Contents Board of Directors... 2 Chairman s Statement... 4 Group Financial Highlights... 6 Significant Events... 8 Operations Review...

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2 CONTENTS Contents Board of Directors... 2 Chairman s Statement... 4 Group Financial Highlights... 6 Significant Events... 8 Operations Review...12 Chairman s Statement Page 4 Financial Review...16 Group Simplified Financial Position...17 Productivity/Profitability Ratios...18 Earnings and Dividends...19 Daily Average Circulation...20 Advertising Market Share by Media...21 Value Added Statement...22 Group Half-Yearly Results...23 Directors Report...24 Significant Events Page 8 Statement by Directors Auditors Report...33 Audited Accounts...34 Balance Sheets...34 Profit and Loss Accounts...35 Consolidated Cash Flow Statement...36 Notes to the Accounts...39 Financial Calendar...61 Financial Review Page 16 Shareholding Statistics Properties of the Group Overseas Bureaux and Sales Offices...66 Notice of Annual General Meeting...68 Proxy Form

3 BOARD OF DIRECTORS Board of Dire BOARD OF DIRECTORS Lim Kim San Executive Chairman Cheong Choong Kong Michael Y O Fam Lee Hee Seng Tang I-Fang Tjong Yik Min Executive Director Wee Cho Yaw AUDIT COMMITTEE Tang I-Fang Cheong Choong Kong Tjong Yik Min PRINCIPAL OFFICERS Lim Kim San Executive Chairman Tjong Yik Min Executive Director Denis Tay Koon Tek Chief Operating Officer Cheong Yip Seng Editor-in-Chief, English and Malay Newspapers Chew Keng Juea Group General Manager, Chinese Newspapers and Newspaper Services Tham Khai Wor Group General Manager, Marketing 2

4 BOARD OF DIRECTORS tors (From left) Tjong Yik Min, Lee Hee Seng, Michael Fam, Lim Kim San, Wee Cho Yaw, Tang I-Fang, Cheong Choong Kong. Arthur Seet Keong Hoe Group General Manager, Finance Low Huan Ping Group General Manager, Information Technology; Multimedia; Corporate Planning & Business Development Sng Ngoi May General Manager, Corporate Services Wee Leong How General Manager, Human Resources Joyce Chee Siew Luan Assistant General Manager, Internal Audit Ginney Lim May Ling Group Company Secretary/Legal Manager AUDITORS Coopers & Lybrand 9 Penang Road #12-00, Park Mall Singapore COMPANY SECRETARY Ginney Lim May Ling REGISTERED OFFICE News Centre 82 Genting Lane, Singapore Telephone: SHARE REGISTRATION OFFICE Barbinder & Co Pte Ltd 9 Penang Road #10-20, Park Mall Singapore

5 CHAIRMAN S STATEMENT Chairman s Statement In Annual Report 1997, I said that Financial Year 1998 would be difficult and challenging. We had expected our business to be adversely affected by the economic crisis in the region but little did we realize that markets would collapse and in such quick time. Thus total group trading profits declined from $430.0 million to $389.6 million this year, a drop of 9.4 per cent. This was primarily because of lower advertising revenue. The first quarter of the year had seen continued growth, but as we entered the second quarter, business declined quarter by quarter; firstly, in recruitment advertising, then classifieds and finally trade display advertising. Investment income decreased by 85.4 per cent from $71.4 million last year to $10.4 million inclusive of $57.8 million in provisions for the year under review. Our losses from associates were reduced to $6.7 million from $27.4 million previously. This was mainly because of the turnaround of MobileOne (M1). Airco Building in Jurong was disposed of, resulting in an extraordinary gain of $13.8 million. Net attributable profit was $294.5 million, a decline of 13.5 per cent from $340.3 million previously. This brought earnings per share on a fully adjusted basis to 68 cents from 83 cents last year. Colorliners The new Colorliners printing presses were launched on September 1, As to be expected, there were a number of teething problems in both software and hardware. Significant improvements have been made since and the presses are running more efficiently. Distribution has also been facilitated by earlier finishing times. Increasing Circulation The year under review was an exciting one for journalism as major local, regional and international financial and political events unfolded. The result is an increase in average daily circulation to million copies an increase of 23,721 copies or 2.3 per cent over the previous year, as at end August. Circulation of The Straits Times increased by 11,349 copies or 3 per cent and that of the three Chinese newspapers together went up by 14,845 copies or 3.3 per cent. Berita Harian improved by 1,889 copies and the revamped Berita Minggu improved by 6.8 per cent and exceeded 70,000 copies per issue while other Sunday papers rose at a slower rate. Sales of Tamil Murasu, too, increased. Multimedia Division At the time of writing, the number of subscribers to M1 s cellular network has surpassed 270,000. AsiaOne website continues to build its hit rate. It now scores in excess of 120 million hits monthly. Advertising revenue secured amounted to slightly above one million dollars and while this will be affected by the general decline this year, it should grow in subsequent years. E-commerce has been introduced. Our virtual shopping mall has 60 shops and will have more. At the time of writing, Singapore CableVision (SCV) has 130,000 subscribers. As it steps up its cabling and wiring of private condominiums and landed estates, more will sign on. Property Refurbishing of the retail podium of Paragon has been completed and the centre is now fully open for trading. The location and new layout of Paragon have attracted 4

6 CHAIRMAN S STATEMENT many retailers of upmarket labels and popular stores like Metro and Marks & Spencer offering a wide range of products for the family and to fit different lifestyles. We are confident that it will be a popular shopping centre. We have purchased an industrial building at 1000 Toa Payoh North. The building will be refurbished and further built up to house all non-printing operations of SPH by year Investment Investment income was reduced to $10.4 million this year as a result of losses on sale of investments amounting to $47.9 million and provisions of $57.8 million. Our equities suffered from the free fall in share prices. We took early action to cut losses and re-invested in fixed income investments and retained more cash. Staff Our staff remained committed and attrition was lower. The aim is to cut waste and improve productivity. Effective January 1999, there is a 2 per cent salary cut for senior executives and a wage freeze for middle management. Staff earning less than $3,500 a month will have their annual increase limited to $25 per month. Variable bonuses were automatically reduced in view of the year s reduced profit. I take this opportunity to thank our unions, SPHEU and SNUJ, for giving us their wholehearted support. Community Service We continued our support for our long-term projects and received the Distinguished Patron of the Arts award for the sixth consecutive year. As part of our celebrations of our new look newspapers, we sponsored the musical Joseph and the Amazing Technicolor Dreamcoat in February Removal of Foreign Shareholding Limit In March 1998, the limit on foreign shareholding was removed, and the local and foreign tranches were merged. Holders of local shares were awarded 100 bonus shares for every 1000 held while owners of foreign shares were given 276 shares for every 1000 held to partially compensate them for the premium paid. Capital Restructuring Exercise In November 1998, we reduced our capital by 10 per cent. Shareholders were paid a total of $496.4 million or $1.22 per share. SPH 100 was introduced. Dividend We maintained our rate of 12 cents interim dividend despite the higher number of shares issued this year. The Board is pleased to announce a final dividend of 31 cents per share. The total dividend payout this year was $120.1 million, 18.7 per cent higher than last year. Directorate Dr Cheong Choong Kong joined our Board of Directors in March He is also a member of the Audit Committee. Directors take this opportunity to thank all our readers, advertisers, advertising agencies, suppliers, newspaper vendors and business associates for their support. The Board would also like to thank our staff for their dedicated service. Prospects The Group will continue to face difficult trading conditions and we expect profits to further decline in the current year. Prospects will be determined by the economic performance of the United States, Japan and Europe, as well as the recovery of the economies in the region. The government s package of reduced charges, together with wage and CPF cuts should help companies survive and improve their profitability. Until the full benefits from these measures are realized, we do not anticipate significant recovery till the end of I therefore expect the current year to be another difficult one. Lim Kim San Executive Chairman 5

7 FINANCIAL HIGHLIGHTS Group Financial Highlights Change S$ 000 S$ 000 % 1 Turnover 899, ,026 (5.6) 2 Trading profit 389, ,024 (9.4) 3 Profit before taxation 393, ,972 (17.0) 4 Profit after taxation 277, ,319 (18.7) 5 Minority interests (64.3) 6 Extraordinary items 16,751 (1,821) 1, Profit attributable to shareholders 294, ,341 (13.5) 8 Shareholders interests 2,341,288 2,136, Total assets 3,322,825 3,102, Total liabilities 981, , Dividends (net) 120, , Profitability ratios a Operating margin (1.8)%pt b Return on turnover (3.0)%pt c Return on shareholders funds (3.3)%pt 13 Per share data a Net tangible assets $5.75 $5.27^ 9.1 b Profit before tax $0.97 $1.17^ (17.1) c Profit after tax and minority interests $0.68 $0.84^ (19.0) d Gross dividends (cents) e Dividend cover (times) (32.4) 14 Value added S$ S$ a Per employee 202, ,998 (5.2) b Per $ employment costs (5.0) c Per $ fixed assets (before depreciation) (6.4) d Per $ turnover ^ Adjusted for bonus shares issued in the ratio of shares for every 1,000 shares during the financial year ended August 31,

8 FINANCIAL HIGHLIGHTS S$ 000 3,322,825 3,102,357 2,341,288 2,136, , , , , , , Turnover Trading profit Profit attributable to shareholders Shareholders interests Total assets 7

9 SIGNIFICANT EVENTS Significant Events The launch of Lee Kuan Yew : The Man & His Ideas on October 3. September 5, 1997 Living magazine was launched in Taipei, the first publication of Asia Century Publishing, a joint venture between Lianhe Publishing and Burda-Rizzoli. October 1997 The retrofitting, upgrading and redevelopment work at Paragon commenced. The Chinese Pictoria System for electronic archival of published wire pictures was set up for the Chinese Editorial Library. October 3, 1997 The book Lee Kuan Yew: The Man & His Ideas was launched. October 17, 1997 The Newslink Web (including the new billing module) was commissioned to sell the news archive to more users via Internet. Electronic commerce services to promote business transactions and provision of services on the Net were launched. For a start, it marketed 400 products from nine business partners. Stop Press Online was launched to enable readers to subscribe to SPH publications on the Internet. It also informed readers of promotional activities of SPH newspapers and magazines. November 1997 Newslink Web was ready for SPHwide deployment with the implementation of Netscape Enterprise Server 4.0 and various enhancements to improve stability and performance. December 1997 Lianhe Wanbao (weekend) achieved a record average daily circulation of 146,528. The Predictive Dialler of Voice Response System for dialling out to daily contact advertisers was implemented to provide better customer service. The Look-and-Feel of AsiaOne s 8

10 SIGNIFICANT EVENTS Christmas shopping website won top design awards from National Computer Board. February 4, 1998 The 75th Anniversary logo of Lianhe Zaobao was unveiled to kick off the year s celebrations. February 14, 1998 The Chinese Cultural Festival was officially opened by Mr Lim Boon Heng, Minister without Portfolio, at Suntec City. Altogether, 123 activities were organised during the Festival. February 24, 1998 The SPH Group presented Andrew Lloyd Webber s musical Joseph and the Amazing Technicolor Dreamcoat at Kallang Theatre from February 24 to April 12. February 27, 1998 The new Her World Brides magazine was launched. March 1998 Zaobao Online monthly hits surged to 34 million, to be one of the top three popular Chinese online newspapers in the world. The overall average daily circulation of the Group s newspapers achieved an all-time high record of 1,067,078 copies, an increase of 47,355 copies or 4.64 per cent against the same month last year. Tamil Murasu (weekday) and Tamil Murasu (Sunday) achieved record average daily circulation of 10,149 and 15,450 respectively. All 1,500 personal computers in News Centre, Print Centre and Times House migrated to Windows 95. March 9, 1998 The migration of all Coyote terminals to standard Windowsbased personal computers in Times House was completed. This conversion reduced maintenance costs and allowed corporate applications to be more readily implemented for the English and Malay Newspapers Division. March 14, 1998 Tang Cultural Discovery, jointly organised by Chinese Newspapers Division and Tang Dynasty City, attracted 65,000 visitors who paid only $1 to enter the theme park on March 14 and 15. March 18, 1998 Mrs Elizabeth Sam, Deputy President of OCBC Bank and Deputy Chairperson of Simex, was named Her World s Woman of the Year March 23, 1998 The new look of The Straits Times was launched. March 27, 1998 Mr Sim Wong Hoo, Chairman and Chief Executive of Creative Technologies, was named Businessman of the Year 1997 for the second time. April 1998 Phase Two of the Chinese Pictoria System for all relevant desks in Lianhe Zaobao was implemented. April 6, 1998 The first Singapore Dramatist Awards, sponsored by SPH and organised by Theatreworks, was launched to encourage more creative writing in Singapore. April 20, 1998 The rollout of Agency Intranet to advertising agencies commenced. The Straits Times and The Sunday Times achieved record average daily circulation of 395,703 and 402,209 respectively. Mr Yatiman Yusof, Senior Parliamentary Secretary for Information and the Arts, (third from left) officially launched the Tang Cultural Discovery event on March 14. 9

11 SIGNIFICANT EVENTS The TNP Big Walk is the biggest walk in the world. April 30, 1998 SPH through its subsidiary, Sin Chew Jit Poh, sold Airco Building at International Road. May 1998 Lianhe Wanbao (weekday) achieved record average daily circulation of 141,668 while Shin Min Daily News (weekday) achieved record average circulation of 120,929. May 8, 1998 SPH through its subsidiary, Singapore News & Publications Ltd, signed the option to purchase a property at 1000 Toa Payoh North at a cost of S$40 million, which will be the corporate headquarters. May 12, 1998 A New Media Unit was set up to rationalise the online operations in the English and Malay Newspapers Division. the new look of Lianhe Zaobao at Mandarin Singapore. May 21, 1998 Her World launched its new look and contents. May 24, 1998 The New Paper Big Walk attracted more than 69,000 participants, making it the biggest walk in the world. June 1998 The new high-speed computer network at Times House was upgraded to provide better security, network monitoring and greater May 18, 1998 BG (NS) George Yeo, Minister for Information and the Arts, launched Representatives of advertising agencies took a closer look at the advantages of the new communication infrastructure. 10

12 SIGNIFICANT EVENTS bandwidth requirements. June 5-28, 1998 The Lianhe Zaobao readership promotion contest drew 650,000 entries. This was an all-time high record for contests organised by SPH. June 13, 1998 RAdm Teo Chee Hean, Minister for Education and Second Minister for Defence, officiated at the opening ceremony of the annual World Book Fair at Suntec City which attracted 820,000 visitors. The presentation of the first Inspiring Chinese Teachers Awards to 22 teachers was also held at the launch. June 18, 1998 The SPH Conservation Centre at the Singapore Zoological Gardens to house extremely rare and endangered species was officially opened. The first animal on exhibit is the endangered Proboscis Monkey from Indonesia. The fair drew 820,000 visitors. June 20-21, 1998 Four world-renowned Chinese intellectuals Yu Qiuyu, Du Weiming, Gao Xijun and Tan Swee Hian were invited to participate in a public forum, Towards the Next Century: A Cultural Dialogue, as part of the 75th Anniversary celebrations of Lianhe Zaobao. July 1, 1998 SAP, a system with rich functionalities and integrated solutions for accounting operations and reporting, went live. July 19, 1998 Berita Minggu was revamped and the new-look Malay Sunday paper achieved a 4 per cent increase in circulation to 71,000. July 26, 1998 The New Paper celebrated its 10th Anniversary with a party for readers at Suntec City. August 1998 AsiaOne achieved 120 million hits a month. August 6, 1998 The Group proposed to reduce its share capital by 10 per cent and make a cash distribution of $1.22 per share to shareholders. The launch of 1998 World Book Fair on June

13 OPERATIONS REVIEW Operations Review During the year, we undertook a Work Process Improvement exercise to review and reorganize our marketing efforts. The year under review was volatile. We had looked forward to a good performance as the Colorliners went operational in September Advertising volume was to go up with increased production capacity while unrestricted availability of full colour and second colour advertising would spawn many creative ad campaigns. The revamp of The Straits Times, Lianhe Zaobao and other newspapers would support our marketing efforts. This was not to be. Though we started the year well, the adverse effects of the regional crisis began to tell on businesses here. Recruitment advertising went down sharply and quickly as companies downsized. Advertising volume for high-end retail, cars, property and office equipment fell significantly as budgets were cut because of lower anticipated consumer spending. This was particularly relevant as the media scene saw mega mergers among international advertising agencies as well as acquisitions of local advertising agencies by these international outfits. Major international agencies are also centralizing their regional media buying houses. Our market share of the National Advertising Expenditure based on published and broadcast volume remained at around half of the total. But total advertising revenue declined sharply for the first time since the last recession in 1985 and the Gulf War in However, it was an exciting year for journalism and newspaper sales. The revamp of The Straits Times, The Sunday Times and Lianhe Zaobao made these newspapers more reader-friendly and more appealing to younger Singaporeans. This was timely as we had to compete aggressively with other regional newspapers, radio and broadcast and television for headline news in the coverage of major local, regional and world events which made world headlines. The Internet versions of The Straits Times, Lianhe Zaobao and The Business Times attracted more hits than ever from regional and overseas Internet users. 12

14 OPERATIONS REVIEW 13

15 OPERATIONS REVIEW We achieved significant increases in newspaper circulation of nearly all newspapers. The Business Times circulation, however, dropped slightly because of reduced orders from hotels and airlines. We published seven Sunday issues of The New Paper during the World Cup. Average circulation was 62,000 with a high of 82,353 copies. The improved performance of the Colorliners enabled printing to be completed before 4 am. This helped improve distribution to homes and outlets. Three more satellite drop-points were added for faster receipt by newspaper vendors. For casual buyers we established links with direct outlet chains such as 7-Eleven, NTUC Fairprice, petrol kiosks, Tops, Shop N Save, Borders Bookstore and Carrefour. Our newspapers are now available at 446 retail outlets, 19 Stop Press kiosks and 12 newspaper vending machines. Production s top priority was the efficiency of the Colorliner presses. Working with Goss specialists, our engineering and operations staff improved operating procedures and maintenance programmes. Printers were given intensive training and hands-on experience. We expect to improve the performance of the Colorliner presses further. As the presses improved, other new equipment systems such as Ferag mailroom and the FMC Automatic Guided Vehicle systems were further fine-tuned. In the Prepress area, workflow was reorganized and improved to cope with the increased colour pages and to establish sharper colour reproduction. In addition, a digital proofing system was implemented. We are adding more printing couples to the presses to increase the printing of more pages in one press run. By mid-1999, the press will be able to print 80 pages with 52 full colour pages compared with the current capacity of 64 pages with 40 colour pages. Information Technology With rapid changes in technology and the growth of the Internet, current systems have to evolve or be replaced by newer IT platforms. Re-engineering IT systems and Y2K compliance were therefore priorities for SPH. The corporate network was upgraded. A&N advertisements and classified artwork can now be sent electronically to SPH. Our Advertising Network (AdNet) was upgraded to a new SPH Intranet Services to provide closer communication with the advertising industry. Picture handling in the newsroom also went digital and Lotus Notes was implemented. Y2K conversion is in progress and all mission critical systems are expected to be compliant by early The cost involved is not expected to be material. Corporate Relations Our sponsorships spanned a wide field. In drama, we supported the Singapore Dramatist Awards to encourage more budding writers to write plays. For schools and sport, the SPH Touch Rugby Programme succeeded in getting more schools to play the game. One hundred and fifty-six teams participated in the competition. At Singapore Zoological Gardens, the new SPH Conservation Centre which houses extremely rare and endangered animals in the world was opened. 14

16 OPERATIONS REVIEW And in music, we financed the SPH Auditorium at Young Musicians Society Arts Centre at Waterloo Street. Human Resources We further refined our flexiwage system to keep fixed increases low while paying competitive salary packages that include bonuses pegged to company and individual performances. We conducted an outplacement exercise in 1998 to enable employees who had reached a plateau in their jobs in SPH to start a second career elsewhere. Harmonious industrial relations with our two house unions facilitated implementation of policies that need to change continually. We are working out a base-up wage system and a managed healthcare system to address the needs of older workers as retirement age is raised from 60 years to 62 years from January 1, The need for good and well-trained staff is critical to the company s success. To this end, we continue to invest in scholarships and staff development programmes to ensure a continual stream of talented and well-trained people. Finance SAP went live in July This will be enhanced for the full potential of the SAP, and form the backbone of Finance systems. This division is participating in the Work Process Improvement programme to keep abreast of the rapid changes in the financial world. Internal Audit A special unit within IA Division was set up to facilitate Work Process Improvement programmes throughout the company. Joint audits with internal auditors of our joint venture partners were carried out at MobileOne and Singapore CableVision. The department also worked with IT Division to enhance user awareness of IT security and the Y2K project issue. Administration In speeding up support services, Administration Division installed new equipment such as the telelift, automated intelligent mailing, electronic access security, on-line purchasing and payment systems and a common PABX platform with centralized telephonist system. All this resulted in higher productivity. 15

17 Financial Review 16

18 FINANCIAL REVIEW Group Simplified Financial Position S$ 000 S$ 000 S$ 000 S$ 000 S$ 000 Assets Fixed assets 426, , , , ,895 Investment property 771, ,689 Investments 1,281,511 1,367,300 1,441, , ,091 Cash and deposits 659, , ,021 1,070, ,794 Trade debtors 105, ,373 94,535 94,549 90,373 Other assets 78, ,566 90,958 69,014 40,675 Total 3,322,825 3,102,357 2,237,541 1,994,524 1,476,828 Shareholders Interests Capital and reserves 2,341,288 2,136,567 1,906,002 1,670,945 1,179,737 Liabilities Non-current liabilities 547, , ,803 Trade creditors 59,430 63,019 36,721 43,237 29,844 Taxation Current 121, ,424 98, , ,691 Deferred 51,179 51,972 47,431 29,839 22,307 Proposed final dividend 84,004 70,860 50,589 49,837 39,752 Other liabilities 117, ,203 97,818 93,429 94,694 Total 3,322,825 3,102,357 2,237,541 1,994,524 1,476,828 17

19 FINANCIAL REVIEW FINANCIAL REVIEW Productivity Ratios Profitability Ratios Earnings and Dividends Profit before tax Profit after tax and minority interests Value added per employee Operating margin $ million 500 $ million 350 $ 300,000 % , , Average staff strength 4,000 3,000 2,000 Return on turnover % Profit attributable to shareholders $ million Earnings per share Cents , Revenue per employee $ 300,000 Return on shareholders funds % 30 Dividend cover Number of times 6 4 Dividends (net) $ million , , Gross dividends per share Cents

20 FINANCIAL REVIEW Daily Average Circulation for August The Straits Times The Sunday Times Berita Harian Berita Minggu The Business Times The Straits Times Weekly The New Paper Lianhe Zaobao (weekday) Lianhe Zaobao (Sunday) Lianhe Wanbao (weekday) Lianhe Wanbao (weekend) Shin Min Daily News (weekday) Shin Min Daily News (weekend) Friday Weekly Tamil Murasu (weekday) Tamil Murasu (Sunday) 6,654 6,557 9,103 8,102 32,118 32,964 14,978 13,491 59,806 57,917 72,879 68,254 63,468 61, , , , , , , , , , , , , , , , , , , Advertising Market Share by Media 1997/ /97 Television 37% Newspapers 49% Total: $1.27 billion Television 34% Newspapers 51% Total: $1.22 billion Periodicals 5% Periodicals 5.5% Radio 4% Others 5% Others 4% Radio 5.5% Source: AC Neilsen N.B.: 1) Calculated at gross published rates. 2) Newspapers exclude appointments/notices and classified but include display classified for five product groups: automobiles, real estate, banking/finance, leisure/travel and computer

21 FINANCIAL REVIEW FINANCIAL REVIEW Value Added Statement S$ 000 S$ 000 Sale of goods and services 899, ,026 Purchase of materials and services (240,163) (256,461) Value added from operations 659, ,565 Non-production income and expenses:- Income from investments 10,432 71,351 Extraordinary items 16,751 (1,821) Share of loss of associates (6,712) (27,403) Bad debts provision (5,148) (2,557) Bad debts recovered Foreign exchange differences (Loss)/profit on disposal of fixed assets (40) 339 Total value added 674, ,942 Distribution:- Employees wages, provident fund contributions and other benefits 217, ,309 Directors fees Corporate and other taxes 121, ,536 Interest paid 8,272 3,017 Net dividends to shareholders 120, ,231 Total distributed 468, ,281 Group Half-Yearly Results st Half 2nd Half Full Year 1st Half 2nd Half Full Year S$ 000 S$ 000 S$ 000 S$ 000 S$ 000 S$ 000 Turnover 473, , , , , ,026 Trading profit 225, , , , , ,024 Profit before taxation 234, , , , , ,972 Profit before extraordinary items 169, , , , , ,162 Profit attibutable to shareholders 169, , , , , ,341 Earnings per share (in cents) 42* * 42* 84 *Adjusted for bonus shares issued in the second half of financial year ended August 31, Retained in the business:- Depreciation 32,717 39,394 Minority interests (301) (843) Retained earnings 174, , , ,942 Productivity ratios:- S$ S$ Value added per employee 202, ,998 Value added per $ employment costs Value added per $ investment in fixed assets (before depreciation) Value added per $ turnover

22 DIRECTORS REPORT DIRECTORS REPORT Directors Report for the Year ended August 31, 1998 The Directors have pleasure in presenting their report together with the audited accounts of the Group and of the Company for the year ended August 31, Directors Acquisition and Disposal of Subsidiaries 3. (a) During the financial year, the following interest in a subsidiary was acquired: Effective Net Tangible Equity held by Consideration Assets the Group S$ S$ % TelcomOne Corporation Pte Ltd The Directors in office at the date of this report are:- (b) There was no disposal of subsidiaries during the financial year. Lim Kim San Cheong Choong Kong Michael Fam Yue Onn Lee Hee Seng Tang I-Fang Tjong Yik Min Wee Cho Yaw Principal Activities 2. The principal activities of the Group consist of:- (a) (b) (c) (d) (e) publishing, printing and distributing newspapers, publishing and distributing magazines, providing multimedia and telecommunications services, holding investments, and holding and managing properties. The principal activities of the Company consist of:- (a) (b) (c) (d) (e) publishing, printing and distributing newspapers, distributing magazines, holding shares in subsidiaries, holding investments, and providing management services to subsidiaries. Results 4. COMPANY S$ 000 S$ 000 Profit after taxation 277, ,138 Minority interests 301 Profit before extraordinary items 277, ,138 Extraordinary items 16,751 Profit attributable to shareholders 294, ,138 Retained profit brought forward 1,562,163 1,467,149 Profit available for appropriation 1,856,697 1,761,287 Reserves and Provisions 5. Material movements in reserves and provisions are disclosed in the notes to the accounts. There have been no significant changes in the nature of these activities during the financial year

23 DIRECTORS REPORT DIRECTORS REPORT Share Capital and Debentures Directors Interests in Shares 6. (a) During the financial year, the following shares were issued:- (b) Class of Shares Shares Issued Purpose The Company Management 633,131 shares of S$1 each Issue of bonus share pursuant to a credited as fully paid. Scheme Of Arrangement on the reorganisation of the Company s share capital. 15,791 shares of S$1 each for cash, Issue of shares in accordance with at market prices prevailing on the Newspaper and Printing Presses allotment dates. Act. Ordinary 62,678,013 shares of S$1 each Issue of bonus share pursuant to a credited as fully paid. Scheme Of Arrangement on the reorganisation of the Company s share capital. Subsidiaries 1,563,940 shares of S$1 each Issue of shares under the Singapore fully paid for cash, at exercise prices. Press Holdings Group Executives Share Option Scheme. CyberWay Pte Ltd 2,725,000 ordinary shares of S$1 To provide working capital and pay each at par for cash. for long-term investment. During the financial year, S$40,000,000 Floating Rate Notes due 2002 were issued by a subsidiary, Orchard 290 Limited, to finance its development expenditure. The Notes are secured by way of a legal mortgage on the subsidiary s investment property and by an assignment of rental proceeds under various trust deeds. The rate of interest is either a rate agreed between the subsidiary and the agent bank or the rate per annum equivalent to Singapore Interbank Offered Rates (SIBOR), if no rate is agreed between the subsidiary and the bank. Arrangements to enable Directors to acquire Benefits 7. Neither during nor at the end of the financial year was the Company a party to any arrangement whose object was to enable the Directors of the Company to acquire benefits through the acquisition of shares in or debentures of the Company or any other body corporate, except as disclosed under Share Options in paragraph The Directors holding office at August 31, 1998 who had interests in shares and options in the Company and its subsidiaries as recorded in the register of Directors shareholdings were:- The Company Shares of S$1 each Direct Interests Deemed Interests Sept 1, Aug 31, Sept 21, Sept 1, Aug 31, Sept 21, Management Shares Lim Kim San Cheong Choong Kong Michael Fam Yue Onn Lee Hee Seng Tang I-Fang Tjong Yik Min Wee Cho Yaw , , ,701 Ordinary Shares Lim Kim San 509, , ,677 71,200 78,320 78,320 Michael Fam Yue Onn 201, , ,000 Lee Hee Seng 63,720 70,092 70,092 Wee Cho Yaw 140, , ,493 1,136,000 1,249,600 1,249,600 Options for Ordinary Shares Lim Kim San 774, , ,356 Tjong Yik Min 132, , ,786 Subsidiaries The Straits Times Press (1975) Ltd Management Shares Lim Kim San 1 Singapore News and Publications Ltd Management Shares Lim Kim San

24 DIRECTORS REPORT DIRECTORS REPORT Dividends Charge on Assets and Contingent Liabilities 9. (a) The Directors recommend that a final dividend of 31 cents per share less income tax amounting to approximately S$84,004,000 be paid. The amount of dividend payable may be increased in the event that share options set out in paragraph 21 are exercised before the share transfer register is closed for dividend entitlement. (b) During the financial year, the following dividends were paid by the Company:- (i) a final dividend of 28 cents per share less income tax which amounted to S$70,950,000 in respect of the previous financial year as proposed in the Directors Report of that year; and (ii) an interim dividend of 12 cents per share less income tax which amounted to S$36,081,000 in respect of the financial year under review. Bad and Doubtful Debts 10. (a) Before the accounts of the Company were made out, the Directors took reasonable steps to ascertain the action taken in relation to the writing off of bad debts and providing for doubtful debts and have satisfied themselves that all known bad debts have been written off and that adequate provision has been made for doubtful debts. (b) At the date of this report, the Directors are not aware of any circumstances which would render the amounts written off for bad debts or provided for doubtful debts in the accounts of the Group and of the Company inadequate to any substantial extent. Current Assets 11. (a) Before the accounts of the Company were made out, the Directors took reasonable steps to ascertain that any current assets which were unlikely to realise their book values in the ordinary course of business have been written down to their estimated realisable values, or that adequate provision has been made for the diminution in values of such current assets. (b) At the date of this report, the Directors are not aware of any circumstances which would render the values attributed to current assets in the accounts of the Group and of the Company misleading. 12. At the date of this report, there does not exist any:- (a) (b) charge on the assets of the Group or of the Company which has arisen since the end of the financial year which secures the liability of any other person, and contingent liability of the Group or of the Company which has arisen since the end of the financial year. Ability to meet Obligations 13. No contingent or other liability of any company in the Group or of the Company has become enforceable or is likely to become enforceable within the period of twelve months after the end of the financial year which, in the opinion of the Directors, will or may substantially affect the ability of the Group or of the Company to meet their obligations as and when they fall due. Other Statutory Information 14. As at the date of this report, the Directors are not aware of any circumstances not otherwise dealt with in their report or the accounts of the Group and of the Company which would render any amount stated in the accounts misleading. 15. In the opinion of the Directors, the results of the operations of the Group and of the Company for the financial year ended August 31, 1998 have not been substantially affected by any item, transaction or event of a material and unusual nature. 16. In the opinion of the Directors, no item, transaction or event of a material and unusual nature has arisen in the interval between the end of the financial year and the date of this report which would affect substantially the results of the operations of the Group and of the Company for the current financial year other than the Capital Restructuring Exercise involving a capital reduction and capital distribution to Shareholders as disclosed in the notes to the accounts. Directors Benefits 17. Since the end of the previous financial year, no Director has received or become entitled to receive a benefit under a contract which is required to be disclosed by Section 201(8) of the Companies Act, Cap. 50. Share Options 18. (a) The Singapore Press Holdings Group Executives Share Option Scheme was approved in December (b) Details of options granted previously have been disclosed in the Directors Report for the respective years

25 DIRECTORS REPORT DIRECTORS REPORT (c) During the financial year, options were granted for a total of 1,936,590 ordinary shares of S$1 each, details of which were:- 22. At the end of the financial year, there were no unissued shares of subsidiaries under option. (i) (ii) Categories of persons to whom options were granted:- Total No. of Ordinary Shares of S$1 each Category No. of Employees under Options granted Executive Directors 2 330,000 Executives 100 1,606, ,936,590 The exercise period of these options is as disclosed in paragraph 21 provided that they have not been subsequently cancelled. Audit Committee 23. The Audit Committee carried out its functions in accordance with Section 201B(5) of the Companies Act, Cap. 50, including a review of the financial statements of the Group and of the Company for the financial year and the auditors report thereon. Auditors 24. The auditors, Coopers & Lybrand, have expressed their willingness to accept re-appointment. (iii) The persons to whom the options have been granted do not have the right to participate, by virtue of the options, in any share issue of any other company. On behalf of the Directors 19. No option to take up unissued shares of subsidiaries has been granted during the financial year. 20. No shares of the Company or its subsidiaries have been issued during the financial year by virtue of the exercise of options to take up unissued shares, except as disclosed in paragraph 6(a). 21. At the end of the financial year, unissued ordinary shares of the Company under option pursuant to the Singapore Press Holdings Group Executives Share Option Scheme were:- Date of Exercise Exercise Balance Options Options Balance Grant Period Price (a) (b) Exercised Cancelled Adjustment(c) Nov 19, Nov 20, 1994 to S$ ,240 (42,240) 1992 Nov 19, 1997 Dec 20, Dec 21, 1995 to S$ ,009,540 (909,756) 132, , Dec 20, 1998 Dec 22, Dec 23, 1996 to S$ ,316,880 (335,318) 218,828 1,200, Dec 22, 1999 May 17, May 18, 1997 to S$ ,480 (3,537) 9,618 60, May 17, 2000 Dec 18, Dec 19, 1997 to S$ ,473,900 (273,089) (8,980) 246,112 1,437, Dec 18, 2000 Nov 20, Nov 21, 1998 to S$ ,775,410 (28,043) 325,110 2,072, Nov 20, 2001 Nov 19, Nov 20, 1999 to S$ ,936,590 (21,870) 356,550 2,271, Nov 19, ,609,040 (1,563,940) (58,893) 1,288,507 7,274,714 (a) Exercise prices were adjusted as a result of bonus shares issued during the financial years 1993, 1995 and (b) Or later date of grant. (c) Adjusted for bonus shares issued during the financial year ended August 31, Lim Kim San Executive Chairman Singapore, November 6, 1998 Michael Fam Yue Onn Director 30 31

26 STATEMENT BY DIRECTORS Statement by Directors In the opinion of the Directors, (a) the accompanying accounts for the year ended August 31, 1998 are drawn up so as to exhibit a true and fair view of:- (i) the results of the business of the Group and of the Company and the cash flows of the Group, and (ii)the state of affairs of the Group and of the Company; and (b) at the date of this statement, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they fall due. On behalf of the Directors Lim Kim San Executive Chairman Michael Fam Yue Onn Director Singapore, November 6,

27 AUDITORS REPORT Auditors Report to the Members of Singapore Press Holdings Limited We have audited the financial statements of the Company and the consolidated financial statements of the Group set out on pages 34 to 60. These financial statements are the responsibility of the Company s directors. Our responsibility is to express an opinion on the financial statements based on our audit. We conducted our audit in accordance with Singapore Standards on Auditing. Those Standards require that we plan and perform our audit to obtain reasonable assurance whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the directors, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, (a) the financial statements and consolidated financial statements are properly drawn up in accordance with the provisions of the Companies Act and Statements of Accounting Standard and so as to give a true and fair view of:- (i) the state of affairs of the Company and of the Group as at August 31, 1998, the results of the Company and of the Group and the cash flows of the Group for the year ended on that date; and (ii) the other matters required by Section 201 of the Act to be dealt with in the financial statements and consolidated financial statements. (b) the accounting and other records, and the registers required by the Act to be kept by the Company and by those subsidiaries incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisions of the Act. We have considered the financial statements and auditors reports of all subsidiaries of which we have not acted as auditors, being financial statements included in the consolidated financial statements. The names of these subsidiaries are stated in Note 30. We are satisfied that the financial statements of the subsidiaries that have been consolidated with the financial statements of the Company are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial statements and we have received satisfactory information and explanations required by us for those purposes. The auditors reports on the financial statements of the subsidiaries were not subject to any qualification and in respect of subsidiaries incorporated in Singapore did not include any comment made under Section 207(3) of the Act. Coopers & Lybrand Certified Public Accountants Partner Ms Tay Heem Juay Singapore, November 6,

28 AUDITED ACCOUNTS AUDITED ACCOUNTS Balance Sheets as at August 31, 1998 COMPANY Note S$ 000 S$ 000 S$ 000 S$ 000 CAPITAL EMPLOYED Share capital 3 406, , , ,988 Share premium 4 192, , , ,452 Capital reserve 5 1,915 1,915 Retained profit 1,736,522 1,562,163 1,641,112 1,467,149 2,338,126 2,145,518 2,240,801 2,048,589 Exchange translation difference 6 3,162 (8,951) Shareholders interests 2,341,288 2,136,567 2,240,801 2,048,589 Minority interests 6,665 6,575 2,347,953 2,143,142 2,240,801 2,048,589 Non-current liabilities Deferred taxation 7a 51,179 51,972 42,662 41,380 Other non-current liabilities 8 547, ,312 2,946,943 2,698,426 2,283,463 2,089,969 EMPLOYMENT OF CAPITAL Fixed assets 9 426, , , ,392 Investment property , ,689 Interests in subsidiaries 11 1,739,618 1,717,008 Interests in associates ,117 94,990 38,163 30,927 Long-term investments , , Other non-current assets 14 8,254 11,297 5,160 5,600 Current assets Stocks 15 35,750 35,961 35,680 35,933 Trade debtors , ,373 98, ,688 Other debtors and prepayments 17 34,967 61,308 6,137 7,234 Short-term investments , ,700 60,943 80,230 Cash on deposit 634, , , ,640 Cash and bank balances 25,224 51,703 14,625 12,059 1,469,790 1,199, , ,784 Current liabilities Trade creditors 59,430 63,019 38,846 45,746 Other creditors and accrued liabilities , , , ,264 Current taxation 7b 121, , , ,447 Proposed final dividend (net) 84,004 70,860 84,004 70, , , , ,317 Profit and Loss Accounts for the Year ended August 31, 1998 COMPANY Note S$ 000 S$ 000 S$ 000 S$ 000 Turnover , , , ,176 Trading profit , , , ,604 Share of loss of associates (6,712) (27,403) Provision for diminution in value of an associate (2,748) 382, , , ,604 Net income/(loss) from investments 23 10,432 71,351 (4,142) 13,911 Dividends from unquoted subsidiaries, gross 20,000 20,000 Profit before taxation 393, , , ,515 Taxation 24 (115,873) (132,653) (103,960) (120,141) Profit after taxation 277, , , ,374 Minority interests Profit before extraordinary items 277, , , ,374 Extraordinary items 25 16,751 (1,821) Profit attributable to shareholders 294, , , ,374 Retained profit brought forward 1,562,163 1,323,053 1,467,149 1,226,006 Profit available for appropriation 1,856,697 1,663,394 1,761,287 1,568,380 Dividends 26 (120,175) (101,231) (120,175) (101,231) Retained profit carried forward 1,736,522 1,562,163 1,641,112 1,467,149 Earnings per $1 share (in cents) Net current assets 1,093, , ,150 86,467 2,946,943 2,698,426 2,283,463 2,089,969 The accompanying notes form part of these accounts. 34 The accompanying notes form part of these accounts. 35

29 AUDITED ACCOUNTS AUDITED ACCOUNTS Consolidated Cash Flow Statement for Financial Year ended August 31, 1998 Consolidated Cash Flow Statement for Financial Year ended August 31, 1998 CASH FLOWS FROM OPERATING ACTIVITIES S$ 000 S$ 000 CASH FLOWS FROM INVESTING ACTIVITIES S$ 000 S$ 000 Profit before taxation 393, ,972 Adjustments for:- Depreciation 32,717 39,394 Share of loss in associates 6,712 27,403 Interest on bank loans and bonds 8,272 3,017 Capital work-in-progress written-off 2,327 Loss/(profit) on disposal of fixed assets 40 (339) Foreign exchange difference Investment income (10,432) (71,351) Operating profit before working capital changes 433, ,193 Decrease in stocks ,369 Decrease/(increase) in debtors 36,735 (63,061) (Decrease)/increase in creditors (36,478) 81, , ,333 Income tax paid (121,381) (99,323) Dividends paid (107,031) (80,960) Dividends paid (net) by subsidiaries to minority shareholders (836) (661) 204, ,389 Decrease/(increase) in non-current assets 3,043 (4,530) Net cash from operating activities 207, ,859 Purchase of short-term investments (725,860) (880,457) Additions/purchase of investment property (38,169) (721,221) Purchase of fixed assets (38,634) (75,620) Purchase of long-term investments (3,987) (52,407) Loan to an associate (39,550) (49,366) Acquisition of shares in associates (10,107) (40,642) Amount owing by associates (681) 13 Proceeds on disposal of short-term investments 650, ,252 Proceeds on redemption of bonds 117,325 23,593 Proceeds on disposal of fixed assets 17, Net decrease in funds under management 17,915 81,391 Investment income 10,432 71,351 Proceeds on disposal of long-term investments 8,727 21,726 Proceeds on disposal of an associate Proceeds on completion of liquidation 3,202 (33,678) (687,102) Add: Increase/(decrease) in items not involving movement of funds Provision for diminution in value of investments 57,802 16,722 Loss/(profit) on sale of investments 28,051 (5,557) Accretion of discount on bonds (8,343) (7,324) Amortisation of premium on bonds 1, Bank overdraft arising from subsidiary under liquidation 1,543 Minority interests share of loss of subsidiary under liquidation 212 Write-back of loss in an associate arising from subsidiary under liquidation (492) Net cash used in investing activities 44,893 (681,413) The accompanying notes form part of these accounts. The accompanying notes form part of these accounts

30 AUDITED ACCOUNTS AUDITED ACCOUNTS Consolidated Cash Flow Statement for Financial Year ended August 31, 1998 Notes to the Accounts August 31, 1998 CASH FLOWS FROM FINANCING ACTIVITIES S$ 000 S$ 000 Bank loans 44, ,500 Proceeds on issue of shares 18,249 1,497 Interest on bank loans and bonds (20,056) (2,964) Repayment of loans (616) Secured bond 150,000 Shareholders loans 77,812 Additional capital received from minority shareholders 1,227 3,636 Net cash from financing activities 43, ,865 Net increase in cash and cash equivalents 296, ,311 Cash and cash equivalent at beginning of year 363, ,970 Cash and cash equivalent at end of year (a) 659, ,281 (a) Cash and Cash Equivalents at the end of the year comprised:- Cash on deposit 634, ,578 Cash and bank balances 25,224 51, , ,281 These notes form an integral part of and should be read in conjunction with the accounts. 1. General The Company is incorporated in Singapore. The accounts of the Company and the consolidated accounts of the Group are expressed in Singapore dollars. The principal activities of the Group consist of:- (a) (b) (c) (d) (e) publishing, printing and distributing newspapers, publishing and distributing magazines, providing multimedia and telecommunications services, holding investments, and holding and managing properties. The principal activities of the Company consist of:- (a) (b) (c) (d) (e) publishing, printing and distributing newspapers, distributing magazines, holding shares in subsidiaries, holding investments, and providing management services to subsidiaries. 2. Significant Accounting Policies (a) (b) (c) Basis of Accounting The accounts are prepared in accordance with the historical cost convention. Basis of Consolidation The consolidated accounts include the accounts of the Company and its subsidiaries made up to the end of the financial year. The results of subsidiaries acquired or disposed of during the year are included in or excluded from the consolidated profit and loss account from the date of their acquisition or disposal. Inter-company balances and transactions are eliminated on consolidation and the consolidated accounts reflect external transactions only. Exchange Translation Difference On consolidation of foreign entities, the assets and liabilities are converted into Singapore dollars at the rates of exchange closely approximating to those ruling at the balance sheet date and the profit and loss accounts are converted into Singapore dollars at the rates of exchange ruling during the year. Exchange translation difference is reported as a separate component of shareholders interests. The accompanying notes form part of these accounts. 38 Exchange differences arising on monetary items that, in substance, form part of the Group s or the Company s net investment in foreign entities are taken to the exchange translation account until the disposal of the net investments, at which time they will be recognised as income or expenses in the profit and loss accounts. 39

31 AUDITED ACCOUNTS AUDITED ACCOUNTS (d) Goodwill on Consolidation Goodwill on consolidation, representing the difference between the cost of acquisition of a subsidiary or an associate over the book value acquired, is amortised on a straight-line basis in the consolidated profit and loss account over its useful life. (i) Investments Long-term investments in equity are stated at cost. Long-term investments in bonds are stated at cost, adjusted for amortisation of premium and accretion of discount. Where cost of these investments exceeds market value, provision is made for diminution in value which is other than temporary on an individual basis. (e) Deferred Taxation Provision is made under the liability method on significant timing differences between the accounting and taxation treatment of relevant items at the current rate of tax. In accounting for timing differences, deferred tax debits are not recognised unless there is a reasonable expectation of their realisation. Short-term investments are stated at the lower of cost and market value on an individual basis. Dividend income from investments other than subsidiaries is recognised on a cash basis and interest income on an accrual basis. Dividend income from subsidiaries is recognised in the accounting period in which it is proposed. (f) Fixed Assets and Depreciation (i) Fixed assets are stated at cost. (ii) Depreciation is calculated to write off the cost on a straight-line basis over the expected useful lives of the assets. The estimated useful lives for this purpose are:- Freehold buildings 30 years Leasehold land and buildings 30 years or life of lease if less than 30 years Plant and equipment 3-20 years Furniture and fittings 7-10 years Motor vehicles 3-5 years (iii) No depreciation is charged on freehold land and land held on a 999-year lease or in respect of major capital work-in-progress until commissioned. (iv) It is not the Group s policy to revalue fixed assets at regular intervals. (j) (k) Investment Properties Investment properties are held for the primary purpose of producing rental income and are not held for resale in the ordinary course of business. Investment properties are stated at cost and provision is made for diminution in value which is other than temporary. Cost of investment properties includes capitalisation of interest on borrowings incurred while activities that are necessary to get the assets ready for their intended use are in progress. Stocks Stocks are stated at cost and provision is made for obsolete, slow-moving and defective stocks. Cost of raw materials and consumable stores includes transport and handling costs, and any other directly attributable costs. (g) (v) The carrying amount of fixed assets is written down when the recoverable amount of fixed assets has decreased below the carrying amount. The recoverable amount is the amount expected to be recovered from the future use of an asset, including its residual value on disposal. Subsidiaries Interests in subsidiaries are included in the accounts at cost and provision is made for diminution in value which is other than temporary. (l) Cost is determined on an actual basis or a weighted average basis. Debtors Bad debts are written off and specific provision is made for those debts considered to be doubtful. In addition, a general provision is made on the balance of trade debtors to cover any unexpected losses which have not been specifically identified. (h) Associates These are companies (not being subsidiaries) in which the Group has a substantial interest of not less than 20% of the equity and in whose financial and operating policy decisions the Group exercises significant influence. (m) Foreign Currencies Monetary assets and liabilities expressed in foreign currencies are converted to Singapore dollars at the rates of exchange closely approximating to those ruling at the balance sheet date. Transactions during the year are converted to Singapore dollars at rates of exchange ruling on the transaction dates. Differences in exchange are included in the profit and loss accounts. The Group s share of the results of associates is included in the consolidated profit and loss account. The Group s share of the post-acquisition retained profit and reserves or accumulated losses of associates is added to or deducted from the cost of these investments in the consolidated balance sheet. In the Company s balance sheet, investments in associates are stated at cost and provision is made for diminution in value which is other than temporary. (n) Revenue Recognition Revenue or turnover from the sale of the Group s products and services after accounting for trade discounts, returns and goods and services tax are recognised on completion of delivery. Revenue from rentals and rental-related services are recognised on an accrual basis

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

33 AUDITED ACCOUNTS AUDITED ACCOUNTS 8. Other Non-Current Liabilities S$ 000 S$ 000 Transferable term loan with embedded bond call option [Note a(i)] 270, , % secured bond due 2002 [Note a(ii)] 150, ,000 Floating rate notes due 2002 [Note a(iii)] 40,000 Loans from minority shareholders of subsidiaries - unsecured [Note (b)] 77,811 77,812 Bank loan - unsecured [Note (c)] 10,000 5, , ,312 (a) These pertain to bank loan facilities of a subsidiary amounting to S$520,000,000 (1997: S$520,000,000). Of this amount, S$460,000,000 (1997: S$420,000,000) has been utilised. These are secured by way of a legal mortgage on the subsidiary s investment property (Note 10) and by an assignment of rental proceeds under various trust deeds. Details are set out in paragraphs (i) to (iii). (i) The subsidiary entered into an agreement with a bank, whereby the bank granted the subsidiary a S$270,000,000 transferable loan facility ( TLF ) at a fixed interest rate of 4.6% per annum, maturing and repayable in one lump sum in Fixed Assets (a) Furniture Land and Buildings Plant and and Motor Freehold Leasehold Equipment Fittings Vehicles Total S$ 000 S$ 000 S$ 000 S$ 000 S$ 000 S$ 000 Cost Opening balance 65, , ,307 18,131 3, ,024 Additions , ,168 Transfer in from capital work-in-progress 99 1,729 11, ,134 Disposals (6,460) (13,637) (242) (420) (20,759) Foreign currency adjustments Closing balance 65, , ,053 19,052 2, ,580 Accumulated Depreciation Opening balance 10,449 35, ,914 12,830 2, ,544 Charge for the year 2,128 4,617 24, ,717 Disposals (3,379) (13,002) (219) (410) (17,010) Foreign currency adjustment Closing balance 12,577 36, ,753 13,118 2, ,253 (b) (c) The TLF contains an embedded bond call option up to the value of S$270,000,000 whereby the subsidiary would, at the request of the bank from time to time until maturity of the TLF, issue secured bonds at 4.6% interest per annum. (ii) Interest on bond is payable on an annual basis. (iii) Interest is payable on a quarterly basis and is determined prior to the commencement of each quarter. The rate of interest is either a rate agreed between the subsidiary and the agent bank or the rate per annum equivalent to Singapore Interbank Offered Rate (SIBOR), if no rate is agreed between the subsidiary and the bank. The applicable interest rates for the year were 6.125% and 6.938% per annum. These are interest free and have no fixed term of repayment. The interest rate is 5.125% per annum. The loan is repayable in one lump sum upon maturity in the year Net book value at August 31, ,394 81, ,300 5, ,327 Capital work-in-progress 4,293 3,901 52, ,685 Closing balance 57,687 85, ,093 6, ,012 Capital work-in-progress Opening balance 2 7,696 43, ,668 Additions 4, ,635 1,255 26,466 Transfer out (99) (1,729) (11,550) (756) (14,134) Amounts written off to profit & loss account (2,252) (7) (68) (2,327) Foreign currency adjustment Closing balance 4,293 3,901 52, , Comparatives Net book value at August 31, ,368 86, ,393 5, ,480 Capital work-in-progress 2 7,696 43, ,668 55,370 94, ,096 5, ,148 Depreciation for ,891 4,358 29,765 1, ,

34 AUDITED ACCOUNTS AUDITED ACCOUNTS (b) COMPANY Plant Furniture and and Motor Equipment Fittings Vehicles Total S$ 000 S$ 000 S$ 000 S$ 000 Cost Opening balance 382,889 15,532 2, ,420 Additions 7, ,112 Transfer in from capital work-in-progress 11, ,306 Transfer out (436) (213) (240) (889) Disposals (11,834) (125) (309) (12,268) Closing balance 389,886 16,216 2, ,681 Accumulated Depreciation Opening balance 182,523 11,290 2, ,927 Charge for the year 20, ,850 Transfer out (287) (90) (153) (530) Disposals (11,534) (113) (309) (11,956) Closing balance 191,700 11,346 2, ,291 Net book value at August 31, ,186 4, ,390 Capital work-in-progress 52, ,407 Closing balance 250,895 5, ,797 Capital work-in-progress Opening balance 43, ,899 Additions 20,634 1,255 21,889 Transfer out (11,550) (756) (12,306) Amounts written off to profit and loss account (7) (68) (75) Closing balance 52, , Comparatives Net book value at August 31, ,366 4, ,493 Capital work-in-progress 43, , ,998 4, ,392 Depreciation for ,038 1, , Investment Property Details of the investment property [Note 8(a)] are: Freehold Land & Building S$ 000 S$ 000 Cost 721, ,221 Development expenditure at cost 38, Loan interest capitalised 11, , ,689 Rental income 12,080 3,364 Fair value 690, ,660 Fair value of the investment property, Paragon building at Orchard Road, is stated at directors valuation based on independent professional valuation carried out by Jones Lang Wootton on July 31, 1998 on the basis of open market value for existing use. 11. Interests in Subsidiaries COMPANY S$ 000 S$ 000 Unquoted equities, at cost 331, ,914 Amount owing by subsidiaries (non-trade) 1,626,532 1,584,781 1,958,446 1,916,695 Amount owing to subsidiaries (non-trade) (218,828) (199,687) 1,739,618 1,717,008 Details of subsidiaries are set out in Note Interests in Associates COMPANY S$ 000 S$ 000 S$ 000 S$ 000 Unquoted equities, at cost 90,696 80,589 40,948 30,948 Loans to associates 88,916 49,366 Amount owing by/(to) associates (non-trade) (37) (21) 180, ,237 40,911 30,927 Share of losses less profits (42,458) (35,247) Provision for diminution in value of an associate (2,748) 138,117 94,990 38,163 30,927 Details of associates are set out in Note

35 AUDITED ACCOUNTS AUDITED ACCOUNTS 13. Long-Term Investments COMPANY S$ 000 S$ 000 S$ 000 S$ 000 Quoted, at cost Equities 145, ,267 Bonds 250, ,776 Unquoted, at cost Equities 69,792 71,727 Other investments 77,665 65, , , Accretion of discount on bonds 8,656 13,713 Amortisation of premium on bonds (99) (147) Provision for diminution in value of investments - Quoted (35,490) (5,083) - Unquoted (7,174) (546) 509, , Movements in provision Opening balance 5,629 2,130 Provision for the year 37,035 3,499 Closing balance 42,664 5,629 Market value of quoted investments Equities 80, ,899 Bonds 233, , , , Other Non-Current Assets COMPANY S$ 000 S$ 000 S$ 000 S$ Stocks COMPANY S$ 000 S$ 000 S$ 000 S$ 000 Raw materials and consumable stores 36,366 36,577 36,296 36,549 Provision for stocks (616) (616) (616) (616) 35,750 35,961 35,680 35,933 Made up as follows:- Weighted average 30,792 28,740 30,792 28,741 Actual cost 4,958 7,221 4,888 7,192 35,750 35,961 35,680 35, Trade Debtors COMPANY S$ 000 S$ 000 S$ 000 S$ 000 Amount owing 118, , , ,488 Provision for doubtful debts (12,997) (10,375) (11,611) (9,800) 105, ,373 98, ,688 Movements in provision Opening balance 10,375 10,588 9,800 9,741 Provision for the year 5,148 2,557 4,228 2,149 Bad debts written off (2,526) (2,151) (2,417) (2,090) Adjustment on liquidation of subsidiaries (619) Closing balance 12,997 10,375 11,611 9,800 Long-term debtors 7,800 10,906 4,706 5,209 Loans to Directors of subsidiaries ,254 11,297 5,160 5,

36 AUDITED ACCOUNTS AUDITED ACCOUNTS 17. Other Debtors and Prepayments 18. Short-Term Investments (cont d) COMPANY S$ 000 S$ 000 S$ 000 S$ 000 Accrued interest 23,636 18,376 2, Prepayments 2,894 2, Sundry debtors 8,284 7,904 3,255 5,576 Loans to Directors of subsidiaries Tax recoverable (including GST) 19,653 Amounts due from custodians and brokers 12,584 34,967 61,308 6,137 7, Short-Term Investments (a) Internally managed COMPANY S$ 000 S$ 000 S$ 000 S$ 000 Quoted Equities, at cost 141,686 Bonds, at cost 163, ,963 Accretion of discount on bonds 2,622 1,025 Amortisation of premium on bonds (109) (61) Other investments, at cost 1,005 Unquoted Bonds, at cost 450, ,050 Accretion of discount on bonds 1, Amortisation of premium on bonds (829) (129) 616, ,800 Provision for diminution in value of investments - Quoted (16,136) (20,637) - Unquoted (26,589) (2,693) 573, ,470 Movements in provision Opening balance 23,330 9,379 (Write-back)/provision for the year - Quoted (4,501) 11,258 - Unquoted 23,896 2,693 Closing balance 42,725 23,330 (b) Funds under management COMPANY S$ 000 S$ 000 S$ 000 S$ 000 Quoted investments, at cost Equities 17,405 48,050 17,405 48,050 Bonds 36,066 19,165 36,066 19,165 Government loan stocks and bonds 13,891 13,891 53,471 81,106 53,471 81,106 Provision for diminution in value of quoted investments (10,512) (9,140) (10,512) (9,140) 42,959 71,966 42,959 71,966 Cash on deposit 8,183 4,747 8,183 4,747 Bank balances 7,115 2,324 7,115 2,324 Accrued interest Due from brokers 2, , ,943 80,230 60,943 80,230 Movements in provision Opening balance 9,140 9,868 9,140 9,868 Provision/(write-back) for the year 1,372 (728) 1,372 (728) Closing balance 10,512 9,140 10,512 9,140 Total Short-Term Investments 634, ,700 60,943 80,230 Total market value of quoted investments Equities 12, ,726 12,923 47,106 Bonds 186, ,813 31,992 18,879 Government loan stocks and bonds 14,220 14,220 Other Investments , ,475 44,915 80, Other Creditors and Accrued Liabilities COMPANY S$ 000 S$ 000 S$ 000 S$ 000 Accrued liabilities 91, ,666 82,576 95,872 Customers deposits and credits 6,036 5,810 5,972 5,754 Amounts due to brokers ,065 Sundry creditors 12,698 8,087 26,500 26, , , , ,

37 AUDITED ACCOUNTS AUDITED ACCOUNTS 20. Capital and Other Commitments COMPANY S$ 000 S$ 000 S$ 000 S$ Trading Profit COMPANY S$ 000 S$ 000 S$ 000 S$ 000 (a)outstanding capital expenditure:- authorised and contracted for 104,044 39,000 16,200 21,000 authorised but not contracted for 52, , ,700 (b)commitments for operating leases due:- Within 1 year 8,063 8,806 Between 1-5 years 17,872 22,036 After 5 years 64,765 16,993 (c)commitments for forward contracts foreign currencies 821, ,237 92, Turnover (a) In the Group, turnover represents revenue from advertisements, printing, circulation, rental and multimedia services. (b) In the Company, turnover represents revenue from advertisements, printing, circulation and management services provided to subsidiaries. (c) Turnover comprises the following significant categories:- COMPANY S$ 000 S$ 000 S$ 000 S$ 000 Advertisement 668, , , ,815 Circulation 179, , , ,273 Rental and services 19,860 12,373 Others 31,495 26,994 19,429 18, , , , ,176 Trading profit is arrived at:- After charging Audit fees:- Company s auditors Other auditors Non-audit fees:- Company s auditors Depreciation of fixed assets (Note 9) 32,717 39,394 21,850 25,921 Directors remuneration: Company s Directors [Note 22 (a)] 2,486 2,370 2,486 2,370 Other Directors of subsidiaries Loss on disposal of fixed assets Provision for doubtful trade debts (Note 16) 5,148 2,557 4,228 2,149 Interest paid:- Bank loans 5,479 1,958 Bonds 2,793 1,059 Exchange loss and after crediting Bad debts recovered Exchange gain Interest income:- Associates Others Profit on disposal of fixed assets (a). Directors Remuneration Details of Directors remuneration in compliance with the requirements of the Stock Exchange of Singapore, are:- Remuneration Bands No. of Directors S$0 -S$249, S$250,000-S$499,999 S$500,000 and above 2 2 Total

38 AUDITED ACCOUNTS AUDITED ACCOUNTS 23. Net Income/(loss) from Investments COMPANY S$ 000 S$ 000 S$ 000 S$ 000 Deposit interest 27,496 11,462 15,145 6,178 Interest from:- Quoted bonds 12,774 21,826 Unquoted bonds 37,123 24,651 Dividends from:- Quoted equities 5,911 8,486 Unquoted equities 1,918 Foreign exchange gain 23,614 5,244 (Loss)/profit on sale of investments (28,051) 5,557 78,867 79,144 15,145 6,178 Accretion of discount on bonds 8,343 7,324 Amortisation of premium on bonds (1,061) (585) Provision for diminution in value of investments - Quoted (25,906) (14,660) - Unquoted (30,524) (2,790) 29,719 68,433 15,145 6,178 (Loss)/income from funds under management [Note (a)] (19,287) 2,918 (19,287) 7,733 10,432 71,351 (4,142) 13,911 (a) Income from funds under management, gross. COMPANY S$ 000 S$ 000 S$ 000 S$ 000 Interest on deposits, bonds and treasury bills 2,079 1,970 2,079 1,970 Dividends from quoted equities 694 1, ,009 (Loss)/profit on sale of investments (19,887) (86) (19,887) 4,729 Foreign exchange (loss)/gain (484) 151 (484) 151 Expenses and fees (317) (854) (317) (854) (17,915) 2,190 (17,915) 7,005 (Provision)/write-back for diminution in value of quoted investments (1,372) 728 (1,372) 728 (19,287) 2,918 (19,287) 7, Taxation COMPANY S$ 000 S$ 000 S$ 000 S$ 000 The taxation charge is made up as follows:- Current Year Income tax 116, , , ,180 Deferred tax (793) 4,759 1,282 3,961 Prior Years Income tax , , , ,141 The income tax expense on the results of the Group for the year is higher than the amount of income tax determined by applying the Singapore standard rate of income tax to profit before taxation due to certain expenses not being allowable for tax purposes. As at August 31,1998, certain subsidiaries have unutilised tax losses of S$4.3 million (1997: S$5.0 million) available for offsetting against future taxable income subject to there being no substantial change in shareholders in accordance with the relevant provisions of the Income Tax Act. 25. Extraordinary Items S$ 000 S$ 000 Surplus from sale of Airco Building 13,806 Surplus from capital reorganisation of an equity held as a long-term investment 2,945 Surplus on liquidation of subsidiaries 1,242 Surplus on disposal of an associate 81 Write-down of investment in a subsidiary (3,144) 16,751 (1,821) 26. Dividends AND COMPANY S$ 000 S$ 000 Payment of interim dividend of 12 cents per share less tax (1997: 12 cents less tax) 36,081 30,362 Payment of prior year s final dividend on new shares issued before book closure date 90 9 Proposed final dividend of 31 cents per share less tax (1997: 28 cents less tax) 84,004 70, , ,

39 AUDITED ACCOUNTS AUDITED ACCOUNTS 27. Earnings per Share 30. Subsidiaries (a) (b) Earnings per management and ordinary share of S$1 each were based on Group profit after taxation and minority interests and before extraordinary items, of S$277,783,000 (1997: S$342,162,000) divided by the weighted average of 406,005,000 shares in issue during the financial year adjusted for bonus issue (1997: 405,076,000 shares). No material dilution of earnings per share would arise if all outstanding share options were exercised. 28. Re-classification Certain comparative figures have been re-classified to conform with the current year s presentation. 29. Subsequent Event (a) (b) (c) (d) On August 6, 1998, the Directors of Singapore Press Holdings Limited ( SPH or the Company ) announced a capital restructuring exercise (the Exercise ) involving, inter alia, a capital reduction under Section 73 of the Companies Act, Cap. 50 (the Capital Reduction ) and in conjunction with that, a return of capital to all shareholders of SPH ( Shareholders ) on the basis of $1.22 cash per share for every share held as at a books closure date to be determined. The Exercise involved the reduction of the issued share capital of the Company by approximately 10 per cent to 366,190,609 shares, comprising 362,528,698 ordinary shares and 3,661,911 management shares. At the Extraordinary General Meeting held on September 18, 1998, Shareholders approved the Exercise. The Capital Reduction was confirmed by the Court on October 16, 1998 and became effective on October 31, Arising from the Exercise, the impact to the financial ratios would be as follows: (i) Earnings per share ($) On existing issued share capital 0.76 On fully diluted basis 0.76 (ii) Net tangible asset backing per share ($) Adjusted for bonus shares issued during the financial year ended August 31, In addition, the total number of outstanding options pursuant to the Singapore Press Holdings Group Executives Share Option Scheme was adjusted from 7,274,714 to 6,547,070 ordinary shares. Country of Effective % Incorporation Class of Cost of of Equity held Name of Subsidiary Principal Activities /Operation# Shares Investment by the Group S$ 000 S$ 000 % % Hipro Printing Pte Ltd Publishing newspapers Singapore Ord Lianhe Investments Holding investments Singapore Ord 6,335 6, Pte Ltd for dealing purposes TelcomOne Holding investments Singapore Ord ^^ Corporation Pte Ltd The Straits Times Holding investments Singapore Mgt Press (1975) Limited Ord 57,387 57, Multimedia Holding investments United States Common * * Investments Inc of America Stock Focus Publishing Publishing newspapers Singapore Mgt * * Limited Ord * * Lianhe Publishing Publishing magazines Singapore Ord * * Pte Ltd Asia Century Publishing & Singapore Ord * * Publishing Pte Ltd distributing magazines Singapore Press Servicing and Singapore Mgt * * Holdings (Overseas) holding investments Ord * * Limited Times Periodicals Publishing magazines Singapore Ord * * Private Limited Times Properties Letting properties Singapore Ord 77,827 77, Private Limited Orchard 290 Limited Holding investments & Singapore Ord * * managing of shopping centres & other commercial properties SPH Multimedia Holding investments Singapore Ord 8,500 8, Private Limited CyberWay Pte Ltd Providing public Internet Singapore Ord * * access services ^++ Jiuding (Tianjin) Providing Audiotex People s Ord * * Information Services services Republic of Company Limited China Singapore Newspaper Holding investments Singapore Ord 50,000 50, Services Private and properties Limited Vinora Holdings Holding investments British Virgin Ord * * Limited Islands Futura Management Holding investments Cook Islands Ord * * Limited Crestville Investments Holding investments British Virgin Ord * * Limited Islands 56 57

40 AUDITED ACCOUNTS AUDITED ACCOUNTS 30. Subsidiaries (cont d) 31. Associates Country of Effective % Incorporation Class of Cost of of Equity held Name of Subsidiary Principal Activities /Operation# Shares Investment by the Group S$ 000 S$ 000 % % + Singapore News and Holding investments Singapore Mgt 1,309 1, Publications Limited and properties Ord 129, , Low & High Ltd Dormant Singapore Mgt * * Ord * * SPH Asset Holding investments Singapore Ord * * Management Limited + Sin Chew Jit Poh Holding investments Singapore Mgt * * (Singapore) Limited and properties Ord * * Asia Pacific Dormant British Virgin Ord * * Post Inc Corporate Video Dormant Hongkong Ord * * Limited ++ Digital Vision Dormant Hongkong Ord * * Mantown Enterprises Limited Dormant Hongkong Ord * * Post Production Shop Limited Dormant Hongkong Ord * * Post Production Dormant Hongkong Ord * * Sound Solar River Investments Limited Dormant Hongkong Ord * * Video Post Limited Dormant Hongkong Ord * * Country of Effective % Incorporation Class of Cost of of Equity held Name of Associate Principal Activities /Operation Shares Investment by the Group S$ 000 S$ 000 % % Held by the Company Singapore CableVision Providing Singapore Ord 38,200 28, Private Limited subscription television services Business Day Publishing Thailand Ord 2,748 2, Company Limited newspapers Held by Subsidiaries The Straits Times Press Servicing United Kingdom Ord * * (London) Limited MobileOne (Asia) Providing Singapore Ord 49,000 49, Private Limited telecommunication services Orchard 300 Ltd Holding Singapore Ord investments Citta Bella Sdn Bhd Publishing and Malaysia Ord distributing magazines Keppel-SPH Telecom Holding Singapore Ord * * Pte Ltd investments * Less than $1,000 Notes:- 1. All the companies are audited by Coopers & Lybrand, Singapore, except as follows:- + Audited by Price Waterhouse, Singapore. ++ Audited by another firm of Certified Public Not required to be audited. 2. # Singapore Press Holdings (Overseas) Limited operates in Japan, Hongkong, Australia, Philippines, China, Taiwan, Indonesia and United States of America. Asia Century Publishing Pte Ltd operates in Taiwan. 3. * The shareholdings of these companies are held by subsidiaries of the Company. 4. ^ Financial year ends on December ^^ Less than $1, The following subsidiaries have been placed under voluntary liquidation:- Asia Pacific Post Inc Low & High Ltd 58 59

41 AUDITED ACCOUNTS 32. Segmental Information Turnover Singapore Other Countries Total S$ 000 S$ 000 S$ 000 S$ 000 S$ 000 S$ 000 Newspapers & Magazines 859, ,361 1, , ,361 Multimedia & Telecommunications 18,956 10,885 4,407 18,956 15,292 Property 19,860 12,373 19,860 12,373 Profit Before Taxation 897, ,619 1,563 4, , ,026 Newspapers & Magazines 395, ,479 (502) (1,186) 394, ,293 Multimedia & Telecommunications (8,086) (29,945) (323) (3,169) (8,409) (33,114) Treasury & Investment 2,758 69,036 4,900 (9) 7,658 69,027 Property (574) 2,766 (574) 2,766 Total Assets 389, ,336 4,075 (4,364) 393, ,972 Newspapers & Magazines 518, ,221 8,567 5, , ,405 Multimedia & Telecommunications 98,800 54,140 1,143 1,421 99,943 55,561 Treasury & Investment 1,700,499 1,556, ,616 86,987 1,807,115 1,643,575 Property 889, , , ,816 3,206,499 3,008, ,326 93,592 3,322,825 3,102,357 (a) (b) The above segmental information has been compiled in a consistent manner. The division of the Group s results and assets into activity and geographical segments has been ascertained by direct reference to direct identification of assets and revenue/cost centres. In arriving at the above segmental information, the Group s share of associated companies turnover is excluded while the operating profits of and the Group s investment in associated companies are included. 60

42 FINANCIAL CALENDAR Financial Calendar Announcement of 1998 Half-Year Results April 17, 1998 Payment of 1998 Interim Dividend May 18, 1998 Financial Year-End August 31, 1998 Announcement of 1998 Full-Year Results November 6, 1998 Despatch of Annual Report to Shareholders December 22, 1998 Annual General Meeting January 8, 1999 Payment of 1999 Proposed Final Dividend January 28,

43 SHAREHOLDING STATISTICS SHAREHOLDING STATISTICS Share Price Movements for the year ended August 31 Shareholders by Size of Shareholdings (excluding management shares) as at November 23, 1998 Highest closing price S$ Lowest closing price S$ ,001 10,000: 48.70% 1 1,000: 31.63% ,001 1,000,000: 19.07% 1,000,001 and above: 0.60% S$ S$ S$ S$ S$ Highest closing price^ Lowest closing price^ August 31 closing price Price/earnings ratio based on August 31 closing price * 15.89* 14.12* 16.61* ^ Prices are adjusted for capital restructuring and bonus issues. * Adjusted for bonus shares issued in financial year ended August 31, Voting rights of shareholders The holders of management and ordinary shares shall be entitled either on a poll or by a show hands to one (1) vote for each share, EXCEPT that on any resolution relating to the appointment or dismissal of a director or any member of the staff of the company, the holders of management shares shall be entitled either on a poll or by a show of hands to two hundred (200) votes for each management share held. Size of Shareholdings No. of Shareholders % Total Holdings % 1 1,000 1, , ,001 10,000 2, ,036, ,001 1,000,000 1, ,563, ,000,001 and above ,260, Total 5, ,640, Holders of Management Shares as at November 23, 1998 Name Holdings % 1 The Great Eastern Life Assurance Company Limited 1,271, Oversea-Chinese Banking Corporation Limited 615, Singapore Telecommunications Limited 487, The Overseas Assurance Corporation Limited 351, The Development Bank of Singapore Limited 347, Fraser & Neave Limited 147, Overseas Union Bank Limited 147, Fullerton (Pte) Ltd* 147, United Overseas Bank Limited 147, Executive Chairman Executive Director Directors (1 each) Total 3,663, * Part of the Temasek Holdings Group 62 63

44 SHAREHOLDING STATISTICS Twenty Largest Ordinary Shareholders as at November 23, 1998 Name Holdings % 1 Raffles Nominees (Pte) Limited 76,211, DBS Nominees (Private) Limited 56,593, HSBC (Singapore) Nominees Pte Ltd 34,732, Oversea-Chinese Bank Nominees Private Limited 20,708, United Overseas Bank Nominees (Private) Limited 15,010, Citibank Nominees Singapore Pte Ltd 14,801, Overseas Union Bank Nominees (Private) Ltd 8,128, NTUC Income Insurance Co-operative Limited 7,122, The Overseas Assurance Corporation Ltd 6,220, Temasek Holdings (Pte) Ltd 5,170, The Asia Life Assurance Society Limited 5,075, Tan Eng Sian 4,593, American International Assurance Co Ltd 3,856, University of Malaya 3,641, Lee Foundation States of Malaya 3,580, Fraser & Neave Ltd 3,032, Tokyo-Mitsubishi International (S) Ltd 2,250, National University of Singapore 2,003, DB Nominees (S) Pte Ltd 1,994, Lee Foundation 1,931, Total 276,661, There are no substantial shareholders as at November 23,

45 PROPERTIES OF THE Properties of the Group LOCATION TENURE EXPIRY DATE LAND BUILT-IN PURPOSE OF LEASE (SQ M) (SQ M) Times House Freehold 10,485 12,080 Industrial 390 Kim Seng Road Times Industrial Building Freehold 20,638 12,560 Industrial 422 Thomson Road News Centre Leasehold July 16, ,892 42,357 Industrial 82 Genting Lane Print Centre Leasehold June 9, ,075 61,274 Industrial 2 Jurong Port Road Units #01-39 to #01-48 Leasehold October 15, Commercial and #01-51 to #01-56 Manhattan House 151 Chin Swee Road Nos 12 to 28 Freehold 27, /285 each Residential (even nos. only) Swettenham Road 20, 20A Yarwood Avenue Leasehold May 6, ,417 1, Residential 22, 22A Yarwood Avenue Leasehold May 6, ,409 1, Residential 37 Yarwood Avenue Leasehold May 6, , Residential 42, 42A, 42B Freehold 1,405 1,443 1, Residential Nassim Road 42, 42A, 44 & 44A Freehold 2, each Residential Belmont Road 69/70 Freehold Warehouse Mohamed Sultan Road Paragon Freehold 13,262 46,079 Commercial 290 Orchard Road The Promenade Freehold 3,395 16,616 Commercial 300 Orchard Road MALAYSIA Unit 3544 Freehold 117 Residential Awana Condominium Genting Highlands HONGKONG Unit th Floor Leasehold February 14, ,960 Commercial Tower Two, Lippo Centre 89 Queensway UNITED KINGDOM Flat 77A, 3 Whitehall Leasehold March 25, Residential Court London SW1 Flat 95, 3 Whitehall Leasehold March 25, Residential Court London SW1 65

46 OVERSEAS BUREAUX AND SALES OFFICES OVERSEAS BUREAUX AND SALES OFFICES Overseas Bureaux and Sales Offices Country/City Name/Address Telephone Fax BUREAUX Australia Khoo Teng Guan (612) (612) Sydney P O Box N598 Grosvenor Place Sydney 2000, Australia China Mary Kwang (8610) (8610) mkwang@post1.com Beijing Chew Juai Fong (8610) / (8610) lianhe@iuol.cn.net Diplomatic Apts Jiangguomenwai Beijing , China Shanghai Koh Lay Keng (8621) (8621) lianhe@public.sta.net.cn 24H Shanghai TV and Broadcasting Tower 651, Nanjing West Road, Shanghai , China Hongkong Wang Hui Ling (852) (852) hlwang@netvigator.com Hongkong Quak Hiang Whai (852) (852) quakhw@netvigator.com Loh Hui Yin (852) (852) huiyin@netvigator.com Fok Yit Wai (852) (852) fokyw@hk.super.net 1308, 13th Floor, Tower Two (852) General Lippo Centre, No. 89 Queensway (852) General Hongkkong Indonesia Susan Sim (6221) (6221) susansim@rad.net.id Jakarta Derwin Pereira Shoeb Kagda shoebkd@rad.net.id Suite 507, 5th Floor Wisma Antara Jalan Medan Merdeka, Selatan 17 Jakarta 10001, Indonesia Japan Kwan Weng Kin (813) (813) wengkin@gol.com Tokyo Homat August Apt Minami-Azabu Minato-ku, Tokyo Philippines Nirmal Ghosh (632) /61 (632) nirmal@straitstimes.com.ph Manila 10/F Locsin Building, Ayala Avenue, Makati Manila, Philippines Taiwan Ching Cheong (8862) / (8662) chingcheong@hotmail.com Taipei Goh Lee Eng (8862) / (8862) lianhe@tpts4.seed.net.tw Room 712-3, No. 209, Sung-Chiang Road Taipei 104, Taiwan Thailand Edward Tang (662) /6 (662) edwardta@loxinfo.co.th Bangkok Harish Mehta (662) harish@loxinfo.co.th 10th Floor, Maneeya Center Bldg 518/5 Ploenchit Road Bangkok 10330, Thailand USA Lee Siew Hua (1202) (1202) siewhua@nationalpress.com Washington National Press Building Suite 916, th Street., NW Washington, DC 20045, USA WASHINGTON LONDON BEIJING TOKYO SHANGHAI HONGKONG TAIPEI BANGKOK MANILA JAKARTA BUREAU SALES OFFICE BUREAU and SALES OFFICE SYDNEY Country/City Name/Address Telephone Fax SALES OFFICES Hongkong Lawrence Chiang (852) (852) sph01@netvigator.com Hongkong 1308, 13th Floor, Tower Two Lippo Centre, No. 89 Queensway Hongkong Japan Dicky Goh (813) (813) Gohmt@classic.msn.com Tokyo 5A, 6-28 Akasaka, 6-Chome Minato-ku, Tokyo, Japan UK R Ramesh (44171) (44171) Ramesh@sphlondon.co.uk London The Straits Times Press (London) Ltd Temple Chambers Temple Avenue, London ECAY ODT England, United Kingdom 66 67