CONTENTS Contents

Singapore Press Holdings Annual Report 1998 CONTENTS Contents

Board of Directors ...... 2 Chairman’s Statement ...... 4 Group Financial Highlights ...... 6 Significant Events ...... 8 Operations Review...... 12 Chairman’s Statement Financial Review ...... 16 – Page 4 Group Simplified Financial Position ...... 17 Productivity/Profitability Ratios ...... 18 Earnings and Dividends ...... 19 Daily Average Circulation ...... 20 Advertising Market Share by Media ...... 21 Value Added Statement ...... 22 Group Half-Yearly Results ...... 23

Directors’ Report...... 24 Significant Events Statement by Directors ...... 32 – Page 8 Auditors’ Report ...... 33 Audited Accounts ...... 34 Balance Sheets ...... 34 Profit and Loss Accounts ...... 35 Consolidated Cash Flow Statement...... 36 Notes to the Accounts ...... 39

Financial Calendar ...... 61 Shareholding Statistics ...... 62

Financial Review Properties of the Group ...... 65 – Page 16 Overseas Bureaux and Sales Offices ...... 66 Notice of Annual General Meeting ...... 68

Proxy Form ...... 71

1 BOARD OF DIRECTORS Singapore Press Holdings Annual Report 1998 Board of Dire

BOARD OF DIRECTORS AUDIT COMMITTEE PRINCIPAL OFFICERS Lim Kim San Tang I-Fang Lim Kim San Executive Chairman Cheong Choong Kong Executive Chairman Tjong Yik Min Tjong Yik Min Cheong Choong Kong Executive Director Michael Y O Fam Denis Tay Koon Tek Chief Operating Officer Lee Hee Seng Cheong Yip Seng Tang I-Fang Editor-in-Chief, English and Malay Newspapers Tjong Yik Min Chew Keng Juea Executive Director Group General Manager, Chinese Newspapers and Newspaper Services Wee Cho Yaw Tham Khai Wor Group General Manager, Marketing

2 Singapore Press Holdings Annual Report 1998 BOARD OF DIRECTORS ctors

(From left) Tjong Yik Min, Lee Hee Seng, Michael Fam, Lim Kim San, Wee Cho Yaw, Tang I-Fang, Cheong Choong Kong.

AUDITORS REGISTERED OFFICE Arthur Seet Keong Hoe Coopers & Lybrand News Centre Group General Manager, Finance 9 Penang Road #12-00, Park Mall 82 Genting Lane, Singapore 349567 Low Huan Ping Singapore 238459 Telephone: 743-8800 Group General Manager, Information Technology; Multimedia; Corporate Planning & Business Development SHARE REGISTRATION OFFICE Sng Ngoi May COMPANY SECRETARY Barbinder & Co Pte Ltd General Manager, Corporate Services Ginney Lim May Ling 9 Penang Road #10-20, Park Mall Wee Leong How Singapore 238459 General Manager, Human Resources Joyce Chee Siew Luan Assistant General Manager, Internal Audit Ginney Lim May Ling Group Company Secretary/Legal Manager

3 CHAIRMAN’S STATEMENT Singapore Press Holdings Annual Report 1998 Chairman’s Statement

In Annual Report 1997, I said that Financial Year 1998 Increasing Circulation would be difficult and challenging. We had expected our The year under review was an exciting one for journalism business to be adversely affected by the economic crisis as major local, regional and international financial and in the region but little did we realize that markets would political events unfolded. The result is an increase in collapse and in such quick time. average daily circulation to 1.047 million copies – an increase of 23,721 copies or 2.3 per cent over the previous Thus total group trading profits declined from $430.0 year, as at end August. million to $389.6 million this year, a drop of 9.4 per cent. This was primarily because of lower advertising revenue. Circulation of The Straits Times increased by 11,349 copies or 3 per cent and that of the three Chinese The first quarter of the year had seen continued growth, newspapers together went up by 14,845 copies or 3.3 per but as we entered the second quarter, business declined cent. Berita Harian improved by 1,889 copies and the quarter by quarter; firstly, in recruitment advertising, then revamped Berita Minggu improved by 6.8 per cent and classifieds and finally trade display advertising. exceeded 70,000 copies per issue while other Sunday papers rose at a slower rate. Sales of Tamil Murasu, too, Investment income decreased by 85.4 per cent from $71.4 increased. million last year to $10.4 million inclusive of $57.8 million in provisions for the year under review. Multimedia Division Our losses from associates were reduced to $6.7 million At the time of writing, the number of subscribers to M1’s from $27.4 million previously. This was mainly because cellular network has surpassed 270,000. of the turnaround of MobileOne (M1). AsiaOne website continues to build its hit rate. It now Airco Building in Jurong was disposed of, resulting in an scores in excess of 120 million hits monthly. Advertising extraordinary gain of $13.8 million. revenue secured amounted to slightly above one million dollars and while this will be affected by the general Net attributable profit was $294.5 million, a decline of decline this year, it should grow in subsequent years. 13.5 per cent from $340.3 million previously. E-commerce has been introduced. Our virtual shopping This brought earnings per share on a fully adjusted basis mall has 60 shops and will have more. to 68 cents from 83 cents last year. At the time of writing, Singapore CableVision (SCV) has 130,000 subscribers. As it steps up its cabling and wiring Colorliners of private condominiums and landed estates, more will The new Colorliners printing presses were launched on sign on. September 1, 1997. As to be expected, there were a number of teething problems in both software and hardware. Significant improvements have been made Property since and the presses are running more efficiently. Refurbishing of the retail podium of Paragon has been completed and the centre is now fully open for trading. Distribution has also been facilitated by earlier finishing times. The location and new layout of Paragon have attracted

4 Singapore Press Holdings Annual Report 1998 CHAIRMAN’S STATEMENT many retailers of upmarket labels and popular stores like Capital Restructuring Exercise Metro and Marks & Spencer offering a wide range of In November 1998, we reduced our capital by 10 per products for the family and to fit different lifestyles. cent. Shareholders were paid a total of $496.4 million or $1.22 per share. SPH 100 was introduced. We are confident that it will be a popular shopping centre.

We have purchased an industrial building at 1000 Toa Dividend Payoh North. The building will be refurbished and We maintained our rate of 12 cents interim dividend further built up to house all non-printing operations of despite the higher number of shares issued this year. The SPH by year 2002. Board is pleased to announce a final dividend of 31 cents per share. The total dividend payout this year was $120.1 Investment million, 18.7 per cent higher than last year. Investment income was reduced to $10.4 million this year as a result of losses on sale of investments amounting to Directorate $47.9 million and provisions of $57.8 million. Dr Cheong Choong Kong joined our Board of Directors in March 1998. He is also a member of the Audit Our equities suffered from the free fall in share prices. Committee. We took early action to cut losses and re-invested in fixed income investments and retained more cash. Directors take this opportunity to thank all our readers, advertisers, advertising agencies, suppliers, newspaper Staff vendors and business associates for their support. Our staff remained committed and attrition was lower. The Board would also like to thank our staff for their The aim is to cut waste and improve productivity. dedicated service.

Effective January 1999, there is a 2 per cent salary cut Prospects for senior executives and a wage freeze for middle The Group will continue to face difficult trading management. Staff earning less than $3,500 a month will conditions and we expect profits to further decline in the have their annual increase limited to $25 per month. current year. Prospects will be determined by the economic performance of the United States, Japan and Variable bonuses were automatically reduced in view of Europe, as well as the recovery of the economies in the the year’s reduced profit. region.

I take this opportunity to thank our unions, SPHEU and The government’s package of reduced charges, together SNUJ, for giving us their wholehearted support. with wage and CPF cuts should help companies survive and improve their profitability. Community Service We continued our support for our long-term projects and Until the full benefits from these measures are realized, received the Distinguished Patron of the Arts award for we do not anticipate significant recovery till the end of the sixth consecutive year. 1999.

As part of our celebrations of our new look newspapers, I therefore expect the current year to be another difficult we sponsored the musical Joseph and the Amazing one. Technicolor Dreamcoat in February 1998.

Removal of Foreign Shareholding Limit In March 1998, the limit on foreign shareholding was removed, and the local and foreign tranches were merged. Holders of local shares were awarded 100 bonus shares for every 1000 held while owners of foreign shares were given 276 shares for every 1000 held to partially Lim Kim San compensate them for the premium paid. Executive Chairman

5 GROUP FINANCIAL HIGHLIGHTS Singapore Press Holdings Annual Report 1998 Group Financial Highlights

1998 1997 Change S$’000 S$’000 %

1 Turnover 899,402 953,026 (5.6)

2 Trading profit 389,635 430,024 (9.4) 3 Profit before taxation 393,355 473,972 (17.0) 4 Profit after taxation 277,482 341,319 (18.7) 5 Minority interests 301 843 (64.3) 6 Extraordinary items 16,751 (1,821) 1,019.9 7 Profit attributable to shareholders 294,534 340,341 (13.5)

8 Shareholders’ interests 2,341,288 2,136,567 9.6 9 Total assets 3,322,825 3,102,357 7.1 10 Total liabilities 981,537 965,790 1.6 11 Dividends (net) 120,175 101,231 18.7

12 Profitability ratios a Operating margin 43.3 45.1 (1.8)%pt b Return on turnover 32.7 35.7 (3.0)%pt c Return on shareholders’ funds 12.6 15.9 (3.3)%pt

13 Per share data a Net tangible assets $5.75 $5.27^ 9.1 b Profit before tax $0.97 $1.17^ (17.1) c Profit after tax and minority interests $0.68 $0.84^ (19.0) d Gross dividends (cents) 43 40 7.5 e Dividend cover (times) 2.3 3.4 (32.4)

14 Value added S$ S$ a Per employee 202,905 213,998 (5.2) b Per $ employment costs 3.02 3.18 (5.0) c Per $ fixed assets (before depreciation) 1.03 1.10 (6.4) d Per $ turnover 0.73 0.73 –

^ Adjusted for bonus shares issued in the ratio of 184.8 shares for every 1,000 shares during the financial year ended August 31, 1998.

6 Singapore Press Holdings Annual Report 1998 GROUP FINANCIAL HIGHLIGHTS

S$’000

3,322,825

3,102,357

2,341,288

2,136,567

953,026 899,402

430,024 389,635 340,341 294,534

’97 ’98 ’97 ’98 ’97 ’98 ’97 ’98 ’97 ’98

Turnover Trading profit Profit attributable Shareholders’ Total assets to shareholders interests

7 SIGNIFICANT EVENTS Singapore Press Holdings Annual Report 1998 Significant Events

The launch of Lee Kuan Yew : The Man & His Ideas on October 3.

September 5, 1997 October 17, 1997 November 1997 Living magazine was launched in The Newslink Web (including the Newslink Web was ready for SPH- Taipei, the first publication of Asia new billing module) was wide deployment with the Century Publishing, a joint venture commissioned to sell the news implementation of Netscape between Lianhe Publishing and archive to more users via Internet. Enterprise Server 4.0 and various Burda-Rizzoli. enhancements to improve stability Electronic commerce services to and performance. October 1997 promote business transactions and The retrofitting, upgrading and provision of services on the Net December 1997 redevelopment work at Paragon were launched. For a start, it Lianhe Wanbao (weekend) commenced. marketed 400 products from nine achieved a record average daily business partners. circulation of 146,528. The Chinese Pictoria System for electronic archival of published Stop Press Online was launched to The Predictive Dialler of Voice wire pictures was set up for the enable readers to subscribe to SPH Response System for dialling out to Chinese Editorial Library. publications on the Internet. It also daily contact advertisers was informed readers of promotional implemented to provide better October 3, 1997 activities of SPH newspapers and customer service. The book Lee Kuan Yew: The Man magazines. The Look-and-Feel of AsiaOne’s & His Ideas was launched.

8 Singapore Press Holdings Annual Report 1998 SIGNIFICANT EVENTS

Christmas shopping website won Tamil Murasu (weekday) and Tamil Deputy Chairperson of Simex, was top design awards from National Murasu (Sunday) achieved record named Her World’s Woman of the Computer Board. average daily circulation of 10,149 Year 1997. and 15,450 respectively. February 4, 1998 March 23, 1998 The 75th Anniversary logo of All 1,500 personal computers in The new look of The Straits Times Lianhe Zaobao was unveiled to kick News Centre, Print Centre and was launched. off the year’s celebrations. Times House migrated to Windows 95. March 27, 1998 February 14, 1998 Mr Sim Wong Hoo, Chairman and The Chinese Cultural Festival was March 9, 1998 Chief Executive of Creative officially opened by Mr Lim Boon The migration of all Coyote Technologies, was named Heng, Minister without Portfolio, at terminals to standard Windows- Businessman of the Year 1997 for Suntec City. Altogether, 123 based personal computers in Times the second time. activities were organised during the House was completed. This Festival. conversion reduced maintenance April 1998 costs and allowed corporate Phase Two of the Chinese Pictoria February 24, 1998 applications to be more readily System for all relevant desks in The SPH Group presented Andrew implemented for the English and Lianhe Zaobao was implemented. Lloyd Webber’s musical Joseph and Malay Newspapers Division. the Amazing Technicolor Dreamcoat at Kallang Theatre from March 14, 1998 April 6, 1998 February 24 to April 12. Tang Cultural Discovery, jointly The first Singapore Dramatist organised by Chinese Newspapers Awards, sponsored by SPH and February 27, 1998 Division and Tang Dynasty City, organised by Theatreworks, was The new Her World Brides attracted 65,000 visitors who paid launched to encourage more magazine was launched. only $1 to enter the theme park on creative writing in Singapore. March 14 and 15. March 1998 April 20, 1998 Zaobao Online monthly hits surged March 18, 1998 The rollout of Agency Intranet to to 34 million, to be one of the top Mrs Elizabeth Sam, Deputy advertising agencies commenced. three popular Chinese online President of OCBC Bank and newspapers in the world.

The overall average daily circulation of the Group’s newspapers achieved an all-time high record of 1,067,078 copies, an increase of 47,355 copies or 4.64 per cent against the same month last year.

The Straits Times and The Sunday Times achieved record average daily circulation of 395,703 and 402,209 respectively. Mr Yatiman Yusof, Senior Parliamentary Secretary for Information and the Arts, (third from left) officially launched the Tang Cultural Discovery event on March 14.

9 SIGNIFICANT EVENTS Singapore Press Holdings Annual Report 1998

The TNP Big Walk is the biggest walk in the world.

April 30, 1998 the new look of Lianhe Zaobao at more than 69,000 participants, SPH through its subsidiary, Sin Mandarin Singapore. making it the biggest walk in the Chew Jit Poh, sold Airco Building at world. International Road. May 21, 1998 Her World launched its new look June 1998 May 1998 and contents. The new high-speed computer Lianhe Wanbao (weekday) achieved network at Times House was record average daily circulation of May 24, 1998 upgraded to provide better security, 141,668 while Shin Min Daily News The New Paper Big Walk attracted network monitoring and greater (weekday) achieved record average circulation of 120,929.

May 8, 1998 SPH through its subsidiary, Singapore News & Publications Ltd, signed the option to purchase a property at 1000 Toa Payoh North at a cost of S$40 million, which will be the corporate headquarters.

May 12, 1998 A New Media Unit was set up to rationalise the online operations in the English and Malay Newspapers Division.

May 18, 1998 BG (NS) George Yeo, Minister for Information and the Arts, launched Representatives of advertising agencies took a closer look at the advantages of the new communication infrastructure.

10 Singapore Press Holdings Annual Report 1998 SIGNIFICANT EVENTS

bandwidth requirements. Century: A Cultural Dialogue, as part of the 75th June 5 - 28, 1998 Anniversary celebrations of The Lianhe Zaobao Lianhe Zaobao. readership promotion contest drew 650,000 July 1, 1998 entries. This was an all-time SAP, a system with rich high record for contests functionalities and integrated organised by SPH. solutions for accounting operations and reporting, June 13, 1998 went ‘live’. RAdm Teo Chee Hean, Minister for Education and July 19, 1998 Second Minister for Berita Minggu was revamped Defence, officiated at the and the new-look Malay opening ceremony of the Sunday paper achieved a 4 annual World Book Fair at per cent increase in Suntec City which attracted circulation to 71,000. 820,000 visitors. The presentation of the first July 26, 1998 Inspiring Chinese Teachers The New Paper celebrated its Awards to 22 teachers was 10th Anniversary with a party also held at the launch. for readers at Suntec City.

June 18, 1998 August 1998 The SPH Conservation AsiaOne achieved 120 million The fair drew 820,000 visitors. Centre at the Singapore hits a month. Zoological Gardens to house June 20 - 21, 1998 extremely rare and endangered Four world-renowned Chinese August 6, 1998 species was officially opened. The intellectuals – Yu Qiuyu, Du The Group proposed to reduce its first animal on exhibit is the Weiming, Gao Xijun and Tan Swee share capital by 10 per cent and endangered Proboscis Monkey Hian – were invited to participate in make a cash distribution of $1.22 from Indonesia. a public forum, Towards the Next per share to shareholders.

The launch of 1998 World Book Fair on June 13.

11 OPERATIONS REVIEW Singapore Press Holdings Annual Report 1998 Operations Review During the year, we undertook a Work Process Improvement exercise to review and reorganize our marketing efforts.

This was particularly relevant as the media scene saw mega mergers among international advertising agencies as well as acquisitions of local advertising agencies by these international outfits. Major international agencies are also centralizing their regional media buying houses. The year under review was volatile. We had looked forward to a good Our market share of the National performance as the Colorliners Advertising Expenditure based on went operational in September published and broadcast volume 1997. remained at around half of the total. But total advertising revenue Advertising volume was to go up declined sharply for the first time with increased production capacity since the last recession in 1985 and while unrestricted availability of full the Gulf War in 1991. colour and second colour advertising would spawn many However, it was an exciting year for creative ad campaigns. The revamp journalism and newspaper sales. of The Straits Times, Lianhe Zaobao and other newspapers The revamp of The Straits Times, would support our marketing The Sunday Times and Lianhe efforts. This was not to be. Zaobao made these newspapers more reader-friendly and more Though we started the year well, appealing to younger Singaporeans. the adverse effects of the regional crisis began to tell on businesses This was timely as we had to here. compete aggressively with other regional newspapers, radio and broadcast and television for Recruitment advertising went down headline news in the coverage of sharply and quickly as companies major local, regional and world downsized. events which made world headlines.

Advertising volume for high-end The Internet versions of The Straits retail, cars, property and office Times, Lianhe Zaobao and The equipment fell significantly as Business Times attracted more hits budgets were cut because of lower than ever from regional and anticipated consumer spending. overseas Internet users.

12 Singapore Press Holdings Annual Report 1998 OPERATIONS REVIEW

13 OPERATIONS REVIEW Singapore Press Holdings Annual Report 1998

Advertising Network (AdNet) was upgraded to a new SPH Intranet Services to provide closer communication with the advertising industry.

Picture handling in the newsroom also went digital and Lotus Notes was implemented.

Y2K conversion is in progress and all mission critical systems are expected to be compliant by early 1999. The cost involved is not expected to be material. Corporate Relations Our sponsorships spanned a wide We achieved significant increases in were given intensive training and field. newspaper circulation of nearly all hands-on experience. We expect to newspapers. improve the performance of the In drama, we supported the Colorliner presses further. Singapore Dramatist Awards to The Business Times circulation, encourage more budding writers to however, dropped slightly because As the presses improved, other new write plays. of reduced orders from hotels and equipment systems such as Ferag airlines. mailroom and the FMC Automatic For schools and sport, the SPH Guided Vehicle systems were Touch Rugby Programme We published seven Sunday issues further fine-tuned. succeeded in getting more schools of The New Paper during the to play the game. One hundred and World Cup. Average circulation In the Prepress area, workflow was fifty-six teams participated in the was 62,000 with a high of 82,353 reorganized and improved to cope competition. copies. with the increased colour pages and to establish sharper colour The improved performance of the reproduction. In addition, a digital Colorliners enabled printing to be proofing system was implemented. completed before 4 am. We are adding more printing This helped improve distribution to couples to the presses to increase homes and outlets. Three more the printing of more pages in one satellite drop-points were added for press run. By mid-1999, the press faster receipt by newspaper will be able to print 80 pages with vendors. 52 full colour pages compared with the current capacity of 64 pages For casual buyers we established with 40 colour pages. links with direct outlet chains such as 7-Eleven, NTUC Fairprice, petrol kiosks, Tops, Shop N Save, Information Technology Borders Bookstore and Carrefour. With rapid changes in technology Our newspapers are now available and the growth of the Internet, at 446 retail outlets, 19 Stop Press current systems have to evolve or kiosks and 12 newspaper vending be replaced by newer IT platforms. machines. Re-engineering IT systems and Y2K At Singapore compliance were therefore Zoological Gardens, Production’s top priority was the priorities for SPH. the new SPH efficiency of the Colorliner presses. Conservation Working with Goss specialists, our The corporate network was Centre which engineering and operations staff upgraded. A&N advertisements and houses extremely improved operating procedures and classified artwork can now be sent rare and endangered animals in the maintenance programmes. Printers electronically to SPH. Our world was opened.

14 Singapore Press Holdings Annual Report 1998 OPERATIONS REVIEW

And in music, we financed the SPH We are working out a base-up wage Auditorium at Young Musicians’ system and a managed healthcare Society Arts Centre at Waterloo system to address the needs of older Street. workers as retirement age is raised from 60 years to 62 years from Human Resources January 1, 1999. We further refined our flexiwage The need for good and well-trained system to keep fixed increases low staff is critical to the company’s while paying competitive salary success. To this end, we continue packages that include bonuses to invest in scholarships and staff pegged to company and individual development programmes to ensure performances. a continual stream of talented and well-trained people. We conducted an outplacement exercise in 1998 to enable employees who had reached a Finance plateau in their jobs in SPH to start SAP went live in July 1998. This a second career elsewhere. will be enhanced for the full potential of the SAP, and form the Harmonious industrial relations backbone of Finance systems. with our two house unions carried out at MobileOne and facilitated implementation of This division is participating in the Singapore CableVision. policies that need to change Work Process Improvement continually. programme to keep abreast of the The department also worked with rapid changes in the financial world. IT Division to enhance user awareness of IT security and the Internal Audit Y2K project issue. A special unit within IA Division Administration was set up to facilitate Work In speeding up support services, Process Improvement programmes Administration Division installed throughout the company. new equipment such as the telelift, automated intelligent mailing, Joint audits with internal auditors of electronic access security, on-line our joint venture partners were purchasing and payment systems and a common PABX platform with centralized telephonist system.

All this resulted in higher productivity.

15 Singapore Press Holdings Annual Report 1998

Financial Review

16 Singapore Press Holdings Annual Report 1998 FINANCIAL REVIEW Group Simplified Financial Position

1998 1997 1996 1995 1994 S$’000 S$’000 S$’000 S$’000 S$’000 Assets Fixed assets 426,012 426,148 398,292 294,624 220,895 Investment property 771,642 721,689 – – – Investments 1,281,511 1,367,300 1,441,735 466,252 328,091 Cash and deposits 659,677 363,281 212,021 1,070,085 796,794 Trade debtors 105,012 115,373 94,535 94,549 90,373 Other assets 78,971 108,566 90,958 69,014 40,675 Total 3,322,825 3,102,357 2,237,541 1,994,524 1,476,828

Shareholders’ Interests Capital and reserves 2,341,288 2,136,567 1,906,002 1,670,945 1,179,737

Liabilities Non-current liabilities 547,811 503,312 958 790 4,803 Trade creditors 59,430 63,019 36,721 43,237 29,844 Taxation Current 121,709 126,424 98,022 106,447 105,691 Deferred 51,179 51,972 47,431 29,839 22,307 Proposed final dividend 84,004 70,860 50,589 49,837 39,752 Other liabilities 117,404 150,203 97,818 93,429 94,694 Total 3,322,825 3,102,357 2,237,541 1,994,524 1,476,828

17 FINANCIAL REVIEW Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 FINANCIAL REVIEW Productivity Ratios Profitability Ratios Earnings and Dividends

Profit before tax Profit after tax and minority interests $’ million $’ million Value added per employee Operating margin 500 350 $ % 300,000 60 300

400 200,000 40 250

100,000 20 300 200 1994 ’95 ’96 ’97 ’98 1994 ’95 ’96 ’97 ’98

0 0 1994 ’95 ’96 ’97 ’98 1994 ’95 ’96 ’97 ’98

Profit attributable to shareholders Earnings per share $’ million Cents Average staff strength Return on turnover 400 90 % 60 300 4,000 60 200 3,000 40 30 100 2,000 20 0 0 1,000 1994 ’95 ’96 ’97 ’98 1994 ’95 ’96 ’97 ’98

0 0 1994 ’95 ’96 ’97 ’98 1994 ’95 ’96 ’97 ’98

Dividend cover Dividends (net) Number of times $’ million Revenue per employee Return on shareholders’ funds 6 140 $ 120 300,000 % 30 4 100

80 20 2 250,000 60 10 0 40 1994 ’95 ’96 ’97 ’98 1994 ’95 ’96 ’97 ’98

200,000 0 1994 ’95 ’96 ’97 ’98 1994 ’95 ’96 ’97 ’98

Gross dividends per share Cents 60

0 1994 ’95 ’96 ’97 ’98

18 19 FINANCIAL REVIEW Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 Daily Average Circulation for August Advertising Market Share by Media 1997/98 389,776 The Straits Times 378,427 Newspapers 397,323 49% The Sunday Times 389,435 59,806 Berita Harian 57,917 72,879 Berita Minggu Others 68,254 32,118 5% The Business Times 32,964 Radio Television The Straits Times 6,654 4% Weekly 6,557 37% 111,159 Periodicals The New Paper 110,767 5% 201,125 Total: $1.27 billion Lianhe Zaobao (weekday) 199,930

Lianhe Zaobao 215,207 (Sunday) 213,328 1996/97 Newspapers

Lianhe Wanbao 135,009 51% (weekday) 130,648

Lianhe Wanbao 138,570 (weekend) 135,738

Shin Min Daily News 117,843 (weekday) 108,554 Others 121,617 4% Shin Min Daily News (weekend) 120,995 Radio 63,468 Television Friday Weekly 5.5% 61,708 34% 9,103 Tamil Murasu Periodicals (weekday) 8,102 5.5% Tamil Murasu 14,978 1998 Total: $1.22 billion (Sunday) Source: AC Neilsen 13,491 1997 N.B.: 1) Calculated at gross published rates. 2) Newspapers exclude appointments/notices and classified but include display classified for five product groups: automobiles, real estate, banking/finance, leisure/travel and computer.

20 21 FINANCIAL REVIEW Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 FINANCIAL REVIEW Value Added Statement Group Half-Yearly Results 1998 1997 S$’000 S$’000 1998 1997 1st Half 2nd Half Full Year 1st Half 2nd Half Full Year S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 Sale of goods and services 899,402 953,026 Purchase of materials and services (240,163) (256,461) Turnover 473,581 425,821 899,402 455,048 497,978 953,026 Value added from operations 659,239 696,565 Trading profit 225,504 164,131 389,635 203,565 226,459 430,024

Non-production income and expenses:- Profit before taxation 234,959 158,396 393,355 234,217 239,755 473,972 Income from investments 10,432 71,351 Extraordinary items 16,751 (1,821) Profit before extraordinary items 169,865 107,918 277,783 172,379 169,783 342,162 Share of loss of associates (6,712) (27,403) Bad debts provision (5,148) (2,557) Profit attibutable to shareholders 169,865 124,669 294,534 172,379 167,962 340,341 Bad debts recovered 280 314 Foreign exchange differences 67 154 Earnings per share (in cents) 42* 26 68 42* 42* 84 (Loss)/profit on disposal of fixed assets (40) 339 Total value added 674,869 736,942 *Adjusted for bonus shares issued in the second half of financial year ended August 31, 1998. Distribution:- Employees wages, provident fund contributions and other benefits 217,955 219,309 Directors’ fees 199 188 Corporate and other taxes 121,493 135,536 Interest paid 8,272 3,017 Net dividends to shareholders 120,175 101,231 Total distributed 468,094 459,281

Retained in the business:- Depreciation 32,717 39,394 Minority interests (301) (843) Retained earnings 174,359 239,110 674,869 736,942

Productivity ratios:- S$ S$ Value added per employee 202,905 213,998

Value added per $ employment costs 3.02 3.18

Value added per $ investment in fixed assets (before depreciation) 1.03 1.10

Value added per $ turnover 0.73 0.73

22 23 DIRECTORS’ REPORT Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 DIRECTORS’ REPORT

Directors’ Report Acquisition and Disposal of Subsidiaries for the Year ended August 31, 1998 3. (a) During the financial year, the following interest in a subsidiary was acquired: Effective The Directors have pleasure in presenting their report together with the audited accounts of the Group and Net Tangible Equity held by of the Company for the year ended August 31, 1998. Consideration Assets the Group S$ S$ % Directors TelcomOne Corporation Pte Ltd 2 2 100

1. The Directors in office at the date of this report are:- (b) There was no disposal of subsidiaries during the financial year.

Lim Kim San Cheong Choong Kong Michael Fam Yue Onn Results Lee Hee Seng Tang I-Fang 4. GROUP COMPANY Tjong Yik Min S$’000 S$’000 Wee Cho Yaw Profit after taxation 277,482 294,138 Minority interests 301 –

Principal Activities Profit before extraordinary items 277,783 294,138 Extraordinary items 16,751 – 2. The principal activities of the Group consist of:- Profit attributable to shareholders 294,534 294,138 (a) publishing, printing and distributing newspapers, Retained profit brought forward 1,562,163 1,467,149 (b) publishing and distributing magazines, (c) providing multimedia and telecommunications services, Profit available for appropriation 1,856,697 1,761,287 (d) holding investments, and (e) holding and managing properties. Reserves and Provisions The principal activities of the Company consist of:- 5. Material movements in reserves and provisions are disclosed in the notes to the accounts. (a) publishing, printing and distributing newspapers, (b) distributing magazines, (c) holding shares in subsidiaries, (d) holding investments, and (e) providing management services to subsidiaries.

There have been no significant changes in the nature of these activities during the financial year.

24 25 DIRECTORS’ REPORT Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 DIRECTORS’ REPORT

Share Capital and Debentures Directors’ Interests in Shares

6. (a) During the financial year, the following shares were issued:- 8. The Directors holding office at August 31, 1998 who had interests in shares and options in the Company and its subsidiaries as recorded in the register of Directors’ shareholdings were:- Class of Shares Shares Issued Purpose Shares of S$1 each The Company Direct Interests Deemed Interests Sept 1, Aug 31, Sept 21, Sept 1, Aug 31, Sept 21, Management 633,131 shares of S$1 each Issue of bonus share pursuant to a 1997 1998 1998 1997 1998 1998 credited as fully paid. Scheme Of Arrangement on the re- The Company organisation of the Company’s share capital. Management Shares Lim Kim San 2 33 ––– 15,791 shares of S$1 each for cash, Issue of shares in accordance with Cheong Choong Kong 1 22 ––– at market prices prevailing on the Newspaper and Printing Presses Michael Fam Yue Onn 1 22 ––– allotment dates. Act. Lee Hee Seng 1 22 ––– Tang I-Fang 1 22 ––– Ordinary 62,678,013 shares of S$1 each Issue of bonus share pursuant to a Tjong Yik Min 1 22 ––– credited as fully paid. Scheme Of Arrangement on the re- Wee Cho Yaw 1 22137,597 163,701 163,701 organisation of the Company’s share capital. Ordinary Shares Lim Kim San 509,217 624,677 574,677 71,200 78,320 78,320 1,563,940 shares of S$1 each Issue of shares under the Singapore Michael Fam Yue Onn 201,212 221,333 100,000 ––– fully paid for cash, at exercise prices. Press Holdings Group Executives’ Lee Hee Seng 63,720 70,092 70,092 ––– Share Option Scheme. Wee Cho Yaw 140,449 154,493 154,493 1,136,000 1,249,600 1,249,600

Subsidiaries Options for Ordinary Shares Lim Kim San 774,000 938,356 938,356 ––– CyberWay Pte Ltd 2,725,000 ordinary shares of S$1 To provide working capital and pay Tjong Yik Min 132,000 312,786 312,786 ––– each at par for cash. for long-term investment. Subsidiaries (b) During the financial year, S$40,000,000 Floating Rate Notes due 2002 were issued by a subsidiary, Orchard 290 Limited, to finance its development expenditure. The Notes are secured by way of a legal mortgage on the subsidiary’s investment property and by an assignment of rental proceeds The Straits Times under various trust deeds. The rate of interest is either a rate agreed between the subsidiary and Press (1975) Ltd the agent bank or the rate per annum equivalent to Singapore Interbank Offered Rates (SIBOR), Management Shares if no rate is agreed between the subsidiary and the bank. Lim Kim San 1 – – – – –

Singapore News and Arrangements to enable Directors to acquire Benefits Publications Ltd

7. Neither during nor at the end of the financial year was the Company a party to any arrangement whose Management Shares object was to enable the Directors of the Company to acquire benefits through the acquisition of shares Lim Kim San 2 – – – – – in or debentures of the Company or any other body corporate, except as disclosed under ‘Share Options’ in paragraph 18.

26 27 DIRECTORS’ REPORT Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 DIRECTORS’ REPORT

Dividends Charge on Assets and Contingent Liabilities

9. (a) The Directors recommend that a final dividend of 31 cents per share less income tax amounting to 12. At the date of this report, there does not exist any:- approximately S$84,004,000 be paid. The amount of dividend payable may be increased in the event that share options set out in paragraph 21 are exercised before the share transfer register is (a) charge on the assets of the Group or of the Company which has arisen since the end of the financial closed for dividend entitlement. year which secures the liability of any other person, and

(b) During the financial year, the following dividends were paid by the Company:- (b) contingent liability of the Group or of the Company which has arisen since the end of the financial year. (i) a final dividend of 28 cents per share less income tax which amounted to S$70,950,000 in respect of the previous financial year as proposed in the Directors’ Report of that year; and Ability to meet Obligations (ii) an interim dividend of 12 cents per share less income tax which amounted to S$36,081,000 in respect of the financial year under review. 13. No contingent or other liability of any company in the Group or of the Company has become enforceable or is likely to become enforceable within the period of twelve months after the end of the financial year which, in the opinion of the Directors, will or may substantially affect the ability of the Group or of the Bad and Doubtful Debts Company to meet their obligations as and when they fall due.

10. (a) Before the accounts of the Company were made out, the Directors took reasonable steps to ascertain the action taken in relation to the writing off of bad debts and providing for doubtful debts and have Other Statutory Information satisfied themselves that all known bad debts have been written off and that adequate provision has been made for doubtful debts. 14. As at the date of this report, the Directors are not aware of any circumstances not otherwise dealt with in their report or the accounts of the Group and of the Company which would render any amount stated (b) At the date of this report, the Directors are not aware of any circumstances which would render the in the accounts misleading. amounts written off for bad debts or provided for doubtful debts in the accounts of the Group and of the Company inadequate to any substantial extent. 15. In the opinion of the Directors, the results of the operations of the Group and of the Company for the financial year ended August 31, 1998 have not been substantially affected by any item, transaction or event of a material and unusual nature. Current Assets 16. In the opinion of the Directors, no item, transaction or event of a material and unusual nature has arisen in the interval between the end of the financial year and the date of this report which would affect 11. (a) Before the accounts of the Company were made out, the Directors took reasonable steps to ascertain substantially the results of the operations of the Group and of the Company for the current financial that any current assets which were unlikely to realise their book values in the ordinary course of year other than the Capital Restructuring Exercise involving a capital reduction and capital distribution business have been written down to their estimated realisable values, or that adequate provision has to Shareholders as disclosed in the notes to the accounts. been made for the diminution in values of such current assets.

(b) At the date of this report, the Directors are not aware of any circumstances which would render the values attributed to current assets in the accounts of the Group and of the Company misleading. Directors’ Benefits

17. Since the end of the previous financial year, no Director has received or become entitled to receive a benefit under a contract which is required to be disclosed by Section 201(8) of the Companies Act, Cap. 50.

Share Options

18. (a) The Singapore Press Holdings Group Executives’ Share Option Scheme was approved in December 1990.

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

28 29 DIRECTORS’ REPORT Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 DIRECTORS’ REPORT

(c) During the financial year, options were granted for a total of 1,936,590 ordinary shares of S$1 each, 22. At the end of the financial year, there were no unissued shares of subsidiaries under option. details of which were:-

(i) Categories of persons to whom options were granted:- Audit Committee Total No. of Ordinary Shares of S$1 each 23. The Audit Committee carried out its functions in accordance with Section 201B(5) of the Companies Category No. of Employees under Options granted Act, Cap. 50, including a review of the financial statements of the Group and of the Company for the financial year and the auditors’ report thereon. Executive Directors 2 330,000 Executives 100 1,606,590 Auditors 102 1,936,590

(ii) The exercise period of these options is as disclosed in paragraph 21 provided that they have 24. The auditors, Coopers & Lybrand, have expressed their willingness to accept re-appointment. not been subsequently cancelled.

(iii) The persons to whom the options have been granted do not have the right to participate, by On behalf of the Directors virtue of the options, in any share issue of any other company.

19. No option to take up unissued shares of subsidiaries has been granted during the financial year.

20. No shares of the Company or its subsidiaries have been issued during the financial year by virtue of the exercise of options to take up unissued shares, except as disclosed in paragraph 6(a).

21. At the end of the financial year, unissued ordinary shares of the Company under option pursuant to the Lim Kim San Michael Fam Yue Onn Singapore Press Holdings Group Executives’ Share Option Scheme were:- Executive Chairman Director

Date of Exercise Exercise Balance Options Options Balance Grant Period Price (a) 1.9.1997 (b) Exercised Cancelled Adjustment(c) 31.8.1998 Singapore, November 6, 1998

Nov 19, Nov 20, 1994 to S$6.88 42,240 (42,240) – – – 1992 Nov 19, 1997 Dec 20, Dec 21, 1995 to S$10.69 1,009,540 (909,756) – 132,289 232,073 1993 Dec 20, 1998 Dec 22, Dec 23, 1996 to S$11.54 1,316,880 (335,318) – 218,828 1,200,390 1994 Dec 22, 1999 May 17, May 18, 1997 to S$11.14 54,480 (3,537) – 9,618 60,561 1995 May 17, 2000 Dec 18, Dec 19, 1997 to S$10.82 1,473,900 (273,089) (8,980) 246,112 1,437,943 1995 Dec 18, 2000 Nov 20, Nov 21, 1998 to S$10.66 1,775,410 – (28,043) 325,110 2,072,477 1996 Nov 20, 2001 Nov 19, Nov 20, 1999 to S$13.01 1,936,590 – (21,870) 356,550 2,271,270 1997 Nov 19, 2002 7,609,040 (1,563,940) (58,893) 1,288,507 7,274,714

(a) Exercise prices were adjusted as a result of bonus shares issued during the financial years 1993, 1995 and 1998. (b) Or later date of grant. (c) Adjusted for bonus shares issued during the financial year ended August 31, 1998.

30 31 STATEMENT BY DIRECTORS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITORS’ REPORT Statement by Directors Auditors’ Report to the Members of Singapore Press Holdings Limited In the opinion of the Directors,

We have audited the financial statements of the Company and the consolidated financial statements of the (a) the accompanying accounts for the year ended August 31, 1998 are drawn up so as to exhibit a true Group set out on pages 34 to 60. These financial statements are the responsibility of the Company’s directors. and fair view of:- Our responsibility is to express an opinion on the financial statements based on our audit.

(i) the results of the business of the Group and of the Company and the cash flows of the Group, We conducted our audit in accordance with Singapore Standards on Auditing. Those Standards require that and we plan and perform our audit to obtain reasonable assurance whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and (ii)the state of affairs of the Group and of the Company; and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the directors, as well as evaluating the overall financial statement presentation. (b) at the date of this statement, there are reasonable grounds to believe that the Company will be able We believe that our audit provides a reasonable basis for our opinion. to pay its debts as and when they fall due. In our opinion,

On behalf of the Directors (a) the financial statements and consolidated financial statements are properly drawn up in accordance with the provisions of the Companies Act and Statements of Accounting Standard and so as to give a true and fair view of:-

(i) the state of affairs of the Company and of the Group as at August 31, 1998, the results of the Company and of the Group and the cash flows of the Group for the year ended on that date; and

Lim Kim San Michael Fam Yue Onn (ii) the other matters required by Section 201 of the Act to be dealt with in the financial statements Executive Chairman Director and consolidated financial statements.

Singapore, (b) the accounting and other records, and the registers required by the Act to be kept by the Company November 6, 1998 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.

We have considered the financial statements and auditors’ reports of all subsidiaries of which we have not acted as auditors, being financial statements included in the consolidated financial statements. The names of these subsidiaries are stated in Note 30.

We are satisfied that the financial statements of the subsidiaries that have been consolidated with the financial statements of the Company are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial statements and we have received satisfactory information and explanations required by us for those purposes.

The auditors’ reports on the financial statements of the subsidiaries were not subject to any qualification and in respect of subsidiaries incorporated in Singapore did not include any comment made under Section 207(3) of the Act.

Coopers & Lybrand Certified Public Accountants Partner – Ms Tay Heem Juay

Singapore, November 6, 1998 32 33 STATEMENT BY DIRECTORS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITORS’ REPORT Statement by Directors Auditors’ Report to the Members of Singapore Press Holdings Limited In the opinion of the Directors,

(i) the state of affairs of the Company and of the Group as at August 31, 1998, the results of the Company and of the Group and the cash flows of the Group for the year ended on that date; and

Coopers & Lybrand Certified Public Accountants Partner – Ms Tay Heem Juay

Singapore, November 6, 1998 32 33 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITED ACCOUNTS Balance Sheets Profit and Loss Accounts as at August 31, 1998 for the Year ended August 31, 1998 GROUP COMPANY Note 1998 1997 1998 1997 GROUP COMPANY S$’000 S$’000 S$’000 S$’000 CAPITAL EMPLOYED Note 1998 1997 1998 1997 Share capital 3 406,879 341,988 406,879 341,988 S$’000 S$’000 S$’000 S$’000 Share premium 4 192,810 239,452 192,810 239,452 Capital reserve 5 1,915 1,915 – – Turnover 21 899,402 953,026 845,328 909,176 Retained profit 1,736,522 1,562,163 1,641,112 1,467,149 Trading profit 22 389,635 430,024 384,988 428,604 2,338,126 2,145,518 2,240,801 2,048,589 Share of loss of associates (6,712) (27,403) – – Exchange translation difference 6 3,162 (8,951) – – Provision for diminution in value Shareholders’ interests 2,341,288 2,136,567 2,240,801 2,048,589 of an associate – – (2,748) – Minority interests 6,665 6,575 – – 382,923 402,621 382,240 428,604 2,347,953 2,143,142 2,240,801 2,048,589 Non-current liabilities Net income/(loss) from investments 23 10,432 71,351 (4,142) 13,911 Deferred taxation 7a 51,179 51,972 42,662 41,380 Dividends from unquoted Other non-current liabilities 8 547,811 503,312 – – subsidiaries, gross – – 20,000 20,000 2,946,943 2,698,426 2,283,463 2,089,969 Profit before taxation 393,355 473,972 398,098 462,515

EMPLOYMENT OF CAPITAL Taxation 24 (115,873) (132,653) (103,960) (120,141) Fixed assets 9 426,012 426,148 256,797 249,392 Profit after taxation 277,482 341,319 294,138 342,374 Investment property 10 771,642 721,689 – – Interests in subsidiaries 11 – – 1,739,618 1,717,008 Minority interests 301 843 – – Interests in associates 12 138,117 94,990 38,163 30,927 Long-term investments 13 509,010 648,610 575 575 Profit before extraordinary items 277,783 342,162 294,138 342,374 Other non-current assets 14 8,254 11,297 5,160 5,600 Extraordinary items 25 16,751 (1,821) – – Current assets Profit attributable to shareholders 294,534 340,341 294,138 342,374 Stocks 15 35,750 35,961 35,680 35,933 Trade debtors 16 105,012 115,373 98,683 110,688 Retained profit brought forward 1,562,163 1,323,053 1,467,149 1,226,006 Other debtors and prepayments 17 34,967 61,308 6,137 7,234 Profit available for appropriation 1,856,697 1,663,394 1,761,287 1,568,380 Short-term investments 18 634,384 623,700 60,943 80,230 Cash on deposit 634,453 311,578 369,728 196,640 Dividends 26 (120,175) (101,231) (120,175) (101,231) Cash and bank balances 25,224 51,703 14,625 12,059 Retained profit carried forward 1,736,522 1,562,163 1,641,112 1,467,149 1,469,790 1,199,623 585,796 442,784 Current liabilities Earnings per $1 share (in cents) 27 68 84 Trade creditors 59,430 63,019 38,846 45,746 Other creditors and accrued liabilities 19 110,739 143,628 115,048 128,264 Current taxation 7b 121,709 126,424 104,748 111,447 Proposed final dividend (net) 84,004 70,860 84,004 70,860 375,882 403,931 342,646 356,317

Net current assets 1,093,908 795,692 243,150 86,467 2,946,943 2,698,426 2,283,463 2,089,969 The accompanying notes form part of these accounts. The accompanying notes form part of these accounts. 34 35 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITED ACCOUNTS Consolidated Cash Flow Statement Consolidated Cash Flow Statement for Financial Year ended August 31, 1998 for Financial Year ended August 31, 1998

GROUP GROUP 1998 1997 1998 1997 S$’000 S$’000 S$’000 S$’000 CASH FLOWS FROM OPERATING ACTIVITIES CASH FLOWS FROM INVESTING ACTIVITIES

Profit before taxation 393,355 473,972 Purchase of short-term investments (725,860) (880,457) Additions/purchase of investment property (38,169) (721,221) Adjustments for:- Purchase of fixed assets (38,634) (75,620) Depreciation 32,717 39,394 Purchase of long-term investments (3,987) (52,407) Share of loss in associates 6,712 27,403 Loan to an associate (39,550) (49,366) Interest on bank loans and bonds 8,272 3,017 Acquisition of shares in associates (10,107) (40,642) Capital work-in-progress written-off 2,327 – Amount owing by associates (681) 13 Loss/(profit) on disposal of fixed assets 40 (339) Proceeds on disposal of short-term investments 650,930 930,252 Foreign exchange difference 329 97 Proceeds on redemption of bonds 117,325 23,593 Investment income (10,432) (71,351) Proceeds on disposal of fixed assets 17,515 983 Operating profit before working capital changes 433,320 472,193 Net decrease in funds under management 17,915 81,391 Investment income 10,432 71,351 Decrease in stocks 211 23,369 Proceeds on disposal of long-term investments 8,727 21,726 Decrease/(increase) in debtors 36,735 (63,061) Proceeds on disposal of an associate 466 100 (Decrease)/increase in creditors (36,478) 81,832 Proceeds on completion of liquidation – 3,202 433,788 514,333 (33,678) (687,102) Income tax paid (121,381) (99,323) Add: Increase/(decrease) in items not involving movement of funds Dividends paid (107,031) (80,960) Provision for diminution in value of investments 57,802 16,722 Dividends paid (net) by subsidiaries to minority shareholders (836) (661) Loss/(profit) on sale of investments 28,051 (5,557) Accretion of discount on bonds (8,343) (7,324) 204,540 333,389 Amortisation of premium on bonds 1,061 585 Decrease/(increase) in non-current assets 3,043 (4,530) Bank overdraft arising from subsidiary under liquidation – 1,543 Net cash from operating activities 207,583 328,859 Minority interests’ share of loss of subsidiary under liquidation – 212 Write-back of loss in an associate arising from subsidiary under liquidation – (492) Net cash used in investing activities 44,893 (681,413)

The accompanying notes form part of these accounts. The accompanying notes form part of these accounts.

36 37 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITED ACCOUNTS Consolidated Cash Flow Statement Notes to the Accounts for Financial Year ended August 31, 1998 August 31, 1998

GROUP These notes form an integral part of and should be read in conjunction with the accounts. 1998 1997 S$’000 S$’000 1. General CASH FLOWS FROM FINANCING ACTIVITIES

Bank loans 44,500 275,500 The Company is incorporated in Singapore. The accounts of the Company and the consolidated accounts Proceeds on issue of shares 18,249 1,497 of the Group are expressed in Singapore dollars. Interest on bank loans and bonds (20,056) (2,964) Repayment of loans – (616) The principal activities of the Group consist of:- Secured bond – 150,000 Shareholders’ loans – 77,812 (a) publishing, printing and distributing newspapers, Additional capital received from minority shareholders 1,227 3,636 (b) publishing and distributing magazines, (c) providing multimedia and telecommunications services, Net cash from financing activities 43,920 504,865 (d) holding investments, and (e) holding and managing properties. Net increase in cash and cash equivalents 296,396 152,311 Cash and cash equivalent at beginning of year 363,281 210,970 The principal activities of the Company consist of:- Cash and cash equivalent at end of year (a) 659,677 363,281 (a) publishing, printing and distributing newspapers, (b) distributing magazines, (c) holding shares in subsidiaries, (a) Cash and Cash Equivalents at the end of the year comprised:- (d) holding investments, and Cash on deposit 634,453 311,578 (e) providing management services to subsidiaries. Cash and bank balances 25,224 51,703 659,677 363,281 2. Significant Accounting Policies

(a) Basis of Accounting The accounts are prepared in accordance with the historical cost convention.

(b) Basis of Consolidation The consolidated accounts include the accounts of the Company and its subsidiaries made up to the end of the financial year. The results of subsidiaries acquired or disposed of during the year are included in or excluded from the consolidated profit and loss account from the date of their acquisition or disposal. Inter-company balances and transactions are eliminated on consolidation and the consolidated accounts reflect external transactions only.

(c) Exchange Translation Difference On consolidation of foreign entities, the assets and liabilities are converted into Singapore dollars at the rates of exchange closely approximating to those ruling at the balance sheet date and the profit and loss accounts are converted into Singapore dollars at the rates of exchange ruling during the year. Exchange translation difference is reported as a separate component of shareholders’ interests.

Exchange differences arising on monetary items that, in substance, form part of the Group’s or the Company’s net investment in foreign entities are taken to the exchange translation account until The accompanying notes form part of these accounts. the disposal of the net investments, at which time they will be recognised as income or expenses in the profit and loss accounts.

38 39 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITED ACCOUNTS

(d) Goodwill on Consolidation (i) Investments Goodwill on consolidation, representing the difference between the cost of acquisition of a subsidiary Long-term investments in equity are stated at cost. Long-term investments in bonds are stated at or an associate over the book value acquired, is amortised on a straight-line basis in the consolidated cost, adjusted for amortisation of premium and accretion of discount. Where cost of these profit and loss account over its useful life. investments exceeds market value, provision is made for diminution in value which is other than temporary on an individual basis.

(e) Deferred Taxation Short-term investments are stated at the lower of cost and market value on an individual basis. Provision is made under the liability method on significant timing differences between the accounting and taxation treatment of relevant items at the current rate of tax. In accounting for timing Dividend income from investments other than subsidiaries is recognised on a cash basis and interest differences, deferred tax debits are not recognised unless there is a reasonable expectation of their income on an accrual basis. realisation. Dividend income from subsidiaries is recognised in the accounting period in which it is proposed.

(f) Fixed Assets and Depreciation (j) Investment Properties (i) Fixed assets are stated at cost. Investment properties are held for the primary purpose of producing rental income and are not held for resale in the ordinary course of business. (ii) Depreciation is calculated to write off the cost on a straight-line basis over the expected useful lives of the assets. The estimated useful lives for this purpose are:- Investment properties are stated at cost and provision is made for diminution in value which is other than temporary. Freehold buildings 30 years Leasehold land and buildings 30 years or life of lease if less than 30 years Cost of investment properties includes capitalisation of interest on borrowings incurred while Plant and equipment 3-20 years activities that are necessary to get the assets ready for their intended use are in progress. Furniture and fittings 7-10 years Motor vehicles 3-5 years (k) Stocks (iii) No depreciation is charged on freehold land and land held on a 999-year lease or in respect of Stocks are stated at cost and provision is made for obsolete, slow-moving and defective stocks. major capital work-in-progress until commissioned. Cost of raw materials and consumable stores includes transport and handling costs, and any other (iv) It is not the Group’s policy to revalue fixed assets at regular intervals. directly attributable costs.

(v) The carrying amount of fixed assets is written down when the recoverable amount of fixed Cost is determined on an actual basis or a weighted average basis. assets has decreased below the carrying amount. The recoverable amount is the amount expected to be recovered from the future use of an asset, including its residual value on disposal. (l) Debtors Bad debts are written off and specific provision is made for those debts considered to be doubtful. (g) Subsidiaries In addition, a general provision is made on the balance of trade debtors to cover any unexpected Interests in subsidiaries are included in the accounts at cost and provision is made for diminution in losses which have not been specifically identified. value which is other than temporary.

(m) Foreign Currencies (h) Associates Monetary assets and liabilities expressed in foreign currencies are converted to Singapore dollars at These are companies (not being subsidiaries) in which the Group has a substantial interest of not the rates of exchange closely approximating to those ruling at the balance sheet date. Transactions less than 20% of the equity and in whose financial and operating policy decisions the Group exercises during the year are converted to Singapore dollars at rates of exchange ruling on the transaction significant influence. dates. Differences in exchange are included in the profit and loss accounts.

The Group’s share of the results of associates is included in the consolidated profit and loss account. The Group’s share of the post-acquisition retained profit and reserves or accumulated losses of (n) Revenue Recognition associates is added to or deducted from the cost of these investments in the consolidated balance Revenue or turnover from the sale of the Group’s products and services after accounting for trade sheet. discounts, returns and goods and services tax are recognised on completion of delivery.

In the Company’s balance sheet, investments in associates are stated at cost and provision is made Revenue from rentals and rental-related services are recognised on an accrual basis. for diminution in value which is other than temporary.

40 41 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITED ACCOUNTS

3. Share Capital 6. Exchange Translation Difference Authorised Issued and fully paid 1998 1997 1998 1997 GROUP S$’000 S$’000 S$’000 S$’000 1998 1997 S$’000 S$’000 (a) Management shares of S$1 each 10,000 10,000 4,069 3,420 Opening balance (8,951) (451) Ordinary shares of S$1 each 990,000 990,000 402,810 338,568 Liquidation of subsidiaries – 451 1,000,000 1,000,000 406,879 341,988 Difference for the year 12,113 (8,951) Closing balance 3,162 (8,951) (b) Movements during the financial year were:- Arising from translation of:- Opening balance 341,988 341,815 An investment in a foreign entity 2,630 (9,131) Bonus issue of 62,678,013 (1997: nil) ordinary Interests in foreign subsidiaries 532 180 shares of S$1 each credited as fully paid 62,678 – 3,162 (8,951) Bonus issue of 633,131 (1997: nil) management shares of S$1 each credited as fully paid 633 – 7. Taxation Issue of 1,563,940 (1997: 170,920) (a) Deferred Taxation ordinary shares of S$1 each fully paid GROUP COMPANY under the Singapore Press Holdings 1998 1997 1998 1997 Group Executives’ Share Option Scheme 1,564 171 S$’000 S$’000 S$’000 S$’000 Issue of 15,791 (1997: 1,725) management shares of S$1 each fully paid in accordance Opening balance 51,972 47,431 41,380 37,419 with the Newspaper and Printing Presses Act 16 2 Transfer (to)/from Closing balance 406,879 341,988 profit and loss accounts (793) 4,759 1,282 3,961 Liquidation of subsidiaries – (218) – – 4. Share Premium Closing balance 51,179 51,972 42,662 41,380 GROUP AND COMPANY This represents tax on:- 1998 1997 Excess of capital allowances S$’000 S$’000 over depreciation 58,421 57,616 52,624 49,773 Opening balance 239,452 238,128 Revaluation surplus 2,337 2,337 – – Premium on ordinary shares issued under the Singapore Other timing differences (9,579) (7,981) (9,962) (8,393) Press Holdings Group Executives’ Share Option Scheme 16,422 1,304 51,179 51,972 42,662 41,380 Premium on management shares issued in accordance with the Newspaper and Printing Presses Act 247 20 (b) Current Taxation Amount applied against bonus issue (63,311) – Closing balance 192,810 239,452 Opening balance 126,424 97,853 111,447 93,940 Income tax paid (121,299) (99,323) (109,377) (98,673) 5. Capital Reserve Provision for the year 116,661 127,770 102,678 116,180 Under-provision in prior year 5 124 – – GROUP Income tax recoverable (82) ––– 1998 1997 Closing balance 121,709 126,424 104,748 111,447 S$’000 S$’000 Opening balance 1,915 3,457 Liquidation of subsidiaries – (1,542) Closing balance 1,915 1,915 Made up as follows:- Distributable 1,375 1,375 Non-distributable 540 540 1,915 1,915

42 43 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITED ACCOUNTS

8. Other Non-Current Liabilities 9. Fixed Assets GROUP (a) GROUP 1998 1997 Furniture S$’000 S$’000 Land and Buildings Plant and and Motor Freehold Leasehold Equipment Fittings Vehicles Total Transferable term loan with embedded bond call option [Note a(i)] 270,000 270,000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 4.6% secured bond due 2002 [Note a(ii)] 150,000 150,000 Cost Floating rate notes due 2002 [Note a(iii)] 40,000 – Opening balance 65,817 121,626 425,307 18,131 3,143 634,024 Loans from minority shareholders of Additions 55 708 10,829 404 172 12,168 subsidiaries - unsecured [Note (b)] 77,811 77,812 Transfer in from capital Bank loan - unsecured [Note (c)] 10,000 5,500 work-in-progress 99 1,729 11,550 756 – 14,134 547,811 503,312 Disposals – (6,460) (13,637) (242) (420) (20,759) Foreign currency adjustments – – 4 3 6 13 (a) These pertain to bank loan facilities of a subsidiary amounting to S$520,000,000 (1997: Closing balance 65,971 117,603 434,053 19,052 2,901 639,580 S$520,000,000). Of this amount, S$460,000,000 (1997: S$420,000,000) has been utilised. These are secured by way of a legal mortgage on the subsidiary’s investment property (Note 10) and by an Accumulated Depreciation assignment of rental proceeds under various trust deeds. Details are set out in paragraphs (i) to Opening balance 10,449 35,144 198,914 12,830 2,207 259,544 (iii). Charge for the year 2,128 4,617 24,840 507 625 32,717 Disposals – (3,379) (13,002) (219) (410) (17,010) (i) The subsidiary entered into an agreement with a bank, whereby the bank granted the subsidiary Foreign currency a S$270,000,000 transferable loan facility (“TLF”) at a fixed interest rate of 4.6% per adjustment – – 1 – 1 2 annum, maturing and repayable in one lump sum in 2002. Closing balance 12,577 36,382 210,753 13,118 2,423 275,253

The TLF contains an embedded bond call option up to the value of S$270,000,000 whereby Net book value at the subsidiary would, at the request of the bank from time to time until maturity of the TLF, August 31, 1998 53,394 81,221 223,300 5,934 478 364,327 issue secured bonds at 4.6% interest per annum. Capital work-in-progress 4,293 3,901 52,793 698 – 61,685 Closing balance 57,687 85,122 276,093 6,632 478 426,012 (ii) Interest on bond is payable on an annual basis. Capital work-in-progress (iii) Interest is payable on a quarterly basis and is determined prior to the commencement of each Opening balance 2 7,696 43,703 267 – 51,668 quarter. The rate of interest is either a rate agreed between the subsidiary and the agent bank Additions 4,390 186 20,635 1,255 – 26,466 or the rate per annum equivalent to Singapore Interbank Offered Rate (SIBOR), if no rate is Transfer out (99) (1,729) (11,550) (756) – (14,134) agreed between the subsidiary and the bank. The applicable interest rates for the year were Amounts written off to 6.125% and 6.938% per annum. profit & loss account – (2,252) (7) (68) – (2,327) Foreign currency adjustment – – 12 – – 12 (b) These are interest free and have no fixed term of repayment. Closing balance 4,293 3,901 52,793 698 – 61,685

(c) The interest rate is 5.125% per annum. The loan is repayable in one lump sum upon maturity in 1997 Comparatives the year 2002. Net book value at August 31, 1997 55,368 86,482 226,393 5,301 936 374,480 Capital work-in-progress 2 7,696 43,703 267 – 51,668 55,370 94,178 270,096 5,568 936 426,148

Depreciation for 1997 2,891 4,358 29,765 1,952 428 39,394

44 45 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITED ACCOUNTS

(b) COMPANY 10. Investment Property Plant Furniture and and Motor Details of the investment property [Note 8(a)] are: Equipment Fittings Vehicles Total GROUP S$’000 S$’000 S$’000 S$’000 Freehold Land & Building Cost 1998 1997 Opening balance 382,889 15,532 2,999 401,420 S$’000 S$’000 Additions 7,717 266 129 8,112 Transfer in from capital Cost 721,221 721,221 work-in-progress 11,550 756 – 12,306 Development expenditure at cost 38,637 468 Transfer out (436) (213) (240) (889) Loan interest capitalised 11,784 – Disposals (11,834) (125) (309) (12,268) 771,642 721,689 Closing balance 389,886 16,216 2,579 408,681 Rental income 12,080 3,364 Accumulated Depreciation Fair value 690,000 766,660 Opening balance 182,523 11,290 2,114 195,927 Charge for the year 20,998 259 593 21,850 Fair value of the investment property, Paragon building at Orchard Road, is stated at directors’ valuation Transfer out (287) (90) (153) (530) based on independent professional valuation carried out by Jones Lang Wootton on July 31, 1998 on the Disposals (11,534) (113) (309) (11,956) basis of open market value for existing use. Closing balance 191,700 11,346 2,245 205,291

Net book value at 11. Interests in Subsidiaries August 31, 1998 198,186 4,870 334 203,390 COMPANY Capital work-in-progress 52,709 698 – 53,407 1998 1997 Closing balance 250,895 5,568 334 256,797 S$’000 S$’000 Unquoted equities, at cost 331,914 331,914 Capital work-in-progress Amount owing by subsidiaries (non-trade) 1,626,532 1,584,781 Opening balance 43,632 267 – 43,899 1,958,446 1,916,695 Additions 20,634 1,255 – 21,889 Amount owing to subsidiaries (non-trade) (218,828) (199,687) Transfer out (11,550) (756) – (12,306) 1,739,618 1,717,008 Amounts written off to profit and loss account (7) (68) – (75) Details of subsidiaries are set out in Note 30. Closing balance 52,709 698 – 53,407 1997 Comparatives 12. Interests in Associates Net book value at GROUP COMPANY August 31, 1997 200,366 4,242 885 205,493 1998 1997 1998 1997 Capital work-in-progress 43,632 267 – 43,899 S$’000 S$’000 S$’000 S$’000 243,998 4,509 885 249,392 Unquoted equities, at cost 90,696 80,589 40,948 30,948 Depreciation for 1997 24,038 1,471 412 25,921 Loans to associates 88,916 49,366 – – Amount owing by/(to) associates (non-trade) 963 282 (37) (21) 180,575 130,237 40,911 30,927 Share of losses less profits (42,458) (35,247) – – Provision for diminution in value of an associate – – (2,748) – 138,117 94,990 38,163 30,927

Details of associates are set out in Note 31.

46 47 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITED ACCOUNTS

13. Long-Term Investments 15. Stocks GROUP COMPANY 1998 1997 1998 1997 GROUP COMPANY S$’000 S$’000 S$’000 S$’000 1998 1997 1998 1997 Quoted, at cost S$’000 S$’000 S$’000 S$’000 Equities 145,407 145,267 – – Bonds 250,253 357,776 – – Raw materials and consumable stores 36,366 36,577 36,296 36,549 Provision for stocks (616) (616) (616) (616) Unquoted, at cost 35,750 35,961 35,680 35,933 Equities 69,792 71,727 – – Other investments 77,665 65,903 575 575 Made up as follows:- 543,117 640,673 575 575 Weighted average 30,792 28,740 30,792 28,741 Actual cost 4,958 7,221 4,888 7,192 Accretion of discount on bonds 8,656 13,713 – – 35,750 35,961 35,680 35,933 Amortisation of premium on bonds (99) (147) – – Provision for diminution in value of investments - Quoted (35,490) (5,083) – – 16. Trade Debtors - Unquoted (7,174) (546) – – GROUP COMPANY 509,010 648,610 575 575 1998 1997 1998 1997 S$’000 S$’000 S$’000 S$’000 Movements in provision Opening balance 5,629 2,130 – – Amount owing 118,009 125,748 110,294 120,488 Provision for the year 37,035 3,499 – – Provision for doubtful debts (12,997) (10,375) (11,611) (9,800) Closing balance 42,664 5,629 – – 105,012 115,373 98,683 110,688 Market value of quoted investments Movements in provision Equities 80,445 167,899 – – Opening balance 10,375 10,588 9,800 9,741 Bonds 233,492 366,080 – – Provision for the year 5,148 2,557 4,228 2,149 313,937 533,979 – – Bad debts written off (2,526) (2,151) (2,417) (2,090) Adjustment on liquidation of subsidiaries – (619) – – Closing balance 12,997 10,375 11,611 9,800 14. Other Non-Current Assets GROUP COMPANY 1998 1997 1998 1997 S$’000 S$’000 S$’000 S$’000

Long-term debtors 7,800 10,906 4,706 5,209 Loans to Directors of subsidiaries 454 391 454 391 8,254 11,297 5,160 5,600

48 49 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITED ACCOUNTS

17. Other Debtors and Prepayments 18. Short-Term Investments (cont’d)

GROUP COMPANY (b) Funds under management 1998 1997 1998 1997 GROUP COMPANY S$’000 S$’000 S$’000 S$’000 1998 1997 1998 1997 S$’000 S$’000 S$’000 S$’000 Accrued interest 23,636 18,376 2,282 697 Prepayments 2,894 2,638 447 808 Quoted investments, at cost Sundry debtors 8,284 7,904 3,255 5,576 Equities 17,405 48,050 17,405 48,050 Loans to Directors of subsidiaries 153 153 153 153 Bonds 36,066 19,165 36,066 19,165 Tax recoverable (including GST) – 19,653 – – Government loan stocks Amounts due from custodians and brokers – 12,584 – – and bonds – 13,891 – 13,891 34,967 61,308 6,137 7,234 53,471 81,106 53,471 81,106 Provision for diminution in value of quoted investments (10,512) (9,140) (10,512) (9,140) 18. Short-Term Investments 42,959 71,966 42,959 71,966 Cash on deposit 8,183 4,747 8,183 4,747 (a) Internally managed Bank balances 7,115 2,324 7,115 2,324 GROUP COMPANY Accrued interest 596 676 596 676 1998 1997 1998 1997 Due from brokers 2,090 517 2,090 517 S$’000 S$’000 S$’000 S$’000 60,943 80,230 60,943 80,230 Quoted Equities, at cost – 141,686 – – Movements in provision Bonds, at cost 163,289 126,963 – – Opening balance 9,140 9,868 9,140 9,868 Accretion of discount on bonds 2,622 1,025 – – Provision/(write-back) for the year 1,372 (728) 1,372 (728) Amortisation of premium on bonds (109) (61) – – Closing balance 10,512 9,140 10,512 9,140 Other investments, at cost – 1,005 – – Unquoted Total Short-Term Investments 634,384 623,700 60,943 80,230 Bonds, at cost 450,023 296,050 – – Accretion of discount on bonds 1,170 261 – – Total market value of quoted investments Amortisation of premium on bonds (829) (129) – – Equities 12,923 181,726 12,923 47,106 616,166 566,800 – – Bonds 186,094 146,813 31,992 18,879 Provision for diminution in Government loan stocks value of investments - Quoted (16,136) (20,637) – – and bonds – 14,220 – 14,220 - Unquoted (26,589) (2,693) – – Other Investments – 716 – – 573,441 543,470 – – 199,017 343,475 44,915 80,205

Movements in provision Opening balance 23,330 9,379 – – (Write-back)/provision 19. Other Creditors and Accrued Liabilities for the year - Quoted (4,501) 11,258 – – - Unquoted 23,896 2,693 – – GROUP COMPANY 1998 1997 1998 1997 Closing balance 42,725 23,330 – – S$’000 S$’000 S$’000 S$’000

Accrued liabilities 91,869 103,666 82,576 95,872 Customers’ deposits and credits 6,036 5,810 5,972 5,754 Amounts due to brokers 136 26,065 – – Sundry creditors 12,698 8,087 26,500 26,638 110,739 143,628 115,048 128,264

50 51 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITED ACCOUNTS

20.Capital and Other Commitments 22.Trading Profit GROUP COMPANY GROUP COMPANY 1998 1997 1998 1997 1998 1997 1998 1997 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000

(a)Outstanding capital expenditure:- Trading profit is arrived at:- authorised and contracted for 104,044 39,000 16,200 21,000 authorised but not contracted for 52,972 194,000 500 8,700 After charging Audit fees:- (b)Commitments for operating leases due:- Company’s auditors 203 198 101 112 Within 1 year 8,063 8,806 – – Other auditors 38 30 – – Between 1 - 5 years 17,872 22,036 – – Non-audit fees:- After 5 years 64,765 16,993 – – Company’s auditors 67 7 67 7 Depreciation of fixed assets (Note 9) 32,717 39,394 21,850 25,921 (c)Commitments for Directors’ remuneration: forward contracts Company’s Directors [Note 22 (a)] 2,486 2,370 2,486 2,370 foreign currencies 821,646 338,237 – 92,666 Other Directors of subsidiaries 283 281 – – Loss on disposal of fixed assets 258 318 18 301 Provision for doubtful trade debts (Note 16) 5,148 2,557 4,228 2,149 21.Turnover Interest paid:- Bank loans 5,479 1,958 – – Bonds 2,793 1,059 – – (a)In the Group, turnover represents revenue from advertisements, printing, circulation, rental and Exchange loss 394 135 394 135 multimedia services. and after crediting (b)In the Company, turnover represents revenue from advertisements, printing, circulation and Bad debts recovered 281 314 280 313 management services provided to subsidiaries. Exchange gain 387 52 387 52 Interest income:- (c)Turnover comprises the following significant categories:- Associates 628 399 – – GROUP COMPANY Others 977 630 169 242 Profit on disposal of fixed assets 218 657 217 183 1998 1997 1998 1997 S$’000 S$’000 S$’000 S$’000

Advertisement 668,067 739,930 653,267 724,815 22(a).Directors’ Remuneration Circulation 179,980 173,729 172,632 166,273 Rental and services 19,860 12,373 – – Details of Directors’ remuneration in compliance with the requirements of the Stock Exchange of Others 31,495 26,994 19,429 18,088 Singapore, are:- 899,402 953,026 845,328 909,176 Remuneration Bands No. of Directors 1998 1997 S$0 -S$249,999 5 5 S$250,000-S$499,999 – – S$500,000 and above 2 2 Total 7 7

52 53 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITED ACCOUNTS

23. Net Income/(loss) from Investments 24. Taxation GROUP COMPANY 1998 1997 1998 1997 GROUP COMPANY S$’000 S$’000 S$’000 S$’000 1998 1997 1998 1997 S$’000 S$’000 S$’000 S$’000 Deposit interest 27,496 11,462 15,145 6,178 Interest from:- The taxation charge is made up as follows:- Quoted bonds 12,774 21,826 – – Current Year Unquoted bonds 37,123 24,651 – – Income tax 116,661 127,770 102,678 116,180 Deferred tax (793) 4,759 1,282 3,961 Dividends from:- Prior Years Quoted equities 5,911 8,486 – – Income tax 5 124 – – Unquoted equities – 1,918 – – 115,873 132,653 103,960 120,141 Foreign exchange gain 23,614 5,244 – – (Loss)/profit on sale of investments (28,051) 5,557 – – The income tax expense on the results of the Group for the year is higher than the amount of income 78,867 79,144 15,145 6,178 tax determined by applying the Singapore standard rate of income tax to profit before taxation due to certain expenses not being allowable for tax purposes. Accretion of discount on bonds 8,343 7,324 – – Amortisation of premium on bonds (1,061) (585) – – As at August 31,1998, certain subsidiaries have unutilised tax losses of S$4.3 million (1997: S$5.0 Provision for diminution in value million) available for offsetting against future taxable income subject to there being no substantial of investments - Quoted (25,906) (14,660) – – change in shareholders in accordance with the relevant provisions of the Income Tax Act. - Unquoted (30,524) (2,790) – – 29,719 68,433 15,145 6,178 (Loss)/income from funds under 25. Extraordinary Items management [Note (a)] (19,287) 2,918 (19,287) 7,733 GROUP 10,432 71,351 (4,142) 13,911 1998 1997 S$’000 S$’000

(a) Income from funds under management, gross. Surplus from sale of Airco Building 13,806 – GROUP COMPANY Surplus from capital reorganisation of an 1998 1997 1998 1997 equity held as a long-term investment 2,945 – S$’000 S$’000 S$’000 S$’000 Surplus on liquidation of subsidiaries – 1,242 Surplus on disposal of an associate – 81 Interest on deposits, bonds Write-down of investment in a subsidiary – (3,144) and treasury bills 2,079 1,970 2,079 1,970 Dividends from quoted equities 694 1,009 694 1,009 16,751 (1,821) (Loss)/profit on sale of investments (19,887) (86) (19,887) 4,729 Foreign exchange (loss)/gain (484) 151 (484) 151 26. Dividends Expenses and fees (317) (854) (317) (854) GROUP AND COMPANY (17,915) 2,190 (17,915) 7,005 1998 1997 (Provision)/write-back for diminution S$’000 S$’000 in value of quoted investments (1,372) 728 (1,372) 728 Payment of interim dividend of 12 cents per share less tax (19,287) 2,918 (19,287) 7,733 (1997: 12 cents less tax) 36,081 30,362

Payment of prior year’s final dividend on new shares issued before book closure date 90 9

Proposed final dividend of 31 cents per share less tax (1997: 28 cents less tax) 84,004 70,860 120,175 101,231

54 55 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITED ACCOUNTS

27. Earnings per Share 30. Subsidiaries

(a) Earnings per management and ordinary share of S$1 each were based on Group profit after Country of Effective % taxation and minority interests and before extraordinary items, of S$277,783,000 (1997: Incorporation Class of Cost of of Equity held S$342,162,000) divided by the weighted average of 406,005,000 shares in issue during the financial Name of Subsidiary Principal Activities /Operation# Shares Investment by the Group year adjusted for bonus issue (1997: 405,076,000 shares). 1998 1997 1998 1997 S$’000 S$’000 % % (b) No material dilution of earnings per share would arise if all outstanding share options were Hipro Printing Pte Ltd Publishing newspapers Singapore Ord 360 360 80.00 80.00 exercised. Lianhe Investments Holding investments Singapore Ord 6,335 6,335 100.00 100.00 +Pte Ltd for dealing purposes 28. Re-classification TelcomOne Holding investments Singapore Ord ^^ - 100.00 - Corporation Pte Ltd Certain comparative figures have been re-classified to conform with the current year’s presentation. The Straits Times Holding investments Singapore Mgt 579 579 100.00 99.99 Press (1975) Limited Ord 57,387 57,387 100.00 100.00 Multimedia Holding investments United States Common * * 100.00 100.00 29. Subsequent Event Investments Inc of America Stock Focus Publishing Publishing newspapers Singapore Mgt * * 99.96 99.96 (a) On August 6, 1998, the Directors of Singapore Press Holdings Limited (“SPH” or the “Company”) Limited Ord * * 100.00 100.00 announced a capital restructuring exercise (the “Exercise”) involving, inter alia, a capital reduction Lianhe Publishing Publishing magazines Singapore Ord * * 51.00 51.00 under Section 73 of the Companies Act, Cap. 50 (the “Capital Reduction”) and in conjunction Pte Ltd with that, a return of capital to all shareholders of SPH (“Shareholders”) on the basis of $1.22 Asia Century Publishing & Singapore Ord * * 26.01 26.01 cash per share for every share held as at a books closure date to be determined. The Exercise Publishing Pte Ltd distributing magazines involved the reduction of the issued share capital of the Company by approximately 10 per cent Singapore Press Servicing and Singapore Mgt * * 99.96 99.96 Holdings (Overseas) holding investments Ord * * 100.00 100.00 to 366,190,609 shares, comprising 362,528,698 ordinary shares and 3,661,911 management shares. Limited Times Periodicals Publishing magazines Singapore Ord * * 75.00 75.00 (b) At the Extraordinary General Meeting held on September 18, 1998, Shareholders approved the Private Limited Exercise. The Capital Reduction was confirmed by the Court on October 16, 1998 and became Times Properties Letting properties Singapore Ord 77,827 77,827 100.00 100.00 effective on October 31, 1998. Private Limited Orchard 290 Limited Holding investments & Singapore Ord * * 75.00 75.00 (c) Arising from the Exercise, the impact to the financial ratios would be as follows: managing of shopping centres & other com- GROUP mercial properties 1998 1997 SPH Multimedia Holding investments Singapore Ord 8,500 8,500 100.00 100.00 Private Limited (i) Earnings per share ($) On existing issued CyberWay Pte Ltd Providing public Internet Singapore Ord * * 55.00 55.00 access services share capital 0.76 0.94 @ Jiuding (Tianjin) Providing Audiotex People’s Ord * * 51.00 51.00 On fully diluted basis 0.76 0.93 @ Information Services services Republic of Company Limited China (ii) Net tangible asset backing Singapore Newspaper Holding investments Singapore Ord 50,000 50,000 100.00 100.00 per share ($) 5.04 4.50 @ Services Private and properties Limited @ Adjusted for bonus shares issued during the financial year ended August 31, 1998. ^++Vinora Holdings Holding investments British Virgin Ord * * 100.00 100.00 Limited Islands (d) In addition, the total number of outstanding options pursuant to the Singapore Press Holdings Futura Management Holding investments Cook Islands Ord * * 100.00 100.00 Group Executives’ Share Option Scheme was adjusted from 7,274,714 to 6,547,070 ordinary Limited shares. Crestville Investments Holding investments British Virgin Ord * * 100.00 100.00 Limited Islands

56 57 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 AUDITED ACCOUNTS

30. Subsidiaries (cont’d) 31. Associates

Country of Effective % Country of Effective % Incorporation Class of Cost of of Equity held Incorporation Class of Cost of of Equity held Name of Subsidiary Principal Activities /Operation# Shares Investment by the Group Name of Associate Principal Activities /Operation Shares Investment by the Group 1998 1997 1998 1997 1998 1997 1998 1997 S$’000 S$’000 % % S$’000 S$’000 % % + Singapore News and Holding investments Singapore Mgt 1,309 1,309 100.00 99.99 Held by the Company Publications Limited and properties Ord 129,617 129,617 100.00 100.00 Singapore CableVision Providing Singapore Ord 38,200 28,200 20.00 20.00 Low & High Ltd Dormant Singapore Mgt * * 99.99 99.99 Private Limited subscription Ord * * 100.00 100.00 @ television services + SPH Asset Holding investments Singapore Ord * * 100.00 100.00 Business Day Publishing Thailand Ord 2,748 2,748 24.99 24.99 Management Limited Company Limited newspapers + Sin Chew Jit Poh Holding investments Singapore Mgt * * 100.00 100.00 (Singapore) Limited and properties Ord * * 100.00 100.00 Held by Subsidiaries @ Asia Pacific Dormant British Virgin Ord * * 93.10 93.10 Post Inc Islands The Straits Times Press Servicing United Kingdom Ord * * 50.00 50.00 (London) Limited @ Corporate Video Dormant Hongkong Ord * * 93.10 93.10 Limited MobileOne (Asia) Providing Singapore Ord 49,000 49,000 35.00 35.00 Private Limited telecommunication ++ Digital Vision Dormant Hongkong Ord * * 93.10 93.10 services Limited Mantown Dormant Hongkong Ord * * 93.10 93.10 Orchard 300 Ltd Holding Singapore Ord 500 500 50.00 50.00 @Enterprises Limited investments Post Production Dormant Hongkong Ord * * 93.10 93.10 Citta Bella Sdn Bhd Publishing and Malaysia Ord 248 141 24.99 24.99 @Shop Limited distributing magazines ++ Post Production Dormant Hongkong Ord * * 93.10 93.10 Sound Limited Keppel-SPH Telecom Holding Singapore Ord * * 50.00 50.00 Pte Ltd investments Solar River Dormant Hongkong Ord * * 93.10 93.10 @Investments Limited Video Post Limited Dormant Hongkong Ord * * 93.10 93.10 * Less than $1,000 ++ Notes:- 1. All the companies are audited by Coopers & Lybrand, Singapore, except as follows:- + Audited by Price Waterhouse, Singapore. ++ Audited by another firm of Certified Public Accountants. @ Not required to be audited. 2. # Singapore Press Holdings (Overseas) Limited operates in Japan, Hongkong, Australia, Philippines, China, Taiwan, Indonesia and United States of America. Asia Century Publishing Pte Ltd operates in Taiwan. 3. * The shareholdings of these companies are held by subsidiaries of the Company. 4. ^ Financial year ends on December 31. 5. ^^ Less than $1,000. 6. The following subsidiaries have been placed under voluntary liquidation:- Asia Pacific Post Inc Low & High Ltd

58 59 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 FINANCIAL CALENDAR

32. Segmental Information Financial Calendar

GROUP Singapore Other Countries Total Announcement of 1998 Half-Year Results April 17, 1998 1998 1997 1998 1997 1998 1997 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 Payment of 1998 Interim Dividend May 18, 1998

Turnover Financial Year-End August 31, 1998

Newspapers & Magazines 859,023 925,361 1,563 – 860,586 925,361 Announcement of 1998 Full-Year Results November 6, 1998 Multimedia & Telecommunications 18,956 10,885 – 4,407 18,956 15,292 Despatch of Annual Report to Shareholders December 22, 1998 Property 19,860 12,373 – – 19,860 12,373

897,839 948,619 1,563 4,407 899,402 953,026 Annual General Meeting January 8, 1999

Profit Before Taxation Payment of 1999 Proposed Final Dividend January 28, 1999

Newspapers & Magazines 395,182 436,479 (502) (1,186) 394,680 435,293 Multimedia & Telecommunications (8,086) (29,945) (323) (3,169) (8,409) (33,114) Treasury & Investment 2,758 69,036 4,900 (9) 7,658 69,027 Property (574) 2,766 – – (574) 2,766

389,280 478,336 4,075 (4,364) 393,355 473,972

Total Assets

Newspapers & Magazines 518,093 531,221 8,567 5,184 526,660 536,405 Multimedia & Telecommunications 98,800 54,140 1,143 1,421 99,943 55,561 Treasury & Investment 1,700,499 1,556,588 106,616 86,987 1,807,115 1,643,575 Property 889,107 866,816 – – 889,107 866,816 3,206,499 3,008,765 116,326 93,592 3,322,825 3,102,357

(a) The above segmental information has been compiled in a consistent manner. The division of the Group’s results and assets into activity and geographical segments has been ascertained by direct reference to direct identification of assets and revenue/cost centres.

(b) In arriving at the above segmental information, the Group’s share of associated companies’ turnover is excluded while the operating profits of and the Group’s investment in associated companies are included.

60 61 AUDITED ACCOUNTS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 FINANCIAL CALENDAR

32. Segmental Information Financial Calendar

Turnover Financial Year-End August 31, 1998

897,839 948,619 1,563 4,407 899,402 953,026 Annual General Meeting January 8, 1999

Profit Before Taxation Payment of 1999 Proposed Final Dividend January 28, 1999

389,280 478,336 4,075 (4,364) 393,355 473,972

Total Assets

60 61 SHAREHOLDING STATISTICS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 SHAREHOLDING STATISTICS Share Price Movements Shareholders by Size of Shareholdings for the year ended August 31 (excluding management shares) as at November 23, 1998

Highest closing price Lowest closing price S$25 S$25

20 20 1 – 1,000: 31.63% 1,001 – 10,000: 48.70% 15 15

10 10

5 5 10,001 – 1,000,000: 19.07% 1,000,001 and above: 0.60% 0 0 1994 1995 1996 1997 1998 1994 1995 1996 1997 1998

Size of Shareholdings No. of Shareholders % Total Holdings % 1 – 1,000 1,742 31.63 780,590 0.22 1998 1997 1996 1995 1994 1,001 – 10,000 2,682 48.70 9,036,299 2.49 S$ S$ S$ S$ S$ 10,001 – 1,000,000 1,050 19.07 59,563,523 16.42 1,000,001 and above 33 0.60 293,260,496 80.87 Highest closing price^ 20.76 13.70 14.30 12.70 12.79 Total 5,507 100.00 362,640,908 100.00 Lowest closing price^ 10.97 10.57 10.57 10.43 9.42 August 31 closing price 12.20 12.99 12.08 10.87 12.62 Price/earnings ratio based on August 31 closing price 17.94 15.46**** 15.89 14.12 16.61

^ Prices are adjusted for capital restructuring and bonus issues. Holders of Management Shares * Adjusted for bonus shares issued in financial year ended August 31, 1998. as at November 23, 1998

Voting rights of shareholders Name Holdings % The holders of management and ordinary shares shall be entitled either on a poll or by a show hands to one (1) vote for each share, EXCEPT that on any resolution relating to the appointment or dismissal of a director 1 The Great Eastern Life Assurance Company Limited 1,271,280 34.72 or any member of the staff of the company, the holders of management shares shall be entitled either on a 2 Oversea-Chinese Banking Corporation Limited 615,401 16.80 poll or by a show of hands to two hundred (200) votes for each management share held. 3 Singapore Telecommunications Limited 487,186 13.30 4 The Overseas Assurance Corporation Limited 351,671 9.60 5 The Development Bank of Singapore Limited 347,988 9.50 6 Fraser & Neave Limited 147,377 4.02 7 Overseas Union Bank Limited 147,377 4.02 8 Fullerton (Pte) Ltd* 147,377 4.02 9 United Overseas Bank Limited 147,377 4.02 10 Executive Chairman 3 0.00 11 Executive Director 2 0.00 12 Directors (1 each) 5 0.00 Total 3,663,044 100.00

* Part of the Temasek Holdings Group

62 63 SHAREHOLDING STATISTICS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 PROPERTIES OF THE GROUP Twenty Largest Ordinary Shareholders Properties of the Group as at November 23, 1998 LOCATION TENURE EXPIRY DATE LAND BUILT-IN PURPOSE OF LEASE (SQ M) (SQ M)

Name Holdings % Times House Freehold – 10,485 12,080 Industrial 1 Raffles Nominees (Pte) Limited 76,211,508 21.02 390 Kim Seng Road 2 DBS Nominees (Private) Limited 56,593,937 15.60 Times Industrial Building Freehold – 20,638 12,560 Industrial 3 HSBC (Singapore) Nominees Pte Ltd 34,732,152 9.58 422 Thomson Road 4 Oversea-Chinese Bank Nominees Private Limited 20,708,725 5.71 News Centre Leasehold July 16, 2040 24,892 42,357 Industrial 82 Genting Lane 5 United Overseas Bank Nominees (Private) Limited 15,010,874 4.14 Print Centre Leasehold June 9, 2034 110,075 61,274 Industrial 6 Citibank Nominees Singapore Pte Ltd 14,801,948 4.08 2 Jurong Port Road 7 Overseas Union Bank Nominees (Private) Ltd 8,128,772 2.24 Units #01-39 to #01-48 Leasehold October 15, 2068 – 554 Commercial 8 NTUC Income Insurance Co-operative Limited 7,122,375 1.96 and #01-51 to #01-56 9 The Overseas Assurance Corporation Ltd 6,220,941 1.72 Manhattan House 151 Chin Swee Road 10 Temasek Holdings (Pte) Ltd 5,170,176 1.43 11 The Asia Life Assurance Society Limited 5,075,103 1.40 Nos 12 to 28 Freehold – 27,103 225/285 each Residential (even nos. only) 12 Tan Eng Sian 4,593,701 1.27 Swettenham Road 13 American International Assurance Co Ltd 3,856,626 1.06 20, 20A Yarwood Avenue Leasehold May 6, 2878 1,417 1,725 389 454 Residential 14 University of Malaya 3,641,778 1.00 22, 22A Yarwood Avenue Leasehold May 6, 2878 1,409 1,696 502 450 Residential 15 Lee Foundation States of Malaya 3,580,123 0.99 37 Yarwood Avenue Leasehold May 6, 2878 2,657 345 Residential 16 Fraser & Neave Ltd 3,032,067 0.84 42, 42A, 42B Freehold – 1,405 1,443 1,418 686 645 645 Residential Nassim Road 17 Tokyo-Mitsubishi International (S) Ltd 2,250,990 0.62 42, 42A, 44 & 44A Freehold – 2,035 135 each Residential 18 National University of Singapore 2,003,066 0.55 Belmont Road 19 DB Nominees (S) Pte Ltd 1,994,791 0.55 69/70 Freehold – 496 496 Warehouse 20 Lee Foundation 1,931,986 0.53 Mohamed Sultan Road Total 276,661,639 76.29 Paragon Freehold – 13,262 46,079 Commercial 290 Orchard Road The Promenade Freehold – 3,395 16,616 Commercial There are no substantial shareholders as at November 23, 1998. 300 Orchard Road MALAYSIA Unit 3544 Freehold – – 117 Residential Awana Condominium Genting Highlands HONGKONG Unit 1308 13th Floor Leasehold February 14, 2059 – 3,960 Commercial Tower Two, Lippo Centre 89 Queensway UNITED KINGDOM Flat 77A, 3 Whitehall Leasehold March 25, 2086 – 67 Residential Court London SW1 Flat 95, 3 Whitehall Leasehold March 25, 2086 – 125 Residential Court London SW1

64 65 SHAREHOLDING STATISTICS Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 PROPERTIES OF THE GROUP Twenty Largest Ordinary Shareholders Properties of the Group as at November 23, 1998 LOCATION TENURE EXPIRY DATE LAND BUILT-IN PURPOSE OF LEASE (SQ M) (SQ M)

64 65 OVERSEAS BUREAUX AND SALES OFFICES Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 OVERSEAS BUREAUX AND SALES OFFICES Overseas Bureaux and Sales Offices

Country/City Name/Address Telephone Fax E-mail BUREAUX Australia Khoo Teng Guan (612) 9262 4711 (612) 9262 4811 [email protected] ▲ Sydney P O Box N598 Grosvenor Place Sydney 2000, Australia China Mary Kwang (8610) 6532 4543 (8610) 6532 4544 [email protected] ▲ Beijing Chew Juai Fong (8610) 6532 6449/6532 6103 (8610) 6532 5976 [email protected] ● 1-2-33 Diplomatic Apts LONDON Jiangguomenwai ▲ WASHINGTON Beijing 100600, China BEIJING ▲ ▲ Shanghai Koh Lay Keng (8621) 6258 9286 (8621) 6258 8723 [email protected] 24H Shanghai TV and Broadcasting Tower ■ TOKYO 651, Nanjing West Road, Shanghai 200041, China SHANGHAI ▲ Hongkong Wang Hui Ling (852) 2523 7675 (852) 2845 9934 [email protected] ▲ TAIPEI ■ Hongkong Quak Hiang Whai (852) 2525 9935 (852) 2801 4907 [email protected] HONGKONG ■ Loh Hui Yin (852) 2530 9720 (852) 2801 4907 [email protected] Fok Yit Wai (852) 2524 6191 (852) 2524 7394 [email protected] BANGKOK ▲ ▲ MANILA 1308, 13th Floor, Tower Two (852) 2526 9018 - General Lippo Centre, No. 89 Queensway (852) 2877 0713 - General Hongkkong ▲ Indonesia Susan Sim (6221) 384 5921 (6221) 381 4366 [email protected] JAKARTA ▲ Jakarta Derwin Pereira Shoeb Kagda [email protected] Suite 507, 5th Floor Wisma Antara Jalan Medan Merdeka, Selatan 17 Jakarta 10001, Indonesia Japan Kwan Weng Kin (813) 3442 4258 (813) 3442 4258 [email protected] ■ Tokyo Homat August Apt 201 ■ SYDNEY 3-5-49 Minami-Azabu Minato-ku, Tokyo 106-0047 Philippines Nirmal Ghosh (632) 893 8860/61 (632) 812 4843 [email protected] ▲ Manila 10/F Locsin Building, Ayala Avenue, Makati Manila, Philippines Taiwan Ching Cheong (8862) 2509 4499 /2509 4526 (8662) 2509 4601 [email protected] ▲ Taipei Goh Lee Eng (8862) 2509 4816 / 2509 4869 (8862) 2509 4650 [email protected] ▲ BUREAU Room 712-3, No. 209, Sung-Chiang Road Taipei 104, Taiwan ● SALES OFFICE Thailand Edward Tang (662) 254 8185/6 (662) 254 8194 [email protected] ■ ▲ Bangkok Harish Mehta (662) 254 8187 [email protected] BUREAU and 10th Floor, Maneeya Center Bldg SALES OFFICE 518/5 Ploenchit Road Bangkok 10330, Thailand USA Lee Siew Hua (1202) 662 8726 (1202) 662 8729 [email protected] ▲ Washington National Press Building Country/City Name/Address Telephone Fax E-mail Suite 916, 529 14th Street., NW SALES OFFICES Washington, DC 20045, USA Hongkong Lawrence Chiang (852) 2877 9076 (852) 2522 0950 [email protected] ■ Hongkong 1308, 13th Floor, Tower Two Lippo Centre, No. 89 Queensway Hongkong Japan Dicky Goh (813) 3582 6259 (813) 3589 5480 [email protected] ■ Tokyo 5A, 6-28 Akasaka, 6-Chome Minato-ku, Tokyo, Japan UK R Ramesh (44171) 3530895 (44171) 3532845 [email protected] ● London The Straits Times Press (London) Ltd 102-106 Temple Chambers Temple Avenue, London ECAY ODT England, United Kingdom

66 67 NOTICE OF ANNUAL GENERAL MEETING Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 NOTICE OF ANNUAL GENERAL MEETING

Special Business Notice of Annual General Meeting 8. To consider and, if thought fit, to pass the following Ordinary Resolutions:-

NOTICE IS HEREBY GIVEN that the Fourteenth Annual General Meeting of the Company will be held (i) “That pursuant to Section 161 of the Companies Act, Cap. 50, and subject to the provisions of the at News Centre, 82 Genting Lane, Singapore 349567 on Friday, January 8, 1999 at 10.30 am for the following Newspaper and Printing Presses Act, Cap. 206, approval be and is hereby given to the Directors to issue business:- shares in the Company at any time and upon such terms and conditions and for such purposes as the Directors may, in their absolute discretion, deem fit provided that the aggregate number of shares to be Ordinary Business issued pursuant to this Resolution does not exceed ten (10) per cent of the issued share capital of the Company for the time being.” 1. To receive and, if approved, to adopt the Directors’ Report and Audited Accounts for the financial year ended August 31, 1998. (ii) “That approval be and is hereby given to the Directors to offer and grant options in accordance with the provisions of the Singapore Press Holdings Group Executives’ Share Option Scheme (“the Scheme”) 2. To declare a final dividend of 31 cents per S$1 share less income tax in respect of the financial year and to issue such shares as may be issued pursuant to the exercise of options under the Scheme, provided ended August 31, 1998. always that the aggregate number of shares to be issued pursuant to the Scheme shall not exceed five (5) per cent of the issued share capital of the Company from time to time.” 3. To pass the following resolutions separately under Section 153(6) of the Companies Act, Cap. 50:- “That pursuant to Section 153(6) of the Companies Act, Cap. 50, ______be and is hereby re- appointed a Director of the Company to hold such office until the next Annual General Meeting of the By Order of the Board Company.” :- (i) Lim Kim San (ii) Michael Fam Yue Onn (iii) Lee Hee Seng (iv) Tang I-Fang Ginney Lim May Ling Group Company Secretary 4. To re-elect Mr Wee Cho Yaw who is retiring in accordance with the Company’s Articles of Association, and who, being eligible, offer himself for re-election. Singapore, December 22, 1998 5. To approve Directors’ fees of S$190,800*. * In line with the wage restraint measures and the 10% cut in CPF which the Company will implement in January 1999, the Directors 6. To appoint Auditors and to authorise the Directors to fix their remuneration. propose a 10% cut in Directors’ fee from S$212,000 (provided in the accounts) to S$190,800.

7. To transact any other business of an Annual General Meeting. Note: 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, duly stamped, must be lodged at the Company’s Share Registration Office, Barbinder & Co Pte. Ltd., 9 Penang Road #10-20, Park Mall, Singapore 238459 not less than 48 hours before the time fixed for the meeting.

68 69 NOTICE OF ANNUAL GENERAL MEETING Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 PROXY FORM Statement Pursuant to Article 72 of Proxy Form ANNUAL GENERAL MEETING the Company’s Articles of Association Singapore Press Holdings Limited (Incorporated in Singapore)

The effects of the resolutions under the heading “Special Business” in the Notice of the forthcoming Annual I/We General Meeting, are:- of (a) Ordinary Resolution No. 8 (i) is to allow the Directors of the Company from the date of that meeting until the next Annual General Meeting to issue or agree to issue shares in the Company up to an amount being a member/members of the abovenamed Company, hereby appoint not exceeding in total ten (10) per cent of the issued share capital of the Company for the time being. Proportion of NRIC/Passport Name Address Shareholdings Number (b) Ordinary Resolution No. 8 (ii) is to authorise the Directors to offer and grant options under the Singapore (%) Press Holdings Group Executives’ Share Option Scheme (“the Scheme”) and to issue shares pursuant to the exercise of such options under the Scheme up to an amount not exceeding five (5) per cent of the and/or (delete as appropriate) issued share capital of the Company from time to time.

By Order of the Board 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 News Centre, 82 Genting Lane, Singapore 349567 on January 8, 1999 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 Ordinary Resolutions as set out in the Notice of Annual General Meeting. In the absence of specific directions, Ginney Lim May Ling the proxy/proxies will vote or abstain as he/they may think fit, as he/they will on any other matter arising at Group Company Secretary the Annual General Meeting.)

Singapore, December 22, 1998 To be used on To be used in a Show of Hands the event of a Poll No. of Votes No. of Votes Resolutions For Against For Against Ordinary Business 1. To adopt Directors’ Report and Audited Accounts. 2. To declare a Final Dividend. 3. To re-appoint Directors pursuant to Section 153(6) of the Companies Act, Cap. 50 :- (i) Lim Kim San (ii) Michael Fam Yue Onn (iii) Lee Hee Seng (iv) Tang I-Fang 4. To re-elect Director:- Wee Cho Yaw 5. To approve Directors’ fees of S$ 190,800 6. To appoint Auditors and authorise Directors to fix their remuneration. 7. Any other business.

70 71 PROXY FORM Singapore Press Holdings Annual Report 1998 Singapore Press Holdings Annual Report 1998 Proxy Form (continued) ANNUAL GENERAL MEETING Singapore Press Holdings Limited (Incorporated in Singapore)

To be used on To be used in a Show of Hands the event of a Poll No. of Votes No. of Votes Resolutions For Against For Against Special Business 8 (i) To approve the Ordinary Resolution pursuant to Section 161 of the Companies Act, Cap. 50. 8 (ii) To authorise Directors to offer and grant options and to issue shares in accordance with the provisions of the Singapore Press Holdings Group Executives’ Share Option Scheme.

Dated this day of , 199 . Total Number of Shares held

Signature(s) of Member(s) or Common Seal

IMPORTANT Notes: 1. Please insert the total number of Shares held by you. If you have 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 Shares. If you have Shares registered in your name in the Register of Members, you should insert that number of Shares. If you have 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. 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. 3. 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. 4. The instrument appointing a proxy or proxies must be deposited at the Share Registration Office of the Company at Barbinder & Co Pte. Ltd., 9 Penang Road, #10-20, Park Mall, Singapore 238459, not less than 48 hours before the time appointed for the Annual General Meeting. 5. 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. 6. 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.

General: 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 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 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. Designed by Integral Communications (S) Pte Ltd 72 Board of Directors photograph is taken by Wan Pak Kai 73