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annual report 2009

engaging minds enriching lives

25th Anniversary Logo

07 0152

8.10.08

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SPH

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Singapore Press Holdings (SPH) is Southeast Asia’s leading media organisation, engaging minds and enriching lives across multiple languages and platforms.

We publish 17 newspaper titles in four languages and more than 100 magazines. Every day, 3 million individuals, or 79 per cent of people above 15 years old, read one of our publications. The online editions of our main newspapers enjoy some 150 million page views with 9 million unique visitors every month.

Our success is built on the long history and rich heritage of our two flagship newspapers – The Straits Times, the English-language daily and Lianhe Zaobao, the Chinese-language daily. The other two dailies, Berita Harian and Tamil Murasu, remain the staple for the Malay-speaking and Tamil-speaking communities respectively. These four major newspapers, together with The New Paper, a daily tabloid, and The Business Times, the leading financial daily in Singapore, also provide online news to SPH’s Internet portal, AsiaOne.

SPH’s online and new media initiatives include online marketplace for products, services and employment, ST701; local search and directory engine, rednano.sg; Stomp (Straits Times Online Mobile Print), a portal that connects, engages and interacts with readers on the Web and via mobile phone messaging; omy.sg, a bilingual news and interactive portal and The Straits Times RazorTV, a free access interactive webcast service offering live chat shows and video-on-demand clips. We also operate two popular radio channels, 91.3FM in English and Radio 100.3 in Mandarin, under an 80 per cent-owned joint venture company, SPH UnionWorks, with NTUC Media. Both channels leverage on the brand name and resources of our print newsrooms, giving them that unique edge.

SPH has a 20 per cent stake in MediaCorp TV Holdings Pte Ltd, which operates free-to-air channels 5, 8, U and TV Mobile, and a 40 per cent stake in MediaCorp Press Ltd, which publishes the free newspaper, Today.

In addition, SPH has ventured into outdoor advertising through our wholly-owned subsidiary, SPH MediaBoxOffice Pte Ltd, Singapore’s largest outdoor motion display advertising network media company.

On the property front, SPH owns and manages Paragon, the prime retail and office complex in the heart of Orchard Road, Singapore’s main shopping belt. Our wholly-owned subsidiary, Times Development Pte Ltd, is also developing a 43-storey upmarket residential condominium, Sky@eleven, at Thomson Road.

As an industry leader, we are an active corporate citizen and support various community and charity causes, ranging from education, arts and culture, wildlife conservation and sports.

At SPH, we are always striving to do more than just inform, educate and entertain.

corporate profile

IFC Corporate Profile

14 Group at a Glance

16 Group Financial Highlights

17 Chairman’s Statement

20 Board of Directors

24 Corporate Information

25 Organisation Structure

26 Senior Management

30 CEO’s Overview of Group Operations

40 Significant Events

43 Corporate Social Responsibility

contents

We lookto our pastWith pride…

46 Awards & Accolades

48 Corporate Governance

56 SPH Newspapers Readership Trends

57 Daily Average Newspaper Circulation for August 2009

58 Financial Review

61 Value Added Statement

62 Investor Relations

63 Investor Reference

65 Full Financial Report

Times Periodicals isrenamed SPH Magazines

‘03Lianhe Zaobao celebrates its 80th birthday

‘03SPH buys Paragon atOrchard Road

‘97SPH takes overTamil Murasu

‘95

The Straits Times marks its 150th anniversary

‘95Launch of AsiaOneand online newspaperproducts

‘95The New Paper, anafternoon newspapergoes on sale

‘88Merger of Chineseand English newspapergroups

‘84

thestorybegins1984

SPH launches my paper,a free daily

‘06

tabla!, a weekly paperfor the Indian diaspora,is published

‘08Sphere Exhibits,SPH’s events arm, debuts with Food Safari show

‘08

16

ST RazorTV, SPH’s Internet TV, goes live

‘08Launch of first localsearch and directoryengine, rednano.sg

‘08

SPH introducesSky@eleven, its firstproperty development

‘07ST701, online CATSClassified, goes live

‘06SPH ventures intooutdoor advertising withSPH MediaBoxOffice

‘05

thejourneycontinues2009

SPH launches new corporatelogo to signal future direction“With SPH moving beyond print, it is time to rebrand ourselves to better represent our current portfolio and future direction.” – Dr. Tony Tan, Chairman, SPH

Launch of SPH’s new corporate logo. (From left to right) Prof Cham Tao Soon, Deputy Chairman, SPH; then-MICA Minister Dr Lee Boon Yang; President S R Nathan; Dr Tony Tan, Chairman, SPH; Acting MICA Minster Lui Tuck Yew and Mr Alan Chan, Chief Executive Officer, SPH

30 March

‘09

integritypassionfreedoMease

…and toour future With confidence.Over the past 25 years, SPH has grown into a leading regional media organisation with a spectrum of products including the 164-year-old English flagship daily, The Straits Times, and the 86-year-old Chinese daily, Lianhe Zaobao. Our rich heritage also encompasses over 50 years for Berita Harian and more than 75 years for Tamil Murasu.

An innovative and forward-thinking brand, we thrive on delivering unparalleled content in multiple languages across various media platforms.

We have consistently provided our consumers with more and better options when it comes to news, information and entertainment. We strive to find new and innovative ways in the creation and dissemination of content that will remain meaningful in the lives of our consumers, now and in the future. That is our pride, our privilege and our continuing commitment as epitomised by our new brand promise of engaging minds, enriching lives.

As we build upon our proud history, we remain confident in our future to inform, educate and entertain with:

INTEGRITYInforming With

Everyday, millions of peopleare enlightened by the quality and credibility of our content. We bring the world to our readers through compelling coverage of people and events that define lives and societies. We recognise that our journalistic integrity is at the heart of our success – past, present and future. It’s who we are and what we are about.

AnnuAl report 2009

INTEGRITY

PassIon

Entertaining With

At SPH Magazines, our passion to inform and entertain is at the core of everything we do. With 40 years of experience and more than 100 titles covering a wide spectrum of topics, we have a unique relationship with our readers, providing them with moments of delight, inspiration and entertainment.

Surfing With

FREEDOM

Surfing With

FREEDOMWhether in the comfort of their homes or basking under sunny

skies, our consumers are simply a click away from the news,

information and entertainment that matters most to them. With more than 150 million

page views, our news, lifestyle and service portals are read

by individuals including the movers and shakers of

industries across Asia.

Connecting

EASEWith

Day or night, 24/7, we are making the world a little smaller. our suite of interactive services such as “Breaking news” reaches our mobile subscribers instantaneously and with consummate ease. Speed and mobility are redefining the media experience, thanks to technological innovation. We connect our consumers to the future of media, making sure the information they need is always on hand.

group at a glance

neWspapers

With print as its core business, SPH publishes 17 newspaper titles in four languages. Every day, 3 million individuals or 79 per cent of people above 15 years old, read one of SPH’s news publications. With more than 1,000 journalists, including correspondents operating in 20 cities around the world, SPH is well-equipped with the talent and network to deliver quality news and information that covers both domestic and international markets.

MagaZines

SPH Magazines publishes over 100 magazine titles in Singapore and the region, covering a broad range of interests from fashion, bridal, society, automobiles, parenting, décor and information technology. It also provides custom editorial and publishing services covering lifestyle magazines and newsletters. It strives to bring its titles to global markets through acquisition of franchises for well-known international titles to affirm its position as the publisher of choice.

internet and neW Media

SPH’s online editions of its key newspapers enjoy over 150 million page views with 9 million unique visitors every month. SPH has also expanded into other new media initiatives such as online marketplace for products, services and employment, ST701; local search and directory engine, rednano.sg; Stomp (Straits Times Online Mobile Print), a portal that connects, engages and interacts with readers on the Web and via mobile phone messaging; omy.sg, a bilingual news and interactive portal and The Straits Times RazorTV, a free access interactive webcast service offering live chat shows and video-on-demand clips.

14 Singapore Press Holdings

broadcasting

SPH has a 20 per cent stake in MediaCorp TV Holdings Pte Ltd, which operates free-to-air channels 5, 8, U and TV Mobile, and a 40 per cent stake in MediaCorp Press Ltd, which publishes the free newspaper, Today. In the radio business, SPH has a 80 per cent stake in SPH UnionWorks Pte Ltd, which operates entertainment stations Radio 100.3 in Mandarin and 91.3FM in English, together with partner NTUC Media.

properties

SPH owns and manages Paragon, the prime retail and office complex in the heart of Orchard Road, Singapore’s main shopping belt. It houses some of the world’s leading luxury brands. SPH’s wholly-owned subsidiary, Times Development Pte Ltd, is also developing a 43-storey upmarket residential condominium, Sky@eleven, at Thomson Road. The development will comprise four towers housing a total of 273 units of4-bedroom apartments and large penthouses.

outdoor Media

SPH MediaBoxOffice Pte Ltd is Singapore’s largest outdoor motion display advertising network media company. Its advertising footprint covers five large LED screens and about 600 plasma & LCD screens in commercial buildings island-wide. It also operates large-format billboards, banners and other static outdoor media platforms.

annual report 2009 15

group financial highlightsfor the financial year ended august 31, 2009

2009 2008 Change

S$’000 S$’000 %

Operating revenue 1,301,367 1,301,011 -

Operating profit# 496,959 501,688 (0.9)

Profit before taxation 482,206 522,008 (7.6)

Profit after taxation 418,365 435,925 (4.0)

Minority interests 3,516 1,519 131.5

Profit attributable to shareholders 421,881 437,444 (3.6)

Shareholders’ interests 2,055,176 2,088,899 (1.6)

Total assets 3,235,358 3,150,705 2.7

Total liabilities 1,170,696 1,049,428 11.6

Minority interests 9,486 12,378 (23.4)

Dividends declared for the financial year 400,788 432,783 (7.4)

Profitability ratios % % % points

Operating margin^ 38.2 38.6 (0.4)

Return on operating revenue 32.4 33.6 (1.2)

Return on shareholders’ funds 20.5 20.9 (0.4)

Per share data %

Net assets (S$) 1.28 1.30 (1.5)

Profit before taxation (S$) 0.30 0.33 (9.1)

Profit attributable to shareholders (S$) 0.26 0.27 (3.7)

Dividends declared for the financial year (cents)##

25 27 (7.4)

Dividend cover for the financial year (times) 1.0 1.0 -

Value added S$ S$ %

Per employee 227,494 243,579 (6.6)

Per $ employment costs 3.04 2.75 10.5

Per $ investment in property, plant and equipment (before depreciation) 0.92 0.95 (3.2)

Per $ operating revenue 0.70 0.72 (2.8)

# This represents the recurring earnings of the media and property businesses, including profits from the Group’s Sky@eleven development. ^ Computed based on recurring earnings. ## Dividends for both FY 2009 and FY 2008 are tax-exempt (one-tier). The proposed final dividend of 18 cents per share, comprising a normal dividend of 9 cents per share and a special dividend of 9 cents per share, is subject to approval by shareholders at the Annual General Meeting on December 4, 2009.


chairMan’sstateMent

We unveiled a new corporate logo and brand essence –

engaging minds, enriching lives. This reaffirms our determination to excel beyond print and across

platforms to strengthen SPH’s position as Southeast Asia’s leading media organisation.


chairMan’s stateMent

Despite a very challenging global economic environment in 2008, SPH’s performance has been commendable. In a year when many companies were hit badly by the financial crisis, SPH’s net profit for FY 2009 was just a shade below that of FY 2008. The Group’s total revenue of $1.3 billion remained comparable to that of the previous year.

The newspapers and magazines segment was impacted by the recession and saw its revenue decline by 12 per cent.This was offset by the Group’s property segment which turned in a strong performance. The global financial meltdown also caused our Investment income to record a net loss of $6.2 million.Our overall net profit of $422 million was 3.6 per cent lower than that of the previous year.

SPH took pre-emptive measures early in the year to buffer ourselves from the impact of the economic downturn. Wage reductions were implemented, operating costs were reduced and budgets across the board were cut. I commend the management and staff for acting quickly and effectively.

Notwithstanding the uncertainties in the economy, SPH recognises the importance of investing in the future. In March this year, we celebrated the 25th anniversary of the formation of SPH as a merged single entity with products in multiple languages. We unveiled a new corporate logo and brand essence – engaging minds, enriching lives. This reaffirms our determination to excel beyond print and across platforms to strengthen SPH’s position as Southeast Asia’s leading media organisation.

While we celebrated 25 years as SPH, the products in our stable have a rich heritage going back much longer. Our English flagship paper, The Straits Times, is 164 years old, while Lianhe Zaobao is 86 this year. Berita Harian celebrated its 50th anniversary in 2007

and next year Tamil Murasu will mark its 75th anniversary. Despite our long and distinguished history, SPH has not been complacent. Our experience and accumulated expertise remain a core strength but we have continued to rejuvenate and refresh our products to keep up with the times.

Hence, while we trimmed operational costs, we ensured that we did not stop delivering value to our consumers and advertisers. Several of our products were revamped during the year, including The Business Times Weekend, zbCOMMA (formerly Friday Weekly), straitstimes.com and omy.sg, as well as publications in the SPH Magazines stable such as Her World, Nuyou, Young Parents, The Peak and Men’s Health.

We launched several new publications: tabla!, a weekly free paper for the growing Indian diaspora here; 24:7, Singapore´s only English-language watch magazine for women; Domain, a high end architecture and design magazine; and ZbBz, a monthly bilingual “newsgazine” which marries the intelligence of newspaper journalism with the sophistication of magazine design. In the online space, we launched The Straits Times Breaking News, a free website with the latest news, and CLing, a Chinese web portal in collaboration with Business China.

We continued to invest in our printing infrastructure and facilities. We commissioned a new UNISET printing facility at Media Centre which is capable of printing semi-commercial products. This has opened up new revenue streams for the company. And because it can print three different publications at the same time, it has greatly enhanced SPH’s business continuity plan in the event of a contingency. Our third warehouse was launched at the beginning of 2009. With this new warehouse, we are now able to stock newsprint at an optimal level and reap substantial savings in storage and transport.


Our property segment had a busy year. Paragon’s $82 million renovation was unveiled, with more than 40,000 square feet of commercial space for retail, medical and office use, and a facelift showcasing a contemporary and elegant-looking facade as well as new stores. Our condominium project development, Sky@eleven, will obtain Temporary Occupation Permit next year.

Our adjacent businesses have grown significantly. SPH’s new events subsidiary, Sphere Exhibits, held a series of shows covering a range of interests, such as food, IT games, travel and education. It is expanding into the arena of outdoor lifestyle events. SPH MediaBoxOffice (SPHMBO) increased its presence and now has 600 screens island-wide. Its retail network spans 18 malls across the island.

Beyond Singapore, 701Search Pte Ltd launched its latest online classifieds website www.AyosDito.ph in the Philippines. Its Malaysian website, www.mudah.my, is one of the leading websites in the country. 701Search’s next expansion will be in Indonesia.

With the acquisition of ShareInvestor, SPH has made online financial services a key part of our growing portfolio of new media offerings. We expect to derive substantial synergies with various SPH online entities, in particular The Business Times and its website, businesstimes.com. SPH and the Singapore Exchange have inked an agreement to jointly launch a free website that provides market data, news stories and related value-added services to retail investors. This will be ready next year.

Last year, I announced that we acquired the book publishing business of SNP International Publishing. Now known as Straits Times Press, it is an important additional publishing channel for SPH.

What has been most gratifying is that our dedication and diligence have been rewarded and recognised through the numerous awards we have received. SPH once again bagged the Securities Investors Association’s Most Transparent Company Award. We were named among Singapore’s Top 20 brands by Brand Finance. And according to a readers’ survey by Wall Street Journal on Asian companies in August 2009, SPH is the fourth most admired company in Singapore.

Our products clinched numerous accolades. Just to name a few, we bagged 5 awards for editorial excellence at the Society of Publishers in Asia (SOPA) awards and topped the 2009 WAN-IFRA Asian Media Awards with 11 major wins.

Our role as a good corporate citizen won recognition. Our awards include the HR Advocate Award for Corporate Social Responsibility (CSR) at the Singapore HR Awards 2009 and a 5-Year Outstanding Corporate Gold Award from the Community Chest. For our support of the arts, SPH was named Distinguished Patron of the Arts by the National Arts Council and a Patron of Heritage by the National Heritage Board.

FY 2009 has been an eventful year, with satisfactory financial results in the face of a global financial crisis. To reward our loyal shareholders, the Board has recommended a final dividend of 18 cents per share, comprising a normal dividend of 9 cents and a special dividend of 9 cents. Together with the interim dividend paid, the total dividend payout for the year will be 25 cents per share.

On behalf of the directors, I would like to thank our management, staff, business associates, unions, investors, readers and all other stakeholders for their dedication and support.

I would like to express SPH’s and the Board’s gratitude to Dr Philip Pillai, who retired from the Board at the end of September to take up the prestigious position of Judicial Commissioner in the High Court. Dr Pillai has made valuable contributions to the company for the past 6 years. We wish him all the best in his new role.

I would also like to welcome Mr Lucien Wong, who was appointed a non-executive director of SPH in October. A corporate lawyer specialising in mergers and acquisitions, Mr Wong will be a member of the SPH Board’s audit committee. I am confident that Mr Wong will be a valuable asset to the Board and the company.

In the coming year, there will be new challenges but also new opportunities. No organisation will be able to survive or prosper unless it keeps itself abreast of emerging trends, and turns adversity into opportunity. I strongly believe that with the support of all our SPH stakeholders, SPH can face the future with confidence and will continue to grow and prosper.

Dr Tony Tan Keng YamChairman

board of directors


1. TONY TAN KENG YAM

2. CHAM TAO SOON

3. ALAN CHAN HENG LOON

4. WILLIE CHENG JUE HIANG

5. NG SER MIANG

6. NGIAM TONG DOW

7. SUM SOON LIM

8. LUCIEN WONG YUEN KUAI

9. YEO NING HONG

10. YONG PUNG HOW

1 2

3 4

5 6

7 8

9 10

tony tan keng yaM

Dr Tan, Chairman, joined the SPH Board as a director on 5 September 2005. He is the Deputy Chairman and Executive Director of the Government of Singapore Investment Corporation Pte Ltd. He serves as the Chairman of the National Research Foundation, Deputy Chairman of the Research, Innovation and Enterprise Council, and Chairman of the Ministry of Education’s International Academic Advisory Panel. He is also the Chairman of Singapore Press Holdings Foundation Limited as well as patron and advisor to several other civic and charitable organisations.

Dr Tan was the Deputy Prime Minister and Co-ordinating Minister for Security & Defence before he stepped down from the Cabinet on 1 September 2005. He has helmed the Finance, Trade & Industry, Education and Defence ministries. He stepped down from the Cabinet in 1991 to return to the private sector as the Chairman and Chief Executive Officer of Oversea-Chinese Banking Corporation, before rejoining the Cabinet in 1995.

Dr Tan is a Singapore Government State Scholar with a First Class Honours in Physics from the University of Singapore, an Asia Foundation scholar with a Master of Science (Operations Research) from the Massachusetts Institute of Technology, and a Research Scholar with a PhD in Applied Mathematics from the University of Adelaide. He was a lecturer in Mathematics in the University of Singapore before joining the Oversea-Chinese Banking Corporation in 1969.

chaM tao soon

Prof Cham was appointed Deputy Chairman of SPH on 1 March 2004. He has spent more than 30 years in the academia sector and currently is the Chancellor and Chairman of SIM University.

Prof Cham is also the Chairman of NSL Ltd and MFS Technology Ltd, a director of United Overseas Bank Ltd, Far Eastern Bank Limited, WBL Corporation Ltd and Soup Restaurant Group Ltd.

In addition, he serves as a member of the Council of Presidential Advisers and Chairman of the Singapore Symphonia Co Ltd, Singapore-China Foundation Ltd and Nanyang Fine Arts Foundation Ltd. He is also a director of the Singapore International Foundation.

Prof Cham holds a Bachelor of Engineering (Civil, Honours) from the University of Malaya, a Bachelor of Science (Mathematics, Honours) from the University of London and a Doctorate of Philosophy (Fluid Mechanics), from Cambridge University.

alan chan heng loon

Mr Chan was appointed a director and Group President of SPH on 1 July 2002 and became its Chief Executive Officer on 1 January 2003. He is the Chairman of the Urban Redevelopment Authority, SP PowerAssets Ltd and PowerGas Ltd. He also serves on the boards of OpenNet Pte Ltd, Singapore Power Ltd, MediaCorp Press Ltd, MediaCorp TV Holdings Pte Ltd and Singapore Press Holdings Foundation Limited. He is a member of Business China and Casino Regulatory Authority of Singapore. He is currently also Chairman of SPH subsidiaries, Orchard 290 Ltd and SPH Magazines Pte Ltd.

Mr Chan has more than 24 years’ experience in the civil service, spanning the Civil Aviation Department, Ministries of Home Affairs, Defence, Foreign Affairs and the Prime Minister’s Office. Prior to joining SPH, he was the Permanent Secretary, Ministry of Transport.

Mr Chan is a President Scholar and has been awarded the Public Service Medals (Gold and Silver). He graduated from the Ecole Nationale de I’Aviation Civile, France and holds an MBA (with distinction) from INSEAD, France.

Willie cheng jue hiang

Mr Cheng was appointed a director of SPH on 1 March 2004. He is also a director of NTUC Fairprice Cooperative Ltd and NTUC Fairprice Foundation Ltd. He is the Chairman of the Lien Centre for Social Innovation, Caritas Singapore Community Council and the Jurong Country Club, and serves on the boards and councils of several civic and charitable organisations. Mr Cheng holds a Bachelor of Accountancy (First Class Honours) from the University of Singapore. He is a fellow of the Institute of Certified Public Accountants of Singapore, the Singapore Institute of Directors and the Singapore Computer Society.


board of directors


ngiaM tong doW

Mr Ngiam was appointed to the Board on 15 March 2001. He is a director of United Overseas Bank Ltd, Far Eastern Bank Ltd, Yeo Hiap Seng Ltd and International Medical Insurers Pte Ltd.

Mr Ngiam was formerly a director of Temasek Holdings (Pte) Ltd, Overseas Union Bank Ltd and Singapore Airlines Ltd.

Mr Ngiam has a distinguished public service career, having served as Chairman of the Development Bank of Singapore Ltd, Housing & Development Board, Central Provident Fund Board, Economic Development Board, Telecommunications Authority of Singapore, and Deputy Chairman of the Board of Commissioners of Currency. He was also Permanent Secretary of the Prime Minister’s Office, the Ministries of Finance, Trade & Industry, National Development, and Communications.

Mr Ngiam holds a Bachelor of Arts (First Class Honours) in Economics from the University of Malaya (Singapore) and Master of Public Administration from Harvard University.

ng ser Miang

Mr Ng joined the SPH Board on 1 August 2007. He is the Chairman of TIBS International Pte Ltd, NTUC Choice Homes Co-operative Limited and NTUC Fairprice Co-operative Limited and a director of the Yanlord Land Group Ltd and WBL Corporation Ltd.

Mr Ng was a director of Biosensors International Group Ltd, International Factors (Singapore) Ltd and Transpac Industrial Holdings Limited.

A former Nominated Member of Parliament, Mr Ng is also Singapore’s non-resident Ambassador to the Republic of Hungary and the Kingdom of Norway, Vice-President of the International Olympic Committee (IOC) and a member of several IOC Commissions. He was conferred the Public Service Star and was named the Outstanding Chief Executive of the Year 1992.

Mr Ng holds a BBA (Honours) from the University of Singapore.

suM soon liM

Mr Sum was appointed to the Board on 5 December 2003. He is currently also the Chairman of SPH’s wholly-owned subsidiary, Times Development Pte Ltd.

Mr Sum sits on the boards of Singapore Technologies Telemedia Pte Ltd, Singapore Health Services Pte Ltd and Yantai Raffles Shipyard Ltd. He is also Chairman and Director of Cathay International Holdings Ltd.

Mr Sum received a B.Sc. (Honours) in Production Engineering from the University of Nottingham, England.

lucien Wong yuen kuai

Mr Wong was appointed a director on 15 October 2009. He is the Managing Partner of the law firm, Allen & Gledhill LLP, and has extensive experience in legal practice, specialising in banking, corporate and financial services work.

Mr Wong is currently Chairman of the Maritime and Port Authority of Singapore and a Board Member of the Monetary Authority of Singapore. He is a member of the Board of Trustees of National University of Singapore and a Trustee of SingHealth Foundation. He also sits on the boards of Cerebos Pacific Limited, Hap Seng Plantations Holdings Berhad and Singapore Airlines Limited.

Mr Wong holds a Bachelor of Law (2nd Class Upper) Honours degree from the University of Singapore and was called to the Singapore Bar in 1979.


yeo ning hong

Dr Yeo was appointed to the Board on 15 March 2001. He is an Advisor to Far East Organisation and a member of the Keppel Technology Advisory Panel. He also serves on several businesses, sports and civic organisations, including as Chairman of the Singapore Totalisator Board/Singapore Symphony Orchestra Trust, Honorary President of the SEA Games Federation and Patron of the Singapore National Olympic Council.

Dr Yeo is a former Cabinet Minister and has served as Minister for Defence, National Development and Communications and Information. He was previously the Chairman of PSA Corporation Ltd, Executive Chairman of the Singapore Technologies Group of Companies, as well as a director of DBS Bank Ltd and DBS Group Holdings Ltd.

Dr Yeo is a Singapore State Scholar, with a B.Sc (First Class Honours) in Chemistry, and an MSc from Singapore University, and an MA and PhD from Cambridge University. He also has a distinguished academic record, having been conferred several awards and honorary positions in Singapore and overseas.

yong pung hoW

Mr Yong is no newcomer to SPH. He was appointed director and Deputy Chairman of SPH after its incorporation in August 1984. He resigned at the end of June 1989 when he joined the Supreme Court bench.

Following his retirement from the Supreme Court bench, Mr Yong re-joined SPH as a director on 1 July 2007. He was Singapore’s Chief Justice from 1990 to 2006, President of the Legal Service Commission and the Singapore Academy of Law and Chairman of the Presidential Council for Minority Rights. He is the Chairman of the Singapore Management University School of Law Advisory Board, and a member of the Council of Presidential Advisors.

Mr Yong started his legal career as a partner in Shook Lin & Bok. His previous appointments included the posts of Chairman of Malaysia-Singapore Airlines, Deputy Chairman of Malayan Banking Berhad, Chairman and Managing Director of Singapore International Merchant Bankers Ltd and Malaysian International Merchant Bankers Berhad, and Chairman and CEO of OCBC Bank. He headed the Government of Singapore Investment Corporation (GIC) as well as the Monetary Authority of Singapore (MAS), and served as a member of the Singapore Securities Industry Council, and as a director of the MRT Corporation and Temasek Holdings.

Mr Yong holds a Bachelor of Arts, Bachelor of Laws and Master of Arts from Cambridge University; Honorary Doctor of Laws, National University of Singapore and Singapore Management University. He is also an Honorary Doctor of Philosophy, De La Salle University, AMP alumnus of the Harvard Business School, Barrister-at-law and Honorary Bencher of the Inner Temple, and Advocate and Solicitor, Malaysia and Singapore. He is a Fellow of the Malaysian Institute of Management.

Mr Yong has been conferred the Distinguished Service Order and the Order of Temasek (First Class).

corporate inforMation


executive coMMittee

Tony Tan Keng Yam (Chairman)Cham Tao SoonChan Heng Loon AlanSum Soon LimYeo Ning Hong

noMinating coMMittee

Cham Tao Soon (Chairman)Tony Tan Keng YamNg Ser MiangYong Pung How

auditors

PricewaterhouseCoopers LLP8 Cross Street, #17-00PWC BuildingSingapore 048424

audit partner:

Ooi Chee Kar(Appointed in 2008)

coMpany secretaries

Ginney Lim May LingKhor Siew Kim

registered office

1000, Toa Payoh NorthNews CentreSingapore 318994Tel: (65) 6319 6319Fax: (65) 6319 8282Email: [email protected]. 198402868E

share registration office

Tricor Barbinder Share Registration Services(A division of Tricor Singapore Pte Ltd)8 Cross Street, #11-00PWC BuildingSingapore 048424Tel: (65) 6236 3333

reMuneration coMMittee

Ngiam Tong Dow (Chairman)Tony Tan Keng YamCham Tao SoonWillie Cheng Jue Hiang

audit coMMittee*

Yeo Ning Hong (Chairman)Willie Cheng Jue HiangNgiam Tong DowLucien Wong Yuen Kuai#

* Dr Philip N Pillai stepped down from the Audit Committee with effect from September 30, 2009# Mr Lucien Wong Yuen Kuai was appointed to the Audit Committee on October 15, 2009


organisation structure

* Includes ST701. ** Includes Interactive Business Unit.

English/MalayNewspapers

The Straits Times/The Sunday Times

The Business Times

Berita Harian/Berita Minggu

The New Paper

MultimediaCentre

EditorialProjects Unit

Chinese Newspapers

Lianhe Zaobao

Central IntegratedNewsroom

Lianhe Wanbao

Shin Min Daily News

my paper/omy.sg

Cultural IndustryPromotion

Newspaper Services

Production

Circulation

Marketing

*Classified Advert

Display Advert

Customer Service

Research, Analysis& Planning

Product Brandingand Promotions

**New Media

Creative Services

SpecialProjects Unit

StrategicMarketing

Human Resources

Corporate Development

Finance

Administration/Information

Resource Centre

Secretariat/Legal

CorporateCommunications

Information Technology

Internal AuditEditorial SystemsSupport Unit

Chief Executive Officer

Board of Directors

senior ManageMent

Seow Choke Meng Sng Ngoi May Loh Yew Seng Quek Khin Geok

Anthony Cheng Ngai Man Deborah Lee Siew Yin Ginney Lim May Ling Low Huan Ping

Han Fook Kwang Lim Jim Koon Mable Chan Kam Man Chua Wee Phong

Patrick Daniel Leslie Fong Yin Leong Robin Hu Yee Cheng Tony Mallek


patrick danielEditor-in-Chief, English & Malay Newspapers

Mr Daniel joined The Straits Times as a senior writer in October 1986. He assumed his current position of Editor-in-Chief of English & Malay Newspapers of SPH in January 2007. Prior to this, he was Editor of The Business Times from May 1992 and Managing Editor of the division from September 2002.

Mr Daniel is a director of Tamil Murasu Ltd, which publishes the Tamil-language daily as well as tabla!, the English weekly for the Indian community. He is also Chairman of several SPH subsidiaries - SPH UnionWorks, the Group’s radio subsidiary; book-publisher Straits Times Press; and Shareinvestor.com Holdings Pte Ltd, the Internet financial media and technology company.

Mr Daniel joined the media after a stint in the Singapore Government’s Administrative Service where his last position was Director in the Ministry of Trade and Industry. He graduated from University College, Oxford in 1976 with a Bachelor of Arts with Honours in Engineering Sciences and Economics. He also has a Masters in Public Administration from the Kennedy School of Government, Harvard University.

leslie fong yin leong Senior Executive Vice-President, Marketing

Mr Fong went to Trafalgar Primary School and then Raffles Institution. After obtaining his Higher School Certificate, family circumstances made it necessary for him to start working life.

Mr Fong joined The Straits Times in August 1969 and has stayed with the company ever since. Between 1983 and 1986, he was seconded to Shin Min Daily News, where he became its de-facto Chief Editor. He became Editor of the Straits Times in 1987 at the age of 37.

Mr Fong handed over editorship to Mr Han Fook Kwang in September 2002 and became Editor-at-Large with special responsibilities for China.

In April 2005, he took over as Head of Marketing and was promoted to Senior Executive Vice-President, Marketing in January 2008.

Mr Fong also holds chairman positions in SPH MediaBoxOffice Pte Ltd, New Beginnings Management Consulting (Shanghai) Company Ltd, 701SOU (Hong Kong) Pte Ltd, 701Sou (Beijing) Information Technology Co. Ltd and 701Panduan Sdn Bhd.

robin hu yee chengSenior Executive Vice-President,Chinese Newspapers & Newspaper Services

Mr Hu joined the company in 2004. He began his career at the then National Computer Board and later worked for the Economic Development Board as its Regional Director for China. Prior to joining SPH, Mr Hu was Managing Director (Global Business) at SingTel’s National Computer Systems Ltd. Between 1995 and 2001, Mr Hu worked in China during the start-up phase of the China-Singapore Suzhou Industrial Park and later as Counsellor (Industry and Investment) in the Singapore Embassy in Beijing, before venturing into the then burgeoning dotcom industry. Mr Hu is Chairman of Sphere Exhibits Pte Ltd, the event and exhibition arm of SPH and Blu Inc Media (HK) Limited in addition to Deputy Chairman of SPH Magazines Pte Ltd. Mr Hu serves as Chairman of the Singapore Chinese Orchestra, Chairman of the Singapore Centre for Chinese Language and as a trustee to the Chinese Development Assistance Council. He is a member of the Civil Service College’s Board of Directors. Mr Hu received his Bachelor of Science (Honours) in Mathematics from the University of Kent at Canterbury and a Master of Science in Computer Science from the University of Wales, United Kingdom.

tony MallekExecutive Vice-President,Finance

Mr Mallek joined SPH as Senior Vice-President, Finance in June 2003. Prior to this, he was General Manager, Finance for Intraco Ltd. Originally from Hong Kong, he started his career in 1978 in the UK and has been with various U.S. multinationals until 1991 when he was posted to Singapore.

His Singapore experience has mainly been in the healthcare industry, including general manager positions in finance and business development for Parkway Holdings Ltd.

Mr Mallek holds a Bachelor of Technology (Honours) in Operations Management from Bradford University and is a Fellow of the Chartered Institute of Management Accountants.

han fook kWangEditor, The Straits Times

Mr Han was appointed Editor of The Straits Times in September 2002.

Mr Han joined The Straits Times in February 1989, and was made Political Editor in January 1995, in charge of political coverage in The Straits Times.

Mr Han graduated from the University of Leeds in Mechanical Engineering on a Colombo Plan Scholarship. He also holds a Masters in Public Administration from Harvard University. Mr Han is a member of the National University of Singapore Board of Trustees and the Bioethics Advisory Committee. He was awarded the Pingat Bakti Masyarakat (The Public Service Medal) in August 2000.


senior ManageMent


liM jiM koonEditor, Lianhe Zaobao

Mr Lim has been a journalist for 33 years. He took over the helm of Lianhe Zaobao in December 1993 and has been its Editor since January 1995.

As the person responsible for the overall running of the SPH flagship Chinese-language paper, he also oversees zaobao.com, the online edition of Lianhe Zaobao which ranks among the top Chinese news websites in the world.

Mr Lim holds a Bachelor of Arts (Honours) in Government & Public Administration from Nanyang University, Singapore. He is an advisor to the Center for World Chinese Media Studies, Peking University and an adjunct professor of SIM University or UniSIM.

Mable chan kaM ManExecutive Vice-President, Human Resources

Ms Chan has been with SPH since 1997. Before taking over as Head of Human Resources in June 2006, she was Senior Vice-President, Customer Service Department, Marketing. Prior to joining SPH, Ms Chan was the Executive Director of the Marketing Institute of Singapore. Ms Chan holds a Bachelor of Applied Science degree from the South Australian Institute of Technology and a Masters in Business Administration from the National University of Singapore.

chua Wee phongExecutive Vice-President, Circulation, Newspaper Services

Mr Chua has been with SPH for 15 years. He joined Circulation in May 1994 and was appointed head of the department in May 2005. He is currently the Executive Director of Sphere Exhibits Pte Ltd.

Prior to joining SPH, Mr Chua served in the Singapore Armed Forces (SAF) for a period of 13 years. He was promoted to the rank of Colonel in 2005 and is

currently the commanding officer of a reserve brigade. He was awarded the Public Administration Medal (Bronze)(Military) in August 2007.

Mr Chua graduated from the National University of Singapore with a Bachelor of Arts (Honours) in Sociology on an SAF scholarship.

anthony cheng ngai ManExecutive Vice-President, Production, Newspaper Services

Mr Cheng was appointed Head of Production in Nov 2008. He started his career in the company installing the first printing press at the company’s mega printing site in Jurong Industrial Estate in 1982, now known as Print Centre.

In 1989, Mr Cheng oversaw the complete relocation of printing presses out of old Times House premises to the Jurong plant. Since then, he has project-managed another 4 GOSS Colorliner (1996), 4 KBA Commander (2002) and manroland UNISET (2008) in the company’s stable of printing presses.In between, he helmed various sections in Production, overseeing Operations, Engineering, Process & QC.

Mr Cheng graduated from Maktab Teknik (fore-runner of UniversitiTechnologi Malaysia) in Electrical Engineering on a Shell Scholarship. He also holds a Post-Graduate Diploma (Distinction) in Publishing and Printing from London College of Printing, UK and a Master of Business Administration from University of Strathclyde, UK.

Mr Cheng is a member of WAN-IFRA’s Technical Group, Production and a Technical Advisor to El Mercurio, Chile’s top newspaper group.

deborah lee sieW yinExecutive Vice-President, Corporate Development

Ms Lee joined SPH as Executive Vice-President, Corporate Development in April 2007. Prior to joining SPH, she was a consultant, specialising in corporate development work and mergers and acquisitions.

Before her consultancy work, Ms Lee was Senior Vice-President, Business Development at the Wuthelam Group, overseeing the establishment of the industrial electronics business, real estate business development and private equity investment for the Group in the region.

Ms Lee started her career as an auditor with Price Waterhouse and subsequently joined Hewlett Packard, holding various management positions over a period of 11 years.

Ms Lee holds a Bachelor of Accountancy (Honours) and a Master in Applied Finance from the National University of Singapore. She is a CFA charterholder.

ginney liM May lingGeneral Counsel, Executive Vice-President, Corporate Communications & Group Company Secretary

Ms Lim helms the Legal/Secretariat and Corporate Communications Divisions in SPH. She is also the General Manager of Singapore Press Holdings Foundation Limited, an Institution of Public Character established in 2003.

When Ms Lim joined SPH in December 1991, she founded the Secretariat/Legal Division. She is responsible for the corporate secretarial, legal, insurance and corporate communications functions in the SPH Group and sits on several steering and senior management committees. She is also a director in some of the subsidiaries in the SPH Group.Prior to that, Ms Lim was heading the Legal & Secretariat and Public Relations departments in NTUC Income.

Ms Lim holds a Bachelor of Law (Honours) Degree from the National University of Singapore. She is a Fellow in both the Institute of Chartered Secretaries & Administrators and the Chartered Insurance Institute.


loW huan pingExecutive Vice-President, Information Technology

Mr Low is the Executive Vice-President, Technology. He has been with the Group for 22 years. Mr Low is also a director of MobileOne Ltd and iFast Corporation Pte Ltd.

Mr Low started his career at the Ministry of Defence, where he subsequently headed various IT departments.

Mr Low holds a Bachelor of Arts (Honours) and Master of Arts from Cambridge University, where he read Engineering and a Master of Science from the University of Singapore. He also graduated from Harvard Business School’s Advanced Management Program.

seoW choke MengExecutive Vice-President, Administration and Times Properties cum Cultural Industry Promotion, Chinese Newspapers

Mr Seow has been with the newspaper group for the last 30 years after spending 5 years in the airline industry.

Mr Seow has held various positions, among which were as General Manager, Human Resource Operations and General Manager, Circulation cum General Manager of Chinese Newspapers’ Editorial Services Department.

Mr Seow is currently Executive Vice-President of Administration, Times Properties and Cultural Industry Promotion of Chinese Newspapers. He is also the Executive Director of Times Development Pte Ltd. Apart from serving in grassroots organisations, he is also a member of the National Arts Council and the Promote Mandarin Council.

Mr Seow graduated from the University of Singapore with a Bachelor of Science (Honours) degree.

sng ngoi MayExecutive Director, Orchard 290 Ltd

Mrs Sng is the Executive Director of Orchard 290 Ltd, a wholly owned subsidiary of SPH Group that owns and manages Paragon Shopping Centre and Paragon Medical/Office Towers. She was involved in the purchase of the property by SPH in 1997 and continued to oversee Paragon’s retrofitting, the extension of the Paragon with the merger of the Promenade site and the overall Center Management. Concurrently, she holds the Chairman position of the Orchard Road Business Association.

Between 1983 and 2005, Mrs Sng was with SPH and last held the position of Executive Vice-President responsible for the Group’s Properties, Administration, Information Resource Centre, Legal/Secretariat and Corporate Relations functions. Prior to SPH, she was in the Government Administrative Service and worked in Ministries of Health, Finance and Home Affairs. Mrs Sng holds a Master of Science from University of Singapore.

loh yeW sengChief Executive Officer, SPH Magazines Pte Ltd

Mr Loh was appointed Chief Executive Officer of SPH Magazines Ltd in June 2006. He joined SPH in July 2001 and was Vice-President of Finance and Chief Financial Officer for the magazines business group before his current appointment.

Mr Loh began his career in 1994 with Arthur Andersen and held notable corporate finance and financial analyst positions in Banque International à Luxembourg, Van der Horst Limited and Visa International.

Mr Loh holds a Bachelor of Accountancy, Honours (Second Class, Upper) from Nanyang Technological University and has been a Chartered Financial Analyst since 1999.

Quek khin geokVice-President,Internal Audit

Ms Quek holds a Bachelor of Accountancy degree from the University of Singapore and had previously worked in Pricewaterhouse & Co, Hong Leong Finance Ltd, Overseas Union Bank Ltd and United Engineers Ltd. She headed the internal audit function at United Engineers Ltd for more than three years prior to joining the SPH Group.

Apart from more than 20 years of experience in internal audit, Ms Quek has been involved in external audit, credit marketing and operations, and retail banking.

A Certified Fraud Examiner, Ms Quek is a member of the Institute of Internal Auditors and a Fellow of three professional bodies: The Institute of Certified Public Accountants of Singapore (ICPAS), CPA Australia and ACCA.

ceo’s overvieWof group operationsSPH has weathered the global financial storm well. The Group responded to the difficult economic climate swiftly by taking rigorous measures – including wage cuts and other cost controls – to cushion the expected impact on the advertising market.

In the face of an unfavourable economic climate, print advertisements fell 16.9 per cent to $648 million in FY 2009. This was a respectable result and a testament to the strong value that our print products provide even in these challenging times.

Sales of newspapers were also adversely affected by the economic downturn. Following a cover price increase in October 2008, average daily circulation fell 3 per cent to just over one million copies in FY 2009. But some of the group’s newspapers managed to turn in robust circulation growth, bucking the global newspaper trends in developed economies where both circulation and advertising have fallen precipitously.

Profit from the Sky@eleven condominium project, recognised on a percentage of completion basis, buttressed the profit level of the Group. For FY 2009, the Group achieved an operating profit of $497 million, 0.9 per cent lower than last year, while its operating revenue of $1.3 billion remained comparable to that of last year.


neWspapers

The group’s newspapers held their ground in the face of increasing competition from other media platforms. FY 2009 was in fact a busy year for SPH newspapers as we launched new and innovative initiatives to enhance our products and their relevance to readers.

Our flagship newspaper, The Straits Times, continues to be the most influential English daily in Singapore with circulation and readership exceeding 374,000 and 1.43 million respectively.The paper was named the best newspaper advertising platform in Singapore, according to a survey of advertisers by Marketing magazine. Aside from its dominance in print, The Straits Times also expanded its online reach through the revamp of the straitstimes.com website in August 2008. This is part of our continuing efforts to reach out to more readers across platforms - in print, online and mobile.

In line with serving Singapore’s increasingly diverse demographic structure, Lianhe Zaobao, the group’s Chinese flagship, introduced a new section called Crossroads, which offers special features and reports of interest to new immigrants. Zaobao also launched a new student newspaper called zbCOMMA. Bundled with Zaobao and targeted at secondary schools, zbCOMMA has been well received by students, parents and teachers. This has boosted circulation of the main paper by 3,500 copies, or 2 per cent of daily average sales. Zaobao also carved a new niche with the launch of “ZbBz”, Singapore’s first bilingual “newsgazine”. ZbBz is targeted at bilingual elites inspired by the renaissance of oriental culture and readers who enjoy the finer things in life.

The Business Times maintained its position as the medium of choice among the business fraternity. Despite a cover price increase, it grew its circulation by 0.5 per cent. The highlight of the year for the paper was the relaunch of its weekend edition in September 2008 as a compact (tabloid) format. The refreshed look and expanded sections on lifestyle and wealth, coupled with creative advertising packages, were well received by the market. Circulation of the weekend edition has risen 16.4 per cent from a year earlier.

The New Paper strengthened its daily diet of sports, human interest and entertainment stories aimed at younger readers. Since the middle of 2008, the paper is delivered in the morning but with afternoon special sports editions on Mondays and Thursdays to capture overnight football matches. The paper now publishes FiRST movie magazine as a free weekly pull-out. The New Paper clinched the top award for Excellence in Reporting Breaking News conferred by the Society of Publishers in Asia.

Singapore’s first bilingual free daily, my paper, also gained international recognition and won the “Best in Cross Media Editorial Coverage” award at the IFRA 8th Asia Media Awards 2009.

The group’s two evening Chinese papers, Lianhe Wanbao and Shin Min Daily News rationalised their offerings. This has resulted in Shin Min growing its circulation by 1.4 per cent, while Wanbao has boosted its advertising revenues.

Berita Harian, the group’s Malay-language daily, continued its push to engage more young. The BH Media Club is now in 70 primary and secondary schools with biannual student media camps, annual teachers’ forum and other activities.

Tamil Murasu continued to do well, gaining 7.2 per cent in circulation as a result of its strong news coverage of the Indian elections and the hostilities in Sri Lanka. It also launched tabla!, an English-language free weekly which has been greeted well by the growing Indian diaspora in Singapore.

neWspaper services

On the retail front, the group’s buzz pod franchise – which represents a new generation of newsstands - expanded to 50 outlets nationwide. Buzz pods are now found in all major bus interchanges. To further enrich our product offering and promote ease of payment at buzz pods, SPH entered into a collaboration with Nets to extend payment options and cashcard sales, as well as to provide top-up services at selected outlets.

SPH continues to make investment in our print products. Last year, we commissioned a new printing press at Media Centre in Genting Lane. This will serve as a backup facility to the main printing facility at Print Centre in Jurong, and will also undertake our semi-commercial and contract printing business.

SPH officially opened our third and newest warehouse at Print Centre, increasing our onsite newsprint storage capacity by an additional 9,000 metric tonnes. The eco-friendly facility minimises the need for external storage, thus saving on rental, transportation and material handling costs.

neWspapers


neWspapersthat readers

trust


SPH Magazines (SPHM) has strengthened its position as the leading magazine publisher in Singapore and regionally. Its titles continued to win numerous international awards, even as advertising revenues were hit by widespread cutbacks on advertising budgets. SPHM embarked on a major drive in FY 2009 to rationalise and streamline its portfolio of titles. A number of titles were amalgamated into existing publications, while some titles were closed. To harness greater synergies, a restructuring exercise was conducted in conjunction with the integration of SPHM subsidiary, Hardware Zone.

SPHM continued to expand its offerings. 24:7, Singapore’s only English-language women’s watch annual, was launched in late-September 2008. July 2009 saw the launch of The Peak’s latest spin-off title Domain, an annual publication covering high-end home design and architecture.

Throughout the year, SPHM held various events to showcase its titles and strengthen relationships with readers and advertisers. Some key events in 2009 included Her World Woman of the Year 2009, an annual signature event held to honour women role models who have contributed significantly to Singapore society. ICON celebrated its 4th anniversary in glamorous fashion with the ICON Ball, graced by 320 of the country’s elite and socialites. These events cemented SPHM’s solid rapport and reputation among its readers and advertisers.

MagaZines


MagaZines that consuMers

desire


SPH has transformed itself from a print company to a multi-platform multimedia company that continues to innovate and keep abreast of the fast-changing world of new media. Our new media products have established themselves as leaders in their respective areas, with strong growth in page views and visitor numbers. SPH launched new sites and revamped a number of its online portals.

Five websites in SPH’s stable topped Hitwise Rankings for 2008. Zaobao.com and ST701.com were clear winners in the News and Media (Print) and Shopping and Classifieds categories respectively. Hardwarezone.com continued its winning streak clinching top place for three IT categories. AsiaOne’s food website, soshiok.com, launched in May 2008, remained the top food and beverage lifestyle site in Singapore. Stomp’s “Singapore seen” site clinched the top spot for Lifestyle-Blogs and personal websites category. The group’s bilingual citizen journalism site, omy.sg, clinched two golds in Best in Online Media (Newspaper Website) and Best in Cross Media (Cross Media Editorial Coverage), and silver in Best in Cross Media (Cross Media Advertising) at the WAN-IFRA Asia Media Awards 2009.

online portalsThe AsiaOne Network, a rebranding of our online advertising properties, was launched in FY 2009. With this, the existing family of news and lifestyle websites was joined by ShareInvestor, HardwareZone, Game Axis, and Men’s Health Online. This offers advertisers better coverage and more targeted advertising capabilities.

It was a banner year for straitstimes.com, the online platform of The Straits Times. A new free website, Straits Times Breaking News, was launched, providing the latest news in Singapore and around the world and with blogs by ST journalists on the issues of the day. Since its launch in August 2008, page views have more than doubled and unique visitors have tripled. Straitstimes.com also moved into the mobile space with a new iPhone application for readers on the go.

Stomp, Singapore’s pioneering citizen journalism and social networking website, enjoyed strong growth in visitorship and time spent on the site. The Straits Times RazorTV, SPH’s WebTV initiative, crossed a milestone with over one million video views a month. According to a Synovate survey, viewers gave top marks to RazorTV’s hyperlocal content and its fresh new approach to covering events. RazorTV also launched its

iPhone application which, within four days, became the most downloaded application at the Apple App store.

First launched in September 2007, omy.sg enjoys over 10 million page views and an average of 370,000 unique visitors per month, and is one of the top news/entertainment/blog sites in Singapore. In July 2009, working with Business China, omy.sg launched a new Chinese learning portal, CLing, to provide Singaporeans a lively contemporary environment to learn Chinese and gain exposure to different aspects of modern China.

Zaobao.com, the web edition of Lianhe Zaobao, has grown its reach to 5 million page views and 600,000 unique visitors daily, retaining its position as the most visited Singaporean website for the past four years. With its online platform, Lianhe Zaobao’s coverage on Greater China now attracts millions of high-profile readers in the region.

In November 2008, SPH acquired Shareinvestor (SI), a leading Internet financial media and technology company, to strengthen our Internet-based financial services. The SI Station and ShareInvestor.com website are targeted at retail investors, with practical analysis and charting tools. With a presence in

neW Media


innovationthat people

deMandMalaysia, and Thailand as well, SI is a significant regional provider of online investor relations services, with some 400 listed clients. SI organises an annual Invest Fair, which have attracted over 60,000 visitors since its inception three years ago. As part of the synergies reaped from the acquisition, this year’s Invest Fair was jointly organised with The Business Times. Further such collaborations are in the pipeline.

online classifieds, search and directoriesST701, SPH’s online classifieds portal, has become Singapore’s leading e-marketplace. Between April 2008 and August 2009, it received more visitors than any other classifieds website, with an almost 20 per cent market share in the classifieds website category, according

to Hitwise, the online tracking company. To better serve its users, the website was revamped in August 2009 with an enhanced interface, new features and search functions.

On the regional front, 701Search launched “Ayosdito”, in the Philippines in April 2009. Ayosdito, which means “Ok here” in Tagalog, has been well received and follows the success of mudah.my, which became the top online classifieds site in Malaysia within 10 months of launch.

SPH made further inroads into the regional market through two new online directory services; one in China, 701Sou, and the other in Malaysia, 701Panduan. Going live in October last year, 701Sou has made rapid progress

in the Chinese market, surpassing both its major competitors in terms of total site visits and page views. 701Panduan, which went live in March this year, has surpassed its two major competitors in terms of total site visits and page views.

Rednano, SPH’s online local search and directory service, saw increasing usage by information-seekers and businesses. It extended its reach in the mobile space with the launch of a location-based directory search service to complement its SMS and WAP services. In line with its aim to boost advertisers’ return on investment, Rednano rolled out the Rednano AdSMART search advertising network in August 2009. This network gives businesses the opportunity to use contextual ads progressively on a wide range of SPH and non-SPH websites.


propertiesIncome from our property segment continues to provide good yields. Following the successful launch of our luxury condominium development Sky@eleven, structural works for all 273 units in four separate towers of the 43-storey project have been completed, while M&E and architectural works are progressing as scheduled. This constitutes a stage of completion of 67 per cent and the target TOP is in 2010.

SPH’s main property asset Paragon completed an $82 million renovation which unveiled more commercial space for retail, medical and office use, and a facelift showcasing a contemporary and elegant-looking facade as well as new stores. The property enjoyed 98 per cent office occupancy and 100 per cent retail occupancy. Total revenue from Paragon rose $5.3 million, a 4.7 per cent increase over last year. Paragon continued to attract the trendiest international names in fashion. Brands such as Gucci, Salvatore Ferragamo, Prada, Tod’s and Miu Miu will front the Orchard Road facade with their new-concept duplexes.

outdoor advertisingSPH MediaBoxOffice (MBO) expanded its presence in the digital out-of-home space by increasing its advertising network to about 600 screens island-wide. The LED screen at Singapore Visitors’ Centre at Orchard Road was re-instated, bringing the total number of LED screens to five – the largest LED network in Singapore.

MBO also expanded its footprint in the retail network by setting up indoor screens in six new malls belonging to the Frasers Centrepoint and UOL groups. The retail network now comprises 18 major malls. MBO also organised several events including the Sweet Christmas Fair in December 2008, Orchard Reloaded in May 2009 and a major trade show for Panasonic.

events and exhibitionsSphere Exhibits, SPH’s events and exhibitions arm, launched its first event, The Food Safari and Home Electronics Fair 2008, in November 2008 with more than 100 exhibitors. The event attracted 250,000 visitors. This was followed by four more shows covering a range of consumer interests such as IT gaming, education, travel and beauty. Licence2Play, staged in May 2009, was particularly successful in the competitive arena of gaming shows. To date, Sphere Exhibits’ first five events have attracted a total visitorship of almost one million.

radioOur radio subsidiary SPH Unionworks, an 80-20 joint venture between SPH and NTUC Media, operates two radio stations. The Chinese-language Radio 100.3 adopts a successful interactive infotainment format, with core consumer target groups consistently registering longer listening times. The English-language 91.3FM received excellent response and feedback for its new breakfast programmes.

business outlook

There are signs that the global recession is abating and that major world economies may soon return to modest growth. However, there is still significant economic uncertainty, and the risk of a double-dip recession remains. Singapore’s media landscape, battered by the past few months, may also take time to recover.

Despite this, SPH will continue to draw on its core strengths to maintain its market share while developing and strengthening our capabilities in new media segments. And even as the group continues to monitor our cost structure and take steps to preserve our profit margins, we will continue to explore investment opportunities in order to position ourselves for future long-term growth.

Taking into account the challenging economic climate and increased competition from non-traditional media platforms, the group has managed an exemplary performance in the last12 months. This is due to the hard work, dedication and commitment of staff at all levels, and I would like to thank all of them for their support. Of course, our successes this year must also be attributed to the support of our customers, vendors, business partners and the unions.

I would also like to express my sincere gratitude to the SPH Board for its strategic counsel and support in these times of uncertainty.

No matter what the coming year may bring, I am confident that we will be able to meet challenges and opportunities head-on as we strive towards becoming a world-leading multimedia group.

Chan Heng Loon AlanChief Executive Officer

other businesses

OpenNet


Licence2Play by Sphere Exhibits

Invest Fair by ShareInvestor and The Business Times

Sky@elevenSky@eleven



significant events

6 sept 2008the business times Weekend refreshed

The Business Times, Singapore´s leading financial daily, launched its revamped weekend edition on this day with a new look and fresh content.

6 sept 2008lianhe Zaobao’s 85th anniversary

Lianhe Zaobao celebrated its 85th anniversary with a gala dinner at St Regis Hotel, attended by over 300 guests, including Guest-of-Honour Prime Minister Lee Hsien Loong, government officials, leaders in the Chinese community and journalists.

17 sept 2008straits times press, new book publishing subsidiary, formed

SPH announced the formation of a new book publishing business under its subsidiary, Straits Times Press Pte Ltd. Straits Times Press has taken over the current contracts of SNP International Publishing, the book publishing arm of SNP Corporation, and its intellectual property rights, as well as its six-person team headed by publishing veteran Shirley Hew.

26 sept 2008opennet selected as singapore’s next generation national broadband network

OpenNet (Axia NetMedia Corporation 30%, Singapore Telecommunications Limited 30%, Singapore Press Holdings Limited 25% and SP Telecommunications Pte Ltd 15%) was selected by the Infocomm Development Authority of Singapore (IDA) to provide passive fibre grid services for Singapore´s Next Generation National Broadband Network.

26 sept 2008sph Magazines launched 24:7

SPH Magazines launched 24:7, Singapore´s only English-language watch magazine for women.

10 oct 2008drumming up a new beat - sph launched tabla!

The first issue of SPH’s new English compact-size paper, tabla! hit the newsstands on this day. Targeted at the Indian diaspora in Singapore, tabla! is distributed free every Friday.

2 nov 2008the new paper big Walk returned… “on water”

The New Paper Big Walk celebrated its 20th anniversary by bringing back its signature mass-participation fun walk. The New Paper Big Walk took place from Suntec City Mall to the Marina Barrage. 14 - 16 nov 2008food safari - sphere exhibits’ inaugural event made debut at suntec

Sphere Exhibits´ inaugural show, The Food Safari and Home Electronics Fair, made its debut at the Suntec Convention Halls. The three-day event attracted more than 250,000 visitors.

7 jan 2009friday Weekly revamped and renamed zbcoMMa

Friday Weekly, the Chinese student newspaper published by SPH, was revamped and renamed zbCOMMA (逗号) in January 2009. The student paper is distributed together with SPH´s Chinese flagship newspaper Lianhe Zaobao via school subscription and at selected buzz pods.

Launch of 24:7

Launch of zbCOMMA


4 Mar 2009paragon with new façade

Paragon’s $82 million renovation unveiled more than 40,000 square feet of commercial space for retail, medical and office use, showcasing a contemporary and elegant-looking facade as well as new stores.

7 Mar 2009sph launched inaugural singapore entertainment awards 2009 (新加坡e-乐大赏)

Organised by SPH’s Chinese media including Lianhe Wanbao, Radio 100.3, omy.sg and UW (U-Weekly), the annual awards honoured the best talents in the Singapore and Asian entertainment scene.

26 Mar 2009her World’s new look, with more of everything readers love

Her World, a publication of SPH Magazines and Singapore’s No. 1 women’s magazine, unveiled its new look with its April 2009 issue.

30 Mar 2009new logo launched to mark sph’s 25th anniversary

SPH unveiled its new corporate logo at an event that marked the start of its 25th anniversary celebrations. Guest-of-Honour President S R Nathan, together with SPH chairman Dr Tony Tan, unveiled the new logo at SPH’s headquarters at News Centre. At the event, SPH also revealed its new tagline that captures the essence of its brand – “Engaging Minds, Enriching Lives”.

7 apr 2009sph expanded into philippines with online classifieds www.ayosdito.ph

701Search Pte Ltd launched its latest classifieds website www.AyosDito.ph to serve the Filipino community. Ayosdito.ph is managed by 701Search, Inc, incorporated in November 2008 as a subsidiary of 701Search Pte Ltd, which was established in Sept 2006 as a joint venture between SPH and Norwegian media group Schibsted ASA.

12 apr 2009launch of crossroads by Minister Mentor

Crossroads, a weekly section which focuses on new immigrants in Lianhe Zaobao, was launched by Minister Mentor Lee Kuan Yew.

Launch of Crossroads by Minister Mentor Lee Kuan Yew

Paragon’s facelift

Launch of new SPH logo

significant events

15 apr 2009sph’s third Warehouse at southeast asia’s largest single printing site

SPH’s third and newest warehouse was officially opened by SPH Chief Executive Officer Mr Alan Chan. With its eight presslines, the SPH Print Centre at Jurong Port Road is the largest single printing site in Southeast Asia. More than a million copies of newspapers are printed daily.

1 May 2009female and nuyou presented singapore’s longest catwalk on orchard road

SPH Magazines’ Female and Nuyou presented Singapore’s longest staged catwalk in Orchard Road on 1 May 2009.

7 May 2009first moved to the new paper

FiRST magazine, Asia’s premier monthly movie magazine published by SPH Magazines Pte Ltd, morphed into a special weekly pull-out section in The New Paper.

21 May 2009the peak celebrated 25th anniversary

The Peak, Singapore’s leading luxury lifestyle magazine published by SPH Magazines, celebrated its 25th anniversary with a gala dinner featuring the Who’s Who of Singapore’s corporate and social circles.

25 june 2009World bank’s chief economist at eminent speakers series

Professor Justin Lin Yifu, the Chief Economist of the World Bank, spoke at the Eminent Speakers Series jointly organised by Lianhe Zaobao and Business China.

18 july 2009fun with cling - a new chinese portal

Prime Minister Lee Hsien Loong launched “CLing” – a Chinese web portal which exposes young Singaporeans to modern China and help them learn Chinese through fun and interesting ways. The media platform is jointly presented by Business China and omy.sg.

22 july 2009asiaone extended to include hardwarezone.com, gameaxis.com and Men’s health online

The AsiaOne Network, Singapore’s premier and fastest growing ad network, has expanded its range of online offerings with the addition of 3 key websites – Hardwarezone.com (http://hardwarezone.com), a leading online portal in the IT category, GameAxis.com (http://www.gameaxis.com) and Men’s Health Online (http://www.menshealth.com.sg).

24 july 2009launch of domain, by the peak

The Peak Selections: Domain, a new annual publication covering high-end design, architecture and homes in the region was launched. This annual publication is a brand extension of The Peak.

30 july 200929 awarded sph and sph foundation scholarships

SPH and SPH Foundation presented a total of 29 scholarships at its annual scholarship awards ceremony held at the SPH News Centre. Of these, 8 were the SPH Journalism scholarships, 15 were scholarships given to children of staff and newspaper vendors, and 6 were for the SPH Foundation’s Lim Kim San Memorial scholarships.

22 aug 2009shareinvestor launched third annual invest fair 2009

ShareInvestor, a financial Internet media and technology company and a subsidiary of SPH, officially launched its third annual Invest Fair 2009 at the Suntec Singapore International Convention & Exhibition Centre. Centred on the theme “Invest with Knowledge”, this event aimed to empower both beginners and seasoned investors and traders with the knowledge and techniques to make informed trading and investment decisions.

31 aug 2009president s r nathan celebrated “the new paper be yourself day”

President S R Nathan celebrated this year’s The New Paper Be Yourself Day together with students of Maha Bodhi School.

SPH’s third warehouse at Print Centre

Launch of “CLing” by Prime Minister Lee Hsien Loong


corporate social responsibility -singapore press holdings

As a responsible corporate citizen, Singapore Press Holdings strives to engage the community through the various sponsorship and donation programmes in the arts, charity, education, language enrichment and conservation. Our corporate social responsibility efforts have won us many accolades. But the best reward to us is the significant contributions we have made to the community.

arts

distinguished patron once again SPH was named Distinguished Patron of the Arts for the 16th consecutive year at the Patron of the Arts Award 2008.

childaid raised record amount ChildAid, the annual children´s charity concert organised by The Straits Times School Pocket Money Fund and The Business Times Budding Artists Fund, raised a record $506,000. Eighty performers aged 6-19 years performed for two nights at the NUS University Cultural Centre.

a jazzy christmasFor the second year running, SPH sponsored local jazz sensation Jeremy Monteiro’s year-end Christmas concert series at the Esplanade Concert Hall. “A Jazzy Christmas: Noel Samba Bossa Nova” saw Monteiro perform with some of the world’s best jazz talents.

sph gift of Music showcased homegrown talentTo celebrate its 25th anniversary, SPH held a series of SPH Gift of Music concerts featuring the Singapore Symphony Orchestra, Singapore Chinese Orchestra and the Philharmonic Winds. The free concerts were held at the heartlands, parks and campuses, as well as the Esplanade Outdoor Theatre and the Paragon Shopping Centre.

sph 25th anniversary gala concert - colours of Music One of the highlights of SPH’s 25th anniversary celebrations was a Gala Concert by the Singapore Chinese Orchestra at the Esplanade Concert Hall on 30 October 2009. It featured Engaging Moments - 25 years of Photojournalism, a piece created by American photo-choreographer James Westwater for SPH. The work showcased photos taken by SPH photojournalists in the past 25 years, with music accompaniment by the orchestra and the SYC Ensemble Singers.

The concert also featured an original work for SPH by Cultural Medallion recipient Iskandar Ismail. SPH Chairman Dr Tony Tan presented a cheque of $500,000 to 20 charitable programmes at the concert.

sso’s benefactorSPH was the sole recipient of this year’s Singapore Symphony Orchestra (SSO) Benefactor Award. The award was presented to SPH by President S R Nathan at the SSO’s 30th Anniversary Dinner. a patron of heritage SPH received the Patron of Heritage award from the National Heritage Board. It supported the Singapore HeritageFest 2008, Heritage Gala 2008 and various exhibitions at the Singapore Art Museum, through the extensive network of out-of-home media subsidiary, SPH MediaBoxOffice.

chinese cultural activitiesThousands of visitors thronged the Singapore River Hong Bao 2009, which was held at the Marina Floating Platform for the first time from 24 January to 1 February 2009. The annual Lunar New Year carnival was jointly organised by Lianhe Zaobao, Lianhe Wanbao, Shin Min Daily News, together with other partners.

ChildAid SPH Gift of Music


corporate social responsibility -singapore press holdings

children helping children The “Children For Children’’ initiative is an annual project organised by The Business Times together with CHIJ (Kellock) and The Arts House. Launched in 2008, this initiative brought 1,000 underprivileged children together to celebrate Children’s Day and raised funds for two children-related charities - The Straits Times School Pocket Money Fund and The Business Times Budding Artists Fund. This year, a total of $235,000 was raised.

sports

teamwork in sprintsThe 17th SPH Schools Relay Championships at the Bukit Gombak Stadium attracted the participation of over 1,400 students and 357 teams from 50 schools. Over 1,200 witnessed a total of four new records being set, with the Singapore Sports School clinching the SPH Overall Challenge Trophy.

corporate

csr and hr efforts recognisedSPH clinched the HR Advocate Award for Corporate Social Responsibility at the Singapore HR Awards 2009 for the first time, having garnered the Leading HR Practices Award for CSR from 2007 to 2009. It was also recognised for its Talent Management, Retention & Succession Planning practices, and received a special mention in Compensation & Rewards Management.

supporting the fight against cancerSPH Magazines Pte Ltd was acknowledged as a top corporate donor to the Children’s Cancer Foundation.

nurturing local dancersSPH was the Singapore Dance Theatre (SDT)’s first Silver Anniversary Sponsor, pledging its support from 2008 to 2013. Some of the highlights in 2009 included Cinderella, Ballet Under the Stars and Season of Brilliance.

singapore Writers festivalSingapore Press Holdings, together with the SPH Foundation, were the official sponsors of the Singapore Writers Festival 2009, which was held at the Arts House from 24 October to 1 November 2009. The biennial event is Singapore’s only national literary festival and presents the world’s literary talents to Singapore. The SPH-NAC Golden Point Award (GPA) 2009 is Singapore’s national creative writing competition held in conjunction with the Singapore Writers Festival. It was started in 1993 to promote the art of creative writing in the four major languages of Singapore.

charity

support for president’s challengeSPH’s fund raising events for President’s Challenge included The New Paper’s “Be Yourself Day” in schools and the Chinese Newspapers Division’s Youth Talent Concert.

straits times’ school pocket Money fundThe economic downturn led to more children applying for financial assistance from The Straits Times School Pocket Money Fund. There were 1,000 more applicants (from a total of 9,855) in the first half of this year than for the whole of last year. With the rise in the number of families needing help, the fund needs to raise $5.7 million this year, the highest since its inception in 2000. To date, the fund has raised over $20 million to help over 50,000 children.

SPH received SSO Benefactor Award The New Paper’s “Be Yourself Day”


The Singapore Press Holdings Foundation (SPHF), a registered charity and an Institution of Public Character, was set up in January 2003 to help build a lifelong learning community that embraces language enrichment, creativity, diversity, healthy living and sports. The seed contribution of $20 million to the Foundation came from media group Singapore Press Holdings Limited.

education

reading programmes for special needs childrenWorld-class storytellers facilitated practical and entertaining workshops for parents, caregivers and educators of children with special needs. This was jointly organised by the SPH Foundation and the National Book Development Council of Singapore, as part of the Singapore International Storytelling Festival.

inaugural business Quiz for university studentsStudents from four local universities competed in the inaugural SPH Foundation Singapore Universities Business Quiz that tested their knowledge of business, current affairs and entrepreneurial talent. Organised by The Business Times, Singapore Management University (SMU) emerged the winner.

lim kim san Memorial scholarshipsSPH Foundation gave out scholarships to six full-time students pursuing language studies at the National University of Singapore and Nanyang Technological University.

story challenge Organised by local theatre company The Theatre Practice, the Story Challenge, a nation-wide story-telling competition, returned for the third year. Participants were challenged to create their own tales within a certain time limit.

arts

patron of the arts once again SPH Foundation received the Patron of the Arts award for the fourth time.

environMent

appreciating natureAn initiative by the National Parks Board, the Special Projects to Understand Nature (SUN) Club programme is a series of nature appreciation field trips to parks and nature reserves for children with special needs. Since its inception in 2005,it had hosted over 100 trips for 3,200 children to six parks.

Wildlife protection SPH supports wildlife conservation efforts and the environment. In addition to the adoption of the Proboscis Monkeys at the SPH Conservation Centre and Inuka the Polar Bear at the Singapore Zoo, it also initiated the SPH Foundation Conservation Ambassadors and Wildlife Buddies Programme to encourage environmental awareness in the young.

corporate social responsibility -singapore press holdings foundation

SMU was the winner of the the inaugural SPH Foundation Singapore Universities Business QuizThe SPH Foundation Conservation Ambassadors and Wildlife Buddies Programme



aWards and accolades

COrPOrATE AWArDS

1. sias investors’ choice awards 2008 - Most Transparent Company Award - Best Financial Journalist of The Year Award (Ng Hwee Min, Lianhe Zaobao) - Most Promising Journalist of the Year (Chew Xiang, The Business Times) - Special Award (Kalpana Rashiwala, The Business Times)

2. 24th community chest awards - Corporate Gold Award

3. patron of the arts award - SPH received Distinguished Patron of the Arts and SPH Foundation was awarded Patron of the Arts

4. sso benefactor award - SPH is the sole recipient of the award in 2009

5. patron of heritage award

6. singapore hr awards 2009 - HR Advocate Award for Corporate Social Responsibility - Leading HR Practices in Talent Management, Retention & Succession Planning Award - Leading HR Practices in Corporate Social Responsibility Award - Special Mention in Compensation & Rewards Management

7. brand finance forum 2009 – top 100 Most valuable brand (20th position)

8. cpf board 2009 supplier awards

9. singapore health award (gold)

10. Wall street journal asia 200 survey 2009 – (4th most admired company in singapore)

EDITOrIAl ACHIEVEMEnTS

1. 23rd aseanta awards for excellence in tourism - Best Asean Travel Article – Silverkris

2. asia travel & tourism creative awards 2008 - Editorial Spread on a Travel-Related Subject - Bronze (SilverKris)

3. Mpas (Magazine publishers association of singapore) singapore publishing awards: - Her World (MPAS Magazine of the Year 2009) - ICON (MPAS Chinese Magazine of the Year 2009)

4. sopa awards for editorial excellence - Excellence in Reporting Breaking News – Winner (The New Paper) - Excellence in Information Graphics – Honourable Mention (The New Paper) - Excellence in Reporting Breaking News – Honourable Mention (The Straits Times) - Excellence in Business Reporting – Honourable Mention (The Straits Times) - Excellence in Magazine Design - Honourable Mention (Female)

5. hitwise rankings for 2008 - Food and Beverage - Lifestyle and Reference (www.soshiok.com) - Lifestyle - Blogs and Personal Websites (singaporeseen.stomp.com.sg) - News and Media – Print (www.zaobao.com) - Shopping and Classifieds – Classified (www.st701.com) - Computers and Internet – Hardware (www.hardwarezone.com) - Social Networking & Forums (www.hardwarezone.com) - News and Media – IT Media (www.hardwarezone.com)

6. apex awards 2009 - Grand Award for Design & Illustration (SilverKris) - Award of Excellence for Custom-Published Magazine (Pinnacle) - Award of Excellence for Most Improved Magazine (Millenia)

SIAS Investors’ Choice Awards 2008 SOPA Awards for Editorial Excellence


PrOPErTIES ACCOlADES

1. singapore retailer association (sra) shopping centre scorecard 2008 - Outstanding Efforts in Advertising & Promotions (Paragon) - Outstanding Efforts in Mall Maintenance (Paragon)

OTHEr AWArDS

1. global telecoms business innovation awards - Best Consumer Service Innovation (Rednano Locate)

2. adasia’s asia interactive awards - Innovative Online Achievement (rednano.sg)

3. fast forward 09 conference - digital Market award (rednano.sg)

4. superbrands – top 10 singapore brands (The Straits Times)

EDITOrIAl ACHIEVEMEnTS (Continued)

7. Magnum opus awards 2009 - Best Feature/Design – Gold (SilverKris) - Best Overall Design – Honourable Mention (SilverKris) - Best Feature/Design – Silver (Pinnacle) - Most Improved Editorial – Gold (Millenia) - Most Improved Design – Silver (Millenia) - Best Use of Photography - Honourable Mention (LATITUDE ONEo15)

8. tabbie awards 2009 - Front Cover, Digital Imagery - Honourable Mention (BiZQ)

9. panpa (pacific area newspaper publishers’ association) advertising awards - Best Ad Promoting Print (The Business Times) - Best Tactical Use of Newspapers (Launch of my paper) - Best Print Campaign (Berita Harian, for client Andalus) - Best Print Campaign (The New Paper, for client Carlsberg Euro 2008)

10. newspaper design competition for beijing olympics - Editorial Planning – Gold (Lianhe Zaobao) - Best Design (Overseas Newspaper category) – Silver (Lianhe Zaobao)

11. india boating awards - Best Yachting Magazine (Asia-Pacific Boating)

12. newspaper of the year 2009 (by Marketing Magazine) - The Straits Times (Gold – 20, Silver – 8, Bronze – 2) - The Business Times (Gold – 6, Silver – 13, Bronze – 7) - The New Paper (Gold – 2, Silver – 1) - my paper (Bronze – 4) - Lianhe Zaobao (Silver – 1, Bronze – 1)

13. Magazine of the year 2009 (by Marketing Magazine) - The Peak (Gold – 2, Silver – 5, Bronze – 3) - Her World (Gold – 2, Silver – 2, Bronze – 3) - HWM (Gold – 2, Silver – 1, Bronze – 1)

PANPA Awards for SPH Ads The Straits Times is one of the Top 10 Singapore Brands


corporate governance

SPH is committed to achieving high standards of corporate governance, to promote corporate transparency and protect and enhance shareholder value. SPH is pleased to confirm that it has adhered to the principles and guidelines of the Code of Corporate Governance 2005.

The Annual Report should be read in totality for SPH’s full compliance.

board Matters board’s conduct of its affairs Principle 1: Effective Board to lead and control the company The Board provides leadership to the Group by setting the corporate policies and strategic aims. Matters requiring the Board’s decision and approval include:

1. Major funding proposals, investments, acquisitions and divestments including the Group’s commitment in terms of capital and other resources;

2. The annual budgets and financial plans of the Group;

3. Annual and quarterly financial reports;

4. Internal controls and risk management strategies and execution; and

5. Appointment of directors and key management staff, including review of performance and remuneration packages.

The Group has in place financial authorisation limits for matters such as operating and capital expenditure, credit lines and acquisition and disposal of assets and investments, which require the approval of the Board. To ensure that specific issues are subject to in-depth review and discussion, before the Board makes its decisions, certain functions have been delegated by the Board to various Board Committees, which would make recommendations to the Board. The Board Committees constituted by the Board are the Executive Committee, Audit Committee, Remuneration Committee and the Nominating Committee. The EC and each of these Board Committees has its own terms of reference. The EC’s principal responsibilities are :-

1. To review, with management, and recommend to the Board the overall corporate strategy, objectives and policies of the Group, and monitor their implementation;

2. To consider and recommend to the Board, the Group’s five year plan and annual operating and capital budgets;

3. To review and recommend to the Board proposed investments and acquisitions of the Group which are considered strategic for the long-term prospects of the Group;

4. To oversee the enterprise risk management function, by ensuring the proper implementation of a formal risk management framework for the Group;

5. To approve the Company’s asset allocation strategy, appointment and termination of external fund managers and investment/divestment of securities and review investment guidelines, treasury management and investment performance;

6. To act on behalf of the Board in urgent situations, when it is not feasible to convene a meeting of the entire Board; and

7. To carry out such other functions as may be delegated to it by the Board.

Details of other Board Committees are as set out below:

1. Audit Committee (principle 11);2. Remuneration Committee (principle 7); and3. Nominating Committee (principle 4).


Board attendance

The Board meets on a quarterly basis and as warranted by particular circumstances. Seven Board meetings were held in the financial year ended 31 August 2009. Board meetings may be conducted via tele-conference. The attendance of the Directors at meetings of the Board and Board Committees, and the frequency of such meetings, is disclosed on page 55. A Director who fails to attend three Board meetings consecutively, without good reason, will not be nominated by the Nominating Committee for re-appointment and will be deemed to have resigned.

Training for Directors

A comprehensive orientation programme is organised for new Directors to familiarise them with the Group’s operations, organisation structure and corporate policies. They are also briefed on the Company’s corporate governance practices and the regulatory regime. Directors are updated from time to time on changes in relevant laws and regulations; industry developments and business initiatives; and analyst and media commentaries on matters related to the Company and the media industry.

Directors are informed of and encouraged to attend relevant courses conducted by the Singapore Institute of Directors, Singapore Exchange Limited and relevant business and financial consultants.

Directors may, at any time, request further explanations, briefings or informal discussions on any aspect of the Group’s operations or business issues from the management.

New directors are also informed about matters such as the Code of Dealing in the Company’s shares as Directors are privy to price sensitive information.

board composition and balance Principle 2: Strong and independent Board

Currently, the Board comprises 10 Directors, all of whom, except for the CEO, are non-executive and independent directors. Each director has been appointed on the strength of his calibre and experience. Please refer to the Board of Directors section for their individual profiles.

The Board and management recognise the advantage of open and constructive debate. To facilitate this, Board members are supplied with relevant, complete and accurate information on a timely basis. Non-executive directors may challenge management’s assumptions and also extend guidance to the management, in the best interest of the Group.

chairman and chief executive officerPrinciple 3: Clear division of responsibilities between Chairman and Chief Executive Officer to ensure a balance of power and authority

The Company has a separate Chairman and CEO. The Chairman is a non-executive and independent director and also chairs the EC. He sets the agenda for Board meetings and ensures that relevant, accurate and complete information is made available to the Board. The Chairman has appointed some non-executive directors as directors in the Company’s subsidiaries so as to encourage more interaction between Directors and management and to facilitate effective contribution of non-executive directors.

The CEO bears executive responsibility for the Group’s business and implements the Board’s decisions. The Chairman and the CEO are not related.



board membershipPrinciple 4 : Formal and transparent process for appointment of new directors

The Nominating Committee (NC) comprises four independent directors. It regularly reviews the balance and mix of expertise, skills and attributes of the Directors in order to meet the business and governance needs of the Group, shortlists candidates with the appropriate profile for nomination or re-nomination and recommends them to the Board for approval. It constantly looks out for suitable candidates to ensure continuity of Board talent. Some of the criteria used are integrity, independent mindedness, diversity of competencies, ability to commit time and effort to the Board, track record of good decision-making, experience in high-performing companies and financial literacy.

The appointment of Directors is also in accordance with Section 10 of the Newspaper and Printing Presses Act(Cap 206).

The NC has also ascertained that for the period under review, all non-executive Directors are independent and that Directors have devoted sufficient time and attention to the Group’s affairs.

Directors’ performance and independence are reviewed by the NC on an annual basis. Article 111 of the Articles requires one third of the Directors, or the number nearest to but not less than one third, to retire by rotation at every annual general meeting (AGM). These Directors may offer themselves for re-election, if eligible. Directors of or over 70 years of age are required to be re-elected every year at the AGM under Section 153(6) of the Companies Act before they can continue to act as a Director.

board performancePrinciple 5: Formal assessment of the effectiveness of the Board and contribution of each director

The Nominating Committee evaluated the Board’s performance as a whole and that of individual Directors based on performance criteria set by the Board.

The criteria for assessing the Board’s collective performance include Board composition and size, the Board’s access to information, Board processes, Board accountability, standard of conduct and performance of its principal functions and fiduciary duties, and guidance to and communication with the management.

Informal assessment of individual Director’s performance is undertaken by the Nominating Committee, based on the Director’s level of contribution to Board meetings and other deliberations. The Nominating Committee is of the view that the financial indicators set out in the Code as guidance on the evaluation of Directors are not appropriate as they are more a measure of the management’s performance.

access to informationPrinciple 6: Provision of complete, adequate and timely information prior to board meetings and on an on-going basis

The Board is provided with quarterly financial accounts, other financial statements and progress reports of the Group’s business operations. The quarterly financial results and annual budget (including the forecast) is presented to the Board for approval. The monthly financial statements are made available to members of the EC.

As a general rule, board papers are sent to Directors at least one week in advance in order for Directors to be adequately prepared for the meeting. Senior management attends Board meetings to answer any queries from the Directors. The Directors also have unrestricted access to the Company’s senior management at all times.

The Company Secretary attends all Board meetings and ensures that board procedures are followed. The Company Secretary also organises orientation for new directors, as well as update Directors on changes in laws and regulations. It is the Company Secretary’s responsibility to ensure that the Company complies with the requirements of the Companies Act and the Listing Manual.

The Articles provide that the appointment and removal of the Company Secretary is subject to the approval of the Board.

Should Directors, whether as a group or individually, need independent professional advice relating to the Company’s affairs, the Company Secretary will appoint a professional advisor to render the advice and keep the Audit Committee informed of such advice. The cost of such professional advice will be borne by the Company.


remuneration MattersPrinciple 7: Formal and transparent procedure for fixing remuneration packages of directors

The Remuneration Committee (RC) comprises four non-executive and independent directors.

The RC sets the remuneration guidelines of the Group for each annual period, including the structuring of long-term incentive plans, annual salary increases and variable and other bonuses for distribution to employees. It administers the SPH Performance Share Plan and the Employee Share Option Plan. The RC also reviews the remuneration of Directors including that of the CEO, and of senior management, annually, and submits its recommendations to the Board for endorsement.

level and mix of remuneration Principle 8: Appropriate remuneration to attract, retain and motivate directors The level and mix of remuneration for Directors is set out under Principle 9.

disclosure on remuneration Principle 9: Clear disclosure on remuneration policy, level and mix Directors’ Remuneration

For the period under review, the CEO’s remuneration package includes a variable bonus element and performance share grant, which are based on the Company’s and individual performance and have been designed to align his interests with those of Shareholders. As an executive director, the CEO does not receive Directors’ fees.

Non-executive directors, including the Chairman, are paid Directors’ fees, subject to approval of shareholders at the AGM. Directors’ fees comprise a basic retainer fee and fees payable in respect of service on Board Committees, as well as for participation in special projects, adhoc committees and subsidiary boards. A breakdown, showing the level and mix of each individual Director’s remuneration payable for the financial year ended 31 August 2009 is as follows:-

name of Director1

Directors’ Fees2

(%)

Base/Fixed Salary

(%)

Variable or Bonuses

(%)

Benefitsin Kind

(%)Total

(%)

Executive Director

$1,250,000 to $1,499,999

Chan Heng Loon Alan3 - 50.92 47.06 2.02 100

Independent Directors

Below $250,000

Tony Tan Keng Yam (Chairman) 82.19 - - 17.81 100

Cham Tao Soon 100 - - - 100

Willie Cheng Jue Hiang 100 - - - 100

Ng Ser Miang 100 - - - 100

Ngiam Tong Dow 100 - - - 100

Philip N Pillai4 100 - - - 100

Sum Soon Lim 100 - - - 100

Yeo Ning Hong 100 - - - 100

Yong Pung How 100 - - - 100

1 Mr Lucien Wong Yuen Kuai was not a Director as at 31 August 2009.2 Where relevant, includes fees for directorship in subsidiary/subsidiaries.3 Excludes performance shares granted during the financial year. For details, please refer to the Directors’ Report.4 Dr Philip N Pillai stepped down as a Director with effect from 30 September 2009.



remuneration bands no. of executives

$750,000 to $999,999 1

$500,000 to $749,999 3

$250,000 to $499,999 1

Total 5

The Company adopts a remuneration policy for staff comprising a fixed component, a variable component, and benefits in kind. The fixed component is in the form of a base salary. The variable component is in the form of a variable bonus that is linked to the Company’s and individual performance. The benefits in kind include club and car benefits. The RC approves the bonus for distribution to staff based on individual performance.

The above remuneration bands exclude performance shares granted to staff under the Performance Share Plan. Details of the Performance Share Plan are set out in the financial report section.

The Company does not employ any immediate family member of any Director or the CEO.

accountability Principle 10: Board to present balanced and understandable assessment of the company’s performance SPH is committed to discharging its obligation to provide prompt and thorough disclosures. Management provides the EC with the monthly management accounts within seven business days of month end. Quarterly and annual results are released via SGXNET within 45 days of the end of the quarter. The CEO and the EVP for Finance provide assurance to the Board on the integrity of these financial statements through a written representation.

audit committee Principle 11: Establishment of an Audit Committee with written terms of reference

Audit Committee (AC)

The AC currently comprises four members, all of whom are independent non-executive directors.

The NC is of the view that the members of the AC have sufficient financial management expertise and experience to discharge the AC’s functions in view of their experience as directors and/or senior management in accounting and financial fields.

The AC performs the functions as set out in the Code. The AC has conducted an annual review of the performance of the external auditor and the volume of non-audit services to satisfy itself that the nature and extent of such services will not prejudice the independence and objectivity of the external auditors, before confirming their re-nomination.

The AC meets with the external and internal auditors, without the presence of management, at least once a year. The audit partner of the external auditors is rotated every five years, in accordance with the requirements of the Listing Manual.

Quarterly financial statements and the accompanying announcements are presented to the AC for approval, before endorsement by the Board, to ensure the integrity of information to be released.

Remuneration of Executives

The top five executives of the Company (excluding the CEO in above table) in each remuneration band for this financial year are:-


Code of Business Ethics and Employee Conduct Policy

The Group has an existing Code of Business Ethics and Employee Conduct Policy, which is posted on the Company’s website, to regulate the ethical conduct of its employees. The Group also has a Business Ethics and Fraud Reporting Policy & Procedure to allow staff to raise concerns or observations in confidence to the Head of Internal Audit (Receiving Officer) or the CEO about possible irregularities for investigation. Such concerns include dishonesty, fraudulent acts, corruption, legal breaches and other serious improper conduct; unsafe work practices and any other conduct that may cause financial or non-financial loss to the Group or damage to the Group’s reputation. The Code encourages staff to identify themselves whenever possible to facilitate investigations, but will also consider anonymous complaints, in certain circumstances. The Code makes available to staff the contact details of the Receiving Officer, who may also forward the concern to the respective Heads of Division, CEO and/or Audit Committee Chairman.

internal controlsPrinciple 12: Sound system of internal controls

The Internal Audit Division (IAD) has an annual audit plan, which complements that of the external auditors. IAD’s plan focuses on material internal control systems including financial, operational, IT and compliance controls, and risk management. IAD also provides advice on security and control in new systems development, recommends improvements to effectiveness and economy of operations, and contributes to risk management and corporate governance processes. Any material non-compliance or lapses in internal controls together with corrective measures are reported to the AC.

Based on the audit reports and management controls in place, the AC is satisfied that the internal control systems provide reasonable assurance that assets are safeguarded, that proper accounting records are maintained and financial statements are reliable.

In the course of their statutory audit, the Company’s external auditors will highlight any material internal control weaknesses which have come to their attention in carrying out their normal audit, which is designed primarily to enable them to express their opinion on the financial statements. Such material internal control weaknesses noted during their audit, and recommendations, if any, by the external auditors are reported to the AC.

Risk Management

SPH’s Enterprise Risk Management (ERM) framework incorporates a continuous and iterative process for enhancing risk awareness and promoting a culture of risk management across the organisation. The EC is updated twice a year on emerging risks, as well as how current risks are being managed. The EC will report to and make recommendations to the Board where significant risk matters arise.

The ERM focus is on building an environment and culture where SPH mitigates its risk exposure yet maximises opportunities to enhance shareholder value by taking calculated risks through sound ERM practices.

SPH systematically manages and regularly reviews its risk profile at strategic, operational and project level so that business decisions are consciously weighed against the risks.

In line with the company’s ERM objectives, the following ERM principles apply:

- Risks cannot be totally eliminated, but can be managed

- ERM is aligned with and driven by business values, goals and objectives

- Managers at each level must assume ownership of risk management

- Risk management processes are integrated with other processes including budgeting, mid/long-term planning and business development.



The Company gives to each employee an Employee Workplace, Safety and Health handbook which sets out risk control measures and promotes workplace safety, to create awareness of workplace risks.

The Board is of the opinion that the internal controls, including financial, operational and compliance controls and risk management systems, are adequate.

internal auditPrinciple 13: Establishment of an internal audit function that is independent of the functions it audits

IAD is staffed with seven audit executives, including the Head of Internal Audit, who is a Fellow Certified Public Accountant of the Institute of Certified Public Accountants of Singapore (ICPAS) and of CPA Australia and a Fellow of the Association of Chartered Certified Accountants. She is also a Certified Fraud Examiner. All staff have to adhere to a set of code of ethics adopted from The Institute of Internal Auditors, US (IIA). The Head of Internal Audit reports directly to the chairman of the AC on audit matters, and to the CEO on administrative matters. IAD has adopted the Standards for Professional Practice of Internal Auditing set by IIA and ensures staff competency through the recruitment of suitably qualified and experienced staff, provision of formal and on-the-job training, and appropriate resource allocation in engagement planning.

The AC reviews IAD’s reports on a quarterly basis. The AC also reviews and approves the annual IA plans and manpower to ensure that IAD has the necessary resources to adequately perform its functions.

communication with shareholdersPrinciple 14: Regular, effective and fair communication with shareholders

The Company holds analysts’ briefings of its half-year and full-year results and a media briefing of its full year results. The quarterly financial results are published through the SGXNET, news releases and the Company’s corporate website. A webcast of the half-year and full-year results briefing is also available on the website. The date of release of the results is announced through SGXNET about two weeks in advance.

The Company does not practice selective disclosure. Price-sensitive information is first publicly released through SGXNET, either before the Company meets with any investors or analysts or simultaneously with such meetings. All shareholders of the Company receive the summary financial report, and, on request, the full annual report, and notice of AGM, which is held within four months after the close of the financial year. The notice is also advertised in the newspapers. The summary financial report and the annual report are also available on the Company’s corporate website, www.sph.com.sg.

Principle 15: Greater shareholder participation at AGMs

The Articles allow a shareholder to appoint one or two proxies to attend and vote instead of the shareholder. The Articles currently do not allow a shareholder to vote in absentia.

Resolutions are, as far as possible, structured separately and may be voted on independently. All polls are conducted in the presence of independent scrutineers.

The Company is in full support of shareholder participation at AGMs. For those who hold their shares through CPF nominees and who are not registered as shareholders of the Company, the Company welcomes them to attend the AGM as observers.


All Directors, including the Chairmen of the EC, AC, NC and RC, and senior management, are in attendance at the AGMs and Extraordinary General Meetings to allow shareholders the opportunity to air their views and ask Directors or management questions regarding the Company. The external auditors are also invited to attend the AGMs to assist the Directors in answering any queries relating to the conduct of the audit and the preparation and content of the auditors’ report.

Directors’ Attendance at Board and Board Committee Meetings (for the Financial Year ended 31 August 2009)

name of Director1 Board2Executive

CommitteeAudit

Committeeremuneration

CommitteenominatingCommittee

Tony Tan Keng Yam(Chairman) 7 out of 7 10 out of 10 - 3 out of 3 2 out of 2

Cham Tao Soon (Deputy Chairman) 7 out of 7 9 out of 10 - 3 out of 3 2 out of 2

Chan Heng Loon Alan(CEO) 7 out of 7 10 out of 10 - - -

Willie Cheng Jue Hiang 7 out of 7 - 4 out of 4 3 out of 3 -

Ngiam Tong Dow 7 out of 7 - 4 out of 4 3 out of 3 -

Philip N Pillai3 6 out of 7 - 2 out of 34 - 1 out of 15

Sum Soon Lim 7 out of 7 10 out of 10 - - -

Yeo Ning Hong 6 out of 7 10 out of 10 4 out of 4 - -

Yong Pung How 6 out of 7 - 0 out of 14 - 1 out of 15

Ng Ser Miang 5 out of 7 - - - 2 out of 2

Notes : 1 Mr Lucien Wong Yuen Kuai was not a Director as at 31 August 2009.2 Includes Special Board Meetings called on an adhoc basis on short notice.3 Dr Philip N Pillai stepped down as a Director with effect from 30 September 2009.4 Audit Committee: Dr Philip N Pillai was appointed a member on 4.12.2008. Mr Yong Pung How resigned as a member on 4.12.2008.5 Nominating Committee: Dr Philip N Pillai resigned as a member on 4.12.2008. Mr Yong Pung How was appointed a member on 4.12.2008.


sph neWspapers readership trends

sph newspapers net readership trends (’000)

1993 1994 1995 1996 20091997 1998 1999 2000 2001 2002 2003 2004 2005* 2006 2007 2008

3000

2500

2000

sph newspapers net readership trends (’000)

1993 1994 1995 1996 20091997 1998 1999 2000 2001 2002 2003 2004 2005* 2006 2007 2008

2000

1500

1000

500

0

English-language newspapers*Chinese-language newspapers (include my paper)

* Streats ceased publication from January 2005. Remarks: Fieldwork period: July-June: year indicated refers to the year when fieldwork was completed.

Source: Nielson Media Research, Media index.

Malay-language & Tamil-language newspapers

Publications:

1992

1992

SPH newspapers maintained its popularity over the years and its readership continues to grow despite the challenges presented by the economic environment as well as competition from new media. The growth in newspaper readership demonstrates our quality journalism and the compelling content which engages our readers.


daily average neWspapers circulationfor august 2009

374,500the straits times

371,900the sunday times

38,300the business times

174,500lianhe Zaobao

101,900lianhe Wanbao

104,900the new paper/the new paper sunday

136,500shin Min daily news

38,300thumbs up

60,900berita harian/berita Minggu

14,100tamil Murasu

74,000zbcoMMa


financial revieW

Group Simplified Financial Position

2009 2008 2007*# 2006* 2005*

S$’000 S$’000 S$’000 S$’000 S$’000

AssetsProperty, plant and equipment 462,534 490,297 488,912 491,152 519,380

Investment properties 1,174,465 1,140,180 1,100,620 1,095,572 1,030,584

Investments 756,531 979,092 1,215,444 1,144,391 802,670

Cash and cash equivalents 299,253 211,024 122,160 81,387 70,192

Trade receivables 434,008 223,991 150,990 100,342 92,660

Inventories 29,370 36,281 19,341 34,579 30,870

Other assets 79,197 69,840 40,890 46,069 43,310

Total 3,235,358 3,150,705 3,138,357 2,993,492 2,589,666

Shareholders’ interestsCapital and reserves 2,055,176 2,088,899 2,123,124 1,996,934 1,580,078

Minority interests 9,486 12,378 3,260 2,342 2,271

liabilitiesBorrowings

Current 870 800 1,000 667 -

Non-current 723,393 573,616 573,745 610,778 650,000

Trade payables 102,828 103,001 78,920 82,756 74,443

Taxation

Current 71,584 92,173 99,638 104,932 88,298

Deferred 80,232 75,461 74,465 75,450 69,508

Other liabilities 191,789 204,377 184,205 119,633 125,068

Total 3,235,358 3,150,705 3,138,357 2,993,492 2,589,666

Group Quarterly results

2009 2008

1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Full Year 1st Qtr 2nd Qtr 3rd Qtr 4th Qtr Full Year S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000Operating revenue 340,212 287,199 327,063 346,893 1,301,367 312,057 298,095 344,365 346,494 1,301,011Operating profit 127,825 93,845 131,301 143,988 496,959 126,502 111,782 135,103 128,301 501,688Profit before taxation 92,416 89,573 147,280 152,937 482,206 135,423 119,557 159,519 107,509 522,008Profit attributable to shareholders 73,007 87,048 126,725 135,101 421,881 111,930 99,595 133,399 92,520 437,444Earnings per share (S$) 0.05 0.05 0.08 0.08 0.26 0.07 0.06 0.08 0.06 0.27

* Restated to take into account the retrospective adjustments relating to FRS 40 – Investment Property.# Certain figures have been reclassified to conform with changes in the presentation of the financial statements.


^ Restated to take into account the retrospective adjustments on adoption of FRS 102 – Share-based Payment in FY 2006.* Restated to take into account the retrospective adjustments relating to FRS 40 – Investment Property.

segmental operating revenue and segmental profit Margin

1,200

1,000

800

600

400

200

0

70

60

50

40

30

20

10

02005^* 2006* 2007* 2008 2009

Ope

ratin

g Re

venu

e (S

$’m

)

Profi

t bef

ore

Tax

Mar

gin

(%)

Newspaper & Magazine PropertyNewspaper & MagazineOthersProperty

return on operating revenue (%)

earnings per share (s$) return on assets (%)

after-tax profit (s$’m)

2008

2007*

2006*

2005^* 480.8

420.0

498.7

435.9 2008

2007*

2006*

2005^* 47.7

41.1

43.0

33.6

2008

2007*

2006*

2005^* 0.30

0.26

0.31

0.27

18.6

14.0

15.9

13.92008

2007*

2006*

2005^*

2009 418.4 2009 32.4

2009 0.26 13.02009

Operating Revenue (S$’m) Profit before Tax Margin (%)

financial revieW

revenue composition

Materials, Consumables & Broadcasting Costs

cost composition

fy 2009

5%

19%

9%

16%

51%

4%6%

9%

18% 63%fy 2008

4%10%

9%

16%61%

fy 2009

3%

8%

23%

23%

35%

8%

3%

8%

23%23%

40%

3%

fy 2008

2%

7%

22%23%

41%

5%


financial revieW

Advertisements Circulation Rental & Services OthersProperty Development

Staff Costs Property Development Costs

Finance Costs Depreciation Other Operating Expenses


value added stateMentfor year ended august 31, 2009

2009 2008 S$’000 S$’000

Sale of goods and services 1,301,367 1,301,011

Purchase of materials and services (395,260) (357,872)

Value added from operations 906,107 943,139

non-production income and expenses:

Net foreign exchange loss from operations (2,517) (761)

Net (loss)/profit on disposal of property, plant and equipment (321) 493

Impairment of trade debts (2,084) (1,542)

Bad trade debts recovered 318 214

Net (loss)/income from investments (6,186) 47,748

Share of net loss of associates and jointly-controlled entities (8,567) (716)

Impairment charge on investments in associates - (26,712)

Total value added 886,750 961,863

Distribution:

Employees’ wages, provident fund contributions and other benefits 298,027 343,062

Corporate and other taxes 75,213 97,803

Interest paid 21,546 19,135

Donation and sponsorship 2,455 2,173

Directors’ fees 1,024 1,081

Net dividends to shareholders 416,722 432,721

Total distributed 814,987 895,975

retained in the business:

Depreciation and amortisation 70,120 62,684

Minority interests (3,516) (1,519)

Retained earnings 5,159 4,723

886,750 961,863

Productivity ratios: S$ S$

Value added per employee 227,494 243,579

Value added per $ employment costs 3.04 2.75

Value added per $ investment in property, plant and equipment (before depreciation) 0.92 0.95

Value added per $ operating revenue 0.70 0.72

investor relations

investor relations calendar

1st Quarter 2009 (Sept – nov 08)

• 2008 Full Year Financial Results Announcement and Media Conference & Analysts’ Briefing with audio webcast• Full Year Results Investor Meeting# Morgan Stanley Asia Pacific Summit 2008 (Singapore)• Daiwa Non-Deal Roadshow (Tokyo)• Release of Annual Report 2008

2nd Quarter 2009 (Dec 08 – Feb 09)

• Payment of 2008 final dividends• Annual General Meeting• Announcement of 1Q FY 2009 results• Post 1Q Results Investor Meeting# BNP Paribas ASEAN Corporate Day (Singapore)

# Investor conferences attended

3rd Quarter 2009 (Mar – May 09)

# Credit Suisse – Asian Investment Conference (Hong Kong)• Announcement of 2Q/HY FY 2009 results and analysts’ briefing with audio webcast• Post 2Q Results Investor Meeting# CLSA Corporate Access Forum (Singapore)

4th Quarter 2009 (Jun – Aug 09)

# SIAS Corporate Profile Seminar (Singapore)• Announcement of 3Q FY 2009 results• Post 3Q Results Investor Meeting• Shareinvestor’s Invest Fair 2009

financial calendar

2009 12 Oct Announcement of FY 2009 Results

14 Dec Books Closure for Dividend Entitlement

23 Dec Proposed Payment of FY 2009 Final Dividends

2010* 13 Jan Announcement of 1Q FY 2010 Results

13 Apr Announcement of 2Q FY 2010 Results

12 Jul Announcement of 3Q FY 2010 Results

12 Oct Announcement of FY 2010 Results

* The dates are indicative and subject to change. Please refer to SPH website, www.sph.com.sg, for the latest updates.

sph: engaging Minds, enriching livesSPH is committed to engaging both readers and advertisers by developing and acquiring innovative and superior products that enrich the lives of our audiences across multiple languages and platforms. Despite the challenging media landscape, we remain committed to improving our product offerings and pursuing new revenue streams to enhance shareholders’ value.

During the year, we successfully executed several greenfield and acquisition projects, affirming our commitment to innovate beyond print and strengthen our suite of media products. Some examples of our continued expansion with online initiatives include the launch of 701Panduan in Malaysia and AyosDito in the Philippines. Other activities include the acquisition of Shareinvestor and our entry into the book publishing business.

We continue to forge ahead to build on our core competencies in journalism, marketing and distribution while pursuing new opportunities to grow and maintain our dominance as Southeast Asia’s leading media organisation. proactive engagement with the investment communityThe SPH Investor Relations team proactively engages the investment community to deliver timely information on the Group’s financial performance as well as strategic and growth initiatives. Senior management frequently communicates with shareholders, analysts and investors via multiple channels including one-on-one meetings, conference calls, quarterly post-results luncheons, investment conferences and overseas roadshows.

SPH shares are widely held by both global and local institutional funds and private investors. We continue to attend major investor conferences to keep investors informed of the latest news and developments of the Group. During the year, senior

management undertook a roadshow in Tokyo for the second time to strengthen shareholder relations and gain valuable feedback for the Group. We also engage with retail investors through email and telephone calls, as well as public forums such as those organised by the Securities Investors Association of Singapore (“SIAS”) and Shareinvestor.

This year, we launched a revamped Investor Relations website with additional features and information. This is part of our continuing effort to improve and provide effective communication with the investment community. With a brand new look, the comprehensive website provides easy access to the Company’s financial and business information. Investors can access senior management’s presentation of the Group’s half and full year results through audio webcasts and slide presentations, which are available online.

enhancing shareholders’ valueSPH strives to enhance the long-term value for shareholders. We will continue to assess opportunities of returning excess cash generated from operations that is surplus to the Company’s requirement. The level of capital return, in the form of share buy back, dividend and capital distribution, will be determined to allow the Company to balance its operational requirement needs with the flexibility to pursue strategic business opportunities. Based on our track record, a high percentage of our recurring earnings have been returned to shareholders in the past five years. Profits accruing from property operations – Sky@eleven and Paragon – are recognised as part of our recurring earnings.

Shareholders are encouraged to access our corporate website at www.sph.com.sg for the latest corporate information updates on the Group. Queries can be posted via our investor relations email address, [email protected].


investor reference

operating Margin+ (%)operating Margin excluding sky@eleven+ (%)

net dividend per share (cents) net dividend (s$’m)

return on shareholders’ funds (%)

30.4

21.023.5

20.9

38.6

43327.0

22.8

24.0

26.0

34.2 34.5

36.8

363383

416

2005o

2005*#

2006

2006#

2007

2007#

2008

2008

2009^

2009

2005 2006 2007 2008 2009^

2005*# 2006# 2007# 2008 2009

* Restated to take into account the retrospective adjustments on adoption of FRS 102 - Share-based Payment in FY 2006.# Restated to take into account the retrospective adjustments relating to FRS 40 - Investment Property.+ Computed based on recurring earnings.o Reflected on a net basis for comparison purposes.^ Included one-tier tax exempt final dividend of 18 cents per share, comprising a normal dividend of 9 cents per share and a special dividend of 9 cents per share. The proposed dividends are subject to approval by shareholders at the Annual General Meeting on December 4, 2009.

34.8 34.6

Operating Margin excluding Sky@eleven (%)Operating Margin (%)

20.5

38.2

30.5

25.0 401


2009 2008 2007# 2006# 2005*#

S$ S$ S$ S$ S$

Highest closing price 4.18 4.74 4.72 4.90 4.86

Lowest closing price 2.32 3.98 4.00 3.88 4.22

August 31 closing price 3.66 4.12 4.34 3.98 4.52

Price/Earnings Ratio based on August 31 closing price 14.08 15.26 14.00 15.31 15.07

* Restated to take into account the retrospective adjustments on adoption of FRS 102 - Share-based Payment in FY 2006.# Restated to take into account the retrospective adjustments relating to FRS 40 - Investment Property.

Source: Bloomberg.

recurring earnings@ and dividend payout rate##

600

500

400

300

200

100

0

120

100

80

60

40

20

02005*# 2006# 2007# 2008 2009

@ Recurring earnings represent earnings of the media and property businesses on a recurring basis, including profits from the Group’s Sky@eleven development.## Computed based on recurring earnings.* Restated to take into account the retrospective adjustments on adoption of FRS 102 - Share-based Payment in FY 2006.# Restated to take into account the retrospective adjustments relating to FRS 40 - Investment Property.

Recurring Earnings (S$M)Dividend Payout Ratio (%)

S$’m %

200

150

100

50

0

5

4

3

2

12005 2006 2007 2008 2009

VolumeShare Price

share price and volume

MonthlyTurnover

MillionShares

SharePrice

investor reference


annualreport2009 65

66 Directors’ Report

70 Statement by Directors

71 Independent Auditors’ Report

72 Balance Sheets

73 Consolidated Income Statement

74 Consolidated Statement of Changes in Total Equity

76 Consolidated Cash Flow Statement

79 Notes to the Financial Statements

contents

144 Operating Companies of the Group

147 Overseas Bureaus

150 Properties of the Group

151 Options and Awards

152 Shareholding Statistics

154 Notice of Annual General Meeting

Proxy Form

66 SingaporePressHoldings

Directors’ report for the financial year ended August 31, 2009

The Directors present their report to the members together with the audited financial statements of the Group for the financial year ended August 31, 2009 and the balance sheet of the Company at August 31, 2009.

DIRECTORS

1. The Directors of the Company in office at the date of this report* are:

Tony Tan Keng Yam Cham Tao Soon Chan Heng Loon Alan Willie Cheng Jue Hiang Ng Ser Miang Ngiam Tong Dow Sum Soon Lim Yeo Ning Hong Yong Pung How

* Dr Philip N Pillai stepped down as a Director with effect from September 30, 2009 and Mr Lucien Wong Yuen Kuai was appointed a Director on October 15, 2009.

ARRANGEMENTS TO ENABLE DIRECTORS TO ACQUIRE BENEFITS

2. Neither during nor at the end of the current financial year was the Company a party to any arrangement whose object was to enable the Directors of the Company to acquire benefits through the acquisition of shares in or debentures of the Company or any other body corporate, except as disclosed under ‘Share Options in the Company’ and ‘Performance Shares in the Company’ in the Directors’ Report.

DIRECTORS’ INTERESTS IN SHARES

3. The Directors holding office as at August 31, 2009 who had interests in shares and options in the Company and its subsidiaries as recorded in the register of Directors’ shareholdings were as follows:

Direct Interests Deemed Interests

Sept 1, Aug 31, Sept 21, Sept 1, Aug 31, Sept 21, 2008 2009 2009 2008 2009 2009

The Company

Management Shares Tony Tan Keng Yam 4 4 4 - - - Cham Tao Soon 4 4 4 - - - Chan Heng Loon Alan 12 12 12 - - - Willie Cheng Jue Hiang 4 4 4 - - - Ng Ser Miang 4 4 4 - - - Ngiam Tong Dow 4 4 4 - - - Philip N Pillai* 4 4 4 - - - Sum Soon Lim 4 4 4 - - - Yeo Ning Hong 4 4 4 - - - Yong Pung How 4 4 4 - - -

Ordinary Shares Tony Tan Keng Yam 235,797 235,797 235,797 200,000 200,000 200,000 Cham Tao Soon 10,000 10,000 10,000 10,183 10,183 10,183 Chan Heng Loon Alan 107,000 130,000 130,000 - - - Willie Cheng Jue Hiang 108,500 208,500 208,500 12,750 12,750 12,750 Ngiam Tong Dow - - - 20,000 30,000 30,000 Philip N Pillai* 17,000 17,000 17,000 - - - Yeo Ning Hong 33,660 33,660 33,660 54,697^ 54,697^ 54,697^

Yong Pung How 600,000 600,000 600,000 4,708,300 4,500,000 4,500,000

Held jointly by Dr Yeo Ning Hong and his spouse. * Dr Philip N Pillai stepped down as a Director with effect from September 30, 2009.

annualreport2009 67


DIRECTORS’ INTERESTS IN SHARES (CONT’D)

Direct Interests Deemed Interests

Sept 1, Aug 31, Sept 21, Sept 1, Aug 31, Sept 21, 2008 2009 2009 2008 2009 2009

Options for Ordinary Shares Chan Heng Loon Alan 1,275,000 1,275,000 1,275,000 - - -

Conditional Award of Performance Shares* Chan Heng Loon Alan

16,667# shares to be Up to vested in January 2009 24,000## - ^ - ^ - - -

32,500# shares to be Up to Up to Up to vested in January 2010 46,800## 45,800 ## 45,800## - - -

150,000# shares to be Up to Up to Up to vested in January 2010 225,000## 225,000 ## 225,000## - - -

49,166# shares to be Up to Up to Up to vested in January 2011 46,800## 69,800## 69,800## - - -



180,000# shares to be Up to Up to vested in January 2012 - 270,000## 270,000## - - -

16,667# shares to be Up to Up to vested in January 2013 - 24,000## 24,000## - - -

* Represents performance shares granted in FY 2007 to FY 2009. # The number of shares represents the shares required if awarded at 100% of the grant. ## The shares awarded at the vesting date could range from 0% to 150% depending on the level of achievement against the pre-set

performance conditions. ^ During the financial year, 23,000 shares were vested and awarded to Mr Chan Heng Loon Alan.

Detailed information regarding Directors’ shareholdings can be obtained in accordance with Sections 164(8) and (9) of the Companies Act, Chapter 50.

DIRECTORS’ CONTRACTUAL BENEFITS

4. Since the end of the previous financial year, no Director has received or become entitled to receive a benefit by reason of a contract made by the Company or a related corporation with the Director or with a firm of which he is a member or with a company in which he has a substantial financial interest, except as disclosed in the Directors’ Report and financial statements.



SHARE OPTIONS IN THE COMPANY

Singapore Press Holdings Group (1999) Share Option Scheme (“1999 Scheme”)

5. (a) The 1999 Scheme was approved by shareholders at an Extraordinary General Meeting held on July 16, 1999 and is administered by the Remuneration Committee (“the Committee”). At another Extraordinary General Meeting held on December 5, 2006, the shareholders approved the adoption of the SPH Performance Share Plan and the 1999 Scheme was terminated with regard to the grant of further options. Options granted and outstanding prior to the termination will continue to be valid and be subject to the terms and conditions of the 1999 Scheme.

(b) Details of options granted previously have been disclosed in the Directors’ Reports for the respective years.

(c) The aggregate number of options granted since the commencement of the 1999 Scheme on July 16, 1999 to December 5, 2006 is 103,090,950 options to subscribe for ordinary shares.

6. The unissued ordinary shares of the Company under option at the end of the current financial year pursuant to the 1999 Scheme are set out in Note 4 to the financial statements.

PERFORMANCE SHARES IN THE COMPANY

SPH Performance Share Plan (“the Plan”)

7. (a) The Plan of the Company was approved by shareholders at an Extraordinary General Meeting held on December 5, 2006 and is administered by the Committee.

(b) Persons eligible to participate in the Plan are selected Group Employees of such rank and service period as the Committee may determine, and other participants selected by the Committee.

(c) Awards initially granted under the Plan are conditional and will be principally performance-based with performance conditions to be set over a multi-year performance period. Performance conditions include both market and non-market conditions. Performance conditions set are intended to be based on medium- to longer-term corporate objectives covering market competitiveness, quality of returns, business growth, productivity growth and total shareholder return objectives.

(d) The Plan contemplates the award of fully-paid ordinary shares, their equivalent cash value or combinations thereof, free of charge, provided that certain prescribed performance conditions are met and upon expiry of the prescribed vesting periods.

8. During the financial year, 2,320,005 performance shares were granted subject to the terms and conditions of the Plan as follows:

No. of Performance Category No. of Persons Shares Granted

Executive Director 1 230,000 1

Employee 254 2,090,005 2

255 2,320,005

1 180,000 granted with market conditions and 50,000 granted with non-market conditions. 2 670,000 granted with market conditions and 1,420,005 granted with non-market conditions.

The aggregate number of performance shares granted since the commencement of the Plan on December 5, 2006 to August 31, 2009 is 6,337,910 performance shares.

The above number of shares represents the shares required if participants are awarded at 100% of the grant. However, the shares awarded at the vesting date could range from 0% to 150%, depending on the level of achievement against the pre-set performance conditions.

annualreport2009 69

AUDIT COMMITTEE

9. The Audit Committee carried out its functions in accordance with Section 201B(5) of the Companies Act, Chapter 50, and the Listing Manual of the Singapore Exchange Securities Trading Limited.

Its functions include reviewing the audit plans and audit reports of the internal and external auditors, the auditors’ evaluation of the internal accounting controls, and the scope of the internal audit function; reviewing the balance sheet of the Company and financial statements of the Group before submitting them to the Board for approval; reviewing any interested person transaction; and reviewing the independence, objectivity and cost effectiveness of the external auditors and the nature and extent of non-audit services supplied by them; and overseeing any internal investigation into cases of fraud and irregularities.

It also recommends to the Board the appointment of external auditors, serves as a channel of communications between the Board and the auditors, and performs such other functions as may be agreed by the Audit Committee and the Board.

On behalf of the Directors

Tony Tan Keng Yam Chan Heng Loon AlanChairman Director

Singapore,October 12, 2009



stAtement by Directors

In the opinion of the Directors,

(a) the balance sheet of the Company and the consolidated financial statements of the Group for the financial year ended August 31, 2009, as set out on pages 72 to 143, are drawn up so as to give a true and fair view of:

(i) the results of the business, changes in equity and cash flows of the Group; and

(ii) the state of affairs of the Group and of the Company.

(b) at the date of this statement, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they fall due.

On behalf of the Directors

Tony Tan Keng Yam Chan Heng Loon AlanChairman Director


annualreport2009 71

inDepenDent AuDitors’ reportto the members of singapore press Holdings Limited

We have audited the accompanying financial statements of Singapore Press Holdings Limited (the “Company”) and its subsidiaries (the “Group”) set out on pages 72 to 143, which comprise the balance sheets of the Company and of the Group as at August 31, 2009, and the consolidated income statement, consolidated statement of changes in equity and consolidated cash flow statement of the Group for the financial year then ended, and a summary of significant accounting policies and other explanatory notes.

Management’s Responsibility for the Financial Statements

Management is responsible for the preparation and fair presentation of these financial statements in accordance with the provisions of the Singapore Companies Act (Cap. 50) (the “Act”) and Singapore Financial Reporting Standards. This responsibility includes:

(a) devising and maintaining a system of internal accounting control sufficient to provide a reasonable assurance that assets are safeguarded against loss from unauthorised use or disposition; and transactions are properly authorised and that they are recorded as necessary to permit the preparation of true and fair profit and loss accounts and balance sheets and to maintain accountability of assets;

(b) selecting and applying appropriate accounting policies; and

(c) making accounting estimates that are reasonable in the circumstances.

Auditors’ Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Singapore Standards on Auditing. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance as to whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion,

(a) the balance sheet of the Company and the consolidated financial statements of the Group are properly drawn up in accordance with the provisions of the Act and Singapore Financial Reporting Standards so as to give a true and fair view of the state of affairs of the Company and of the Group as at August 31, 2009, and the results, changes in equity and cash flows of the Group for the financial year ended on that date; and

(b) the accounting and other records required by the Act to be kept by the Company and by those subsidiaries incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisions of the Act.

PricewaterhouseCoopers LLPPublic Accountants and Certified Public Accountants



bALAnce sHeets as at August 31, 2009

GROUP COMPANY

Aug 31, Aug 31, Aug 31, Aug 31, 2009 2008 2009 2008 Note S$’000 S$’000 S$’000 S$’000

CAPITAL EMPLOYEDShare capital 4 490,890 490,760 490,890 490,760Treasury shares 4 (25,578) (27,660) (25,578) (27,660)Reserves 5 219,160 260,439 50,557 54,545Retained profit 1,370,704 1,365,360 519,514 703,382

Shareholders’ interests 2,055,176 2,088,899 1,035,383 1,221,027Minority interests 9,486 12,378 - -

Total equity 2,064,662 2,101,277 1,035,383 1,221,027

EMPLOYMENT OF CAPITALNon-current assets Property, plant and equipment 8 462,534 490,297 296,897 316,228 Investment properties 9 1,174,465 1,140,180 - - Investments in subsidiaries 11a - - 386,840 386,840 Investments in associates 12a 45,600 45,582 29,326 21,326 Investments in jointly-controlled entities 13a 17,441 15,652 - - Long-term investments 14 244,918 275,297 28,146 34,860 Intangible assets 15 52,628 39,707 - - Other non-current assets 16 4,949 5,725 3,653 4,496

2,002,535 2,012,440 744,862 763,750

Current assets Inventories 17 29,370 36,281 28,531 35,076 Trade receivables 18 434,008 223,991 87,256 102,009 Other receivables and prepayments 19 18,762 16,465 8,487 5,558 Short-term investments 20 448,572 642,561 169,940 84,075 Derivative financial instruments 21 2,300 1,707 131 14 Amount owing by subsidiaries 11b - - 693,244 854,837 Amount owing by associates 12b 21 6,100 - 6,000 Amount owing by jointly-controlled entities 13b 537 136 27 17 Cash and cash equivalents 22a 299,253 211,024 128,637 71,471

1,232,823 1,138,265 1,116,253 1,159,057

Total assets 3,235,358 3,150,705 1,861,115 1,922,807

Current liabilities Trade payables 102,828 103,001 43,162 59,237 Other payables and accrued liabilities 23 133,581 156,622 105,246 131,865 Derivative financial instruments 21 129 2,211 47 - Amount owing to subsidiaries 11c - - 418,637 387,513 Amount owing to an associate 12c 5 21 - - Amount owing to a jointly-controlled entity 13c 18,424 12,616 18,406 12,571 Borrowings 7 870 800 - - Current income tax liabilities 71,584 92,173 44,285 63,763

327,421 367,444 629,783 654,949

Non-current liabilities Other payables and accrued liabilities 23 22,858 21,924 - - Deferred income tax liabilities 6a 80,232 75,461 44,196 46,831 Borrowings 7 723,393 573,616 150,000 - Derivative financial instruments 21 16,792 10,983 1,753 -

843,275 681,984 195,949 46,831

Total liabilities 1,170,696 1,049,428 825,732 701,780

Net assets 2,064,662 2,101,277 1,035,383 1,221,027

The accompanying notes form an integral part of these financial statements.

annualreport2009 73

consoLiDAteD income stAtementfor the financial year ended August 31, 2009

GROUP

2009 2008 Note S$’000 S$’000

Operating revenue 25 Newspaper and Magazine 892,404 1,014,335 Property 365,600 255,294 Others 43,363 31,382

1,301,367 1,301,011Other operating income 13,598 15,168

1,314,965 1,316,179

Materials, consumables and broadcasting costs (184,594) (176,605)Property development costs (68,567) (39,241)Staff costs 26 (286,896) (333,098)Depreciation 8 & 9 (67,752) (61,876)Other operating expenses 27 (188,651) (184,536)Finance costs 28 (21,546) (19,135)

Profit before investment income, impairment charge on investments in associates and share of net loss of associates and jointly-controlled entities 496,959 501,688Net (loss)/income from investments 29 (6,186) 47,748Impairment charge on investments in associates 12 - (26,712)Share of net loss of associates and jointly-controlled entities (8,567) (716)

Profit before taxation 482,206 522,008Taxation 6b (63,841) (86,083)

Profit after taxation 418,365 435,925

Attributable to:Shareholders of the Company 421,881 437,444Minority interests (3,516) (1,519)

418,365 435,925

Earnings per share (S$) 31 Basic 0.26 0.27 Diluted 0.26 0.27



consoLiDAteD stAtement of cHAnges in totAL equity for the financial year ended August 31, 2009

Attributable to shareholders of the Company

Share-based Fair Currency Share Treasury Capital Compensation Hedging Value Translation Retained Minority Total Capital Shares Reserve Reserve Reserve Reserve Reserve Profit Total Interests Equity S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000

2009

Balance as at September 1, 2008 490,760 (27,660) 2,005 22,110 (7,883) 246,828 (2,621) 1,365,360 2,088,899 12,378 2,101,277

Net fair value changes on available-for-sale financial assets [Note 5(d)] - - - - - (43,104) - - (43,104) - (43,104)Net fair value changes on cash flow hedges [Note 5(c)] - - - - (15,224) - - - (15,224) - (15,224)Transfer to income statement [Note 5(c)] - - - - 9,170 - - - 9,170 - 9,170Currency translation difference* - - - - - - 2,236 - 2,236 654 2,890Disposal of an associate - - - - - - 1,463 - 1,463 - 1,463

Net (loss)/gain recognised directly in equity - - - - (6,054) (43,104) 3,699 - (45,459) 654 (44,805)Net profit for the financial year - - - - - - - 421,881 421,881 (3,516) 418,365

Total recognised (losses)/gains - - - - (6,054) (43,104) 3,699 421,881 376,422 (2,862) 373,560Share-based compensation - - - 6,443 - - - - 6,443 - 6,443Issue of shares 130 - - (7) - - - - 123 - 123Treasury shares re-issued (Note 4) - 2,082 - (2,026) - - - (45) 11 - 11Dividends (Note 30) - - - - - - - (416,722) (416,722) (30) (416,752)Lapse of share options - - - (230) - - - 230 - - -

Balance as at August 31, 2009 490,890 (25,578) 2,005 26,290 (13,937) 203,724 1,078 1,370,704 2,055,176 9,486 2,064,662

2008


Net fair value changes on available-for-sale financial assets [Note 5(d)] - - - - - (52,785) - - (52,785) - (52,785)Net fair value changes on cash flow hedges [Note 5(c)] - - - - (8,540) - - - (8,540) - (8,540)Transfer to income statement [Note 5(c)] - - - - 4,150 - - - 4,150 - 4,150Currency translation difference* - - - - - - (429) - (429) - (429)

Net loss recognised directly in equity - - - - (4,390) (52,785) (429) - (57,604) - (57,604)Net profit for the financial year - - - - - - - 437,444 437,444 (1,519) 435,925

Total recognised (losses)/gains - - - - (4,390) (52,785) (429) 437,444 379,840 (1,519) 378,321Share-based compensation - - - 6,425 - - - - 6,425 - 6,425Issue of shares 22,787 - - (2,049) - - - - 20,738 - 20,738Dividends (Note 30) - - - - - - - (432,721) (432,721) (31) (432,752)Lapse of share options - - - (759) - - - 759 - - -Share buy-back – held as treasury shares (Note 4) - (8,507) - - - - - - (8,507) - (8,507)Issue of shares by subsidiaries to minority interests - - - - - - - - - 10,537 10,537Acquisition of additional interests in a subsidiary - - - - - - - - - 131 131

Balance as at August 31, 2008 490,760 (27,660) 2,005 22,110 (7,883) 246,828 (2,621) 1,365,360 2,088,899 12,378 2,101,277

* Relates to net currency translation differences of financial statements of foreign subsidiaries, associates and jointly-controlled entities.


annualreport2009 75

Attributable to shareholders of the Company

Share-based Fair Currency Share Treasury Capital Compensation Hedging Value Translation Retained Minority Total Capital Shares Reserve Reserve Reserve Reserve Reserve Profit Total Interests Equity S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000

2009


Net fair value changes on available-for-sale financial assets [Note 5(d)] - - - - - (43,104) - - (43,104) - (43,104)Net fair value changes on cash flow hedges [Note 5(c)] - - - - (15,224) - - - (15,224) - (15,224)Transfer to income statement [Note 5(c)] - - - - 9,170 - - - 9,170 - 9,170Currency translation difference* - - - - - - 2,236 - 2,236 654 2,890Disposal of an associate - - - - - - 1,463 - 1,463 - 1,463

Net (loss)/gain recognised directly in equity - - - - (6,054) (43,104) 3,699 - (45,459) 654 (44,805)Net profit for the financial year - - - - - - - 421,881 421,881 (3,516) 418,365

Total recognised (losses)/gains - - - - (6,054) (43,104) 3,699 421,881 376,422 (2,862) 373,560Share-based compensation - - - 6,443 - - - - 6,443 - 6,443Issue of shares 130 - - (7) - - - - 123 - 123Treasury shares re-issued (Note 4) - 2,082 - (2,026) - - - (45) 11 - 11Dividends (Note 30) - - - - - - - (416,722) (416,722) (30) (416,752)Lapse of share options - - - (230) - - - 230 - - -

Balance as at August 31, 2009 490,890 (25,578) 2,005 26,290 (13,937) 203,724 1,078 1,370,704 2,055,176 9,486 2,064,662

2008


Net fair value changes on available-for-sale financial assets [Note 5(d)] - - - - - (52,785) - - (52,785) - (52,785)Net fair value changes on cash flow hedges [Note 5(c)] - - - - (8,540) - - - (8,540) - (8,540)Transfer to income statement [Note 5(c)] - - - - 4,150 - - - 4,150 - 4,150Currency translation difference* - - - - - - (429) - (429) - (429)

Net loss recognised directly in equity - - - - (4,390) (52,785) (429) - (57,604) - (57,604)Net profit for the financial year - - - - - - - 437,444 437,444 (1,519) 435,925

Total recognised (losses)/gains - - - - (4,390) (52,785) (429) 437,444 379,840 (1,519) 378,321Share-based compensation - - - 6,425 - - - - 6,425 - 6,425Issue of shares 22,787 - - (2,049) - - - - 20,738 - 20,738Dividends (Note 30) - - - - - - - (432,721) (432,721) (31) (432,752)Lapse of share options - - - (759) - - - 759 - - -Share buy-back – held as treasury shares (Note 4) - (8,507) - - - - - - (8,507) - (8,507)Issue of shares by subsidiaries to minority interests - - - - - - - - - 10,537 10,537Acquisition of additional interests in a subsidiary - - - - - - - - - 131 131

Balance as at August 31, 2008 490,760 (27,660) 2,005 22,110 (7,883) 246,828 (2,621) 1,365,360 2,088,899 12,378 2,101,277

* Relates to net currency translation differences of financial statements of foreign subsidiaries, associates and jointly-controlled entities.


consoLiDAteD cAsH fLow stAtement for the financial year ended August 31, 2009

GROUP

2009 2008 S$’000 S$’000

CASH FLOWS FROM OPERATING ACTIVITIES

Profit before taxation 482,206 522,008

Adjustments for: Amortisation of intangible assets 2,368 808 Intangible assets written off 1,000 - Goodwill written off 131 - Depreciation 67,752 61,876 Net loss/(profit) on disposal of property, plant and equipment 321 (493) Net reversal of impairment of property, plant and equipment (1,107) (925) Property, plant and equipment written off 18 - Reversal of impairment of investment property - (396) Investment property written off 38 - Gain on disposal of a subsidiary (3) - Gain on disposal of an associate (1,984) (60) Finance costs 21,546 19,135 Net loss/(income) from investments 6,186 (47,748) Share of net loss of associates and jointly-controlled entities 8,567 716 Share-based compensation expenses 6,422 6,406 Impairment charge on investments in associates - 26,712 Other non-cash items 103 -

Operating cash flow before working capital changes 593,564 588,039

Changes in operating assets and liabilities, net of effects from acquisition and disposal of subsidiaries and businesses: Inventories 6,990 (16,940) Trade and other receivables (210,970) (74,499) Trade and other payables (27,269) 42,784

362,315 539,384Income tax paid (77,195) (84,185)Dividends paid (416,722) (432,721)Dividends paid (net) by a subsidiary to a minority shareholder (30) (31)

(131,632) 22,447Decrease in other non-current assets 776 148Increase in other non-current payables 934 1,780Currency translation difference 1,800 65

Net cash (used in)/from operating activities (128,122) 24,440


annualreport2009 77


GROUP

2009 2008 S$’000 S$’000

CASH FLOWS FROM INVESTING ACTIVITIES

Purchase of property, plant and equipment (31,930) (55,921)Proceeds from disposal of property, plant and equipment 165 937Additions to investment properties (42,498) (45,987)Acquisition of intangible assets (759) -Acquisition of subsidiaries (net of cash acquired) [Note 22(b)] (11,121) -Acquisition of additional interests in a subsidiary - (392)Acquisition of business by a subsidiary (net of cash acquired) [Note 22(c)] (467) (23,344)Additional consideration paid on interests in a subsidiary - (2,200)Purchase of shares in a subsidiary from a jointly-controlled entity (2,500) -Proceeds from disposal of a subsidiary 47 -Sale of shares in a subsidiary 1,250 -Acquisition of an associate (250) -Acquisition of additional interests in an associate (33) -Additional consideration paid on interests in associates (12,218) -Dividend received from associates 2,197 -Proceeds from disposal of an associate 11,220 284Acquisition of a jointly-controlled entity (225) (7,261)Additional consideration paid on interests in jointly-controlled entities (5,844) -Decrease in amounts owing by associates/jointly-controlled entities 5,699 1,362Increase/(Decrease) in amount owing to associates/jointly-controlled entities 5,792 (7,751)Purchase of long-term investments (12) (1,925)Proceeds from disposal/redemption of long-term investments 1,172 17,803Proceeds from capital reduction exercises of investee companies - 8,677Purchase of short-term investments (422,190) (247,866)Proceeds from disposal of short-term investments 403,794 314,254Net decrease in funds under management 194,864 82,833Dividends received 22,769 29,235Interest received 6,228 7,404Other investment (loss)/income (35,183) 11,109

89,967 81,251Add/(Less): Items not involving movement of funds Changes in fair value of financial instruments (1,892) 623 Impairment of internally-managed investments 4,568 - Net profit on sale of internally-managed investments (3,702) (14,580) Profit from capital reduction exercises of investee companies - (2,607) Currency translation loss 116 241 Effective interest on bonds (550) (58)

Net cash from investing activities 88,507 64,870



GROUP

2009 2008 S$’000 S$’000

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from bank loans (net of transaction costs) 149,420 800Repayment of bank loans - (1,000)Repayment of loan from a minority shareholder (153) (129)Interest paid (21,546) (19,135)Proceeds on issue of shares by the Company 123 20,738Proceeds on issue of shares by subsidiaries to minority shareholders - 6,787Share buy-back - (8,507)

Net cash from/(used in) financing activities 127,844 (446)

Net increase in cash and cash equivalents 88,229 88,864Cash and cash equivalents at beginning of financial year 211,024 122,160

Cash and cash equivalents at end of financial year [Note 22(a)] 299,253 211,024



annualreport2009 79

notes to tHe finAnciAL stAtementsAugust 31, 2009

These notes form an integral part of and should be read in conjunction with the financial statements.

1. GENERAL INFORMATION

The Company is incorporated and domiciled in Singapore. The address of its registered office is 1000 Toa Payoh North, News Centre, Singapore 318994.

The Company is listed on the Singapore Exchange.

The principal activities of the Group consist of:

(a) publishing, printing and distributing newspapers,(b) publishing and distributing magazines,(c) providing multimedia content and services,(d) holding investments,(e) holding, managing and developing properties,(f) providing outdoor advertising services, (g) providing radio broadcasting services, (h) providing online search, directories and classified services,(i) organising convention/conference events,(j) publishing and distributing books, and(k) providing online investor relations services.

The principal activities of the Company consist of:

(a) publishing, printing and distributing newspapers,(b) distributing magazines and books,(c) providing multimedia content and services,(d) holding shares in subsidiaries,(e) holding investments, and(f) providing management services to subsidiaries.

2. SIGNIFICANT ACCOUNTING POLICIES

(a) Basis of preparation

The financial statements are prepared in accordance with Singapore Financial Reporting Standards (“FRS”) under the historical cost convention except as disclosed in the accounting policies below.

The preparation of financial statements in conformity with FRS requires management to exercise its judgement in the process of applying the Group’s accounting policies. It also requires the use of certain critical accounting estimates and assumptions. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in Note 3.

The Group has adopted the Interpretations to FRS (“INT FRS”) that became effective in the current financial year. The adoption of these INT FRS did not result in any substantial changes to the Group’s accounting policies nor any significant impact on these financial statements.


2. SIGNIFICANT ACCOUNTING POLICIES (CONT’D)

(b) Basis of consolidation

The consolidated financial statements include the financial statements of the Company and its subsidiaries made up to the end of the financial year. The purchase method of accounting is used to account for the acquisition of subsidiaries. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued or liabilities incurred or assumed at the dates of exchange, plus costs directly attributable to the acquisition. Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values on the date of acquisition, irrespective of the extent of minority interest. Please refer to Note 2(o)(i) for the accounting policy on goodwill on acquisition of subsidiaries. The results of subsidiaries acquired or disposed of during the year are included in or excluded from the consolidated income statement from the date of their acquisition or disposal. Inter-company balances, transactions and unrealised gains on transactions between group entities are eliminated on consolidation and the consolidated financial statements reflect external transactions only. Unrealised losses are also eliminated but are considered an impairment indicator of the assets transferred. Adjustments are made to the financial statements of subsidiaries, where necessary, to ensure consistency of accounting policies with those of the Group.

Minority interests are that part of net results of operations and of net assets of a subsidiary attributable to interests which are not owned directly or indirectly by the Group. They are measured at the minorities’ share of fair value of the subsidiaries’ identifiable assets and liabilities at the date of acquisition by the Group and the minorities’ share of changes in equity since the date of acquisition, except when the minorities’ share of losses in a subsidiary exceeds its interests in the equity of that subsidiary. In such cases, the excess and further losses applicable to the minorities are attributed to the equity holders of the Company, unless the minorities have a binding obligation to, and are able to, make good the losses. When that subsidiary subsequently reports profits, the profits applicable to the minority interests are attributed to the equity holders of the Company until the minorities’ share of losses previously absorbed by the equity holders of the Company are fully recovered.

The Group applies a policy of treating transactions with minority interests as transactions with parties external to the Group. Disposals to minority interests result in gains and losses for the Group that are recognised in the income statement. Purchases from minority interests result in goodwill, being the difference between any consideration paid and the Group’s incremental share of the carrying value of identifiable net assets of the subsidiary.

(c) Currency translation

(i) 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 (“functional currency”). The financial statements are presented in Singapore Dollars (“presentation currency”), which is also the Company’s functional currency.

(ii) Transactions and balances

Transactions in a currency other than the functional currency (“foreign currency”) are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Currency translation gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at the closing rates at the balance sheet date, are taken to the income statement except for currency translation differences on net investment in foreign entities [Note 2(c)(iv)] in the consolidated financial statements.

Currency translation differences on non-monetary items which are equity investments held at fair value through profit or loss are reported as part of the fair value gain or loss in the income statement. Currency translation differences on non-monetary items which are equity investments classified as available-for-sale financial assets are included in the fair value reserve within equity. Currency translation differences on monetary items classified as available-for-sale financial assets are included in the income statement.


annualreport2009 81


(c) Currency translation (cont’d)

(iii) Translation of Group entities’ financial statements

The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows:

• Assetsandliabilitiesaretranslatedattheclosingexchangeratesatthedateofthebalancesheet;

• Incomeandexpensesaretranslatedataverageexchangerates;and

• Allresultingexchangedifferencesaretakentothecurrencytranslationreserve.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity on or after September 1, 2005 are treated as assets and liabilities of the foreign entity and translated at the closing rates at the date of balance sheet. For acquisitions prior to September 1, 2005, the exchange rates at the dates of acquisition are used.

(iv) Consolidation adjustments

On consolidation, currency translation differences arising from the net investment in foreign entities are taken to the currency translation reserve. When a foreign operation is disposed of, such currency translation differences are recognised in the income statement as part of the gain or loss on disposal.

(d) Impairment of non-financial assets

(i) Goodwill

Goodwill is tested annually for impairment, as well as when there is any indication that the goodwill may be impaired. Goodwill included in the carrying amount of an investment in an associate is tested for impairment as part of the investment, rather than separately.

For the purpose of impairment testing of goodwill, goodwill is allocated to each of the Group’s cash-generating-units (“CGU”) expected to benefit from synergies arising from the business combination.

An impairment loss is recognised when the carrying amount of the CGU, including the goodwill, exceeds the recoverable amount of the CGU. Recoverable amount of the CGU is the higher of the CGU’s fair value less cost to sell and value-in-use.

The total impairment loss of a CGU is allocated first to reduce the carrying amount of goodwill allocated to the CGU and then to the other assets of the CGU pro-rata on the basis of the carrying amount of each asset in the CGU.

An impairment loss on goodwill is recognised in the income statement and is not reversed in a subsequent period.




(d) Impairment of non-financial assets (cont’d)

(ii) Other intangible assets Property, plant and equipment Investment properties Investments in subsidiaries, associates and jointly-controlled entities

Other intangible assets, property, plant and equipment, investment properties and investments in subsidiaries, associates and jointly-controlled entities are tested for impairment whenever there is any objective evidence or indication that these assets may be impaired.

For the purpose of impairment testing, recoverable amount (i.e. the higher of the fair value less cost to sell and value-in-use) is determined on an individual asset basis unless the asset does not generate cash flows that are largely independent of those from other assets. If this is the case, the recoverable amount is determined for the CGU to which the asset belongs.

If the recoverable amount of the asset (or CGU) is estimated to be less than its carrying amount, the carrying amount of the asset (or CGU) is reduced to its recoverable amount.

The difference between the carrying amount and recoverable amount is recognised as an impairment loss in the income statement.

An impairment loss for an asset other than goodwill is reversed if, and only if, there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised. The carrying amount of this asset is increased to its revised recoverable amount, provided that this amount does not exceed the carrying amount that would have been determined (net of any accumulated amortisation or depreciation) had no impairment loss been recognised for the asset in prior years. A reversal of impairment loss for an asset other than goodwill is recognised in the income statement.

(e) Property, plant and equipment

(i) Measurement

Property, plant and equipment are initially recognised at cost and subsequently carried at cost less accumulated depreciation and accumulated impairment losses. The cost of an item of property, plant and equipment initially recognised includes its purchase price and any cost that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management.

(ii) Depreciation

Depreciation is calculated using the straight-line method to allocate the depreciable amounts over the expected useful lives of the assets. The estimated useful lives for this purpose are:

Leasehold land and buildings 10-30 years Plant and equipment 3-20 years Furniture and fittings 10 years Motor vehicles 3-5 years

The residual values, estimated useful lives and depreciation method of property, plant and equipment are reviewed, and adjusted as appropriate, at each balance sheet date. The effects of any revision are recognised in the income statement when the changes arise.

No depreciation is charged on capital work-in-progress.


annualreport2009 83


(e) Property, plant and equipment (cont’d)

(iii) Subsequent expenditure

Subsequent expenditure relating to property, plant and equipment that has already been recognised is added to the carrying amount of the asset only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repair and maintenance expenses are recognised in the income statement when incurred.

(iv) Disposal

On disposal of an item of property, plant and equipment, the difference between the net disposal proceeds and its carrying amount is taken to the income statement.

(f) Investment properties

Investment properties comprise office, retail and residential buildings that are held for long-term rental yields.

Investment properties are initially recognised at cost and subsequently carried at cost less accumulated depreciation and accumulated impairment losses.

The cost of an investment property includes capitalisation of interest incurred on borrowings for the purchase, renovation and extension of the investment property while these activities are in progress. For this purpose, the interest rates applied to funds provided for the development are based on the actual interest rates payable on the borrowings for such development.

Investment properties are subject to renovations or improvements at regular intervals. The cost of major renovations and improvements is capitalised and the carrying amounts of the replaced components are written off to the income statement. The cost of maintenance, repairs and minor improvements is charged to the income statement when incurred.

Depreciation is calculated using the straight-line method to allocate the depreciable amounts over the expected useful lives of the assets. No depreciation is charged on freehold land. The estimated useful lives for this purpose are:

Buildings on freehold land 15-50 yearsLeasehold land and buildings 30 years

The residual values, estimated useful lives and depreciation method of investment properties are reviewed, and adjusted as appropriate, at each balance sheet date. The effects of any revision are recognised in the income statement when the changes arise.

On disposal of an investment property, the difference between the net disposal proceeds and its carrying amount is taken to the income statement.




(g) Development properties

Development properties are properties being developed for sale. Costs capitalised include cost of land and other directly related development expenditure, including borrowing costs incurred in developing the properties.

Sold development properties

All development properties held by the Group are sold.

Revenue and cost on development properties that have been sold are recognised using percentage-of-completion method. The percentage of completion is measured by reference to the development costs incurred to-date to the estimated total development costs for the properties. When it is probable that the estimated total costs will exceed the total revenue, the expected loss is recognised as an expense immediately.

At the balance sheet date, the aggregated costs incurred plus the recognised profit (less recognised loss) on each development property that has been sold are compared against the progress billings. Where costs incurred plus recognised profits (less recognised losses) exceed progress billings, the balance is presented as due from customers on development properties, within “trade receivables”. Where progress billings exceed costs incurred plus recognised profits (less recognised losses), the balance is presented as due to customers on development properties, within “trade payables”.

(h) Borrowing costs

Borrowing costs are recognised on a time-proportion basis in the income statement using the effective interest method except for those costs that are directly attributable to borrowings acquired specifically for the construction or development of properties.

(i) Subsidiaries

Subsidiaries are entities over which the Group has power to govern the financial and operating policies, generally accompanied by a shareholding of more than one half of the voting rights.

Investments in subsidiaries are included in the Company’s balance sheet at cost less accumulated impairment losses. On disposal of investments in subsidiaries, the difference between disposal proceeds and the carrying amounts of the investments is recognised in the income statement.

(j) Associates

Associates are entities over which the Group has significant influence, but not control, and generally accompanied by a shareholding giving rise to between and including 20% and 50% of voting rights.

The Group’s investments in associates are accounted for in the consolidated financial statements using the equity method of accounting less impairment losses. The Group’s share of the post-acquisition results of associates is included in its consolidated income statement. The Group’s share of the post-acquisition movements in reserves is recognised directly in equity. These post-acquisition movements are adjusted against the carrying amount of the investments in the consolidated balance sheet. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any unsecured non-current receivables, the Group does not recognise further losses, unless it has obligations or has made payments on behalf of the associate.

Investments in associates are initially recognised at cost. The cost of an acquisition is measured at the fair value of the assets given, equity instruments issued or liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition.

In applying the equity method of accounting, adjustments are made to the financial statements of associates, where necessary, to ensure consistency of accounting policies with those of the Group.


annualreport2009 85


(j) Associates (cont’d)

In the Company’s balance sheet, investments in associates are stated at cost less accumulated impairment losses. On disposal of investments in associates, the difference between disposal proceeds and the carrying amounts of the investments is recognised in the income statement.

Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the Group’s investments in the associates. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Dilution gains and losses arising from investments in associates are recognised in the income statement.

(k) Jointly-controlled entities

Jointly-controlled entities are entities over which the Group has contractual arrangements to jointly share the control over the economic activity of the entities with one or more parties.

The Group’s investments in jointly-controlled entities are accounted for in the consolidated financial statements using the equity method of accounting less impairment losses. The Group’s share of the post-acquisition results of jointly-controlled entities is included in its consolidated income statement. The Group’s share of the post-acquisition movements in reserves is recognised directly in equity. These post-acquisition movements are adjusted against the carrying amount of the investments in the consolidated balance sheet. When the Group’s share of losses in a jointly-controlled entity equals or exceeds its interest in the jointly-controlled entity, including any unsecured non-current receivables, the Group does not recognise further losses, unless it has obligations or has made payments on behalf of the jointly-controlled entity.

Investments in jointly-controlled entities are initially recognised at cost. The cost of an acquisition is measured at the fair value of the assets given, equity instruments issued or liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition.

In applying the equity method of accounting, adjustments are made to the financial statements of jointly-controlled entities, where necessary, to ensure consistency of accounting policies with those of the Group.

In the Company’s balance sheet, investments in jointly-controlled entities are stated at cost less accumulated impairment losses. On disposal of investments in jointly-controlled entities, the difference between disposal proceeds and the carrying amounts of the investments is recognised in the income statement.

Unrealised gains on transactions between the Group and its jointly-controlled entities are eliminated to the extent of the Group’s investments in the jointly-controlled entities. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

Dilution gains and losses arising from investments in jointly-controlled entities are recognised in the income statement.




(l) Financial assets

(i) Classification

The Group classifies its financial assets in the following categories: at fair value through profit or loss, loans and receivables, held-to-maturity, and available-for-sale. The classification depends on the purpose for which the assets were acquired. Management determines the classification of its financial assets at initial recognition. The designation of financial assets at fair value through profit or loss is irrevocable.

• Financialassetsatfairvaluethroughprofitorloss

This category has two sub-categories: financial assets held for trading, and those designated at fair value through profit or loss at inception. A financial asset is classified as held for trading if it is acquired principally for the purpose of selling in the short term. Financial assets designated as fair value through profit or loss at inception are those that are managed and their performances are evaluated on a fair value basis, in accordance with a documented Group’s investment strategy. Derivatives are also categorised as held for trading unless they are designated as hedges. Assets in this category are classified as current assets if they are either held for trading or are expected to be realised within 12 months after the balance sheet date.

• Loansandreceivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are presented as current assets, except for those maturing later than 12 months after the balance sheet date which are presented as non-current assets. Loans and receivables comprise cash and cash equivalents, trade receivables, other receivables, amount owing by associates/jointly-controlled entities and where applicable, amount owing by subsidiaries/related companies.

• Held-to-maturityfinancialassets

Held-to-maturity financial assets are non-derivative financial assets with fixed or determinable payments and fixed maturities that the Group’s management has the positive intention and ability to hold to maturity. The Group has no held-to-maturity financial assets at balance sheet date.

• Available-for-salefinancialassets

Available-for-sale financial assets are non-derivatives that are either designated in this category or not classified in any of the other categories. They are presented as non-current assets unless management intends to dispose of the assets within 12 months after the balance sheet date.

(ii) Recognition and derecognition

Purchases and sales of financial assets are recognised on trade-date – the date on which the Group commits to purchase or sell the asset. Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the Group has transferred substantially all risks and rewards of ownership. On disposal of a financial asset, the difference between the net sale proceeds and its carrying amount is recognised in the income statement. Any amount in the fair value reserve relating to that asset is also transferred to the income statement.


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(l) Financial assets (cont’d)

(iii) Initial measurement

Financial assets are initially recognised at fair value plus transaction costs except for financial assets at fair value through profit or loss, which are recognised at fair value. Transaction costs for financial assets at fair value through profit or loss are recognised immediately in the income statement.

(iv) Subsequent measurement

Available-for-sale financial assets and financial assets at fair value through profit or loss are subsequently carried at fair value. Loans and receivables are subsequently carried at amortised cost using the effective interest method less accumulated impairment losses.

Gains and losses arising from changes in the fair values of financial assets at fair value through

profit or loss, including the effects of currency translation, interest and dividends, are recognised in the income statement in the period in which they arise. Changes in the fair value of monetary assets denominated in foreign currencies and classified as available-for-sale are analysed into currency translation differences resulting from changes in the amortised cost of the asset and other changes. The currency translation differences are recognised in the income statement and other changes are recognised in the fair value reserve. Changes in fair values of non-monetary assets that are classified as available-for-sale are recognised in the fair value reserve, together with the related currency translation differences.

Interest on available-for-sale financial assets, calculated using the effective interest method, is recognised in the income statement. Dividends on available-for-sale equity securities are recognised in the income statement when the Group’s right to receive payment is established. When financial assets classified as available-for-sale are sold or impaired, the accumulated fair value adjustments recognised in the fair value reserve within equity are included in the income statement.

(v) Impairment

The Group assesses at each balance sheet date whether there is objective evidence that a financial asset or a group of financial assets is impaired and recognises an allowance for impairment when such evidence exists.

• Loansandreceivables

An allowance for impairment of loans and receivables is recognised when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the receivables. Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial reorganisation, and default or delinquency in payments are objective evidence that these financial assets are impaired. The carrying amount of these assets is reduced through the use of an impairment allowance account which is calculated as the difference between the carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate. The amount of the allowance for impairment is recognised in the income statement. When the asset becomes uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are recognised in the income statement.

The allowance for impairment loss account is reduced through the income statement in a subsequent period when the amount of impairment loss decreases and the related decrease can be objectively measured. The carrying amount of the asset previously impaired is increased to the extent that the new carrying amount does not exceed the amortised cost, had no impairment been recognised in prior periods.




(l) Financial assets (cont’d)

(v) Impairment (cont’d)

• Available-for-salefinancialassets

In the case of an equity security classified as available-for-sale, a significant or prolonged decline in the fair value of the security below its cost is objective evidence that the security is impaired.

When there is objective evidence that an available-for-sale financial asset is impaired, the cumulative loss that has been recognised directly in the fair value reserve is transferred from the fair value reserve within equity and recognised in the income statement. The cumulative loss is measured as the difference between the acquisition cost (net of any principal repayments and amortisation) and the current fair value, less any impairment loss on that financial asset previously recognised in income statement.

Impairment loss on debt instruments classified as available-for-sale financial assets is reversed through the income statement. However, impairment losses with respect to equity instruments classified as available-for-sale financial assets are not reversed through the income statement.

(m) Fair value estimation of financial assets and liabilities

The fair values of financial instruments traded in active markets (such as exchange-traded and over-the-counter securities and derivatives) are based on quoted market prices at the balance sheet date. The quoted market prices used for financial assets are the current bid prices; the appropriate quoted market prices for financial liabilities are the current asking prices.

The fair values of financial instruments that are not traded in an active market are determined by using valuation techniques. The Group uses a variety of methods and makes assumptions that are based on market conditions existing at each balance sheet date. Where appropriate, quoted market prices or dealer quotes for similar instruments are used. Valuation techniques, such as discounted cash flow analysis, are also used to determine the fair values of the financial instruments.

The fair values of currency forwards are determined using actively quoted forward exchange rates. The fair values of interest rate swaps are calculated as the present value of the estimated future cash flows discounted at actively quoted interest rates.

The fair values of current financial assets and liabilities carried at amortised cost approximate their carrying amounts.

(n) Derivative financial instruments and hedging activities

Derivative financial instruments are used to manage exposure to foreign exchange and interest rate risks arising from operating, financing and investing activities. Derivative financial instruments entered into directly by the Group are not used for trading purposes.

A derivative financial instrument is initially recognised at its fair value on the date the derivative contract is entered into and is subsequently carried at its fair value. The method of recognising the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.

The Group designates its derivatives for hedging purposes as either: (1) hedges of the fair value of recognised assets or liabilities or a firm commitment (fair value hedge); or (2) hedges of highly probable forecast transactions (cash flow hedge). The Group has no fair value hedge at balance sheet date.

The Group documents at the inception of the transaction the relationship between hedging instruments and hedged items, as well as its risk management objective and strategy for undertaking various hedge transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in fair values or cash flows of the hedged items.


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(n) Derivative financial instruments and hedging activities (cont’d)

The carrying amount of a derivative designated as a hedge is presented as a non-current asset or liability if the remaining expected life of the hedged item is more than 12 months, and as a current asset or liability if the remaining expected life of the hedged item is less than 12 months. The fair value of a trading derivative is presented as a current asset or liability.

(i) Cash flow hedge

The Group has entered into interest rate swaps that are cash flow hedges for the Group’s exposure to interest rate risk on its borrowings. These contracts entitle the Group to receive interest at floating rates on notional principal amounts and oblige the Group to pay interest at fixed rates on the same notional principal amounts, thus allowing the Group to raise borrowings at floating rates and swap them into fixed rates.

The fair value changes on the effective portion of these interest rate swaps are recognised in the hedging reserve and transferred to the income statement in the periods when the interest expense on the borrowings are recognised in the income statement. The gain or loss relating to the ineffective portion is recognised immediately in the income statement.

(ii) Derivatives that do not qualify for hedge accounting

Changes in the fair value of any derivative instruments that do not qualify for hedge accounting are recognised immediately in the income statement.

(o) Intangible assets

(i) Goodwill on acquisition

Goodwill on acquisition represents the difference between the cost of an acquisition and the fair value of the Group’s share of identifiable net assets and contingent liabilities of the acquired subsidiaries, associates and jointly-controlled entities at the date of acquisition.

Goodwill on acquisition of subsidiaries is recognised separately as intangible assets and carried at cost less accumulated impairment losses.

Goodwill on acquisition of associates or jointly-controlled entities is recorded as part of the carrying value of the investment in the consolidated balance sheet.

The gains and losses on the disposal of subsidiaries, associates or jointly-controlled entities include the carrying amount of goodwill relating to the entity sold.

(ii) Technology, trademarks, licences, mastheads and others

Technology, trademarks, licences, mastheads and other intangible assets acquired as part of business combinations are initially recognised at their fair values at the acquisition date and are subsequently carried at cost (i.e. the fair values at initial recognition) less accumulated amortisation and accumulated impairment losses. These costs are amortised to the income statement using the straight-line method over 3 to 10 years, which is the shorter of their estimated useful lives and periods of contractual rights.

The amortisation period and amortisation method of intangible assets other than goodwill are reviewed

at least once at each balance sheet date. The effects of any revision are recognised in the income statement when the changes arise.

(p) Inventories

Inventories comprise raw materials and consumable stores, and are stated at the lower of cost and net realisable value.

The cost of raw materials and consumable stores includes transport and handling costs, and any other directly attributable costs, and is determined on the weighted average or specific identification basis. Net realisable value is the estimated selling price in the ordinary course of business, less estimated variable selling expenses.




(q) Borrowings

Borrowings are initially recognised at fair value, net of transaction costs incurred, and subsequently carried at amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption value is taken to the income statement over the period of the borrowings using the effective interest method.

Borrowings are presented as current liabilities unless the Group has an unconditional right to defer

settlement for the next 12 months after the balance sheet date.

(r) Trade and other payables

Trade payables and other payables are initially carried at fair value, and subsequently carried at amortised cost using the effective interest method.

(s) Dividends payable

Interim dividends are recorded during the financial year in which they are declared payable. Final dividends are recorded during the financial year in which the dividends are approved by the shareholders.

(t) Employee benefits

(i) Short-term employee benefits

All short-term employee benefits, including accumulated compensated absences, are recognised in the income statement in the period in which the employees rendered their services to the Group.

(ii) Defined contribution plans

Defined contribution plans are post-employment benefit plans under which the Group pays fixed contributions into separate entities such as Singapore’s Central Provident Fund on a mandatory, contractual or voluntary basis. The Group has no further payment obligations once the contributions have been paid. The Group’s contributions to defined contribution plans are recognised in the financial year when they are due.

(iii) Share-based compensation

• Shareoptions

The share option scheme allows selected employees of the Company and/or its subsidiaries, including the Executive Director of the Company, and other selected participants, to subscribe for ordinary shares in the Company at an agreed exercise price.

The fair value of the options granted is recognised as a share-based compensation expense in the income statement with a corresponding increase in the share-based compensation reserve over the vesting period. The fair value is measured at grant date and recognised over the vesting period during which the employees become unconditionally entitled to the options. At each balance sheet date, the Company revises its estimates of the number of options that are expected to become exercisable. It recognises the impact of the revision of original estimates in the income statement and a corresponding adjustment to share-based compensation reserve over the remaining vesting period.

When the options are exercised, the proceeds received net of any directly attributable transaction costs are credited to share capital when new ordinary shares are issued, or to the treasury share account within equity when treasury shares purchased are re-issued to the employees.


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(t) Employee benefits (cont’d)

(iii) Share-based compensation (cont’d)

• Performanceshares

Persons eligible to participate in the SPH Performance Share Plan (“the Plan”) are selected Group Employees of such rank and service period as the Remuneration Committee (“the Committee”) may determine, and other participants selected by the Committee.

The Plan contemplates the award of fully-paid ordinary shares, their equivalent cash value or combinations thereof, free of charge, provided that certain prescribed performance conditions are met and upon expiry of the prescribed vesting periods.

The fair value of the performance shares granted is recognised as a share-based compensation expense in the income statement with a corresponding increase in the share-based compensation reserve over the vesting period.

The amount is determined by reference to the fair value of the performance shares on grant date.

If the performance condition is a market condition, the probability of the performance condition being met is taken into account in estimating the fair value of the ordinary shares granted at the grant date. The compensation cost shall be charged to the income statement on a basis that fairly reflects the manner in which the benefits will accrue to the employee under the Plan over the prescribed vesting periods from date of grant. No adjustments to the amounts charged to the income statement are made whether or not the market condition is met.

For performance share grants with non-market conditions, the Company revises its estimates of the number of share grants expected to vest and corresponding adjustments are made to the income statement and share-based compensation reserve. The Company assesses this change at the end of each financial reporting period.

(u) Provisions

Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, it is more likely than not that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount can be made.

(v) Income taxes

Current income tax for current and prior periods is recognised at the amount expected to be paid to (or recovered from) the tax authorities, using the tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date.

Deferred income tax is recognised for all deductible/taxable temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements, except when the deferred income tax arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither accounting nor taxable profit or loss.




(v) Income taxes (cont’d)

Deferred income tax is measured:

(i) at the tax rates that are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted by the balance sheet date; and

(ii) based on the tax consequence that would follow from the manner in which the Group expects, at the balance sheet date, to recover or settle the carrying amounts of its assets and liabilities.

Deferred income tax liabilities are recognised on temporary differences arising on investments in subsidiaries, associates and jointly-controlled entities, except where the Group is able to control the timing of the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the deductible temporary differences and tax losses can be utilised.

Current and deferred taxes are recognised as income or expense in the income statement, except to the extent that the tax arises from a business combination or a transaction which is recognised directly in equity. Deferred tax arising from a business combination is adjusted against goodwill on consolidation.

(w) Revenue recognition

Revenue comprises the fair value of the consideration received or receivable for the sale of goods and rendering of services in the ordinary course of the Group’s activities. Revenue is presented, net of goods and services tax, rebates, discounts and returns, and after eliminating sales within the Group.

The Group recognises revenue when the amount of revenue and related cost can be reliably measured, when it is probable that the collectability of the related receivables is reasonably assured and when the specific criteria for each of the Group’s activities are met as follows:

(i) Revenue from the sale of the Group’s products is recognised on completion of delivery;

(ii) Revenue from the provision of services is recognised in the period in which the services are rendered;

(iii) Revenue from advertisements is recognised in the period in which the advertisement is published or broadcasted;

(iv) Revenue from rental and rental-related services is recognised on a straight-line basis over the lease term;

(v) Revenue and profits from sale of development properties are recognised in the financial statements only in respect of sale agreements finalised and based on the percentage-of-completion method [Note 2(g)];

(vi) Dividend income is recognised when the right to receive payment is established; and

(vii) Interest income is recognised on a time-apportioned basis, using the effective interest method.


annualreport2009 93


(x) Operating leases

When a group company is the lessee:

Leases where substantially all of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases are recognised as an expense in the income statement on a straight-line basis over the period of the lease.

When a group company is the lessor:

Leases where the Group retains substantially all risks and rewards incidental to ownership are classified as operating leases. Assets leased out under operating leases are included in investment properties. Rental income from operating leases is recognised in the income statement on a straight-line basis over the lease term.

(y) Segment reporting

Different business segments are identified based on the Group’s principal activities. The significant business segments of the Group are Newspaper and Magazine, Treasury and Investment and Property. A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments.

A geographical segment is a group of assets and operations engaged in providing products or services within a particular economic environment that is subject to risks and returns that are different from those of segments operating in other economic environments.

(z) Treasury shares

The consideration paid for treasury shares, including any directly attributable incremental costs, is deducted from shareholders’ equity until the shares are cancelled, re-issued or disposed of. Where such shares are subsequently re-issued or disposed of, any consideration received, net of any directly attributable incremental transaction costs, is included in shareholders’ equity. Realised gain or loss on disposal or re-issue of treasury shares are included in retained profit of the Company.

When treasury shares are subsequently cancelled, the cost of the treasury shares are deducted against the share capital account, if the shares are purchased out of capital of the Company, or against the retained profits of the Company, if the shares are purchased out of profits of the Company.

3. CRITICAL ACCOUNTING ESTIMATES, ASSUMPTIONS AND JUDGEMENTS

Estimates, assumptions and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances.

(a) Fair value estimation

The fair value of financial instruments traded in an active market is based on quoted market prices at the balance sheet date. The quoted market price used for financial assets held by the Group is the current bid price. The fair value of interest rate swaps is calculated as the present value of the estimated future cash flow, discounted at actively quoted interest rates. The fair values of forward foreign exchange contracts are determined using forward exchange market rates at the balance sheet date.

The fair value of financial instruments that are not traded in an active market is determined by using valuation techniques. The Group uses a variety of methods and makes assumptions that are based on market conditions existing at each balance sheet date. Methods used include estimating with reference to recent arm’s length transactions and the underlying net asset value of the investee companies.

(b) Income from development properties

The Group uses the percentage-of-completion method in accounting for its income from development properties. The stage of completion is measured by reference to the construction costs incurred to-date to the estimated total construction costs for each project.

Significant judgement is required in determining the stage of completion, the extent of the construction costs incurred, the estimated total revenue and construction costs as well as the recoverability of the contracts. In making the judgement, the Group has relied on the work of specialists.



3. CRITICAL ACCOUNTING ESTIMATES, ASSUMPTIONS AND JUDGEMENTS (CONT’D)

(c) Impairment of available-for-sale financial assets

The Group follows the guidance of FRS 39 in determining when an investment is considered impaired. This determination requires significant judgement. The Group evaluates, among other factors, the duration and extent to which the fair value of an investment is less than its cost, and the financial health of and near-term business outlook of the issuer of the instrument, including factors such as industry and sector performance, changes in technology and operational and financing cash flow.

4. SHARE CAPITAL AND TREASURY SHARES

GROUP AND COMPANY

2009 2008

Number Number of Shares of Shares ‘000 S$’000 ‘000 S$’000

Issued and fully paid, with no par valueManagement shares 16,286 6,788 16,285 6,786Ordinary shares 1,593,137 484,102 1,593,100 483,974

1,609,423 490,890 1,609,385 490,760Treasury shares (6,271) (25,578) (6,781) (27,660)

1,603,152 465,312 1,602,604 463,100

Movements during the financial year were:Balance at beginning of financial year 1,602,604 463,100 1,599,684 448,820Issue of ordinary shares fully paid under the Singapore Press Holdings Group (1999) Share Option Scheme 37 128 4,950 22,559Issue of management shares fully paid in accordance with the Newspaper and Printing Presses Act 1 2 50 228

1,602,642 463,230 1,604,684 471,607Purchase of treasury shares - - (2,080) (8,507)Treasury shares re-issued for the fulfilment of share awards vested under SPH Performance Share Plan 510 2,082 - -

Balance at end of financial year 1,603,152 465,312 1,602,604 463,100

The holders of both management and ordinary shares rank pari passu in respect of all dividends declared by the Company and in respect of all bonus and rights issues made by the Company, as well as in the right to return of capital and to participation in all surplus assets of the Company in liquidation.

In terms of voting rights, both classes of shareholders are entitled either on a poll or by a show of hands to one vote for each share, except that on any resolution relating to the appointment or dismissal of a director or any member of the staff of the Company, the holders of management shares are entitled either on a poll or by a show of hands to two hundred votes for each management share held.

(a) Treasury shares

No share purchase was made during the financial year.

In 2008, the Company acquired 2,080,000 of its own shares through purchases on the Singapore Exchange. The total amount paid to acquire the shares was S$8.5 million. The shares, held as treasury shares, were included as deduction against shareholders’ equity.

The Company re-issued 510,391 (2008: Nil) treasury shares during the financial year for the fulfilment of share awards vested under the SPH Performance Share Plan at a total value of S$2.1 million (2008: S$Nil).


annualreport2009 95

4. SHARE CAPITAL AND TREASURY SHARES (CONT’D)

(b) Share options

At the Extraordinary General Meeting held on December 5, 2006, the shareholders approved the adoption of the SPH Performance Share Plan (“the Plan”) and the Singapore Press Holdings Group (1999) Share Option Scheme (“1999 Scheme”) was terminated with regard to the grant of further options. Options granted and outstanding prior to such termination will continue to be valid and be subject to the terms and conditions of the 1999 Scheme.

Movements in the number of the unissued shares of the Company under option during the financial year and their exercise prices are as follows:

Singapore Press Holdings Group (1999) Share Option Scheme (“1999 Scheme”)

2009

Grant Expiry Exercise Balance Options Options Balance Date Date Price 01.09.08 Exercised Lapsed 31.08.09

27.10.99 27.10.09 S$5.60 6,878,200 - (127,500) 6,750,700 30.10.00 30.10.10 S$4.78 7,621,100 - (149,175) 7,471,925 06.11.01 06.11.11 S$3.03 795,375 (22,000) (3,400) 769,975 28.10.02 28.10.12 S$3.91 3,371,700 - (14,025) 3,357,675 16.12.03 16.12.13 S$3.69 4,221,625 (14,900) (17,425) 4,189,300 01.02.04 01.02.14 S$3.83 35,000 - - 35,000 21.12.04 21.12.14 S$4.54 12,591,375 - (62,050) 12,529,325

16.12.05 16.12.15 S$4.30 14,437,200 - (399,550) 14,037,650

49,951,575 (36,900) (773,125) 49,141,550

2008

Grant Expiry Exercise Balance Options Options Balance Date Date Price 01.09.07 Exercised Lapsed 31.08.08

27.10.99 27.10.09 S$5.60 7,483,825 - (605,625) 6,878,200 30.10.00 30.10.10 S$4.78 8,275,600 - (654,500) 7,621,100 06.11.01 06.11.11 S$3.03 936,525 (92,700) (48,450) 795,375 28.10.02 28.10.12 S$3.91 4,016,075 (623,975) (20,400) 3,371,700 16.12.03 16.12.13 S$3.69 5,442,950 (1,201,775) (19,550) 4,221,625 01.02.04 01.02.14 S$3.83 85,000 (50,000) - 35,000 21.12.04 21.12.14 S$4.54 15,269,425 (1,427,250) (1,250,800) 12,591,375

16.12.05 16.12.15 S$4.30 16,472,150 (1,553,850) (481,100) 14,437,200

57,981,550 (4,949,550) (3,080,425) 49,951,575

All the outstanding options as at the balance sheet date were exercisable. Options exercised in 2009 resulted in 36,900 shares (2008: 4,949,550) being issued at an average price of S$3.30 (2008: S$4.14) each.

During the current financial year, the Group recognised S$Nil (2008: S$1,172,000) share-based

compensation expense in respect of the share options based on the fair values determined at grant date.




(c) Performance shares

During the financial year, 2,320,005 (2008: 2,159,580) performance shares were granted subject to the terms and conditions of the Plan.

Movements in the number of performance shares outstanding during the financial year are summarised below:

2009

Outstanding Outstanding and unvested Grant as at as at Date 01.09.08 Adjusted* Granted Vested Lapsed 31.08.09 (‘000) (‘000) (‘000) (‘000) (‘000) (‘000)

12.01.07 1,741 388 - (510) (17) 1,602 11.01.08 2,131 - - - (19) 2,112 12.01.09 - - 2,320 - (16) 2,304

2008

Outstanding Outstanding and unvested Grant as at as at Date 01.09.07 Granted Vested Lapsed 31.08.08 (‘000) (‘000) (‘000) (‘000) (‘000)

12.01.07 1,792 - - (51) 1,741 11.01.08 - 2,160 - (29) 2,131

* Adjusted at end of the performance period based on the level of achievement of pre-set performance conditions.

The shares awarded at the vesting date could range from 0% to 150% of the grant, depending on the level of achievement against the pre-set performance conditions.


annualreport2009 97


(c) Performance shares (cont’d)

The fair value of the performance shares is determined at grant date using the Monte Carlo simulation model. The number of performance shares granted during the financial year, their fair values and the assumption inputs used are as follows:

2009

Correlation between SPH Share Price and Share Expected Risk-free FTSE ST Price at Grant Vesting Number Fair Value Expected Dividend Interest All Share Grant Date Date of Shares per Share Volatility* Yield Rate Index ^ Date

(‘000) S$ SPH (%) FTSE ST % % % S$ All Share Index (%)

12.01.09 (a) 11.01.11 490 2.67 20.79 NA 6.20 0.76 NA 3.02 12.01.09 (a) 11.01.12 490 2.51 20.79 NA 6.20 1.07 NA 3.02 12.01.09 (b) 11.01.12 850 2.02 20.79 27.33 6.20 1.07 48.00 3.02 12.01.09 (a) 11.01.13 490 2.37 20.79 NA 6.20 1.34 NA 3.02

2008

Correlation between SPH Share Price and Share Expected Risk-free FTSE ST Price at Grant Vesting Number Fair Value Expected Dividend Interest All Share Grant Date Date of Shares per Share Volatility* Yield Rate Index ^ Date

(‘000) S$ SPH (%) FTSE ST % % % S$ All Share Index (%)

11.01.08 (a) 10.01.10 474 4.13 12.71 NA 5.50 1.46 NA 4.60 11.01.08 (a) 10.01.11 474 3.92 12.71 NA 5.50 1.57 NA 4.60 11.01.08 (b) 10.01.11 739 3.82 12.71 13.74 5.50 1.57 51.40 4.60 11.01.08 (a) 10.01.12 473 3.72 12.71 NA 5.50 1.75 NA 4.60

* Derived based on 36 months of historical volatility prior to grant date.^ Derived based on 36 months of historical correlation of returns prior to grant date.(a) Granted with non-market conditions. (b) Granted with market conditions.NA Not applicable.

For non-market conditions, achievement factors have been estimated based on management inputs for the purpose of accrual for the performance shares until the achievement of the performance conditions can be accurately ascertained.

During the current financial year, the Group recognised S$6,422,000 (2008: S$5,234,000) of share-based compensation expense in respect of performance shares based on the fair values determined on grant date and estimation of the share grants that will ultimately vest.



5. RESERVES

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Composition

Capital reserve [Note 5(a)] 2,005 2,005 - -Share-based compensation reserve [Note 5(b)] 26,290 22,110 26,290 22,110Hedging reserve [Note 5(c)] (13,937) (7,883) (1,455) -Fair value reserve [Note 5(d)] 203,724 246,828 25,722 32,435Currency translation reserve 1,078 (2,621) - -

219,160 260,439 50,557 54,545

Movements

(a) Capital reserve

GROUP

2009 2008 S$’000 S$’000

At beginning and end of financial year Distributable 1,375 1,375 Non-distributable 630 630

2,005 2,005

(b) Share-based compensation reserve

GROUP AND COMPANY

2009 2008 S$’000 S$’000

Beginning of financial year 22,110 18,493 Share-based compensation expense (Note 26) 6,422 6,406 Share-based compensation expense charged to a jointly-controlled entity 21 19 Exercise of share options (7) (2,049) Lapse of share options (230) (759) Award of performance shares (2,026) -

End of financial year 26,290 22,110

(c) Hedging reserve

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Beginning of financial year (7,883) (3,493) - - Effect of change in Singapore tax rate (96) - - - Fair value losses (18,227) (11,183) (2,905) - Deferred tax on fair value losses 3,099 2,643 494 -

(15,128) (8,540) (2,411) -

Transfer to finance costs (Note 28) 11,049 5,063 1,152 - Deferred tax on transfer (1,879) (913) (196) -

End of financial year (13,937) (7,883) (1,455) -


annualreport2009 99

5. RESERVES (CONT’D)

Movements (cont’d)

(d) Fair value reserve

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Beginning of financial year 246,828 299,613 32,435 36,310 Effect of change in Singapore tax rate 78 - - - Financial assets, available-for-sale - Fair value losses (44,769) (48,138) (6,713) (3,875) - Deferred tax on fair value losses 2,234 4,526 - -

(42,535) (43,612) (6,713) (3,875)

Transfer to income statement on disposal (760) (11,315) - - Deferred tax on transfer 113 2,142 - -

End of financial year 203,724 246,828 25,722 32,435

6. INCOME TAXES

(a) Deferred income taxes

Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current income tax assets against current income tax liabilities and when the deferred income taxes relate to the same fiscal authority. The following amounts, determined after appropriate offsetting, are shown on the balance sheets:

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Deferred income tax liabilities/(assets): - to be settled/(recovered) within one year 26,025 2,858 1,318 (1,357) - to be settled after one year 54,207 72,603 42,878 48,188

80,232 75,461 44,196 46,831

Deferred income tax taken to equity during the financial year is as follows:

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Hedging reserve [Note 5(c)] (1,124) (1,730) (298) - Fair value reserve [Note 5(d)] (2,425) (6,668) - -

(3,549) (8,398) (298) - Deferred income tax assets are recognised for tax losses and capital allowances carried forward to the

extent that realisation of the related tax benefits through future taxable profits is probable. The Group has unrecognised tax losses and capital allowances of S$4,168,000 (2008: S$4,458,000) and S$671,000 (2008: S$167,000) respectively which can be carried forward and used to offset against future taxable income subject to meeting certain statutory requirements by those companies with unrecognised tax losses and capital allowances in their respective countries of incorporation. The tax losses have no expiry dates.



6. INCOME TAXES (CONT’D)

(a) Deferred income taxes (cont’d)

The movements in the deferred income tax assets and liabilities (prior to offsetting of balances within the same tax jurisdiction) during the financial year are as follows:

2009

GROUP

(i) Deferred income tax liabilities

Accelerated Profit from Tax Fair Value Development Depreciation Changes Properties Others Total S$’000 S$’000 S$’000 S$’000 S$’000

Beginning of financial year 66,612 2,636 11,295 2,443 82,986Effect of change in Singapore tax rate - credited to income statement (3,600) - (628) (2) (4,230) - credited to equity - (78) - - (78)(Credited)/Charged to income statement (2,865) - 13,069 (210) 9,994 Credited to equity - (2,347) - - (2,347) Acquisition of subsidiaries [Note 22(b)] 1,105 - - - 1,105Currency translation difference 1 - - - 1Other adjustments 2 - - - 2

End of financial year 61,255 211 23,736 2,231 87,433

(ii) Deferred income tax assets

Fair Value Provisions Changes Others Total S$’000 S$’000 S$’000 S$’000

Beginning of financial year (5,795) (1,730) - (7,525)Effect of change in Singapore tax rate 301 96 - 397Charged/(Credited) to income statement 1,391 - (64) 1,327Credited to equity - (1,220) - (1,220)Currency translation difference 8 - - 8Reclassified from current income taxes (188) - - (188)

End of financial year (4,283) (2,854) (64) (7,201)


annualreport2009 101



2008

GROUP


Accelerated Profit from Tax Fair Value Development Depreciation Changes Properties Others Total S$’000 S$’000 S$’000 S$’000 S$’000

Beginning of financial year 65,354 9,304 3,444 2,207 80,309Charged to income statement 1,211 - 7,851 236 9,298 Credited to equity - (6,668) - - (6,668) Acquisition of business by a subsidiary [Note 22(c)] 50 - - - 50 Reclassified from current income taxes (3) - - - (3)

End of financial year 66,612 2,636 11,295 2,443 82,986


Fair Value Provisions Changes Total S$’000 S$’000 S$’000

Beginning of financial year (5,844) - (5,844)Charged to income statement 61 - 61Credited to equity - (1,730) (1,730)Currency translation difference (12) - (12)

End of financial year (5,795) (1,730) (7,525)





2009

COMPANY


Accelerated Tax Depreciation S$’000

Beginning of financial year 52,245 Effect of change in Singapore tax rate (2,902)Credited to income statement (1,121)

End of financial year 48,222


Fair Value Provisions Changes Total S$’000 S$’000 S$’000

Beginning of financial year (5,414) - (5,414)Effect of change in Singapore tax rate 301 - 301Charged to income statement 1,385 - 1,385Credited to equity - (298) (298)

End of financial year (3,728) (298) (4,026)

2008

COMPANY


Accelerated Tax Depreciation S$’000

Beginning of financial year 52,551Credited to income statement (306)



Provisions S$’000

Beginning of financial year (5,671)Charged to income statement 257

End of financial year (5,414)




(b) Income tax expense

GROUP

2009 2008 S$’000 S$’000

Tax expense attributable to profit is made up of:

Current year - Current tax 55,794 78,048 - Deferred tax 12,508 9,359Effect of change in Singapore tax rate (3,929) -

64,373 87,407Prior years - Current tax 655 (1,324) - Deferred tax (1,187) -

63,841 86,083

The income tax expense on profit for the financial year varies from the amount of income tax determined by applying the Singapore standard rate of income tax to profit before taxation due to the following factors:

GROUP

2009 2008 S$’000 S$’000

Profit before taxation 482,206 522,008

Tax calculated at corporate tax rate of 17% (2008: 18%) 81,975 93,961 Singapore statutory stepped income exemption (408) (405)Income taxed at concessionary rate (269) (320)Income not subject to tax (19,387) (14,918)Expenses not deductible for tax purposes 5,925 9,436Deferred tax benefits not recognised 410 287Double tax relief for contributions made to Institutes of Public Character (511) (181)Effect of different tax rates in other countries 511 166Effect of change in Singapore tax rate (3,929) -Others 56 (619)

Tax charge 64,373 87,407

The Singapore corporate tax rate is reduced from 18% to 17% with effect from the year of assessment 2010.



7. BORROWINGS

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Term loan - secured [Note 7(a)] 570,000 570,000 - -Term loan - unsecured [Note 7(b)] 150,000 - 150,000 -Loans from minority shareholders - unsecured [Notes 7(c) and 7(d)] 3,463 3,616 - -Fixed advance facility - unsecured [Note 7(e)] 800 800 - -

724,263 574,416 150,000 -

Borrowings are repayable: Within 1 year 870 800 - - Between 1- 5 years 723,393 573,616 150,000 -

724,263 574,416 150,000 -

(a) As at August 31, 2009, Orchard 290 Ltd (“Orchard 290”), a subsidiary of the Group, had a term loan facility available for drawdown up to the amount of S$610 million (2008: S$610 million) for a tenure of five years from June 21, 2006. Total loan outstanding as at August 31, 2009 amounted to S$570 million (2008: S$570 million).

The term loan facility is secured by way of a legal mortgage on the Group’s investment property (Note 9), a debenture over the assets of Orchard 290, an assignment of rental proceeds from the investment property and the insurances on the investment property.

After taking into account interest rate swap arrangements totalling S$500 million (2008: S$500 million), the effective interest rate as at the balance sheet date on the outstanding term loan of S$570 million was 3.18% per annum (2008: S$570 million, 3.26% per annum).

(b) As at August 31, 2009, the Company had an unsecured term loan facility available for drawdown up to the amount of S$150 million (2008: S$Nil) for a tenure of three years from October 22, 2008. Total loan drawn down as at August 31, 2009 amounted to S$150 million (2008: S$Nil).

After taking into account interest rate swap arrangements totalling S$100 million (2008: S$Nil), the effective interest rate as at the balance sheet date on the outstanding term loan of S$150 million was 2.50% per annum (2008: S$Nil).

(c) As at August 31, 2009, Blu Inc (Holdings) Malaysia Sdn Bhd, a subsidiary of the Group, had an outstanding unsecured loan of S$3,393,000 (2008: S$3,546,000) from its minority shareholder, Simpletech Sdn Bhd, after making partial loan repayment of S$153,000 (2008: S$129,000) during the financial year. The loan is interest-free and has no fixed repayment terms although repayment is not expected within the next twelve months.

(d) As at August 31, 2009, SPH UnionWorks Pte Ltd (“SPH UnionWorks”), a subsidiary of the Group, had an outstanding unsecured loan of S$70,000 (2008: S$70,000) from its minority shareholder, NTUC Media Co-operative Ltd. The effective interest rate of the loan, which carries floating interest rate referenced to the Singapore dollar swap offer rate and repriced every six months, was 1.24% (2008: 2.00%) per annum as at the balance sheet date and the loan is repayable on October 20, 2009.



7. BORROWINGS (CONT’D)

(e) As at August 31, 2009, SPH UnionWorks had an unsecured fixed advance facility of which the total drawdown as at August 31, 2009 is S$800,000 (2008: S$800,000). The bank loans of S$300,000 and S$500,000 are unsecured and have tenures of 12 months from March 12, 2009 and February 26, 2009 respectively. As at August 31, 2009, interest is charged at 2.92% (2008: 1.93%) and 2.2% (2008: 1.94%) per annum respectively.

(f) In respect of bank borrowings, where appropriate, the Group’s policy is to minimise its interest rate risk exposure by entering into interest rate swaps over the duration of its borrowings. Accordingly, the Company and Orchard 290 entered into interest rate swap contracts to swap floating rates for fixed interest rates as part of their interest rate risk management. Under the interest rate swaps, the Company and Orchard 290 agreed with other parties to exchange at specified intervals, the difference between fixed rate and floating rate interest amounts calculated by reference to the agreed notional principal amounts. At August 31, 2009, the fixed interest rates were 2.5% (2008: Nil) and 3.189% (2008: 3.189%) per annum for the Company and Orchard 290 respectively, and floating rates are referenced to Singapore dollar swap offer rate and repriced every three months.

The notional principal amounts of the outstanding interest rate swap contracts and their corresponding fair values as at August 31, 2009 are:

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Notional due:

Between 1 - 5 years (Note 21) 600,000 500,000 100,000 -

Fair values* (Note 21) (16,792) (10,983) (1,753) -

* The fair values of interest rate swap contracts had been calculated (using rates quoted by the Group’s bankers) assuming the contracts are terminated at the balance sheet date.

(g) The fair values of the borrowings as at the balance sheet date approximated their carrying values.



8. PROPERTY, PLANT AND EQUIPMENT

(a) 2009

GROUP

Leasehold Plant Furniture Land and and and Motor Buildings Equipment Fittings Vehicles Total S$’000 S$’000 S$’000 S$’000 S$’000

Cost Beginning of financial year 224,387 754,617 16,819 1,517 997,340 Reclassification - (32) 32 - - Acquisition of a subsidiary [Note 22(b)] - 272 46 - 318 Acquisition of business by a subsidiary [Note 22(c)] - 24 - - 24 Currency translation differences - (14) (14) (2) (30) Additions 18 5,811 826 10 6,665 Transfer in from capital work-in-progress 5,835 13,823 339 - 19,997 Disposals/Written off (1,259) (33,333) (834) (46) (35,472) Disposal of a subsidiary [Note 22(d)] - (105) (1) - (106)


Accumulated depreciation and impairment losses Beginning of financial year 102,168 407,022 11,045 926 521,161 Currency translation differences - (26) (6) (1) (33) Depreciation charge for the year 6,468 51,501 1,331 277 59,577 Disposals/Written off (1,259) (32,973) (697) (39) (34,968) Disposal of a subsidiary [Note 22(d)] - (86) (1) - (87) (Reversal of impairment charge)/ Impairment charge for the year (1,186) 79 - - (1,107)


Net book value End of financial year 122,790 315,546 5,541 316 444,193 Capital work-in-progress - 18,341 - - 18,341

Total 122,790 333,887 5,541 316 462,534

Capital work-in-progress Beginning of financial year 3,011 11,107 - - 14,118 Additions 2,824 22,102 339 - 25,265 Transfer out to property, plant and equipment (5,835) (13,823) (339) - (19,997) Transfer out [Note 15(c)] - (1,045) - - (1,045)

End of financial year - 18,341 - - 18,341



8. PROPERTY, PLANT AND EQUIPMENT (CONT’D)

(b) 2008

GROUP

Leasehold Plant Furniture Land and and and Motor Buildings Equipment Fittings Vehicles Total S$’000 S$’000 S$’000 S$’000 S$’000

Cost Beginning of financial year 224,194 676,825 16,625 1,520 919,164 Acquisition of business by a subsidiary [Note 22(c)] - 61 42 - 103 Currency translation differences - (66) (30) (3) (99) Additions 1,208 8,446 576 - 10,230 Transfer in from capital work-in-progress - 74,672 206 - 74,878 Disposals (1,015) (5,321) (600) - (6,936)


Accumulated depreciation and impairment losses Beginning of financial year 97,966 364,610 10,378 603 473,557 Currency translation differences - (19) (11) (2) (32) Depreciation charge for the year 6,295 47,205 1,228 325 55,053 Disposals (942) (5,000) (550) - (6,492) (Reversal of impairment charge)/ Impairment charge for the year (1,151) 226 - - (925)

End of financial year 102,168 407,022 11,045 926 521,161

Net book value End of financial year 122,219 347,595 5,774 591 476,179 Capital work-in-progress 3,011 11,107 - - 14,118

Total 125,230 358,702 5,774 591 490,297

Capital work-in-progress Beginning of financial year 25 43,280 - - 43,305 Additions 2,986 42,499 206 - 45,691 Transfer out to property, plant and equipment - (74,672) (206) - (74,878)

End of financial year 3,011 11,107 - - 14,118




(c) 2009

COMPANY

Plant Furniture and and Motor Equipment Fittings Vehicles Total S$’000 S$’000 S$’000 S$’000

Cost Beginning of financial year 646,589 12,701 1,360 660,650 Additions 1,353 41 6 1,400 Transfer in from capital work-in-progress 12,813 243 - 13,056 Disposals (31,867) (381) - (32,248)


Accumulated depreciation and impairment losses Beginning of financial year 344,328 8,735 852 353,915 Depreciation charge for the year 40,887 947 232 42,066 Disposals (31,659) (317) - (31,976)


Net book value End of financial year 275,332 3,239 282 278,853 Capital work-in-progress 18,044 - - 18,044

Total 293,376 3,239 282 296,897

Capital work-in-progress Beginning of financial year 9,493 - - 9,493 Additions 21,364 243 - 21,607 Transfer out to property, plant and equipment (12,813) (243) - (13,056)

End of financial year 18,044 - - 18,044




(d) 2008

COMPANY

Plant Furniture and and Motor Equipment Fittings Vehicles Total S$’000 S$’000 S$’000 S$’000

Cost Beginning of financial year 578,484 12,689 1,360 592,533 Additions 2,157 268 - 2,425 Transfer in from capital work-in-progress 69,252 206 - 69,458 Transfer in 2 - - 2 Disposals (3,306) (462) - (3,768)


Accumulated depreciation and impairment losses Beginning of financial year 309,324 8,280 576 318,180 Depreciation charge for the year 38,277 905 276 39,458 Disposals (3,273) (450) - (3,723)

End of financial year 344,328 8,735 852 353,915

Net book value End of financial year 302,261 3,966 508 306,735 Capital work-in-progress 9,493 - - 9,493

Total 311,754 3,966 508 316,228

Capital work-in-progress Beginning of financial year 42,507 - - 42,507 Additions 36,238 206 - 36,444 Transfer out to property, plant and equipment (69,252) (206) - (69,458)

End of financial year 9,493 - - 9,493



9. INVESTMENT PROPERTIES

GROUP

2009 2008 S$’000 S$’000

CostBeginning of financial year 1,205,070 1,159,083Additions 42,498 45,987Written off (41) -

End of financial year 1,247,527 1,205,070

Accumulated depreciation and impairment lossesBeginning of financial year 64,890 58,463Depreciation charge for the year 8,175 6,823Reversal of allowance for impairment - (396)Written off (3) -


Carrying amount 1,174,465 1,140,180

Fair value 2,039,227 2,065,735

The fair value of the investment properties as at balance sheet date was stated based on professional valuations, determined on an open market value basis. Valuation of the Group’s major investment property, the Paragon on Orchard Road, was carried out by an independent professional valuer using the income method.

The Paragon on Orchard Road, with a carrying amount of S$1,164,922,000 (2008: S$1,129,522,000), is mortgaged to a bank as security for the loan facility of S$610 million (2008: S$610 million) granted to Orchard 290 [Note 7(a)].

In 2008, the Group reversed the allowance for impairment charge on investment properties of S$396,000. The reversal of allowance of impairment charge had been included in “other operating income”.

The following amounts are recognised in the income statement:

GROUP

2009 2008 S$’000 S$’000

Rental income 121,180 115,629Direct operating expenses arising from investment properties that generated rental income (35,176) (33,017)



10. DEVELOPMENT PROPERTIES

GROUP

2009 2008 S$’000 S$’000

Sold development propertiesAggregate costs incurred and profits recognised to date 467,167 236,883Less: Progress billings (139,111) (136,509)

328,056 100,374

Analysed as:Due from customers (Note 18) 328,056 100,374

Pursuant to the requirement under the Residential Property Act, the Group obtained a banker’s guarantee of S$28,000,000 (2008: S$28,000,000). This is secured by way of a legal mortgage on the Group’s development properties and an assignment of sales proceeds from the development properties.

As stated in Note 2(g), the Group recognises profits from sale of development properties using the percentage-of-completion method. Had the completion-of-contract method been adopted, the effects on the financial statements would have been as follows:

GROUP

2009 2008 S$’000 S$’000

(Decrease)/Increase in:

Income statementRevenue from sale of development properties (242,454) (138,131)Profit before taxation (174,063) (99,125)Taxation (12,471) (7,893)Profit after taxation (161,592) (91,232)

Balance sheetDue from customers as at end of financial year (324,283) (100,374)Due to customers as at end of financial year - 49,846Deferred income tax liabilities as at end of financial year (24,429) (11,957)Retained earnings as at beginning of financial year (138,263) (47,031)

11. INVESTMENTS IN SUBSIDIARIES AND AMOUNT OWING BY/TO SUBSIDIARIES

(a) Unquoted equities

COMPANY

2009 2008 S$’000 S$’000

Unquoted equities at cost 387,340 387,340Allowance for impairment* (500) (500)

386,840 386,840

* The impairment charge in 2008 was taken to write down the carrying amount of investment in a subsidiary to its recoverable amount following a review of the subsidiary’s business.

Details of significant subsidiaries are set out in Note 32. A list of other operating subsidiaries in the Group can be found on pages 144 to 145 of the annual report.

Details of the acquisition and disposal of subsidiaries are set out in Notes 22(b) and 22(d) respectively.



11. INVESTMENTS IN SUBSIDIARIES AND AMOUNT OWING BY/TO SUBSIDIARIES (CONT’D)

(b) Amount owing by subsidiaries

COMPANY

2009 2008 S$’000 S$’000

Amount owing by subsidiaries 584,701 766,391Loans to subsidiaries 111,853 91,418

696,554 857,809Allowance for impairment* (3,310) (2,972)

693,244 854,837

* Impairment charge was attributable to amount owing by and loans extended to subsidiaries.

The amount owing by subsidiaries is non-trade, unsecured, interest-free and repayable on demand.

(c) Amount owing to subsidiaries

The amount owing to subsidiaries is non-trade, unsecured and repayable on demand. Except for amount owing to certain subsidiaries of S$45,719,000 (2008: S$30,779,000) with effective interest rates ranging from 0.12% to 0.46% (2008: 0.68% to 2.35%) per annum as at the balance sheet date, the amount owing to other subsidiaries is interest-free.

12. INVESTMENTS IN ASSOCIATES AND AMOUNT OWING BY/TO ASSOCIATES


GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Beginning of financial year 45,582 71,079 21,326 29,160 Currency translation differences (106) 49 - - Acquisition of associates 419 - - - Acquisition of additional interest in an associate 33 - - - Additional consideration paid on interests in associates 12,218 - 8,000 - Reclassification from investment in a subsidiary [Note 22(d)] 29 - - - Disposal of an associate (7,110) (224) - - Share of net (losses)/profits of associates (3,268) 1,390 - - Dividends received from associates (2,197) - - - Impairment losses [Note 12(d)] - (26,712) - (7,834)




12. INVESTMENTS IN ASSOCIATES AND AMOUNT OWING BY/TO ASSOCIATES (CONT’D)

(a) Unquoted equities (cont’d)

The summarised financial information of associates is as follows:

GROUP

2009 2008 S$’000 S$’000

Assets 208,896 361,369Liabilities 48,664 210,133Revenues 290,528 386,925Net profit 2,167 3,152

Share of an associate’s contingent liabilities incurred jointly with other investors - 1,290

A list of associates of the Group can be found on page 146 of the annual report.

(b) Amount owing by associates

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Amount owing by associates (non-trade) 21 21 - - * Loans to associates - 6,079 - 6,000

21 6,100 - 6,000

* Less than S$500.

The Company granted a S$6 million loan with a tenure of three years commencing May 1, 2005 to an associate. Upon its maturity on May 1, 2008, the loan was extended interest-free for one year. In 2009, the loan was converted into equity shares in the associate.

(c) Amount owing to an associate

The amount owing to an associate is unsecured, interest-free and repayable on demand.

(d) Impairment in investments in associates

The following carrying value of the Group’s investments in associates as at August 31, 2008 was assessed and determined to be impaired in the previous financial year:

Carrying Amount Net before Impairment Carrying Impairment Loss Loss Amount S$’000 S$’000 S$’000

AssociateTOM Outdoor Media Group Limited 38,155 (26,455) 11,700Other associates 257 (257) - Notes:(i) For impairment testing purposes, the respective associate is considered to be the cash generating unit (“CGU”).(ii) The recoverable value of the CGU is determined based on fair value less cost to sell. Cost to sell is expected to be

immaterial in the computation.



13. INVESTMENTS IN JOINTLY-CONTROLLED ENTITIES AND AMOUNTS OWING BY/TO JOINTLY-CONTROLLED ENTITIES


GROUP

2009 2008 S$’000 S$’000

Beginning of financial year 15,652 10,497 Acquisition of a jointly-controlled entity 225 7,261 Additional consideration paid on interests in jointly-controlled entities 5,844 - Share of net losses (5,299) (2,106) Others 1,019 -


The Group’s investments in the jointly-controlled entities are equity accounted for in the consolidated balance sheet and income statement. The following amounts represent the Group’s effective share of 33.33% to 50% (2008: 50%) of the assets and liabilities and income and expenses of the jointly-controlled entities as at August 31, 2009 should proportionate consolidation be adopted.

GROUP

2009 2008 S$’000 S$’000

Assets - Current assets 17,622 16,537 - Non-current assets 2,606 2,122

20,228 18,659

Liabilities - Current liabilities 3,750 2,308 - Non-current liabilities 1,233 753

4,983 3,061

Net assets 15,245 15,598

Income 1,191 969Expenses (6,490) (3,558)

Net loss (5,299) (2,589)

A list of jointly-controlled entities of the Group can be found on page 146 of the annual report.

(b) Amount owing by jointly-controlled entities

The amount owing by jointly-controlled entities is unsecured, interest-free and repayable on demand.

(c) Amount owing to a jointly-controlled entity

The amount owing to a jointly-controlled entity comprises amount owing by the Company to the jointly-controlled entity of S$18,406,000 (2008: S$12,571,000), and amount owing by a subsidiary to the jointly-controlled entity of S$18,000 (2008: S$45,000). The amount owing by the Company to the jointly-controlled entity is non-trade, unsecured, repayable on demand and interest-bearing, with effective interest rates ranging from 0.05% to 1.42% (2008: 0.66% to 2.49%) per annum as at the balance sheet date. The amount owing by a subsidiary to the jointly-controlled entity is non-trade, unsecured, interest-free and repayable on demand.



14. LONG-TERM INVESTMENTS

Long-term investments classified as available-for-sale financial assets include the following:

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Quoted securities - Equities 239,716 268,832 28,146 34,860 Unquoted securities - Equities 3,175 4,488 - - - Investment funds 2,027 1,977 - -

244,918 275,297 28,146 34,860

The quoted equities are listed in Singapore.

15. INTANGIBLE ASSETS

GROUP

2009 2008 S$’000 S$’000

Arising from business combinations - Goodwill [Note 15(a)] 35,846 30,191 - Technology, trademark, licences, mastheads and others [Note 15(b)] 15,279 9,516 Acquired separately - Technology and licences [Note 15(c)] 1,503 -

52,628 39,707

(a) Arising from business combinations - Goodwill

GROUP

2009 2008 S$’000 S$’000

Cost Beginning of financial year 30,546 14,321Acquisition of subsidiaries [Note 22(b)] 5,404 -Acquisition of additional interests in subsidiaries - 523Acquisition of business by a subsidiary [Note 22(c)] 23 13,996Additional consideration paid on interests in a subsidiary - 2,200Written off (131) -Currency translation differences 359 (494)


Accumulated impairment Beginning and end of financial year (355) (355)

Net book value 35,846 30,191



15. INTANGIBLE ASSETS (CONT’D)

(b) Arising from business combinations - Technology, trademark, licences, mastheads and others

2009

GROUP

Trademark, licences, mastheads Technology and others Total S$’000 S$’000 S$’000

Cost Beginning of financial year - 11,892 11,892Acquisition of subsidiaries [Note 22(b)] 6,518 1,800 8,318Acquisition of business by a subsidiary [Note 22(c)] - 318 318Currency translation differences - 8 8Written off - (1,100) (1,100)

End of financial year 6,518 12,918 19,436

Accumulated amortisation Beginning of financial year - (2,376) (2,376)Amortisation charge (Note 27) (493) (1,574) (2,067)Currency translation differences - 186 186Written off - 100 100

End of financial year (493) (3,664) (4,157)

Net book value 6,025 9,254 15,279

2008

GROUP

Trademark, licences, mastheads Technology and others Total S$’000 S$’000 S$’000

Cost Beginning of financial year - 2,608 2,608Acquisition of business by a subsidiary [Note 22(c)] - 9,284 9,284

End of financial year - 11,892 11,892

Accumulated amortisationBeginning of financial year - (1,568) (1,568)Amortisation charge (Note 27) - (808) (808)

End of financial year - (2,376) (2,376)

Net book value - 9,516 9,516



15. INTANGIBLE ASSETS (CONT’D)

(c) Acquired separately - Technology and licences

GROUP

2009 S$’000

CostBeginning of financial year - Additions 759 Transfer from work-in-progress [Note 8(a)] 1,045


Accumulated amortisationBeginning of financial year - Amortisation charge (Note 27) (301)

End of financial year (301)

Net book value 1,503

16. OTHER NON-CURRENT ASSETS

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Staff loans 3,981 4,650 3,484 4,348Sundry debtors 903 1,010 169 148Others 65 65 - -

4,949 5,725 3,653 4,496

17. INVENTORIES

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Raw materials and consumable stores 29,907 36,981 29,059 35,776Allowance for write-down of inventories (537) (700) (528) (700)

29,370 36,281 28,531 35,076

The cost of inventories recognised as an expense and included in materials, consumables and broadcasting costs in the income statement amounts to S$144,658,000 (2008: S$133,979,000).

During the financial year, the Group made a reversal of allowance for stock obsolescence amounting to S$163,000 (2008: allowance of S$300,000).



18. TRADE RECEIVABLES

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Amount owing 115,653 133,898 95,148 110,352Allowance for impairment (9,701) (10,281) (7,892) (8,343)

105,952 123,617 87,256 102,009Development properties - Due from customers (Note 10) 328,056 100,374 - -

434,008 223,991 87,256 102,009

Amounts due from customers on development properties are neither past due nor impaired as they relate to the aggregated costs incurred and the profit or loss recognised in each development property that has been sold, net of any progress billings. The amounts due will be invoiced to the purchasers progressively in accordance with the schedule stated in the sale and purchase agreements.

19. OTHER RECEIVABLES AND PREPAYMENTS

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Accrued interest 1,231 1,644 64 70Sundry debtors 10,098 8,746 4,317 1,799 Prepayments 5,962 4,437 2,775 2,200Staff loans 1,471 1,638 1,331 1,489

18,762 16,465 8,487 5,558

20. SHORT-TERM INVESTMENTS

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Available-for-sale financial assets [Note 20(a)(i)] 411,052 416,482 169,940 84,075Financial assets at fair value through profit or loss [Note 20(a)(ii) and 20(b)] 37,520 226,079 - -

448,572 642,561 169,940 84,075



20. SHORT-TERM INVESTMENTS (CONT’D)

(a) Internally managed

(i) Available-for-sale financial assets comprise the following:

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Quoted securities* - Equities 35,744 48,833 - - - Bonds 210,027 91,276 109,940 - - Investment funds 120,429 210,207 60,000 84,075

366,200 350,316 169,940 84,075

Unquoted securities - Equities 187 152 - - - Bonds - 10,000 - - - Investment funds 44,665 56,014 - -

44,852 66,166 - -

411,052 416,482 169,940 84,075

(ii) Financial assets at fair value through profit or loss comprise the following:

GROUP

2009 2008 S$’000 S$’000

Quoted securities* - Held for trading - Equities - 760 - Designated at fair value on initial recognition - Bonds 37,520 30,455

37,520 31,215

* Quoted equities and bonds are mainly invested in Singapore. Quoted investment funds are invested in globally diversified portfolios with no significant concentration risk.



20. SHORT-TERM INVESTMENTS (CONT’D)

(b) Funds under management

The financial assets that are externally-managed comprise funds placed with the various professional fund managers pursuant to investment management agreements. The Group can, pursuant to the terms, terminate the agreements by giving the requisite prior notice in writing to the fund managers. These fund managers are given discretionary powers within certain guidelines to invest the funds and these financial assets are managed on a portfolio basis and their performance evaluated on a fair value basis.

Funds under management are classified as financial assets at fair value through profit or loss and comprise the following:

GROUP

2009 2008 S$’000 S$’000

Quoted securities - Equities - 31,928 - Bonds - 66,188

- 98,116Derivatives - (3,868)Cash and cash equivalents - 8,457Accrued income - 638Due from brokers - 91,521

Designated as fair value through profit or loss upon initial recognition - 194,864

The funds are mainly invested in globally diversified portfolios with no significant concentration risk. During the financial year, the Group terminated all of its funds under management.

21. DERIVATIVE FINANCIAL INSTRUMENTS

Analysed as:

2009

GROUP

Contract Notional Fair Value

Amount Assets Liabilities S$’000 S$’000 S$’000

Non-currentCash flow hedge - Interest-rate swaps [Note 7(f)] 600,000 - 16,792

CurrentDerivatives that do not qualify as hedges - Currency forwards 121,299 1,002 129 - Cross currency swap 5,764 1,298 -

2,300 129



21. DERIVATIVE FINANCIAL INSTRUMENTS (CONT’D)

2009 (cont’d)

COMPANY




CurrentDerivatives that do not qualify as hedges - Currency forwards 36,026 131 47

2008

GROUP




CurrentDerivatives that do not qualify as hedges - Currency forwards 67,657 14 2,211 - Cross currency swap 7,052 1,693 -

1,707 2,211

COMPANY



CurrentDerivatives that do not qualify as hedges - Currency forwards 4,937 14 -



22. CASH AND CASH EQUIVALENTS

(a) Cash and cash equivalents at the end of the financial year comprise the following:

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Cash held as fixed bank deposits 269,776 180,534 118,664 59,245Cash and bank balances 29,477 30,490 9,973 12,226

299,253 211,024 128,637 71,471

Included in cash and cash equivalents are the following:

GROUP

2009 2008 S$’000 S$’000

Amount held as fixed bank deposits under Housing Developers (Project Account) Rules 25,300 70,500

Amount held in project bank account under Housing Developers (Project Account) Rules 219 448

Under the Housing Developers (Project Account) Rules, withdrawals from the above bank accounts are restricted to payments for expenditure incurred on the development properties (Note 10).

(b) Acquisition of subsidiaries

GROUP

2009

Carrying amounts in At fair acquiree’s values books S$’000 S$’000

Identifiable assets and liabilitiesProperty, plant and equipment (Note 8) 318 318 Intangible assets [Note 15(b)] 8,318 18 Investment in an associate 169 169 Current assets (including cash) 5,323 5,323 Current liabilities (3,123) (3,123) Deferred income tax liabilities [Note 6(a)] (1,105) -

Identifiable net assets acquired 9,900 2,705Goodwill on acquisition [Note 15(a)] 5,404

Total purchase consideration [Note 22(b)(i)] 15,304Less: Cash and cash equivalents of subsidiaries acquired (4,183)

Net cash outflow on investments in subsidiaries 11,121



22. CASH AND CASH EQUIVALENTS (CONT’D)

(b) Acquisition of subsidiaries (cont’d)

Note (b)(i)

The Group through its wholly-owned subsidiary, SPH Interactive Pte Ltd (“SPHI”), entered into an agreement on September 9, 2008 to acquire the entire issued share capital of Shareinvestor.com Holdings Pte Ltd (“Shareinvestor.com”), an established financial internet portal.

The acquisition was completed on November 17, 2008. A total consideration of S$15 million was paid as at August 31, 2009.

The goodwill is attributable to the value of the acquired businesses and management expertise of Shareinvestor.com Holdings Pte Ltd, its subsidiaries and an associate.

The acquired subsidiaries contributed revenue of S$6.3 million and net profit of S$1.1 million to the

Group for the period from November 17, 2008 to August 31, 2009. If the acquisition had occurred on September 1, 2008, Group operating revenue and total profit would have increased by S$2.0 million and S$0.3 million respectively.

(c) Acquisition of business by a subsidiary

GROUP

2009 2008

At At At At fair carrying fair carrying values amounts values amounts S$’000 S$’000 S$’000 S$’000

Identifiable assets and liabilitiesProperty, plant and equipment (Note 8) 24 21 103 103Current assets (including cash) 102 83 603 603Intangible assets [Note 15(b)] 318 - 9,284 -Current liabilities - - (84) (84)Deferred income tax liabilities [Note 6(a)] - - (50) -

Identifiable net assets acquired 444 104 9,856 622 Goodwill on acquisition [Note 15(a)] 23 13,996

Total purchase consideration [Note 22(c)(i)] 467 23,852Less: Cash and cash equivalents acquired - (508)

Net cash outflow on acquisition of business by a subsidiary 467 23,344

Note (c)(i)

2009

On September 17, 2008, the Group’s wholly-owned subsidiary, Straits Times Press Pte Ltd, acquired a book publishing business and took over certain contracts and staff from SNP International Publishing for a consideration of S$0.5 million.

The goodwill is attributable to the value and management expertise of the acquired business.

The acquired business contributed revenue of S$0.9 million and net loss of S$0.3 million to the Group for the period from September 17, 2008 to August 31, 2009.



22. CASH AND CASH EQUIVALENTS (CONT’D)

(c) Acquisition of business by a subsidiary (cont’d)

Note (c)(i) (cont’d)

2008

On December 31, 2007, the Group acquired the business of ADKOM Ltd, for a total purchase consideration of S$23.9 million. This includes:

• AllluxurymagazinetitlespublishedandownedbyADKOMLtd;and• Allotherbusinesses,assetsandbenefitsrelatingtothepublishingofthetitles includingstaff,

fixed assets and all contracts.

The goodwill is attributable to the value and management expertise of the acquired business.

The acquired business contributed revenue of S$5.6 million and net profit of S$0.5 million to the Group for the period from January 1, 2008 to August 31, 2008. If the acquisition had occurred on September 1, 2007, Group operating revenue and total profit would have increased by S$8.6 million and S$0.5 million respectively.

(d) Disposal of a subsidiary

GROUP

2009 S$’000

Carrying values of identifiable assets and liabilitiesProperty, plant and equipment (Note 8) 19Current assets (including cash) 470Current liabilities (345)

144Reclassification of remaining 20% equity interest as investment in an associate [Note 12(a)] (29)

115Profit on disposal 3

Cash proceeds from disposal [Note 22(d)(i)] 118Less: Cash and cash equivalents in subsidiary disposed (71)

Net cash inflow on disposal 47

Note (d)(i)

On October 3, 2008, Magazines Incorporated Pte Ltd (“Magazines Inc”), a wholly-owned subsidiary of SPH Magazines Pte Ltd, entered into a Share Purchase Agreement to sell 80% of its entire stake in the capital of MI Publishing (HK) Co Ltd (“MIHK”) to Sing Tao Holdings (BVI) Limited for a cash consideration of HKD603,000 (S$118,000).

The sale and transfer was completed on November 15, 2008. MIHK is no longer a subsidiary of Magazines Inc but will remain as a 20% associate. It will continue to publish The Peak Hong Kong under a publishing licence arrangement with SPH Magazines Pte Ltd.



23. OTHER PAYABLES AND ACCRUED LIABILITIES

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

CurrentAccrued operating expenses 104,030 124,486 87,491 109,931Sundry creditors 29,551 32,136 17,755 21,934

133,581 156,622 105,246 131,865

Non-current Sundry creditors 22,858 21,924 - -

24. CAPITAL AND OTHER COMMITMENTS

(a) Commitments for capital expenditure and investments

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Authorised and contracted for - Property, plant and equipment 16,178 61,730 15,685 55,258 - Investment properties 2,389 34,434 - - - Equity funding 109,924 86,449 - -

128,491 182,613 15,685 55,258

(b) Operating lease commitments – where the Group and/or Company is a lessee

The future minimum lease payables under non-cancellable operating leases contracted for at the balance sheet date but not recognised as liabilities, are as follows:

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Within 1 year 7,062 7,513 306 248Between 1 - 5 years 15,116 16,028 117 10After 5 years 107,981 115,294 - -

130,159 138,835 423 258

The Group and Company leases various residential/commercial space and plant and machinery under non-cancellable operating lease agreements with varying terms, escalation clauses and renewal rights.

(c) Operating lease commitments – where the Group is a lessor

The future minimum lease receivables under non-cancellable operating leases contracted for at the balance sheet date but not recognised as receivables, are as follows:

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Within 1 year 124,124 117,308 - -Between 1 - 5 years 220,062 221,576 - -After 5 years 8,272 28,848 - -

352,458 367,732 - -

The Group leases to third parties various residential/commercial space under non-cancellable operating lease agreements with varying terms, escalation clauses and renewal rights.



25. OPERATING REVENUE

GROUP

2009 2008 S$’000 S$’000

Newspaper and MagazineSale of services - Advertisements 648,277 780,064Sale of goods - Circulation 214,205 205,840Others 29,922 28,431

892,404 1,014,335

PropertyRental and rental-related services 123,146 117,163Sale of development properties 242,454 138,131

365,600 255,294

OthersSale of services - Advertisements 18,108 19,961Sale of services - Multimedia and other services 25,255 11,421

43,363 31,382

1,301,367 1,301,011

26. STAFF COSTS

GROUP

2009 2008 S$’000 S$’000

Salaries, bonuses and other costs 253,808 295,000Employers’ contribution to defined contribution plans 26,666 31,692Share-based compensation expenses [Note 5(b)] 6,422 6,406

286,896 333,098

27. OTHER OPERATING EXPENSES

GROUP

2009 2008 S$’000 S$’000

Included in other operating expenses are:

Audit fees - Company’s auditors 664 581 - Other auditors 85 64Non-audit fees#

- Company’s auditors 81 100Rental expense - operating lease 8,866 9,124Net foreign exchange loss from operations 2,517 761Amortisation of intangible assets [Notes 15(b) and (c)] 2,368 808Allowance for impairment of trade receivables 2,084 1,542Bad debts recovery (318) (214)Impairment charge on property, plant and equipment 79 226Net loss/(profit) on disposal of property, plant and equipment 321 (493) # Non-audit fees are mainly for services relating to non-statutory audit/review assignments.



28. FINANCE COSTS

GROUP

2009 2008 S$’000 S$’000

Interest on bank loans 10,497 14,072Realised loss on cash flow hedge, transferred from equity [Note 5(c)]* 11,049 5,063

21,546 19,135

* In relation to interest rate swap arrangements in Note 7(f).

29. NET (LOSS)/INCOME FROM INVESTMENTS

GROUP

2009 2008 S$’000 S$’000

Available-for-sale financial assetsInterest income 3,825 5,464Dividend income 22,725 29,235Net foreign exchange loss (156) (350)Profit on sale of investments 3,530 14,580Profit from capital reduction exercises of investee companies - 2,607Impairment of investment (4,568) -

25,356 51,536

Financial assets at fair value through profit or lossNet fair value gain/(loss) of internally-managed investments - Designated upon initial recognition 1,168 907 - Held for trading 60 (44)Net loss from funds under management (30,531) (12,408)Net fair value (loss)/gain of derivative instruments (172) 6,472

(29,475) (5,073)

Deposits with financial institutionsInterest income 609 1,294Net foreign exchange loss (2,676) (9)

(2,067) 1,285

(6,186) 47,748



30. DIVIDENDS

GROUP AND COMPANY

2009 2008 S$’000 S$’000

Dividends paid: - Final tax-exempt dividend of 9 cents per share in respect of previous financial year (2008: 9 cents per share) 144,237 144,208 - Special final tax-exempt dividend of 10 cents per share in respect of previous financial year (2008: 10 cents per share) 160,264 160,231 - Interim tax-exempt dividend of 7 cents per share (2008: 8 cents per share) 112,221 128,282

416,722 432,721

(a) The Directors have proposed a final tax-exempt (one-tier) dividend of 9 cents per share and a special final tax-exempt (one-tier) dividend of 9 cents per share for 2009, amounting to a total of S$288,567,000.

(b) These financial statements do not reflect these proposed dividends, which will be accounted for in shareholders’ interests as an appropriation of retained profit in the financial year ending August 31, 2010 when they are approved at the next annual general meeting.

31. EARNINGS PER SHARE

GROUP

2009 2008

Basic Diluted Basic Diluted S$’000 S$’000 S$’000 S$’000

Profit after taxation attributable to shareholders of the Company 421,881 421,881 437,444 437,444

Number of Shares Number of Shares

’000 ’000 ’000 ’000

Weighted average number of shares 1,602,980 1,602,980 1,602,015 1,602,015Adjustment for assumed conversion of - share options - 36 - 1,540 - performance shares - 9,534 - 4,642

Weighted average number of shares used to compute earnings per share 1,602,980 1,612,550 1,602,015 1,608,197

2009 2008

Basic Diluted Basic Diluted

Earnings per share (S$) 0.26 0.26 0.27 0.27



32. SIGNIFICANT SUBSIDIARIES OF THE GROUP

Country of Effective % of Equity Name of Subsidiaries Principal Activities Incorporation held by the Group

2009 2008 % %

Times Properties Letting properties and Singapore 100 100Private Limited provision of property management services

Orchard 290 Ltd Holding investments and Singapore 100 100 managing of shopping centres and other commercial properties

Times Development Property development Singapore 100 100Pte Ltd

Singapore News and Holding investments Singapore 100 100Publications Limited and properties

Singapore Newspaper Holding investments Singapore 100 100Services Private and propertiesLimited

Lianhe Investments Holding investments Singapore 100 100Pte. Ltd. for trading purposes

SPH MultiMedia Holding investments Singapore 100 100Private Limited

SPH AsiaOne Ltd Holding investments Singapore 100 100

Notes:(i) The above companies are audited by PricewaterhouseCoopers LLP, Singapore.(ii) A list of the other operating subsidiaries of the Group can be found on pages 144 to 145 of the annual report.

33. FINANCIAL RISK MANAGEMENT

The Group’s activities expose it to a variety of financial risks, particularly market risk (including currency risk, price risk and interest rate risk), credit risk and liquidity risk. Where appropriate, the Group’s risk management policies seek to minimise potential adverse effects of these risks on the financial performance of the Group.

Matters pertaining to risk management strategies and execution require the decision and approval of the Board of Directors (“Board”).

Financial risk management is mainly carried out by a central treasury department (“Treasury & Investment”) in accordance with policies approved by the Board. Treasury & Investment analyses its investment portfolio and works closely with business units to identify, evaluate and hedge financial risks where appropriate. Guidelines for authority levels and exposure limits are in place to prevent unauthorised transactions. The Board is regularly updated on the Group’s financial investments and hedging activities.



33. FINANCIAL RISK MANAGEMENT (CONT’D)

The policies for managing these risks are summarised below.

(a) Market risk

(i) Currency risk

The currency risk of the Group arises mainly from its operational purchases of raw materials and consumable stores and capital expenditure denominated in currencies other than the functional currency. In addition, currency risk also arises from the Group’s foreign currency investments and from costs incurred by its overseas news bureaus. The Group also has investments in foreign subsidiaries, associates and jointly-controlled entities, whose net assets are exposed to currency translation risk.

Where appropriate, the Group enters into foreign exchange forward contracts and cross currency swaps to hedge against its currency risk resulting from anticipated sale and purchase transactions in foreign currencies, its foreign currency denominated investments and net assets of its foreign subsidiaries, associates and jointly-controlled entities.

The Group’s currency exposure on its monetary financial assets and liabilities based on the information provided to key management is as follows:

2009

SGD USD Others Total S$’000 S$’000 S$’000 S$’000

Financial assets Trade and other receivables 110,904 638 7,094 118,636 Short-term investments 241,195 6,352 - 247,547 Amount owing by associates 14 - 7 21 Amount owing by jointly-controlled entities 316 - 221 537 Other non-current assets 4,539 13 397 4,949 Cash and cash equivalents 218,229 75,815 5,209 299,253

575,197 82,818 12,928 670,943

Financial liabilities Trade payables and accrued liabilities (220,045) (14,243) (6,915) (241,203) Amount owing to an associate (5) - - (5) Amount owing to jointly-controlled entities (18,424) - - (18,424) Borrowings (720,870) - (3,393) (724,263)

(959,344) (14,243) (10,308) (983,895)

Net financial (liabilities)/assets (384,147) 68,575 2,620 (312,952) Less: Net financial liabilities/(assets) denominated in the respective entities’ functional currencies 384,147 (183) (2,294) 381,670 Less: Firm commitments - (2,927) - (2,927) Less: Currency forwards - (105,196) - (105,196)

Currency exposure - (39,731) 326 (39,405)




(a) Market risk (cont’d)

(i) Currency risk (cont’d)

2008


Financial assets Trade and other receivables 126,271 1,835 7,539 135,645 Short-term investments 125,595 157,954 11,118 294,667 Amount owing by associates 6,079 21 - 6,100 Amount owing by jointly-controlled entities 136 - - 136 Other non-current assets 5,508 27 190 5,725 Cash and cash equivalents 197,813 6,933 6,278 211,024

461,402 166,770 25,125 653,297

Financial liabilities Trade payables and accrued liabilities (240,120) (16,833) (9,632) (266,585) Amount owing to an associate - (21) - (21) Amount owing to a jointly-controlled entity (12,616) - - (12,616) Borrowings (570,870) - (3,546) (574,416)

(823,606) (16,854) (13,178) (853,638)

Net financial (liabilities)/assets (362,204) 149,916 11,947 (200,341) Less: Net financial liabilities/(assets) denominated in the respective entities’ functional currencies 362,204 - (849) 361,355 Less: Firm commitments - (9,695) - (9,695) Less: Currency forwards - (65,410) - (65,410)

Currency exposure - 74,811 11,098 85,909






The Company’s currency exposure based on the information provided to key management is as follows:

2009


Financial assets Trade and other receivables 92,662 143 163 92,968 Short-term investments 109,940 - - 109,940 Amount owing by subsidiaries 693,244 - - 693,244 Amount owing by a jointly-controlled entity 27 - - 27 Other non-current assets 3,653 - - 3,653 Cash and cash equivalents 97,442 30,925 270 128,637

996,968 31,068 433 1,028,469 Financial liabilities Trade payables and accrued liabilities (131,687) (6,605) (598) (138,890) Amount owing to subsidiaries (418,602) (35) - (418,637) Amount owing to a jointly-controlled entity (18,406) - - (18,406) Borrowings (150,000) - - (150,000)

(718,695) (6,640) (598) (725,933)

Net financial assets/(liabilities) 278,273 24,428 (165) 302,536

Less: Net financial liabilities/(assets) denominated in the Company’s functional currency (278,273) - - (278,273) Less: Firm commitments - (2,927) - (2,927) Add: Currency forwards - (21,615) - (21,615)

Currency exposure - (114) (165) (279)






2008


Financial assets Trade and other receivables 105,032 227 108 105,367 Amount owing by subsidiaries 846,502 - 8,335 854,837 Amount owing by an associate 6,000 - - 6,000 Amount owing by a jointly-controlled entity 17 - - 17 Other non-current assets 4,496 - - 4,496 Cash and cash equivalents 65,388 5,106 977 71,471

1,027,435 5,333 9,420 1,042,188 Financial liabilities Trade payables and accrued liabilities (165,362) (16,701) (1,104) (183,167) Amount owing to subsidiaries (387,296) (217) - (387,513) Amount owing to a jointly-controlled entity (12,571) - - (12,571)

(565,229) (16,918) (1,104) (583,251)

Net financial assets/(liabilities) 462,206 (11,585) 8,316 458,937

Less: Net financial liabilities/(assets) denominated in the Company’s functional currency (462,206) - - (462,206) Less: Firm commitments - (9,695) - (9,695) Add: Currency forwards - 4,951 - 4,951

Currency exposure - (16,329) 8,316 (8,013)

If the USD changes against the SGD by 5% (2008: 4%) with all other variables including tax rate being held constant, the effects arising from the currency exposure will be as follows:

2009 2008

Profit Profit after tax Equity after tax Equity S$’000 S$’000 S$’000 S$’000

Increase/(Decrease)

Group

USD against SGD - strengthened (1,656) - 2,454 - - weakened 1,656 - (2,454) -

Company

USD against SGD - strengthened (5) - (536) - - weakened 5 - 536 -





(ii) Price risk

The Group is exposed to equity securities price risk because of the investments held by the Group which are classified either as available-for-sale or at fair value through profit or loss. The market values of these investments are affected by, amongst others, changes in market prices as a result of changes in the global economic conditions, macro and micro economic factors affecting the country where the investments are quoted, and factors specific to the investee corporations.

The fluctuations in market prices due to the above factors are unforeseen and the Group monitors and responds to these changes as and when appropriate and necessary. To manage the price risk arising from investments in equity securities, the Group diversifies its portfolio across different markets and industries whenever it is appropriate.

The Group terminated all of its funds under management during the financial year. If prices for

equity securities that are internally-managed changed by 20% (2008: 15% and 12% for equity securities that are internally-managed and managed by external fund managers respectively) with all other variables including tax rate being held constant, the effects on profit after tax and equity arising from the change in valuation of the equity securities will be:

2009 2008


Increase/(Decrease)

Group

Internally-managed investments - increased by - 71,988 94 60,974 - decreased by - (71,988) (94) (60,974)

Funds under management - increased by - - 3,267 - - decreased by - - (3,267) -

Company

Internally-managed investments - increased by - 5,629 - 5,229 - decreased by - (5,629) - (5,229)





(iii) Interest rate risk

The Group has cash balances placed with reputable banks and financial institutions, and investments in bonds and government-related securities, which generate interest income for the Group. The Group manages its interest rate risks by placing such balances on varying maturities and interest rate terms.

The Group’s debt consists of bank borrowings taken up by the Company and its subsidiaries to finance its operations. Where appropriate, the Group seeks to minimise its cash flow interest rate risk exposure by entering into interest rate swap contract to swap floating interest rate for fixed interest rate over the duration of its borrowings.

Movements in interest rates will therefore have an impact on the Group. A change of 0.5% (2008: 1%) point in interest rate at the reporting date would affect profit after tax and equity by the amounts shown below, assuming that all other variables remain constant.

2009 2008


Increase/(Decrease)

Group

Fixed deposits with financial institutions 1,119 - 1,481 - Borrowings (net of interest rate swaps) (500) - (581) - Internally-managed investments (990) (1,174) 52 (3,794) Funds under management - - (674) -

Company

Fixed deposits with financial institutions 492 - 486 - Borrowings (net of interest rate swaps) (208) - - - Internally-managed investments - (249) 689 -

(b) Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations, thereby resulting in financial loss to the Group. For trade receivables, the Group manages its credit risk through the application of credit approvals, credit limits and monitoring procedures. Where appropriate, the Group obtains collateral in the form of deposits, bankers’/insurance guarantees from its customers, and imposes cash terms and/or advance payments from customers of lower credit standing. For other financial assets, the Group adopts the policy of dealing only with high credit quality counterparties.

As at the balance sheet date, the Group has no significant concentration of credit risks.

The maximum exposure to credit risk for each class of financial instruments is the carrying amount of that class of financial instruments presented on the balance sheet which comprise mainly trade receivables, investments in bonds, cash and bank deposits. In addition, the Company is the primary obligor for an unsecured composite advance facility which could be utilised by the Company and its designated subsidiaries. The amount utilised by the Group as at August 31, 2009 was S$800,000 (2008: S$800,000).




(b) Credit risk (cont’d)

The credit risk for trade receivables based on the information provided to key management is as follows:

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

By types of customersAdvertisement 78,827 95,392 66,450 78,238Circulation 14,184 12,528 13,041 11,146Multimedia 2,129 2,251 1,215 2,203Broadcasting 610 966 - -Rental 1,149 883 - -Others 9,053 11,597 6,550 10,422

105,952 123,617 87,256 102,009

(i) Financial assets that are neither past due nor impaired

Bank deposits and investments in bonds are neither past due nor impaired. Bank deposits are placed with reputable banks and financial institutions. The Group’s bond portfolio and funds placed with external managers are primarily invested in investment grade securities. Trade receivables that are neither past due nor impaired are substantially companies with a good collection track record with the Group.

(ii) Financial assets that are either past due or impaired

The age analysis of trade receivables past due but not impaired is as follows:

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Past due 0 to 30 days 18,254 16,796 13,487 12,407 Past due 31 to 60 days 4,991 5,602 2,443 2,162 Past due 61 to 90 days 2,219 2,641 827 1,049 Past due over 90 days 3,758 3,026 760 786

29,222 28,065 17,517 16,404

The carrying amount of trade receivables individually determined to be impaired and the movements in the related allowance for impairment are as follows:

GROUP COMPANY

2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000

Gross amount 9,701 10,281 7,892 8,343 Less: Allowance for impairment (9,701) (10,281) (7,892) (8,343)

- - - -

Beginning of financial year 10,281 10,542 8,343 8,593 Acquisition of subsidiaries 2 - - - Allowance made 2,084 1,542 1,476 1,057 Allowance utilised (2,661) (1,809) (1,927) (1,307) Currency translation difference (5) 6 - -


Certain past due or impaired trade receivables are backed by bankers’/insurance guarantees and/or deposits from customers. It is not practicable to determine the fair value of the collaterals that correspond to these trade receivables.

The basis of determining impairment is set out in the accounting policy Note 2(l)(v).




(c) Liquidity risk

Liquidity risk refers to the risk that the Group will encounter difficulty in meeting obligations associated with financial liabilities. To manage liquidity risk, the Group monitors and maintains a level of cash and cash equivalents to finance the Group’s operations and mitigate the effects of fluctuation in cash flows.

The table below analyses the maturity profile of the Group’s and the Company’s financial liabilities (including derivative financial liabilities) based on contractual undiscounted cash flows.

Less Between Between than 1 1 and 2 2 and 5 Over 5 year years years years S$’000 S$’000 S$’000 S$’000

Group

At August 31, 2009Net-settled interest rate swap (8,893) (7,764) (135) - Gross-settled currency forwards - Receipts 115,375 423 7,476 - - Payments (114,484) (404) (6,172) -Trade and other payables (218,345) (9,438) (10,541) (2,879)Amount owing to associates (5) - - -Amount owing to a jointly-controlled entity (18,424) - - -Borrowings (7,691) (575,382) (153,648) -

(252,467) (592,565) (163,020) (2,879)

At August 31, 2008Net-settled interest rate swap (3,840) (3,840) (3,303) -Gross-settled currency forwards - Receipts 68,094 423 7,899 - - Payments (70,261) (389) (6,198) -Trade and other payables (244,661) (6,377) (12,708) (2,839)Amount owing to associates (21) - - -Amount owing to a jointly-controlled entity (12,616) - - -Borrowings (9,587) (12,390) (577,546) -

(272,892) (22,573) (591,856) (2,839)




(c) Liquidity risk (cont’d)

Less Between Between than 1 1 and 2 2 and 5 Over 5 year years years years S$’000 S$’000 S$’000 S$’000

Company

At August 31, 2009Net-settled interest rate swap (809) (809) (135) -Gross-settled currency forwards - Receipts 36,302 - - - - Payments (36,218) - - -Trade and other payables (138,890) - - -Amount owing to subsidiaries (418,637) - - -Amount owing to a jointly-controlled entity (18,406) - - -Borrowings (1,524) (1,524) (150,255) -

(578,182) (2,333) (150,390) -

At August 31, 2008Gross-settled currency forwards - Receipts 4,951 - - - - Payments (4,937) - - -Trade and other payables (183,167) - - -Amount owing to subsidiaries (387,513) - - -Amount owing to a jointly-controlled entity (12,571) - - -

(583,237) - - -




(d) Capital risk

The Group’s objectives for managing capital are to safeguard the Group’s ability to continue as a going concern and to maintain an optimal capital structure so as to maximise shareholder value. In order to maintain or achieve an optimal capital structure, the Group may adjust the amount of dividend payment, return capital to shareholders, issue new shares, buy back issued shares, obtain new borrowings or sell assets to reduce borrowings.

The total capital of the Group and the Company as at the balance sheet dates is represented by the respective “Shareholders’ interests” as presented on the balance sheets.

Management uses the “Return on Shareholders’ Funds” as a measure of efficiency in managing capital. The “Return on Shareholders’ Funds” is calculated as profit attributable to shareholders divided by shareholders’ interests. The “Return on Shareholders’ Funds” was 20.5% for the current financial year ended August 31, 2009 (2008: 20.9%).

The Group and the Company are in compliance with all externally imposed capital requirements for the financial years ended August 31, 2008 and 2009.

34. RELATED PARTY TRANSACTIONS

Key management personnel compensation are as follows:

GROUP

2009 2008 S$’000 S$’000

Remuneration and other short-term employee benefits 17,193 17,540Employers’ contribution to defined contribution plans 380 454Share-based compensation expense 3,119 2,553

20,692 20,547

Staff loans granted to key management personnel 1,059 1,169

The above includes total emoluments of the Company’s Directors of S$3,050,000 (2008: S$2,984,000).



35. SEGMENTAL INFORMATION

2009

Newspaper Treasury and and Magazine Investment Property Others Eliminations Consolidated S$’000 S$’000 S$’000 S$’000 S$’000 S$’000

Operating revenue

External sales 892,404 - 365,600 43,363 - 1,301,367Inter-segmental sales 3,596 - 1,855 1,462 (6,913) -

Total operating revenue 896,000 - 367,455 44,825 (6,913) 1,301,367

Result

Segment result 287,938 (6,933) 259,960 (29,614) - 511,351Finance costs (3,090) - (18,437) (19) - (21,546)Interest income 100 - 465 403 - 968Share of profits less losses of associates/jointly-controlled entities 1,068 - - (9,635) - (8,567)

Profit/(loss) before taxation 286,016 (6,933) 241,988 (38,865) - 482,206Taxation (63,841)

Profit after taxation 418,365Minority interests 3,516

Profit attributable to shareholders 421,881

Other information

Segment assets 643,881 898,866 1,580,806 48,764 - 3,172,317Investments in associates/ jointly-controlled entities 31,570 - - 31,471 - 63,041

Consolidated total assets 3,235,358

Segment liabilities 325,653 7,689 655,020 30,518 - 1,018,880Current income tax liabilities 71,584 Deferred income tax liabilities 80,232

Consolidated total liabilities 1,170,696

Capital expenditure 25,629 - 42,748 6,051 - 74,428Depreciation 51,973 - 8,416 7,363 - 67,752 Amortisation 1,172 - - 1,196 - 2,368Impairment of property, plant and equipment - - - 79 - 79Reversal of impairment charge on property, plant and equipment (1,186) - - - - (1,186)Intangible assets written off 1,000 - - - - 1,000Goodwill written off - - - 131 - 131



35. SEGMENTAL INFORMATION (CONT’D)

2008

Newspaper Treasury and and Magazine Investment Property Others Eliminations Consolidated S$’000 S$’000 S$’000 S$’000 S$’000 S$’000

Operating revenue

External sales 1,014,335 - 255,294 31,382 - 1,301,011Inter-segmental sales 2,728 - 1,780 551 (5,059) -

Total operating revenue 1,017,063 - 257,074 31,933 (5,059) 1,301,011

Result

Segment result 367,760 46,714 181,043 (28,773) - 566,744Finance costs - - (19,098) (37) - (19,135) Interest income 372 - 880 575 - 1,827Impairment charge on investments in associates (257) - - (26,455) - (26,712)Share of profits less losses of associates/jointly-controlled entities 2,741 - - (3,457) - (716)

Profit/(Loss) before taxation 370,616 46,714 162,825 (58,147) - 522,008Taxation (86,083)

Profit after taxation 435,925Minority interests 1,519

Profit attributable to shareholders 437,444

Other information

Segment assets 705,111 981,126 1,360,886 42,348 - 3,089,471Investments in associates/ jointly-controlled entities 31,582 - - 29,652 - 61,234

Consolidated total assets 3,150,705

Segment liabilities 221,920 2,296 635,514 22,064 - 881,794Current income tax liabilities 92,173 Deferred income tax liabilities 75,461

Consolidated total liabilities 1,049,428

Capital expenditure 39,841 - 46,246 15,821 - 101,908Depreciation 50,546 - 7,048 4,282 - 61,876Amortisation 808 - - - - 808Impairment of property, plant and equipment - - - 226 - 226Reversal of impairment charge on - property, plant and equipment (1,151) - - - - (1,151) - investment properties - - (396) - - (396)



35. SEGMENTAL INFORMATION (CONT’D)

Notes:(a) Business segments: The Group is organised into three major operating segments, namely Newspaper

and Magazine, Treasury and Investment, and Property, and reports its primary segment information through direct identification. The Newspaper and Magazine segment is involved in the publishing, printing and distributing of newspapers and magazines. The Treasury and Investment segment manages the investment activities of the Group while the Property segment holds, manages and develops properties of the Group. Other operations under the Group, which are currently not significant to be reported separately, are included under “Others”. These comprise our businesses and investments in Internet and related activities, outdoor advertising, radio broadcasting and television broadcasting.

(b) Geographical segments: The principal geographical area in which the Group operates is Singapore. The Group’s overseas operations comprise mainly publishing and distributing magazines, holding overseas investments, providing marketing and editorial services and providing online search, directories and classified services.

Operating Revenue Total Assets Capital Expenditure

2009 2008 2009 2008 2009 2008 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000

Singapore 1,274,964 1,274,192 3,175,505 3,079,514 72,323 101,537Other countries 26,403 26,819 59,853 71,191 2,105 371

1,301,367 1,301,011 3,235,358 3,150,705 74,428 101,908

36. NEW OR REVISED ACCOUNTING STANDARDS AND INTERPRETATIONS

Certain new standards and amendments and interpretations to existing standards have been published and are mandatory for the Group’s accounting periods beginning on or after September 1, 2009 or later periods which the Group has not early adopted. The Group’s assessment of the impact of adopting those standards, amendments and interpretations that are relevant to the Group is set out below.

(a) Amendment to FRS 107 – Improving Disclosures about Financial Statements (effective for annual periods beginning on or after January 1, 2009)

The amended standard requires enhanced disclosures about fair value measurement and liquidity risk. In particular, the amendment requires disclosure of fair value measurements by level of a fair value measurement hierarchy.

The Group will apply the FRS 107 (Amendment) in the financial year ending August 31, 2010. The impact of the amendment will create additional disclosure requirements for the Group’s financial statement.

(b) FRS 1(R) – Presentation of Financial Statements (effective for annual periods beginning on or after January 1, 2009)

The revised standard requires:

• All changes inequityarising fromtransactionswithowners in their capacityasowners tobepresented separately from components of comprehensive income;

• Componentsofcomprehensiveincomenottobeincludedinstatementofchangesinequity;• Itemsofincomeandexpensesandcomponentsofothercomprehensiveincometobepresented

either in a single statement of comprehensive income with subtotals, or in two separate statements (a separate statement of profit and loss followed by a statement of comprehensive income);

• Presentation of restated balance sheet as at the beginning of the comparative period whenentities make restatements or reclassifications of comparative information.

The revisions also include changes in titles of some of the primary statements within the complete set of financial statements.

The Group will apply the revised standard in the financial year ending August 31, 2010, and provide comparative information that conforms to the requirements of the revised standard. The key impact of the application of the revised standard is the presentation of an additional primary statement, that is, the statement of comprehensive income.



36. NEW OR REVISED ACCOUNTING STANDARDS AND INTERPRETATIONS (CONT’D)

(c) FRS 108 – Operating Segments (effective for annual periods beginning on or after January 1, 2009)

FRS 108 supersedes FRS 14 Segment Reporting and requires the Group to report the financial performance of its operating segments based on the information used internally by management for evaluating segment performance and deciding on allocation of resources. Such information may be different from the information included in the financial statements, and the basis of its preparation and reconciliation to the amounts recognised in the financial statements shall be disclosed.

The Group will apply FRS 108 in the financial year ending August 31, 2010, and provide comparative information that conforms to the requirements of FRS 108. The Group expects the new operating segments to be similar to the business segments currently disclosed.

(d) Revised FRS 23 – Borrowing Costs (effective for annual periods beginning on or after January 1, 2009)

The revised standard removes the option to recognise immediately as an expense, borrowing costs that are attributable to qualifying assets, except for those borrowing costs on qualifying assets that are measured at fair value or inventories that are manufactured or produced in large quantities on a repetitive basis.

The Group will apply the revised FRS 23 in the financial year ending August 31, 2010. As the Group has been capitalising the relevant borrowing costs, the revised standard is not expected to have any impact to the Group.

(e) Amendment to FRS 102 – Share-based Payment (effective for annual periods beginning on or after January 1, 2009)

The amended standard clarifies that vesting conditions consist of service conditions and performance conditions only. Other conditions are considered non-vesting conditions. All non-vesting conditions are taken into account in the estimate of the fair value of the equity instruments. All cancellations, whether by the entity or by other parties, are accounted for consistently, that is, to recognise immediately the amount of the expense that would otherwise have been recognised over the remainder of the vesting period.

The Group will apply the FRS 102 (Amendment) in the financial year ending August 31, 2010. The amendment is not expected to have a material impact to the Group.

(f) FRS 103 (revised) – Business Combinations (effective for annual periods beginning on or after July 1, 2009)

The revised standard continues to apply the acquisition method to business combinations, with some significant changes. Amongst them, all payments to purchase a business are to be recorded at fair value at the acquisition date, with contingent payments classified as debt and subsequently re-measured through the income statement. There is a choice on an acquisition-by-acquisition basis to measure the non-controlling interest in the acquiree either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net assets. All acquisition-related costs should be expensed. The Group will apply FRS 103 (revised) prospectively to all business combinations from September 1, 2009.

(g) FRS 27 (revised) – Consolidated and Separate Financial Statements (effective for annual periods beginning on or after July 1, 2009)

FRS 27 (revised) requires the effects of all transactions with non-controlling interests to be recorded in equity if there is no change in control and these transactions will no longer result in goodwill or gains and losses. The standard also specifies the accounting when control is lost. Any remaining interest in the entity is re-measured to fair value, and a gain or loss is recognised in profit or loss. The Group will apply FRS 27 (revised) prospectively to transactions with minority interests from September 1, 2010.

37. AUTHORISATION OF FINANCIAL STATEMENTS

On October 12, 2009, the Board of Directors of Singapore Press Holdings Limited authorised these financial statements for issue.



operAting compAnies of tHe groupas at August 31, 2009

Name of Subsidiary Principal Activities Country of Incorporation

701Sou (Beijing) Information Technology Co Ltd

Researching and developing search engine software and networking technology and providing related services

The People's Republic of China

701Sou (Hong Kong) Pte Ltd Holding investments Hong Kong

Blu Inc Holdings (Malaysia) Sdn Bhd

Holding investments and providing management support services

Malaysia

Blu Inc Media (HK) Limited Publishing magazines and providing editorial and other services

Hong Kong

Blu Inc Media China Advertising and promoting the magazine publishing business


Blu Inc Media Sdn Bhd Publishing and distributing magazines and books Malaysia

Blu Inc Media Singapore Pte Ltd

Acting as an agent to promote, solicit and generate advertisement orders

Singapore

clickTRUE Pte Ltd Providing online marketing and technology services Singapore

Focus Publishing Ltd Publishing magazines and providing editorial services Singapore

Hardware Zone Pte Ltd Holding investments Singapore

MI Publishing Sdn Bhd Media representative Malaysia

New Beginnings Management Consulting (Shanghai) Company Limited

Business management and consultancy services The People's Republic of China

Rednano Pte Ltd Online search and directories Singapore

Shareinvestor Pte Ltd Providing online investor relations services, developing applications and operating a financial portal

Singapore

Shareinvestor.com Holdings Pte Ltd

Holding investments and providing management services

Singapore

SI Portal.com Sdn Bhd Providing online investor relations services, developing applications and operating a financial portal

Malaysia

Sin Chew Jit Poh (Singapore) Limited Holding investments and properties Singapore

Singapore Press Holdings (Overseas) Limited

Providing marketing and other services and holding investments

Singapore

SPH (Americas) Pte Ltd Providing news reporting services Singapore

SUBSIDIARIES



SUBSIDIARIES (CONT’D)

Name of Subsidiary Principal Activities Country of Incorporation

SPH AlphaOne Pte Ltd Holding investments Singapore

SPH Buzz Pte Ltd Franchising kiosks to third party operators Singapore

SPH Data Services Pte Ltd Licensing copyrights and trademarks Singapore

SPH Interactive International Pte Ltd

Licensing software, providing technical services and holding investments

Singapore

SPH Interactive Pte Ltd Holding investments Singapore

SPH Magazines Pte Ltd Publishing magazines, providing online marketing services and editorial services and holding investments

Singapore

SPH MediaBoxOffice Pte Ltd Providing advertising and events management services

Singapore

SPH Net Pte Ltd Holding investments Singapore

SPH NewMedia Pte Ltd Internet and related activities Singapore

SPH Search Pte Ltd Online businesses Singapore

SPH UnionWorks Pte Ltd Radio broadcasting Singapore

Sphere Exhibits Pte Ltd Events/ exhibitions/ conventions/ conference organisers

Singapore

Straits Times Press Pte Ltd Book publishing business Singapore

Tamil Murasu Ltd Publishing newspapers Singapore

The Straits Times Press (1975) Limited

Holding investments Singapore



ASSOCIATES

JOINTLY-CONTROLLED ENTITIES

Name of Associate Principal Activities Country of Incorporation

Beijing Gameaxis Info Ltd Business management and consultancy services The People's Republic of China

Blu Inc Media (Thailand) Co Ltd Publishing magazines Thailand

GMM Times Co Ltd Publishing and distributing magazines Thailand

Hardware Zone (Philippines) Co Publishing, advertising and providing online services Philippines

Hardware Zone (Thailand) Co Ltd Publishing, advertising and providing online services Thailand

MediaCorp Press Ltd Publishing and distributing free newspaper Singapore

MediaCorp TV Holdings Pte Ltd Holding investment in subsidiaries which provide television broadcasting and content production services

Singapore

MI Publishing (HK) Co Limited Publishing magazines Hong Kong

OpenNet Pte Ltd Developing national broadband network Singapore

Shanghai YouHer Consultancy Limited

Consultancy services The People's Republic of China

SI.com (Thailand) Co. Ltd Providing online investor relations services, developing applications and operating a financial portal

Thailand

Name of Jointly-Controlled Entity Principal Activities Country of Incorporation

701Panduan Sdn Bhd Providing online search and directories services Malaysia

701Search Pte Ltd Online businesses Singapore

701Search, Inc. Providing online search, directories and classifieds Philippines

Mudah.my Sdn Bhd (formerly known as 701Search Sdn Bhd)

Online search and directories Malaysia

Shanghai Blu Inc Advertising Co Ltd Advertising and consultancy services The People's Republic of China

Shanghai Goal Media Management Consulting Co. Ltd.

Providing management consultancy for media related businesses



overseAs bureAus

AUSTRALIA

ST Roger Maynard (Contributor)Tel 61-2-9973 2881 Fax 61-2-9973 2049 [email protected]

BT Mohan [email protected]

Kevin Clarke [email protected]

CHINA(BEIJING)

8th Floor, Unit 05 Raffles City Beijing Office Tower No. 1 Dongzhimen South Street Dongcheng District Beijing 100027, P.R. China

ST Peh Shing Huei Tel 86-10-6418 1577 Tel 86-10-6418 1578Fax 86-10-6418 [email protected]

Grace Ng En-LingTel 86-10-6418 1577Tel 86-10-6418 1578Fax 86-10-6418 1580 [email protected]

Sim Chi Yin Tel 86-10-6418 1577Tel 86-10-6418 1578Fax 86-10-6418 1580 [email protected]

ZB Han Yong Hong Tel 86-10-6418 1586Fax 86-10-6418 1584 [email protected]

Chan Cheow PongTel 86-10-6418 1585 Fax 86-10-6418 1584 [email protected]

ZB General Line : Tel 86-10-6418 1587

CHINA(CHONGQING)

Beian Xingzuo Apt #25-12, Jianxin Beilu 60 Jiangbei District Chongqing 400020, China

ZB Li Yunlin

Tel 86-23-6770 0067 Fax 86-23-6770 [email protected]

Mktg Chen ShouzhangTel 86-23-6770 0067Fax 86-23-6770 [email protected]

CHINA(GUANGZHOU)

Room 1106, Peace World Plaza 362-366, Huanshi Dong Road Guangzhou, Guangdong Province China 510060

ZB David Yeo Yong HerngTel 86-20-8374 0537Fax 86-20-8374 [email protected]

CHINA(HONGKONG)

1308, 13th Floor, Tower Two Lippo Centre, No. 89 Queensway Hong Kong

ST Ching CheongTel 852-2530 9720 Fax 852-2845 [email protected]

ZB Norman Yik Tel 852-2524 6191 Fax 852-2524 [email protected]

Mktg Don Li Tel 852-2877 9076 Fax 852-2522 [email protected]

Echo Cheung Tel 852-2877 9076Fax 852-2522 [email protected]

Amanda So Tel 852-2877 9076Fax 852-2522 [email protected]

CHINA(SHANGHAI)

Room 1309B, 13th Floor Lansheng Building 8 Huaihai Road Centre Shanghai 200021, China

ZB Tan Eng TeckTel 86-21-6319 1992Fax 86-21-6319 [email protected]

EUROPE

ST Jonathan Eyal Tel 44-78-0313 8213Fax 44-20-7930 [email protected]

202 Drake House Dolphin Square London SW1V 3NN United Kingdom

Susan Sachs (Contributor)Tel 33-0-6-3125 [email protected]

BT Neil [email protected]


overseAs bureAus

INDIA(NEWDEHLI)

ST Ravi Velloor HP 91-9899-622 066 [email protected]

G-702 Ambience Lagoon Apartments NH-8, GURGAON India 122002

P Jayaram HP 91-9871-600 366 [email protected]

G-602 Kaveri Aprts Sector - 6, Plot No.4 Dwarka New Delhi 110075

INDONESIA(JAKARTA)

Suite 1401, 14th Floor Deutsche Bank Building Jalan Imam Bonjol 80 Jakarta 10310

ST Salim Osman DID 62-21-3983 1469 HP 6281-31555-1996Fax 62-21-3983 [email protected]

Lynn Lee Chiu LynDID 62-21-3983 1470 HP 62-81-1984-8922Fax 62-21-3983 1466 [email protected]

Wahyudi SoeriaatmadjaDID 62-21-3983 1471 HP 62-81-6851-600Fax 62-21-3983 [email protected]

General Line : 62-21-3983 1465

JAPAN(TOKYO)

ST Kwan Weng Kin Tel 81-3-3442 [email protected]

2-16-49-503 Takanawa Minato-ku, Tokyo Japan 108-0074

BT Anthony RowleyTel 81-3-5467 4656 Fax 81-3-5467 [email protected]

ZB Foo Choo Wei Tel 090-8567 [email protected]

Mktg Sayoko KonTel 81-3-3582 6259 Fax 81-3-3589 [email protected]

5A, 6-28 Akasaka 6-chome Minato-ku Tokyo 107-0052 Japan

KOREA(SEOUL)

ZB Kang Gwi YoungTel 011-9940 [email protected]

MALAYSIA(KUALALUMPUR)

Suite 11A, Level 11 MNI Twins Tower 2 No. 11 Jalan Pinang 50450 Kuala Lumpur Malaysia

ST Carolyn Hong Tel 02-03-2162 0011 Fax 02-03-2164 [email protected]

Leslie Lopez (Senior Regional Correspondent)Tel 02-03-2162 0011 Fax 02-03-2164 [email protected]

Hazlin Bte Hassan Tel 02-03-2162 0011 Fax 02-03-2164 [email protected]

Elizabeth LooiTel 02-03-2162 0011 Fax 02-03-2164 [email protected]

BT S Jayasankaran Tel 02-03-2162 0011 Fax 02-03-2164 [email protected]@sph.com.sg

Pauline Ng Tel 02-03-2162 0011 Fax 02-03-2164 [email protected] [email protected]

Unit A-19-5 Northpoint Office Mid Valley City No 1 Jalan Medan Syed Putra Utara 59200 Kuala Lumpur

Mktg Janise LowTel 603-2287 2262 Fax 603-2287 [email protected]

Cheong Yue-Jin Tel 603-2287 2262

Fax 603-2287 [email protected]

Wong Siang LingTel 603-2287 2262 Fax 603-2287 [email protected]


overseAs bureAus

PHILIPPINES(MANILA)

339 Lirio Street Palm Village, Makati Manila, Philippines

ST Alastair McIndoeTel 63-2-890 0841HP 63-916-489 [email protected]

TAIWAN(TAIPEI)

2F., No. 130, Bo-Ai Road Jhong Jheng District Taipei City 100, Taiwan (R.O.C.)

ST Ho Ai Li Tel 886-2-2370 3727 Fax 886-2-2370 [email protected]

ZB Sim Tze Wei Tel 886-2-2383 2732 Fax 886-2-2375 [email protected]

THAILAND(BANGKOK)

170/13 Liberty Park Condo 8A Sukhumvit Soi 23 Klong Toey Nua, Wathana Bangkok 10110, Thailand

ST Nirmal Ghosh HP 66-8-9897 0802 Fax 66-2-664 [email protected]

SHANGHAIINVESTMENTOFFICE

Room 1309B, 13th Floor Lansheng Building 8 Huaihai Road Centre Shanghai 200021, China

Loo Chin Wah New Beginnings Management Consulting (Shanghai) Company Limited Tel 86-21-6319 1988 Fax 86-21-6319 [email protected]

U.S.A.(MARYLAND)

BT Leon Hadar [email protected]

U.S.A.(NEWYORK)

ST Betsy Pisik (Contributor)Tel 1-646-894 [email protected]

U.S.A.(OHIO)

ST Paul Zach Tel 1-440-212 [email protected]

U.S.A(WASHINGTON)

National Press Building Suite 916, 529 14th Street., NW Washington, DC 20045 U.S.A

ST Chua Chin HonTel 1-202-662 8726 HP 1-202 406 0526Fax 1-202-662 8729 [email protected]

Bhagyashree GarekarTel 1-202-662 8726 HP 1-202-290 5738Fax 1-202-662 8729 [email protected]

Tracy Quek Tel 1-202-662 8726 HP 1-202 406 0608Fax 1-202-662 8729 [email protected]


properties of tHe groupas at August 31, 2009

Tenure Expiry Date Of Lease

Land (Sq M)

Built-In (Sq M)

Existing Use

Sky@eleven 5, 7, 9 & 11 Thomson Lane

Freehold - 20,638 65,737 273 units of condominium housing. (under construction)

Media Centre 82 Genting Lane

Leasehold July 15, 2040 24,892 49,131 Industrial

Print Centre 2 Jurong Port Road

Leasehold June 8, 2034 110,075 102,152 Industrial

News Centre 1000 Toa Payoh North

Leasehold March 2, 2031 21,730 54,296 Industrial

Manhattan House 151 Chin Swee Road Units #01-39 to #01-48 and #01-51 to #01-56

Leasehold October 15, 2068 - 554 Commercial

20A Yarwood Avenue Leasehold May 6, 2878 1,721 488 Residential

42 Nassim Road

42A Nassim Road

42B Nassim Road

Freehold

Freehold

Freehold

-

-

-

1,406

1,444

1,418

686

645

645

Residential

Residential

Residential

Paragon 290 Orchard Road

Freehold - 17,362 94,307 Commercial

MALAYSIA Awana Condominium Unit 3544 Genting Highlands

Freehold - - 117 Residential

HONGKONG Tower Two, Lippo Centre Unit 1308 13th Floor 89 Queensway, Hong Kong

Leasehold February 14, 2059 - 368 Commercial


options AnD AwArDs

Details of the options and awards granted to a Director under the Singapore Press Holdings Group (1999) Share Option Scheme (“1999 Scheme”) and the SPH Performance Share Plan (“Share Plan”) are as follows:

1999 Scheme

Number of existing Aggregate Number of ordinary options Aggregate new ordinary shares granted and options shares issued transferred accepted since exercised since pursuant pursuant commencement commencement to exercise to exercise Aggregate of 1999 of 1999 Aggregate of options of options awards Scheme on Scheme on options during the during the outstanding 16.07.99 16.07.99 outstanding financial year financial year Name of Director as at 1.09.08 to 31.08.09 to 31.08.09 as at 31.08.09 under review under review

Chan Heng Loon Alan 1,275,000 2,125,000 850,000 1,275,000 - -

Share Plan

Aggregate awards granted since Aggregate commencement awards Aggregate of Share released Aggregate awards Plan on during the awards outstanding 05.12.06 financial year outstanding Name of Director as at 1.09.08 to 31.08.09 under review as at 31.08.09

Chan Heng Loon Alan Up to Up to 23,000 Up to 590,400 932,400 906,400

In respect of the 1999 Scheme and the Share Plan:

1. No options were granted under the 1999 Scheme during the financial year under review as the scheme was terminated with regard to the grant of further options following the adoption of the Share Plan on December 5, 2006.

2. The Rules of the 1999 Scheme do not allow for options to be granted at a discount.

3. No ordinary shares have been delivered pursuant to awards granted under the Share Plan.

4. No options or awards under the 1999 Scheme and the Share Plan have been granted to controlling shareholders of the Company or their associates.

5. No participant has received 5% or more of the aggregate of (a) the total number of new ordinary shares available under the Share Plan and 1999 Scheme collectively, and (b) the total number of existing ordinary shares delivered pursuant to awards released under the Share Plan and options exercised under the 1999 Scheme.

Copies of the 1999 Scheme and the Share Plan Rules are available for inspection at the Company’s registered office.


sHAreHoLDing stAtisticsas at october 8, 2009

DISTRIBUTION OF ORDINARY SHAREHOLDERS BY SIZE OF SHAREHOLDINGS

No. of Size of Shareholdings Shareholders % No. of Shares * % *

1 - 999 1,558 3.26 689,952 0.041,000 - 10,000 36,849 77.02 141,350,793 8.9110,001 - 1,000,000 9,349 19.54 441,961,140 27.851,000,001 and above 87 0.18 1,002,864,027 63.20

Total 47,843 100.00 1,586,865,912 100.00

TWENTY LARGEST ORDINARY SHAREHOLDERS

No. Name No. of Shares % *

1 CITIBANK NOMINEES SINGAPORE PTE LTD 219,118,866 13.812 DBS NOMINEES PTE LTD 177,749,053 11.203 HSBC (SINGAPORE) NOMINEES PTE LTD 156,633,207 9.874 DBSN SERVICES PTE LTD 80,407,981 5.075 UNITED OVERSEAS BANK NOMINEES PTE LTD 51,058,171 3.226 RAFFLES NOMINEES PTE LTD 31,349,966 1.987 KO TECK SIANG PTE LTD 16,550,000 1.048 UNIVERSITY OF MALAYA 15,477,556 0.989 LEE FOUNDATION STATES OF MALAYA 15,215,522 0.9610 DB NOMINEES (S) PTE LTD 12,720,816 0.8011 TAN ENG SIAN 12,500,000 0.7912 OVERSEA CHINESE BANK NOMINEES PTE LTD 10,839,354 0.6813 LEE PINEAPPLE COMPANY PTE LTD 10,000,000 0.6314 UOB NOMINEES (2006) PTE LTD 8,633,772 0.5415 LEE FOUNDATION 8,210,940 0.5216 CHAN SIEW KIM ALICE 8,000,000 0.5017 NANYANG PRESS (SINGAPORE) LIMITED 7,973,824 0.5018 OCBC SECURITIES PRIVATE LTD 7,529,752 0.4719 MERRILL LYNCH (SINGAPORE) PTE LTD 7,338,144 0.4620 OCBC NOMINEES SINGAPORE PTE LTD 7,087,021 0.45

Total: 864,393,945 54.47 * Shareholdings exclusive of 6,270,609 treasury shares


DISTRIBUTION OF MANAGEMENT SHAREHOLDERS BY SIZE OF SHAREHOLDINGS

No. of Size of Shareholdings Shareholders % No. of Shares %

1 - 999 9 52.63 48 0.001,000 - 10,000 0 0.00 0 0.0010,001 - 1,000,000 3 15.79 2,183,149 13.411,000,001 and above 6 31.58 14,102,689 86.59

Total 18 100.00 16,285,886 100.00

HOLDERS OF MANAGEMENT SHARES

No. Name No. of Shares %

1 THE GREAT EASTERN LIFE ASSURANCE CO LTD 3,681,142 22.612 OVERSEA-CHINESE BANKING CORPORATION LTD 2,736,075 16.803 NTUC INCOME INSURANCE COOPERATIVE LIMITED 2,661,818 16.344 SINGAPORE TELECOMMUNICATIONS LIMITED 2,166,029 13.305 THE DEVELOPMENT BANK OF SINGAPORE LTD 1,547,154 9.506 UNITED OVERSEAS BANK LTD 1,310,471 8.057 NATIONAL UNIVERSITY OF SINGAPORE 872,729 5.368 FRASER & NEAVE, LIMITED 655,210 4.029 FULLERTON (PRIVATE) LIMITED 655,210 4.0210 CHIEF EXECUTIVE OFFICER 16 0.0011 DIRECTORS (FOUR EACH) 32 0.00

Total: 16,285,886 100

Not less than 99.6% of the ordinary shares in the Company is held by the public and Rule 723 of the Singapore Exchange Listing Manual has been complied with.

VOTING RIGHTS OF SHAREHOLDERS

The holders of management and ordinary shares shall be entitled either on a poll or by a show of hands to one (1) vote for each share, EXCEPT that on any resolution relating to the appointment or dismissal of a director or any member of the staff of the Company, the holders of the management shares shall be entitled either on a poll or by show of hands to two hundred (200) votes for each management share held.

sHAreHoLDing stAtisticsas at october 8, 2009


notice of AnnuAL generAL meetingsingApore press HoLDings LimiteD(co regn no : 198402868e)

NOTICE IS HEREBY GIVEN that the Twenty-Fifth Annual General Meeting of the Company will be held at The Auditorium, 1000 Toa Payoh North, News Centre, 1st Storey, Annexe Block, Singapore 318994 on Friday, December 4, 2009 at 10.30 a.m. for the following business:

ORDINARY BUSINESS

1. To receive and adopt the Directors’ Report and Audited Accounts for the financial year ended August 31, 2009.

2. To declare a final dividend of 9 cents and a special dividend of 9 cents, on a tax-exempt (one-tier) basis, in respect of the financial year ended August 31, 2009.

3. (i) To re-appoint Cham Tao Soon as a Director of the Company, pursuant to Section 153(6) of the Companies Act, Chapter 50 of Singapore (the “Companies Act”), to hold such office from the date of this Annual General Meeting until the next Annual General Meeting of the Company.

(ii) To re-appoint Ngiam Tong Dow as a Director of the Company, pursuant to Section 153(6) of the Companies Act, to hold such office from the date of this Annual General Meeting until the next Annual General Meeting of the Company.

(iii) To re-appoint Yong Pung How as a Director of the Company, pursuant to Section 153(6) of the Companies Act, to hold such office from the date of this Annual General Meeting until the next Annual General Meeting of the Company.

4. To re-elect the following Directors who are retiring in accordance with the Company’s Articles of Association, and who, being eligible, offer themselves for re-election:

(i) Willie Cheng Jue Hiang(ii) Yeo Ning Hong(iii) Lucien Wong Yuen Kuai

5. To approve Directors’ fees of S$953,000 (2008 : S$983,000).

6. To appoint Auditors and to authorise the Directors to fix their remuneration.

7. To transact any other business of an Annual General Meeting.

SPECIAL BUSINESS

8. To consider and, if thought fit, to pass, with or without modifications, the following resolutions which will be proposed as Ordinary Resolutions:

(i) “That pursuant to Section 161 of the Companies Act, Chapter 50 and the listing rules of the Singapore Exchange Securities Trading Limited (the “SGX-ST”), and subject to the provisions of the Newspaper and Printing Presses Act, Chapter 206, authority be and is hereby given to the Directors of the Company to:

(a) (i) issue shares in the capital of the Company whether by way of rights, bonus or otherwise; and/or

(ii) make or grant offers, agreements or options (collectively, “Instruments”) that might or would require shares to be issued, including but not limited to the creation and issue of (as well as adjustments to) warrants, debentures or other instruments convertible into shares,

at any time and upon such terms and conditions and for such purposes and to such persons as the Directors may in their absolute discretion deem fit; and

(b) (notwithstanding that the authority conferred by this Resolution may have ceased to be in force) issue shares in pursuance of any Instrument made or granted by the Directors while this Resolution is in force,



provided that:

(1) the aggregate number of shares to be issued pursuant to this Resolution (including shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) does not exceed 50 per cent. of the total number of issued shares (excluding treasury shares) in the capital of the Company (as calculated in accordance with sub-paragraph (2) below), of which the aggregate number of shares to be issued other than on a pro rata basis to shareholders of the Company (including shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) does not exceed 10 per cent. of the total number of issued shares (excluding treasury shares) in the capital of the Company (as calculated in accordance with sub-paragraph (2) below);

(2) (subject to such manner of calculation and adjustments as may be prescribed by the SGX-ST) for the purpose of determining the aggregate number of shares that may be issued under sub-paragraph (1) above, the percentage of issued shares shall be based on the total number of issued shares (excluding treasury shares) in the capital of the Company at the time this Resolution is passed, after adjusting for:

(i) new shares arising from the conversion or exercise of any convertible securities or share options or vesting of share awards which are outstanding or subsisting at the time this Resolution is passed; and

(ii) any subsequent bonus issue, consolidation or subdivision of shares;

(3) in exercising the authority conferred by this Resolution, the Company shall comply with the provisions of the listing manual of the SGX-ST for the time being in force (unless such compliance has been waived by the SGX-ST) and the Articles of Association for the time being of the Company; and

(4) (unless revoked or varied by the Company in general meeting) the authority conferred by this Resolution shall continue in force until the conclusion of the next Annual General Meeting of the Company or the date by which the next Annual General Meeting of the Company is required by law to be held, whichever is the earlier.”

(ii) “That approval be and is hereby given to the Directors of the Company to grant awards in accordance with the provisions of the SPH Performance Share Plan (the “SPH Performance Share Plan”) and to allot and issue such number of ordinary shares in the capital of the Company (“Ordinary Shares”) as may be required to be delivered pursuant to the vesting of awards under the SPH Performance Share Plan, provided that the aggregate number of new Ordinary Shares allotted and issued and/or to be allotted and issued, when aggregated with existing Ordinary Shares (including Ordinary Shares held in treasury) delivered and/or to be delivered, pursuant to the Singapore Press Holdings Group (1999) Share Option Scheme and the SPH Performance Share Plan, shall not exceed 10 per cent. of the total number of issued Ordinary Shares (excluding treasury shares) from time to time.”

(iii) “That:

(a) for the purposes of Sections 76C and 76E of the Companies Act, the exercise by the Directors of the Company of all the powers of the Company to purchase or otherwise acquire issued Ordinary Shares not exceeding in aggregate the Maximum Limit (as hereafter defined), at such price or prices as may be determined by the Directors of the Company from time to time up to the Maximum Price (as hereafter defined), whether by way of:

(i) market purchase(s) on the SGX-ST; and/or

(ii) off-market purchase(s) (if effected otherwise than on the SGX-ST) in accordance with any equal access scheme(s) as may be determined or formulated by the Directors as they consider fit, which scheme(s) shall satisfy all the conditions prescribed by the Companies Act;

and otherwise in accordance with all other laws and regulations and rules of the SGX-ST as may for the time being be applicable, be and is hereby authorised and approved generally and unconditionally (the “Share Buy Back Mandate”),


(b) unless varied or revoked by the Company in general meeting, the authority conferred on the Directors of the Company pursuant to the Share Buy Back Mandate may be exercised by the Directors of the Company at any time and from time to time during the period commencing from the date of the passing of this Resolution and expiring on the earlier of:

(i) the date on which the next Annual General Meeting of the Company is held; and

(ii) the date by which the next Annual General Meeting of the Company is required by law to be held;

(c) in this Resolution:

“Average Closing Price” means the average of the last dealt prices of an Ordinary Share for the five consecutive trading days on which the Ordinary Shares are transacted on the SGX-ST immediately preceding the date of market purchase by the Company or, as the case may be, the date of the making of the offer pursuant to the off-market purchase, and deemed to be adjusted, in accordance with the listing rules of the SGX-ST, for any corporate action which occurs after the relevant five day period;

“date of the making of the offer” means the date on which the Company announces its intention to make an offer for the purchase or acquisition of Ordinary Shares from holders of Ordinary Shares, stating therein the purchase price (which shall not be more than the Maximum Price calculated on the foregoing basis) for each Ordinary Share and the relevant terms of the equal access scheme for effecting the off-market purchase;

“Maximum Limit” means that number of issued Ordinary Shares representing 10% of the total number of the issued Ordinary Shares as at the date of the passing of this Resolution (excluding any Ordinary Shares which are held as treasury shares as at that date); and

“Maximum Price”, in relation to an Ordinary Share to be purchased or acquired, means the purchase price (excluding brokerage, commission, applicable goods and services tax and other related expenses) which shall not exceed, in the case of a market purchase of an Ordinary Share and off-market purchase pursuant to an equal access scheme, 105% of the Average Closing Price of the Ordinary Share; and

(d) the Directors of the Company and/or any of them be and are hereby authorised to complete and do all such acts and things (including executing such documents as may be required) as they and/or he may consider expedient or necessary to give effect to the transactions contemplated and/or authorised by this Resolution.”

By Order of the Board

Ginney Lim May LingKhor Siew KimCompany Secretaries

Singapore,November 4, 2009

Notes:A Member entitled to attend and vote at the General Meeting is entitled to appoint a proxy to attend and vote in his stead and the proxy need not be a Member of the Company. The instrument appointing the proxy must be lodged at the Company’s Share Registration Office, Tricor Barbinder Share Registration Services (A division of Tricor Singapore Pte. Ltd.), 8 Cross Street, #11-00 PWC Building, Singapore 048424 not less than 48 hours before the time fixed for the meeting.



EXPLANATORY NOTES & STATEMENT PURSUANT TO ARTICLE 72 OF THE COMPANY’S ARTICLES OF ASSOCIATION

1. In relation to Ordinary Resolution No. 3(i):

• ChamTaoSoonwill,uponre-appointment,continueasDeputyChairman,asChairmanoftheNominatingCommittee and as a member of the Executive Committee and Remuneration Committee. He is considered an independent Director.

2. In relation to Ordinary Resolution No. 3(ii):

• NgiamTongDowwill,uponre-appointment,continueasChairmanoftheRemunerationCommitteeandas a member of the Audit Committee. He is considered an independent Director.

3. In relation to Ordinary Resolution No. 3(iii):

• YongPungHowwill,uponre-appointment,continueasamemberoftheNominatingCommittee.Heisconsidered an independent Director.

4. In relation to Ordinary Resolution No. 4(i):

• Willie Cheng Jue Hiang will, upon re-election, continue as a member of the Audit Committee andRemuneration Committee. He is considered an independent Director.

5. In relation to Ordinary Resolution No. 4(ii):

• YeoNingHongwill,uponre-election,continueasChairmanoftheAuditCommitteeandasamemberof the Executive Committee. He is considered an independent Director.

6. In relation to Ordinary Resolution No. 4(iii)

• LucienWongYuenKuai will, upon re-election, continue as a member of the Audit Committee. He is considered an independent Director.

7 The effects of the resolutions under the heading “Special Business” in the Notice of the Twenty-Fifth Annual General Meeting are:

(a) Ordinary Resolution No. 8(i) is to authorise the Directors of the Company from the date of that meeting until the next Annual General Meeting, subject to the provisions of the Newspaper and Printing Presses Act, Chapter 206 of Singapore, to issue shares in the capital of the Company and/or to make or grant instruments (such as warrants or debentures) convertible into shares, and to issue shares in pursuance of such instruments, up to a number not exceeding in total 50 per cent. of the total number of issued shares (excluding treasury shares) in the capital of the Company, of which up to 10 per cent. of the total number of issued shares (excluding treasury shares) in the capital of the Company may be issued other than on a pro rata basis to shareholders. For the purpose of determining the aggregate number of shares that may be issued, the percentage of issued shares shall be based on the total number of issued shares (excluding treasury shares) in the capital of the Company at the time that Ordinary Resolution No. 8(i) is passed, after adjusting for (i) new shares arising from the conversion or exercise of any convertible securities or share options or vesting of share awards which are outstanding or subsisting at the time that Ordinary Resolution 8(i) is passed, and (ii) any subsequent bonus issue, consolidation or sub-division of shares. For the avoidance of doubt, any consolidation or sub-division of shares in the capital of the Company will require shareholders’ approval.



(b) Ordinary Resolution No. 8(ii) is to empower the directors to offer and grant awards, and to allot and issue new ordinary shares in the capital of the Company, pursuant to the SPH Performance Share Plan (which was approved by shareholders at the Extraordinary General Meeting held on 5 December 2006), provided that the aggregate number of new ordinary shares allotted and issued and/or to be allotted and issued, when aggregated with the existing ordinary shares (including ordinary shares held in treasury) delivered and/or to be delivered, pursuant to the Singapore Press Holdings Group (1999) Share Option Scheme and the SPH Performance Share Plan, shall not exceed 10 per cent. of the total number of issued ordinary shares in the capital of the Company (excluding ordinary shares held in treasury) from time to time.

(c) Ordinary Resolution No. 8(iii) is to renew the mandate to permit the Company to purchase or acquire issued ordinary shares in the capital of the Company on the terms and subject to the conditions of the Resolution.

The Company may use internal sources of funds, or a combination of internal resources and external borrowings, to finance the purchase or acquisition of its ordinary shares. The amount of funding required for the Company to purchase or acquire its ordinary shares, and the impact on the Company’s financial position, cannot be ascertained as at the date of this Notice as these will depend on the number of ordinary shares purchased or acquired and the price at which such ordinary shares were purchased or acquired and whether the ordinary shares purchased or acquired are held in treasury or cancelled.

The financial effects of the purchase or acquisition of such ordinary shares by the Company pursuant

to the proposed Share Buy Back Mandate on the audited financial accounts of the Company and its subsidiaries for the financial year ended 31 August 2009, based on certain assumptions, are set out in paragraph 2.6 of the Letter to Shareholders dated 4 November 2009, which is enclosed together with the Summary Financial Report.



proxy formsingapore press Holdings Limited (incorporated in singapore) co. reg. no. 198402868e

I/We,

of being a member/members of the above named Company, hereby appoint the Chairman of the Meeting, or

Name

Address

NRIC/Passport Number

Proportion of Shareholdings (%)

and/or (delete as appropriate)

as my/our proxy/proxies to attend and to vote for me/us on my/our behalf and, if necessary, to demand a poll, at the Annual General Meeting of the Company to be held at The Auditorium, 1000 Toa Payoh North, News Centre, 1st Storey, Annexe Block, Singapore 318994 on December 4, 2009 at 10.30 a.m. and at any adjournment thereof.

(Please indicate with an “X” in the spaces provided whether you wish your vote(s) to be cast for or against the Resolutions as set out in the Notice of Annual General Meeting. Alternatively, please indicate the number of votes as appropriate. In the absence of specific directions, the proxy/proxies will vote or abstain as he/they may think fit, as he/they will on any other matter arising at the Annual General Meeting.

No.

Resolution

To be used on a Show of Hands

To be used in the event of a Poll

For

Against

No. of votes No. of votes

For Against

Ordinary Business

1. To adopt Directors’ Report and Audited Accounts

2. To declare a Final Dividend and a Special Dividend

3. To re-appoint Directors pursuant to Section 153(6) of the Companies Act, Cap. 50

(i) Cham Tao Soon

(ii) Ngiam Tong Dow

(iii) Yong Pung How

4. To re-elect Directors: (i) Willie Cheng Jue Hiang

(ii) Yeo Ning Hong

(iii) Lucien Wong Yuen Kuai

5. To approve Directors’ fees

6. To appoint Auditors and authorise Directors to fix their remuneration

7. To transact any other business

Special Business

8. (i) To approve the Ordinary Resolution pursuant to Section 161 of the Companies Act, Cap. 50

(ii) To authorise Directors to grant awards and to allot and issue shares in accordance with the provisions of the SPH Performance Share Plan

(iii) To approve the renewal of the Share Buy Back Mandate

Dated this day of 2009

Signature(s) of Member(s) or Common Seal

Total Number ofOrdinary Shares held

Total Number ofManagement Shares held

IMPORTANT 1. For investors who have used their CPF monies to buy

shares of Singapore Press Holdings Limited, this Report is forwarded to them FOR INFORMATION ONLY.

2. This proxy form is not valid for use by CPF investors and shall be ineffective for all intents and purposes if used or purported to be used by them.

IMPORTANT: PLEASE READ NOTES ON THE REVERSE


IMPORTANT

Note:1. Please insert the total number of ordinary shares and/or management shares (“Shares”) held by you. If you

have ordinary shares entered against your name in the Depository Register (as defined in Section 130A of the Companies Act, Chapter 50 of Singapore), you should insert that number of ordinary shares. If you have Shares registered in your name in the Register of Members, you should insert that number of Shares. If you have ordinary shares entered against your name in the Depository Register and Shares registered in your name in the Register of Members, you should insert the aggregate number of Shares entered against your name in the Depository Register and registered in your name in the Register of Members. If no number is inserted, the instrument appointing a proxy or proxies shall be deemed to relate to all the Shares held by you.

2. If any proxy other than the Chairman of the Meeting is to be appointed, please strike out the words “the Chairman of the Meeting” and insert the name and address of the proxy desired in the box provided. If the box is left blank or incomplete, the Chairman of the Meeting shall be deemed to be appointed as your proxy.

3. A Member of the Company entitled to attend and vote at a meeting of the Company is entitled to appoint one or two proxies to attend and vote instead of him.

4. Where a Member appoints two proxies, the appointments shall be invalid unless he specifies the proportion of his shareholding (expressed as a percentage of the whole) to be represented by each proxy.

5. The instrument appointing a proxy or proxies must be deposited at the Share Registration Office of the Company at Tricor Barbinder Share Registration Services (A division of Tricor Singapore Pte. Ltd.), 8 Cross Street #11-00, PWC Building, Singapore 048424, not less than 48 hours before the time appointed for the Annual General Meeting.

6. The instrument appointing a proxy or proxies must be under the hand of the appointor or of his attorney duly authorised in writing. Where the instrument appointing a proxy or proxies is executed by a corporation, it must be executed either under its seal or under the hand of an officer or attorney duly authorised.

7. A corporation which is a Member may authorise by resolution of its directors or other governing body such person as it thinks fit to act as its representative at the Annual General Meeting, in accordance with Section 179 of the Companies Act, Chapter 50 of Singapore.

8. The Company shall be entitled to reject the instrument appointing a proxy or proxies if it is incomplete, improperly completed or illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified in the instrument appointing a proxy or proxies. In addition, in the case of ordinary shares entered in the Depository Register, the Company may reject any instrument appointing a proxy or proxies lodged if the Member, being the appointor, is not shown to have ordinary shares entered against his name in the Depository Register as at 48 hours before the time appointed for holding the Annual General Meeting, as certified by The Central Depository (Pte) Limited to the Company.

proxy formsingapore press Holdings Limited (incorporated in singapore) co. reg. no. 198402868e

SINGAPORE PRESS HOLDINGS LIMITED1000 TOA PAYOH NORTHNEWS CENTRESINGAPORE 318994

www.sph.com.sgCO. REG NO. 198402868E

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