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
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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 GROUPINDIA
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 INFORMATIONFINANCIAL
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 INFORMATIONCHAIRMAN 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 INFORMATIONOUR
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 INFORMATIONOUR 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 INFORMATIONBOARD 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 INFORMATIONBOARD 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 INFORMATIONBOARD 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 INFORMATIONMANAGEMENT
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 INFORMATIONBUSINESS
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.
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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 INFORMATIONCONSUMER 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 INFORMATIONOPTUS 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 INFORMATIONGROUP 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 INFORMATIONGOVERNANCE 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
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O
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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 INFORMATIONCORPORATE
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 INFORMATIONCORPORATE
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
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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 INFORMATIONCORPORATE
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.
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OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE
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
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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.
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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.
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OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE
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.
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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$960,000 for FY2023.
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Attendance fees per meeting
Ad hoc meeting
Teleconference
Home city
In-region
Out-region
Same trip as Board meeting
FY2022
FY2023 (proposed)
Board
(S$)
-
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
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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.
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OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONCORPORATE
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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 INFORMATIONCORPORATE
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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
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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
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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
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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
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OVERVIEWPERFORMANCEBUSINESS REVIEWSGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATIONRISK 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.
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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
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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.
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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
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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.
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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 INFORMATIONSUSTAINABILITY
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 SUSTAINABILITYGROUP 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$3.77 billion,
reflecting lower National Broadband
Network (“NBN”) migration revenue,
the continued impact of COVID-19 and
challenges in the carriage business.
Excluding NBN migration revenue and
Jobs Support Scheme (“JSS”) credits,
operating revenue was stable, with EBITDA
and EBIT (before associates) growing 8.1%
and 33% respectively, driven by strong
growth in mobile service in Australia. This
improved set of results underscored the
Group’s resilience despite the pandemic’s
challenges and the uncertain macro
environment.
The associates’ post-tax profit contributions
grew a strong 19%. This was driven by
Airtel’s double-digit increases in operating
revenue and EBITDA as it staged a sturdy
recovery in India and saw sustained
growth in its African operations. Both
Telkomsel and Globe delivered stable post-
tax profit contributions with revenue growth
from data and digital services which
were partly offset by higher depreciation
charges. AIS’ earnings declined on higher
depreciation and amortisation charges
from network and spectrum investments.
91
OVERVIEWPERFORMANCEBUSINESS REVIEWSFINANCIALSADDITIONAL INFORMATIONGOVERNANCE AND SUSTAINABILITYMANAGEMENT DISCUSSION
AND ANALYSIS
Business Segment
Financial Year ended 31 March
2022
S$ 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$28 million
in FY2021, EBITDA grew 1.1% while EBIT
fell 4.6% after including higher depreciation
charges from investments in 5G mobile
network expansion and IT systems.
Group Enterprise
ICT revenue grew a strong 5.0%, led by
robust demand for data centre and cyber
security services despite the global chip
shortage and COVID-19 restrictions.
Carriage revenue, however, fell 3.4% mainly
due to lower voice, as well as decline in
equipment sales from continued supply
shortages of certain premium handsets and
increased popularity of SIM-only plans.
Data and internet revenue also slipped due
to competitive pricing pressure and lower
volumes as businesses consolidated their
networks but this was partly offset by higher
demand for unified communications and
software defined wide area network. As a
result, overall operating revenue fell 1.1%.
With lower operating revenue and higher
mix of lower margin products and services,
EBITDA declined 2.7%. EBIT was stable on
lower depreciation charges.
(1)
Included Enterprise mobile customers.
93
OVERVIEWPERFORMANCEBUSINESS REVIEWSFINANCIALSADDITIONAL INFORMATIONGOVERNANCE AND SUSTAINABILITYMANAGEMENT DISCUSSION
AND ANALYSIS
Associates(1)
Financial Year ended 31 March
2022
S$ 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$20 million relating to a settlement in Niger last year.
95
OVERVIEWPERFORMANCEBUSINESS REVIEWSFINANCIALSADDITIONAL INFORMATIONGOVERNANCE AND SUSTAINABILITYMANAGEMENT DISCUSSION
AND ANALYSIS
Cash Flow
Net cash inflow from operating activities
Net cash outflow for investing activities
Net cash outflow for financing activities
Net change in cash balance
Exchange effects on cash balance
Cash balance at beginning of year
Financial Year ended 31 March
2022
S$ 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$1.0 billion of
subordinated perpetual securities at 3.30%
per annum in April 2021.
97
OVERVIEWPERFORMANCEBUSINESS REVIEWSFINANCIALSADDITIONAL INFORMATIONGOVERNANCE AND SUSTAINABILITYMANAGEMENT DISCUSSION
AND ANALYSIS
Capital Management And Dividend Policy
Gross debt (S$ 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 INFORMATIONDIRECTORS’
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 INFORMATIONDIRECTORS’
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 INFORMATIONDIRECTORS’
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 INFORMATIONDIRECTORS’
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 INFORMATIONDIRECTORS’
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 INFORMATIONINDEPENDENT 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 INFORMATIONINDEPENDENT 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 INFORMATIONINDEPENDENT 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 INFORMATIONCONSOLIDATED
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
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120 Singapore Telecommunications Limited | Annual Report 2022
STATEMENTS OF
CHANGES IN EQUITY
For the financial year ended 31 March 2022
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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
–
–
–
–
–
–
–
–
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(7.4)
–
–
–
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–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
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(889.9)
(832.8)
(1.4)
–
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(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 INFORMATIONCONSOLIDATED 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 INFORMATIONCONSOLIDATED 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 INFORMATION2.
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 20222.
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 INFORMATION2.
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 20222.
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 INFORMATION2.
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 20222.
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 INFORMATION2.
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 INFORMATION2.
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 INFORMATION3.
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$3 billion) which would substantially be recognised as operating revenue over
the next 5 years.
Service contracts with consumers typically range from a month to 3 years, and contracts with enterprises typically range from 1 to 3
years.
140 Singapore Telecommunications Limited | Annual Report 2022
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 20225. OPERATING EXPENSES
Cost of equipment sold (1)
Staff costs
Other cost of sales
Selling and administrative costs (2)
Traffic expenses
Repair and maintenance
Notes:
(1)
(2)
Included equipment costs related to ICT services.
Included supplies and services.
5.1
Staff Costs
Staff costs included the following –
Contributions to defined contribution plans
Jobs Support Scheme credits from Singapore government
Performance share and share option expenses
– equity-settled arrangements
– cash-settled arrangements
Group
2022
S$ 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 INFORMATION5. 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 INFORMATION5. 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 20225. 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 202210.
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 INFORMATION12. 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 202212. 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 202212. 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$65 million).
These unutilised income tax losses and investment allowances are available for set-off against future taxable profits, subject to the
agreement of the relevant tax authorities and compliance with certain provisions of the income tax regulations of the respective
countries in which the subsidiaries operate. The unutilised capital tax losses are available for set-off against future capital gains of a
similar nature subject to compliance with certain statutory tests in Australia.
159
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION12. TAXATION (Cont’d)
12.2 Deferred Taxes (Cont’d)
As at the end of the reporting period, the potential tax benefits arising from the following items were not recognised in the financial
statements due to uncertainty on their recoverability –
Unutilised income tax losses and investment allowances
Unutilised capital tax losses
13. EARNINGS PER SHARE
Weighted average number of ordinary shares in issue for
calculation of basic earnings per share (1)
Adjustment for dilutive effects of performance share plans
Weighted average number of ordinary shares for calculation of
diluted earnings per share
Note:
(1) Adjusted to exclude the number of performance shares held by the Trust and the Company.
Group
2022
S$ 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 202214. 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 INFORMATION15. 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 202216. 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 202217.
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 INFORMATION18. 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 202218. 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$310 million recorded under exceptional items (see Note 8).
As at 31 March 2022, the assets and liabilities directly associated with subsidiary held for sale, were in relation to planned divestment
in its wholly-owned subsidiary, Amobee, Inc. (“Amobee”). The fair value was determined based on indicative price ranges adjusted
for certain undertakings. The sale is expected to be completed within the next one year.
167
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION
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NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022
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170 Singapore Telecommunications Limited | Annual Report 2022
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022
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NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION
20. PROPERTY, PLANT AND EQUIPMENT (Cont’d)
Property, plant and equipment included the following –
Group
Company
31 March
2022
S$ 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 INFORMATION22.
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 202224. 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 202224. 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$0.05 million.
Notes:
(1)
(2)
The above is based on the Group’s direct equity interest in AIS.
‘Others’ include adjustments to align the respective local accounting standards to SFRS(I).
179
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION24. JOINT VENTURES (Cont’d)
The aggregate information of the Group’s investments in joint ventures which are not individually significant were as follows –
Share of profit after tax
Share of other comprehensive income
Share of total comprehensive income
Aggregate carrying value
25. ASSOCIATES
Quoted equity shares, at cost
Unquoted equity shares, at cost
Goodwill on consolidation adjusted
against shareholders' equity
Share of post-acquisition reserves
(net of dividends, and accumulated
amortisation of goodwill)
Unamortised deferred gain (1)
Translation differences
Group
2022
S$ 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 INFORMATION26.
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 INFORMATION30. 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$150 million (2)
Classified as –
Current
Non-current
Notes:
729.2
796.4
2,017.5
301.6
2,039.5
–
250.0
150.0
400.0
149.9
–
–
–
–
–
–
–
–
–
–
8,245.3
8,998.2
757.6
799.4
1,057.4
7,187.9
956.2
8,042.0
–
757.6
–
799.4
8,245.3
8,998.2
757.6
799.4
(1)
The bonds are listed on the Singapore Exchange Limited.
(2) The bonds, issued by Optus Group, are subject to a negative pledge that limits the amount of secured indebtedness of certain subsidiaries of Optus.
186 Singapore Telecommunications Limited | Annual Report 2022
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202230. BORROWINGS (UNSECURED) (Cont’d)
30.2 Bank Loans
Current
Non-current
30.3 Other borrowings
Current
Non-current
31 March
2022
S$ 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 INFORMATION30. 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 INFORMATION35. 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$16.6 million has
been paid.
192 Singapore Telecommunications Limited | Annual Report 2022
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 202237. DIVIDENDS
Final dividend of 2.4 cents
(2021: 5.45 cents) per share, paid
Interim dividend of 4.5 cents
(2021: 5.1 cents) per share, paid
Group
2022
S$ 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$793
million in respect of the current financial year ended 31 March 2022 for approval at the forthcoming Annual General Meeting. The
Singtel Scrip Dividend Scheme will not be applied to the final dividend.
These financial statements do not reflect the above final dividend payable which will be accounted for in the ‘Shareholders’ Equity’ as
an appropriation of ‘Retained Earnings’ in the next financial year ending 31 March 2023.
38. FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES
The Group classifies fair value measurements using a fair value hierarchy which reflects the significance of the inputs used in determining
the measurements. The fair value hierarchy has the following levels –
(a)
quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1);
(b)
inputs other than quoted prices included within Level 1 which are observable for the asset or liability, either directly (i.e. as
prices) or indirectly (i.e. derived from prices) (Level 2); and
(c)
inputs for the asset or liability which are not based on observable market data (unobservable inputs) (Level 3).
193
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022OVERVIEWBUSINESS REVIEWSPERFORMANCEGOVERNANCE AND SUSTAINABILITYFINANCIALSADDITIONAL INFORMATION38. FAIR VALUES OF FINANCIAL ASSETS AND LIABILITIES (Cont’d)
38.1
Financial assets and liabilities measured at fair value
Group
31 March 2022
Financial assets
FVOCI investments (Note 27)
– Quoted equity securities
– Unquoted investments
Subsidiary held for sale (Note 19)
Derivative financial instruments (Note 18)
Financial liabilities
Subsidiary held for sale (Note 19)
Derivative financial instruments (Note 18)
Group
31 March 2021
Financial assets
FVOCI investments (Note 27)
– Quoted equity securities
– Unquoted investments
Level 1
S$ 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 202238. 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 INFORMATION38. 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 INFORMATION39. 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 202240. 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
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202 Singapore Telecommunications Limited | Annual Report 2022
NOTES TO THE FINANCIAL STATEMENTSFor the financial year ended 31 March 2022
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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 202248. 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 INFORMATION48. 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 202248. 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 INFORMATION48. 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 202248. 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 INFORMATION48. 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 202248. 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 INFORMATIONINTERESTED 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 SUSTAINABILITYFINANCIALSADDITIONAL 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 SUSTAINABILITYFINANCIALSADDITIONAL 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 SUSTAINABILITYFINANCIALSADDITIONAL 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 SUSTAINABILITYFINANCIALSADDITIONAL 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 SUSTAINABILITYFINANCIALSADDITIONAL 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 SUSTAINABILITYFINANCIALSADDITIONAL 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 SUSTAINABILITYFINANCIALSFURTHER 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 SUSTAINABILITYFINANCIALSFURTHER 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 SUSTAINABILITYFINANCIALSKEY 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 SUSTAINABILITYFINANCIALSSHAREHOLDER
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 SUSTAINABILITYFINANCIALSThis page is intentionally left blank
Singapore Telecommunications Limited
(CRN: 199201624D)
31 Exeter Road, Comcentre
Singapore 239732
T +65 6838 3388
www.singtel.com
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