from strength to strength - uol group limiteduol group limited annual report 2008 1 performance...

ANNUAL REPORT 2008FROM STRENGTH TO STRENGTH

UO

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imited

Company Registration No: 196300438C

101 Thomson Road#33-00 United SquareSingapore 307591

Tel: (65) 6255 0233Fax: (65) 6252 9822

An

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designed and produced bygreymatter williams and phoa (asia)

01 Performance Highlights02 Prudent Capital Management 04 Clear Earnings Visibility06 Two-Year Financial Highlights & Quarterly Results07 Key Financial Trends & Financial Calendar08 Our Core Values10 Milestones12 Awards & Accolades13 Corporate Information14 Chairman’s Statement18 Board of Directors23 Key Management Executives26 UOL Group Structure28 Operation Highlights44 Property Summary 200847 Simplifi ed Group Financial Position48 Five-Year Financial Summary50 Segmental Performance Analysis

52 Value-Added Statement54 Report of the Directors58 Statement by Directors59 Independent Auditor’s Report to the Members of UOL Group Limited 60 Income Statements61 Balance Sheets63 Consolidated Statement of Changes in Equity64 Statement of Changes in Equity65 Consolidated Cash Flow Statement67 Notes to the Financial Statements 140 Corporate Governance Report149 Interested Person Transactions and Material Contracts150 Shareholding Statistics152 Share Price and Turnover156 Notice of Annual General Meeting Proxy Form

One of Singapore’s established property companies, with an impressive portfolio of investment and development properties, UOL is embarking on an exciting phase of expansion. Our aim is to create a robust portfolio in high-growth regions through direct investment or strategic collaborations with overseas partners.

Founded on a spirit of enterprise and innovation in 1963, our unwavering commitment to design and quality excellence is refl ected in all our development projects, winning us prestigious prizes such as the FIABCI Prix d’Excellence Award, the Aga Khan Award for Architecture, Singapore’s very own President’s Design Award and being in the top 5 fi nalists for the International Highrise Award.

The Group’s diversifi ed portfolio comprises residential apartments, offi ces, retail malls, hotels, spas and restaurants. We own 15 hotels and serviced apartments in Singapore, Australia, The People’s Republic of China, Vietnam, Malaysia and Myanmar. Out of these, seven are managed under the Parkroyal brand and two are managed under the Pan Pacifi c brand. In addition, the Group also manages 10 hotels under the Pan Pacifi c brand for third party owners.

As we stay rooted to our core values of Passion, Innovation, Enterprise and People, we will continue to leverage on our strengths to create value for our stakeholders.

About Us

Contents

This report is printed on recycled paper

UOL Group Limited Annual Report 20081

Performance Highlights

$899.2m+27%

$354.2m+21%

Profi t after tax and minority interestsThe decline is due to the Group’s recognition of fair value loss on investment properties of $106.8 million against a gain of $590.5 million in 2007.

$147.2m-81%

+18%

+29%

-21%

+15%Total assetsThe decline was due mainly to fair value losses on available-for-sale financial assets and investment properties.

$6.09b-1%

RevenueRevenue increase was contributed by all the key business segments namely property development, property investments and hotel operations.

Pre-tax profi t before fair value & other (losses)/gainsThe increase was due mainly to higher income from property development, hotel operations, property investments and associated companies.

Year in Review(2008 versus 2007)

Compounded Annual Growth Rate (2004 to 2008)


Our healthy capital position will continue to provide us with adequate liquidity to manage any maturing debt, future capital expenditures, and to facilitate the smooth operation of all core businesses. It also reflects our consistent discipline in managing our financial risk profile while ensuring productive returns on capital employed.

Net gearing increased to 0.42x mainly due to the funding of our landbank purchases.

Cash interest coverage of 22.0x enables us to fulfi l our debt service obligations and shows our ability to meet any new cash requirements for business activities.

Prudent Capital Management

0.42x 22.0x


Current ratio of 2.9x shows our effi cient cash management and healthy state of liquidity.

Working capital of $1,310 million demonstrates our consistent discipline in ensuring adequacy of funds for deployment.

2.9x $1,310m


Clear Earnings Visibility

Property development stayed strong and remains the largest component of Group operating profi t, contributing 40% or $121.7 million.

Property investments remained the second leading contributor to total operating profi t with a 25% contribution or $72.9 million.

40%$121.7m

25%$72.9m


Hotel operations held steady, contributing $69.7 million or 23% of Group operating profi t.

Management services and investments contributed $36.8 million, or 12%, to the Group’s operating profi t as we grew our profi t base from other stronger segments.

23%$69.7m

12%$36.8m

We have built up a portfolio of diverse revenue drivers in our key business segments, through long-term holding of income-producing assets and upscaling profit contributions from property development and hotel operations.


2008 2007 Increase/ $’000 $’000 (Decrease) %

For the yearRevenue 899,176 713,492 26.0Profi t before income tax 210,439 938,812 (77.6)Profi t after income tax and minority interests 147,246 758,915 (80.6)Return on equity (%) 4.34 19.23 (77.4)

At 31 DecemberShare capital 1,075,315 1,075,266 -Reserves 359,386 939,699 (61.8)Retained earnings 1,960,003 1,932,165 1.4Total assets 6,093,594 6,182,347 (1.4)

Per ordinary shareBasic earnings (cents) 18.5 95.4 (80.6)Gross dividend declared (cents) 7.5 15.0 (50.0)Dividend cover (times) 2.5 6.4 (60.9)Net tangible asset backing ($) 4.22 4.91 (14.1)

1st Quarter 2nd Quarter 3rd Quarter 4th Quarter Total $’000 % $’000 % $’000 % $’000 % $’000 %

Revenue2008 161,718 18 209,334 23 267,853 30 260,271 29 899,176 1002007 145,738 23 201,586 27 166,748 23 199,420 27 713,492 100

Profi t before income tax2008 60,164 29 168,382 80 102,933 49 (121,040) (58) 210,439 1002007 84,415 9 365,568 39 81,260 9 407,569 43 938,812 100

Net profi t2008 50,471 30 156,913 96 87,969 54 (131,191) (80) 164,162 1002007 81,476 9 327,921 38 70,412 8 382,162 45 861,971 100

Profi t after income tax and minority interests2008 42,851 29 144,964 98 73,539 50 (114,108) (77) 147,246 1002007 76,054 10 286,269 37 64,520 9 332,072 44 758,915 100

Basic earnings per ordinary share (in cents)2008 5.4 29 18.2 98 9.2 50 (14.3) (77) 18.5 1002007 9.6 9 36.0 38 8.1 9 41.7 44 95.4 100

Two-Year Financial Highlights & Quarterly Results

Two-Year Financial Highlights

Quarterly Results


Key Financial Trends& Financial Calendar

Announcement of fi rst quarter results 14.05.08 11.05.07Announcement of second quarter results 12.08.08 01.08.07Announcement of third quarter results 05.11.08 26.10.07Announcement of unaudited full year results 24.02.09 20.02.08Annual General Meeting 28.04.09 23.04.08Books closure dates 08.05.09 to 11.05.09 06.05.08 to 07.05.08First & fi nal dividends payment date 21.05.09 16.05.08

Financial Calendar 2008 2007

CAGR-18.9%

Profi t before income tax ($m)

2004

2005

2006

2007

2008

485.6

149.8

406.8

938.8

210.4

CAGR15.3%

Shareholders’ funds ($b)

2004

2005

2006

2007

2008

1.9

2.4

3.2

3.9

3.4

CAGR-22.3%

Earnings per share (¢)

2004

2005

2006

2007

2008

50.7

12.6

42.8

95.4

18.5

CAGR18.2%

Revenue ($m)

2004

2005

2006

2007

2008

461.2

505.5

605.1

713.5

899.2

Key Financial Trends

CAGR: Compounded Annual Growth Rate.


Our Core Values

We are passionate about our business and purposeful in all that we do. From residential to commercial, hospitality to serviced apartments, we’ve burnished the UOL brand name by meeting people’s needs, expectations, preferences and lifestyles.

PASSION DRIVES US INNOVATION DEFINES US

We are imaginative about the future. It starts with originality of thought and sees fruition in decisive action. We dare to deviate from the beaten path and put to work groundbreaking ideas that make us a trendsetter in many ways. We innovate, simply because it keeps us ahead.


PEOPLE, OUR LEADING ASSETS

It is our people’s passion that drives our growth, their integrity and professionalism that shape our achievements, and their loyalty and teamwork that take us from strength to strength. Not least, our people’s sense of value and social responsibility have made UOL synonymous with a business enterprise that cares.

ENTERPRISE PROPELS US

We are expansive in our vision and entrepreneurial in our dealings. It’s a quality that spurs us to hone our competitive edge and create a market niche that will sustain our long-term growth.

Values that underpin our success as a property group with diverse interests around the world.


January Successfully tendered for the URA Residential Land

Parcel 723 at Simei Street 4 for $236 million through a 60:40 joint venture with Peak Century Pte Ltd, a wholly-owned subsidiary of Kheng Leong Company (Private) Limited.

Novotel Garden Plaza Saigon was rebranded as Parkroyal Saigon, making it the sixth hotel to be managed under the Parkroyal brand.

February Negara on Claymore hotel was rebranded as Pan

Pacifi c Orchard.

April Pan Pacifi c Serviced Suites Singapore, the new

fl agship property for extended stay segment comprising 126 suites opened for business. These are the only serviced suites in Singapore to offer round-the-clock Personal Assistant service, providing residents with seamless local connections to the city.

Sales launch of Panorama consisting of 223 apartment units at Persiaran Hampshire, opposite KLCC in Kuala Lumpur.

May Sales launch of Breeze by the East, a freehold

88-unit boutique residential property along Upper East Coast Road.

Appointment of Non-Executive Independent Director, Dr Pongsak Hoontrakul, to the Board of Directors.

Velocity@Novena Square shopping mall hosted the 10th Lianhe Zaobao Cup National Students Table Tennis Challenge Finals. The event was graced by Mr Teo Ser Luck, Senior Parliamentary Secretary, Ministry of Community Development, Youth and Sports and Ministry of Transport.

June Sales launch of Nassim Park Residences. This 100-unit

luxury development is a collaboration by Chan Soo Khian, Christian Liaigre and Shunmyo Masuno, three internationally acclaimed creative minds at the forefront of architectural, interior and landscape design.

Milestones

Pan Pacifi c SingaporeNassim Park Residences


July Hotel Plaza Limited appointed Mr Amedeo Patrick

Imbardelli as President & CEO responsible for the management, operation and expansion of the “Pan Pacifi c” and “Parkroyal” brands.

Velocity@Novena Square offi cially sponsored the Guinness 9-Ball Tour 2008 – Singapore Leg, the fi rst time an international pool tournament was held in a shopping mall.

August UOL sponsored “Ride from the Heart – 1,000 miles

for the Kids”, a 2-week cycling expedition by a group of undergraduates, in support of The Straits Times School Pocket Money Fund.

The Group announced Pan Pacifi c Serviced Suites’ entry into the Bangkok hospitality market. It will manage the 148 suites within Eight Thonglor, a mixed-use development that also includes an apartment tower and a shopping centre. The property is slated to open in 2009. It will be the only luxury serviced suites in Thailand where residents can rely on Personal Assistants to provide them with local connections to the city.

October Pan Pacifi c management unit was transferred to

Hotel Plaza Limited for a total consideration of $21.3 million. The transaction will enable the consolidation of all hotel management activities under Hotel Plaza Limited, the hotel owning and management arm of UOL Group.

November Temporary Occupation Permit was obtained for

Regency Suites.

December Obtained project and design approval for a prime

mixed development in Tianjin known as “Hai He Huang Guan”. The development will consist of a 30-storey 5-star hotel, two 15-storey offi ce blocks, one 19-storey and three 30-storey blocks of residential apartments.

Breeze by the East


Newton SuitesVelocity Beach Festival

Awards & Accolades

Newton Suites Newton Suites clinched the Best Developer –

Residential (Built) award at the inaugural Cityscape Asia Real Estate Awards 2008.

The project also received a commendation as one of fi ve fi nalists for the International Highrise Award.

Newton Suites won the inaugural Singapore Institute of Architects – National Parks Board Skyrise Greenery Awards, for its many “green” features such as overhanging meshes, green roof, foliage covered side walls, sunshades and skygarden.

Other accolades were the Award for International Architecture at the Australian Institute of Architects National Architecture Awards, Australia’s most esteemed annual architecture prizes, and the Gold Award at Design for Asia Award 2008.

Velocity@Novena Square Velocity@Novena Square won honours for its

Velocity Beach Festival, which was judged the Best Retail Event of the Year at the Singapore Retailers Association Awards.

Parkroyal Hotels & Resorts Parkroyal Hotels & Resorts received the Patron of

the Arts Award 2008 from the Singapore National Arts Council for contributions to the promotion and organisation of artistic activities in Singapore.

Pan Pacific Hotels and Resorts At the 15th World Travel Awards, Pan Pacifi c

Singapore won World’s Leading Business Hotel and Asia’s Leading Business Hotel; Pan Pacifi c Kuala Lumpur International Airport won World’s Leading Airport Hotel and Asia’s Leading Airport Hotel; and Pan Pacifi c Manila was awarded Philippines’ Leading Business Hotel.

Pan Pacifi c Singapore was awarded one of Singapore’s Top Hotels by Condé Nast Traveler Annual Gold List.

Pan Pacifi c Vancouver was awarded World’s Best Places to Stay and Top 10 Hotels in Canada by the Condé Nast Traveler Annual Gold List.

Pan Pacifi c Manila was awarded Top 100 Hotels Reader’s Choice Awards (ranked 44th) by Condé Nast Traveler.

Pan Pacifi c Seattle received the Four Diamond Award from the American Automobile Association.

Crowne Plaza Parramatta, Australia Crowne Plaza Parramatta, Australia was awarded

Superior Hotel at the Australian Hotels Association (NSW) Awards of Excellence.

Sheraton Suzhou Hotel & Towers Sheraton Suzhou Hotel & Towers was named one of

China’s Top 10 favourite resorts and hotels at The 5th Golden Pillow Award of China Hotels.


Corporate Information

BOARD OF DIRECTORSWee Cho YawChairman

Gwee Lian KhengGroup Chief Executive

Alan Choe Fook CheongLim Kee MingWee Ee Chao Low Weng KeongJames Koh Cher SiangWee Ee Lim Pongsak HoontrakulAppointed w.e.f. 21st May 2008

EXECUTIVE COMMITTEEWee Cho YawChairman

Gwee Lian KhengAlan Choe Fook CheongWee Ee Chao

AUDIT COMMITTEELim Kee MingChairman

Alan Choe Fook CheongLow Weng Keong

NOMINATING COMMITTEEAlan Choe Fook CheongChairman

Wee Cho YawLim Kee Ming

REMUNERATION COMMITTEELim Kee Ming Chairman

Wee Cho YawAlan Choe Fook Cheong

MANAGEMENTGwee Lian Kheng Group Chief Executive

Liam Wee Sin Chief Operating Offi cer

Foo Thiam Fong Wellington Chief Financial Offi cer

Kam Tin Seah Senior General Manager (Investment & Strategic Development)

Kwan Weng Foon Senior General Manager (Development)

Chan Weng KhoonGeneral Manager (Property & Engineering)

Lian Ah Cheok Dolly General Manager (Marketing)

Yeo Bin Hong Senior Manager (Internal Audit)

COMPANY SECRETARYFoo Thiam Fong Wellington

DEPUTY COMPANY SECRETARY/LEGAL MANAGERYeong Sien Seu

AUDITORSPricewaterhouseCoopers LLP 8 Cross Street #17-00 PWC Building Singapore 048424 Partner-in-charge: Mr Sim Hwee CherYear of appointment: 2008

PRINCIPAL BANKERSUnited Overseas Bank Limited

DBS Bank Ltd

ANZ Singapore Limited

Bank of Tokyo-Mitsubishi UFJ, Ltd.

Sumitomo Mitsui Banking Corporation

REGISTERED OFFICE101 Thomson Road#33-00 United SquareSingapore 307591Telephone : (65) 6255 0233Facsimile : (65) 6252 9822Website : www.uol.com.sg

SHARE REGISTRARBoardroom Corporate & Advisory Services Pte. Ltd. 3 Church Street#08-01 Samsung HubSingapore 049483Telephone : (65) 6536 5355Facsimile : (65) 6536 1360


WEE CHO YAWCHAIRMAN

Chairman’s Statement

$354.2m+21.5%

2004

2005

2006

2007

2008

$128.3m

$149.3m

$158.5m

$291.6m

$354.2m

Pre-tax profit before fair value and other (losses)/gains

“The increase in pre-tax profi t before fair value and other (losses)/gains was due mainly to higher income from property development, hotel operations, property investments

and associated companies.”

2008 REVIEWSingaporeThe Singapore economy weakened in the second half of 2008 as a result of the unprecedented meltdown of the global fi nancial markets and the contraction of international trade. Singapore’s GDP growth fell to 1.1% compared with 7.8% in 2007. Overall prices of private residential properties fell by 4.7% in 2008 as compared with an increase of 31.2% in the previous year. Approximately 4,300 new homes were sold in 2008 as compared with 14,800 sold in 2007. Rentals of offi ce space increased by 5.8% in 2008, much lower than the 56.1% increase in 2007.

Total visitor arrivals in Singapore registered a 2% decline from the record 10.3 million in 2007 to 10.1 million in 2008. Average occupancy for the hotel industry in Singapore decreased by 6.0 percentage points to 81% while the average room rate increased by 21.9% to $246.

OverseasThe Group’s hotels in Australia and Vietnam benefi ted from high occupancy and improvement in average room rates during the fi rst half of the year but like others in the industry, were affected by the rapid slowdown in the global economy in the second half of 2008. The Sofi tel Plaza Xiamen in the People’s Republic of China managed to improve its performance though the Sheraton Suzhou was affected by increasing competition. In Malaysia, revenues were lower for the Parkroyal Penang while higher costs were incurred with the addition of new rooms at the Parkroyal Kuala Lumpur. Although performance at the Parkroyal Yangon improved, the operating environment remained diffi cult.

PROFIT AND DIVIDENDThe Group’s pre-tax profi t before fair value and other (losses)/gains for the year ended 31 December 2008 was $354.2 million, an increase of 21.5% compared to the profi t of $291.6 million achieved in 2007. The increase was due mainly to higher income from property


Nassim Park Residences

development, hotel operations, property investments and associated companies. After deducting fair value loss on investment properties, the Group’s pre-tax profi t in 2008 was $210.4 million, a 77.6% decline as compared with the profi t of $938.6 million in 2007. In 2008, the Group recognised a fair value loss on investment properties of $106.8 million against a gain of $590.5 million in 2007. As a consequence, the Group’s attributable profi t in 2008 declined by 80.6% to $147.2 million (2007: $758.9 million).

Group shareholders’ fund decreased from $3.9 billion at 31 December 2007 to $3.4 billion as at 31 December 2008. The decline was due mainly to fair value losses on available-for-sale fi nancial assets charged against the fair value reserve. Consequently, the net tangible asset per ordinary share of the Group decreased from $4.91 as at 31 December 2007 to $4.21 as at 31 December 2008. The Group’s net gearing ratio increased to 42% as at 31 December 2008 from 21% as at 31 December 2007.

In view of the challenging year ahead, the Board recommends a fi rst and fi nal dividend of 7.5 cents per share (2007: 10 cents per share plus a special dividend of 5.0 cents per share). Total dividend payout will amount to $59.7 million (2007: $119.4 million) for year ended 31 December 2008.

CORPORATE DEVELOPMENTSSale of Development ProjectsDuring the year, the Group launched the sale of Breeze by the East, an 88-unit residential development atUpper East Coast Road. As at end 2008, 45 units or 51% of the total units have been sold. Sixty eight units at Nassim Park Residences, a 100-unit high-end residential development at Nassim Road in which the Group has a 50% equity interest, were sold during the year.

Acquisition of Development PropertiesLand Parcel 723 at Simei Street 4, Singapore(now known as Double Bay Residences) In January 2008, the Company together with Peak Century Pte Ltd, a subsidiary of Kheng Leong Company (Private) Limited, successfully tendered for the Urban Redevelopment Authority’s Land Parcel 723 at Simei Street 4, Singapore for $236.05 million. The 99-year leasehold site comprises an area of approximately 32,210.5 square metres and can be developed into approximately 646 units of condominium apartments. A subsidiary, Secure Venture (Simei) Pte. Ltd. in which the Company has a 60% equity interest, was incorporated to undertake the proposed development. The Group intends to launch the sales of the units in this development in mid-March 2009.


Chairman’s Statement

“In the challenging business climate the Group will continue

to focus on cost management and improving operational effi ciency and service quality.”

Consolidation of Hotel Management BusinessTo consolidate the Group’s hotel management business, the Company sold its interest in the Pan Pacifi c operations to its 81.6%-owned listed subsidiary, Hotel Plaza Limited (“Hotel Plaza”) for a total consideration of $21.3 million. With the acquisition, Hotel Plaza will have two brands in its portfolio, the Pan Pacifi c brand for 5-star hotels and the Parkroyal brand for 4-star hotels.

Group RestructuringIn July 2008, Hotel Plaza appointed Mr Amedeo Patrick Imbardelli as President & Chief Executive Offi cer. Mr Imbardelli, who has more than 25 years of experience in the hotel industry, will lead the Hotel Plaza Group and oversee the management and expansion of the Group’s hotel business. Mr Gwee Lian Kheng was re-designated as Group Chief Executive responsible for the overall management of the hotel and property businesses of the Group. In relation to the Group’s property business, he will be assisted by Mr Liam Wee Sin, the Chief Operating Offi cer of the Company.

Mandatory Conditional Cash Offer for United Industrial Corporation LimitedOn 14 January 2009 (Announcement Date), the Company’s wholly-owned subsidiary, UOL Equity Investments Pte Ltd (“UEI”) announced a mandatory conditional cash offer (“Offer”) for United Industrial Corporation Limited (“UIC”) at an offer price of $1.20 for each ordinary share in UIC (“UIC Share”). The Offer was conditional upon UEI and its concert parties having more than 50% of the voting rights in UIC at the close of the Offer.

At the close of the Offer on 3 March 2009 (“Closing Date”), the above condition was not fulfi lled and the Offer had therefore lapsed. However, the UOL Group acquired an additional 227,198,465 UIC Shares during the Offer period which resulted in the UOL Group benefi cially owning an aggregate 423,975,665 UIC Shares or approximately 30.78% of the total issued UIC Shares as at the Closing Date. UIC thereby became an associated company of UEI and UOL.

The UIC Group is one of Singapore’s largest offi ce landlords in the Central Business District and also has indirect interests in three 5-star hotels in the fast developing Marina Bay area. It is a major real estate developer with a portfolio of more than 300,000 square metres of offi ce and retail space in Singapore. As the principal activities of the UOL Group and the UIC Group are substantially the same, the Company will, with an increased shareholding in UIC, attempt to better align the strategic objectives of the UIC Group with those of the UOL Group. An increased shareholding in UIC would also allow the UOL Group to increase its exposure to the UIC Group’s portfolio of quality commercial property assets and to expand its core business. The UOL Group and the UIC Group currently have co-investments in certain retail, commercial and hotel investments. In addition, the UOL Group and the UIC Group are involved in jointly developing residential projects in Singapore.

OUTLOOK FOR 2009The world economic crisis has worsened since the last quarter of 2008, with sharp declines in global demand, trade and investments. All major regions of the world are experiencing economic contractions at the same time. As an open economy, Singapore has not been spared and GDP might contract by more than 5.0% in 2009.

Given the bearish environment, buying sentiment in the Singapore residential property market is expected to remain poor and prices are likely to soften further. Offi ce occupancy and rentals will face downward pressure in the wake of weak demand as businesses downsize and


Central Business District, Singapore

take steps to contain costs. Similarly, retail rentals could be affected by a cut back in spending and the increase in supply of retail space. The decline in consumer and business confi dence will also have an adverse impact on the tourism sector in Singapore and the Asia Pacifi c region as both business and leisure travel are curtailed.

In the challenging business climate the Group will continue to focus on cost management and improving operational effi ciency and service quality.

ACKNOWLEDGEMENTI wish to thank my fellow Board members for their wise counsel and guidance during the past year. On 21 May 2008, Dr Pongsak Hoontrakul joined the Board and we welcome him. My appreciation also goes to the management and staff for their hard work and to our shareholders and business associates for their continuing support.

WEE CHO YAWChairman

3 March 2009


WEE CHO YAWCHAIRMAN

Dr Wee Cho Yaw has been the Chairman of the Company (“UOL”) and its listed subsidiary, Hotel Plaza Limited (“Hotel Plaza”) since 1973. He was appointed to the Board on 23 April 1973 and was last re-appointed as Director on 23 April 2008. Dr Wee who is a non-executive and non-independent Director of UOL, is also the Chairman of the Executive Committee and Member of the Nominating and Remuneration Committees.

Dr Wee is a career banker with more than 40 years of experience. He is the Chairman of United Overseas Bank Limited, Far Eastern Bank Limited, United Overseas Insurance Ltd, United International Securities Ltd, Haw Par Corporation Limited, United Industrial Corporation Limited, Singapore Land Limited and its subsidiary, Marina Centre Holdings Private Limited. He was previously the Chairman of Overseas Union Enterprise Limited.

He is the President of the Singapore Federation of Chinese Clan Associations and also the Honorary President of Singapore Chinese Chamber of Commerce & Industry and a Pro-Chancellor of Nanyang Technological University.

Dr Wee received Chinese high school education. In 2008, he was conferred an honorary Doctor of Letters by the National University of Singapore for his accomplishments in banking, education and community leadership. Dr Wee received the Credit Suisse-Ernst & Young Lifetime Achievement Award in 2006 and was named Businessman of the Year in 1990 and 2001.

GWEE LIAN KHENGGROUP CHIEF EXECUTIVE

Mr Gwee is the Group Chief Executive of UOL and Hotel Plaza, and has been with the UOL Group since 1973. He was appointed to the Board on 20 May 1987 and last re-elected on 25 April 2007. Mr Gwee who is an executive and non-independent Director, is also a member of the Executive Committee.

Mr Gwee is also a Director of various subsidiaries in the UOL Group and Hotel Plaza Group. He is also a Director of United Industrial Corporation Limited and Singapore Land Limited. He was previously a Director of Overseas Union Enterprise Limited.

Mr Gwee holds a Bachelor of Accountancy (Honours) degree from the University of Singapore. He is a Fellow Member of the Chartered Institute of Management Accountants and Association of Chartered Certified Accountants in the United Kingdom, as well as a member of the Institute of Certifi ed Public Accountants of Singapore.

Board of Directors


ALAN CHOE FOOK CHEONG

Mr Alan Choe was appointed to the Board on 28 March 1979 and was last re-appointed on 23 April 2008. An independent and non-executive Director, he chairs the Nominating Committee and is a Member of the Executive, Audit and Remuneration Committees. He isalso a Director of Hotel Plaza.

An architect and town planner by profession, Mr Choe was the fi rst General Manager of the Urban Redevelopment Authority and a Senior Partner of one of the largest architectural practices in Singapore. He was the Chairman of Sentosa Development Corporation, Sentosa Cove Pte Ltd, Pasir Ris Resort Pte Ltd, a Trustee of NTUC Income and a Member of the Singapore Tourism Board. He was previously a Director of Keppel Land Limited and Frasers Centrepoint Limited.

Mr Choe holds a Bachelor of Architecture degree, a Diploma in Town & Regional Planning from University of Melbourne and a Fellowship Diploma from the Royal Melbourne Institute of Technology. He is a Fellow Member of the Singapore Institute of Architects, Singapore Institute of Planners and Royal Australian Institute of Architects. He is also a member of the Royal Institute of British Architects, Royal Town Planning Institute, Royal Australian Planning Institute and American Planning Association.

Mr Choe was awarded the Public Administration Medal (Gold) in 1967, the Meritorious Service Medal in 1990, and the Distinguished Service Order in 2001.

LIM KEE MING

Mr Lim Kee Ming was appointed to the Board on 23 April 1973 and was last re-appointed on 23 April 2008. Mr Lim who is an independent and non-executive Director, is also the Chairman of the Audit and Remuneration Committees and Member of the Nominating Committee. He is also a Director of Hotel Plaza.

Mr Lim is the Chairman of Lim Teck Lee Group of companies and Ngee Ann Development Pte Ltd. He is also a Director of Haw Par Corporation Limited. He is presently the Vice President of Ngee Ann Kongsi and an Honorary President of Singapore Chinese Chamber of Commerce & Industry and Teochew Poit Ip Huay Kuan and Advisor of Network China. He was previously the Chairman of the Preservation of Monuments Board.

Mr Lim holds a Master of Science (International Trade & Finance) degree from Columbia University, New York, and a Bachelor of Science (Business Administration) degree from New York University, USA.


Board of Directors

WEE EE CHAO

Mr Wee Ee Chao was appointed to the Board on 9 May 2006 and was last re-elected on 25 April 2007. Mr Wee who is a non-executive and non-independent Director, is also a member of the Executive Committee. He is also a Director of Hotel Plaza.

Mr Wee has led the management of UOB-Kay Hian Holdings Limited for more than 25 years. He is currently the Chairman and Managing Director of UOB-Kay Hian Holdings Limited and a Director of most of the UOB-Kay Hian Group of companies. Mr Wee also manages Kheng Leong Company (Private) Limited which is involved in regional real estate development and investments and is a non-executive Director of Haw Par Corporation Limited. He had previously served as Chairman of the Singapore Tourism Board between 2002 to 2004.

Mr Wee holds a Bachelor of Business Administration degree from The American University, Washington DC, USA.

JAMES KOH CHER SIANG

Mr James Koh was appointed to the Board on 23 November 2005 and was last re-elected on 23 April 2008. Mr Koh is an independent and non-executive Director and is also a Director of Hotel Plaza.

Mr Koh j o i ned the Hous ing & Deve lopmen t Board (“HDB”) in July 2005 after retiring from 35 years of distinguished service in the civil service. Currently, Mr Koh is the Chairman of HDB and i ts Audi t Commit tee. H is pr ior appointments included Permanent Secretary of the Ministry of National Development (1979), Ministry of Community Development (1987) and Ministry of Education (1994) as well as Commissioner of Inland Revenue and Chief Executive Offi cer of Inland Revenue Authority of Singapore.

Mr Koh is the Chairman of CapitaMall Trust Management Limited and Singapore Deposit Insurance Corporation Limited and a Director of CapitaLand Limited, Singapore Airlines Limited, Singapore Cooperation Enterprise and CapitaLand Hope Foundation. He is also an Adjunct Professor with the Lee Kuan Yew School of Public Policy.

Mr Koh holds a Bachelor of Arts (Honours) degree in Philosophy, Political Science and Economics, Master of Arts degree from University of Oxford, UK and holds a Master in Public Administration degree from Harvard University, USA.

Mr Koh was awarded the Public Administration Medal (Gold) in 1983 and the Meritorious Service Medal in 2002.


WEE EE LIM

Mr Wee Ee Lim was appointed to the Board on 9 May 2006 and was last re-elected on 25 April 2007. Mr Wee is a non-executive and non-independent Director. He is also a Director of Hotel Plaza. Mr Wee joined Haw Par Corporation Limited (“Haw Par”) in 1986 and is currently the President and Chief Executive Officer of Haw Par. He is also a Director of United Industrial Corporation Limited, Singapore Land Limited, Hua Han Bio-Pharmaceutical Holdings Limited (a company listed on the Hong Kong Stock Exchange). Mr Wee was previously a Director of Transit-Mixed Concrete Limited and a Board Member of Sentosa Development Corporation.

Mr Wee holds a Bachelor of Arts (Economics) degree from Clark University, USA.

LOW WENG KEONG

Mr Low Weng Keong was appointed to the Board on 23 November 2005 and was last re-elected on 23 April 2008. Mr Low who is an independent and non-executive Director, is also a member of the Audit Committee. He is also a Director of Hotel Plaza.

Mr Low retired as a senior partner of Ernst & Young in June 2005 after 19 years of practice with the fi rm. His appointments during his career with the fi rm included Head of Tax Practice, Member of the Management Committee and culminating in being the Country Managing Partner and head of the Singapore fi rm. Prior to joining Ernst & Young, he was the Far East Tax Manager in a US Fortune 500 oil and gas service company and had practised with a number of public accounting practices in London. He is also a Director and Deputy President of CPA Australia Limited and a Director of Riverstone Holdings Limited and Unionmet (Singapore) Limited.

Mr Low is a Fellow Member of CPA Australia, Institute of Chartered Accountants in England & Wales, Institute of Certified Public Accountants of Singapore and an Associate Member of Chartered Institute of Taxation (UK).


Board of Directors

PONGSAK HOONTRAKUL

Dr Hoontrakul was appointed to the Board on 21 May 2008 as a non-executive and independent Director. He is currently the Senior Research Fellow at Sasin Institute, Chulalongkorn University, Thailand and a Director of the International Advisory Council of the Schulich School of Business, York University, Toronto, Canada. He is also a member of the Advisory Panel for the International Association of Deposit Insurance, Switzerland.

He served as an independent Director of United Overseas Bank (Thai) Pcl. from 2005 to April 2008, and was the Chairman of the Audit Committee from 2005 to 2006. He was also the Advisor to the Senate Committee for Fiscal, Banking and Financial Institutions, Parliamentary Committee for Economic Affairs and Parliamentary Committee for Justice and Human Rights, in Thailand.

Dr Hoontrakul received a Doctoral degree in Business Administration in the Finance Thammasat University, a Master in Business Administration from Sasin Institute, Chulalongkorn University and a Bachelor of Science degree in Industrial and System Engineering at San Jose State University, USA.

He was the recipient of the Best Research Paper Award for ASEAN Scholars at the annual Asia Pacifi c Finance Association in 2001.


GWEE LIAN KHENGGROUP CHIEF EXECUTIVE

Information concerning Mr Gwee is found in the “Board of Directors” section of this Report.

LIAM WEE SINCHIEF OPERATING OFFICER

Mr Liam joined the UOL Group in 1993 and is currently the Chief Operating Officer. He oversees the Group’s business in property investment, development and engineering. He also sits on the boards of several of UOL’s subsidiaries. Prior to joining the Group, Mr Liam was practising with an architectural firm, having previously spent eight years in the public sector handling architectural works and facilities management, and two years with Jones Lang Wootton undertaking project management and consultancy works. Mr Liam holds a Bachelor of Architecture degree from the National University of Singapore. He is a Council Member of the Real Estate Developers’ Association of Singapore, as well as a Member of the URA Design Advisory Committee, URA Architecture and Urban Design Excellence Committee and National Crime Prevention Council. He had previously served as a Member of Preservation of Monuments Board.

FOO THIAM FONG, WELLINGTONCHIEF FINANCIAL OFFICER / COMPANY SECRETARY

Mr Foo joined the UOL Group in 1977 after graduating from the University of Singapore with a Bachelor of Accountancy (Honours) degree. He currently holds the position of Chief Financial Officer overseeing the Group’s fi nancial management and corporate secretarial matters. He is concurrently the Company Secretary of both UOL Group Limited and Hotel Plaza Limited, and a director of several of their subsidiaries. Mr Foo is a Fellow of the Institute of Certified Public Accountants of Singapore, a Fellow of CPA Australia and an Associate of both the Institute of Chartered Secretaries and Administrators and the Chartered Institute of Management Accountants.

Key Management Executives


Key Management Executives

KWAN WENG FOONSENIOR GENERAL MANAGER (DEVELOPMENT)

Mr Kwan is the Senior General Manage r (Deve lopmen t ) . He oversees the Group’s property development projects and sits on the boards of several UOL subsidiaries. He joined the UOL Group in 2006, bringing with him more than 30 years of experience in construction and property development, having worked in various capacities in residential, commercial, retail and hotel development. His previous employers include GuocoLand and Equus Land Pte Ltd. Mr Kwan holds a Bachelor of Science degree in Building Science from the University of Singapore and a Master of Business Administration from the University of Hull, UK.

CHAN WENG KHOONGENERAL MANAGER (PROPERTY & ENGINEERING)

Mr Chan joined the UOL Group in 2007. As the General Manager (Property & Engineering), he is responsible for the Group’s engineering and property management. He is also a director of several Group subsidiaries. He previously worked with Indeco Engineers in facilities management. Mr Chan holds a Bachelor of Electrical and Electronics Engineering (Honours) degree and a Master of Business Administration ( In ternat iona l Bus iness) f rom Nanyang Technological University. He is a member of the FSSD Standing Committee and Fire Code Review Committee of the Singapore Civil Defence Force.

KAM TIN SEAHSENIOR GENERAL MANAGER(INVESTMENT & STRATEGIC DEVELOPMENT)

Mr Kam joined the UOL Group end 2005 and is currently the Senior General Manager (Investment & Strategic Development). He is responsible for formulating business s t ra tegy, ident i fy ing su i tab le investment opportunities as well as developing corporate relations for the Group. He is also appointed as the Executive Vice President ( I n v e s t m e n t a n d S t r a t e g i c Development) of Hotel Plaza Limited, overseeing the business expansion of its two hotel brands “Pan Pacifi c” and “Parkroyal”. He serves asa director in several subsidiariesof the Group. Prior to joining the UOL Group, Mr Kam spent about16 years with Parkway Properties and Centrepoint in multi-functional and key managerial roles. Mr Kamgraduated f rom the Nat iona l Un ivers i ty o f S ingapore w i than Honours Degree in Estate Management.


YEONG SIEN SEUDEPUTY COMPANY SECRETARY / LEGAL MANAGER

As the Deputy Company Secretary/Legal Manager, Mr Yeong assists the Company Secretary on corporate secretarial matters. He also oversees legal matters for both the UOL Group and Hotel Plaza Limited Group, and is a director of various subsidiaries. He completed his pupillage and practised as a litigation lawyer with Rajah & Tann before working briefl y with Sembcorp Limited. Prior to joining the UOL Group at end-2006, he handled legal matters for Fraser and Neave, Limited and facilitated its risk management programme. Mr Yeong graduated from the National University of Singapore with a Bachelor of Laws (Honours) degree and was admitted as an Advocate and Solicitor of the Supreme Court of Singapore in 1995. He is a member of the Singapore Academy of Law.

LIAN AH CHEOK, DOLLYGENERAL MANAGER (MARKETING)

Ms Lian has been with the UOL Group for 17 years and holds the position of General Manager (Marketing). She is responsible for marketing activities covering the residential and commercial sectors, in Singapore and overseas. Before joining the Group, Ms Lian worked for the PSA Corporation, DBS Land Ltd, Citibank and Knight Frank Pte Ltd in the areas of land and facility management, property valuation, b u s i n e s s d e v e l o p m e n t a n d marketing. She graduated from the National University of Singapore with a Bachelor’s degree in Estate Management. She is a Licensed Appraiser and a Member of the Singapore Institute of Surveyors and Valuers.

YEO BIN HONGSENIOR MANAGER (INTERNAL AUDIT)

As the Senior Manager (Internal Audit), Mr Yeo oversees the internal audit function for both UOL Group Limited and Hotel Plaza Limited. Prior to joining the Group in 1997, he spent four years as an external auditor with PricewaterhouseCoopers Singapore, working on statutory audit assignments for various companies. Mr Yeo ho lds a B a c h e l o r o f Accountancy (Honours) degree from Nanyang Technological University. He is a non-practising member of the Institute of Certified Public Accountants of Singapore and a member of the Institute of Internal Auditors (Singapore).


UOL Group Structureas at 9 March 2009

UOL GROUP LIMITED

UOL Equity InvestmentsPte Ltd

Secure VentureInvestments Limited [HK]

UOL PropertyInvestments Pte Ltd

UOL Project Management Services Pte. Ltd.

UOL Overseas Development Pte. Ltd.

UOL Management Services Pte Ltd

Parkroyal Serviced Residences Pte. Ltd.

UOL Development (Novena) Pte. Ltd.

UOL Capital Investments Pte. Ltd.

UOL Development Pte Ltd

Hotel Negara Limited

UOL Claymore Investment Pte. Ltd.

UOL Somerset Investments Pte. Ltd.

UOL Overseas Investments Pte Ltd

United Venture Furnishings Pte Ltd

HOTEL PLAZA LIMITED

Regency OneDevelopment Pte. Ltd.

Kings & Queens Development Pte. Ltd.

Duchess WalkPte. Ltd.

United RegencyPte. Ltd.

Novena Square Development Ltd

Novena Square Investments Ltd

Secure Venture Development(Simei) Pte. Ltd.

Nassim Park Developments Pte. Ltd.

Brendale Pte Ltd

Vista DevelopmentPte Ltd

Marina Centre Holdings Pte Ltd

Promatik EmasSdn. Bhd. [MY]

Tianjin UOL Xiwang Real Estate Development Co., Ltd. [PRC]

Suasana Simfoni Sdn. Bhd. [MY]

Aquamarina Hotel Private Limited

ORIX-UOL Investments Pte. Ltd.

Ardenis Pte Ltd

Peak VenturePte. Ltd.

Pilkon DevelopmentCompany Limited [BVI]

Hua Ye Xiamen Hotel Limited [PRC]

UOL Serviced Residences Sdn. Bhd. [MY]

Chengdu United Development Co., Ltd. # [PRC]

Success City Pty Limited [AU]

Success Venture Investments (Australia) Ltd [BVI]

HPL Overseas Investments Pte Ltd*

Hotel Investments (Suzhou)Pte. Ltd.

Hotel Investments (Hanoi)Pte. Ltd.

YIPL InvestmentPte. Ltd.

HPL Properties (Malaysia)Sdn. Bhd. [MY]

New Park Hotel (1989) Pte Ltd

Hotel Plaza Property (Singapore) Pte. Ltd.

Success Venture Investments (WA) Limited [BVI]

Dou Hua Restaurants Pte Ltd

United Lifestyle Holdings Pte Ltd

St Gregory Spa Pte Ltd

Pan Pacifi c InternationalPte. Ltd.1

Pan Pacifi c HospitalityHoldings Pte. Ltd.2

Garden Plaza Company Limited [VN]

Parkroyal Hotels & Resorts Pte. Ltd.

Parkroyal Marketing Services Pte. Ltd.

Parkroyal Hospitality Group Pte. Ltd.

Parkroyal International Pte. Ltd.

Parkroyal Technical Services Pte. Ltd.

25%

100%

100%

80%

55%

50%

90%

60%

50%

95%

60%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

39.4%

33.3%

100%

100%

100%

100%

100%

United IndustrialCorporation Limited

29.04%2.35%

50%

30%

22.67%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

100%

80%

60%

70%

60%

70%

60%

60%

100%

35%

30%

81.57%


1%

Pan Pacifi c Technical Services Pte. Ltd.3

Pan Pacifi c Marketing Services Pte. Ltd.4

Pan Pacifi c Hospitality Pte. Ltd.

Pan Pacifi c Hotels and Resorts Pte. Ltd.

Plaza Hotel Company Limited [VN]

Pan Pacifi c Hotels and Resorts Japan Co., Ltd [JP]

Pan Pacifi c Hotels and Resorts America Inc. [USA]

PT. Pan Pacifi c Hotels & Resorts Indonesia [IN]

100%

100%

100%

65%

100%

PPHR (Thailand) CompanyLimited [TH]

49%

100%

100%

99%

Pan Pacifi c Hotels and Resorts Seattle Limited Liability Co [USA]

100%

Shanghai Xin Yue Real EstateDevelopment Co., Ltd [PRC]

Success VenturePty Limited [AU]

Success Venture (Darling Harbour) Unit Trust [AU]

Success Venture (Parramatta) Unit Trust [AU]

Suzhou WugongHotel Co., Ltd. [PRC]

Westlake InternationalCompany [VN]

Yangon Hotel Limited [MN]

President HotelSdn Berhad [MY]

Success Venture (WA)Unit Trust [AU]

Grand EliteSdn. Bhd. [MY]

Grand Elite (Penang)Sdn. Bhd. [MY]

100%

75%

66.7%

100%

97%

100%

100%

100%

95%

100%

100%

Notes[AU] Incorporated in Australia[BVI] Incorporated in The British Virgin Islands [HK] Incorporated in Hong Kong[IN] Incorporated in Indonesia[JP] Incorporated in Japan [MN] Incorporated in Myanmar[MY] Incorporated in Malaysia[PRC] Incorporated in The People’s Republic of China[TH] Incorporated in Thailand[USA] Incorporated in United States of America[VN] Incorporated in Vietnam

# In the process of deregistration* In the process of liquidation1 Previously known as PPHR International Pte. Ltd.2 Previously known as UOL Hospitality Pte. Ltd.3 Previously known as PPHR Technical Services Pte. Ltd.4 Previously known as PPHR Marketing Services Pte. Ltd.

Subsidiary Company

Associated Company


Operation HighlightsProperty Investments

With lettable offi ce space of 27,186 sqm and 18,570 sqm of retail space, United Square saw an improvement in rental revenue by 19% in 2008, with occupancy rate maintained above 90%.

United Square

Revenue from property investments improved due to higher average rental rates for the Group’s investment properties and contribution from Pan Pacifi c Serviced Suites which opened in April 2008.

2008

2007

$126.1m

$99.1m

Revenue for Property Investments

+27%

COMMERCIAL PROPERTIESUnited SquareUnited Square, a kids learning mall, is a favourite with kids for fun, play and learn. Awarded the Pro-Family Business Mark by Ministry of Community Development, Youth and Sports, the mall’s infrastructure and services cater to the needs of the 3G (Grandparents, Parents, Children) family unit, with kids-friendly elements like colour-themed levels, carpeted fl oor, nursing room and all-year-round character shows.

In 2008, additions and alterations were carried out in the basement to create about 755 sqm into a new F&B cluster to offer more dining choices. To further enhance the trade mix within the mall, some parts of the circulation area were converted to shop space. New retail tenants secured during the year include Jack’s Place Steak House, Fiesta Brasilia, Outfi tter Girls, Tenchi International, Global Art Consultancy and The Ballet & Music Company. Offi ce tenants secured include Veolia Water (SEA) Pte Ltd, Singapore Airlines Limited and McAfee (Singapore) Pte Ltd.

Some events organised by the mall this year include The Party!’s song and dance extravaganza from Disney’s High School Musical, WINX Club fairies from the movie WINX Club – The Secret of the Lost Kingdom and Disney on Ice. The “Let’s Celebearate” event with retail partner, Build-A-Bear Workshop held in 2007, was one of the top


Novena Square

3 fi nalists at the Singapore Retailers Association Award 2008 ceremony. The Singapore Retailers Association Award is supported by SPRING Singapore and Singapore Tourism Board.

With lettable offi ce space of 27,186 sqm and 18,570 sqm of retail space, United Square saw an improvement in rental revenue by 19%, with occupancy rate maintained above 90%.

Novena SquareVelocity@Novena Square, a dedicated sports and lifestyle mall, created waves in the retail and sports fraternity with several high-profi le sporting events in 2008. The events include boxing, ice-skating, an international free-style skating competition, the ESPN Guiness 9-Ball Tour and Lianhe Zaobao Cup – National Students Table Tennis Challenge.

A most remarkable event was the Velocity Beach Festival in June, which won the Singapore Retailers Association Award for the Best Retail Event of the Year 2008. It was the most outstanding retail event held for shoppers and emerged winner from a contention of over 10 retail events. For the fi rst time in Singapore, over 220 tonnes of powdery white sand was laid at a shopping mall for an outdoor experience where beach volleyball, soccer and tchoukball games were played on the unique ‘beach at a mall’.

New retail tenants secured during the year include Cotton On, Levi’s Strauss Signature and NUMfl ipfl op. New offi ce tenants secured include Energy Market Company Pte Ltd and Center for Creative Leadership Pte Ltd.

Novena Square has total lettable offi ce space of 41,380 sqm and 16,038 sqm of retail space. Rental revenue improved by 18% and the occupancy rate increased from 96% to 99%.

Odeon TowersImprovement works were carried out at the ground fl oor showroom space and basement carpark to ensure more effi cient use of fl oor area within the building. New tenants secured during the year include: Supperclub, a cutting-edge food and entertainment concept from Amsterdam; Genexco International, a high-end furniture retailer; and Jeppesen Asia/Pacifi c Pte Ltd. Occupancy remained high at 92%.

Faber HouseNew tenants secured during the year include Tourism New Zealand, Bandai South Asia Pte Ltd and International Luxury Hotels (S) Pte Ltd. Occupancy improved from 87% to 91%.


Pan Pacifi c Serviced Suites, Singapore

SERVICED APARTMENTSPan Pacific Serviced Suites, SingaporePan Pacifi c Serviced Suites opened in April 2008 as a fl agship property of our new business model for the extended stay segment in South East Asia. Located in the heart of Orchard Road, the Serviced Suites is a 16-storey iconic building that offers guests a differentiated stay experience. Pan Pacifi c Serviced Suites fi lls a gap in the market with its unique service touchpoint of Personal Assistants (PA), whom residents can rely on to provide seamless local connections to the new city. The Personal Assistant service helps to recreate a home advantage of immediate business, social and support networks for residents to be effortlessly connected locally.

Since its opening, the 126 suites, ranging from Executive Suites (47 sqm) to 2-Bedroom Penthouse Suites (157 sqm), have commanded high room rates in the premium extended stay segment in Singapore. The occupancy rate rose from the initial 29% during soft opening to 65% at the end of 2008.

Parkroyal Serviced Residences, SingaporeHeld by subsidiary Hotel Plaza Limited, the Parkroyal Serviced Residences comprises 90 units of serviced apartments at The Plaza on Beach Road. Upgrading of the air-conditioning system from window units to VRV system for all units began in mid-October 2008. Renovation of 40 apartments also started in mid-November. The refurbished apartments will be contemporary with welcoming interiors and well defi ned spaces. The spacious living area offers panoramic views of the sea or city skyline. Like the air-conditioning upgrading, renovation was completed in February 2009.Occupancy closed at 88%, down from 96% the year before, due to the upgrading and renovation works during 4Q2008.

Operation HighlightsProperty Investments


One Residency

South Tower, One Residency, Kuala Lumpur, MalaysiaOne Residency is a mixed-use development consisting of an offi ce block, and two apartment blocks. It is situated in the Golden Triangle, on Jalan Nagasari off Jalan Raja Chulan, close to Jalan Sultan Ismail and Jalan Bukit Bintang. The location is within walking distance to Kuala Lumpur City Centre as well as the shopping, entertainment and dining facilities along Jalan Bukit Bintang.

The Group intends to manage its 287 apartment units acquired in 2005 within the development as serviced residences under the “Parkroyal Serviced Residences” brand. Plans are underway to furnish the units ranging from studios to 3-bedroom units and soft opening is scheduled for 1H2010.


Operation HighlightsProperty Development

SINGAPORERegency SuitesRegency Suites is a project undertaken by Regency One Development Pte. Ltd., an 80%-owned subsidiary of UOL. The project comprises 84 apartments in a 36-storey block and 20 SOHO (small-offi ce-home-offi ce) units in a 7-storey block. All of the units have been sold. Temporary Occupation Permit (TOP) was obtained in November 2008.

SouthbankKings & Queens Development Pte. Ltd., a 70%-owned subsidiary of UOL, is developing the former Eng Cheong Tower site into a 40-storey residential block with 197 apartments, and a 20-storey SOHO block with 60 SOHO units and 16 retail units. The development is 100% sold. As at December 2008, the project was 45% completed. TOP is expected in March 2010.

The Regency at Tiong BahruThe Regency at Tiong Bahru, a project undertaken by United Regency Pte. Ltd., a 60%-owned subsidiary of UOL, comprises 158 apartment units in two 35-storey blocks. All units have been sold. As at December 2008, the project was 49% completed and TOP is expected in 1Q2010.

Pavilion 11Pavilion 11, a project undertaken by UOL Development (Novena) Pte. Ltd., comprises 180 apartment units, have been completely sold. As at December 2008, the project was 78% completed and TOP is expected in 2Q2009.

Duchess ResidencesThe 999-year leasehold property will be developed into 120 apartment units, of which 99% have been sold. The project was 31% completed as at December 2008. TOP is expected in mid-2010.

Nassim Park ResidencesNassim Park Developments Pte. Ltd., in which the Group has a 50% interest, is developing Nassim Park Residences. The 100-unit freehold residential development was launched in May 2008, of which 68% were sold. As at December 2008, the project was 9% completed.

Southbank

Riding on the upside of the residential property market, UOL launched three residential properties in the fi rst half of 2008 – Panorama, Breeze by the East and Nassim Park Residences.


Revenue came largely from progressive recognition of revenue from launched projects. This includes the sale of Panorama and Breeze by the East launched in 2008.

Nassim Park Residences

2008

2007

$379.2m

$230.4m

Revenue for Property Development

+65%

Breeze by the EastUOL Development Pte Ltd (“UDPL”), a wholly-owned subsidiary, is developing Breeze by the East into a 7-block fi ve-storey condominium comprising 88 units. The project was launched for sale in April 2008, of which 51% were sold. Construction works commenced in June 2008 and as at December 2008, the project was 15% completed. TOP is expected in 4Q2010.

Double Bay ResidencesSecure Venture Development (Simei) Pte. Ltd., in which the Group has a 60% interest, bidded for and acquired the 99-year leasehold property along Simei Street 4 for a total cash consideration of $236 million. The site will be developed into a 646-unit residential development with 6 retail units. Sales launch is scheduled for mid-March 2009.

Breeze by the East


Operation HighlightsProperty Development

one-north residencesVista Development Pte Ltd, a 30%-owned associated company, is developing one-north residences. The project comprises 22 retail units and 405 apartment units, of which 99% were sold. As at December 2008, it was 75% completed, with TOP expected in 4Q2009.

one-north residences

2008

2007

$1,048m

$675m

Sales Value of Residential Units Sold

+55%


One AmberThe property comprises four 23-storey blocks with 562 apartment units, all of which have been sold. As at December 2008, the project was 46% completed and TOP is expected in late 2009.

Site currently known as Green MeadowsUDPL will be developing the freehold property into approximately 424 apartment units. Sales launch is scheduled for end 2009.

Sites currently known as Spottiswoode Park/ Oakswood HeightsUDPL completed its acquisition of two adjoining properties at Spottiswoode Park known as Spottiswoode Apartment and Oakswood Heights, for $79.5 million and $132 million respectively. The freehold sites will be developed into approximately 231 apartment units.

KUALA LUMPUR, MALAYSIAPanoramaPromatik Emas Sdn. Bhd., a 55%-owned subsidiary, is developing Panorama into 223 luxury apartment units. As at December 2008, 90% of units were sold. Piling works have been completed and the main construction works are 15% completed. TOP is expected in 4Q2010.

SHANGHAI, THE PEOPLE’S REPUBLIC OF CHINALe MarquisShanghai Xin Yue Real Estate Development Co. Ltd., in which the Group has an effective interest of 37%, has sold 99% of its luxury apartment development in central Shanghai. The project, which is located at ZhaoJia Bang Road in the Xuhui District, obtained TOP in January 2008.

Panorama


Operation HighlightsHotel Operations

SINGAPOREParkroyal on Beach RoadAverage occupancy of the 343-room Parkroyal on Beach Road declined by 8 percentage points to 79% in 2008, while the average room rate improved by 34% to S$221.

Parkroyal on Kitchener RoadThe 534-room Parkroyal on Kitchener Road saw average occupancy dip by 4 percentage points to 75% in 2008. However, the average room rate increased by 33% to S$187.

Pan Pacific OrchardPan Pacifi c Orchard is a 21-storey, 206-room hotel on Claymore Road. Following the completion of its re-positioning, the hotel has a new restaurant 10@Claymore, a new Pacifi c Club Lounge, an upgraded lobby and refurbished Pacifi c Club guest rooms.

Average occupancy in 2008 declined by 8 percentage points to 71%, while the average room rate improved by 22% to S$294.

Site at Upper Pickering StreetThe site at Upper Pickering Street has a land area of approximately 6,959 sqm with a tenure of 99 years and a plot ratio of 4.2. The proposed development is intended to comprise a city hotel with approximately 365 rooms and 44 SOHO units.

Planning Permission from URA has been obtained and piling works have commenced in the second half of 2008. The development is expected to complete in 1Q2011.

Marina Mandarin SingaporeThe Marina Mandarin Singapore is a 22-storey, 575-room hotel at Raffl es Boulevard. It is owned by Aquamarina Hotel Private Limited, in which UOL has a 25% interest. During the year, average occupancy dipped by 5 percentage points to 75%. The hotel improved its average room rate by 21% as compared to the preceding year.

Pan Pacific SingaporeThe Group has a 22.67% equity interest in Marina Centre Holdings Pte Ltd which owns the 778-room Pan Pacifi c Singapore located in the Marina Bay area. The hotel’s average occupancy improved by 2 percentage points to 75% in 2008 and its average room rate increased by 20% over the previous year.

AUSTRALIACrowne Plaza Darling Harbour, SydneyUOL’s subsidiary Hotel Plaza Limited (“Hotel Plaza”) has a 60% interest in the 345-room Crowne Plaza Darling Harbour, located at Day Street near the scenic waterfront. During the year, average occupancy declined by 5 percentage points to 82% while the average room rate remained at AUD189. Renovation works to upgrade 52 rooms commenced in July 2008 and were completed by October 2008.

Sheraton Suzhou Hotel & Towers


Crowne Plaza Parramatta, SydneyThe 196-room Crowne Plaza Parramatta, in which Hotel Plaza has a 60% interest, is located at Phillip Street in the heart of the business district of Parramatta. In 2008, average occupancy decreased by 5 percentage points to 78%, while the average room rate improved by 6% to AUD170.

Sheraton Perth Hotel, PerthHotel Plaza has a 100% interest in the 486-room Sheraton Perth Hotel. Average occupancy dipped 1 percentage point to 75%, while the average room rate rose by 16% to AUD222.

THE PEOPLE’S REPUBLIC OF CHINASofitel Plaza Xiamen, XiamenAverage occupancy at the 390-room Sofi tel Plaza Xiamen was 63%, a 5 percentage point drop from the 68% in 2007. The average room rate rose by 11% to RMB746. The Group has a 100% interest in this hotel.

Sheraton Suzhou Hotel & Towers, SuzhouHotel Plaza has a 100% interest in Sheraton Suzhou Hotel & Towers, located at Xinshi Road within the Suzhou city precinct. During the year, average occupancy was 50%, down by 9 percentage points. The average room rate also registered a 5% reduction to RMB841 as a result of increased competition and external issues such as natural disasters and visa restrictions due to the Beijing Olympics.

In order to give the property a competitive edge, the hotel refurbished 131 of its existing rooms from December 2007 to April 2008. Construction of a new wing with 99 luxury guestrooms was completed in December 2008, increasing room inventory to 484 rooms. Upgrading of the hotel’s public space commenced in November 2008 and was completed in February 2009.

VIETNAMHotel Sofitel Plaza Hanoi, HanoiHotel Plaza has a 75% interest in the 309-room Hotel Sofi tel Plaza Hanoi. The hotel commands a scenic view of the West Lake and Red River in Hanoi, with convenient access to the central business district. During the year, average occupancy declined by 4 percentage points to 71%, while the average room rate increased by 35% to USD135.

Parkroyal Saigon, Ho Chi Minh CityThe 193-room Parkroyal Saigon is wholly-owned by Hotel Plaza. Refurbishment of 124 guestrooms commenced in December 2007 and was completed in 1Q2008. Average occupancy for the year decreased by 11 percentage points to 70%. The average room rate increased by 28% to USD102.

Pan Pacifi c Orchard, Lobby Lounge

Parkroyal Kuala Lumpur, Orchid Club Room


Operation Highlights Hotel Operations & Management

Hotel Sofitel Plaza Saigon and Central Plaza, Ho Chi Minh CityThe 287-room Hotel Sofi tel Plaza Saigon, in which Hotel Plaza has a 26% interest, is conveniently located in the main commercial and diplomatic precinct. During the year, 80 deluxe rooms were refurbished. Average occupancy dropped by 13 percentage points to 64% in 2008 while the average room rate rose by 32% to USD161. Adjoining the hotel is the Central Plaza, a 16-storey offi ce block. Its total lettable area of 7,895 sqm was fully let out during the year.

MALAYSIAParkroyal Kuala LumpurThe 426-room Parkroyal Kuala Lumpur, with the adjoining President House, is strategically located in the Golden Triangle, the capital’s main commercial and retail district. Average occupancy of the hotel was 71%, a reduction of 9 percentage points year on year. The average room rate grew by 8% to RM267.

Parkroyal PenangWorks to convert 31 existing rooms into 16 larger rooms commenced in November 2007 and were completed in May 2008. The Parkroyal Penang now has 309 rooms and maintained its average occupancy at 67%. The average room rate declined marginally by 2% to RM329.

Parkroyal Kuala Lumpur

MYANMARParkroyal YangonHotel Plaza has a 95% interest in the 267-room hotel. Average occupancy for the hotel saw a 7 percentage point drop to 43% in 2008, while the average room rate increased by 21% to USD34.

HOTEL MANAGEMENTPan Pacific Hotels and ResortsThe Group transferred its Pan Pacifi c management unit to Hotel Plaza for $21.3 million in October 2008. The assets comprise the entire issued share capital of Pan Pacifi c International Pte. Ltd and the entire issued share capital of UOL Hospitality Pte. Ltd. (now known as Pan Pacifi c Hospitality Holdings Pte. Ltd.), and its wholly owned subsidiaries.

Pan Pacifi c Hotels and Resorts manages 11 well-known hotels and resorts covering over 3,400 rooms throughout Asia and North America. The latest addition to the portfolio is Pan Pacifi c Orchard, a second hotel in Singapore, which was rebranded in February 2008. Pan Pacifi c Tianjin, its fi rst hotel in China, is scheduled to open in 2012.


Pan Pacifi c Whistler Mountainside

Pan Pacifi c Hotels and Resorts will focus resources to extend its brand footprint into key cities throughout Asia, with predominant emphasis on China as well as the West Coast of America. The brand broadened its customer appeal with the launch of “Pan Pacifi c Serviced Suites – Your Local Connection”. The fi rst of this extended stay brand opened in April 2008 on Somerset Road in Singapore. A second such property will open in Bangkok in 2009.

In 2008, Pan Pacifi c Hotels and Resorts continued to set new benchmarks in operational excellence and service quality, winning global accolades such as the prestigious AAA Travel Guide’s Four Diamond Award, and World’s Best Business Hotel.

Pan Pacifi c Hotels and Resorts enhanced its distribution system, PANTHER, by interfacing it with its award-winning website, panpacifi c.com, to drive greater revenue to its hotels. It continues to strive for excellence in hotel management to deliver enhanced value to its stakeholders.

Parkroyal Hotels & ResortsParkroyal Hotels & Resorts Pte. Ltd. is a wholly owned hotel management subsidiary of Hotel Plaza, which has a portfolio of seven hotels and serviced suites in Asia Pacifi c. Each of the Parkroyal hotels is situated in prime locations and offers deluxe accommodation with a comprehensive range of up-to-date facilities. The brand promises a lifestyle-approach to hospitality that will leave guests with an experience to remember.

During the year, Parkroyal Hotels & Resorts received the prestigious Patron of the Arts Award from the Singapore National Arts Council in recognition of its contribution towards Singapore’s vision of a global arts city. Parkroyal also organised and sponsored a number of arts activities as part of its vision to nurture and maximise the potential of young local talents in the performing arts. Underlying this support is the Parkroyal Group’s commitment to giving opportunities to the fi nancially disadvantaged.

Parkroyal Penang


Operation Highlights Overseas Projects

TIANJINThe project in Tianjin known as “Hai He Huang Guan” is a landmark development along Hai He, the city’s mother river. It has a gross development area of approximately 165,000 sqm comprising 120,000 sqm above ground and 45,000 sqm basement area. The prime mixed development consists of a 30-storey 5-star hotel, two 15-storey offi ce blocks, as well as one 19-storey and three 30-storey blocks of residential apartments. With direct frontage to the river, this development is part of the Tianjin Government’s key urban re-development programme. The project is also located next to one of the new Metro Line 4 stations which will be completed in the near future.

Authority approvals for the project and the design have been obtained, and construction is expected to begin in 2009. The project will be completed in phases over the next few years and is expected to enhance the cosmopolitan appeal of the area, which is slated to be a vibrant business district.

“Hai He Huang Guan”

With direct frontage to the river, the development is part of the Tianjin Government’s key urban re-development programme. When completed, the project will enhance the cosmopolitan appeal of the business district.


KUALA LUMPURThe freehold property at Jalan Conlay, Kuala Lumpur, located near Kuala Lumpur City Centre and the popular Bukit Bintang shopping area, is owned by Suasana Simfoni Sdn. Bhd., a 60%-owned subsidiary. Plans are underway to obtain authority approvals to develop the site into approximately 500 luxury apartments.

Proposed development at Jalan Conlay

HANOIThe joint venture for the proposed mixed development in Hanoi was conditional upon fulfi llment of various conditions precedent, including the establishment of a 75/25 joint venture between the ORIX-UOL joint venture and the Vietnamese partner, Vietnam Building Glass and Ceramic Construction Corporation. As certain conditions precedent have not been fulfi lled by the Vietnamese partner and despite parties’ attempts to resolve the issues, the joint venture could not proceed further. No equity contribution has been made to the charter capital of the joint venture pending the satisfactory fulfi llment of all conditions precedent.


Operation HighlightsInvestments, Management Services & Human Resources

INVESTMENTS IN SECURITIESThe turmoil in the global fi nancial markets has led to a collapse of stock markets worldwide. The fair value of the Group’s available-for-sale securities declined to $695.6 million as of 31 December 2008 as compared with $1,285.9 million as at 31 December 2007 as shown above.

An unrealised loss of $603.8 million arising from changes in the fair value of investment has been debited against the fair value reserve account. Dividend income for 2008 was $30.8 million, a decrease of $20.4 million as compared with the dividend of $51.2 million for the preceding year due mainly to the absence of special dividends from UOB and UIC.

MANAGEMENT SERVICESAs in previous years, UOL Management Services Pte Ltd continued to provide property management services for the Group’s various properties in Singapore.

UOL Project Management Services Pte. Ltd., a wholly-owned subsidiary, continued to provide project management and related services to the Group’s commercial development projects and properties.

Another 100%-owned subsidiary, Parkroyal Serviced Residences Pte. Ltd., continued to provide hospitality management services for the Parkroyal Serviced Residences at The Plaza on Beach Road.

Spa / Lifestyle-Related OperationsThe Group owns, franchises and/or manages the St Gregory chain of spas and Si Chuan Dou Hua restaurants through its subsidiaries St Gregory Spa Pte Ltd and Dou Hua Restaurants Pte Ltd respectively. In 2008, St Gregory opened a new spa in Parkroyal Kuala Lumpur, bringing the total number of St Gregory spas to seven in Asia Pacifi c.

There are four Si Chuan Dou Hua restaurants in Kuala Lumpur, Tokyo and Singapore. Following the success of the fi rst Tian Fu Teahouse at the Si Chuan Dou Hua restaurant at Parkroyal on Beach Road, a second Tian Fu Teahouse was opened on the 60th fl oor of UOB Plaza 1 in 3Q2008.

HUMAN RESOURCESAt the end of 2008, the Group had 1,154 employees in Singapore, compared to 1,105 at the end of 2007. The Excellent Service Award 2008 was presented to 12 of the Group’s hotel employees, of whom one received the prestigious Star Award. Asiah binte Ismail, F&B Supervisor at Parkroyal on Beach Road was named Employee of the Year 2008 by the National Trades Union Congress (NTUC), the Food Drinks and Allied Workers’ Union and the Singapore Hotel Association. NTUC also honoured Helen Sng, Housekeeping Supervisor at Parkroyal on Beach Road, with the May Day Model Workers Award.

CounterPercentage Holdings

in investee Fair ValueGross Dividend

Received

2008%

2007%

2008$’million

2007$’million

2008$’million

2007$’million

Listed SecuritiesUnited Overseas Bank Limited (“UOB”) 2.2 2.2 438.6 675.2 22.1 31.3United Industrial Corporation Limited (“UIC”) 14.3 13.9 204.6 527.4 5.8 17.3Others 22.8 40.6 2.0 1.8

666.0 1,243.2 29.9 50.4Unlisted Securities 29.6 42.7 0.9 0.8Total 695.6 1,285.9 30.8 51.2


To improve work processes and effi ciency, an integrated Human Resource Information System (HRIS) was implemented. The e-Leave, e-Attendance and e-HR modules were launched in 2008 with e-Training and e-Appraisal expected to be added in 2009. Information will fl ow seamlessly from the HRIS to the e-payroll, thus facilitating the processing of salary, overtime payment and other allowances.

During the year, the Group continued to organise social and recreational activities to promote work-life balance for staff. These included a farm visit, a nature walk and a bowling competition. Funds were raised for victims of the Sichuan earthquake and Parkroyal Yangon staff affected by Cyclone Nargis in Myanmar. UOL also sponsored 12 undergraduate cyclists on “Ride from the Heart”, a 1,000-mile expedition from Phuket to Singapore, by pledging the entire miles earned to The Straits Times School Pocket Money Fund. ‘Ride from the Heart’, a 1,000-mile cycling expedition from Phuket to Singapore

St Gregory SpaSi Chuan Dou Hua restaurant


Property Summary 2008 Approximate 2008 Present Net Lettable/ Average Capital Tenure Gross Floor* Car Park Occupancy Value Completed Purchased of Land Area (sqm) Facilities % (S$million)

FABER HOUSE230 Orchard Road, Singapore12-storey commercial building (excluding fi rst storey which was sold) 1973 – Freehold 3,866 49 91 64.2

ODEON TOWERS 331 North Bridge Road, Singapore23-storey commercial building with 999-Year3 basement levels and a 2-storey Leasepodium block 1992 & 2003 – from 1827 18,290 171 92 292.2

UNITED SQUARE101 Thomson Road, Singapore Commercial building comprising a 4-storey retail podium with a basement, a 30-storey offi ce tower and 7 carpark decks

Shops 1982 & 2002 1987 Freehold

18,570 658

98 706.5

Offi ces 1982 27,186 91

EUNOS WAREHOUSE COMPLEX1 Kaki Bukit Road 2, Singapore 60-YearRetained interests in 2 units of a Lease4-storey fl atted warehouse 1983 – from 1982 1,134 – – 1.4

NOVENA SQUARE238/A/B Thomson Road, SingaporeOffi ce cum retail development above the Novena MRT station, comprising 2 blocks of 18- and 25-storey offi ce towers and a 3-storey retail podium with elevated car parks (excluding #01-38 which was sold)

Shops 2000 – 99-Year 16,038 100

807.6 Lease Offi ces 2000 from 1997 41,380

477 99

THE PLAZA7500 Beach Road, Singapore Retained interests in a 32-storey tower block comprising restaurants, hotel function rooms, shops, offi ces and serviced apartments, two adjacentcommercial buildings and a multi-storey

99-yearcarpark block Lease

Shops & Offi ces 1974 & 1979 – from 1968 18,597 641 88 159.0

90 serviced apartments and 1979 – 99-Year 6,163 & 165 1 owner-occupied apartment Lease respectively from 1968

PARKROYAL ON BEACH ROAD7500 Beach Road, Singapore 7-storey hotel building with 343 rooms 1971 & 1979 – 99-Year 19,900* 47 79 113.5 Lease from 1968

PARKROYAL ON KITCHENER ROAD181 Kitchener Road, SingaporeComprising a 5-storey podium with a basement and a 16-storey Y-shaped tower with 534 rooms 1976 & 1981 1989 Freehold 37,811* 273

75

193.0

PAN PACIFIC ORCHARD10 Claymore Road, Singapore21-storey hotel with 206 rooms 1995 2006 Freehold 17,597* 67 71 135.0

PAN PACIFIC SERVICED SUITES96 Somerset Road, Singapore16-storey tower block comprising 126 units of offi ce with serviced apartments, 2008restaurants and basement car parks (redeveloped) 1979 Freehold 11,795* 26 65 140.0


Approximate 2008 Present Net Lettable/ Average Capital Tenure Gross Floor* Car Park Occupancy Value Completed Purchased of Land Area (sqm) Facilities % (S$Million)

SITE AT UPPER PICKERING STREETUpper Pickering StreetProposed development comprising 99-Year a 365-room hotel and 44 units of small Lease home offi ce units – 2008 from 2008 29,227* – – –

CROWNE PLAZA DARLING HARBOUR150 Day Street, Sydney, Australia13-level hotel with 345 rooms 1991 1993 Freehold 24,126* 58 82 83.0

CROWNE PLAZA PARRAMATTA 30 Phillip Street, Parramatta, Australia13-level hotel with 196 rooms 1986 1994 Freehold 16,694* 176 78 36.1

SHERATON PERTH HOTEL At the corner of Adelaide Terrace and Hill Street, Perth, AustraliaComprising a 23-storey hotel with 486 rooms and a 4-level extension wing 1973 1995 Freehold 31,513* 220 75 133.4

PARKROYAL KUALA LUMPUR AND PRESIDENT HOUSEJalan Sultan Ismail, Kuala Lumpur, MalaysiaComprising a 23-storey tower with a 6-storey podium together with an annexed 8-storey car park building, with the 426-room hotel occupying the tower and part of the podium

Hotel and President House 1974 1999

Freehold 56,707* – 71

87.9

Car Park Annexe – Leasehold 11,128* 320 expiring 2080

PARKROYAL PENANG Batu Ferringhi Beach, Penang, Malaysia309-room 8-storey beachfront resort hotel 1990 1999 Freehold 31,502* 147 67 54.9

ONE RESIDENCY Geran No. 26595, Lot 692 Seksyen 57, Kuala Lumpur, MalaysiaUnder construction to build a 276-unit serviced apartment with car parks – 2005 Freehold 21,359* 290 – 34.1

PARKROYAL SAIGON Nguyen Van Troi Street, Ho Chi Minh City, Vietnam Comprising a 10-storey hotel building with a 9-storey extension wing, with a total of 49-Year Lease193 rooms and a 4-storey annex offi ce building 1997 – from 1994 12,165* 25 70 41.9

HOTEL SOFITEL PLAZA HANOI Thanh Nien Road, Hanoi, Vietnam20-storey hotel with 309 rooms and 48-Year Lease36 serviced apartments 1998 2001 from 1993 39,250* 30 71 108.4

PARKROYAL YANGONAt the corner of Alan Pya Phaya Road and Yaw Min Gyi Road, Yangon, Union of Myanmar 30-Year Lease8-storey V-shaped tower comprising 267 rooms 1997 2001 from 1997 17,700* 140 43 8.0

SHERATON SUZHOU HOTEL & TOWERS Xinshi Road, Suzhou, Jiangsu, The People’s Republic of ChinaComprising an establishment built in the Ming Dynasty style, with 484 rooms 50-Yearaccommodated within a cluster of Lease low-rise buildings 1998 2001 from 1994 63,232* 100 50 133.1

SOFITEL PLAZA XIAMEN Hubin North Road, Xiamen, The People’s Republic of ChinaComprising two towers of 19-storey and 70-Year29-storey each with 390 rooms, including 2005 Leasea two-storey basement car park (redeveloped) 2001 from 1991 31,775* 76 63 67.2

“HAI HE HUANG GUAN” 50-Year &Zhang Zi Zhong Road, 40-Year Lease Hong Qiao District from 2007Tianjin, The People’s Republic of China for residentialProposed mixed-use development & commercialcomprising residential apartments, componentshotel, offi ce and retail components – 2007 respectively 152,528* – – –


Property Summary 2008

Approximate Stage of Properties for Sale Type of Tenure Gross Floor Site Area Sales Status Completion Expected Percentage Under Development Development of Land Area (sqm) (sqm) as at 31.12.2008 as at 31.12.2008 Completion of Interest

PAVILION 11 Minbu/Akyab Road180 units of 2nd Quartercondominium apartments Residential Freehold 21,237 7,585 100% 78% 2009 100%

THE REGENCY AT TIONG BAHRU Chay Yan Street158 units of 1st Quartercondominium apartments Residential Freehold 18,201 6,129 100% 49% 2010 60%

DUCHESS RESIDENCES 999-YearDuchess Walk Leasehold120 units of commencing 2nd Quarter condominium apartments Residential 27.12.1875 19,802 14,144 99% 31% 2010 70%

SOUTHBANK North Bridge Road 99-Year273 units of mixed Leaseholdoffi ce and residential Offi ce & commencing 1st Quarter condominium apartments Residential 27.1.2006 24,161 3,852 100% 45% 2010 70%

BREEZE BY THE EAST Upper East Coast Road88 units of 4th Quartercondominium apartments Residential Freehold 12,566 8,976 51% 15% 2010 100%

SITE AT GREEN MEADOWS Tagore Avenue 424 units of 1st Quarter condominium apartments Residential Freehold 63,970 42,828 – 6% 2011 100%

DOUBLE BAY RESIDENCES Simei Street 4 99-Year652 units of Leasehold residential apartments Residential commencing 3rd Quarterand retail components & Retail 7.4.2008 76,260 32,211 – – 2011 60%

SITE AT SPOTTISWOODE PARK/OAKSWOOD HEIGHTSSpottiswoode Park/Oakswood Heights Proposed 231 units of 4th Quartercondominium apartments Residential Freehold 29,586 9,531 – – 2012 100%

PANORAMAKuala Lumpur, Malaysia 223 units of 4th Quartercondominium apartments Residential Freehold 32,578 4,573 90% 15% 2010 55%

SITE AT JALAN CONLAY Kuala Lumpur, MalaysiaProposed 500 units of condominium apartments Residential Freehold 125,997 15,989 – – – 60%

NASSIM PARK RESIDENCES Nassim Road100 units of 4th Quartercondominium apartments Residential Freehold 32,186 23,065 68% 9% 2010 50%

ONE AMBER Amber Gardens562 units of 4th Quartercondominium apartments Residential Freehold 64,850 23,161 100% 46% 2009 30%

one-north residences one-north Gateway 99-Year405 units of mixed offi ce Offi ce, Leaseholdand residential condominium Residential from 4th Quarterapartments and 22 retail units & Retail 15.9.2005 39,655 15,862 99% 75% 2009 30%


Total assets owned

2008 2007 2008 2007 $m $m % %

Property, plant and equipment 1,029 697 17 11 Investment properties 2,202 2,285 35 37 Available-for-sale fi nancial assets 696 1,286 12 21 Associated companies 521 446 9 7 Development properties 1,275 854 21 14 Other assets & cash 371 614 6 10

6,094 6,182 100 100

2008 2007 2008 2007 $m $m % %

Shareholders’ funds 3,395 3,947 56 65 Minority interests 421 422 7 7 Borrowings 1,883 1,323 31 21 Trade and other payables 143 136 2 2 Deferred income tax liabilities 174 208 3 3 Other liabilities 78 146 1 2

6,094 6,182 100 100

Total liabilities owed & capital invested

Simplifi ed Group Financial Position

2008

2007 $6,182m

$6,094m

2008

2007 $6,182m

$6,094m


2004 2005 2006 2007 2008 $’000 $’000 $’000 $’000 $’000

GROUP REVENUE Property development 69,590 104,411 169,297 230,442 379,161 Property investments 102,945 95,138 92,000 99,080 126,104 Hotel operations 231,854 259,576 300,062 322,941 339,040 Trading and retail operations and management services 12,473 11,431 10,823 9,830 24,095 Investments 44,341 34,926 32,939 51,199 30,776 461,203 505,482 605,121 713,492 899,176 GROUP PROFIT AND LOSS Property development 12,372 21,635 32,889 71,527 122,907 Property investments 64,079 65,468 217,752 690,223 (30,628)Hotel operations 30,767 29,192 129,868 80,019 33,533 Trading and retail operations and management services (389) 1,192 2,957 3,669 6,758 Investments 399,955 51,361 34,112 52,134 30,720 506,784 168,848 417,578 897,572 163,290 Unallocated costs (4,381) (4,792) (5,709) (6,702) (7,667)Profi t from operations 502,403 164,056 411,869 890,870 155,623 Finance income 3,386 13,674 6,634 9,678 8,977 Finance expense (22,441) (26,694) (25,842) (16,989) (18,748) 483,348 151,036 392,661 883,559 145,852 Share of profi ts of associated companies 2,278 (1,201) 14,138 55,253 64,587Profi t before income tax 485,626 149,835 406,799 938,812 210,439 Profi t attributable to equity holders of the Company 381,618 100,070 339,444 758,915 147,246 GROUP BALANCE SHEET Property, plant and equipment 610,540 616,390 658,516 696,635 1,029,276 Investment properties 1,500,945 1,545,193 1,658,085 2,284,659 2,202,260 Associated companies, receivables and other assets (non-current) 47,238 115,391 309,392 501,698 480,470 Available-for-sale fi nancial assets (non-current) 296,309 410,639 544,129 685,979 323,189 Intangibles 13,491 14,516 14,663 39,225 38,398 Deferred tax assets 6,652 9,154 10,360 5,043 4,439 Net current assets (excluding borrowings) 806,623 620,821 1,251,033 1,715,833 1,828,010 Non-current liabilities (excluding borrowings) (76,090) (133,366) (174,392) (237,437) (207,702) 3,205,708 3,198,738 4,271,786 5,691,635 5,698,340 Share capital 1,067,911 1,068,264 1,071,987 1,075,266 1,075,315 Reserves 849,787 1,295,935 2,084,017 2,871,864 2,319,389 Interests of the shareholders 1,917,698 2,364,199 3,156,004 3,947,130 3,394,704 Minority interests 227,467 232,237 293,547 421,996 420,528 Borrowings 1,060,543 602,302 822,235 1,322,509 1,883,108 3,205,708 3,198,738 4,271,786 5,691,635 5,698,340

Five-Year Financial Summary


2004 2005 2006 2007 2008

FINANCIAL RATIOSBasic earnings per ordinary share (cents) 50.7 12.6 42.8 95.4 18.5 Gross dividend declared $’000 325,152 59,492 119,236 119,408 59,705Gross dividend declared Interim & Final (%) 6.0 7.5 7.5 10.0 7.5 Special (%) 40.1 - 7.5 5.0 - Cover (times) 1.2 1.7 2.8 6.4 2.5

Net tangible asset backing per ordinary share ($) Before accounting for surplus on revaluation of hotel properties 2.40 2.96 3.95 4.91 4.22 After accounting for surplus on revaluation of hotel properties 2.54 3.23 4.29 5.46 4.72

Gearing ratio 0.16 0.19 0.20 0.21 0.42

Note: Basic earnings per share is calculated by reference to the weighted average number of ordinary shares in issue during the year.


Total revenue by business segments

2008 2007 $’000 % $’000 %

Property development 379,161 42.2 230,442 32.3 Hotel operations 339,040 37.7 322,941 45.3 Property investments 126,104 14.0 99,080 13.9 Investments 30,776 3.4 51,199 7.1Management services 24,095 2.7 9,830 1.4 899,176 100.0 713,492 100.0

Total operating profi t* by business segments

2008 2007 $’000 % $’000 %

Property development 122,907 41.0 71,527 29.3Property investments 76,166 25.4 62,639 25.7 Hotel operations 70,533 23.6 61,930 25.4 Investments 30,720 10.3 50,944 20.9 Management services 6,758 2.3 3,449 1.4 307,084 102.6 250,489 102.7Unallocated expenses (7,667) (2.6) (6,702) (2.7) 299,417 100.0 243,787 100.0

*Operating profi t before fair value and other losses / gains

Total assets by business segments 2008 2007 $’000 % $’000 %

Property investments 2,216,764 36.4 2,295,138 37.1Property development 1,470,261 24.2 939,169 15.2Hotel operations 964,853 15.8 922,958 14.9 Associated co & other assets 720,521 11.8 738,205 11.9 Investments 695,584 11.4 1,285,929 20.8Management services 25,611 0.4 948 0.1 6,093,594 100.0 6,182,347 100.0

Segmental Performance Analysis


Total operating profi t* by geographical segments

2008 2007 $’000 % $’000 %

Singapore 247,854 82.8 200,391 82.2Australia 22,465 7.5 17,342 7.1Vietnam 16,219 5.4 12,754 5.2 The People’s Republic of China 6,149 2.1 7,004 2.9Malaysia 5,831 1.9 5,823 2.4Others 1,033 0.3 1,622 0.7 Myanmar (134) 0.0 (1,149) (0.5) 299,417 100.0 243,787 100.0

*Operating profi t before fair value and other losses / gains

Total revenue by geographical segments

2008 2007 $’000 % $’000 %

Singapore 645,032 71.7 486,067 68.1 Australia 104,025 11.5 96,643 13.5 Malaysia 54,584 6.1 41,351 5.8 The People’s Republic of China 44,207 4.9 44,745 6.3 Vietnam 41,198 4.6 37,068 5.2Myanmar 5,986 0.7 5,567 0.8 Others 4,144 0.5 2,051 0.3 899,176 100.0 713,492 100.0

Total assets by geographical segments

2008 2007 $’000 % $’000 %

Singapore 5,309,973 87.1 5,386,276 87.1 The People’s Republic of China 296,285 4.9 276,155 4.5 Malaysia 239,761 3.9 230,801 3.7 Australia 161,581 2.7 205,900 3.3Vietnam 69,716 1.1 70,148 1.1 Myanmar 10,255 0.2 9,910 0.2 Others 6,023 0.1 3,157 0.1 6,093,594 100.0 6,182,347 100.0


Value-Added Statement

2008 2007 $’000 $’000

Sales of goods and services 868,400 662,293Purchase of materials and services (391,872) (350,677)Gross value added 476,528 311,616Share of profi t of associated companies 64,587 55,253Income from investments and interest 36,912 59,538Other (losses)/ gains (37,000) 56,549Fair value (loss)/ gain on investment properties (106,794) 590,534 Exchange difference 2,841 1,311TOTAL VALUE ADDED 437,074 1,074,801

DISTRIBUTION OF VALUE ADDED: To employees and directors Employees’ salaries, wages and benefi ts 126,861 116,482 Directors’ remuneration 3,650 3,869 130,511 120,351

To government Corporate and property taxes 65,656 92,188

To providers of capital Interest expense 46,013 32,857 Net dividend attributable to minority shareholders 5,934 32,642 Net dividend to shareholders 119,408 119,236 171,355 184,735 TOTAL VALUE ADDED DISTRIBUTED 367,522 397,274

Retained in the business Depreciation 38,873 36,537 Retained earnings 135,532 (66,541) 174,405 (30,004)

Non-production cost and income Bad debts (812) (401) Income from investments and interest 36,912 59,538 Other (losses)/ gains (37,000) 56,549 Fair value (loss)/ gain on investment properties (106,794) 590,534 Exchange difference 2,841 1,311 (104,853) 707,531 437,074 1,074,801 PRODUCTIVITY RATIOS: $ $Value added per employee 102,589 70,454Value added per $ employment costs 3.65 2.59Value added per $ investment in property, plant and equipment and investment properties (before depreciation) – at cost 0.21 0.14 – at valuation 0.15 0.10 Value added per $ net sales 0.55 0.47

53UOL Group Limited Annual Report 2008

Financial Contents54 Report of the Directors58 Statement by Directors59 Independent Auditor’s Report to the Members of UOL Group Limited 60 Income Statements61 Balance Sheets63 Consolidated Statement of Changes in Equity64 Statement of Changes in Equity65 Consolidated Cash Flow Statement67 Notes to the Financial Statements 140 Corporate Governance Report149 Interested Person Transactions and Material Contracts150 Shareholding Statistics152 Share Price and Turnover156 Notice of Annual General Meeting Proxy Form


Report of the Directorsfor the financial year ended 31 December 2008

The directors have pleasure in submitting this report to the members together with the audited fi nancial statements of the Company and of the Group for the fi nancial year ended 31 December 2008.

DIRECTORSThe directors of the Company in offi ce at the date of this report are as follows:

Wee Cho Yaw – ChairmanGwee Lian Kheng – Group Chief ExecutiveAlan Choe Fook CheongLim Kee MingWee Ee ChaoLow Weng KeongKoh Cher Siang JamesWee Ee LimPongsak Hoontrakul (appointed 21 May 2008)

ARRANGEMENTS TO ENABLE DIRECTORS TO ACQUIRE SHARES AND DEBENTURESNeither at the end of nor at any time during the fi nancial year was the Company a party to any arrangement whose object was to enable the directors of the Company to acquire benefi ts by means of the acquisition of shares in, or debentures of, the Company or any other body corporate, other than as disclosed under “Share Options” on pages 55 to 57 of this report.

DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES(a) The directors holding offi ce at 31 December 2008 are also the directors holding offi ce at the date of this report. Their interests

in the share capital of and options to subscribe for ordinary shares of the Company and related corporations, as recorded in the register of directors’ shareholdings, were as follows:

Holdings registeredin name of director

Holdings in which a director isdeemed to have an interest

At 31.12.2008 At 1.1.2008 At 31.12.2008 At 1.1.2008

UOL Group Limited (“UOL”)– Ordinary Shares Wee Cho Yaw 3,388,151* 3,388,151* 228,818,442* 227,768,442* Gwee Lian Kheng 388,000 388,000 – – Lim Kee Ming 348,477 138,557 532,277 322,357 Wee Ee Chao 30,748* 30,748* 82,820,597* 80,820,597* Koh Cher Siang James 385 385 – – Wee Ee Lim 241,489 241,489 80,553,452* 80,553,452*

– Executives’ Share Options Gwee Lian Kheng 600,000 500,000 – –

Hotel Plaza Limited (“HPL”)– Ordinary Shares Wee Cho Yaw – – 489,440,652* 489,440,652* Gwee Lian Kheng 171,000 171,000 225,000 225,000 Lim Kee Ming 15,000 15,000 – – Wee Ee Chao – – 892,500 892,500

* Includes shares registered in the name of nominees.

(b) The directors’ interests in the share capital of and options to subscribe for ordinary shares of the Company and related corporations, as recorded in the register of directors’ shareholdings at 21 January 2009, were the same as those at 31 December 2008.


Report of the Directors (continued)for the financial year ended 31 December 2008

DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES (continued)(c) Messrs Wee Cho Yaw, Wee Ee Chao and Wee Ee Lim are each deemed to have an interest in all the shares held by Kheng

Leong Company (HK) Limited in the following partially owned subsidiaries of the Group, by virtue of their having an interest of not less than 20% each in the issued share capital of Kheng Leong Company (HK) Limited:

Holdings in which a director is deemed to have an interest

At 31.12.2008 At 1.1.2008

Success Venture Investments (Australia) Ltd – Ordinary Shares of US$1 each 2,059,500 2,059,500

Success City Pty Limited– Ordinary Shares 1,720,834 1,720,834

(d) Save as disclosed above, none of the other directors holding offi ce at 31 December 2008 has any interest in the ordinary shares and Executives’ Share Options of the Company and the ordinary shares of HPL and any other related corporations of the Company, as recorded in the register of directors’ shareholdings.

DIRECTORS’ CONTRACTUAL BENEFITSSince the end of the previous fi nancial year, no director has received or become entitled to receive a benefi t by reason of a contract made by the Company or a related corporation with the director or with a fi rm of which he is a member or with a company in which he has a substantial fi nancial interest, except as disclosed in the accompanying fi nancial statements and in this report. SHARE OPTIONSUOL Group Executives’ Share Option Scheme(a) The UOL Group Executives’ Share Option Scheme (“the 2000 Scheme”) was approved by the shareholders of the Company at

an Extraordinary General Meeting held on 23 May 2000.

(b) Under the terms of the 2000 Scheme, the total number of shares granted shall not exceed 15% of the issued share capital of the Company and the executives may exercise the options by giving notice in writing to the Company in the prescribed form during the option period, accompanied by remittance of the amount of the Offering Price.

The Offering Price is equal to the average of the last dealt prices per share as determined by reference to the daily offi cial list published by the Singapore Exchange Securities Trading Limited for a period of 3 consecutive trading days immediately prior to the relevant offering date.

(c) On 7 March 2008, options were granted pursuant to the 2000 Scheme to the executives of the Company and its subsidiaries to subscribe for 1,408,000 ordinary shares in the Company (known as “the 2008 Options”) at the offer price of $3.68 per ordinary share. 1,388,000 options granted were accepted by the executives, including Mr Gwee Lian Kheng.

The details of the options accepted are as follows:

No. of employees

At offer price of $3.68

per share

Executive Director 1 100,000Other Executives 60 1,288,000

61 1,388,000



SHARE OPTIONS (continued)UOL Group Executives’ Share Option Scheme (continued)(d) Statutory information regarding the 2008 Options is as follows:

(i) The vesting of granted options is conditional on the completion of one year of service from the grant date. The option period begins on 7 March 2009 and expires on 6 March 2018 or on the date of termination of employment or in the case of the executive director, on the date he ceases to be the executive director of the Company, whichever is earlier, subject to the provisions of Rule 13 of the Rules of the 2000 Scheme.

(ii) The options may be exercised in full or in respect of 1,000 shares or a multiple thereof, on the payment of the exercise price.

(iii) The persons to whom the options have been granted have no right to participate by virtue of the options in any share issue of any other company in the Group.

Details of options granted in previous fi nancial years were set out in the Report of the Directors for the respective fi nancial years.

(e) Other information required by the Singapore Exchange Securities Trading Limited: Pursuant to Rule 852 of the Listing Manual of the Singapore Exchange Securities Trading Limited, it is reported that during the

fi nancial year:

(i) The Remuneration Committee comprising the following directors administer the 2000 Scheme:

Lim Kee Ming Chairman (Independent)Wee Cho Yaw Member (Non-independent)Alan Choe Fook Cheong Member (Independent)

(ii) The details of options granted to a director of the Company, Mr Gwee Lian Kheng, under the 2000 Scheme are as follows:

Aggregate options granted since

commencement of the 2000 Scheme

to 31.12.2007

Options granted during the

fi nancial year

Aggregate options granted since


to 31.12.2008

Aggregate options exercised since


to 31.12.2008

Aggregate options outstanding

at 31.12.2008

700,000 100,000 800,000 200,000 600,000

(iii) No options have been granted to controlling shareholders or their associates, parent group employees, and no employee has received 5% or more of the total options available under the 2000 Scheme. No options were granted at a discount during the fi nancial year.

Outstanding Share OptionsAt 31 December 2008, the holders of the Executives’ Share Options include a director of the Company as disclosed under “Directors’ interests in shares or debentures”.

The holders of the Executives’ Share Options have no right to participate by virtue of the options in any share issue of any other company in the Group.

During the fi nancial year, 17,000 ordinary shares of the Company were issued upon the exercise of options by:

Holders ofNumber of

ordinary sharesExercise price

per share $

2004 Options 5,000 2.282006 Options 12,000 3.21

17,000



SHARE OPTIONS (continued)Outstanding Share Options (continued)Unissued ordinary shares under options at 31 December 2008 comprise:

At1.1.2008

Optionsgrantedin 2008

Options exercised

Options forfeited

At31.12.2008

Exercise/Subscription

price /$ Option period

Executives’Share Options

2002 Options 42,000 – – – 42,000 1.81 27.06.2003 to 26.06.20122003 Options 190,000 – – – 190,000 2.05 27.06.2004 to 26.06.20132004 Options 227,000 – 5,000 – 222,000 2.28 21.05.2005 to 20.05.20142005 Options 192,000 – – – 192,000 2.23 09.05.2006 to 08.05.20152006 Options 545,000 – 12,000 18,000 515,000 3.21 18.05.2007 to 17.05.20162007 Options 1,094,000 – – 84,000 1,010,000 4.91 16.03.2008 to 15.03.20172008 Options – 1,388,000 – 74,000 1,314,000 3.68 07.03.2009 to 06.03.2018

2,290,000 1,388,000 17,000 176,000 3,485,000

AUDIT COMMITTEEThe Audit Committee comprises three members, all of whom are independent and non-executive Directors. The Audit Committee members are:

Lim Kee Ming – ChairmanAlan Choe Fook CheongLow Weng Keong

The Audit Committee carries out the functions set out in the Companies Act (Cap.50). The terms of reference include reviewing the fi nancial statements, the internal and external audit plans and audit reports, the scope and results of the internal audit procedures and proposals for improvements in internal controls, the cost effectiveness, independence and objectivity of the external auditors and interested persons transactions.

In performing the functions, the Audit Committee has met with the internal and external auditors and reviewed the overall scope of the internal and external audits and the assistance given by Management to the auditors.

The Audit Committee has nominated PricewaterhouseCoopers LLP for re-appointment as independent auditors of the Company at the forthcoming Annual General Meeting.

INDEPENDENT AUDITORThe independent auditor, PricewaterhouseCoopers LLP, has expressed its willingness to accept re-appointment.

On behalf of the directors

WEE CHO YAW GWEE LIAN KHENGChairman Director

24 February 2009


Statement by Directorsfor the financial year ended 31 December 2008

In the opinion of the directors,

(a) the income statements, balance sheets and statements of changes in equity of the Company and of the Group and the consolidated cash fl ow statement of the Group as set out on pages 60 to 139 are drawn up so as to give a true and fair view of the state of affairs of the Company and of the Group as at 31 December 2008, of the results of the business and the changes in equity of the Company and of the Group for the fi nancial year then ended; and the cash fl ows of the Group for the fi nancial year then ended; 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

WEE CHO YAW GWEE LIAN KHENGChairman Director

24 February 2009


Independent Auditor’s Report to the Members of UOL Group Limited

We have audited the accompanying fi nancial statements of UOL Group Limited (the “Company”) and its subsidiaries (the “Group”) set out on pages 60 to 139 for the fi nancial year ended 31 December 2008, which comprise the income statements, balance sheets and statement of changes in equity of the Company and of the Group and the consolidated cash fl ow statement of the Group, and a summary of the signifi cant accounting policies and other explanatory notes.

MANAGEMENT’S RESPONSIBILITY FOR THE FINANCIAL STATEMENTSManagement is responsible for the preparation and fair presentation of these fi nancial statements in accordance with the provisions of the Singapore Companies Act (Cap. 50) (the “Act”) and Singapore Financial Reporting Standards. This responsibility includes:

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

(b) selecting and applying appropriate accounting policies; and

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

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

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

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

OPINIONIn our opinion,

(a) the income statements, balance sheets and statements of changes in equity of the Company and of the Group and the consolidated cash fl ow statement of the Group are properly drawn up in accordance with the provisions of the Act and Singapore Financial Reporting Standards so as to give a true and fair view of the state of affairs of the Company and of the Group as at 31 December 2008, the results and the changes in equity of the Company and of the Group, and the cash fl ows of the Group for the fi nancial year ended on that date; and

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

PricewaterhouseCoopers LLPPublic Accountants and Certifi ed Public Accountants

Singapore, 24 February 2009


Income Statementsfor the financial year ended 31 December 2008

The Group The Company

Notes2008$’000

2007$’000

2008$’000

2007$’000

Continuing operationsRevenue 4 899,176 709,090 331,825 234,045Cost of sales (447,138) (339,152) (2,872) (3,317)Gross profi t 452,038 369,938 328,953 230,728

Other income– Finance income 4 8,977 9,678 17,478 17,089– Miscellaneous income 4 5,980 5,062 966 969

Expenses– Marketing and distribution (34,567) (25,828) (192) (124)– Administrative (49,650) (42,072) (11,120) (9,484)– Finance 8 (18,748) (16,989) (13,832) (6,255)– Other operating (74,384) (63,483) (1,517) (1,389)

Share of profi ts of associated companies 18 64,587 55,253 – –

354,233 291,559 320,736 231,534

Other (losses)/ gains 7 (37,000) 56,549 40,811 460Fair value (loss)/ gain on investment properties 20 (106,794) 590,534 (23,865) 117,150

Profi t before income tax 210,439 938,642 337,682 349,144

Income tax expense 9(a) (46,277) (76,825) (4,428) (46,183)

Profi t from continuing operations 164,162 861,817 333,254 302,961

Discontinued operationsProfi t from discontinued operations 10 – 154 – –

Total profi t 164,162 861,971 333,254 302,961

Attributable to:Equity holders of the Company 147,246 758,915 333,254 302,961Minority interests 16,916 103,056 – –

164,162 861,971 333,254 302,961

Earnings per share for profi t from continuing operations attributable to equity holders of the Company (expressed in cents per share) 11

– Basic (in cents) 18.50 95.38– Diluted (in cents) 18.49 95.31

Earnings per share for profi t from discontinued operations attributable to equity holders of the Company (expressed in cents per share) 11

– Basic (in cents) – 0.02– Diluted (in cents) – 0.02

The accompanying notes form an integral part of these fi nancial statements.


Balance Sheetsas at 31 December 2008


Notes2008$’000

2007$’000

2008$’000

2007$’000

ASSETSCurrent assetsCash and bank balances 12 263,866 405,707 25,307 45,818Trade and other receivables 13 92,330 80,341 40,037 15,464Development properties 14 1,274,667 854,039 – –Inventories 15 3,466 3,745 – –Available-for-sale fi nancial assets 16 372,392 599,931 371,932 599,471Other assets 17 6,370 25,010 287 1,446Current income tax assets 9(b) 2,471 335 – –

2,015,562 1,969,108 437,563 662,199

Non-current assetsTrade and other receivables 13 148,289 153,171 604,936 562,251Available-for-sale fi nancial assets 16 323,189 685,979 26,449 39,549Associated companies 18 332,181 277,431 112,584 112,584Subsidiaries 19 – – 1,298,728 1,301,487Investment properties 20 2,202,260 2,284,659 293,135 420,391Property, plant and equipment 21 1,029,276 696,635 1,037 1,042Intangibles 22 38,398 39,225 – –Other assets 17 – 71,096 – –Deferred income tax assets 28 4,439 5,043 325 –

4,078,032 4,213,239 2,337,194 2,437,304

Total assets 6,093,594 6,182,347 2,774,757 3,099,503

LIABILITIESCurrent liabilitiesTrade and other payables 23 142,692 135,666 190,201 333,536Current income tax liabilities 9(b) 44,860 117,609 6,389 77,863Borrowings 24 518,303 260,018 160,000 231,100

705,855 513,293 356,590 642,499



Balance Sheets (continued)as at 31 December 2008


Notes2008$’000

2007$’000

2008$’000

2007$’000

Non-current liabilitiesBorrowings 24 1,286,700 1,022,144 249,381 249,197Derivative fi nancial instrument 25 2,121 – 1,805 –Loans from minority shareholders of subsidiaries (unsecured) 26 75,984 40,347 – –Rental deposits 21,352 21,180 3,205 2,657Retention monies 9,770 5,862 – 1,357Provision for retirement benefi ts 27 2,112 2,035 – –Deferred income tax liabilities 28 174,468 208,360 55,402 97,974

1,572,507 1,299,928 309,793 351,185

Total liabilities 2,278,362 1,813,221 666,383 993,684

NET ASSETS 3,815,232 4,369,126 2,108,374 2,105,819

EQUITYCapital and reserves attributable to the equity holders of the CompanyShare capital 29 1,075,315 1,075,266 1,075,315 1,075,266Reserves 30 359,386 939,699 199,911 411,251Retained earnings 1,960,003 1,932,165 833,148 619,302

3,394,704 3,947,130 2,108,374 2,105,819Minority interests 420,528 421,996 – –TOTAL EQUITY 3,815,232 4,369,126 2,108,374 2,105,819



Consolidated Statement of Changes in Equityfor the financial year ended 31 December 2008

Attributable to the equity holders of the Company

Notes

Share capital

$’000Reserves

$’000

Retained earnings

$’000Total

$’000

Minorityinterests

$’000Total equity

$’000

Balance at 1 January 2008 1,075,266 939,699 1,932,165 3,947,130 421,996 4,369,126

Fair value losses on available-for- sale fi nancial assets 30(b) – (558,800) – (558,800) (1,593) (560,393)Fair value losses on cash-fl ow hedges 30(f) – (1,691) – (1,691) (48) (1,739)Currency translation differences 30(e) – (20,684) – (20,684) (12,899) (33,583)Net losses recognised directly in equity – (581,175) – (581,175) (14,540) (595,715)Net profi t for the fi nancial year – – 147,246 147,246 16,916 164,162Total recognised (losses)/ gains for the fi nancial year – (581,175) 147,246 (433,929) 2,376 (431,553)

Employee share option scheme– Value of employee services 30(a) – 862 – 862 – 862– Proceeds from shares issued 29 49 – – 49 – 49Other changes in minority interests – – – – 2,090 2,090Dividends relating to 2007 31 – – (119,408) (119,408) (5,934) (125,342)Balance at 31 December 2008 1,075,315 359,386 1,960,003 3,394,704 420,528 3,815,232

Balance at 1 January 2007 1,071,987 757,266 1,292,486 3,121,739 291,468 3,413,207

Change in tax rates 30(b), (c) – 9,641 – 9,641 187 9,828Fair value gains on available-for- sale fi nancial assets 30(b) – 154,003 – 154,003 169 154,172Share of asset revaluation reserve of an associated company 30(c) – 16,959 – 16,959 – 16,959Net fair value gain arising from the transfer of owner-occupied property to investment properties 30(c) – 429 – 429 117 546Currency translation differences 30(e) – 506 – 506 760 1,266Net gains recognised directly in equity – 181,538 – 181,538 1,233 182,771Net profi t for the fi nancial year – – 758,915 758,915 103,056 861,971Total recognised gains for the fi nancial year – 181,538 758,915 940,453 104,289 1,044,742

Employee share option scheme– Value of employee services 30(a) – 895 – 895 – 895– Proceeds from shares issued 29 3,279 – – 3,279 – 3,279Rights issue of a subsidiary company – – – – 42,372 42,372Issue of shares to minority shareholders – – – – 27,560 27,560Other changes in minority interests – – – – (11,051) (11,051)Dividends relating to 2006 31 – – (119,236) (119,236) (32,642) (151,878)Balance at 31 December 2007 1,075,266 939,699 1,932,165 3,947,130 421,996 4,369,126

An analysis of movements in each category within “Reserves” is presented in Note 30.



Statement of Changes in Equityfor the financial year ended 31 December 2008

Notes

Share capital

$’000Reserves

$’000

Retained earnings

$’000Total equity

$’000

Balance at 1 January 2008 1,075,266 411,251 619,302 2,105,819

Fair value losses on available-for-sale fi nancial assets 30(b) – (210,722) – (210,722)Fair value losses on cash–fl ow hedges 30(f) – (1,480) – (1,480)Net losses recognised directly in equity – (212,202) – (212,202)Net profi t for the fi nancial year – – 333,254 333,254Total recognised (losses)/ gains for the fi nancial year – (212,202) 333,254 121,052

Employee share option scheme– Value of employee services 30(a) – 862 – 862– Proceeds from shares issued 29 49 – – 49Dividends relating to 2007 31 – – (119,408) (119,408)Balance at 31 December 2008 1,075,315 199,911 833,148 2,108,374

Balance at 1 January 2007 1,071,987 362,076 435,577 1,869,640

Change in tax rate 30(b) – 8,990 – 8,990Fair value gains on available-for-sale fi nancial assets 30(b) – 39,290 – 39,290Net gains recognised directly in equity – 48,280 – 48,280Net profi t for the fi nancial year – – 302,961 302,961Total recognised gains for the fi nancial year – 48,280 302,961 351,241

Employee share option scheme– Value of employee services 30(a) – 895 – 895– Proceeds from shares issued 29 3,279 – – 3,279Dividends relating to 2006 31 – – (119,236) (119,236)Balance at 31 December 2007 1,075,266 411,251 619,302 2,105,819

An analysis of movements in each category within “Reserves” is presented in Note 30.



Consolidated Cash Flow Statementfor the financial year ended 31 December 2008

2008$’000

2007 $’000

Cash fl ows from operating activitiesTotal profi t 164,162 861,971Adjustments for:– Income tax expense 46,277 76,841– Negative goodwill on acquisition of a subsidiary – (18,089)– Fair value loss/ (gain) on investment properties 106,794 (590,534)– Depreciation and amortisation 39,700 36,637– Property, plant and equipment written off and net loss on disposals 1,483 2,944– Fair value reserve transferred to income statement on disposal of an available-for-sale fi nancial asset – (1,190)– Loss on liquidation of available-for-sale fi nancial assets 4 9– Allowances for impairment of loan to an associated company 444 161– Impairment charge on a property under development 37,000 –– Gain on disposal of a subsidiary – (220)– Gain on sale of an investment property – (37,050)– Share of profi ts of associated companies (64,587) (55,253)– Unrealised translation gains (11,115) (1,782)– Interest expense 18,748 16,989– Investment and interest income (36,912) (59,539)– Net provision for retirement benefi ts 308 238– Share option expense 884 967

Operating cash fl ow before working capital changes 303,190 233,100Change in operating assets and liabilities, net of effects from acquisition and disposal of subsidiaries– Receivables 41,647 (34,500)– Development properties (505,024) (285,516)– Inventories 279 (94)– Rental deposits 5,296 4,147– Payables (7,060) 40,810

(464,862) (275,153)Cash used in operations (161,672) (42,053)Income tax paid (108,530) (21,243)Retirement benefi ts paid (135) (73)Release of fi xed deposits pledged as security – 2,837Net cash used in operating activities (270,337) (60,532)



Consolidated Cash Flow Statement (continued)for the financial year ended 31 December 2008

Note2008$’000

2007$’000

Cash fl ows from investing activitiesProceeds from liquidation of available-for-sale fi nancial assets 15 12Proceeds from return of capital from available-for-sale fi nancial assets – 3,055Net proceeds from disposal of available-for-sale fi nancial assets – 2,715Payment for purchase of land parcel – (71,096)Payment for interests in associated companies – (546)Loans to associated companies (17,106) (69,658)Payment to minority shareholders for purchase of shares in subsidiaries – (7,395)Payment for a subsidiary’s rights issue – (30,272)Acquisition of a subsidiary, net of cash acquired 12(c) – 3,232Purchase of available-for-sale fi nancial assets (13,463) (19,429)Net proceeds from disposal of property, plant and equipment and investment properties 169 176,110Purchase of property, plant and equipment and investment properties (292,138) (110,608)Proceeds from disposal of a subsidiary, net of cash disposed 12(c) – 704Repayment of loans from an associated company – 3,426Retention monies withheld 4,050 2,585Interest received 6,978 9,573Dividend received 40,581 47,058Net cash used in investing activities (270,914) (60,534)

Cash fl ows from fi nancing activitiesProceeds from issue of shares 49 3,279Net proceeds from issue of shares to minority shareholders of subsidiaries 2,090 27,560Net proceeds from a subsidiary’s rights issue to minority shareholders of the subsidiary – 72,644Redemption of shares from minority shareholders of subsidiaries – (14,700)Proceeds from issuance of unsecured fi xed/fl oating rate notes – 250,000Loans from minority shareholders of subsidiaries 42,017 3,817Long-term borrowings 299,056 124,807Short-term borrowings 230,845 127,304Repayment of loan from minority shareholders of a subsidiary (6,262) (3,360)Expenditure relating to bank borrowings (3,364) (1,512)Interest paid (38,882) (38,788)Dividends paid to shareholders of UOL Group Limited (119,408) (119,236)Dividends paid to minority shareholders of subsidiaries (5,934) (32,642)Net cash provided by fi nancing activities 400,207 399,173

Net (decrease)/increase in cash and cash equivalents (141,044) 278,107Cash and cash equivalents at the beginning of the fi nancial year 404,773 126,666Cash and cash equivalents at the end of the fi nancial year 12(a) 263,729 404,773



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

1. GENERAL INFORMATION UOL Group Limited (the “Company”) is incorporated and domiciled in Singapore and its shares are publicly traded on the

Singapore Exchange. The address of its registered offi ce is as follows:

101 Thomson Road #33-00 United Square Singapore 307591

The principal activities of the Company are investments in properties, subsidiaries, associated companies, listed and unlisted securities and property development. The principal activities of its subsidiaries are set out in Note 19.

Certain comparative fi gures in the income statement and its relevant notes have been restated to refl ect operations that have been discontinued.

2. SIGNIFICANT ACCOUNTING POLICIES2.1 Basis of preparation These fi nancial statements have been prepared in accordance with Singapore Financial Reporting Standards (“FRS”). The fi nancial

statements have been prepared under the historical cost convention, except as disclosed in the accounting policies below.

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

Interpretations and amendments to published standards effective in 2008

On 1 January 2008, the Group adopted the new or amended FRS and Interpretations to FRS (“INT FRS”) that are mandatory for application from that date. Changes to the Group’s accounting policies have been made as required, in accordance with the transitional provisions in the respective FRS and INT FRS.

The following are the new or amended FRS and INT FRS that are relevant to the Group:

INT FRS 111 Group and Treasury Share Transactions

The adoption of the above INT FRS did not result in any substantial changes to the Group’s accounting policies nor any signifi cant impact on these fi nancial statements.

2.2 Revenue recognition Revenue for the Group comprises the fair value of the consideration received or receivable for the sale of properties and goods

and the rendering of services in the ordinary course of the Group’s activities. Revenue is presented, net of goods and services tax, rebates and discounts, and after eliminating sales within the Group.

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

(a) Revenue from property development – sale of development properties Revenue from property development is recognised in the fi nancial statements using the percentage of completion method

based on the stages of completion. The stage of completion is measured by reference to the contract costs incurred to date to the estimated total costs for the contract as per certifi cation by architects. No revenue is recognised for unsold units.

Notes to the Financial Statementsfor the financial year ended 31 December 2008


2. SIGNIFICANT ACCOUNTING POLICIES (continued)2.2 Revenue recognition (continued) (b) Revenue from trading and retail operations

Revenue from trading and retail operations arising from the sales of goods is recognised when a Group entity has delivered the products to the customer, the customer has accepted the products and collectibility of the related receivables is reasonably assured.

(c) Revenue from hotel operations, management services and other services rendered Revenue from the rental of hotel rooms and other facilities is recognised when the services are rendered. Revenue from the

sale of food and beverage is recognised when the goods are delivered to the customer. Revenue from management services and other services rendered is recognised when the services are rendered.

(d) Interest income Interest income is recognised using the effective interest method.

(e) Dividend income Dividend income is recognised when the right to receive payment is established.

(f) Rental income Rental income from operating leases (net of any incentives given to the lessees) on investment properties and property, plant

and equipment is recognised on a straight-line basis over the lease term.

2.3 Group accounting (a) Subsidiaries

Subsidiaries are entities over which the Group has power to govern the fi nancial and operating policies, generally accompanied by a shareholding giving rise to a majority of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity.

The purchase method of accounting is used to account for the acquisition of subsidiaries. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued or liabilities incurred or assumed at the dates of exchange, plus costs directly attributable to the acquisition. Identifi able assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair value on the date of acquisition, irrespective of the extent of minority interest. Please refer to the paragraph “Intangibles - Goodwill” for the accounting policy on goodwill on acquisition of subsidiaries.

Subsidiaries are consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date on which control ceases.

In preparing the consolidated fi nancial statements, transactions, balances and unrealised gains on transactions between group companies are eliminated. Unrealised losses are also eliminated but are considered an impairment indicator of the assets transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group.

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

Please refer to the paragraph “Investments in subsidiaries and associated companies” for the accounting policy on investments in subsidiaries in the separate fi nancial statements of the Company.

Notes to the Financial Statements (continued)for the financial year ended 31 December 2008



2. SIGNIFICANT ACCOUNTING POLICIES (continued)2.3 Group accounting (continued) (b) Transactions with minority interests

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

(c) Associated companies Associated companies are entities over which the Group has signifi cant infl uence, but not control, and generally accompanied

by a shareholding giving rise to between and including 20% and 50% of the voting rights. Investments in associated companies are accounted for in the consolidated fi nancial statements using the equity method of accounting, less impairment losses.

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

In applying the equity method of accounting, the Group’s share of its associated companies’ post-acquisition profi ts or losses is recognised in the income statement and its share of post-acquisition movements in reserves is recognised in equity directly. These post-acquisition movements are adjusted against the carrying amount of the investment. When the Group’s share of losses in an associated company equals or exceeds its interest in the associated company, including any other unsecured non-current receivables, the Group does not recognise further losses, unless it has obligations or has made payments on behalf of the associated company.

Unrealised gains on transactions between the Group and its associated companies are eliminated to the extent of the Group’s interest in the associated companies. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Accounting policies of associated companies have been changed where necessary to ensure consistency with the accounting policies adopted by the Group.

Please refer to the paragraph “Investments in subsidiaries and associated companies” for the accounting policy on investments in associated companies in the separate fi nancial statements of the Company.

2.4 Property, plant and equipment (a) Measurement (i) Land and buildings

Land and buildings are initially recognised at cost. Certain leasehold land and buildings comprising hotel properties are subsequently stated at valuation carried out by an independent professional fi rm of valuers on their existing use basis. The valuation was done in 1985. However, a decision was then made that future valuations of hotel properties would not be recognised in the fi nancial statements but would be disclosed for information.

Freehold land is subsequently carried at cost less accumulated impairment losses. Leasehold land and buildings are subsequently carried at cost or valuation less accumulated depreciation and accumulated impairment losses.

(ii) Properties under development Hotel property under development is carried at cost less accumulated impairment losses until construction is completed

at which time depreciation will commence over its estimated useful life.

(iii) Other property, plant and equipment Plant, equipment, furniture and fi ttings and motor vehicles are initially recognised at cost and subsequently carried at cost

less accumulated depreciation and accumulated impairment losses.


2. SIGNIFICANT ACCOUNTING POLICIES (continued)2.4 Property, plant and equipment (continued) (a) Measurement (continued) (iv) Component of costs

The cost of an item of property, plant and equipment initially recognised includes its purchase price and any cost that is directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by management, including borrowing costs incurred for the properties under development. The projected cost of dismantlement, removal or restoration is also recognised as part of the cost of property, plant and equipment if the obligation for the dismantlement, removal or restoration is incurred as a consequence of either acquiring the asset or using the asset for purpose other than to produce inventories.

(b) Depreciation Freehold land, property under development and renovation in progress are not depreciated. Leasehold land is amortised

evenly over the term of the lease. Please refer to Note 21(g) for the lease period of each property.

Depreciation on other items of property, plant and equipment is calculated using the straight-line method to allocate their depreciable amounts over their estimated useful lives as follows:

Useful lives

Buildings 50 years or period of the lease, whichever is shorterPlant, equipment, furniture and fi ttings 3 to 20 yearsMotor vehicles 5 to 7 years

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

(c) Subsequent expenditure Subsequent expenditure relating to property, plant and equipment that has already been recognised is added to the carrying

amount of the asset only when it is probable that future economic benefi ts associated with the item will fl ow to the Group and the cost of the item can be measured reliably. All other repair and maintenance expense is recognised in the income statement when incurred.

(d) Disposals On disposal of an item of property, plant and equipment, the difference between the disposal proceeds and its carrying

amount is recognised in the income statement. Any amount in revaluation reserve relating to that asset is transferred to retained earnings directly.

2.5 Development properties Development properties are properties being developed for future sale.

Unsold development properties Development properties that are unsold are carried at the lower of cost and net realisable value. Net realisable value is the

estimated selling price in the ordinary course of business less cost to complete development and selling expenses.

Sold development properties Revenue and cost on development properties that have been sold are recognised using the percentage of completion method.

The stage of completion is measured by reference to the development costs incurred to date to the estimated total costs for the property as per certifi cation by the architects. When it is probable that the total development costs will exceed the total revenue, the expected loss is recognised as an expense immediately.



2. SIGNIFICANT ACCOUNTING POLICIES (continued) 2.6 Intangibles (a) Goodwill on acquisitions

Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the identifi able assets, liabilities and contingent liabilities of the acquired subsidiaries and associated companies at the date of acquisition.

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

Where the cost of an acquisition is less than the fair value of the Group’s share of net identifi able assets and contingent liabilities of the subsidiary acquired, the difference (“negative goodwill”) is recognised directly in the income statement.

Gains and losses on the disposal of the subsidiaries and associated companies include the carrying amount of goodwill relating to the entity sold.

(b) Trademark Acquired trademarks are initially recognised at cost and are subsequently carried at cost less accumulated amortisation and

accumulated impairment losses. These costs are amortised to the income statement using the straight-line method over their estimated useful lives of 10 to 20 years.

The amortisation period and amortisation method of intangible assets other than goodwill are reviewed at least once at each balance sheet date. The effects of any revision are recognised in the income statement when the changes arise.

2.7 Borrowing costs Borrowing costs are recognised in the income statement using the effective interest method except for those costs that are

directly attributable to borrowings acquired specifi cally for the construction or development of properties. The actual borrowing costs incurred during the period up to the issuance of the temporary occupation permit less any investment income on temporary investments of these borrowings, are capitalised in the cost of the property under development.

2.8 Investment properties Investment properties include those land and buildings or portions of buildings that are held for long-term rental yields and/

or for capital appreciation and land under operating leases that are held for long-term capital appreciation or for a currently indeterminate use.

Investment properties are initially recognised at cost and subsequently carried at fair value, determined annually by independent professional valuers on the highest-and-best-use basis. Changes in fair values are recognised in the income statement.

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

On disposal of an investment property, the difference between the disposal proceeds and the carrying amount is recognised in the income statement.

2.9 Investments in subsidiaries and associated companies Investments in subsidiaries and associated companies are carried at cost less accumulated impairment losses in the Company’s

balance sheet. On disposal of investments in subsidiaries and associated companies, the difference between disposal proceeds and the carrying amounts of the investments are recognised in the income statement.



2. SIGNIFICANT ACCOUNTING POLICIES (continued) 2.10 Impairment of non-fi nancial assets (a) Goodwill

Goodwill is tested for impairment annually, and whenever there is indication that the goodwill may be impaired.

For the purpose of impairment testing of goodwill, goodwill is allocated to each of the Group’s cash-generating-units (“CGU”) expected to benefi t from synergies arising from the business combination.

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

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

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

(b) Intangibles Property, plant and equipment Investments in subsidiaries and associated companies

Intangibles, property, plant and equipment and investments in subsidiaries and associated companies are tested for impairment whenever there is any objective evidence or indication that these assets may be impaired.

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

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

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

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

A reversal of impairment loss for an asset other than goodwill is recognised in the income statement.

2.11 Financial assets (a) Classifi cation

The Group classifi es its fi nancial assets in the following categories: loans and receivables and available-for-sale. The classifi cation depends on the purpose for which the assets were acquired. Management determines the classifi cation of its fi nancial assets at initial recognition.

(i) Loans and receivables Loans and receivables are non-derivative fi nancial assets with fi xed or determinable payments that are not quoted in

an active market. They are presented as current assets, except for those maturing later than twelve months after the balance sheet date which are presented as non-current assets. Loans and receivables are presented as “trade and other receivables” and “cash and cash equivalents” and deposits within “other assets” on the balance sheet.

(ii) Available-for-sale fi nancial assets Available-for-sale fi nancial assets are non-derivatives that are either designated in this category or not classifi ed in any

of the other categories. They are presented as non-current assets unless management intends to dispose of the assets within twelve months after the balance sheet date.



2. SIGNIFICANT ACCOUNTING POLICIES (continued) 2.11 Financial assets (continued) (b) Recognition and derecognition

Purchases and sales of fi nancial assets are recognised on trade-date – the date on which the Group commits to purchase or sell the asset.

Financial assets are derecognised when the rights to receive cash fl ows from the fi nancial assets have expired or have been transferred and the Group has transferred substantially all risks and rewards of ownership.

On disposal of a fi nancial asset, the difference between the carrying amount and the sale proceeds is recognised in the income statement. Any amount in the fair value reserve relating to that asset is transferred to the income statement.

(c) Measurement Financial assets are initially recognised at fair value plus transaction costs.

Available-for-sale fi nancial assets are subsequently carried at fair value. Loans and receivables are subsequently carried at amortised cost using the effective interest method.

Dividend income on available-for-sale fi nancial assets are recognised separately in the income statement.

Changes in fair values of available-for-sale equity securities (i.e. non-monetary items) are recognised in the fair value reserve within equity.

(d) Impairment The Group assesses at each balance sheet date whether there is objective evidence that a fi nancial asset or a group of

fi nancial assets is impaired and recognises an allowance for impairment when such evidence exists.

(i) Loans and receivables Signifi cant fi nancial diffi culties of the debtor, probability that the debtor will enter bankruptcy, and default or signifi cant

delay in payments are objective evidence that these fi nancial assets are impaired.

The carrying amount of these assets is reduced through the use of an impairment allowance account which is calculated as the difference between the carrying amount and the present value of estimated future cash fl ows, discounted at the original effective interest rate. 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 item in the income statement.

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

(ii) Available-for-sale fi nancial assets Signifi cant or prolonged declines in the fair value of the security below its cost and the disappearance of an active trading

market for the security are objective evidence that the security is impaired.

The cumulative loss that was recognised in the fair value reserve is transferred to the income statement. The cumulative loss is measured as the difference between the acquisition cost (net of any principal repayments and amortisation) and the current fair value, less any impairment loss previously recognised in the income statement on debt securities. The impairment losses recognised in the income statement on equity securities are not reversed through the income statement.



2. SIGNIFICANT ACCOUNTING POLICIES (continued) 2.12 Financial guarantees The Company has issued corporate guarantees to banks for borrowings of its subsidiaries and associated companies. These

guarantees are fi nancial guarantees as they require the Company to reimburse the banks if the subsidiaries or associated companies fail to make principal or interest payments when due in accordance with the terms of their borrowings.

Financial guarantees are initially recognised at their fair values plus transaction costs, in the Company’s balance sheet except when the fair value is determined to be insignifi cant.

Financial guarantees are subsequently amortised to the income statement over the period of the subsidiaries’ and associated companies’ borrowings, unless it is probable that the Company will reimburse the bank for an amount higher than the unamortised amount. In this case, the fi nancial guarantees shall be carried at the expected amount payable to the bank in the Company’s balance sheet.

Intragroup transactions are eliminated on consolidation.

2.13 Borrowings Borrowings are presented as current liabilities unless the Group has an unconditional right to defer settlement for at least twelve

months after the balance sheet date.

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

2.14 Trade and other payables Trade and other payables are initially recognised at fair value, and subsequently carried at amortised cost, using the effective

interest method.

2.15 Derivative fi nancial instruments and hedging activities A derivative fi nancial instrument is initially recognised at its fair value on the date the contract is entered into and is subsequently

carried at its fair value. The method of recognising the resulting gain or loss depends on whether the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.

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

The Group has designated its derivative fi nancial instrument as cash fl ow hedges. Fair value changes on derivatives that are not designated or do not qualify for hedge accounting are recognised in the income statement when the changes arise.

Cash fl ow hedge - Interest rate swaps The Group has entered into interest rate swaps that are cash fl ow hedges for the Group’s exposure to interest rate risk on its

borrowings. These contracts entitle the Group to receive interest at fl oating rates on notional principal amounts and oblige the Group to pay interest at fi xed rates on the same notional principal amounts, thus allowing the Group to raise borrowings at fl oating rates and swap them into fi xed rates.

The fair value changes on the effective portion of interest rate swaps designated as cash fl ow hedges are recognised in the hedging reserve and transferred to the income statement when the interest expense on the borrowings is recognised in the income statement.

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



2. SIGNIFICANT ACCOUNTING POLICIES (continued) 2.16 Fair value estimation The fair values of fi nancial instruments traded in active markets (such as exchange-traded and over-the-counter securities and

deriviatives) are based on quoted market prices at the balance sheet date. The quoted market prices used for fi nancial assets are the current bid prices; the appropriate quoted market prices for fi nancial liabilities are the current asking prices.

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

The fair values of interest rate swaps are calculated as the present value of the estimated future cash fl ows discounted at actively quoted interest rates.

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

2.17 Leases Operating leases (a) When the Group is the lessee:

The Group leases certain property, plant and equipment from non-related parties.

Leases of property, plant and equipment where substantially all risks and rewards incidental to ownership are retained by the lessors are classifi ed as operating leases. Payments made under operating leases (net of any incentives received from the lessors) are recognised in the income statement on a straight-line basis over the period of the lease.

(b) When the Group is the lessor: The Group leases out certain investment properties to non-related parties.

Leases of investment properties where the Group retains substantially all risks and rewards incidental to ownership are classifi ed as operating leases. Rental income from operating leases (net of any incentives given to the lessees) is recognised in the income statement on a straight-line basis over the lease term.

Initial direct costs incurred by the Group in negotiating and arranging operating leases are added to the carrying amount of the leased assets and recognised as an expense in the income statement over the lease term on the same basis as the lease income.

Contingent rents are recognised as income in the income statement when earned.

2.18 Inventories Inventories are carried at the lower of cost and net realisable value. Cost is determined using the fi rst-in, fi rst-out method and

includes all costs in bringing the inventories to their present location and condition. Net realisable value is the estimated selling price in the ordinary course of business, less the cost of completion and selling expenses.



2. SIGNIFICANT ACCOUNTING POLICIES (continued) 2.19 Income taxes Current income tax for current and prior periods is recognised at the amount expected to be paid to or recovered from the tax

authorities, using the tax rates and tax laws that have been enacted or substantially enacted by the balance sheet date.

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

A deferred income tax liability is recognised on temporary differences arising on investments in subsidiaries and associated companies, except where the Group is able to control the timing of the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.

A deferred income tax asset is recognised to the extent that it is probable that future taxable profi t will be available against which the deductible temporary differences and tax losses can be utilised.

Deferred income tax is measured:

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

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

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

2.20 Provisions Provisions for asset dismantlement, removal or restoration are recognised when the Group has a present legal or constructive

obligation as a result of past events, when it is more likely than not that an outfl ow of resources will be required to settle the obligation and when the amounts have been reliably estimated.

The Group recognises the estimated costs of dismantlement, removal or restoration of items of property, plant and equipment arising from the acquisition or use of assets. This provision is estimated based on the best estimate of the expenditure required to settle the obligation, taking into consideration time value.

Other provisions are measured at the present value of the expenditure expected to be required to settle the obligation using a pre-tax discount rate that refl ects the current market assessment of the time value of money and the risks specifi c to the obligation. The increase in the provision due to the passage of time is recognised in the income statement as fi nance expense.

Changes in the estimated timing or amount of the expenditure or discount rate are recognised in the income statement when the changes arise, except for changes in the estimated timing or amount of the expenditure or discount rate for asset dismantlement, removal and restoration costs, which are adjusted against the cost of the related property, plant and equipment unless the decrease in the liability exceeds the carrying amount of the asset or the asset has reached the end of its useful life. In such cases, the excess of the decrease over the carrying amount of the asset or the changes in the liability is recognised in the income statement immediately.



2. SIGNIFICANT ACCOUNTING POLICIES (continued) 2.21 Employee benefi ts (a) Post-employment benefi ts

The Group has various post-employment benefi t schemes in accordance with local conditions and practices in the country in which it operates. These benefi t plans are either defi ned contribution or defi ned benefi t plans.

Defi ned contribution plan Defi ned contribution plans are post-employment benefi t plans under which the Group pays fi xed contributions into separate

entities such as the Central Provident Fund on a mandatory, contractual or voluntary basis. The Group has no further payment obligations once the contributions have been paid. The Group’s contributions are recognised as employee compensation expense when they are due.

Defi ned benefi t plan A subsidiary in Malaysia operates an unfunded defi ned benefi t scheme under the Collective Union Agreement for unionised

employees and certain management staff. Benefi ts payable on retirement are calculated by reference to the length of service and earnings over the employees’ period of employment; that benefi t is discounted to determine the present value. The discount rate is the market yield at the balance sheet date on high quality corporate bonds or government bonds. Provision for employee retirement benefi ts is made in the fi nancial statements so as to provide for the accrued liability at year end. An actuarial valuation, based on the projected credit unit method, of the fund is conducted by a qualifi ed independent actuary once in every three years as the directors are of the opinion that yearly movements in provision for the defi ned benefi t plan is not likely to be signifi cant. The most recent valuation was at 31 December 2007.

When the benefi ts of a plan are improved, the portion of the increased benefi t relating to past service by employees is recognised as an expense in the income statement on a straight-line basis over the average period until the benefi ts become vested. To the extent that the benefi ts vest immediately, the expense is recognised immediately in the income statement.

In calculating the Group’s obligation in respect of a plan, to the extent that any cumulative unrecognised actuarial gain or loss exceeds ten percent of the present value of the defi ned benefi t obligation, that portion is recognised in the income statement over the expected average remaining working lives of the employees participating in the plan. Otherwise, the actuarial gain or loss is not recognised.

Where the calculation results in a benefi t to the Group, the recognised asset is limited to the net total of any unrecognised actuarial losses and past service costs and the present value of any future refunds from the plan or reductions in future contributions to the plan.

(b) Share-based compensation The Group operates an equity-settled, share-based compensation plan under the 2000 Share Option Scheme. The fair value

of the employee services received in exchange for the grant of options is recognised as an expense in the income statement with a corresponding increase in the share option reserve over the vesting period. The total amount to be recognised over the vesting period is determined by reference to the fair value of the options granted on the date of the grant. Non-market vesting conditions are included in the estimation of the number of shares under options that are expected to become exercisable on the vesting date. At each balance sheet date, the Group revises its estimates of the number of shares under options that are expected to become exercisable on the vesting date and recognises the impact of the revision of the estimates in the income statement, with a corresponding adjustment to the share option reserve over the remaining vesting period.

When the options are exercised, the proceeds received (net of transaction costs) and the related balance previously recognised in the share option reserve are credited to share capital, when new ordinary shares are issued, or to the “treasury shares” account, when treasury shares are re-issued to the employees.



2. SIGNIFICANT ACCOUNTING POLICIES (continued) 2.22 Currency translation (a) Functional and presentation currency

Items included in the fi nancial statements of each entity in the Group are measured using the currency of the primary economic environment in which the entity operates (“functional currency”). The fi nancial statements are presented in Singapore Dollars.

(b) Transactions and balances Transactions in a currency other than the functional currency (“foreign currency”) are translated into the functional currency

using the exchange rates at the dates of the transactions. Currency translation differences from the settlement of such transactions and from the translation of monetary assets and liabilities denominated in foreign currencies at the closing rates at the balance date are recognised in the income statement, unless they arise from borrowings in foreign currencies, other currency instruments designated and qualifying as net investment hedges and net investment in foreign operations. Those currency translation differences are recognised in the currency translation reserve in the consolidated fi nancial statements and transferred to the income statement as part of the gain or loss on disposal of the foreign operation.

Non-monetary items measured at fair values in foreign currencies are translated using the exchange rates at the date when the fair values are determined.

(c) Translation of Group entities’ fi nancial statements The results and fi nancial position of all the Group entities (none of which has the currency of a hyperinfl ationary economy) that

have a functional currency different from the presentation currency are translated into the presentation currency as follows:

(i) Assets and liabilities are translated at the closing exchange rates at the date of the balance sheet;

(ii) Income and expenses are translated at average exchange rates (unless the average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated using the exchange rates at the dates of the transactions); and

(iii) All resulting currency translation differences are recognised in the currency translation reserve within equity.

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

2.23 Segment reporting A business segment is a distinguishable component of the Group engaged in providing products or services that are subject

to risks and returns that are different from those of other business segments. A geographical segment is a distinguishable component of the Group engaged in providing products or services within a particular economic environment that is subject to risks and returns that are different from those of segments operating in other economic environments.

2.24 Cash and cash equivalents For the purpose of presentation in the consolidated cash fl ow statement, cash and cash equivalents include cash and bank

balances, short-term deposits with fi nancial institutions, bank overdrafts and exclude fi xed deposits pledged as security.

2.25 Share capital Incremental costs directly attributable to the issuance of new ordinary shares are deducted against the share capital account.

2.26 Dividends Dividends to Company’s shareholders are recognised when the dividends are approved for payments.



2. SIGNIFICANT ACCOUNTING POLICIES (continued)2.27 Non-current assets (or disposal groups) held for sale and discontinued operations Non-current assets (or disposal groups) are classifi ed as assets held for sale and carried at the lower of carrying amount and fair

value less costs to sell if their carrying amount is recovered principally through a sale transaction rather than through continuing use. The assets (including those that are part of a disposal group) are not depreciated or amortised while they are classifi ed as held for sale. Any impairment loss on initial classifi cation and subsequent measurement is recognised in the income statement. Any subsequent increase in fair value less costs to sell (not exceeding the accumulated impairment loss that has been previously recognised) is recognised in the income statement.

A discontinued operation is a component of an entity that either has been disposed of, or that is classifi ed as held for sale and(a) represents a separate major line of business or geographical area of operations; or(b) is part of a single co-ordinated plan to dispose of a separate major line of business or geographical area of operations; or(c) is a subsidiary acquired exclusively with a view to resale.

3. KEY ACCOUNTING ESTIMATES AND JUDGEMENTS Estimates, assumptions and judgements are continually evaluated and are based on historical experience and other factors,

including expectations of future events that are believed to be reasonable under the circumstances.

(a) Classifi cation of the Group’s serviced apartment as investment property Management applies judgement in determining the classifi cation of its serviced apartments owned by the Group. The

key criteria used to distinguish the Group’s serviced apartments which are classifi ed as investment properties and its other properties classifi ed as property, plant and equipment, is the level of services provided to tenants of the serviced apartment.

(b) Other estimates and judgements applied

The Group, on its own or in reliance on third party experts, also applies estimates and judgements in the following areas:

(i) the determination of investment property values by independent professional valuers;(ii) the assessment of adequacy of provision for income taxes;(iii) the level of impairment of goodwill;(iv) the assessment of the stage of completion, extent of the construction costs incurred and the estimated total construction

costs of development properties;(v) the determination of the fair values of unquoted available-for-sale fi nancial assets; and(vi) the determination of fair value of options granted under the employee share option scheme.

These estimates and judgements are however not expected to have a signifi cant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next fi nancial year.



4. REVENUE, FINANCE INCOME AND MISCELLANEOUS INCOME (NET)


2008$’000

2007$’000

2008$’000

2007$’000

Revenue from property development 379,161 230,442 – –Revenue from property investments 126,104 99,080 15,232 11,025Gross revenue from hotel operations 339,040 322,941 – –Revenue from management services 24,095 5,428 – –Dividend income from available-for-sale fi nancial assets 30,776 51,199 316,593 223,020Total revenue 899,176 709,090 331,825 234,045

Interest income– fi xed deposits with fi nancial institutions 1,890 3,841 6 684– loans to subsidiaries – – 14,135 13,066– loans to associated companies 3,718 3,899 3,288 3,491– others 528 599 6 43

6,136 8,339 17,435 17,284Currency exchange gains/(losses) – net 2,841 1,339 43 (195)Finance income 8,977 9,678 17,478 17,089

Miscellaneous income 5,980 5,062 966 969914,133 723,830 350,269 252,103



5. EXPENSES BY NATURE


2008$’000

2007$’000

2008$’000

2007$’000

Cost of inventories sold 31,089 27,795 – –Depreciation of property, plant and equipment (Note 21) 38,873 36,498 333 411Amortisation of trademark [Note 22(a)] 827 100 – –Total depreciation and amortisation 39,700 36,598 333 411Property, plant and equipment written off and net loss/ (gain) on disposals 1,483 2,944 (41) 165Auditors’ remuneration paid/payable to:– auditor of the Company 902 703 176 155– other auditors 466 342 – –Other fees paid/payable to:– auditor of the Company 34 26 15 13– other auditors 170 140 – –Employees compensation (Note 6) 129,402 118,185 8,033 6,673Rent paid to a subsidiary – – 329 251Rent paid to third parties 1,583 875 – –Rent received from a subsidiary – – – (513)Heat, light and power 21,798 19,898 833 674Property tax 19,379 15,336 1,496 1,229Development cost included in cost of sales 239,300 151,342 – –Advertising and promotion 27,525 20,806 192 124Management fees 7,076 6,692 – –Repair and maintenance 19,895 16,668 855 1,804Allowance for impairment of receivables 812 401 – –Other expenses 65,125 51,784 3,480 3,328Total cost of sales, marketing and distribution, administrative and other operating expenses 605,739 470,535 15,701 14,314

6. EMPLOYEE COMPENSATION


2008$’000

2007$’000

2008$’000

2007$’000

Wages and salaries 118,910 110,255 12,762 11,601Employer’s contribution to defi ned contribution plans including Central Provident Fund 9,300 7,740 846 813Retirement benefi ts 308 238 – –Share options granted to directors and employees 884 967 686 607

129,402 119,200 14,294 13,021Less : Recharged to subsidiaries – – (6,261) (6,348)Less : Amounts attributable to discontinued operations – (1,015) – –Amounts attributable to continuing operations (Note 5) 129,402 118,185 8,033 6,673



7. OTHER (LOSSES)/ GAINS


2008$’000

2007$’000

2008$’000

2007$’000

Fair value reserve transferred to income statement on disposal of an available-for-sale fi nancial asset [Note 30(b)] – 1,190 – –Negative goodwill on acquisition of a subsidiary [Note 12(c)] – 18,089 – –Gain on sale of an investment property [Note 20(b)(ii)] – 37,050 33,000 –Gain on disposal of subsidiaries – 220 20,809 460Impairment charge on investment in subsidiaries [Note 19(a)] – – (12,998) –Impairment charge on a property under development [Note 21(c)] (37,000) – – –

(37,000) 56,549 40,811 460 8. FINANCE EXPENSE


2008$’000

2007$’000

2008$’000

2007$’000

Interest expense:– bank loans, notes and overdrafts 44,369 31,792 13,832 6,255– loans from minority shareholders of subsidiaries 1,644 1,065 – –

46,013 32,857 13,832 6,255Less:Amount capitalised to development properties [Note 14(a)] (24,567) (15,584) – –Amount capitalised to investment properties (880) (284) – –Amount capitalised to properties, plant and equipment [Note 21(d)] (1,818) – – –

18,748 16,989 13,832 6,255



9. INCOME TAXES(a) Income tax expense


2008$’000

2007$’000

2008$’000

2007$’000

Tax expense attributable to profi t is made up of:

– Profi t from current fi nancial year: From continuing operations Current income tax – Singapore [Note (b) below] 26,921 34,223 3,620 44,800 – Foreign [Note (b) below] 7,874 5,254 – – Deferred income tax (Note 28) 11,419 44,856 808 1,848

46,214 84,333 4,428 46,648

From discontinued operations Singapore current income tax [Note (b) below] – 23 – – Deferred income tax (Note 28) – (1) – –

– 22 – –

46,214 84,355 4,428 46,648

Effect of change in tax rates (Note 28) (734) (3,646) – (465)45,480 80,709 4,428 46,183

– (Over)/under provision in preceding fi nancial years: From continuing operations Singapore current income tax [Note (b) below] (227) (1,450) – – Foreign current income tax [Note (b) below] 27 – – – Deferred income tax (Note 28) 997 (2,412) – –

797 (3,862) – – From discontinued operations Singapore current income tax [Note (b) below] – 3 – – Deferred income tax (Note 28) – (9) – –

– (6) – –

797 (3,868) – –

46,277 76,841 4,428 46,183

Tax expense is attributable to:– continuing operations 46,277 76,825 4,428 46,183– discontinued operations – 16 – –

46,277 76,841 4,428 46,183



9. INCOME TAXES (continued)(a) Income tax expense (continued) The tax expense on profi t for the fi nancial year differs from the amount that would arise using the Singapore standard rate of

income tax due to the following:


2008$’000

2007$’000

2008$’000

2007$’000

Profi t before tax– continuing operations 210,439 938,642 337,682 349,144– discontinued operations – 170 – –

210,439 938,812 337,682 349,144

Tax calculated at a tax rate of 18% 37,879 168,986 60,783 62,846Effects of:– Singapore statutory stepped income exemption (610) (522) (27) (27)– Different tax rates in other countries 4,234 2,923 – –– Income not subject to tax (10,508) (82,940) (66,688) (16,831)– Expenses not deductible for tax purposes 26,403 5,498 10,360 660– Utilisation of previously unrecognised capital allowances (2) (170) – –– Utilisation of previously unrecognised tax losses (137) (934) – –– Deferred tax assets not recognised in the current fi nancial year 581 1,459 – –– Share of tax of associated companies (11,626) (9,945) – –Tax charge 46,214 84,355 4,428 46,648

The Company’s deferred tax liabilities have been computed based on the corporate tax rate and tax laws prevailing at balance sheet date. On 22 January 2009, the Singapore Minister of Finance announced a reduction in corporate tax rate from 18% to 17% with effect from the year of assessment 2010. The Company’s deferred tax expense for the current fi nancial year have not taken into consideration the effect of reduction in the corporate tax rate, which will be accounted for in the Company’s deferred tax expense in the fi nancial year ending 31 December 2009. The Group and the Company’s deferred tax liabilities as of 31 December 2008 will be reduced by approximately $9,170,000 and $3,060,000 respectively when the new corporate tax rate of 17% is applied.



9. INCOME TAXES (continued)(b) Movements in current income tax (assets)/liabilities


2008$’000

2007$’000

2008$’000

2007$’000

At the beginning of the fi nancial year 117,274 101,647 77,863 79,114Currency translation differences (2,028) 165 – –Income tax paid (108,530) (21,243) (75,094) (3,441)Tax expense on profi t [Note (a) above]– current fi nancial year 34,795 39,500 3,620 44,800– over provision in preceding fi nancial years (200) (1,447) – –Tax deducted at source – (8,891) – (42,610)Transfer from deferred income taxes (Note 28) 1,078 7,020 – –Acquisition of a subsidiary [Note 12(c)] – 544 – –Disposal of a subsidiary [Note 12(c)] – (21) – –At the end of the fi nancial year 42,389 117,274 6,389 77,863

Comprise:Current income tax assets (2,471) (335) – –Current income tax liabilities 44,860 117,609 6,389 77,863

42,389 117,274 6,389 77,863

10. DISCONTINUED OPERATIONS On 1 September 2007, a subsidiary of the Company, United Venture Furnishings Pte Ltd (“UVF”), transferred its business to a

fellow subsidiary, Mod.Living Pte Ltd (“MOD”). On 23 October 2007, the Company entered into an agreement to dispose its 100% interest in MOD to a non-related party [Note 19(e)]. The sale was completed on 12 November 2007. Following this sale, the Group’s trading and retail operations previously carried out under UVF and MOD was discontinued and the results from UVF and MOD are presented separately on the income statement as “Discontinued operations”.

The results of the discontinued operations are as follows:

The Group

2008$’000

2007$’000

Revenue – 4,402Expenses – (4,232)Profi t before tax from discontinued operations – 170Tax – (16)Profi t after tax from discontinued operations – 154



10. DISCONTINUED OPERATIONS (continued) The impact of the discontinued operations on the cash fl ows of the Group is as follows:

The Group

2008$’000

2007$’000

Operating cash infl ows – 666Investing cash outfl ows – (6)Financing cash outfl ows – (964)Total cash outfl ows – (304)

11. EARNINGS PER SHARE (a) Basic earnings per share

Basic earnings per share is calculated by dividing the net profi t attributable to equity holders of the Company by the weighted average number of ordinary shares outstanding during the fi nancial year.

Continuing operations

Discontinued operations Total

2008 2007 2008 2007 2008 2007

Net profi t attributable to equity holders of the Company ($’000) 147,246 758,761 – 154 147,246 758,915

Weighted average number of ordinary shares in issue for basic earnings per share (‘000) 796,068 795,535 – 795,535 796,068 795,535

Basic earnings per share (cents per share) 18.50 95.38 – 0.02 18.50 95.40

(b) Diluted earnings per share For the purpose of calculating diluted earnings per share, profi t attributable to equity holders of the Company and the

weighted average number of ordinary shares outstanding are adjusted for the effects of all dilutive potential ordinary shares. As at 31 December 2008, the Company’s dilutive potential ordinary shares are its share options.

The weighted average number of shares in issue is adjusted as if all share options that are dilutive were exercised. The number of shares that could have been issued upon the exercise of all dilutive share options less the number of shares that could have been issued at fair value (determined as the Company’s average share price for the fi nancial year) for the same total proceeds is added to the denominator as the number of shares was issued for no consideration. No adjustment is made to the net profi t.



11. EARNINGS PER SHARE (continued) (b) Diluted earnings per share (continued)

Diluted earnings per share for continuing operations and discontinued operations attributable to equity holders of the Company are calculated as follows:

Continuing operations

Discontinued operations Total

2008 2007 2008 2007 2008 2007

Net profi t attributable to equity holders of the Company ($’000) 147,246 758,761 – 154 147,246 758,915

Weighted average number of ordinary shares in issue for basic earnings per share (‘000) 796,068 795,535 – 795,535 796,068 795,535

Adjustments for share options (‘000) 205 595 – 595 205 595

Weighted average number of ordinary shares for diluted earnings per share (‘000) 796,273 796,130 – 796,130 796,273 796,130

Diluted earnings per share (cents per share) 18.49 95.31 – 0.02 18.49 95.33



12. CASH AND BANK BALANCES


2008$’000

2007$’000

2008$’000

2007$’000

Cash at bank and on hand 83,235 172,825 695 42,806Fixed deposits with fi nancial institutions 180,631 232,882 24,612 3,012

263,866 405,707 25,307 45,818

(a) For the purposes of the consolidated cash fl ow statement, the consolidated cash and cash equivalents comprised the following:

The Group

2008$’000

2007$’000

Cash and bank balances (as above) 263,866 405,707Less : Bank overdrafts (Note 24) (137) (934)Cash and cash equivalents per consolidated cash fl ow statement 263,729 404,773

The currency denomination of cash and bank balances are disclosed in Note 34(a)(i).

(b) The fi xed deposits with fi nancial institutions for the Group and Company mature on varying dates within 3 months (2007: 3 months) from the end of the fi nancial year and have the following weighted average effective interest rates as at the balance sheet date:


2008%

2007%

2008%

2007%

Singapore Dollar 0.4 1.5 0.4 0.5United States Dollar 1.0 3.9 – –Australian Dollar 4.2 6.8 – –Malaysian Ringgit 3.0 3.2 – –



12. CASH AND BANK BALANCES (continued)(c) Acquisition and disposal of subsidiaries (continued)

2007 The aggregate effects of the acquisition of Pan Pacifi c Hotels and Resorts Pte Ltd (“PPHR”) [see Note 19(d)] and disposal of

Mod.Living Pte Ltd (“MOD”) [see Note 19(e)] on the cash fl ows of the Group were as follows:

The Group

Acquisition Disposal

At fair values$’000

Carrying amounts in acquiree’s

books$’000

Carrying amounts

$’000

Identifi able assets and liabilitiesCash and cash equivalents 4,832 4,832 (46)Trade and other receivables 6,365 6,365 (1,302)Inventories – – (1,311)Property, plant and equipment (Note 21) 44 44 (53)Intangibles 14,538 – –Total assets 25,779 11,241 (2,712)

Trade and other payables (2,929) (2,929) 2,161Current income tax liabilities [Note 9(b)] (544) (544) 21Deferred income tax liabilities (Note 28) (2,617) – –Total liabilities (6,090) (3,473) 2,182

Identifi able net assets acquired/(disposed of) 19,689 7,768 (530)Less: Negative goodwill on acquisition (Note 7) (18,089)Cash consideration paid 1,600Less: Cash and cash equivalents in subsidiary acquired (4,832)

Net cash infl ow on acquisition (3,232)

The aggregate cash infl ows arising from the disposal of MOD were as follows:

$’000

Identifi able net assets disposed (as above) 530Gain on disposal (Note 7) 220Cash proceeds from disposal 750Less: Cash and cash equivalents in subsidiary disposed (46)Net cash infl ow on disposal 704



13. TRADE AND OTHER RECEIVABLES


2008$’000

2007$’000

2008$’000

2007$’000

CurrentTrade receivables:– non-related parties 46,603 61,329 169 188– associated companies 25 – – –Less: Allowance for impairment of receivables – non-related parties (526) (605) – –Trade receivables – net 46,102 60,724 169 188

Other receivables:– subsidiaries (non-trade) – – 6,281 5,794– associated companies (non-trade) 10,905 7,367 9,680 6,421– loan to a subsidiary (unsecured) – – 2,318 3,040– loans to associated companies (unsecured) 29,940 7,765 21,570 –– sundry debtors 5,988 4,646 19 21Less: Allowance for impairment of receivables – associated companies (605) (161) – –Other receivables – net 46,228 19,617 39,868 15,276

92,330 80,341 40,037 15,464Non-currentLoans to:– subsidiaries (unsecured) – – 460,910 413,363– associated companies (unsecured) 148,289 153,171 144,026 148,888

148,289 153,171 604,936 562,251

Total trade and other receivables 240,619 233,512 644,973 577,715

(a) Impairment loss on trade and other receivables for the Group recognised as an expense and included in ‘Administrative expenses’ amounted to $812,000 (2007: $401,000).



13. TRADE AND OTHER RECEIVABLES (continued)(b) Interest rate risk

(i) Repricing analysis The non-trade amounts due from subsidiaries and associated companies are interest-free and unsecured.

The loans to subsidiaries and associated companies are on fi xed or fl oating rate basis and the following table shows the loans categorised by the earlier of repricing or expected maturity dates:

2008 The Group The Company

Floating rates

Fixed rates

Interest free

Floatingrates

Fixedrates

Fixedrates

Interestfree

1 to 5 years$’000

Less than 1 year$’000 $’000

Less than 1 year$’000


1 to 5 years$’000 $’000

Loans to subsidiaries – – – 438,438 – 22,472 2,318Loans to associated companies 144,026 29,335 4,868 144,026 21,570 – –

2007 The Group The Company

Floating rates

Fixed rates

Fixedrates

Interestfree

Floating rates

Fixedrates

Interestfree

1 to 5 years$’000


1 to 5 years$’000 $’000


1 to 5 years$’000 $’000

Loans to subsidiaries – – – – 369,578 43,785 3,040Loans to associated companies 127,678 7,765 21,210 4,444 127,678 21,210 –

(ii) Effective interest rates The weighted average effective interest rates for the loans to subsidiaries and associated companies at the balance

sheet date were as follows:


2008%

2007%

2008%

2007%

Loans to subsidiaries– fl oating rate – – 3.0 3.2– fi xed rate – – 2.5 2.5Loans to associated companies– fl oating rate 2.0 2.8 2.0 2.8– fi xed rate 3.5 3.5 3.0 3.0



13. TRADE AND OTHER RECEIVABLES (continued)(c) Maturity of loans to subsidiaries and associated companies The non-trade amounts due from subsidiaries and associated companies are repayable on demand. The loans to associated

companies of $29,335,000 (2007: $7,765,000) are repayable in June 2009 or upon demand by the Company at any time. The non-current loans to subsidiaries and associated companies have no fi xed terms of repayment and are not expected to be repaid within twelve months from the balance sheet date.

(d) The loans to subsidiaries and associated companies subordinated to the secured bank loans of the respective subsidiaries and associated companies are as follows:


2008$’000

2007$’000

2008$’000

2007$’000

Loans subordinated to secured bank loans:Loans to subsidiaries – – 362,091 223,987Loans to associated companies 165,596 148,888 165,596 148,888

165,596 148,888 527,687 372,875

(e) The fair values of non-current trade and other receivables are computed based on cash fl ows discounted using market borrowing rates. The fair values and market borrowing rates used are as follows:

The Group The Company Borrowing rates

2008$’000

2007$’000

2008$’000

2007$’000

2008%

2007%

Loans to subsidiaries:– Floating rate – – 438,438 369,578 3.0 3.3– Fixed rate – – 22,521 43,066 2.3 3.5 – 3.6

Loans to associated companies:– Floating rate 144,026 127,678 144,026 127,678 2.0 2.8– Fixed rate – 20,584 – 20,584 – 3.6 – Interest-free 4,128 4,036 – – 3.3 6.1

148,154 152,298 604,985 560,906



14. DEVELOPMENT PROPERTIES

The Group

2008$’000

2007$’000

Land, at cost 1,207,263 848,992Development costs 149,794 94,983Property taxes, interests and overheads 59,376 36,717

1,416,433 980,692Development profi ts recognised 179,698 67,088Less: Progress billings (321,464) (193,741)

1,274,667 854,039

(a) Borrowing costs of $24,567,000 (2007: $15,584,000) arising on fi nancing specifi cally entered into for the development of properties were capitalised during the fi nancial year and are included in development properties. A capitalisation rate of 2.9% (2007: 3.1%) per annum was used, representing the borrowing costs of the loans used to fi nance the projects.

(b) Bank borrowings and other banking facilities are secured on certain development properties of the Group amounting to $1,099,004,000 (2007: $597,420,000) [Note 24(b)].

(c) As stated in Note 2.2(a), the Group recognises profi ts from the sale of properties using the percentage of completion method. Had the completion of construction method been adopted, the fi nancial effects of the Group as required under Recommended Accounting Practice 11, Pre-Completion Contracts For The Sale Of Development Property, are as follows:

The Group

Decrease2008$’000

(Increase)/ Decrease

2007$’000

Opening balance of retained earnings 55,572 53,158Revenue for the fi nancial year 285,340 (88,292)Net profi t for the fi nancial year 93,756 2,414Development properties at the beginning of the fi nancial year 67,088 66,018Development properties at the end of the fi nancial year 181,890 67,088



14. DEVELOPMENT PROPERTIES (continued)(d) Details of the Group’s development properties are as follows:

PropertyTenure of land

Stage ofcompletion

Expectedcompletiondate

Site area/grossfl oor area

(Sq. m)

Effective interest in

property

Pavilion 11A residential development comprising 180 units of condominium apartments

Freehold 78.0% 2nd Quarter 2009

7,585/21,237 100%

The Regency at Tiong BahruA residential development comprising 158 units of condominium apartments

Freehold 49.1% 1st Quarter 2010

6,129/18,201 60%

Duchess ResidencesA residential development comprising 120 units of condominium apartments

999 year leasehold

31.4% 2nd Quarter 2010

14,144/19,802 70%

SouthbankA development comprising 273 units of mixed offi ce and residential condominium apartments

99 year leasehold

45.1% 1st Quarter 2010

3,852/24,161 70%

Breeze by the EastA residential development comprising 88 units of condominium apartments

Freehold 14.8% 4th Quarter 2010

8,976/12,566 100%

Green Meadows ProjectA residential development comprising 424 units of condominium apartments

Freehold 5.7% 1st Quarter 2011

42,828/63,970 100%

Simei Street 4 ProjectA development comprising 652 units of residential apartments and retail components

99 year leasehold

– 3rd Quarter 2011

32,211/76,260 60%

Spottiswoode ProjectA proposed residential development comprising 231 units of condominium apartments

Freehold – 4th Quarter 2012

9,531/29,586 100%

PanoramaA residential development comprising 223 units of condominium apartments at Kuala Lumpur

Freehold 15.0% 4th Quarter 2010

4,573/32,578 55%

Jalan Conlay ProjectA proposed residential development comprising 500 units of condominium apartments at Kuala Lumpur

Freehold – – 15,989/125,997 60%



15. INVENTORIES

The Group

2008$’000

2007$’000

Trading stock 64 305Food and beverages 1,996 2,037Spares for maintenance 1,406 1,403

3,466 3,745

The cost of inventories recognised as expense and included in ‘cost of sales’ amounted to $31,089,000 (2007: $27,795,000).

16. AVAILABLE-FOR-SALE FINANCIAL ASSETS


2008$’000

2007$’000

2008$’000

2007$’000

At the beginning of the fi nancial year 1,285,910 1,111,051 639,020 593,871Additions 13,463 19,429 13,463 –Disposals (19) (2,715) – –Liquidation of investee – (21) – –Return of capital from investee company – (3,055) – –Fair value (losses)/gains recognised in equity [Note 30(b)] (603,773) 161,221 (254,102) 45,149At the end of the fi nancial year 695,581 1,285,910 398,381 639,020Less: Non-current portion (323,189) (685,979) (26,449) (39,549)Current portion 372,392 599,931 371,932 599,471

At the balance sheet date, available-for-sale fi nancial assets included the following:


2008$’000

2007$’000

2008$’000

2007$’000

Listed securities:– Equity shares – Singapore 665,961 1,243,171 371,932 599,471

Unlisted securities:– Equity shares – Singapore 29,620 42,739 26,449 39,549

695,581 1,285,910 398,381 639,020

Subsequent to the fi nancial year end, the fair value of the listed equity shares of the Group and the Company, based on the closing bid prices at the latest practical date on 9 February 2009, decreased by $30,497,000 and $41,104,000 respectively.

The fair value of the unlisted securities is determined based on the valuation methodology that uses the revalued asset values of the investee companies as a key input.



17. OTHER ASSETS


2008$’000

2007$’000

2008$’000

2007$’000

CurrentDeposits 1,217 19,726 48 1,249Prepayments 5,114 5,245 239 197Deferred expenses 39 39 – –

6,370 25,010 287 1,446Non-currentPayment for purchase of land parcel – 71,096 – –

6,370 96,106 287 1,446

During the fi nancial year ended 31 December 2008, the Group paid for the balance of the tendered price of the land parcel and completed the transaction. The land parcel was reclassifi ed as property, plant and equipment in Note 21.

18. ASSOCIATED COMPANIES


2008$’000

2007$’000

2008$’000

2007$’000

Equity investments at cost 112,584 112,584

At the beginning of the fi nancial year 277,431 209,760Additions – 546Share of profi ts, net of tax 64,587 55,253Share of asset revaluation reserve of an associated company, net of tax [Note 30(c)] – 16,959Dividends received, net of tax (9,805) (4,750)Currency translation differences (32) (337)At the end of the fi nancial year 332,181 277,431

(a) The summarised fi nancial information of associated companies was as follows:

The Group

2008$’000

2007$’000

– Assets 2,700,059 2,568,841– Liabilities 1,328,696 1,394,876– Revenue 702,978 481,885– Net profi t after tax 230,137 220,359

(b) The share of an associated company’s contingent liabilities incurred jointly with other investors (Note 32) amounted to $nil (2007: $9,397,000).

(c) Contingent liabilities of the associated company in which the Group is severally liable (Note 32) amounted to $11,797,000 (2007: $16,990,000).



18. ASSOCIATED COMPANIES (continued) (d) The associated companies are:

Name of companies Principal activities

Country ofbusiness/

incorporation Equity holdingAccounting

year end

2008%

2007%

Vista Development Pte Ltd ^ Property development Singapore 30 by UOL 30 by UOL 31 December

Nassim Park Developments Pte. Ltd. **

Property development Singapore 50 by UOL 50 by UOL 31 December

Brendale Pte Ltd ** Property development Singapore 30 by UOL 30 by UOL 31 December

Marina Centre Holdings Pte Ltd **

Hotelier and property investment

Singapore 23 by UOL 23 by UOL 31 December

Peak Venture Pte. Ltd. ^ Dormant Singapore 50 by UCI 50 by UCI 31 December

Aquamarina Hotel Private Limited **

Hotelier Singapore 25 by UEI 25 by UEI 31 December

Orix-UOL Investments Pte. Ltd. **

Investment holding Singapore 50 by UOD 50 by UOD 31 December

Ardenis Pte Ltd (“Ardenis”) ** Investment holding Singapore 35 by UOD 35 by UOD 31 December

Pilkon Development Company Limited *

Investment holding The British Virgin Islands

39.35 by HPL 39.35 by HPL 31 December

PPHR (Thailand) Company Limited ~

Marketing agent Thailand 48.97 by PHR 48.97 by PHR 31 December

* Not required to be audited under the laws of the country of incorporation.** Audited by PricewaterhouseCoopers LLP Singapore~ Audited by Thana-Ake Advisory Limited, Thailand^ Audited by KPMG, Singapore

(e) Ardenis has a 97% interest in Shanghai Xin Yue Real Estate Development Co., Ltd, a company whose country of incorporation and place of business is The People’s Republic of China and whose principal activity is that of property development.



19. SUBSIDIARIES

The Company

2008 2007

Cost$’000

Market value$’000

Cost$’000

Market value$’000

Listed investments at cost 408,116 538,385 408,116 856,521Unlisted investments at cost 913,640 903,401

1,321,756 1,311,517

Less accumulated impairment charge:At the beginning of the fi nancial year (10,030) (10,740)Impairment charge for the fi nancial year [Note 7 and (a) below] (12,998) –Disposal – 710At the end of the fi nancial year (23,028) (10,030)

1,298,728 1,301,487

(a) Impairment charge During the fi nancial year ended 31 December 2008, an impairment charge of $12,998,000 was recognised for certain of the

Company’s unlisted investments in subsidiaries, being the difference between the carrying amount of the investment and its recoverable amount.



19. SUBSIDIARIES (continued)(b) The subsidiaries are:


Country ofbusiness/incorporation

Cost ofinvestment Equity holding

2008$’000

2007$’000

2008%

2007%

Held by the Company

Hotel Plaza Limited (“HPL”) Hotelier, property owner and investment holding

Singapore 408,116 408,116 81.57 81.57

Hotel Negara Limited Hotelier Singapore 1,519 116,880 100 100

UOL Property Investments Pte Ltd

Property investment Singapore 76,006 76,006 100 100

UOL Capital Investments Pte. Ltd. (“UCI”)

Investment holding Singapore 52,000 52,000 100 100

UOL Overseas Development Pte. Ltd. (“UOD”)

Property development and investment holding

Singapore 50,000 50,000 100 100

UOL Development Pte Ltd Property development Singapore 20,000 20,000 100 100

UOL Equity Investments Pte Ltd (“UEI”)


UOL Overseas Investments Pte Ltd


UOL Management Services Pte Ltd

Property management services & investment

Singapore 2,041 2,041 100 100

Parkroyal Serviced Residences Pte. Ltd.

Management of serviced apartments

Singapore ~ ~ 100 100

United Venture Furnishings Pte Ltd


Mod.Living Pte Ltd (“MOD”) [Note (e) below]

Distributor of furniture and related accessories

Singapore – – – –

UOL Development (Novena) Pte. Ltd.

Property development Singapore 41,436 41,436 100 100

Novena Square Investments Ltd


Novena Square Development Ltd


Secure Venture Investments Limited (“SVIL”) ***

Investment holding Hong Kong 24,972 24,972 100 100



19. SUBSIDIARIES (continued)(b) The subsidiaries are (continued):


Country ofbusiness/incorporation

Cost ofinvestment Equity holding

2008$’000

2007$’000

2008%

2007%

Held by the Company

Kings & Queens Development Pte. Ltd.

Property development Singapore 700 700 70 70

Regency One Development Pte. Ltd.

Property development Singapore 800 800 80 80

UOL Project Management Services Pte. Ltd.

Project management services

Singapore 115 115 100 100

United Regency Pte. Ltd. Property development Singapore 600 600 60 60

Duchess Walk Pte. Ltd. Property development Singapore 700 700 70 70

UOL Claymore Investment Pte. Ltd.

Property investment Singapore 50,000 ~ 100 100

UOL Somerset Investments Pte. Ltd. #

Property investment Singapore 75,000 – 100 –

Secure Venture Development (Simei) Pte. Ltd. #

Property development Singapore 600 – 60 –

UOL Hospitality Pte. Ltd.(“UH”) ^

Investment holding Singapore – ~ – 100

PPHR International Pte. Ltd. ^

Investment holding Singapore – ~ – 100

1,321,756 1,311,517



19. SUBSIDIARIES (continued) (b) The subsidiaries are (continued):


Country ofbusiness/incorporation Equity holding

2008%

2007%

Held by subsidiaries

Promatik Emas Sdn. Bhd.* Property development

Malaysia 55 by UOD 55 by UOD

UOL Serviced Residences Sdn. Bhd. * Rental of serviced apartments

Malaysia 100 by UOD 100 by UOD

Chengdu United Development Co., Ltd In the process of liquidation

The People’s Republic of China

80 by UOD 80 by UOD

Hua Ye Xiamen Hotel Limited* Hotelier The People’s Republic of China

100 by SVIL 100 by SVIL

Suasana Simfoni Sdn. Bhd.* Propertydevelopment

Malaysia 60 by UCI 60 by UCI

Tianjin UOL Xiwang Real Estate Development Co., Ltd*

Propertydevelopment

The People’s Republic of China

90 by UCI 90 by UCI

New Park Hotel (1989) Pte Ltd Hotelier Singapore 100 by HPL 100 by HPL

Parkroyal Hotels & Resorts Pte. Ltd. (“PHR”)

Hotel manager and operator

Singapore 100 by HPL 100 by HPL

United Lifestyle Holdings Pte Ltd Investment holding Singapore 100 by HPL 100 by HPL

HPL Overseas Investments Pte Ltd In the processof liquidation


HPL Properties (Malaysia) Sdn. Bhd.* (“HPM”)

Investment holding Malaysia 100 by HPL 100 by HPL

President Hotel Sdn Berhad (“PHSB”)*

Hotelier Malaysia 66.67 by HPM and

33.33 by HPL

66.67 by HPM and

33.33 by HPL

Success Venture Investments (Australia) Ltd (“SVIA”)

Investmentholding

The British Virgin Islands

60 by HPL 60 by HPL

Success Venture Investments (WA) Limited (“SVIWA”)

Investmentholding

The British Virgin Islands

100 by HPL 100 by HPL

Success City Pty Limited* Dormant Australia 95 by HPL 95 by HPL

Garden Plaza Company Limited * Hotelier Vietnam 100 by HPL 100 by HPL

Grand Elite Sdn. Bhd.* Dormant Malaysia 100 by PHSB 100 by PHSB

Grand Elite (Penang) Sdn. Bhd.* Dormant Malaysia 100 by PHSB 100 by PHSB






2008%

2007%


St Gregory Spa Pte Ltd Management and operator of health and beauty retreats and facilities


Dou Hua Restaurants Pte Ltd Operator of restaurants


Hotel Investments (Suzhou) Pte. Ltd. (“HIS”) Investment holding Singapore 100 by HPL 100 by HPL

Hotel Investments (Hanoi) Pte. Ltd. (“HIH”) Investment holding Singapore 100 by HPL 100 by HPL

YIPL Investment Pte. Ltd. (“YIPL”) Investment holding Singapore 100 by HPL 100 by HPL

Yangon Hotel Limited (“YHL”) ** Hotelier Myanmar 95 by YIPL 95 by YIPL

Westlake International Company * Hotelier Vietnam 75 by HIH 75 by HIH

Suzhou Wugong Hotel Co., Ltd * Hotelier The People’s Republic of China

100 by HIS 100 by HIS

Success Venture Pty. Limited * Trustee company Australia 100 by SVIA 100 by SVIA

Hotel Plaza Property (Singapore) Pte. Ltd. Property developer and hotelier


Parkroyal Hospitality Group Pte. Ltd. Management and operator of serviced apartments


Parkroyal International Pte. Ltd. Managing and licensing of trademarks


Parkroyal Marketing Services Pte. Ltd. Provision of marketing and related services


Parkroyal Technical Services Pte. Ltd. Provision of consultancy and technical services


UOL Hospitality Pte. Ltd.(“UH”) ^ Investment holding Singapore 100 by HPL –

Pan Pacifi c International Pte. Ltd. ^ (previously known as PPHR International Pte. Ltd.) (“PPI”)

Investment holding Singapore 100 by HPL –

Pan Pacifi c Hospitality Pte. Ltd. Manage and operate serviced apartments

Singapore 100 by UH 100 by UH






2008%

2007%


Pan Pacifi c Hotels and Resorts Pte. Ltd. (“PPHR”) [Note (d) below]



Pan Pacifi c Technical Services Pte. Ltd. (previously known as PPHR Technical Services Pte. Ltd.)

Provision of technical services to hotels and serviced apartments


Pan Pacifi c Marketing Services Pte. Ltd. (previously known as PPHR Marketing Services Pte. Ltd.)

Provision of marketing and related services to hotels and serviced apartments


Pan Pacifi c Hotels and Resorts America, Inc. (“PPHRA”) @


United States of America

100 by PPHR 100 by PPHR

Pan Pacifi c Hotels and Resorts Seattle Limited Liability Co (“PPHRS”) @


United States of America

100 by PPHRA 100 by PPHRA

Pan Pacifi c Hotels and Resorts Japan Co., Ltd @


Japan 100 by PPHR 100 by PPHR

PT. Pan Pacifi c Hotels & Resorts Indonesia @ Hotel manager and operator

Indonesia 99 by PPHRand

1 by PPHRS

99 by PPHRand

1 by PPHRS

(c) The following unit trusts are held by:

Name of unit trusts Principal activities

Country of business/constitution Units held

2008%

2007%

SVIASuccess Venture (Darling Harbour) Unit Trust* Hotelier Australia 100 100

Success Venture (Parramatta) Unit Trust* Hotelier Australia 100 100

SVIWASuccess Venture (WA) Unit Trust* Hotelier Australia 100 100

PricewaterhouseCoopers LLP Singapore is the auditor of all subsidiaries of the Group unless otherwise indicated. ~ Less than $1,000* Companies audited by PricewaterhouseCoopers fi rms outside Singapore.** Company audited by Myanmar Vigour Company Limited. YHL is not a signifi cant subsidiary as defi ned under Rule 718 of the Listing

Manual of the Singapore Exchange Securities Trading Limited.*** Company audited by RSM Nelson Wheeler. SVIL is not a signifi cant subsidiary as defi ned under Rule 718 of the Listing Manual of the

Singapore Exchange Securities Trading Limited.# These subsidiaries were newly incorporated during the fi nancial year. @ Not required to be audited under the laws of the country of incorporation.^ These entities were sold by UOL to HPL based on the consolidated net asset value of the entities and their subsidiaries as at 30 September 2008.



19. SUBSIDIARIES (continued)(d) Acquisition of a subsidiary On 4 July 2007, the Company acquired 100% of the issued share capital of PPHR for cash consideration of $1,600,000

(inclusive of transaction costs of $600,000).

PPHR contributed revenue of $7,839,000 and net profi t of $1,559,000 to the Group for the period from 4 July 2007 to 31 December 2007. PPHR’s assets and liabilities at 31 December 2007 were $24,640,000 and $3,987,000 respectively. If the acquisition had occurred on 1 January 2007, Group revenue would have been increased by $8,425,000 and total profi t decreased by $1,034,000 for the fi nancial year ended 31 December 2007.

Fair value of identifi able net assets at the date of acquisition amounted to $19,689,000, resulting in negative goodwill on acquisition of $18,089,000 recognised in the income statement of the Group for the fi nancial year ended 31 December 2007. Details of identifi able net assets acquired are disclosed in Note 12(c).

(e) Disposal of a subsidiary On 23 October 2007, the Company entered into an agreement to dispose its 100% interest in MOD for a cash consideration

of $750,000, net of transaction costs. The sale was completed on 12 November 2007, and the carrying value of the identifi able net assets disposed amounted to $530,000, resulting in a gain on disposal of $220,000 recognised in the income statement of the Group for the fi nancial year ended 31 December 2007. The effects of the disposal of the subsidiary on the Group’s cash fl ows are disclosed in Note 12(c).

20. INVESTMENT PROPERTIES


2008$’000

2007$’000

2008$’000

2007$’000

At the beginning of the fi nancial year 2,284,659 1,658,085 420,391 278,691Currency translation differences (1,056) (24) – –Additions during the fi nancial year 25,451 43,328 13,609 24,550Disposal to a subsidiary during the fi nancial year [Note (b)(ii) below] – – (117,000) –Transfer to property, plant and equipment (Note 21) – (7,264) – –Fair value (losses)/ gains recognised in income statement (106,794) 590,534 (23,865) 117,150At the end of the fi nancial year 2,202,260 2,284,659 293,135 420,391

(a) Investment properties are carried at fair values at the balance sheet date as determined by independent professional valuers. Valuations are made annually based on the properties’ highest-and-best use using various valuation methods such as Direct Market Comparison Method and Income Method.



20. INVESTMENT PROPERTIES (continued)(b) (i) On 30 April 2008, the Company entered into a sale and purchase agreement to sell one of its investment properties,

known as Pan Pacifi c Serviced Suites, to a subsidiary for a total consideration of $150,000,000, resulting in a gain on sale of $33,000,000 recognised in the income statement of the Company (Note 7).

(ii) In the fi nancial year ended 31 December 2006, the Group entered into a sale and purchase agreement on 9 October to sell one of its investment properties, known as Central Plaza, to a third party for a total consideration of $175,000,000. The sale was completed on 9 January 2007, with a gain on sale of $37,050,000 recognised in the income statement of the Group (Note 7).

(c) The investment properties are leased to non-related parties under operating leases [Note 33(d)].

(d) Bank borrowings are secured on certain investment properties of the Group amounting to $807,550,000 (2007: $867,050,000) [Note 24(b)].

(e) The details of the Group’s investment properties at 31 December 2008 were:

Tenure of land

Odeon Towers – a 23-storey commercial building and a 2-storey podium block with 3 basement levels at North Bridge Road, Singapore

999-year leasehold from 1827

Pan Pacifi c Serviced Suites

– a 16-storey tower block comprising serviced apartments and restaurants at Somerset Road, Singapore

Freehold

Faber House – retained interests in a 12-storey commercial building and a 49-lot carpark at Orchard Road, Singapore

Freehold

United Square – a commercial building comprising a 4-storey retail podium with a basement, a 30-storey offi ce tower and 7 carpark decks at Thomson Road, Singapore

Freehold

Novena Square – retained interests in a commercial building comprising two blocks of 18 and 25-storey offi ce towers and a 3-storey retail podium with elevated car parks at Thomson Road, Singapore

99-year leasefrom 1997

The Plaza – retained interests in a 32-storey tower block comprising restaurants, function rooms, shops, offi ces and serviced apartments and two adjacent commercial buildings and a 510-lot car park at Beach Road, Singapore

99-year lease from 1968

One Residency – under construction to build a 287-unit serviced apartment with car parks at Geran No. 26595, Lot 692 Seksyen 57, Kuala Lumpur, Malaysia

Freehold



21. PROPERTY, PLANT AND EQUIPMENT

Land and buildings

Plant,equipment,

furnitureand fi ttings

$’000

Motorvehicles

$’000

Constructionin progress

$’000

Renovationin progress

$’000Total

$’000Freehold

$’000Leasehold

$’000

The Group

Cost or valuationAt 1 January 2008Cost 436,570 158,865 362,301 2,084 – 7,223 967,043Valuation 20,125 39,167 – – – – 59,292

456,695 198,032 362,301 2,084 – 7,223 1,026,335Currency translation differences (33,525) 5,831 (20,179) (11) 6,108 359 (41,417)Transfer from other assets – – – – 71,096 – 71,096Transfer from development properties – – – – 93,895 – 93,895Additions 786 8,763 22,920 379 212,750 23,773 269,371Disposals (1,934) (62) (17,597) (619) – (59) (20,271)Reclassifi cation 3,840 318 3,534 – – (7,692) –Impairment charge [Note (c) below] – – – – (37,000) – (37,000)At 31 December 2008 425,862 212,882 350,979 1,833 346,849 23,604 1,362,009

Cost 406,250 173,715 350,979 1,833 346,849 23,604 1,303,230Valuation 19,612 39,167 – – – – 58,779

425,862 212,882 350,979 1,833 346,849 23,604 1,362,009

Accumulated depreciationAt 1 January 2008 54,607 57,930 215,272 1,891 – – 329,700Currency translation differences (5,405) 1,434 (13,290) (15) – – (17,276)Charge for the fi nancial year 7,808 5,233 25,665 167 – – 38,873Disposals (1,128) (57) (16,795) (584) – – (18,564)At 31 December 2008 55,882 64,540 210,852 1,459 – – 332,733

Net book value at 31 December 2008 369,980 148,342 140,127 374 346,849 23,604 1,029,276



21. PROPERTY, PLANT AND EQUIPMENT (continued)

Land and buildings

Plant,equipment,


$’000

Motorvehicles

$’000

Renovationin progress

$’000Total

$’000Freehold

$’000Leasehold

$’000

The Group

Cost or valuationAt 1 January 2007Cost 415,028 154,269 341,677 2,206 7,077 920,257Valuation 11,320 42,588 – – – 53,908

426,348 196,857 341,677 2,206 7,077 974,165Currency translation differences 5,359 420 (2,991) (43) 140 2,885Acquisition of a subsidiary [Note 12(c)] – – 44 – – 44Additions 3,556 4,586 19,585 92 39,745 67,564Disposals (2,074) (1,536) (20,972) (160) – (24,742)Reclassifi cation 14,681 – 25,058 – (39,739) –Fair value gain arising from owner- occupied property transferred to investment property – 665 – – – 665Transfer from/(to) investment property (Note 20) 8,825 (2,960) – – – 5,865Disposal of a subsidiary [Note 12(c)] – – (100) (11) – (111)At 31 December 2007 456,695 198,032 362,301 2,084 7,223 1,026,335

Cost 436,570 158,865 362,301 2,084 7,223 967,043Valuation 20,125 39,167 – – – 59,292

456,695 198,032 362,301 2,084 7,223 1,026,335

Accumulated depreciationAt 1 January 2007 50,004 56,083 207,677 1,885 – 315,649Currency translation differences 758 (931) (130) (38) – (341)Charge for the fi nancial year– Continuing operations 4,842 4,838 26,640 178 – 36,498– Discontinued operations – 12 22 5 – 39Disposals (997) (673) (18,880) (138) – (20,688)Transfer to investment property (Note 20) – (1,399) – – – (1,399)Disposal of a subsidiary [Note 12(c)] – – (57) (1) – (58)At 31 December 2007 54,607 57,930 215,272 1,891 – 329,700

Net book value at 31 December 2007 402,088 140,102 147,029 193 7,223 696,635



21. PROPERTY, PLANT AND EQUIPMENT (continued)

Plant, equipment,


$’000

Motorvehicles

$’000Total

$’000

The Company

CostAt 1 January 2008 3,216 213 3,429Additions 246 188 434Disposals (166) (211) (377)At 31 December 2008 3,296 190 3,486

Accumulated depreciationAt 1 January 2008 2,212 175 2,387Charge for the fi nancial year 294 39 333Disposals (88) (183) (271)At 31 December 2008 2,418 31 2,449

Net book value at 31 December 2008 878 159 1,037

CostAt 1 January 2007 3,177 213 3,390Additions 715 – 715Disposals (676) – (676)At 31 December 2007 3,216 213 3,429

Accumulated depreciationAt 1 January 2007 2,355 132 2,487Charge for the fi nancial year 368 43 411Disposals (511) – (511)At 31 December 2007 2,212 175 2,387

Net book value at 31 December 2007 1,004 38 1,042

(a) The valuation of a hotel property of Hotel Plaza Limited (“HPL”) was carried out by a fi rm of independent professional valuers on 31 December 1985 on an open market existing use basis, with subsequent additions at cost. The valuation done in 1985 was incorporated in the fi nancial statements. However, a decision was then made subsequently by the Board of Directors of HPL that future valuations of hotel properties would not be incorporated in the fi nancial statements but would be disclosed for information.

(b) At 31 December 2008, the open market value of the hotel properties of the Group (including plant, equipment, furniture and fi ttings) was $1,195,237,000 (2007: $1,288,234,000) and the net book value was $658,450,000 (2007: $684,021,000). The valuations of these hotel properties were carried out by fi rms of independent professional valuers on an open market existing use basis. The surplus on valuation of these hotel properties amounting to $536,787,000 (2007: $604,213,000) has not been incorporated in the fi nancial statements.

(c) An impairment charge of $37,000,000 was recognised for the property under development within “Construction in progress”, being the difference between the carrying amount of the property under development and its recoverable amount. The recoverable amount is based on the market value of the development upon completion net of estimated construction costs as assessed by independent professional valuers.



21. PROPERTY, PLANT AND EQUIPMENT (continued)(d) Borrowing costs of $1,818,000 (2007: nil) arising on fi nancing specifi cally entered into for the development of the hotel

property mentioned Note (b) above were capitalised during the fi nancial year and are included in development in progress. A capitalisation rate of approximately 2.0% (2007: nil) per annum was used, representing the borrowing cost of the loan used to fi nance the development.

(e) In accordance with paragraph 77(e) of FRS 16 (revised 2007), the Company is required to disclose the carrying amount of the leasehold land and buildings in the fi nancial statements had the assets been carried at cost less depreciation at the balance sheet date. The valuation of the leasehold land and buildings was carried out in 1985, and hence it is not possible to obtain the relevant information for such disclosure to be made in the fi nancial statements.

(f) Bank borrowings and other banking facilities are secured on certain hotel properties of the Group [Note 24(b)] amounting to $356,549,000 (2007: $306,935,000).

(g) The details of the Group’s hotel properties at 31 December 2008 were:

Tenure of land

Parkroyal on Kitchener Road – a 534-room hotel with a shopping arcade at Kitchener Road, Singapore Freehold

Parkroyal on Beach Road – a 343-room hotel at Beach Road, Singapore 99-year leasefrom 1968

Pan Pacifi c Orchard – a 206-room hotel at Claymore Road, Singapore Freehold

Crowne Plaza Darling Harbour – a 345-room hotel at Darling Harbour, Sydney, Australia Freehold

Crowne Plaza Parramatta – a 196-room hotel at Parramatta, Australia Freehold

Sheraton Perth Hotel – a 486-room hotel and carpark at Adelaide Terrace, Perth, Australia Freehold

Parkroyal Kuala Lumpur and President House

– a 426-room hotel and a 6-storey podium block at Jalan Sultan Ismail, Kuala Lumpur, Malaysia

Freehold

– a 320-lot carpark at Jalan Sultan Ismail, Kuala Lumpur, Malaysia Leaseholdexpiring in 2080

Parkroyal Penang – a 309-room resort hotel at Jalan Batu Ferringhi, Penang, Malaysia Freehold

Parkroyal Saigon – a 193-room hotel and 4-storey annex block at Nguyen Van Troi Street, Ho Chi Minh City, Vietnam


Hotel Sofi tel Plaza Hanoi – a 309-room hotel and 36-unit of serviced apartment at Thanh Nien Road, Hanoi, Vietnam


Sheraton Suzhou Hotel & Towers

– a 484-room hotel at Xinshi Road, Suzhou, Jiangsu, The People’s Republic of China


Sofi tel Plaza Xiamen – a 390-room hotel at Hubin North Road, Xiamen, The People’s Republic of China


Parkroyal Yangon – a 267-room hotel at the corner of Alan Pya Phaya Road and Yaw Min Gyi Road, Yangon, Union of Myanmar




21. PROPERTY, PLANT AND EQUIPMENT (continued)(h) The details of the Group’s construction in progress at 31 December 2008 were:

Tenure of land

Upper Pickering Street Project – a proposed development comprising 365-room hotel and 44 units of small home offi ce units (“SOHO”)

99-year lease from 2008

Tianjin Hai He Huang Guan – a proposed mixed-use development comprising residential apartments, hotel, offi ce and retail components at Tianjin

Freehold

22. INTANGIBLES

The Group

2008$’000

2007$’000

Trademarks [Note (a) below] 14,115 14,942Goodwill arising on consolidation [Note (b) below] 24,283 24,283

38,398 39,225

(a) Trademarks

The Group

2008$’000

2007$’000

At the beginning of the fi nancial year 14,942 504Acquisition of a subsidiary [Note 12(c)] – 14,538Amortisation for the fi nancial year (827) (100)At the end of the fi nancial year 14,115 14,942

Cost 15,484 15,484Accumulated amortisation (1,369) (542)Net book value 14,115 14,942



22. INTANGIBLES (continued) (b) Goodwill arising on consolidation

The Group

2008$’000

2007$’000

At the beginning of the fi nancial year 24,283 14,159Acquisition of additional interest in a subsidiary – 10,124At the end of the fi nancial year 24,283 24,283

Impairment tests for goodwill Goodwill is allocated to the Group’s cash generating units (“CGUs”) identifi ed according to countries of operation and

business segment. A segment-level summary of the goodwill allocation is analysed as follows:

Hotel operations

2008$’000

2007$’000

Singapore 10,371 10,371The People’s Republic of China 13,081 13,081Malaysia 831 831

24,283 24,283

The recoverable amount of a CGU was determined based on value-in-use calculations. The calculations of the value-in-use were prepared by independent fi rms of professional valuers using the future expected cash fl ows of the CGUs.

Key assumptions used for value-in-use calculations:

The People’sRepublic of China

%Malaysia

%Singapore

%

2008Growth rate 11.6 5.4 3.0Discount rate 12.0 7.3 3.8

2007Growth rate 10.7 3.2 6.5Discount rate 11.0 7.5 7.1



23. TRADE AND OTHER PAYABLES


2008$’000

2007$’000

2008$’000

2007$’000

Trade payables:– non-related parties 41,485 54,397 3,202 3,860– associated companies 20 14 – –– minority shareholders – 551 – –

41,505 54,962 3,202 3,860

Other payables:– rental deposits 13,651 8,527 1,334 981– accrued interest payable 9,064 3,441 1,478 1,303– retention monies due to contractors 5,113 4,971 721 167– accrued development expenditure 7,211 6,922 – –– provision for completed projects 9,463 4,257 2,702 209– accrued operating expenses 35,185 32,431 6,052 5,494– sundry creditors 18,480 17,642 1,131 1,023– subsidiaries (non-trade) – – – 1– minority shareholders (non-trade) 3,020 2,513 – –

101,187 80,704 13,418 9,178

Loans from subsidiaries – – 173,581 320,498

Total trade and other payables 142,692 135,666 190,201 333,536

(a) The non-trade amounts and loans due to subsidiaries and minority shareholders are unsecured and interest free.

(b) At the balance sheet date, the Company has given guarantees in respect of borrowings granted to certain subsidiaries (Note 32). The directors are of the view that there is no signifi cant value to the guarantees issued.



24. BORROWINGS


2008$’000

2007$’000

2008$’000

2007$’000

CurrentBank overdrafts (secured) – 524 – –Bank overdrafts (unsecured) 137 410 – –Bank loans (secured) 4,557 15,728 – –Bank loans (unsecured) 513,609 243,356 160,000 231,100

518,303 260,018 160,000 231,100

Non-current Bank loans (secured) 1,037,319 697,342 – –Bank loans (unsecured) – 75,605 – –3.34% unsecured fi xed rate note due 2012 [Note (a) below] 149,629 149,519 149,629 149,519Unsecured fl oating rate note due 2012 [Note (a) below] 99,752 99,678 99,752 99,678

1,286,700 1,022,144 249,381 249,197

Total borrowings 1,805,003 1,282,162 409,381 480,297

(a) In 2007, the Company issued fi xed rate notes with a nominal value of $150,000,000 (“Fixed Rate Notes”) and fl oating rate notes with a nominal value of $100,000,000 (“Floating Rate Notes”), for which an interest rate hedge has been entered into in 2008 (Note 25).

Fixed Rate Notes Interest is fi xed at 3.34% per annum and is payable semi-annually in arrear on 15 May and 15 November of each year. Unless

previously redeemed or purchased and cancelled, the Fixed Rate Notes will be redeemed at their principal amount on 15 May 2012. The fair value of the Fixed Rate Note calculated using cash fl ows discounted at a market rate of 2.1% (2007: 3.3%) amounted to $156,151,000 (2007: $150,473,000).

Floating Rate Notes Floating interest is calculated at 0.4% over the 6-month Singapore Dollar swap rate per annum and is payable semi-annually

in arrear on the interest payment dates falling on or about 15 May and 15 November in each year. Unless previously redeemed or purchased and cancelled, the Floating Rate Notes will be redeemed at their principal amount on the interest payment date falling on or about 15 May 2012.

(b) Securities granted The bank overdrafts and loans are secured by mortgages on the subsidiaries’ hotel properties, investment properties and

development properties; and/or assignment of all rights and benefi ts with respect to the properties. The net book values of hotel properties, investment properties and development properties which have been pledged as securities are as follows:

The Group

2008$’000

2007$’000

Hotel properties 356,549 306,935Investment properties 807,550 867,050Development properties 1,099,004 597,420

2,263,103 1,771,405



24. BORROWINGS (continued)(c) Interest rate risk

(i) Repricing analysis Interest on the bank loans of the Group is on a fl oating rate basis and the following table indicates the periods in which

the bank loans of the Group will be repriced:

The Group

Within 6 months

$’000

6 to 12 months

$’000Total

$’000

2008Bank loans (secured) 1,041,299 577 1,041,876Bank loans (unsecured) 513,609 – 513,609Unsecured fl oating rate note due 2012 99,752 – 99,752

1,654,660 577 1,655,237

2007Bank loans (secured) 712,708 362 713,070Bank loans (unsecured) 318,961 – 318,961Unsecured fl oating rate note due 2012 99,678 – 99,678

1,131,347 362 1,131,709

The Company

Within 6 months

$’000Total

$’000

2008Bank loans (unsecured) 160,000 160,000Unsecured fl oating rate note due 2012 99,752 99,752

259,752 259,752

2007Bank loans (unsecured) 231,100 231,100Unsecured fl oating rate note due 2012 99,678 99,678

330,778 330,778



24. BORROWINGS (continued)(c) Interest rate risk (continued)

(ii) Effective interest rates The weighted average effective interest rates of total borrowings at the balance sheet date were as follows:

The Group

2008 2007

SGD%

USD%

MYR%

SGD%

USD%

AUD%

MYR%

Bank overdrafts (secured) – – – – – – 7.8Bank overdrafts (unsecured) 5.0 – – 5.0 – – –Bank loans (secured) 2.9 3.2 4.2 3.2 5.8 8.3 4.2Bank loans (unsecured) 2.9 – – 3.2 6.6 – 3.9Unsecured fl oating rate note due 2012 1.6 – – 3.1 – – –

The Company

2008SGD

%

2007SGD

%

Bank loans (unsecured) 3.1 3.2Unsecured fl oating rate note due 2012 1.6 3.1

25. DERIVATIVE FINANCIAL INSTRUMENT


Contractnotional amount

$’000

Fair valueliability

$’000

Contractnotionalamount

$’000

Fair valueliability

$’000

2008Cash-fl ow hedges– Interest rate swaps 140,000 2,121 100,000 1,805

During the fi nancial year, the Company entered into a Singapore dollar interest rate swap to hedge fl oating semi-annual interest payments on borrowings that will mature on or about 15 May 2012 [Note 24(a)]. In addition, during the fi nancial year, a subsidiary entered into a Singapore dollar interest rate swap to hedge fl oating semi-annual interest payments on borrowings that will mature on 5 October 2011.

Fair value gains and losses on the interest rate swaps recognised in the hedging reserve are transferred to the income statement as part of interest expense over the period of the borrowings.



26. LOANS FROM MINORITY SHAREHOLDERS OF SUBSIDIARIES (UNSECURED) Details of the loans from minority shareholders are as follows:

(i) Loans of $2,342,000 (2007: $2,564,000) are interest-free.

(ii) Loan of $9,631,000 (2007: $14,959,000) bears interest calculated on a fi xed rate basis and the effective interest rate as at the balance sheet date is 2.5% (2007: 2.5%) per annum.

(iii) Loans of $64,011,000 (2007: $22,824,000) bear interests calculated based on a bank quoted three-month swap rate on the fi rst business day of each quarter of the calendar year and the effective interest rate as at the balance sheet date is 2.0% (2007: 2.8%) per annum.

(iv) The fair values of loans from minority shareholders are computed based on cash fl ows discounted using market borrowing rates at the balance sheet date and is as follows:

The Group Borrowing rates

2008$’000

2007$’000

2008%

2007%

Loans from minority shareholders:– Floating rate 64,011 22,824 2.0 2.8– Fixed rate 9,652 14,702 2.3 3.5 – 3.6– Interest-free 2,238 2,473 2.8 3.7

75,901 39,999 27. PROVISION FOR RETIREMENT BENEFITS

The Group

2008$’000

2007$’000

Non-current 2,112 2,035

(a) A subsidiary in Malaysia operates an unfunded defi ned benefi t scheme under the Collective Union Agreement for unionised employees and certain management staff. Benefi ts payable on retirement are calculated by reference to length of service and earnings over the employees’ year of employment. Provision for post-employment benefi t obligations is made in the fi nancial statements so as to provide for the accrued liability at the balance sheet date.

(b) The movements during the fi nancial year recognised in the balance sheet were as follows:

The Group

2008$’000

2007$’000

At the beginning of the fi nancial year 2,035 1,875Benefi ts paid (135) (73)Charged to income statement 308 238Exchange differences (96) (5)At the end of the fi nancial year 2,112 2,035



27. PROVISION FOR RETIREMENT BENEFITS (continued)(c) The expense recognised in the income statement may be analysed as follows:

The Group

2008$’000

2007$’000

Current service cost 193 130Interest on obligation 115 108Expense recognised in the income statement 308 238

The charge to the income statement was included under administrative expenses in the income statement.

(d) The principal actuarial assumptions used in respect of the Group’s defi ned benefi t plan were as follows:

The Group

2008%

2007%

Discount interest rate 6.0 6.0Future salary increase 5.5 5.5Infl ation rate 3.5 3.5Normal retirement age (years)– Male 55 55– Female 50 50

28. DEFERRED INCOME TAXES Deferred income tax assets and liabilities are offset when there is a legally enforceable right to set off current income tax assets

against current income tax liabilities and when the deferred income taxes relate to the same fi scal authority. The amounts, determined after appropriate offsetting, are shown on the balance sheets as follows:


2008$’000

2007$’000

2008$’000

2007$’000

Deferred income tax assets– to be recovered within one year (2,077) (690) – –– to be recovered after one year (2,362) (4,353) (325) –

(4,439) (5,043) (325) –

Deferred income tax liabilities– to be settled within one year 50,993 93,432 43,248 86,628– to be settled after one year 123,475 114,928 12,154 11,346

174,468 208,360 55,402 97,974



28. DEFERRED INCOME TAXES (continued) The movements in the deferred income tax account are as follows:


2008$’000

2007$’000

2008$’000

2007$’000

At the beginning of the fi nancial year 203,317 172,881 97,974 99,722Currency translation differences (130) (99) – –Acquisition of subsidiaries [Note 12(c)] – 2,617 – –Tax charge/(credit) to:– income statement [Note 9(a)] 11,419 44,855 808 1,848– equity [Note 30(b),(f)] (43,762) 5,859 (43,705) 5,859Under/ (over) provision in preceding fi nancial year (Note 9) 997 (2,421) – –Effect of change in tax rates– income statement [Note 9(a)] (734) (3,646) – (465)– equity [Note 30(b),(c)] – (9,828) – (8,990)Fair value gain on property, plant and equipment transferred to investment property [Note 30(c)] – 119 – –Transfer to current income tax [Note 9(b)] (1,078) (7,020) – –At the end of the fi nancial year 170,029 203,317 55,077 97,974

Deferred income tax (credited)/ debited against to equity (Note 30) excluding the effects of the changes in tax rates during the fi nancial year are as follows:


2008$’000

2007$’000

2008$’000

2007$’000

Fair value reserves [Note 30(b)] (43,380) 5,859 (43,380) 5,859Asset revaluation reserve [Note 30(c)] – 119 – –Hedging reserve [Note 30(f)] (382) – (325) –

(43,762) 5,978 (43,705) 5,859

Deferred income tax assets are recognised for tax losses carried forward to the extent that realisation of the related tax benefi ts through future taxable profi ts is probable. The Group has unrecognised tax losses of $1,133,000 (2007: $9,413,000) at the balance sheet date which can be carried forward and used to offset against future taxable income subject to those subsidiary companies meeting certain statutory requirements in their respective countries of incorporation. These tax losses have no expiry date, except for $643,000 (2007: $8,600,000) which will expire in the next 3 years.



28. DEFERRED INCOME TAXES (continued) The movements in the deferred income tax assets and liabilities (prior to offsetting of balances within the same tax jurisdiction)

during the fi nancial year are as follows:

The Group Deferred income tax liabilities

Fair value gains$’000

Accelerated tax

depreciation$’000

Fair value gain on

investment properties and

surplus onrevaluation of certain hotel

properties$’000

Unremitted foreign

income, interests

anddividends

$’000

Deferred development

profi t$’000

Other temporary

differences$’000

Total$’000

2008At the beginning of the fi nancial year 89,386 30,074 71,925 5,144 12,929 (1,098) 208,360Change in tax rates – (713) (88) – – 67 (734)Currency translation differences – (317) (54) – – 38 (333)Tax charge/(credit) to income statement (141) 1,685 (8,005) 720 17,048 326 11,633Tax charge to equity (43,380) – – – – – (43,380)Transfer from/(to) current income tax (37) 321 – – (1,362) – (1,078)At the end of the fi nancial year 45,828 31,050 63,778 5,864 28,615 (667) 174,468

2007At the beginning of the fi nancial year 89,900 35,118 37,425 9,466 12,860 (1,528) 183,241Change in tax rates (8,990) (3,252) (838) (947) (1,286) 67 (15,246)Currency translation differences – (24) (2) – – – (26)Acquisition of a subsidiary [Note 12(c)] 2,617 – – – – – 2,617Tax charge/(credit) to income statement – (1,768) 35,221 (3,375) 8,873 363 39,314Tax charge to equity 5,859 – – – – – 5,859Fair value gain on property, plant and equipment transferred to investment property [Note 30(c)] – – 119 – – – 119Transfer to current income tax – – – – (7,518) – (7,518)At the end of the fi nancial year 89,386 30,074 71,925 5,144 12,929 (1,098) 208,360



28. DEFERRED INCOME TAXES (continued) The Group (continued) Deferred income tax assets

Fair value losses

$’000

Excess of depreciation

over capital allowances

$’000Tax losses

$’000Provisions

$’000Total

$’000

2008At the beginning of the fi nancial year – (2,184) (2,169) (690) (5,043)Currency translation differences – – 203 – 203Tax charge/(credit) to income statement – 710 1,460 (1,387) 783Tax credit to equity (382) – – – (382)At the end of the fi nancial year (382) (1,474) (506) (2,077) (4,439)

2007At the beginning of the fi nancial year – (996) (9,364) – (10,360)Effect of change in tax rate – 241 1,531 – 1,772Currency translation differences – – (73) – (73)Tax charge/(credit) to income statement – (1,429) 5,239 (690) 3,120Transfer to current income tax – – 498 – 498At the end of the fi nancial year – (2,184) (2,169) (690) (5,043)

The Company Deferred income tax liabilities

Fair valuegains $’000

Acceleratedtax

depreciation$’000

Fair valuegains on

investmentproperties

$’000

Othertemporary

differences$’000

Total$’000

2008At the beginning of the fi nancial year 86,769 4,316 7,030 (141) 97,974Tax charge/ (credit) to income statement – (40) 707 141 808Tax credit to equity (43,380) – – – (43,380)At the end of the fi nancial year 43,389 4,276 7,737 – 55,402

2007At the beginning of the fi nancial year 89,900 4,812 5,167 (157) 99,722Effect of change in Singapore tax rate (8,990) (481) – 16 (9,455)Tax charge/ (credit) to income statement – (15) 1,863 – 1,848Tax charge to equity 5,859 – – – 5,859At the end of the fi nancial year 86,769 4,316 7,030 (141) 97,974



28. DEFERRED INCOME TAXES (continued) The Company (continued) Deferred income tax assets

Fair value loss on

derivative fi nancial

instrument$’000

Total$’000

2008At the beginning of the fi nancial year – –Tax credit to equity (325) (325)At the end of the fi nancial year (325) (325)

29. SHARE CAPITAL OF UOL GROUP LIMITED

Number of shares

’000Amount

$’000

2008At the beginning of the fi nancial year 796,055 1,075,266Proceeds from share issue:– to holders of share options 17 49At the end of the fi nancial year 796,072 1,075,315

2007At the beginning of the fi nancial year 794,904 1,071,987Proceeds from share issue:– to holders of share options 1,151 3,279At the end of the fi nancial year 796,055 1,075,266

(a) All issued ordinary shares have no par value and are fully paid.

(b) During the fi nancial year, the Company issued 17,000 (2007: 1,151,000) ordinary shares pursuant to the options under the UOL 2000 Share Option Scheme. The newly issued shares rank pari passu in all respects with the previously issued shares.

UOL Group Executives’ Share Option Scheme The UOL Group Executives’ Share Option Scheme (“the 2000 Scheme”) was approved by the shareholders of the Company at

an Extraordinary General Meeting held on 23 May 2000.

Under the terms of the 2000 Scheme, the total number of shares granted shall not exceed 15% of the issued share capital of the Company and the executives may exercise the options by giving notice in writing to the Company in the prescribed form during the option period, accompanied by remittance of the amount of the Offering Price.

The Offering Price is equal to the average of the last dealt prices per share as determined by reference to the daily offi cial list published by the Singapore Exchange Securities Trading Limited for a period of 3 consecutive trading days immediately prior to the relevant offering date.

On 7 March 2008, options were granted pursuant to the 2000 Scheme to the executives of the Company and its subsidiaries to subscribe for 1,408,000 ordinary shares in the Company (known as “the 2008 Options”) at the offer price of $3.68 per ordinary share. 1,388,000 options granted were accepted.



29. SHARE CAPITAL OF UOL GROUP LIMITED (continued) UOL Group Executives’ Share Option Scheme (continued) Statutory information regarding the 2008 Options is as follows:

(i) The vesting of granted options is conditional on the completion of one year of service from the grant date. The option period begins on 7 March 2009 and expires on 6 March 2017 or on the date of termination of employment or in the case of the executive director, on the date he ceases to be the executive director of the Company, whichever is earlier, subject to the provisions of Rule 13 of the Rules of the 2000 Scheme.

(ii) The options may be exercised in full or in respect of 1,000 shares or a multiple thereof, on the payment of the exercise price.

(iii) The persons to whom the options have been granted have no right to participate by virtue of the options in any share issue of any other company in the Group.

(iv) The Group has no legal or constructive obligation to repurchase or settle the options in cash.

Movements in the number of ordinary shares outstanding under options at the end of the fi nancial year and their exercise prices were as follows:

The Group and theCompany

At the beginning

of the fi nancial year

Options granted

during thefi nancial year

Options exercised during the

fi nancial year

Options forfeited

during the fi nancial year

At theend of the

fi nancial year

Exercise/ Subscription

price /$ Option period

Executives’Share Options

20082002 Options 42,000 – – – 42,000 1.81 27.06.2003 to 26.06.20122003 Options 190,000 – – – 190,000 2.05 27.06.2004 to 26.06.20132004 Options 227,000 – 5,000 – 222,000 2.28 21.05.2005 to 20.05.20142005 Options 192,000 – – – 192,000 2.23 09.05.2006 to 08.05.20152006 Options 545,000 – 12,000 18,000 515,000 3.21 18.05.2007 to 17.05.20162007 Options 1,094,000 – – 84,000 1,010,000 4.91 16.03.2008 to 15.03.20172008 Options – 1,388,000 – 74,000 1,314,000 3.68 07.03.2009 to 06.03.2018

2,290,000 1,388,000 17,000 176,000 3,485,00020072002 Options 42,000 – – – 42,000 1.81 27.06.2003 to 26.06.20122003 Options 208,000 – 18,000 – 190,000 2.05 27.06.2004 to 26.06.20132004 Options 448,000 – 209,000 12,000 227,000 2.28 21.05.2005 to 20.05.20142005 Options 409,000 – 205,000 12,000 192,000 2.23 09.05.2006 to 08.05.20152006 Options 1,342,000 – 719,000 78,000 545,000 3.21 18.05.2007 to 17.05.20162007 Options – 1,276,000 – 182,000 1,094,000 4.91 16.03.2008 to 15.03.2017

2,449,000 1,276,000 1,151,000 284,000 2,290,000

Out of the outstanding options for 3,485,000 (2007: 2,290,000) shares, options for 2,171,000 (2007: 1,196,000) shares are exercisable at the balance sheet date. The weighted average share price at the time of exercise was $3.91 (2007: $5.06) per share.

The fair value of options granted on 7 March 2008, determined using The Trinomial Tree Model was $959,524 (2007: $1,033,462). The signifi cant inputs into the model were share price of $3.64 (2007: $4.80) at the grant date, exercise price of $3.68 (2007: $4.91), standard deviation of expected share price returns of 26.76% (2007: 22.47%), option life from 7 March 2009 to 6 March 2018 (2007: 16 March 2008 to 15 March 2017) and annual risk-free interest rate of 1.51% (2007: 2.73%). The volatility measured at the standard deviation of expected share price returns is based on statistical analysis of daily share prices over the last three years.



30. RESERVES


2008$’000

2007$’000

2008$’000

2007$’000

Composition:Share option reserve [Note 30(a)] 3,634 2,772 3,634 2,772Fair value reserve [Note 30(b)] 230,485 789,285 197,159 407,881Asset revaluation reserve [Note 30(c)] 34,426 34,426 – –Capital reserves [Note 30(d)] 119,002 119,002 – –Currency translation reserve [Note 30(e)] (26,470) (5,786) – –Hedging reserve [Note 30(f)] (1,691) – (1,480) –Others – – 598 598

359,386 939,699 199,911 411,251

Revaluation and capital reserves are non-distributable.

(a) Share option reserve


2008$’000

2007$’000

2008$’000

2007$’000

At the beginning of the fi nancial year 2,772 1,877 2,772 1,877Employee share option scheme:– Value of employee services 862 895 862 895At the end of the fi nancial year 3,634 2,772 3,634 2,772

(b) Fair value reserve


2008$’000

2007$’000

2008$’000

2007$’000

At the beginning of the fi nancial year 789,285 626,292 407,881 359,601Change in tax rate – 8,990 – 8,990Fair value (losses)/ gains on available-for-sale fi nancial assets (Note 16) (603,773) 161,221 (254,102) 45,149Deferred tax on fair value losses/ (gains) (Note 28) 43,380 (5,859) 43,380 (5,859)Fair value reserve transferred to income statement on disposal of an available-for-sale fi nancial asset – (1,190) – –

(560,393) 163,162 (210,722) 48,280Amount attributable to minority interests 1,593 (169) – –

(558,800) 162,993 (210,722) 48,280At the end of the fi nancial year 230,485 789,285 197,159 407,881



30. RESERVES (continued)(c) Asset revaluation reserve

The Group

2008$’000

2007$’000

At the beginning of the fi nancial year 34,426 16,387

Change in tax rates – 838Fair value gain arising from the transfer of owner-occupied property to investment property (Note 21) – 665Deferred tax on fair value gain arising from the transfer of owner-occupied property to investment property (Note 28) – (119)Share of associated company (Note 18) – 16,959

– 18,343Amount attributable to minority interests – (304)

– 18,039At the end of the fi nancial year 34,426 34,426

The asset revaluation reserve of the Group does not take into account the surplus of $536,787,000 (2007: $604,213,000) arising from the revaluation of the hotel properties of the Group [Note 21(b)].

(d) Capital reserves Composition of capital reserves is as follows:

The Group

2008$’000

2007$’000

Transfer from asset revaluation reserves for bonus issue of shares by a subsidiary 55,846 55,846Share premium in a subsidiary attributable to the Group 13,360 13,360Goodwill on consolidation 997 997Acquisition of an associated company (See note below) 48,799 48,799

119,002 119,002

There is no movement in capital reserves during the fi nancial year.

The capital reserves arising from the acquisition of an associated company relates to the increase in the fair value of identifi able net assets and liabilities of an investee company attributable to the Group’s previously held interest in that investee company on the date it became an associated company.

(e) Currency translation reserve

The Group

2008$’000

2007$’000

At the beginning of the fi nancial year (5,786) (6,292)Net currency translation differences of fi nancial statements of foreign subsidiaries and borrowings designated as hedges against foreign subsidiaries, net of minority interests (33,583) 1,266Amount attributable to minority interests 12,899 (760)

(20,684) 506At the end of the fi nancial year (26,470) (5,786)



30. RESERVES (continued)(f) Hedging reserve


2008$’000

2007$’000

2008$’000

2007$’000

At the beginning of the fi nancial year – – – –Fair value loss (2,121) – (1,805) –Deferred tax on fair value loss 382 – 325 –

(1,739) – (1,480) –Amount attributable to minority interests 48 – – –

(1,691) – (1,480) –At the end of the fi nancial year (1,691) – (1,480) –

The hedging reserve comprises the effective portion of the accumulated net change in the fair value of interest rate swaps for hedged transactions that have not occurred.

31. DIVIDENDS

The Groupand the Company

2008$’000

2007$’000

Final one-tier dividend paid in respect of the previous fi nancial year of 10.0 cents (2007: 7.5 cents) per share 79,605 59,618Special one-tier dividend paid in respect of the previous fi nancial year of 5.0 cents (2007: 7.5 cents) per share 39,803 59,618

119,408 119,236

At the Annual General Meeting on 28 April 2009, a fi nal one-tier dividend of 7.5 cents per share amounting to a total of $59,705,000 will be recommended. These fi nancial statements do not refl ect these dividends, which will be accounted for in the shareholders’ equity as an appropriation of retained profi ts in the fi nancial year ending 31 December 2009.

32. CONTINGENT LIABILITIES The Company has guaranteed the borrowings of subsidiaries amounting to $635,123,000 (2007: $154,947,000). The borrowings

of subsidiaries were denominated in Singapore Dollar except for the amounts of $32,508,000 (2007: $32,654,000), $3,168,000 (2007: $2,975,000) and $18,480,000 (2007: $17,351,000) which were denominated in United States Dollar, Renminbi and Malaysian Ringgit respectively.

At balance sheet date, the Group has given guarantees of $11,797,000 (2007: $26,387,000) in respect of banking facilities granted to certain associated companies. The guarantees granted are for unsecured banking facilities.

The directors are of the view that no material losses will arise from these contingent liabilities.



33. COMMITMENTS(a) Financial commitments

At the balance sheet date, the Group and the Company have the following fi nancial commitments:


2008$’000

2007$’000

2008$’000

2007$’000

Undrawn loan commitments 17,604 34,435 112,561 87,261

Undrawn loan commitments represent the Group and the Company’s commitment to provide the necessary funds in the form of shareholders loans to enable certain subsidiaries and associated companies to develop properties for sale and to repay bank borrowings.

(b) Capital commitments Capital expenditure contracted for at the balance sheet date but not recognised in the fi nancial statements are as follows:


2008$’000

2007$’000

2008$’000

2007$’000

Expenditure contracted for:– plant and equipment 200,486 212,106 – 8,447– development properties – 200,925 – –– investment properties 10,803 28,842 149 –

211,289 441,873 149 8,447

(c) Operating lease commitments – where a group company is a lessee The Group leases various premises under non-cancellable operating lease agreements. The leases have varying terms,

escalation clauses and renewal rights.

The future aggregate minimum lease payable under non-cancellable operating leases contracted for at the balance sheet date but not recognised as liabilities, are analysed as follows:

The Group

2008$’000

2007$’000

Not later than one year 2,175 1,958Later than one year but not later than fi ve years 3,651 4,800Later than fi ve years 7,802 8,418

13,628 15,176



33. COMMITMENTS (continued)(d) Operating lease commitments – where a group company is a lessor The future minimum lease receivable under non-cancellable operating leases contracted for at the balance sheet date but

not recognised as receivables, are analysed as follows:


2008$’000

2007$’000

2008$’000

2007$’000

Not later than one year 112,345 98,155 17,506 11,350Later than one year but not later than fi ve years 125,487 89,150 23,381 13,490Later than fi ve years – 537 – 537

237,832 187,842 40,887 25,377

The future minimum lease payments receivable under non-cancellable operating leases exclude the portion of lease payments receivable which are computed based on a percentage of the revenue of some of the lessees. The lease payments received during the fi nancial year and recognised in the Group and Company’s revenue from property investments were $1,008,000 (2007: $665,000) and $75,000 (2007: $70,000) respectively.

34. FINANCIAL RISK MANAGEMENT Financial risk factors The Board of Directors provides guidance for overall risk management. The management continually monitors the Group’s risk

management process to ensure that an appropriate balance between risk and control is achieved. Risk management policies and systems are reviewed regularly to refl ect changes in market conditions and the Group’s activities.

The Group’s activities expose it to market risk (including currency risk, interest rate risk and price risk), credit risk and liquidity risk. The Group’s overall risk management strategy seeks to minimise adverse effects from the unpredictability of fi nancial markets on the Group’s fi nancial performance. When necessary, the Group uses fi nancial instruments such as currency forwards and foreign currency borrowings to hedge certain fi nancial risk exposures.

(a) Market risk (i) Currency risk

The Group operates in the Asia Pacifi c region and the United States and is exposed to foreign exchange risk arising from various currency exposures primarily with respect to Australian Dollar (“AUD”), Malaysian Ringgit (“MYR”), Renminbi (“RMB”) and United States Dollar (“USD”). As the entities in the Group transacts substantially in their functional currency, the Group’s exposure to currency risk is not signifi cant.

The Group has a number of investments in foreign subsidiaries whose net assets are exposed to currency translation risk. Currency exposures to the net assets of the Group’s subsidiaries in Australia, Malaysia, Myanmar, The People’s Republic of China and Vietnam are managed through borrowings, as far as is reasonably practical, in foreign currencies which broadly match those in which the net assets are denominated or in currencies that are freely convertible.



34. FINANCIAL RISK MANAGEMENT (continued) (a) Market risk (continued) (i) Currency risk (continued)

The Group’s currency exposure based on the information provided to key management is as follows:

SGD$’000

USD$’000

AUD$’000

MYR$’000

RMB$’000

Others$’000

Total$’000

At 31 December 2008Financial assetsCash and bank balances 190,368 14,360 29,328 18,044 8,677 3,089 263,866Available-for-sale fi nancial assets 695,581 – – – – – 695,581Trade and other receivables 222,188 8,849 3,815 3,139 1,550 1,078 240,619

1,108,137 23,209 33,143 21,183 10,227 4,167 1,200,066

Financial liabilitiesBorrowings (1,696,546) (31,760) – (76,697) – – (1,805,003)Derivative fi nancial instrument (2,121) – – – – – (2,121)Trade and other payables (99,688) (8,742) (7,915) (7,458) (12,036) (6,853) (142,692)Loans from minority shareholders of subsidiaries (73,642) – – (2,342) – – (75,984)Rental deposits (21,061) (131) – (160) – – (21,352)Retention monies (9,178) – – (592) – – (9,770)

(1,902,236) (40,633) (7,915) (87,249) (12,036) (6,853) (2,056,922)

Net fi nancial assets/ (liabilities) (794,099) (17,424) 25,228 (66,066) (1,809) (2,686) (856,856)

Less: Net fi nancial liabilities/ (assets) denominated in the respective entities’ functional currencies (794,055) (23,665) 25,110 (66,066) (1,809) (687)Add: Firm commitments and highly probable forecast transactions in foreign currencies – – – 7,753 – –Currency exposure (44) 6,241 118 7,753 – (1,999)




SGD$’000

USD$’000

AUD$’000

MYR$’000

RMB$’000

Others$’000

Total$’000

At 31 December 2007Financial assetsCash and bank balances 326,702 27,939 27,595 4,834 16,477 2,160 405,707Available-for-sale fi nancial assets 1,285,910 – – – – – 1,285,910Trade and other receivables 214,216 10,284 4,384 3,248 351 1,029 233,512

1,826,828 38,223 31,979 8,082 16,828 3,189 1,925,129

Financial liabilitiesBorrowings (1,174,599) (35,639) (5,965) (65,959) – – (1,282,162)Trade and other payables (70,056) (12,144) (10,214) (7,441) (31,326) (4,485) (135,666)Loans from minority shareholders of subsidiaries (37,783) – – (2,564) – – (40,347)Rental deposits (21,180) – – – – – (21,180)Retention monies (5,862) – – – – – (5,862)

(1,309,480) (47,783) (16,179) (75,964) (31,326) (4,485) (1,485,217)

Net fi nancial assets/ (liabilities) 517,348 (9,560) 15,800 (67,882) (14,498) (1,296) 439,912

Less: Net fi nancial liabilities/ (assets) denominated in the respective entities’ functional currencies 517,358 (39,086) 15,653 (69,458) 200 (1,659)Add: Firm commitments and highly probable forecast transactions in foreign currencies – – – 20,395 – –Currency exposure (10) 29,526 147 21,971 (14,698) 363




The Group does not have signifi cant exposure to currency risk other than USD, RMB and MYR. Assuming that the USD, RMB and MYR change against SGD by 5% (2007: 3%), 5% (2007: 5%) and 5% (2007: 5%) respectively with all other variables including tax rate being held constant, the effects on the profi t after tax will be as follows:

2008 2007

Increase/ (Decrease)

$’000

Increase/ (Decrease)

$’000

The GroupUSD against SGD– strengthens 312 886– weakens (312) (886)

MYR against SGD– strengthens 388 1,099– weakens (388) (1,099)

RMB against SGD– strengthens – (735)– weakens – 735

The Company’s currency exposure based on the information provided to key management and related sensitivity analysis were insignifi cant as at the balance sheet dates as its revenue, purchases and borrowings were contracted or denominated in Singapore Dollar which is the functional and presentation currency.

(ii) Price risk The Group and Company is exposed to equity securities price risk due to its quoted investment in securities listed in

Singapore, which has been classifi ed in the consolidated balance sheet as available-for-sale fi nancial assets. To manage its price risk arising from investments in equity securities, the Group diversifi es its portfolio. Diversifi cation of the portfolio is done in accordance with the limits set by the Board of Directors.

Based on the portfolio of quoted equity securities held by the Group and the Company as at 31 December 2008, if prices for equity securities listed in Singapore change by 10% (2007: 10%) with all other variables including tax rate being held constant, the fair value reserve will be, as a result, higher/lower by $59,901,000 (2007: $113,527,000) and $30,499,000 (2007: $49,157,000) for the Group and the Company respectively.

(iii) Cash fl ow and fair value interest rate risks Cash fl ow interest rate risk is the risk that the future cash fl ows of a fi nancial instrument will fl uctuate because of changes

in market interest rates. Fair value interest rate risk is the risk that the fair value of a fi nancial instrument will fl uctuate due to changes in market interest rates.

The Group’s and the Company’s exposure to cash fl ow interest rate risks arises mainly from non-current variable-rate borrowings. The Group and Company monitors closely the changes in interest rates on borrowings and when appropriate, manages its exposure to changes in interest rates by entering into borrowings on a fi xed rate basis over a longer term.

The Group’s and Company’s variable-rate fi nancial assets and liabilities on which effective hedges have not been entered into, are denominated mainly in SGD. If the SGD interest rates increase/decrease by 1% (2007: 1%) with all other variables including tax rate being held constant, the profi t after tax of the Group and the Company will be lower/higher by $6,305,000 (2007: $8,401,000) and $2,046,000 (2007: $2,708,000) respectively as a result of higher/lower interest expense on these borrowings.



34. FINANCIAL RISK MANAGEMENT (continued) (b) Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in fi nancial loss to the Group. The Group’s and Company’s major classes of fi nancial assets subject to credit risks are bank deposits and trade and other receivables. For trade and other receivables, the Group adopts the policy of dealing only with customers and counterparties of appropriate credit history, and obtaining suffi cient security such as deposits and bankers’ guarantees where appropriate to mitigate credit risk. Bank deposits were mainly placed with fi nancial institutions which have high credit ratings.

Credit exposure to an individual customer or counterparty is generally restricted by credit limits that are approved by the respective management at the entity level based on ongoing credit evaluation. The counterparty’s payment profi le and credit exposure are continuously monitored at the entity level by the respective management and at Group management.

The Group’s and Company’s maximum exposure to credit risk on corporate guarantees provided to bank on subsidiaries’ loans and loan commitments to subsidiaries and associated companies are disclosed in Note 32 and Note 33 respectively.

The credit risk of trade receivables based on the information provided to key management is as follows:

The Group The Company2008$’000

2007$’000

2008$’000

2007$’000

By geographical areasSingapore 34,827 50,488 169 188Australia 3,700 4,114 – –PRC 756 770 – –Malaysia 3,037 3,135 – –Vietnam 2,210 1,839 – –Myanmar 318 363 – –Others 1,254 15 – –

46,102 60,724 169 188By operating segmentsProperty development 27,794 34,662 152 141Property investments 2,452 2,797 – –Hotel operations 12,175 22,923 – –Management services 3,681 342 17 47

46,102 60,724 169 188

(i) Financial assets that are neither past due nor impaired Bank deposits that are neither past due nor impaired are mainly deposits with banks with high credit-ratings assigned by

international credit rating agencies. Trade and other receivables that are neither past due nor impaired are substantially companies with a good collection track record with the Group.

There is no other class of fi nancial assets that is past due and/or impaired except for trade receivables and non-trade receivables from an associated company.

(ii) Financial assets that are past due and/or impaired The age analysis of trade and other receivables past due but not impaired is as follows:


2007$’000

2008$’000

2007$’000

Past due 0 to 3 months 14,671 6,790 43 66Past due 3 to 6 months 593 1,359 – –Past over 6 months 218 384 5 –

15,482 8,533 48 66



34. FINANCIAL RISK MANAGEMENT (continued) (b) Credit risk (continued) (ii) Financial assets that are past due and/or impaired (continued)

The carrying amount of trade and other receivables individually determined to be impaired and the movements in the related allowance for impairment are as follows:


2007$’000

2008$’000

2007$’000

Gross amount 1,169 784 – –-Less: Allowance for impairment (1,131) (766) – –-

38 18 – –

Beginning of fi nancial year 766 693 – 6Currency translation difference (10) – – –Allowance made 812 401 – –Allowance utilised (437) (328) – (6)End of fi nancial year 1,131 766 – –

(c) Liquidity risk The table below analyses the maturity profi le of the Group’s and Company’s fi nancial liabilities (including derivative fi nancial

liabilities) based on contractual undiscounted cash fl ows:


Between1 and 2 years

$’000

Between 2 to 5 years

$’000

Over 5 years

$’000

The GroupAt 31 December 2008Trade and other payables 142,692 – – –Net-settled interest rate swap 758 758 652 –Borrowings 565,781 450,520 903,535 –Loans from minority shareholders of subsidiaries – 34,075 45,825 –Rental deposits – 18,728 2,406 218Retention monies – 930 8,840 –Financial commitments to associated companies 17,605 – – –

726,836 505,011 961,258 218

At 31 December 2007Trade and other payables 135,666 – – –Borrowings 277,750 85,637 1,010,044 42,395Loans from minority shareholders of subsidiaries – 5,575 37,733 –Rental deposits – 10,702 10,478 –Retention monies – 2,550 3,312 –Financial commitments to associated companies 34,313 – – – 447,729 104,464 1,061,567 42,395



34. FINANCIAL RISK MANAGEMENT (continued) (c) Liquidity risk (continued)

Less than1 year$’000

Between1 and 2 years

$’000

Between2 to 5 years

$’000

Over5 years

$’000

The CompanyAt 31 December 2008Trade and other payables 190,201 – – –Interest rate swap 665 665 581 –Borrowings 170,432 7,128 259,785 –Rental deposits – 1,806 1,181 218Financial commitments to subsidiaries 94,956 – – –Financial commitments to associated companies 17,605 – – –

473,859 9,599 261,547 218

At 31 December 2007Trade and other payables 333,536 – – –Borrowings 238,188 – 286,228 –Rental deposits – 1,199 1,458 –Retention monies – 1,357 – –Financial commitments to subsidiaries 52,949 – – –Financial commitments to associated companies 34,312 – – – 658,985 2,556 287,686 –

The Group and Company manage the liquidity risk by maintaining suffi cient cash and marketable securities to enable them to meet their normal operating commitments, having an adequate amount of committed credit facilities and the ability to close market positions at a short notice.

(d) Capital risk The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern and to

maintain an optimal capital structure so as to maximise shareholder value. In order to maintain or achieve an optimal capital structure, the Group may, subject to the necessary approvals from the shareholders, the lending bank, other creditors and/or the regulatory authorities, adjust the amount of dividend payment, return capital to shareholders, issue new shares, buy back issued shares, obtain new borrowings or sell assets to reduce borrowings.

Management monitors capital based on a gearing ratio. The Group and the Company are also required under a note issuance programme to maintain a gearing ratio of not exceeding 200% (2007: 200%). The Group’s and Company’s strategies, which were unchanged from 2007, are to maintain gearing ratios below 150%.

The gearing ratio is calculated as net debt divided by total equity. Net debt is calculated as borrowings (including loans from minority shareholders of subsidiaries) less cash and bank balances.


2008 2007 2008 2007

Net debt ($’000) 1,619,242 916,802 385,879 434,479Total equity ($’000) 3,815,232 4,369,126 2,108,374 2,105,819

Gearing ratio 42% 21% 18% 21%

The Group and the Company are in compliance with all externally imposed capital requirements for the fi nancial years ended 31 December 2007 and 2008.



35. FAIR VALUES Other than as disclosed in Notes 13(e), 24(a) and 26 in the fi nancial statements, the fi nancial assets and fi nancial liabilities are

carried in the balance sheets at amounts which approximate their fair values.

36. RELATED PARTY TRANSACTIONS(a) In addition to the related party information disclosed elsewhere in the fi nancial statements, there were the following

signifi cant transactions between the Group and related parties during the fi nancial year on terms agreed between the parties concerned:


2008$’000

2007$’000

2008$’000

2007$’000

Transactions with directors and their associatesProceeds from sale of development properties 19,799 2,977 – –Rental received 1,449 1,196 203 172

Transactions with associated companiesManagement fee received 508 1,203 – –Accounting and corporate secretarial fee received 120 120 120 120Commission received 2,101 – – –Shareholder’s interest receivable 2,312 2,033 2,312 2,033

Transactions with minority shareholders of subsidiaries with signifi cant infl uenceProceeds from sale of development properties 4,803 2,636 – –Payment of development costs 17,503 17,838 – –

Transactions with banks and insurance companies in which certain directors have interestsInterest earned from fi xed deposits 2,553 4,494 6 684Rental and maintenance fees received 777 660 – –Interest paid on bank loans and overdrafts 29,458 22,742 3,362 548Commitment and facility fee paid 2,782 739 – –Bankers’ guarantee commission 187 220 40 54Rental paid 781 653 – –Insurance premium paid 634 531 109 118

(b) Key management personnel compensation is analysed as follows:

The Group

2008$’000

2007$’000

Salaries and other short-term employee benefi ts 3,219 3,388Directors’ fees 1,018 1,035Post-employment benefi ts – contribution to CPF 34 32Share options granted 182 199

4,453 4,654

Total compensation to directors of the Company included in above amounted to $2,705,000 (2007: $2,780,000).



37. GROUP SEGMENTAL INFORMATION (a) Primary reporting format – business segments

Property development

$’000

Property investments

$’000

Hotel operations

$’000

Management services

$’000Investments

$’000Total

$’000

Financial year ended 31 December 2008Revenue– External sales 379,161 126,104 339,040 24,095 30,776 899,176– Inter-segment sales – 327 4,142 3,074 303,307 310,850

379,161 126,431 343,182 27,169 334,083 1,210,026Elimination (310,850)

899,176

Segment results 121,719 72,864 69,728 6,073 30,720 301,104Miscellaneous income 1,188 3,302 805 685 – 5,980Other losses – – (37,000) – – (37,000)Fair value loss on investment properties – (106,794) – – – (106,794)

122,907 (30,628) 33,533 6,758 30,720 163,290Unallocated costs (7,667)Operating profi ts 155,623Finance income 8,977

164,600Finance expense (18,748)Share of profi ts of associated companies 37,304 20,507 6,776 – – 64,587Profi t before income tax 210,439Income tax expense (46,277)Net profi t 164,162

Other segment itemsCapital expenditure– property, plant and equipment 134 8,395 47,774 318 – 56,621– investment properties – 25,451 – – – 25,451Depreciation and amortisation 19 1,972 36,629 1,080 – 39,700


$’000


$’000

Hotel operations

$’000

Management services

$’000Investments

$’000

Total consolidated

$’000

Segment assets 1,470,261 2,216,764 964,853 25,611 695,584 5,373,073Associated companies 62,997 234,461 34,723 – – 332,181Loans to and amounts due from associated companies 184,265 – 4,273 16 – 188,554Unallocated assets 199,786Consolidated total assets 6,093,594

Segment liabilities 50,550 55,723 55,778 5,736 26 167,813Unallocated liabilities 2,110,549Consolidated total liabilities 2,278,362



37. GROUP SEGMENTAL INFORMATION (continued) (a) Primary reporting format – business segments (continued)


$’000


$’000

Hotel operations

$’000

Management services

$’000Investments

$’000

Total for continuing operations

$’000

Discontinued operations

– trading and retail

operations$’000

Financial year ended 31 December 2007Revenue– External sales 230,442 99,080 322,941 5,428 51,199 709,090 4,402– Inter-segment sales – 815 1,051 2,955 196,733 201,554 –

230,442 99,895 323,992 8,383 247,932 910,644 4,402Elimination (201,554) –

709,090 4,402

Segment results 70,830 59,427 60,888 3,168 50,944 245,257 (9)Miscellaneous income 697 3,212 1,042 111 – 5,062 179Other gains – 37,050 18,089 220 1,190 56,549 –Fair value gain on investment properties – 590,534 – – – 590,534 –

71,527 690,223 80,019 3,499 52,134 897,402 170Unallocated costs (6,702) –Operating profi ts 890,700 170Finance income 9,678 –

900,378 170Finance expense (16,989) –Share of profi ts of associated companies 16,299 32,739 6,215 – – 55,253 –Profi t before income tax 938,642 170Income tax expense (76,825) (16)Net profi t 861,817 154

Other segment itemsCapital expenditure– property, plant and equipment 3 36,065 66,131 3 – 102,202 55– investment properties – 8,635 – – – 8,635 –Depreciation and amortisation 9 1,231 35,345 13 – 36,598 39Write-down of inventory – – – – – – 41


$’000


$’000

Hotel operations

$’000

Management services

$’000Investments

$’000

Total consolidated

$’000

Segment assets 939,169 2,295,138 922,958 948 1,285,929 5,444,142Associated companies 25,738 218,034 33,659 – – 277,431Loans to and non-trade amounts due from associated companies 163,859 – 4,283 – – 168,142Unallocated assets 292,632Consolidated total assets 6,182,347

Segment liabilities 51,819 46,108 57,876 1,111 13 156,927Unallocated liabilities 1,656,294Consolidated total liabilities 1,813,221



37. GROUP SEGMENTAL INFORMATION (continued) (a) Primary reporting format – business segments (continued)

At 31 December 2008, the Group is organised into fi ve main business segments:

(i) Hotel operations operation of hotels in Singapore, Australia, Vietnam, Malaysia, Myanmar and The People’s Republic of China (“PRC”).

(ii) Property investments rental income received from commercial properties and serviced apartments.

(iii) Property development sales of residential properties.

(iv) Management services fees received from managing of properties and projects.

(v) Investments dividend income from equity investments and profi t from sale of quoted investments.

The division of the Group’s results and assets into business segments and geographical segments has been ascertained by reference to direct identifi cation of assets and revenue/cost centres.

Inter-segment transactions are recorded at their transacted price which is generally at fair value.

Unallocated costs represent corporate expenses.

Segment assets consist primarily of property, plant and equipment, investment properties, development properties, available-for-sale fi nancial assets, intangibles, inventories, receivables and operating cash, and exclude investments in associated companies, loans to and non-trade amounts due from associated companies, fi xed deposits and current and deferred income tax assets.

Segment liabilities comprise operating liabilities and exclude tax and corporate borrowings.

Capital expenditures comprise additions to property, plant and equipment and investment properties.

(b) Secondary reporting format – geographical segments The Group’s fi ve business segments operate in six main geographical areas. In Singapore, where the Company is located, the

areas of operation of the Group are principally hotel operations, property development, property investments and investment holdings. The Group also engages in the provision of management services in Singapore.

The main activities in Australia, Vietnam, Malaysia, PRC and Myanmar consist of hotel operations, operation of serviced apartments and investment holdings. The Group also engages in property development in Malaysia.

Revenue, segment results, total assets and capital expenditure are shown by the geographical area where the assets are located.



37. GROUP SEGMENTAL INFORMATION (continued) (b) Secondary reporting format – geographical segments (continued)

Revenue for continuing operations

Revenue for discontinued operations

Total consolidated revenue

2008$’000

2007$’000

2008$’000

2007$’000

2008$’000

2007$’000

Singapore 645,032 481,665 – 4,402 645,032 486,067Australia 104,025 96,643 – – 104,025 96,643Vietnam 41,198 37,068 – – 41,198 37,068Malaysia 54,584 41,351 – – 54,584 41,351PRC 44,207 44,745 – – 44,207 44,745Myanmar 5,986 5,567 – – 5,986 5,567Others 4,144 2,051 – – 4,144 2,051

899,176 709,090 – 4,402 899,176 713,492

Operating profi ts for continuing operations

Operating profi ts for discontinued operations

Total consolidated operating profi ts

2008$’000

2007$’000

2008$’000

2007$’000

2008$’000

2007$’000

Singapore 104,060 847,304 – 170 104,060 847,474Australia 22,465 17,342 – – 22,465 17,342Vietnam 16,219 12,754 – – 16,219 12,754Malaysia 5,831 5,823 – – 5,831 5,823PRC 6,149 7,004 – – 6,149 7,004Myanmar (134) (1,149) – – (134) (1,149)Others 1,033 1,622 – – 1,033 1,622

155,623 890,700 – 170 155,623 890,870

Total consolidated operating assets

2008$’000

2007$’000

Singapore 5,309,973 5,386,276Australia 161,581 205,900Vietnam 69,716 70,148Malaysia 239,761 230,801PRC 296,285 276,155Myanmar 10,255 9,910Others 6,023 3,157

6,093,594 6,182,347

Capital expenditure for continuing operations

Capital expenditure for discontinued operations

Total consolidated capital expenditure

2008$’000

2007$’000

2008$’000

2007$’000

2008$’000

2007$’000

Singapore 37,877 54,666 – 55 37,877 54,721Australia 3,713 24,271 – – 3,713 24,271Vietnam 3,135 1,854 – – 3,135 1,854Malaysia 15,076 21,162 – – 15,076 21,162PRC 21,711 8,652 – – 21,711 8,652Myanmar 560 232 – – 560 232

82,072 110,837 – 55 82,072 110,892



38. NEW OR REVISED ACCOUNTING STANDARDS AND INTERPRETATIONS Certain new standards, amendments and interpretations to existing standards have been published and are mandatory for the

Group’s accounting periods beginning on or after 1 January 2009 or later periods and which the Group has not early adopted. The Group’s assessment of the impact of adopting those standards, amendments and interpretations that are relevant to the Group is set out below:

(a) FRS 1(R) Presentation of Financial Statements The revised standard requires:

• All changes in equity arising from transactions with owners in their capacity as owners to be presented separately from components of comprehensive income;

• Components of comprehensive income not to be included in statement of changes in equity; • Items of income and expenses and components of other comprehensive income to be presented either in a single

statement of comprehensive income with subtotals, or in two separate statements (a separate statement of profi t and loss followed by a statement of comprehensive income);

• Presentation of restated balance sheet as at the beginning of the comparative period when entities make restatements or reclassifi cations of comparative information.

The revisions also include changes in the titles of some of the fi nancial statements primary statements.

The Group will apply the revised standard from 1 January 2009 and provide comparative information that conforms to the requirements of the revised standard. The key impact of the application of the revised standard is the presentation of an additional primary statement, that is, the statement of comprehensive income.

(b) FRS 108 Operating Segments FRS 108 supersedes FRS 14 Segment Reporting and requires the Group to report the fi nancial performance of its operating

segments based on the information used internally by management for evaluating segment performance and deciding on allocation of resources. Such information may be different from the information included in the fi nancial statements, and the basis of its preparation and reconciliation to the amounts recognised in the fi nancial statements shall be disclosed.

The Group will assess the impact of FRS 108 from 1 January 2009 and where necessary, will provide comparative information that conforms to the requirements of FRS 108.

(c) Revised FRS 23 Borrowing Costs The revised standard removes the option to recognise immediately as an expense borrowing costs that are attributable to

qualifying assets, except for those borrowing costs on qualifying assets that are measured at fair value or inventories that are manufactured or produced in large quantities on a repetitive basis.

The Group will apply the revised FRS 23 from 1 January 2009. As the Group has been capitalising the relevant borrowing costs, the revised standard is not expected to have any impact to the Group.

39. EVENTS OCCURRING AFTER BALANCE SHEET DATE On 14 January 2009, a subsidiary of the Company, UOL Equity Investments Pte Ltd (“UEI”), agreed to purchase 15,862,000

ordinary shares in United Industrial Corporation Limited (“UIC”) representing 1.2% of the total issued share capital of UIC from a fi nancial institution at $1.20 per share.

As a result of this transaction, the Group and its related parties have an effective interest of 30.2% of the total issued share capital of UIC. In accordance with Rule 14.1 of the Singapore Code of Takeovers and Mergers and Section 139 of the Securities and Futures Act, Chapter 289 of Singapore, UEI made a mandatory conditional cash offer for all the UIC Shares, other than those already owned, controlled or agreed to be acquired by the Group and its related parties.

Subsequent to the events above, UEI entered into a facility agreement amounting to $1,700,000,000. This facility agreement is guaranteed by the Company.

40. AUTHORISATION OF FINANCIAL STATEMENTS These fi nancial statements were authorised for issue in accordance with a resolution of the Board of Directors of UOL Group

Limited on 24 February 2009.



Corporate Governance Reportfor the year ended 31 December 2008

The Company is committed in its continuing efforts to achieve high standards of corporate governance and business conduct so as to enhance long term shareholder value and safeguard the interests of its stakeholders. It has adopted a framework of corporate governance policies and practices in line with the principles and guidelines set out in the Code of Corporate Governance 2005 (“Code”).

PRINCIPLE 1: THE BOARD’S CONDUCT OF ITS AFFAIRS

The principal responsibilities of the Board are:

1. reviewing and approving the corporate policies, strategies, budgets and fi nancial plans of the Company;2. monitoring fi nancial performance including approval of the annual and interim fi nancial reports;3. overseeing and reviewing the processes for evaluating the adequacy of internal controls, risk management, fi nancial reporting

and compliance;4. approving major funding proposals, investments, acquisitions and divestment proposals;5. planning board and senior management succession and the remuneration policies; and6. assuming responsibility for corporate governance.

To facilitate effective management, certain functions of the Board have been delegated to various Board Committees, which review and make recommendations to the Board on specifi c areas. There are currently four standing board committees appointed by the Board, namely:

Executive CommitteeNominating CommitteeRemuneration CommitteeAudit Committee

The membership and attendance of the Directors for the four standing board committees are set out on page 145.

The Board has conferred upon the Executive Committee (“EXCO”) and Group Chief Executive (“GCE”) certain discretionary limits and powers for capital expenditure, budgeting, treasury and investment activities and human resource management. The levels of authorisation required for specifi ed transactions are specifi ed in a Charter adopted by the Board during the fi nancial year 2006.

The EXCO and GCE are assisted by the management team (“Management”) in the daily operations and administration of the Group’s business activities and the effective implementation of the Group’s strategies. The GCE in turn issues a chart of authority and limits for capital expenditure, budgets, investment and other activities for Management’s compliance.

In addition to the GCE, the key personnel leading the management team are the Chief Operating Offi cer (“COO”) and the Chief Financial Offi cer (“CFO”). The COO and CFO have no familial relationship with each other or with the Chairman.

The EXCO currently comprises four members, namely:

Wee Cho Yaw, ChairmanGwee Lian KhengAlan Choe Fook CheongWee Ee Chao

The EXCO is chaired by the Chairman of the Board and has been given certain authority and functions such as the formulation and review of policies, overall planning and review of strategy as well as dealing with business of an urgent, important or extraordinary nature whilst the GCE is responsible for the day-to-day operations and administration of the Group.

The Board conducts regular scheduled meetings on a quarterly basis. Ad-hoc meetings are convened when circumstances require. The Company’s Articles of Association (“Articles”) allow a board meeting to be conducted by way of telephonic and video-conferencing. The attendance of Directors at meetings of the Board and Board Committees, as well as the frequency of such meetings, is disclosed on page 145.


Corporate Governance Report (continued)for the year ended 31 December 2008

New directors are provided with information on the corporate background, the key personnel, the core businesses, the group structure and fi nancial statements of the Group. Guidance is also given to all Directors on regulatory requirements concerning disclosure of interests and restrictions on dealings in securities and training is made available to Directors on updates/developments in the regulatory framework and environment affecting the Company including those organised by the Singapore Exchange Securities Trading Limited (“SGX-ST”) and the Singapore Institute of Directors .

PRINCIPLE 2: BOARD COMPOSITION AND BALANCE

Currently, the Board comprises nine Directors, fi ve of whom are independent.

With more than half of the Board comprising independent directors and such independent directors having the requisite experience, expertise and standing, the Board is able to exercise objective judgment independently, and no individual or small group of individuals dominate the Board’s decision-making.

The Articles allow for the maximum of twelve Directors. The Board considers the current board size is appropriate, taking into account the nature and scope of the Group’s operations.

The current Board comprises persons who possess diverse corporate experiences and as a group, the relevant qualifi cations and experience and core competencies necessary to manage the Company.

PRINCIPLE 3: CHAIRMAN AND GROUP CHIEF EXECUTIVE (“GCE”)

The Company has a separate Chairman and GCE. The Chairman and GCE have no familial relationship with each other. The GCE has the executive responsibility for the day-to-day operations of the Group. On the other hand, the Chairman provides leadership to the Board. He sets the meeting agenda in consultation with the GCE and ensures that Directors are provided with accurate, timely and clear information.

PRINCIPLE 4: BOARD MEMBERSHIP

The Nominating Committee (“NC”), currently comprises three non-executive Directors of whom two are independent. The NC members are:

Alan Choe Fook Cheong, ChairmanLim Kee MingWee Cho Yaw

The NC is also responsible for re-nomination of Directors at regular intervals and at least every three years. In recommending to the Board any re-nomination and re-election of existing Directors, the NC takes into consideration the Directors’ contribution and performance at Board meetings, including attendance, preparedness, participation and candour.

The independence of the Board is also reviewed annually by the NC. The NC adopts the Code’s defi nition of what constitutes an independent director in its review. As a result of the NC’s review of the independence of each Director for this fi nancial year, the NC is of the view that, save for Wee Cho Yaw, Gwee Lian Kheng, Wee Ee Chao and Wee Ee Lim, all Directors are independent Directors. Each NC member has abstained from deliberations in respect of his own assessment.

Alan Choe Fook Cheong is a non-executive director of The LearningLab Education Centre Pte Ltd, which is a tenant of United Square (owned by UOL Property Investments Pte Ltd, a wholly-owned subsidiary of the Company) from whom rental proceeds exceeding S$200,000 in the year 2008 were received. The NC, with Alan Choe abstaining, regards Alan Choe as an independent Director because he is able to maintain his objectivity and independence at all times in the discharge of his duties as Director of the Company.

Directors of or over 70 years of age are required to be re-appointed every year at the Annual General Meeting (“AGM”) under Section 153(6) of the Companies Act before they can continue to act as a Director. The NC, with each member abstaining in respect of his own re-appointment, has recommended to the Board that Wee Cho Yaw, Alan Choe Fook Cheong and Lim Kee Ming who are over 70 years of age, be nominated for re-appointment at the forthcoming AGM.



Article 94 of the Articles also require one-third of the Directors, or the number nearest to one-third, to retire from offi ce by rotation at every AGM. These Directors may offer themselves for re-election if eligible. The NC has recommended that Wee Ee Chao and Wee Ee Lim who retire by rotation pursuant to this Article, be nominated for re-election as well.

The NC recommends all appointments and re-appointments of Directors to the Board. New directors are appointed by way of a board resolution after the NC recommends their appointment for approval of the Board. New directors thus appointed must submit themselves for re-election at the next AGM pursuant to Article 99 of the Articles. During the year, the NC has recommended the appointment of a new Director, Pongsak Hoontrakul. The NC has recommended that the new director, who retires by rotation pursuant to this Article, be nominated for re-election as well.

The NC makes recommendations to the Board on all board appointments. The search and nomination process for new directors (if any) will be conducted through contacts and recommendations that go through the normal selection process, to ensure the search for the right candidates is as objective and comprehensive as possible.

Details of the Directors’ academic qualifi cations and other appointments are set out on pages 18 to 22.

PRINCIPLE 5: BOARD PERFORMANCE

The NC has assessed the contributions of each Director to the effectiveness of the Board and evaluated the performance of the Board as a whole. In evaluating the performance of the Board as a whole, the NC has adopted certain quantitative indicators which include return on equity, return on assets and the Company’s share price performance.

PRINCIPLE 6: ACCESS TO INFORMATION

Currently, Directors receive regular fi nancial and operational reports on the Group’s businesses and briefi ngs during its quarterly Board meetings, together with management reports comparing actual performance with budget, highlighting key performance indicators. During the quarterly Board meetings, key Management staff who are able to explain and provide insights to the matters to be discussed at the Board meetings are invited to make the appropriate presentations and answer any queries from Directors. Directors who require additional information may approach senior Management directly and independently.

Under the direction of the Chairman, the Company Secretary is responsible for ensuring good information fl ow within the Board and its committees and between senior Management and non-executive Directors, as well as facilitating orientation and assisting with professional development as required.

Directors have separate and independent access to the advice and services of the Company Secretary and may, either individually or as a group, in the furtherance of their duties and where necessary, obtain independent professional advice at the Company’s expense.

The Company Secretary and/or the Deputy Company Secretary attends all Board meetings and ensures that all Board procedures are followed. The Company Secretary, together with Management, ensures that the Company complies with the requirements of the Companies Act and the Listing Manual of the SGX-ST.

PRINCIPLE 7: PROCEDURES FOR DEVELOPING REMUNERATION POLICIES

The Remuneration Committee (“RC”) currently comprises three non-executive Directors of whom two are independent. The RC members are:

Lim Kee Ming, Chairman Wee Cho YawAlan Choe Fook Cheong

The RC is currently chaired by an independent Director. The RC is responsible for ensuring a formal procedure for developing policy on executive remuneration and for fi xing the remuneration packages for Directors and senior Management. The RC recommends for the Board’s endorsement a framework of remuneration which covers all aspects of remuneration, including without limitation, directors’ fees, salaries, allowances, bonuses, options and benefi ts-in-kind. It also administers the UOL 2000 Share Option Scheme.



PRINCIPLE 8: LEVEL AND MIX OF REMUNERATION

In determining remuneration packages, the RC takes into consideration industry practices and norms in compensation.

In relation to Directors, the performance-linked elements of the remuneration package for executive Directors are designed to align their interests with those of shareholders. For non-executive Directors, their remuneration is appropriate to their level of contribution, taking into account factors such as effort and time spent as well as their respective responsibilities.

Mr Gwee Lian Kheng, the only executive Director of the Company, has an employment contract with the Company which may be terminated by either party giving 3 months’ notice. His remuneration package includes a variable bonus element (which is substantially linked to the performance of the Company) and share options of the Company.

The RC makes recommendations to the Board on directors’ fees and allowances. RC members abstain from deliberations in respect of their own remuneration. Details of the total fees and other remuneration of the Directors are set out in the Remuneration Report on page 148. Details of the share options granted to Gwee Lian Kheng, the only executive Director of the Company, during the year are also disclosed on page 56.

PRINCIPLE 9: DISCLOSURE ON REMUNERATION

In relation to employees of the Group, the remuneration policy of the Company seeks to align the interests of such employees with those of the Company as well as to ensure that remuneration is commercially attractive to attract, retain and motivate employees. The typical remuneration package comprises both fi xed and variable components, with a base salary making up the fi xed component and a variable component in the form of a performance bonus and/or share options. The report on the remuneration of the top 5 key executives (who are not directors) of the Company is disclosed on page 148.

Details of the UOL 2000 Share Option Scheme are disclosed on pages 55 and 56.

PRINCIPLE 10: ACCOUNTABILITY

The Board is responsible for providing a balanced and understandable assessment of the Company’s performance, position and prospects, including interim and other price sensitive public reports and reports to regulators, if required. Management provides to members of the Board for their endorsement, annual budgets and targets, and management accounts which present a balanced and understandable assessment of the Company’s performance, position and prospects.

PRINCIPLE 11: AUDIT COMMITTEE (“AC”)

The AC comprises three members, with the members having many years of related accounting and fi nancial management expertise and experience, and all of whom are independent and non-executive Directors. The AC members are:

Lim Kee Ming, ChairmanAlan Choe Fook CheongLow Weng Keong

The AC carries out the functions set out in the Code and the Companies Act. The terms of reference include reviewing the fi nancial statements, the internal and external audit plans and audit reports, the scope and results of the internal audit procedures and proposals for improvements in internal controls, the cost effectiveness, independence and objectivity of the external auditors and interested person transactions.

In performing the functions, the AC has met with the internal and external auditors, without the presence of Management, at least annually and reviewed the overall scope of the internal and external audits and the assistance given by Management to the auditors.

The AC has explicit authority to investigate any matter within its terms of reference. It has full access to, and the co-operation of Management, and full discretion to invite any Director or executive offi cer to attend its meetings. It has reasonable resources to enable it to discharge its functions properly.



The AC has reviewed and is satisfi ed with the independence and objectivity of the external auditors and recommends to the Board the nomination of PricewaterhouseCoopers LLP for re-appointment.

During the year, the AC has reviewed the Code of Business Conduct (“CBC”) which was adopted in 2006. The CBC contains, inter alia, a whistle-blowing policy to encourage and provide a channel to employees to report, in good faith and in confi dence, concerns about possible fraud, improprieties in fi nancial reporting or other matters. The objective of such arrangement is to ensure independent investigation of such matters and for appropriate follow-up action.

PRINCIPLE 12: INTERNAL CONTROLS

The Board recognises the importance of sound internal controls and risk management practices as part of good corporate governance. The Board is responsible for ensuring that Management maintains a sound system of internal controls to safeguard shareholders’ investments and the assets of the Group. The AC, with the assistance of internal and external auditors, has reviewed, and the Board is satisfi ed with, the adequacy of such controls, including fi nancial, operational and compliance controls established by Management.

As the Group continues to expand its business portfolio, it is exposed to a variety of risks. It has put in place guidelines and strategies to manage these risks and to safeguard its business. The key types of risks include operational risks, fi nancial risks and investment risks.

Operational RisksThe Group’s operational risk framework is designed to ensure that operational risks are continually identifi ed, managed and mitigated. This framework is implemented at each operating unit and in the case of the Group’s hotels, is monitored at the Group level by the Group’s asset management team. In the case of the Group’s development projects, these are subject to operating risks that are common to the property development industry and to the particular countries in which the projects are situated. In the case of the Group’s investment and hotel properties, these are subject to operating risks that are common to the property and hotel industries and to the particular countries in which the investment and hotel properties are situated. It is recognised that risks can never be entirely eliminated and the Group must always weigh the cost and benefi t in managing the risks. As a tool to transfer and/or mitigate certain portions of risks, the Group also maintains insurance covers at levels determined to be appropriate taking into account the cost of cover and risk profi les of the businesses in which it operates. Complementing the Management’s role is the internal audit which provides an independent perspective on the controls that help to mitigate major operational risks.

Financial RisksThe Group is exposed to a variety of fi nancial risks, including interest rates, foreign currency, credit and liquidity risks. The management of fi nancial risks is outlined under Note 34 of the Notes to the Financial Statements.

Investment RisksThe Board and EXCO have overall responsibility for determining the level and type of business risk the Group undertakes. The Group has a dedicated Investment Department that evaluates all new investment opportunities on the bases set out by the Board and EXCO. All major investment proposals are submitted to the EXCO and the Board for approval. Ongoing performance monitoring and asset management of new and existing investments are performed by the Group.

PRINCIPLE 13: INTERNAL AUDIT

The Internal Audit Department of the Group is independent of the activities it audits.

The Senior Manager (Internal Audit) has a primary direct reporting line to the AC, with administrative reporting to the GCE.

The Internal Audit Department aims to meet or exceed the Standards for the Professional Practice of Internal Auditing set by the Institute of Internal Auditors. As part of its audit activities, the Internal Audit Department review all interested party transactions and ensure that the necessary controls are in place and are complied with.

The Internal Audit function is adequately resourced and has appropriate standing within the Group. The Senior Manager (Internal Audit), who joined the Group in October 1997, holds a Bachelor of Accountancy (Honours) Degree from the Nanyang Technological University. He is also a non-practising member of the Institute of Certifi ed Public Accountants of Singapore and a Member of the Institute of Internal Auditors (Singapore).

The AC has reviewed and is satisfi ed with the adequacy of the Internal Audit function.



PRINCIPLE 14: COMMUNICATION WITH SHAREHOLDERSPRINCIPLE 15: GREATER SHAREHOLDER PARTICIPATION

The Group engages in regular, effective and fair communication with its shareholders through the quarterly release of the Group’s results, the timely release of material information through the SGXNET of SGX-ST and the publication of the Annual Report. Shareholders and investors can also visit the Company’s website at www.uol.com.sg.

The Company also encourages greater shareholder participation at its annual general meetings and allows shareholders the opportunity to communicate their views on various matters affecting the Company. The Chairpersons of the EXCO, NC, RC and AC are present and available to address questions at general meetings. The external auditors are also present to address any shareholders’ queries on the conduct of audit and the preparation of the Auditor’s Report.

DEALINGS IN SECURITIES

In line with Listing Rule 1207(18) on Dealings in Securities, the Company issues annually, with such updates as may be necessary from time to time, a circular to its Directors, offi cers and employees prohibiting dealings in listed securities of the Group from two weeks to one month, as the case may be, before the announcement of the Group’s quarterly and full-year fi nancial results and ending on the date of announcement of the results, or at any time they are in possession of unpublished material price sensitive information.

ATTENDANCE AT BOARD AND BOARD COMMITTEE MEETINGS

Number of meetings attended in 2008

Name of director BOARD EXCO AC RC NC

Wee Cho Yaw 4 1 1 2Gwee Lian Kheng 4 1Alan Choe Fook Cheong 4 1 4 1 2Lim Kee Ming 4 4 1 2Wee Ee Chao 3 1Low Weng Keong 4 4James Koh Cher Siang 4Wee Ee Lim 4Pongsak Hoontrakul (appointed on 21 May 2008) 2Number of meetings held in 2008 4 1 4 1 2



PARTICULARS OF DIRECTORS

Name of Director/ Academic & Professional Qualifi cations Age

Board Committees as Chairman orMember

Directorship:Date fi rstappointed Date last re-elected

BoardappointmentExecutive/Non-executiveIndependent/Non-independent

Wee Cho Yaw Chinese high school; Honorary Doctor of Letters, National Universityof Singapore

79 EXCO – ChairmanRC – Member NC – Member

23.04.1973 23.04.2008

Non-executiveNon-independent

Gwee Lian KhengBachelor of Accountancy (Hons),University of Singapore;Fellow of Chartered Institute of ManagementAccountants, Chartered Certifi edAccountants, and Institute ofChartered Secretaries and Administrators;Member of Institute of Certifi ed PublicAccountants of Singapore

68 EXCO – Member 20.05.198725.04.2007

ExecutiveNon-independent

Alan Choe Fook Cheong Bachelor of Architecture, University of Melbourne;Diploma in Town & Regional Planning,University of Melbourne;Fellowship Diploma, Royal Melbourne Institute of Technology;Fellow of Singapore Institute of Architects,Singapore Institute of Planners, andRoyal Australian Institute of Architects;Member of Royal Institute of BritishArchitects, Royal Town Planning Institute,Royal Australian Planning Institute andAmerican Planning Association

77 EXCO – MemberAC – MemberRC – MemberNC – Chairman

28.03.197923.04.2008

Non-executiveIndependent

Lim Kee Ming Master of Science (International Trade& Finance) Columbia University, New York;Bachelor of Science (Business Administration)New York University, USA

81 AC – Chairman RC – ChairmanNC – Member

23.04.197323.04.2008


Wee Ee Chao Bachelor of Business Administration, The American University,Washington DC, USA

54 EXCO - Member 09.05.200625.04.2007

Non-executiveNon-independent

Low Weng Keong Fellow of CPA Australia, Institute of CharteredAccountants in England & Wales and Instituteof Certifi ed Public Accountants of Singapore;Associate Member of CharteredInstitute of Taxation (UK)

56 AC Member 23.11.200523.04.2008




PARTICULARS OF DIRECTORS (continued)

Name of Director/ Academic & Professional Qualifi cations Age

Board Committees as Chairman orMember

Directorship:Date fi rstappointed Date last re-elected

BoardappointmentExecutive/Non-executiveIndependent/Non-independent

James Koh Cher SiangBachelor of Arts (Hons) in Philosophy,Political Science and Economics andMaster of Arts from University of Oxford, UK;Master in Public Administration,Harvard University, USA

62 Nil 23.11.200523.04.2008


Wee Ee Lim Bachelor of Arts (Economics), Clark University, USA

47 Nil 09.05.200625.04.2007

Non-executiveNon-Independent

Pongsak Hoontrakul Doctoral degree in Business Administration, Finance Thammasat University; Master in Business Administration, SasinInstitute, Chulalongkorn University; Bachelor of Science degree in Industrial and System Engineering, San Jose Stateof University, USA

48 Nil 21.05.2008 Non-executiveIndependent

Notes :1) Directors’ shareholdings in the Company and related corporations, please refer to pages 54 and 55.2) Directorships or Chairmanships in other listed companies and other major appointments, both present and over the preceding 3 years, please refer

to pages 18 to 22.



REMUNERATION REPORTRemuneration of DirectorsThe following table shows a breakdown (in percentage terms) of the remuneration of Directors and details of share options granted to Directors for the year ended 31 December 2008:

Remuneration BandsSalary

%Bonuses

%

Directors’fees%

Share Option

Grants 1

%

Defi nedContribution

Plans%

Others%

TotalRemuneration

%

ShareOption

Grants 2

Number

$1,750,000 to $2,000,000Gwee Lian Kheng 30 60 5 4 – 1 100 100,000

$250,000 to $1,750,000Nil – – – – – – – –

Below $250,000Wee Cho Yaw – – 100 – – – 100 –Alan Choe Fook Cheong – – 100 – – – 100 –Lim Kee Ming – – 100 – – – 100 –Wee Ee Chao – – 100 – – – 100 –Low Weng Keong – – 100 – – – 100 –James Koh Cher Siang – – 100 – – – 100 –Wee Ee Lim – – 100 – – – 100 –Pongsak Hoontrakul – – 100 – – – 100 –

1 Fair value of share options is estimated using the Trinomial Tree model at date of grant.2 Refers to options granted on 7 March 2008 under the UOL 2000 Share Option Scheme to subscribe for ordinary shares in the capital of the Company. The

options may be exercised at any time during the option period from 7 March 2009 to 6 March 2018 at the offer price of S$3.68 per ordinary share.

Gwee Lian Kheng, an executive director of the Company, has an employment contract with the Company which may be terminated by either party giving three months’ notice. His remuneration package includes a variable bonus element (which is substantially linked to the performance of the Company) and share options of the Company.

Details of the UOL 2000 Share Option Scheme can be found under the “Report of the Directors” section of this Annual Report.

Remuneration of Key EmployeesThe remuneration 1 of the top fi ve key employees of the Group (who are not directors) is analysed into the respective remuneration bands as follows:

$750,000 to $1,000,000Liam Wee Sin

$500,000 to $750,000Amedeo Patrick Imbardelli (Joined on 21 July 2008)

$250,000 to $500,000Wee Wei Ling 2

Foo Thiam Fong WellingtonKam Tin Seah

Below $250,000Nil

1 Included in the remuneration is the value of share options granted during the year (if any) under the UOL 2000 Share Option Scheme. Fair value of share options is estimated using the Trinomial Tree model.

2 Wee Wei Ling is the daughter of Wee Cho Yaw and sister of Wee Ee Chao and Wee Ee Lim.


Interested Person Transactionsfor the year ended 31 December 2008

Name of interested person

Aggregate value of all interested persontransactions during the fi nancial year under review

(excluding transactions less than S$100,000 andtransactions conducted under shareholders’

mandate pursuant to Rule 920 of the Listing Manual)$’000

Directors and their associates:

1 Rental and service income received: 288

2 Consideration for the sale of 4 units to the immediate family members of 2 directors in Nassim Park Residences, a joint residential development with an interested person and a third party 51,073

3 Joint marketing fees received from Nassim Park Developments Pte. Ltd., a joint venture with an interested person and a third party 2,101

Material Contracts

Except as disclosed under the section on Interested Person Transactions above and in Note 36 (Related Party Transactions) of the Notes to the Financial Statements, there were no other material contracts of the Company or its subsidiaries involving the interests of the Group Chief Executive (as defi ned in the SGX-ST Listing Manual), each director or controlling shareholder, either still subsisting at the end of the fi nancial year or if not then subsisting entered into since the end of the previous fi nancial year.


Shareholding Statisticsas at 9 March 2009

Class of shares : Ordinary sharesVoting rights : One vote per share

SIZE OF SHAREHOLDINGS

Range No. of shareholders % No. of shares %

1 – 999 15,431 51.23 2,762,067 0.351,000 – 10,000 12,089 40.14 42,072,409 5.2910,001 – 1,000,000 2,569 8.53 112,518,238 14.131,000,001 and above 30 0.10 638,719,440 80.23Total : 30,119 100.00 796,072,154 100.00

LOCATION OF SHAREHOLDERS

Country No. of shareholders % No. of shares %

Singapore 26,191 86.96 779,579,058 97.93Malaysia 3,352 11.13 13,548,154 1.70Others 576 1.91 2,944,942 0.37Total : 30,119 100.00 796,072,154 100.00

TWENTY LARGEST SHAREHOLDERS

Name No. of Shares %

1. DBS Nominees Pte Ltd 156,994,707 19.722. C Y Wee & Co Pte Ltd 106,562,587 13.393. Wee Investments Pte Ltd 80,535,090 10.124. Tye Hua Nominees (Pte) Ltd 74,345,209 9.345. UOB Kay Hian Pte Ltd 44,744,341 5.626. Citibank Nominees Singapore Pte Ltd 41,452,181 5.217. DBSN Services Pte Ltd 36,890,884 4.638. HSBC (Singapore) Nominees Pte Ltd 36,001,421 4.529. United Overseas Bank Nominees Pte Ltd 16,688,248 2.1010. Raffl es Nominees Pte Ltd 6,819,871 0.8611. Oversea-Chinese Bank Nominees Pte Ltd 3,605,068 0.4512. DB Nominees (S) Pte Ltd 3,450,359 0.4313. Kah Motor Co Sdn Bhd 3,398,345 0.4314. Ho Han Leong Calvin 2,763,860 0.3515. OCBC Nominees Singapore Pte Ltd 2,151,977 0.2716. TM Asia Life Singapore Ltd-Par Fund 2,100,340 0.2617. Ngee Ann Development Pte Ltd 2,000,000 0.2518. OCBC Securities Private Ltd 1,782,246 0.2219. Merrill Lynch (Singapore) Pte Ltd 1,757,678 0.2220. Sunrise Textile Accessories (Pte.) Ltd 1,716,000 0.22

Total : 625,760,412 78.61

Based on information available to the Company as at 9 March 2009, approximately 51% of the issued ordinary shares of the Company is held by the public and therefore, Rule 723 of the SGX-ST Listing Manual is complied with.


Shareholding Statistics (continued)as at 9 March 2009

SUBSTANTIAL SHAREHOLDERS OF UOL GROUP LIMITEDas shown in the Register of Substantial Shareholders

No. of Shares fully paid

NameDirect

InterestDeemedInterest Total % 1

1. Wee Cho Yaw 3,388,151 228,543,584 2 231,931,735 29.132. Wee Ee Cheong 300,534 187,190,264 3 187,490,798 23.553. C Y Wee & Co Pte Ltd 106,562,587 – 106,562,587 13.394. Wee Ee Chao 30,748 82,817,824 4 82,848,572 10.415. Wee Ee Lim 241,489 80,552,192 5 80,793,681 10.156. Wee Investments Pte Ltd 80,535,090 – 80,535,090 10.127. United Overseas Bank Limited (“UOB”) – 78,153,515 6 78,153,515 9.828. Silchester International Investors Limited 72,050,200 – 72,050,200 9.059. Haw Par Corporation Limited – 41,428,805 7 41,428,805 5.20

Notes:1 As a percentage of the issued share capital of the Company, comprising 796,072,154 shares

2 Dr Wee Cho Yaw’s deemed interest in the shares arises as follows: (a) 106,562,587 shares held by C Y Wee & Co Pte Ltd (b) 80,535,090 shares held by Wee Investments Pte Ltd (c) 41,428,805 shares which Haw Par Corporation Limited is deemed to be interested in (d) 17,102 shares held by Kheng Leong Co. (Pte) Ltd

3 Mr Wee Ee Cheong’s deemed interest in the shares arises as follows: (a) 106,562,587 shares held by C Y Wee & Co Pte Ltd (b) 80,535,090 shares held by Wee Investments Pte Ltd (c) 75,485 shares held by E C Wee Pte Ltd (d) 17,102 shares held by Kheng Leong Co. (Pte) Ltd

4 Mr Wee Ee Chao’s deemed interest in the shares arises as follows: (a) 80,535,090 shares held by Wee Investments Pte Ltd (b) 265,565 shares held by Protheus Investment Holdings Pte Ltd (c) 17,102 shares held by Kheng Leong Co. (Pte) Ltd (d) 67 shares held by KIP Investment Holdings Pte Ltd (e) 2,000,000 shares held by KIP Inc

5 Mr Wee Ee Lim’s deemed interest in the shares arises as follows: (a) 80,535,090 shares held by Wee Investments Pte Ltd (b) 17,102 shares held by Kheng Leong Co. (Pte) Ltd

6 UOB’s deemed interest in the shares arises as follows: (a) 74,332,898 shares held in the name of Tye Hua Nominees (Pte) Ltd for the benefi t of UOB (b) 3,500,617 shares held in the name of United Overseas Bank Nominees (Pte) Ltd for the benefi t of United International Securities Limited (c) 320,000 shares held by UOB Asset Management Ltd (“UOBAM”) clients portfolios managed by UOBAM

7 Haw Par Corporation Limited’s deemed interest in the shares arises as follows: (a) 26,561,931 shares held by Haw Par Investment Holdings Pte Ltd (b) 10,527,246 shares held by Haw Par Capital Pte Ltd (c) 1,747,053 shares held by Pickwick Securities Private Ltd (d) 643,656 shares held by Haw Par Equities Pte Ltd (e) 1,424,981 shares held by Straits Maritime Leasing Pte Ltd (f) 300,000 shares held by Haw Par Trading Pte Ltd (g) 223,938 shares held by M&G Maritime Services Pte Ltd


Share Price and Turnoverfor the period from 1 January 2004 to 31 December 2008

1.0

1.4

1.8

2.2

2.6

3.0

3.4

3.8

4.2

4.6

5.0

5.4

5.8

6.2

2.82

02.

980 3.16

03.

280

3.04

03.

000

3.16

03.

540

4.04

04.

700

4.70

05.

200 5.

500

5.30

0 5.55

05.

300

6.05

05.

950

5.40

05.

500

5.55

05.

300

4.76

0

2.57

02.

610 2.

900

2.74

02.

630

2.70

02.

840 3.

140

3.50

03.

920

4.26

04.

260 4.

560

4.60

0 4.78

04.

820 5.

150

5.10

04.

320

4.90

04.

940

4.26

04.

280

2.40

02.

390

2.39

02.

550 2.

780

2.32

02.

290

2.33

02.

380

2.50

0

2.03

02.

050

2.07

01.

960

2.38

02.

440

2.42

02.

230

2.25

02.

280

2.39

02.

410

1.97

0

2.19

02.

180

2.24

02.

270

2.27

02.

280

2.37

02.

380

1.91

0

1.89

01.

710

1.75

02.

240

2.14

02.

140

2.16

02.

200

2.25

02.

000

2.01

02.

120

2.14

02.

170

2.20

02.

230

2.19

02.

300

4.52

04.

300

3.86

0 4.09

03.

940

3.92

03.

490

3.41

03.

150

2.61

02.

090

2.23

0

3.25

0 3.50

03.

500 3.

750

3.78

03.

360

3.20

02.

800

2.22

01.

480 1.

750

1.83

0

Share Price ($)

2004 2005 2006 2007 2008J F M M J JA A S O N D J F M M J JA A S O N D J F M M J JA A S O N D J F M M J JA A S O N D J F M M J JA A S O N D

PricesHigh

Low2008 Prices

High

Low

0

15

30

45

60

75

90

105

120

135

150

165

180

195

Turnover (Million)

2004 2005 2006 2007 2008J F M M J JA A S O N D J F M M J JA A S O N D J F M M J JA A S O N D J F M M J JA A S O N D J F M M J JA A S O N D

Turnover 2008 Turnover

This page is intentionally left blank.


Notice of Annual General Meeting

Notice is hereby given that the 46th Annual General Meeting of the Company will be held at Pan Pacifi c Singapore, Pacifi c 3, Level 1, 7 Raffl es Boulevard, Marina Square, Singapore 039595 on Tuesday, 28 April 2009, at 4.00 p.m. to transact the following business:

AS ORDINARY BUSINESS

Resolution 1 To receive the Financial Statements and the Reports of the Directors and the Auditors for the year ended 31 December 2008.

Resolution 2 To declare a fi rst and fi nal tax-exempt (one-tier) dividend of 7.5 cents per ordinary share for the year ended 31 December 2008.

Resolution 3 To approve Directors’ fees of S$516,250 for 2008 (2007 : S$507,500).Resolution 4 To re-appoint Dr Wee Cho Yaw, who retires pursuant to Section 153(6) of the Companies Act, Cap. 50, as Director

of the Company to hold such offi ce until the next Annual General Meeting of the Company.Resolution 5 To re-appoint Mr Alan Choe Fook Cheong, who retires pursuant to Section 153(6) of the Companies Act, Cap. 50,

as Director of the Company to hold such offi ce until the next Annual General Meeting of the Company.Resolution 6 To re-appoint Mr Lim Kee Ming, who retires pursuant to Section 153(6) of the Companies Act, Cap. 50, as Director

of the Company to hold such offi ce until the next Annual General Meeting of the Company.Resolution 7 To re-elect Mr Wee Ee Chao, who retires by rotation pursuant to Article 94 of the Company’s Articles of Association,

as Director of the Company.Resolution 8 To re-elect Mr Wee Ee Lim, who retires by rotation pursuant to Article 94 of the Company’s Articles of Association,

as Director of the Company.Resolution 9 To re-elect Dr Pongsak Hoontrakul, who was appointed during the year and retires pursuant to Article 99 of the

Company’s Articles of Association, as Director of the Company.Resolution 10 To re-appoint Messrs PricewaterhouseCoopers LLP as Auditors of the Company and authorise the Directors to fi x

their remuneration.

AS SPECIAL BUSINESS

To consider and, if thought fi t, to pass with or without amendments, the following resolutions as Ordinary Resolutions:

Resolution 11 “That approval be and is hereby given to the Directors of the Company to offer and grant options in accordance with the regulations of the UOL 2000 Share Option Scheme (the “2000 Scheme”) and to allot and issue such number of shares as may be issued pursuant to the exercise of share options under the 2000 Scheme, provided always that the aggregate number of shares to be issued pursuant to the 2000 Scheme shall not exceed fi fteen per cent (15%) of the total number of issued shares (excluding treasury shares) in the capital of the Company from time to time.”


Notice of Annual General Meeting (continued)

Resolution 12 “That authority be and is hereby given to the Directors of the Company to:

(a) (i) issue shares in the capital of the Company (“shares”) whether by way of rights, bonus or otherwise; and/or

(ii) make or grant offers, agreements or options (collectively, “Instruments”) that might or would require shares to be issued, including but not limited to the creation and issue of (as well as adjustments to) warrants, debentures or other instruments convertible into shares;

at any time and upon such terms and conditions and for such purposes and to such persons as the Directors may in their absolute discretion deem fi t; and

(b) (notwithstanding the authority conferred by this Resolution may have ceased to be in force) issue shares in pursuance of any Instrument made or granted by the Directors while this Resolution was in force,

provided that:

(1) the aggregate number of shares to be issued pursuant to this Resolution (including shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) does not exceed fi fty per cent (50%) of the total number of issued shares (excluding treasury shares) in the capital of the Company (as calculated in accordance with paragraph (2) below), of which the aggregate number of shares to be issued other than on a pro rata basis to shareholders of the Company (including shares to be issued in pursuance of Instruments made or granted pursuant to this Resolution) does not exceed twenty per cent (20%) of the total number of issued shares (excluding treasury shares) in the capital of the Company (as calculated in accordance with paragraph (2) below);

(2) (subject to such manner of calculation as may be prescribed by the Singapore Exchange Securities Trading Limited (“SGX-ST”)) for the purpose of determining the aggregate number of shares that may be issued under paragraph (1) above, the percentage of issued shares shall be based on the total number of issued shares (excluding treasury shares) in the capital of the Company at the time this Resolution is passed, after adjusting for:

(i) new shares arising from the conversion or exercise of any convertible securities or share options or vesting of share awards which are outstanding or subsisting at the time this Resolution is passed; and

(ii) any subsequent consolidation or subdivision of shares;

(3) in exercising the authority conferred by this Resolution, the Company shall comply with the provisions of the Listing Manual of the SGX-ST for the time being in force (unless such compliance has been waived by the SGX- ST) and the Articles of Association for the time being of the Company; and

(4) (unless revoked or varied by the Company in general meeting) the authority conferred by this Resolution shall continue in force until the conclusion of the next Annual General Meeting of the Company or the date by which the next Annual General Meeting of the Company is required by law to be held, whichever is the earlier.”

BY ORDER OF THE BOARD

Foo Thiam Fong WellingtonSecretary

Singapore, 3 April 2009


Notice of Annual General Meeting (continued)

NotesA member entitled to attend and vote at the Meeting is entitled to appoint not more than two proxies to attend and vote in his stead. A proxy need not be a member of the Company. The instrument appointing a proxy must be deposited at the Registered Offi ce of the Company at 101 Thomson Road, #33-00 United Square, Singapore 307591 not less than 48 hours before the time for holding the Meeting.

Notes to Resolutions1. In relation to Resolution 4, Dr Wee Cho Yaw will, upon re-appointment, continue as the Chairman of the Board of Directors and the Executive

Committee, and as a member of the Remuneration and Nominating Committees. He is considered a non-independent director.

2. In relation to Resolution 5, Mr Alan Choe Fook Cheong will, upon re-appointment, continue as the Chairman of the Nominating Committee and as a member of the Executive, Audit and Remuneration Committees. He is considered an independent director.

3. In relation to Resolution 6, Mr Lim Kee Ming will, upon re-appointment, continue as the Chairman of the Audit and Remuneration Committees, and as a member of the Nominating Committee. He is considered an independent director.

4. In relation to Resolution 7, Mr Wee Ee Chao will, upon re-election, continue as a member of the Executive Committee. He is considered a non-independent director.

5. In relation to Resolution 8, Mr Wee Ee Lim is considered a non-independent director.

6. In relation to Resolution 9, the personal particulars of Dr Pongsak Hoontrakul can be found on the “Board of Directors” section in the Summary Financial Report/Annual Report. He is considered an independent director.

7. Resolution 11 is to empower the Directors to offer and grant options and to issue shares in the share capital of the Company pursuant to the 2000 Scheme, which was approved at the Extraordinary General Meeting of the Company on 23 May 2000. A copy of the Rules governing the 2000 Scheme is available for inspection by shareholders during normal offi ce hours at the Company’s Registered Offi ce.

8. Resolution 12 is to empower the Directors from the date of that meeting until the next Annual General Meeting to issue, or agree to issue shares and/or grant instruments that might require shares to be issued, up to an amount not exceeding fi fty per cent (50%) of the total number of issued shares (excluding treasury shares) in the capital of the Company (calculated as described) of which the total number of shares to be issued other than on a pro rata basis to shareholders of the Company does not exceed twenty per cent (20%) of the total number of issued shares (excluding treasury shares) in the capital of the Company (calculated as described).

IMPORTANT: FOR CPF INVESTORS ONLY1. For investors who have used their CPF monies to buy UOL Group Limited’s

shares, this Report is sent to them at the request of their CPF Approved Nominee and is sent SOLELY FOR INFORMATION ONLY.

2. This Proxy Form is not valid for use by CPF Investors and shall be ineffective for all intents and purposes if used or purported to be used by them.

3. CPF Investors who wish to attend the Meeting as OBSERVERS have to submit their requests through their respective Agent Banks so that their Agent Banks may register with the Company’s Registrar (Please see Note No. 9 on the reverse).

I/We, (Name)

of (Address)

being a member/members of UOL GROUP LIMITED (the “Company”), hereby appoint:

Name Address NRIC/Passport Number Proportion of Shareholdings

No. of Shares %

and/or (please delete as appropriate)

No. of Shares %

or failing him/her, the Chairman of the Meeting as my/our proxy/proxies to attend and vote for me/us on my/our behalf and, if necessary, to demand a poll, at the 46th Annual General Meeting of the Company (the “AGM”) to be held at Pan Pacifi c Singapore, Pacifi c 3, Level 1, 7 Raffl es Boulevard, Marina Square, Singapore 039595, on Tuesday, 28 April 2009 at 4.00 p.m. and at any adjournment thereof. I/We direct my/our proxy/proxies to vote for or against the Resolutions to be proposed at the AGM as indicated below. If no specifi c direction as to voting is given, the proxy/proxies will vote or abstain from voting at his/their discretion, as he/they will on any other matter arising at the AGM. The authority herein includes the right to demand or to join in demanding a poll and to vote on a poll.

To be used on a show of hands To be used in the event of a poll

ResolutionNumber Ordinary Resolutions For * Against *

No. of VotesFor **

No. of VotesAgainst **

1 Adoption of Financial Statements and Reports of the Directors and the Auditors

2 Declaration of First and Final Dividend3 Approval of Directors’ Fees4 Re-appointment (Dr Wee Cho Yaw)5 Re-appointment (Mr Alan Choe Fook Cheong)6 Re-appointment (Mr Lim Kee Ming)7 Re-election (Mr Wee Ee Chao)8 Re-election (Mr Wee Ee Lim)9 Re-election (Dr Pongsak Hoontrakul)

10 Re-appointment of Auditors and Authority for Directors to Fix Their Remuneration

11 Authority for Directors to Issue Shares (Share Option)12 Authority for Directors to Issue Shares (General)

* Please indicate your vote “For” or “Against” with a tick (√ ) within the box provided.** If you wish to exercise all your votes “For” or “Against”, please tick (√ ) within the box provided. Otherwise, please indicate the number of votes as appropriate.

Shares in: Total No. of Shares Held

(a) Depository Register

(b) Register of Members

Total

IMPORTANT: PLEASE READ NOTES ON THE REVERSE

Proxy FormAnnual General Meeting

UOL Group Limited(incorporated in the Republic of Singapore)Company Registration No. 196300438C

Dated this day of 2009

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

2nd fold here

PleaseAffi x

Postage Stamp

3rd fold here

The Company SecretaryUOL Group Limited

101 Thomson Road#33-00 United Square

Singapore 307591

Fold this fl ap for sealing

PROXY FORM

Notes:1. Save for members which are nominee companies, a member of the Company entitled to attend and vote at the AGM is entitled to appoint not more than two proxies

to attend and vote in his/her stead. A proxy need not be a member of the Company. Where a member appoints two proxies, the appointments shall be invalid unless he/she specifi es the proportion of his/her shareholdings (expressed as a percentage of the whole) to be represented by each proxy.

2. This instrument of proxy must be signed by the appointor or his/her duly authorised attorney or, if the appointor is a body corporate, signed by its duly authorised offi cer or attorney or executed under its common seal.

3. A body corporate which is a member may also appoint by resolution of its directors or other governing body, an authorised representative or representatives in accordance with its Articles of Association and Section 179 of the Companies Act, Chapter 50 of Singapore, to attend and vote on behalf of such body corporate.

4. Please insert the total number of shares held by you. If you have Shares entered against your name in the Depository Register (as defi ned in Section 130A of the Companies Act, Chapter 50 of Singapore), you should insert that number of Shares. If you have Shares registered in your name in the Register of Members, you should insert that number of Shares. If you have Shares entered against your name in the Depository Register and Shares registered in your name in the Register of Members, you should insert the aggregate number of Shares entered against your name in the Depository Register and registered in your name in the Register of Members. If no number is inserted, the instrument appointing a proxy or proxies shall be deemed to relate all the Shares held by you.

5. Completion and return of this instrument appointing a proxy shall not preclude a member from attending and voting at the AGM. Any appointment of a proxy or proxies shall be deemed to be revoked if a member attends the AGM in person, and in such event, the Company reserves the right to refuse to admit any person or persons appointed under this instrument of proxy, to the AGM.

6. This instrument appointing a proxy or proxies (together with the power of attorney (if any) under which it is signed or a certifi ed copy thereof) must be deposited at the registered offi ce of the Company at 101 Thomson Road, #33-00 United Square, Singapore 307591, not less than 48 hours before the time fi xed for holding the AGM.

7. Any alteration made in this form must be initialed by the person who signs it.8. The Company shall be entitled to reject this instrument of proxy if it is incomplete, improperly completed or illegible or where the true intentions of the appointor are not

ascertainable from the instructions of the appointor specifi ed in this instrument of proxy. In addition, in the case of a member whose Shares are entered against his/her name in the Depository Register, the Company shall be entitled to reject any instrument of proxy lodged if such member, being the appointor, is not shown to have Shares entered against his/her name in the Depository Register as at 48 hours before the time appointed for holding the AGM, as certifi ed by The Central Depository (Pte) Limited to the Company.

9. Agent Banks acting on the request of the CPF Investors who wish to attend the AGM as Observers are requested to submit in writing, a list with details of the investors’ names, NRIC/passport numbers, addresses and number of shares held. The list, signed by an authorised signatory of the Agent Bank, should reach the Company’s Registrar, Boardroom Corporate & Advisory Services Pte. Ltd. at 3 Church Street, #08-01 Samsung Hub, Singapore 049483, at least 48 hours before the time fi xed for holding the AGM.

designed and produced bygreymatter williams and phoa (asia)

01 Performance Highlights02 Prudent Capital Management 04 Clear Earnings Visibility06 Two-Year Financial Highlights & Quarterly Results07 Key Financial Trends & Financial Calendar08 Our Core Values10 Milestones12 Awards & Accolades13 Corporate Information14 Chairman’s Statement18 Board of Directors23 Key Management Executives26 UOL Group Structure28 Operation Highlights44 Property Summary 200847 Simplifi ed Group Financial Position48 Five-Year Financial Summary50 Segmental Performance Analysis

52 Value-Added Statement54 Report of the Directors58 Statement by Directors59 Independent Auditor’s Report to the Members of UOL Group Limited 60 Income Statements61 Balance Sheets63 Consolidated Statement of Changes in Equity64 Statement of Changes in Equity65 Consolidated Cash Flow Statement67 Notes to the Financial Statements 140 Corporate Governance Report149 Interested Person Transactions and Material Contracts150 Shareholding Statistics152 Share Price and Turnover156 Notice of Annual General Meeting Proxy Form

One of Singapore’s established property companies, with an impressive portfolio of investment and development properties, UOL is embarking on an exciting phase of expansion. Our aim is to create a robust portfolio in high-growth regions through direct investment or strategic collaborations with overseas partners.

Founded on a spirit of enterprise and innovation in 1963, our unwavering commitment to design and quality excellence is refl ected in all our development projects, winning us prestigious prizes such as the FIABCI Prix

and being in the top 5 fi nalists for the International Highrise Award.

The Group’s diversifi ed portfolio comprises residential apartments, offi

two are managed under the Pan PacifiPacifi c brand for third party owners.

As we stay rooted to our core values of Passion, Innovation, Enterprise and People, we will continue to leverage on our strengths to create value for our stakeholders.

About Us

Contents

This report is printed on recycled paper

ANNUAL REPORT 2008FROM STRENGTH TO STRENGTH

UO

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imited

Company Registration No: 196300438C

101 Thomson Road#33-00 United SquareSingapore 307591

Tel: (65) 6255 0233Fax: (65) 6252 9822

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from strength to strength - uol group limiteduol group limited annual report 2008 1 performance...

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