrating our sustainability efforts across our businesses, financing strategy and many other aspects. Understanding our climate impact and aligning incentives In March 2022, we completed our first comprehensive Task Force on Climate-related Financial Disclosures (TCFD) climate scenario analysis for our Singapore and Australian operations. We then built on this climate scenario analysis to develop and publish our inaugural TCFD report. Singtel is one of a handful of progressive Singapore companies to issue a comprehensive TCFD report, which details our physical and transition risks and their financial impact on our business. The report is available online at www.singtel. com/tcfdreport2022. During the year, we also completed our first full Scope 3 assessment of our greenhouse gas (GHG) emissions, helping us identify the source of our emissions. Collectively, our top three categories of purchased goods and services, capital goods and investments comprise approximately 94% of our Scope 3 indirect GHG emissions. The TCFD and Scope 3 assessments allow us to understand the climate risks and source of emissions, and will form the foundation for planning 80 Singapore Telecommunications Limited | Annual Report 2022 are core to our business and links to our previously approved 2030 SBTi targets to achieve net zero emissions by 2050. Sustainability-linked financing, such as our A$300 million Optus sustainability-linked bond, provides investors with the opportunity to participate in our sustainability journey. Increasing the use of renewable energy In line with our decarbonisation strategy, we continued to increase our use of renewable energy during the year, deploying offsite renewable energy and offsetting our electricity usage with the purchase of Renewable Energy Credits. In the area of renewable energy, we awarded a contract for onsite solar photovoltaic deployment at up to eight of our Singapore facilities. The sites, which will be operational by end-2022, will bring our renewable energy in Singapore to 5GWh per annum. In Australia, we are working on a national tender to have 100% of our electricity requirements backed by renewable energy sources by end-2025. As part of our efforts to reduce emissions from our operations and factor in externalities such as carbon taxes, we piloted an internal carbon price at S$50 per tonne of carbon dioxide. Placing a value on GHG emissions helps us to better prepare for a transition to a low-carbon economy, and this exercise was applied to selected energy- intensive projects and business case analyses for our Singapore operations. People and Future of Work Empowering our people for the digital future Invested S$19 million in staff training for Singapore and Australia, compared to S$17 million in FY2021. with higher average training hours of 43 hours/person up from 33 hours in FY2021. Together with our new purpose and refreshed values, we are transforming the way we work. Our workplace culture is also evolving, with more emphasis placed on employee engagement, health and well-being, as well as diversity and inclusion. Promoting health and well-being During the year, we introduced Blended Ways of Working to give our people more flexibility to work from home and balance their professional and family lives. We regularly engage our people through pulse surveys and polls to better understand their needs so we can support their well-being during the pandemic period and beyond. These efforts culminated in the launch of our comprehensive iCare programme in October 2021 to support our people’s health and mental well-being. Additionally, we introduced a digital mental well-being app as a virtual buddy for our people, providing them with access to personalised support from a behavioural life coach to build self-awareness, learn how to manage stress and work on personal goals. In a survey, 82% of them said they were satisfied with our support for their well-being, in line with the responses achieved by top international employers. Strengthening workplace safety and health Besides supporting the mental and physical health of our people, we continue to prioritise safety in the workplace and have put in place comprehensive Workplace Safety and Health (WSH) measures. For instance, our iConnect tool allows our people to report any potential safety hazards that our WSH team will investigate and rectify to prevent any accident from occurring. To increase WSH awareness and reinforce a strong safety culture, we publish quarterly bulletins on our staff portal Espresso on topics like slip, trip and fall prevention, and fire prevention. Diversity, equity and inclusion Embracing diversity, equity and inclusion allows us to better understand the perspectives and needs of our stakeholders, and inspires creativity and innovation. We have close to 100 different nationalities within our 20,000-strong workforce. Female employees account for a third of our total workforce and 40% of our management. Over 30% of our Board of Directors are women, compared to an average of 12% in most companies, according to McKinsey’s Women in the Workplace 2021 report. For our efforts to advance gender equity, we were one of five companies in Singapore to be recognised in the 2022 Bloomberg Gender- Equality Index for the fourth year running. To foster an even more inclusive work environment, we formed employee networks, such as Women in Networks Club led by our people, to provide support for one another and lead discussions on topics such as women’s roles in the new hybrid ways of working. Continually training and developing our talent We are taking a proactive approach to equip our people with the relevant skills to navigate a fast-changing digital landscape and support our growth initiatives. The Group’s investment in training rose to more than S$19 million, up from approximately S$17 million a year ago. Average training hours grew by 31% year-on-year to 43 hours per employee with the expansion of our popular annual Singtel Group Learning Fiesta to two months instead of the usual one month. Our efforts to encourage continuous learning among our people across the Group is showing steady results. The number of learning places increased by 30% compared to the previous year as more than 9,000 people participated in webinars and development sessions. Since setting out our roadmap last year to train 2,500 of our people in 5G-related skills, more than 1,700 of them have undergone structured training and courses as we build up our workforce with the expertise and competencies needed to deliver innovative products and services and drive digital transformation across industries. We also actively engage our people in professional conversion. Through the Professional Conversion Accelerator programme, we successfully reskilled some 1,200 of our people during the year to take on new roles, including 5G-related ones. At NCS, an immersive learning academy and platform called NCS Dojo was set up with a focus on providing leadership programmes and building the company into a learning organisation. In Australia, our Optus U programme in partnership with leading universities has seen 300 of our people graduate with micro-credentials in relevant and future skills such as data analytics. 81 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONSUSTAINABILITY Community Impact Empowering digital enablement for communities Digital enablement programmes in Singapore and Australia have supported >740,000 beneficiaries since 2015. Singtel Touching Lives Fund has raised >S$50 million in support of special needs education since it was set up in 2002. We are committed to driving sustainable change by empowering communities and providing equal opportunities for all, so that no one is left behind. Digital enablement is at the core of our community impact strategy, and we also focus on supporting the vulnerable in our society – children, youth and seniors, disadvantaged families and persons with disabilities. Bridging the digital divide Optus’ Donate Your Data programme, which has helped more than 27,000 people with free data and connectivity, received the 2021 Australian Communications Industry Awards for Innovation by a large company in recognition of its meaningful impact. Building on the success of this programme, Optus launched Donate Your Device in November 2021 to encourage customers to provide preloved or new devices to people who do not have access to smartphones. Beyond helping Australians in need, the programme also has a positive environmental impact as it keeps unused devices out of the landfill by giving them a new lease of life. We subsequently expanded the Donate Your Data programme to Singapore in February 2022 to enable our GOMO customers to donate their unused data to vulnerable seniors. This programme complements our Digital Silvers initiative and is part of our continued efforts to bridge the digital divide for seniors in Singapore and empower them to benefit from digital technology. We aim to scale up this programme to benefit 10,000 seniors. Our commitment to advancing digital inclusion through programmes including Singtel Digital Silvers and Donate Your Data that make digital technologies more widely available, affordable and accessible was recognised by the World Benchmarking Alliance’s Digital Inclusion Benchmark 2021. We ranked 20 out of Group Chief People and Sustainability Officer, Aileen Tan, with students from special education schools at our Singtel Carnival in 2021. 82 Singapore Telecommunications Limited | Annual Report 2022 150 tech companies, and are the second- best performing company headquartered in Southeast Asia. Promoting cyber wellness The rise in screen time as children turned to devices for learning, entertainment and interacting with friends during the pandemic has led to challenges such as increased instances of cyber bullying, access to inappropriate content and addiction to mobile devices and gaming. Optus expanded our Digital Thumbprint programme to primary school children, providing them the tools needed for positive, responsible and authentic online experiences. The programme introduced new interactive workshops to promote safe gaming and cyber security. In Singapore, we strengthened our support for TOUCH Community Services’ integrated cyber wellness and digital parenting platform Help123, by integrating a chatbot to provide real-time support for parents. This helped the hotline better cater to the website traffic which was one and a half times higher compared to the previous year. Supporting social enterprises and vulnerable groups as the Singtel Carnival for the younger children in our beneficiary schools. In Australia, Optus works closely with the Australian Business and Community Network and KARI Foundation to support high-needs schools by providing skills training for students to grow their confidence and set career goals. Two hundred and fifty mentors supported more than 2,000 students across five states during the year, providing one-on-one coaching as well as a range of workshops aimed at improving their confidence, skills and employability. Through the yes4good programme, Optus matches our people’s donations and fundraising efforts to support causes close to their hearts. We raised more than A$300,000 for 288 charities in 2021. Through our Singtel Group Future Makers programme, we have been supporting social enterprises’ efforts to create bigger and more meaningful social impact across the region. The 2021 programme supported regional start-ups that addressed key issues relating to economic growth, health and well-being. In recognition of our significant contributions in helping social enterprises build capacity in Singapore, we were named Social Enterprise Champion of the Year at the biennial President’s Challenge Social Enterprise Awards 2021. The Singtel Touching Lives Fund, our flagship corporate philanthropy programme, has been supporting disadvantaged children and youth in Singapore, in particular those with special needs by equipping them with the skills needed to lead independent and meaningful lives. Since its inception in 2002, we have raised more than S$50 million to provide customised learning curriculum for our beneficiaries, and also bring fun activities to them, such Group CEO Yuen Kuan Moon and our staff volunteers guiding seniors on using digital devices at a weekly Singtel Digital Silvers workshop. 83 OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONSUSTAINABILITY Sustainable Value Creation Empowering responsible business practices Stakeholder trust and confidence is important to us, and we aim to instil responsible business practices across our operations and supply chains, to drive positive business, environmental and societal impact. We are also committed to protecting the human rights of all individuals to continue building a culture of respect, trust and inclusion. Upholding human rights In November 2021, we published our first Singtel Group Human Rights Statement, which reaffirms our commitment to upholding the human rights of all individuals in our organisation and supply chains. The Statement also spells out our expectations of our people and business partners linked to our operations, products and services. At the same time, we revised our Supplier Code of Conduct in tandem with the publication of this Statement, with improved clarity on our corporate governance policies and requirements of our suppliers in the areas of human rights, business ethics and data privacy. Data privacy and governance We have been strengthening our data governance processes and capabilities to ensure that all our customer data is safe and secure with us. Singtel’s Data Protection Policy and Optus’ Privacy Policy provide transparency on how we collect, use, share and protect our customers’ personal data. We strictly adhere to all relevant data protection laws such as the Personal Data Protection Act in Singapore and the Privacy Act and Telecommunications Act in Australia. To identify and mitigate data protection risks, we conduct regular data protection compliance assessments and checks on our business processes, and we limit staff access to information residing on our systems and vendor systems. There are also strict verification processes in place to prevent unauthorised information access. As part of our internal controls and governance process, all application systems are subjected to regular testing and security reviews before they are rolled out. We also engage the services of a third-party security and data protection specialist to review our vendors’ cyber security practices to ensure adherence to Singtel’s cyber security requirements and regulations. 84 Singapore Telecommunications Limited | Annual Report 2022 GROUP FIVE-YEAR FINANCIAL SUMMARY Income Statement (S$ million) Operating revenue EBITDA EBIT (before associates) Share of associates' pre-tax profits(2) EBITDA and share of associates' pre-tax profits(2) Underlying net profit(3) Net profit Exchange rate (A$ against S$)(4) Cash Flow (S$ million) Free cash flow(5) Optus Optus (A$ million) Singtel and other subsidiaries Associates' dividends (net of withholding tax) Cash capital expenditure Balance Sheet (S$ million) Total assets Shareholders' funds Perpetual securities Total equity Net debt Financial Year ended 31 March 2022(1) 2021(1) 2020(1) 2019 2018 15,339 15,644 16,542 17,372 17,268 3,832 1,147 1,798 4,541 1,961 1,743 4,692 2,470 1,536 5,051 2,801 2,461 5,630 6,284 6,228 7,511 3,081 3,395 1,733 554 0.981 780 778 1,324 1,290 2,214 2,457 1,075 0.935 3,781 1,285 1,396 1,202 1,294 2,037 2,825 3,095 0.990 3,650 1,006 1,028 1,242 1,402 1,718 3,593 5,473 1.049 3,606 989 947 1,126 1,492 2,349 47,998 26,486 – 26,511 12,365 48,955 26,789 – 26,814 12,499 48,915 29,838 – 48,496 29,737 – 29,810 29,712 9,883 9,877 3,767 1,045 2,136 5,903 1,923 1,949 0.997 767 776 858 1,456 2,217 49,131 27,112 1,013 28,109 10,080 ‘’Associate’’ refers to an associate and/or a joint venture under Singapore Financial Reporting Standards (International) (SFRS(I)). Notes: Included the effects from adoption of SFRS(I) 16, Leases, from 1 April 2019 on a prospective basis. (1) (2) Excluded the Group’s share of the associates’ significant one-off items which have been classified as exceptional items of the Group. (3) Underlying net profit is defined as net profit before exceptional items. (4) Average A$ rate for translation of Optus’ operating revenue. (5) Free cash flow refers to cash flow from operating activities, including dividends from associates, less cash capital expenditure. 85 OVERVIEWPERFORMANCEBUSINESS REVIEWSFINANCIALSADDITIONAL INFORMATIONGOVERNANCE AND SUSTAINABILITY GROUP FIVE-YEAR FINANCIAL SUMMARY Key Ratios Proportionate EBITDA from outside Singapore (%) Return on invested capital (%)(2) 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 - underlying net profit Earnings per share - basic Net assets per share Dividend per share - ordinary Dividend per share - special Notes: Financial Year ended 31 March 2022(1) 2021(1) 2020(1) 2019 2018 81 5.4 7.3 4.0 1.7 78 5.0 2.1 1.2 2.2 79 6.4 3.8 2.1 2.0 76 7.7 10.4 6.3 1.6 14.8 14.3 13.8 16.2 11.65 11.80 170 9.30 – 10.59 15.05 3.38 160 7.50 – 6.58 164 12.25 – 17.31 18.96 183 17.50 – 76 9.6 18.9 11.2 1.3 20.1 22.01 33.53 182 17.50 3.0 Included the effects from adoption of SFRS(I) 16, Leases, from 1 April 2019 on a prospective basis. (1) (2) Return on invested capital is defined as EBIT (post-tax) divided by average capital. 86 Singapore Telecommunications Limited | Annual Report 2022 Five-year Financial Review FY2022 The Group delivered resilient earnings despite challenges from the COVID-19 pandemic and the uncertain macro environment. Operating revenue was S$15.34 billion, 1.9% lower than FY2021, reflecting declines in equipment sales, prepaid mobile, as well as lower NBN migration revenue in Australia. Excluding NBN migration revenue and Jobs Support Scheme credits, operating revenue was stable while EBITDA rose 8.1% driven by strong growth in mobile service in Australia. The associates’ post-tax contributions grew 19%, lifted by Airtel’s robust turnaround marked by sturdy recovery in India and sustained growth in Africa, partly offset by profit decline in AIS due to higher depreciation and 5G spectrum amortisation charges. Underlying net profit grew 11% to S$1.92 billion. Including net exceptional gains of S$25 million mainly from the Group’s divestment of its 70% equity stake in Australia Tower Network Pty Ltd compared to net exceptional loss last year, net profit grew two and a half times to S$1.95 billion. FY2021 The Group’s results were adversely impacted by unprecedented headwinds from the COVID-19 pandemic and ongoing structural challenges in the industry. Operating revenue dipped 5.4% to S$15.64 billion driven by declines in mobile roaming, prepaid, equipment sales and digital advertising, as well as lower NBN migration revenue in Australia. However, ICT revenue rose strongly led by NCS, as enterprises rushed to digitalise and transform their businesses. EBITDA was down 16% to S$3.83 billion due to the decline in revenue, and lower retail fixed margins in Australia. The associates’ post-tax contribution was stable as a strong recovery in Airtel offset profit declines from Telkomsel, AIS and Globe which were impacted by COVID-19 lockdowns. Consequently, underlying net profit fell 30% to S$1.73 billion. Including net exceptional charges of S$1.18 billion mainly from non-cash impairment charges of carrying values in Amobee and Trustwave, as well as network assets, net profit declined 49% to S$554 million. FY2020 This has been a challenging year, given structural shifts in the industry, soft economic conditions, adverse regulatory outcomes in India and the onset of COVID-19 in the fourth quarter. With a 6% depreciation in the Australian Dollar, operating revenue declined 4.8% to S$16.54 billion and EBITDA fell 3.2% to S$4.54 billion. In constant currency terms, operating revenue dipped 2.0% mainly from lower mobile service revenue and equipment sales while EBITDA remained stable on reduction in operating lease expenses under the new lease accounting standard. EBIT (before associates) reduced 19% after including depreciation of right-of-use assets. Underlying net profit fell 13% to S$2.46 billion, with increased net losses at Airtel and weakness at Australia Consumer due to continuing data price competition, lower equipment sales and margins, and low NBN resale margins. Net profit declined 65% to S$1.08 billion due to net exceptional losses of S$1.38 billion mainly arising from the share of Airtel’s exceptional charges for regulatory costs, including the adjusted gross revenue matter and a one-time spectrum charge. 87 OVERVIEWPERFORMANCEBUSINESS REVIEWSFINANCIALSADDITIONAL INFORMATIONGOVERNANCE AND SUSTAINABILITYGROUP FIVE-YEAR FINANCIAL SUMMARY FY2019 The Group executed well on its strategy amid challenging conditions and gained market share in mobile across both Singapore and Australia. Operating revenue was stable at S$17.37 billion while EBITDA declined 7.1% to S$4.69 billion due partly to a 6% depreciation in the Australian Dollar. In constant currency terms, operating revenue grew 3.7% driven mainly by increases in ICT, digital services and equipment sales. However, EBITDA was down 3.9% due mainly to lower legacy carriage services especially voice, and price erosion. The associates’ pre-tax contributions declined a steep 38% to S$1.54 billion mainly caused by operating losses at Airtel and a lower contribution from Telkomsel amid aggressive price competition in India and Indonesia respectively. The decline was partly mitigated by double-digit profit growth at Globe in the Philippines with robust revenue growth in mobile and broadband. With lower contributions from the associates, underlying net profit declined 21%. Net profit was S$3.10 billion, down 44% from FY2018(1). FY2018 The Group delivered record earnings for FY2018 with net profit of S$5.45 billion bolstered by an exceptional gain of S$2.03 billion from the divestment of units in NetLink Trust and a strong core performance. Operating revenue was S$17.53 billion, 4.9% higher than FY2017, while EBITDA rose 1.8% to S$5.09 billion reflecting strong customer gains in Australia and the first-time contribution from Turn, which was acquired by Amobee in April 2017. In constant currency terms, operating revenue and EBITDA increased by 4.7% and 1.5% respectively. mobile termination charges in India, as well as lower contribution from NetLink NBN Trust following the reduction in economic interest of 75.2% in July 2017. The decline was partly mitigated by higher contribution from Intouch which was acquired in November 2016. With lower associates’ contributions, higher depreciation and amortisation charges on network investments and spectrum, as well as increased net finance expense, underlying net profit declined 8.4%. The associates’ pre-tax contributions declined 15% to S$2.46 billion. This was a result of weaker earnings from Airtel India and Telkomsel due to intense competition and the mandated reduction in (1) Included gain on disposal of economic interest in NetLink Trust of S$2.03 billion. 88 Singapore Telecommunications Limited | Annual Report 2022 GROUP VALUE ADDED STATEMENTS Group Value Added Statements Productivity Data Value added from: Operating revenue Less: Purchases of goods and services Other income Interest and investment income (net) Share of associates' post-tax results(1) Exceptional items (pre-tax) FY2022 S$ million FY2021 S$ million Value added (S$ million) 15,339 15,644 (8,951) 6,388 (9,488) 6,157 153 91 1,653 236 2,133 142 3 607 (604) 147 2022 2021 8,521 +2,218 6,303 Value added per employee (S$’000) 2022 2021 378 +103 275 Total value added 8,521 6,303 Distribution of total value added To employees in wages, salaries and benefits To government in income and other taxes To providers of capital on: - Interest on borrowings - Distribution to perpetual securities holders - Dividends to shareholders Retained in business Depreciation and amortisation Retained profits/(losses) Non-controlling interests 2,774 662 404 29 1,139 5,007 2,723 780 11 2,466 194 398 - 1,722 4,781 2,685 (1,169) 6 3,514 1,523 Value added per dollar of employee costs (S$) 2022 3.07 +0.51 2021 2.56 Value added per dollar of turnover (S$) 2022 2021 0.56 +0.16 0.40 Total value added 8,521 6,303 Average number of employees 22,543 22,892 Note: (1) Included the Group’s share of the associates’ significant one-off items. 89 OVERVIEWPERFORMANCEBUSINESS REVIEWSFINANCIALSADDITIONAL INFORMATIONGOVERNANCE AND SUSTAINABILITY MANAGEMENT DISCUSSION AND ANALYSIS Group Operating revenue EBITDA EBITDA margin Financial Year ended 31 March 2022 S$ million 2021 S$ million Change % 15,339 15,644 3,767 3,832 24.6% 24.5% -1.9 -1.7 Change in constant currency(1) % -2.7 -2.7 Share of associates’ pre-tax profits(2) 2,136 1,798 18.8 21.4 EBIT (before associates’ contributions(2)) 3,181 1,045 2,945 1,147 8.0 -8.9 9.3 -9.6 Underlying net profit(3) 1,923 1,733 11.0 12.7 Underlying earnings per share (S cents)(3) 11.7 10.6 10.0 11.7 Exceptional items (post-tax)(4) 25 (1,179) nm nm Net profit 1,949 554 251.9 258.1 Basic earnings per share (S cents) 11.8 3.4 249.1 255.3 Share of associates’ post-tax profits(2) 1,525 1,277 19.4 22.1 Excluding Optus’ NBN migration revenue and Jobs Support Scheme credits(5) Operating revenue EBITDA 15,269 15,336 3,693 3,417 -0.4 8.1 -1.2 7.1 EBIT (before associates’ contributions(2)) 971 732 32.7 32.1 “Associate” refers to an associate and/or a joint venture under SFRS(I). “nm” denotes not meaningful. Notes: (1) Assuming constant exchange rates for the Australian Dollar, United States Dollar and/or regional currencies (Indian Rupee, Indonesian Rupiah, Philippine Peso and Thai Baht) from the previous year ended 31 March 2021 (FY2021). Excluded the Group’s share of the associates’ significant one-off items which have been classified as exceptional items of the Group. (2) (3) Underlying net profit refers to net profit before exceptional items. (4) Included the Group’s share of associates’ net exceptional gains of S$110 million in FY2022 (FY2021: S$670 million of net losses). (5) Excluded Optus’ NBN migration revenue of A$69 million (FY2021: A$317 million) and Jobs Support Scheme credits from the Singapore government of S$4 million in FY2022 (FY2021: S$107 million). 90 Singapore Telecommunications Limited | Annual Report 2022 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 77% (FY2021: 77%) and 81% (FY2021: 78%) of the Group’s proportionate revenue and EBITDA respectively. The Group’s combined mobile customer base reached 779 million, up 35 million from a year ago across Optus and the regional associates. The Group’s financial position remains solid. In FY2022, the Group raised more than S$2 billion from capital recycling mainly from the partial divestment of ATN. With an increase in cash and bank balances boosted by cash inflows from divestments, net debt reduced to S$10.1 billion from S$12.4 billion a year ago. Free cash flow for FY2022 declined 9.2% to S$3.08 billion on lower operating cash flow attributable to working capital movements and higher tax payments, partially offset by higher dividends from associates. The Group’s net profit for FY2022 grew two and a half times to S$1.95 billion primarily due to a net exceptional gain from the divestment of its 70% equity stake in Australia Tower Network Pty Ltd (“ATN”) compared to a net exceptional loss in FY2021. Underlying net profit improved 11% to S$1.92 billion, mainly lifted by Airtel’s resilient turnaround. Operating revenue fell 1.9% to S$15.34 billion while EBITDA was down 1.7% to S$3.77 billion, reflecting lower National Broadband Network (“NBN”) migration revenue, the continued impact of COVID-19 and challenges in the carriage business. Excluding NBN migration revenue and Jobs Support Scheme (“JSS”) credits, operating revenue was stable, with EBITDA and EBIT (before associates) growing 8.1% and 33% respectively, driven by strong growth in mobile service in Australia. This improved set of results underscored the Group’s resilience despite the pandemic’s challenges and the uncertain macro environment. The associates’ post-tax profit contributions grew a strong 19%. This was driven by Airtel’s double-digit increases in operating revenue and EBITDA as it staged a sturdy recovery in India and saw sustained growth in its African operations. Both Telkomsel and Globe delivered stable post- tax profit contributions with revenue growth from data and digital services which were partly offset by higher depreciation charges. AIS’ earnings declined on higher depreciation and amortisation charges from network and spectrum investments. 91 OVERVIEWPERFORMANCEBUSINESS REVIEWSFINANCIALSADDITIONAL INFORMATIONGOVERNANCE AND SUSTAINABILITYMANAGEMENT DISCUSSION AND ANALYSIS Business Segment Financial Year ended 31 March 2022 S$ million 2021(1) S$ million Change % Change in constant currency(2) % Operating revenue Australia Consumer Singapore Consumer Group Enterprise(3) NCS-originated Singtel-originated(4) NCS(3) Trustwave(3) Amobee(5) Less: Intercompany eliminations(6) Group EBITDA Australia Consumer Singapore Consumer Group Enterprise(3) NCS(3) Trustwave(3) Amobee(5) Corporate(7) Less: Intercompany eliminations(6) 6,608 1,764 3,728 2,320 41 2,361 368 922 (412) 6,957 1,833 3,770 2,126 159 2,285 410 906 (517) 15,339 15,644 1,927 582 1,225 302 (116) (4) (141) (8) 1,850 602 1,259 351 (108) 5 (126) * Group 3,767 3,832 EBIT (before associates’ contributions) Australia Consumer Singapore Consumer Group Enterprise(3) NCS(3) Trustwave(3)(8) Amobee(5)(8) Corporate(7) Less: Intercompany eliminations(6) 284 281 654 214 (145) (70) (161) (11) 292 320 660 258 (166) (82) (134) (2) -5.0 -3.8 -1.1 9.1 -74.1 3.3 -10.1 1.8 -20.2 -1.9 4.2 -3.3 -2.7 -14.0 7.1 nm 11.2 nm -1.7 -2.9 -12.3 -1.0 -16.9 -12.4 -14.3 20.3 366.7 -6.5 -3.8 -1.6 9.1 -74.1 3.3 -10.0 3.2 -20.7 -2.7 2.6 -3.3 -2.9 -14.0 8.7 nm 11.1 nm -2.7 -3.8 -12.3 -0.8 -16.9 -11.3 -15.8 20.2 370.8 Group 1,045 1,147 -8.9 -9.6 “nm” denotes not meaningful and “*” denotes less than +/-S$0.5 million. 92 Singapore Telecommunications Limited | Annual Report 2022 Business Segment (Cont’d) Notes: (1) Segment results have been restated to be consistent with Singtel’s new organisation structure in FY2022. (2) Assuming constant exchange rates for the Australian Dollar and United States Dollar from FY2021. (3) Based on statutory view, which included intercompany transactions within the Singtel Group. (4) Singtel-originated business ceased from 1 October 2021. (5) Amobee has been classified as a ‘subsidiary held for sale’ as of 31 March 2022 and an exceptional non-cash impairment charge of S$310 million was recognised in FY2022 (FY2021: S$589 million). (6) Comprised eliminations of intercompany transactions between Group Enterprise, NCS and Trustwave. (7) Excluding Jobs Support Scheme credits, EBITDA loss would be S$141 million (FY2021: S$139 million) and EBIT loss would be S$161 million (FY2021: S$146 million). (8) With impairment provisions made for acquired intangibles in FY2021, Trustwave’s amortisation of acquired intangibles was nil (FY2021: S$22 million) and Amobee’s amortisation of acquired intangibles was nil (FY2021: S$25 million). NCS NCS saw greater demand for digital services as both the public and enterprise sectors accelerated their digital transformation. NCS- originated revenue was up a record 9.1% and EBITDA increased 4.2%, excluding JSS credits. Overall operating revenue was up 3.3% and EBITDA rose 1.3%, excluding JSS credits. NCS also successfully diversified its revenue streams, with Digital, Cloud, Platforms and Cyber revenue now contributing 49% of total operating revenue, up from 41% last year. With its global business revenue exceeding S$100 million and bookings for the year of S$2.5 billion, NCS will continue to execute on strengthening its digital government and NEXT capabilities, expediting enterprise sector growth, and expanding beyond Singapore. Australia Consumer Australia Consumer continued to make significant progress in delivering its strategy despite COVID-19 disruptions, equipment shortages and slow recovery of international travel. NBN migration revenue of A$69 million was significantly lower than A$317 million in FY2021 as migrations neared completion. Excluding NBN migration revenue, operating revenue declined 3.1% primarily from cessation of handset leasing and lower equipment sales amid continued global supply shortages and the impact of lockdowns on retail footfall. However, EBITDA grew 19% while EBIT rose strongly due to growth in mobile service revenue. Mobile service revenue grew 6.7%, driven by higher postpaid revenue from increased penetration of Optus Choice plans and a full year’s contribution from amaysim which was acquired in February 2021. The postpaid customer base(1) grew by 165,000 or 2.9%, and prepaid customer base increased by 109,000 or 3.7%, from a year ago. Singapore Consumer Mobile service revenue was up 1.3% as the mobile segment saw signs of a nascent recovery with the easing of travel restrictions and increase in 5G adoption. The growth was despite a decline in prepaid mobile revenue due to a smaller population of foreign workers and intense market competition. Fixed broadband revenue was up 4.9% from increased take-up of higher speed fibre plans driven by flexi-work arrangements. The increases were offset by the reduction in mobile equipment sales, TV and fixed voice revenues. Consequently, operating revenue slipped 3.8% from FY2021. The number of postpaid customers(1) grew by 63,000 or 2.3%, while the prepaid customer base shrank by 62,000 or 4.6%, from a year ago. Excluding JSS credits which fell steeply to S$2 million from S$28 million in FY2021, EBITDA grew 1.1% while EBIT fell 4.6% after including higher depreciation charges from investments in 5G mobile network expansion and IT systems. Group Enterprise ICT revenue grew a strong 5.0%, led by robust demand for data centre and cyber security services despite the global chip shortage and COVID-19 restrictions. Carriage revenue, however, fell 3.4% mainly due to lower voice, as well as decline in equipment sales from continued supply shortages of certain premium handsets and increased popularity of SIM-only plans. Data and internet revenue also slipped due to competitive pricing pressure and lower volumes as businesses consolidated their networks but this was partly offset by higher demand for unified communications and software defined wide area network. As a result, overall operating revenue fell 1.1%. With lower operating revenue and higher mix of lower margin products and services, EBITDA declined 2.7%. EBIT was stable on lower depreciation charges. (1) Included Enterprise mobile customers. 93 OVERVIEWPERFORMANCEBUSINESS REVIEWSFINANCIALSADDITIONAL INFORMATIONGOVERNANCE AND SUSTAINABILITYMANAGEMENT DISCUSSION AND ANALYSIS Associates(1) Financial Year ended 31 March 2022 S$ million 2021 S$ million Change % Change in constant currency(2) % Group’s share of associates’ pre-tax profits(3) 2,136 1,798 18.8 21.4 Share of post-tax profits Telkomsel(3) AIS Intouch(4) - operating results - amortisation of acquired intangibles Globe(3) Airtel(3) - ordinary results (India and South Asia) - ordinary results (Africa) - associates Bharti Telecom Limited (BTL) Regional associates Other associates(5) 707 256 93 (17) 76 233 60 144 (1) 203 (6) 198 708 280 101 (22) 79 235 (117) 72 (25) (70) (28) (98) 1,470 1,204 -0.1 -8.7 -7.9 -23.8 -3.4 -1.0 nm 100.3 -98.0 nm -80.6 nm 22.0 55 73 -23.7 Group’s share of associates’ post-tax profits(3) 1,525 1,277 19.4 “Associate” refers to an associate and/or a joint venture under SFRS(I). “nm” denotes not meaningful. Notes: (1) Based on Singapore Financial Reporting Standards (International). 0.1 -2.7 -1.9 -18.9 3.0 2.4 nm 78.3 -98.0 nm -82.2 nm 24.9 -23.7 22.1 (2) Assuming constant exchange rates for the regional currencies (Indian Rupee, Indonesian Rupiah, Philippine Peso and Thai Baht) from FY2021. (3) Excluded the share of the associates’ exceptional items which have been classified as exceptional items of the Group. Singtel held an equity interest of 21.2% in Intouch as at 31 March 2022, which has an equity interest of 40.4% in AIS. Included the share of results of Singapore Post Limited, NetLink NBN Trust, APT Satellite International Company Limited, Australia Tower Network Pty Ltd and GXS Bank Pte. Ltd. (4) (5) 94 Singapore Telecommunications Limited | Annual Report 2022 Market share, 31 March 2022(2) Market share, 31 March 2021(2) Market position(2) Mobile customers ('000) - Aggregate - Proportionate Growth in mobile customers (%)(4) Notes: Telkomsel AIS Globe Airtel(1) 53.6% 58.7%(3) #1 46.0% 46.0% #1 55.4% 52.6% #1 31.6% 29.8% #2 174,956 61,234 6.2% 44,623 10,404 4.3% 87,428 40,990 9.6% 457,399 132,269 3.4% (1) Market share and market position pertained to India market only. (2) Based on number of mobile customers. Excluded Hutchison 3 Indonesia’s mobile customer base in the calculation of market share. (3) (4) Compared against 31 March 2021 and based on aggregate mobile customers. Telkomsel’s operating revenue rose 2% despite dampened consumer spending, intense data price competition and mobile data traffic being offloaded to WiFi as a result of COVID-related lockdowns. The increase in data and digital services was partly offset by accelerated declines in legacy voice and SMS services. EBITDA was stable as operating expenses increased to support digital services growth. Including higher depreciation charges arising from a sale and leaseback of telecommunication towers and equity accounted losses from its fintech associate, the Group’s share of Telkomsel’s underlying post-tax profit was flat from FY2021. AIS’ service revenue (excluding interconnect and equipment) increased 3% on the back of strong demand for fixed broadband and enterprise services (excluding mobile) driven by the growing adoption of digital solutions such as Cloud and ICT. Mobile revenue, however, was stable due to weak consumer spending amid a resurgence of COVID-19 and aggressive market competition. EBITDA improved 2% on growth in service revenue which was partly offset by higher network and operating costs. Overall, AIS’ post-tax profit contribution was down 8.7% due to higher amortisation charges mainly from its new 5G spectrum and expiry of some tax incentives. Intouch’s post-tax profit contribution declined 3.4% mainly on lower contribution from AIS and a weaker Thai Baht. The decline was partially offset by lower amortisation of acquired intangibles as certain intangibles were fully amortised during the year. Globe’s service revenue grew 4%, reflecting the increase in data revenue from higher demand for mobile and enterprise services, as well as robust growth in non-telco revenue streams with Globe’s strategic shift to becoming a digital service platform. EBITDA was up 7% with the improved revenue. Including higher depreciation and finance charges which were partly mitigated by equity accounted profit of its associates compared to a loss in FY2021, Globe’s pre- tax profit was lower. With the reduction in corporate tax rate from 30% to 25% from March 2021, the Group’s share of Globe’s post-tax profit for the year was stable. Airtel delivered double-digit increases in operating revenue and EBITDA as it staged a sturdy recovery in India and saw sustained growth in its African operations. Airtel’s mobile revenue in India jumped 14% led by tariff revisions, increase in data usage and strong 4G customer additions during the year. The number of 4G customers was up 12% from a year ago, crossing the 200 million mark as of end March 2022. Both the business and home segments continued their strong sales momentum and recorded double-digit growth in operating revenues. Overall operating revenue from India and South Asia surged 13% and EBITDA rose a strong 25%. Including higher depreciation and amortisation charges, the Group’s share of Airtel’s net profit was S$60 million, compared to net loss of S$117 million in FY2021. Airtel Africa continued its growth momentum and delivered strong double-digit increases in underlying operating revenue(2) and EBITDA(2) of 21% and 29% respectively, driven by improvement across all regions and key services. Voice revenue was higher due to customer and ARPU growth, while data revenue grew with increased penetration and usage, particularly in 4G. Revenue from Airtel Money also increased despite being affected by the additional levies imposed in Tanzania. Including higher depreciation and amortisation charges from increased investments in mobile network, the Group’s share of Airtel Africa’s net profit doubled to S$144 million. With improved performances across India and Africa, as well as a lower net loss of S$6 million (FY2021: S$28 million) from BTL, the Group’s share of underlying net profit of Airtel group and BTL amounted to S$198 million, marking a strong turnaround from the S$98 million share of net loss in FY2021. (2) Excluded one-time revenue of US$20 million relating to a settlement in Niger last year. 95 OVERVIEWPERFORMANCEBUSINESS REVIEWSFINANCIALSADDITIONAL INFORMATIONGOVERNANCE AND SUSTAINABILITYMANAGEMENT DISCUSSION AND ANALYSIS Cash Flow Net cash inflow from operating activities Net cash outflow for investing activities Net cash outflow for financing activities Net change in cash balance Exchange effects on cash balance Cash balance at beginning of year Financial Year ended 31 March 2022 S$ million 2021 S$ million Change % 5,298 (644) (3,266) 1,387 21 741 5,609 (2,666) (3,190) (247) (2) 990 -5.5 -75.8 2.4 nm nm -25.2 Cash balance at end of year 2,149 741 190.2 Optus Singtel and other subsidiaries Group cash capital expenditure Optus (A$ million) Optus Singtel and other subsidiaries Associates (net dividends after withholding tax) Group free cash flow Optus (A$ million) 1,578 640 2,217 1,568 767 858 1,456 3,081 776 1,458 756 2,214 1,495 780 1,324 1,290 3,395 778 8.2 -15.4 0.1 4.9 -1.7 -35.2 12.8 -9.2 -0.1 Cash capital expenditure as a percentage of operating revenue 14% 14% “nm” denotes not meaningful”. Net cash inflow from operating activities declined 5.5% to S$5.30 billion due to working capital movements and higher tax payments, partially mitigated by higher dividends from the associates mainly from Telkomsel. The Group’s free cash flow declined 9.2% to S$3.08 billion on lower operating cash flow and stable capital expenditure. The investing cash outflow was S$644 million. Cash received from divestments comprised mainly S$1.85 billion from the sale of the Group’s 70% stake in ATN, S$149 million from the sale of the Group’s 1.6% stake in Airtel Africa and S$79 million as partial payment from the sale of Trustwave’s payment card industry compliance business. Other investing cash outflows comprised mainly payments for the following: (a) Capital expenditure of S$2.22 billion, comprising S$1.58 billion (A$1.57 billion) for Optus and S$640 million for the rest of the Group. In Optus, capital investments in mobile including 5G network amounted to A$981 million, with the balance in fixed and other expenditure. The other major capital investments for the rest of the Group included S$197 million for mobile including 5G network, and the balance for fixed and other expenditure. (b) First instalment for the subscription of Airtel’s rights issue of S$138 million. (c) NCS’ acquisition of 100% stake in ClayOPs Pte. Ltd., Riley Solutions Pty Limited and Velocity Business Solutions Limited, and 60% equity stake in Eighty20 Solutions Pty Ltd, for aggregate consideration of S$70 million. (d) Acquisition of 16% stake in Indonesian Bank, PT Bank Fama International, for S$48 million. (e) Acquisition of spectrum in Singapore and Australia of S$65 million and S$79 million (A$77 million) respectively. Net cash outflow for financing activities amounted to S$3.27 billion. Major cash outflows included net decrease in borrowings of S$2.71 billion, net interest payments of S$393 million, as well as payments of S$396 million for final dividends relating to FY2021 and S$743 million for interim dividends relating to FY2022. The cash outflows were partially offset by proceeds from the issuance of perpetual securities (net of costs) of S$997 million. 96 Singapore Telecommunications Limited | Annual Report 2022 Summary Statements of Financial Position Current assets Non-current assets Total assets Current liabilities Non-current liabilities Total liabilities Net assets Share capital Retained earnings Currency translation reserve(1) Other reserves Equity attributable to shareholders Perpetual securities Non-controlling interests and other reserve Total equity Note: As at 31 March 2022 S$ million 2021 S$ million 8,130 41,001 6,532 41,466 49,131 47,998 9,055 11,967 9,137 12,350 21,022 21,487 28,109 26,511 4,573 25,076 (2,151) (386) 27,112 1,013 (15) 4,574 24,252 (1,689) (651) 26,486 - 26 28,109 26,511 (1) ‘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. The Group’s financial position remains solid. Total assets increased from a year ago as cash and bank balances were boosted by cash inflows from divestments (see pg 96). Total liabilities decreased mainly on reduction in borrowings. Currency translation losses increased mainly due to the weaker Australian Dollar, Indian Rupee and Thai Baht against the Singapore Dollar from a year ago when translating the Group’s investments in Optus, Airtel, AIS and Intouch. The Group issued S$1.0 billion of subordinated perpetual securities at 3.30% per annum in April 2021. 97 OVERVIEWPERFORMANCEBUSINESS REVIEWSFINANCIALSADDITIONAL INFORMATIONGOVERNANCE AND SUSTAINABILITYMANAGEMENT DISCUSSION AND ANALYSIS Capital Management And Dividend Policy Gross debt (S$ million) Net debt (1) (S$ million) 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) Notes: Financial Year ended 31 March 2022 12,210 10,080 26.4 1.71 14.8 2021 13,119 12,365 31.8 2.20 14.3 (1) Net debt is defined as gross debt adjusted for related hedging balances less cash and bank 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 non-controlling interests. Interest cover refers to the ratio of EBITDA and share of associates’ pre-tax profits to net interest expense. (3) Singtel is committed to a sustainable dividend policy in line with earnings and cash flow generation. Barring unforeseen circumstances, it plans to pay dividends at between 60% and 80% of underlying net profit. This policy will be reviewed regularly to reflect the progress of the Group’s transformation. Singtel is also committed to an optimal capital structure, which enables investments for growth, while maintaining financial flexibility and investment-grade credit ratings. As at 31 March 2022, the Group’s net debt was S$10.1 billion, a decline of S$2.3 billion from a year ago. The decline was largely driven by cash inflows from divestments (refer to page 96). The Group also issued S$1.0 billion subordinated perpetual securities in April 2021, which is classified and presented as equity. Correspondingly, net debt gearing ratio fell to 26.4% from 31.8% a year ago. The Group has one of the strongest credit ratings among telecommunication companies in the Asia Pacific region and continues to maintain a healthy capital structure. Singtel is currently rated A1 by Moody’s and A by S&P Global Ratings. In April 2022, the Group obtained a A$1.4 billion sustainability-linked revolving credit facility for general corporate purposes and refinancing of existing facilities. For the financial year ended 31 March 2022, the total ordinary dividend payout is 9.3 cents per share or 80% of underlying net profit. This comprises interim dividend of 4.5 cents and, subject to shareholders’ approval, a final dividend of 4.8 cents. 98 Singapore Telecommunications Limited | Annual Report 2022 TABLE OF CONTENTS Financials 100 Directors’ Statement 110 Independent Auditors’ Report 116 Consolidated Income Statement 117 Consolidated Statement of Comprehensive Income 118 Statements of Financial Position 120 Statements of Changes in Equity 124 Consolidated Statement of Cash Flows 127 Notes to the Financial Statements Additional Information 216 Interested Person Transactions 217 Further Information on Board of Directors 220 Additional Information on Directors Seeking Re-election 234 Further Information on Management Committee 237 Key Awards and Accolades 239 Shareholder Information 241 Corporate Information 242 Contact Points 99 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONDIRECTORS’ STATEMENT For the financial year ended 31 March 2022 The Directors present their statement 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 2022. 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 116 to 215 are drawn up so as to give a true and fair view of the financial position of the Group and of the Company as at 31 March 2022, and the financial performance, changes in equity and cash flows of the Group and changes in equity of the Company for the financial year ended on that date; 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. 1. DIRECTORS The Directors of the Company in office at the date of this statement are – Lee Theng Kiat (Chairman) Yuen Kuan Moon (Group Chief Executive Officer) John Lindsay Arthur (appointed on 1 January 2022) Gautam Banerjee Venkataraman Vishnampet Ganesan Bradley Joseph Horowitz Gail Patricia Kelly Lim Swee Say (appointed on 1 June 2021) Christina Hon Kwee Fong (Christina Ong) Rajeev Suri Teo Swee Lian Wee Siew Kim Yong Hsin Yue (appointed on 1 January 2022) Low Check Kian, who served during the financial year, stepped down as a Director of the Company following the conclusion of the Annual General Meeting on 30 July 2021. 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 2012 (the “Singtel PSP 2012”) and share options granted by Amobee Group Pte. Ltd. (“Amobee”). 100 Singapore Telecommunications Limited | Annual Report 2022 DIRECTORS’ STATEMENT For the financial year ended 31 March 2022 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 Companies Act 1967 were as follows – Holdings registered in the name of Director or nominee Holdings in which Director is deemed to have an interest At 1 April 2021 or date of appointment, if later At 31 March 2022 At 1 April 2021 or date of appointment, if later At 31 March 2022 The Company Singapore Telecommunications Limited (Ordinary shares) Lee Theng Kiat Yuen Kuan Moon John Lindsay Arthur Gautam Banerjee Bradley Joseph Horowitz Gail Patricia Kelly Lim Swee Say Christina Ong Rajeev Suri Teo Swee Lian Wee Siew Kim Yong Hsin Yue (American Depositary Shares) Venkataraman Vishnampet Ganesan Subsidiary Corporations Amobee Group Pte. Ltd. (Options to subscribe for ordinary shares) Venkataraman Vishnampet Ganesan Related Corporations – 1,344,390 – – – – 1,490 – – 1,550 532,378(3) 1,360 – 1,188,137 – – – – 1,490 – – 1,550 501,838 1,360 3,341.45(4) 3,341.45 3,904,242 831,087 Ascendas Funds Management (S) Limited (Unit holdings in Ascendas Real Estate Investment Trust) Yuen Kuan Moon Gautam Banerjee Lim Swee Say Wee Siew Kim Ascendas Property Fund Trustee Pte. Ltd. (Unit holdings in Ascendas India Trust) Gautam Banerjee 2,600(5) 20,000 16,000 75,300 2,600 20,000 – 10,480 120,000 120,000 – 5,617,191(1) – – – – – – – – 190(2) – – 1,719,443 – – – – 1,360 – – – 190 – – – – – – – – – – – – – – – 101 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONDIRECTORS’ STATEMENT For the financial year ended 31 March 2022 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 1 April 2021 or date of appointment, if later At 1 April 2021 or date of appointment, if later At 31 March 2022 At 31 March 2022 Ascott Residence Trust Management Limited (Unit holdings in Ascott Residence Trust) Yuen Kuan Moon Lim Swee Say CapitaLand China Trust Management Limited (Unit holdings in CapitaLand China Trust) Wee Siew Kim 14,042(5) 2,500 14,042 2,500 – – 170,000 – – CapitaLand Integrated Commercial Trust Management Limited (Unit holdings in CapitaLand Integrated Commercial Trust) Yuen Kuan Moon Gautam Banerjee Lim Swee Say Teo Swee Lian 70,992(5) 120,000 24,000 20,152 70,992 120,000 – 9,352 Mapletree Commercial Trust Management Ltd. (Unit holdings in Mapletree Commercial Trust) Wee Siew Kim Mapletree Industrial Trust Management Ltd. (Unit holdings in Mapletree Industrial Trust) Yuen Kuan Moon Lim Swee Say Christina Ong Wee Siew Kim Mapletree Logistics Trust Management Ltd. (Unit holdings in Mapletree Logistics Trust) Christina Ong Mapletree North Asia Commercial Trust Management Ltd. (Unit holdings in Mapletree North Asia Commercial Trust) Lim Swee Say 45,312 45,312 10,000(5) 16,000 37,700 75,433 10,000 – – – 125,100 25,000 – – – – – – – – – – – – – – – – – – – – – – – – – – – 102 Singapore Telecommunications Limited | Annual Report 2022 DIRECTORS’ STATEMENT For the financial year ended 31 March 2022 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 1 April 2021 or date of appointment, if later At 1 April 2021 or date of appointment, if later At 31 March 2022 At 31 March 2022 Mapletree Real Estate Advisors Pte. Ltd. (Unit holdings in Mapletree Europe Income Trust) Christina Ong (Unit holdings in Mapletree US & EU Logistics Private Trust) Christina Ong 394(6) 394 185 (USD) 185 (EUR) 185 (USD) 185 (EUR) (Unit holdings in Mapletree US Income Commercial Trust) Christina Ong (Unit holdings in Mapletree US Logistics Private Trust) Christina Ong 453 179 – – Singapore Airlines Limited (Ordinary shares) Gautam Banerjee Lim Swee Say Singapore Technologies Engineering Limited (Ordinary shares) Christina Ong StarHub Ltd (Ordinary shares) Wee Siew Kim Notes: 44,850 10,000 36,550 10,000 1 1 72,600 72,600 – – – – – – – – – – – – – – – – – – (1) Mr Yuen Kuan Moon’s deemed interest of 5,617,191 shares included: (a) 6,360 ordinary shares held by Mr Yuen’s spouse; and (b) An aggregate of up to 5,610,831 ordinary shares in Singtel awarded to Mr Yuen pursuant to the Singtel PSP 2012, subject to certain performance criteria being met and other terms and conditions. Depending on the extent of the satisfaction of the relevant minimum performance criteria, up to an aggregate of 8,226,427 ordinary shares may be released pursuant to the conditional awards granted. (2) Held by Director’s spouse. (3) 228,278 ordinary shares held in the name of UBS AG and 304,100 ordinary shares held in the name of Bank of Singapore. (4) 1 American Depositary Share represents 10 ordinary shares in Singtel. (5) Held in the name of DBS Nominees (Private) Limited. (6) Each stapled security comprises one unit in Mapletree Windsor Trust and one unit in Mapletree Matterhorn Trust. 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 or date of appointment, if later, and 21 April 2022. 103 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONDIRECTORS’ STATEMENT For the financial year ended 31 March 2022 4. PERFORMANCE SHARES The Executive Resource and Compensation Committee (“ERCC”) is responsible for administering the Singtel PSP 2012. At the date of this statement, the members of the ERCC are Gail Kelly (Chairman of the ERCC), Lee Theng Kiat, Rajeev Suri and Teo Swee Lian. At the Extraordinary General Meeting held on 27 July 2012, the shareholders approved the adoption of the Singtel PSP 2012. The duration of the Singtel PSP 2012 is 10 years from 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. At the 29th Annual General Meeting held on 30 July 2021, the shareholders approved the extension of the duration of the Singtel PSP 2012 for a further period of 10 years from 27 July 2022 up to 26 July 2032 (both dates inclusive). The participants of the Singtel PSP 2012 will receive fully paid Singtel shares free of charge, provided that certain prescribed performance targets or vesting conditions 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 to three years. The number of Singtel shares that will vest for 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 or vesting conditions. From 2021 Restricted Share Award, vesting would be on time-based schedule, with equal vesting over three years. A separate One-Off Long-Term Incentive Award with 5-year performance period was granted to the Management Committee in 2021. Awards comprising an aggregate of 152.0 million shares have been granted under the Singtel PSP 2012 from its commencement to 31 March 2022. 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 (Restricted Share Awards) For Group Chief Executive Officer (Yuen Kuan Moon) 19.06.18 20.06.19 23.06.20 23.06.21 For former Group Chief Executive Officer (Chua Sock Koong) 19.06.18 20.06.19 23.06.20 23.06.21 Balance as at 1 April 2021 (’000) Share awards granted (’000) Share awards vested (’000) Share awards cancelled (’000) Balance as at 31 March 2022 (’000) 96 122 148 – 366 198 202 230 – 630 – – – 171 171 – – – 199 199 (96) (61) – – (157) (198) (101) – – (299) – – – – – – – – – – – 61 148 171 380 – 101 230 199 530 104 Singapore Telecommunications Limited | Annual Report 2022 DIRECTORS’ STATEMENT For the financial year ended 31 March 2022 4. PERFORMANCE SHARES (Cont’d) Date of grant For other staff 19.06.18 21.09.18 18.12.18 21.03.19 20.06.19 23.09.19 03.01.20 30.03.20 23.06.20 21.09.20 21.12.20 23.03.21 23.06.21 29.09.21 07.01.22 23.03.22 Balance as at 1 April 2021 (’000) Share awards granted (’000) 3,442 23 38 65 6,941 53 129 25 9,074 31 123 34 – – – – 19,978 – – – – – – – – – – – – 12,072 268 79 78 12,497 Share awards vested (’000) (3,412) (23) (38) (65) (3,518) (26) (60) (12) (106) – – – (43) – – – (7,303) Share awards cancelled (’000) Balance as at 31 March 2022 (’000) (30) – – – (278) (10) (10) – (954) (11) (25) – (1,171) – – (45) (2,534) – – – – 3,145 17 59 13 8,014 20 98 34 10,858 268 79 33 22,638 Sub-total 20,974 12,867 (7,759) (2,534) 23,548 Performance shares (Performance Share Awards) For Group Chief Executive Officer (Yuen Kuan Moon) 19.06.18 20.06.19 23.06.20 For former Group Chief Executive Officer (Chua Sock Koong) 19.06.18 20.06.19 23.06.20 23.06.21 305 516 527 1,348 634 860 819 – 2,313 – – – – – – – 677 677 – – – – – – – – – (305) – – (305) (634) – – – (634) – 516 527 1,043 – 860 819 677 2,356 105 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONDIRECTORS’ STATEMENT For the financial year ended 31 March 2022 4. PERFORMANCE SHARES (Cont’d) Date of grant For other staff 19.06.18 21.09.18 18.12.18 20.06.19 23.09.19 03.01.20 30.03.20 23.06.20 21.12.20 23.03.21 23.06.21 29.09.21 23.03.22 Performance shares (One-Off Long-Term Incentive Award) For Group Chief Executive Officer (Yuen Kuan Moon) 23.06.21 For other staff 23.03.21 Sub-total Total Balance as at 1 April 2021 (’000) Share awards granted (’000) Share awards vested (’000) Share awards cancelled (’000) Balance as at 31 March 2022 (’000) 2,848 8 12 4,475 18 101 10 4,461 26 19 – – – 11,978 – – – – – – – – – – 3,843 224 26 4,093 – – – – – 4,188 4,188 12,622 12,622 16,810 – – – – – – – (3) – – (2) – – (5) (5) – – – – – (2,848) (8) (12) (218) (7) – – (207) – – (123) – (26) (3,449) – – – 4,257 11 101 10 4,251 26 19 3,718 224 – 12,617 (4,388) 16,016 – – (1,047) (1,047) (1,047) 4,188 4,188 11,575 11,575 15,763 55,327 Sub-total 15,639 4,770 36,613 34,447 (7,764) (7,969) During the financial year, awards in respect of an aggregate of 7.8 million shares granted under the Singtel PSP 2012 were vested. The awards were satisfied by the delivery of existing shares purchased from the market as permitted under the Singtel PSP 2012. As at 31 March 2022, no participant (other than Ms. Chua Sock Koong) has received shares pursuant to the vesting of awards granted under the Singtel PSP 2012 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 2012; and (ii) the total number of existing shares purchased for delivery of awards released under the Singtel PSP 2012. 106 Singapore Telecommunications Limited | Annual Report 2022 DIRECTORS’ STATEMENT For the financial year ended 31 March 2022 5. SHARE OPTION PLANS During the financial year, there were: (a) no options granted by the Company to any person to take up unissued shares of the Company; and (b) no shares issued by virtue of any exercise of options to take up unissued shares of the Company. There were no unissued shares of the Company under option at the end of the financial year. The particulars of the share option plans of subsidiary corporations of the Company are as follows: Amobee Group Pte. Ltd. In April 2015, Amobee, a wholly-owned subsidiary corporation of the Company, implemented the 2015 Long-Term Incentive Plan (“Amobee LTI Plan”). Under the terms of Amobee LTI Plan, options to purchase ordinary shares of Amobee may be granted to employees (including executive directors) and non-executive directors of Amobee and/or any of its subsidiaries. Options are exercisable at a price no less than 100% of the fair value of the ordinary shares of Amobee on the date of grant. From 1 April 2021 to 31 March 2022, options in respect of an aggregate of 295.5 million of ordinary shares in Amobee have been granted to the employees and non-executive directors of Amobee and/or its subsidiaries. As at 31 March 2022, options in respect of an aggregate of 278.9 million of ordinary shares in Amobee are outstanding. The grant dates and exercise prices of the share options are as follows – Date of grant Exercise price For employees 13 April 2015, 14 October 2015 20 January 2016, 10 May 2016, 23 June 2016, 24 August 2016, 19 July 2017, 18 August 2017, 12 September 2017, 25 January 2018 21 August 2018, 25 March 2019 15 August 2019, 29 October 2019 6 August 2021 For non-executive directors 21 August 2018 1 October 2019 6 August 2021 22 October 2021 US$0.54 to US$0.79 US$0.54 US$0.55 to US$0.58 US$0.58 US$0.046 US$0.55 US$0.58 US$0.046 US$0.046 The options granted to employees and non-executive directors expire 10 years and 5 years from the date of grant respectively. During the financial year, 449,737 ordinary shares of Amobee were issued pursuant to the exercise of options granted under the Amobee LTI Plan. The persons to whom the options have been granted do not have the right to participate, by virtue of the options, in any share issue of any other company. Singtel Enterprise Security Pte. Ltd. In August 2020, Singtel Enterprise Security Pte. Ltd. (“SES”), a wholly-owned subsidiary corporation of the Company, implemented the Singtel Enterprise Security Pte. Ltd. 2020 Long-Term Incentive Plan (“SES LTI Plan”). Under the terms of SES LTI Plan, options to purchase ordinary shares of SES may be granted to employees (including executive directors) and non-executive directors of SES and/or any of its subsidiaries, including those of Trustwave Holdings, Inc. Options are exercisable at a price no less than 100% of the fair value of the ordinary shares of SES on the date of grant. 107 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONDIRECTORS’ STATEMENT For the financial year ended 31 March 2022 5. SHARE OPTION PLANS (Cont’d) From 1 April 2021 to 31 March 2022, no options in respect of ordinary shares in SES have been granted to the employees and non- executive directors of SES and/or its subsidiaries. As at 31 March 2022, options in respect of an aggregate of 2.1 million of ordinary shares in SES are outstanding. The grant date and exercise price of the stock options are as follows – Date of grant 1 August 2020 The options granted expire 10 years from the date of grant. Exercise price US$7.39 No ordinary shares of SES were issued during the financial year pursuant to the exercise of options granted under the SES LTI Plan. The persons to whom the options have been granted do not have the right to participate, by virtue of the options, in any share issue of any other company. 6. AUDIT COMMITTEE At the date of this statement, the Audit Committee comprises the following members, all of whom are non-executive and independent – Gautam Banerjee (Chairman of the Audit Committee) John Lindsay Arthur (Appointed on 1 March 2022) Christina Hon Kwee Fong (Christina Ong) Gail Patricia Kelly The Audit Committee carried out its functions in accordance with Section 201B of the Companies Act 1967. In performing its functions, the Committee reviewed the overall scope and results 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 the review of the financial statements of the Company and the Group, the Committee had discussed with management the accounting principles that were applied and their judgement of items that might affect the integrity of the financial statements. 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 management and has been given the resources required for it to discharge its function properly. It also has full discretion to invite any executive officer to attend its meetings. The external and internal auditors have unrestricted access to the Audit Committee. The Committee has nominated KPMG LLP for re-appointment as auditors of the Company at the forthcoming Annual General Meeting. 108 Singapore Telecommunications Limited | Annual Report 2022 DIRECTORS’ STATEMENT For the financial year ended 31 March 2022 7. AUDITORS The auditors, KPMG LLP, have expressed their willingness to accept re-appointment. On behalf of the Directors Lee Theng Kiat Chairman Singapore 26 May 2022 Yuen Kuan Moon Director 109 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONINDEPENDENT AUDITORS’ REPORT Members of Singapore Telecommunications Limited For the financial year ended 31 March 2022 Report on the audit of the financial statements Opinion We have audited the financial statements of Singapore Telecommunications Limited (‘the Company’) and its subsidiaries (‘the Group’), which comprise the consolidated statement of financial position of the Group and the statement of financial position of the Company as at 31 March 2022 and the consolidated income statement, consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows of the Group, and the statement of changes in equity of the Company for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, as set out on pages 116 to 215. In our opinion, the accompanying 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 Companies Act 1967 (‘the Act’) and Singapore Financial Reporting Standards (International) (‘SFRS(I)s’) so as to give a true and fair view of the consolidated financial position of the Group and the financial position of the Company as at 31 March 2022 and of the consolidated financial performance, consolidated changes in equity and consolidated cash flows of the Group and the changes in equity of the Company for the year ended on that date. Basis for opinion We conducted our audit in accordance with Singapore Standards on Auditing (‘SSAs’). Our responsibilities under those standards are further described in the ‘Auditors’ responsibilities for the audit of the financial statements’ section of our report. We are independent of the Group in accordance with the Accounting and Corporate Regulatory Authority Code of Professional Conduct and Ethics for Public Accountants and Accounting Entities (‘ACRA Code’) together with the ethical requirements that are relevant to our audit of the financial statements in Singapore, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ACRA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Revenue recognition The key audit matter For the main Operating Revenues – Mobile Service, Data and Internet and Sale of Equipment, there is an inherent risk around the accuracy and timing of revenue recognition given the complexity of systems and the large volume of data processed, which are also impacted by changing pricing models and the introduction of new products and tariff arrangements. How the matter was addressed in our audit We obtained an understanding of the nature of the various revenue streams and the related revenue recording processes, systems and controls. We have also ascertained that revenue was recognised in accordance with the adopted accounting policies. Our audit approach included controls testing as well as substantive procedures. For our procedures on the design and operating effectiveness of controls over significant IT systems, we involved our IT specialists. 110 Singapore Telecommunications Limited | Annual Report 2022 INDEPENDENT AUDITORS’ REPORT Members of Singapore Telecommunications Limited For the financial year ended 31 March 2022 Revenue recognition (Cont’d) The key audit matter How the matter was addressed in our audit Significant management judgements and estimates are required when accounting for revenue from long-term contracts with respect to the Group’s Infocomm Technology (“ICT”) Operating Revenues. For some of these ICT contracts, estimates are required in determining the completeness and valuation of provisions against contracts that are expected to be loss-making and the recoverability of the contract assets. The accounting policies for revenue recognition are set out in Note 2.23 to the financial statements and the various revenue streams for the Group have been disclosed in Note 4 to the financial statements. In particular, our procedures included: • IT systems: Testing of the design and implementation, and the operating effectiveness of automated controls over the capture of data at the network switches and interfaces between relevant IT applications, measurement and billing of revenue, and the recording of entries in the general ledger. • Manual controls: Testing of the design and implementation, and the operating effectiveness of manual controls over the initiation, authorisation, recording, and processing of revenue transactions. This included evaluating process controls over authorising new price plans and rate changes and the adjustments to the relevant billing systems. We had also tested the access controls and change management controls over the relevant billing systems. • • Testing of contracts in the ICT business for appropriate revenue recognition and provisioning for contracts that were expected to be loss-making. We challenged management’s underlying assumptions in making their judgements on the provisions required, including those relating to the recoverability of contract assets. Assessing the appropriateness of the revenue recognition policies for the products and services offered by the Group in applying SFRS(I) 15 Revenue from Contracts with Customers, which included but was not limited to: – – Assessing the appropriateness of the transaction price and its allocation to performance obligations identified within bundled contracts based on stand-alone selling prices; and Inspection of customer contracts to evaluate whether performance obligations were satisfied over time or at a point in time, and assessed the reasonableness of estimates used in respect to revenue recognition and deferral of revenue. • Testing of manual journal entries recorded in the general ledger relating to revenue recognition. Findings We found that the processes and controls to account for revenue were operating effectively. We found that the key assumptions used and estimates made in regard to revenue recognition were reasonable. 111 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONINDEPENDENT AUDITORS’ REPORT Members of Singapore Telecommunications Limited For the financial year ended 31 March 2022 Impairment assessment of goodwill The key audit matter How the matter was addressed in our audit Goodwill is subject to an annual impairment test or more frequently if there are indications of impairment. We evaluated whether CGUs were appropriately identified by management based on our understanding of the current business structure of the Group. At 31 March 2022, the Group’s statement of financial position includes goodwill amounting to S$9.7 billion, primarily related to the following cash generating units (“CGUs”): We involved our valuation specialists in the overall assessment of the recoverable amounts of the respective CGUs. Singtel Optus Pty Limited: S$8.9 billion Global Cyber Security: S$0.6 billion In particular, our procedures included: The Group performed impairment assessments for each of the CGUs by estimating the recoverable amounts. The recoverable amount is the discounted sum of individually forecasted cash flows for each year over a period of 7 or 10 years and the value of the cash flows for the years thereafter using a long-term growth rate. As the recoverable amounts for the CGUs were assessed to be in excess of the respective carrying amounts, no impairment was determined. Forecasting of future cash flows is a highly judgmental process which requires estimation of revenue growth rates, profit margins, discount rates and future economic conditions. We assessed the reasonableness of the key assumptions used by management in developing the cash flow forecasts and the discount rates used in computing the recoverable amounts, which included but are not limited to: • • Agreeing the cash flow forecasts used in the impairment model to Board approved forecasts and budgets; Considering management’s expectations of the future business developments and corroborated certain information with market data; we also considered planned operational improvements to the businesses and how these plans would impact future cash flows and whether these were appropriately reflected in the cash flow forecasts used; Refer to Note 26 to the financial statements for the impairment assessments. • Challenging the appropriateness of cash flow forecasts used by comparing against historical performance and industry trends. Where relevant, assessing whether budgeted cash flows for prior years were achieved to assess forecasting accuracy; • • Comparing the discount rates and terminal growth rates to observable market data; and Performing a sensitivity analysis of the key assumptions used to determine which reasonable changes to assumptions would change the outcome of the impairment assessment. Findings We found the identification of CGUs to be appropriate. We found the key assumptions and estimates used in determining the recoverable amounts to be within an acceptable range. The recoverable amounts are highly sensitive to interest rate changes. 112 Singapore Telecommunications Limited | Annual Report 2022 INDEPENDENT AUDITORS’ REPORT Members of Singapore Telecommunications Limited For the financial year ended 31 March 2022 Share of joint ventures’ reported contingent liabilities and provision for losses relating to regulatory litigations and tax disputes The key audit matter How the matter was addressed in our audit The Group’s significant joint ventures have a number of on-going disputes and litigations with their local regulators and tax authorities. The Group may be exposed to significant losses as a result of the unfavourable outcome of such disputes. Significant judgement is required by management in assessing the likelihood of the outcome of each matter and whether the risk of loss is remote, possible or probable and whether the matter is considered a contingent liability to be disclosed. Where the risk of loss is probable, management is required to estimate the provision amount based on the expected economic outflow resulting from the disputes and litigations. Please refer to Note 45 to the financial statements for ‘Significant Contingent Liabilities of Associates and Joint Ventures’. Our audit procedures included: • • • Inquiring with management and legal counsel of the joint ventures to understand the process and internal controls relating to the identification and assessment of the disputes and litigations, and recognition of the related liabilities, where appropriate. Reviewing the audit working papers of the auditors of the joint ventures (‘Component Auditors’), in particular their assessment on the regulatory litigations and tax disputes that may have a material impact to the financial statements. Discussing with the Component Auditors on their evaluation of the probability and magnitude of losses relating to the disputes and litigations, and their conclusions reached in accordance with SFRS(I) 1-37 Provisions, Contingent Liabilities and Contingent Assets. Findings We found management’s assessment of the regulatory litigations and tax disputes to be reasonable, and the disclosure of contingent liabilities to be appropriate. The Group’s share of losses relating to the joint ventures’ litigations and disputes were also found to be appropriately recorded. Taxation The key audit matter How the matter was addressed in our audit The Group is exposed to tax disputes with local tax authorities in the jurisdiction it operates in on a regular basis. The assessment of the outcome of such disputes requires significant judgement and could have a material impact on the financial statements. Please refer to Note 12 to the financial statements. Our audit procedures included: • • • Inquiring with management on the tax issues raised by the tax authorities and assessing their impact to the financial statements; Involving our tax specialists in assessing the appropriateness of the accounting treatments of significant tax issues adopted by the Group; and Assessing the reasonableness of management’s position and the accounting impact to the financial statements. Findings We found the position of management and the basis for it to be appropriate. We found the disclosures to the consolidated financial statements to be adequate and appropriate in accordance to SFRS(I) 1-37 Provisions, Contingent Liabilities and Contingent Assets. 113 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONINDEPENDENT AUDITORS’ REPORT Members of Singapore Telecommunications Limited For the financial year ended 31 March 2022 Other information Management is responsible for the other information contained in the annual report. Other information is defined as all information in the annual report other than the financial statements and our auditors’ report thereon. We have not obtained any other information prior to the date of this auditors’ report. The other information is expected to be made available to us after the date of this auditors’ report. Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit, or otherwise appears to be materially misstated. When we read the other information, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and take appropriate actions in accordance with SSAs. Responsibilities of management and directors 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 Act and SFRS(I)s, 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 financial statements and to maintain accountability of assets. In preparing the financial statements, management is responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so. The directors’ responsibilities include overseeing the Group’s financial reporting process. Auditors’ responsibilities for the audit of the financial statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SSAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements. As part of an audit in accordance with SSAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also: • • • • Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal controls. Obtain an understanding of internal controls relevant to the audit 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 Group’s internal controls. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management. Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern. 114 Singapore Telecommunications Limited | Annual Report 2022 INDEPENDENT AUDITORS’ REPORT Members of Singapore Telecommunications Limited For the financial year ended 31 March 2022 Auditors’ responsibilities for the audit of the financial statements (Cont’d) • • Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation. Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion. We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal controls that we identify during our audit. We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless the law or regulations preclude public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. 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 subsidiary corporations incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisions of the Act. The engagement partner on the audit resulting in this independent auditors’ report is Mr Ong Pang Thye. KPMG LLP Public Accountants and Chartered Accountants Singapore 26 May 2022 115 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCONSOLIDATED INCOME STATEMENT For the financial year ended 31 March 2022 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 2022 S$ Mil 2021 S$ Mil 4 5 6 7 8 9 10 11 12 15,339.1 (11,724.8) 153.0 15,644.0 (11,953.9) 141.5 3,767.3 3,831.6 (2,722.5) (2,684.8) 1,044.8 1,146.8 236.4 (604.3) 1,281.2 542.5 1,652.8 606.7 2,934.0 1,149.2 90.9 (403.7) 2.9 (398.1) 2,621.2 754.0 (661.9) (194.1) 1,959.3 559.9 1,948.5 10.8 553.7 6.2 1,959.3 559.9 Earnings per share attributable to shareholders of the Company – basic (cents) – diluted (cents) 13 13 11.80 11.76 3.38 3.38 The accompanying notes on pages 127 to 215 form an integral part of these financial statements. Independent Auditors’ Report – pages 110 to 115. 116 Singapore Telecommunications Limited | Annual Report 2022 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME For the financial year ended 31 March 2022 Profit after tax Other comprehensive (loss)/ income Items that may be reclassified subsequently to income statement: Exchange differences arising from translation of foreign operations and other currency translation differences Reclassification of translation loss to income statement on disposal of subsidiary Reclassification of translation loss to income statement on dilution of interest in joint ventures Cash flow hedges – Fair value changes – Tax effects – Fair value changes transferred to income statement – Tax effects Share of other comprehensive loss of associates and joint ventures Reclassification of share of other comprehensive gain of joint ventures to income statement on dilution of interest in joint ventures Items that will not be reclassified subsequently to income statement: Fair value changes on Fair Value through Other Comprehensive Income ("FVOCI") investments Other comprehensive (loss)/ income, net of tax Total comprehensive income Attributable to: Shareholders of the Company Non-controlling interests The accompanying notes on pages 127 to 215 form an integral part of these financial statements. Independent Auditors’ Report – pages 110 to 115. 2022 S$ Mil 2021 S$ Mil 1,959.3 559.9 (512.7) 705.0 50.2 – – 50.3 29.1 3.6 32.7 (4.1) (7.3) (11.4) (716.3) 95.5 (620.8) 555.0 (88.0) 467.0 21.3 (153.8) (18.4) (283.8) – (55.2) 278.5 132.9 (181.1) 395.4 1,778.2 955.3 1,767.6 10.6 949.1 6.2 1,778.2 955.3 117 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION STATEMENTS OF FINANCIAL POSITION As at 31 March 2022 Current assets Cash and cash equivalents Trade and other receivables Inventories Derivative financial instruments Subsidiary held for sale Non-current assets Property, plant and equipment Right-Of-Use assets Intangible assets Subsidiaries Joint ventures Associates Fair value through other comprehensive income ("FVOCI") investments Derivative financial instruments Deferred tax assets Other assets Total assets Current liabilities Trade and other payables Advance billings Current tax liabilities Borrowings (unsecured) Borrowings (secured) Derivative financial instruments Net deferred gain Subsidiary held for sale Group Company 31 March 31 March 31 March 31 March Notes 2022 S$ Mil 2021 S$ Mil 2022 S$ Mil 2021 S$ Mil 15 16 17 18 19 20 21 22 23 24 25 27 18 12 28 29 30 31 18 33 19 2,130.1 5,245.2 269.7 35.6 449.8 8,130.4 10,892.4 3,358.0 11,977.2 – 10,907.8 2,131.7 807.9 81.6 309.4 534.6 41,000.6 754.7 5,443.7 271.6 62.2 – 6,532.2 11,534.1 2,055.7 13,129.1 – 11,027.9 2,055.8 650.9 23.9 302.1 686.7 41,466.2 62.4 2,529.4 41.5 3.5 – 2,636.8 1,745.1 507.3 – 19,631.3 22.8 24.7 5.1 0.2 – 93.3 22,029.8 126.2 2,163.5 35.6 1.2 – 2,326.5 2,282.7 569.1 – 19,399.9 22.8 24.7 3.3 3.7 – 88.3 22,394.5 49,131.0 47,998.4 24,666.6 24,721.0 5,595.8 805.7 768.9 1,071.8 542.4 16.5 20.8 233.2 9,055.1 5,976.8 808.0 267.8 1,612.3 421.6 29.5 20.8 – 9,136.8 2,282.2 84.0 96.2 – 55.8 1.9 – – 2,520.1 2,388.7 80.3 77.8 – 60.6 4.1 – – 2,611.5 The accompanying notes on pages 127 to 215 form an integral part of these financial statements. Independent Auditors’ Report – pages 110 to 115. 118 Singapore Telecommunications Limited | Annual Report 2022 STATEMENTS OF FINANCIAL POSITION As at 31 March 2022 Non-current liabilities Advance billings Borrowings (unsecured) Borrowings (secured) Derivative financial instruments Net deferred gain 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 Perpetual securities Non-controlling interests Other reserve Total equity Group Company 31 March 31 March 31 March 31 March Notes 2022 S$ Mil 2021 S$ Mil 2022 S$ Mil 2021 S$ Mil 30 31 18 33 12 34 35 36 113.6 7,204.3 3,050.1 434.4 357.3 498.8 308.1 11,966.6 147.8 9,042.4 1,783.2 338.5 367.4 498.9 172.0 12,350.2 70.2 757.6 426.0 102.6 – 236.7 34.5 1,627.6 96.9 799.4 524.0 76.7 – 301.0 22.6 1,820.6 21,021.7 21,487.0 4,147.7 4,432.1 28,109.3 26,511.4 20,518.9 20,288.9 4,573.1 22,538.5 4,573.5 21,912.3 4,573.1 15,945.8 4,573.5 15,715.4 27,111.6 1,012.6 28,124.2 16.6 (31.5) 26,485.8 – 26,485.8 25.6 – 20,518.9 – 20,518.9 – – 20,288.9 – 20,288.9 – – 28,109.3 26,511.4 20,518.9 20,288.9 The accompanying notes on pages 127 to 215 form an integral part of these financial statements. Independent Auditors’ Report – pages 110 to 115. 119 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION                                                                                                                              STATEMENTS OF CHANGES IN EQUITY For the financial year ended 31 March 2022 - n o N l a t o T y t i u q E l i M $ S r e h t O g n i l l o r t n o c ) ( 4 e v r e s e R s t s e r e t n I l i M $ S l i M $ S l a t o T l i M $ S l i M $ S l a u t e p r e P s e i t i r u c e S l i M $ S l i M $ S l t a o T r e h t O ) ( 3 s e v r e s e R y n a p m o C e h t f o l s r e d o h e r a h s o t l e b a t u b i r t t A y c n e r r u C l i M $ S i d e n a t e R i s g n n r a E l e u a V r i a F i g n g d e H n o i t a l s n a r T l a t i p a C y r u s a e r T e r a h S l i M $ S e v r e s e R e v r e s e R ) ( 2 e v r e s e R e v r e s e R ) ( 1 s e r a h S l i M $ S l i M $ S l i M $ S l i M $ S l a t i p a C l i M $ S 2 2 0 2 – p u o r G 4 . 1 1 5 6 2 , – . 6 5 2 8 . 5 8 4 6 2 , – 8 . 5 8 4 , 6 2 ) 9 . 0 2 4 ( 0 . 2 5 2 , 4 2 ) 8 . 5 7 ( ) 9 . 9 7 ( ) 6 . 8 8 6 , 1 ( ) 0 . 2 5 ( ) 5 . 2 2 ( 5 . 3 7 5 , 4 1 2 0 2 l i r p A 1 t a s a e c n a a B l 4 . 7 9 9 ) 8 . 3 1 ( – ) 4 . 6 1 ( ) 0 1 . ( – ) 3 2 . ( . 1 6 3 . 3 4 1 ) 3 0 . ( ) 7 . 3 ( ) 2 . 6 9 3 ( ) 9 . 2 4 7 ( ) 0 7 . ( ) 2 . 7 1 ( ) 9 . 6 2 ( – ) 4 . 0 ( – – – – – – – – – – – – – – – – – ) 5 . 1 3 ( – – – – – – – – – – – – – ) 0 7 . ( 6 . 4 ) 2 . 7 1 ( – – ) 3 . 0 8 1 ( ) 5 . 1 3 ( ) 6 . 9 1 ( . 4 7 9 9 4 . 7 9 9 – ) 8 . 3 1 ( ) 6 . 6 1 ( 8 . 2 – 8 . 1 3 ) 8 . 1 3 ( ) 4 . 6 1 ( ) 0 . 1 ( – ) 3 . 2 ( 1 . 6 3 3 . 4 1 ) 3 . 0 ( ) 7 3 . ( ) 2 . 6 9 3 ( ) 9 . 2 4 7 ( – – – – ) 4 0 . ( ) 2 . 9 2 1 ( – – – – – – – – – – – – – – – ) 4 . 6 1 ( ) 0 . 1 ( ) 3 . 2 ( – 1 . 6 3 3 . 4 1 ) 3 . 0 ( ) 7 . 3 ( – – – – ) 2 . 6 9 3 ( ) 9 . 2 4 7 ( ) 4 . 0 ( 6 . 2 1 0 , 1 ) 8 . 1 4 1 , 1 ( – – – – – – – – – – – – – – – – – – – – 8 . 2 ) 8 . 1 3 ( – – – – – – – – – – – ) 2 . 6 9 3 ( ) 9 . 2 4 7 ( – – – – – – – – – – – – – – – – – 1 . 3 4 – ) 1 . 3 4 ( ) 0 . 5 2 1 , 1 ( ) 1 . 3 4 ( – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – ) 7 . 6 1 ( 1 . 6 3 3 . 4 1 ) 3 . 0 ( ) 7 . 3 ( – – – – – – – – – – ) 4 . 6 1 ( ) 0 . 1 ( ) 3 . 2 ( 7 . 6 1 – – – – – – – – – – – 7 . 9 2 ) 0 . 3 ( – – – – – – – – – – – – – – – – – ) 4 . 0 ( ) 4 . 0 ( 2 . 8 7 7 , 1 – . 6 0 1 . 6 7 6 7 , 1 – 6 . 7 6 7 , 1 ) 4 . 8 1 ( 5 . 8 4 9 , 1 5 . 8 7 2 3 . 1 2 ) 3 . 2 6 4 ( – – – s e i t i r u c e s l t a u e p r e p f o e c n a u s s I ) 6 3 e t o N e e s ( ) s t s o c f o t e n ( l t a u e p r e p n o i d a p n o i t u b i r t s i D ) 6 3 e t o N e e s ( s e i t i r u c e s s e i t i r u c e s l t a u e p r e p d e u r c c A ) 6 3 e t o N e e s ( n o i t u b i r t s i d i s e i r a d i s b u s f o f l a h e b n o y n a p m o C e h t y b d e s a h c r u p s e r a h s e c n a m r o f r e P y b d e s a h c r u p s e r a h s e c n a m r o f r e P y b d e s a h c r u p s e r a h s e c n a m r o f r e P y n a p m o C e h t ) 5 ( t s u r T t n e m y a p d e s a b e r a h s - d e l t t e s - y t i u q E d e t s e v s e r a h s e c n a m r o f r e P r e d n u s e e y o p m e l o t i d a p h s a C y t i u q e o t y t i l i b a i l f o r e f s n a r T s n a p l e r a h s e c n a m r o f r e p y b d e s a h c r u p s e r a h s e c n a m r o f r e P r a e y e h t r o f y t i u q e n i s e g n a h C d e t i m i L t y P t s u p O l t e g n S i ) 7 3 e t o N e e s ( i d a p d n e d i v i d m i r e n t I ) 7 3 e t o N e e s ( i d a p d n e d i v i d l a n i F g n i l l o r t n o c n o n - o t i d a p d n e d i v i D d e t s e v d n a ) ” s u t p O “ ( s t s e r e n t i h t i i w y r a d i s b u s y b n o i t c u d e r l a t i p a C f o l a s o p s i d o t e u d n o i t a c fi i s s a c e R l s t s e r e n t i g n i l l o r t n o c n o n - i y r a d i s b u s a f o n o i t i s i u q c A s t n e m t s e v n i I C O V F s r e h O t e m o c n i / ) s s o l ( e v i s n e h e r p m o c l t a o T r a e y e h t r o f . 3 9 0 1 8 2 , ) 5 . 1 3 ( . 6 6 1 . 2 4 2 1 8 2 , 6 . 2 1 0 , 1 6 . 1 1 1 , 7 2 ) 3 . 9 3 4 ( 5 . 5 7 0 , 5 2 6 . 9 5 1 ) 6 . 8 5 ( ) 9 . 0 5 1 , 2 ( ) 3 . 2 2 ( ) 5 . 5 2 ( 1 . 3 7 5 , 4 2 2 0 2 h c r a M 1 3 t a s a e c n a a B l . s t n e m e a t s t l a i c n a n fi e s e h t f o t r a p l a r g e n t i n a m r o f 5 1 2 o t 7 2 1 s e g a p n o t s e o n g n i y n a p m o c c a e h T . 5 1 1 o t 0 1 1 s e g a p – t r o p e R ’ s r o t i d u A t n e d n e p e d n I 120 Singapore Telecommunications Limited | Annual Report 2022 STATEMENTS OF CHANGES IN EQUITY For the financial year ended 31 March 2022 l a t o T y t i u q E l i M $ S - n o N l i M $ S s t s e r e t n I g n i l l o r t n o c l a t o T l i M $ S r e h t O ) ( 3 s e v r e s e R l i M $ S l i M $ S i d e n a t e R i s g n n r a E l i M $ S e v r e s e R l e u a V r i a F i g n g d e H e v r e s e R l i M $ S ) ( 2 e v r e s e R l i M $ S y c n e r r u C n o i t a l s n a r T l a t i p a C e v r e s e R l i M $ S ) ( 1 s e r a h S l i M $ S y r u s a e r T e r a h S l a t i p a C l i M $ S y n a p m o C e h t f o l s r e d o h e r a h s o t l e b a t u b i r t t A 1 2 0 2 – p u o r G . 0 4 1 8 , 6 2 8 . 4 2 2 . 9 8 7 , 6 2 ) 2 . 4 0 1 ( 3 . 8 4 4 , 5 2 ) 2 . 4 1 2 ( 9 . 3 7 ) 9 . 3 4 4 , 2 ( ) 0 . 7 6 ( ) 0 . 1 3 ( 3 . 7 2 1 , 4 0 2 0 2 l i r p A 1 t a s a e c n a a B l ) 4 . 1 ( ) 4 1 . ( – ) 5 9 . ( 1 . 5 1 . 4 3 ) 4 3 . ( – ) 7 . 9 8 8 ( ) . 5 2 3 8 ( 2 . 6 4 4 – – – – – – – – – – – ) 4 . 1 ( ) 4 1 . ( – ) 5 9 . ( 1 . 5 1 . 4 3 ) 4 3 . ( – ) 7 . 9 8 8 ( ) . 5 2 3 8 ( 2 . 6 4 4 – – ) 4 5 . ( ) 4 . 5 ( – – – – – – – – – – – – – – 3 . 2 2 ) 9 . 7 5 2 1 , ( ) 4 5 . ( ) 5 . 2 5 2 , 1 ( 3 . 2 2 – – – – – – – ) 3 . 2 2 ( ) 7 . 9 8 8 ( ) 5 . 2 3 8 ( – – – – – – – – – – – – – – ) 5 . 5 ( ) 0 . 0 5 7 , 1 ( 5 . 5 5 . 5 – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – ) 8 . 0 2 ( 1 . 5 1 . 4 3 ) 4 . 3 ( – – – – – – ) 4 . 1 ( ) 4 . 1 ( ) 5 . 9 ( 8 . 0 2 – – – – – – – – – – – – – – – – – – – – – 2 . 6 4 4 0 . 5 1 5 . 8 2 . 6 4 4 3 . 5 5 9 2 . 6 1 . 9 4 9 ) . 0 9 3 3 ( 7 . 3 5 5 9 . 2 3 1 ) 8 . 3 5 1 ( 3 . 5 5 7 – – – e h t y b d e s a h c r u p s e r a h s e c n a m r o f r e P y n a p m o C i s e i r a d i s b u s f o f l a h e b n o y n a p m o C e h t y b d e s a h c r u p s e r a h s e c n a m r o f r e P y b d e s a h c r u p s e r a h s e c n a m r o f r e P ) 5 ( t s u r T t n e m y a p d e s a b e r a h s - d e l t t e s - y t i u q E y b d e s a h c r u p s e r a h s e c n a m r o f r e P y t i u q e o t y t i l i b a i l f o r e f s n a r T d e t s e v s e r a h s e c n a m r o f r e P d e t s e v d n a t s u p O f o n o i t u l i d n o d e fi i s s a c e r l l l i w d o o G r a e y e h t r o f y t i u q e n i s e g n a h C ) 7 3 e t o N e e s ( i d a p d n e d i v i d m i r e n t I ) 7 3 e t o N e e s ( i d a p d n e d i v i d l a n i F t e r u n e v t i n o j n i t s e r e n t i y t i u q e d n e d i v i d m i r e n t p i r c S l t e g n S i i r o f e m e h c S d n e d i v i D e h t r e d n u d e u s s i s e r a h S ) 5 3 e t o N e e s ( g n i l l o r t n o c n o n - o t i d a p d n e d i v i D s t s e r e n t i f o l a s o p s i d o t e u d n o i t a c fi i s s a c e R l s t n e m t s e v n i I C O V F ) s s o l ( / e m o c n i e v i s n e h e r p m o c l t a o T r a e y e h t r o f . 4 1 1 5 , 6 2 6 . 5 2 8 . 5 8 4 , 6 2 ) 9 . 0 2 4 ( 0 . 2 5 2 , 4 2 ) 8 . 5 7 ( ) 9 . 9 7 ( ) 6 . 8 8 6 , 1 ( ) 0 . 2 5 ( ) 5 . 2 2 ( 5 . 3 7 5 , 4 1 2 0 2 h c r a M 1 3 t a s a e c n a a B l . s t n e m e a t s t l a i c n a n fi e s e h t f o t r a p l a r g e n t i n a m r o f 5 1 2 o t 7 2 1 s e g a p n o t s e o n g n i y n a p m o c c a e h T . 5 1 1 o t 0 1 1 s e g a p – t r o p e R ’ s r o t i d u A t n e d n e p e d n I 121 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION STATEMENTS OF CHANGES IN EQUITY For the financial year ended 31 March 2022 Company – 2022 Share Capital S$ Mil Treasury Shares(1) S$ Mil Capital Reserve S$ Mil Hedging Reserve S$ Mil Fair Value Reserve S$ Mil Retained Earnings S$ Mil Total Equity S$ Mil Balance as at 1 April 2021 4,573.5 (1.6) 56.4 1.1 – 15,659.5 20,288.9 Changes in equity for the year Performance shares purchased by the Company Performance shares vested Equity-settled share-based payment Transfer of liability to equity Cash paid to employees under performance share plans Contribution to Trust (5) Final dividend paid (see Note 37) Interim dividend paid (see Note 37) Others – – – – – – – – (0.4) (0.4) (16.4) 1.1 – – – – – – – (15.3) – (1.1) 18.7 14.3 (0.3) (1.1) – – – 30.5 – – – – – – – – – – – – – – – – – – – – – – – – (16.4) – 18.7 14.3 – – (396.3) (743.0) – (1,139.3) (0.3) (1.1) (396.3) (743.0) (0.4) (1,124.5) Total comprehensive income for the year – – – 18.4 1.8 1,334.3 1,354.5 Balance as at 31 March 2022 4,573.1 (16.9) 86.9 19.5 1.8 15,854.5 20,518.9 The accompanying notes on pages 127 to 215 form an integral part of these financial statements. Independent Auditors’ Report – pages 110 to 115. 122 Singapore Telecommunications Limited | Annual Report 2022 STATEMENTS OF CHANGES IN EQUITY For the financial year ended 31 March 2022 Company – 2021 Share Capital S$ Mil Treasury Shares(1) S$ Mil Capital Reserve S$ Mil Hedging Reserve S$ Mil Fair Value Reserve S$ Mil Retained Earnings S$ Mil Total Equity S$ Mil Balance as at 1 April 2020 4,127.3 (1.6) 49.1 30.2 0.7 16,161.0 20,366.7 Changes in equity for the year Performance shares purchased by the Company Performance shares vested Equity-settled share-based payment Transfer of liability to equity Contribution to Trust (5) Final dividend paid (see Note 37) Interim dividend paid (see Note 37) Shares issued under the Singtel Scrip Dividend Scheme for interim dividend (see Note 35) Total comprehensive (loss)/ income for the year – – – – – – – 446.2 446.2 – (1.4) 1.4 – – – – – – – – – (1.4) 11.0 5.1 (7.4) – – – 7.3 – – – – – – – – – – – – – – – – – – – – – (889.9) (832.8) (1.4) – 11.0 5.1 (7.4) (889.9) (832.8) – – – (1,722.7) 446.2 (1,269.2) – (29.1) (0.7) 1,221.2 1,191.4 Balance as at 31 March 2021 4,573.5 (1.6) 56.4 1.1 – 15,659.5 20,288.9 Notes: (1) (2) (3) (4) ‘Treasury Shares’ are accounted for in accordance with Singapore Financial Reporting Standards (International) (“SFRS(I)”) 1-32, Financial Instruments: Presentation. ‘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. ‘Other Reserves’ relate mainly to goodwill on acquisitions completed prior to 1 April 2001 and the share of other comprehensive income or loss of the associates and joint ventures. This amount relates to a reserve for an obligation arising from a put option written with the non-controlling shareholder of a subsidiary. (5) DBS Trustee Limited (the “Trust”) is the trustee of a trust established to administer the performance share plans. The accompanying notes on pages 127 to 215 form an integral part of these financial statements. Independent Auditors’ Report – pages 110 to 115. 123 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCONSOLIDATED STATEMENT OF CASH FLOWS For the financial year ended 31 March 2022 Cash Flows From Operating Activities Profit before tax Adjustments for – Depreciation and amortisation Share of results of associates and joint ventures Exceptional items (non-cash) Interest and investment income (net) Finance costs Other non-cash items 2022 S$ Mil 2021 S$ Mil 2,621.2 754.0 2,722.5 (1,652.8) (290.0) (90.9) 403.7 43.5 1,136.0 2,684.8 (606.7) 484.5 (2.9) 398.1 43.9 3,001.7 Operating cash flow before working capital changes 3,757.2 3,755.7 Changes in operating assets and liabilities Trade and other receivables Trade and other payables Inventories Cash generated from operations Dividends received from associates and joint ventures Income tax and withholding tax paid Payment to employees in cash under performance share plans Net cash from operating activities Cash Flows From Investing Activities Payment for purchase of property, plant and equipment Proceeds from disposal of subsidiaries, net of cash balances (Note 1) Purchase of intangible assets Investment in joint ventures/ associates (Note 2) Proceeds from sale of FVOCI investments (Note 3) Proceeds from sale of business (Note 4) Payment for acquisition of FVOCI investments (Note 5) Payment/ Deferred payment for acquisition of subsidiaries, net of cash acquired (Note 6) Proceeds from sale of property, plant and equipment Investment income received from FVOCI investments (net of withholding tax paid) Withholding tax paid on intra-group interest income Interest received Proceeds/ Deferred proceeds from disposal of associate and joint venture Others 74.7 194.4 1.0 537.9 8.3 37.6 4,027.3 4,339.5 1,622.4 (351.6) (0.3) 1,433.5 (164.0) – 5,297.8 5,609.0 (2,217.1) 1,853.7 (277.5) (206.8) 193.1 79.2 (66.4) (60.4) 21.7 12.8 (9.6) 1.7 0.1 31.1 (2,214.4) – (214.0) (4.2) 12.8 – (20.4) (261.1) 31.3 13.0 (14.9) 2.2 3.5 – Net cash used in investing activities (644.4) (2,666.2) The accompanying notes on pages 127 to 215 form an integral part of these financial statements. Independent Auditors’ Report – pages 110 to 115. 124 Singapore Telecommunications Limited | Annual Report 2022 CONSOLIDATED STATEMENT OF CASH FLOWS For the financial year ended 31 March 2022 Cash Flows From Financing Activities Proceeds from term loans Repayment of term loans Proceeds from bond issue Repayment of bonds Proceeds from other borrowings Repayment of other borrowings Lease payments Net repayment of borrowings Final dividend paid to shareholders of the Company Interim dividend paid to shareholders of the Company Net interest paid on borrowings and swaps Proceeds from issuance of perpetual securities (net of issuance costs) Distribution paid on perpetual securities Settlement of swaps for bonds repaid Purchase of performance shares Capital reduction of subsidiary with non-controlling interests Dividend paid to non-controlling interests Others Net cash used in financing activities Net change in cash and cash equivalents Exchange effects on cash and cash equivalents Cash and cash equivalents at beginning of year Note 2022 S$ Mil 2021 S$ Mil 3,006.8 (4,657.1) 296.7 (957.6) 18.6 (6.8) (410.9) (2,710.3) (396.2) (742.9) (392.9) 997.4 (16.6) 43.5 (23.4) (17.2) (7.0) (0.8) 4,868.3 (5,935.6) 1,864.2 (2,060.4) – – (429.3) (1,692.8) (889.7) (383.2) (392.5) – – 196.8 (15.7) – (5.4) (7.5) (3,266.4) (3,190.0) 1,387.0 21.2 740.5 (247.2) (2.1) 989.8 Cash and cash equivalents at end of year 15 2,148.7 740.5 The accompanying notes on pages 127 to 215 form an integral part of these financial statements. Independent Auditors’ Report – pages 110 to 115. 125 OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCONSOLIDATED STATEMENT OF CASH FLOWS For the financial year ended 31 March 2022 Note 1: Proceeds from disposal of subsidiaries In the current financial year, the Group sold its 70% stake in Australia Tower Network Pty Ltd (“ATN”) for S$1.85 billion. Note 2: Investment in joint venture In the current financial year, the Group subscribed to Bharti Airtel Limited’s rights issue for its direct stake of 14% and additional rights share beyond entitlement. An amount of S$138 million was paid while the remaining will be paid over a period of up to three years. Note 3: Proceeds from sale of FVOCI investments In the current financial year, the Group sold 1.6% stake in Airtel Africa plc for S$149 million. Note 4: Proceeds from sale of business In the current financial year, Singtel’s wholly-owned subsidiary, Trustwave Holdings, Inc. sold its payment card industry compliance business for S$110 million, of which S$79 million was received. Note 5: Payment for acquisition of FVOCI investments In the current financial year, the Group acquired 16% stake in an Indonesian Bank, PT Bank Fama International, for S$48 million. Note 6: Payment for acquisition of subsidiaries (a) In the current financial year, the Group completed the acquisitions of 100% stake in ClayOPs Pte. Ltd., Riley Solutions Pty Limited and Velocity Business Solutions Limited, and 60% stake in Eighty20 Solutions Pty Ltd for a total consideration of S$70 million. The fair values of identifiable net assets and the cash outflow on the acquisitions were as follows – Identifiable intangible assets (provisional) Other non-current assets Cash and cash equivalents Current assets (excluding cash and cash equivalents) Total liabilities Non-controlling interests Net assets acquired Call option arising from acquisition Goodwill (provisional) Total consideration Less: Consideration unpaid as at 31 March 2022 Less: Cash and cash equivalents acquired Net outflow of cash 31 March 2022 S$ Mil 17.3 0.2 8.6 14.7 (22.0) (4.6) 14.2 5.0 50.3 69.5 (0.8) (8.6) 60.1 (b) (c) During the financial year, deferred payment of S$0.3 million was made in respect of the acquisition of 2359 Media Pte. Ltd. In the previous financial year, the Group made payments in respect of the acquisition of the mobile business of amaysim Australia Limited, 2359 Media Pte. Ltd. and Hivint Pty Limited for S$254 million, S$2.2 million and S$4.6 million respectively. The accompanying notes on pages 127 to 215 form an integral part of these financial statements. Independent Auditors’ Report – pages 110 to 115. 126 Singapore Telecommunications Limited | Annual Report 2022 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 Limited. 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 significant subsidiaries are disclosed in Note 48. In Singapore, the Group has the rights to provide fixed national and international telecommunications services to 31 March 2037, and public cellular mobile telephone services to 31 March 2032. In addition, the Group is licensed to offer Internet services and has also obtained frequency spectrum and licence rights to install, operate and maintain mobile communication systems and services including wireless broadband systems and services. The Group also holds the requisite licence to provide nationwide subscription television services. In Australia, Optus is 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 finite terms, 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 26 May 2022. 2. SIGNIFICANT ACCOUNTING POLICIES 2.1 Basis of Accounting The financial statements are prepared in accordance with Singapore Financial Reporting Standards (International) (“SFRS(I)”) including related interpretations, and the provisions of the Singapore Companies Act. They have been prepared under the historical cost basis, except as disclosed in the accounting policies below. Historical cost is generally based on the fair value of the consideration given in exchange for goods and services. The preparation of financial statements in conformity with SFRS(I) requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected. 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 SFRS(I)s and related interpretations which were mandatory from 1 April 2021 had no significant impact on the financial statements of the Group or the Company in the current financial year. 2.2 Foreign Currencies 2.2.1 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. 127 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION2. SIGNIFICANT ACCOUNTING POLICIES (Cont’d) 2.2.2 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. 2.3 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. 2.4 Contract Assets Where revenue recognised for a customer contract exceeds the amount received or receivable from a customer, a contract asset is recognised. Contract assets arise from bundled telecommunications contracts where equipment delivered at a point in time are bundled with services delivered over time. Contract assets also arise from information technology contracts where performance obligations are delivered over time. Contract assets are transferred to trade receivables when the consideration for performance obligations are billed. Contract assets are included in ‘Trade and other receivables’ under current assets as they are expected to be realised in the normal operating cycle. Contract assets are subject to impairment review for credit risk in accordance with the expected loss model. 2.5 Trade and Other Receivables Trade and other receivables, including contract assets and receivables from subsidiaries, associates and joint ventures, are initially recognised at fair values and subsequently measured at amortised cost using the effective interest method, less an allowance for expected credit loss (“ECL”). The Group applied the ‘simplified approach’ for determining the allowance for ECL for trade receivables and contract assets, where lifetime ECL are recognised in the income statement at initial recognition of receivables and updated at each reporting date. Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of the receivable. When determining the allowance for ECL, the Group considers reasonable and supportable information that is relevant and available for customer types. This includes both qualitative and quantitative information based on the Group’s historical experience and forward looking information such as general economic factors as applicable. Loss events include financial difficulty or bankruptcy of the debtor, significant delay in payments and breaches of contracts. Trade and other receivables are written off against the allowance for ECL when there is no reasonable expectation of recovery. Subsequent recoveries of amounts previously written off are recognised in the income statement. 2.6 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. 2.7 Contract Liabilities Where the amounts received or receivable from customers exceed the revenues recognised for contracts, contract liabilities or advance billings are recognised in the statement of financial position. Contract liabilities or advance billings are recognised as revenues when services are provided to customers. 2.8 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. 128 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 20222. SIGNIFICANT ACCOUNTING POLICIES (Cont’d) 2.9 Borrowings Borrowings are initially recognised at fair value of the consideration received less directly attributable transaction costs. After initial recognition, borrowings are subsequently stated at amortised cost using the effective interest method. 2.10 Associates 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. 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. If the share of the unrealised gain exceeds its interest in the associate, the unrealised gain is presented net of the Group’s carrying amount of the associate. 2.11 Joint ventures 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. 2.12 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 consolidated 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 consolidated 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, consolidated 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 the re- measurement gain or loss recognised in the consolidated income statement. 129 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION2. SIGNIFICANT ACCOUNTING POLICIES (Cont’d) 2.13 Fair Value Through Other Comprehensive Income (“FVOCI”) Investments On initial recognition, the Group has made an irrevocable election to designate all equity investments (other than investments in subsidiaries, associates or joint ventures) as FVOCI investments as these are strategic investments held for the long term. They are initially recognised at fair value plus directly attributable transaction costs, with subsequent changes in fair value and translation differences recognised in ‘Other Comprehensive Income’ and accumulated within ‘Fair Value Reserve’ in equity. Upon disposal, the gain or loss accumulated in equity is transferred to retained earnings and is not reclassified to the income statement. Dividends are recognised in the income statement when the Group’s right to receive payments is established. Purchases and sales of investments are recognised on trade date, which is the date that the Group commits to purchase or sell the investment. 2.14 Derivative Financial Instruments and Hedging Activities 2.14.1 The Group enters into the following derivative financial instruments to hedge its risks, namely – Cross currency swaps and interest rate swaps as fair value hedges for interest rate risk and cash flow hedges for 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 entities’ functional currencies. Forward foreign exchange contracts as cash flow hedges for the Group’s exposure to foreign currency exchange risks arising from forecasted or committed expenditure. 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. A 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. 2.14.2 Hedge accounting At the inception of the hedge relationship, the Group documents the relationship between the hedging instrument and the hedged item, along with the risk management objectives and strategy for undertaking various hedge transactions. At inception and on an ongoing basis, the Group documents whether the hedging instrument is effective in offsetting the changes in fair values or cash flows of the hedged item attributable to the hedged risk. To be effective, the hedging relationships are to meet all of the following requirements: (i) there is an economic relationship between the hedged item and the hedging instrument; (ii) the effect of credit risk does not dominate the fair value changes that result from that economic relationship; and (iii) the hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that the Group hedges and the quantity of the hedging instrument that the Group uses to hedge that quantity of the hedged item. If a hedging relationship ceases to meet the hedge effectiveness requirement relating to the hedge ratio but the risk management objective for that designated hedging relationship remains the same, the Group adjusts the hedge ratio of the hedging relationship (i.e. rebalances the hedge) so that it meets the qualifying criteria again. The Group designates the full change in the fair value of a forward currency contract (i.e. including the forwards elements) as the hedged risk for all its hedging relationships involving forward currency contracts. 130 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 20222. SIGNIFICANT ACCOUNTING POLICIES (Cont’d) 2.14.2 Hedge accounting (Cont’d) 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 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 in 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’ within equity are transferred to the income statement in the periods when the hedged items affect the income statement. However, when the hedged forecast transaction results in the recognition of a non-financial asset or a non-financial liability, the gain or loss previously recognised in ‘Other Comprehensive Income’ and accumulated in equity are removed from equity and included in the initial measurement of the cost of the non-financial asset or non-financial liability. This transfer does not affect ‘Other Comprehensive Income’. Furthermore, if the Group expects some or all the loss accumulated in ‘Other Comprehensive Income’ will not be recovered in the future, that amount is immediately reclassified to the income statement. Hedge accounting is discontinued when 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 transferred to the income statement when the forecast transaction is 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. Hedges directly affected by interest rate benchmark reform A fundamental reform of major interest rate benchmarks is being undertaken globally to replace some of the interbank offered rates (“IBORs”) with alternative risk-free rates. In Singapore, the Group has exposure to IBORs on its loans and derivatives that will be replaced or reformed. The Group’s main IBOR exposure was indexed to Swap Offered Rate (“SOR”), which will discontinue by June 2023 with the use of Singapore Overnight Rate Average (“SORA”) as the alternative interest rate benchmark. The Group has started to engage the existing lenders to plan the transition of the affected loans and derivatives. Phase 1: Prior to interest rate benchmark reform The Group’s exposure to SOR and London Interbank Offered Rate (“LIBOR”) designated in hedging relationships that will be affected by the interest rate benchmark reform approximates S$3.10 billion and nil as at 31 March 2022 (31 March 2021: S$5.29 billion and US$600 million) respectively, representing the notional amount of the hedging interest rate and cross currency swaps maturing in 2025 to 2030. For the purpose of evaluating whether there is an economic relationship between the hedged item(s) and the hedging instrument(s), the Group assumes that the benchmark interest rate is not altered as a result of interest rate benchmark reform. Phase 2 amendments: Replacement of benchmark interest rate The Group applied the practical expedient that any change arising from the renegotiation with the lenders and hedging banks for a new alternative reference rate on an ‘economically equivalent’ basis, will be accounted for by updating the effective interest rate. As at 31 March 2022, the notional amount of hedging cross currency swaps maturing in 2031 where the interest rate benchmark has been replaced with SORA amounted to S$653 million. 131 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION2. SIGNIFICANT ACCOUNTING POLICIES (Cont’d) 2.15 Fair Value Estimation of Financial Instruments Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability which market participants would take into account when pricing the asset or liability at the measurement date. 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 maturity of these instruments. Quoted and unquoted investments The fair values of investments traded in active markets are based on the market quoted price or the 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 primarily using recent arm’s length transactions. 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. 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 values of non-current borrowings which are traded in active markets are based on the quoted market ask price. For other non-current borrowings, the fair values are based on valuations provided by service providers or estimated by discounting the future contractual cash flows using discount rates based on the borrowing rates which the Group expects would be available at the end of the reporting period. 2.16 Financial Guarantee Contracts Financial guarantees issued by the Company prior to 1 April 2010 are recorded initially at fair values plus transaction 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. 2.17 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. 132 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 20222. SIGNIFICANT ACCOUNTING POLICIES (Cont’d) 2.17 Property, Plant and Equipment (Cont’d) Depreciation is calculated on a straight-line basis to write off the cost of the property, plant and equipment over its expected useful life. The estimated useful lives are as follows – Buildings Transmission plant and equipment Switching equipment Other plant and equipment Other plant and equipment consist mainly of motor vehicles, office equipment, and furniture and fittings. No depreciation is provided on freehold land and capital work-in-progress. In respect of capital work-in-progress, assets are depreciated from the month the asset is completed and ready for use. 2.18 Intangible Assets 2.18.1 Goodwill No. of years 5 – 48 2 – 25 2 – 15 2 – 25 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 the consolidated 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 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. The accumulated amortisation for goodwill as at 1 April 2004 had been eliminated with a corresponding decrease in the capitalised goodwill. When there is negative goodwill, a 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. 133 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION2. SIGNIFICANT ACCOUNTING POLICIES (Cont’d) 2.18.2 Other intangible assets Expenditure on telecommunication and spectrum licences are capitalised and amortised using the straight-line method over their estimated useful lives of 11 to 16 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 2 to 10 years. Other intangible assets are stated at cost less accumulated amortisation and accumulated impairment losses. 2.19 Impairment of Non-Financial Assets Goodwill on acquisition of subsidiaries is subject to an annual impairment test or is more frequently tested for impairment if events or changes in circumstances indicate that it might be impaired. Goodwill is not amortised. Other intangible assets of the Group, which have finite 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). 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 of disposal and its 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. 2.20 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 their carrying amounts and fair value less costs to sell if their carrying amounts are recovered principally through sale transactions rather than through continuing use. 2.21 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. DBS Trustee Limited (the “Trust”) is the trustee of a trust established to administer the performance shares plans. 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’ within equity in the financial statements. 134 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022 2. SIGNIFICANT ACCOUNTING POLICIES (Cont’d) 2.22 Perpetual Securities The perpetual securities issued by the Group do not have a maturity date and the Group may elect to defer making a distribution, subject to the terms and conditions of the securities issue. Accordingly, the Group is not considered to have a contractual obligation to make principal repayments or distributions in respect of its perpetual securities issue and the perpetual securities are classified and presented as equity. Distributions are treated as dividends which will be directly debited from equity. Incremental costs directly attributable to the issuance of perpetual securities are deducted against the proceeds from the issue. 2.23 Revenue Recognition Revenue is recognised when the Group satisfies a performance obligation by transferring control of a promised good or service to the customer. It is measured based on the amount of the transaction price allocated to the satisfied performance obligation, and are net of goods and services tax, rebates, discounts and sales within the Group. Revenue from service contracts are recognised ratably over the contract periods as control over the services passes to the customers as services are provided. Service revenue is also recognised based on usage (e.g. minutes of traffic/ bytes of data). For prepaid cards which have been sold, revenue is recognised based on usage. A contract liability is recognised for advance payments received from customers where services 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 sale of equipment (e.g. handsets and accessories) is recognised upon the transfer of control to the customer or third party dealer which generally coincides with delivery and acceptance of the equipment sold. Goods and services deliverable under bundled telecommunication contracts are identified as separate performance obligations to the extent that the customer can benefit from the goods or services on their own. The transaction price is allocated between goods and services based on their relative standalone selling prices. Standalone selling prices are determined by assessing prices paid for standalone equipment and for service-only contracts. Where standalone selling prices are not directly observable, estimation techniques are used. Contracts with customers generally do not include a material right. In cases where material rights are granted such as the award of mobile price plan discount vouchers, a portion of the transaction price is deferred as a contract liability and is not recognised as revenue until this additional performance obligation has been satisfied or has lapsed. Incentives given to customers are recognised as a reduction from revenue in accordance with the specific terms and conditions of each contract. Non-refundable, upfront service activation and setup fees associated with service arrangements are deferred and recognised over the associated service contract period or customer life. 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. When the Group has control of goods or services prior to delivery to a customer, the Group is the principal in the sale to the customer. If another party has control of goods and services prior to transfer to a customer, then the Group is acting as an agent for the other party and revenue is recognised net of any related payments. The Group typically acts as an agent for digital mobile content such as music and video. For information technology projects, revenue is recognised over time based on the cost-to-cost method, i.e. based on the proportion of contract costs incurred for work performed to date relative to the estimated total contract costs, while invoicing is typically based on milestones. A contract asset is recognised for work performed. Any amount previously recognised as a contract asset is transferred to trade receivable upon invoicing to the customer. If the milestone payment exceeds the revenue recognised to date, then the Group recognises a contract liability for the difference. 135 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION2. SIGNIFICANT ACCOUNTING POLICIES (Cont’d) 2.23 Revenue Recognition (Cont’d) Revenues from sale of perpetual software licences and the related hardware are recognised when title passes to the customer, generally upon delivery. Revenues from digital advertising services and solutions are recognised when advertising services are delivered, and when digital advertising impressions are delivered or click-throughs occur. Revenue from sale of advertising space is recognised when the advertising space is filled and sold to customers. 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. Revenue recognition for leases is described in Note 2.24.1. 2.24 Leases 2.24.1 Lessor accounting The Group is a lessor mainly for data centres, ducts and fibres. Operating leases are leases where the Group retains substantially all the risks and rewards of ownership of the assets. Income from operating leases are recognised on a straight-line basis over the lease terms as the entitlement to the fees accrues. The leased assets are included in the statement of financial position as property, plant and equipment. Finance leases are leases of assets where substantially all the risks and rewards incidental to ownership of the assets are transferred by the Group to the lessees. Receivables under finance leases are presented in the statement of financial position at an amount equal to the net investment in the leases and the leased assets are de-recognised. Finance income is allocated using a constant periodic rate of return on the net investment over the lease term. 2.24.2 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. 2.24.3 Lessee accounting The Group is a lessee mainly for central offices, data centres, corporate offices, retail stores, ducts and manholes. The Group implements a single accounting model where lessees recognise right-of-use assets and liabilities for all leases. The Group accounts for short term leases, i.e. leases with terms of 12 months or less, as well as low-valued assets as operating expenses in the income statement over the lease term. A right-of-use asset and a lease liability are recognised at commencement date of the contract for all leases conveying the right to control the use of identified assets for a period of time. The commencement date is the date on which a lessor makes an underlying asset available for use by a lessee. Renewal and termination options exercisable by the Group are included in lease terms across the Group if the Group is reasonably certain that they are to be extended (or not terminated). 136 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022 2. SIGNIFICANT ACCOUNTING POLICIES (Cont’d) 2.24.3 Lessee accounting (Cont’d) After the commencement date, the right-of-use assets are measured at cost less any accumulated depreciation and any accumulated impairment losses and adjusted for any re-measurement of the lease liability. Depreciation is calculated using the straight-line method over the shorter of the asset’s useful life or the lease term. The lease liability is initially measured at the present value of the lease payments that are not paid at that date. The lease payments are discounted using the Group’s incremental borrowing rate or the rate implicit in the lease. After the commencement date, the Group measures the lease liability by: – increasing the carrying amount to reflect interest on the lease liability, – reducing the carrying amount to reflect lease payments made, and – re-measuring the carrying amount to reflect any reassessment or lease modifications. 2.25 Contract Costs Sales commission and the costs of customer premise equipment directly attributable to obtaining and fulfilling a customer’s contract are capitalised in the statement of financial position and amortised as operating expenses over the contract period or expected customer relationship period. Costs to obtain contracts in the form of handset subsidies given to mobile customers via indirect channels are also capitalised in the statement of financial position but are amortised as a reduction of mobile service revenue over the contract period or expected customer relationship period. The contract period or expected customer relationship period typically ranges from 1 year to 5 years. Capitalised contract costs are included in ‘Other Assets’ under non-current assets. 2.26 Share-based compensation The performance share plans of the Group are accounted for either as equity-settled share-based payments or cash-settled share- based payments. With effect from 8 November 2021, awards are to be settled by Singtel shares only (ie. equity-settled share-based payments). The share option plans of the subsidiaries are accounted for as equity-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 share-based payment 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 equity instruments 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. The dilutive effects of the Singtel performance share plans are reflected as additional share dilution in the computation of diluted earnings per share. 2.27 Dividends Interim and special 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. 2.28 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. 137 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION3. CRITICAL ACCOUNTING ESTIMATES, ASSUMPTIONS AND JUDGEMENTS The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom be equal to the future actual results. As accounting standards are principles-based, professional judgement is required under certain circumstances. The estimates, assumptions and judgements that bear a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities are discussed below. 3.1 Impairment Reviews The accounting policies for impairment of non-financial assets are stated in Note 2.19. 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 of disposal and its value-in-use. In making this judgement, the Group evaluates the fair value less costs of disposal or value-in-use which is supported by the net present value of future cash flows derived from such assets or cash-generating units 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 fair value less costs of disposal of subsidiary held for sale are disclosed in Note 19 and the assumptions for the value-in-use calculations of goodwill on acquisition of subsidiaries are disclosed in Note 26. Goodwill recorded by associates and joint ventures is required to be tested for impairment at least annually. The impairment assessment requires the exercise of significant judgement about future market conditions, including growth rates and discount rates applicable in a number of markets where the associates and joint ventures operate. The carrying values of joint ventures and associates including goodwill capitalised are stated in Note 24 and Note 25 respectively. 3.2 Expected Credit Loss (“ECL”) of Receivables At each reporting date, the Group assesses whether trade and other receivables are credit-impaired. The allowance for ECL is based on management’s assessment of the collectability of individual customer accounts taking into consideration the credit worthiness and financial condition of those customers. The Group also records an allowance for all other receivables based on management’s collective assessment of their collectability taking into consideration multiple factors including historical experience of credit losses, forward looking information as applicable and the aging of the receivables with allowances generally increasing as the receivable ages. If there is a deterioration of customers’ financial condition or if future default rates in general differ from those currently anticipated, the Group may have to adjust the allowance for credit losses, which would affect earnings in the period that adjustments are made. The exposure to credit risk for receivables is disclosed in Note 16. 3.3 Estimated Useful Lives of Property, Plant and Equipment Property, plant and equipment balances represent a significant component of the Group’s assets. Property, plant and equipment are recorded at cost and depreciated on a straight-line basis over the estimated useful lives of the assets. The Group reviews the estimated useful lives of property, plant and equipment on an annual basis 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 would increase the recorded depreciation and decrease the carrying value of property, plant and equipment. 3.4 Taxation 3.4.1 Deferred tax asset The Group reviews the carrying amount of deferred tax assets at each reporting date. A 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 for which the deferred tax asset has been recognised. 138 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022 3. CRITICAL ACCOUNTING ESTIMATES, ASSUMPTIONS AND JUDGEMENTS (Cont’d) 3.4.2 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. 3.5 Fair values of derivative financial instruments The Group uses valuation techniques to determine the fair values of financial instruments. The valuation techniques used for different financial instruments are selected to reflect how the market would be expected to price the instruments, using inputs that reasonably reflect the risk-return factors inherent in the instruments. Depending on the characteristics of the financial instruments, observable market factors are available for use in most valuations, while others involve a greater degree of judgement and estimation. 3.6 Share-based Payments Equity-settled share-based payments are measured at fair value at the date of grant. In addition, the Group revises the estimated number of equity instruments that participants are expected to receive based on non-market vesting conditions at the end of each reporting period. The Group uses expert valuation services to determine the fair values. The assumptions of the valuation model used to determine the 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 2022, the Group was involved in various legal proceedings where it has been vigorously defending its claims as disclosed in Note 44. Assessment on whether the risk of loss is remote, possible or probable requires significant judgement given the complexities involved. The Group’s associates and joint ventures also report significant contingent liabilities. The significant contingent liabilities of the Group’s associates and joint ventures are disclosed in Note 45. 3.8 Revenue Recognition The accounting policies for revenue recognition are stated in Note 2.23. The application of SFRS(I) 15 requires the Group to exercise judgement in identifying distinct or non-distinct performance obligations. For bundled telecommunications contracts, the Group is required to estimate the standalone selling prices of performance obligations, which materially impacts the allocation of revenue between performance obligations. Where the Group does not sell equivalent goods or services in similar circumstances on a standalone basis, it is necessary to estimate the standalone selling price. Changes in estimates of standalone selling prices can significantly influence the allocation of the transaction price between performance obligations. When estimating the standalone selling price, the Group maximises the use of observable inputs. The assessment of whether the Group presents operating revenue as the principal, or net after deduction of costs as an agent, is a matter of judgement which requires an analysis of both the legal form and the substance of contracts. Depending on the conclusion reached, there may be material differences in the amounts of revenues and expenses, though there is no impact on profit. 3.9 Leases The application of SFRS(I) 16 requires the Group to exercise judgement and estimates in the determination of key assumptions used in measuring the lease liabilities. Key assumptions include lease terms and discount rates on the lease payments. In determining the lease term, the Group considers all relevant facts and circumstances that create an economic incentive for the Group to exercise an extension option, or not to exercise a termination option. Extension options (or periods after termination options) are only included in the lease term if the Group is reasonably certain to exercise an option to extend the lease, or not to exercise an option to terminate the lease. 139 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION 3. CRITICAL ACCOUNTING ESTIMATES, ASSUMPTIONS AND JUDGEMENTS (Cont’d) 3.9 Leases (Cont’d) The lease payments are discounted using the rate implicit in the lease or the Group’s incremental borrowing rate. This requires the Group to estimate the rate of interest that it would have to pay to borrow the funds to obtain a similar asset over a similar term. Changes in these assumptions may significantly impact the measurement of the lease liabilities. The accounting policies for leases are stated in Note 2.24. 4. OPERATING REVENUE Mobile service (1) Sale of equipment Handset operating lease income (2) Mobile Infocomm Technology ("ICT") (3) Data and Internet Digital businesses (4) Fixed voice Pay television Others (5) Operating revenue Operating revenue Other income Interest and investment income (see Note 10) Total Notes: Group 2022 S$ Mil 2021 S$ Mil 4,963.3 2,024.2 18.5 7,006.0 3,425.2 3,181.3 948.7 442.1 273.9 61.9 4,657.6 2,360.5 133.9 7,152.0 3,269.0 3,404.9 928.1 546.6 285.6 57.8 15,339.1 15,644.0 15,339.1 153.0 90.9 15,644.0 141.5 2.9 15,583.0 15,788.4 (1) Included revenues from subscription (prepaid/postpaid), interconnect, outbound and inbound roaming, wholesale revenue from MVNOs (Mobile Virtual Network Operators) and mobile content services such as music and video. (2) Comprised revenue from lease of handsets to mobile customers. Handset leasing plans in Australia ceased from July 2019. (3) Included equipment sales related to ICT services. (4) Mainly from provisions of digital marketing and advertising services. (5) Included energy reselling fees. As at 31 March 2022, the transaction price attributable to unsatisfied performance obligations for ICT services rendered by NCS Pte. Ltd. was approximately S$3 billion (31 March 2021: S$3 billion) which would substantially be recognised as operating revenue over the next 5 years. Service contracts with consumers typically range from a month to 3 years, and contracts with enterprises typically range from 1 to 3 years. 140 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 20225. OPERATING EXPENSES Cost of equipment sold (1) Staff costs Other cost of sales Selling and administrative costs (2) Traffic expenses Repair and maintenance Notes: (1) (2) Included equipment costs related to ICT services. Included supplies and services. 5.1 Staff Costs Staff costs included the following – Contributions to defined contribution plans Jobs Support Scheme credits from Singapore government Performance share and share option expenses – equity-settled arrangements – cash-settled arrangements Group 2022 S$ Mil 2021 S$ Mil 2,580.4 2,773.7 2,283.6 1,941.1 1,659.8 486.2 2,942.4 2,466.4 2,414.9 2,013.8 1,679.4 437.0 11,724.8 11,953.9 Group 2022 S$ Mil 2021 S$ Mil 235.6 (4.2) 215.7 (107.1) 36.1 0.9 34.1 6.3 141 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION5. OPERATING EXPENSES (Cont’d) 5.2 Key Management Personnel Compensation Key management personnel compensation (1) Executive director (2) Other key management personnel (3) Directors' remuneration (4) Notes: Group 2022 S$ Mil 2021 S$ Mil 3.4 13.9 17.3 2.1 19.4 3.2 17.8 21.0 2.0 23.0 (1) Comprise base salary, bonus, contributions to defined contribution plans and other benefits, but exclude performance share and share option expenses disclosed below. (2) Yuen Kuan Moon, the Group Chief Executive Officer, was the only Executive director of the Company in the current financial year ended 31 March 2022. For the previous financial year ended 31 March 2021, the compensation of the Executive director comprised the compensation of the former Group Chief Executive Officer, Chua Sock Koong, as well as the compensation of Yuen Kuan Moon from the date of his appointment as a Director from 1 January 2021. The Directors were awarded up to 4,359,141 (2021: 1,723,680) ordinary shares of Singtel pursuant to Singtel performance share plans, subject to certain performance criteria including other terms and conditions being met. The performance share expense computed in accordance with SFRS(I) 2, Share-based Payment, was S$1.6 million (2021: S$1.7 million). (3) The other key management personnel of the Group comprise the Chief Executive Officers of Optus, Consumer Singapore, Group Enterprise and Regional Data Centre Business, and NCS, Group Chief Corporate Officer, Group Chief Financial Officer, Group Chief People and Sustainability Officer, Group Chief Information Officer/ Chief Digital Officer, and Group Chief Technology Officer. In addition to the above, the other key management personnel in the previous financial year also included the former Chief Executive Officer of Group Strategy and Business Development, former Chief Executive Officer of Strategic Portfolio and former Group Chief Corporate Officer. The other key management personnel were awarded up to 12,487,259 (2021: 3,395,484) ordinary shares of Singtel pursuant to Singtel performance share plans, subject to certain performance criteria including other terms and conditions being met. The performance share expense computed in accordance with SFRS(I) 2 was S$5.6 million (2021: S$6.2 million). (4) Directors’ remuneration comprised the following: (i) Directors’ fees of S$2.1 million (2021: S$2.0 million), including fees paid to certain directors in their capacities as members of the Optus Advisory Committee and the Technology Advisory Panel, and as directors of Singtel Innov8 Pte. Ltd. and Amobee, Inc. (ii) Car-related benefits of the Chairman of S$13,904 (2021: S$9,537). In addition to the Directors’ remuneration, Venkataraman Vishnampet Ganesan, a non-executive director of Singtel, was awarded 3,073,155 (2021: Nil) of share options pursuant to the Amobee Long-Term Incentive Plan during the financial year. The share option expense computed in accordance with SFRS(I) 2 was S$37,224 (2021: S$30,743). 5.3 Share-based Payments 5.3.1 Performance share plans With effect from 1 April 2012, Restricted Share Awards and Performance Share Awards are granted to selected employees of Singtel and its subsidiaries. The awards are conditional upon the achievement of predetermined performance targets or vesting conditions over the performance period, which is two and three years for the Restricted Share Awards, and three years for the Performance Share Awards. From 2021 Restricted Share Award, vesting would be on time-based schedule, with equal vesting over three years. A separate One-Off Long-Term Incentive Award with 5-year performance period was granted to the Management Committee in June 2021. Awards for selected executives were previously settled by Singtel shares or cash, at the option of the recipient. With effect from 8 November 2021, awards are to be settled by Singtel shares only. 142 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022 5. OPERATING EXPENSES (Cont’d) 5.3.1 Performance share plans (Cont’d) Early vesting of the performance shares can also occur under special circumstances as 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 values of the performance shares are estimated using a Monte-Carlo simulation methodology at the measurement dates, which are the grant value dates for equity-settled awards, and at the end of the reporting period for cash-settled awards. 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 2022 Date of grant FY2019 (1) 19 June 2018 September 2018 to March 2019 FY2020 20 June 2019 September 2019 to March 2020 FY2021 23 June 2020 September 2020 to March 2021 FY2022 23 June 2021 September 2021 to March 2022 Note: (1) “FY2019” denotes financial year ended 31 March 2019. Outstanding as at 1 April 2021 '000 3,736 126 7,265 207 9,452 188 Granted '000 Vested '000 Cancelled '000 – – – – – – (3,706) (126) (3,680) (98) (106) – (30) – (278) (20) (954) (36) Outstanding as at 31 March 2022 '000 – – 3,307 89 8,392 152 – – 12,442 425 (43) – (1,171) (45) 11,228 380 20,974 12,867 (7,759) (2,534) 23,548 143 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION                                   5. OPERATING EXPENSES (Cont’d) 5.3.1 Performance share plans (Cont’d) Group and Company 2021 Date of grant FY2018 19 June 2017 September 2017 to March 2018 FY2019 19 June 2018 September 2018 to March 2019 FY2020 20 June 2019 September 2019 to March 2020 FY2021 23 June 2020 September 2020 to March 2021 Outstanding as at 1 April 2020 '000 3,563 43 7,841 288 7,778 223 Granted '000 Vested '000 Cancelled '000 – – – – – – (3,548) (43) (3,886) (144) (17) – – – (15) – (219) (18) (496) (16) (553) – – – 10,005 188 Outstanding as at 31 March 2021 '000 – – 3,736 126 7,265 207 9,452 188 19,736 10,193 (7,638) (1,317) 20,974 The fair values of the Restricted Share Awards and the assumptions of the fair value model for the grants were as follows – Equity-settled 20 June 2019 Date of grant 23 June 2020 23 June 2021 Fair value at grant date S$2.85 S$2.27 S$2.09 Assumptions under Monte-Carlo Model Expected volatility Singtel Risk free interest rates 11.8% 19.6% 21.8% 36 months historical volatility preceding valuation date Yield of Singapore Government Securities on 6 June 2019 17 June 2020 16 June 2021 144 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022                                                   5. OPERATING EXPENSES (Cont’d) 5.3.1 Performance share plans (Cont’d) Modification (from cash-settled to equity-settled) 2022 20 June 2019 Date of grant 23 June 2020 23 June 2021 Fair value at 8 November 2021 (1) S$2.53 S$2.47 S$2.40 Assumptions under Monte-Carlo Model Expected volatility Singtel Risk free interest rates Yield of Singapore Government Securities on Note: 22.2% 22.2% 22.2% 36 months historical volatility preceding valuation date 8 November 2021 8 November 2021 8 November 2021 (1) With effect from 8 November 2021, awards have been modified from cash-settled to equity-settled. Cash-settled 2021 19 June 2018 Date of grant 20 June 2019 23 June 2020 Fair value at 31 March 2021 S$2.42 S$2.37 S$2.26 Assumptions under Monte-Carlo Model Expected volatility Singtel 22.3% 22.3% 22.3% 36 months historical volatility preceding March 2021 Risk free interest rates Yield of Singapore Government Securities on 31 March 2021 31 March 2021 31 March 2021 145 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION5. OPERATING EXPENSES (Cont’d) 5.3.1 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 2022 Date of grant FY2019 19 June 2018 September 2018 to March 2019 FY2020 20 June 2019 September 2019 to March 2020 FY2021 23 June 2020 September 2020 to March 2021 FY2022 23 June 2021 September 2021 to March 2022 Outstanding as at 1 April 2021 '000 3,787 20 5,851 129 5,807 45 Granted '000 Vested '000 Cancelled '000 Outstanding as at 31 March 2022 '000 – – – – – – – – – – (3) – (2) – (5) (3,787) (20) – – (218) (7) (207) – (123) (26) 5,633 122 5,597 45 4,395 224 (4,388) 16,016 – – 4,520 250 15,639 4,770 146 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022 5. OPERATING EXPENSES (Cont’d) 5.3.1 Performance share plans (Cont’d) Group and Company 2021 Date of grant FY2018 19 June 2017 September 2017 to March 2018 FY2019 19 June 2018 September 2018 to March 2019 FY2020 20 June 2019 September 2019 to March 2020 FY2021 23 June 2020 September 2020 to March 2021 Outstanding as at 1 April 2020 '000 4,486 17 3,845 36 5,969 129 Granted '000 Vested '000 Cancelled '000 Outstanding as at 31 March 2021 '000 – – – – – – (7) – (6) – (5) – – – (4,479) (17) – – (52) (16) 3,787 20 (113) – 5,851 129 (66) – 5,807 45 – – 5,873 45 14,482 5,918 (18) (4,743) 15,639 The fair values of the Performance Share Awards and the assumptions of the fair value model for the grants were as follows – Equity-settled 20 June 2019 Date of grant 23 June 2020 23 June 2021 Fair value at grant date S$1.77 S$1.36 S$1.50 Assumptions under Monte-Carlo Model Expected volatility Singtel Risk free interest rates 21.8% 19.6% 11.8% 36 months historical volatity preceding valuation date Yield of Singapore Government Securities on 6 June 2019 17 June 2020 16 June 2021 147 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION 5. OPERATING EXPENSES (Cont’d) 5.3.1 Performance share plans (Cont’d) Modification (from cash-settled to equity-settled) 2022 20 June 2019 Date of grant 23 June 2020 23 June 2021 Fair value at 8 November 2021 (1) S$1.05 S$1.20 S$1.74 Assumptions under Monte-Carlo Model Expected volatility Singtel Risk free interest rates Yield of Singapore Government Securities on Note: 22.2% 22.2% 22.2% 36 months historical volatility preceding valuation date 8 November 2021 8 November 2021 8 November 2021 (1) With effect from 8 November 2021, awards have been modified from cash-settled to equity-settled. Cash-settled 2021 19 June 2018 Date of grant 20 June 2019 23 June 2020 Fair value at 31 March 2021 S$0.97 S$1.11 S$1.19 Assumptions under Monte-Carlo Model Expected volatility Singtel 22.3% 22.3% 22.3% 36 months historical volatility preceding March 2021 Risk free interest rates Yield of Singapore Government Securities on 31 March 2021 31 March 2021 31 March 2021 One-Off Long-Term Incentive Award The movements of the number of performance shares for the One-Off Long-Term Incentive Award during the financial year were as follows – Group and Company 2022 Date of grant FY2022 23 June 2021 Outstanding as at 1 April 2021 '000 Granted '000 Vested '000 Cancelled '000 Outstanding as at 31 March 2022 '000 – – 16,810 16,810 – – (1,047) 15,763 (1,047) 15,763 148 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022 5. OPERATING EXPENSES (Cont’d) 5.3.1 Performance share plans (Cont’d) The fair value of the One-Off Long-Term Incentive Award and the assumptions of the fair value model for the grant were as follows – Equity-settled Fair value at grant date Assumptions under Monte-Carlo Model Expected volatility Singtel Risk free interest rates Yield of Singapore Government Securities on 5.3.2 Amobee’s share options – equity-settled arrangement Date of grant 23 June 2021 S$0.89 18.6% 1300 days historical volatility preceding valuation date 16 June 2021 In April 2015, Amobee Group Pte. Ltd. (“Amobee”), a wholly-owned subsidiary of the Company, implemented the 2015 Long-Term Incentive Plan (“Amobee LTI Plan”). Selected employees (including executive directors) and non-executive directors of Amobee and/or its subsidiaries are granted options to purchase ordinary shares of Amobee. Options are exercisable at a price no less than 100% of the fair value of the ordinary shares of Amobee on the date of grant. Options for employees are scheduled to be fully vested in either 3 years or 3.5 years from the vesting commencement date. The grant dates, exercise prices and fair values of the share options were as follows – Equity-settled Date of grant For employees 13 April 2015 14 October 2015 20 January 2016, 10 May 2016, 24 August 2016 23 June 2016 19 July 2017, 18 August 2017, 12 September 2017, 25 January 2018 21 August 2018, 25 March 2019 15 August 2019, 29 October 2019 6 August 2021 For non-executive directors 21 August 2018 1 October 2019 6 August 2021 22 October 2021 Exercise price US$ Fair value at grant/ repriced date US$ 0.79 0.54 to 0.79 0.54 0.54 0.54 0.55 to 0.58 0.58 0.046 0.55 0.58 0.046 0.046 0.224 to 0.261 0.217 to 0.287 0.287 0.273 to 0.287 0.260 to 0.268 0.259 to 0.266 0.248 to 0.287 0.020 to 0.022 0.181 0.215 0.017 0.017 to 0.019 The terms of the options granted to employees and non-executive directors are 10 years and 5 years from the date of grant respectively. The fair values for the share options granted were estimated using the Black-Scholes pricing model. 149 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION 5. OPERATING EXPENSES (Cont’d) 5.3.2 Amobee’s share options – equity-settled arrangement (Cont’d) From 1 April 2021 to 31 March 2022, (a) options in respect of an aggregate of 295.5 million of ordinary shares in Amobee have been granted to the employees and non-executive directors of Amobee and/or its subsidiaries. (b) 449,737 ordinary shares of Amobee were issued pursuant to the exercise of options granted under the Amobee LTI Plan. As at 31 March 2022, options in respect of an aggregate of 278.9 million of ordinary shares in Amobee are outstanding. 5.3.3 Singtel Enterprise Security’s share options – equity-settled arrangement In August 2020, Singtel Enterprise Security Pte. Ltd. (“SES”), a wholly-owned subsidiary of the Company, implemented the Singtel Enterprise Security Pte. Ltd. 2020 Long-Term Incentive Plan (“SES LTI Plan”). Under the terms of SES LTI Plan, options to purchase ordinary shares of SES may be granted to employees (including executive directors) and non-executive directors of SES and/or any of its subsidiaries, including those of Trustwave Holdings, Inc. Options are exercisable at a price no less than 100% of the fair value of the ordinary shares of SES on the date of grant, and are scheduled to be fully vested 4 years from the vesting commencement date. The grant date, exercise price and fair value of the stock options were as follows – Equity-settled Date of grant 1 August 2020 Exercise price US$ Fair value at grant date US$ 7.39 2.84 The term of each option granted is 10 years from the date of grant. The fair value for the stock options granted was estimated using the Black-Scholes pricing model. From 1 April 2021 to 31 March 2022, (a) (b) no options in respect of ordinary shares in SES have been granted to the employees and non-executive directors of SES and/ or its subsidiaries. no ordinary shares of SES were issued during the financial year pursuant to the exercise of options granted under the SES LTI Plan. As at 31 March 2022, options in respect of an aggregate of 2.1 million of ordinary shares in SES are outstanding. 150 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 20225. OPERATING EXPENSES (Cont’d) 5.4 Structured 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 share- based payments awards. As at the end of the reporting period, the Trust held the following assets – Cost of Singtel shares, net of vesting Cash at bank 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 2022 S$ Mil 6.0 0.2 6.2 2021 S$ Mil 18.3 0.3 18.6 2022 S$ Mil 5.6 0.2 5.8 Number of shares Amount 2022 '000 6,491 948 (5,241) 2021 '000 8,001 3,941 (5,451) 2022 S$ Mil 18.3 2.3 (14.6) 2021 S$ Mil 16.8 0.3 17.1 2021 S$ Mil 26.8 9.5 (18.0) 2,198 6,491 6.0 18.3 Upon consolidation of the Trust in the consolidated financial statements, the weighted average cost of vested Singtel shares is taken to ‘Capital Reserve’ whereas the weighted average cost of unvested shares is taken to ‘Treasury Shares’ within equity. See Note 2.21. 5.5 Other Operating Expense Items Operating expenses included the following – Auditors' remuneration – KPMG LLP, Singapore – KPMG, Australia – Other KPMG offices Non-audit fees paid to – KPMG LLP, Singapore – KPMG, Australia – Other KPMG offices Impairment of trade receivables Allowance for inventory obsolescence Lease expenses for short term leases “*” denotes amount of less than S$0.05 million. Group 2022 S$ Mil 2021 S$ Mil 2.4 1.7 1.2 0.7 0.2 * 94.8 1.8 19.7 2.3 1.3 1.2 0.6 0.1 0.1 155.3 12.2 16.8 The Audit Committee had undertaken a review of the non-audit services provided by the auditors, KPMG LLP, and in the opinion of the Audit Committee, these services did not affect the independence of the auditors. 151 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION                                          6. OTHER INCOME Other income included the following items – Rental income Net losses on disposal of property, plant and equipment Net foreign exchange losses 7. DEPRECIATION AND AMORTISATION Depreciation of property, plant and equipment Depreciation of right-of-use assets Amortisation of intangible assets 8. EXCEPTIONAL ITEMS Exceptional gains Gain on disposal of subsidiary (see Note 8.1) Gain on dilution of interest in joint ventures Gain on disposal of property Other gains (1) Exceptional losses Impairment of subsidiary held for sale (2) Impairment of goodwill (3) Impairment of other intangibles (3) Provision for interest and penalties (4) Impairment of property, plant and equipment Write-off of property, plant and equipment Payroll review programme and other charges (5) Staff restructuring costs Impairment of investment in an associate Release of goodwill in a joint venture Others (6) 152 Singapore Telecommunications Limited | Annual Report 2022 Group 2022 S$ Mil 3.5 (6.5) (1.8) 2021 S$ Mil 3.1 (6.1) (4.8) Group 2022 S$ Mil 2021 S$ Mil 1,944.9 433.2 344.4 1,896.9 427.4 360.5 2,722.5 2,684.8 Group 2022 S$ Mil 2021 S$ Mil 755.9 1.3 – 61.0 818.2 (310.0) – – (177.2) (1.4) – – (35.1) – (17.5) (40.6) (581.8) – 647.6 5.8 – 653.4 – (840.5) (84.0) – (166.9) (44.5) (102.0) (17.8) (2.0) – – (1,257.7) 236.4 (604.3) NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022 8. EXCEPTIONAL ITEMS (Cont’d) Notes: (1) (2) (3) Included a reversal of provision for contingent claims. In the current financial year, the Group recorded an impairment charge to Amobee, Inc. and reclassified it as subsidiary held for sale. In the previous financial year, the Group recorded impairment charges to the goodwill and other intangibles of Amobee, Inc. and Global Cyber Security Business. (4) Comprised provision for interest and penalties on primary tax arising from an unfavourable judgement from the Federal Court of Australia for a tax dispute in connection with the acquisition financing of Optus. (5) Comprised staff payroll adjustments, professional fees as well as remediation of systems and processes by Optus in the previous financial year. (6) Included stamp duty and other fees relating to the restructuring of tower infrastructure assets in Australia, and other provisions. 8.1. Gain on disposal of subsidiary On 17 November 2021, the Group’s wholly-owned subsidiary, Singtel ATN Pte. Ltd. (“Singtel ATN”), completed the sale of 70% of the shares in Australia Tower Network Pty Ltd (“ATN”). The net consideration was A$1.85 billion (S$1.85 billion), comprising the following payments made on completion: (a) (b) (c) A$0.87 billion (S$0.87 billion) for the sale of 70% shares in ATN; A$0.50 billion (S$0.50 billion) as a return of capital by ATN to Singtel ATN; and A$0.49 billion (S$0.49 billion) as the full repayment of outstanding loans by ATN to Optus Mobile Pty Limited, a wholly-owned subsidiary of the Group. Following the completion, ATN ceased to be a subsidiary of Singtel ATN. The Group retained a 30% shareholding in ATN and accounted for it as an associate. The effect of disposal to the Group is set out below: Intangible assets Property, plant and equipment Right-of-use and other assets Lease liabilities Trade and other liabilities Net assets and liabilities derecognised Consideration (net) Net cash inflows on disposal of subsidiary during the year Non-cash item Investment in associate Gain on disposal of subsidiary Less: Deferral of gain on disposal of subsidiary (1) Proportionate release of goodwill Release of translation loss Gain on disposal of 70% shareholding in a subsidiary (see Note 8) Note: Group 2022 S$ Mil 149.2 456.1 161.9 (141.5) (59.7) 566.0 1,850.9 388.1 1,673.0 (269.6) 1,403.4 (597.3) (50.2) 755.9 (1) Included the Group’s 30% retained interest on gain arising from disposal of network assets from the Group to ATN. The gain was deferred in the Group’s statement of financial position and amortised over the useful life of the network assets. 153 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION 9. SHARE OF RESULTS OF ASSOCIATES AND JOINT VENTURES Share of ordinary results – joint ventures – associates Group 2022 S$ Mil 2021 S$ Mil 1,981.7 154.3 2,136.0 1,628.1 170.0 1,798.1 Share of net exceptional losses of joint ventures (post-tax) (1) 127.6 (670.2) Share of tax of ordinary results – joint ventures – associates (581.1) (29.7) (610.8) (497.4) (23.8) (521.2) 1,652.8 606.7 Notes: (1) Comprised share of exceptional items from Bharti Airtel Limited (“Airtel”), PT Telekomunikasi Selular (“Telkomsel”) and Globe Telecom, Inc. (“Globe”). (a) Airtel’s exceptional items in the current financial year included fair value loss on revaluation of its foreign currency convertible bonds, asset impairment charges and a one-time cost from commercial settlement with a customer, partly mitigated by a gain on settlement of disputes with a strategic vendor, gains on sale of various tower assets in Africa and 800 MHz spectrum, and recognition of a deferred tax asset on account of carried forward losses of a subsidiary. Airtel’s exceptional items in the previous financial year included additional provisions made for licence, spectrum usage and interest charges in relation to its adjusted gross revenue matter, tax charges, asset impairments as well as other provisions, partly mitigated by a gain on deemed disposal of a subsidiary. (b) Telkomsel’s exceptional items in the current and previous financial years included gains from the sale of telecommunication towers. (c) Globe’s exceptional items in the current financial year included gains on disposal of its stake in data centre business and deemed disposal of a joint venture, partly offset by asset impairment charges. 154 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202210. INTEREST AND INVESTMENT INCOME (NET) Interest income from – bank deposits – others Gross dividends and other investment income Other foreign exchange losses Other fair value gains/ (losses) Fair value gains/ (losses) on fair value hedges – hedged items – hedging instruments Fair value (losses)/ gains on cash flow hedges – hedged items – hedging instruments 11. FINANCE COSTS Interest expense on – bonds – bank loans – lease liabilities Less: Amounts capitalised Financing related costs Effects of hedging using interest rate swaps 2022 S$ Mil 2.0 1.5 3.5 83.5 87.0 (2.1) 4.6 76.6 (75.2) 1.4 (4.1) 4.1 – Group 2021 S$ Mil 2.2 1.2 3.4 13.6 17.0 (6.8) (5.4) 140.2 (142.1) (1.9) 555.0 (555.0) – 90.9 2.9 Group 2022 S$ Mil 2021 S$ Mil 263.4 11.7 131.7 406.8 (1.2) 405.6 19.4 (21.3) 289.9 22.5 77.9 390.3 (0.4) 389.9 24.4 (16.2) 403.7 398.1 155 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION12. TAXATION 12.1 Tax Expense Current income tax – Singapore – Overseas (1) Deferred tax credit Tax expense attributable to current year's profit Adjustments in respect of prior years – Current income tax Deferred income tax Group 2022 S$ Mil 2021 S$ Mil 180.2 339.2 519.4 142.9 (48.5) 94.4 (20.5) (49.7) 498.9 44.7 (39.8) 36.9 (24.6) 28.3 Withholding taxes on dividend income from associates and joint ventures 165.9 145.7 Note: (1) Included provision for primary tax arising from an unfavourable judgement from the Federal Court of Australia in the current financial year. 661.9 194.1 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 (2021: 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 Others (1) Tax expense attributable to current year's profit Note: 2022 S$ Mil 2,621.2 (1,652.8) 968.4 Group 2021 S$ Mil 754.0 (606.7) 147.3 164.7 25.0 47.6 (22.0) 103.5 49.2 155.9 (106.0) (140.0) 216.3 59.4 (10.0) 498.9 44.7 (1) Included provision for primary tax arising from an unfavourable judgement from the Federal Court of Australia in the current financial year. 156 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202212. TAXATION (Cont’d) 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 – 2022 Deferred tax assets Balance as at 1 April 2021 (Charged)/ Credited to income statement Charged to other comprehensive income Transfer from/ (to) current tax Disposal of a subsidiary Reclassified to subsidiary held for sale Translation differences TWDV (1) in excess of NBV (2) of depreciable assets S$ Mil (8.7) (52.9) – – – – (4.8) Provisions S$ Mil 46.5 (12.5) – 41.1 – – (1.4) Others S$ Mil 395.0 10.2 (3.7) (5.5) (7.6) (1.8) (1.5) Total S$ Mil 432.8 (55.2) (3.7) 35.6 (7.6) (1.8) (7.7) Balance as at 31 March 2022 73.7 (66.4) 385.1 392.4 Group – 2022 Deferred tax liabilities Balance as at 1 April 2021 Acquisition of a subsidiary Credited to income statement Transfer to current tax Disposal of subsidiary Adjustment (1) Translation differences Balance as at 31 March 2022 “*” denotes amount of less than S$0.05 million. Note: Accelerated tax depreciation S$ Mil (508.4) – 26.1 – – – (0.1) (482.4) Offshore interest and dividend not remitted S$ Mil (5.4) – * – – – – (5.4) Others S$ Mil (115.8) (4.3) 9.7 31.8 (0.3) (16.8) 1.7 Total S$ Mil (629.6) (4.3) 35.8 31.8 (0.3) (16.8) 1.6 (94.0) (581.8) (1) This arose from the finalisation of the purchase price allocation from acquisition of the mobile business of amaysim Australia Limited in the previous financial year. 157 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION 12. TAXATION (Cont’d) 12.2 Deferred Taxes (Cont’d) Group – 2021 Deferred tax assets Balance as at 1 April 2020 (Charged)/ Credited to income statement Credited to other comprehensive income Transfer from/ (to) current tax Translation differences TWDV (1) in excess of NBV (2) of depreciable assets S$ Mil 21.9 (34.3) – – 3.7 Provisions S$ Mil 30.2 (19.0) – 31.0 4.3 Others S$ Mil 301.2 73.1 7.5 (2.1) 15.3 Total S$ Mil 353.3 19.8 7.5 28.9 23.3 Balance as at 31 March 2021 46.5 (8.7) 395.0 432.8 Group – 2021 Deferred tax liabilities Balance as at 1 April 2020 (Charged)/ Credited to income statement Transfer to current tax Translation differences Accelerated tax depreciation S$ Mil (485.3) (23.6) – 0.5 Offshore interest and dividend not remitted S$ Mil (5.3) (0.1) – – Others S$ Mil (154.0) 22.3 10.5 5.4 Total S$ Mil (644.6) (1.4) 10.5 5.9 Balance as at 31 March 2021 (508.4) (5.4) (115.8) (629.6) Company – 2022 Deferred tax assets Balance as at 1 April 2021 Charged to income statement Balance as at 31 March 2022 Company – 2022 Deferred tax liabilities Balance as at 1 April 2021 Credited/ (Charged) to income statement Provisions S$ Mil 0.6 (0.3) 0.3 Accelerated tax depreciation S$ Mil (332.3) 68.8 Others S$ Mil 110.3 (0.7) Total S$ Mil 110.9 (1.0) 109.6 109.9 Others S$ Mil (79.6) (3.5) Total S$ Mil (411.9) 65.3 Balance as at 31 March 2022 (263.5) (83.1) (346.6) 158 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202212. TAXATION (Cont’d) 12.2 Deferred Taxes (Cont’d) Company – 2021 Deferred tax assets Balance as at 1 April 2020 Credited/ (Charged) to income statement Balance as at 31 March 2021 Company – 2021 Deferred tax liabilities Balance as at 1 April 2020 (Charged)/ Credited to income statement Balance as at 31 March 2021 Notes: (1) TWDV – Tax written down value (2) NBV – Net book value Provisions S$ Mil 0.4 0.2 0.6 Accelerated tax depreciation S$ Mil (309.4) (22.9) Others S$ Mil 122.1 (11.8) Total S$ Mil 122.5 (11.6) 110.3 110.9 Others S$ Mil (88.6) 9.0 Total S$ Mil (398.0) (13.9) (332.3) (79.6) (411.9) 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. The amounts, determined after appropriate offsetting, were shown in the statements of financial position as follows – Deferred tax assets Deferred tax liabilities Group Company 31 March 2022 S$ Mil 309.4 (498.8) 31 March 2021 S$ Mil 302.1 (498.9) 31 March 2022 S$ Mil – (236.7) 31 March 2021 S$ Mil – (301.0) (189.4) (196.8) (236.7) (301.0) 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 2022, the subsidiaries of the Group had estimated unutilised income tax losses of approximately S$1.92 billion (31 March 2021: S$1.73 billion), of which S$138 million (31 March 2021: S$103 million) will expire in the next five years and S$837 million (31 March 2021: S$871 million) will expire from 2027 to 2037. As at 31 March 2022, the subsidiaries of the Group also had estimated unutilised investment allowances of S$13 million (31 March 2021: S$41 million) and unutilised capital tax losses of S$64 million (31 March 2021: S$65 million). These unutilised income tax losses and investment allowances are available for set-off against future taxable profits, subject to the agreement of the relevant tax authorities and compliance with certain provisions of the income tax regulations of the respective countries in which the subsidiaries operate. The unutilised capital tax losses are available for set-off against future capital gains of a similar nature subject to compliance with certain statutory tests in Australia. 159 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION12. TAXATION (Cont’d) 12.2 Deferred Taxes (Cont’d) As at the end of the reporting period, the potential tax benefits arising from the following items were not recognised in the financial statements due to uncertainty on their recoverability – Unutilised income tax losses and investment allowances Unutilised capital tax losses 13. EARNINGS PER SHARE Weighted average number of ordinary shares in issue for calculation of basic earnings per share (1) Adjustment for dilutive effects of performance share plans Weighted average number of ordinary shares for calculation of diluted earnings per share Note: (1) Adjusted to exclude the number of performance shares held by the Trust and the Company. Group 2022 S$ Mil 2021 S$ Mil 1,931.5 64.3 1,774.1 65.0 Group 2022 '000 2021 '000 16,508,218 42,061 16,361,860 24,666 16,550,279 16,386,526 ‘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 includes the number of additional shares outstanding if the potential dilutive ordinary shares arising from the 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. 160 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022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 – Income Subsidiaries of ultimate holding company Telecommunications Associates Telecommunications Joint ventures Telecommunications Expenses Subsidiaries of ultimate holding company Telecommunications Utilities Depreciation of right-of-use assets Interest expense on lease liabiltiies Associates Telecommunications Postal Maintenance Depreciation of right-of-use assets Interest expense on lease liabiltiies Joint ventures Telecommunications Transmission capacity Others Subsidiaries of ultimate holding company Right-of-use assets Lease liabilities Associates Investment in associate Right-of-use assets Lease liabilities Joint ventures Investment in joint ventures 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 at market rates. Please refer to Note 5.2 for information on key management personnel compensation. Group 2022 S$ Mil 2021 S$ Mil 76.1 90.2 6.6 3.7 17.2 11.4 25.7 94.2 30.8 7.8 126.1 8.0 7.3 27.5 40.4 4.3 19.5 40.9 66.8 53.9 9.0 130.6 10.0 7.6 – – 7.3 22.7 142.5 205.7 148.0 242.9 30.1 1,283.1 1,358.1 38.1 34.4 8.5 6.3 – – – 24.0 8.9 161 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION15. CASH AND CASH EQUIVALENTS Fixed deposits Cash and bank balances Group Company 31 March 2022 S$ Mil 1,028.4 1,101.7 31 March 2021 S$ Mil 155.6 599.1 31 March 2022 S$ Mil 36.3 26.1 31 March 2021 S$ Mil 48.2 78.0 Cash and cash equivalents in the Statement of Financial Position 2,130.1 754.7 62.4 126.2 Cash and cash equivalents included in subsidiary held for sale 33.2 – – – Less: Restricted cash (14.6) (14.2) (0.1) (0.2) Cash and cash equivalents in the Consolidated Statement of Cash Flows 2,148.7 740.5 62.3 126.0 Cash and cash equivalents in the Consolidated Statement of Financial Position included restricted cash relating to the provision of mobile money remittance and payment services in Singapore. The carrying amounts of the cash and cash equivalents approximate their fair values. Cash and cash equivalents denominated in currencies other than the respective functional currencies of the Group’s entities were as follows – USD EUR SGD ‘‘NA’’ denotes Not Applicable The maturities of the fixed deposits were as follows – Less than three months Over three months Group Company 31 March 2022 S$ Mil 130.0 43.0 35.8 31 March 2021 S$ Mil 138.5 37.4 5.2 31 March 2022 S$ Mil 31 March 2021 S$ Mil 45.9 1.3 NA 67.1 9.6 NA Group Company 31 March 2022 S$ Mil 977.8 50.6 31 March 2021 S$ Mil 136.3 19.3 1,028.4 155.6 31 March 2022 S$ Mil 31 March 2021 S$ Mil 36.3 – 36.3 48.2 – 48.2 As at 31 March 2022, the weighted average effective interest rate of the fixed deposits of the Group and the Company were 0.3% (31 March 2021: 0.2%) per annum and 0.23% (31 March 2021: 0.06%) per annum respectively. The exposure of cash and cash equivalents to interest rate risks is disclosed in Note 39.3. 162 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202216. TRADE AND OTHER RECEIVABLES Current Trade receivables Contract assets Less: Allowance for ECL Other receivables Loans to subsidiaries Amount due from subsidiaries – trade – non-trade Less: Allowance for ECL Amount due from associates and joint ventures – trade – non-trade Prepayments Interest receivable Others “ECL” denotes expected credit loss. 31 March 2022 S$ Mil 1,700.5 2,645.5 4,346.0 (247.0) 4,099.0 275.5 – – – – – 17.1 161.1 178.2 642.4 41.3 8.8 Group Company 31 March 2021 S$ Mil 1,919.9 2,690.0 4,609.9 (290.6) 4,319.3 302.0 – 31 March 2022 S$ Mil 31 March 2021 S$ Mil 343.0 17.9 360.9 (85.8) 275.1 20.0 113.1 335.1 13.5 348.6 (92.3) 256.3 32.0 112.6 – – – – 709.5 1,387.4 (43.3) 2,053.6 934.3 811.5 (46.2) 1,699.6 10.8 144.4 155.2 610.1 43.4 13.7 3.9 1.6 5.5 45.5 16.6 – 1.7 – 1.7 44.8 16.5 – 5,245.2 5,443.7 2,529.4 2,163.5 Trade receivables are non-interest bearing and are generally on 14-day or 30-day terms, while balances due from carriers are on 60-day terms. There was no significant change in contract assets during the year. As at 31 March 2022, the effective interest rate of an amount due from a subsidiary of S$948.9 million (31 March 2021: S$216.2 million) was nil (31 March 2021: 0.0001% per annum). The loans to subsidiaries and amounts due from other subsidiaries, associates and joint ventures were unsecured, interest-free and repayable on demand. 163 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION 16. TRADE AND OTHER RECEIVABLES (Cont’d) The age analysis of trade receivables and contract assets (before allowance for expected credit loss) was as follows – Less than 60 days 61 to 120 days More than 120 days Group Company 31 March 2022 S$ Mil 4,042.3 79.9 223.8 31 March 2021 S$ Mil 4,214.7 134.9 260.3 31 March 2022 S$ Mil 265.5 27.7 67.7 31 March 2021 S$ Mil 232.8 29.8 86.0 4,346.0 4,609.9 360.9 348.6 The movements in the allowance for expected credit losses of trade receivables and contract assets were as follows – Balance as at 1 April Acquisition of a subsidiary Reclassified to subsidiary held for sale Allowance Utilisation of allowance Write-back of allowance Translation differences Group Company 2022 S$ Mil 290.6 – (1.5) 125.4 (135.8) (30.6) (1.1) 2021 S$ Mil 310.8 0.3 – 181.4 (212.4) (26.1) 36.6 2022 S$ Mil 92.3 – – 27.0 (23.5) (10.0) – 2021 S$ Mil 93.5 – – 32.4 (26.8) (6.8) – Balance as at 31 March 247.0 290.6 85.8 92.3 The maximum exposure to credit risk for trade receivables and contract assets were as follows – Individuals Corporations and others Group Company 31 March 2022 S$ Mil 31 March 2021 S$ Mil 2,246.7 1,852.3 2,289.6 2,029.7 31 March 2022 S$ Mil 82.2 192.9 31 March 2021 S$ Mil 93.6 162.7 4,099.0 4,319.3 275.1 256.3 The expected credit losses for debts which are collectively assessed are estimated based on a provision matrix by reference to historical credit loss experience of the different segments, adjusted as appropriate to reflect current conditions and estimates of future economic conditions as applicable. The expected credit losses for debts which are individually assessed are based on an analysis of the debtor’s current financial position and are adjusted for factors that are specific to the debtors. 164 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202217. INVENTORIES Equipment held for resale Maintenance and capital works' inventories 18. DERIVATIVE FINANCIAL INSTRUMENTS Balance as at 1 April Fair value gains/ (losses) – included in income statement – included in 'Hedging Reserve' Acquisition of a subsidiary Settlement of swaps for bonds repaid Disposal of a subsidiary Others Translation differences Group Company 31 March 2022 S$ Mil 231.2 38.5 31 March 2021 S$ Mil 238.8 32.8 269.7 271.6 31 March 2022 S$ Mil 31 March 2021 S$ Mil 4.2 37.3 41.5 4.4 31.2 35.6 Group 2022 S$ Mil 2021 S$ Mil Company 2022 S$ Mil 2021 S$ Mil (281.9) 717.8 (75.9) 94.4 21.7 26.1 5.0 (43.5) (27.2) (40.0) 6.1 (696.0) (163.7) – (196.8) – – 56.8 (42.1) 17.2 – – – – – (143.6) (26.7) – – – – – Balance as at 31 March (333.7) (281.9) (100.8) (75.9) Disclosed as – Current asset Non-current asset Current liability Non-current liability Group Company 31 March 2022 S$ Mil 31 March 2021 S$ Mil 31 March 2022 S$ Mil 31 March 2021 S$ Mil 35.6 81.6 (16.5) (434.4) 62.2 23.9 (29.5) (338.5) 3.5 0.2 (1.9) (102.6) 1.2 3.7 (4.1) (76.7) (333.7) (281.9) (100.8) (75.9) 165 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION18. DERIVATIVE FINANCIAL INSTRUMENTS (Cont’d) 18.1 Fair Values The fair values of the currency and interest rate swap contracts excluded accrued interest of S$5.3 million (31 March 2021: S$6.0 million). The accrued interest is separately disclosed in Note 16 and Note 29. The fair values of the derivative financial instruments were as follows – 2022 Fair value and cash flow hedges Cross currency swaps Interest rate swaps Forward foreign exchange contracts Derivatives that do not qualify for hedge accounting Disclosed as – Current Non-current 2021 Fair value and cash flow hedges Cross currency swaps Interest rate swaps Forward foreign exchange contracts Disclosed as – Current Non-current Group Fair values Company Fair values Assets S$ Mil Liabilities S$ Mil Assets S$ Mil Liabilities S$ Mil 6.9 66.4 7.8 36.1 390.4 9.0 51.5 – – – 3.7 – 95.3 9.0 0.2 – 117.2 450.9 3.7 104.5 35.6 81.6 16.5 434.4 117.2 450.9 3.5 0.2 3.7 1.9 102.6 104.5 Group Fair values Company Fair values Assets S$ Mil Liabilities S$ Mil Assets S$ Mil Liabilities S$ Mil 70.9 5.9 9.3 270.6 41.6 55.8 86.1 368.0 62.2 23.9 29.5 338.5 86.1 368.0 3.7 – 1.2 4.9 1.2 3.7 4.9 54.3 22.2 4.3 80.8 4.1 76.7 80.8 The cash flow hedges are designated for foreign currency commitments and repayments of principal and interest of foreign currency denominated bonds. The forecast transactions for the foreign currency commitments are expected to occur in the financial year ending 31 March 2023, while the forecast transactions for the repayment of principal and interest of the foreign currency denominated bonds will  occur according to the timing disclosed in Note 30. 166 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202218. DERIVATIVE FINANCIAL INSTRUMENTS (Cont’d) 18.1 Fair Values (Cont’d) As at 31 March 2022, 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 31 March 2022 31 March 2021 31 March 2022 31 March 2021 2,350.7 1.6% – 3.9% 0.3% 3,220.1 1.6% – 5.4% 0.1% – 1.1% 703.4 1.9% – 3.9% – 703.4 1.9% – 3.9% – 5,038.4 1.8% – 5.2% 0.8% – 2.4% 6,977.2 1.8% – 5.2% 0.7% – 2.2% 676.9 5.2% 1.9% – 2.4% 672.1 5.2% 1.7% – 2.2% Notional principal (S$ million equivalent) 2,108.2 2,340.4 355.0 1,130.5 The interest rate swaps entered into by the Group are re-priced at intervals ranging from quarterly to six-monthly periods. The interest rate swaps entered into by the Company are re-priced every six months. 19. SUBSIDIARY HELD FOR SALE Assets directly associated with subsidiary held for sale Property, plant and equipment Right-of-use assets Goodwill (1) Other intangible assets Trade and other receivables Cash and cash equivalents Other assets Liabilities directly associated with subsidiary held for sale Trade and other payables Lease liabilities Group 31 March 2022 S$ Mil 31 March 2021 S$ Mil 19.0 55.9 101.0 63.2 175.1 33.2 2.4 449.8 (173.9) (59.3) (233.2) – – – – – – – – – – – Note: (1) Net of impairment charge of S$310 million recorded under exceptional items (see Note 8). As at 31 March 2022, the assets and liabilities directly associated with subsidiary held for sale, were in relation to planned divestment in its wholly-owned subsidiary, Amobee, Inc. (“Amobee”). The fair value was determined based on indicative price ranges adjusted for certain undertakings. The sale is expected to be completed within the next one year. 167 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION l t a o T l i M $ S 4 . 0 ) 3 . 3 3 2 ( ) 2 . 5 5 7 ( ) 7 . 4 ( ) 4 . 5 6 ( ) 1 . 9 7 2 ( 4 . 2 2 9 , 1 1 . 3 8 6 , 4 3 l a t i p a C - n i - k r o w s s e r g o r p l i M $ S r e h t O l i M $ S d n a t n a p l t n e m p u q e i l i M $ S i g n h c t i w S t n e m p u q e i l i M $ S d n a t n a p l t n e m p u q e i n o i s s i m s n a r T l i M $ S s g n d i l i u B – – – ) 0 . 1 2 ( 5 . 5 1 6 , 1 8 . 0 7 6 , 1 ) 5 . 8 ( ) 3 . 9 4 7 , 1 ( 0 . 2 2 1 ) 3 . 4 1 1 ( 0 . 5 8 7 , 6 4 . 0 ) 2 . 7 ( ) 4 . 5 6 ( 5 . 8 8 2 ) 8 . 9 3 ( 5 . 8 1 ) 7 . 4 3 ( – – ) 6 . 3 ( ) 3 . 5 1 ( 4 . 9 8 5 – – ) 3 . 3 6 ( 5 . 0 1 1 ) 4 . 4 4 7 ( 8 . 1 4 8 ) 0 . 2 1 2 ( 7 . 5 8 2 , 3 1 . 5 6 0 , 2 2 6 . 0 8 . 8 0 9 – – – – ) 3 . 3 ( 9 . 4 2 d n a l l i M $ S l d o h e e r F 0 . 3 2 – – – – – – ) 2 . 0 ( I T N E M P U Q E D N A T N A L P , Y T R E P O R P . 0 2 1 2 0 2 l i r p A 1 t a s a e c n a a B l t ) s e a b e r f o t e n ( s n o i t i d d A 2 2 0 2 – p u o r G t s o C l e a s r o f l d e h i y r a d i s b u s o t d e fi i s s a c e R l i s e i r a d i s b u s f o n o i t i s i u q c A i s e i r a d i s b u s f o l a s o p s i D s t n e m t s u j d A / s n o i t a c fi i s s a c e R l s e c n e r e f f i d n o i t a l s n a r T s f f - o e t i r W / s l a s o p s i D 2 . 8 6 2 , 5 3 5 . 7 0 5 , 1 2 . 9 6 9 , 6 0 . 0 4 8 , 3 7 . 7 9 9 , 1 2 0 . 1 3 9 8 . 2 2 2 2 0 2 h c r a M 1 3 t a s a e c n a a B l 2 . 0 ) 5 . 0 0 2 ( ) 2 . 4 4 ( ) 9 . 8 9 2 ( 4 . 0 ) 9 . 1 7 1 ( 9 . 4 4 9 , 1 0 . 7 5 9 , 2 2 0 . 7 8 1 , 4 2 – – – – – – – – – 1 . 2 4 7 ) 4 . 4 0 1 ( 8 . 3 1 2 , 5 2 . 0 ) 0 . 7 ( ) 2 . 4 4 ( 4 . 0 ) 7 . 6 2 ( ) 7 . 4 3 ( 2 . 3 2 1 – ) 5 . 0 ( – – ) 8 . 6 ( 7 . 0 0 8 , 1 – – – ) 4 . 1 6 ( ) 4 . 1 9 2 ( – – – – – ) 1 . 8 3 1 ( ) 3 . 0 ( 7 . 5 3 0 , 1 0 . 2 9 4 , 5 1 9 . 3 4 5 . 0 5 4 2 . 4 7 7 , 5 9 . 1 8 8 , 1 8 . 6 3 0 , 6 1 1 . 4 9 4 4 . 1 ) 6 . 0 ( ) 2 . 2 ( ) 8 . 1 ( – – – – 0 . 2 9 1 6 . 0 2 8 . 8 8 1 6 . 0 2 4 . 1 ) 2 . 0 ( ) 2 . 2 ( ) 2 . 0 ( 5 . 0 2 3 . 9 1 – – – – – – – ) 6 . 1 ( 3 . 0 2 . 0 5 1 3 . 0 6 . 8 4 1 – 4 . 0 ) 4 . 0 ( – – – – – – – – – – – – – – – – – – l e a s r o f l d e h i y r a d i s b u s o t d e fi i s s a c e R l i s e i r a d i s b u s f o n o i t i s i u q c A i s e i r a d i s b u s f o l a s o p s i D s t n e m t s u j d A / s n o i t a c fi i s s a c e R l 2 2 0 2 h c r a M 1 3 t a s a e c n a a B l r a e y e h t r o f e g r a h c t n e m r i a p m I 1 2 0 2 l i r p A 1 t a s a e c n a a B l t n e m r i a p m i l d e t a u m u c c A s e c n e r e f f i d n o i t a l s n a r T l e a s r o f l d e h i y r a d i s b u s o t d e fi i s s a c e R l s e c n e r e f f i d n o i t a l s n a r T 2 2 0 2 h c r a M 1 3 t a s a e c n a a B l s f f - o e t i r W / s l a s o p s i D r a e y e h t r o f e g r a h c n o i t a i c e r p e D 1 2 0 2 l i r p A 1 t a s a e c n a a B l n o i t a i c e r p e d l d e t a u m u c c A s f f - o e t i r W / s l a s o p s i D 4 . 2 9 8 , 0 1 9 . 6 8 4 , 1 7 . 5 7 1 , 1 8 . 7 5 9 , 1 3 . 2 1 8 , 5 9 . 6 3 4 8 . 2 2 2 2 0 2 h c r a M 1 3 t a s a l e u a V k o o B t e N 168 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022                                                                                                                                                                                     l t a o T l i M $ S l a t i p a C - n i - k r o w s s e r g o r p l i M $ S r e h t O l i M $ S d n a t n a p l t n e m p u q e i l i M $ S i g n h c t i w S t n e m p u q e i l i M $ S d n a t n a p l t n e m p u q e i n o i s s i m s n a r T l i M $ S s g n d i l i u B d n a l l i M $ S l d o h e e r F 6 . 2 ) 4 . 9 2 ( 3 . 0 1 1 , 2 ) 8 . 3 5 2 , 2 ( 9 . 0 9 3 , 1 3 – – 9 . 1 6 5 , 1 7 . 8 4 9 , 1 ) 4 . 0 2 0 , 2 ( 5 . 2 6 4 , 3 3 . 5 2 1 8 . 7 7 ) 0 . 7 1 7 ( 6 . 2 4 . 2 9 3 5 . 2 1 5 1 . 1 2 ) 4 . 4 4 2 ( – 6 . 9 0 6 3 . 3 2 2 2 . 2 6 ) 9 . 0 7 2 , 1 ( – 0 . 9 8 9 8 . 1 5 5 , 2 7 . 6 1 5 , 6 1 . 6 7 6 , 2 0 . 3 3 7 , 9 1 5 . 0 ) 5 . 1 2 ( 5 . 3 8 8 – * 3 . 6 4 – – – – 3 . 3 7 . 9 1 0 2 0 2 l i r p A 1 t a s a e c n a a B l t ) s e a b e r f o t e n ( s n o i t i d d A 1 2 0 2 – p u o r G t s o C s f f - o e t i r W / s l a s o p s i D s t n e m t s u j d A / s n o i t a c fi i s s a c e R l i y r a d i s b u s a f o n o i t i s i u q c A s e c n e r e f f i d n o i t a l s n a r T ) d ’ t n o C ( I T N E M P U Q E D N A T N A L P , Y T R E P O R P . 0 2 1 . 3 8 6 , 4 3 5 . 5 1 6 , 1 0 . 5 8 7 , 6 7 . 5 8 2 , 3 1 . 5 6 0 , 2 2 8 . 8 0 9 0 . 3 2 1 2 0 2 h c r a M 1 3 t a s a e c n a a B l 9 . 6 9 8 , 1 ) 5 . 1 0 2 , 2 ( 3 . 2 0 0 , 1 2 ) 0 . 0 2 ( 3 . 9 7 2 , 2 0 . 7 5 9 , 2 2 3 . 0 8 . 4 2 9 . 6 6 1 0 . 2 9 1 – – – – – – – – 6 . 0 2 6 . 0 2 2 . 4 9 6 ) 7 . 4 1 7 ( ) 3 . 5 1 ( 6 . 8 0 4 7 . 2 1 1 ) 4 . 4 4 2 ( – 6 . 2 9 0 . 1 4 8 , 4 8 . 9 3 8 , 1 7 . 5 3 0 , 1 ) 2 . 1 2 2 , 1 ( 4 . 5 0 9 , 3 1 – 1 . 2 7 7 , 1 3 . 4 5 ) 2 . 1 2 ( 1 . 6 1 4 ) 7 . 4 ( 0 . 6 8 . 3 1 2 , 5 7 . 0 0 8 , 1 0 . 2 9 4 , 5 1 5 . 0 5 4 – 8 . 1 7 . 8 1 5 . 0 2 – – 3 . 0 3 . 0 ) 5 . 1 ( 4 . 5 3 . 6 4 1 2 . 0 5 1 – – 4 . 0 4 . 0 – – – – – – – – – – r a e y e h t r o f e g r a h c n o i t a i c e r p e D 0 2 0 2 l i r p A 1 t a s a e c n a a B l n o i t a i c e r p e d l d e t a u m u c c A s t n e m t s u j d A / s n o i t a c fi i s s a c e R l 1 2 0 2 h c r a M 1 3 t a s a e c n a a B l r a e y e h t r o f e g r a h c t n e m r i a p m I 0 2 0 2 l i r p A 1 t a s a e c n a a B l s e c n e r e f f i d n o i t a l s n a r T t n e m r i a p m i l d e t a u m u c c A 1 2 0 2 h c r a M 1 3 t a s a e c n a a B l s e c n e r e f f i d n o i t a l s n a r T s f f - o e t i r W / s l a s o p s i D 1 . 4 3 5 , 1 1 9 . 4 9 5 , 1 7 . 0 5 5 , 1 7 . 4 8 4 , 1 9 . 2 2 4 , 6 9 . 7 5 4 0 . 3 2 1 2 0 2 h c r a M 1 3 t a s a l e u a V k o o B t e N . n o i l l i m 5 0 . 0 $ S n a h t s s e l f o t n u o m a t s e o n e d ” * “ 169 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION                                                                                                                                                                                                                                       l t a o T l i M $ S – 1 . 2 8 2 ) 8 . 5 0 9 ( 2 . 3 7 2 , 7 l a t i p a C - n i - k r o w s s e r g o r p l i M $ S 6 . 5 9 5 5 . 4 1 2 ) 2 . 8 5 ( ) 7 . 9 7 2 ( r e h t O l i M $ S d n a t n a p l t n e m p u q e i l i M $ S i g n h c t i w S t n e m p u q e i l i M $ S d n a t n a p l t n e m p u q e i n o i s s i m s n a r T 9 . 3 3 ) 7 . 4 2 6 ( 7 . 0 1 2 3 . 4 7 3 , 2 2 . 5 ) 2 . 6 6 ( 6 . 9 2 0 . 7 0 6 2 . 8 2 ) 0 . 0 4 ( 0 . 3 3 6 . 3 7 1 , 3 l i M $ S s g n d i l i u B 3 . 0 3 . 2 2 5 ) 7 . 6 1 1 ( 4 . 6 5 . 9 4 6 , 6 2 . 2 7 4 2 . 4 9 9 , 1 6 . 5 7 5 8 . 4 9 1 , 3 3 . 2 1 4 5 . 7 3 3 ) 3 . 3 2 4 ( 8 . 8 7 9 , 4 0 . 3 9 8 , 4 ) 3 . 0 ( 7 . 1 1 4 . 1 1 – – – – – – – 9 . 4 8 1 ) 6 . 6 0 3 ( 6 . 8 4 6 , 1 7 . 9 3 ) 6 . 7 5 ( 7 . 4 2 5 4 . 6 9 ) 5 . 7 3 ( 5 . 8 6 4 , 2 5 . 6 1 ) 6 . 1 2 ( 0 . 7 3 3 9 . 6 2 5 , 1 8 . 6 0 5 4 . 7 2 5 , 2 9 . 1 3 3 – – – – – – – 4 . 1 1 4 . 1 1 3 . 0 ) 3 . 0 ( – d n a l l i M $ S l d o h e e r F – – – 4 . 0 4 . 0 – – – – – – – 1 2 0 2 l i r p A 1 t a s a e c n a a B l t ) s e a b e r f o t e n ( s n o i t i d d A 2 2 0 2 – y n a p m o C t s o C s f f - o e t i r W / s l a s o p s i D 2 2 0 2 h c r a M 1 3 t a s a e c n a a B l r a e y e h t r o f e g r a h c n o i t a i c e r p e D 1 2 0 2 l i r p A 1 t a s a e c n a a B l n o i t a i c e r p e d l d e t a u m u c c A s n o i t a c fi i s s a c e R l s f f - o e t i r W / s l a s o p s i D 2 2 0 2 h c r a M 1 3 t a s a e c n a a B l 1 2 0 2 l i r p A 1 t a s a e c n a a B l t n e m r i a p m i l d e t a u m u c c A s f f - o e t i r W / s l a s o p s i D 2 2 0 2 h c r a M 1 3 t a s a e c n a a B l 1 . 5 4 7 , 1 2 . 2 7 4 3 . 7 6 4 8 . 8 6 0 . 6 5 6 4 . 0 8 4 . 0 2 2 0 2 h c r a M 1 3 t a s a l e u a V k o o B t e N ) d ’ t n o C ( I T N E M P U Q E D N A T N A L P , Y T R E P O R P . 0 2 170 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022                                                                                                                                                                                                                                                                             l t a o T l i M $ S – 9 . 0 3 4 ) 8 . 1 4 1 ( 1 . 4 8 9 , 6 l a t i p a C - n i - k r o w s s e r g o r p l i M $ S – 2 . 0 1 6 1 . 0 7 3 ) 7 . 4 8 3 ( r e h t O l i M $ S d n a t n a p l t n e m p u q e i l i M $ S i g n h c t i w S t n e m p u q e i l i M $ S d n a t n a p l t n e m p u q e i n o i s s i m s n a r T l i M $ S s g n d i l i u B d n a l l i M $ S l d o h e e r F 0 . 1 2 ) 1 . 4 1 ( 3 . 8 5 2 3 . 4 ) 2 . 6 ( 3 . 7 4 4 . 5 3 ) 6 . 8 1 1 ( 1 . 5 7 1 . 0 ) 9 . 2 ( 0 . 4 – – – 1 . 9 0 1 , 2 6 . 1 6 5 7 . 1 8 1 , 3 1 . 1 2 5 4 . 0 0 2 0 2 l i r p A 1 t a s a e c n a a B l t ) s e a b e r f o t e n ( s n o i t i d d A 1 2 0 2 – y n a p m o C t s o C s f f - o e t i r W / s l a s o p s i D s n o i t a c fi i s s a c e R l 2 . 3 7 2 , 7 6 . 5 9 5 3 . 4 7 3 , 2 0 . 7 0 6 6 . 3 7 1 , 3 3 . 2 2 5 4 . 0 1 2 0 2 h c r a M 1 3 t a s a e c n a a B l 3 . 9 3 3 ) 4 . 4 3 1 ( 9 . 3 7 7 , 4 8 . 8 7 9 , 4 4 . 4 3 . 7 7 . 1 1 – – – – – – – ) 8 . 3 1 ( 6 . 6 8 1 8 . 5 7 4 , 1 ) 2 . 6 ( 8 . 4 3 1 . 6 9 4 2 . 1 0 1 ) 6 . 1 1 1 ( 9 . 8 7 4 , 2 ) 8 . 2 ( 7 . 6 1 1 . 3 2 3 6 . 8 4 6 , 1 7 . 4 2 5 5 . 8 6 4 , 2 0 . 7 3 3 – – – – – – 1 . 4 3 . 7 4 . 1 1 – 3 . 0 3 . 0 – – – – – – – r a e y e h t r o f e g r a h c n o i t a i c e r p e D 0 2 0 2 l i r p A 1 t a s a e c n a a B l n o i t a i c e r p e d l d e t a u m u c c A s f f - o e t i r W / s l a s o p s i D 1 2 0 2 h c r a M 1 3 t a s a e c n a a B l r a e y e h t f o e g r a h c t n e m r i a p m I 0 2 0 2 l i r p A 1 t a s a e c n a a B l t n e m r i a p m i l d e t a u m u c c A 1 2 0 2 h c r a M 1 3 t a s a e c n a a B l 7 . 2 8 2 , 2 6 . 5 9 5 7 . 5 2 7 3 . 2 8 7 . 3 9 6 0 . 5 8 1 4 . 0 1 2 0 2 h c r a M 1 3 t a s a l e u a V k o o B t e N 171 ) d ’ t n o C ( I T N E M P U Q E D N A T N A L P , Y T R E P O R P . 0 2 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION                                                                                                                                                                                                                                                                             20. PROPERTY, PLANT AND EQUIPMENT (Cont’d) Property, plant and equipment included the following – Group Company 31 March 2022 S$ Mil 31 March 2021 S$ Mil 31 March 2022 S$ Mil 31 March 2021 S$ Mil Net book value of property, plant and equipment Staff costs capitalised 229.1 210.3 40.6 36.2 During the previous financial year, the Group recorded impairment charges of S$167 million mainly for legacy fixed access networks that will no longer be used in Australia. 21. RIGHT-OF-USE ASSETS Group – 2022 Cost   Balance as at 1 April 2021   Additions (net of rebates)   Disposals/ Write-offs   Disposal of subsidiary   Reclassfied to subsidiary held for sale   Reclassifications/ Adjustments   Translation differences Mobile base stations/ Central offices S$ Mil Other properties S$ Mil Equipment S$ Mil Others S$ Mil Total S$ Mil 1,850.2 1,922.2 (95.0) (240.0) – – (67.2) 904.9 66.8 (7.4) (1.8) (80.8) 0.3 (2.2) 535.8 12.1 (0.3) – (47.3) 7.2 (0.1) 14.1 1.9 (0.6) – – (0.3) (0.1) 3,305.0 2,003.0 (103.3) (241.8) (128.1) 7.2 (69.6)   Balance as at 31 March 2022 3,370.2 879.8 507.4 15.0 4,772.4 Accumulated depreciation   Balance as at 1 April 2021   Depreciation charge for the year   Disposals/ Write-offs   Disposal of subsidiary   Reclassfied to subsidiary held for sale   Reclassifications/ Adjustments   Translation differences 563.9 285.7 (95.0) (85.7) – 4.8 (10.6) 446.7 104.3 (6.3) (1.5) (48.6) 0.1 (0.1) 229.6 39.2 (0.3) – (23.6) (0.7) 0.1 9.1 4.0 (0.6) – – (0.1) * 1,249.3 433.2 (102.2) (87.2) (72.2) 4.1 (10.6)   Balance as at 31 March 2022 663.1 494.6 244.3 12.4 1,414.4 Net Book Value as at 31 March 2022 2,707.1 385.2 263.1 2.6 3,358.0 “*” denotes amount of less than S$0.05 million. 172 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022                                                                                                                                                            21. RIGHT-OF-USE ASSETS (Cont’d) Group – 2021 Cost   Balance as at 1 April 2020   Additions (net of rebates)   Disposals/ Write-offs   Acquisition of a subsidiary   Reclassifications/ Adjustments   Translation differences Mobile base stations/ Central offices S$ Mil Other properties S$ Mil Equipment S$ Mil Others S$ Mil Total S$ Mil 1,496.1 131.5 (23.4) – – 246.0 798.7 80.5 (5.0) 0.2 22.4 8.1 528.4 10.9 – – – (3.5) 10.4 2.5 (0.4) – – 1.6 2,833.6 225.4 (28.8) 0.2 22.4 252.2   Balance as at 31 March 2021 1,850.2 904.9 535.8 14.1 3,305.0 Accumulated depreciation   Balance as at 1 April 2020   Depreciation charge for the year   Disposals/ Write-offs   Reclassifications/ Adjustments   Translation differences 254.2 279.8 (22.7) – 52.6 319.5 107.8 (5.0) 19.6 4.8 195.4 35.2 – – (1.0) 4.0 4.6 (0.3) – 0.8 773.1 427.4 (28.0) 19.6 57.2   Balance as at 31 March 2021 563.9 446.7 229.6 9.1 1,249.3 Net Book Value as at 31 March 2021 1,286.3 458.2 306.2 5.0 2,055.7 Company – 2022 Cost   Balance as at 1 April 2021   Additions (net of rebates)   Disposals/ Write-offs Central offices S$ Mil Other properties S$ Mil Equipment S$ Mil Others S$ Mil Total S$ Mil 22.7 78.5 – 571.5 12.3 (205.9) 466.4 4.0 –   Balance as at 31 March 2022 101.2 377.9 470.4 Accumulated depreciation   Balance as at 1 April 2021   Depreciation charge for the year   Adjustments   Disposals/ Write-offs 15.8 6.2 4.8 – 276.2 34.2 – (116.0) 199.7 21.6 – –   Balance as at 31 March 2022 26.8 194.4 221.3 Net book value as at 31 March 2022 74.4 183.5 249.1 0.5 0.2 – 0.7 0.3 0.1 – – 0.4 0.3 1,061.1 95.0 (205.9) 950.2 492.0 62.1 4.8 (116.0) 442.9 507.3 173 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION                                                                                                                                                                                                                                                                    21. RIGHT-OF-USE ASSETS (Cont’d) Company – 2021 Cost   Balance as at 1 April 2020   Additions (net of rebates) Central offices S$ Mil Other properties S$ Mil Equipment S$ Mil Others S$ Mil Total S$ Mil 18.9 3.8 571.5 – 465.7 0.7 0.5 – 1,056.6 4.5   Balance as at 31 March 2021 22.7 571.5 466.4 0.5 1,061.1 Accumulated depreciation   Balance as at 1 April 2020   Depreciation charge for the year 9.4 6.4 243.6 32.6 179.9 19.8   Balance as at 31 March 2021 15.8 276.2 199.7 Net book value as at 31 March 2021 6.9 295.3 266.7 0.2 0.1 0.3 0.2 433.1 58.9 492.0 569.1 22. INTANGIBLE ASSETS Goodwill on acquisition of subsidiaries Telecommunications and spectrum licences Technology and brand Customer relationships and others 22.1 Goodwill on Acquisition of Subsidiaries Balance as at 1 April Acquisition of subsidiaries Adjustment to goodwill (1) Impairment charge for the year Reclassified to subsidiary held for sale Disposal of a subsidiary/ business Translation differences Balance as at 31 March Cost Accumulated impairment Net book value as at 31 March Note: 31 March 2022 S$ Mil 9,660.7 2,188.6 28.3 99.6 Group 31 March 2021 S$ Mil 10,767.2 2,220.0 3.4 138.5 11,977.2 13,129.1 Group 2022 S$ Mil 2021 S$ Mil 10,767.2 50.3 (42.3) – (411.0) (707.2) 3.7 11,429.9 264.8 – (840.5) – – (87.0) 9,660.7 10,767.2 9,971.8 (311.1) 11,798.5 (1,031.3) 9,660.7 10,767.2 (1) This arose from the finalisation of the purchase price allocation from acquisition of the mobile business of amaysim Australia Limited in the previous financial year. 174 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022                                                                                22. INTANGIBLE ASSETS (Cont’d) 22.2 Telecommunications and Spectrum Licences Balance as at 1 April Additions Amortisation for the year Disposal of a subsidiary Translation differences Balance as at 31 March Cost Accumulated amortisation Accumulated impairment Net book value as at 31 March 22.3 Technology and Brand Balance as at 1 April Acquisition of a subsidiary Amortisation for the year Impairment charge for the year Adjustment (1) Translation differences Balance as at 31 March Cost Accumulated amortisation Accumulated impairment Net book value as at 31 March Note: Group 2022 S$ Mil 2021 S$ Mil 2,220.0 392.7 (251.9) (149.2) (23.0) 2,024.7 157.2 (235.2) – 273.3 2,188.6 2,220.0 4,483.5 (2,288.7) (6.2) 4,281.1 (2,054.9) (6.2) 2,188.6 2,220.0 2022 S$ Mil 3.4 3.3 (1.4) – 22.6 0.4 28.3 212.1 (148.6) (35.2) Group 2021 S$ Mil 143.9 3.7 (47.3) (84.0) – (12.9) 3.4 611.0 (430.4) (177.2) 28.3 3.4 (1) This arose from the finalisation of the purchase price allocation from acquisition of the mobile business of amaysim Australia Limited in the previous financial year. 175 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION22. INTANGIBLE ASSETS (Cont’d) 22.4 Customer Relationships and Others Balance as at 1 April Acquisition of subsidiaries Additions Amortisation for the year Reclassified to subsidiary held for sale Disposals Reclassifications/ Adjustments (1) Translation differences Balance as at 31 March Cost Accumulated amortisation Accumulated impairment Net book value as at 31 March Note: 2022 S$ Mil 138.5 14.0 71.1 (91.1) (63.2) (5.5) 34.1 1.7 Group 2021 S$ Mil 137.4 – 76.5 (78.0) – – 4.3 (1.7) 99.6 138.5 297.4 (195.9) (1.9) 579.4 (439.0) (1.9) 99.6 138.5 (1) This arose from the finalisation of the purchase price allocation from acquisition of the mobile business of amaysim Australia Limited in the previous financial year. 23. SUBSIDIARIES Unquoted equity shares, at cost Shareholders' advances Deemed investment in a subsidiary Less: Allowance for impairment losses Company 31 March 2022 S$ Mil 16,820.2 5,733.0 32.5 22,585.7 (2,954.4) 31 March 2021 S$ Mil 16,225.5 5,733.0 32.5 21,991.0 (2,591.1) 19,631.3 19,399.9 The advances given to subsidiaries were interest-free and 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 48.1 to Note 48.3. 176 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202224. 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 Company 31 March 2022 S$ Mil 3,671.8 5,833.5 9,505.3 31 March 2021 S$ Mil 3,533.4 5,791.5 9,324.9 31 March 2022 S$ Mil – 22.8 22.8 31 March 2021 S$ Mil – 22.8 22.8 (1,225.9) (1,225.9) 7,455.0 (4,796.6) 1,432.5 7,494.8 (4,535.9) 1,733.0 – – – – – – – – – – Less: Allowance for impairment losses (30.0) (30.0) 10,907.8 11,027.9 22.8 22.8 As at 31 March 2022, (i) (ii) The market value of the quoted equity shares in joint ventures held by the Group was S$35.94 billion (31 March 2021: S$24.97 billion). The Group’s proportionate interest in the capital commitments of joint ventures was S$3.27 billion (31 March 2021: S$3.77 billion). The details of joint ventures are set out in Note 48.5. Optus has an interest in an unincorporated joint operation to share certain 4G network sites and radio infrastructure across Australia whereby it holds an interest of 50% (31 March 2021: 50%) in the assets, with access to the shared network and shares 50% (31 March 2021: 50%) of the cost of building and operating the network. The Group’s property, plant and equipment included the Group’s interest in the property, plant and equipment employed in the unincorporated joint operation amounting to S$0.97 billion (31 March 2021: S$1.01 billion). 177 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION                                                                          24. JOINT VENTURES (Cont’d) The summarised financial information of the Group’s significant joint ventures namely Bharti Airtel Limited (“Airtel”), PT Telekomunikasi Selular (“Telkomsel”), Globe Telecom, Inc. (“Globe”) and Advanced Info Service Public Company Limited (“AIS”), based on their financial statements and a reconciliation with the carrying amounts of the investments in the consolidated financial statements were as follows – Group – 2022 Statement of comprehensive income Revenue Depreciation and amortisation Interest income Interest expense Income tax expense Profit after tax from continuing operations Other comprehensive (loss)/ income Total comprehensive income Statement of financial position Current assets Non-current assets Current liabilities Non-current liabilities Net assets Less: Non-controlling interests Airtel S$ Mil Telkomsel S$ Mil Globe S$ Mil AIS S$ Mil 21,095.0 (5,989.4) 59.9 (3,035.9) (651.3) 460.2 (82.4) 377.8 9,305.9 55,901.1 (20,474.2) (28,722.7) 16,010.1 (4,534.4) 8,237.9 (1,928.2) 13.4 (195.0) (593.5) 2,138.7 112.5 2,251.2 1,345.2 8,141.2 (3,231.0) (2,157.4) 4,098.0 (4.2) 4,531.5 (1,156.9) 4.9 (249.9) (217.8) 806.8 18.4 825.2 1,761.1 10,845.7 (3,099.5) (6,253.0) 3,254.3 (8.1) 7,456.1 (2,218.3) 8.6 (229.6) (249.3) 1,098.2 14.6 1,112.8 1,667.2 12,794.1 (4,149.5) (7,233.4) 3,078.4 (5.1) Net assets attributable to equity holders 11,475.7 4,093.8 3,246.2 3,073.3 Proportion of the Group's ownership Group's share of net assets Goodwill capitalised Others (2) 31.7% 3,641.2 1,120.8 677.2 35.0% 1,432.8 1,386.1 – 46.9% 1,521.8 374.7 (375.6) 23.3% (1) 716.7 293.5 (16.7) Carrying amount of the investment 5,439.2 2,818.9 1,520.9 993.5 Other items Cash and cash equivalents Non-current financial liabilities excluding trade and other payables Current financial liabilities excluding trade and other payables 2,413.6 528.2 388.9 661.1 (27,636.1) (1,681.0) (5,786.1) (4,541.5) (4,862.6) (1,130.8) (539.6) (980.2) Group's share of market value 25,212.0 NA 4,165.7 6,566.6 Dividends received during the year – 1,080.8 183.2 210.2 ‘‘NA’’ denotes Not Applicable. Notes: (1) (2) The above is based on the Group’s direct equity interest in AIS. ‘Others’ include adjustments to align the respective local accounting standards to SFRS(I). 178 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202224. JOINT VENTURES (Cont’d) Group – 2021 Statement of comprehensive income Revenue Depreciation and amortisation Interest income Interest expense Income tax expense (Loss)/ Profit after tax from continuing operations Profit after tax from discontinued operations Other comprehensive (loss)/ income Total comprehensive (loss)/ income Statement of financial position Current assets Non-current assets Current liabilities Non-current liabilities Net assets Less: Non-controlling interests Airtel S$ Mil Telkomsel S$ Mil Globe S$ Mil AIS S$ Mil 18,513.3 (5,410.4) 115.4 (2,939.6) (1,588.4) (4,719.1) 1,942.4 (103.3) (2,880.0) 10,049.4 53,514.1 (20,532.2) (28,263.1) 14,768.2 (4,080.2) 8,095.5 (1,909.4) 33.0 (173.2) (614.6) 2,402.8 – (172.9) 2,229.9 2,359.4 7,541.9 (2,898.9) (2,076.2) 4,926.2 * 4,524.7 (1,002.9) 3.8 (204.5) (166.3) 540.3 – (42.3) 498.0 1,670.0 8,095.4 (2,205.0) (5,127.9) 2,432.5 (7.1) 7,743.5 (2,281.5) 12.0 (254.2) (230.1) 1,202.4 – 5.6 1,208.0 1,820.0 13,800.2 (4,564.1) (7,978.9) 3,077.2 (5.4) Net assets attributable to equity holders 10,688.0 4,926.2 2,425.4 3,071.8 Proportion of the Group's ownership Group's share of net assets Goodwill capitalised Others (2) 31.7% 3,390.2 1,148.6 869.6 35.0% 1,724.2 1,403.6 – 47.0% 1,138.7 379.7 (137.9) 23.3%(1) 716.4 309.9 (16.9) Carrying amount of the investment 5,408.4 3,127.8 1,380.5 1,009.4 Other items Cash and cash equivalents Non-current financial liabilities excluding trade and other payables Current financial liabilities excluding trade and other payables 2,471.6 1,504.4 400.8 762.3 (27,298.2) (1,564.6) (4,702.5) (5,346.9) (4,996.3) (936.1) (140.5) (1,192.8) Group's share of market value 16,540.2 NA 3,258.7 5,166.1 Dividends received during the year 28.4 859.1 187.0 208.5 ‘‘NA’’ denotes Not Applicable. “*” denotes amount of less than S$0.05 million. Notes: (1) (2) The above is based on the Group’s direct equity interest in AIS. ‘Others’ include adjustments to align the respective local accounting standards to SFRS(I). 179 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION24. JOINT VENTURES (Cont’d) The aggregate information of the Group’s investments in joint ventures which are not individually significant were as follows – Share of profit after tax Share of other comprehensive income Share of total comprehensive income Aggregate carrying value 25. ASSOCIATES Quoted equity shares, at cost Unquoted equity shares, at cost Goodwill on consolidation adjusted against shareholders' equity Share of post-acquisition reserves (net of dividends, and accumulated amortisation of goodwill) Unamortised deferred gain (1) Translation differences Group 2022 S$ Mil 7.0 0.6 7.6 2021 S$ Mil 5.3 1.0 6.3 135.3 101.8 Group Company 31 March 2022 S$ Mil 1,750.4 472.6 2,223.0 31 March 2021 S$ Mil 1,739.7 87.9 1,827.6 31 March 2022 S$ Mil 31 March 2021 S$ Mil 24.7 – 24.7 24.7 – 24.7 29.4 29.4 61.2 (233.7) 64.8 (78.3) 74.4 – 148.0 251.8 – – – – – – – – – – – – – – Less: Allowance for impairment losses (7.0) (7.0) Reclassification to 'Net deferred gain' (see Note 33) (6.0) (16.6) 2,131.7 2,055.8 24.7 24.7 As at 31 March 2022, (i) (ii) The market values of the quoted equity shares in associates held by the Group and the Company were S$3.43 billion (31 March 2021: S$2.96 billion) and S$321.1 million (31 March 2021: S$345.8 million) respectively. The Group’s proportionate interest in the capital commitments of the associates was S$150.3 million (31 March 2021: S$181.9 million). The details of associates are set out in Note 48.4. Note: (1) Comprised the Group’s 30% retained interest on gain arising from disposal of network assets from the Group to ATN. 180 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022                                                                                    25. ASSOCIATES (Cont’d) The summarised financial information of the Group’s significant associate namely Intouch Holdings Public Company Limited (“Intouch”), based on its financial statements and a reconciliation with the carrying amount of the investment in the consolidated financial statements was as follows – Group Statement of comprehensive income Revenue Profit after tax Other comprehensive income/ (loss) Total comprehensive income Statement of financial position Current assets Non-current assets Current liabilities Non-current liabilities Net assets Less: Non-controlling interests Net assets attributable to equity holders Proportion of the Group's ownership Group's share of net assets Goodwill and other identifiable intangible assets Others (1) Carrying amount of the investment Other items Group's share of market value Dividends received during the year Note: 2022 S$ Mil 2021 S$ Mil 133.7 152.3 439.6 3.4 443.0 482.0 (0.5) 481.5 687.1 1,598.0 (395.0) (101.9) 1,788.2 (236.7) 757.0 1,618.8 (468.8) (81.5) 1,825.5 (258.1) 1,551.5 1,567.4 21.2% 329.1 1,386.3 (106.6) 21.1% 330.4 1,455.4 (94.3) 1,608.8 1,691.5 2,149.5 74.2 1,683.4 73.0 (1) Others include adjustments to align the respective local accounting standards to SFRS(I). The aggregate information of the Group’s investments in associates which are not individually significant were as follows – Share of profit after tax Share of other comprehensive income Share of total comprehensive income Group 2022 S$ Mil 30.7 12.3 43.0 2021 S$ Mil 49.5 4.3 53.8 181 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION26. IMPAIRMENT REVIEWS Goodwill arising on acquisition of subsidiaries The carrying values of the Group’s goodwill on acquisition of subsidiaries as at 31 March 2022 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”). Based on the relative fair value approach, the goodwill of Optus is fully allocated to Consumer Australia segment for the purpose of goodwill impairment testing. The recoverable values of CGUs including goodwill are assessed based on discounted cash flow models using cash flow projections from financial budgets and forecasts approved by management. The Group has used cash flow projections of ten years for the Global Cyber Security Business, and 7 years for Optus to better reflect the longer time period for investment returns. Cash flows beyond the terminal year are extrapolated using the estimated growth rates stated in the table below. Key assumptions used in the discounted cash flow models 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. The details are shown in the table below: 31 March 2022 S$ Mil 31 March 2021 S$ Mil Terminal growth rate (1) Pre-tax discount rate 31 March 2022 31 March 2021 31 March 2022 31 March 2021 Group Carrying value of goodwill in – Optus Group 8,903.2 9,548.6 2.75% 2.5% 8.0% 5.9%   Global Cyber Security Business SCS Computer Systems   Pte. Ltd. Note: 623.3 728.5 3.5% 3.5% 12.4% 11.7% 82.2 82.2 2.0% 2.0% 6.6% 6.1% (1) Weighted average growth rate used to extrapolate cash flows beyond the terminal year. 182 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022                                                                                  27. FAIR VALUE THROUGH OTHER COMPREHENSIVE INCOME (“FVOCI”) INVESTMENTS Group Company Balance as at 1 April Additions Disposals/ Write-offs Net fair value gains/ (losses) included in   'Other Comprehensive Income' Translation differences 2022 S$ Mil 650.9 70.5 (196.5) 278.5 4.5 2021 S$ Mil 515.0 20.4 (12.5) 132.9 (4.9) Balance as at 31 March 807.9 650.9 2022 S$ Mil 3.3 – – 1.8 – 5.1 2021 S$ Mil 4.0 – – (0.7) – 3.3 Cost Cumulative fair value changes ”*” denotes amount of less than S$0.05 million. FVOCI investments included the following – Quoted equity securities – Africa – Singapore – United States of America – Australia – Israel Unquoted Equity securities Others Group Company 31 March 2022 S$ Mil 638.0 169.9 31 March 2021 S$ Mil 720.9 (70.0) 807.9 650.9 31 March 2022 S$ Mil 31 March 2021 S$ Mil 3.3 1.8 5.1 3.3 * 3.3 Group Company 31 March 2022 S$ Mil 31 March 2021 S$ Mil 31 March 2022 S$ Mil 31 March 2021 S$ Mil 367.2 5.1 9.1 2.6 0.7 384.7 402.7 20.5 423.2 305.7 3.3 0.3 – – 309.3 324.7 16.9 341.6 – 5.1 – – – 5.1 – – – – 3.3 – – – 3.3 – – – 807.9 650.9 5.1 3.3 183 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION                                                                                                                                                                                                 28. OTHER ASSETS Non-current Capitalised contract costs (net) Prepayments Tax recoverable from ATO (1) Other receivables ”*” denotes amount of less than S$0.05 million. Note: Group Company 31 March 2022 S$ Mil 396.8 119.3 – 18.5 31 March 2021 S$ Mil 372.6 125.5 137.0 51.6 534.6 686.7 31 March 2022 S$ Mil 31 March 2021 S$ Mil 20.0 73.3 – – 93.3 * 88.3 – – 88.3 (1) In November 2016, the Group paid A$134 million to the Australian Taxation Office (“ATO”) for amended tax assessments received in respect of the acquisition financing of Optus. This payment was recorded as a tax recoverable from the ATO pending outcome of its objections to the ATO. In December 2021, Singapore Telecom Australia Investments Pty Ltd (“STAI”) received an unfavourable judgement from the Federal Court of Australia in respect of its action against the Commissioner of Taxation. STAI has lodged an appeal to the Full Federal Court of Australia in April 2022. Even though the ultimate tax determination is uncertain, the Group has made provisions for primary tax, interest and penalties, net of refund of withholding tax and tax credit on interest, in respect of the above-mentioned exposures totalling S$317 million. Consequently, the tax recoverable was offset against the tax provision. The movements in capitalised contract costs (net) were as follows – Group Company Balance as at 1 April Contract costs incurred Amortisation to operating expenses Amortisation to mobile service revenue Reclassification Translation differences 2022 S$ Mil 372.6 278.9 (142.4) (104.3) (5.3) (2.7) 2021 S$ Mil 319.5 322.0 (147.7) (132.8) – 11.6 Balance as at 31 March 396.8 372.6 ”*” denotes amount of less than S$0.05 million. 2022 S$ Mil * 20.1 (0.1) – – – 20.0 2021 S$ Mil * – * – – – * 184 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022 29. TRADE AND OTHER PAYABLES Trade payables Accruals Interest payable on borrowings and swaps Contract liabilities (handset sales) Deferred income Customers' deposits Due to associates and joint ventures – trade – non-trade Due to subsidiaries – trade – non-trade Other payables ”*” denotes amount of less than S$0.05 million. Group Company 31 March 2022 S$ Mil 4,389.5 856.9 93.2 37.3 36.3 21.0 32.9 * 32.9 – – – 128.7 31 March 2021 S$ Mil 4,731.2 859.7 93.7 48.3 32.8 23.6 28.6 0.1 28.7 – – – 158.8 31 March 2022 S$ Mil 31 March 2021 S$ Mil 710.3 143.5 28.5 – 1.2 12.5 27.4 – 27.4 600.0 202.5 28.3 – 4.9 12.8 23.8 – 23.8 119.7 1,199.0 1,318.7 40.1 645.2 827.1 1,472.3 44.1 5,595.8 5,976.8 2,282.2 2,388.7 The trade payables are non-interest bearing and are generally settled on 30 or 60 days terms, with some payables relating to handset and network investments having payment terms of up to 364 days and suppliers have in place facilities from third parties so as to extend such longer credit terms to the Group. The interest payable on borrowings and swaps are mainly settled on a quarterly or half-yearly basis. The amounts due to subsidiaries are unsecured, repayable on demand and interest-free. 185 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION30. BORROWINGS (UNSECURED) Current Bonds Bank loans Other borrowings Non-current Bonds Bank loans Other borrowings Group Company 31 March 31 March 31 March 31 March 2022 S$ Mil 2021 S$ Mil 2022 S$ Mil 2021 S$ Mil 1,057.4 – 14.4 956.2 656.1 – 1,071.8 1,612.3 – – – – – – – – 7,187.9 – 16.4 8,042.0 1,000.4 – 757.6 – – 799.4 – – 7,204.3 9,042.4 757.6 799.4 Total unsecured borrowings 8,276.1 10,654.7 757.6 799.4 30.1 Bonds Principal amount Group Company 31 March 2022 S$ Mil 31 March 2021 S$ Mil 31 March 2022 S$ Mil 31 March 2021 S$ Mil US$3,000 million (1) (31 March 2021: US$3,600 million) US$500 million (1) 4,039.4 757.6 4,813.0 799.4 – 757.6 – 799.4 €500 million (1)(2) A$2,000 million (2) A$300 million (2) S$250 million (31 March 2021: S$400 million) S$150 million (2) Classified as – Current Non-current Notes: 729.2 796.4 2,017.5 301.6 2,039.5 – 250.0 150.0 400.0 149.9 – – – – – – – – – – 8,245.3 8,998.2 757.6 799.4 1,057.4 7,187.9 956.2 8,042.0 – 757.6 – 799.4 8,245.3 8,998.2 757.6 799.4 (1) The bonds are listed on the Singapore Exchange Limited. (2) The bonds, issued by Optus Group, are subject to a negative pledge that limits the amount of secured indebtedness of certain subsidiaries of Optus. 186 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202230. BORROWINGS (UNSECURED) (Cont’d) 30.2 Bank Loans Current Non-current 30.3 Other borrowings Current Non-current 31 March 2022 S$ Mil – – – Group 31 March 2021 S$ Mil 656.1 1,000.4 1,656.5 Group 31 March 2022 S$ Mil 31 March 2021 S$ Mil 14.4 16.4 30.8 – – – Other borrowings of the Group comprised capital financing from a vendor. 30.4 Maturity The maturity periods of the non-current unsecured borrowings at the end of the reporting period were as follows – Between 1 and 5 years Over 5 years 30.5 Interest Rates Group Company 31 March 2022 S$ Mil 31 March 2021 S$ Mil 2,222.8 4,981.5 3,600.7 5,441.7 31 March 2022 S$ Mil – 757.6 31 March 2021 S$ Mil – 799.4 7,204.3 9,042.4 757.6 799.4 The weighted average effective interest rates at the end of the reporting period were as follows – Bonds (fixed rate) Bank loans (floating rate) Group Company 31 March 2022 % 3.0 – 31 March 2021 % 3.1 0.7 31 March 2022 % 31 March 2021 % 7.4 – 7.4 – 187 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION30. BORROWINGS (UNSECURED) (Cont’d) 30.6 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 2022 Net-settled interest rate swaps Cross currency interest rate swaps (gross-settled) – Inflow – Outflow Borrowings As at 31 March 2021 Net-settled interest rate swaps Cross currency interest rate swaps (gross-settled) – Inflow – Outflow Borrowings Company As at 31 March 2022 Net-settled interest rate swaps Cross currency interest rate swaps (gross-settled) – Inflow – Outflow Borrowings As at 31 March 2021 Net-settled interest rate swaps Cross currency interest rate swaps (gross-settled) – Inflow – Outflow Borrowings 188 Singapore Telecommunications Limited | Annual Report 2022 Less than 1 year S$ Mil Between 1 and 5 years S$ Mil Over 5 years S$ Mil 20.4 46.3 28.2 (145.4) 121.3 (3.7) 1,301.6 (571.7) 524.0 (1.4) 2,964.8 (438.5) 337.2 (73.1) 5,789.6 1,297.9 2,963.4 5,716.5 33.1 83.5 56.8 (148.9) 116.3 0.5 1,820.5 (566.8) 455.1 (28.2) 4,386.4 (578.8) 438.7 (83.3) 6,319.9 1,821.0 4,358.2 6,236.6 Less than 1 year S$ Mil Between 1 and 5 years S$ Mil Over 5 years S$ Mil 6.8 7.1 8.9 (49.9) 24.0 (19.1) 49.9 (199.7) 96.0 (96.6) 199.7 (249.6) 119.9 (120.8) 1,130.9 30.8 103.1 1,010.1 13.0 13.0 11.2 (49.6) 22.8 (13.8) 49.6 (198.3) 91.2 (94.1) 198.3 (297.4) 136.7 (149.5) 1,178.7 35.8 104.2 1,029.2 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022                                                                                                                                                                                                                31. BORROWINGS (SECURED) Current   Lease liabilities Non-current   Lease liabilities Group Company 31 March 2022 S$ Mil 31 March 2021 S$ Mil 31 March 2022 S$ Mil 31 March 2021 S$ Mil 542.4 421.6 55.8 60.6 3,050.1 1,783.2 426.0 524.0 Total secured borrowings 3,592.5 2,204.8 481.8 584.6 Secured borrowings were lease liabilities in respect of right-of-use assets. 31.1 Maturity The maturity periods of the non-current secured borrowings at the end of the reporting period were as follows – Between 1 and 5 years Over 5 years Group Company 31 March 2022 S$ Mil 1,243.8 1,806.3 31 March 2021 S$ Mil 975.6 807.6 31 March 2022 S$ Mil 163.6 262.4 31 March 2021 S$ Mil 210.9 313.1 3,050.1 1,783.2 426.0 524.0 31.2 The tables below set out the maturity profile of lease liabilities based on expected contractual undiscounted cash flows – Group As at 31 March 2022 Lease liabilties As at 31 March 2021 Lease liabilities Company As at 31 March 2022 Lease liabilties As at 31 March 2021 Lease liabilities Less than 1 year S$ Mil Between 1 and 5 years S$ Mil Over 5 years S$ Mil 671.5 1,582.7 2,355.8 485.3 1,148.7 879.8 Less than 1 year S$ Mil Between 1 and 5 years S$ Mil Over 5 years S$ Mil 72.5 214.1 311.6 82.4 277.2 329.6 189 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION                                                                                                                                                                                                                                                                                    32. RECONCILIATION OF LIABILITIES FROM FINANCING ACTIVITIES Group – 2022 Bonds S$ Mil Bank loans S$ Mil Other borrowings S$ Mil Lease liabilities S$ Mil Interest payable S$ Mil Derivative financial instruments S$ Mil As at 1 April 2021 8,998.2 1,656.5 – 2,204.8 93.7 281.9 Financing cash flows (1) (660.9) (1,650.3) 11.8 (410.9) (392.9) 43.5 Non-cash changes: Fair value adjustments Amortisation of bond discount Foreign exchange movements Additions of lease liabilities Interest expense Acquisition of a subsidiary Reclassfied to subsidiary held for sale Disposal of subsidiaries Adjustments/ Reclassifications (76.6) 5.8 (21.2) – – – – – – (92.0) – – (6.2) – – – – – – (6.2) – – (0.9) – – – – – 19.9 19.0 – – (124.1) 2,128.7 – – (59.3) (141.9) (4.8) 1,798.6 – – (0.6) – 393.0 – – – – 392.4 (47.6) – (6.3) – – (5.0) – 27.2 40.0 8.3 As at 31 March 2022 8,245.3 – 30.8 3,592.5 93.2 333.7 Group – 2021 As at 1 April 2020 Bonds S$ Mil Bank loans S$ Mil Lease liabilities S$ Mil Interest payable S$ Mil Derivative financial instruments S$ Mil 9,356.5 2,615.7 2,200.4 118.6 (717.8) Financing cash flows (1) (196.2) (1,067.3) (429.3) (392.5) 196.8 Non-cash changes: Fair value adjustments Amortisation of bond discount Foreign exchange movements Additions of lease liabilities Interest expense Adjustments/ Reclassification As at 31 March 2021 Note: (139.9) 10.2 (32.4) – – – (162.1) – – 108.1 – – – 108.1 – – 199.5 234.2 – – 433.7 – – 8.3 – 386.0 (26.7) 367.6 323.5 – 479.4 – – – 802.9 8,998.2 1,656.5 2,204.8 93.7 281.9 (1) The cash flows comprised the net amount of proceeds from borrowings and repayments of borrowings, net interest paid on borrowings and settlement of swaps for bonds repaid in the statement of cash flows. 190 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022                                                                                                                                                      33. NET DEFERRED GAIN Unamortised deferred gain Reclassification from 'Associates' (see Note 25) Net deferred gain Classified as – Current Non-current 31 March 2022 S$ Mil 384.1 (6.0) Group 31 March 2021 S$ Mil 404.8 (16.6) 378.1 388.2 20.8 357.3 20.8 367.4 378.1 388.2 NetLink Trust (“NLT”) is a business trust established as part of the Infocomm Media Development Authority of Singapore’s effective open access requirements under Singapore’s Next Generation Nationwide Broadband Network. In prior years, Singtel had sold certain infrastructure assets, namely ducts, manholes and exchange buildings (“Assets”) to NLT. At the consolidated level, the gain on disposal of Assets recognised by Singtel is deferred in the Group’s statement of financial position and amortised over the useful lives of the Assets. The unamortised deferred gain is released to the Group’s income statement when NLT is partially or fully sold, based on the proportionate equity interest disposed. Singtel sold its 100% interest in NLT to NetLink NBN Trust (the “Trust”) in July 2017 for cash as well as a 24.8% interest in the Trust. With the divestment, Singtel ceased to own units in NLT but holds an interest of 24.8% in the Trust which owns all the units in NLT. 34. OTHER NON-CURRENT LIABILITIES Performance share liability Other payables Group Company 31 March 2022 S$ Mil – 308.1 31 March 2021 S$ Mil 6.4 165.6 308.1 172.0 31 March 2022 S$ Mil 31 March 2021 S$ Mil – 34.5 34.5 6.4 16.2 22.6 Other payables mainly relate to spectrum investments, accruals of rental for certain network sites, long-term employee entitlements and asset retirement obligations. 191 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION35. SHARE CAPITAL Group and Company Number of shares Share capital 2022 Mil 2021 Mil 2022 S$ Mil 2021 S$ Mil Balance as at 1 April Shares issued under the Singtel Scrip Dividend Scheme (1) Others (2) 16,514.6 – – 16,329.1 185.5 – 4,573.5 – (0.4) 4,127.3 446.2 – Balance as at 31 March 16,514.6 16,514.6 4,573.1 4,573.5 Notes: (1) Share capital amount is net of issuance costs. (2) Others pertained to transaction costs from the issuance of shares under the Singtel Scrip Dividend Scheme. 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. Capital Management The Group is committed to an optimal capital structure, which enables investments for growth, while maintaining financial flexibility and investment-grade credit ratings. The Group monitors capital based on gross and net gearing ratios. 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. 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 repurchased from the market. Singtel is committed to a sustainable dividend policy in line with earnings and cash flow generation. Barring unforeseen circumstances, it plans to pay dividends at between 60% and 80% of underlying net profit. Underlying net profit is defined as net profit before exceptional items. This dividend policy will be reviewed regularly to reflect the progress of the Group’s transformation. 36. PERPETUAL SECURITIES On 14 April 2021, the Group issued fixed rate subordinated perpetual securities (the “perpetual securities”) with an aggregate principal amount of S$1.0 billion. Incremental costs incurred of S$2.6 million were recognised in equity as a deduction from the proceeds. Such perpetual securities bear distribution at a rate of 3.3% per annum, payable semi-annually. Subject to relevant terms and conditions in the offering memorandum, the Group may elect to defer making distributions on the perpetual securities, and is not subject to any limit as to the number of times a distribution can be deferred. As a result, the Group is considered to have no contractual obligations to repay its principal or to pay any distributions and the perpetual securities do not meet the definition for classification as a financial liability under SFRS(I) 1-32 Financial Instruments: Presentation. The whole instrument is presented within equity, and distributions are treated as dividends. During the year, distributions to perpetual securities holders amounting to S$31.8 million were accrued of which S$16.6 million has been paid. 192 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202237. DIVIDENDS Final dividend of 2.4 cents (2021: 5.45 cents) per share, paid Interim dividend of 4.5 cents (2021: 5.1 cents) per share, paid Group 2022 S$ Mil 2021 S$ Mil Company 2022 S$ Mil 2021 S$ Mil 396.2 889.7 396.3 889.9 742.9 832.5 743.0 832.8 1,139.1 1,722.2 1,139.3 1,722.7 During the financial year, a final one-tier tax exempt ordinary dividend of 2.4 cents per share, totalling S$396 million was paid in respect of the previous financial year ended 31 March 2021. In addition, an interim one-tier tax exempt ordinary dividend of 4.5 cents per share totalling S$743 million was paid in respect of the current financial year ended 31 March 2022. 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 4.8 cents per share, totalling approximately S$793 million in respect of the current financial year ended 31 March 2022 for approval at the forthcoming Annual General Meeting. The Singtel Scrip Dividend Scheme will not be applied to the final dividend. These financial statements do not reflect the above final dividend payable which will be accounted for in the ‘Shareholders’ Equity’ as an appropriation of ‘Retained Earnings’ in the next financial year ending 31 March 2023. 38. FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES The Group classifies fair value measurements using a fair value hierarchy which reflects the significance of the inputs used in determining the measurements. The fair value hierarchy has the following levels – (a) quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1); (b) inputs other than quoted prices included within Level 1 which are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices) (Level 2); and (c) inputs for the asset or liability which are not based on observable market data (unobservable inputs) (Level 3). 193 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION38. FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES (Cont’d) 38.1 Financial assets and liabilities measured at fair value Group 31 March 2022 Financial assets FVOCI investments (Note 27) – Quoted equity securities – Unquoted investments Subsidiary held for sale (Note 19) Derivative financial instruments (Note 18) Financial liabilities Subsidiary held for sale (Note 19) Derivative financial instruments (Note 18) Group 31 March 2021 Financial assets FVOCI investments (Note 27) – Quoted equity securities – Unquoted investments Level 1 S$ Mil Level 2 S$ Mil Level 3 S$ Mil Total S$ Mil 384.7 – 384.7 – – – – – 449.8 117.2 – 423.2 423.2 – – 384.7 423.2 807.9 449.8 117.2 384.7 567.0 423.2 1,374.9 – – – Level 1 S$ Mil 233.2 450.9 684.1 Level 2 S$ Mil – – – Level 3 S$ Mil 233.2 450.9 684.1 Total S$ Mil 309.3 – 309.3 – – – – 341.6 341.6 309.3 341.6 650.9 Derivative financial instruments (Note 18) – 86.1 – 86.1 Financial liabilities Derivative financial instruments (Note 18) 309.3 86.1 341.6 737.0 – – 368.0 368.0 – – 368.0 368.0 194 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202238. FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES (Cont’d) 38.1 Financial assets and liabilities measured at fair value (Cont’d) Level 1 S$ Mil Level 2 S$ Mil Level 3 S$ Mil Total S$ Mil Company 31 March 2022 Financial assets FVOCI investments (Note 27) – Quoted equity securities Derivative financial instruments (Note 18) Financial liabilities Derivative financial instruments (Note 18) Company 31 March 2021 Financial assets FVOCI investments (Note 27) – Quoted equity securities Derivative financial instruments (Note 18) Financial liabilities Derivative financial instruments (Note 18) See Note 2.15 for the policies on fair value estimation of the financial assets and liabilities. 5.1 – 5.1 – – Level 1 S$ Mil 3.3 – 3.3 – – – 3.7 3.7 104.5 104.5 Level 2 S$ Mil – 4.9 4.9 80.8 80.8 – – – – – Level 3 S$ Mil – – – – – 5.1 3.7 8.8 104.5 104.5 Total S$ Mil 3.3 4.9 8.2 80.8 80.8 195 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION38. FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES (Cont’d) 38.1 Financial assets and liabilities measured at fair value (Cont’d) The following table presents the reconciliation for the unquoted FVOCI investments measured at fair value based on unobservable inputs (Level 3) – FVOCI investments – unquoted Balance as at 1 April Total gains/ (losses) included in 'Fair Value Reserve' Additions Disposals Transfer out from Level 3 Translation differences Balance as at 31 March Group 2022 S$ Mil 2021 S$ Mil 341.6 63.1 66.3 (47.5) (4.8) 4.5 356.6 (24.6) 20.1 (5.6) – (4.9) 423.2 341.6 38.2 Financial assets and liabilities not measured at fair value (but with fair value disclosed) Carrying Value S$ Mil Level 1 S$ Mil Fair value Level 2 S$ Mil Level 3 S$ Mil Total S$ Mil As at 31 March 2022 Financial liabilities Group Bonds (Note 30.1) Company Bonds (Note 30.1) As at 31 March 2021 Financial liabilities Group Bonds (Note 30.1) Company Bonds (Note 30.1) 8,245.3 5,559.4 2,599.7 – 8,159.1 757.6 911.0 – – 911.0 8,998.2 6,753.0 2,690.3 – 9,443.3 799.4 965.8 – – 965.8 See Note 2.15 on the basis of estimating the fair values and Note 18 for information on the derivative financial instruments used for hedging the risks associated with the borrowings. Except as disclosed in the above tables, the carrying values of other financial assets and liabilities approximate their fair values. 196 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022 39. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES 39.1 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 2022, 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 Group. 39.2 Foreign Exchange Risk The foreign exchange risk of the Group arises from subsidiaries, associates and joint ventures operating in foreign countries, mainly Australia, India, Indonesia, the Philippines, Thailand and the United States of America. Additionally, the Group’s joint venture in India, Bharti Airtel Limited, is primarily exposed to foreign exchange risks from its operations in Sri Lanka and 14 countries across Africa. 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 intended to be 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 in Note 6 and the foreign exchange difference on non-trade balances is disclosed in Note 10. The critical terms (i.e. the notional amount, maturity and underlying) of the derivative financial instruments and their corresponding hedged items are the same. The Group performs a qualitative assessment of effectiveness and it is expected that derivative financial instruments and the value of the corresponding hedged items will systematically change in opposite direction in response to movements in the underlying exchange rates. The main source of hedge ineffectiveness in these hedging relationships is the effect of the counterparty and the Group’s own credit risk on the fair value of the derivative financial instruments, which is not reflected in the fair value of the hedged items attributable to changes in foreign currency rates. No other source of ineffectiveness emerged from these hedging relationships. All hedge relationships remain effective and there is no hedge relationship in which hedge accounting is no longer applied. 39.3 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 2022, after taking into account the effect of interest rate swaps, approximately 95% (31 March 2021: 81%) of the Group’s borrowings were at fixed rates of interest. As at 31 March 2022, assuming that the market interest rate is 50 basis points higher or lower and with no change to the other variables, the annualised interest expense on borrowings would be higher or lower by S$4.0 million (2021: S$11.3 million). 197 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION39. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (Cont’d) 39.3 Interest Rate Risk (Cont’d) The critical terms (i.e. the notional amount, maturity and underlying) of the derivative financial instruments and their corresponding hedged items are the same. The Group performs a qualitative assessment of effectiveness and it is expected that derivative financial instruments and the value of the corresponding hedged items will systematically change in opposite direction in response to movements in the underlying interest rates. The main source of hedge ineffectiveness in these hedging relationships is the effect of the counterparty and the Group’s own credit risk on the fair value of the interest rate swaps, which is not reflected in the fair value of the hedge items attributable to changes in interest rates. No other source of ineffectiveness emerged from these hedging relationships. Interest rate swap contracts paying fixed rate interest amounts are designated and effective as cash flow hedges in reducing the Group’s cash flow exposure resulting from variable interest rates on borrowings. The interest rate swaps and the interest payments on the borrowings occur simultaneously and the amount accumulated in equity is reclassified to the income statement over the period that the floating rate interest payments on borrowings affect the income statement. Interest rate swap contracts paying floating rate interest amounts are designated and effective as fair value hedges of interest rate movements. During the year, the hedge was fully effective in hedging the fair value exposure to interest rate movements. The carrying amount of the bond decreased by S$87.3 million (31 March 2021: S$12.8 million) which was included in the income statement at the same time that the fair value of the interest rate swap was included in the income statement. As at 31 March 2022, S$1.5 billion (31 March 2021: S$1.6 billion) of borrowings were designated in fair value hedge relationships. All hedge relationships remained effective and there was no hedge relationship in which hedge accounting could no longer be applied. 39.4 Credit Risk Financial assets that potentially subject the Group to concentrations of credit risk consist primarily of trade receivables, contract assets, cash and cash equivalents and financial instruments used in hedging activities. The Group has no significant concentration of credit risk from trade receivables and contract assets 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’s exposure to credit risk and the measurement bases used to determine expected credit losses is disclosed in Note 16. The Group places its cash and cash equivalents with a number of major commercial banks and other financial institutions with high credit ratings. Derivative counterparties 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. 39.5 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 to mitigate the effects of fluctuations in cash flows. Due to the dynamic nature of the underlying business, the Group maintains funding flexibility with adequate committed and uncommitted credit lines available to ensure that the Group is able to meet the short-term obligations of the Group as they fall due. In April 2022, the Group obtained a A$1.4 billion sustainability-linked revolving credit facility for general corporate purposes and refinancing of existing facilities. The maturity profile of the Group’s borrowings and related swaps based on expected contractual undiscounted cash flows is disclosed in Note 30.6. 39.6 Market Risk The Group has investments in quoted equity shares. The market value of these investments will fluctuate with market conditions. 198 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202240. SEGMENT INFORMATION Segment information is presented based on the information reviewed by senior management for performance measurement and resource allocation. From 1 April 2021, the Group’s segment reporting has been changed to reflect the Group’s new organisation structure. The results for the comparative periods have been restated on the same basis. Both Singapore Consumer and Australia Consumer offer mobile, fixed broadband, voice, pay television, content and digital services, as well as equipment sales. Group Enterprise, NCS and Trustwave provide comprehensive and integrated ICT solutions to enterprise customers in Singapore, Australia, United States of America, Europe and the region. In addition, Group Enterprise offers mobile, fixed voice and data services, as well as equipment sales. Amobee, the digital marketing arm of the Group, offers digital media and advertising services. Corporate comprises the costs of Group functions not allocated to the business segments. It also includes the Group’s regional investments in AIS and Intouch (which has an equity interest of 40.4% in AIS in Thailand), Airtel in India, Africa and Sri Lanka, Globe in the Philippines, and Telkomsel in Indonesia. The measurement of segment results which is before exceptional items, is in line with the basis of information presented to management for internal management reporting purposes. The costs of shared and common infrastructure are allocated to the business segments using established methodologies. 199 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION 0 . 3 5 1 8 . 1 1 . 0 1 . 4 2 ) 2 . 4 ( ) 8 . 4 2 7 , 1 1 ( ) 3 . 2 4 1 ( ) 8 . 5 2 9 ( ) 0 . 7 6 6 , 4 ( 8 . 7 0 4 2 . 0 ) 5 . 4 8 4 ( 0 . 6 1 . 2 2 1 . 8 0 1 9 . 8 1 ) 9 . 4 6 0 , 2 ( ) 4 . 5 2 5 , 2 ( ) 4 . 9 8 7 , 4 ( ) 3 . 0 0 2 , 1 ( 3 . 7 6 7 , 3 2 . 2 3 4 6 . 4 1 9 1 . 1 1 3 3 . 4 1 3 6 . 4 9 2 . 9 6 ) 5 . 0 4 1 ( 2 . 2 3 4 6 . 4 1 9 1 . 1 1 3 3 . 4 1 3 6 . 4 9 2 . 9 6 0 . 6 3 1 , 2 0 . 6 3 1 , 2 3 . 3 0 9 , 5 5 . 5 9 9 , 1 ) 8 . 3 ( 5 . 2 0 4 , 1 ) 5 . 8 ( ) 9 . 5 1 1 ( 0 . 2 0 3 9 . 4 2 2 , 1 0 . 7 2 9 , 1 1 . 2 8 5 – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – ) 8 . 3 ( 5 . 2 0 4 , 1 ) 5 . 8 ( ) 9 . 5 1 1 ( 0 . 2 0 3 9 . 4 2 2 , 1 0 . 7 2 9 , 1 1 . 2 8 5 ) 5 . 2 2 7 , 2 ( ) 1 . 0 2 ( ) 4 . 6 6 ( ) 6 . 1 9 6 ( ) 8 . 2 ( ) 4 . 9 2 ( ) 1 . 8 8 ( ) 3 . 1 7 5 ( ) 1 . 3 4 6 , 1 ( ) 3 . 1 0 3 ( 8 . 0 8 1 , 3 4 . 5 7 9 , 1 ) 2 . 0 7 ( 9 . 0 1 7 ) 3 . 1 1 ( ) 3 . 5 4 1 ( 9 . 3 1 2 6 . 3 5 6 9 . 3 8 2 8 . 0 8 2 n o i t a s i t r o m a d n a n o i t a i c e r p e d , x a t , t s e r e t n i e r o f e b i s g n n r a E ) e s n e p x e ( / e m o c n i r e h O t s e s n e p x e g n i t a r e p O ) " A D T I B E " ( s e r u n e v t t i n o j d n a t s e a i c o s s a f o s t l u s e r x a t - e r p f o e r a h S l e s m o k e T l – l e t r i A – e b o G – l I S A – h c u o n t I – s r e h O – t f o s t l u s e r x a t - e r p f o e r a h s d n a A D T I B E s e r u t n e v t n o i j d n a s e t a i c o s s a x a t d n a t s e r e t n i e r o f e b i s g n n r a E n o i t a s i t r o m a d n a n o i t a i c e r p e D ) " T I B E " ( p u o r G l a t o T l i M $ S l i M $ S l i M $ S l i M $ S l i M $ S l i M $ S e t a r o p r o C e e b o m A e s i r p r e t n E s n o i t a n i m i l E e v a w t s u r T S C N l i M $ S y n a p m o c r e t n I l i M $ S l i M $ S l i M $ S p u o r G a i l a r t s u A e r o p a g n S i e s i r p r e t n E r e m u s n o C r e m u s n o C 2 2 0 2 – p u o r G 1 . 9 3 3 , 5 1 – 9 . 1 2 9 4 . 5 4 0 , 6 ) 1 . 2 1 4 ( 4 . 8 6 3 9 . 0 6 3 , 2 2 . 8 2 7 , 3 3 . 8 0 6 , 6 5 . 3 6 7 , 1 e u n e v e r g n i t a r e p O ) d ’ t n o C ( N O I T A M R O F N I T N E M G E S . 0 4 200 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022                                                                                                                                                                                                                                                                     p u o r G l a t o T l i M $ S 2 . 9 3 4 , 5 9 . 8 1 8 , 2 9 . 0 2 5 , 1 5 . 3 9 9 8 . 8 0 6 , 1 2 . 8 5 6 5 . 9 3 0 , 3 1 5 . 9 3 0 , 3 1 2 . 9 3 4 , 5 9 . 8 1 8 , 2 9 . 0 2 5 , 1 5 . 3 9 9 8 . 8 0 6 , 1 2 . 8 5 6 – – – – – – – 7 . 0 6 6 , 9 – 1 . 4 4 8 8 . 0 3 4 , 6 2 2 . 8 1 0 , 5 7 . 4 2 9 , 6 ) 9 . 1 2 2 ( 3 . 3 2 6 5 . 6 5 2 2 . 4 3 1 3 . 0 1 7 , 1 6 . 6 8 6 . 6 1 8 , 8 8 . 9 7 1 , 5 7 . 6 0 7 , 2 1 2 . 1 8 7 , 1 0 . 1 3 1 , 9 4 7 . 7 5 0 , 8 1 8 . 8 6 7 , 7 ) 9 . 1 2 2 ( 8 . 9 7 8 5 . 4 4 8 , 1 4 . 6 6 2 , 5 3 . 3 2 5 , 1 2 2 . 1 8 7 , 1 – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – l i M $ S ) 1 ( s r e h t O l i M $ S l i M $ S l i M $ S e s i r p r e t n E s n o i t a n i m i l E e v a w t s u r T S C N l i M $ S y n a p m o c r e t n I l i M $ S l i M $ S l i M $ S p u o r G a i l a r t s u A e r o p a g n S i e s i r p r e t n E r e m u s n o C r e m u s n o C ) d ’ t n o C ( N O I T A M R O F N I T N E M G E S . 0 4 s e r u n e v t t i n o j d n a t s e a i c o s s a n i t n e m t s e v n I 2 2 0 2 – p u o r G s t e s s a t n e m g e S l e s m o k e T l – l e t r i A – e b o G – l I S A – h c u o n t I – s r e h O – t i s e i r a d i s b u s f o n o i t i s i u q c a n o l l i w d o o G s t e s s a r e h O t : e t o N . 2 2 0 2 h c r a M 1 3 t a s a ) 9 1 e t o N e e s ( l e a s r o f l d e h i y r a d i s b u s s a d e fi i s s a c e r l n e e b s a h h c i h w . c n I , e e b o m A d n a t e a r o p r o C d e d u c n l I ) 1 ( 201 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION                                                                                                   ) 9 . 3 5 9 , 1 1 ( ) . 2 6 2 1 ( ) . 7 4 0 9 ( ) 8 . 2 7 4 , 4 ( 4 . 5 2 5 5 . 5 2 ) 8 . 8 ( ) 7 . 6 ( ) 1 . 1 1 5 ( 7 . 7 3 . 3 3 7 . 3 9 8 . 8 1 ) 9 . 1 4 9 , 1 ( ) 2 . 5 4 5 , 2 ( ) 8 . 0 0 2 , 5 ( ) 4 . 9 4 2 , 1 ( ) s e s n e p x e ( / e m o c n i r e h O t s e s n e p x e g n i t a r e p O 2 . 1 0 5 , 1 ) 1 . 0 ( ) 2 . 8 0 1 ( 0 . 1 5 3 5 . 8 5 2 , 1 9 . 9 4 8 , 1 0 . 2 0 6 A D T I B E p u o r G l a t o T l i M $ S l i M $ S l i M $ S l i M $ S l i M $ S l i M $ S e t a r o p r o C e e b o m A e s i r p r e t n E s n o i t a n i m i l E e v a w t s u r T S C N l i M $ S y n a p m o c r e t n I l i M $ S l i M $ S l i M $ S p u o r G a i l a r t s u A e r o p a g n S i e s i r p r e t n E r e m u s n o C r e m u s n o C 1 2 0 2 – p u o r G . 0 4 4 6 , 5 1 – 9 . 5 0 9 5 . 8 4 9 , 5 ) 7 . 6 1 5 ( 6 . 9 0 4 2 . 5 8 2 , 2 4 . 0 7 7 , 3 0 . 7 5 9 , 6 6 . 2 3 8 , 1 e u n e v e r g n i t a r e p O ) d ’ t n o C ( N O I T A M R O F N I T N E M G E S . 0 4 5 . 1 4 1 ) 1 . 0 ( . 6 1 3 8 , 3 ) . 3 6 2 1 ( 2 . 3 2 0 . 5 1 9 2 . 6 4 3 1 . 4 3 3 5 . 3 9 1 . 6 8 2 . 3 2 0 . 5 1 9 2 . 6 4 3 1 . 4 3 3 5 . 3 9 1 . 6 8 . 1 8 9 7 , 1 . 1 8 9 7 , 1 6 . 3 8 . 4 – – – – – – – 7 . 9 2 6 , 5 8 . 1 7 6 , 1 8 . 4 2 . 1 0 5 , 1 ) 1 . 0 ( ) 2 . 8 0 1 ( 0 . 1 5 3 5 . 8 5 2 , 1 9 . 9 4 8 , 1 0 . 2 0 6 ) 8 . 4 8 6 , 2 ( ) 2 . 7 ( ) 7 . 6 8 ( ) 7 . 1 5 7 ( ) 3 . 2 ( ) 7 . 7 5 ( ) 5 . 3 9 ( ) 2 . 8 9 5 ( ) 5 . 7 5 5 , 1 ( ) 7 . 1 8 2 ( n o i t a s i t r o m a d n a n o i t a i c e r p e D . 9 4 4 9 , 2 . 6 4 6 6 , 1 ) 9 . 1 8 ( 5 . 9 4 7 ) 4 . 2 ( ) 9 . 5 6 1 ( 5 . 7 5 2 3 . 0 6 6 4 . 2 9 2 3 . 0 2 3 T I B E – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – s e r u n e v t t i n o j d n a t s e a i c o s s a f o s t l u s e r x a t - e r p f o e r a h S l e s m o k e T l – l e t r i A – e b o G – l I S A – h c u o n t I – s r e h O – t s t l u s e r x a t - e r p f o e r a h s d n a A D T I B E s e r u t n e v t n o i j d n a s e t a i c o s s a f o 202 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022                                                                                                                                                                                                                                                                               p u o r G l a t o T l i M $ S l i M $ S l i M $ S l i M $ S l i M $ S l i M $ S e t a r o p r o C e e b o m A e s i r p r e t n E s n o i t a n i m i l E e v a w t s u r T S C N l i M $ S y n a p m o c r e t n I l i M $ S l i M $ S l i M $ S p u o r G a i l a r t s u A e r o p a g n S i e s i r p r e t n E r e m u s n o C r e m u s n o C 4 . 8 0 4 , 5 8 . 7 2 1 , 3 5 . 0 8 3 , 1 4 . 9 0 0 , 1 5 . 1 9 6 , 1 1 . 6 6 4 4 . 8 0 4 , 5 8 . 7 2 1 , 3 5 . 0 8 3 , 1 4 . 9 0 0 , 1 5 . 1 9 6 , 1 1 . 6 6 4 7 . 3 8 0 , 3 1 7 . 3 8 0 , 3 1 – – – – – – – . 2 7 6 7 , 0 1 . 5 7 4 1 , 4 2 – . 4 4 1 5 , 2 9 . 7 0 4 3 . 1 7 4 – – – – – – – 4 . 8 9 8 – – – – – – – – 0 . 0 6 4 , 6 ) 3 . 7 3 4 ( – – – – – – – 5 . 8 2 7 7 . 0 5 3 – – – – – – – – – – – – – – – – – – – – – 2 . 2 8 7 . 7 8 9 . 0 6 4 , 9 – – – – – – – – 2 . 2 9 6 , 1 4 . 4 5 8 , 4 6 . 4 7 6 , 2 1 2 . 7 2 0 , 2 4 . 8 9 9 , 7 4 1 . 8 9 5 , 5 1 2 . 9 7 8 4 . 8 5 3 , 7 ) 3 . 7 3 4 ( 2 . 9 7 0 , 1 4 . 4 7 7 , 1 1 . 2 4 9 , 4 5 . 5 3 1 , 2 2 2 . 7 2 0 , 2 d n a t s e a i c o s s a n i t n e m t s e v n I s t e s s a t n e m g e S 1 2 0 2 – p u o r G s e r u n e v t t i n o j l e s m o k e T l – l e t r i A – e b o G – l I S A – h c u o n t I – s r e h O – t n o i t i s i u q c a n o l l i w d o o G i s e i r a d i s b u s f o s t e s s a r e h O t ) d ’ t n o C ( N O I T A M R O F N I T N E M G E S . 0 4 203 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION                                                                                                                                                                                                                                   40. SEGMENT INFORMATION (Cont’d) A reconciliation of the total reportable segments’ EBIT to the Group’s profit before tax was as follows – EBIT Share of exceptional items of associates and joint ventures (post-tax) Share of tax expense of associates and joint ventures Exceptional items Profit before interest, investment income (net) and tax Interest and investment income (net) Finance costs Profit before tax Group 2022 S$ Mil 2021 S$ Mil 3,180.8 2,944.9 127.6 (610.8) 236.4 2,934.0 90.9 (403.7) (670.2) (521.2) (604.3) 1,149.2 2.9 (398.1) 2,621.2 754.0 The Group’s revenue from its major products and services are disclosed in Note 4. The Group’s revenue is mainly derived from Singapore and Australia which respectively accounted for approximately 40% (2021: 39%) and 51% (2021: 52%) of the consolidated revenue for the financial year ended 31 March 2022, with the remaining 9% (2021: 9%) from the United States of America and other countries where the Group operates in. The geographical information on the Group’s non-current assets is not presented as it is not used for segmental reporting purposes. 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 2022 and 31 March 2021. 41. OPERATING LEASE COMMITMENTS (AS A LESSOR) The following table sets out the maturity analysis of the undiscounted lease payments to be received after the reporting date – Less than 1 year Between 1 and 2 years Between 2 and 3 years Between 3 and 4 years Between 4 and 5 years Over 5 years Group Company 31 March 2022 S$ Mil 31 March 2021 S$ Mil 31 March 2022 S$ Mil 31 March 2021 S$ Mil 143.2 113.6 91.5 76.8 74.3 220.4 84.9 73.7 67.4 64.4 61.3 207.5 140.4 110.2 88.1 74.1 74.3 220.4 84.2 69.1 63.9 60.9 58.7 207.5 719.8 559.2 707.5 544.3 42. LEASE COMMITMENTS (AS A LESSEE) The lease commitments for short term leases (excluding contracts of one month or less) was S$17.5 million as at 31 March 2022 (31 March 2021: S$16.9 million). There were no lease commitments for lease contracts which have not commenced as at 31 March 2022 (31 March 2021: S$450 million). 204 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022 43. COMMITMENTS 43.1 The commitments for capital expenditure and investments which had not been recognised in the financial statements, excluding the commitments shown under Note 43.2 to 43.4 were as follows – Group Company 31 March 2022 S$ Mil 31 March 2021 S$ Mil 31 March 2022 S$ Mil 31 March 2021 S$ Mil Authorised and contracted for 2,745.3 989.3 179.0 185.1 The increase in Group’s commitments from a year ago was mainly for spectrum investments in Australia. 43.2 As at 31 March 2022, the Group’s commitments for the purchase of broadcasting programme rights were S$822 million (31 March 2021: S$330 million). The commitments included only the minimum guaranteed amounts payable under the respective contracts and did 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. 43.3 GXS Bank Pte. Ltd. (“GXS”), an associate in which the Group has an equity interest of 40%, holds a digital bank licence in Singapore and is required to have a minimum paid up capital of S$1.5 billion when it achieves full bank status within four to six years after its expected launch in 2022. The Group’s share of this capital is S$600 million, of which S$13 million has been contributed by 31 March 2022. 43.4 In October 2021, the Group subscribed to Airtel’s rights issue for approximately S$552 million. This represents the Group’s full rights entitlement for its direct stake of 14% and additional rights share beyond entitlement. An amount of S$138 million has been paid in October 2021 while the remaining will be paid over a period of up to three years. 44. CONTINGENT LIABILITIES OF SINGTEL AND ITS SUBSIDIARIES (a) Guarantees As at 31 March 2022, the Group and Company provided the following: (i) (ii) bankers’ and other guarantees, and insurance bonds of S$592.4 million and S$40.4 million (31 March 2021: S$337.2 million and S$141.6 million) respectively. guarantees to Monetary Authority of Singapore in relation to 40% of all liabilities incurred by GXS for deposits placed by customers (excluding other banks). This obligation only arises in the event GXS is wound up or otherwise dissolved without satisfying these liabilities in full. As at 31 March 2022, the Company provided the following guarantees to Singtel Group Treasury Pte. Ltd. (“SGT”), a wholly- owned subsidiary, in respect of the following: (i) notes issue of an aggregate equivalent amount of S$4.38 billion (31 March 2021: S$5.29 billion) due between March 2023 and June 2030.  (ii) subordinated perpetual securities issue of S$1.0 billion (31 March 2021: Nil) due in April 2031. (b) The Group is contingently liable for claims arising in the ordinary course of business and from certain tax assessments which are being contested, the outcome of which are not presently determinable. The Group is vigorously defending all these claims. 205 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION                              45. SIGNIFICANT CONTINGENT LIABILITIES OF ASSOCIATES AND JOINT VENTURES (a) Airtel, a 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, Department of Telecommunications (“DOT”) issued a demand on Airtel Group for Rs. 52.01 billion (S$930 million) towards levy of one time spectrum charge, which was further revised on 27 June 2018 to Rs. 84.14 billion (S$1.51 billion), excluding related interest. In the opinion of Airtel, the above demand amounts to alteration of the terms of the licences issued in the past. Airtel had filed a petition with the Hon’ble High Court of Bombay, which has directed DOT not to take any coercive action until the next date of hearing. The matter is currently pending with the Hon’ble High Court of Bombay. On 4 July 2019, the Telecom Disputes Settlement and Appellate Tribunal (“TDSAT”) in a similar matter of another unrelated telecom service provider, passed an order providing partial relief and confirming the basis for the balance of the one time spectrum charge. The said telecom service provider filed an appeal in the Hon’ble Supreme Court of India which was dismissed on 16 March 2020. With the ruling, Airtel Group has assessed and provided Rs. 18.08 billion (S$323 million) of the principal demand as well as the related interest. Notwithstanding this, Airtel Group intends to continue to pursue its legal remedies. Other taxes, custom duties and demands under adjudication, appeal or disputes and related interest for some disputes as at 31 March 2022 amounted to approximately Rs. 142.4 billion (S$2.55 billion). In respect of some of the tax issues, pending final decisions, Airtel had deposited amounts with statutory authorities. (b) AIS, a joint venture of the Group, has various commercial disputes and significant litigations which are pending adjudication. National Telecom Public Company Limited (“NT”) has demanded that AIS pay the following: (i) (ii) additional charges for porting of subscribers from 900MHz to 2100MHz network of THB 41.1 billion (S$1.67 billion) plus interest. additional revenue share of THB 62.8 billion (S$2.55 billion) arising from what NT claims to be an illegality of two amendments made to the Concession Agreement, namely, Amendment 6 (regarding reduction in prepaid revenue share rate) made in 2001 and Amendment 7 (regarding deduction of roaming expense from revenue share) made in 2002, which have resulted in lower revenue share. In January 2020, AIS received the award from the Arbitral Tribunal to pay THB 31.1 billion (S$1.26 billion) and 1.25% interest per month after 30 November 2015. In April 2020, AIS filed a motion to the Central Administrative Court to set aside the award which was followed by NT’s appeal to the Central Administrative Court to increase the award to THB 62.8 billion (S$2.55 billion). (iii) additional revenue share from disputes on roaming rates from 2013 to 2015 of THB 16.3 billion (S$661 million). As at 31 March 2022, other claims against AIS and its subsidiaries which are pending adjudication amounted to THB 10.1 billion (S$413 million). The above claims have not included potential interest and penalty. AIS believes that the above claims will be settled in favour of AIS and will have no material impact to its financial statements. 206 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022   45. SIGNIFICANT CONTINGENT LIABILITIES OF ASSOCIATES AND JOINT VENTURES (Cont’d) (c) In October 2017, Intouch and its subsidiary, Thaicom Public Company Limited (“Thaicom”), received letters from the Ministry of Digital Economy and Society (the “Ministry”) stating that Thaicom 7 and Thaicom 8 satellites (the “Satellites”) are governed under the terms of a 1991 satellite operating agreement between Intouch and the Ministry (“Agreement”) which entails the transfer of asset ownership, procurement of backup satellites, payment of revenue share, and procurement of property insurance. Intouch and Thaicom have obtained legal advice and are of the opinion that the Satellites are not covered under the Agreement but instead under the licence from the National Broadcasting and Telecommunications Commission (“NBTC”). This case is pending arbitration. In November 2020, Intouch and Thaicom received notices from the Ministry requesting for replacement of the de-orbited Thaicom 5 satellite, or compensation equivalent to the value of satellite at THB 7.8 billion (S$317 million) plus fines and interest. The cases are pending arbitration. In June 2021, Thaicom received a letter from NBTC stating that Thaicom’s rights to use the orbital slots of Thaicom 7 and Thaicom 8 satellites were up to 10 September 2021 only. Thaicom filed a complaint to the Central Administrative Court (“CAC”) and the CAC has granted an injunction on 9 August 2021 protecting Thaicom’s rights to use these orbital slots until the CAC issues the order. (d) Globe, a 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 Globe’s financial position and results of operations. In June 2016, the Philippine Competition Commission (“PCC”) claimed that the Joint Notice of Acquisition filed by Globe, PLDT Inc. (“PLDT”) and San Miguel Corporation (“SMC”) on the acquisition of SMC’s telecommunications business was deficient and cannot be claimed to be deemed approved. In July 2016, Globe filed a petition with the Court of Appeals of the Philippines (“CA”) to stop the PCC from reviewing the acquisition. In October 2017, the CA ruled in favour of Globe and PLDT, and declared the acquisition as valid and deemed approved. PCC subsequently elevated the case to the Supreme Court to review the CA’s rulings. (e) As at 31 March 2022, Telkomsel, a joint venture of the Group, has filed appeals and cross-appeals amounting to approximately IDR 465 billion (S$44 million) for various tax claims arising in certain tax assessments which are pending final decisions, the outcome of which is not presently determinable. 46. SUBSEQUENT EVENTS (a) (b) The Group completed the acquisition of 100% of the equity shares of Dialog Pty. Ltd. and Row TopCo Pty Ltd, the group holding company of ARQ Group, for A$325 million and A$290 million (including earn-out) in April 2022 and May 2022 respectively. In May 2022, the Group’s effective shareholding interest in Australia Tower Network Pty Limited (“ATN”) was reduced from 30% to 18% following the subscription of 90 million new ordinary shares in ATN at A$1.278 per share. 47. EFFECTS OF SFRS(I) AND INT SFRS(I) ISSUED BUT NOT YET ADOPTED Certain new or revised SFRS(I) and INT SFRS(I) are mandatory for adoption by the Group for the financial year beginning on or after 1 April 2022. The new or revised SFRS(I) and INT SFRS(I) are not expected to have a significant impact on the financial statements of the Group and the Company in the period of initial application. 207 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION Percentage of effective equity interest held by the Group 2022 % 100 100 100 2021 % 100 100 100 48. 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 as well as associates and joint ventures as at 31 March 2022 and 31 March 2021. 48.1 Significant subsidiaries incorporated in Singapore Name of subsidiary Principal activities 1. 2. 3. 4. 5. 6. 7. 8. 9. Amobee Asia Pte. Ltd. Provision of internet advertising solutions Consumer Journeys Pte. Ltd. Provision of lifestyle services to end users Group Enterprise Pte. Ltd. Telecommunications resellers and third party telecommunications providers NCS Communications Engineering Pte. Ltd. Provision of facilities management and consultancy services, and distributor of specialised telecommunications and data communication products 100 100 NCS Pte. Ltd. Provision of information technology and consultancy services NCSI Solutions Pte. Ltd. Provision of information technology services SCS Computer Systems Pte. Ltd. Provision of information technology services SingCash Pte Ltd Provision of money remittance and mobile financial services SingNet Pte Ltd Provision of internet access and pay television services 10. Singtel Cyber Security (Singapore) Pte. Ltd. Provision of information security services and products 11. Singtel Innov8 Ventures Pte. Ltd. Provision of fund management services 12. Singtel Mobile Singapore Pte. Ltd. Operation and provision of cellular mobile telecommunications systems and services, and sale of telecommunications equipment 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 13. ST-2 Satellite Ventures Private Limited Provision of satellite capacity for telecommunications and video broadcasting services 61.9 61.9 14. Sembawang Cable Depot Pte Ltd Provision of storage facilities for submarine telecommunication cables and related equipment 60 60 15. SingtelSat Pte Ltd Provision of satellite capacity for telecommunications and video broadcasting services 100 100 16. Telecom Equipment Pte Ltd Engaged in the sale and maintenance of telecommunications equipment, and mobile finance services 100 100 17. Trustwave Pte. Ltd. Provision of information security services and products 100 100 All companies are audited by KPMG LLP. 208 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202248. COMPANIES IN THE GROUP (Cont’d) 48.2 Significant subsidiaries incorporated in Australia Name of subsidiary Principal activities 1. 2. 3 4. 5. 6. 7. 8. 9. Amobee ANZ Pty Ltd Provision of internet advertising solutions Alphawest Services Pty Ltd (1) Provision of information technology services amaysim Mobile Pty Ltd Provision of mobile phone services Ensyst Pty Limited Provision of cloud services Hivint Pty Limited Provision of information security services and products NCSI (Australia) Pty Limited Provision of information technology services Optus Administration Pty Limited (1) Provision of management services to the Optus Group Optus ADSL Pty Limited (1) Provision of carriage services Optus Billing Services Pty Limited (*) (1) Provision of billing services to the Optus Group 10. Optus C1 Satellite Pty Limited (1) C1 Satellite contracting party 11. Optus Content Pty Limited (1) Provision of digital content acquisition 12. Optus Cyber Security Pty Limited Supply of cyber security hardware and software services, professional consulting and managed security services 13. Optus Data Centres Pty Limited (1) Provision of data communication services Provision of telecommunications services Percentage of effective equity interest held by the Group 2022 % 2021 % 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 14. 15. Optus Fixed Infrastructure Pty Limited (1) Optus Insurance Services Pty Limited 16. Optus Internet Pty Limited (1) 17. Optus Mobile Migrations Pty Limited (1) Provision of handset insurance and related services 100 100 Provision of services over Hybrid Fibre Co-Axial network and National Broadband Network 100 100 Provision of mobile phone services 100 100 18. Optus Mobile Pty Limited (1) Provision of mobile phone services 19. Optus Networks Pty Limited (1) Provision of telecommunications services 20. Optus Satellite Pty Limited (1) Provision of satellite services 100 100 100 100 100 100 209 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION48. COMPANIES IN THE GROUP (Cont’d) 48.2 Significant subsidiaries incorporated in Australia (Cont’d) Name of subsidiary Principal activities Percentage of effective equity interest held by the Group 21. Optus Smart Spaces Pty Limited (1) Provision of smart home devices 22. Optus Space Systems Pty Limited (1) Satellite owner and operator 2022 % 100 100 23. Optus Systems Pty Limited (1) Provision of information technology services to the Optus Group 100 24. Optus Vision Media Pty Limited (*)(2) Provision of broadcasting related services 25. Optus Vision Pty Limited (1) Provision of telecommunications services 26. Optus Wholesale Pty Limited (1) Provision of services to wholesale customers 27. Prepaid Services Pty Limited (1) Distribution of prepaid mobile products 28. Reef Networks Pty Ltd (1) Operation and maintenance of fibre optic network between Brisbane and Cairns 20 100 100 100 100 2021 % 100 100 100 20 100 100 100 100 29. Singapore Telecom Australia Investments Pty Limited Investment holding company 100 100 30. Singtel Optus Pty Limited Provision of telecommunications services 31. TWH Australia Pty. Ltd. Provision of information security services and products 32. Uecomm Operations Pty Limited (1) Provision of data communication services 33. Vaya Pty Ltd (1) Provision of mobile phone services 34. Vaya Communication Pty Ltd (1) Provision of mobile phone services 35. Vividwireless Group Limited (1) Provision of wireless broadband services 100 100 100 100 100 100 100 100 100 100 100 100 All companies are audited by KPMG, 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 2016/785 (as amended) dated 30 March 2007. (2) Optus Vision Media Pty Limited is deemed to be a subsidiary by virtue of control. 210 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202248. COMPANIES IN THE GROUP (Cont’d) 48.3 Significant subsidiaries incorporated outside Singapore and Australia Name of subsidiary Principal activities Country of incorporation/ operation Percentage of effective equity interest held by the Group Amobee EMEA Limited Provision of internet advertising solutions United Kingdom Amobee, Inc. Provision of internet advertising solutions USA Amobee Ltd Research and development centre Israel Global Enterprise International Malaysia Sdn. Bhd. (2) Provision of data communication and value added network services Malaysia 2022 % 100 100 100 – 2021 % 100 100 100 100 Lanka Communication Services (Pvt) Limited Provision of telecommunications services Sri Lanka 82.9 82.9 1. 2. 3. 4. 5. 6. M86 Security International, Ltd. Provision of information security services and products United Kingdom 100 100 7. NCS Information Technology (Suzhou) Co., Ltd. (3) Software development and provision of information technology services People’s Republic of China 100 100 8. NCSI (Chengdu) Co., Ltd (3) Provision of information technology research and development, and other information technology related services People’s Republic of China 100 100 9. NCSI (HK) Limited 10. NCSI (Malaysia) Sdn Bhd Provision of information technology services Provision of information technology services Hong Kong 100 100 Malaysia 100 100 11. NCSI (Philippines) Inc. Provision of information technology and communication engineering services Philippines 100 100 12. NCSI (Shanghai), Co. Ltd (3) Provision of system integration, software research and development and other information technology related services People’s Republic of China 100 100 13. 14. NCSI Technologies (India) Pvt. Ltd. Provision of information technology services India 100 100 SCS Information Technology Sdn Bhd Consultancy, sale of computer equipment and software including provision of marketing, maintenance and other related services Brunei 100 100 15. Singtel Australia Investment Ltd. Investment holding company British Virgin Islands 100 100 211 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION48. COMPANIES IN THE GROUP (Cont’d) 48.3 Significant subsidiaries incorporated outside Singapore and Australia (Cont’d) Name of subsidiary Principal activities Country of incorporation/ operation Percentage of effective equity interest held by the Group 16. Singtel Global Private Limited Provision of infotainment products and services, and investment holding Mauritius 2022 % 100 2021 % 100 17. Singtel Global India Private Limited Provision of telecommunications services India 100 100 and all related activities 18. Singapore Telecom Hong Kong Limited Provision of telecommunications services and all related activities Hong Kong 100 100 19. Singapore Telecom Japan Co Ltd Provision of telecommunications services and all related activities Japan 100 100 20. Singapore Telecom Korea Limited Provision of telecommunications services and all related activities South Korea 100 100 21. Singapore Telecom USA, Inc. Provision of telecommunications, engineering and marketing services USA 100 100 22. Singtel (Europe) Limited Provision of telecommunications services and all related activities United Kingdom 100 100 23. Singtel Taiwan Limited Provision of telecommunications services and all related activities Taiwan 100 100 24. STI Solutions (Shanghai) Co., Ltd 25. Sudong Sdn. Bhd. Provision of technology development, technical consultation and technical services in the field of information technology Management, provision and operations of a call centre for telecommunications services People’s Republic of China 100 100 Malaysia 100 100 26. Trustwave Canada, Inc. Provision of information security services and products Canada 100 100 27. Trustwave Holdings, Inc. Provision of information security services and products USA 100 100 28. Trustwave Limited Provision of information security services and products United Kingdom 100 100 All companies are audited by a member firm of KPMG. Notes: (1) (2) (3) The place of business of the subsidiaries are the same as their country of incorporation. The company has been disposed during the year. Subsidiary’s financial year-end is 31 December. 212 Singapore Telecommunications Limited | Annual Report 2022 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202248. COMPANIES IN THE GROUP (Cont’d) 48.4 Associates of the Group Name of associate Principal activities Country of incorporation/ operation Percentage of effective equity interest held by the Group 1. 2. APT Satellite Holdings Limited (2) Investment holding APT Satellite International Company Limited (2) Investment holding Bermuda British Virgin Islands 2022 % 20.3 28.6 2021 % 20.3 28.6 3. Australia Tower Network Pty Ltd To own and operate the passive mobile tower infrastructure assets Australia 30.0 – 4. 5. Digital Games International Pte. Ltd. (3) (4) Operation of online community portal, game publishing, game advisory and consulting services Singapore – 33.3 GXS Bank Pte. Ltd. (formerly known as A5-DB Operations (S) Pte. Ltd.) Provision of financial services Singapore 40.0 – 6. HOPE Technik Pte Ltd Provision of high performance unique engineering solutions Singapore 21.3 21.3 7. Intouch Holdings Public Company Limited (5) Investment holding Thailand 21.2 21.1 8. MassiveImpact International Ltd Provision of performance based mobile advertising platform British Virgin Islands 48.9 48.9 9. NetLink Trust (6) To own, install, operate and maintain the passive infrastructure for Singapore’s Next Generation Nationwide Broadband Network Singapore 24.8 24.8 10. NetLink NBN Trust (6) Investment holding 11. Singapore Post Limited (6) Operation and provision of post and parcel, eCommerce logistics and property Singapore Singapore 12. SESTO Robotics Pte Ltd (4) Provision of autonomous mobile robots Singapore 13. Viewers Choice Pte Ltd (7) Provision of services relating to motor vehicle rental and retail of general merchandise Singapore 24.8 21.7 – – 24.8 21.7 22.8 49.2 Notes: (1) (2) (3) (4) The place of business of the associates are the same as their country of incorporation. The company has been equity accounted for in the consolidated financial statements based on results for the year ended, or as at, 31 December 2021, the financial year-end of the company. This represents the Group’s direct interest in Digital Games International Pte. Ltd. The companies have been reclassified to FVOCI investments during the year. (5) Audited by Deloitte Touche Tohmatsu Jaiyos Audit Co. Ltd, Bangkok. (6) Audited by Deloitte & Touche LLP, Singapore. (7) The company has been disposed during the year. 213 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION48. COMPANIES IN THE GROUP (Cont’d) 48.5 Joint ventures of the Group Name of joint venture Principal activities Country of incorporation/ operation Percentage of effective equity interest held by the Group 1. Acasia Communications Sdn Bhd (3) Provision of networking services to business customers operating within and outside Malaysia Malaysia 2022 % 14.3 2021 % 14.3 2. ACPL Marine Pte Ltd To own, operate and manage maintenance-cum-laying cableships Singapore 16.7 16.7 3. Advanced Info Service Public Company Limited (4) (5) Provision of mobile, broadband, international telecommunications services, call centre and data transmission Thailand 23.3 23.3 4. ASEAN Cableship Pte Ltd Operation of cableships for laying, repair and maintenance of submarine telecommunication cables Singapore 16.7 16.7 ASEAN Telecom Holdings Sdn Bhd (3) Investment holding Malaysia 14.3 14.3 5. 6. 7. 8. 9. Asiacom Philippines, Inc. (3) Investment holding Bharti Airtel Limited (6) Provision of mobile, fixed line telecom services, national and international long distance connectivity, digital TV and integrated enterprise solutions Philippines India Bharti Telecom Limited (6) Investment holding India Bridge Mobile Pte. Ltd. Provision of regional mobile services Singapore 10. Globe Telecom, Inc. (7) (8) Provision of mobile, broadband, international and fixed line telecommunications services Philippines 11. Grid Communications Pte. Ltd. (3) Provision of public trunk radio services Singapore 12. Indian Ocean Cableship Pte. Ltd. Leasing, operating and managing of maintenance-cum-laying cableship Singapore 13. International Cableship Pte Ltd Ownership and chartering of cableships Singapore 14. Main Event Television Pty Limited Provision of cable television programmes Australia 15. Pacific Bangladesh Telecom Limited Provision of mobile telecommunications, Bangladesh broadband and data transmission services 214 Singapore Telecommunications Limited | Annual Report 2022 40.0 31.7 49.4 33.7 21.4 50.0 50.0 45.0 33.3 45.0 40.0 31.7 49.4 33.7 21.5 50.0 50.0 45.0 33.3 45.0 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202248. COMPANIES IN THE GROUP (Cont’d) 48.5 Joint ventures of the Group (Cont’d) Name of joint venture Principal activities Country of incorporation/ operation Percentage of effective equity interest held by the Group 16. Pacific Carriage Holdings Limited Inc. (9) (11) (12) Operation and provision of telecommunications facilities and services utilising a network of submarine cable systems Delaware 2022 % 32.5 2021 % – 17. Pacific Carriage Holdings Limited (9) (11) (12) Operation and provision of telecommunications facilities and services utilising a network of submarine cable systems Bermuda – 29.99 18. PT Telekomunikasi Selular (10) Provision of mobile telecommunications and related services Indonesia 35.0 35.0 19. Radiance Communications Pte Ltd (3) Sale, distribution, installation and maintenance of telecommunications equipment Singapore 50.0 50.0 20. Southern Cross Cables Holdings Limited (9) (11) Operation and provision of telecommunications facilities and services utilising a network of submarine cable systems Bermuda 32.5 27.9 21. VA Dynamics Sdn. Bhd. (3) Distribution of networking cables and related products Malaysia 49.0 49.0 Notes: (1) (2) (3) The place of business of the joint ventures are the same as their country of incorporation, unless otherwise specified. The Group holds substantive participating rights over the significant financial and operating decisions of the above joint ventures, which enables the Group to exercise joint control with the other shareholders. The company has been equity accounted for in the consolidated financial statements based on the results for the year ended, or as at, 31 December 2021, the financial year-end of the company. (4) Audited by Deloitte Touche Tohmatsu Jaiyos Audit Co. Ltd, Bangkok. (5) This represents the Group’s direct interest in AIS. (6) Audited by Deloitte Haskins & Sells LLP, New Delhi. Bharti Airtel Limited has business operations in 18 countries representing India, Sri Lanka, 14 countries in Africa, and joint ventures in 2 countries. (7) Audited by Isla Lipana & Co./PwC Philippines. (8) (9) The Group has a 46.9% effective economic interest in Globe. The Southern Cross Cable Consortium operates through two separate companies. Southern Cross Cables Holdings Limited owns a cable network between Australia and the USA, with operations outside the USA. Pacific Carriage Holdings Limited Inc. has operations within the USA. (10) Audited by Purwantono, Sungkoro & Surja (a member firm of Ernst & Young). (11) Audited by KPMG, Bermuda. (12) Pacific Carriage Holdings Limited was restructured into Pacific Carriage Holdings Limited Inc. 215 NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONINTERESTED PERSON TRANSACTIONS The aggregate value of all interested person transactions during the financial year ended 31 March 2022 (excluding transactions less than S$100,000) were as follows – Aggregate value of all interested persons transactions during the financial year under review (excluding transactions less than S$100,000 and transactions conducted under shareholders’ mandate pursuant to Rule 920) S$ mil Aggregate value of all interested person transactions conducted under shareholders’ mandate pursuant to Rule 920 (excluding transactions less than S$100,000) (1) S$ mil 0.7 0.1 1.0 2.5 1.9 0.2 3.7 0.1 0.1 0.4 1.1 1.5 1.8 2.0 3.3 0.1 1.3 9.1 2.3 0.3 0.4 33.9 – – – – – – – – – – – – – – – – – – – – – – Name of interested person Nature of Relationship Each interested person is an associate of Singapore Telecommunications Limited's controlling shareholder, Temasek Holdings (Private) Limited Aetos Security Management Pte. Ltd. Certis CISCO Protection Services Pte Ltd Certis Integrated Facilities Management Pte. Ltd. Ensign InfoSecurity (Systems) Pte Ltd Ensign InfoSecurity (Smarttech) Pte Ltd Fullerton Fund Management Company Ltd Grid Communications Pte. Ltd. Infosys Compaz Pte. Ltd. Mediacorp Pte. Ltd. Nexwave Technologies Pte Ltd PSA Corporation Ltd Radiance Communications Pte Ltd SMRT Trains Ltd. ST Electronics (Info-Security) Pte. Ltd. ST Engineering Electronics Pte. Ltd. ST Engineering Info-Security Starhub Cable Vision Ltd. StarHub Ltd StarHub Mobile Pte Ltd STT Global Data Centres India Private Limited Surbana Jurong Consultants Pte. Ltd. Note: (1) No shareholders’ mandate pursuant to Listing Rule 920 has been obtained. 216 Singapore Telecommunications Limited | Annual Report 2022 FURTHER INFORMATION ON BOARD OF DIRECTORS Lee Theng Kiat John Arthur Mr Lee Theng Kiat, 69, is the Chairman of Temasek International Pte. Ltd. He is also a Director of Temasek Holdings (Private) Limited and SPH Media Trust. Mr John Arthur, 67, joined the board of Sydney Metro in January 2019 and became its Chairman in July 2019. He has also been a member of Singtel’s Optus Advisory Committee since July 2019. Theng Kiat was an Executive Director of Temasek Holdings (Private) Limited between April 2019 and September 2021. Before joining Temasek, Theng Kiat was the President and Chief Executive Officer of Singapore Technologies Telemedia Pte Ltd and STT Communications Ltd. Prior to that, he held several senior level positions in the Singapore Technologies Group. Theng Kiat served in the Singapore Legal Service for over eight years before joining the Singapore Technologies Group. Theng Kiat holds a Bachelor of Laws (Honours) from the National University of Singapore. John is a lawyer by training, with experience as advisor, executive and director across a broad range of industries. He was a partner of the law firm Freehills, Group General Counsel of Lendlease Corporation, Chairman of the law firm Gilbert + Tobin, Chairman and CEO of Investa Property Group, Group Executive Counsel & Secretariat and then Chief Operating Officer of Westpac Banking Corporation, before retiring in late 2016. He was a Consultant to the Chief Executive of Westpac until late 2020. He is also a former board member of CSR Limited, Rinker Group Limited, Allianz Australia and ME Bank. John holds a Bachelor of Laws (Honours) from the University of Sydney. Gautam Banerjee Mr Gautam Banerjee, 67, is Senior Managing Director of Blackstone Group and Chairman of Blackstone Singapore Pte Ltd. Gautam spent over 30 years with PricewaterhouseCoopers (PwC) and was a Senior Partner and Executive Chairman of PwC Singapore until he retired on 31 December 2012. Gautam sits on the boards of Singapore Airlines Limited and GIC Private Limited. He also serves on the board of the Defence Science and Technology Agency. He is a former Chairman of the Listings Advisory Committee of the Singapore Exchange, a former Director of The Indian Hotels Company Limited, Piramal Enterprises Limited and EDBI Pte Ltd, and a former member of the Singapore Legal Service Commission and the Governing Board of Yale-NUS College. Gautam holds a Bachelor of Science (Honours) and an Honorary Doctor of Laws (LLD) from Warwick University. He is a fellow member of the Institute of Chartered Accountants in England and Wales, the Institute of Singapore Chartered Accountants and the Singapore Institute of Directors. Yuen Kuan Moon Mr Yuen Kuan Moon, 55, has been Group CEO of Singtel since 1 January 2021. That same year, he embarked on a strategic reset of the Group’s businesses given the unrelenting pace of digitalisation, concurrently accelerated by the advent of the pandemic. Under his watch, Singtel has established 5G leadership and reinvigorated its core telecoms business; developed new growth engines by turning NCS into a B2B digital services champion and forming a regional data centre business; and unlocked the value of Singtel’s quality infrastructure assets to recycle capital into higher growth areas. While pursuing business growth, Moon has championed sustainability and people with renewed vigour and hopes to build an inclusive digital future. Moon began his career at Singtel in 1993 and has held several leadership roles in Marketing, Business Development and Sales. Prior to his appointment as Group CEO, Moon was CEO, Consumer Singapore, a post he has held since June 2012. He was also responsible for driving the Group’s overall digital transformation as Group Chief Digital Officer from August 2018 to December 2020. Moon sits on the boards of Singtel and its key subsidiaries, and has been serving on the Board of Commissioners of Telkomsel since 2009. In addition, Moon is a board member of GSMA and the Singapore Institute of Management. He is also a member of Singapore’s Ministry of Communications and Information’s Digital Readiness Council, the Monetary Authority of Singapore’s Payments Council and the Ngee Ann Polytechnic Council. He is a former member of the Governing Council of Singapore Institute of Management Society and a former board member of SkillsFuture Singapore. Moon holds a First Class Honours degree in Engineering from the University of Western Australia and a Master of Science in Management from Stanford University. 217 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALS FURTHER INFORMATION ON BOARD OF DIRECTORS Venky Ganesan Lim Swee Say Mr Lim Swee Say, 67, is a trustee and Adviser of the National Trades Union Congress (NTUC), the Chairman of the NTUC- Administration & Research Unit Board of Trustees and NTUC LearningHub Pte. Ltd., a Director of and an Adviser to NTUC Enterprise Co-operative Limited and the Deputy Chairman of Singapore Labour Foundation. He is also a Director of Ho Bee Land Limited, PSC Corporation Ltd. and Tat Seng Packaging Group Ltd. Swee Say joined the public sector in 1976. Before entering politics, he held leadership positions in Singapore’s National Computer Board and the Economic Development Board. He joined the Labour Movement in 1996 and entered politics in 1997 to serve in various capacities including Minister of State for Trade and Industry, Minister of State for Communication and Information Technology, Minister for Environment, Second Minister for National Development and Minister in the Prime Minister’s Office. He also served as the Secretary General of NTUC from 2007 to 2015 and was appointed Minister for Manpower in 2015. He stepped down from the Cabinet as Minister for Manpower in 2018 and retired from politics as a member of the Parliament of Singapore in 2020. Swee Say holds a First Class Honours degree in Electronics, Computer and Systems Engineering from Loughborough University and a Master’s degree in Management from Stanford University. Christina Ong Mrs Christina Ong, 70, is Chairman and Senior Partner of Allen & Gledhill LLP as well as Co-Head of its Financial Services Department. She is a Director of Hongkong Land Holdings Limited, Oversea-Chinese Banking Corporation Limited, SIA Engineering Company Limited and Epimetheus Ltd. Christina is a member of the Catalist Advisory Panel, the Civil Aviation Authority of Singapore and the Corporate Governance Advisory Committee, a trustee of The Stephen A. Schwarzman Scholars Trust and a member of the Supervisory Committee of the ABF Singapore Bond Index Fund. She also sits on the boards of companies and entities which are owned by Allen & Gledhill LLP. She is a former Director of the Singapore Tourism Board and Trailblazer Foundation Ltd. Christina is a lawyer and she provides corporate and corporate regulatory and compliance advice, particularly to listed companies. Her areas of practice include banking and securities. Christina holds a Bachelor of Laws (Second Upper Class Honours) from the University of Singapore. She is a member of the Law Society of Singapore and the International Bar Association. Mr Venkataraman (Venky) Ganesan, 49, is one of the Managing Partners of Menlo Ventures, a top-tier Silicon Valley venture capital firm. He focuses on investments in the consumer and enterprise sectors. Venky sits on the boards of several portfolio companies of Menlo Ventures. He is also a board member of Amobee, Inc., a subsidiary of Singtel, and a trustee of Castilleja School. Prior to joining Menlo Ventures, Venky was Managing Director at Globespan Capital Partners. Before Globespan, he was one of the founders of Trigo Technologies. He also worked at McKinsey & Company and Microsoft as a Program Manager. He is a former Chairman of the National Venture Capital Association and a former Director of Avi Networks Inc, Palo Alto Networks Inc, Poshmark and Virident Systems. Venky holds a Bachelor of Arts in Economics-Mathematics from Reed College and a Bachelor of Science in Engineering and Applied Science (Honours) from the California Institute of Technology in the US. Bradley Horowitz Mr Bradley Horowitz, 57, is Vice President of Product Management of, and an Advisor to, Google, Inc. Over the past decade, Bradley has led product development for a wide array of consumer products at Google including Gmail, Google Drive & Docs, Blogger, Google Voice, Google News and Google Photos. Prior to joining Google, he was the Vice President of Advanced Development at Yahoo, Inc. Bradley is an independent Director of Issuu, Inc., Lyst Ltd and NextSense, Inc. He is a former member of the Visiting Committee of Media Lab at the Massachusetts Institute of Technology. Bradley holds a Bachelor in Computer Science from the University of Michigan and a Masters in Media Science from the Media Lab at the Massachusetts Institute of Technology. Gail Kelly Mrs Gail Kelly, 66, is a Board Director of the Bretton Woods Committee and Australian Philanthropic Services. She is also a Senior Global Adviser to UBS and a member of the Group of Thirty and the Australian American Leadership Dialogue Advisory Board. Gail’s executive banking career spanned 35 years. She was the Group CEO and Managing Director of two banks in Australia – St.George Bank from 2002 to 2007 and Westpac Banking Corporation from 2008 to 2015. She was previously a Director of Woolworths Holdings Limited, Country Road Group and David Jones. Gail holds a Bachelor of Arts and Higher Diploma of Education from the University of Cape Town and an MBA (with Distinction) from the University of the Witwatersrand. She has been awarded three Honorary Doctorates of Business, by the University of New South Wales, Macquarie University and Charles Sturt University. She has also been conferred an Honorary Doctorate of Science in Economics by the University of Sydney. 218 Singapore Telecommunications Limited | Annual Report 2022 FURTHER INFORMATION ON BOARD OF DIRECTORS Rajeev Suri Wee Siew Kim Mr Wee Siew Kim, 61, is Director and Group Chief Executive Officer of Nipsea Management Company Pte. Ltd. (Nipsea Group). He is concurrently a Director of Nippon Paint Holdings Co., Ltd. and its Representative Executive Officer & Co-President. He is also the Board Chairman of Jurong Port Pte Ltd, a board member of Jurong Town Corporation and a Director of SIA Engineering Company Limited. He is a former Chairman of ES Group (Holdings) Limited and a former Director of Mapletree Logistics Trust Management Ltd and SBS Transit Ltd. Before joining Nipsea Group, Siew Kim was the Deputy CEO and President (Defence Business) of Singapore Technologies Engineering Ltd. Siew Kim holds a Bachelor of Science (First Class Honours) in Aeronautical Engineering from the Imperial College of Science, Technology and Medicine and a Master of Business Administration from the Graduate School of Business, Stanford University. He is a Fellow of the City and Guilds Institute. Yong Hsin Yue Ms Yong Hsin Yue, 50, is the Managing Director of Kuok (Singapore) Limited (KSL), a member of the Kuok Group. Prior to joining KSL, Hsin Yue was the General Manager of Special Projects focusing on business development for Wilmar International Limited. Hsin Yue started her career in investment banking where she spent 19 years working at Goldman Sachs in Singapore and in London and her last role was as head of the Investment Banking Division for South East Asia. Hsin Yue also sits on the board of 65 Equity Partners Pte. Ltd., and is a council member of the Singapore Business Federation. She was formerly a Non-executive Director of PACC Offshore Services Holdings Ltd. Hsin Yue holds an MA in Politics, Philosophy and Economics from Worcester College, Oxford, and an MBA from INSEAD. Mr Rajeev Suri, 54, is the CEO of Inmarsat and Director of Connect Bidco Limited, the holding company for Inmarsat. Rajeev is a non- executive board member of Stryker Corporation, a board member of X0PA AI Pte. Ltd. and an Advisory Board member of Aalto University’s School of Business. Rajeev was President and CEO of Nokia for six years until July 2020. Prior to that, he was CEO of Nokia Siemens Networks for five years. He was previously Senior Advisor to Warburg Pincus, Operating Advisor to Apollo Global Management, Co-Chair of the digitalisation task force of B20, a member of several digital and healthcare committees of the World Economic Forum and Industrial Advisor to Evli Growth Partners. Rajeev is a Commissioner of the United Nations Broadband Commission and Chairman of the Global Satellite Operators Association (GSOA). Rajeev was a member of the Chinese Premier’s Global CEO Council from 2014 to 2020. He is a recipient of China’s Marco Polo award, the highest honour given to an international business person from the Chinese government. Rajeev holds a Bachelor of Engineering (Electronics and Communications) from Manipal Institute of Technology and an Honorary Doctorate from Manipal University. Teo Swee Lian Ms Teo Swee Lian, 62, is the Chairman of CapitaLand Integrated Commercial Trust Management Limited (manager of CapitaLand Integrated Commercial Trust), a Director of AIA Group Ltd, Avanda Investment Management Pte Ltd, Clifford Capital Holdings Pte. Ltd. and Dubai Financial Services Authority, a member of the Governing Board of the Duke-NUS Medical School and a council member of the Asian Bureau of Finance & Economic Research of NUS Business School. Swee Lian was Special Advisor in the Managing Director’s Office at the Monetary Authority of Singapore (MAS) until she stepped down in early June 2015. Prior to that, she was the Deputy Managing Director in charge of Financial Supervision at the MAS, where she oversaw macroeconomic surveillance, regulation and supervision of the banking, insurance and capital markets industries. Swee Lian holds a Bachelor of Science (First Class Honours) in Mathematics from Imperial College, London University and a Master of Science in Applied Statistics from Oxford University. Notes: (1) Information as at 9 June 2022. (2) Mr Low Check Kian stepped down from the Singtel Board following the conclusion of the Annual General Meeting on 30 July 2021. 219 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALS ADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director Date of appointment Date of last re-appointment (if applicable) Christina Hon Kwee Fong (Mrs Christina Ong) 7 April 2014 23 July 2019 Age 70 Country of principal residence Singapore The Board’s comments on this re-election/appointment After reviewing the recommendation of the Corporate Governance and Nominations Committee and Mrs Ong’s qualifications and experience (as set out below), the Board has confirmed Mrs Ong’s independence and approved that Mrs Ong stands for re-election as an independent non-executive Director. Mrs Ong will, upon re-election, continue to serve as a member of the Corporate Governance and Nominations Committee, the Audit Committee and the Risk Committee. Whether appointment is executive, and if so, the area of responsibility Non-executive Job title (e.g. Lead ID, AC Chairman, AC Member etc.) Independent non-executive Director Member of the Audit Committee Member of the Corporate Governance and Nominations Committee Member of the Risk Committee Professional qualifications Bachelor of Laws (Second Upper Class Honours) from the University of Singapore Member of the Law Society of Singapore and the International Bar Association Working experience and occupation(s) during the past 10 years Allen & Gledhill LLP 1987 to present Mrs Ong joined Allen & Gledhill LLP in 1987 as a Partner. She is now the Chairman and Senior Partner as well as Co-Head of the Financial Services Department. Mrs Ong currently also serves as a Director/Member/Trustee of various entities including those which are owned by Allen & Gledhill LLP. Please refer to her present directorships/principal commitments provided below for further information. No No Shareholding interest in the listed issuer and its subsidiaries Any relationship (including immediate family relationships) with any existing director, existing executive officer, the issuer and/or substantial shareholder of the listed issuer or of any of its principal subsidiaries 220 Singapore Telecommunications Limited | Annual Report 2022 ADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director Christina Hon Kwee Fong (Mrs Christina Ong) Conflict of interests (including any competing business) No, save as described below. Mrs Ong is a Director of Oversea-Chinese Banking Corporation Limited. Singtel has a 40% interest in GXS Bank Pte. Ltd., a joint venture with Grab Holdings Inc. Mrs Ong has recused, and will recuse, herself from all of the Singtel Board’s deliberations on GXS Bank Pte. Ltd. Note: Under the Board’s Code of Business Conduct and Ethics, Directors must avoid situations in which their own personal or business interests directly or indirectly conflict, or appear to conflict, with the interests of Singtel. The Code of Business Conduct and Ethics provides that where a Director has a conflict of interest, or it appears that he might have a conflict of interest, in relation to any matter, he should immediately declare his interest at a meeting of the Directors or send a written notice to the Company containing details of his interest and the conflict, and recuse himself from participating in any discussion and decision on the matter. Where relevant, the Directors have complied with the provisions of the Code of Business Conduct and Ethics, and such compliance has been duly recorded in the minutes of meeting Undertaking (in the format set out in Appendix 7.7) under Rule 720(1) has been submitted to the listed issuer Yes Other Principal Commitments* Including Directorships * “Principal Commitments” has the same meaning as defined in the Code of Corporate Governance 2018. Past (for the last 5 years) Present Other principal commitments: • Singapore Tourism Board, Director • Trailblazer Foundation Ltd, Director Other listed companies: • Hongkong Land Holdings Limited, Director • Oversea-Chinese Banking Corporation Limited, Director • SIA Engineering Company Limited, Director Other principal commitments: • ABF Singapore Bond Index Fund, Member of the Supervisory Committee • Allen & Gledhill LLP, Chairman & Senior Partner • Allen & Gledhill Regulatory & Compliance Pte. Ltd., Director • Catalist Advisory Panel, Member • Civil Aviation Authority of Singapore, Member • Corporate Governance Advisory Committee, Member • Eastern Development Holdings Pte. Ltd., Director • Eastern Development Private Limited, Director • Epimetheus Ltd, Director • OCBC Management Services Private Limited, Director • The Stephen A. Schwarzman Scholars Trust, Trustee 221 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director Bradley Joseph Horowitz Date of appointment 26 December 2018 Date of last re-appointment (if applicable) 23 July 2019 Age 57 Country of principal residence United States of America The Board’s comments on this re-election/appointment After reviewing the recommendation of the Corporate Governance and Nominations Committee and Mr Horowitz’s qualifications and experience (as set out below), the Board has confirmed Mr Horowitz’s independence and approved that Mr Horowitz stands for re-election as an independent non-executive Director. Mr Horowitz will, upon re-election, continue to serve as a member of the Finance and Investment Committee and the Technology Advisory Panel. Whether appointment is executive, and if so, the area of responsibility Non-executive Job title (e.g. Lead ID, AC Chairman, AC Member etc.) Independent non-executive Director Member of the Finance and Investment Committee Member of the Technology Advisory Panel Professional qualifications Bachelor in Computer Science from the University of Michigan Masters in Media Science from the Media Lab at the Massachusetts Institute of Technology Working experience and occupation(s) during the past 10 years Google, Inc. 2008 to present Vice President of Product Management & Advisor No No Shareholding interest in the listed issuer and its subsidiaries Any relationship (including immediate family relationships) with any existing director, existing executive officer, the issuer and/or substantial shareholder of the listed issuer or of any of its principal subsidiaries 222 Singapore Telecommunications Limited | Annual Report 2022 ADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director Bradley Joseph Horowitz Conflict of interests (including any competing business) No Note: Under the Board’s Code of Business Conduct and Ethics, Directors must avoid situations in which their own personal or business interests directly or indirectly conflict, or appear to conflict, with the interests of Singtel. The Code of Business Conduct and Ethics provides that where a Director has a conflict of interest, or it appears that he might have a conflict of interest, in relation to any matter, he should immediately declare his interest at a meeting of the Directors or send a written notice to the Company containing details of his interest and the conflict, and recuse himself from participating in any discussion and decision on the matter. Where relevant, the Directors have complied with the provisions of the Code of Business Conduct and Ethics, and such compliance has been duly recorded in the minutes of meeting Undertaking (in the format set out in Appendix 7.7) under Rule 720(1) has been submitted to the listed issuer Yes Other Principal Commitments* Including Directorships * “Principal Commitments” has the same meaning as defined in the Code of Corporate Governance 2018. Past (for the last 5 years) Other principal commitment: • Massachusetts Institute of Technology, Member of the Visiting Committee of Media Lab Present Other principal commitments: • Curious Learning – a Global Literacy Project, Director • Effortless Mastery Institute, Advisor • Issuu, Inc, Director • Lyst Ltd, Director • NextSense, Inc., Director • Scale AI, Inc., Advisor 223 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director Gail Patricia Kelly Date of appointment 26 December 2018 Date of last re-appointment (if applicable) 23 July 2019 Age 66 Country of principal residence Australia The Board’s comments on this re-election/appointment After reviewing the recommendation of the Corporate Governance and Nominations Committee and Mrs Kelly’s qualifications and experience (as set out below), the Board has confirmed Mrs Kelly’s independence and approved that Mrs Kelly stands for re-election as an independent non-executive Director. Mrs Kelly will, upon re-election, continue to serve as Chairman of the Executive Resource and Compensation Committee and the Optus Advisory Committee, and a member of the Audit Committee and the Corporate Governance and Nominations Committee. Whether appointment is executive, and if so, the area of responsibility Non-executive Job title (e.g. Lead ID, AC Chairman, AC Member etc.) Independent non-executive Director Chairman of the Executive Resource and Compensation Committee Chairman of the Optus Advisory Committee Member of the Audit Committee Member of the Corporate Governance and Nominations Committee Professional qualifications Bachelor of Arts and Higher Diploma of Education from the University of Cape Town MBA (with Distinction) from the University of the Witwatersrand Three Honorary Doctorates of Business from the University of New South Wales, Macquarie University and Charles Sturt University Honorary Doctorate of Science in Economics from the University of Sydney Working experience and occupation(s) during the past 10 years Westpac Banking Corporation 2008 to 2015 Group Chief Executive Officer and Managing Director No No Shareholding interest in the listed issuer and its subsidiaries Any relationship (including immediate family relationships) with any existing director, existing executive officer, the issuer and/or substantial shareholder of the listed issuer or of any of its principal subsidiaries 224 Singapore Telecommunications Limited | Annual Report 2022 ADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director Gail Patricia Kelly Conflict of interests (including any competing business) No Note: Under the Board’s Code of Business Conduct and Ethics, Directors must avoid situations in which their own personal or business interests directly or indirectly conflict, or appear to conflict, with the interests of Singtel. The Code of Business Conduct and Ethics provides that where a Director has a conflict of interest, or it appears that he might have a conflict of interest, in relation to any matter, he should immediately declare his interest at a meeting of the Directors or send a written notice to the Company containing details of his interest and the conflict, and recuse himself from participating in any discussion and decision on the matter. Where relevant, the Directors have complied with the provisions of the Code of Business Conduct and Ethics, and such compliance has been duly recorded in the minutes of meeting Undertaking (in the format set out in Appendix 7.7) under Rule 720(1) has been submitted to the listed issuer Yes Other Principal Commitments* Including Directorships * “Principal Commitments” has the same meaning as defined in the Code of Corporate Governance 2018. Past (for the last 5 years) Other listed company: • Woolworths Holdings Limited, South Africa, Director Present Other principal commitments: • Country Road Group, Director • David Jones, Director • McKinsey Advisory Council, Member • Osiris Holdings, Director • PLuS Alliance Advisory Board, Member • Territory Economic Reconstruction Commission, Member • Vela Investments, Director Other principal commitments: • Alliance of Girls’ Schools Australasia, Patron • Australian American Leadership Dialogue Advisory Board, Member • Australian Philanthropic Services, Board Director • Bretton Woods Committee, Board Director • Business Council of Australia, Honorary Member • CARE Australia, Ambassador for Women’s Empowerment • Group of Thirty, Member • Ravenswood School for Girls, Chair of Council • UBS AG and UBS Group AG, Senior Global Adviser • University of New South Wales, Adjunct Professor 225 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director John Lindsay Arthur Date of appointment 1 January 2022 Date of last re-appointment (if applicable) Not applicable Age 67 Country of principal residence Australia The Board’s comments on this re-election/appointment After reviewing the recommendation of the Corporate Governance and Nominations Committee and Mr Arthur’s qualifications and experience (as set out below), the Board has confirmed Mr Arthur’s independence and approved that Mr Arthur stands for re-election as an independent non-executive Director. Mr Arthur will, upon re-election, continue to serve as a member of the Audit Committee, the Risk Committee and the Optus Advisory Committee. Whether appointment is executive, and if so, the area of responsibility Non-executive Job title (e.g. Lead ID, AC Chairman, AC Member etc.) Independent non-executive Director Member of the Audit Committee Member of the Risk Committee Member of the Optus Advisory Committee Professional qualifications Bachelor of Laws (Honours) from the University of Sydney Working experience and occupation(s) during the past 10 years Sydney Metro July 2019 to present Chairman January 2019 to present Board Member Singapore Telecommunications Limited 2019 to present Member of the Optus Advisory Committee Westpac Banking Corporation 2016 to 2020 Consultant to Chief Executive 2011 to 2016 Chief Operating Officer No No Shareholding interest in the listed issuer and its subsidiaries Any relationship (including immediate family relationships) with any existing director, existing executive officer, the issuer and/or substantial shareholder of the listed issuer or of any of its principal subsidiaries 226 Singapore Telecommunications Limited | Annual Report 2022 ADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director John Lindsay Arthur Conflict of interests (including any competing business) No Note: Under the Board’s Code of Business Conduct and Ethics, Directors must avoid situations in which their own personal or business interests directly or indirectly conflict, or appear to conflict, with the interests of Singtel. The Code of Business Conduct and Ethics provides that where a Director has a conflict of interest, or it appears that he might have a conflict of interest, in relation to any matter, he should immediately declare his interest at a meeting of the Directors or send a written notice to the Company containing details of his interest and the conflict, and recuse himself from participating in any discussion and decision on the matter. Where relevant, the Directors have complied with the provisions of the Code of Business Conduct and Ethics, and such compliance has been duly recorded in the minutes of meeting Undertaking (in the format set out in Appendix 7.7) under Rule 720(1) has been submitted to the listed issuer Yes Other Principal Commitments* Including Directorships * “Principal Commitments” has the same meaning as defined in the Code of Corporate Governance 2018. Past (for the last 5 years) Other listed company: • Allianz Australia, Board Member Other principal commitment: • Members Equity Bank Limited, Board Member & Chair of the Audit and Governance Committee Present Other principal commitment: • NCS Pte. Ltd., Director 227 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director Date of appointment Date of last re-appointment (if applicable) Yong Hsin Yue 1 January 2022 Not applicable Age 50 Country of principal residence Singapore The Board’s comments on this re-election/appointment After reviewing the recommendation of the Corporate Governance and Nominations Committee and Ms Yong’s qualifications and experience (as set out below), the Board has confirmed Ms Yong’s independence and approved that Ms Yong stands for re-election as an independent non-executive Director. Ms Yong will, upon re-election, continue to serve as a member of the Finance and Investment Committee. Whether appointment is executive, and if so, the area of responsibility Non-executive Job title (e.g. Lead ID, AC Chairman, AC Member etc.) Independent non-executive Director Member of the Finance and Investment Committee Professional qualifications MA in Politics, Philosophy and Economics from Worcester College, Oxford Working experience and occupation(s) during the past 10 years MBA from INSEAD Kuok (Singapore) Limited 2017 to present Managing Director Wilmar International Limited 2015 to 2016 General Manager of Special Projects Goldman Sachs (Singapore) Pte. 2011 to 2015 Managing Director, Head of Investment Banking Division for South East Asia Shareholding interest in the listed issuer and its subsidiaries Yes 1,360 ordinary shares in Singapore Telecommunications Limited (Direct interest) No Any relationship (including immediate family relationships) with any existing director, existing executive officer, the issuer and/or substantial shareholder of the listed issuer or of any of its principal subsidiaries 228 Singapore Telecommunications Limited | Annual Report 2022 ADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director Yong Hsin Yue Conflict of interests (including any competing business) No Note: Under the Board’s Code of Business Conduct and Ethics, Directors must avoid situations in which their own personal or business interests directly or indirectly conflict, or appear to conflict, with the interests of Singtel. The Code of Business Conduct and Ethics provides that where a Director has a conflict of interest, or it appears that he might have a conflict of interest, in relation to any matter, he should immediately declare his interest at a meeting of the Directors or send a written notice to the Company containing details of his interest and the conflict, and recuse himself from participating in any discussion and decision on the matter. Where relevant, the Directors have complied with the provisions of the Code of Business Conduct and Ethics, and such compliance has been duly recorded in the minutes of meeting Undertaking (in the format set out in Appendix 7.7) under Rule 720(1) has been submitted to the listed issuer Yes Other Principal Commitments* Including Directorships * “Principal Commitments” has the same meaning as defined in the Code of Corporate Governance 2018. Past (for the last 5 years) Other principal commitment: • PACC Offshore Services Holdings Ltd., Non-executive Director Present Other principal commitments: • 65 Equity Partners Pte. Ltd., Board Member • Singapore Business Federation, Council Member 229 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director Christina Hon Kwee Fong (Mrs Christina Ong) Bradley Joseph Horowitz Gail Patricia Kelly John Lindsay Arthur Yong Hsin Yue Information required Disclose the following matters concerning an appointment of director. No No No No No No No No No No No No No No No No No No No No (a) Whether at any time during the last 10 years, an application or a petition under any bankruptcy law of any jurisdiction was filed against him or against a partnership of which he was a partner at the time when he was a partner or at any time within 2 years from the date he ceased to be a partner? (b) Whether at any time during the last 10 years, an application or a petition under any law of any jurisdiction was filed against an entity (not being a partnership) of which he was a director or an equivalent person or a key executive, at the time when he was a director or an equivalent person or a key executive of that entity or at any time within 2 years from the date he ceased to be a director or an equivalent person or a key executive of that entity, for the winding up or dissolution of that entity or, where that entity is the trustee of a business trust, that business trust, on the ground of insolvency? (c) Whether there is any unsatisfied judgment against him? (d) Whether he has ever been convicted of any offence, in Singapore or elsewhere, involving fraud or dishonesty which is punishable with imprisonment, or has been the subject of any criminal proceedings (including any pending criminal proceedings of which he is aware) for such purpose? 230 Singapore Telecommunications Limited | Annual Report 2022 ADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director Christina Hon Kwee Fong (Mrs Christina Ong) Bradley Joseph Horowitz Gail Patricia Kelly John Lindsay Arthur Yong Hsin Yue Information required Disclose the following matters concerning an appointment of director. No No No No No (e) Whether he has ever been convicted of any offence, in Singapore or elsewhere, involving a breach of any law or regulatory requirement that relates to the securities or futures industry in Singapore or elsewhere, or has been the subject of any criminal proceedings (including any pending criminal proceedings of which he is aware) for such breach? (f) Whether at any time during the No No No No No last 10 years, judgment has been entered against him in any civil proceedings in Singapore or elsewhere involving a breach of any law or regulatory requirement that relates to the securities or futures industry in Singapore or elsewhere, or a finding of fraud, misrepresentation or dishonesty on his part, or he has been the subject of any civil proceedings (including any pending civil proceedings of which he is aware) involving an allegation of fraud, misrepresentation or dishonesty on his part? (g) Whether he has ever been convicted in Singapore or elsewhere of any offence in connection with the formation or management of any entity or business trust? No No No No No (h) Whether he has ever been No No No No No disqualified from acting as a director or an equivalent person of any entity (including the trustee of a business trust), or from taking part directly or indirectly in the management of any entity or business trust? (i) Whether he has ever been the subject of any order, judgment or ruling of any court, tribunal or governmental body, permanently or temporarily enjoining him from engaging in any type of business practice or activity? No No No No No 231 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director Christina Hon Kwee Fong (Mrs Christina Ong) Bradley Joseph Horowitz Gail Patricia Kelly John Lindsay Arthur Yong Hsin Yue Information required Disclose the following matters concerning an appointment of director. (j) Whether he has ever, to his knowledge, been concerned with the management or conduct, in Singapore or elsewhere, of the affairs of:– (i) any corporation which has No No No Yes No been investigated for a breach of any law or regulatory requirement governing corporations in Singapore or elsewhere; or During Mr John Arthur’s time as an executive at Westpac Banking Corporation (Westpac) ending September 2016 Westpac as a major Australian Bank was subject to the oversight and supervision of a range of regulators under a range of statutes and regulations. From time to time disagreements and disputes occurred between Westpac and regulators over Westpac’s compliance with its statutory and regulatory obligations. While efforts were made to resolve disagreements and disputes by mutual agreement, sometimes this was not possible and litigation ensued. At all times appropriate market disclosures (including of any settlements, fines or penalties) were made by Westpac as required by law. (ii) any entity (not being a No No No No No corporation) which has been investigated for a breach for any law or regulatory requirement governing such entities in Singapore or elsewhere; or (iii) any business trust which has No No No No No been investigated for a breach of any law or regulatory requirement governing business trusts in Singapore or elsewhere; or 232 Singapore Telecommunications Limited | Annual Report 2022 ADDITIONAL INFORMATION ON DIRECTORS SEEKING RE-ELECTION Name of Director Christina Hon Kwee Fong (Mrs Christina Ong) Bradley Joseph Horowitz Gail Patricia Kelly John Lindsay Arthur Yong Hsin Yue Information required Disclose the following matters concerning an appointment of director. (iv) any entity or business trust No No No No No which has been investigated for a breach of any law or regulatory requirement that relates to the securities or futures industry in Singapore or elsewhere, in connection with any matter occurring or arising during that period when he was so concerned with the entity or business trust? (k) Whether he has been the Yes No No No No subject of any current or past investigation or disciplinary proceedings, or has been reprimanded or issued any warning, by the Monetary Authority of Singapore or any other regulatory authority, exchange, professional body or government agency, whether in Singapore or elsewhere? An enquiry by the Law Society of Singapore in 1986/1987 of a complaint which was dismissed by the Law Society of Singapore. Note: Information as at 9 June 2022. 233 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSFURTHER INFORMATION ON MANAGEMENT COMMITTEE Yuen Kuan Moon Bill Chang Mr Yuen Kuan Moon, 55, has been Group CEO of Singtel since 1 January 2021. That same year, he embarked on a strategic reset of the Group’s businesses given the unrelenting pace of digitalisation, concurrently accelerated by the advent of the pandemic. Under his watch, Singtel has established 5G leadership and reinvigorated its core telecoms business; developed new growth engines by turning NCS into a B2B digital services champion and forming a regional data centre business; and unlocked the value of Singtel’s quality infrastructure assets to recycle capital into higher growth areas. While pursuing business growth, Moon has championed sustainability and people with renewed vigour and hopes to build an inclusive digital future. Moon began his career at Singtel in 1993 and has held several leadership roles in Marketing, Business Development and Sales. Prior to his appointment as Group CEO, Moon was CEO, Consumer Singapore, a post he has held since June 2012. He was also responsible for driving the Group’s overall digital transformation as Group Chief Digital Officer from August 2018 to December 2020. Moon sits on the boards of Singtel and its key subsidiaries, serving on the Board of Commissioners in Telkomsel since 2009. In addition, Moon is a Board member of GSMA and the Singapore Institute of Management. He is also a member of Singapore’s Ministry of Communications and Information’s Digital Readiness Council, the Monetary Authority of Singapore’s Payments Council and Ngee Ann Polytechnic Council. Mr Bill Chang, 55, was appointed CEO, Group Enterprise on 16 July 2012. He leads the infocomm and technology team, providing solutions to enterprise customers. From 1 July 2022, Bill will be the CEO of Singtel’s new regional data centre business. Bill joined Singtel in November 2005 as Executive Vice President of Corporate Business and subsequently as Managing Director, Business Group. Bill is the Chairman of the Singapore Institute of Technology’s Board of Trustees and a board member of the Urban Redevelopment Authority of Singapore. He is also a member of the Australian Institute of Company Directors’ International Advisory Technology Governance and Innovations Panel. He co-chaired the Future Jobs and Skills Sub-committee of the Committee on the Future Economy of Singapore from 2016 to 2017. For his contributions to Singapore, Bill was awarded the Public Service Star in 2017 and the Public Service Medal in 2007. He also received the Singapore Computer Society’s IT Leader of the Year award in 2017 and the honorary Fellow of the Society in 2014. Bill graduated with a Bachelor of Engineering (Honours) in Electrical and Computer Systems Engineering from Monash University, Australia and attended the Harvard Business School’s Advanced Management Program. Moon holds a First Class Honours degree in Engineering from the University of Western Australia and a Master of Science in Management from Stanford University. Mark Chong Kelly Bayer Rosmarin Ms Kelly Bayer Rosmarin, 45, was appointed CEO of Optus on 1 April 2020. Kelly joined Optus in March 2019, serving as Deputy CEO. From 1 July 2022, Kelly will also have direct oversight of Optus Enterprise. Prior to joining Optus, Kelly held a variety of executive roles at the Commonwealth Bank of Australia, including Group Executive, Institutional Banking and Markets. She has also worked at Boston Consulting Group and Silicon Valley tech and start-up companies. Kelly is currently a non-Executive Director of Airtel Africa plc, and REA Group and a member of Chief Executive Women. Kelly was previously a board member of Openpay, JCA, Football Australia and has served on the University of New South Wales Engineering Faculty Advisory Board, the Australian Government’s FinTech Advisory Group and NSW Government Digital Advisory Panel. Kelly obtained a Bachelor of Science in Industrial Engineering and a Master of Science in Management Science from Stanford University. She is a Fellow of Australian Academy of Technology and Engineering (ATSE). 234 Singapore Telecommunications Limited | Annual Report 2022 Mr Mark Chong, 58, was appointed Group Chief Technology Officer on 1 April 2017. He leads the Group’s technology strategy and innovations in the transformation of its networks and businesses across Singapore and Australia. Prior to his appointment, Mark was CEO, International from January 2013 to March 2017. Mark joined Singtel in 1997 and has held various executive positions in the company including the roles of Executive Vice President of Networks in Singapore and Chief Operating Officer of AIS, Singtel’s associate in Thailand. Mark has represented Singtel on the boards of public listed companies such as Globe Telecom, Bharti Infratel, CS Loxinfo and other non-listed companies such as OpenNet. He is currently Chairman of Bridge Mobile Alliance and an Authority member of the Civil Aviation Authority of Singapore. Mark graduated with a Bachelor of Electronics Engineering and Master in Research in Electronic Systems from ENSERG, Grenoble, France, on a Singapore Government scholarship and obtained his MBA from the National University of Singapore. He is a Fellow with the Singapore Computer Society. FURTHER INFORMATION ON MANAGEMENT COMMITTEE Arthur Lang Ng Kuo Pin Mr Arthur Lang, 50, was appointed Group Chief Financial Officer on 1 April 2021. He oversees the management of the Group’s regional associates and its portfolio of strategic telecom investments. He also spearheads Singtel’s efforts in GXS, the regional digital bank joint venture with Grab. Arthur joined Singtel in January 2017 as CEO, International. Before joining Singtel, he was Group CFO of CapitaLand, where he also ran CapitaLand’s real estate investment management business. He was awarded the Best CFO (Large Cap) at the 2015 Singapore Corporate Awards. Prior to CapitaLand, Arthur was at Morgan Stanley where he was Co-head of the Southeast Asia investment banking division and Chief Operating Officer of the Asia Pacific investment banking division. Arthur was named Chairman of the National Kidney Foundation in November 2020. He is also a board member of Bharti Airtel, Intouch Holdings, AIS, GXS Bank, the Straits Times School Pocket Money Fund, Singapore Tourism Board, and sits on the Advisory Board of the Lee Kong Chian School of Business, Singapore Management University. In 2018, Arthur was awarded the Public Service Medal for his contributions. Arthur has an MBA from the Harvard Business School and a BA in Economics (magna cum laude) from Harvard University. Lim Cheng Cheng Ms Lim Cheng Cheng, 50, was appointed Group Chief Corporate Officer on 1 April 2021. She is responsible for the Group’s corporate functions including corporate transformation and shared services, group property, group legal, group strategic investments, group procurement, and group risk management and Innov8, Singtel’s corporate venture capital fund. Cheng Cheng joined Singtel in 2012 as Vice President, Group Strategic Investment and was appointed Deputy Group Chief Finance Officer in October 2014 and Group Chief Financial Officer in April 2015. Before joining Singtel, Cheng Cheng was Executive Vice President and Chief Financial Officer at SMRT Corporation. She also worked at Singapore Power for 10 years in various corporate planning, investments and finance roles, the last being Head and Vice President (Financial Planning and Analysis). Cheng Cheng is a non-executive, non-independent Director at SingPost and Australia Tower Network and was the winner of the Best CFO (Big Cap) title at the 2018 Singapore Corporate Awards. Cheng Cheng holds an MBA from the University of Chicago Booth School of Business and a Bachelor of Accountancy from the Nanyang Technological University. She is a Chartered Accountant (Singapore) of the Institute of Singapore Chartered Accountants. Mr Ng Kuo Pin, 52, was appointed CEO, NCS on 1 August 2019. He leads NCS in executing its new vision, one that is committed to advancing communities by partnering with governments and enterprises to harness technology. Through its digital innovation and services arm NCS NEXT, NCS aims to build up a strategic presence in major markets for digital transformation and accelerate growth in the Asia Pacific region. Kuo Pin joined NCS as Deputy CEO in February 2019. Prior to joining NCS, he had a 25-year career at Accenture and spent nine years living and working in Beijing and Sydney. He started as an analyst in 1994 and was made partner in 2006. Between 2006 to 2018, he held several senior leadership roles within its communications, media and technology (CMT) operating group, where his last appointment was Head of Consulting for CMT Asia Pacific, Africa and the Middle East. Kuo Pin holds an Honours Degree in Engineering (Electrical and Electronics) from the Nanyang Technological University. Aileen Tan Ms Aileen Tan, 55, Group Chief People and Sustainability Officer, is responsible for Singtel Group’s overall strategic people and sustainability agenda. She has over 30 years of experience in various leadership roles spanning multiple industries and geographies. Aileen joined Singtel in 2008 and under her leadership, Singtel has won numerous accolades for its leading people and sustainability practices. She is a member of the Institute for Human Resource Professionals (IHRP) Board, Singapore University of Social Sciences Board of Trustees, Health Sciences Authority Board, NTUC-U Care Fund Board of Trustees, Institute for Adult Learning Council, Ministry of Finance’s VITAL’s Advisory Panel and MOM’s Workplace Safety & Health Council in Singapore. Aileen holds a Bachelor of Arts from the National University of Singapore and a Master of Science in Organisational Behaviour from the California School of Professional Psychology, Alliant International University, USA. She is a pioneer IHRP Master Professional, for being a role model for the HR profession. She is also a Certified Professional Corporate Coach. Aileen received the Medal of Commendation (Gold) at the NTUC May Day Awards 2022 and the Public Service Medal in 2018 for her significant contributions to Singapore’s workforce and human resources sector. 235 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSFURTHER INFORMATION ON MANAGEMENT COMMITTEE William Woo Mr William Woo, 58, was appointed Group Chief Information Officer on 1 August 2017. He also assumed the role of Group Chief Digital Officer from 1 January 2021. William joined Singtel in May 2011 and held several leadership roles including Managing Director of Enterprise Data and Managed Services and Managing Director of Cyber Security at Group Enterprise. Prior to joining Singtel, William was Managing Director for the Southeast Asia region for Xchanging. He was also with EDS for 20 years and was in various senior management roles including Managing Director of Southeast Asia & India and Vice President, Global Service Delivery of Asia, responsible for leading the Information Technology Outsourcing, Business Process Outsourcing and Applications service delivery across the Asia region. He started his career with the National Computer Board. William graduated with a Bachelor of Applied Science in Computing (Distinction) from the Queensland University of Technology, Australia, and holds an Executive MBA from the National University of Singapore. Anna Yip Ms Anna Yip, 52, was appointed CEO, Consumer Singapore on 1 April 2021. She leads the consumer business in Singapore and is positioning it to become a leading digital services provider as 5G goes mainstream. She joined Singtel as Deputy CEO, Consumer Singapore on 7 December 2020. Before joining Singtel, Anna was the CEO and Executive Director of Smartone Telecommunications, driving its operations in Hong Kong and Macau since 2016. Under her leadership, Smartone was named Best Mobile Carrier by the Communication Association of Hong Kong in 2019. Prior to Smartone, Anna headed up Mastercard’s operations in Hong Kong and Macau. She was previously a partner with McKinsey & Company in Greater China where she led both the Financial Institutional Group and payments practice. Anna was appointed to the Board of Commissioners of Telkomsel on 1 June 2021. She also sits on the Board of Advisors of Singapore Management University’s Institute of Service Excellence and is an independent non-executive Director of BUPA (Asia) Limited. She is also a Court member of the Hong Kong Metropolitan University (previously Open University of Hong Kong). Anna holds a Doctor of Philosophy and Master of Philosophy in Management Studies from Oxford University and a First Class Honours degree in Business Administration from the Chinese University of Hong Kong. 236 Singapore Telecommunications Limited | Annual Report 2022 KEY AWARDS AND ACCOLADES BUSINESS EXCELLENCE Singtel APAC Insider Business Awards • Telecom Group of the Year 2021 – Asia Asia Communication Awards 2021 • 5G Deployment Award – Singtel 5G Standalone powered by Ericsson • Satellite Operator of the Year Adam Smith Awards Asia 2021 • Best New Technology Solution for PayNow Asian Telecom Awards 2022 • Technology Innovation of the Year (Singapore) – 5G Standalone • B2B Client Initiative of the Year (Singapore) – 5G@Sentosa • Cybersecurity Initiative of the Year (Singapore) • Cloud Initiative of the Year (Singapore) Channel Asia Innovation Awards 2021 • Tech Innovation (Emerging) – 5G SportsPro OTT Awards 2021 • Best Social Media Strategy • Platform of the Year: Silver WhistleOut 2021 Awards • Best Mobile Broadband Provider – Everyday Use and High Use Regional Associates AIS MIKE Awards 2021 • Global MIKE Award • MIKE Thailand Gold Award 2021 HR Asia Best Companies to Work for in Asia 2021 Stock Exchange of Thailand Awards 2021 • Outstanding Investor Relations • Rising Star Sustainability China Digital Transformation and Innovation Awards 2021 • Annual Digital Manufacturing Innovation Solution – 5G Genie Airtel Frost & Sullivan Asia Pacific Best Practices Awards 2021 • Asia-Pacific Customer Value Leadership Award GTI Awards 2022 • Innovative Mobile Service and Application award Loyalty & Engagement Awards 2021 • Brand of the Year (Singtel) Mob-Ex Awards 2021 • Most Innovative Use of Mobile – Gold (Singtel Dash) Ookla Speedtest 2021 • Fastest 5G Mobile Network in Singapore Optus Australian Service Excellence Awards 2021 • Customer Service Project of the Year – Customer Impact (Service Champion) Canstar 2021 • Customer Satisfaction, Small Business Mobile CX Awards 2021 • Excellence in Customer Service – Elevating Customer Care • Best Employee Experience Initiative Opensignal Global Awards 2021 • Global leader for 5G Download Speeds • Global leader for 5G Games experience Globe Asia Corporate Excellence & Sustainability Awards 2021 Industry Champion of the Year • • Asia’s Best Workplace of the Year Ethical Boardroom Corporate Governance Awards 2021 • Best Corporate Governance for Telecommunications in Asia Frost & Sullivan Asia Pacific Best Practices Awards 2021 • Philippines Mobile Services Provider of the Year • Philippines Mobile Data Service Provider of the Year • Philippines Telecoms Service Provider of the Year INSPIRE Tech Awards 2021 • Best Use of Data for Customer Experience Excellence • Best Use of Cloud to Increase Productivity International Finance Awards 2021 • Fastest Growing 5G Network Service Provider Telkomsel Frost & Sullivan Asia Pacific Best Practices Awards 2021 • Indonesia IoT Services Product Leadership Award HR Asia Best Companies to Work 2021 (Indonesia Edition) 237 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSKEY AWARDS AND ACCOLADES SUSTAINABILITY AND CORPORATE CITIZENSHIP Singtel Optus Acomm Awards 2021 • Innovation for Donate Your Data Australian Packaging Covenant Organisation Awards 2021 • Industry Sector – Telecommunications: Winner GoodCompany Best Workplaces to Give Back in 2021 • Ranked 6th LinkedIn Top Companies in Australia 2021 • Ranked 2nd 2022 Bloomberg Gender-Equality Index Asia Sustainability Reporting Awards 2021 • Asia’s Best Community Impact Reporting: Silver • Asia’s Best Workplace Reporting: Bronze • Asia’s Best Diversity Reporting: Bronze CDP 2021 • A- Leadership score in Climate Change • A- Leadership score in Supplier Engagement Rating Comchest Awards 2021 • Charity Platinum Award • Volunteer Partner Award Employee Experience Awards • HR Digital Transformation Strategy: Gold EuroCham Sustainability Award 2021 • Sustainable Workforce: Winner FTSE4Good Index 2021 HRD Awards 2021 • Innovative HR Teams President’s Challenge Social Enterprise Awards 2021 • Social Enterprise Champion of the Year Singapore Governance and Transparency Index 2021 • Ranked 2nd Sustainable Business Awards Singapore 2021 • Workforce and UN Sustainable Development Goals • Sustainability Strategy • Climate Change and Emissions World’s Most Ethical Companies 2022 238 Singapore Telecommunications Limited | Annual Report 2022 SHAREHOLDER INFORMATION As at 3 June 2022 ORDINARY SHARES Number of ordinary shareholders 338,613 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 or subsidiary holdings(1)) Note: (1) “Subsidiary holdings” is defined in the Listing Manual to mean shares referred to in Sections 21(4), 21(4B), 21(6A) and 21(6C) of the Companies Act 1967. SUBSTANTIAL SHAREHOLDERS Temasek Holdings (Private) Limited Note: (1) Deemed through interests of subsidiaries and associated companies. MAJOR SHAREHOLDERS LIST – TOP 20 No. Name Temasek Holdings (Private) Limited Citibank Nominees Singapore Pte Ltd Raffles Nominees (Pte) Limited DBSN Services Pte Ltd HSBC (Singapore) Nominees Pte Ltd Central Provident Fund Board DBS Nominees (Private) Limited Atrium Investments Pte Ltd BPSS Nominees Singapore (Pte.) Ltd. United Overseas Bank Nominees (Private) Limited OCBC Nominees Singapore Private Limited Phillip Securities Pte Ltd Maybank Securities Pte Ltd OCBC Securities Private Ltd DB Nominees (Singapore) Pte Ltd UOB Kay Hian Pte Ltd Morgan Stanley Asia (Singapore) Securities Pte Ltd Merrill Lynch (Singapore) Pte Ltd BNP Paribas Nominees Singapore Pte Ltd CGS-CIMB Securities (Singapore) Pte Ltd 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 Notes: No. of shares Direct interest Deemed interest 8,304,071,181 373,928,682(1) No. of shares held % of issued share capital(1) 8,304,071,181 1,923,100,959 1,030,395,589 955,959,864 921,144,496 791,612,104 547,285,886(2) 184,900,210 173,113,373 89,570,306 47,633,390 35,209,185 28,852,113 26,203,402 22,906,147 21,701,091 21,091,355 20,593,981 19,648,674 18,522,117 15,183,515,423 50.29 11.65 6.24 5.79 5.58 4.79 3.32 1.12 1.05 0.54 0.29 0.21 0.18 0.16 0.14 0.13 0.13 0.12 0.12 0.11 91.96 (1) The percentage of issued ordinary shares is calculated based on the number of issued ordinary shares of the Company as at 3 June 2022, excluding 3,784,578 ordinary shares held as treasury shares as at that date. (2) Excludes 3,784,578 ordinary shares held by DBS Nominees (Private) Limited as treasury shares for the account of the Company. 239 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSSHAREHOLDER INFORMATION As at 3 June 2022 ANALYSIS OF SHAREHOLDERS Range of holdings 1 – 99 100 – 1,000 1,001 – 10,000 10,001 – 1,000,000 1,000,001 and above Note: No. of holders 4,504 231,977 80,210 21,848 74 338,613 % of holders 1.33 68.51 23.69 6.45 0.02 100.00 No. of shares % of issued share capital 189,610 60,401,010 299,637,295 826,794,376 15,327,612,464 16,514,634,755 0.00 0.37 1.81 5.01 92.81 100.00 As at 3 June 2022, the Company had 3,784,578 treasury shares and no subsidiary holdings. Based on information available to the Company as at 3 June 2022, approximately 47% 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 3 June 2022, excluding 3,784,578 ordinary shares held as treasury shares as at that date. The percentage of such treasury shares against the total number of issued ordinary shares (excluding ordinary shares held as treasury shares) is 0.02%. SHARE PURCHASE MANDATE At the 29th Annual General Meeting of the Company held on 30 July 2021 (2021 AGM), 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 2021 AGM. As at 3 June 2022, there is no current on-market buy-back of shares pursuant to the mandate. 240 Singapore Telecommunications Limited | Annual Report 2022 CORPORATE INFORMATION(1) Board of Directors Risk Committee Lee Theng Kiat (Chairman) Yuen Kuan Moon (Group CEO) John Arthur Gautam Banerjee Venkataraman (Venky) Ganesan Bradley Horowitz Gail Kelly Lim Swee Say Christina Ong Rajeev Suri Teo Swee Lian Wee Siew Kim Yong Hsin Yue Audit Committee Gautam Banerjee (Chairman) John Arthur Gail Kelly Christina Ong Corporate Governance and Nominations Committee Gautam Banerjee (Chairman) Lee Theng Kiat Gail Kelly Christina Ong Teo Swee Lian Executive Resource and Compensation Committee Gail Kelly (Chairman) Lee Theng Kiat Rajeev Suri Teo Swee Lian Finance and Investment Committee Lee Theng Kiat (Chairman) Venky Ganesan Bradley Horowitz Lim Swee Say Wee Siew Kim Yong Hsin Yue Teo Swee Lian (Chairman) John Arthur Gautam Banerjee Christina Ong Lead Independent Director Gautam Banerjee Email: gautam@singtel.com 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 Optus Advisory Committee Auditors Gail Kelly (Chairman) Lee Theng Kiat Yuen Kuan Moon John Arthur Chua Sock Koong David Gonski AC(2) John Morschel Paul O’Sullivan KPMG LLP (appointed on 24 July 2018) 16 Raffles Quay #22-00 Hong Leong Building Singapore 048581 Tel: +65 6213 3388 Fax: +65 6225 0984 Technology Advisory Panel Audit Partner: Ong Pang Thye Investor Relations 31 Exeter Road #19-00 Comcentre Singapore 239732 Tel: +65 6838 2123 Email: investor@singtel.com Venky Ganesan (Chairman) Bradley Horowitz Koh Boon Hwee Assistant Company Secretary Lim Li Ching Registered Office 31 Exeter Road Comcentre Singapore 239732 Tel: +65 6838 3388 Fax: +65 6732 8428 Website: www.singtel.com Share Registrar M & C Services Private Limited 112 Robinson Road #05-01 Singapore 068902 Tel: +65 6228 0544 Fax: +65 6225 1452 Email: GPE@mncsingapore.com Website: www.mncsingapore.com Notes: (1) The information in this section is as at 9 June 2022. (2) Companion of the Order of Australia. 241 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALS CONTACT POINTS SINGAPORE Singtel Headquarters 31 Exeter Road, Comcentre Singapore 239732 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 4, 108 North Terrace Adelaide, SA 5000, Australia Tel: +61 8 7328 5114 Fax: +61 1800 500 261 Brisbane Optus Centre Brisbane Level 9, 15 Green Squareclose Fortitude Valley, QLD 4006, Australia Tel: +61 7 3304 7000 Fax: +61 7 3174 7087 Canberra Level 3, 10 Moore Street Canberra, ACT 2601, Australia Tel: +61 2 6222 3800 Fax: +61 2 6222 3838 Melbourne 367 Collins Street Melbourne, VIC 3000, Australia Tel: +61 3 9233 4000 Fax: +61 3 9233 4900 Perth Optus Centre Perth Level 3, 2 Victoria Avenue Perth, WA 6000, Australia Tel: +61 8 9288 3000 Fax: +61 8 9288 3030 CHINA Beijing Unit 1503, Beijing Silver Tower No 2 Dongsanhuanbei Road Chaoyang District, Beijing 100027 People’s Republic of China Tel: +86 10 6410 6193 / 4 / 5 Fax: +86 10 6410 6196 Guangzhou Room 3615, 36F, BLK B, China Shine No. 9 Lin He Xi Road, Tian He District Guangzhou, 510610 People’s Republic of China Tel: +86 20 3886 3887 Fax: +86 20 3882 5545 Shanghai 10F, No.2 Building of Real Power Innovation Centre, 51 Zhengxue Road Yangpu District, Shanghai 200433 People’s Republic of China Tel: +86 21 3362 0388 Fax: +86 21 3362 0389 Shenzhen 7F, Tower A, SCC No.88 First Haide Avenue Nanshan District, Shenzhen 518000 People’s Republic of China Tel: +86 0755 8435 6088 EUROPE London Noah’s Yard 10 York Way London N1 9AA United Kingdom Tel: +44 20 7122 8000 Fax: +44 20 7122 8088 Email: europe@singtel.com Mannheim Business Centre Mannheim Q7 GmbH, Q7, 24 D-68161 Mannheim Germany Tel: +49 621-8455-320 Email: europe@singtel.com HONG KONG Quarry Bay 21/F, 1063 King’s Road Quarry Bay, Hong Kong Tel: +852 2877 1500 Fax: +852 2802 1500 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 600034, India Tel: +91 44 4264 9410 Fax: +91 44 4264 9414 Email: singtel-ind@singtel.com Mumbai 301-303, 3rd Floor, Midas Sahar Plaza Complex Mathuradas Vasanji Road Andheri East Mumbai 400059, India Tel: +91 22 4075 7777 Fax: +91 22 2824 4996 Email: singtel-ind@singtel.com New Delhi 13th Floor, B Wing, Statesman House 148 Barakhamba Road New Delhi 110001, India Tel: +91 11 4362 1199 Fax: +91 11 4152 1683 Email: singtel-ind@singtel.com 242 Singapore Telecommunications Limited | Annual Report 2022 CONTACT POINTS JAPAN USA San Francisco (Head Office) 100 Redwood Shores Parkway 4th Floor, Suite 4A Redwood City, CA 94065, USA Tel: +1 650 508 6800 Fax: +1 650 508 1578 Email: singtel-usa@singtel.com Arizona 60 E. Rio Salado Parkway Suite 900 Unit 9048/9049 Tempe, AZ 85281 Email: singtel-usa@singtel.com Tokyo 8F, Meguro Central Square 3-1-1 Kamiosaki Shinagawa-Ku Tokyo 141-0021, Japan Tel: +81 3 5795 1077 Fax: +81 3 5795 1088 KOREA Seoul Room 3501, Trade Tower 511, Yeongdong-daero, Gangnam-gu Seoul 06164, Korea Tel: +82 2 3287 7500 Fax: +82 2 3287 7589 Email: singtel-kor@singtel.com MALAYSIA Kuala Lumpur Level 27 Penthouse, Centerpoint North Mid Valley City, Lingkaran Syed Putra 59200 Kuala Lumpur, Malaysia Phone: +603-2280 6945 PHILIPPINES Manila Unit 7F, The Curve Tower 32nd St., cor. 3rd Avenue Bonifacio Global City, Taguig City Philippines Tel: +63 2 7793 1400 Email: singtel-phil@singtel.com 243 ADDITIONAL INFORMATIONOVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSThis page is intentionally left blank Singapore Telecommunications Limited (CRN: 199201624D) 31 Exeter Road, Comcentre Singapore 239732 T +65 6838 3388 www.singtel.com Copyright © 2022 

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