CONTENTS

4 CHAIRMAN’S STATEMENT

6 2014 HIGHLIGHTS

ABOUT GENTING SINGAPORE 8 BOARD OF DIRECTORS

For over 30 years, Genting Singapore and its subsidiaries have been at the forefront of gaming and integrated resort development in Australia, the Bahamas, Malaysia, the Philippines, Singapore and the 10 MANAGEMENT & CORPORATE INFORMATION United Kingdom. Today, it is best known for its flagship project, Resorts World™ Sentosa in Singapore, which is one of the largest fully integrated destination resorts in South East Asia. The Company is currently developing an integrated resort in Jeju, South Korea, called Resorts World™ Jeju which is 11 FINANCIAL HIGHLIGHTS slated to open progressively in 2017. Listed on the Main Board of the Singapore Exchange Securities Trading Limited, Genting Singapore has a market capitalisation of US$10.0 billion as at 31 December 2014 and ranks among Singapore’s largest companies by market capitalisation. 12 CORPORATE SOCIAL RESPONSIBILITY

14 YEAR IN REVIEW

18 CORPORATE DIARY

19 CORPORATE GOVERNANCE

33 REPORT OF THE DIRECTORS

36 FINANCIAL STATEMENTS

116 INDEPENDENT AUDITOR’S REPORT

117 STATISTICS OF SHAREHOLDINGS

GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 CHAIRMAN’S STATEMENT

Dear fellow Shareholders,

This year we celebrate the 5th anniversary from the opening player market segment was impacted by significant below region. We have dedicated significant resources to train and of our doors for business at our flagship property, Resorts average win percentage and rolling volume. The mass and develop our people so that they are better equipped to deliver World Sentosa (“RWS”). It was a historic occasion being the premium mass segments of our gaming business have shown that experience. One initiative we launched last year was the first Integrated Resort in Singapore and that day was also the encouraging signs, registering a respectable growth in revenue inaugural RWS Learning Festival to ingrain the spirit of life-long first day of the Lunar New Year and Valentine’s Day. This is a in the last quarter of 2014. learning in our team members. significant milestone for Genting Singapore (the “Group”) and an opportunity for us to reflect on our achievements. Since its Our non-gaming businesses were robust with revenues of Even as we celebrate our achievements, we remember our opening in 2010, RWS has transformed the tourism landscape S$653.1 million in the financial year ended 31 December 2014. responsibilities to the communities we are a part of, whose well- in Singapore and attracted tens of millions of visitors to the The Attractions businesses welcomed daily average visitation being contribute to the sustainability of our businesses. Beyond resort. of 18,000 in 2014. Our hotels performed strongly relative to the their daily work responsibilities, our team members actively rest of the industry, registering a high occupancy rate of 93% volunteered their time and energy towards charitable causes. We are honoured to have been voted with an average room rate of about S$400 for the year. the “Best Integrated Resort” for four As we look towards growing our As Singapore gears up for its Golden Jubilee celebrations this consecutive years at the Travel Trade year, more visitors from surrounding countries are expected, earnings base, we are actively Gazette (“TTG”) Travel Awards, which which will help boost tourist arrivals to Singapore. We continue seeking new opportunities within recognises the best of Asia Pacific’s to spend in the areas of marketing and promotions to improve our core competencies. new and repeat visitation from our target markets both in the travel industry. gaming and non-gaming businesses. In the second quarter Our joint venture integrated resort, Resorts World Jeju (“RWJ”), of 2015, Universal Studios Singapore will launch its latest on Jeju Island, South Korea held its groundbreaking on 12 This prestigious award cements RWS’ status as Asia’s ultimate attraction, “Puss In Boots’ Giant Journey” and in April, see the February 2015. RWJ will boast of a world-class theme park, destination resort and reaffirms Genting Singapore’s branding much anticipated return of the Battlestar Galactica dueling roller MICE facilities, sizeable retail space, gaming and entertainment as a global leader in integrated resort development. coasters. These launches will present opportunities for us to facilities, and luxury hotels. I am optimistic that our established create events to boost visitation to our resort. track record and collective knowledge and experience will equip The Group performed commendably for the financial year us well in successfully developing this world-class tourism icon. ended 31 December 2014, with an adjusted earnings before In recent months, the macro-economic ecosystem has been RWJ, when fully open in 2020, will be a magnet for the regional interest, tax, depreciation and amortisation (“Adjusted EBITDA”) altered to an extent that the gaming industry has to adjust to tourist market. of S$1.16 billion. Despite a significant drop in tourist arrivals to a new norm. We recognise that to stay relevant in the various Singapore of 3.1%, we managed a modest revenue growth of industries that we are in, we have to be innovative and creative Outside of South Korea, we are keeping a keen eye on the over one percent year-on-year to S$2.86 billion, and net profit in our business and marketing plans. In this regard, RWS has potential opportunities in Japan. We are closely monitoring the was S$635.2 million. In 2014, Singapore’s tourism industry and will continue to refine its strategies. legislative developments. I am confident our track record and experienced significant challenges in the face of moderating competitive edge in building world-class and iconic destination economic conditions in our major visitor markets. At the same I am heartened to report that the development of Genting Hotel resorts will prepare us well in seizing the opportunities. time, the strength of the Singapore dollar against the regional Jurong is on budget, and on target for a soft opening in May currencies had dampened demand. 2015. As the seventh hotel under RWS, the strategically located In conclusion, on behalf of the Board of Directors, I want to 550-room Genting Hotel Jurong is set to add much needed commend all our team members for their dedicated contribution Our net asset value per share strengthened to 61.1 Singapore capacity to our room inventory. This hotel forms an important to the Group. I also wish to express my heartfelt appreciation cents as at the end of 2014 compared to 60.0 Singapore cents part of our business strategy to drive greater visitation to RWS. to the authorities in Singapore and Korea who have generously a year ago. Cash and cash equivalents stood at S$3.70 billion supported our investments. To all our customers and business as at 31 December 2014. Given the highly competitive tourism industry in Singapore, we partners, I thank you. are continually working to maintain our leadership position as a The Board of Directors has proposed a final dividend of one top visitor destination in the Asia Pacific. It has been challenging cent per share for the financial year ended 31 December 2014. to maintain our high service standards and visitor experience in the face of a very tight labour market. Our gaming business continues to perform creditably in 2014 notwithstanding the adverse conditions in the Asian gaming We would like to recognise all of our team members who play Tan Sri Lim Kok Thay industry. Revenue from our gaming business recorded a a vital role in delivering that memorable customer experience Executive Chairman modest growth to S$2.21 billion for the year. Our premium that differentiates our resort from that of our competitors in the

4 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 5 Photo courtesy of Trick Eye Museum Singapore 1 3 5

2 4 7 6

1 MAKING WAVES IN KOREA 2 CELEBRATING MOMENTS 3 PLAYING TRICKS ON THE EYE In February 2014, Genting Singapore announced a joint As RWS entered its fourth year of operations, we turned the RWS scored a coup with the opening of the first Trick Eye 2014 venture with Landing International Development Limited to spotlight from hardware to software. A regional promotional Museum outside of South Korea. The gallery opened to snaking develop and manage an integrated resort in Jeju, Korea. Resorts campaign called Moments was launched in May to celebrate queues of guests eager to be a part of its interactive artworks World Jeju broke ground in February 2015, and the US$1.8 guests’ special moments at RWS. Award-winning Hong Kong and installations that play on optical illusions, placing guests at HIGHLIGHTS billion development with premium leisure and entertainment director David Tsui was enlisted to create videos that bring out the centre of realistic situations such as escaping from the jaws facilities is slated for a progressive opening from 2017. the experiences of a family on holiday at RWS, and a regional of a monster fish, or posing inside a Monet painting. photo competition and special packages were launched as part of the campaign.

BEST INTEGRATED RESORT WELCOMING 20 MILLION GROOMING FUTURE TALENTS CARE FOR THE COMMUNITY 4 VISITORS TO THE ATTRACTIONS 5 6 IN ASIA PACIFIC 7 Genting Singapore partnered Singapore Management RWS supported the Care & Share Movement led by RWS welcomed the 20 millionth visitor to its gated attractions RWS was – for the fourth year running - lauded as the Best University to offer a specialised training programme with Community Chest, and helped raise some S$2.9 million for its in July 2014 with fanfare and a bagful of goodies. The four gated Integrated Resort at the 25th Annual TTG Travel Awards 2014, industry immersion within RWS. The ‘Integrated Resort Man- beneficiaries at its annual fund-raising gala dinner. RWS attractions - Universal Studios Singapore, South East Asia as voted by the travel trade industry. A strong testimony of agement Cross-Cultural Exchange Programme’, made possible supported with venue sponsorship and lent its entertainment Aquarium, Adventure Cove Waterpark and Dolphin Island – have RWS’ track record and efforts in delivering the best guest through a S$500,000 gift to the university, is taught by the SMU expertise for the show in addition to having celebrity chefs like pulled in the crowds consistently since opening. experiences seamlessly across its various offerings, this faculty while senior management from GENS and RWS provide Joël Robuchon and Sam Leong cook up a gastronomic feast award is the icing on the cake, capping a year of awards and mentoring through workshops, site visits, and projects. for guests, all in the name of charity. recognition.

6 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 7 BOARD OF DIRECTORS

TAN SRI LIM KOK THAY TAN HEE TECK LIM KOK HOONG TJONG YIK MIN KOH SEOW CHUAN (last re-elected in April 2014) has been a Director of Genting (last re-elected in April 2013) was appointed as Director/ (last re-elected in April 2013) was (last re-elected in April 2012) was (last re-elected in April 2014) was Singapore PLC (the “Company”) since 1986. He has been the President and Chief Operating Officer of the Company on 19 appointed as an Independent Director appointed as an Independent Director of appointed as an Independent Director of Chairman of the Company since 1 November 1993 and the February 2010. He has been the Chief Executive Officer of of the Company on 22 September 2005. the Company on 22 September 2005. He the Company on 12 May 2008. Founder of Executive Chairman since 1 September 2005. He is responsible Resorts World at Sentosa Pte. Ltd. (“RWS”) since 1 He has over 30 years of experience as an is currently the Executive Director of Far the architectural firm, DP Architects (“DPA”), for formulating the Group’s business strategies and policies. January 2007 and was appointed as the Chairman of RWS on auditor, serving as the regional manag- East Organization and the Group CEO of he was responsible for the firm’s many 25 February 2015, and is responsible for the development, ing partner for the ASEAN region in Arthur Yeo Hiap Seng Limited. completed projects in Singapore, Kuala He joined the Genting Group in 1976 and has served in operations and business of the Company. He was responsible Andersen between 2000 to 2002. He was Lumpur and Jakarta. He currently serves various positions within the Group. He is the Chairman and Chief for the successful bidding of the Integrated Resort at Sentosa in also a senior partner in Ernst & Young Mr Tjong had served as Executive as DPA’s senior consultant after retiring in Executive of Genting Berhad and Genting Malaysia 2006. between 2002 to 2003. In addition, he Director and Group President of 2004. Berhad, as well as the Chief Executive and a Director of Genting sits on the boards of Global Logistic Singapore Press Holdings Limited; Plantations Berhad, all listed on the Main Market of Bursa Malaysia Prior to re-joining the Genting Group in 2004, he was the Properties Limited and Amtek Engineering Permanent Secretary, Ministry of Mr Koh is currently the Chairman of the Securities Berhad. He is also the Chairman and Chief Chief Operating Officer and Executive Director of DBS Vickers Ltd, all listed on the Singapore Exchange Communications; Director of Internal Visual Arts Cluster Advisory Board Executive Officer of Genting Hong Kong Limited (“GENHK”), Securities (Singapore) Pte. Ltd., part of the DBS Bank Group, Securities Trading Limited. He also sits on Security Department; and Chairman of Civil and sits on the Board of LASALLE listed on the Hong Kong Stock Exchange and the Chairman of Singapore. He joined the Genting Group in 1982. Through the the boards of Parkway Trust Management Aviation Authority of Singapore. College of the Arts, VIVA Foundation for Norwegian Cruise Line Holdings Ltd, an associate of GENHK years he held senior corporate and operational positions within Limited (Manager of PLife REIT), Sabana Children with Cancer, Singapore Business and listed on NASDAQ Global Select Market. He is also the the Group, in many geographical regions. Real Estate Investment Management Pte. Mr Tjong graduated from the Federation Foundation and the Temenggong Executive Chairman of Genting UK Plc. Ltd. (Manager of Sabana REIT) and serves University of Newcastle with a Bachelor of Artists-in-Residence. He is also the Mr Tan serves as a Council Member and Honorary Treasurer of on the audit committee of the Agency for Engineering (Industrial Engineering) in 1975. Honorary President of the Federation of He is a Permanent Trustee of the Community Chest, the Singapore National Employers Federation and as a member Science, Technology and Research. He also holds a Bachelor of Commerce International Philately, Switzerland. Malaysia. He also sits on the Boards of Trustees of several of the inaugural Advisory Council on Community Relations in (Economics) from the University of charitable organisations in Malaysia. Defence (ACCORD) Employer & Business (E&B) Council, and Mr Lim graduated from the Newcastle and a Master of Science Mr Koh graduated from the University of is also on the boards of the Singapore Hotel Association and University of Western Australia in 1971 with (Industrial Engineering) from the National Melbourne in 1963 and is a Fellow of the Tan Sri Lim holds a Bachelor of Science in Civil Engineering the Pacific Asia Travel Association. He is a co-founder and a Bachelor of Commerce. He is a member University of Singapore. Mr Tjong was Singapore Institute of Architects, a Fellow from the University of London. He attended the Programme for committee member of the charity organisation – Leukemia and of the Institute of Chartered Accountants awarded the Public Administration Medal of the Royal Australia Institute of Architects, Management Development of Harvard Business School, Harvard Lymphoma Foundation, Singapore. Mr Tan is also a Trustee of the in Australia and the Institute of Singapore (Gold) in 1988 and the Public Service Medal a Member of the Royal Institute of British University in 1979. He is a Visiting Professor in the Institute of SEA Research Foundation, a member of the Industry Chartered Accountants. in 2005. Architects as well as the Malaysia Institute Biomedical Engineering, Imperial College London and an Advisory Committee for the Hospitality and Tourism Management of Architects. Honorary Professor of Xiamen University, China, since December Programme of the Singapore Institute of Technology, and a 2007. He was bestowed the national award, the Panglima Setia member of the Responsible Gambling Forum. He was conferred the Royal Institute of Mahkota, which carries the titleship of “Tan Sri” by the Yang Di British Architects Worldwide Design Award Pertuan Agong of Malaysia on 1 June 2002. Mr Tan is a Fellow of the Association of Chartered Certified in 2005 and the President’s Design Award Accountants, UK and a Fellow of the Singapore Institute of in 2006 for his role in The Esplanade – Certified Public Accountants. He is also a Chartered Theatres on the Bay. Accountant with the Malaysian Institute of Accountants. He is a graduate from the Advanced Management Program of Harvard Business School.

The pavilion and garden lawn of the Equarius Hotel is a unique outdoor event space surrounded by lush greenery and foliage.

8 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 9 MANAGEMENT FINANCIAL HIGHLIGHTS

REVENUE SHAREHOLDERS’ FUND TAN SRI LIM KOK THAY Executive Chairman 2.86 billion 9.70 billion (2.85 billion in 2013) (9.65 billion in 2013)

TAN HEE TECK EBITDA TOTAL ASSETS EMPLOYED President and Chief Operating Officer 1.16 billion 12.67 billion (1.16 billion in 2013) (13.07 billion in 2013) LEE SHI RUH Chief Financial Officer NET PROFIT CREDIT RATINGS 0.64 billion Moody’s Ratings Baa1 Fitch Ratings A- (0.71 billion in 2013)

CORPORATE INFORMATION REVENUE (in millions) SHAREHOLDERS’ FUND (in millions) 3,500 10,000

3,000 8,000

6,000 REGISTERED AGENT AUDITOR 2,500 First Names (Isle of Man) Limited PricewaterhouseCoopers LLP 4,000 International House, Castle Hill, 8 Cross Street 2,000 Victoria Road, Douglas, #17-00 PWC Building, 2,000 Isle of Man, IM2 4RB, British Isles Singapore 048424 1,500 Tel : +441 624 630 600 Partner-in-charge: Mr Lee Chian Yorn 0 Fax : +441 624 624 469 (Date of appointment: 24 April 2012) 1,000 2010 2011 2012 2013 2014 REGISTERED OFFICE AUDIT AND RISK COMMITTEE 500 International House, Castle Hill, Lim Kok Hoong 0 Victoria Road, Douglas, (Chairman/Independent Non-Executive Director) Isle of Man, IM2 4RB, British Isles Tjong Yik Min 2010 2011 2012 2013 2014 Tel : +441 624 630 600 (Member/Independent Non-Executive Director) Fax : +441 624 624 469 Koh Seow Chuan (Member/Independent Non-Executive Director) HEAD OFFICE AND SINGAPORE Tan Hee Teck BRANCH REGISTERED OFFICE (Member/Director/President and Chief Operating Officer) 10 Sentosa Gateway, NET PROFIT (in millions) TOTAL ASSETS (in millions) Resorts World Sentosa, NOMINATING COMMITTEE Singapore 098270 Koh Seow Chuan 14,000 Tel : +65 6577 8888 (Chairman/Independent Non-Executive Director) Fax : +65 6577 8890 Lim Kok Hoong 1,200 12,000 (Member/Independent Non-Executive Director) REGISTRARS AND TRANSFER OFFICE Tan Sri Lim Kok Thay 1,000 10,000 Castle Hill (Registrars) Limited (Member/Executive Chairman) International House, Castle Hill, 800 8,000 Victoria Road, Douglas, REMUNERATION COMMITTEE Isle of Man, IM2 4RB, British Isles Tjong Yik Min 600 6,000 Tel : +441 624 630 600 (Chairman/Independent Non-Executive Director) Fax : +441 624 624 469 Lim Kok Hoong 400 4,000 (Member/Independent Non-Executive Director) SINGAPORE TRANSFER AGENT Tan Sri Lim Kok Thay 200 2,000 M & C Services Private Limited (Member/Executive Chairman) 112 Robinson Road #05-01 - 0 Singapore 068902 COMPANY SECRETARIES 2010 2011 2012 2013 2014 2010 2011 2012 2013 2014 Tel : +65 6227 6660 Declan Thomas Kenny Fax : +65 6225 1452 Joscelyn Tan Bee Leng

ASSISTANT COMPANY SECRETARY Tan Cheng Siew @ Nur Farah Tan

All figures are in Singapore Dollars

10 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 11 Students from Japan, Thailand, Brunei, and Indonesia gathered in RWS in July 2014 for the Global Science Link, an annual event that challenges the boundaries of science.

As Genting Singapore grows and deepens its presence in sell their ideas as an enterprise. Singapore, we continue to seek to maximise our impact through our corporate social responsibility programmes. At Resorts World Sentosa (“RWS”), we launched a manta ray tagging project in collaboration with Conservation International to Empowerment, engagement and environmental conservation gather information about the species’ behavioural and migratory are the motivation behind our corporate social responsibility patterns. Overfishing poses the greatest threat to these programmes. These programmes have made a difference to the species, with manta gill plates fetching high prices in international lives of over 9,000 less privileged children, youths and seniors – markets and being traded in significant volumes in recent years. more than doubling our impact on the community compared to The project was executed across Indonesia to locate manta ray 2013. As a Group, Genting Singapore donated more than S$2.2 populations in areas such as Bali, Raja Ampat, Berau and million in cash and kind to over 100 charities. Komodo. Information collected from the tags will subsequently be shared with the Indonesian Ministry of Marine Affairs and Fisheries, We have documented our sustainability journey in the second through Conservation International. The data is intended to help Genting Singapore Sustainability Report, which defines and tracks the Indonesian government better develop conservation policies our sustainability roadmap. For this 2014 publication, we have for manta rays. reported our performance in accordance to the Global Reporting Youths performing at Universal Studios Singapore’s Hollywood Dreams Parade, as part of their participation in aRWSome Apprenticeship, a mentorship Initiative – G4 Comprehensive Level. All RWS team members are encouraged to volunteer for programme that gives youths an opportunity to learn skills from RWS team members. charitable causes, and are eligible for two days of time off for In January 2014, Genting Singapore extended its corporate volunteer work. With the senior management team leading the social responsibility efforts to Japan, as the official sponsor way, the RWS Volunteers hosted children at our attractions, and partner for ChildAid Asia, Tokyo. ChildAid Asia is a charity conducted arts and crafts sessions with beneficiaries, paid home concert that showcases the talents and creativity of children. The visits, raised funds as well as granted wishes. Taken into totality, funds raised were channeled to aid needy children. For this event, RWS Volunteers clocked close to 7,700 volunteer hours in 2014, 126 children and youths from Singapore, Japan, Malaysia and an increase of 40% compared to 2013. Initiatives included raising Indonesia performed at the Suntory Hall in Tokyo. Among the over S$22,000 for the local Adopt-A-Block and aRWSome Wishes audience were 24 children from the tsunami-affected programmes. Fukushima area who were invited for the event. As part of our philanthropy efforts, RWS also committed S$1 In July 2014, we hosted over 70 students from 17 top Asian schools million in cash donation and in-kind sponsorships to support the to the first overseas edition of the Tsukuba Science Edge, Global ComChest Care & Share Charity Show and Charity Gala Dinner at “The best test of how successful a programme is, is whether the Science Link, which takes place annually at Tsukuba Science City RWS. Both events raised about S$9 million for over 80 charities in Ibaraki, Japan. The event served as a catalyst to challenge the under The Community Chest of Singapore, the latter which impacts students learn something from it and (use it to) change their lives. boundaries of science, and a platform for friendships to be forged more than 300,000 lives. RWS’ celebrity chefs Joël Robuchon and across borders. The students pitched their ideas against one Scott Webster were also roped in to prepare a special gourmet Shafiq (not his real name) was at the point of dropping out from another, heard expert views from renowned speakers and learnt to menu for selected guests at the Charity Gala Dinner. school when he joined the aRWSome Apprenticeship programme. His family was breaking up and facing serious financial difficulties. We observed that he truly blossomed over the two weeks with RWS, overcoming his shyness to perform in public and learning the importance of values such as punctuality, responsibility and commitment. Subsequently, when he worked part time to help support his family, these values stood him in good stead.”

- Mr Chia Hai Siang, Principal, Shuqun Secondary School

Together with Conservation International, RWS launched a manta ray tagging project Genting Singapore was the official sponsor and partner for ChildAid Asia, a charity in Indonesia, to gather information and enable conservation plans to be developed concert that showcases young talent held in Tokyo in January. for the species. GENTING SINGAPORE ANNUAL REPORT 2014 l 13 ATTRACTIONS Universal Studios Singapore was ranked by TripAdvisor as the Top Amusement Park in Asia, and S.E.A. Aquarium was ranked among Visitation to the gated attractions - Universal Studios Singapore, the Top 10 Aquariums in Asia. These accolades, which were given S.E.A. Aquarium, Adventure Cove Waterpark and Dolphin Island to establishments that consistently achieved outstanding reviews - registered over six million for the year. Our efforts focused on on TripAdvisor, reflected the positive affirmation from our guests. refreshing our offerings and building signature and seasonal events In addition, Universal Studios Singapore climbed to the top of at the attractions to enrich guest experience and drive both new the charts as the most checked-in destination in Singapore on and repeat visitation. Facebook.

One of the key highlights during the year was the Halloween Equally significant, our highest standards of care provided for the Horror Nights signature event at Universal Studios Singapore. conservation of marine life at the attractions were ranked among Since its inception in 2011, the event has been firmly established the world’s best. Both S.E.A. Aquarium and Dolphin Island were as a key event on Singapore’s tourism calendar. 2014 marked granted accreditation by The Association of Zoos & Aquariums’ the event’s fourth and biggest run, which was held for a total of independent Accreditation Commission, after undergoing rigorous 13 nights. Universal Studios Singapore was transformed with reviews of its animal care, veterinary programmes, conservation, four haunted houses, four immersive scare zones and 444 scare education, and safety practices. actors, drawing over 140,000 visitors in total. Complementing the Halloween theme, S.E.A. Aquarium rolled out a series of family- ENTERTAINMENT friendly Halloween activities throughout the month. RWS’ entertainment calendar continued to dazzle with a In 2014, Universal Studios Singapore collaborated with blockbuster line-up of shows and performances in 2014, making DreamWorks Animation for a new outdoor ride and stage show. the resort the perfect destination for theatre, music and performing The stage show, The Dance For The Magic Beans featuring Puss In arts fans. Genting Hotel Jurong, opening from May 2015, will cater to both leisure and business travellers. Boots and Kitty Softpaws, was launched in September. In addition to the show, a new suspended roller coaster ride, Puss In Boots’ A major crowd puller was the enthralling theatrical production Giant Journey will open in 2015. It will be the first roller coaster in “Peter Pan – The Never Ending Story” that delighted audiences the world to be based on the Puss In Boots franchise. at Resorts World Theatre with chart-topping hits, breathtaking stage set and high flying The park also announced Photo courtesy of Music Hall and action stunts. Based on the YEAR IN REVIEW its plans to re-open the photographer Luk Monsaert timeless classic J.M. Barrie hotly anticipated Battlestar tale, the direct from Europe Galactica: Human vs. Cylon production made its Asian roller coasters with all-new, Lake District, this hotel development is well-positioned to tap the premiere in November. GROUP OVERVIEW two-seater ride vehicles catchment of business visitors from the surrounding office cluster and a smoother ride experi- enting Singapore (or “the Group”) performed as well as tourists. Numerous other world-class ence. The roller coasters are international productions creditably in a year that faced considerable expected to thrill fans in the Genting Singapore’s joint venture project in South Korea, Resorts also played at the Resorts challenges for businesses across the broader second quarter of 2015. tourism and gaming sectors. The year witnessed World Jeju (“RWJ”), broke ground on 12 February 2015. RWJ World Theatre last year. will be one of the largest tourism projects developed in Korea in They include musicals such a slowdown in the tourism industry, with tourism During the year, the S.E.A. Garrivals down significantly from our major markets including recent years, and when opened will be a major tourism as Rock of Ages, NANTA Aquarium collaborated with destination resort in Jeju. It will include Jeju’s largest family theme (Cookin’), Dora the Explorer, China. non-governmental and inter park, offering more than 20 rides and attractions in seven zones Ah Boys To Men and governmental organisations, themed after myths and legends from around the world. Plans for Priscilla, Queen of the For the financial year ended 31 December 2014, Genting international aquariums, this integrated resort also include an adventure waterpark that Desert. Singapore achieved revenue of S$2.86 billion and an adjusted research and educational will be the largest on Jeju as well as a themed retail and food earnings before interest, tax, depreciation and amortisation institutes as well as pho- complex. The resort will also feature Jeju’s first six-star hotel and Apart from these, RWS (“Adjusted EBITDA”) of S$1.16 billion. Net profit after taxation for tographers and filmmakers more than 2,000 premium rooms including luxury villas and a hosted a parade of the financial year was S$635.2 million. to develop research and destination spa. In addition, there will be meeting and conference international and regional conservation programmes facilities, gaming, cultural facilities, leisure and entertainment artistes for movie premieres, Overall, Resorts World Sentosa (or “RWS”) contributed a focusing on global ocean amenities as well as luxury serviced apartments and residential fan meets and showcases. stable income to the Group from both gaming and non-gaming issues. In order to share Peter Pan – The Never Ending Story premiered in the Resorts World Theatre in November, segments. villas. and delighted audiences with chart-topping hits and breathtaking sets and stunts. These celebrities include the knowledge obtained Hoobastank, David Blaine, through such programmes, Genting Singapore continued to raise its reputation as the most Alice Nine, CHVRCHES, Big GAMING we launched a series of themed months with conservation-themed 费玉清 徐小凤 respected developer and manager of integrated resorts. At RWS, Bang, 2NE1, Fei Yu Qing ( ), Paula Tsui( ), and many programming and activities for all ages to spread the message of more. our efforts towards innovating and re-inventing ourselves to deliver During the year, we embarked on initiatives that focused on conservation. The aquarium also introduced a new species, the outstanding guest experiences continued to pay off as we were expanding the mass and premium mass gaming segments as Sawfish, to enable guests to gain new learning experiences on recognised at the Travel Trade Gazette (“TTG”) Travel Awards well as enhancing customer experience. We introduced new each visit. HOTELS 2014 as the “Best Integrated Resort” for the fourth consecutive game varieties and launched a new slots club, the Vanda Club, year along with a whole host of awards and accolades for our in January 2015 with over 60 new gaming machines and an The opening of Trick Eye Museum in June 2014 further Our suite of six hotels performed favourably in 2014 amidst the attractions, hotels, spa and restaurants. exclusive bar and outdoor lounge area. bolstered RWS’ line-up of attractions. The museum launch attracted modestly weaker tourism industry. Our properties achieved a high snaking queues of guests who were eager to be a part of the 93% occupancy in 2014, an improvement over the 92% in 2013. The construction of the 550-room Genting Hotel Jurong We refurbished amenities within the casino including the optical illusions created by its 3D artworks, be it being “eaten alive” The average room rate was S$407, consistent with 2013. Both our progressed well and is on schedule for a soft opening in May dining areas as well as a slots area. The Genting Rewards by monster fish, or “skydiving” like a pro. hotel occupancy rate and average room rate strongly surpassed 2015. As the first major hotel to open in the growing Jurong membership programme was enhanced with the the industry’s averages of 85.5% and S$258 respectively. introduction of additional benefits such as free parking and hotel Our steadfast delivery of service excellence as well as contribution room redemption for members in the Silver tier and above. towards shaping Singapore’s tourism sector earned us numerous The development of Genting Hotel Jurong is on track, with local and international accolades for the attractions during the year. construction progressing steadily. The topping out ceremony was held in September 2014, and the hotel is expected to soft open from May 2015.

14 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 15 SPA The team took home six Gold, three Silver and five Bronze medals. At the Fourth International Confectionary Art Competition (Mondial AWARDS AND ACCOLADES ESPA at RWS remained a highly acclaimed destination spa for Des Arts Sucres) held in Paris, RWS’ team of pastry chefs led by guests seeking a luxurious sanctuary for their senses. In July 2014, Kenny Kong was placed in the top three. ESPA at RWS celebrated its second anniversary with the launch of a brand new LIFESTAGE skincare range and LIFESTAGE facial Yew Eng Tong, Chef de Cuisine at Ocean Restaurant by Cat Cora, 25th Annual Travel Trade Gazette (TTG) Travel Awards 2014 Workplace Safety and Health Awards 2014 treatment targeted at customers with ageing concerns. emerged as the first runner-up in Bocuse d’Or Asia Selection 2014, Best Integrated Resort Hotel Sector Innovation Award, Equarius Hotel and Beach Villas a culinary competition seen as the Oscars of the culinary world. He RWS has won this award in 2011, 2012 and 2013 The spa continued to attract international recognition. In the World went on to represent Singapore in the international phase of the TripAdvisor 2014 Certificate of Excellence Luxury Spa Awards 2014, an annual worldwide award event competition in Lyon in January 2015. Yew Eng Tong was also part 2014 China Travel & Meetings Industry Awards that celebrates service excellence, ESPA at RWS was named Resorts World Sentosa, Universal Studios Singapore of the national team that represented Singapore at the Expogast Best Integrated Resort of the Year country winner under the Best Luxury Wellness Spa category and Culinary World Cup 2014 held in Luxembourg. The team did TripAdvisor Travellers’ Choice Award continent Asia winner for the Best Luxury Destination Spa Singapore proud by clinching the World Champion title. 2014 The 9th China Tourism Golden Awards Top Amusement Park in Asia, Universal Studios Singapore segment. Best Family Destination MICE Top Ten Aquarium in Asia, S.E.A. Aquarium Singapore Experience Awards 2014 FOOD & BEVERAGE AsiaOne People’s Choice Awards 2014 It was a busy year for our MICE business as RWS remained Best Dining Experience, Joël Robuchon Restaurant RWS’ outstanding reputation as a culinary destination continued the preferred venue for both our long-term as well as new Best Attraction, Universal Studios Singapore to win over discerning palates from Singapore and overseas. corporate partners. We completed the year with a solid operating Best Learning & Travel Experience, Ocean Dreams programme, Adding to the vibrancy and diversity of our restaurant outlets was performance that was on par with that of the previous year. S.E.A. Aquarium 2014 World Luxury Spa Awards the launch of Insadong Korea Town at the resort’s waterfront in the Business Event Venue of the Year, Ocean Gallery, S.E.A. Aquarium Best Luxury Wellness Spa (Country Winner), ESPA at third quarter of 2014. This new marketplace featured a cluster of We were the venue of choice for several major events. They Resorts World Sentosa Best Singapore Experience Story (Digital), Cupid’s World of Happiness Korean-themed food and beverage and retail concepts. included the Asia Pacific Intel Solutions Summit 2014, SMU Best Luxury Destination Spa (Asia Continent Winner), ESPA at Commencement 2014, 8th International Teochew Youth May Day Model Partnership Awards 2014 Resorts World Sentosa Convention and Mental Arithmetic International Competition 2014. Additionally, we continued to differentiate ourselves from the Resorts World Sentosa competition by seeking the best chefs and unique dining concepts Singapore Tatler Best of Singapore 2014 from around the world to add on to current dining options. During the year, we introduced the GroupMAX online system to SCORE Appreciation Awards 2014 Best Spa Award, ESPA at Resorts World Sentosa enable personalised booking websites for every MICE event. Champion of Hope, Employer Appreciation Award, Two new celebrity chefs recently took residence at the resort to This gave our guests the convenience of self-managing their Singapore Tatler’s Best Restaurant Awards 2014 Model Supervisor Award expand our repertoire of gourmet offerings. Renowned Japanese reservation. We also refurbished function rooms at the convention Joël Robuchon Restaurant, L’Atelier de Joël Robuchon, Forest, chef Hal Yamashita helms Syun, serving up modern Japanese centre to enhance the quality of our facilities. Building & Construction Authority Green Mark Gold Plus Award Palio, Ocean Restaurant, Osia contemporary cuisine while award-winning Thai chef Ian Kittichai took up the role of consultant chef at Tangerine, offering healthy To further augment our range of event spaces, RWS berthed the Hotel Michael, Crockfords Tower The Peak Selections: Gourmet & Travel G Restaurant Awards 2014 and flavourful cuisine. Royal Albatross at the resort to provide MICE guests the choice of Award of Excellence, Joël Robuchon Restaurant Community Chest Awards 2014 chartering the vessel for corporate, private and dockside events. Award of Excellence, L’Atelier de Joël Robuchon Corporate Bronze Award – Resorts World Sentosa During the year, our constellation of HUMAN CAPITAL chefs and restaurants earned numerous accolades and awards for being among Supporting the massive resort and its 24/7 operations is a capable and committed workforce of about 12,500 team members. We the finest in the culinary world. have committed a comprehensive training academy for our people achieve greater productivity gains and stay competitive. across different businesses so as to build a highly adept and To groom and attract future talent, In April, RWS participated in the four-day Food & Hotel Asia Culinary talented workforce. Across our businesses, we also actively sought Our efforts in driving productivity were recognised. At the 32nd Genting Singapore and Singapore Challenge, the region’s leading international culinary competition. out more effective and efficient work processes and solutions to Productivity Seminar organised by the Food, Drinks and Allied Management University (SMU) jointly Workers Union, the National Trades Union Congress and the Singapore Hotel Association, RWS’ Hard Rock Hotel launched the Integrated Resort Singapore received the Special Mention Award for their Management Cross-Cultural Housekeeping Multi-Rockers idea. The implementation of this idea saved an estimated 6,200 man-hours per year. Exchange Programme.

Workplace safety is another area that we are committed to. This was a first-of-its-kind programme opened to In building a safety mindset in all of our employees, we inaugurated undergraduates from both SMU and its Japanese partner the RWS Safety Campaign in September. Through this campaign, universities such as Waseda University, Keio University and we reinforced the corporate safety slogan, ‘A Safe Workplace, A Sophia University. The programme provided students opportunities Healthy Workforce’, and showcased winning projects that improve to gain insights into the operational and management aspects of IR the safety and health of fellow team members. management through industry immersion and project work at RWS. The inaugural run of the programme from September to We adopt merit-based employment practices and reach out November 2014 comprised 30 undergraduates of various to the retrenched, mature workers, back-to-work mothers, nationalities from Singapore, Japan, Korea, India and Thailand. ex-offenders, persons with disabilities and other under-privileged Singaporeans. In 2014, we participated in SG Enable’s As part of RWS’ continuous efforts to promote a learning culture recruitment fair “Focus on Abilities – An Inclusive Job Fair” by offering amongst our team members, we launched the inaugural RWS job opportunities at RWS to persons with disabilities. In Learning Festival on 16 and 17 July. The event engaged our recognition of our contribution and five-year collaboration with The employees with talks and workshops on various topics such as Singapore Corporation of Rehabilitative Enterprises (SCORE), we personal effectiveness, communication, personal grooming, were awarded the “Champion of Hope”, “Employer Appreciation customer service and negotiation. There were also games and Award” and “Model Supervisor Award” at the SCORE Appreciation quizzes to make learning fun and accessible for team members. Awards 2014. A Continuing Education & Training Fair was also organised to promote skills upgrading courses from various training institutions.

A new stage show, The Dance For The Magic Beans featuring Puss In Boots and The inaugural RWS Learning Festival was held in July. The Festival was packed with talks 16Kitty lSoftpaws, GENTING was SINGAPORE launched in Universal ANNUAL Studios REPORT Singapore 2014 in September. and workshops on various topics, to encourage a learning culture among team members. GENTING SINGAPORE ANNUAL REPORT 2014 l 17 CORPORATE DIARY CORPORATE GOVERNANCE

07.02.2014 05.05.2014 It is the policy of the Company to manage the affairs of the Group in accordance with the appropriate standards for good Announcement on proposed investment in an integrated resort in Jeju, Release of the first quarter financial results (for period ended 31 March corporate governance. Set out below is the report, which outlines the corporate governance policies and statements Korea. 2014). adopted by the Company, which generally comply with the principles and guidelines (unless otherwise stated), set out in the Singapore Code of Corporate Governance 2012 (the “Code”). Press release on “Landing International Development Limited & Genting Singapore PLC Join Hands To Develop World-Class Integrated Resort”. 14.08.2014 Release of the second quarter financial results (for period ended 30 June A. BOARD OF DIRECTORS 2014). 17.02.2014 (i) The Board’s Conduct of its Affairs Announcement on change of assistant company secretary. Announcement on change of company secretary. The Board has overall responsibility for the proper conduct of the Company’s business including overseeing 20.02.2014 02.10.2014 the Group’s business performance and affairs, setting and guiding strategic directions and objectives, and Release of the consolidated results of the Group for the financial year Announcement on distribution payment for S$500,000,000 5.125% providing entrepreneurial leadership. The Board meets on a quarterly basis and additionally as required. Matters ended 31 December 2013. Perpetual Subordinated Capital Securities. specifically reserved for the Board’s decision include overall strategic direction, interested person transactions, annual operating plan, capital expenditure plan, material acquisitions and disposals, major capital projects and 27.03.2014 11.11.2014 the monitoring of the Group’s operating and financial performance. Formal Board Committees established by Announcement on completion of investment in an integrated resort in Jeju, Release of the third quarter financial results (for period ended 30 the Board in accordance with the Code, namely, the Audit and Risk Committee, the Nominating Committee and Korea. September 2014). the Remuneration Committee, assist the Board in the discharge of its duties.

28.03.2014 27.01.2015 During the financial year ended 31 December 2014 (“FY2014”), the number of Board and Board Committee Notice of the Twenty-Ninth Annual General Meeting. Announcement on (i) disposal of interest in Stanley Genting Casinos meetings held and the attendance at those meetings are set out below: (Leeds) Limited to Stanley Casinos Holdings Limited, and (ii) Palomino Sun (UK) Limited’s reduction of shareholding in Stanley Genting Casinos 01.04.2014 Limited. Audit and Risk Nominating Remuneration Announcement on completion of subscription of new shares in Landing Board Committee Committee Committee International Development Limited. 12.02.2015 Number of *Number of Number of Number of Announcement on grant of share awards under the Genting Singapore Press release on “Genting Singapore Celebrates Successful Ground- Meetings Meetings Meetings Meetings Performance Share Scheme. breaking For Resorts WorldTM Jeju”. Name of Directors Attended Attended Attended Attended Tan Sri Lim Kok Thay 4 out of 4 N.A. 1 out of 1 1 out of 1 03.04.2014 24.02.2015 Mr Tan Hee Teck 4 out of 4 4 out of 4 N.A. N.A. Announcement on distribution payment for S$500,000,000 5.125% Release of the consolidated results of the Group for the financial year Perpetual Subordinated Capital Securities. ended 31 December 2014. Mr Lim Kok Hoong 4 out of 4 5 out of 5 1 out of 1 1 out of 1

Press release on “Genting Singapore Achieves Full Year Revenue Of Mr Tjong Yik Min 4 out of 4 5 out of 5 N.A. 1 out of 1 21.04.2014 S$2,862.5 Million And Adjusted EBITDA Of S$1,158.2 Million In 2014”. Announcement on the notice of book closure date for dividend. Mr Koh Seow Chuan 4 out of 4 5 out of 5 1 out of 1 N.A.

22.04.2014 Note: Twenty-Ninth Annual General Meeting. * The total number of Audit and Risk Committee meetings is inclusive of the special meeting held between the Independent Non-Executive Directors who are members of the Audit and Risk Committee and the external auditor Announcement on results of the Twenty-Ninth Annual General Meeting. without the presence of any Non-Independent Executive Director.

The Company’s Articles of Association provide for the convening of Board or Board Committee meetings by way of telephonic or similar means of communication.

Newly appointed Directors are provided with information about the Group and are encouraged to visit the sites of the Group’s operating units to familiarise themselves with the Group’s business practices. They will also be acquainted with key senior executives and provided with their contact details, so as to facilitate Board interaction with, and independent access to such executives. Upon appointment of a new Director, a formal letter setting out his duties, obligations and the commitment expected of him, will be issued to him. The Company maintains a policy for Directors to receive training, at the Company’s expense, in areas relevant to them in the discharge of their duties as Directors or Board Committee members, such as relevant new laws or updates on commercial areas. The Directors are also updated at each Board meeting on business and strategic developments. Where required, the Secretary and external professionals bring to the Directors’ attention relevant updates on accounting standards and regulations.

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(ii) Board Balance The principal functions of the Nominating Committee include the following:

The Company is led by an effective Board comprising a majority of Independent Non-Executive Directors. The 1. recommend to the Board the appointment of new Executive and Non-Executive Directors; Non-Independent Executive Directors are Tan Sri Lim Kok Thay, the Executive Chairman, and Mr Tan Hee Teck, the President and Chief Operating Officer (“COO”). Mr Lim Kok Hoong, Mr Tjong Yik Min and Mr Koh 2. review Board’s succession plan, in particular for the Chairman, and the President and COO; Seow Chuan are the Independent Non-Executive Directors, who provide the strong and independent element required for the Board to function effectively. The Independent Non-Executive Directors constructively challenge, 3. evaluate and determine the independence of each Director; critically review and thoroughly discuss key issues and help develop proposals on strategy, as well as review the performance of Management in meeting identified goals and monitor the reporting of performance. They 4. review, assess and if thought fit, recommend Directors who retire by rotation to be put forward for also participate as members of and/or chair each of the Audit and Risk Committee, Remuneration Committee re-election; and and Nominating Committee. All Directors take decisions objectively in the interests of the Company. 5. assess the effectiveness of the Board as a whole and the contributions of each Director. The Directors have wide ranging experience and collectively provide competencies in areas such as hospitality, resort management, gaming and leisure, accounting, finance, architecture, entrepreneurial and management The role and functions of the Nominating Committee are set out in the Nominating Committee terms of reference experience and other relevant industry knowledge. They all have occupied or are currently occupying senior approved by the Board. positions in the public and/or private sectors. The Company’s Articles of Association provide that not less than one-third of the Directors shall retire from office Taking into account the nature and scope of the Group’s business, the Board considers that (i) its Directors by rotation, at each Annual General Meeting (“AGM”), and that all Directors shall retire from office at least once possess the necessary competencies to lead and guide the Group, and (ii) the current Board size with a majority in every three years. A retiring Director is eligible for re-election. All new Directors appointed by the Board shall of Independent Non-Executive Directors, is appropriate to facilitate effective decision making. only hold office until the next AGM, and be eligible for re-appointment at the AGM.

A brief profile of each of the Directors is presented on pages 8 to 9 of this Annual Report. During the year under review, the Nominating Committee evaluated and assessed the effectiveness of the Board, and the performance and independence of each Director. To assist the Nominating Committee in its evaluation The Executive Chairman, and the President and COO are separate persons to ensure an appropriate balance and assessment, each Director submitted his written assessment of the Board’s effectiveness, and of the other of power and authority, increased accountability and greater capacity of the Board for independent decision Directors’ contributions. The Board evaluation process took into account, among others, the Board composition; making. The Executive Chairman is responsible for formulating the Group’s business strategies and policies, size of Board; quality and timeliness of information; interaction with Management and balance of focus between and the effective functioning of the Board. He facilitates and encourages constructive relations within the Board, internal matters and external concerns. The Directors’ assessment focused on, among others, interactive skills; and between the Board and Management. With the support of the Secretaries and Management, he ensures industry knowledge; attendance at meetings and commitments of Directors. that the Directors receive accurate, timely and clear information and ensures effective communications with the shareholders. The President and COO is responsible for the Group’s overall business development as well Following such review, the Nominating Committee and Board were of the view that the Board and Board as the day-to-day operations and management. The Executive Chairman, and the President and COO are not Committees operated effectively and each Director contributed to the effectiveness of the Board. The Nominating related to each other. Committee and Board were also satisfied that each Director devoted sufficient time and attention to the affairs of the Company. In view of the current Board size and the foregoing evaluations, the Nominating Committee (iii) Board Membership and Nominating Committee does not see a need for a separate evaluation of the Board Committees during the year under review.

The Nominating Committee comprises three members, the majority of whom, including its Chairman, are Although some of the Directors have other listed company Board representations or principal commitments, Independent Non-Executive Directors. The members of the Nominating Committee are as follows: based on the attendance of the Directors and their contributions at meetings of the Board and Board Committees, and their time commitment to the affairs of the Company, the Nominating Committee believes 1. Mr Koh Seow Chuan Chairman and Independent Non-Executive Director that it would not be necessary to put a maximum limit on the number of listed company Board representations 2. Mr Lim Kok Hoong Member and Independent Non-Executive Director and other principal commitments of each Director. However, the Nominating Committee will continue to review 3. Tan Sri Lim Kok Thay Member and Non-Independent Executive Director from time to time, the respective Directors’ Board representations and other principal commitments to ensure that all Directors are able to meet the demands of the Group and are able to discharge their duties adequately. The Nominating Committee Chairman, Mr Koh Seow Chuan, is also the Lead Independent Director of the Company.

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The Board does not impose any limit on the length of service of the Independent Non-Executive Directors, As a Group practice, any Director who wishes to seek independent professional advice in the furtherance of his as the Board takes the view that a more critical consideration in ascertaining the effectiveness of a Director’s duties may do so at the Group’s expense. independence is his ability to exercise independence of mind and judgment to act honestly and in the best interest of the Company. Directors have access to all information and records of the Company and also the advice and services of the Secretaries. The Secretaries ensure good information flows between the Board and the Board Committees and The Nominating Committee (with Mr Lim Kok Hoong abstaining in relation to all deliberations relating to between the Independent Non-Executive Directors and Management, and that Board procedures are followed. himself) has determined that each of Mr Lim Kok Hoong and Mr Tjong Yik Min be considered independent, They facilitate orientation of new Directors and organize training programmes for the Directors as required. One notwithstanding that they have served on the Board for more than nine years. The Nominating Committee of the Secretaries attends all Board and Board Committee meetings. considered that Mr Lim Kok Hoong and Mr Tjong Yik Min have each demonstrated independent judgment at Board and Board Committee meetings and was of the view that they have been exercising independent judgment B. REMUNERATION MATTERS in the best interests of the Company in the discharge of their respective Director’s duties. The Remuneration Committee comprises the following Directors: Taking into account the foregoing, as well as each Director’s confirmation of his independence or otherwise, as contemplated under Guideline 2.3 of the Code, the Nominating Committee (save for Mr Lim Kok Hoong and 1. Mr Tjong Yik Min Chairman and Independent Non-Executive Director Mr Koh Seow Chuan who abstained from all deliberations relating to themselves) considered and determined 2. Mr Lim Kok Hoong Member and Independent Non-Executive Director that Mr Lim Kok Hoong, Mr Tjong Yik Min and Mr Koh Seow Chuan are Independent Non-Executive Directors. 3. Tan Sri Lim Kok Thay Member and Non-Independent Executive Director Nominating Committee viewed that they are independent in character and judgment, and there were no circumstances which would likely affect or appear to affect the Directors’ judgment. The Board believes that the Remuneration Committee benefits from the experiences and expertise of Tan Sri Lim Kok Thay as the Executive Chairman. Directors do not participate in decisions regarding their own remuneration The Board concurred with the reasons set forth by the Nominating Committee and was of the view that Mr Lim packages. As the Remuneration Committee comprises a majority of Independent Non-Executive Directors, the Kok Hoong, Mr Tjong Yik Min and Mr Koh Seow Chuan should be considered as Independent Non-Executive Board believes that the independence of the Remuneration Committee will not be compromised. Directors. The principal functions of the Remuneration Committee include the following: Tan Sri Lim Kok Thay, the Executive Chairman, and Mr Tan Hee Teck, the President and COO, are Non-Independent Executive Directors. 1. review and recommend to the Board a framework of remuneration for all employees. These include policy matters with regards to annual salary adjustments and variable bonuses; Mr Koh Seow Chuan, the Nominating Committee Chairman, was appointed as the Lead Independent Director with effect from 4 November 2013. Shareholders with any concern may contact the Lead Independent Director 2. review and recommend to the Board specific remuneration packages for Directors; and directly, when contact through the Chairman, the President and COO or the chief financial officer has failed to resolve or is inappropriate. The Lead Independent Director also coordinates an annual meeting, or as required, 3. administer the Genting Singapore PLC Employee Share Option Scheme (“Option Scheme”) which was with the other Independent Non-Executive Directors without the presence of the other Directors, and provides adopted by the Company on 8 September 2005 and amended on 8 August 2007; as well as the Genting feedback to the Chairman. Singapore Group Performance Share Scheme (“PSS”).

The Directors standing for re-election at the forthcoming AGM are Mr Tjong Yik Min and Mr Lim Kok Hoong, The roles and functions of the Remuneration Committee are set out in the Remuneration Committee terms of who will retire by rotation pursuant to the Company’s Articles of Association. Taking into account, among others, reference approved by the Board. these Directors’ participation during and outside the formal Board and Board Committee meetings, as well as their contributions, the Board accepted the Nominating Committee’s recommendations to put forth these During the year under review, the Remuneration Committee reviewed and recommended for the Board’s Directors for re-election at the forthcoming AGM. approval, the compensation for employees of various grades including the bonus payments and annual salary increments. The Remuneration Committee further considered and recommended for the Board’s approval, the (iv) Access To Information grant of performance shares to eligible employees under the PSS.

To assist the Board in the discharge of their duties, Management supplies the Board with complete, adequate and timely information. Notice of meetings, setting out the agenda together with the supporting papers providing the background and explanatory information such as resources needed, financial impact, expected benefits, risk analysis, mitigation measures, conclusions and recommendations, are sent to the Directors in time to enable them to peruse, obtain additional information and/or seek further clarification on the matters to be deliberated. Employees who possess the relevant knowledge and where necessary, external consultants or advisers, are invited to attend the Board or Board Committee meetings to answer any queries the Directors may have. The Board also has separate and independent access to members of Management.

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The fee structure for the Independent Non-Executive Directors takes into account factors such as increased focus Disclosure on Directors’ remuneration on risk and governance issues, the responsibilities and level, and quality of contributions including attendance and time spent at and outside the formal environment of Board and Board Committee meetings, and increased The Company believes that the disclosure in bands of S$250,000 provides sufficient overview of the remuneration reporting obligations in compliance with the Casino Control Act. of the Directors. The Directors of the Company still in service as at the end of the financial year whose total remuneration during the financial year fall within the following bands is as follows: The Remuneration Committee also reviewed the fee structure for the Directors which was last revised in 2014. The Remuneration Committee recommended and the Board resolved to adopt the same fee structure without Defined Benefits- Total Performance changes. Directors’ fees are submitted for approval by the shareholders at the AGM. Name of Director Fee Salary Bonus Benefits Plan in-kind Remuneration (1) Shares (2) (%) (%) (%) (%) (%) (%) Fee Structure for Non-Independent Non-Independent Executive Directors Executive Directors (on a per From S$9,000,000 to annum basis) Fee Structure for Independent Non-Executive Directors (on a per annum basis) below S$9,250,000 Tan Sri Lim Kok Thay 0.3 65.5 34.1 0.1 0.0 100 750,000 Audit and Risk Remuneration Nominating Board Committee Committee Committee From S$4,000,000 to Member Chairman Member Chairman Member Chairman Member below S$4,250,000 S$12,000 S$120,000 S$60,000 S$45,000 S$45,000 S$33,750 S$45,000 S$33,750 Mr Tan Hee Teck 0.8 42.7 56.0 0.5 0.0 100 27,750,000

Notes: Independent • Non-Independent Executive Directors who serve on any Board Committees are not entitled to receive additional fees Non-Executive for serving on any such Board Committees. Directors From S$250,000 to • Attendance fees payable to each Director: S$3,000 per meeting and S$1,000 per teleconference meeting. below S$500,000 Mr Lim Kok Hoong 100 0.0 0.0 0.0 0.0 100 100,000 The Remuneration Committee is also responsible for proposing the remuneration packages of the Executive Chairman, and the President and COO. In carrying out its duties, the Remuneration Committee has joint Below S$250,000 discussions with the Head of Human Resources & Training, and has the discretion to invite any officer to attend Mr Tjong Yik Min 100 0.0 0.0 0.0 0.0 100 100,000 the meetings. The Remuneration Committee may also obtain such external or other independent professional Mr Koh Seow Chuan 100 0.0 0.0 0.0 0.0 100 100,000 advice as it considers necessary. Notes: The remuneration packages of the Executive Chairman, and the President and COO comprise a base salary, (1) Total Remuneration is the sum of Fees, Salary, Bonus, Defined Benefits Plan and Benefits-in-kind for FY2014. variable bonus and long-term incentives (being grant of performance shares). Their packages are managed in (2) totality and based on comparable benchmarks. They are also dependent on the Group’s performance. The Long-term Incentives are awarded in the form of Performance Shares. The figures refer to the number of performance shares which were granted in 2014 under the Genting Singapore Performance Share Scheme. The subsequent vesting service contracts of the Executive Chairman, and the President and COO do not contain any onerous removal of these shares is subject to achieving pre-agreed service and/or performance conditions over the performance period. clauses.

Disclosure on remuneration of top five key Management personnel (who are also not Directors of the Company) The Independent Non-Executive Directors have no service contracts. Directors do not participate in decisions regarding their own remuneration packages. The Company has provided a Group-wide cross-section of top five key Management personnel’s remuneration and their names in bands of S$250,000. The Company believes that this disclosure, which provides sufficient All the Directors of the Company, except Mr Koh Seow Chuan who was appointed on 12 May 2008, were overview of the remuneration of the Group while maintaining confidentiality of employee remuneration matters, granted share options under the Option Scheme on 8 September 2005. All the Directors have been granted is in the best interests of the Group given the competitive conditions in our industry. performance shares under the PSS. Details of the Option Scheme and PSS, including the rationale for and their respective vesting periods, are set out in Note 22 to the financial statements.

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The remuneration of the top five key Management personnel of the Group (who are also not Directors of the (ii) Audit and Risk Committee Company) still in service as at the end of the financial year whose total remuneration during the financial year fall within the following bands is as follows: The Audit and Risk Committee comprises four members, the majority of whom, including the Audit and Risk Committee Chairman, are Independent Non-Executive Directors. The members of the Audit and Risk Committee Key Management Personnel Total Remuneration (1) Performance Shares (2) are as follows:

Mr David Ross Sisk From S$1,750,000 to below S$2,000,000 0 1. Mr Lim Kok Hoong Chairman and Independent Non-Executive Director Mr Paul Arbuckle From S$750,000 to below S$1,000,000 0 2. Mr Tjong Yik Min Member and Independent Non-Executive Director Ms Lee Shi Ruh From S$500,000 to below S$750,000 0 3. Mr Koh Seow Chuan Member and Independent Non-Executive Director Mr Yap Chee Yuen From S$500,000 to below S$750,000 0 4. Mr Tan Hee Teck Member and Non-Independent Executive Director, President and COO Mr Hoon Chee Wai From S$250,000 to below S$500,000 50,000 The Audit and Risk Committee Chairman, Mr Lim Kok Hoong, was formerly a senior partner of Ernst & Young, Notes: and brings with him a wealth of accounting and financial expertise and experience. The other Audit and Risk (1) Total Remuneration is the sum of Fees, Salary, Bonus, Defined Benefits Plan and Benefits-in-kind for FY2014. Committee members have accounting or related financial management experience. The Board believes that the presence of Mr Tan Hee Teck, a Non-Independent Executive Director, will provide the Independent Non-Executive (2) Long-term Incentives are awarded in the form of Performance Shares. The figures refer to the number of performance shares which were granted in 2014 under the Genting Singapore Performance Share Scheme. The subsequent vesting members with a clearer understanding of the Group’s business and any business issues that may arise. As the of these shares is subject to achieving pre-agreed service and/or performance conditions over the performance period. Audit and Risk Committee is made up of a majority of Independent Non-Executive Directors, the Board believes that the independence of the Audit and Risk Committee will not be compromised. During the financial year 2014, no executive of the Group was an immediate family member (as defined in the Singapore Exchange Securities Trading Limited (“SGX-ST”) Listing Manual) of any Director of the Company. The principal functions of the Audit and Risk Committee include the following:

C. ACCOUNTABILITY AND AUDIT 1. review the audit plans of the external auditor and the internal auditor, including the results of the external and internal auditors’ review and evaluation of the adequacy of the Group’s internal control systems (i) Accountability including but not limited to financial, operational and compliance controls and risk management policies and systems; The Board provides a balanced and understandable assessment of the Group’s performance, position and prospects through the financial statements, the annual review of operations in the Annual Report; announcements 2. oversee the Group’s risk management process and framework, including the following: to the SGX-ST and the quarterly analysts briefings. In turn, Management provides the Board with balanced and understandable accounts of the Group’s performance, position and prospects on a regular basis. Regular • review the level of risk tolerance, the risk strategies and policies adopted to ensure accurate and reports are submitted by Resorts World at Sentosa Pte. Ltd., the Company’s indirect wholly-owned subsidiary, timely reporting of significant exposures and critical risks; and to the Casino Regulatory Authority of Singapore (the “Authority”), in compliance with the Casino Control Act (the “Act”), its regulations, the approved internal control codes and guiding principles (pursuant to Section 138 • review the risk reports and Management’s response to the finding; of the Act) or as otherwise directed by the Authority. 3. review (i) the periodic consolidated financial statements; and (ii) the annual consolidated financial The Directors are also required by the Isle of Man Companies Act 2006, the rules and regulations of the SGX-ST statements and the external auditor’s report on those financial statements, before submission to the to prepare full year financial statements for each financial year. The financial statements as set out in this Annual Board for approval; Report have been prepared in accordance with International Financial Reporting Standards and the Isle of Man Companies Act 2006, and give a true and fair view of the state of affairs of the Group and of the Company at 4. review and discuss with external and internal auditor, any suspected fraud, irregularity or infringement the end of the financial year and of the results and cash flows of the Group for the financial year. of any relevant laws, rules or regulations, which has or is likely to have a material impact on the Group’s operating results or financial position;

5. review annually the scope and results of the audit and its cost effectiveness as well as the independence and objectivity of the external auditor;

6. review the effectiveness of the internal audit function;

7. review the co-operation given by the Management to the external auditor;

26 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 27 CORPORATE CORPORATE GOVERNANCE GOVERNANCE

8. consider the appointment, remuneration, terms of engagement, reappointment and if necessary, removal The Internal Audit Department (“Internal Audit”) is responsible for undertaking regular and systematic review of of the external auditor taking into consideration independence and objectivity of such external auditor; the internal controls to provide the Audit and Risk Committee and the Board with sufficient assurance that the systems of internal control are effective in addressing the risks identified. Such review is performed based on 9. review, approve and ratify any interested person transactions falling within the scope of Chapter 9 of the the Standards for the Professional Practices of Internal Auditing set by The Institute of Internal Auditors. Internal SGX-ST Listing Manual; and Audit reports primarily to the Audit and Risk Committee Chairman on audit matters, and to the President and COO on administrative matters. Internal Audit functions independently of the activities it audits. 10. review any conflicts of interest. On a quarterly basis, Internal Audit submits audit reports and the plan status for review and approval by the The role and functions of the Audit and Risk Committee are set out in the Audit and Risk Committee terms of Audit and Risk Committee. Included in the reports are recommended corrective measures on risks identified, if reference approved by the Board. any, for implementation by Management.

During the year under review, in addition to the above-mentioned principal functions, the activities of the Audit The Audit and Risk Committee reviews and approves the annual internal audit plans. The Audit and Risk and Risk Committee included the review of the volume and nature of the non-audit services provided by the Committee also ensures that the internal audit function is adequately resourced and has appropriate standing external auditor. The Audit and Risk Committee did not find anything that would cause them to believe that within the Group to perform its functions effectively. the nature and provision of such services would affect the independence and objectivity of the external auditor given that such services relate largely to compliance with the Casino Control Act and with requirements of other The Risk Management Committee is responsible for monitoring the implementation of risk management policy regulatory authorities. Hence, the Audit and Risk Committee recommended that PricewaterhouseCoopers LLP and processes and their effectiveness for the Group. The committee is chaired by Executive Vice President, (“PWC”) be nominated for re-appointment as auditor at the next AGM to be held on 21 April 2015. PWC has Corporate Services. A risk management framework has been developed in accordance with the International indicated their willingness to accept re-appointment. Organization for Standardization ISO31000 and meets the principles and guidelines of the Code. All business units are involved in identifying and evaluating risks in a bottom up approach. The heads of business units are The Company has complied with Rules 712 and 715 of the SGX-ST Listing Manual in relation to the appointment required to provide assurance to the Audit and Risk Committee for their respective risks and the effectiveness of its auditor. of the risk controls. Material findings and recommendations in respect of significant risk matters are regularly reported to the Audit and Risk Committee. The Audit and Risk Committee also met up with the internal and external auditors without the presence of Management, to address any concerns in respect of their findings in FY2014. In respect of FY2014, the Board has received assurance from the President and COO and the Chief Financial Officer: (a) that the financial records have been properly maintained and the financial statements give a true Through the Audit and Risk Committee, the Company maintains an appropriate and transparent relationship with and fair view of the Company’s operations and finances; and (b) regarding the adequacy and effectiveness of the external auditor. They are invited to attend the Audit and Risk Committee meetings to present their audit the Company’s risk management and internal control systems. plans and reports and to answer any queries the Audit and Risk Committee may have on the financial statements. During the year under review, the external auditor highlighted to the Audit and Risk Committee and the Board, Based on the information furnished to the Board and the internal and external audits conducted, the Board, with matters that required the Audit and Risk Committee’s and the Board’s attention arising from their audit of the concurrence of the Audit and Risk Committee, is satisfied that the system of internal controls, including financial, financial statements. The Audit and Risk Committee also has access to and receives periodic updates from the operational, compliance and information technology controls, were adequate and effective in meeting the needs external auditor as required, to keep abreast of changes to accounting standards and issues which impact the of the Group’s existing business objectives, having addressed the critical risk areas. While acknowledging Company’s financial statements. The Audit and Risk Committee is authorized to investigate any matter within its their responsibility for the system of internal controls, the Directors are aware that such a system is designed terms of reference. In discharging its duties, the Audit and Risk Committee is provided with adequate resources, to manage, rather than eliminate risks, and therefore cannot provide an absolute assurance in this regard, or has full access to and co-operation by Management and the internal auditor. The Audit and Risk Committee absolute assurance against the occurrence of material errors, losses, poor judgment in decision-making, human has full discretion to invite any Director, executive officer, external consultant or adviser to attend its meetings. errors, fraud or other irregularities.

The Company has in place a comprehensive whistle-blowing policy to provide guidance for employees on how D. COMMUNICATION WITH SHAREHOLDERS to raise concerns in order that issues can be addressed. Please refer to section G for more details on the policy. The Group acknowledges the importance of timely and equal dissemination of material information to (iii) Risk Management, Internal Controls and Internal Audit shareholders, investors and public at large. Hence, all material price-sensitive information is released through the SGXNET, and then posted on the corporate website of the Company so that all shareholders, investors and The Board is responsible for the Group’s system of internal control and risk management (including financial, the general public are updated of the latest developments on a timely and consistent basis. operational, compliance and information technology controls) and for reviewing its adequacy, effectiveness and integrity.

28 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 29 CORPORATE CORPORATE GOVERNANCE GOVERNANCE

The Company’s AGM is an important forum for dialogue with shareholders. Shareholders are encouraged to E. SECURITIES TRANSACTIONS participate in the proceedings and ask questions about the resolutions being proposed and the operations of the Group. The Company’s Articles of Association permit a member of the Company to appoint one or two The Company has complied with the best practices in dealings in securities, as set out under Rule 1207(19) of proxies to attend and vote at the AGM, instead of the member. The Company also permits shareholders who the SGX-ST Listing Manual. In this regard, the Company has adopted a Code of Best Practices on Dealings in hold shares through nominees to attend the AGM as observers, subject to availability of seats. Securities, to provide appropriate guidance to Directors and officers on dealings in the Company’s securities. All Directors and officers are not permitted to deal in the securities of the Company during the period commencing In addition, the Group maintains a corporate website at www.gentingsingapore.com. The website has a two weeks before the announcement of the Company’s first, second and third quarter results, and one month dedicated and easily identifiable Investor Relations section where shareholders and other interested parties before the announcement of its annual results, and ending on the date of the announcement of the relevant can find useful information relating to the latest financial results, announcements, annual reports, investor results. Reminders are issued prior to the applicable trading black-outs, and all officers are required to presentations and circulars. acknowledge and confirm their compliance on an annual basis. Our Directors and officers, who are expected to observe insider trading laws at all times, are also reminded not to deal in the Company’s securities on short-term considerations, or whilst in possession of unpublished material price-sensitive information relating Quarterly conference calls are held in full for consulting analysts after each results announcement. Members to the securities of the Company. of the key Management team including the President and COO as well as Chief Financial Officer participate in these conference calls. F. CODE OF CONDUCT

The Group has a dedicated in-house Investor Relations officer and holds regular update briefings with analysts. The Company has adopted a Code of Conduct, which provides guidance on the principles and best practices of On an annual basis, the Group also hosts more than 300 individual and group meetings, briefings and property the Company, founded on the basis of promoting the highest standards of personal and professional integrity, tours with investors to give them a better understanding of the businesses of the Group. The Group also honesty and values, in employees’ daily activities. The Code of Conduct covers several areas that employees are participates in relevant investor forums held in Singapore and abroad. expected to take note of, and comply with in the course of their employment and/or representing the Company. These areas include conflicts of interests; confidentiality of information; fair dealing; non-solicitation; entertainment Dividend Policy and gifts; rightful use of Company’s information and assets; communication with media and authorities; and workplace safety and environment. At all times, employees are required to abide by all applicable statutory and The Group is continuously sourcing appropriate investment opportunities in the leisure, hospitality and gaming regulatory requirements, and comply with the Company’s policies. The Company adopts a zero level of tolerance industries. Typically, investments in these industries are likely to be substantial and the returns on such towards fraudulent behavior and/or willful misconduct by its employees. Through the employees’ observance investments may not be immediate or realized in the short-term. As such, the Company does not have a fixed of such principles and best practices, the Company believes that the public’s confidence in the Management dividend policy. of the Company will be further enhanced.

Conduct of Shareholder Meetings G. WHISTLE-BLOWING POLICY

Shareholders are informed of shareholders’ meetings through notices published in the press and released via The Company is committed to achieving compliance with all applicable laws and regulations, accounting and SGXNET. Shareholders are accorded the opportunity to raise relevant questions and to communicate their views audit standards. The Audit and Risk Committee has accordingly established the whistle-blowing policy to guide at shareholders’ meetings. Voting in absentia such as by mail, email or fax has not been implemented as issues employees and external parties to raise concerns or complaints about possible improprieties regarding fraud or remain over the shareholder authentication and other related security concerns. matters of financial reporting. Employees and external parties will be protected from reprisals where complaints are made in good faith, and are assured that their reports will be treated fairly. Compliance will maintain a record If any shareholder is unable to attend a shareholders’ meeting, he is allowed to appoint up to 2 proxies to of all concerns or complaints, the investigation and resolution, and shall prepare a periodic summary thereof for vote on his behalf at such meeting through proxy forms which are sent to such shareholder together with the the Audit and Risk Committee. The Company’s whistle-blowing policy is available on the Company’s website at Annual Reports or Circulars (as the case may be). The duly completed and signed proxy forms are required www.gentingsingapore.com. Such arrangements help ensure independent investigation of matters raised and to be submitted 48 hours before the shareholders’ meeting at the Company’s Share Transfer Agent’s office allow appropriate actions to be taken. (for depositors’ holdings through The Central Depository (Pte) Limited) or the Company’s registered office (for shareholders registered in the Register of Members of the Company). H. MATERIAL CONTRACTS

Separate resolutions are proposed at shareholders’ meetings on each distinct issue, unless the resolutions are Except as disclosed under section I, no material contracts to which the Company or any of its subsidiaries is a inter-dependent and linked so as to form one significant proposal. Information on each item in the AGM agenda party which involved the interest of the Directors or controlling shareholders subsisted at, or have been entered is disclosed in the AGM notice. The chairpersons of the various Board Committees, Management, the external auditors and where necessary, the advisors, are present to assist the Directors to answer any relevant queries into, since the previous financial year. by the shareholders.

Voting at shareholders’ meetings is by show of hands unless a poll is demanded. Voting on show of hands enables the Company and shareholders to deal with the business of the meeting expeditiously as the result of the vote is instantly available.

30 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 31 CORPORATE REPORT OF THE DIRECTORS GOVERNANCE FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

I. INTERESTED PERSONS TRANSACTIONS The Directors present their report on the activities and financial statements of Genting Singapore PLC (the “Company”) and its subsidiaries (the “Group”) for the financial year ended 31 December 2014, which have been prepared in Aggregate value of Aggregate value of accordance with International Financial Reporting Standards and the provisions of the Isle of Man Companies Act 2006. all interested person all interested person GENERAL transactions during the transactions conducted under shareholders’ financial year under The Company was incorporated and domiciled in Isle of Man on 16 August 1984 under the Isle of Man Companies Acts review (excluding mandate pursuant to 1931 to 2004, as a private limited company, under the name of Genting Overseas Limited. On 19 November 1986, the transactions less Rule 920 (excluding Company changed its name to Genting International Limited and converted to a public limited company on 20 March than S$100,000 and transactions less than 1987. On 27 April 2009, the Company changed its name to Genting Singapore PLC under the rebranding exercise. transactions conducted S$100,000) The Company was de-registered as a company under the Isle of Man Companies Acts 1931 to 2004 and re-registered under shareholders’ S$’000 as a company governed under the Isle of Man Companies Act 2006 with effect from 28 April 2009. mandate pursuant to Rule 920) PRINCIPAL ACTIVITIES Name of interested persons S$’000 The Company’s principal activity is that of an investment holding company. Genting Hong Kong Limited Group – Sale of Goods and Services 25 436 The principal activities of the Company’s subsidiaries include the development and operation of integrated resort, – Purchase of Goods and Services 1,899 589 operation of casinos, provision of sales and marketing support services to leisure and hospitality related businesses and investments. Genting Malaysia Berhad Group – Sale of Goods and Services 146 265 CAPITAL STRUCTURE – Purchase of Goods and Services – 191 Changes in share capital Ambadell Pty Ltd – Sale of Goods and Services – 130 The Company’s issued and paid-up share capital increased by 21,447,040 new ordinary shares, of which 6,427,040 – Purchase of Goods and Services – 18 new ordinary shares were issued pursuant to the exercise of 6,427,040 options during the financial year ended 31 International Resort Management December 2014 and 15,020,000 new ordinary shares were issued pursuant to the release of 15,020,000 performance Services Pte. Ltd. shares during the financial year ended 31 December 2014. 46,284,000 and 97,277,000 shares were cancelled on 10 – Sale of Goods and Services 396 – December 2014 and 30 December 2014 respectively pursuant to the Company’s share buy-back by way of market acquisition.

Performance Share Scheme (“PSS”)

The Company recognises the fact that the services of the Group’s employees and directors are important to the on- going development, growth and success of the Group and it has, therefore, introduced the PSS which will give the Company more flexibility in relation to the Group’s remuneration package for its employees and allow the Group to better manage its fixed overheads. Group executives and executive and non-executive directors are eligible to participate in the PSS. The Company will deliver shares granted under an award by issuing new shares to the participants. The awards represent the right of a participant to receive fully paid shares free of charge, upon the participant satisfying the criteria set out in the PSS and upon satisfying such conditions as may be imposed. The number of shares to be granted to a participant shall be determined at the absolute discretion of the Remuneration Committee, which shall take into account criteria such as his/her capacity, scope of responsibility, skill and vulnerability to leaving the employment of the Group. The total number of shares which may be issued and/or issuable pursuant to awards granted under the PSS on any date shall not exceed 208,853,893 shares and when added to the number of shares issued and/or issuable under such other share-based incentive schemes of the Company, shall not exceed 5% of the total number of shares of the Company from time to time. The PSS shall continue to be in force at the discretion of the Remuneration Committee, subject to a maximum period of 10 years, commencing from adoption date, provided always that the PSS may continue beyond the stipulated period with the approval of the Company’s shareholders by ordinary resolution in general meeting and of any relevant authorities which may then be required. The PSS was approved by the Company’s shareholders at the Extraordinary General Meeting (“EGM”) held on 8 August 2007. Total cumulative number of shares granted under the PSS as at 31 December 2014 was 127,251,000. Number of PSS shares vested on 30 January 2014, 30 April 2014 and 30 December 2014 was 7,745,000, 5,275,000 and 2,000,000 respectively. 19,636,110 PSS shares lapsed due to resignation and forfeitures. The total number of outstanding PSS shares as at 31 December 2014 was 53,453,500.

32 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 33 REPORT OF THE DIRECTORS REPORT OF THE DIRECTORS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

CAPITAL STRUCTURE (CONTINUED) INDEPENDENT AUDITOR

Performance Share Scheme (“PSS”) (Continued) PricewaterhouseCoopers LLP, Singapore have offered themselves for re-appointment as auditor of the Company.

Details of the PSS are set out in Note 22 to the financial statements. On behalf of the Board,

The PSS is administered by the Remuneration Committee comprising Mr Tjong Yik Min (Chairman of the Committee), Mr Lim Kok Hoong and Tan Sri Lim Kok Thay.

Share Option Scheme TAN SRI LIM KOK THAY On 8 September 2005, the Board of Directors, pursuant to their powers under the then existing Articles of Association Executive Chairman of the Company and Isle of Man law, adopted an Employee Share Option Scheme (“Scheme”). The Scheme comprises share options (“Options”) issued to selected executive employees and certain directors of the Company, its subsidiaries, 24 February 2015 the ultimate holding corporation of the Company and its subsidiaries. Following the change of name of the Company from Genting International Public Limited Company to Genting Singapore PLC with effect from 27 April 2009, the Scheme was renamed as The Genting Singapore PLC Employee Share Option Scheme. The Scheme is administered by the Remuneration Committee comprising Mr Tjong Yik Min (Chairman of the Committee), Mr Lim Kok Hoong and Tan Sri Lim Kok Thay.

Details of the Scheme are set out in Note 22 to the financial statements.

No share options were granted in 2014.

RESERVES AND PROVISIONS

There were no material transfers to or from reserves or provisions during the financial year other than as disclosed in the financial statements.

DIVIDENDS

The Directors are pleased to propose the payment of a tax exempt (one-tier) final dividend of 1 cent per ordinary share, subject to the approval of shareholders at the Annual General Meeting of the Company which is scheduled to be held on 21 April 2015.

DIRECTORS

The following persons have served on the Board as Directors of the Company since the beginning of the financial year and to date:

Tan Sri Lim Kok Thay Mr Tan Hee Teck Mr Lim Kok Hoong Mr Tjong Yik Min Mr Koh Seow Chuan

Mr Tjong Yik Min and Mr Lim Kok Hoong retire by rotation under Article 16.4 of the Company’s Articles of Association, and they being eligible, have offered themselves for re-election.

34 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 35 STATEMENTS OF STATEMENTS OF COMPREHENSIVE INCOME COMPREHENSIVE INCOME FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

Group Company Group Company 2014 2013 2014 2013 2014 2013 2014 2013 Note S$’000 S$’000 S$’000 S$’000 Note S$’000 S$’000 S$’000 S$’000 Revenue 4 2,862,485 2,847,314 141,293 179,274 Net profit attributable to: Cost of sales (1,868,742) (1,844,915) – – – Ordinary shareholders of the Company 517,331 589,433 77,103 35,039 Gross profit 993,743 1,002,399 141,293 179,274 – Holders of perpetual capital securities 117,875 117,875 117,875 117,875 Other operating income 288,094 114,619 143,806 93,078 – Non-controlling interests – 440 – – Fair value (loss)/gain on derivative 635,206 707,748 194,978 152,914 financial instruments (136,141) 104,882 – – Total comprehensive income Administrative expenses (235,609) (273,661) (48,311) (36,169) attributable to: Selling and distribution expenses (56,711) (64,914) – – – Ordinary shareholders of the Company 299,819 798,982 77,103 35,039 Other operating expenses (17,076) (20,344) (24,428) (68,983) – Holders of perpetual capital securities 117,875 117,875 117,875 117,875 Operating profit 836,300 862,981 212,360 167,200 – Non-controlling interests – (54) – – Finance costs 5 (42,127) (54,033) – – 417,694 916,803 194,978 152,914 Share of results of joint ventures and associate 10,624 36,560 – – Group Profit before taxation 6 804,797 845,508 212,360 167,200 2014 2013 Taxation 7 (169,591) (137,760) (17,382) (14,286) Earnings per share attributable to Net profit for the financial year 635,206 707,748 194,978 152,914 ordinary shareholders of the Company 8 Basic (Singapore cents) 4.23 4.82 Other comprehensive (loss)/income, Diluted (Singapore cents) 4.21 4.81 may be reclassified subsequently to profit or loss: Available-for-sale financial assets – Fair value (loss)/gain (68,100) 231,596 – – – Reclassification (153,446) (31,719) – – Foreign currency exchange differences 1,546 8,567 – – Reclassification of foreign currency exchange differences 2,488 611 – – Other comprehensive (loss)/income for the financial year, net of tax (217,512) 209,055 – – Total comprehensive income for the financial year 417,694 916,803 194,978 152,914

The notes on pages 47 to 115 are an integral part of these financial statements. The notes on pages 47 to 115 are an integral part of these financial statements.

36 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 37 STATEMENTS OF STATEMENTS OF FINANCIAL POSITION FINANCIAL POSITION AS AT 31 DECEMBER 2014 AS AT 31 DECEMBER 2014

Group Company Group Company 2014 2013 2014 2013 2014 2013 2014 2013 Note S$’000 S$’000 S$’000 S$’000 Note S$’000 S$’000 S$’000 S$’000 Non-current assets Equity Property, plant and equipment 9 5,809,092 6,094,622 4 3 Share capital 22 5,573,050 5,730,852 5,573,050 5,730,852 Intangible assets 10 119,034 139,357 – – Perpetual capital securities 23 2,308,330 2,308,330 2,308,330 2,308,330 Interests in joint ventures and associate 11 133,282 36,832 – – Other reserves 24 114,136 302,143 114,058 94,448 Interests in subsidiaries 12 – – 2,278,695 2,170,507 Retained earnings/(Accumulated losses) 1,707,801 1,305,858 (1,308,435) (1,280,385) Deferred tax assets 13 89 88 – – Attributable to ordinary shareholders and Available-for-sale financial assets 14 198,650 595,695 – – perpetual capital securities holders 9,703,317 9,647,183 6,687,003 6,853,245 Trade and other receivables 15 107,342 8,839 320,606 240,166 Non-controlling interests 9 9 – – 6,367,489 6,875,433 2,599,305 2,410,676 Total equity 9,703,326 9,647,192 6,687,003 6,853,245 Current assets Inventories 16 53,646 56,097 – – Non-current liabilities Trade and other receivables 15 1,100,613 1,115,947 1,026,869 1,338,355 Deferred tax liabilities 13 230,420 265,226 – – Available-for-sale financial assets 14 1,313,745 1,265,240 – – Bank borrowings 19 1,184,480 1,702,367 – – Restricted cash 17 139,256 131,202 – – Finance leases 20 85 487 – – Cash and cash equivalents 17 3,697,494 3,630,151 3,151,661 3,134,809 Provision for retirement gratuities 26 1,335 1,444 228 230 6,304,754 6,198,637 4,178,530 4,473,164 Other long term liabilities 27 10,696 10,578 – – Less: Current liabilities 1,427,016 1,980,102 228 230 Trade and other payables 18 595,664 758,367 90,478 30,121 Total equity and non-current liabilities 11,130,342 11,627,294 6,687,231 6,853,475 Bank borrowings 19 517,887 515,870 – – Finance leases 20 789 6,534 – – The financial statements from pages 36 to 115 were approved and authorised for issue by the Board of Directors on Income tax liabilities 180,692 155,106 126 244 24 February 2015 and signed on its behalf by: Derivative financial instruments 21 246,869 10,899 – – 1,541,901 1,446,776 90,604 30,365 Net current assets 4,762,853 4,751,861 4,087,926 4,442,799 Total assets less current liabilities 11,130,342 11,627,294 6,687,231 6,853,475

TAN SRI LIM KOK THAY MR TAN HEE TECK Executive Chairman Director/President and Chief Operating Officer

The notes on pages 47 to 115 are an integral part of these financial statements. The notes on pages 47 to 115 are an integral part of these financial statements.

38 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 39 – – (340) 1,098 1,543 31,168 17,826 17,286 13,844 Total Total S$’000 S$’000 417,694 916,803 (122,246) (206,908) (117,875) (122,439) (361,560) (170,458) (117,875) 9,647,192 9,647,192 8,937,297 9,703,326 9 – – – – – – – – – – – – – – – – – 9 9 63 (54) Non- Non- S$’000 S$’000 interests interests controlling controlling controlling controlling – – (340) 1,098 1,543 31,168 17,826 17,286 13,844 S$’000 S$’000 417,694 916,857 (122,246) (206,908) (117,875) (122,439) (361,560) (170,458) (117,875) Subtotal Subtotal 9,647,183 9,647,183 8,937,234 9,703,317 – – – – – – – – – – – – S$’000 S$’000 117,875 117,875 capital capital capital capital (117,875) (117,875) (117,875) (117,875) 2,308,330 Perpetual Perpetual Perpetual Perpetual securities securities 2,308,330 2,308,330 2,308,330 – – – – – – – (340) (9,895) 17,286 13,844 (15,068) 839,895 517,331 589,433 S$’000 S$’000 (122,246) (123,470) (122,439) (115,388) earnings earnings Retained Retained Retained Retained 1,305,858 1,305,858 1,707,801 – – – – – – – – – – – – – – 4,034 9,672 9,895 7,094 9,895 (6,835) (6,835) (16,507) S$’000 S$’000 reserve reserve Exchange Exchange Exchange Exchange translation translation translation translation – – – – – – – – – – – – – – – – (7,016) 14,653 214,530 199,877 214,530 S$’000 S$’000 reserve reserve (221,546) Fair value Fair value Fair value Fair value – – – – – – – – – – – – – – 31,168 94,448 76,622 17,826 94,448 31,168 17,826 125,616 share share share share Share Share Share Share S$’000 S$’000 reserve reserve option and option and option and option and performance performance performance performance – – – – – – – – – – – – – – – – 15,068 15,068 (15,068) S$’000 (11,558) (11,558) (11,558) Capital Capital reserve S$’000 Capital Capital reserve redemption redemption Attributable to ordinary shareholders of the Company Attributable to ordinary shareholders of the Company – – – – – – – – – – – – – 1,543 1,543 1,098 Share Share S$’000 capital Share Share S$’000 capital 5,729,309 5,730,852 (158,900) (157,802) 5,730,852 5,573,050 Dividends relating to 2013 paid Issuance of shares Share-based payment Dividends relating to 2012 paid Share-based payment Issuance of shares Transfer of capital reserve to Perpetual capital securities Perpetual capital securities Repurchase of shares Perpetual capital securities Perpetual capital securities Share of changes in equity of changes in equity of Share of Reclassification arising from Reclassification arising from Tax credit arising from perpetual Tax credit arising from perpetual Tax credit arising from perpetual Tax credit arising from perpetual

Transactions with owners: Total comprehensive (loss)/income 2014 Beginning of financial year

Total comprehensive income/(loss) Transactions with owners: retained earnings arising from retained earnings arising from subsidiaries that were liquidated 2013 Beginning of financial year

distribution paid

Total transactions with owners End of financial year STATEMENTS OF CHANGES IN EQUITY STATEMENTS YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL Total transactions with owners End of financial year The notes on pages 47 to 115 are an integral part of these financial statements. OF CHANGES IN EQUITY STATEMENTS YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL The notes on pages 47 to 115 are an integral part of these financial statements.

distribution paid Group

associate

change in functional currency change in functional currency of the subsidiaries capital securities Group

capital securities

40 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 41 STATEMENTS OF CASH FLOWS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 1,543 1,098 17,286 13,844 17,826 31,168 152,914 194,978 (122,246) (117,875) (206,908) (170,458) (117,875) (122,439) (361,220) 6,907,239 6,853,245 6,687,003 6,853,245 Total S$’000 – – – – – – – – – Group Company 2014 2013 2014 2013 Note S$’000 S$’000 S$’000 S$’000 117,875 117,875 (117,875) (117,875) (117,875) (117,875) 2,308,330 2,308,330 2,308,330 2,308,330 S$’000 capital capital Net cash inflow from operating activities A 955,602 820,522 106,134 13,642 Perpetual Perpetual securities

Investing activities – – – – – – – Purchase of licences – (57,000) – – Property, plant and equipment: 17,286 13,844 35,039 77,103 – proceeds from disposal 1,067 1,585 – – (122,246) (108,402) (122,439) (105,153) (1,207,022) (1,280,385) (1,308,435) (1,280,385) losses S$’000 – purchases (195,081) (391,809) (3) – Dividend income received 16,346 18,225 125,450 223,240 Accumulated Accumulated Purchase of available-for-sale financial assets – – – – – – – – – – – and derivative financial instruments (1,212,648) (1,278,262) – – Proceeds from disposal/redemption of 17,826 31,168 17,826 94,448 76,622 94,448 31,168 available-for-sale financial assets and 125,616 derivative financial instruments, net of S$’000 transaction costs 1,653,263 838,969 – – performance performance share reserve share Repayment received for available-for-sale share option and option and share Non-distributable Non-distributable financial assets held by a subsidiary 2,002 127 – – – – – – – – – – – – – – – – – – Proceeds from disposal of joint ventures and associate – 68,467 – – (11,558) (11,558) (11,558) Investment in a subsidiary – – (97,475) – S$’000 Capital Capital reserve Investment in an associate and redemption redemption transaction costs (97,862) – – – Loan to an associate (97,529) – – – – – – – – – – – – – Decrease/(increase) in amounts due 1,543 1,098 1,543 from subsidiaries – – 268,955 (276,315) Attributable to ordinary shareholders of the Company (158,900) (157,802) Net cash inflow/(outflow) from 5,730,852 5,573,050 5,729,309 5,730,852 Share Share S$’000 capital investing activities 69,558 (799,698) 296,927 (53,075) Repurchase of shares Tax credit arising from perpetual capital securities Perpetual capital securities distribution paid Dividends relating to 2012 paid Dividends relating to 2013 paid Perpetual capital securities distribution paid Tax credit arising from perpetual capital securities Share-based payment Share-based payment Issuance of shares Issuance of shares

Transactions with owners: 2014 Beginning of financial year Transactions with owners: Total comprehensive income STATEMENTS OF CHANGES IN EQUITY STATEMENTS YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL End of financial year 2013 Beginning of financial year End of financial year The notes on pages 47 to 115 are an integral part of these financial statements. Total transactions with owners Total transactions with owners Company Total comprehensive income The notes on pages 47 to 115 are an integral part of these financial statements.

42 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 43 STATEMENTS OF CASH FLOWS STATEMENTS OF CASH FLOWS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

Group Company Group Company 2014 2013 2014 2013 2014 2013 2014 2013 Note S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 Financing activities A. Cash flows from operating activities Net proceeds from issuance of shares 1,098 1,543 1,098 1,543 Repurchase of shares (170,458) – (170,458) – Profit before taxation for the financial year 804,797 845,508 212,360 167,200 Interest paid (33,010) (42,580) – – Dividend paid (122,439) (122,246) (122,439) (122,246) Adjustments for: Perpetual capital securities distribution paid (117,875) (117,875) (117,875) (117,875) Property, plant and equipment: Repayment of borrowings and – depreciation 399,123 401,395 2 2 transaction costs (525,000) (490,000) – – – net (gain)/loss on disposal (369) 1,326 – – Repayment of finance lease liabilities (6,374) (4,307) – – – written off 12,290 12,719 – – Restricted cash (deposit pledged as security – impairment loss 5,854 3,966 – – for loan and interest repayments) (8,054) (3,073) – – Amortisation of: Net cash outflow from – intangible assets 20,323 20,951 – – financing activities (982,112) (778,538) (409,674) (238,578) – borrowing costs 9,130 11,086 – – Impairment loss/(write back) on: Increase/(decrease) in cash and – trade receivables 262,005 184,912 – – cash equivalents 43,048 (757,714) (6,613) (278,011) – amounts due from subsidiaries – – 24,428 54,150 – investment in subsidiary – – (33) (111) At beginning of financial year 3,630,151 4,383,555 3,134,809 3,409,020 Waiver of amounts due from subsidiaries – – – 19 Net inflow/(outflow) 43,048 (757,714) (6,613) (278,011) Intangible asset written off – 636 – – Effects of exchange rate changes 24,295 4,310 23,465 3,800 Inventory write-down 648 263 – – At end of financial year 3,697,494 3,630,151 3,151,661 3,134,809 Finance charges 32,997 42,947 – – Interest income (50,403) (38,812) (101,688) (81,437) Fair value loss/(gain) on derivative Represented by: financial instruments 136,141 (104,882) – – Cash and cash equivalents 17 3,697,494 3,630,151 3,151,661 3,134,809 Share of results of joint ventures and associate (10,624) (36,560) – – Provision/(write back) for retirement gratuities 27 553 (2) (73) Share-based payment 31,204 17,725 17,222 6,787 Unrealised foreign exchange gain (59,660) (50,041) (28,023) (15,581) Dividend income (16,346) (18,225) (125,450) (161,790) Net (gain)/loss on disposal of subsidiaries and associate (21) (327) 33 14,925 Gain on disposal of available-for-sale financial assets, net of transaction costs (153,038) (31,738) – – 619,281 417,894 (213,511) (183,109) Operating cash flows before movements in working capital 1,424,078 1,263,402 (1,151) (15,909)

The notes on pages 47 to 115 are an integral part of these financial statements. The notes on pages 47 to 115 are an integral part of these financial statements.

44 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 45 STATEMENTS OF CASH FLOWS NOTES TO THE FINANCIAL FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

1. GENERAL Group Company 2014 2013 2014 2013 The Company is listed on the Main Board of Singapore Exchange Securities Trading Limited (“SGX-ST”). S$’000 S$’000 S$’000 S$’000

A. Cash flows from operating activities (Continued) The address of the registered office of the Company is International House, Castle Hill, Victoria Road, Douglas, Isle of Man, IM2 4RB, British Isles. Changes in working capital: Decrease/(increase) in inventories 1,803 (2,828) – – The address of the head office is 10 Sentosa Gateway, Resorts World Sentosa, Singapore 098270. (Increase)/decrease in trade and other receivables (251,032) (341,223) 1,012 (1,381) (Decrease)/increase in trade and other payables (108,715) 82,270 3,628 6,554 The Company’s principal activity is that of an investment holding company. The principal activities of the (357,944) (261,781) 4,640 5,173 Company’s subsidiaries include the development and operation of integrated resort, operation of casinos, provision of sales and marketing support services to leisure and hospitality related businesses and investments. Cash generated from/(used in) operating activities 1,066,134 1,001,621 3,489 (10,736) 2. SIGNIFICANT ACCOUNTING POLICIES

Interest received 42,833 34,357 102,859 24,927 2.1 Basis of preparation Net taxation paid (153,227) (215,217) (214) (324) Retirement gratuities paid (138) (239) – (225) The financial statements have been prepared in accordance with International Financial Reporting Net cash inflow from operating activities 955,602 820,522 106,134 13,642 Standards (“IFRS”) under the historical cost convention, except as disclosed in the accounting policies below.

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

(a) Interpretations and amendments to published standards effective in 2014

On 1 January 2014, the Group and Company have adopted the new or amended IFRS and International Financial Reporting Interpretations Committee (“IFRIC”) interpretations that are effective for financial year beginning on or after 1 January 2014:

• Amendment to IAS 32 Financial instruments: Presentation on offsetting financial assets and financial liabilities. This amendment clarifies that the right of set-off must not be contingent on a future event. It must also be legally enforceable for all counterparties in the normal course of business, as well as in the event of default, insolvency or bankruptcy. The amendment also considers settlement mechanisms. The amendment to IAS 32 has no impact on the Group and the Company’s financial statements;

• Amendments to IAS 36 Impairment of assets, on the recoverable amount disclosures for non-financial assets. This amendment removes certain disclosures of the recoverable amount of cash-generating units (“CGUs”) which had been included in IAS 36 by the issue of IFRS 13. The amendment to IAS 36 has no impact on the Group and the Company’s financial statements; and

• IFRIC 21 Levies sets out the accounting for an obligation to pay a levy if that liability is within the scope of IAS 37 Provisions. The interpretation addresses what the obligating event is that gives rise to pay a levy and when a liability should be recognised. The adoption of IFRIC 21 has no impact on the Group. The notes on pages 47 to 115 are an integral part of these financial statements.

46 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 47 NOTES TO THE FINANCIAL NOTES TO THE FINANCIAL STATEMENTS STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.1 Basis of preparation (Continued) 2.2 Group accounting

(b) Interpretations and amendments to published standards effective in 2015 and after (a) Subsidiaries

Certain new standards, amendments and IFRIC interpretations to existing standards have been (i) Consolidation published and are mandatory for the Group and Company’s accounting periods beginning on or after 1 January 2015 or later, which the Group and Company have not early adopted. Subsidiaries are entities (including special purpose entities) over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, The management anticipates that the adoption of those new standards, amendments and IFRIC variable returns from its involvement with the entity and has the ability to affect those returns interpretations to existing standards in the future periods will not have a material impact on the through its power over the entity. financial statements of the Group and of the Company in the period of their initial adoption, except for the following: Subsidiaries are consolidated from the date on which control is transferred to the Group and are de-consolidated from the date that control ceases. All intercompany transactions, IFRS 9 Financial instruments, addresses the classification, measurement and recognition of balances and unrealised gains on transactions between the Group entities are eliminated. financial assets and financial liabilities. IFRS 9 replaces the guidance in IAS 39 that relates to the Unrealised losses are also eliminated but are considered an impairment indicator of the classification and measurement of financial instruments. IFRS 9 retains but simplifies the mixed asset transferred. Where necessary, accounting policies of subsidiaries have been changed measurement model and establishes three primary measurement categories for financial assets: to ensure consistency with the policies adopted by the Group. amortised cost, fair value through other comprehensive income (“OCI”) and fair value through profit and loss. The basis of classification depends on the entity’s business model and the contractual Non-controlling interests are that part of the net results of operations and of net assets of cash flow characteristics of the financial asset. Investments in equity instruments are required to a subsidiary attributable to the interests which are not owned directly or indirectly by the be measured at fair value through profit or loss with the irrevocable option at inception to present equity holders of the Company. They are shown separately in the consolidated statement changes in fair value in OCI not recycling. There is now a new expected credit losses model that of comprehensive income, statement of changes in equity and the statement of financial replaces the incurred loss impairment model used in IAS 39. position. Total comprehensive income is attributed to the non-controlling interests based on their respective interests in a subsidiary, even if this results in the non-controlling interests For financial liabilities there were no changes to classification and measurement except for the having a deficit balance. recognition of changes in own credit risk in other comprehensive income, for liabilities designated at fair value through profit or loss. IFRS 9 relaxes the requirements for hedge effectiveness by (ii) Acquisitions replacing the bright line hedge effectiveness tests. It requires an economic relationship between the hedged item and hedging instrument and for the ‘hedged ratio’ to be the same as the one The acquisition method of accounting is used to account for business combinations by management actually use for risk management purposes. Contemporaneous documentation is the Group. Under this method, the cost of an acquisition of a subsidiary or business is still required but is different to that currently prepared under IAS 39. The standard is effective for measured as the fair value of the assets given, equity instruments issued and liabilities accounting periods beginning on or after 1 January 2018. Early adoption is permitted. The Group incurred or assumed at the date of acquisition. The cost of acquisition also includes the is assessing the impact of the adoption of IFRS 9. fair value of any contingent consideration arrangement.

IFRS 15 Revenue from contracts with customers deals with revenue recognition and establishes If the business combination is achieved in stages, previously held equity interest in the principles for reporting useful information to users of financial statements about the nature, amount, acquiree is re-measured to fair value at the acquisition date and any corresponding gain timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. or loss is recognised in the profit or loss. Revenue is recognised when a customer obtains control of a good or service and thus has the ability to direct the use and obtain the benefits from the good or service. The standard replaces Acquisition-related costs are expensed as incurred. IAS 18 Revenue and IAS 11 Construction contracts and related interpretations. The standard is effective for annual periods beginning on or after 1 January 2017 and earlier application is Identifiable assets acquired and liabilities and contingent liabilities assumed in a business permitted. The Group is assessing the impact of the adoption of IFRS 15. combination are measured initially at their fair values at the acquisition date.

On an acquisition-by-acquisition basis, the Group recognises any non-controlling interest in the acquiree at the date of acquisition either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s identifiable net assets.

48 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 49 NOTES TO THE FINANCIAL NOTES TO THE FINANCIAL STATEMENTS STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.2 Group accounting (Continued) 2.2 Group accounting (Continued)

(a) Subsidiaries (Continued) (c) Associates

(ii) Acquisitions (Continued) Associates are entities over which the Group has significant influence but not control, generally accompanied by a shareholding giving rise to between 20% and 50% of the voting rights. The excess of the cost of acquisition over the fair value of the Group’s share of the Investments in associates are accounted for using the equity method of accounting and are identifiable net assets acquired is recorded as goodwill (see accounting policy note on initially recognised at cost. The Group’s investment in associates includes goodwill identified on intangible assets). If the cost of acquisition is less than the fair value of the net assets of acquisition, net of any accumulated impairment loss (see accounting policy note on impairment the subsidiary acquired, the difference is recognised directly in profit or loss. of non-financial assets).

(iii) Disposals The Group’s share of its associates’ post-acquisition profits or losses is recognised in profit or loss, and its share of post-acquisition movements in other comprehensive income is recognised When a change in the Group’s ownership interest in a subsidiary results in a loss of control in other comprehensive income. The cumulative post-acquisition movements and distributions over the subsidiary, the assets and liabilities of the subsidiary including any goodwill are received from the associates are adjusted against the carrying amount of the investments. derecognised. The profit or loss on disposal is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained When the Group’s share of losses in an associate equals or exceeds its interest in the associate, interest; and (ii) the previous carrying amount of the assets (including goodwill), and the including any other unsecured non-current receivables, the Group does not recognise further liabilities of the subsidiary and any non-controlling interests. Amounts previously recognised losses, unless it has incurred legal or constructive obligations or made payments on behalf of in other comprehensive income in respect of that entity are also reclassified to profit or loss the associate. or transferred to retained earnings if required by a specific Standard. Unrealised gains on transactions between the Group and its associates are eliminated to the Any retained equity interest in the entity is remeasured at fair value. The difference between extent of the Group’s interest in the associates. Unrealised losses are also eliminated unless the the carrying amount of the retained interest at the date when control is lost and its fair transaction provides evidence of an impairment of the asset transferred. value is recognised in profit or loss. Where necessary, in applying the equity method, adjustments have been made to the financial (b) Joint ventures statements of associates to ensure consistency of accounting policies with those of the Group.

The Group’s interests in joint ventures are accounted for in the consolidated financial statements When the Group loses significant influence, investments in associates are derecognised. Any using the equity method of accounting. Equity accounting involves recognising the Group’s share retained equity interest in the entity is remeasured at its fair value. The difference between the of the post-acquisition results of joint ventures in profit or loss and its share of post-acquisition carrying amount of the retained interest at the date when significant influence is lost, its fair value movements within reserve is recognised in other comprehensive income. These post-acquisition and any proceeds on partial disposal, is recognised in profit or loss. movements and distributions received from the joint ventures are adjusted against the carrying amount of the investment. (d) Transactions with non-controlling interests

The Group recognises the portion of gains or losses on the sale of assets by the Group to the Changes in the Group’s ownership interest in a subsidiary that do not result in a loss of control joint ventures that is attributable to the other venturers. The Group does not recognise its share over the subsidiary are accounted for as transactions with equity owners of the Company. Any of profits or losses from the joint ventures that results from the purchase of assets by the Group difference between the change in the carrying amounts of the non-controlling interest and the fair from the joint ventures until it resells the assets to an independent party. However, if a loss on value of the consideration paid or received is recognised within equity attributable to the equity the transaction provides evidence of a reduction in the net realisable value of current assets or holders of the Company. an impairment loss, the loss is recognised immediately in profit or loss.

Where necessary, in applying the equity method, adjustments have been made to the financial statements of joint ventures to ensure consistency of accounting policies with those of the Group.

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2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.3 Revenue recognition 2.4 Interest income

Revenue comprises the fair value of the consideration received or receivable for the sale of goods and Interest income is recognised on a time-proportion basis using the effective interest method. When services in the ordinary course of the Group’s activities. Revenue attributable to the award of benefits a receivable is impaired, the Group reduces the carrying amount to its recoverable amount, being measured at fair value is deferred until they are utilised. Revenue is shown as net of goods and services the estimated future cash flow discounted at the original effective interest rate of the instrument, tax, and discounts and after eliminating sales within the Group. and continues unwinding the discount as interest income. Interest income on impaired receivables is recognised using the rate of interest used to discount the future cash flows for the purpose of measuring The Group recognises revenue when the amount of revenue can be reliably measured, it is probable that the impairment loss. future economic benefits will flow to the entity and specific criteria have been met for each of the Group’s activities as described below. The amount of revenue is not considered to be reliably measurable until 2.5 Property, plant and equipment all contingencies relating to the sale have been resolved. The Group bases its estimates on historical results, taking into consideration the type of customer, the type of transaction and the specifics of each All property, plant and equipment except for freehold land is initially recognised at cost and is arrangement. subsequently carried at cost less accumulated depreciation and accumulated impairment losses. Historical cost includes expenditure that is directly attributable to the acquisition of the items including (a) Revenue from integrated resort borrowing costs and realised gains or losses on qualifying cash flow hedges incurred specifically for the construction or development of the asset. Depreciation is calculated using the straight-line method to Gaming revenue represents net house takings. allocate the depreciable amounts of property, plant and equipment less their estimated residual values over their estimated useful lives as follows: Hotel room revenue is recognised based on room occupancy. Other hotel revenue, food and beverage and retail sales are recognised when the goods are delivered or services are rendered Estimated useful lives to the customers. Freehold properties and improvements 50-60 years Leasehold land, properties and improvements 30-99 years Attraction revenue is recognised when tickets are used. Revenue from annual passes is amortised Machinery, computer equipment, fixtures, fittings, over the period of their validity. motor vehicles and exhibit animals 2-20 years

Convention revenue is recognised when the related service is rendered or the event is held. Freehold land is stated at cost and is not depreciated. Leasehold land is depreciated over the lease period of 60 to 99 years. Leasehold properties and improvements are depreciated over the shorter of Rental income from retail outlets, net of any incentives given to the lessee, is recognised on a the term of the associated lease or 30 to 50 years on a straight-line basis. straight-line basis over the period of the respective lease terms. The depreciation of leasehold land is capitalised during the period of construction as part of construction- (b) Dividend income in-progress in property, plant and equipment until the construction is completed.

Dividend income is recognised when the right to receive payment is established. Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to (c) Management fee income the Group and the cost of the item can be measured reliably. Repairs and maintenance costs are charged to profit or loss during the financial year that they are incurred. Management fee income represents fees for management services provided and is recognised in the period in which the services are rendered. Construction-in-progress consists of assets and property in construction. Assets include acquired computer hardware, computer software licence, implementation cost incurred in bringing the computer (d) Revenue from sales and marketing services system to use.

Revenue from sales and marketing services is recognised in the period in which the services are Construction-in-progress is stated at cost and is not depreciated. Cost includes borrowing costs and rendered. other directly related expenditure incurred during the period of construction and up to the completion of the construction. Construction-in-progress relating to assets and property under construction is reclassified to the respective categories of property, plant and equipment upon completion of the project.

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2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.5 Property, plant and equipment (Continued) 2.6 Intangible assets (Continued)

For major construction-in-progress, the cost is supported by qualified quantity surveyors’ certification (c) Licences of work done. Casino and theme park licences are initially recognised at cost and subsequently carried at cost The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at each reporting less accumulated amortisation and accumulated impairment losses. Such cost is amortised using date. the straight-line method over 3 to 30 years, which is the shorter of its economic useful life and periods of contractual right. The amortisation period and amortisation method are reviewed at each reporting date. The effects of any revision are recognised in profit or loss when changes Where an indication of impairment exists, the recoverable amount of the asset is assessed and if it arise. Amortisation is recognised in profit or loss unless the amount can be capitalised as part of is estimated to be less than its carrying amount, the carrying amount of the assets is written down construction-in-progress. Where an indication of impairment exists, the carrying amount of licence immediately to its recoverable amount (see accounting policy note on impairment of non-financial assets). is assessed and written down immediately to its recoverable amount.

Gains and losses on disposal are determined by comparing proceeds with carrying amount and are (d) Computer software included in profit or loss. Computer software that does not form an integral part of other related hardware is treated as an 2.6 Intangible assets intangible asset. Costs that are directly associated with development and acquisition of computer software programmes by the Group are capitalised as intangible assets when the following criteria (a) Goodwill on acquisition are met:

Goodwill on acquisition represents the excess of the cost of an acquisition over the fair value of • it is technically feasible to complete the software product so that it will be available for use; the Group’s share of the net identifiable assets of the acquired subsidiary and joint venture at the date of acquisition. Goodwill on acquisitions of subsidiaries is included in intangible assets. • management intends to complete the software product and use or sell it; Goodwill on acquisition of joint ventures is included in the carrying amount of the investment and is tested for impairment as part of the investment whenever events or changes in circumstances • there is an ability to use or sell the software product; indicate that the carrying amount may not be recoverable. • it can be demonstrated how the software product will generate probable future economic Goodwill on acquisitions of subsidiaries is tested at least annually for impairment and carried at benefits; cost less accumulated impairment losses. Impairment losses on goodwill are not reversed. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the • adequate technical, financial and other resources to complete the development and to use entity sold. or sell the software product are available; and

Goodwill is allocated to cash-generating units for the purpose of impairment testing. The allocation • the expenditure attributable to the software product during its development can be reliably is made to those cash-generating units or groups of cash-generating units that are expected measured. to benefit from the business combination in which the goodwill arose, identified according to Direct costs include staff costs of the software development team and an appropriate portion operating segment. of relevant overheads. Costs associated with maintaining computer software programmes are recognised as an expense when incurred. (b) Trademarks and tradenames

Expenditure that enhances or extends the performance of computer software programmes beyond Trademarks and tradenames are initially recognised at cost and are subsequently carried at cost their original specifications is recognised as a capital improvement and added to the original cost less any accumulated impairment losses. Trademarks and tradenames have an indefinite useful of the software. life as it is maintained through continuous marketing and upgrading. Trademarks and tradenames are tested annually for impairment. Where an indication of impairment exists, the carrying amount Completed computer software programmes recognised as assets are amortised using the straight- of trademarks and tradenames are assessed and written down immediately to its recoverable line method over their estimated useful lives of 5 years. The amortisation period and amortisation amount (see accounting policy note on impairment of non-financial assets). method are reviewed at each reporting date. The effects of any revision are recognised in profit or loss when changes arise.

Computer software programmes under development are not amortised.

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2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.7 Investments in subsidiaries, joint ventures and associate 2.9 Financial assets (Continued)

Investments in subsidiaries, joint ventures and associate are carried at cost less accumulated impairment (a) Classification (Continued) losses in the Group and Company’s statement of financial position. On disposal of investments in subsidiaries, joint ventures and associate, the difference between disposal proceeds and the carrying (ii) Loans and receivables amounts of the investments are recognised in profit or loss. When an indication of impairment exists, the carrying amount of the investment is assessed and written down immediately to its recoverable amount Loans and receivables are non-derivative financial assets with fixed or determinable (see accounting policy note on impairment of non-financial assets). payments that are not quoted in an active market. They are included in current assets, except for those with maturities or expected to be realised later than 12 months after 2.8 Impairment of non-financial assets the reporting date, which are classified as non-current assets. Loans and receivables are presented as ‘trade and other receivables’, ‘restricted cash’ and ‘cash and cash Assets that have an indefinite useful life, including goodwill, are not subject to amortisation and are equivalents’ in the statement of financial position. tested at least annually for impairment. Assets that are subject to amortisation and depreciation, and investments in subsidiaries, joint ventures and associate are reviewed for impairment whenever events (iii) Available-for-sale financial assets or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. Available-for-sale financial assets are non-derivatives that are either designated in this The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the category or not classified in any of the other categories. They are included in non-current purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately assets unless the investment matures or management intends to dispose off within 12 identifiable cash flows (cash-generating units). Non-financial assets other than goodwill that suffered an months after the reporting date. impairment are reviewed for possible reversal of the impairment at each reporting date. (b) Recognition and derecognition An impairment loss is charged to profit or loss. An impairment loss is reversed only to the extent that the reversal does not exceed the carrying amount that would have been determined (net of any accumulated Purchases and sales of financial assets are recognised on trade-date – the date on which the amortisation or depreciation) had no impairment loss been recognised in prior years for the same asset. Group commits to purchase or sell the asset. Financial assets are derecognised when the rights The reversal is recognised in profit or loss. Impairment loss on goodwill is not reversed once recognised. to receive cash flows from the financial assets have expired or have been transferred and the Group has transferred substantially all risks and rewards of ownership. 2.9 Financial assets On disposal of a financial asset, the difference between the carrying amount and the sales (a) Classification proceeds is recognised in profit or loss. Any amount in other comprehensive income relating to the asset is reclassified to profit or loss. The Group classifies its financial assets in the following categories: at fair value through profit or loss, loans and receivables, and available-for-sale. The classification depends on the purpose for (c) Initial measurement which the financial assets were acquired. Management determines the classification of its financial assets at initial recognition. Financial assets are initially recognised at fair value plus transaction costs except for financial assets carried at fair value through profit or loss, which are recognised at fair value, and transaction (i) Financial assets at fair value through profit or loss costs are expensed in profit or loss.

This category has two sub-categories: financial assets held for trading, and those (d) Subsequent measurement designated at fair value through profit or loss on initial recognition. A financial asset is classified as held for trading if it is acquired principally for the purpose of selling in the short Available-for-sale financial assets and financial assets at fair value through profit or loss are term. Financial assets designated as at fair value through profit or loss on initial recognition subsequently carried at fair value. Loans and receivables and held-to-maturity financial assets are are those that are managed and their performances are evaluated on a fair value basis, in subsequently carried at amortised cost using the effective interest method. accordance with the investment strategy of the Group. Derivatives are also categorised as held for trading unless they are designated as hedges. Assets in this category are classified Changes in the fair values of the financial assets at fair value through profit or loss including the as current assets if they are either held for trading or are expected to be realised within 12 effects of currency translation, interest and dividends, are recognised in profit or loss when the months of the reporting date. changes arise.

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2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.9 Financial assets (Continued) 2.10 Inventories

(d) Subsequent measurement (Continued) Inventories are stated at the lower of cost and net realisable value. Cost is determined using the weighted average method. Cost of inventories comprises all cost of purchase and other costs incurred in bringing Interest and dividend income on available-for-sale financial assets are recognised separately the inventories to their present location and condition. Net realisable value is the estimated selling price in income. Changes in the fair values of available-for-sale debt securities (i.e. monetary items) in the ordinary course of business, less applicable variable selling expenses. denominated in foreign currencies are analysed into currency translation differences on the amortised cost of the securities and other changes; the currency translation differences are 2.11 Government grants recognised in profit or loss and the other changes are recognised in other comprehensive income and accumulated in the fair value reserve. Changes in the fair values of available-for-sale Grants from the government are recognised as a receivable at their fair value when there is reasonable equity securities (i.e. non-monetary items) are recognised in other comprehensive income and assurance that the grant will be received and the Group will comply with all the attached conditions. accumulated in the fair value reserve, together with the related currency translation differences. Approved government grants relating to qualifying expenditure are deferred and recognised in profit or (e) Impairment loss over the period necessary to match them with the costs that they are intended to compensate, unless they are directly attributable to the construction of an item of property, plant and equipment, in The Group assesses at each reporting date whether there is objective evidence that a financial which case, they are set off against the asset. asset or a group of financial assets is impaired. 2.12 Cash and cash equivalents For loans and receivables, an impairment is established when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the financial Cash and cash equivalents include cash and bank balances (net of bank overdrafts), deposits held at call assets. Adverse changes in background, reputation and financial capability of the debtor, and with banks and other short term highly liquid investments with original maturities of twelve months or less. default or significant delay in payments are objective evidence that receivables are impaired. The carrying amount of loans and receivables is reduced through the use of an impairment allowance 2.13 Trade and other payables account. The amount of the impairment is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the effective interest rate. Trade and other payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method. When the asset becomes uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are recognised against the same line items in profit 2.14 Employee benefits or loss. (a) Short-term employee benefits The impairment allowance is reduced through profit or loss in a subsequent period when the amount of impairment loss decreases and the related decrease can be objectively measured. The Short-term employee benefits include wages, salaries, bonus and paid annual leave. These benefits carrying amount of the asset previously impaired is increased to the extent that the new carrying are recognised in profit or loss when incurred and are measured on an undiscounted basis, unless amount does not exceed the amortised cost had no impairment been recognised in prior periods. they can be capitalised as part of the cost of a self-constructed asset.

For debt securities classified as available-for-sale, the Group uses the criteria as above for loans (b) Post-employment benefits and receivables. For equity securities classified as available-for-sale, a significant or prolonged decline in the fair value of the security below its cost is taken as evidence that the securities are The Group contributes to defined contribution plans for some of its employees under which the impaired. If any such evidence exists for available-for-sale financial assets, the cumulative loss Group pays fixed contributions into the employees provident funds in certain countries in which that was previously recognised in other comprehensive income is reclassified to profit or loss. The it operates on a mandatory, contractual or voluntary basis and will have no legal or constructive cumulative loss is measured as the difference between the acquisition cost (net of any principal obligations to pay further contributions if those funds do not hold sufficient assets to pay all repayment and amortisation) and the current fair value, less any impairment loss previously employees the benefits relating to services provided in the current and prior periods. The Group’s recognised as an expense in profit or loss. Impairment losses recognised in profit or loss on equity contributions to such plans are recognised in profit or loss as employee benefits expense when securities are not reversed through profit or loss. they are due, unless they can be capitalised as part of the cost of a self-constructed asset.

58 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 59 NOTES TO THE FINANCIAL NOTES TO THE FINANCIAL STATEMENTS STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.14 Employee benefits (Continued) 2.14 Employee benefits (Continued)

(c) Long-term employee benefits (d) Share-based compensation benefits (Continued)

The Group provides retirement gratuities under a retirement gratuity scheme that was established The grant by the Company of options over its equity instruments to the employees of subsidiary in 1991 by the Board of Directors of the ultimate holding corporation for executives and executive undertakings in the Group is treated as a capital contribution. The fair value of employee services directors of the Company and certain subsidiaries. The level of retirement gratuities payable is received, measured by reference to the grant date fair value, is recognised over the vesting period in relation to the past services rendered. The gratuity is calculated based on employees’ basic as an increase to investment in subsidiary undertakings, with a corresponding credit to equity. salary for each completed year of service. Such benefits vest on the employees when they reach retirement age. Where the terms of a share-based compensation plan are modified, the expense that has yet to be recognised for the award, is recognised over the remaining vesting period as if the terms had The present value of the retirement gratuities is determined by discounting the amount payable by not been modified. Additional expense is recognised for any increase in the total fair value of the reference to market yields at the reporting date on high quality corporate bonds or government share and/or options due to the modification, as measured at the date of the modification. bond which have terms to maturity approximating the terms of the related liability. Employee turnover is also factored in arriving at the level of provision for retirement gratuities. The differences 2.15 Provisions arising from the application of such discounting as well as any past service costs and the effects of any curtailments or settlements, if any, are recognised immediately in profit or loss. Such retirement Provisions are recognised when the Group has a present legal or constructive obligation as a result of gratuities payable are classified as current liabilities where it is probable that a payment will be a past event; it is more likely than not that an outflow of resources embodying economic benefits will made within the next twelve months. be required to settle the obligation; and the amount has been reliably estimated. Provisions are not recognised for future operating losses. (d) Share-based compensation benefits Present obligations arising under onerous contracts are recognised and measured as provisions. An The Group operates equity-settled, share-based compensation plans, where shares and/or options onerous contract is considered to exist where the Group has a contract under which the unavoidable are issued by the Company to eligible executives and directors of the Group. The value of the costs of meeting the obligations under the contract exceed the economic benefits received under it. employee services received in exchange for the grant of the shares and/or options is recognised as an expense with a corresponding entry to reserves over the vesting period. The total amount to 2.16 Borrowings and borrowing costs be expensed over the vesting period is determined by reference to the fair value of the shares and/ or options granted at the grant date and the number of shares and/or options vested by vesting Borrowings are classified as current liabilities unless the Group has an unconditional right to defer date, excluding the impact of any non-market vesting conditions. Non-market vesting conditions settlement of the liability for at least 12 months after the reporting date, in which case they are presented are included in the estimates of the number of shares and/or options that are expected to become as non-current liabilities. vested and/or exercisable. Borrowings are recognised initially at fair value (net of transaction costs) and subsequently stated at The fair value of services received from the employees of the ultimate holding corporation and its amortised cost. Any difference between the proceeds (net of transaction costs) and the redemption subsidiaries in exchange for the grant of the shares and/or options are essentially services rendered value is recognised in profit or loss over the period of the borrowings using the effective interest method. in the past, are charged out to profit or loss immediately, unless they can be capitalised as part of the cost of a self-constructed asset. Before the end of the vesting period, at each reporting date, Borrowing costs including commitment fees on credit facilities, amortisation of transaction costs, interest the Company will revise its estimates of the number of shares and/or options that are expected expenses and reclassifications from the cash flow hedge reserve, are recognised in profit or loss unless to be vested at the vesting date and it recognises the impact of this revision in profit or loss with they are directly attributable to the construction-in-progress, in which case, they are capitalised as part a corresponding adjustment to equity. After the vesting date, no adjustment to profit or loss is of the cost of the self-constructed asset during the construction period. made. The proceeds received net of any directly attributable transaction costs are credited to share capital account when the shares and/or options are exercised. For performance shares that are expected to be granted, due to services received before grant date, the total amount to be recognised over the vesting period is determined by reference to the fair value of the performance shares at the end of the reporting period, until the date of grant has been established.

60 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 61 NOTES TO THE FINANCIAL NOTES TO THE FINANCIAL STATEMENTS STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.17 Leases 2.18 Income tax (Continued)

(a) When the Group is the lessee – Operating leases (b) Deferred tax

Leases where a significant portion of the risks and rewards of ownership are retained by the Deferred tax is recognised in full, using the liability method on temporary differences arising lessors are classified as operating leases. Payments made under operating leases (net of any between the tax bases of assets and liabilities and their carrying amounts in the financial incentives received from the lessors) are charged to profit or loss on a straight-line basis over the statements. However, if the deferred tax arises from initial recognition of an asset or liability in a period of the lease. transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss, it is not accounted for. Deferred tax is determined using (b) When the Group is the lessee – Finance leases tax rates (and laws) that have been enacted or substantively enacted by the reporting date and are expected to apply when the related deferred income tax asset is realised or the deferred tax Leases of property, plant and equipment where the Group has substantially all the risks and liability is settled; and based on the tax consequences that will follow from the manner in which rewards of ownership are classified as finance leases. Finance leases are capitalised at the lease’s the Group expects, at the same reporting date, to recover or settle the carrying amount of its commencement at the lower of the fair value of the leased property and the present value of the assets or liabilities. minimum lease payments. Lease payments are allocated between liability and finance charges. The interest element of the finance cost is charged to profit or loss over the lease period so as Deferred tax assets are recognised to the extent that it is probable that future taxable profit will to produce a constant periodic rate of interest on the remaining balance of the liability for each be available against which the temporary difference can be utilised. period. The property, plant and equipment acquired under a finance lease is depreciated over the shorter of the estimated useful life of the asset and the lease term. Deferred tax is provided on temporary differences arising on investments in subsidiaries, joint ventures and associate, except where the timing of the reversal of the temporary difference is (c) When the Group is the lessor – Operating leases controlled by the Group and it is probable that the temporary difference will not reverse in the foreseeable future. Leases where the Group retains substantially all risks and rewards of ownership are classified as operating leases. Rental income from operating leases (net of any incentives given to the lessees) 2.19 Derivative financial instruments and hedging activities is recognised in profit or loss on a straight-line basis over the lease term. Derivative financial instruments are initially recognised at fair value on the date the derivative contract is Initial direct costs incurred by the Group in negotiating and arranging operating leases are added entered into and are subsequently remeasured at their fair value. The method of recognising the resulting to the carrying amount of the leased assets and recognised as an expense in profit or loss over gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the the lease term on the same basis as the lease income. nature of the item being hedged.

Lease incentives are recognised as other receivables where such incentives are provided by the Fair value changes on derivatives that are not designated or do not qualify for hedge accounting are Group and recognised net of lease income in profit or loss over the lease term on the same basis recognised in profit or loss when changes arise. as the lease income. Contingent rents are recognised as income in profit or loss when earned. The Group documents at the inception of the transaction the relationship between the hedging instruments 2.18 Income tax and hedged items, as well as its risk management objective and strategies for undertaking various hedging transactions. The Group also documents its assessment, both at hedge inception and on an ongoing The tax expense for the period comprises current and deferred tax. Tax is recognised in profit or loss, basis, of whether the derivatives designated as hedging instruments are highly effective in offsetting except to the extent that it arises from a transaction or event which is recognised, in the same or different changes in fair value or cash flows of the hedged items. period, in other comprehensive income or directly in equity. Tax relating to transactions or events recognised in other comprehensive income or directly in equity is also recognised in other comprehensive The carrying amount of the derivative designated as a hedge is presented as a non-current asset or income or directly in equity, respectively. liability if the remaining expected life of the hedged item is more than 12 months, and as a current asset or liability if the remaining expected life of the hedged item is less than 12 months. (a) Current tax

Current tax is calculated according to the tax laws of each jurisdiction in which the Company and its subsidiaries operate and includes all taxes based upon the taxable income and is measured using the tax rates and tax laws which are applicable at the reporting date.

62 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 63 NOTES TO THE FINANCIAL NOTES TO THE FINANCIAL STATEMENTS STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

2.19 Derivative financial instruments and hedging activities (Continued) 2.21 Foreign currency translation

The Group has entered into interest rate swaps that are cash flow hedges for the Group’s exposure (a) Functional and presentation currency to floating interest rate on certain of its bank borrowings. These contracts entitle the Group to receive interest at floating rates on notional principal amounts and oblige the Group to pay interest at fixed rates Items included in the financial statements of each of the Group’s entities are measured using on the same notional principal amounts, thus allowing the Group to raise these borrowings at floating the currency of the primary economic environment in which the entity operates (‘the functional rates and swap them into fixed rates. currency’). The consolidated financial statements are presented in the functional currency of the Company which is Singapore Dollars (“S$”). The fair value changes on the effective portion of interest rate swaps designated and qualified as cash flow hedges are recognised in the cash flow hedge reserve and reclassified to profit or loss when the (b) Transactions and balances interest expense on the borrowings is recognised in profit or loss, unless the amount transferred can be capitalised as part of the cost of a self-constructed asset, in which case, both the reclassification Foreign currency transactions of each entity in the Group are translated into the functional currency and interest expense are capitalised. The fair value changes on the ineffective portion are recognised using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and immediately in profit or loss. losses resulting from the settlement of such transactions and from the translation at the closing rates at the reporting date of monetary assets and liabilities denominated in foreign currencies When an interest rate swap expires or is sold, or when the cash flow hedge is discontinued or no longer are recognised in profit or loss. meets the criteria for hedge accounting, any cumulative gain or loss existing in equity at that time remains in equity and is recognised when the forecast transaction is ultimately recognised in profit or loss. When Non-monetary items measured at fair values in foreign currencies are translated using the exchange a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in rates at the date when the fair values are determined. cash flow hedge reserve is immediately transferred to profit or loss. (c) Translation of Group entities’ financial statements The fair values of interest rate swaps are calculated as the present value of the estimated future cash flows discounted at actively quoted interest rates. The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency 2.20 Share capital and perpetual capital securities are translated into the presentation currency as follows:

Ordinary shares and perpetual capital securities are classified as equity when there is no contractual (i) assets and liabilities are translated at the closing rate at the reporting date; obligation to deliver cash or other financial assets to another person or entity or to exchange financial assets or liabilities with another person or entity that are potentially unfavourable to the issuer. (ii) income and expenses are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction Incremental costs directly attributable to the issue of new shares or options or perpetual capital securities dates, in which case income and expenses are translated at the dates of the transactions); are shown in equity as a deduction, net of tax, from the proceeds. The proceeds received net of any and directly attributable transaction costs are credited to share capital or perpetual capital securities. (iii) all resulting exchange differences are recognised in other comprehensive income and When the Company purchases its own ordinary shares, the consideration paid, including any directly accumulated in the currency translation reserve. These currency translation differences are attributable transaction costs, are recorded in the capital redemption reserve. Upon completion of share reclassified to profit or loss on disposal or partial disposal of the entity giving rise to such cancellation, the carrying amounts of the shares purchased are immediately transferred from the capital reserve. redemption reserve and deducted against share capital. On consolidation, exchange differences arising from the translation of the net investment in foreign operations, and of borrowings and other currency instruments designated and qualifying as net investment hedges, are taken to other comprehensive income.

64 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 65 NOTES TO THE FINANCIAL NOTES TO THE FINANCIAL STATEMENTS STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) 3. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS

2.21 Foreign currency translation (Continued) Estimates, assumptions and judgements are continually evaluated and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. (c) Translation of Group entities’ financial statements (Continued) The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will not necessarily equal the related actual results. Goodwill and fair value adjustments arising on the acquisition of foreign operations are treated as assets and liabilities of the foreign operations and translated at the closing rate at the reporting (a) Taxation date. The Group is subject to income taxes in numerous jurisdictions in which the Group operates. Significant 2.22 Dividend distribution judgement is required in determining the provision for income taxes that includes the estimate of the amount of capital allowances, the taxability of certain income and the deductibility of certain expenses. Dividend distribution to the Company’s shareholders is recognised as a liability in the financial statements in the period in which the dividends are approved by the Company’s shareholders. The Group recognises liabilities for tax based on estimates of assessment of the tax liability due. Total tax liabilities (including current and deferred) amounted to S$411,112,000 as at 31 December 2014 2.23 Segment reporting (2013: S$420,332,000). Where the final tax outcome of these matters is different from the amounts that were initially recorded, such differences will impact the income tax liabilities and deferred tax assets and Operating segments are reported in a manner consistent with the internal reporting provided to the chief liabilities, where applicable, in the period in which such determination is made. operating decision-maker. The chief operating decision-maker, who is responsible for allocating resources, making strategic decisions and assessing performance of the operating segments has been identified as (b) Property, plant and equipment the Executive Chairman and President and Chief Operating Officer of the Group and Company. Significant expenditures were incurred in the construction and development of the integrated resort and 2.24 Contingent liabilities and contingent assets the amount recognised in property, plant and equipment is based on the work done to date (Note 9). As the costs for completed components are being finalised, management has applied significant judgement The Group does not recognise a contingent liability but discloses its existence in the financial statements. to capitalise the amount under the respective classes of property, plant and equipment based on A contingent liability is a possible obligation that arises from past events whose existence will be confirmed the available best estimates as advised by quantity surveyors. The difference between actual cost of by uncertain future events beyond the control or a present obligation that is not recognised because it completion and the estimates is recognised as cost adjustments. is not probable that an outflow of resources will be required to settle the obligation. When a change in the probability of an outflow of economic resources occurs so that outflow is probable, it will then be In addition, annual depreciation of property, plant and equipment forms a significant component of recognised as a provision. total operating costs recognised in profit or loss. In determining the depreciation, management applies significant judgement in determining the classes to which the costs are to be capitalised under and A contingent asset is a possible asset that arises from past events whose existence will be confirmed their respective useful lives, when depreciation should commence, the residual value and the method of by uncertain future events beyond the control of the Group. The Group does not recognise contingent depreciation for each class of the property, plant and equipment. assets but discloses their existence where an inflow of economic benefits is probable, but not virtually certain. When an inflow of economic resources is virtually certain, the asset is recognised. (c) Impairment of trade receivables

2.25 Financial guarantee contracts Management reviews its trade receivables for objective evidence of impairment. Adverse changes in background reputation and financial capability of the debtor, and default or significant delay in payments A financial guarantee contract is a contract that requires the issuer to make specified payments to are considered objective evidence that a receivable is impaired. In determining this, management makes reimburse the holder for a loss it incurs because a specified debtor fails to make payment when due. judgement as to whether there is observable data indicating that there has been a significant change in Financial guarantee contracts are recognised initially at fair value plus transaction costs and thereafter, at the payment ability of the debtor. the higher of the best estimate of the expenditure required to settle the present obligation at the end of the reporting period and the amount initially recognised less, where appropriate, cumulative amortisation Where there is objective evidence of impairment, management uses estimates based on credit-worthiness recognised. of the debtors, past repayment history for each debtor and historical loss experience for debtors with similar credit risk characteristics to determine the amount to be impaired. The methodology and assumptions used are reviewed regularly to reduce any differences between the estimated loss and actual loss experience. See Note 29 for the Group’s management of credit risk and carrying amount of trade receivables that are past due and impaired/not impaired, and movement in impairment on allowance on doubtful debts.

66 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 67 NOTES TO THE FINANCIAL NOTES TO THE FINANCIAL STATEMENTS STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

4. REVENUE 6. PROFIT BEFORE TAXATION

Group Company Included in the profit before taxation are the following expenses/(income) by nature: 2014 2013 2014 2013 S$’000 S$’000 S$’000 S$’000 Group Company 2014 2013 2014 2013 S$’000 S$’000 S$’000 S$’000 Gaming operations 2,207,325 2,185,118 – – Non-gaming operations 653,053 660,406 – – Directors’ remuneration: Dividend income – – 125,450 161,790 – fees and meeting allowances 827 836 827 836 – other emoluments 18,257 13,030 Management fees – – 15,843 17,484 32,386 27,093 Employee benefits (excluding directors’ Others 2,107 1,790 – – remuneration) (1): 2,862,485 2,847,314 141,293 179,274 – salaries and related costs 517,052 531,560 10,162 14,807 – employer’s contribution to defined 5. FINANCE COSTS contribution plan 42,676 39,943 561 488 – provision/(write back) for retirement Group Company gratuities 27 553 (2) (73) 2014 2013 2014 2013 – share-based payment 16,034 13,444 2,051 2,506 (2) S$’000 S$’000 S$’000 S$’000 Auditors’ remuneration 2,118 2,125 625 613 Duties and taxes (3) 395,519 446,954 – – Interest expense: Property, plant and equipment: – Bank borrowings 28,281 35,590 – – – depreciation 399,123 401,395 2 2 – Finance lease liabilities 423 1,299 – – – net (gain)/loss on disposal (369) 1,326 – – – Interest rate swap 1,713 3,267 – – – written off 12,290 12,719 – – Amortisation of borrowing costs 9,130 11,086 – – – impairment loss 5,854 3,966 – – Others 2,580 2,791 – – Amortisation of: 42,127 54,033 – – – intangible assets 20,323 20,951 – – – borrowing costs 9,130 11,086 – – Waiver of amounts due from subsidiaries – – – 19 Net (gain)/loss on disposal of subsidiaries and associate (21) (327) 33 14,925 Gain on disposal of available-for-sale financial assets, net of transaction costs (153,038) (31,738) – – Impairment loss/(write back) on: – trade receivables 262,005 184,912 – – – investment in subsidiaries – – – (111) – amounts due from subsidiaries – – 24,428 54,150 Intangible asset written off – 636 – – Inventory write-down 648 263 – – Finance charges 32,997 42,947 – – Fair value loss/(gain) on derivative financial instruments 136,141 (104,882) – – Dividend income (16,346) (18,225) (125,450) (161,790) Interest income (50,403) (38,812) (101,688) (81,437) Net exchange gain (66,500) (25,486) (42,118) (11,641) Rental expenses on operating leases 5,511 7,084 313 316 Advertising and promotion 41,876 57,230 – – Utilities 74,491 81,614 – – Legal, professional and management fees 19,636 23,632 3,362 2,382

68 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 69 NOTES TO THE FINANCIAL NOTES TO THE FINANCIAL STATEMENTS STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

6. PROFIT BEFORE TAXATION (CONTINUED) 7. TAXATION (CONTINUED)

(1) The Group received government grants of S$6,402,000 (2013: S$3,263,000) that were set off against the qualifying Group Company employee compensation. 2014 2013 2014 2013 S$’000 S$’000 S$’000 S$’000 (2) The following information relates to remuneration of auditors of the Group and Company during the financial year:

Group Company Tax calculated at tax rate (1) 136,815 143,736 36,101 28,424 2014 2013 2014 2013 S$’000 S$’000 S$’000 S$’000 Tax effects of: Auditors’ remuneration paid/payable to: – Expenses not deductible for tax purposes 30,444 17,416 12,278 17,933 – Auditor of the Company 2,074 2,044 625 610 – Other auditors (a) 44 81 – 3 – Under/(over) provision from prior financial years 16,285 122 (30) 197 2,118 2,125 625 613 – Different tax regimes (2) (9,731) (28,189) – – – Tax incentives (220) (235) (26) (26) Non-audit fees paid/payable to: – Auditor of the Company (b) 1,721 1,577 344 73 – Income not subject to tax (10,871) (2,613) (30,941) (32,242) – Other auditors (a) 5 9 – – – Effect of unused tax losses not recognised 1,726 1,586 344 73 as deferred tax asset 59 424 – – – Withholding tax 8,616 13,396 – – – Share of results of joint ventures and (a) Includes fees payable to other member firms of PricewaterhouseCoopers LLP outside of Singapore. associate (1,806) (6,215) – – (b) Non-audit fees to the Auditor of the Company include fees relating to regulatory reporting and tax compliance – Others – (82) – – of $956,000 for the Group and $79,000 for the Company (2013: $998,000 for the Group and $19,000 for the Total tax expense 169,591 137,760 17,382 14,286 Company).

(3) Includes casino tax that is levied on the casino’s Gross Gaming Revenue (“GGR”). The GGR generated from premium (1) For the purpose of presenting a more meaningful reconciliation, the corporate tax rate of 17% (2013: 17%) in Singapore, players are taxed at 5% while the GGR from all other players are taxed at 15%. where the Group’s taxable income is mainly derived, is used.

(2) 7. TAXATION Taxation on overseas profits has been calculated based on the taxable income for the respective financial year at rates of taxation prevailing in countries in which the Group operates.

Group Company (a) The tax charge relating to each component of the Group’s other comprehensive income is as follows: 2014 2013 2014 2013 S$’000 S$’000 S$’000 S$’000 2014 2013 Taxation for current financial year: Before Tax After Before Tax After – Current tax 206,290 204,449 17,412 14,089 tax charge tax tax charge tax – Deferred tax (52,984) (66,811) – – Group S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 153,306 137,638 17,412 14,089 (Over)/under provision in prior financial years: Fair value (loss)/gain and – Current tax (1,904) 113 (30) 197 reclassification to profit or – Deferred tax 18,189 9 – – loss on available-for-sale 16,285 122 (30) 197 financial assets (221,546) – (221,546) 199,858 19 199,877 Foreign currency exchange Total tax expense 169,591 137,760 17,382 14,286 differences arising from consolidation net of reclassification to profit or loss 4,034 – 4,034 9,178 – 9,178 Other comprehensive (loss)/income (217,512) – (217,512) 209,036 19 209,055

70 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 71 NOTES TO THE FINANCIAL

STATEMENTS – (698) (5,854) (9,820) FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 (1,437) (16,485) (12,290) 152,836 (401,602) 5,809,092 7,529,761 5,809,092 6,094,622 (1,710,849) Total S$’000

7. TAXATION (CONTINUED) – – – – – – (1) (b) Income tax recognised directly in equity is as follows: (2,332) 36,963 (14,532) 115,642 135,740 135,740 135,740 Group and Company S$’000

2014 2013 in-progress S$’000 S$’000 Construction-

Tax credit arising from perpetual capital securities 17,286 13,844 (42) (698) (5,854) (9,820) (5,958) 27,710 14,097 (19,633) (312,464) 2,067,676 3,394,990 2,067,676 2,370,518

8. EARNINGS PER SHARE (1,317,494) S$’000 fixtures, fixtures, computer computer Machinery, Machinery, equipment, equipment, vehicles and vehicles and fittings, motor fittings, motor The basic and diluted earnings per ordinary share for the year ended 31 December 2014 have been calculated exhibit animals based on Group’s net profit attributable to ordinary shareholders of approximately S$517,331,000 (2013: – – – S$589,433,000) divided by the weighted average number of ordinary shares of 12,229,371,407 (2013: 435 3,148 9,484

12,223,093,414) and 12,274,229,227 (2013: 12,266,099,530) in issue respectively during the financial year. (1,394) (4,000) (88,435) (390,642) 3,457,802 3,848,444 3,457,802 3,538,564 and and land, land, 2014 2013 S$’000 Leasehold Leasehold properties properties

S$’000 S$’000 improvements – – – – – Net profit attributable to ordinary shareholders of the Company 517,331 589,433 – – – (703) (2,713) 15,429 18,142 15,429 16,132

2014 2013 and S$’000

’000 ’000 Freehold properties properties improvements

Weighted average number of ordinary shares of the Company 12,229,371 12,223,093 – – – – – – – – – –

Adjustment for: 132,445 132,445 132,445 – Share-based compensation plans 44,858 43,007 132,445 land S$’000

Adjusted weighted average number of ordinary shares of the Company 12,274,229 12,266,100 Freehold

Earnings per share attributable to ordinary shareholders of the Company is as follows:

2014 2013

Basic earnings per share (Singapore cents) 4.23 4.82

Diluted earnings per share (Singapore cents) 4.21 4.81 Cost adjustment Reclassification Depreciation charge Impairment losses Group Written off Written Disposals Additions PROPERTY, PLANT AND EQUIPMENT End of financial year At 31 December 2014 Cost Net book value Accumulated depreciation Accumulated impairment losses 2014 Net book value Beginning of financial year Exchange differences NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL 9.

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– STATEMENTS (9,019) (3,966) (3,966) (2,911) (2,267) FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 (12,719) 330,813 (403,627) 6,094,622 7,419,491 6,094,622 6,198,318 (1,320,903) Total S$’000

9. PROPERTY, PLANT AND EQUIPMENT (CONTINUED) – – – – – – (11)

(814) Machinery, 26,691 36,963 36,963 36,963 78,455 (67,358) computer equipment, S$’000

in-progress fixtures, fittings, Construction- motor vehicles and others Company S$’000 (288) (5,075) (3,966) (3,966) (9,643) (2,145) 61,907 48,296 2014 (318,947) 2,370,518 3,390,829 2,370,518 2,600,379 Net book value (1,016,345) S$’000 fixtures, fixtures,

computer computer Beginning of financial year 3 Machinery, Machinery, equipment, equipment, vehicles and vehicles and fittings, motor fittings, motor

exhibit animals Additions 3 Depreciation charge (2) – – End of financial year 4 (766) 5,451 (3,944) (2,262) (1,968) (83,957) 255,825 (302,548) 3,538,564 3,841,112 3,538,564 3,370,185 and and At 31 December 2014 land, land, S$’000 Leasehold Leasehold properties properties Cost 12

improvements Accumulated depreciation (8) Net book value 4 – – – – – – – 1 (723) (2,010) 16,132 18,142 16,132 16,854 2013

and and Net book value S$’000 Freehold Freehold

properties properties Beginning of financial year 5

improvements Depreciation charge (2) End of financial year 3 – – – – – – – – – –

At 31 December 2013 132,445 132,445 132,445 132,445

land Cost 9 S$’000 Freehold Freehold Accumulated depreciation (6) Net book value 3 Group Cost adjustment Written off Written Reclassification PROPERTY, PLANT AND EQUIPMENT (CONTINUED) PROPERTY, PLANT AND EQUIPMENT End of financial year At 31 December 2013 Cost Net book value The net book value of leasehold land, and machinery, equipment motor vehicles held under finance leases are S$787,335,000 ( 2013: S$796,414,000) S$2,273,000 (2013: S$6,114,000) respectively at 31 December 2014. Included in additions the financial statements are equipme nt and motor vehicles acquired finance leases amounting to S$250,000 (2013: S$4,000). under Depreciation charge on leasehold land, properties and improvements, computer equipment motor vehicles of S$2,479,000 (2013: S$2,232,000) has been capitalised as part of construction-in-progress the Group during financial year. Accumulated depreciation Accumulated impairment losses Impairment losses Disposals Depreciation charge 2013 Net book value Beginning of financial year Exchange differences Additions NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL 9.

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10. INTANGIBLE ASSETS 10. INTANGIBLE ASSETS (CONTINUED)

Trademarks/ Goodwill on Casino Computer Goodwill and other intangible assets with indefinite useful life are allocated to the Group’s CGUs identified Tradenames acquisition licence software Others* Total according to geographical area and business segments. Group S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 2014 A segment-level summary of the allocation of goodwill with indefinite useful life is as follows: Net book value Beginning of financial year 1,057 83,051 39,866 3,783 11,600 139,357 Group Amortisation – – (19,000) (802) (521) (20,323) 2014 2013 S$’000 S$’000 End of financial year 1,057 83,051 20,866 2,981 11,079 119,034 Goodwill attributable to: Singapore 83,047 83,047 At 31 December 2014 Malaysia 4 4 Cost 1,057 83,051 57,000 11,622 15,162 167,892 83,051 83,051 Accumulated amortisation – – (36,134) (8,641) (4,083) (48,858) Net book value 1,057 83,051 20,866 2,981 11,079 119,034 The goodwill attributed to the Singapore CGU mainly arises from the acquisition of the remaining 25% equity interest in Resorts World at Sentosa Pte. Ltd. (“RWSPL”) which developed the first integrated resort in Singapore. 2013 The impairment test for goodwill relating to the Singapore CGU was assessed using the value-in-use method. Net book value Cash flow projections used in this calculation were based on financial budgets approved by management Beginning of financial year 1,057 83,051 1,042 6,037 12,802 103,989 covering a five-year period. Cash flows beyond the five-year period were extrapolated using the estimated growth Exchange differences – – – – (45) (45) rate stated below. The growth rate is below the long-term average growth rate for the leisure and hospitality Additions – – 57,000 – – 57,000 industry in which the CGU operates. Amortisation – – (18,176) (2,254) (521) (20,951) Written off – – – – (636) (636) Key assumptions used in the value-in-use calculation for 2014 include a growth rate and weighted average cost End of financial year 1,057 83,051 39,866 3,783 11,600 139,357 of capital (“WACC”) of 2.00% and 7.80% (2013: 2.00%, 8.30%) respectively.

At 31 December 2013 Based on the impairment test, no impairment is required for goodwill attributed to the Singapore CGU. Cost 1,057 83,051 57,000 11,622 15,162 167,892 Accumulated amortisation – – (17,134) (7,839) (3,562) (28,535) Net book value 1,057 83,051 39,866 3,783 11,600 139,357

* Others comprise primarily of theme park licences.

Amortisation expense of S$20,323,000 (2013: S$20,951,000) has been included in cost of sales.

The Casino Regulatory Authority of Singapore had approved the Group’s application on the renewal of casino licence agreement for 3 years commencing 6 February 2013.

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11. INTERESTS IN JOINT VENTURES AND ASSOCIATE 11. INTERESTS IN JOINT VENTURES AND ASSOCIATE (CONTINUED)

Group (a) The summarised financial information of DCP is as follows: 2014 2013 S$’000 S$’000 Group Share of net assets of joint ventures: 2014 2013 DCP (Sentosa) Pte. Ltd. (1) 42,035 36,713 S$’000 S$’000 808 Holdings Pte. Ltd. 149 119 Non-current assets 42,184 36,832 Intangible asset – leasehold land use right 5,634 5,742 Share of net assets of an associate: Property, plant and equipment 57,692 59,363 Landing Jeju Development Co., Ltd. (2) 91,098 – 63,326 65,105 133,282 36,832 Current assets Trade and other receivables 5,264 5,545 (1) On 15 April 2008, RWSPL, a wholly-owned subsidiary of Star Eagle Holdings Limited (“SEHL”), a wholly-owned Cash and cash equivalents 8,028 6,438 subsidiary of the Company, entered into a joint venture with Sentosa Leisure Management Pte. Ltd. (“SLM”) to build 13,292 11,983 and operate a district cooling plant on Sentosa Island, Singapore, through the formation of DCP (Sentosa) Pte. Ltd. (“DCP”), a private company incorporated in Singapore. RWSPL and SLM own 80% and 20% of the share capital of Current liabilities DCP respectively. DCP is deemed to be a joint venture of the Group, as both RWSPL and SLM have contractually Trade and other payables (11,564) (12,197) agreed to the sharing of control in DCP. Bank borrowings (7,964) (7,906) (19,528) (20,103) (2) On 27 March 2014, the Group completed its acquisition of 50% equity interest in Landing Jeju Development Co., Ltd (“LJDC”), a company incorporated in Korea, for approximately S$97,471,000. As at 31 December 2014, the Group Non-current liabilities has finalised the notional purchase price allocation and recognised a gain from bargain purchase of S$11,117,000, Bank borrowings – (7,964) which has been included in the share of results of associate in the statement of comprehensive income. Deferred tax liabilities (4,546) (3,130) (4,546) (11,094)

Net assets 52,544 45,891

Revenue 30,204 30,315

(Expenses)/income include: – Depreciation and amortisation (4,639) (3,535) – Interest income 39 29 – Interest expense (376) (613)

Profit before taxation 8,068 5,427 Taxation (1,415) (977) Profit after taxation/total comprehensive income 6,653 4,450

DCP does not have any contingent liabilities as at 31 December 2014 and 2013.

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11. INTERESTS IN JOINT VENTURES AND ASSOCIATE (CONTINUED) 12. INTERESTS IN SUBSIDIARIES

Reconciliation of the summarised financial information presented, to the carrying amount of the Group’s Company interest in DCP, is as follows: 2014 2013 S$’000 S$’000 Group Unquoted – at cost 2014 2013 Beginning of financial year 127,889 210,283 S$’000 S$’000 Additions 111,421 11,039 Net assets Disposal (34) (93,433) Beginning of financial year 45,891 41,441 Profit after taxation/total comprehensive income 6,653 4,450 End of financial year 239,276 127,889 End of financial year 52,544 45,891 Allowance for impairment Carrying value of Group’s interest in DCP 42,035 36,713 Beginning of financial year 34 78,653 Write back – (111) Proportionate interest in joint venture’s capital commitment 95 1,700 Disposal (34) (78,508) End of financial year – 34 (b) The summarised financial information of LJDC is as follows: Net investment in subsidiaries 239,276 127,855 2014 S$’000 Non-current Amounts due from subsidiaries 2,050,555 2,053,842 Non-current assets 105,207 Accumulated impairment (11,136) (11,190) Current assets 305,176 Current liabilities (21,327) End of financial year 2,039,419 2,042,652 Non-current liabilities (206,860) Total interests in subsidiaries 2,278,695 2,170,507 Net assets 182,196

Loss before taxation (14,864) Details of the Company’s significant subsidiary, Resorts World at Sentosa Pte. Ltd., is as follows: Taxation 3,247 Loss after taxation/total comprehensive loss (11,617) Country of Effective equity interest Indirect subsidiary incorporation 2014 2013 Principal activities

LJDC does not have any contingent liabilities as at 31 December 2014. Resorts World at Sentosa Singapore 100% 100% Developer and operator Pte. Ltd. (1) of an integrated resort Reconciliation of the summarised financial information presented, to the carrying amount of the Group’s interest in LJDC, is as follows: (1) The financial statements of this subsidiary is audited by PricewaterhouseCoopers LLP, Singapore.

2014 The Group has complied with Rule 712 and 715 of the listing manual issued by Singapore Exchange Securities S$’000 Trading Limited in relation to its auditors. Net assets Net assets at acquisition date 190,675 The amounts due from subsidiaries are unsecured and interest free. Repayments are not expected within the Loss after taxation/total comprehensive loss (11,617) next twelve months. The amounts due from subsidiaries which are classified as non-current are considered Currency translation differences 3,138 part of net investments in subsidiaries. End of financial year 182,196

Carrying value of Group’s interest in LJDC 91,098

Proportionate interest in associate’s capital commitment 24,386

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13. DEFERRED TAX 14. AVAILABLE-FOR-SALE FINANCIAL ASSETS

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets Group against current tax liabilities and when the deferred taxes relate to the same tax authority. The following amounts, 2014 2013 determined after appropriate offsetting, are shown in the statement of financial position: S$’000 S$’000 Non-current Group Beginning of financial year 595,695 346,305 2014 2013 Additions 67,312 131,333 S$’000 S$’000 Disposals (395,274) (110,209) Deferred tax assets (Loss)/gain recognised in: To be recovered after one year 89 88 – Other comprehensive income (67,168) 228,648 Repayment (2,002) (127) Deferred tax liabilities Exchange differences 87 (255) To be settled after one year (230,420) (265,226) End of financial year 198,650 595,695

Beginning of financial year (265,138) (331,957) Credited to other comprehensive income – 19 Current (Charged)/credited to profit or loss: Beginning of financial year 1,265,240 700,446 – property, plant and equipment (7,420) 63,252 Additions 1,252,443 1,244,700 – intangible assets 168 154 Disposals/redemption (1,258,397) (728,760) – provisions 42,047 1,252 Gain/(loss) recognised in: – available-for-sale financial assets – 2,144 – Profit or loss 10,787 6,742 – Other comprehensive income (932) 2,948 34,795 66,802 Exchange differences 44,604 39,164 Exchange differences 12 (2) End of financial year 1,313,745 1,265,240 End of financial year (230,331) (265,138)

Available-for-sale financial assets Deferred tax assets (before offsetting) – Quoted equity securities (a) 52,009 464,207 – provisions 82,737 40,307 – Quoted debt securities (a) 104,145 100,972 Offsetting (82,648) (40,219) – Unquoted equity securities (b) 42,496 30,516 Deferred tax assets (after offsetting) 89 88 – Compound financial instruments (c) 1,313,745 1,265,240 1,512,395 1,860,935 Deferred tax liabilities (before offsetting) – property, plant and equipment (311,590) (304,170) (a) The investments in quoted equity securities and portfolio of quoted debt securities have no fixed maturity or coupon – intangible assets (1,104) (1,275) rate. The fair values of these securities are based on the quoted closing market prices on the last market day of the – others (374) – financial year. (313,068) (305,445) (b) The investments in unquoted equity securities represent unquoted investment in foreign corporations and investment Offsetting 82,648 40,219 funds. Deferred tax liabilities (after offsetting) (230,420) (265,226) (c) The Group invested in compound financial instruments which have nominal values amounting in aggregate of US$2,000,000,000 (approximately S$2,632,000,000) (2013: US$1,575,000,000 (approximately S$1,996,000,000)). The Company has no deferred tax asset or liability. Upon maturity, the compound financial instruments will be repaid at their nominal values and adjusted for features stipulated in the term sheets. A nominal value of US$1,000,000,000 (approximately S$1,258,000,000) (2013: US$575,000,000 (approximately S$729,000,000)) of these instruments matured during the financial year ended 31 December 2014. Where the derivative is not closely related to the host contract, the derivative and debt securities are separately valued as derivative financial liabilities (Note 21) and available-for-sale financial assets.

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14. AVAILABLE-FOR-SALE FINANCIAL ASSETS (CONTINUED) 16. INVENTORIES

The difference between the fair value of the derivatives and the fair value of the compound financial instruments, Group representing the value of the debt securities, is recognised as available-for-sale financial assets until extinguished 2014 2013 on maturity. S$’000 S$’000

15. TRADE AND OTHER RECEIVABLES Retail stocks 7,147 9,973 Food, beverage and hotel supplies 24,714 23,656 Group Company Stores and technical spares 21,785 22,468 2014 2013 2014 2013 53,646 56,097 S$’000 S$’000 S$’000 S$’000 Current The cost of inventories recognised as an expense and included in “cost of sales” amounted to S$76,201,000 Trade receivables 1,617,431 1,486,409 – – (2013: S$90,457,000). Less: Impairment loss (Note 29(d)(ii)) (574,275) (429,384) – – 1,043,156 1,057,025 – – 17. CASH AND CASH EQUIVALENTS AND RESTRICTED CASH

Deposits 33,600 35,750 166 1,522 Group Company Prepayments 8,600 6,714 18 16 2014 2013 2014 2013 Other receivables 14,053 16,436 8,113 8,852 S$’000 S$’000 S$’000 S$’000 Amounts due from: Short term deposits with banks and – subsidiaries – – 1,018,572 1,327,965 finance companies 2,699,135 2,667,663 2,623,876 2,590,455 – fellow subsidiaries 32 22 – – Cash and bank balances 998,359 962,488 527,785 544,354 – an associate 1,172 – – – 3,697,494 3,630,151 3,151,661 3,134,809 1,100,613 1,115,947 1,026,869 1,338,355

Non-current Short term deposits are for varying periods of between one day and one year depending on the expected cash Other receivables 2,790 5,290 – – requirements of the Group, and earn interest at the respective short term deposit rates. Prepayments 3,282 3,549 – – Amounts due from: Included in restricted cash are the following: – subsidiaries – – 320,606 240,166 – an associate 101,270 – – – Group 107,342 8,839 320,606 240,166 2014 2013 S$’000 S$’000 Total 1,207,955 1,124,786 1,347,475 1,578,521 Cash for borrowing repayment 139,256 131,202 The amounts due from subsidiaries are mainly non-trade in nature, unsecured, interest-free and repayable on demand except for S$990,337,000 (2013: S$1,302,269,000) which bears a fixed interest rate, and S$320,606,000 (2013: S$240,166,000) which repayments are not expected within the next twelve months.

The amounts due from fellow subsidiaries are trade in nature, unsecured, interest-free and are repayable on demand.

The amounts due from an associate are non-trade in nature, unsecured and interest-free except for S$97,529,000 (31 December 2013: Nil) which bears a fixed interest rate.

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18. TRADE AND OTHER PAYABLES 20. FINANCE LEASES

Group Company The Group leases certain machinery, equipment and motor vehicles from non-related parties under finance 2014 2013 2014 2013 leases. The lease agreements do not have renewal clauses but provide the Group with options to purchase the S$’000 S$’000 S$’000 S$’000 leased assets at nominal value at the end of the lease term. Trade payables 4,098 4,651 115 88 Accrued operating liabilities 222,168 282,111 13,501 9,807 Group Accrued capital expenditure 96,994 131,802 – – 2014 2013 Retention monies and deposits 40,147 47,354 – – S$’000 S$’000 Deferred income 75,080 117,688 – – Finance lease liabilities – minimum lease payments: Other payables 154,299 171,035 399 510 – No later than one year 810 7,775 Amount due to ultimate holding corporation 30 55 – – – Between one and five years 91 492 Amount due to immediate holding corporation 160 153 127 106 901 8,267 Amounts due to subsidiaries – – 76,305 19,580 Less: Future finance charges on finance leases (27) (1,246) Amounts due to fellow subsidiaries 68 878 31 30 Present value of finance lease liabilities 874 7,021 Amount due to a joint venture 2,620 2,640 – – 595,664 758,367 90,478 30,121 The present value of finance lease liabilities is as follows: – No later than one year 789 6,534 Retention monies refer to amounts withheld from contractors’ claim for work done in accordance with contractual – Between one and five years 85 487 rights, which are progressively released upon the completion of the project. 874 7,021

The amounts due to ultimate holding corporation, immediate holding corporation, subsidiaries, fellow subsidiaries and a joint venture are mainly non-trade in nature, unsecured, interest free and are repayable on demand. Finance lease liabilities are secured by the rights to the leased assets (Note 9), which will revert to the lessor in the event of default by the Group. 19. BANK BORROWINGS 21. DERIVATIVE FINANCIAL INSTRUMENTS Group 2014 2013 Group S$’000 S$’000 2014 2013 S$’000 S$’000 Current Secured, interest bearing 517,887 515,870 Current, at fair value Interest rate swaps – 1,755 Compound financial instruments (Note 14(c)) 246,869 9,144 Non-current Secured, interest bearing 1,184,480 1,702,367 246,869 10,899

The repayment of the bank borrowings commenced on 30 June 2011 with quarterly repayment dates. All bank As at 31 December 2013, the notional principal amount of the outstanding interest rate swap contract was borrowings must be repaid by 31 December 2017. The carrying amounts of non-current borrowings approximate S$500,000,000 with the fixed interest rate set at 0.92% per annum and the floating rate was fixed at quarterly to their fair values at the reporting date. Swap Offer Rate (“SOR”). The interest rate swaps have expired upon maturity during the financial year.

Banker guarantees of S$20,000,000 (2013: S$20,000,000) were obtained and held by Sentosa Development Corporation (“SDC”), as part of the conditions in the Development Agreement entered into with SDC. These guarantees and the bank borrowings of the Group are substantially secured over assets of the Singapore leisure and hospitality business segment (Note 31).

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22. SHARE CAPITAL 22. SHARE CAPITAL (CONTINUED)

The share capital of the Group and Company is set out below: (a) Employee Share Option Scheme (Continued)

2014 2013 The issue of Options pursuant to the Scheme is one-off and there will be no further issue of any options No. of shares No. of shares under the Scheme. The Options granted can only be exercised by the grantees with effect from the third ’000 S$’000 ’000 S$’000 year of the Offer Date and the number of new shares comprised in the Options which a grantee can Issued and fully paid, with no par value subscribe for from the third year onwards shall at all times be subject to a maximum of 12.5% rounded Beginning of financial year 12,228,694 5,730,852 12,212,954 5,729,309 up to the next 1,000 shares of the allowable allotment for each grantee. The Scheme is for a duration of Arising from new issues (Notes (i) and (ii)) 21,447 1,098 15,740 1,543 ten years and the Options expire on 7 September 2015. Shares cancelled during the year (Note (iii)) (143,561) (158,900) – – The exercise price for each share in respect of an Option was initially US$0.1876 and was fixed by the End of financial year 12,106,580 5,573,050 12,228,694 5,730,852 Board of Directors at a price equal to the average of the middle market quotations of the shares of the Company on the Central Limit Order Book International (“CLOB International”, on which the Company’s During the current financial year, shares were quoted and traded at that time) for forty Market Days immediately preceding the Offer Date.

(i) 6,427,040 (2013: 6,900,000) new ordinary shares of the Company were issued under the Employee At the EGM held on 8 August 2007, the Company’s shareholders approved certain amendments to the Share Option Scheme; Scheme. The Remuneration Committee considered it necessary to amend some of the existing rules of the Scheme to provide flexibility to make certain adjustments to the terms of the share options granted under (ii) 15,020,000 (2013: 8,840,000) new ordinary shares of the Company were issued under the Performance the Scheme to be in line with industry practice. The proposed amendments included adjustments to be Share Scheme; and made to the number and exercise price of the option shares upon the occurrence of certain events. As a result of the 2007 Rights Issue, the exercise price per share and number of option shares outstanding (iii) The Company, through market purchase, purchased and cancelled a total of 143,561,000 (2013: Nil) were adjusted. The adjusted exercise price per share was US$0.1658. ordinary shares. Following the 2009 Rights Issue, the exercise price per share was again adjusted to US$0.1579. (a) Employee Share Option Scheme The fair value of the options was determined using the “Trinomial” model based on the closing market On 8 September 2005, the Board of Directors, pursuant to their powers under the then existing Articles of price at the Offer Date, the exercise price, expected volatility based on its historical volatility, option Association of the Company and Isle of Man law, adopted an Employee Share Option Scheme (“Scheme”). life and a risk free interest rate of 3.95% to 4.15% based on the yield on US Treasury Bonds maturing The Scheme comprises share options (“Options”) issued to selected executive employees and certain between 5 to 10 years and an assumption of zero dividends. directors of the Company, its subsidiaries, the ultimate holding corporation and its subsidiaries. The Scheme is administered by the Remuneration Committee comprising Mr Tjong Yik Min (Chairman of the Committee), Mr Lim Kok Hoong and Tan Sri Lim Kok Thay.

The Scheme will provide an opportunity for selected executive employees and certain directors of the Group, the ultimate holding corporation and its subsidiaries (“grantees”), who have contributed significantly to the performance and development of the Group to participate in the growth of the Group.

Under the Scheme, the total number of shares over which the Remuneration Committee may grant options shall not exceed two and one half per cent of the total issued shares of the Company as at the date of offer of options. On 8 September 2005 (“Offer Date”), Options were granted to the grantees to subscribe for an aggregate of 63,206,000 shares. The consideration for the grant of the Options to each of the grantees was US$1.

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22. SHARE CAPITAL (CONTINUED) 22. SHARE CAPITAL (CONTINUED)

(a) Employee Share Option Scheme (Continued) (a) Employee Share Option Scheme (Continued)

The cumulative number of option shares at the adjusted exercise price per share of US$0.1579 (2013: A summary of the cumulative options granted to the Directors of the Company since the commencement US$0.1579) outstanding as at 31 December 2014 and 2013 are: of the Scheme to 31 December 2014 are set out below:

Adjusted number of option Adjusted Exercisable period shares outstanding number of option 2014 2013 Name of Directors shares granted*

08/09/2007 – 07/09/2015 542,000 588,000 Tan Sri Lim Kok Thay 5,941,463 08/09/2008 – 07/09/2015 694,000 759,000 Mr Tan Hee Teck 3,501,177 08/09/2009 – 07/09/2015 887,000 1,034,000 Mr Lim Kok Hoong 583,496 08/09/2010 – 07/09/2015 1,144,000 1,513,000 Mr Tjong Yik Min 583,496 08/09/2011 – 07/09/2015 2,274,000 2,725,000 10,609,632 08/09/2012 – 07/09/2015 2,806,000 3,663,000 08/09/2013 – 07/09/2015 3,637,000 5,424,000 * Incorporating adjustments for the Rights Issue 08/09/2014 – 07/09/2015 5,050,048 7,820,321

17,034,048 23,526,321 (a) During the financial year, there were no options granted at:

Movements in the number of option shares outstanding are as follows: (i) a discount of 10% or less off market price; or

2014 2013 (ii) a discount of more than 10% off market price.

(b) During the financial year, none of the grantees as disclosed above received 5% or more of the Beginning of financial year 23,526,321 30,570,715 total number of options available under the Scheme. Forfeited (65,233) (144,394) Exercised (6,427,040) (6,900,000) (c) A total of 33,945,641 option shares were granted since commencement of the Scheme in 2009 to End of financial year 17,034,048 23,526,321 the Directors and Employees of the Company’s ultimate holding corporation and its subsidiaries.

The weighted average market price per share during the period of exercise was S$1.227 (2013: S$1.460). (d) During the financial year, no options to take up unissued shares of any subsidiary were granted and there were no shares of any subsidiary issued by virtue of the exercise of an option to take up unissued shares.

(e) These options do not entitle the holder to participate by virtue of the options, in any share issue of any other corporations.

(f) At the end of the financial year, there were no unissued shares of any subsidiary under option.

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22. SHARE CAPITAL (CONTINUED) 22. SHARE CAPITAL (CONTINUED)

(b) Performance Share Scheme (“PSS”) (b) Performance Share Scheme (“PSS”) (Continued)

The Company recognises the fact that the services of the Group’s employees and directors are important Movements in the number of performance shares outstanding are as follows: to the on-going development, growth and success of the Group and it has, therefore, introduced the PSS which will give the Company more flexibility in relation to the Group’s remuneration package for its 2014 2013 employees and allow the Group to better manage its fixed overheads. Group executives and executive and non-executive directors are eligible to participate in the PSS. The Company will deliver shares Beginning of financial year 29,215,000 28,650,000 granted under an award by issuing new shares to the participants. The awards represent the right of a Granted 41,540,000 12,685,000 participant to receive fully-paid shares free of charge, upon the participant satisfying the criteria set out Forfeited (2,281,500) (3,280,000) in the PSS and upon satisfying such criteria as may be imposed. The number of shares to be granted Issued (15,020,000) (8,840,000) to a participant shall be determined at the absolute discretion of the Remuneration Committee, which End of financial year 53,453,500 29,215,000 shall take into account criteria such as his/her capability, scope of responsibility, skill and vulnerability to leaving the employment of the Group. The total number of shares which may be issued and/or issuable pursuant to awards granted under the PSS on any date shall not exceed 208,853,893 shares and A summary of the cumulative performance shares granted to the Directors of the Group since the when added to the number of shares issued and/or issuable under such other share-based incentives commencement of the PSS are set out below: schemes of the Company, shall not exceed 5% of the total number of shares of the Company from time to time. The PSS shall continue to be in force at the discretion of the Remuneration Committee, subject Name of Directors Number of PSS granted to a maximum period of 10 years, commencing from adoption date, provided always that the PSS may 2014 2013 continue beyond the stipulated period with the approval of the Company’s shareholders by ordinary resolution in general meeting and of any relevant authorities which may then be required. The PSS was Tan Sri Lim Kok Thay 6,000,000 5,250,000 approved by the Company’s shareholders at the EGM held on 8 August 2007. Mr Tan Hee Teck 32,380,000 4,630,000 Mr Lim Kok Hoong 800,000 700,000 The vesting of performance shares granted under PSS is subject to the achieving of pre-agreed service Mr Tjong Yik Min 800,000 700,000 and/or performance conditions over the performance period. Mr Koh Seow Chuan 680,000 580,000 40,660,000 11,860,000 For performance share grants with pre-agreed service conditions, the fair value was determined based on the Company’s closing market price at the date of grant. Other than Mr Tan Hee Teck who has been granted 27,750,000 PSS shares during the financial year, For performance share grants with pre-agreed performance conditions, the fair value was determined no employee has received 5% or more of the total number of awards granted during the financial year. based on the Monte Carlo simulation model. Key inputs to the model include the Company’s closing market price at the date of grant and assumptions as below: (c) Renounceable underwritten rights issue (“2009 Rights Issue”)

Year of grant The Company had on 9 September 2009 announced that the Company would be undertaking a 2011 2012 renounceable rights issue (“2009 Rights Issue”) of up to 2,043,716,094 new ordinary shares in the capital of the Company at an issue price of S$0.80 for each rights share on the basis of one right share for every 5 existing ordinary shares in the Company held by the shareholders on 23 September 2009. 3-Year monthly volatility 44.14% – 44.25% 23.64% – 42.79% Based on the issued share capital of the Company on 23 September 2009, 1,931,564,264 rights shares Dividend yield 0.46% – 0.50% 0.59% – 0.75% were available under the 2009 Rights Issue. The 2009 Rights Issue was oversubscribed and raised gross Risk-free interest rate 0.46% – 0.49% 0.34% – 0.40% proceeds of approximately S$1.55 billion for the Company. The 2009 Rights Issue was completed on 21 October 2009 with the listing and quotation of 1,931,564,264 rights shares on the Main Board of the The volatility measured as the standard deviation of expected share price returns was estimated based Singapore Exchange Securities Trading Limited (“SGX-ST”). on statistical analysis of share prices over the last 3 years.

The weighted average fair value per share granted in 2014 was S$1.315 (2013: S$1.466).

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22. SHARE CAPITAL (CONTINUED) 24. OTHER RESERVES

(c) Renounceable underwritten rights issue (“2009 Rights Issue”) (Continued) Group Company 2014 2013 2014 2013 As at 31 December 2014, the proceeds from the 2009 Rights Issue have been utilised in accordance S$’000 S$’000 S$’000 S$’000 with its stated use and the breakdown is as follows: Capital reserve – – – – S$’000 Capital redemption reserve (11,558) – (11,558) – Share option and performance share reserve 125,616 94,448 125,616 94,448 Cost of issuance 37,832 Fair value reserve (7,016) 214,530 – – Repayment of term loan facilities taken for the acquisition Exchange translation reserve 7,094 (6,835) – – of Genting UK PLC 30,675 114,136 302,143 114,058 94,448 Net repayment of revolving credit facility taken for the working capital of the Group’s UK operations 70,000 (a) Capital reserve Subscription of shares in subsidiaries 172,722 Beginning of financial year – (15,068) – – Loan to an associate 97,529 Reclassification to retained earnings – 15,068 – – Purchase of property, plant and equipment 169,648 End of financial year – – – – Payment of operating expenses of the Company and its subsidiaries 142,972 721,378 Balance unutilised 823,873 (b) Capital redemption reserve Beginning of financial year – – – – Total proceeds 1,545,251 Repurchase of shares (11,558) – (11,558) – End of financial year (11,558) – (11,558) – 23. PERPETUAL CAPITAL SECURITIES

On 12 March 2012, the Company issued S$1,800 million 5.125% perpetual capital securities (“Institutional (c) Share option and performance share Securities”) at an issue price of 100 per cent. reserve Beginning of financial year 94,448 76,622 94,448 76,622 Share-based payment 31,168 17,826 31,168 17,826 On 18 April 2012, the Company issued S$500 million 5.125% perpetual capital securities (“Retail Securities”) at an issue price of 100 per cent. End of financial year 125,616 94,448 125,616 94,448

Holders of these Institutional and Retail Securities are conferred a right to receive distribution on a semi-annual (d) Fair value reserve basis from their issue date at the rate of 5.125% per annum, subject to a step-up rate from 12 September 2022 Beginning of financial year 214,530 14,653 – – and 18 October 2022 respectively. The Company has a right to defer this distribution under certain conditions. Fair value (loss)/gain on available-for-sale financial assets, net of tax (68,100) 231,596 – – The Institutional and Retail Securities have no fixed maturity and are redeemable in whole, but not in part, at the Reclassification to profit or loss (153,446) (31,719) – – Company’s option on or after 12 September 2017 for the Institutional Securities and 18 October 2017 for the End of financial year (7,016) 214,530 – – Retail Securities at their principal amounts together with any accrued, unpaid or deferred distributions. While any distributions are unpaid or deferred, the Company will not declare, pay dividends or make similar periodic payments in respect of, or repurchase, redeem or otherwise acquire any securities of lower or equal rank. (e) Exchange translation reserve Beginning of financial year (6,835) (16,507) – – These perpetual capital securities were issued for the Company’s general corporate purposes as well as to Reclassification to profit or loss 2,488 611 – – finance capital expenditure and the expansion of its business. Net currency translation differences of foreign subsidiaries 1,546 9,061 – – Reclassification arising from change in During the financial year, the Board of Directors have approved to distribute the payments for the Institutional functional currency of the subsidiaries 9,895 – – – and Retail Securities. Accordingly, the Institutional Securities distributions amounting to S$45,746,000 and S$46,504,000 were paid on 11 March 2014 and 11 September 2014 respectively. The distribution for Retail End of financial year 7,094 (6,835) – – Securities amounting to S$12,777,000 and S$12,848,000 were paid on 17 April 2014 and 20 October 2014 respectively. Other reserves are non-distributable.

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25. DIVIDENDS 28. COMMITMENTS

Group and Company Capital commitments 2014 2013 S$’000 S$’000 Group Final dividends paid in respect of the previous financial year 2014 2013 of 1 cent (2013: 1 cent) per ordinary share 122,439 122,246 S$’000 S$’000

Authorised capital expenditure not provided for in the financial statements: The Directors proposed the payment of a final dividend of 1 cent per ordinary share, in respect of the financial Contracted – property, plant and equipment 53,893 141,794 year ended 31 December 2014, subject to the approval of shareholders at the next Annual General Meeting of the Company (“AGM”). Operating lease commitments – Where the Group and Company is a lessee These financial statements do not reflect this dividend, which will be accounted for in shareholders’ equity as an appropriation of retained earnings in the financial year ending 31 December 2015, after it has been approved The Group leases offices, buildings and equipment under non-cancellable operating lease agreements. These by shareholders at the AGM. leases have varying terms, escalation clauses and renewal rights.

26. PROVISION FOR RETIREMENT GRATUITIES The future minimum lease payables under non-cancellable operating leases are as follows:

Group Company Group Company 2014 2013 2014 2013 2014 2013 2014 2013 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000

Beginning of financial year 1,444 1,132 230 528 Not later than one year 1,246 1,529 55 330 Exchange differences 2 (2) – – Between one year and five years 1,087 252 – 55 Charged/(credited) to profit or loss 27 553 (2) (73) 2,333 1,781 55 385 Payment made (138) (239) – (225) 1,335 1,444 228 230 Operating lease commitments – Where the Group is a lessor

Retirement gratuities are payable to certain employees upon their retirement. The gratuities provided are factored The Group leases out retail space to non-related parties under non-cancellable operating leases. These leases for discount rates, based on interest rates available in the market for bonds with AAA ratings, and attrition rates have varying terms, escalation clauses and renewal rights. Generally, the lessees are required to pay contingent based on age bands. rents computed based on their turnover achieved during the lease period.

27. OTHER LONG TERM LIABILITIES The future minimum lease receivables under non-cancellable operating leases are as follows:

Group Group 2014 2013 2014 2013 S$’000 S$’000 S$’000 S$’000

Retention monies and deposits 2,866 923 Not later than one year 19,411 17,486 Deferred income 7,830 9,655 Between one year and five years 19,249 25,129 10,696 10,578 More than five years 179 179 38,839 42,794

Retention monies refer to amounts withheld from contractors’ claim for work done in accordance with contractual rights, which are progressively released upon the completion of the project.

The carrying values of non-current retention monies and deposits approximate their fair values.

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29. FINANCIAL RISK MANAGEMENT 29. FINANCIAL RISK MANAGEMENT (CONTINUED)

The Group’s overall financial risk management objective is to optimise value creation for shareholders. The Group (a) Foreign currency exchange risk (Continued) seeks to minimise the potential adverse impact arising from fluctuations in foreign exchange and interest rates and the unpredictability of the financial markets on the Group’s financial performance. The Group’s exposure to foreign currencies is as follows:

The Group operates within clearly defined guidelines that are approved by the Board of Directors. Financial USD HKD risk management is carried out through risk reviews conducted at all significant operational units. This process S$’000 S$’000 is further enhanced by effective internal controls, a group-wide insurance programme and adherence to the Group financial risk management policies. 2014 Financial assets The main areas of financial risk faced by the Group are as follows: Available-for-sale financial assets 1,313,745 – Trade and other receivables 8,680 4 (a) Foreign currency exchange risk Cash and cash equivalents 1,090,422 59,073 2,412,847 59,077 The Group has certain investments in foreign operations, whose net assets are exposed to foreign currency translation risk. Currency exposure arising from the net assets of the Group’s foreign operations is managed primarily through borrowings denominated in the relevant foreign currencies. Financial liabilities Trade and other payables (6,372) (37) The main areas of financial risk faced by the Group are as follows: Finance lease (755) – Derivative financial instruments (246,869) – The Group is exposed to foreign currency exchange risk when the Company and its subsidiaries enter (253,996) (37) into transactions that are not denominated in their functional currencies. To manage these exposures, the Group takes advantage of any natural offsets of the Group’s revenues and expenses denominated Currency exposure 2,158,851 59,040 in foreign currencies and from time to time enters into foreign exchange forward contracts for a portion of the remaining exposure relating to these forecast transactions when deemed appropriate. 2013 Financial assets The Group’s principal net foreign currency exposure mainly relates to the United States Dollar (“USD”), Available-for-sale financial assets 1,265,240 – and the Hong Kong Dollar (“HKD”) for the current financial year. The Company’s principal foreign currency Trade and other receivables 18,441 196 exposure mainly relates to the USD for the current financial year. Cash and cash equivalents 346,478 46,821 1,630,159 47,017

Financial liabilities Trade and other payables (4,419) (10,591) Finance lease (6,658) – Derivative financial instruments (9,143) – (20,220) (10,591)

Currency exposure 1,609,939 36,426

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29. FINANCIAL RISK MANAGEMENT (CONTINUED) 29. FINANCIAL RISK MANAGEMENT (CONTINUED)

(a) Foreign currency exchange risk (Continued) (a) Foreign currency exchange risk (Continued)

The Company’s exposure to foreign currencies is as follows: If the USD changes against the Singapore Dollar (“SGD”) by 1% with all other variables being held constant, the effects arising from the change in net financial asset position for the Company for 2014 USD and 2013 will be as follows: S$’000 Company Increase/(decrease) 2014 Profit before tax Financial assets 2014 2013 Trade and other receivables 89,703 S$’000 S$’000 Cash and cash equivalents 1,068,932 Company 1,158,635 USD against SGD – strengthened 11,585 4,442 Financial liabilities – weakened (11,585) (4,442) Trade and other payables (163)

There is no effect on other comprehensive income arising from the change in net financial asset position Currency exposure 1,158,472 of the Company for 2014 and 2013.

2013 (b) Price risk Financial assets Trade and other receivables 102,805 The Group is exposed to equity securities price risk from its quoted securities classified as available-for-sale Cash and cash equivalents 341,853 financial assets and derivative financial instruments. To manage its price risk arising from these 444,658 investments, the Group diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Group. Financial liabilities Trade and other payables (473) If prices for quoted securities classified as available-for-sale financial assets and derivative financial instruments change by 1% (2013: 1%) respectively with all other variables being held constant, the effects Currency exposure 444,185 on profit before tax and other comprehensive income will be as follows:

Increase/(decrease) If the USD and HKD change against the Singapore Dollar (“SGD”) by 1% each respectively with all other 2014 2013 variables being held constant, the effects arising from the change in net financial asset position for the Profit Other Profit Other Group for 2014 and 2013 will be as follows: before comprehensive before comprehensive tax income tax income Increase/(decrease) S$’000 S$’000 S$’000 S$’000 Profit before tax 2014 2013 Group S$’000 S$’000 – increased by 1% 8,666 1,562 571 5,652 Group – decreased by 1% (8,369) (1,562) (610) (5,652) USD against SGD – strengthened 21,589 16,099 The Company is not exposed to price risk. – weakened (21,589) (16,099)

HKD against SGD – strengthened 590 364 – weakened (590) (364)

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29. FINANCIAL RISK MANAGEMENT (CONTINUED) 29. FINANCIAL RISK MANAGEMENT (CONTINUED)

(c) Interest rate risk (d) Credit risk (Continued)

Interest rate risk arises mainly from the Group’s short-term deposits and borrowings. The Group’s As the Group and Company do not hold any collateral, the maximum exposure to credit risk for each short-term deposits are placed at prevailing interest rates. class of financial instruments is the carrying amount of that class of financial instruments presented on the statements of financial position. The Group manages this risk through the use of floating rate debt and derivative financial instruments. The Group enters into interest rates swaps from time to time, where appropriate, to generate the desired The top 10 trade debtors of the Group as at 31 December 2014 represented 16% (2013: 20%) of trade interest rate profile. receivables. The Group also establishes an allowance account for impairment that represents its estimate of losses in respect of trade and other receivables. The main component of this allowance is estimated The Group’s outstanding bank borrowings as at year end at floating interest rate are denominated in losses that relate to specific counterparties. Subsequently when the Group is satisfied that no recovery SGD (2013: SGD). If the SGD (2013: SGD) annual interest rates had increased/decreased by 100 basis of such losses is possible, the trade receivables are considered irrecoverable and the amount charged to point (2013: 100 basis point) with all other variables including tax rate being held constant, the profit the allowance account is then written off against the carrying amount of the impaired trade receivables. before tax will be lower/higher by S$19,980,000 (2013: S$20,041,000) as a result of higher/lower interest expense on these borrowings. (i) Financial assets that are neither past due nor impaired

The Company is not exposed to interest rate risk. Cash and cash equivalents, restricted cash and available-for-sale financial assets are neither past due nor impaired as they are placed with creditworthy financial institutions. Trade receivables that (d) Credit risk are neither past due nor impaired are substantially from companies and individuals with a good collection track record with the Group and individuals with good creditworthiness. Credit risk is the potential financial loss resulting from the failure of counterparties of the Group, to settle their financial and contractual obligation, as and when they fall due. (ii) Financial assets that are past due and/or impaired

Financial assets that potentially subject the Group to concentrations of credit risk consist principally of For the Group, there is no other class of financial assets that is past due and/or impaired except available-for-sale financial assets, trade and other receivables, bank balances and deposits. The Group’s for the trade receivables. main class of financial assets are deposits and bank balances, and available-for-sale financial assets. The Group’s cash and cash equivalents and short-term deposits are placed with creditworthy financial The age analysis of trade receivables past due but not impaired is as follows: institutions. Group Company In managing credit risk exposure from trade receivables, the Group has established a Credit Committee 2014 2013 2014 2013 and processes to evaluate the creditworthiness of its counterparties. The counterparty’s payment profile S$’000 S$’000 S$’000 S$’000 and credit exposure are continuously monitored by the Credit Committee, together with the operational policies and guidelines. Credit exposure to an individual counterparty is restricted by the credit limits set Past due less than 3 months 280,288 275,904 – – by the Credit Committee based on the ongoing credit evaluation. Past due 3 to 6 months 160,257 224,626 – – Past due 6 to 12 months 323,157 323,110 – – Past due over 12 months 101,160 – – – 864,862 823,640 – –

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29. FINANCIAL RISK MANAGEMENT (CONTINUED) 29. FINANCIAL RISK MANAGEMENT (CONTINUED)

(d) Credit risk (Continued) (e) Liquidity risk (Continued)

(ii) Financial assets that are past due and/or impaired (Continued) The table below analyses the financial liabilities of the Group and the Company into relevant maturity groupings based on the remaining period as at reporting date to the contractual maturity date. The The movement in impairment allowance on doubtful debts is as follows: amounts disclosed in the table are the contractual undiscounted cash flows.

Group Company Between Between 2014 2013 2014 2013 Less than 1 and 2 and S$’000 S$’000 S$’000 S$’000 1 year 2 years 5 years S$’000 S$’000 S$’000 Beginning of financial year 429,384 345,727 186,553 124,309 Group Allowance charged to profit or loss 262,005 184,912 24,428 58,320 2014 Allowance utilised – net (117,114) (101,255) – (19) Trade and other payables 520,584 2,866 – Exchange differences – – 7,210 3,943 Bank borrowings 552,546 546,067 676,298 End of financial year 574,275 429,384 218,191 186,553 Finance lease 810 28 63 1,073,940 548,961 676,361

The Group’s gross trade receivables individually determined to be past due and for which impairment loss has been provided, amounted to S$574,275,000 (2013: S$429,384,000). 2013 In assessing these individual debts for impairment, the Group has considered the factors as Trade and other payables 640,679 415 508 elaborated in Note 3(c). Derivative financial instruments 1,755 – – Bank borrowings 554,785 547,887 1,214,102 The Company’s gross amounts due from subsidiaries determined to be impaired is S$218,191,000 Finance lease 7,775 492 – (2013: S$186,553,000). 1,204,994 548,794 1,214,610

(e) Liquidity risk Company 2014 The Group practises prudent liquidity risk management to minimise the mismatch of financial assets Trade and other payables 90,478 – – and liabilities. The Group’s cash flow is reviewed regularly to ensure that the Group is able to settle its commitments when they fall due. 2013 Cash flow forecasting is performed in the operating entities of the Group and aggregated for Group Trade and other payables 30,121 – – purposes. The Group monitors rolling forecasts of its liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing (f) Capital risk management facilities at all times so that the Group does not breach borrowing limits or covenants on any of its borrowing facilities. Such forecasting takes into consideration the Group’s debt financing plans, covenant The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a compliance and compliance with internal ratio targets. going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital. The Group defines “capital” as all The Group provided guarantee for a loan of S$8,000,000 (2013: S$16,000,000) drawn down under loan components of equity. facilities entered into by a joint venture, with maturity on 31 December 2015. The earliest date in which the guarantee could be called is 31 March 2014. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

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29. FINANCIAL RISK MANAGEMENT (CONTINUED) 29. FINANCIAL RISK MANAGEMENT (CONTINUED)

(f) Capital risk management (Continued) (g) Fair value estimation (Continued)

Consistent with others in the industry, the Group monitors capital based on a gearing ratio. This ratio is Level 1 Level 2 Level 3 Total calculated as total debt divided by total capital. Total debt is calculated as total borrowings (including S$’000 S$’000 S$’000 S$’000 ‘current and non-current borrowings’ and ‘finance leases’ as shown in the statement of financial position). Group Total capital is calculated as equity attributable to ordinary shareholders of the Company and perpetual 2014 securities holders plus total debt. Assets Available-for-sale financial assets (Note 14) 156,154 1,313,745 42,496 1,512,395 The Group’s strategy in 2014, which was unchanged from 2013, was to maintain the gearing ratio below 66%. The gearing ratios as at 31 December 2014 and 2013 were as follows: Liabilities Derivative financial instruments (Note 21) – 246,869 – 246,869 Group 2014 2013 S$’000 S$’000 2013 Total debt 1,703,241 2,225,258 Assets Total equity attributable to ordinary shareholders Available-for-sale financial assets (Note 14) 565,179 1,265,240 30,516 1,860,935 of the Company and perpetual securities holders 9,703,317 9,647,183 Total capital 11,406,558 11,872,441 Liabilities Derivative financial instruments (Note 21) – 10,899 – 10,899

Gearing ratio 15% 19% There were no transfers between Level 1 and Level 2 during the financial years ended 31 December 2014 and 2013. The Group was in compliance with externally imposed capital requirements for the financial years ended 31 December 2014 and 2013. The fair value of financial instruments traded in active markets is based on quoted market prices at the reporting date. A market is regarded as active if quoted prices are readily and regularly available from an (g) Fair value estimation exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm’s length basis. The quoted market price used The following table presents the Group’s assets and liabilities measured at fair value and classified by for financial assets held by the Group is the current bid price. These instruments are included in Level 1. level of the following fair value measurement hierarchy:

The fair value of financial instruments that are not traded in an active market (for example, over-the-counter (i) Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1); derivatives) is determined by using valuation techniques. These valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity specific estimates. If all (ii) Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, significant inputs required to fair value an instrument are observable, the instrument is included in Level 2. either directly (i.e. as prices) or indirectly (i.e. derived from prices) (Level 2);

The Group uses a variety of methods and makes assumptions that are based on market conditions (iii) Inputs for the asset or liability that are not based on observable market data (that is, unobservable existing at each reporting date. Quoted market prices or dealer quotes for similar instruments are used inputs) (Level 3). to estimate fair value for long term debt for disclosure purposes. The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves. The fair value of forward foreign exchange contracts is determined using forward exchange rates at the reporting date, with the resulting value discounted back to present value. Other techniques, such as discounted cash flow analysis, are used to determine fair value for the remaining financial instruments.

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29. FINANCIAL RISK MANAGEMENT (CONTINUED) 30. RELATED PARTY DISCLOSURES

(g) Fair value estimation (Continued) The Company’s immediate holding corporation is Genting Overseas Holdings Limited (“GOHL”), a company incorporated in the Isle of Man. The ultimate holding corporation is Genting Berhad (“GB”), a company If one or more of the significant inputs is not based on observable market data, the instrument is included incorporated in Malaysia and whose shares are listed on the Bursa Malaysia Securities Berhad. in Level 3. Changing one or more of the inputs in the valuation technique used for Level 3 instruments will not significantly impact the fair value of these instruments. In addition to related party disclosures mentioned elsewhere in the consolidated financial statements, set out below are other significant related party transactions and balances: The following table presents the changes in Level 3 instruments: (a) The following significant transactions were carried out between the Group and related parties: Group 2014 2013 Group S$’000 S$’000 2014 2013 S$’000 S$’000 Beginning of financial year 30,516 12,785 Additions 9,862 17,961 (i) Purchases of goods and/or services from a joint venture (30,204) (30,315) Disposals (2,358) (127) Fair value gain recognised in other comprehensive income 6,391 152 (ii) Management services from a subsidiary of a substantial Repayment (2,002) – shareholder (1,891) (1,618) Exchange differences 87 (255) End of financial year 42,496 30,516 (iii) Interest income receivable from an associate 3,741 –

The fair value of current and non-current financial assets and liabilities approximate their carrying amounts. (b) The following significant transactions were carried out between the Company and related parties: (h) Financial instruments by category

Company The aggregate carrying amounts of financial instruments are as follows: 2014 2013 S$’000 S$’000 Group Company 2014 2013 2014 2013 S$’000 S$’000 S$’000 S$’000 (i) Management fees received/receivable from a subsidiary 15,843 17,484

Loans and receivables 5,032,823 4,875,876 4,499,118 4,713,314 (ii) Interest income received/receivable from a subsidiary 70,429 52,057 Available-for-sale financial assets 1,512,395 1,860,935 – – (iii) Dividend income received/receivable from subsidiaries 125,450 161,790 Financial liabilities at amortised cost 2,239,323 2,888,623 90,478 30,121 Derivative financial instruments 246,869 10,899 – – (iv) Dividend paid to immediate holding corporation (63,537) (63,537)

Outstanding balances of the above related party transactions as at 31 December 2014 and 2013 are disclosed in Notes 15 and 18.

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30. RELATED PARTY DISCLOSURES (CONTINUED) 31. SEGMENT INFORMATION

(c) Key management remuneration (including directors’ remuneration): Management has determined the operating segments based on the reports that are used by the chief operating decision-maker to make strategic decisions. Key management remuneration includes fees, salary, bonus, commission and other emoluments computed based on the cost incurred by the Group, and where the Group did not incur any costs, the The chief operating decision-maker considers the business from both business and geographic perspectives. value of the benefit. Business segment The remuneration of directors and the key management personnel during the financial year is analysed as follows: The Singapore leisure and hospitality segment derives revenue from the development and operation of the integrated resort while the other leisure and hospitality segment derives revenue from the provision of sales and Group Company marketing services to leisure and hospitality related businesses. 2014 2013 2014 2013 S$’000 S$’000 S$’000 S$’000 Under the Development Agreement signed between the Sentosa Development Corporation (“SDC”) and the Non-executive directors Group, the Group is required to construct, develop and operate a resort with a comprehensive range of – Fees and meeting allowances 761 767 761 767 integrated and synergised amenities for recreation, entertainment and lifestyle uses. This includes key attractions – Share-based payment 628 722 628 722 such as hotels, event facilities, retail, dining, entertainment shows, themed attractions and casino, which must be at all times operated and managed together. Each key attraction cannot be closed without prior written 1,389 1,489 1,389 1,489 approval from SDC.

Executive directors The investment business derives revenue from investing in assets to generate future income and cash flows. – Fees and meeting allowances 66 69 66 69 – Salaries, bonus and other emoluments 17,189 13,952 11,908 8,734 Sales between segments are carried out at arm’s length. The revenue from external parties reported to the – Defined contribution plan 27 24 15 15 chief operating decision-maker is measured in a manner consistent with that in the statement of comprehensive – Share-based payment 14,542 3,559 14,542 3,559 income. 31,824 17,604 26,531 12,377 The chief operating decision-maker assesses the performance of the operating segments based on a measure Total 33,213 19,093 27,920 13,866 of adjusted earnings before interest, tax, depreciation and amortisation (“Adjusted EBITDA”). This measurement basis excludes the effects of fair value changes on derivative financial instruments, gain/loss on disposal of available-for-sale financial assets, write-off/impairment or gain/loss on disposal of property, plant and equipment/ Key management personnel intangible assets, gain/loss on disposal of associate, gain/loss on disposal of subsidiary, share-based payment, (excluding directors’ remuneration) net exchange gain/loss relating to financial investments and pre-opening/development and other non-recurring – Salaries, bonus and other emoluments 7,790 8,514 2,459 1,813 expenses. – Defined contribution plan 97 83 51 38 – Share-based payment 1,900 3,528 978 1,502 Segment assets consist primarily of property, plant and equipment, intangible assets, inventories, trade and Total 9,787 12,125 3,488 3,353 other receivables, available-for-sale financial assets, restricted cash and cash and cash equivalents.

Segment liabilities comprise all liabilities other than current and deferred tax liabilities, borrowings, finance leases and derivative financial instruments.

110 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 111 NOTES TO THE FINANCIAL NOTES TO THE FINANCIAL STATEMENTS STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

31. SEGMENT INFORMATION (CONTINUED) 31. SEGMENT INFORMATION (CONTINUED)

Leisure and Hospitality Leisure and Hospitality

Singapore Others ^ Investments Total Singapore Others * Investments Total

S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 S$’000 Group Group 2014 2013 Gaming revenue 2,207,325 – – 2,207,325 Gaming revenue 2,185,118 – – 2,185,118 Non-gaming revenue 653,053 – – 653,053 Non-gaming revenue 660,406 – – 660,406 Others – 141 7,322 7,463 Others – 224 7,379 7,603 Inter-segment revenue – – (5,356) (5,356) Inter-segment revenue – – (5,813) (5,813) External revenue 2,860,378 141 1,966 2,862,485 External revenue 2,845,524 224 1,566 2,847,314

Adjusted EBITDA 1,170,688 (4,761) (7,733) 1,158,194 Adjusted EBITDA 1,173,161 (2,546) (12,386) 1,158,229

Share of results of joint ventures and associate 5,322 5,308 (6) 10,624 Share of results of joint ventures 3,560 – 33,000 36,560 Depreciation of property, plant and equipment (397,839) – (1,284) (399,123) Depreciation of property, plant and equipment (399,770) – (1,625) (401,395) Amortisation of intangible assets (20,323) – – (20,323) Amortisation of intangible assets (20,951) – – (20,951)

Assets Assets Segments assets 7,500,998 106,844 4,931,030 12,538,872 Segments assets 7,777,720 3,492 5,255,938 13,037,150 Interests in joint ventures and associate 42,035 91,098 149 133,282 Interests in joint ventures 36,713 – 119 36,832 Deferred tax assets 89 Deferred tax assets 88 Consolidated total assets 12,672,243 Consolidated total assets 13,074,070

Segment assets include: Segment assets include: Additions to: Additions to: – property, plant and equipment 152,060 – 776 152,836 – property, plant and equipment 330,534 – 279 330,813 – intangible assets 57,000 – – 57,000 Liabilities Segment liabilities 589,586 2,087 16,022 607,695 Liabilities Borrowings and finance leases 1,703,241 Segment liabilities 755,596 2,361 12,432 770,389 Derivative financial liabilities 246,869 Borrowings and finance leases 2,225,258 Income tax liabilities 180,692 Derivative financial liabilities 10,899 Deferred tax liabilities 230,420 Income tax liabilities 155,106 Consolidated total liabilities 2,968,917 Deferred tax liabilities 265,226 Consolidated total liabilities 3,426,878 ^ Other leisure and hospitality segment mainly represents interest in an associate. * Other leisure and hospitality segment represents sales and marketing services provided to leisure and hospitality related businesses.

112 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 113 NOTES TO THE FINANCIAL NOTES TO THE FINANCIAL STATEMENTS STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014 FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2014

31. SEGMENT INFORMATION (CONTINUED) 31. SEGMENT INFORMATION (CONTINUED)

A reconciliation of Adjusted EBITDA to profit before taxation is provided as follows: Geographical information (Continued)

Group Group 2014 2013 2014 2013 S$’000 S$’000 S$’000 S$’000 Adjusted EBITDA for reportable segments 1,158,194 1,158,229 Revenue Fair value (loss)/gain on derivative financial instruments (136,141) 104,882 Singapore 2,861,270 2,846,274 Gain on disposal of available-for-sale financial assets 153,038 31,738 Asia Pacific (excluding Singapore) 1,215 1,040 Share-based payment (31,204) (17,725) 2,862,485 2,847,314 Net exchange gain relating to investments 75,808 37,068 Depreciation and amortisation (419,446) (422,346) Non-current assets Interest income 50,403 38,812 Singapore 5,956,796 6,264,957 Finance costs (42,127) (54,033) Asia Pacific (excluding Singapore) 211,954 14,693 Share of results of joint ventures and associate 10,624 36,560 Other expenses * (14,352) (67,677) 6,168,750 6,279,650 Profit before taxation 804,797 845,508 There are no revenues or assets generated from or located in the Isle of Man. There are no revenues derived * Other expenses include impairment/write-off/disposal of property, plant and equipment and intangible assets, pre-opening/ from transactions with a single external customer that amounted to 10% or more of the Group’s revenue for development expenses and other non-recurring adjustments. the financial years ended 31 December 2014 and 2013.

Geographical information 32. APPROVAL OF FINANCIAL STATEMENTS

The Group operates predominantly in Asia. The main business of the Group is the leisure and hospitality The financial statements have been approved for issue in accordance with a resolution of the Board of Directors operations in Singapore where the development and operation of an integrated resort provides most of on 24 February 2015. its revenue. The operations in other geographical areas in the Asia Pacific (excluding Singapore) include development of an integrated resort in Korea and other investments.

Revenue is classified based on the location in which revenue is derived. Sales between segments are eliminated. Non-current assets exclude deferred tax assets and available-for-sale financial assets.

114 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 115 INDEPENDENT AUDITOR’S REPORT STATISTICS OF SHAREHOLDINGS TO THE MEMBERS OF GENTING SINGAPORE PLC AS AT 2 MARCH 2015

REPORT ON THE FINANCIAL STATEMENTS Issued and fully paid-up capital : US$3,722,778,939.28 Class of shares : Ordinary shares We have audited the accompanying financial statements of Genting Singapore PLC (the “Company”) and its subsidiaries Voting rights : One vote per share (the “Group”) set out on pages 36 to 115, which comprise the statements of financial position of the Company and Treasury shares : Nil the Group as at 31 December 2014, the statements of comprehensive income, the statements of changes in equity and the statements of cash flows of the Company and the Group for the financial year then ended, and a summary of DISTRIBUTION OF SHAREHOLDINGS significant accounting policies and other explanatory information. Number of Number of Size of Shareholdings Management’s Responsibility for the Financial Statements shareholders % Shares % 1 – 99 551 0.62 10,183 0.00 Management is responsible for the preparation of financial statements that give a true and fair view in accordance 100 – 1,000 8,191 9.26 5,211,886 0.04 with the provisions of the Isle of Man Companies Act and International Financial Reporting Standards, and for devising 1,001 – 10,000 44,390 50.16 252,793,823 2.09 and maintaining a system of internal accounting controls sufficient to provide a reasonable assurance that assets are safeguarded against loss from unauthorised use or disposition; and transactions are properly authorised and that they 10,001 – 1,000,000 35,218 39.79 1,804,213,089 14.93 are recorded as necessary to permit the preparation of true and fair profit and loss accounts and balance sheets and 1,000,001 and above 154 0.17 10,027,163,874 82.94 to maintain accountability of assets. Total 88,504 100.00 12,089,392,855 100.00

Auditor’s Responsibility DIRECTORS’ INTERESTS IN SHARES AND OPTIONS OF THE COMPANY

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in (i) The interests of the Directors in shares of the Company as recorded in the Register of Directors’ Shareholdings accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements are set out below: and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. Direct Interest Deemed Interest (Number of shares) (Number of shares) An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial Directors (1) At end of statements. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of At beginning At end As at At beginning year and as material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the of year of year 21/01/2015 of year at 21/01/2015 auditor considers internal control relevant to the entity’s preparation of financial statements that give a true and fair view Tan Sri Lim Kok Thay (2) 6,036,100 7,311,100 7,311,100 – (2) 6,353,828,069 (2) in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing Tan Hee Teck 4,442,300 8,064,477 8,064,477 9,600 9,600 an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of Lim Kok Hoong 656,000 173,496 173,496 – 800,000 accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. Tjong Yik Min 785,600 955,600 955,600 – – Koh Seow Chuan 168,880 338,880 338,880 – – We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. (ii) The interests of the Directors in the Genting Singapore PLC Employee Share Option Scheme (“Scheme”) as Opinion recorded in the Register of Share Options are set out below:

In our opinion, the financial statements of the Company and the Group are properly drawn up in accordance with the **Aggregate **Aggregate provisions of the International Financial Reporting Standards so as to give a true and fair view of the state of affairs of granted since the exercised since the the Company and of the Group as at 31 December 2014, and of the results, changes in equity and cash flows of the Directors commencement commencement **Aggregate Company and the Group for the financial year ended on that date. of the Scheme to of the Scheme to outstanding 31/12/2014 31/12/2014 as at 31/12/2014 PricewaterhouseCoopers LLP Tan Sri Lim Kok Thay 5,941,463 2,971,000 2,970,463 Public Accountants and Chartered Accountants Tan Hee Teck 3,501,177 3,501,177 – Singapore, 24 February 2015 Lim Kok Hoong 583,496 583,496 – Tjong Yik Min 583,496 436,000 147,496 Koh Seow Chuan – – –

** Incorporating adjustments for the 2007 and 2009 Rights issues. The Directors do not have any deemed interests in the Share Options.

116 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 117 STATISTICS OF SHAREHOLDINGS STATISTICS OF SHAREHOLDINGS AS AT 2 MARCH 2015 AS AT 2 MARCH 2015

DIRECTORS’ INTERESTS IN SHARES AND OPTIONS OF THE COMPANY (CONTINUED) Notes: (1) The Directors, including Independent Directors (other than Mr Koh Seow Chuan), have been granted Options to subscribe for shares pursuant to the Genting Singapore PLC Employee Share Option Scheme. The Directors have also been awarded (iii) Shares awarded to the Directors under the approved Genting Singapore Performance Share Scheme (“PSS”) ordinary shares pursuant to the Performance Share Scheme of the Company. The vesting of the shares under the Performance are set out below: Share Scheme is contingent upon achievement of various performance targets.

Aggregate (2) Tan Sri Lim Kok Thay is the Executive Chairman. He is a director of GENT, certain companies within the Genting Group and granted Aggregate certain companies which are substantial shareholders of GENT. Tan Sri Lim Kok Thay is also one of the beneficiaries of a Granted in since the vested since the discretionary trust, the trustee of which is Parkview (please see Note (6) for information on this trust). A discretionary trust is Directors one in which the trustee (and in the case where the trustee is a company, its board of directors) has full discretion to decide financial commencement commencement Aggregate which beneficiaries will receive, and in whichever proportion of the income or assets of the trust when it is distributed and year ended of the PSS to of the PSS to outstanding as at also how the rights attached to any shares held by the trust are exercised. The deemed interests of Parkview in the shares 31/12/2014 31/12/2014 31/12/2014 31/12/2014# of the Company are explained in Note (6). On account of Tan Sri Lim Kok Thay being a beneficiary of the discretionary trust, Tan Sri Lim Kok Thay 750,000 6,000,000 4,102,500 1,725,000 he is deemed interested in the Shares of the Company by virtue of the deemed interest of Parkview.

Tan Hee Teck 27,750,000 32,380,000 5,605,700 26,662,000 (3) GOHL is a wholly-owned subsidiary of GENT. Therefore, GENT is deemed to be interested in the shares of the Company held Lim Kok Hoong 100,000 800,000 547,000 230,000 by GOHL.

Tjong Yik Min 100,000 800,000 547,000 230,000 (4) KHR and its wholly owned subsidiary control more than 20% of the voting share capital of GENT. KHR is deemed to be Koh Seow Chuan 100,000 680,000 433,480 230,000 interested in the shares of the Company held by itself and GOHL.

(5) The voting share capital of KHR is wholly owned by KHI. Therefore, KHI is deemed to be interested in the shares of the # Figures take into account share awards forfeited in 2011 and 2012. Company through KHR and GOHL.

SUBSTANTIAL SHAREHOLDERS (AS RECORDED IN THE REGISTER OF SUBSTANTIAL SHAREHOLDERS) (6) Parkview acts as trustee of a discretionary trust, the beneficiaries of which are Tan Sri Lim Kok Thay and certain members of his family. Parkview, through its wholly-owned company namely KHI, own the entire issued voting share capital of KHR. As Direct Interest Deemed Interest such, Parkview is deemed to be interested in the shares of the Company held through KHR and GOHL. Parkview is owned by Amaline (M) Sdn Berhad (a company controlled by Tan Sri Lim Kok Thay); Puan Sri Lim (Nee Lee) Kim Hua (mother of Tan Substantial Shareholders (5% or more) Number of Number of Sri Lim Kok Thay); Tan Sri Lim Kok Thay and Ms Roselind Niap Kam Lian each holding one share respectively, and Mr Gerard shares % shares % Lim Ewe Keng holding two shares. The board members of Parkview are Tan Sri Lim Kok Thay and Dato’ Joseph Lai Khee Sin. Genting Overseas Holdings Limited (“GOHL”) 6,353,685,269 52.5559 – –

Genting Berhad (“GENT”) (3) – – 6,353,685,269 52.5559 (7) Mr Lim Keong Hui is one of the beneficiaries of a discretionary trust, the trustee of which is Parkview. On account of Mr Lim Kien Huat Realty Sdn Berhad (“KHR”) (4) 142,800 * 6,353,685,269 52.5559 Keong Hui being a beneficiary of the discretionary trust, he is deemed interested in the shares of the Company by virtue of the deemed interest of Parkview. Kien Huat International Limited (“KHI”) (5) – – 6,353,828,069 52.5570 Parkview Management Sdn Berhad (“Parkview”) (6) – – 6,353,828,069 52.5570 Tan Sri Lim Kok Thay (2) 8,061,100 0.0667 6,353,828,069 52.5570 Lim Keong Hui (7) – – 6,353,828,069 52.5570

* Negligible

118 l GENTING SINGAPORE ANNUAL REPORT 2014 GENTING SINGAPORE ANNUAL REPORT 2014 l 119 STATISTICS OF SHAREHOLDINGS GROUP OFFICES AS AT 2 MARCH 2015 GENTING SINGAPORE

CORPORATE OFFICES TWENTY (20) LARGEST SHAREHOLDERS

% of Issued HEAD OFFICE SINGAPORE 10 Sentosa Gateway, Resorts World at Sentosa Pte Ltd Name of Shareholders Number of Shares Share Capital Resorts World Sentosa 8 Sentosa Gateway, Singapore 098270 Resorts World Sentosa T: +65 6577 8888 Singapore 098269 1. GENTING OVERSEAS HOLDINGS LIMITED 6,353,685,269 52.56 F: +65 6577 8890 T: +65 6577 8888 www.gentingsingapore.com F: +65 6577 8890 2. CITIBANK NOMINEES SINGAPORE PTE LTD 850,380,226 7.03 www.rwsentosa.com 3. DBS NOMINEES PTE LTD 433,228,154 3.58 4. HSBC (SINGAPORE) NOMINEES PTE LTD 313,772,247 2.60

5. DBSN SERVICES PTE LTD 278,680,112 2.31 SALES / REPRESENTATIVE / OFFICES 6. RAFFLES NOMINEES (PTE) LTD 233,735,464 1.93 7. DMG & PARTNERS SECURITIES PTE LTD 195,771,531 1.62 HONG KONG CHINA - BEIJING GSHK Capital Limited Adriana Limited Beijng Representative Office 8. PHILLIP SECURITIES PTE LTD 158,543,806 1.31 Suite 1001, Ocean Centre Room 1911, 19th Floor, Block B 5 Canton Road, Tsimshatsui Beijing Focus Square 9. OCBC SECURITIES PRIVATE LTD 156,213,078 1.29 Kowloon, Hong Kong S.A.R. No. 6 Futong East Street T: +852 2377 4680 Chaoyang District 10. UNITED OVERSEAS BANK NOMINEES PTE LTD 143,002,785 1.18 F: +852 2314 8724 Beijing 100102, China T: +86 10 8591 1970 11. CIMB SECURITIES (SINGAPORE) PTE LTD 112,392,673 0.93 JAPAN F: +86 10 8591 1990 12. DBS VICKERS SECURITIES (SINGAPORE) PTE LTD 100,514,323 0.83 Genting International Japan Co., Ltd Marunouchi Eiraku Building 22F CHINA – CHENGDU 13. UOB KAY HIAN PTE LTD 99,424,243 0.82 1-4-1 Marunouchi Chiyoda-ku Adriana Limited Chengdu Representative Office Tokyo 100-0005 Japan Level 18, The Office Tower Shangri-la Centre 14. BANK OF SINGAPORE NOMINEES PTE LTD 72,693,681 0.60 T: +81 3 6273 4066 No. 9 Bin Jiang (East) Road F: +81 3 6273 4067 Chengdu 610021, China 15. BNP PARIBAS SECURITIES SERVICES 53,448,422 0.44 T: +86 28 6606 5041 MALAYSIA – JOHOR BAHRU F: +86 28 6606 5042 16. MAYBANK KIM ENG SECURITIES PTE LTD 46,989,692 0.39 Genting International Sdn Bhd 17. BNP PARIBAS NOMINEES SINGAPORE PTE LTD 35,864,967 0.30 No.92 Jalan Tanjung 8/3, CHINA – GUANGZHOU Taman Sutera Utama, 81300 Adriana Limited Guangzhou Representative Office 18. KGI FRASER SECURITIES PTE LTD 31,179,581 0.26 Skudai Johor Unit No. 735, The Garden Tower Tel: +607 554 9888 No.368, Huan Shi Dong Road 19. DB NOMINEES (SINGAPORE) PTE LTD 23,255,356 0.19 Fax: +607 558 9733 Guangzhou 510064, China T: +86 20 8365 2980 20. HL BANK NOMINEES (SINGAPORE) PTE LTD 21,259,038 0.18 MALAYSIA – KUALA LUMPUR F: +86 20 8365 2981 Genting International Sdn Bhd Total 9,714,034,648 80.35 12th Floor, Wisma Genting, CHINA - SHANGHAI 28 Jalan Sultan Ismail Adriana Limited Shanghai Representative Office 50250 Kuala Lumpur, Malaysia Room 407, No. 318 Fuzhou Road, Cross Tower, PUBLIC FLOAT T: +603 2178 2288 / 2333 2288 Shanghai 200001, China F: +603 2161 6368 T: +86 21 6323 0638 F: +86 21 6323 0637 Based on the information available to the Company as at 2 March 2015, approximately 47.25% of the issued ordinary shares of the Company was held by the public, and therefore, Rule 723 of the Listing Manual of the Singapore Exchange Securities Trading Limited has been complied with.

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