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Full Annual Report 2006 - Singapore Technologies Engineering

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THE WINNING<br />

SPIRIT<br />

ANNUAL REPORT <strong>2006</strong>


CONTENTS<br />

01 The Winning Spirit<br />

10 Letter to Shareholders<br />

16 Financial Highlights<br />

22 Board of Directors<br />

26 Senior Management<br />

30 Organisation Chart<br />

32 Corporate Governance<br />

44 Environment, Health and Safety<br />

45 Corporate Social Responsibility<br />

46 Investor Relations<br />

48 Investor Relations Calendar <strong>2006</strong><br />

48 Financial Calendar 2007<br />

49 Share Price Performance<br />

50 Human Resources<br />

54 Awards and Commendations<br />

56 Operating Financial Review<br />

62 ST <strong>Engineering</strong> at a Glance<br />

89 Financial <strong>Report</strong>


1<br />

The winning spirit entails more than<br />

performance. It is an active and<br />

adaptive mindset – one that defies odds,<br />

embraces the courage to be different, and<br />

determination in the face of adversity.<br />

ST <strong>Engineering</strong> empowers its people to<br />

direct positive energy into innovation<br />

and achievement. With the winning<br />

spirit, challenges are transformed into<br />

opportunities, problems into successes.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 10<br />

Letter to Shareholders<br />

The Group recorded double digit growth for a second straight year in <strong>2006</strong>.<br />

Our net profit rose by 12% to $445.1m on the strength of the Aerospace<br />

and Electronics sectors and higher contributions from our overseas<br />

acquisitions. Group turnover was up 34% to $4.49b, while profit before tax<br />

increased 12% to $564.3m. Our earnings per share were 15.2 cents, an<br />

increase of 11%. Economic Value Added grew 13% to $327.8m. Return<br />

on equity was a very respectable 28.4%, higher than the 26.5% in 2005.<br />

Cash and cash equivalents, including funds under management, remained a<br />

healthy $1.4b.<br />

Dear Shareholders<br />

Global markets continued their upward momentum in <strong>2006</strong>,<br />

with <strong>Singapore</strong>’s growth at a new high compared to recent<br />

years. Higher interest rates and oil prices, however, threatened<br />

to hinder economic activity and exerted pressure on bottom<br />

lines for most industries. While higher oil prices have minimal<br />

direct impact on the Group, they affected the aviation industry,<br />

increasing the cost of operations for airlines already in a difficult<br />

market compounded by heightened competition from low cost<br />

carriers. China appears to have had some success in cooling<br />

its economy and growth continued to be strong, aided in part<br />

by the build up to the 2008 Olympics. India is another growing<br />

market where the Group seeks to increase its presence.<br />

Another area of opportunity is the booming Gulf States.<br />

While various geographies pose different challenges,<br />

they serve as opportunities for the Group as we grow our<br />

presence globally.<br />

Against this backdrop, the ST <strong>Engineering</strong> Group enjoyed<br />

another good year in <strong>2006</strong> with net profit growing by 12%<br />

to $445.1m.<br />

Becoming a Global Entity<br />

The Group today is a global entity operating in five continents,<br />

spanning 20 countries and 35 cities.<br />

With our recent acquisitions, the profile of our business mix<br />

is increasingly global and commercial, due to the nature and<br />

location of these new acquisitions. These new additions have<br />

steadily increased their contributions to the Group, enabling<br />

us to diversify our earnings stream. As a vital part of our total<br />

business mix, the Group’s defence business continues to grow<br />

with new solutions and product offerings. Customers are<br />

increasingly focused on the total cost of ownership and market<br />

best practices. Our flexibility to leverage on the interplay<br />

between our defence and commercial businesses, and tapping<br />

the strengths of each, helps strengthen the Group’s ability to<br />

provide innovative and cost effective systems and solutions.<br />

Group revenues outside of Asia has today grown to 47%<br />

from 28% in 2002, reflecting our geographic spread and<br />

global customer base which covers more than 60 countries.<br />

Globalisation helps to diversify geographic-centric economic<br />

and political factors, thereby hedging the interests of the Group.<br />

Globalisation is the cornerstone of our strategy for growth and<br />

to build leading businesses to add vigour to the Group. We


11<br />

Peter SEAH Lim Huat Chairman (left) TAN Pheng Hock President and CEO (right)<br />

select each new addition carefully to enhance the value of our<br />

existing businesses, expand our technologies and capabilities,<br />

address new markets, enlarge our customer base, and infuse<br />

fresh talent into our cosmopolitan workforce.<br />

In line with our globalisation thrust, this year we acquired two<br />

companies in the US – one in simulation and digital media,<br />

and another in specialty vehicles. In addition, a joint venture<br />

company was formed with Kalyani Group for the research,<br />

development and manufacture of military land-based products<br />

and solutions, specifically large calibre guns and small arms<br />

for India’s defence and security requirements. Our Aerospace<br />

sector is starting an aircraft maintenance facility in Panama in<br />

2Q2007, which enhances our aerospace global network and<br />

complements the existing North American facilities in Mobile,<br />

Alabama, and San Antonio, Texas.<br />

Growing by Double Digit<br />

The Group recorded double digit growth for a second straight<br />

year in <strong>2006</strong>. Our net profit rose by 12% to $445.1m on the<br />

strength of the Aerospace and Electronics sectors and higher<br />

contributions from our overseas acquisitions. Group turnover<br />

was up 34% to $4.49b, while profit before tax increased<br />

12% to $564.3m. Our earnings per share were 15.2 cents,<br />

an increase of 11%. Economic Value Added grew 13% to<br />

$327.8m. Return on equity was a very respectable 28.4%,<br />

higher than the 26.5% in 2005. Cash and cash equivalents,<br />

including funds under management, remained a healthy $1.4b.<br />

ST <strong>Engineering</strong>’s market cap reached $9.07b as at end<br />

December <strong>2006</strong>, compared to $8.33b at the close of 2005.<br />

Recognising our Shareholders<br />

The ST <strong>Engineering</strong> Board of Directors is proposing to pay<br />

100% of <strong>2006</strong> net profit of $445.1m to our loyal shareholders<br />

as dividends. This will translate into a dividend of 15.11 cents<br />

per share, and a dividend yield of 5.1%. The dividends comprise<br />

an ordinary tax exempt (one-tier) dividend of 4 cents per share,<br />

and a special tax exempt (one-tier) dividend of 11.11 cents<br />

per share. The Group plans to start paying half-year interim<br />

ordinary dividends from 2007.<br />

Winning the Trust of Customers<br />

Contracts announced during the year exceeded US$1.3b.<br />

The figure does not include smaller projects nor represent the<br />

Group’s total sales. These contract wins expanded our order<br />

book to an all time high of $7.37b by yearend.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 12<br />

Letter to Shareholders<br />

We won several significant contracts in <strong>2006</strong>. Among them<br />

were the US$635m Airbus contract for total aviation support<br />

to Skybus, Airlines, a new carrier a new in carrier the US; in the two US; roll-on two roll-off roll-on vessels rolloff<br />

be vessels used by to be Airbus used to by transport Airbus to large transport aircraft large components, aircraft<br />

to<br />

including components, sections including for their sections new A380 for their aircraft; new A380 and two aircraft; and<br />

two shipbuilding contracts contracts from from the US the Navy US Navy amounting amounting to over to over<br />

US$360m, namely the Egyptian Navy fast missile craft project<br />

and a missile range instrumentation ship. The latter project is<br />

significant as it marks the first time we have won a contract<br />

from the US Navy since we acquired VT Halter Marine in 2002.<br />

Our Electronics sector’s foothold in the Chinese rail market<br />

now totals nearly $50m, including three projects in Guangzhou.<br />

It was also strengthened with the development of an integrated<br />

traffic command centre system, the first-of-its-kind aimed at<br />

efficiently managing major rail lines in Beijing. This makes us<br />

the first <strong>Singapore</strong> company to win a major Beijing Olympics<br />

related contract.<br />

Many of the contracts for the Group came from existing<br />

customers. A repeat customer is a happy customer. For an<br />

organisation driven by performance and results, there is no<br />

better validation and recognition than having customers come<br />

back time after time.<br />

Enhancing Capabilities<br />

The <strong>Singapore</strong> Army commissioned into service an enhanced<br />

version of our Bionix armoured vehicle, BXII, in <strong>2006</strong>. This<br />

latest Bionix boosts SAF’s 3rd Generation networked capability.<br />

Featuring innovations from the Electronics and Land Systems<br />

sectors, the BXII is integrated with the rest of the fighting<br />

forces through a battlefield management system and networkcentric<br />

wireless communications systems. In support of<br />

the digitised army programme, this provides an integrated<br />

situation awareness capability, collaborative planning tools and<br />

knowledge-based command and control (C2). This enables<br />

ground commanders to make responsive decisions and exercise<br />

highly effective C2 operations in a fast-moving battlefield – a<br />

prime example of how the Group delivers value to customers<br />

through innovation.<br />

The need for continuous capability improvement is a given,<br />

particularly in an ever-evolving and competitive global market.<br />

This is supported by a corporate culture which encourages<br />

innovation in integrating technologies and collaboration<br />

with like-minded partners to add new solutions to meet our<br />

customers’ needs.<br />

Some of these Group-wide capabilities and technologies were<br />

showcased at Asian Aerospace <strong>2006</strong>. Many of these are<br />

dual-purpose or applicable to both the defence and commercial<br />

businesses, including a slew of homeland security solutions.<br />

With our components companies in Scandinavia and the<br />

UK merged into one, our Aerospace sector has enlarged<br />

its product and services offerings in Europe, and added<br />

Scandinavian Airlines as a major customer. Together with<br />

the existing components repair capabilities, we now have<br />

expanded global coverage, as well as enhanced breadth and<br />

depth of our capabilities.<br />

Living Up to Corporate Citizenry<br />

As the Group expands, so does our Corporate Social<br />

Responsibility (CSR). Every country and every business has<br />

its own matrix of CSR hot buttons, ranging from the way we<br />

do business and preserve the environment to conservation/<br />

recycling practices, staff welfare and community programmes.<br />

Good corporate governance is especially vital as the Group<br />

globalises. Transparent practices need to be applied with<br />

cultural and local sensitivity. ST <strong>Engineering</strong> constantly raises<br />

the bar in best practices, implementing a whistle-blowing<br />

process during the year.


13<br />

In 2007, we will continue to grow our business organically<br />

in new markets, with new products and systems innovation,<br />

as well as develop new capabilities to address changing<br />

customer needs. In addition, the Group will focus on<br />

creating synergies among our businesses and leverage<br />

economies of scale in all four sectors.<br />

Looking Ahead<br />

As the Group spreads its wings globally, we are constantly<br />

mindful of the multitude of risks each new market entry brings,<br />

be they natural, political, economic or socio-cultural. The risk<br />

and business management framework that we have put in<br />

place, which is constantly being refined and reviewed, helps<br />

mitigate such business risks.<br />

Hurricane Katrina remains an important lesson of what could<br />

have been had we been less prepared. It is a reminder for us to<br />

stay vigilant and adaptive to an array of business challenges as<br />

we continue to grow our businesses globally.<br />

Going global also means making tough and painful decisions<br />

when necessary. We closed our UK aircraft maintenance<br />

facility in Bournemouth this year after being unable to turn it<br />

around since its setup in 2001. This was decided together<br />

with our joint venture partner in the long term interests of<br />

both companies and stakeholders.<br />

In 2007, we will continue to grow our business organically in<br />

new markets, with new products and systems innovation, as<br />

well as develop new capabilities to address changing customer<br />

needs. In addition, the Group will focus on creating synergies<br />

among our businesses and leverage economies of scale in all<br />

four sectors.<br />

At the same time, the Group will continue to seek companies<br />

and partners that enhance our core business through<br />

acquisitions, joint ventures, partnerships and collaborations.<br />

We adopt a pragmatic approach when developing new markets,<br />

realistically appraising the key performance indicators and<br />

adopting a flexible strategy for a particular environment which<br />

may require the Group to be a subcontractor, licensor, or<br />

supplier to local players.<br />

As an innovative organisation, we increasingly develop<br />

intellectual property to serve as a defensive measure in our<br />

global thrust and as leverage for market entry strategy where<br />

it makes sense.<br />

For the coming year, the Group expects to achieve a<br />

higher turnover and profit before tax, barring unforeseen<br />

circumstances.<br />

Expressing our Appreciation<br />

We formally express our appreciation to shareholders at the<br />

AGM and in the annual report. In reality, our gratitude for<br />

your support extends throughout the year. In the same light,<br />

we thank our customers for their continuing support through<br />

the years.<br />

Our Board of Directors is the beacon which steers Group<br />

strategy and sets Group directions. The Directors’ experience<br />

and depth of knowledge, willingly shared, have mapped our<br />

course and continue to guide our future.<br />

We would like to record our deep appreciation to our Director,<br />

Lieutenant-General Ng Yat Chung, who will be retiring at our<br />

coming AGM.<br />

Not least of all, our special thanks to our family of over 17,000<br />

members around the world. Your dedication and loyalty have<br />

contributed to our success and winning spirit.<br />

Peter SEAH Lim Huat<br />

Chairman<br />

TAN Pheng Hock<br />

President and CEO<br />

16 March 2007


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 14


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 16<br />

Financial Highlights<br />

Group turnover rose 34% to $4,486m. EBIT, PBT and PATMI were<br />

$457.6m, $564.3m and $445.1m, representing growth rates of 17%, 12%<br />

and 12% respectively. Order book rose to a new high at $7.37b. Return<br />

on equity improved from 26.5% for FY2005 to 28.4% for FY<strong>2006</strong>. The<br />

Board is proposing to pay 100% of net profits as dividends or<br />

15.11 cents per share.<br />

TURNOVER BY SECTOR ($m)<br />

06<br />

05<br />

04<br />

03<br />

02<br />

0 500 1,000 1,500 2,000 2,500 3,000 3,500 4,000 4,500 5,000<br />

PROFIT BEFORE TAX BY SECTOR ($m)<br />

06<br />

05<br />

04<br />

03<br />

02<br />

0 100 200 300 400 500 600<br />

PROFIT AFTER TAX BY SECTOR ($m)<br />

06<br />

05<br />

04<br />

03<br />

02<br />

0 100 200 300 400 500<br />

Aerospace Electronics Land Systems Marine Others


17<br />

Key Financial Data<br />

<strong>2006</strong> 2005 2004 2003 2002<br />

TURNOVER<br />

BY SECTOR ($m) 4,486 100% 3,338 100% 2,948 100% 2,819 100% 2,619 100%<br />

Aerospace 1,673 37% 1,236 37% 1,118 38%<br />

1,092 39%<br />

1,043 40%<br />

Electronics 951 21% 701 21% 626 21%<br />

614 22%<br />

571 22%<br />

Land Systems 1,002 22% 600 18% 591 20%<br />

717 25% 710 27%<br />

Marine 702 16% 660 20% 484 16% 387 14% 280 11%<br />

Others 158 4% 141 4% 129 5%<br />

9 –<br />

15 –<br />

PROFIT BEFORE TAX<br />

BY SECTOR ($m) 564.3 100% 503.2 100% 446.2 100% 412.7 100% 413.0 100%<br />

Aerospace 305.3 54% 255.4 51% 235.4 53%<br />

225.2 55%<br />

213.0 52%<br />

Electronics 104.6 19% 76.0 15% 64.5 14% 61.4 15%<br />

56.7 14%<br />

Land Systems 70.0 12% 65.0 13% 71.5 16% 96.4 23%<br />

96.9 23%<br />

Marine 79.5 14% 87.9 17% 69.8 16%<br />

35.2 9%<br />

41.1 10%<br />

Others 4.9 1% 18.9 4% 5.0 1%<br />

(5.5) (2%)<br />

5.3 1%<br />

PROFIT AFTER TAX<br />

BY SECTOR ($m) 445.1 100% 396.3 100% 354.2 100% 325.6 100% 330.7 100%<br />

Aerospace 255.0 57% 210.3 53% 187.3 53%<br />

176.3 54%<br />

155.6 47%<br />

Electronics 76.3 17% 58.0 15% 51.6 15%<br />

48.0 15%<br />

42.8 13%<br />

Land Systems 51.9 12% 49.0 12% 58.1 16%<br />

76.5 24%<br />

100.6 30%<br />

Marine 67.8 15% 70.3 18% 53.7 15%<br />

30.8 9%<br />

29.2 9%<br />

Others (5.9) (1%) 8.7 2% 3.5 1%<br />

(6.0) (2%)<br />

2.5 1%


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 18<br />

Key Financial Data<br />

<strong>2006</strong> 2005 2004 2003 2002<br />

Shareholders’ funds ($m) 1,565 1,493 1,358 1,324 1,452<br />

Total assets ($m) 5,514 4,566 4,042 4,122 4,351<br />

Net tangible assets ($m) 996.4 1,131 1,296 1,266 1,431<br />

Gross dividend per share (cents) 15.11 13.60 12.39 11.30 18.50<br />

Dividend yield (%) 5.09 5.24 5.67 6.12 9.25<br />

Dividend cover 1.00 1.00 1.00 1.00 0.74<br />

Earnings per share (cents) 15.15 13.64 12.26 11.29 11.47<br />

Return on turnover (%) 10.2 12.3 12.2 11.6 12.7<br />

Return on equity (%) 28.4 26.5 26.1 24.6 22.8<br />

Return on total assets (%) 8.3 9.0 8.9 7.9 7.7<br />

Net tangible assets per share (cents) 33.80 38.80 44.80 43.90 49.60<br />

06<br />

1,565<br />

02<br />

1,452<br />

04<br />

1,358<br />

05<br />

1,493<br />

03<br />

1,324<br />

SHAREHOLDERS’ FUNDS ($m)<br />

06<br />

28.4<br />

04<br />

26.1<br />

05<br />

26.5<br />

02<br />

22.8<br />

03<br />

24.6<br />

RETURN ON EQUITY (%)<br />

02<br />

49.6<br />

04<br />

44.8<br />

03<br />

43.9<br />

05<br />

38.8<br />

NET TANGIBLE ASSETS PER SHARE (CENTS) 06<br />

33.8


19<br />

Productivity Data<br />

<strong>2006</strong> 2005 2004 2003 2002<br />

Average staff strength 15,912 13,099 11,684 11,702 11,413<br />

Sales per employee ($) 281,910 254,821 252,333 240,898 229,492<br />

Profit after tax per employee ($) 27,974 30,255 30,316 27,823 28,977<br />

Employment costs ($m) 1,243.0 899.9 826.9 798.0 759.1<br />

Employment costs per $ of turnover ($) 0.28 0.27 0.28 0.28 0.29<br />

Economic Value Added ($m) 327.8 290.6 234.5 240.9 190.2<br />

Economic Value Added spread (%) 12.3 16.2 13.7 13.9 11.3<br />

Economic Value Added per employee ($) 20,598 22,187 20,075 20,587 16,664<br />

Value added ($m) 1,990.8 1,500.6 1,363.1 1,337.0 1,274.2<br />

Value added per employee ($) 125,112 114,559 116,668 114,253 111,646<br />

Value added per $ of employment costs ($) 1.60 1.67 1.65 1.68 1.68<br />

Value added per $ of gross property,<br />

plant and equipment ($) 0.99 1.02 1.03 1.05 1.03<br />

Value added per $ of turnover ($) 0.44 0.45 0.46 0.47 0.49<br />

04 30.3 05 30.3<br />

02 29.0<br />

06 28.0<br />

03 27.8<br />

PROFIT AFTER TAX PER EMPLOYEE ($’000)<br />

05 22.2<br />

03 20.6<br />

04 20.1<br />

06 20.6<br />

02 16.7<br />

ECONOMIC VALUE ADDED PER EMPLOYEE ($’000)<br />

06 125.1<br />

03 114.3<br />

04 116.7<br />

05 114.6<br />

02 111.6<br />

VALUE ADDED PER EMPLOYEE ($’000)


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 20<br />

Group Economic Value Added Statement<br />

($m) <strong>2006</strong> 2005 2004 2003 2002<br />

Net profit before tax 512.8 457.3 387.8 367.4 370.7<br />

Adjust for:<br />

Share of results of associated companies<br />

and joint ventures 51.5 45.9 58.4 45.3 42.3<br />

Interest expense 45.1 10.4 8.0 3.7 5.0<br />

Others 11.6 2.2 (4.8) 18.4 5.3<br />

Adjusted profit before interest and tax 621.0 515.8 449.4 434.8 423.3<br />

Cash operating taxes (Note 1) (112.8) (99.3) (85.7) (84.7) (76.3)<br />

Net operating profit after tax (NOPAT) – (a) 508.2 416.5 363.7 350.1 347.0<br />

Average capital employed (Note 2) 2,691.9 1,865.4 1,725.0 1,712.1 1,685.8<br />

Weighted average cost of capital (Note 3) (%) 6.6 6.1 7.4 6.5 9.3<br />

Capital charge – (b) (177.7) (113.8) (127.6) (111.3) (156.8)<br />

Economic Value Added (EVA) – [(a) – (b)] 330.5 302.7 236.1 238.8 190.2<br />

Minority share of EVA (2.7) (12.1) (1.6) 2.1 –<br />

EVA attributable to ordinary shareholders 327.8 290.6 234.5 240.9 190.2<br />

Unusual items (UI) gains/(losses) (Note 4) (30.7) (7.0) 6.1 0.7 7.9<br />

EVA attributable to ordinary shareholders<br />

(exclude UI) 297.1 283.6 240.6 241.6 198.1<br />

Note 1:<br />

Note 2:<br />

The reported current tax is adjusted for the statutory tax impact of<br />

interest expense.<br />

Monthly average share capital plus interest bearing liabilities,<br />

timing provision, goodwill impaired/amortised, and present value<br />

of operating leases.<br />

Major Capital Components:<br />

$m<br />

Long term debt 834.1<br />

Short term debt 178.5<br />

Equity 1,438.0<br />

Others 241.3<br />

2,691.9<br />

Note 3:<br />

Note 4:<br />

The Weighted Average Cost of Capital is calculated in accordance to<br />

<strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Group EVA Policy as follows:<br />

i) Cost of Equity using Capital Asset Pricing Model with market risk<br />

premium at 6.0% (2005 @ 6.0%);<br />

ii) Risk-free rate of 3.31% (2005 @ 2.62%) based on yield-tomaturity<br />

of <strong>Singapore</strong> Government 10 years Bonds;<br />

iii) Ungeared beta at 0.65 (2005 @ 0.65) based on <strong>Singapore</strong><br />

<strong>Technologies</strong> <strong>Engineering</strong> risk categorisation; and<br />

iv) Cost of Debt rate at 3.54% (2005 @ 3.03%) using 5-year<br />

<strong>Singapore</strong> dollar Swap Offered Rate plus 25 basis point<br />

(2005 @ 75 basis point).<br />

Unusual Items (UI) refer to divestment of investment properties,<br />

subsidiary and associates, long term investments and disposal of major<br />

property, plant and equipment.<br />

06<br />

05<br />

327.8<br />

290.6<br />

02<br />

03<br />

240.9<br />

04<br />

234.5<br />

EVA ATTRIBUTABLE TO ORDINARY<br />

SHAREHOLDERS ($m)<br />

190.2


21<br />

Group Value Added Statement<br />

($m) <strong>2006</strong> 2005 2004 2003 2002<br />

Value added from:<br />

Revenue earned 4,485.8 3,337.9 2,948.1 2,819.0 2,619.2<br />

Bought in materials and services (2,644.0) (1,959.0) (1,698.6) (1,578.5) (1,452.1)<br />

1,841.8 1,378.9 1,249.5 1,240.5 1,167.1<br />

Income from investments and interest 79.9 49.4 36.2 32.1 49.6<br />

Exchange loss (3.9) (1.8) (2.1) (1.2) (4.2)<br />

Other non-operating income 21.5 28.2 21.1 20.3 19.4<br />

Share of results of associated companies and<br />

joint ventures 51.5 45.9 58.4 47.3 43.8<br />

Amortisation of goodwill on acquisition of<br />

associated companies – – – (2.0) (1.5)<br />

Total value added 1,990.8 1,500.6 1,363.1 1,337.0 1,274.2<br />

Distribution of total value added<br />

To employees in wages, salaries and benefits 1,241.0 898.3 826.2 797.4 758.5<br />

To government in income and other taxes 116.8 99.6 93.8 93.1 83.8<br />

To providers of capital on:<br />

• Interest paid on borrowings 42.3 8.0 4.2 2.2 2.9<br />

• Dividends to shareholders 399.5 359.8 326.5 449.9 247.8<br />

1,799.6 1,365.7 1,250.7 1,342.6 1,093.0<br />

Balance retained in/(applied from) business<br />

Depreciation 130.7 79.1 77.7 86.4 78.6<br />

Impairment of assets 9.3 16.5 1.0 1.1 1.9<br />

Retained profits (15.6) 5.3 (0.6) (149.7) 44.2<br />

124.4 100.9 78.1 (62.2) 124.7<br />

Non-production cost and income<br />

Bad debts (9.2) (13.6) 0.2 25.7 11.1<br />

Income from investments and interest 79.9 49.4 36.2 32.1 49.6<br />

Exchange loss (3.9) (1.8) (2.1) (1.2) (4.2)<br />

66.8 34.0 34.3 56.6 56.5<br />

Total distribution 1,990.8 1,500.6 1,363.1 1,337.0 1,274.2<br />

06 1,990.8<br />

05 1,500.6<br />

02 1,274.2<br />

03 1,337.0<br />

04 1,363.1<br />

TOTAL VALUE ADDED ($m)


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 22<br />

Board of Directors<br />

The names of the directors<br />

holding office at the date of<br />

this report are set out below<br />

together with details of their<br />

academic and professional<br />

qualifications, age, date of first<br />

appointment as director, date<br />

of last re-election as director<br />

as well as directorships in listed<br />

companies.<br />

Mr Peter SEAH Lim Huat,<br />

Chairman<br />

Mr Peter Seah Lim Huat, 60,<br />

was appointed non executive<br />

Chairman on 15 April 2002<br />

and was last re-elected on 31<br />

March <strong>2006</strong>. He is currently<br />

a member of the Temasek<br />

Holdings Advisory Panel. Mr<br />

Seah was a banker for 33<br />

years before retiring as Vice<br />

Chairman and CEO of the<br />

former Overseas Union Bank<br />

in 2001 and joining <strong>Singapore</strong><br />

<strong>Technologies</strong> Pte Ltd as<br />

President and CEO. He held<br />

this position until 31 December<br />

2004. Mr Seah is the Chairman<br />

of SembCorp Industries<br />

Limited* and <strong>Singapore</strong><br />

Computer Systems Limited*.<br />

He also sits on the Boards of<br />

CapitaLand Limited*, Chartered<br />

Semiconductor Manufacturing<br />

Ltd # , STATS ChipPAC Ltd # and<br />

StarHub Ltd*.<br />

Mr Seah is also President<br />

Commissioner of PT Indosat<br />

Tbk, PT Bank Internasional<br />

Indonesia Tbk and Deputy<br />

Chairman of Global Crossing<br />

Limited and ST Telemedia Pte<br />

Ltd. His other appointments<br />

include being a member of the<br />

Board of Siam Commercial<br />

Bank Public Company<br />

Limited and the Government<br />

of <strong>Singapore</strong> Investment<br />

Corporation. He serves as<br />

a member of the Institute<br />

of Defence and Strategic<br />

Studies, Defence Science<br />

Technology Agency (DSTA),<br />

<strong>Singapore</strong> Chinese Chamber<br />

of Commerce and Industry and<br />

<strong>Singapore</strong> Business Federation<br />

Council. Mr Seah was awarded<br />

the Public Service Star (Bintang<br />

Bakti Masyarakat) in 1999<br />

and made a Justice of the<br />

Peace in 2003. He graduated<br />

from the former University<br />

of <strong>Singapore</strong> (NUS) in 1968<br />

with an Honours degree in<br />

Business Administration.<br />

Mr TAN Pheng Hock<br />

Mr Tan Pheng Hock, 49, is<br />

the President and CEO of<br />

ST <strong>Engineering</strong> and an<br />

executive Director. He was<br />

appointed Director on 1 May<br />

2001 and was last re-elected<br />

on 31 March 2005. Mr Tan<br />

sits on the Board of SembCorp<br />

Marine Ltd* and Neptune<br />

Orient Lines Limited*. He is<br />

Chairman of the Nanyang<br />

Polytechnic Board of Governors<br />

and Deputy Chairman of<br />

the <strong>Singapore</strong> Workforce<br />

Development Authority.<br />

Mr Tan began his career with<br />

the Group as an engineer<br />

in ST Marine in 1981. He<br />

was previously Executive<br />

Vice President of ST Marine,<br />

President of ST Kinetics,<br />

President and Chief Operating<br />

Officer of ST <strong>Engineering</strong><br />

and ST <strong>Engineering</strong> Group<br />

President. Mr Tan holds a<br />

Bachelor of Science (First<br />

Class Honours) in Marine<br />

<strong>Engineering</strong> from the University<br />

of Surrey, UK and a Master of<br />

Science in Management from<br />

Stanford University, USA.<br />

Mr KOH Beng Seng<br />

Mr Koh Beng Seng, 56, is the<br />

CEO of Octagon Advisers Pte<br />

Ltd. He was appointed an<br />

independent non executive<br />

Director on 15 September<br />

2003 and will be due for<br />

re-election at this coming<br />

AGM under Article 98 of<br />

the Company’s Articles of<br />

Association. Mr Koh was<br />

Deputy President of United<br />

Overseas Bank Ltd (UOB)<br />

until 31 January 2005. Prior<br />

to UOB, Mr Koh was Senior<br />

Advisor to Asia Pulp & Paper<br />

Co Ltd and Advisor to Bank<br />

of China and the International<br />

Monetary Fund. Mr Koh has<br />

extensive experience in the<br />

financial services sector.<br />

He was with the Monetary<br />

Authority of <strong>Singapore</strong> from<br />

1973 to 1998, where he served<br />

as Deputy Managing Director<br />

from 1988 to 1998. Mr Koh<br />

is a Director of Bank of China<br />

(Hong Kong) Limited^, Fraser<br />

& Neave Ltd* and Sing-Han<br />

International Financial Services<br />

Limited. Mr Koh holds a<br />

Bachelor of Commerce<br />

(First Class Honours) from<br />

the former Nanyang University,<br />

<strong>Singapore</strong>, and a Master of<br />

Business Administration from<br />

Columbia University, USA.


23<br />

PAST DIRECTORSHIPS IN<br />

THE LAST THREE YEARS<br />

Mr Peter SEAH Lim Huat<br />

• Civil Aviation Authority<br />

of <strong>Singapore</strong><br />

• Board of Commissioners<br />

of Currency <strong>Singapore</strong><br />

• AF (Indonesia) Pte Ltd<br />

• EDBV Management Pte Ltd<br />

• EDB Ventures 2 Pte Ltd<br />

• EDB Ventures Pte Ltd<br />

• PSA International Pte Ltd<br />

• <strong>Singapore</strong> <strong>Technologies</strong><br />

Pte Ltd<br />

• <strong>Singapore</strong> <strong>Technologies</strong><br />

Semiconductors Pte Ltd<br />

Lieutenant-General<br />

NG Yat Chung<br />

LG Ng Yat Chung, 45, is the<br />

Chief of the Defence Force 1 .<br />

He was appointed a non<br />

executive Director on 15 June<br />

2003 and will retire at this<br />

coming AGM. He joined the<br />

<strong>Singapore</strong> Armed Forces (SAF)<br />

in 1979 and was awarded the<br />

SAF Overseas Scholarship in<br />

1980. In the course of his<br />

military career, he has held<br />

various key command and<br />

staff positions in the Ministry<br />

of Defence (MINDEF). LG<br />

Ng is the Deputy Chairman<br />

of SRCC Pte Ltd. He is<br />

also a member of the Board<br />

of Trustees of the National<br />

University of <strong>Singapore</strong> and<br />

a Director of DSTA. LG Ng<br />

holds a Bachelor of Arts<br />

(Honours) in <strong>Engineering</strong><br />

Tripos and a Master of Arts<br />

(Mathematics) from the<br />

University of Cambridge, UK,<br />

as well as a Master of Business<br />

Administration from Stanford<br />

University, USA.<br />

Dr TAN Kim Siew<br />

Dr Tan Kim Siew, 52, is<br />

Permanent Secretary (Defence<br />

Development), MINDEF. He<br />

was appointed a non executive<br />

Director on 15 December 2003<br />

and will be due for re-election<br />

at this coming AGM under<br />

Article 98 of the Company’s<br />

Articles of Association. Prior<br />

to his present appointment<br />

with MINDEF, he was the<br />

Deputy Secretary (Policy) with<br />

the Ministry of Finance. He<br />

was formerly the CEO and<br />

Chief Planner of the Urban<br />

Redevelopment Authority<br />

(URA) from 1996 to 2001.<br />

Dr Tan is the Chairman of<br />

DSTA and also a Director<br />

of <strong>Singapore</strong> <strong>Technologies</strong><br />

Holdings Pte Ltd. Dr Tan<br />

holds a Bachelor of Arts in<br />

<strong>Engineering</strong> Tripos and a<br />

PhD in <strong>Engineering</strong> from the<br />

University of Cambridge, UK.<br />

Professor LUI Pao Chuen<br />

Prof Lui Pao Chuen, 64, is<br />

the Chief Defence Scientist in<br />

MINDEF. He was appointed<br />

a non executive Director on<br />

1 October 1997 and was<br />

last re-elected on 31 March<br />

<strong>2006</strong>. Prof Lui sits on the<br />

management boards of<br />

various scientific and research<br />

institutes. He is an Adjunct<br />

Professor in the <strong>Engineering</strong><br />

Faculty of NUS. He is also<br />

the Chairman of SembCorp<br />

Design and Construction Pte<br />

Ltd, a subsidiary of SembCorp<br />

Industries Ltd, and Chairman<br />

of the Management Boards<br />

of Temasek Defence Systems<br />

Institute, NUS, and Temasek<br />

Laboratories, NUS and NTU.<br />

Prof Lui graduated from the<br />

former University of <strong>Singapore</strong><br />

with a Bachelor of Science<br />

(Honours) in Physics and<br />

obtained a Master of Science<br />

degree in Operations Research<br />

& Systems Analysis from<br />

the Naval Postgraduate<br />

School, USA.<br />

Mr TAN Pheng Hock<br />

• TranSys Pte Ltd<br />

• ST Training & Simulation<br />

Pte Ltd<br />

• Unicorn International<br />

Pte Limited<br />

Mr KOH Beng Seng<br />

• Chartered Semiconductor<br />

Manufacturing Ltd<br />

• STATS ChipPAC Ltd.<br />

• Far Eastern Bank Limited<br />

• Industrial & Commercial<br />

Bank Limited<br />

• Overseas Union Bank Limited<br />

• United Overseas Bank Limited<br />

• United Overseas Bank<br />

(Canada)<br />

Lieutenant-General<br />

NG Yat Chung<br />

• <strong>Singapore</strong> <strong>Technologies</strong><br />

Kinetics Ltd<br />

• Trade Development Board<br />

• Public Utilities Board<br />

Dr TAN Kim Siew<br />

• HDB Corporation Pte Ltd<br />

• Keppel Offshore & Marine Ltd<br />

Professor LUI Pao Chuen<br />

• SembCorp Engineers and<br />

Constructors Pte Ltd<br />

1 until 23 March 2007


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 24<br />

Board of Directors<br />

Mr Winston TAN Tien Hin<br />

Mr Winston Tan Tien Hin, 58,<br />

is the Managing Director of<br />

Corporate Brokers International<br />

Pte Ltd. He was appointed<br />

an independent non executive<br />

Director on 1 October 1997<br />

and was last re-elected on 31<br />

March <strong>2006</strong>. Mr Tan is also a<br />

member of the Salvation Army<br />

Advisory Board. He holds a<br />

Bachelor of Science in Physics<br />

from the former University of<br />

<strong>Singapore</strong>.<br />

Mr Lucien WONG Yuen Kuai<br />

Mr Lucien Wong Yuen Kuai,<br />

53, is the Managing Partner<br />

of Allen & Gledhill. He was<br />

appointed an independent<br />

non executive Director on<br />

1 October 1997 and will be<br />

due for re-election at this<br />

coming AGM under Article<br />

98 of the Company’s Articles<br />

of Association. Mr Wong is<br />

a Director of Cerebos Pacific<br />

Limited*. He is also a member<br />

of the Monetary Authority<br />

of <strong>Singapore</strong> and Board of<br />

Trustees of NUS. Mr Wong<br />

graduated from the former<br />

University of <strong>Singapore</strong> with a<br />

Bachelor of Law degree.<br />

Dr Philip PILLAI<br />

Dr Philip Pillai, 59, is the<br />

Senior Partner of Shook Lin<br />

& Bok. He was appointed an<br />

independent non executive<br />

Director on 1 April 2000 and<br />

was last re-elected on 31<br />

March 2005. Dr Pillai is a<br />

Director of <strong>Singapore</strong> Press<br />

Holdings Limited*, Hotung<br />

Investment Holdings Limited*<br />

and International Board of<br />

Trustees of Haggai Institute,<br />

Atlanta. Dr Pillai obtained his<br />

Bachelor of Law (First Class<br />

Honours) from the former<br />

University of <strong>Singapore</strong> and a<br />

Master of Law and SJD from<br />

Harvard University, USA.


25<br />

PAST DIRECTORSHIPS IN<br />

THE LAST THREE YEARS<br />

Mr Winston TAN Tien Hin<br />

• <strong>Singapore</strong> <strong>Technologies</strong><br />

Electronics Limited<br />

• Enersave Holdings Ltd<br />

• Gintic <strong>Technologies</strong> Pte Ltd<br />

• Ascendas Pte Ltd<br />

Mr Lucien WONG<br />

• CapitaLand Limited<br />

• Raffles Hotel (1886) Ltd<br />

• John Hancock International<br />

(Southeast Asia) Pte Ltd<br />

• John Hancock Life Assurance<br />

Company Ltd<br />

• Construction Exchange Pte Ltd<br />

• Raffles Investments (1993)<br />

Pte Ltd<br />

• Raffles Investments<br />

(<strong>Singapore</strong>) Pte. Limited<br />

• Raffles Investments Limited<br />

Mr QUEK Poh Huat<br />

Mr Quek Poh Huat, 60, is<br />

the Group CEO of <strong>Singapore</strong><br />

Power Ltd. He was appointed<br />

a non executive Director on<br />

15 April 2002 and was last<br />

re-elected on 31 March<br />

<strong>2006</strong>. Mr Quek is a Director<br />

of <strong>Singapore</strong> Power Ltd, SP<br />

PowerAssets Limited, SP<br />

AusNet @ and SP Services<br />

Limited. He is also the<br />

Chairman of PowerGas Ltd,<br />

SPI Management Services Pty<br />

Ltd, SP PowerGrid Limited and<br />

Temasek Management Services<br />

Pte Ltd. He is also <strong>Singapore</strong>’s<br />

non resident Ambassador<br />

to Sweden. Mr Quek was<br />

awarded the Public Service Star<br />

award in August 1994. He<br />

obtained a Bachelor of Science<br />

in Chemical <strong>Engineering</strong> from<br />

the University of Leeds, UK,<br />

and a Master of Science in<br />

Management from the Naval<br />

Postgraduate School, USA.<br />

Mr Venkatachalam<br />

KRISHNAKUMAR<br />

Mr Venkatachalam<br />

Krishnakumar, 57, is a Senior<br />

Advisor to Barclays Bank PLC,<br />

Global Retail and Commercial<br />

Banking. Prior to his present<br />

appointment, he was a Senior<br />

Advisor to McKinsey and Co.<br />

He was the Chief Operating<br />

Officer and Chief Financial<br />

Officer for the Asia Pacific<br />

Consumer Bank of Citigroup<br />

until his retirement on 28<br />

February 2005, after a 31-<br />

year career with them. He<br />

was appointed an independent<br />

non executive Director on<br />

15 April 2002 and was last<br />

re-elected on 31 March 2005.<br />

He is a Director of <strong>Singapore</strong><br />

Computer Systems Limited*<br />

and also a member of the<br />

Board of the <strong>Singapore</strong> Land<br />

Authority. He holds a Bachelor<br />

of <strong>Engineering</strong> and a Master<br />

of Business Administration<br />

from the Indian Institute of<br />

Management, India.<br />

Brigadier-General Bernard<br />

TAN Kok Kiang<br />

BG Bernard Tan Kok Kiang,<br />

40, is the Director, Joint<br />

Intelligence Directorate of<br />

MINDEF. He was appointed<br />

Alternate Director to LG Ng<br />

Yat Chung on 1 June 2003.<br />

He has held various positions in<br />

the last 17 years and assumed<br />

his present office in 2002.<br />

He joined the SAF in 1984<br />

and was awarded the President<br />

cum SAF Scholarship in 1985.<br />

He was also awarded the<br />

Lee Kuan Yew Scholarship in<br />

2001. BG Tan is currently the<br />

Director of URA, Chairman<br />

of Sembawang Country Club<br />

and Board member of St<br />

Joseph’s Institution. BG Tan<br />

holds a Bachelor of Social<br />

Science (First Class Honours)<br />

in Economics and Political<br />

Science from the University of<br />

Birmingham, UK, and a Master<br />

of Business Administration<br />

from the Massachusetts<br />

Institute of Technology, USA.<br />

Dr Philip PILLAI<br />

• Lindeteves-Jacoberg Ltd*<br />

• PT Agro Indomas<br />

Mr QUEK Poh Huat<br />

• Shangri-la Asia Ltd<br />

• S I Technology Fund Limited<br />

• PSA Corporation Ltd<br />

• Asia Financial Holdings Pte Ltd<br />

• <strong>Singapore</strong> Power International<br />

(Pte) Ltd<br />

• <strong>Singapore</strong> Telecommunications<br />

Limited<br />

• Other subsidiaries of Temasek<br />

Holdings (Private) Limited<br />

* listed on <strong>Singapore</strong> Exchange Securities Trading Limited<br />

# listed on both <strong>Singapore</strong> Exchange Securities Trading Limited and NASDAQ<br />

^ listed on Stock Exchange of Hong Kong<br />

@ A stapled group comprising SP Australia Networks (Transmission) Ltd, SP Australia Networks (Distribution) Ltd and<br />

SP Australia Networks (Finance) Trust, acting through its responsible entity, SP Australia Networks (RE) Ltd. It is duallisted<br />

on the Australian Stock Exchange and the <strong>Singapore</strong> Exchange Securities Trading Limited.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 26<br />

Senior Management


Leadership is a team effort, drawing on<br />

individual strengths united by a common goal.<br />

27


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 28<br />

Senior Management<br />

1<br />

Mr TAN Pheng Hock<br />

is President and CEO of<br />

ST <strong>Engineering</strong> and a Director<br />

of the ST <strong>Engineering</strong> Board.<br />

(Mr Tan’s profile is on page 22)<br />

2<br />

Mr WEE Siew Kim<br />

Mr WEE Siew Kim, 46,<br />

was appointed Deputy CEO<br />

in May 2004, overseeing<br />

the Aerospace and Marine<br />

sectors. He is concurrently the<br />

President, Defence Business<br />

of ST <strong>Engineering</strong>, a position<br />

he has held since 1 May<br />

2002. Prior to his current<br />

position, Mr Wee was President<br />

of ST <strong>Engineering</strong>’s Europe<br />

operations from July 2001.<br />

He joined ST Aerospace as<br />

an engineer in 1984. He<br />

was President of ST Aerospace<br />

from December 1997 to<br />

July 2001. Mr Wee is also<br />

a Member of Parliament<br />

for the Ang Mo Kio Group<br />

Representative Constituency.<br />

He has a Bachelor of Science<br />

(First Class Honours) in<br />

Aeronautical <strong>Engineering</strong> from<br />

the Imperial College of Science<br />

& Technology, University of<br />

London, UK, and a Master in<br />

Business Administration from<br />

Stanford University, USA.<br />

3<br />

Mr SEAH Moon Ming<br />

Mr SEAH Moon Ming, 50,<br />

was appointed Deputy CEO<br />

of ST <strong>Engineering</strong>, overseeing<br />

the Electronics and Land<br />

Systems sectors, and President,<br />

International Business in May<br />

2004. He is concurrently<br />

President, ST Electronics,<br />

a position he has held since<br />

8 December 1997, after<br />

serving as Managing Director<br />

from 1 July 1997. Mr Seah<br />

was General Manager of CET<br />

<strong>Technologies</strong>, a subsidiary of<br />

ST Electronics, from July 1994<br />

to July 1997. He is Chairman<br />

of the Board of Governors of<br />

Temasek Polytechnic. Mr Seah<br />

also serves as Vice Chairman<br />

of ECS Holdings Limited and<br />

Trek 2000 Limited. He is a<br />

Fellow of the Institution of<br />

Engineers <strong>Singapore</strong>, a senior<br />

member of IEEE and a member<br />

of Eta Kappa Nu. Mr Seah<br />

holds a Master of Science<br />

(with distinction) in Electrical<br />

<strong>Engineering</strong> from the Naval<br />

Postgraduate School, USA.<br />

4<br />

Mr Raphael CHIN<br />

Mr Raphael Chin, 42, is<br />

currently Acting Chief<br />

Financial Officer of the<br />

ST <strong>Engineering</strong> Group.<br />

He began his career at<br />

ST <strong>Engineering</strong> in 1990 as<br />

an accountant in the Group’s<br />

Aerospace sector. He<br />

subsequently held various<br />

finance positions in its<br />

subsidiaries, including SASCO,<br />

Perth Aerospace <strong>Engineering</strong><br />

and STA Systems. In 1999,<br />

he took up the position of<br />

Financial Controller at<br />

ST Marine. The following year,<br />

he was appointed VP/Financial<br />

Controller of ST <strong>Engineering</strong><br />

and became SVP/Group<br />

Financial Controller in <strong>2006</strong>.<br />

Mr Chin holds a Bachelor<br />

of Economics from Monash<br />

University, Australia, and a<br />

Master of Commerce (Hons)<br />

from the University of Auckland,<br />

New Zealand. He is a Fellow of<br />

the Institute of Certified Public<br />

Accountants of <strong>Singapore</strong>.


29<br />

6<br />

5 4 2 1<br />

3 7 8<br />

5<br />

Mr TAY Kok Khiang<br />

Mr TAY Kok Khiang, 57,<br />

was appointed President<br />

of ST Aerospace on 10<br />

July 2001. Mr Tay joined<br />

ST Aerospace as Vice<br />

President/General Manager<br />

of ST Aerospace <strong>Engineering</strong><br />

Pte Ltd in 1993 and held<br />

many senior management<br />

appointments before becoming<br />

President. He was Deputy<br />

President & Chief Operating<br />

Officer prior to his current<br />

appointment. Mr Tay holds<br />

a Bachelor of <strong>Engineering</strong><br />

(Honours) and a Master<br />

of Science in Industrial<br />

<strong>Engineering</strong> from the National<br />

University of <strong>Singapore</strong>.<br />

6<br />

Mr SEW Chee Jhuen<br />

Mr SEW Chee Jhuen, 43,<br />

was appointed President of<br />

ST Kinetics on 1 September<br />

<strong>2006</strong>. Prior to his current<br />

position, Mr Sew was the<br />

Deputy President (Operations)<br />

and President, Defence<br />

Business, of ST Kinetics.<br />

He joined ST Aerospace as<br />

an aeronautical engineer in<br />

1988 and has held various<br />

management appointments<br />

before becoming Deputy<br />

President (Operations).<br />

Mr Sew holds a Bachelor of<br />

Science (with distinction) in<br />

Aeronautical <strong>Engineering</strong> and<br />

Mechanics from the University<br />

of Minnesota and a Master in<br />

Business Administration from<br />

Stanford University, USA.<br />

7<br />

Mr SEE Leong Teck<br />

Mr SEE Leong Teck, 56,<br />

was appointed President<br />

of ST Marine in December<br />

1997. He began his career<br />

with Vosper Thornycroft<br />

(<strong>Singapore</strong>) and joined<br />

ST Marine as a naval<br />

architect in 1980, rising<br />

through the ranks to become<br />

Deputy General Manager<br />

and eventually President.<br />

Mr See holds a Master of<br />

Science in Naval Architecture<br />

from the University of<br />

London, UK and a Master<br />

of Business Administration<br />

from the Cranfield School of<br />

Management, UK.<br />

8<br />

General (Retired)<br />

John G COBURN<br />

Gen (Ret) John G COBURN,<br />

64, was appointed Chairman<br />

and CEO of ST <strong>Engineering</strong>’s<br />

US subsidiary, VT Systems,<br />

Inc on 1 December 2001.<br />

Gen (Ret) Coburn joined<br />

the Group after an illustrious<br />

39-year career with the<br />

US Department of Defense.<br />

Prior to taking up this position,<br />

he was Commanding General<br />

of the US Army Materiel<br />

Command (AMC), one of the<br />

largest commands in the army<br />

with 50,000 employees and<br />

activities in 42 states and<br />

over a dozen foreign countries.<br />

Gen (Ret) Coburn holds a Juris<br />

Doctor from the University of<br />

Missouri, USA.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 30<br />

Organisation Chart AS AT 28 FEBRUARY 2007<br />

TAN Pheng Hock<br />

President and CEO<br />

Raphael CHIN<br />

Acting Chief Financial Officer<br />

Members of Executive Office<br />

INTERNAL AUDIT<br />

David EAW<br />

Senior Vice President<br />

(<strong>Report</strong>ing to Audit Committee)<br />

DEFENCE BUSINESS<br />

LOW Yee Kah<br />

Senior Vice President<br />

INTERNATIONAL<br />

MARKETING<br />

Patrick CHOY<br />

Executive Vice President<br />

TECHNOLOGY<br />

FONG Saik Hay<br />

Chief Technology Officer<br />

NEW BUSINESS<br />

Steven CHEONG<br />

Senior Vice President<br />

HUMAN RESOURCE<br />

TAN Nga Kok<br />

Senior Vice President/<br />

Director<br />

LEGAL<br />

LOW Meng Wai<br />

Vice President/Director<br />

INFORMATION<br />

TECHNOLOGY<br />

TEO Chin Seng<br />

Chief Information Officer<br />

STRATEGIC PLANS<br />

Robin THEVATHASAN<br />

Senior Vice President<br />

SPECIAL PROJECTS<br />

CORPORATE<br />

COMMUNICATIONS<br />

WU Tzu Chien<br />

President<br />

CHANG Cheow Teck<br />

President<br />

LIM Beng See<br />

Vice President/Head<br />

BUSINESS<br />

EXCELLENCE<br />

Harnek SINGH<br />

Vice President/Director<br />

RISK MANAGEMENT<br />

ONG Soon Leong<br />

Vice President/Head<br />

PROCUREMENT<br />

GOH Bak Nguan<br />

Chief Procurement Officer/<br />

Vice President


31<br />

SEAH Moon Ming<br />

Deputy CEO<br />

ELECTRONICS and LAND SYSTEMS<br />

President<br />

INTERNATIONAL BUSINESS<br />

WEE Siew Kim<br />

Deputy CEO<br />

AEROSPACE and MARINE<br />

President<br />

DEFENCE BUSINESS<br />

ELECTRONICS<br />

LAND SYSTEMS<br />

AEROSPACE<br />

MARINE<br />

SEAH Moon Ming<br />

President<br />

SEW Chee Jhuen<br />

President<br />

TAY Kok Khiang<br />

President<br />

SEE Leong Teck<br />

President<br />

LEE Fook Sun<br />

Deputy President,<br />

Operations and President,<br />

Defence Business<br />

NG Chong Khim<br />

President,<br />

Communication and Sensor<br />

Systems Group<br />

Deputy President,<br />

Corporate Services and<br />

Marketing<br />

TAY Hun Kiat<br />

President<br />

Asia Pacific Operations<br />

TEO Boon Swee<br />

Executive Vice President,<br />

Specialty Vehicles<br />

& Services<br />

GAN Boon Jin<br />

Senior Vice President,<br />

Land Systems & Solutions/<br />

Defence Business<br />

Alex TEO<br />

Vice President,<br />

Total Support & Services<br />

HO Yuen Sang<br />

Deputy President,<br />

Operations/Chief Operating<br />

Officer<br />

& President,<br />

Defence Business<br />

Jeremy CHAN<br />

Deputy President,<br />

Marketing & Total<br />

Aviation Support<br />

HAN Yew Kwang<br />

Chief Operating Officer,<br />

Defence Business<br />

US OPERATIONS<br />

EUROPE OPERATIONS<br />

John G COBURN<br />

Chairman and CEO<br />

OOI Ling Heong<br />

Executive Vice President<br />

ADVANCED<br />

ENGINEERING CENTRE<br />

INTEGRATED SERVICES<br />

FONG Saik Hay<br />

President<br />

LIM Soon Heng<br />

Vice President/<br />

General Manager


33<br />

Corporate Governance<br />

Board’s Conduct of Its Affairs (Principle 1)<br />

The Board’s corporate objective is the creation of long term<br />

value for shareholders. It strives to achieve this through its<br />

commitment to high standards of corporate governance by<br />

providing the leadership and guidance to management to<br />

develop and drive corporate strategy, business directions,<br />

acquisitions and divestments and risk policy for ST <strong>Engineering</strong>.<br />

There are matters which the Board has reserved for its own<br />

decision making. These include major acquisitions and<br />

investments, shareholder matters, policies relating to corporate<br />

governance, CEO appointment, approval of budgets, board<br />

changes and appointments on board committees. Board<br />

members receive monthly consolidated management reports<br />

on the financial performance of each business sector, capital<br />

commitments and significant operational highlights.<br />

Other matters are delegated to Board committees and the<br />

Executive Office for review and decision making. The Executive<br />

Office comprises the President and CEO; Dy CEO, Electronics<br />

and Land Systems/President, International Business; Dy CEO,<br />

Aerospace and Marine/President, Defence Business; and CFO.<br />

The Board comprises 11 directors and an alternate director.<br />

On appointment, a new director is issued a formal letter of<br />

appointment setting out his duties and responsibilities under the<br />

various regulations. A new director is also given a briefing by<br />

the President and CEO on the strategies and performance of<br />

the Company and its key subsidiaries as well as an introduction<br />

to the senior management team.<br />

The Board consists of members with established track records<br />

in finance, banking, technology, legal and management skills.<br />

Each non executive director brings to the Board an independent<br />

and objective perspective based on his training and expertise to<br />

enable balanced and well considered decisions to be made.<br />

From time to time, the Board is updated on the relevant<br />

laws, continuing listing obligations and standards requiring<br />

compliance, and their implications for the Group as part of<br />

ongoing training for existing directors.<br />

The Board meets at least twice a year and convenes special<br />

board meetings where necessary. The Company’s Articles of<br />

Association allows Board meetings to be conducted by way<br />

of teleconference or video conference. The Chairman has a<br />

second or casting vote.<br />

The Board is supported in its tasks by Board Committees which<br />

have been established to focus on the key areas of corporate<br />

governance oversight.<br />

The number of Board and Board Committee meetings held<br />

during the year is tabulated below:<br />

TYPE OF MEETING<br />

NO. OF<br />

MEETINGS<br />

ATTENDANCE<br />

(AVERAGE %)<br />

Board 2 77%<br />

Audit Committee 5 100%<br />

Business Investment and Divestment<br />

Committee<br />

2 70%<br />

Executive Resource and<br />

Compensation Committee<br />

4 92%<br />

Nominating Committee 1 100%<br />

Senior Human Resource Committee 1 75%<br />

Risk Review Committee 4 85%<br />

Budget and Finance Committee 3 92%<br />

Research, Development and<br />

Technology Committee<br />

3 78%<br />

Minutes of the Board Committee meetings are made available<br />

to all Board members.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 34<br />

Corporate Governance<br />

Independence of the Board (Principles 2 and 3)<br />

The Chairman of the Board is Mr Peter Seah, a non executive<br />

director. Mr Seah was appointed to the Board on 15 April 2002<br />

as Chairman. He was re-elected at the <strong>2006</strong> AGM.<br />

As a non executive director, Mr Seah is free from any<br />

relationship with the executive management of the Company<br />

that could materially interfere with the exercise of his<br />

independent judgment. However, as he is a Member of the<br />

Temasek Advisory Panel in Temasek Holdings, the Company’s<br />

major shareholder, he is not considered independent within the<br />

definition of the Corporate Governance Code (Code).<br />

The President and CEO is Mr Tan Pheng Hock, who is an<br />

executive director. Save for Mr Tan Pheng Hock, our remaining<br />

10 directors are non executive directors. The Nominating<br />

Committee (NC) has reviewed the provisions in the Code with<br />

regard to relationships and has concluded that five directors<br />

are independent. The independent directors are Mr Koh Beng<br />

Seng, Mr Venkatachalam Krishnakumar, Dr Philip Pillai, Mr<br />

Winston Tan and Mr Lucien Wong. More than one third of the<br />

Board is independent as required under the Code.<br />

The Board held a total of two meetings during the year, in<br />

accordance with its planning cycle, for the approval of the<br />

FY2005 results and release of half year results respectively.<br />

Board Committees (Principles 4, 7 and 11)<br />

Supporting the Board are the following Board Committees:<br />

• Audit Committee<br />

• Business Investment and Divestment Committee<br />

• Executive Resource and Compensation Committee<br />

• Nominating Committee<br />

• Budget and Finance Committee<br />

• Research, Development and Technology Committee<br />

• Senior Human Resource Committee<br />

• Risk Review Committee<br />

• Tenders Committee<br />

The composition of the Board Committees is found on the<br />

next page.<br />

According to the Corporate Governance Code guidelines,<br />

an independent director is one who has no relationship with<br />

the Company, its related companies or its officers that could<br />

interfere, or be reasonably perceived to interfere with the<br />

exercise of the director’s independent business judgment.<br />

Relationship tests aside, it is the quality of the governance that<br />

counts and that distinguishes an independent and effective<br />

board. While not all the non executive directors are considered<br />

independent based on relationship tests, the Board has, at all<br />

times exercised independent judgment in decision making using<br />

its collective wisdom and experience to act in the best interests<br />

of the Company.


35<br />

Corporate Governance<br />

BOARD COMPOSITION AND COMMITTEES AS AT 31 DECEMBER <strong>2006</strong><br />

Audit Committee<br />

(estbd on 5/1/1998)<br />

Business Investment and Divestment<br />

Committee<br />

(estbd on 8/9/1997)<br />

Executive Resource and Compensation<br />

Committee<br />

(estbd on 6/12/1997)<br />

Nominating Committee<br />

(estbd on 4/12/2002)<br />

Budget and Finance Committee<br />

(estbd on 5/1/1998)<br />

Research Development and Technology<br />

Committee<br />

(estbd on 1/8/2003)<br />

Senior Human Resource Committee<br />

(estbd on 16/1/1998)<br />

Risk Review Committee<br />

(estbd on 7/12/1998)<br />

Tenders Committee<br />

(estbd on 5/1/1998)<br />

BOARD MEMBERS<br />

Mr Peter SEAH Lim Huat C C M C<br />

Mr TAN Pheng Hock M M M M M<br />

Mr KOH Beng Seng<br />

C<br />

Lieutenant-General NG Yat Chung M M M<br />

Dr TAN Kim Siew M M<br />

Professor LUI Pao Chuen<br />

Mr Winston TAN Tien Hin M M C<br />

Mr Lucien WONG Yuen Kuai C M<br />

Dr Philip Nalliah PILLAI M M C<br />

Mr QUEK Poh Huat M M<br />

Mr Venkatachalam KRISHNAKUMAR M M M M<br />

Brigadier-General Bernard<br />

TAN Kok Kiang 1<br />

C<br />

Rolling list of any three Board Directors<br />

NON BOARD MEMBER<br />

Mr CHANG See Hiang<br />

CM<br />

Denotes:<br />

C – Chairman<br />

M – Member<br />

CM – Co-opted Member<br />

1 Alternate director to Lieutenant-General NG Yat Chung


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 36<br />

Corporate Governance<br />

Board Selection, Training and Evaluation of Performance<br />

(Principles 4 and 5)<br />

The NC is responsible for reviewing the composition of<br />

the Board regularly and identifying and selecting suitable<br />

candidates to the Board. The Committee also reviews the<br />

retirement and re-election of directors.<br />

Dr Philip Pillai is the Chairman of the NC. The other members<br />

are Mr Peter Seah and Mr Venkatachalam Krishnakumar.<br />

Both Dr Pillai and Mr Krishnakumar are independent non<br />

executive directors.<br />

The NC is charged with the responsibility of ensuring that the<br />

Company’s Board and its subsidiaries comprise individuals who<br />

are able to discharge their responsibilities as directors. The NC<br />

identifies suitable candidates for appointment to the boards<br />

of the Group, in particular, candidates who can value add to<br />

the management through their contributions in the relevant<br />

strategic business.<br />

The NC has the same members as the Executive Resource &<br />

Compensation Committee. This is because both committees<br />

share similar objectives of searching for talent and expertise<br />

for Board renewal and to strengthen management.<br />

During the year, the NC reviewed and affirmed the<br />

independence of the Company’s independent directors and<br />

reviewed the composition of the Board and the profile of Board<br />

members in relation to the needs of the ST <strong>Engineering</strong> Board.<br />

The NC also assessed the current board size and determined<br />

that it is adequate for the effective functioning of the Board.<br />

The NC also reviewed the directors who were due for<br />

retirement and re-election.<br />

At each AGM, one third of the directors with the longest term in<br />

office is required to retire and submit themselves for re-election.<br />

Mr Koh Beng Seng, LG Ng Yat Chung, Dr Tan Kim Siew and Mr<br />

Lucien Wong will retire. LG Ng has confirmed that he will not<br />

be seeking re-election. Save for LG Ng, the retiring directors,<br />

being eligible, have offered themselves for re-election. The<br />

NC has reviewed their contributions and recommended that<br />

each of the retiring Directors be re-elected at the Company’s<br />

forthcoming AGM.<br />

Access to Information (Principle 6)<br />

The Board receives monthly reports providing updates on key<br />

operational activities and financial analysis. The Board also<br />

has unrestricted access to the President and CEO, the CFO,<br />

management and the Company Secretary as well as the<br />

internal and external auditors and the risk management team.<br />

The Board can also seek independent professional advice if<br />

deemed necessary.<br />

Level and Mix of Remuneration<br />

Disclosure on Remuneration (Principles 7, 8 and 9)<br />

The Executive Resource & Compensation Committee (ERCC)<br />

performs the role of the Remuneration Committee. The<br />

Committee comprises Mr Peter Seah as Chairman, Dr Philip<br />

Pillai and Mr Venkatachalam Krishnakumar. The majority of<br />

members of the ERCC have held senior positions in large<br />

organisations and are experienced in the area of executive<br />

remuneration.<br />

All the ERCC members are non executive directors.<br />

Apart from Mr Peter Seah, the other members of the ERCC<br />

are independent directors.<br />

The ERCC has access to professional advice from appropriate<br />

external advisors where necessary. The ERCC may meet with<br />

these external advisors without the presence of management.<br />

All decisions at any meeting of the ERCC shall be decided by<br />

a majority of votes of the ERCC members present and voting<br />

(the decision of the ERCC shall at all times exclude the vote,<br />

approval or recommendation of any member who has a conflict<br />

of interest in the subject matter under consideration).<br />

The ERCC has been authorised by the Board to carry out the<br />

following key duties and responsibilities:<br />

• Review and establish executive remuneration policy<br />

• Approve the remuneration package and service terms<br />

for senior executives<br />

• Set targets for senior executives and approve equity based<br />

incentive share plans and the granting of performance<br />

share awards<br />

• Approve non executive director remuneration structure


37<br />

Corporate Governance<br />

The ERCC met four times in <strong>2006</strong>. Its key activities<br />

were centred on the assessment and development of the<br />

management team, target setting, and the determination of<br />

their compensation and incentive awards. In determining<br />

the overall remuneration package, the ERCC assesses<br />

executives’ contribution to the Group relative to preset targets,<br />

the performance of the Group, and the compensation and<br />

employment conditions of various industries.<br />

During the year, the ERCC reviewed and approved the<br />

granting of share options. In accordance with the rules of<br />

the ST <strong>Engineering</strong> Share Option Plan (ESOP), share options<br />

are priced at market value, on a volume-weighted average for<br />

the shares on the <strong>Singapore</strong> Exchange (SGX) over the three<br />

consecutive trading days immediately preceding the date of<br />

grant. The computation is referenced against the daily official<br />

list of the SGX and verified by Finance. The subscription<br />

price of the share options granted cannot be modified<br />

during the term of the options, except for adjustments<br />

arising from variations to the share capital, as the ERCC<br />

considers appropriate.<br />

As standing procedure, the ERCC, as the Plan Administrator,<br />

has determined that share options shall be granted twice a<br />

year on fixed dates following the release of the audited FY<br />

end results and first half year results, respectively. In the event<br />

that any announcement on any matter of an exceptional nature<br />

involving price-sensitive information is made, the ESOP rules<br />

require that options be granted on or after the fourth market<br />

day following release of the announcement.<br />

During the year, the ERCC decided on conditional performance<br />

share awards under ST <strong>Engineering</strong>’s approved share plans<br />

as well as Economic Value Added-based incentives for<br />

senior executives.<br />

The following information relates to remuneration of directors of ST <strong>Engineering</strong>:<br />

NUMBER OF DIRECTORS IN REMUNERATION BANDS <strong>2006</strong> 2005<br />

Remuneration Bands<br />

$500,000 and above 1 1<br />

$250,000 to $499,999 – –<br />

Below $250,000 10 10<br />

Total 11 11


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 38<br />

Corporate Governance<br />

Summary compensation table for the year ended 31 December <strong>2006</strong> (Group):<br />

STOCK<br />

OPTIONS<br />

DIRECTORS’ GRANTED EXERCISE<br />

NAME OF DIRECTOR SALARY * BONUS * FEES TOTAL IN <strong>2006</strong> PRICE EXERCISABLE PERIOD<br />

$ $ $ $ $<br />

Peter Seah Lim Huat – – 182,000 182,000 44,500 3.01 10.2.2007 to 9.2.2011<br />

44,500 2.84 11.8.2007 to 10.8.2011<br />

Tan Pheng Hock 1,090,275 1,711,991 # 2,802,266 200,000 3.01 10.2.2007 to 9.2.2016<br />

200,000 2.84 11.8.2007 to 10.8.2016<br />

Koh Beng Seng – – 94,000 94,000 27,500 3.01 10.2.2007 to 9.2.2011<br />

27,500 2.84 11.8.2007 to 10.8.2011<br />

LG Ng Yat Chung – – 10,000 ✣ 10,000 – – –<br />

Dr Tan Kim Siew – – 10,000 ✣ 10,000 – – –<br />

Professor Lui Pao Chuen – – 97,500 † 97,500 29,000 3.01 10.2.2007 to 9.2.2011<br />

Winston Tan Tien Hin – – 142,000 † 142,000 37,000 3.01 10.2.2007 to 9.2.2011<br />

37,000 2.84 11.8.2007 to 10.8.2011<br />

Lucien Wong Yuen Kuai – – 86,000 86,000 21,500 3.01 10.2.2007 to 9.2.2011<br />

21,500 2.84 11.8.2007 to 10.8.2011<br />

Dr Philip Nalliah Pillai – – 123,000 † 123,000 33,000 3.01 10.2.2007 to 9.2.2011<br />

33,000 2.84 11.8.2007 to 10.8.2011<br />

Quek Poh Huat – – 128,000 † 128,000 33,000 3.01 10.2.2007 to 9.2.2011<br />

33,000 2.84 11.8.2007 to 10.8.2011<br />

Venkatachalam<br />

Krishnakumar – – 116,000 116,000 25,500 3.01 10.2.2007 to 9.2.2011<br />

25,500 2.84 11.8.2007 to 10.8.2011<br />

BG Bernard Tan Kok<br />

Kiang (Alternate to<br />

LG Ng Yat Chung) – – – – – – –<br />

1,090,275 1,711,991 988,500 3,790,766 873,000<br />

* The salary and bonus amount shown is inclusive of allowances, CPF and performance shares earned.<br />

✣ Fees for public sector Directors are payable to government agencies.<br />

† Includes fees for directorship in subsidiary(ies).<br />

# Fees payable to Mr Tan Pheng Hock of $168,750 includes fees for directorship in subsidiaries and are payable to <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Ltd.


39<br />

Corporate Governance<br />

Remuneration Data for Year <strong>2006</strong><br />

Remuneration data for employees earning $100,000 and above per annum (as at 31 Dec <strong>2006</strong>).<br />

TOTAL COMPENSATION BANDS ($) TOTAL NO. OF EMPLOYEES TOTAL DOLLAR VALUES ($)<br />

100,000 to 149,999 843 100,059,481<br />

150,000 to 199,999 252 43,235,882<br />

200,000 to 249,999 81 17,950,249<br />

250,000 to 499,999 91 30,606,716<br />

500,000 to 749,999 10 5,789,157<br />

750,000 to 999,999 5 4,380,433<br />

1,000,000 to 1,249,999 1 1,116,074<br />

1,250,000 to 1,499,999 3 4,086,785<br />

1,500,000 to 1,749,999 1 1,611,420<br />

=> 1,750,000 4 7,934,048<br />

Total 1,291 216,770,245<br />

Note: Total compensation comprises all staff salaries (including CPF for <strong>Singapore</strong> staff), overtime pay, variable bonuses, special bonuses, annual wage supplement<br />

(13th month), dollar contribution by the Group under the Employees’ Share Ownership Scheme, benefi ts-in-kind plus overseas postees’ cost of living allowance.<br />

The Board has delegated authority to the ERCC to determine<br />

the remuneration of the President and CEO and the senior<br />

management. The remuneration package for non executive<br />

directors is reviewed by the Board annually and the fees to<br />

be paid to Board members are subject to approval at the AGM.<br />

A revised directors’ fee policy commensurate with the increased<br />

responsibilities of the Board was endorsed by the Board.<br />

The Group has set out a group-wide cross section of<br />

executives’ remuneration by number of employees from<br />

$100,000 upwards in bands of $50,000 up to $250,000.<br />

The Senior Human Resource Committee, chaired by Mr Peter<br />

Seah, comprises Mr Tan Pheng Hock, LG Ng Yat Chung<br />

and Dr Tan Kim Siew. The Committee reviewed the talent<br />

management and leadership development for the organisation<br />

and its senior staff. Through its support for and direction of<br />

the Group’s talent management and leadership initiatives, the<br />

Committee has helped to enhance the process of identification<br />

and development of talents to be groomed for senior positions.<br />

The Committee has also reviewed the succession plans for<br />

key positions in the Group. Another significant initiative that<br />

has materialised from the Committee’s support and direction<br />

is the establishment of the inaugural ST <strong>Engineering</strong> Overseas<br />

Scholarship and ST <strong>Engineering</strong> Scholarship in China.<br />

Accountability (Principle 10)<br />

In September <strong>2006</strong>, the SGX introduced a new requirement<br />

for directors to issue a Negative Assurance Statement<br />

to accompany its interim financial results announcement,<br />

confirming that nothing has come to the attention of the<br />

Board that may render the interim financial results to be false<br />

or misleading. Certain internal procedures have been put in<br />

place that enable each member of the Board reviewing the<br />

interim financial statements to immediately raise any material<br />

information known to him which would impact the accuracy<br />

of the statements prior to their release to SGX. Should<br />

there be any significant adverse issue(s) raised by the Audit<br />

Committee (AC) or Board member which may affect the<br />

results in a material way, the scheduled date of the results<br />

announcement will be postponed to allow time for investigation<br />

or further review.<br />

The re-appointment of auditors is subject to approval at each<br />

AGM. In making its recommendations to shareholders on the<br />

appointment and re-appointment of auditors, the Board relies<br />

on the review and recommendations of the AC.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 40<br />

Corporate Governance<br />

During the year, the Board convened an EGM to adopt<br />

new Articles of Association updating changes made to the<br />

Companies Act (Chapter 50).<br />

Directors and key senior executives of the Group are prohibited<br />

from dealing in ST <strong>Engineering</strong> shares two weeks before the<br />

announcement of ST <strong>Engineering</strong>’s first quarter, half year, third<br />

quarter and full year results up to the date of the announcement<br />

of the results. Additionally, all directors of the Group and its<br />

employees are reminded not to trade in situations where the<br />

insider trading laws and rules would prohibit trading.<br />

The directors’ interests in shares of ST <strong>Engineering</strong> and its<br />

related companies during the year are found on pages 91 to 99<br />

of this <strong>Report</strong>.<br />

Audit Committee (Principle 11)<br />

The AC is supported in its work by the audit committees of the<br />

four main business sectors. The respective chairmen of the<br />

audit committees of the four business sectors are invited to<br />

attend the AC meetings of ST <strong>Engineering</strong> so as to have a clear<br />

understanding of policies made at the holding company level<br />

and to give feedback from the sectors’ audit committees.<br />

The AC has full authority to commission and review findings<br />

of internal investigations into matters where it is alerted of any<br />

suspected fraud or irregularity or failure of internal controls or<br />

infringement of any law likely to have a material impact on the<br />

listed Group’s operating results. It can investigate any matter<br />

within its terms of reference and with the full cooperation<br />

of management.<br />

During the year, the Board adopted a Whistle Blowing Policy<br />

with the objective of providing a process for staff to raise,<br />

in confidence and without fear of retaliation, incidents of<br />

possible wrongdoing or breach of applicable laws, regulations<br />

or policies to the respective chairmen of the audit committees<br />

in the Group.<br />

The AC comprises Mr Koh Beng Seng as Chairman, Dr Philip<br />

Pillai and Mr Venkatachalam Krishnakumar. All the members of<br />

the AC are independent directors. The AC held five meetings<br />

during the year, including a January <strong>2006</strong> session with the<br />

external and internal auditors, without management, to review<br />

the FY2005 results.<br />

During the year, the AC reviewed and recommended to the<br />

Board the release of the full year and half year financial<br />

statements, and considered and approved the <strong>2006</strong> Audit<br />

Plan and the <strong>2006</strong> Internal Audit (IA) Plan. It also reviewed<br />

the adequacy of internal control procedures, Interested<br />

Person transactions and the issues raised in IA reports with<br />

IA being given the authority to rate risk issues according to<br />

different risk levels, and to follow up with remedial actions by<br />

the management.<br />

During the year, the AC was briefed on the external auditors’<br />

appointment of a US coordinating partner to coordinate the<br />

audit of the US group of companies with the local office partner<br />

who would be overall in charge of both the local and overseas<br />

companies’ audits.<br />

The AC also focused on the need to bring new acquisitions<br />

into alignment with policies in the ST <strong>Engineering</strong> Group and<br />

to integrate practices and activities with the Group<br />

post acquisition.<br />

The AC reviewed the level of non audit services performed<br />

by its external auditors to satisfy itself that non audit<br />

services performed by the auditors did not compromise<br />

their independence under regulatory requirements.<br />

Having been delegated authority by the Board, the AC approved<br />

the release of the financial results for the first quarter and third<br />

quarter of <strong>2006</strong>.<br />

In February 2007, the AC reviewed the audit observations on<br />

the financial statements for FY<strong>2006</strong> audit with the external<br />

auditors. The AC also met with the external and internal<br />

auditors, without management, to review <strong>2006</strong> results. There<br />

were no major issues highlighted and the auditors confirmed<br />

that they would provide an unqualified report.<br />

The AC also reviewed the performance of the external auditors.<br />

It recommended to the Board the re-appointment of Ernst &<br />

Young as auditors for FY2007, after having been satisfied with<br />

its standard of audit, independence and objectivity.


41<br />

Corporate Governance<br />

Internal Controls (Principle 12)<br />

Internal Audit (Principle 13)<br />

The AC oversees and appraises the quality of the audit effort of<br />

the Company’s IA function.<br />

The Board, through the AC, the President and CEO and the<br />

CFO, considers that the Group’s framework of internal controls<br />

and procedures is adequate to provide reasonable assurance of<br />

the integrity, confidentiality and availability of critical information,<br />

and the effectiveness and efficiency of operations, safeguarding<br />

of assets and compliance with applicable rules and regulations.<br />

It is also satisfied that problems are identified on a timely basis<br />

and there is in place a process for best practices and follow up<br />

actions to be taken promptly to minimise unnecessary lapses<br />

and for the identification and containment of business risks.<br />

The IA supports the AC in reviewing the adequacy of the<br />

Company’s internal control system.<br />

Staffed by qualified auditors, IA has unrestricted direct access<br />

to the AC. The Head of IA’s primary line of reporting is to the<br />

Chairman of the AC, although he reports administratively to the<br />

CFO of the Company.<br />

IA plans its internal audit schedules in consultation with, but<br />

independently of, management and its IA Plan is submitted<br />

to the AC for approval at the beginning of each year. The AC<br />

also meets with IA at least once a year without the presence<br />

of management to gather feedback on management’s level<br />

of cooperation and other matters that warrant AC’s attention.<br />

All audit reports are submitted to the AC for deliberation<br />

with copies of these reports extended to the relevant senior<br />

management, for prompt corrective actions, as recommended.<br />

Furthermore, IA’s summary of findings, recommendations and<br />

updates on management’s actions taken are discussed at the<br />

quarterly AC meetings. There were no significant control issues<br />

highlighted by IA in <strong>2006</strong>.<br />

During the year, IA briefed the AC on its plan to carry out<br />

surprise audits across the Group. The IA continued with its<br />

system of rating a company at the end of an internal audit for<br />

the purpose of differentiating the high risk issues which require<br />

more serious attention.<br />

As part of the Group’s effort to continually improve on its<br />

control framework, IA has also introduced a quarterly Control<br />

Self Assessment Declaration for all auditable entities to sign off<br />

and declare that Management has reviewed and complied with<br />

all the requirements and that there are no material matters or<br />

issues that have not been highlighted.<br />

On an ongoing basis, IA ensures that good practices are shared<br />

within the Group.<br />

Risk Management<br />

The Risk Review Committee, chaired by Mr Winston<br />

Tan, comprises LG Ng Yat Chung, Mr Lucien Wong, Mr<br />

Venkatachalam Krishnakumar, Mr Tan Pheng Hock and<br />

Mr Chang See Hiang, a co-opted member and Board<br />

Director of ST Aerospace. The Committee oversees the risk<br />

management framework and reviews key risk exposures,<br />

including business continuity management.<br />

The Committee met four times during the year to review the<br />

key risks and the measures put in place as well as the key risk<br />

indicators of each sector. Emerging risk perspectives facing the<br />

Group were also discussed.<br />

Budget and Finance<br />

Chaired by Mr Lucien Wong, the Budget and Finance<br />

Committee members include Mr Tan Pheng Hock, Mr Quek Poh<br />

Huat and Dr Tan Kim Siew.<br />

Budgets prepared by the respective subsidiaries are<br />

consolidated at the ST <strong>Engineering</strong> level and presented to the<br />

Budget and Finance Committee for review and recommendation<br />

to the Board for approval.<br />

During the year, the Budget and Finance Committee held<br />

three meetings to review the FY<strong>2006</strong> budget assumptions and<br />

forecast. The Committee also met to review the 2007 Plan and<br />

recommended to the Board for approval.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 42<br />

Corporate Governance<br />

Business Investment and Divestment Committee<br />

The Business Investment and Divestment Committee comprises<br />

Mr Peter Seah as Chairman, Mr Tan Pheng Hock, LG Ng Yat<br />

Chung, Mr Winston Tan and Mr Quek Poh Huat.<br />

During the year, the Business Investment and Divestment<br />

Committee held two meetings to consider major investments<br />

by the Group.<br />

Communication with Shareholders (Principle 14)<br />

Greater Shareholder Participation (Principle 15)<br />

The Group has a comprehensive investor programme aimed at<br />

providing existing and potential investors with comprehensive<br />

and prompt information to enable them to have a better<br />

understanding of the Group’s businesses, direction and<br />

performance. ST <strong>Engineering</strong> maintains a regularly updated<br />

website which provides a chronology of the latest press<br />

releases and highlights of corporate events of each of<br />

its sectors and their respective capabilities.<br />

Board members attended the AGM and EGM in <strong>2006</strong> where<br />

shareholders present were given an opportunity to seek<br />

clarification or question the Board on issues pertaining to<br />

the resolutions proposed before they were voted on. The<br />

external auditors were also present at the AGM to assist the<br />

directors in answering questions on audit related matters from<br />

shareholders. The Group fully supports the Code’s principle to<br />

encourage active shareholder participation. More on Investor<br />

Relations can be found on pages 46 to 49.<br />

Financial and other information are made available on the<br />

Company’s website at http://www.stengg.com and these are<br />

regularly updated.<br />

In <strong>2006</strong>, ST <strong>Engineering</strong> hosted more than 300 investor<br />

meetings, including participation in 11 international investor<br />

roadshows and conferences in 25 cities. ST <strong>Engineering</strong> is<br />

committed to timely disclosures to ensure that the investing<br />

community receives a balanced and updated view of the<br />

Group’s performance and businesses.


43<br />

Corporate Governance<br />

COMPLIANCE DIRECTORY<br />

CODE PRINCIPLE<br />

REFERENCE<br />

PAGES<br />

CODE PRINCIPLE<br />

REFERENCE<br />

PAGES<br />

1 The Board’s Conduct of its Affairs<br />

Every company should be headed by an<br />

effective Board to lead and control the<br />

company. The Board is collectively responsible<br />

for the success of the company. The Board<br />

works with management to achieve this and the<br />

management remains accountable to the Board.<br />

2 Board Composition and Guidance<br />

There should be a strong and independent<br />

element on the Board, which is able to exercise<br />

objective judgement on corporate affairs<br />

independently, in particular, from management.<br />

No individual or small group of individuals<br />

should be allowed to dominate the Board’s<br />

decision making.<br />

3 Chairman and Chief Executive Officer<br />

There should be a clear division of<br />

responsibilities at the top of the company<br />

– the working of the Board and the executive<br />

responsibility of the company’s business<br />

– which will ensure a balance of power and<br />

authority, such that no one individual represents<br />

a considerable concentration of power.<br />

33<br />

34 and 35<br />

34 and 35<br />

8 Level and Mix of Remuneration<br />

The level of remuneration should be appropriate<br />

to attract, retain and motivate the directors<br />

needed to run the company successfully but<br />

companies should avoid paying more than<br />

is necessary for this purpose. A significant<br />

proportion of executive directors’ remuneration<br />

should be structured so as to link rewards to<br />

corporate and individual performance.<br />

9 Disclosure on Remuneration<br />

Each company should provide clear disclosure<br />

of its remuneration policy, level and mix of<br />

remuneration, and the procedure for setting<br />

remuneration in the company’s annual report.<br />

It should provide disclosure in relation to its<br />

remuneration policies to enable investors to<br />

understand the link between remuneration<br />

paid to directors and key executives, and<br />

performance.<br />

10 Accountability<br />

The Board should present a balanced and<br />

understandable assessment of the company’s<br />

performance, position and prospects.<br />

36 and 39<br />

36 to 39<br />

39 and 40<br />

4 Board Membership<br />

There should be a formal and transparent<br />

process for the appointment of new directors<br />

to the Board.<br />

34 and 35<br />

11 Audit Committee<br />

The Board should establish an Audit Committee<br />

with written terms of reference which clearly<br />

set out its authority and duties.<br />

40<br />

5 Board Performance<br />

There should be a formal assessment of<br />

the effectiveness of the Board as a whole<br />

and the contribution by each director to the<br />

effectiveness of the Board.<br />

36<br />

12 Internal Controls<br />

The Board should ensure that the management<br />

maintains a sound system of internal controls<br />

to safeguard the shareholders’ investments and<br />

the company’s assets.<br />

41 and 42<br />

6 Access to Information<br />

In order to fulfil their responsibilities, Board<br />

members should be provided with complete,<br />

adequate and timely information prior to board<br />

meetings and on an ongoing basis.<br />

7 Procedures for Developing Remuneration<br />

Policies<br />

There should be a formal and transparent<br />

procedure for developing policy on executive<br />

remuneration and for fixing the remuneration<br />

packages of individual directors. No director<br />

should be involved in deciding his own<br />

remuneration.<br />

36<br />

36<br />

13 Internal Audit<br />

The company should establish an internal audit<br />

function that is independent of the activities it<br />

audits.<br />

14 Communication with Shareholders<br />

Companies should engage in regular, effective<br />

and fair communication with shareholders.<br />

15 Communication with Shareholders<br />

Companies should encourage greater<br />

shareholder participation at AGMs, and allow<br />

shareholders the opportunity to communicate<br />

their views on various matters affecting<br />

the company.<br />

41<br />

42<br />

42


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 44<br />

Corporate Social Responsibility<br />

TOUCHING LIVES IN THE COMMUNITY<br />

An integral part of cultivating a winning spirit entails the<br />

inculcation of a passion to contribute to society. As a<br />

responsible corporate citizen, ST <strong>Engineering</strong> proactively<br />

participates in community activities, devoting time and effort<br />

to the less fortunate and promoting arts and education.<br />

For the second successive year, the Safety@Work Creative<br />

Awards inspired tertiary students to spread the message of<br />

safety in a multimedia art competition. Over 200 entries were<br />

received, with increased participation from students of ten out<br />

of 13 key tertiary institutions in <strong>Singapore</strong>. The Group is also a<br />

sponsor of the NUS Yong Siew Toh Conservatory of Music.<br />

In <strong>2006</strong>, the Group’s companies joined hands to launch<br />

various charity drives, which included an auction and a cross<br />

country run, to raise $250,000 for the President’s Challenge<br />

in <strong>Singapore</strong>. This was the third consecutive year that<br />

ST <strong>Engineering</strong> had supported this worthy cause.<br />

The Group continued to be involved in its adopted homes and<br />

charities, through donations, visits and organised activities.<br />

These organisations included the Moral Home for the Disabled<br />

and the Spastic Children’s School.<br />

Advancing the Creation and Transfer of Knowledge<br />

Apart from charity, ST <strong>Engineering</strong> is committed to education<br />

programmes and platforms that spark the exchange of<br />

knowledge and ideas. During the year, the Group supported<br />

prominent conferences such as the IE Forum <strong>2006</strong>, organised<br />

by International Enterprise <strong>Singapore</strong>; the Global Entrepolis<br />

@ <strong>Singapore</strong>, organised by the Economic Development Board;<br />

and the Shangri-La Dialogue, a leading event for defence and<br />

security diplomacy in Asia Pacific by the International Institute<br />

for Strategic Studies.<br />

ST <strong>Engineering</strong> is a pioneer sponsor of the Securities<br />

Investors Association (<strong>Singapore</strong>) and for the past six years,<br />

has supported its seminars and workshops to educate<br />

retail investors, enabling them to make informed investment<br />

decisions. In addition, the Group is a sponsor of the Temasek<br />

Defence Systems Institute – a centre for postgraduate<br />

education in defence technology and systems for <strong>Singapore</strong><br />

and international students; and the Lee Kuan Yew School of<br />

Public Policy – an academic study and research centre in the<br />

areas of public policy and public management.<br />

(from left to right)<br />

Staff of ST Aerospace subsidiary<br />

SASCO and children from the<br />

Moral Home enjoying the games at<br />

the Fiesta by the Sea – SASCO’s<br />

Family Day on 24 June <strong>2006</strong>.<br />

Staff of ST Marine participating in<br />

Clean up the World at Sungei Buloh<br />

Wetland Reserve.


45<br />

Environment, Health and Safety<br />

ADOPTING A HOLISTIC APPROACH<br />

ST <strong>Engineering</strong> maintains a holistic approach in meeting the<br />

diverse needs of its stakeholders – from shareholders and<br />

customers to employees, partners and the community. While<br />

it continues its work on delivering economic value, the Group<br />

considers its corporate responsibility with regards to the<br />

Environment, Health and Safety (EHS) a top priority.<br />

The Group’s efforts on EHS issues are focused on five<br />

areas: a wise and balanced conservation of resources, waste<br />

minimisation, leveraging on environmentally-friendly technology,<br />

the active involvement of all its people, and a focus on<br />

safety first.<br />

In line with its efforts to promote EHS issues within the Group,<br />

ST <strong>Engineering</strong> has, since 2004, organised the annual<br />

ST <strong>Engineering</strong> EHS Awards to laud exemplary contributions.<br />

Today, almost all the Group’s business units are ISO 14001<br />

Environmental Management System and/or OHSAS 18001<br />

Occupational Health and Safety Management System certified.<br />

Across the Group, ST <strong>Engineering</strong> has won industry awards<br />

for its ongoing improvements to health and safety standards<br />

(see chart).<br />

Environment<br />

ST <strong>Engineering</strong> adopts environmentally-friendly practices where<br />

feasible, including the use of green products, throughout its<br />

operations. Efforts to conserve the environment are<br />

evident in its processes – reducing, reusing and recycling<br />

wherever possible.<br />

Some of these practices include reducing electrical<br />

consumption, preventing wastage of electricity through the<br />

use of motion sensors and timers, working towards a ‘paperless’<br />

working environment, employing machines to maximise the<br />

use of raw materials, and minimising wastage from the<br />

production process.<br />

For ease of recycling, reusable items like photocopy paper, print<br />

cartridges, cardboard, aluminium, wooden pallets, crates and<br />

metal containers are collected and segregated according to the<br />

materials recycling process.<br />

Procedures are also in place to ensure proper disposal of<br />

industrial waste.<br />

Health and Safety<br />

ST <strong>Engineering</strong> puts a premium on ensuring a healthy and safe<br />

working environment for its employees. From the onset, each<br />

new employee undergoes a safety induction course as part of<br />

the orientation to the organisation. Regular health checks and<br />

talks are organised to raise awareness and educate staff on<br />

health and safety issues.<br />

The senior management is actively involved in planning,<br />

monitoring and implementing health and safety standards,<br />

which range from monthly inspections, internal and external<br />

audits, to safety seminars and talks conducted both internally<br />

and externally. All health and safety incidents and near misses<br />

are promptly reported, investigated and learning points shared<br />

to prevent similar incidents from recurring.<br />

ST <strong>Engineering</strong> will continue to benchmark itself against<br />

evolving international standards on EHS issues, and inculcate a<br />

corporate culture that constantly seeks to excel in these areas.<br />

SBA / SBU<br />

ISO<br />

9001<br />

ISO<br />

14001<br />

OHSAS<br />

18001<br />

SASCO ✓ ✓<br />

STA <strong>Engineering</strong> ✓ ✓<br />

STA Engines ✓ ✓<br />

STA Systems ✓ ✓<br />

STA Supplies ✓ ✓<br />

ST Electronics ✓ ✓<br />

ST Electronics (Satcom &<br />

Sensor Systems)<br />

✓ ✓<br />

Kinetics Integrated<br />

Manufacturing<br />

✓ ✓ ✓<br />

Kinetics Design &<br />

Development<br />

✓ ✓ ✓<br />

Kinetics Integrated Services ✓ ✓ ✓<br />

Allied Ordnance of <strong>Singapore</strong> ✓ ✓ ✓<br />

Advanced Material<br />

<strong>Engineering</strong><br />

✓ ✓ ✓<br />

STA Inspection ✓<br />

<strong>Singapore</strong> Test Services ✓ ✓<br />

ST Marine<br />

VT Miltope<br />

✓<br />

VT Halter Marine<br />

✓<br />

* International Safety Rating System<br />

OTHERS<br />

ISRS*


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 46<br />

Investor Relations<br />

ENGAGING THE INVESTMENT COMMUNITY<br />

Investor relations at ST <strong>Engineering</strong> is aimed at cultivating<br />

a long term and synergistic relationship with current and<br />

potential investors, and analysts.<br />

By broadening and deepening communication channels,<br />

ST <strong>Engineering</strong> is primed to keep investors and analysts<br />

abreast of the Group’s developments and communicate its<br />

strategic direction and operations, while at the same time,<br />

garner invaluable feedback and insights.<br />

With the Group’s diverse institutional investors largely from key<br />

markets in the US, Europe and Hong Kong as well as Australia,<br />

Japan and the Middle East, the Group’s investor relations<br />

initiatives are planned and customised to suit the varying<br />

investment philosophies and needs of these investors.<br />

In response to investors’ requests for more frequent meetings,<br />

ST <strong>Engineering</strong> stepped up its investors relations efforts.<br />

In <strong>2006</strong>, it hosted more than 300 one-on-one investor<br />

meetings, over 70% of which were with overseas institutions<br />

as part of 11 investor roadshows and conferences in 25 cities<br />

around the world. Several of these were in new financial<br />

markets. This was about three times more than the number<br />

of meetings conducted two years ago.<br />

The Group also hosted visits to its Aerospace, Land Systems<br />

and Marine facilities, a luncheon at its exhibition pavilion at<br />

Asian Aerospace <strong>2006</strong>, four quarterly results briefings and<br />

an AGM.<br />

In March <strong>2006</strong>, the Group launched its Chinese language<br />

website with an investor relations section, thus opening a new<br />

communication channel to its Chinese stakeholders.<br />

Recognising that investors rely on independent sources for<br />

information on the Group, ST <strong>Engineering</strong> is also committed to<br />

maintaining regular communication with analysts from about<br />

20 securities firms who actively provide coverage on the Group,<br />

and helping them better understand the Group’s strategies<br />

and operations.<br />

(from left to right)<br />

ST <strong>Engineering</strong>’s Board of Directors listened and addressed<br />

investors’ issues and feedback at the AGM.<br />

ST Aerospace hosted a facility tour for analysts and fund managers in<br />

June, where management showcased various aerospace operations<br />

including the MD-11 freighter conversion programme.<br />

Analysts and fund managers visited ST Marine in November, and<br />

gained a better understanding of its shipyard operations, including<br />

a close up view of the Republic of <strong>Singapore</strong> Navy’s new stealth<br />

frigates and other commercial vessels under construction.


47<br />

Investor Relations<br />

ST ENGINEERING WEB DIRECTORY<br />

ITEM WEBSITE REMARKS<br />

Homepage www.stengg.com Latest news updates, results and share<br />

price of the Group<br />

Chinese homepage www.stengg.com/cn/home/home.aspx Newly launched in <strong>2006</strong><br />

Share price<br />

performance<br />

Quarterly results and<br />

presentations<br />

Quarterly results<br />

webcasts<br />

www.stengg.com/investorelations/stockperformance.aspx<br />

www.stengg.com/investorelations/webcasts.aspx<br />

www.stengg.com/investorelations/webcasts.aspx<br />

Charts historical share price performance<br />

with daily updates<br />

Files available for downloading, typically<br />

within half an hour of announcement<br />

Broadcast live; archive version available<br />

within four hours of the event<br />

<strong>Annual</strong> reports www.stengg.com/investorelations/annualreports.aspx Electronic versions of current and previous<br />

annual reports dating back to FY2000<br />

Investor relations<br />

calendar<br />

Mailing list<br />

subscription<br />

Frequently Asked<br />

Questions (FAQs)<br />

www.stengg.com/investorelations/ircalendar.aspx<br />

www.stengg.com/mediacentre/mailinglistsubscribe.aspx<br />

www.stengg.com/investorelations/faq.aspx<br />

Calendar of past and upcoming<br />

investor relations events of the Group,<br />

including dividend payment and results<br />

announcement dates<br />

For news and updates of the Group,<br />

disseminated via e-mail to investors<br />

Answers to FAQs<br />

Feedback www.stengg.com/contact/feedback.aspx Accepts feedback online


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 48<br />

Investor Relations<br />

INVESTOR RELATIONS CALENDAR <strong>2006</strong><br />

1st Quarter <strong>2006</strong><br />

• Webcast media and analysts’ briefing of FY2005 results<br />

• Post results investor lunch<br />

• Analyst Lunch @ Asian Aerospace <strong>2006</strong><br />

• Release of <strong>Annual</strong> <strong>Report</strong> 2005<br />

• Macquarie <strong>Singapore</strong> Corporate Day – New York/Boston/<br />

San Francisco<br />

• Europe Investor Roadshow<br />

• CSFB Asian Investment Conference – Hong Kong<br />

• <strong>Annual</strong> and Extraordinary General Meetings<br />

2nd Quarter <strong>2006</strong><br />

• Payment of first and final tax exempt (one-tier) dividend<br />

of 4.0 cents per share and a special tax exempt (one-tier)<br />

dividend of 9.6 cents per share for the year ended 31<br />

December 2005<br />

• Webcast media and analysts’ briefing of 1Q<strong>2006</strong> results<br />

• Post results investor lunch<br />

• Citigroup <strong>Singapore</strong> Conference – Tokyo<br />

• Fund managers and analysts’ visit to ST Aerospace<br />

FINANCIAL CALENDAR 2007<br />

Date*<br />

Event<br />

13 Feburary Announcement of FY<strong>2006</strong> results<br />

May<br />

Announcement of 1Q2007 results<br />

27 April Proposed Ex-Date for dividend entitlement<br />

18 May Proposed payment of first and final tax<br />

exempt (one-tier) dividend of 4.0 cents per<br />

share and a special tax exempt (one-tier)<br />

dividend of 11.11 cents per share for the year<br />

ended 31 December <strong>2006</strong><br />

August<br />

November<br />

Announcement of 2Q2007 results<br />

Announcement of 3Q2007 results<br />

* The dates are indicative and subject to change.<br />

Please refer to ST <strong>Engineering</strong> website, www.stengg.com, for the<br />

latest updates.<br />

3rd Quarter <strong>2006</strong><br />

• Webcast media and analysts’ briefing of 2Q<strong>2006</strong> results<br />

• Post results investor lunch<br />

• CLSA Investors’ Forum – Hong Kong<br />

• JP Morgan Asia Pacific Equity Conference – New York<br />

• US Investor Roadshow<br />

4th Quarter <strong>2006</strong><br />

• Australia Investor Roadshow<br />

• Webcast media and analysts’ briefing of 3Q<strong>2006</strong> results<br />

• Post results investor lunch<br />

• Europe Investor Roadshow<br />

• Fund managers and analysts’ visit to ST Marine<br />

• Morgan Stanley Asia Pacific Summit – <strong>Singapore</strong><br />

• Japan Investor Roadshow


49<br />

Share Price Performance<br />

ST ENGINEERING SHARE PRICE AND TRADING VOLUME IN <strong>2006</strong><br />

Trading volume<br />

(millions)<br />

45<br />

40<br />

35<br />

30<br />

25<br />

20<br />

15<br />

10<br />

5<br />

Share price<br />

($)<br />

3.4<br />

3.3<br />

3.2<br />

3.1<br />

3.0<br />

2.9<br />

2.8<br />

2.7<br />

2.6<br />

2.5<br />

0<br />

Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec<br />

2.4<br />

Share price<br />

Trading volume<br />

Source: Bloomberg<br />

ST ENGINEERING SHARE PRICE COMPARED TO THE STRAITS TIMES INDEX IN <strong>2006</strong><br />

Share price<br />

($)<br />

3.4<br />

3.3<br />

3.2<br />

3.1<br />

3.0<br />

2.9<br />

2.8<br />

2.7<br />

2.6<br />

Ex-Date for the payment of declared<br />

dividends of 13.6 cents per share<br />

Index<br />

3,100<br />

3,000<br />

2,900<br />

2,800<br />

2,700<br />

2,600<br />

2,500<br />

2,400<br />

2,300<br />

2.5<br />

Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec<br />

2,200<br />

ST <strong>Engineering</strong> Straits Times Index Source: Bloomberg<br />

ST ENGINEERING SHARE PRICE HISTORY<br />

YEAR <strong>2006</strong> 2005 2004 2003 2002<br />

High $3.30 $2.86 $2.33 $2.06 $2.56<br />

Low $2.62 $2.33 $1.89 $1.47 $1.55<br />

Average* $2.95 $2.52 $2.09 $1.83 $1.99<br />

* Defi ned as the average closing prices of active trading days for the year.


51<br />

Human Resources<br />

HARNESSING THE POWER OF PEOPLE<br />

Nurturing a Winning Spirit<br />

In an age of globalisation and rapid change, companies<br />

need to remain innovative and adaptable to maintain<br />

their competitiveness.<br />

Given that people are its most valued resource,<br />

ST <strong>Engineering</strong>’s intent is for its employees to internalise the<br />

winning spirit so that the Group can conquer new challenges<br />

and continue to succeed in a business landscape marked by<br />

uncertainty and global competition.<br />

Achieving this requires a clear focus and direction on the<br />

part of management, supported by a cohesive, passionate<br />

and motivated workforce. ST <strong>Engineering</strong>’s five core values<br />

form the compass that guides the organisation and breathes<br />

life and meaning to it. They are the software that drives<br />

ST <strong>Engineering</strong>’s thinking process, which is further expressed<br />

through the Group’s strategic objectives and thrusts.<br />

A critical component of a winning spirit is a “can-do” attitude<br />

among staff. This involves nurturing a mindset which<br />

perseveres against the odds, ventures to take calculated risks<br />

and views setbacks as learning experiences, not failures.<br />

Grooming Leaders through Holistic Development<br />

Developing people and helping them gain the required skill<br />

sets and competencies to succeed in these competitive<br />

times are key areas of focus. In any organisation, leaders<br />

play critical roles. In ST <strong>Engineering</strong>, the development of<br />

leaders and optimising their potential at all levels receive<br />

the utmost attention.<br />

Over the past few years, eight leadership competencies have<br />

been identified, following consultation with and feedback from<br />

key staff. These leadership competencies are aligned with the<br />

Group’s core values and business strategies, and they underpin<br />

the process of identifying and grooming potential leaders for<br />

growth and succession in critical roles.<br />

The competencies are mapped out in a formal framework<br />

which forms the basis for leadership development within<br />

ST <strong>Engineering</strong>. Behavioural indicators for each of the<br />

competencies are tailored to leaders at different levels so<br />

as to guide their growth and development.<br />

The Group continues to cultivate a corporate culture which<br />

empowers and engages its employees. A key initiative is<br />

its interactive online system, the Leadership EnhAncement<br />

Portal (LEAP), which enables staff to take ownership of their<br />

own learning by assessing themselves against the leadership<br />

competencies, discovering their learning styles, selecting<br />

the options for development and formulating a personal<br />

development action plan.<br />

ST <strong>Engineering</strong> adopts an open approach to staff development,<br />

to cater to the varied learning styles and needs of employees.<br />

Apart from structured learning programmes, other avenues for<br />

staff development include on-the-job learning, participation<br />

in special projects, overseas postings and job rotation. Staff<br />

are also encouraged to seek like-minded learning partners for<br />

mutual motivation and encouragement.<br />

At the same time, ST <strong>Engineering</strong> strives to develop a culture<br />

of mentorship and coaching. This is done through its mentoring<br />

scheme which has been introduced to leverage on the wealth<br />

of experience within the organisation, and to provide a channel<br />

for the effective transfer of knowledge, skills and experiences<br />

among staff.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 52<br />

Human Resources<br />

WORKFORCE ANALYSIS (as at 31 December <strong>2006</strong>) Total: 17,245<br />

SECTOR<br />

ST Aerospace (6,517) 38%<br />

ST Electronics (3,491) 20%<br />

Land Systems (5,508) 32%<br />

ST Marine (1,412) 8%<br />

Others (317) 2%<br />

JOB GROUP<br />

Managerial (819) 5%<br />

<strong>Engineering</strong> (4,592) 27%<br />

Corporate Function/Admin (2,177) 12%<br />

Sales & Marketing (404) 2%<br />

Technical & Others (9,253) 54%<br />

EDUCATIONAL QUALIFICATION<br />

Degree & Equivalent (4,236) 24%<br />

Diploma & Equivalent (4,827) 28%<br />

“O”/“A” Levels & Equivalent (2,687) 16%<br />

Secondary Level & Lower (1,395) 8%<br />

Trade Certificates (4,100) 24%<br />

NATIONALITY<br />

<strong>Singapore</strong>an/PR (9,098) 53%<br />

American (3,015) 17%<br />

British (36) 1%<br />

PRC/Hong Kong (2,769) 16%<br />

Indian (124) 1%<br />

Malaysian (236) 2%<br />

Others (1,967) 10%


53<br />

Human Resources<br />

Motivating Through Rewards & Recognition<br />

ST <strong>Engineering</strong>’s reward and compensation system is<br />

performance based. Every year, Key Performance Indicators<br />

(KPIs) are established for each business area, and staff are<br />

measured and rewarded according to the KPIs, Economic Value<br />

Added achieved and individual performance.<br />

A variety of other reward and recognition schemes is also used.<br />

These include short and long term monetary incentives, such as<br />

salary increments, promotions, special bonuses, cash awards<br />

and share options. This remuneration model lays the ground for<br />

fair, objective and competitive compensation.<br />

awards. Staff are also recognised and rewarded for innovative<br />

excellence and for patents secured. Special acknowledgement<br />

letters are presented to employees for outstanding<br />

contributions or compliments received from the public.<br />

Having a motivated workforce is a pivotal part of nurturing a<br />

winning spirit within the organisation. By developing effective<br />

policies and practices which cultivate a “can-do” attitude,<br />

grooming people to their fullest potential and rewarding them,<br />

ST <strong>Engineering</strong> aims to spur its employees to optimise their<br />

contribution to the organisation.<br />

Acknowledging that motivation at work cannot be purely<br />

attributed to monetary incentives, ST <strong>Engineering</strong> recognises<br />

performance with a holistic range of non monetary incentives.<br />

Awards are conferred for exemplary performance, such as the<br />

model employee, long service, safety, housekeeping and Kaizen


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 54<br />

Awards and Commendations<br />

RECOGNISING EXCEPTIONAL ACHIEVEMENT<br />

Finishing the race first is only second to running the race well.<br />

It is the journey that helps to gel the organisation together.<br />

This is the guiding principle for ST <strong>Engineering</strong> – to inculcate<br />

a winning spirit in its people to not only emerge ahead of the<br />

competition, but also attain personal bests.<br />

In <strong>2006</strong>, ST <strong>Engineering</strong> was recognised for its outstanding<br />

achievement in various spheres, ranging from business<br />

excellence, quality and safety to corporate social responsibility,<br />

employee welfare, people and investor relations.<br />

Business Excellence<br />

ST <strong>Engineering</strong> was among the top 20 companies in the<br />

<strong>Singapore</strong> International 100 Ranking <strong>2006</strong>, organised by<br />

International Enterprise <strong>Singapore</strong>. This ranks <strong>Singapore</strong>’s<br />

top 100 companies by their overseas revenues.<br />

The Group’s Electronics sector was conferred several awards<br />

for its innovation. These included the inaugural Asia Brand<br />

– Ten Most Prospective Brands Award, jointly organised<br />

by government agencies and media in China to recognise<br />

companies which have shown innovation in developing and<br />

marketing quality products, technologies and businesses in Asia.<br />

It was also a recipient of the National Infocomm Award (Merit)<br />

in the Most Innovative Infocomm Product/Service category<br />

by the Infocomm Development Authority of <strong>Singapore</strong>, for<br />

the Intelligent Transport Management System, as well as<br />

the Innovation in <strong>Engineering</strong> Award by the Institution of<br />

<strong>Engineering</strong> and Technology (IET), UK, and the Merit Award of<br />

the Asia Pacific InfoComm Technology Alliance Awards <strong>2006</strong>,<br />

both in the Security category, for its StegMark ImageLite and<br />

Compact Flash products respectively.<br />

The Group’s US satcom operations was awarded the Frost &<br />

Sullivan Product Innovation of the Year, for its GSM capable<br />

VSAT Hub. It also clinched the Marketing Campaign of the<br />

Year award by the American Marketing Association, for its<br />

groundbreaking 2005 campaign, No Constraints.<br />

ST <strong>Engineering</strong>’s Marine and Land Systems sectors were each<br />

awarded the Defence Technology Prize <strong>2006</strong> Team Award by<br />

the <strong>Singapore</strong> Ministry of Defence (MINDEF).<br />

Quality<br />

Subsidiaries of the Aerospace sector – SASCO, STA Engines,<br />

STA Systems – were recognised for their efforts in upholding<br />

high quality standards. They were awarded the Star, Gold<br />

and Silver awards respectively by SPRING <strong>Singapore</strong> at the<br />

National Innovation Quality Circles.<br />

The Group’s Land Systems sector and its subsidiaries,<br />

Ordnance Development & <strong>Engineering</strong> Company and Advanced<br />

Material <strong>Engineering</strong>, received the Meritorious Defence Partner<br />

Award (Employers) from MINDEF. The sector was also<br />

awarded MINDEF’s Meritorious Defence Partner Award<br />

(Civil Resource Owners).<br />

STAR Automotive Centre, a subsidiary of the Land Systems<br />

sector in China, was recognised for its Guangzhou and<br />

Zhejiang operations.<br />

Its Guangzhou operations won the Customers Satisfactory<br />

Brand Award for Automotive Services in China, jointly awarded<br />

by the China Corporations Value Promotion League, the China<br />

Association of Small and Medium Business Enterprises and the<br />

Ren Ming Daily Press; as well as the <strong>2006</strong> Auto Industry Oscar<br />

Award for Outstanding Reliability & Service Excellence, awarded<br />

by the Guangzhou Nan Fang Daily and Xin Jin Press.<br />

Its Zhejiang operations received the Quality Award for Reliability<br />

and Satisfactory Services in Zhejiang Province, which is a joint


55<br />

Awards and Commendations<br />

award by the Zhejiang Industry & Economic Commission, the<br />

Zhejiang Corporation League, the Zhejiang Association of<br />

Enterprises and the Zhejiang Daily Press.<br />

Safety<br />

Subsidiaries of the Group’s Aerospace sector, STA Engines<br />

and STA <strong>Engineering</strong>, achieved the Silver and Bronze<br />

respectively at the I-4-OSH Awards by the <strong>Singapore</strong><br />

Ministry of Manpower (MOM).<br />

STA Engines and Advanced Material <strong>Engineering</strong>, subsidiaries<br />

of the Aerospace and Land Systems sectors respectively, both<br />

received the <strong>Annual</strong> Safety & Health Performance Award <strong>2006</strong><br />

(Silver) from MOM.<br />

The Land Systems sector was a recipient of the Occupational<br />

Safety and Health Best Practices Awards <strong>2006</strong> (Outstanding<br />

Achievement Award – Safety Solutions), also awarded by MOM.<br />

Corporate Social Responsibility<br />

The Aerospace, Electronics and Land Systems sectors, with<br />

their subsidiaries – Advanced Material <strong>Engineering</strong>, SASCO,<br />

STA <strong>Engineering</strong>, STA Engines, STA Systems, STA Supplies and<br />

ST Electronics (Info-Software Systems) – as well as the Marine<br />

sector, received the SHARE Platinum Award by the Community<br />

Chest of <strong>Singapore</strong>.<br />

Subsidiaries of the Group’s Electronics and Land Systems<br />

sectors – Allied Ordnance of <strong>Singapore</strong>, Chartered Pyrotechnics<br />

Industries, Ordnance Development & <strong>Engineering</strong> Company,<br />

<strong>Singapore</strong> Test Services, STA Inspection and ST Electronics<br />

(Training & Simulation Systems) – received the SHARE<br />

Gold Award. Allied Ordnance of <strong>Singapore</strong> and Ordnance<br />

Development & <strong>Engineering</strong> Company were also recipients<br />

of the 5-Year and 15-Year Outstanding SHARE Award<br />

respectively.<br />

Employee Welfare<br />

The Group’s Aerospace subsidiary, STA Systems, received the<br />

SAF Award for Employer – Distinguished Defence Partner<br />

from MINDEF.<br />

ST Electronics (Info-Software Systems), Ordnance<br />

Development & <strong>Engineering</strong> Company, subsidiaries of the<br />

Electronics and Land Systems sectors, received the MHA<br />

Award for NSMen’s Employers (Commendation), conferred by<br />

the <strong>Singapore</strong> Ministry of Home Affairs (MHA). In addition, ST<br />

Electronics (Info-Comm Systems) was one of five recipients of<br />

the Special Award for NSmen’s Employers <strong>2006</strong> from MHA,<br />

in appreciation and recognition of employers’ support and<br />

contributions towards National Service activities.<br />

For promoting a healthy lifestyle at the workplace, the Group’s<br />

Land Systems sector and subsidiaries of the Aerospace sector<br />

– STA <strong>Engineering</strong>, SASCO, STA Engines, STA Systems and<br />

STA Supplies – received the <strong>Singapore</strong> HEALTH Award <strong>2006</strong><br />

(Gold) by the Health Promotion Board, <strong>Singapore</strong> Ministry<br />

of Health, while the Aerospace sector received the Platinum<br />

award. The Aerospace sector was also a recipient of the<br />

Sporting <strong>Singapore</strong> Inspiration Awards <strong>2006</strong> by the <strong>Singapore</strong><br />

Sports Council.<br />

The Group’s Land Systems sector was also one of six winners<br />

of the Lifelong Learners Award <strong>2006</strong> (Corporate Productivity),<br />

which recognised employers who provide a work environment<br />

that encourages learning. This was awarded by SPRING<br />

<strong>Singapore</strong>, <strong>Singapore</strong> Workforce Development Agency, National<br />

Trades Union Congress (NTUC), Mediacorp and Ernst &Young.<br />

People<br />

The Group’s Aerospace subsidiary, STA Systems, received the<br />

NTUC Model Worker Award <strong>2006</strong> and the SLF Educational<br />

Tour Award for Model Workers.<br />

Investor Relations<br />

The Group received the silver award for Best <strong>Annual</strong> <strong>Report</strong><br />

2005 at the <strong>Singapore</strong> Corporate Awards <strong>2006</strong>.<br />

(from left to right)<br />

ST Aerospace and its subsidiaries, STA <strong>Engineering</strong>,<br />

STA Engines, STA Systems and SASCO, were presented<br />

the SHARE Platinum Award by the Community Chest of<br />

<strong>Singapore</strong> at the Istana in October.<br />

ST Electronics’ subsidiary received the Innovation in<br />

<strong>Engineering</strong> Award at the IET award ceremony in October.<br />

The team from ST Kinetics received the Defence Technology<br />

Prize <strong>2006</strong> Team Award.<br />

ST Electronics (Info-Comm Systems) received the National<br />

Infocomm Awards <strong>2006</strong> (Merit) in the Most Innovative<br />

Infocomm Product/Service category for its i-Transport System.


57<br />

Operating Financial Review<br />

GROUP OVERVIEW<br />

Group History and Overview<br />

ST <strong>Engineering</strong> was formed in December 1997 through<br />

the merger of four public listed companies – ST Aerospace,<br />

ST Electronics, ST Automotive and ST Marine – within the<br />

then <strong>Singapore</strong> <strong>Technologies</strong> Group. In early 2000, the Group<br />

acquired the Chartered Industries of <strong>Singapore</strong> group of<br />

companies and merged it with ST Automotive to form<br />

ST Kinetics.<br />

Each of these entities has over 30 years of operating history<br />

and is a leading and established player in its respective industry.<br />

As a Group, ST <strong>Engineering</strong> is a well recognised provider of<br />

integrated defence and engineering systems and solutions,<br />

dedicated to meeting the needs of global customers.<br />

Headquartered in <strong>Singapore</strong>, ST <strong>Engineering</strong> today has a staff<br />

strength of over 17,000, most of whom are located in <strong>Singapore</strong><br />

and the US. It has also established a strong presence in other<br />

parts of the world, offering a comprehensive range of products<br />

and services through its four sectors, namely Aerospace,<br />

Electronics, Land Systems and Marine.<br />

GROUP VISION, MISSION & OBJECTIVES<br />

GROUP VISION<br />

To be a global defence and engineering group<br />

GROUP MISSION<br />

To bring value to its customers and partners by delivering<br />

total integrated quality solutions and support<br />

STRATEGIC OBJECTIVES<br />

• Enlarge Strategic Capabilities<br />

• Expand Global Networks<br />

• Embrace Partnerships<br />

• Enhance Business Excellence<br />

STRATEGIC THRUSTS<br />

• Customer Focus<br />

• Safety & Quality First<br />

• People Excellence<br />

• Technology Edge<br />

• Operational Excellence<br />

• Financial Strength<br />

Key Performance<br />

Indicators<br />

• New products/services<br />

and capabilities introduced<br />

• Sales and profit growth<br />

• Return on equity<br />

• Economic Value Added<br />

• R&D expenditure and<br />

deliverables


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 58<br />

Operating Financial Review<br />

GROWING THE GLOBAL FOOTPRINT<br />

Cementing Presence in the US<br />

The ST <strong>Engineering</strong> Group’s US headquarters, Vision<br />

<strong>Technologies</strong> Systems (VT Systems), has today established<br />

operations in 20 locations throughout the US, Canada and<br />

Central America, with a total workforce of almost 4,000.<br />

For <strong>2006</strong>, VT Systems represented about 28% of the Group’s<br />

revenues compared to 13% in 2001 when it was incorporated.<br />

VT Systems has successfully completed seven acquisitions,<br />

contributing to the overall growth of the Group’s four sectors.<br />

Acquisition of leading businesses has strengthened the Group’s<br />

presence in the Americas through a pioneering range of<br />

solutions by the VT Systems group of companies.<br />

VT Miltope continues to support the US military programme<br />

by delivering various models of its rugged computer notebook,<br />

which can withstand the rigours of field use and extreme<br />

temperatures. iDirect’s ground-based satellite communications<br />

platform was used as a primary means of communications<br />

immediately following Hurricane Katrina in 2005, when<br />

terrestrial communications were disrupted. iDirect’s products<br />

are also used in a tsunami warning system offered by the<br />

Survey of India.<br />

VT Halter Marine’s four fisheries survey vessels built for the<br />

National Oceanic and Atmospheric Administration (NOAA) are<br />

equipped with low acoustic signatures and are able to conduct<br />

multiple types of research in a single deployment – a combined<br />

capability unavailable in the private sector. VT SVC is America’s<br />

leader in emergency response vehicles, combining innovative<br />

body design with integrated advanced communications systems.<br />

VT Systems has also forged various teaming agreements and<br />

alliances aimed at organic growth, facilitating the access of<br />

engineering excellence from affiliates in <strong>Singapore</strong> to the US<br />

market. VT Systems’ aerospace arm is part of a global network<br />

and a leading US third party provider of Maintenance, Repair<br />

and Overhaul (MRO) services for a wide range of commercial<br />

aircraft, bringing value to operators, OEMs and lessors through<br />

its broad range of capabilities. Moving forward, VT Systems<br />

will continue to align operations and leverage complementary<br />

capabilities, not only among its US-based operating companies<br />

but also with the operations in <strong>Singapore</strong> and affiliates in other<br />

parts of the world. Initiatives to bring products to new markets,<br />

such as VT LeeBoy’s specialty vehicles into China, and the<br />

sourcing of raw materials and components through bundling of<br />

demand across business units as well as low cost sources, are<br />

but three initiatives to synergise across platforms and borders.<br />

Through acquisitions, partnerships and collaborations, VT<br />

Systems has grown to be the Group’s largest presence outside<br />

of <strong>Singapore</strong>. VT Systems will continue to pursue profitable<br />

and growing companies with strong management teams that<br />

offer a strategic fit with ST <strong>Engineering</strong>’s core business sectors,<br />

working towards the ultimate aim of spearheading the Group’s<br />

long term business growth in the Americas.<br />

Expanding in China<br />

ST <strong>Engineering</strong> has firm presence in the booming China market,<br />

with representative offices in Beijing, Chengdu, Hong Kong,<br />

Guangzhou, Shanghai, Shenyang, Shenzhen and Yi Chun. With<br />

a China staff strength of almost 3,000, it has invested about<br />

US$100m in the Aerospace, Electronics and Land Systems<br />

sectors there. These include an aircraft MRO facility and<br />

electronics R&D centre in Shanghai, a software development<br />

centre in Shenzhen, commercial automotive maintenance<br />

facilities in Guangzhou and Hangzhou, and production plants<br />

for construction and mining vehicles in Beijing and Guiyang and<br />

electronics systems manufacturing in Beijing and Chengdu.<br />

The Group’s current projects in China include rail and<br />

transportation work in Guangzhou, Suzhou and Beijing.<br />

In Beijing, the Group is installing an integrated traffic command<br />

centre system for the efficient management of major rail lines<br />

in the Chinese capital, making it the first <strong>Singapore</strong> company<br />

to win a major contract related to the 2008 Olympics.<br />

ST <strong>Engineering</strong> is currently looking to expand its current<br />

presence in 16 cities, targeting upcoming second tier cities<br />

such as Nanjing, Ningbo, Suzhou and Wuxi.


59<br />

Operating Financial Review<br />

PERFORMANCE OF THE GROUP<br />

a) Half yearly performance<br />

<strong>2006</strong> 2005<br />

IN $m EXCEPT PER SHARE AMOUNTS 1H 2H FY 1H 2H FY<br />

Turnover 2,070 2,416 4,486 1,530 1,808 3,338<br />

EBITDA 259.5 333.9 593.4 216.0 254.1 470.1<br />

EBIT 205.3 252.3 457.6 176.9 212.6 389.5<br />

Profit before tax 259.4 304.9 564.3 244.5 258.7 503.2<br />

Profit after tax and minority interests 198.3 246.8 445.1 189.4 206.9 396.3<br />

Basic earnings per share (cents) 6.8 8.4 15.2 6.5 7.1 13.6<br />

Net asset value per share (cents) 45.4 53.1 53.1 43.4 51.2 51.2<br />

The Group’s turnover for 2H<strong>2006</strong> increased by 17% or<br />

$346m compared to the first half. All sectors reported<br />

higher turnover in the second half vis-à-vis the first half.<br />

The Group’s Profit Before Tax (PBT) for 2H<strong>2006</strong> increased<br />

by 18% or $45.5m over the first half. All sectors reported<br />

higher PBT in the second half vis-à-vis the first half.<br />

06<br />

2nd half year $2,416m<br />

06<br />

1st half year $2,070m<br />

05<br />

2nd half year $1,808m<br />

05<br />

1st half year $1,530m<br />

HALF YEARLY TURNOVER ($m)<br />

06<br />

2nd half year $304.9m<br />

06<br />

1st half year $259.4m<br />

05 2nd half year $258.7m<br />

05<br />

1st half year $244.5m<br />

HALF YEARLY PROFIT BEFORE TAX ($m)


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 60<br />

Operating Financial Review<br />

b) <strong>Full</strong> year performance<br />

Turnover<br />

The Group’s turnover of $4,486m for FY<strong>2006</strong> was higher<br />

than that of FY2005 by 34% or $1,148m. All sectors<br />

reported higher turnover.<br />

Earnings Per Share (EPS)<br />

The Group’s basic and diluted EPS for FY<strong>2006</strong> were 15.15<br />

cents and 15.00 cents respectively (FY2005: 13.64 cents<br />

and 13.54 cents respectively). The higher EPS was a result<br />

of higher profit after tax for FY<strong>2006</strong>.<br />

15.15<br />

FY<strong>2006</strong><br />

TURNOVER<br />

BY SECTORS<br />

11.47<br />

11.29<br />

12.26<br />

04<br />

13.64<br />

05<br />

06<br />

02<br />

03<br />

Aerospace 37%<br />

Electronics 21%<br />

Land Systems 22%<br />

Marine 16%<br />

Others 4%<br />

EARNINGS PER SHARE (CENTS)<br />

Profit<br />

Group PBT for FY<strong>2006</strong> of $564.3m was higher than<br />

that achieved in FY2005 by 12% or $61.1m. All sectors,<br />

except Marine sector, recorded higher PBT.<br />

Economic Value Added (EVA)<br />

The Group’s EVA for FY<strong>2006</strong> was $327.8m, an increase of<br />

13% or $37.2m over FY2005. The Weighted Average Cost<br />

of Capital was 6.6% for <strong>2006</strong> (2005: 6.1%).<br />

59%<br />

FY<strong>2006</strong><br />

PROFIT BEFORE<br />

TAX BY SECTORS<br />

21%<br />

Aerospace 54%<br />

Electronics 19%<br />

Land Systems 12%<br />

Marine 14%<br />

Others 1%<br />

10%<br />

FY<strong>2006</strong> EVA CONTRIBUTION BY SECTOR (%)<br />

15%<br />

(5%)<br />

Aerospace Electronics Land Systems<br />

Marine Others


61<br />

Operating Financial Review<br />

Capital Expenditure<br />

The Group incurred capital expenditure of $197.1m in FY<strong>2006</strong>. The addition of new hangars and related equipment and<br />

programme-related purchases such as engines for new capability setup and rotables by the Aerospace sector accounted for the<br />

bulk of the capital expenditure for the year. The details are shown in Note 7 to the Financial Statements.<br />

CAPITAL EXPENDITURE BY SECTOR ($m)<br />

06<br />

05<br />

0 20 40 60 80 100 120 140 160 180 200<br />

Aerospace Electronics Land Systems Marine Others<br />

Total Assets<br />

As at end December <strong>2006</strong>, total assets of the Group amounted to $5.51b compared to $4.57b as at end December 2005.<br />

The deployment of assets is as follows:<br />

DEPLOYMENT<br />

OF ASSETS – <strong>2006</strong><br />

DEPLOYMENT<br />

OF ASSETS – 2005<br />

Property, Plant and Equipment 17%<br />

Associated Companies & Investments 6%<br />

Intangible Assets 10%<br />

Deferred Tax Assets 2%<br />

Stocks & WIP 20%<br />

Debtors, Deposits & Prepayments 30%<br />

Funds under Management 4%<br />

Bank Balance & Other Liquid Funds 11%<br />

Property, Plant and Equipment 10%<br />

Associated Companies & Investments 8%<br />

Intangible Assets 7%<br />

Deferred Tax Assets 2%<br />

Stocks & WIP 19%<br />

Debtors, Deposits & Prepayments 40%<br />

Funds under Management 7%<br />

Bank Balance & Other Liquid Funds 7%


AEROSPACE SECTOR<br />

ELECTRONICS SECTOR<br />

CORE CAPABILITIES<br />

• Aircraft Maintenance & Modification<br />

– Line and base maintenance<br />

– Technical services and maintenance planning<br />

– Modifications, conversions and refurbishment<br />

– Design, development and technology integration<br />

• Component & Engine Total Support<br />

– Engine maintenance, repair and overhaul<br />

– Aircraft mechanical and avionics component repair<br />

– Materials and spares support and management<br />

FACTS<br />

• Offers Total Aviation Support in a wide range of services – airframe,<br />

engine and component maintenance; engineering design and technical<br />

services; and aviation materials and management services<br />

• Ranked by Overhaul & Maintenance 2005 as the world’s largest<br />

airframe maintenance provider with 6.7m commercial airframe manhours<br />

in 2004<br />

• Worldwide network of facilities with diverse global customer base that<br />

includes many of the world’s leading airlines, airfreight operators and<br />

military aircraft operators<br />

• 6,517 staff<br />

MAJOR DEVELOPMENTS IN <strong>2006</strong><br />

• Completed acquisition of SAS Component stake and subsequently<br />

merged it with Airline Rotables Ltd, increasing total shareholding<br />

to 71.3%<br />

• Signed lease agreement for new facility in Panama<br />

• Secured contracts with Airbus and other new start-up airlines for Total<br />

Aviation Support programmes<br />

• Redelivered 2,500 th aircraft to long term customer, FedEx Express<br />

• Added capacity to Changi and Seletar facilities in <strong>Singapore</strong><br />

CORE CAPABILITIES<br />

• Large-Scale Systems Group<br />

– Intelligent transportation systems<br />

– Intelligent building management systems<br />

– Combat systems integration<br />

• Communication & Sensor Systems Group<br />

– e-Government communications and infocomm technologies solutions<br />

– Satellite communications systems<br />

– Communications, microwave, radar and sensor systems<br />

– Intelligent traffic and fleet management systems<br />

– Info-security solutions<br />

– Electro-optics systems<br />

• Software Systems Group<br />

– e-Government solutions<br />

– Digital animation and media<br />

– Mobile realtime and homeland security systems<br />

– Training and simulation systems<br />

FACTS<br />

• Specialises in rail transportation systems and solutions with projects in<br />

China, the Philippines, <strong>Singapore</strong>, Taiwan and Thailand<br />

• One of the world’s leading providers of satellite communications systems<br />

and solutions as well as multi-channel multipoint distribution systems<br />

• Provides tracking and management systems for more than 50,000<br />

vehicles in the region<br />

• Provides e-Government systems and solutions for governments<br />

internationally<br />

• Filed 50 patents, of which 25 have been granted since 1998<br />

• 3,491 staff<br />

MAJOR DEVELOPMENTS IN <strong>2006</strong><br />

• Acquired 80% of MÄK <strong>Technologies</strong> – a US specialist in simulation<br />

software and toolkits<br />

• Acquired 70% of PM-B – a mission-critical environment specialist based<br />

in <strong>Singapore</strong><br />

• Expanded operations into new markets in Albania, Qatar, Dubai and new<br />

regions in China<br />

• Won contracts to provide rail solutions in Guangzhou and Beijing, China<br />

• Launched exclusive collaboration agreement with SingTel to provide<br />

high-speed two-way broadband connectivity to the maritime industry<br />

• Partnered Hewlett-Packard in a consortium shortlisted for <strong>Singapore</strong>’s<br />

$2b e-Government project<br />

• Launched battlefield management system commissioned by the<br />

<strong>Singapore</strong> Armed Forces for its 3rd Generation networked fighting force<br />

on the Bionix II platform<br />

REVENUE IN $m<br />

REVENUE IN $m<br />

FY 06<br />

FY 05<br />

1,673<br />

FY 06<br />

FY 05<br />

951<br />

1,236<br />

701<br />

PROFIT BEFORE TAX IN $m<br />

PROFIT BEFORE TAX IN $m<br />

FY 06<br />

FY 05<br />

305<br />

255<br />

FY 06<br />

FY 05<br />

105<br />

76


LAND SYSTEMS SECTOR<br />

MARINE SECTOR<br />

CORE CAPABILITIES<br />

• Integrated Design<br />

– Multi role military platforms<br />

– Weapon systems and advanced munitions<br />

– Surveillance, remote operations, vetronics and fleet<br />

management systems<br />

– Military and homeland security protection solutions<br />

– Emergency response, commercial and specialty vehicles<br />

• Integrated Operations and Support<br />

– Maintenance, repair and overhaul of vehicles, weapons and material<br />

handling equipment<br />

– Accident repair and vehicle inspection<br />

– <strong>Engineering</strong> analysis and industrial test services<br />

– Asset preservation and spares management<br />

– Training and agency representation<br />

• Integrated Production<br />

– Contract manufacturing<br />

– Industrial services<br />

FACTS<br />

• Produces over 120 different types of specialty vehicles, including<br />

construction and mining equipment, multi-temperature trucks, distribution<br />

trailers and bodies<br />

• World’s largest manufacturer of commercial class asphalt pavers and<br />

beverage trucks<br />

• Offers defence products that are geared for network-centricity and<br />

increased connectivity<br />

• One of few manufacturers in the world to offer both 40mm weapon<br />

systems and a wide range of supporting ammunition<br />

• 37 patents granted to date, with 56 patents filed<br />

• 5,508 staff<br />

MAJOR DEVELOPMENTS IN <strong>2006</strong><br />

• Added VT LeeBoy, a leading US manufacturer of road construction and<br />

maintenance equipment, to its stable of specialty vehicles companies<br />

• Formed Advanced Technology Research Centre, a 50-50 joint venture<br />

company with DSO National Laboratories, to undertake research and<br />

technology development in advanced materials for both defence and<br />

commercial applications<br />

• Secured a three-year agreement from the Texas Government permitting<br />

any governmental or non-profit agency in Texas to purchase emergency<br />

vehicles from VT SVC without competitive bids<br />

• The Bionix II infantry fighting vehicle entered into service with the<br />

<strong>Singapore</strong> Armed Forces<br />

CORE CAPABILITIES<br />

• Project Management<br />

– Turnkey shipbuilding<br />

– Ship upgrading and conversion<br />

– Weapon systems integration and installation<br />

• Inhouse Design Expertise<br />

– Custom designed naval and commercial vessels using inhouse<br />

CAD/CAM facilities<br />

– Lightweight ship design<br />

– Stealth technology<br />

• Shipbuilding<br />

– Extensive water jet expertise<br />

– Thin gauge steel and aluminium construction for naval vessels<br />

• Maintenance<br />

– Overhaul and maintenance of high performance marine engines<br />

• Shiprepair<br />

– Upgrading and retrofitting<br />

– Conversion of commercial vessels<br />

FACTS<br />

• Five shipyard facilities – two in <strong>Singapore</strong> and three in the US<br />

• Track record in the design and construction of sophisticated naval and<br />

commercial vessels as well as high engineering content shiprepair<br />

services including ship conversions<br />

• Designs and develops a variety of vessels including landing ship tanks,<br />

patrol vessels, feeder container vessels, platform supply vessels, fisheries<br />

survey vessels, articulated tug barges, and pure car truck carriers<br />

• 1,412 staff<br />

MAJOR DEVELOPMENTS IN <strong>2006</strong><br />

• Delivered two locally built stealth frigates, RSS Intrepid and<br />

RSS Steadfast, and launched the fifth and final stealth frigate,<br />

RSS Supreme, for the Republic of <strong>Singapore</strong> Navy<br />

• US operations secured contracts worth US$649m to build a<br />

fisheries survey vessel, articulated tug barges, a SWATH vessel and<br />

a T-AGM(R) vessel<br />

• <strong>Singapore</strong> operations secured contracts worth $177m to build two<br />

RoRo vessels, two seismic research vessel conversions, a cutter suction<br />

dredger modification and a platform supply vessel conversion<br />

• Launched the first two of four 1030 TEU container vessels<br />

REVENUE IN $m<br />

REVENUE IN $m<br />

FY 06<br />

FY 05<br />

1,002<br />

FY 06<br />

FY 05<br />

702<br />

660<br />

600<br />

PROFIT BEFORE TAX IN $m<br />

PROFIT BEFORE TAX IN $m<br />

FY 06<br />

FY 05<br />

70<br />

65<br />

FY 06<br />

FY 05<br />

80<br />

88


ST <strong>Engineering</strong><br />

at a Glance


67<br />

Aerospace<br />

FLYING HIGH WITH TOTAL SUPPORT<br />

In <strong>2006</strong>, ST Aerospace maintained its leading position<br />

as the world’s largest commercial airframe Maintenance,<br />

Repair and Overhaul (MRO) provider through the global<br />

expansion of existing airframe MRO operations. It also<br />

broadened its spectrum of aircraft components and engines<br />

maintenance capabilities.<br />

To enhance the integration of its operations, ST Aerospace<br />

reorganised its core operations under two business segments<br />

– Aircraft Maintenance & Modification (AMM), which now<br />

includes the engineering and development capabilities; and<br />

Component & Engine Total Support (CETS), which includes<br />

the integration of components and engines MRO with rotables<br />

management and support.<br />

Aircraft Maintenance & Modification (AMM)<br />

In <strong>2006</strong>, ST Aerospace’s AMM business continued to extend<br />

its relationship with its core customers. New customers, both<br />

large and small, were added. It secured more work with key<br />

customers in Asia, Europe and the US, such as All Nippon<br />

Airways, FedEx Express, Japan Airlines, Northwest Airlines,<br />

UPS as well as Asiana Airlines, Copa Airlines, TransAsia<br />

Airways and many others.<br />

During the year, ST Aerospace entered into a three-year<br />

agreement with Airbus that allowed Airbus to directly procure<br />

aircraft MRO services from any of ST Aerospace’s global<br />

network of facilities.<br />

Key milestones were also reached with long term customers as<br />

ST Aerospace celebrated the redelivery of the 2,500th aircraft<br />

to FedEx Express, 330th to Northwest Airlines, 300th to UPS,<br />

and 100th to Japan Airlines.<br />

ST Aerospace’s strategic partnership with the Republic of<br />

<strong>Singapore</strong> Air Force (RSAF) continued to grow through the<br />

extension of its range of support. Following the success of the<br />

Transport Wings Course programme, the RSAF committed to<br />

a 20-year Rotary Wing Course (RWC) with ST Aerospace for<br />

the provision and maintenance of its helicopters. Through this<br />

RWC agreement, ST Aerospace acquired a fleet of six EC120<br />

helicopters, began modifications to the aircraft and received<br />

certification from the Civil Aviation Authority of <strong>Singapore</strong>.<br />

In the engineering and development arena, the group forged<br />

ahead with its engineering expertise in both technical services<br />

as well as design and development activities. Developing<br />

technical services capabilities enables ST Aerospace to<br />

undertake total support requirements for airlines under its<br />

Total Aviation Support. Its repertoire of technical services<br />

competencies includes maintenance planning, maintenance<br />

control, design and reliability engineering. This enhances<br />

civil aircraft operators’ aircraft and equipment performance<br />

and lifecycle supportability, thus reducing customers’ overall<br />

maintenance costs.<br />

On the military engineering front, ST Aerospace continued<br />

to build on its range of proficiencies to undertake major<br />

engineering enhancements to military aircraft. It took to market<br />

its integrated suite of tactical enhancements for fixed and<br />

rotary-winged platforms. Featuring its military aircraft upgrade<br />

capabilities on board the Super Puma at Asian Aerospace<br />

<strong>2006</strong>, the group demonstrated solutions that included<br />

systems and equipment such as a centralised communications,<br />

navigation and sensor management system, a digital moving<br />

map, a door gun system and an aircraft ship integrated secure<br />

and traverse system. The latter two were equipment designed<br />

and installed by ST Aerospace.<br />

ST Aerospace also continued with developments on its<br />

indigenous FanTail and Skyblade unmanned platforms,<br />

which are now expanded into families of scalable mini<br />

Unmanned Aerial Vehicles (UAV) for use in home defence<br />

and other applications.<br />

ST Aerospace, world’s largest commercial<br />

airframe MRO, offers Total Aviation Support<br />

from its spectrum of airframe, components,<br />

engines and engineering capabilities.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 68<br />

Aerospace<br />

Component & Engine Total Support (CETS)<br />

In <strong>2006</strong>, the CETS segment continued to add to its spectrum<br />

of repair and overhaul capabilities for both engines<br />

and components.<br />

It completed the acquisition of SAS Component in March<br />

as part of its strategy to provide a spectrum of components<br />

support, particularly in Europe. This enabled CETS to develop a<br />

more holistic Total Aviation Support proposition and components<br />

track record.<br />

The group made strides in maintenance capabilities for<br />

the CFM56-3 and CFM56-7B engines and completed the<br />

capability setup for the CFM56-7B. It also started developing<br />

the CFM56-5B MRO capability, including the construction of a<br />

new engine test cell. Its subsidiary, STA Engines, secured long<br />

term contracts from operators of the Boeing 737NG and<br />

Airbus A320, as well as military customers from as far as<br />

South America.<br />

During the year, CETS added some 402 new repair capabilities,<br />

primarily on pneumatic, hydraulic, electrical and avionics<br />

components for commercial and military aircraft. To further<br />

add value to its components MRO activities, its subsidiary, STA<br />

Systems, embarked on an initiative to build its own designated<br />

engineering representative library.<br />

The group maintained the confidence of major customers<br />

such as FedEx Express, Japan Airlines, UPS and many other<br />

air forces and airlines. Customers added include Adam Sky<br />

Connection Airlines (Adam Air), Aloha Airlines, Bangladesh<br />

Air Force, Peru Air Force, Shanghai Airlines, Xiamen Airlines<br />

and other airlines from China. ST Arospace has also set up<br />

service centres through collaborations with Original Equipment<br />

Manufacturers (OEM) such as Parker Aerospace, Eaton and<br />

Hamilton Sundstrand.<br />

The newly formed CETS offers Maintenance-By-the-Hour<br />

(MBH) and Free2Fly services to customers. MBH TM is a<br />

trademarked service through STA Systems and STA Supplies<br />

in <strong>Singapore</strong> while Free2Fly is a trademarked material supply<br />

programme by SAS Component, the group’s newly acquired<br />

European components business. Customers around the world<br />

can draw on capabilities within both groups, depending on<br />

their needs.<br />

PERFORMANCE OF THE AEROSPACE SECTOR<br />

Half Yearly Performance<br />

Turnover of the Aerospace sector in 2H<strong>2006</strong> of $854m<br />

was $35m higher compared to 1H<strong>2006</strong>. The increase<br />

in turnover came from the three business groups namely,<br />

AMM, Component/Engine Repair & Overhaul (CERO) and<br />

<strong>Engineering</strong> & Materials Services (EMS). The higher turnover<br />

in AMM was contributed by higher redeliveries in ST Aviation<br />

Services Co (SASCO). In CERO, higher sales were due to six<br />

months of sales from the newly acquired SAS Component in<br />

2H<strong>2006</strong> versus four months of sales included in 1H<strong>2006</strong>.<br />

In EMS, the turnover increase was due mainly to project<br />

milestone completions.<br />

Compared to 1H<strong>2006</strong>, PBT for 2H<strong>2006</strong> at $168.9m was<br />

$32.6m higher. AMM and EMS registered higher profits.<br />

The higher PBT in AMM was due to higher turnover and<br />

improved profitability, while the increased profit in EMS was<br />

due to maturity of funds under management as well as higher<br />

dividend income. The profit increase in these two business<br />

groups was partially offset by lower contributions from CERO<br />

as a result of post-acquisition business alignment initiatives and<br />

closure of the Stavanger facility at SAS Component.<br />

(from left to right)<br />

In <strong>2006</strong>, ST Aerospace inducted a new wide-body hangar<br />

at SASCO’s Changi location.<br />

ST Aerospace advanced on its engineering expertise to<br />

enhance customers’ aircraft and equipment performance<br />

and life cycle supportability.<br />

ST Aerospace made strides in maintenance capabilities<br />

for the B737 with the completed setup of its CFM56-7B<br />

MRO capability.<br />

Newly acquired SAS Component merged with ARL for a<br />

more holistic Total Aviation Support proposition.


69<br />

Aerospace<br />

<strong>Full</strong> Year Performance<br />

Aerospace sector’s FY<strong>2006</strong> turnover at $1,673m was higher<br />

than that of FY2005 by 35% or $437m. The higher turnover<br />

was due to higher redeliveries in AMM as well as the inclusion<br />

of sales from SAS Component in CERO, but these were<br />

partially offset by fewer project milestone completions and<br />

lower material sales in EMS.<br />

Compared to FY2005, the Aerospace sector’s FY<strong>2006</strong> PBT of<br />

$305.3m was higher by 20% or $49.9m. The higher PBT was<br />

mainly attributable to improved profitability and higher turnover<br />

in AMM, but this was partially offset by lower contribution from<br />

CERO due to post-acquisition business alignment initiatives and<br />

closure of the Stavanger facility at SAS Component.<br />

Major Acquisitions<br />

<strong>2006</strong> saw the integration of Airline Rotables Limited (ARL)<br />

with the newly acquired SAS Component, when ST Aerospace<br />

transferred its stake in Airline Rotables (UK Holdings) to SAS<br />

Component for US$22.5m (about $35.5m). The transaction<br />

raised ST Aerospace’s shareholding in SAS Component from<br />

67% to 71.3%.<br />

Major Projects<br />

ST Aerospace maintained a healthy order book in <strong>2006</strong> that<br />

included Passenger-To-Freighter (PTF) aircraft conversions,<br />

maintenance activities and engineering programmes.<br />

Conversions for the MD-11 progressed steadily in <strong>2006</strong> for<br />

customers including FedEx Express and UPS. To date, the<br />

Aerospace sector has redelivered 42 converted MD-11 aircraft,<br />

with 12 completed in <strong>2006</strong>.<br />

<strong>Engineering</strong> achievements in <strong>2006</strong> included the initiation of<br />

engineering development efforts for the Boeing 757-200 PTF<br />

conversion programme for the Royal New Zealand Air Force.<br />

Designs for the required multi mission platform were reviewed<br />

and approved in <strong>2006</strong> for work to commence in 2007.<br />

Maintaining its leadership in MRO services among Low Cost<br />

Carriers (LCC) and start-up airlines, ST Aerospace clinched<br />

contracts from five of six emerging airlines in China and added<br />

programmes by other major LCCs. Of notable mention was<br />

the award of a US$635m (about $1b) agreement with Airbus<br />

to provide Total Aviation Support (including aircraft line and<br />

light maintenance, components management and support,<br />

engineering and technical services) for Skybus Airlines’ fleet<br />

of 65 Airbus A320 family of aircraft over a period of 12 years.<br />

Skybus Airlines is a new LCC in the US.<br />

Expanding into new markets, ST Aerospace signed a<br />

Memorandum of Understanding (MOU) to set up an airframe<br />

MRO centre in Panama. A lease agreement with the Agencia<br />

del Área Económica Especial Panamá-Pacífico was signed<br />

for a new facility to commence operations in 2007. This latest<br />

addition of Panama Aerospace <strong>Engineering</strong> (PAE) would<br />

complement the sector’s MRO centres in Mobile and San<br />

Antonio, as well as enhance the group’s global network in<br />

the US, Europe and Asia Pacific. PAE would initially perform<br />

commercial aircraft maintenance and modification works on<br />

narrow-body aircraft and aim to progressively build a capacity<br />

of more than 1.2m manhours and a workforce of 1,000 skilled<br />

engineers and technicians.<br />

Its China facility, STARCO, has been operational for two<br />

years and has successfully completed major works on over<br />

120 aircraft for China Eastern Airlines, and other Chinese<br />

and international carriers. Within its first year of operations,<br />

STARCO was the first non Chinese MRO company to attain a<br />

certification from the US Federal Aviation Administration for<br />

the A310, A319/A320 and A330. In <strong>2006</strong>, STARCO gained<br />

more approvals from the European Aviation Safety Agency<br />

and the Australian Civil Aviation Safety Authority, in addition to<br />

certification from the Chinese airworthiness authorities.


71<br />

Electronics<br />

TRANSFORMING THE WORLD WITH<br />

INTELLIGENT SOLUTIONS<br />

Established in 1969, ST Electronics is a leading electronics and<br />

Information Communications Technology (ICT) systems house<br />

in the region. Currently marketing to more than 60 countries,<br />

the sector identified growth areas in e-Government and ICT,<br />

satellite communications and digital media.<br />

Its Homeland Security (HLS) solutions, digital animation<br />

capability, intelligent building management and intelligent<br />

transportation solutions for infrastructure build up have become<br />

internationally accepted. In <strong>2006</strong>, ST Electronics continued<br />

to extend its market reach into Qatar, Dubai, Albania and new<br />

regions in China.<br />

Leveraging on China’s growth, ST Electronics has set up<br />

operations in more than eight cities in China, including Beijing,<br />

Chengdu, Guangzhou, Yichun, Hong Kong, Shanghai, Shenyang<br />

and Shenzhen. It now targets second tier cities such as<br />

Nanjing, Ningbo, Suzhou and Wuxi. A production plant was set<br />

up by its Chengdu office and it is seeking new opportunities<br />

in the central-western region. ST Electronics also continued<br />

to tap on infrastructural opportunities in Dongbei, Huadong,<br />

Huanan and Huabei, as cities in these areas start to develop.<br />

ST Electronics is part of a consortium with Hewlett-Packard,<br />

Cisco Systems, Microsoft and Accenture, that was shortlisted by<br />

the Infocomm Development Authority of <strong>Singapore</strong> for its $2b<br />

IT outsourcing Standard ICT Operating Environment project for<br />

60,000 civil servants, expected to be awarded in 2007.<br />

ST Electronics’ core business activities are organised into three<br />

key business groups.<br />

Large-Scale Systems Group (LSG)<br />

Over the years, ST Electronics has won rail transportation<br />

projects in China, the Philippines, <strong>Singapore</strong>, Taiwan and<br />

Thailand. This year, it further strengthened its foothold in China<br />

with new rail projects.<br />

In the area of intelligent building management and security<br />

systems, ST Electronics won international contracts for the<br />

Grand Indonesia Jakarta, Thai Airways Building in Bangkok<br />

and a parking guidance system in Sydney. Recent awards for<br />

building security systems were for CCTV, fire protection and<br />

camera surveillance systems for Doha’s old Souq for the <strong>2006</strong><br />

Asian Games.<br />

On the homefront, ST Electronics secured contracts for various<br />

combat systems for the <strong>Singapore</strong> Navy’s frigates programme.<br />

Communication & Sensor Systems Group (CSG)<br />

ST Electronics continued to lend its transport management<br />

expertise in international events. Its cetrac ® fleet telematics<br />

solution was used by buses to ferry delegates during <strong>Singapore</strong><br />

<strong>2006</strong> in September. The highlight of this event was the annual<br />

meetings of the Boards of Governors of the International<br />

Monetary Fund and World Bank Group.<br />

Together with iDirect, ST Electronics will support SingTel in its<br />

newly launched maritime satcom solutions for the Asian market.<br />

iDirect was selected to provide a communications platform for<br />

600 sites in Mexico for Farmacias Similares’ pharmacy chain.<br />

The <strong>Full</strong> Mission Ship Handling<br />

Simulator can be confi gured to<br />

handle all types of vessels.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 72<br />

Electronics<br />

VT Miltope received a contract for the F/A-22 integrated<br />

maintenance information system portable maintenance aid for<br />

the US Air Force.<br />

Software Systems Group (SSG)<br />

ST Electronics’ e-Government and ICT solutions surged ahead<br />

during the year. It will be providing an information network<br />

system to the 16-member Regional Cooperation Agreement<br />

On Combating Piracy And Armed Robbery Against Ships In<br />

Asia (ReCAAP) – the first regional government-to-government<br />

agreement to combat piracy in Asia.<br />

Together with CrimsonLogic, ST Electronics will be<br />

implementing the TradeXchange – a neutral and secure<br />

trade platform facilitating the exchange of information within<br />

<strong>Singapore</strong>’s trade and logistics community.<br />

The state-owned Qatar Security Services Company appointed<br />

ST Electronics to provide HLS consultancy.<br />

The Electronics sector’s digital animation focus has earned<br />

recognition from renowned names like Nelvana, Promenade<br />

Pictures and Weta. The Ten Commandments, its jointly<br />

produced digital animation movie with Promenade Pictures, will<br />

be launched in the US in 2007.<br />

PERFORMANCE OF THE ELECTRONICS SECTOR<br />

Half Yearly Performance<br />

The turnover of $527m recorded in 2H<strong>2006</strong> was higher than<br />

that of 1H<strong>2006</strong> by 24% or $103m. All three business groups,<br />

namely LSG, CSG and SSG, contributed to the increased<br />

turnover.<br />

The PBT of $59.7m for 2H<strong>2006</strong> was higher than that of<br />

1H<strong>2006</strong> by 33% or $14.8m. At the business group level, the<br />

increase in profit was contributed by LSG due mainly to higher<br />

sales and better overall performance of overseas subsidiaries.<br />

CSG’s profit was higher due mainly to higher sales, but this<br />

was partially offset by lower investment income. The increased<br />

profit for SSG was in line with its higher sales.<br />

<strong>Full</strong> Year Performance<br />

FY<strong>2006</strong> turnover of $951m for the Electronics sector was<br />

higher than that of FY2005 by 36% or $250m. All three<br />

business groups contributed to the higher turnover with major<br />

contribution from CSG for the sales of satellite communication<br />

products and electro-optics equipment. Turnover for SSG<br />

was higher with the delivery and installation of educational<br />

multimedia laboratory systems in Kazakhstan and the milestone<br />

completions of a command and control system project, while<br />

milestone completions of the Land Transport Authority’s (LTA)<br />

Circle Line project and Taipei and Kaohsiung MRT projects<br />

accounted for the higher turnover in LSG.<br />

The Electronics sector’s PBT for FY<strong>2006</strong> at $104.6m was<br />

38% or $28.6m higher than that of FY2005. Both CSG and<br />

SSG recorded higher PBT, while LSG had a lower PBT in<br />

FY<strong>2006</strong> vis-à-vis FY2005. The higher PBT in CSG was due<br />

to increased turnover and investment income, while the higher<br />

PBT in SSG was in line with its higher turnover. LSG’s lower<br />

PBT was due to higher loss incurred by an overseas subsidiary.<br />

Overall, the sector recorded higher investment and interest<br />

income in FY<strong>2006</strong> vis-à-vis FY2005.<br />

Major Acquisitions<br />

ST Electronics acquired 80% of US-based MÄK <strong>Technologies</strong>,<br />

Inc in a bid to strengthen its simulation and digital media<br />

capability. MÄK’s tools and toolkit will allow ST Electronics to<br />

market its simulation solutions for desktop training and digital<br />

animation games.


73<br />

Electronics<br />

ST Electronics acquired the remaining stake in TranSys to<br />

widen its transportation system capability. STELCOMMS<br />

was set up with the objective of growing its HLS business for<br />

communications systems in Asia Pacific. Fifty-one percent<br />

owned Brightspot Interactive Learning will provide an avenue<br />

for online e-training business in China and the region, while<br />

70% owned PM-B will offer mission-critical and command<br />

and control capabilities for command/data centres, business<br />

continuity and disaster recovery sites.<br />

Major Projects<br />

ST Electronics continued to secure projects in new markets.<br />

These include an integrated tower information system and<br />

navigational aids for Kukes Airport of Albania, in addition to<br />

security systems in Qatar and China.<br />

Its foothold in the Chinese rail market has expanded with two<br />

new contracts. A first-of-its-kind integrated traffic command<br />

centre system will enable the efficient management of major<br />

rail lines in Beijing, making ST Electronics the first <strong>Singapore</strong><br />

company to win a major Beijing Olympics related contract.<br />

In December, it won a contract to provide automatic fare<br />

collection systems for Guangzhou MRT Lines 2 and 8 and<br />

Line 4 North extensions.<br />

In <strong>Singapore</strong>, Comfort Transportation Pte Ltd appointed<br />

ST Electronics to provide a new wireless GPRS-based<br />

telematics system for its fleet of 15,300 taxis. This new system<br />

will be integrated into an existing system used by its CityCab<br />

fleet, implemented by ST Electronics in 2003.<br />

The <strong>Singapore</strong> Prison Service will realise its long term goal of<br />

centralising all prison institutions network infrastructure for its<br />

new Changi Prison Complex Cluster B by 2008 with a system<br />

to be provided by ST Electronics. It will also be providing the<br />

Ministry of Home Affairs with electro-optics payloads for its<br />

Police Coast Guard vessels to aid in the surveillance of waters<br />

around <strong>Singapore</strong>.<br />

The <strong>Singapore</strong> Civil Defence Force appointed ST Electronics<br />

to develop a HazMat incident management system, which will<br />

facilitate secured communications between fixed sites, mobile<br />

command posts, commanders and first responders on scenes to<br />

ensure comprehensive response to chemical threats.<br />

ST Electronics was awarded a contract to deliver a 360-degree<br />

virtual aerodrome control simulator to the <strong>Singapore</strong> Aviation<br />

Academy, the training arm of the Civil Aviation Authority<br />

of <strong>Singapore</strong>.<br />

In defence, the Electronics sector was instrumental in<br />

transforming the <strong>Singapore</strong> Armed Forces into a 3rd Generation<br />

networked fighting force. Its pioneering, multi role advanced<br />

combat simulator system was commissioned by the Republic of<br />

<strong>Singapore</strong> Air Force, enabling its pilots to train as an integrated<br />

force. ST Electronics’ Battle Management System (BMS),<br />

which has been deployed on the BXII platform, was also<br />

commissioned this year. The BMS networks the fighting forces,<br />

providing a network-centric wireless communications systems<br />

for a truly 3rd Generation networked force.<br />

(from left to right)<br />

HazMat management systems facilitate vital and secured<br />

communications for comprehensive response to chemical threats.<br />

ST Electronics provides electronics systems and solutions for<br />

major rail systems in China, the Philippines, <strong>Singapore</strong>, Taiwan and<br />

Thailand.<br />

iDirect’s solutions augment the group’s end-to-end satcom offerings.<br />

The Battlefield Management System deployed in the BXII provides<br />

better situational awareness for engagement.


75<br />

Land Systems<br />

BREAKING NEW GROUND IN SPECIALTY VEHICLES<br />

AND TECHNOLOGIES<br />

ST Kinetics is one of South East Asia’s largest defence<br />

companies, with a growing portfolio of products and services for<br />

the defence, homeland security and commercial markets.<br />

The year saw the Land Systems sector expanding its markets<br />

and range of products, and actively aligning business operations<br />

to consolidate its commercial specialty vehicles business.<br />

It continued to serve the evolving needs of the defence and<br />

homeland security markets.<br />

ST Kinetics is in two strategic business segments.<br />

Integrated Systems and Services<br />

ST Kinetics achieved several milestones in <strong>2006</strong>, chief of<br />

which was the commissioning of its Bionix II (BXII) infantry<br />

fighting vehicle by the <strong>Singapore</strong> Armed Forces (SAF). The<br />

BXII was designed with greater lethality, survivability and<br />

enhanced connectivity, enabling better response in today’s fastmoving<br />

battlefield. ST Kinetics also showcased its integrated<br />

system of systems solutions at two major exhibitions, namely<br />

Asian Aerospace in <strong>Singapore</strong> and Eurosatory in France. Its<br />

joint participation with the Defence Science and Technology<br />

Agency, DSO National Laboratories (DSO) and the SAF at<br />

such events, under the banner of “Task Force <strong>Singapore</strong>”,<br />

demonstrated how the <strong>Singapore</strong> defence ecosystem can<br />

come together to leverage emerging technologies in support<br />

of a 3rd Generation SAF.<br />

Internationally, ST Kinetics forged further alliances with major<br />

Original Equipment Manufacturers (OEM) to establish a<br />

foothold in key markets around the world. These included<br />

partnership agreements with Cornell University of the US and<br />

Metal Storm of Australia, and a joint venture with Kalyani Group<br />

in India. Through such collaborations, ST Kinetics expanded<br />

its product range and strengthened its capabilities in areas<br />

like unmanned technologies and advanced 40mm ammunition<br />

products, reinforcing its position as one of the few OEMs in the<br />

world to offer a comprehensive suite of 40mm weapon systems<br />

and their supporting ammunition.<br />

Responding to the growing needs for homefront security,<br />

ST Kinetics engaged with civil and law enforcement agencies,<br />

both locally and in the region, to offer solutions for window<br />

and wall protection, emergency response vehicles as well as<br />

perimeter defence. Through partnerships, it imported unique<br />

technologies and commercialised them for the security market.<br />

An example is the People Portal, which uses a patented non<br />

intrusive detection capability belonging to EMIT <strong>Technologies</strong>,<br />

a partner from the US.<br />

Specialty Vehicles and Services<br />

The Land Systems sector is harnessing its engineering<br />

expertise and growing network in China and the US to realise<br />

its vision of becoming a major specialty vehicles player. It is<br />

tapping on its value engineering inputs, and ability to aggregate<br />

resources and seek cheaper sources of supply, to enhance<br />

its efficiency and competitive edge. In <strong>2006</strong>, an international<br />

procurement centre was formed to tap on China’s global subcomponents<br />

supplier status to reduce product costs for ST<br />

Kinetics worldwide. The formation of a sales and distribution<br />

group enabled ST Kinetics to promote and market itself globally.<br />

ST Kinetics stayed focused in China and the US, given their<br />

market size and growth potential. In China, ST Kinetics’ joint<br />

venture companies, Beijing Zhonghuan Kinetics (BZK) and<br />

Guizhou Jonyang Kinetics (GJK), launched new dump trucks<br />

and excavator products to meet the rising demand for higher<br />

grade specialty construction vehicles.<br />

The newly commissioned BXII<br />

infantry fi ghting vehicle demonstrates<br />

enhanced lethality, survivability and<br />

operational performance for today’s<br />

fast-moving battlefield.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 76<br />

Land Systems<br />

The newly acquired US-based VT LeeBoy, with its leadership<br />

position in commercial class asphalt pavers, brooms and related<br />

road construction and maintenance equipment, has significantly<br />

boosted the Land Systems sector’s product range and strategic<br />

position in the construction market. The opening of its new<br />

and expanded production facility in Lincolnton, North Carolina,<br />

will provide ST Kinetics the capacity to meet its domestic and<br />

international growth needs in the years to come. Another<br />

US-based wholly-owned subsidiary, VT Specialized Vehicles<br />

Corporation (VT SVC), secured several contracts in <strong>2006</strong>. It is<br />

the preferred or exclusive supplier to 15 of the top 20 US food<br />

service distributors with its range of multi-temperature trucks<br />

and trailer bodies. VT SVC expanded its homeland security<br />

offerings by selling a record number of emergency rescue<br />

bodies and trailers for municipal rescue departments.<br />

In the automotive repairs business, ST Kinetics’ STAR<br />

automotive centres in Guangzhou and Zhejiang responded<br />

well to the increased demand for quality after-sales service<br />

coupled with a growing car population in China. Both<br />

centres achieved authorised quality repair workshop status<br />

for the top five insurance companies in China and serve as<br />

independent damage assessment centres. In addition, STAR<br />

Automotive Centre (Zhejiang) secured a licence to import and<br />

export automotive spare parts in China for trading and repair,<br />

giving it an advantage over its competitors. In Guangzhou,<br />

STAR secured a major fleet maintenance contract from the<br />

Construction Bank of China.<br />

PERFORMANCE OF THE LAND SYSTEMS SECTOR<br />

Half Yearly Performance<br />

Compared to 1H<strong>2006</strong>, 2H<strong>2006</strong> turnover increased by 48% or<br />

$194m to $598m. This was largely due to higher delivery of<br />

Bronco and BXII as well as higher weapon export and specialty<br />

vehicles sales.<br />

Compared to 1H<strong>2006</strong>, 2H<strong>2006</strong> PBT increased by 53% or<br />

$14.6m to $42.3m. This was attributable mainly to higher<br />

turnover, but this was partially offset by higher operating<br />

expenses.<br />

<strong>Full</strong> Year Performance<br />

The Land Systems sector’s FY<strong>2006</strong> turnover of $1,002m was<br />

higher than that of FY2005 by 67% or $402m. The higher<br />

turnover was largely contributed by Automotive (Auto) and<br />

Munitions & Weapon (M&W). The higher turnover in Auto<br />

was the result of higher specialty vehicles sales, while higher<br />

weapon export and munitions sales accounted for the higher<br />

turnover in M&W.<br />

Compared to FY2005, the Land Systems sector’s PBT of $70m<br />

for FY<strong>2006</strong> was higher by 8% or $5m. This was mainly due to<br />

higher PBT in M&W, but this was partially offset by lower PBT<br />

in Auto and Services, Trading and Others (S&T). M&W’s higher<br />

profit was in line with higher turnover, while the lower PBT in<br />

Auto was due to product mix and lower investment income,<br />

but this was partially offset by contribution from its specialty<br />

vehicles business. For S&T, the lower profit was due to the<br />

share of lower profits from an associated company, CityCab,<br />

but this was partially offset by increased contribution from<br />

higher turnover.


77<br />

Land Systems<br />

Major Acquisitions<br />

Through VT Land Systems, ST Kinetics acquired B. R. Lee<br />

Industries at an enterprise value of US$135m ($212m).<br />

The acquired entity, renamed VT LeeBoy, is a leader in the<br />

road construction and maintenance equipment market and the<br />

number one OEM in the US by unit volume for commercial<br />

class asphalt pavers and brooms.<br />

The joint venture with Kalyani Group to collaborate in research,<br />

development and manufacture of military land-based products<br />

and solutions, specifically in the area of large calibre guns and<br />

small arms, marked ST Kinetics’ entry into the Indian defence<br />

market. ST Kinetics holds a 26% stake while Kalyani’s unit,<br />

BF Utilities, holds the remaining 74% stake.<br />

ST Kinetics also established Advanced Technology Research<br />

Centre, a 50-50 joint venture company with DSO, for further<br />

research and technology development in advanced materials<br />

for defence and commercial applications.<br />

In addition, ST Kinetics enlarged its stake in its STAR<br />

automotive centre in Zhejiang to 86.24%, increasing the total<br />

capital injection to RMB13m (about $2.6m), in line with the<br />

business growth in China.<br />

Another defence milestone was ST Kinetics’ successful<br />

demonstration of a range of low velocity 40mm electrically<br />

ignited munitions jointly developed with Metal Storm. It also<br />

unveiled an array of products and competencies during Asian<br />

Aerospace that included a light armoured multi role vehicle, all<br />

terrain vehicle, multi role unmanned ground vehicle, new 40mm<br />

ammunition products and the People Portal, among others.<br />

On the commercial front, specialised truck bodies and trailers,<br />

off-road dump trucks and excavators, road construction<br />

and maintenance equipment were successfully delivered to<br />

international customers.<br />

ST Kinetics showcased its range of specialty vehicles<br />

at BAUMA, one of the world’s largest exhibitions for the<br />

construction industry, held in Shanghai. It launched new dump<br />

trucks and excavators from BZK and GJK respectively, and<br />

introduced VT LeeBoy to the Chinese market. ST Kinetics<br />

also developed a new commercial articulated vehicle catered<br />

to search and rescue, mining, forestry as well as oil and gas<br />

industries around the world.<br />

Major Projects<br />

<strong>2006</strong> saw the contractual delivery of major projects such as<br />

Bronco, BXII, SAR 21, Primus, Pegasus and munition products<br />

to the SAF. ST Kinetics also secured and delivered various<br />

munition and weapon contracts from overseas customers,<br />

penetrating new markets in the African continent and<br />

Latin America.<br />

(from left to right)<br />

ST Kinetics’ commercial articulated vehicle made its<br />

debut to potential customers in the mining, oil, gas,<br />

forestry, and search and rescue industries around<br />

the world.<br />

International partnerships with major OEMs like<br />

the Kalyani Group of India enable ST Kinetics to<br />

establish a foothold in key overseas markets and<br />

expand its product range.<br />

The acquisition of VT LeeBoy, with its leadership<br />

position in commercial class asphalt pavers and<br />

brooms, enhanced ST Kinetics’ range of specialty<br />

vehicle products for the construction industry.


79<br />

Marine<br />

RAISING THE BAR ON SHIPBUILDING<br />

AND SHIPREPAIR<br />

ST Marine has been providing turnkey shipbuilding, ship<br />

conversion and shiprepair services to a worldwide customer<br />

base in the naval and commercial markets for over three<br />

decades. It has operations in <strong>Singapore</strong> and the US, under<br />

VT Halter Marine.<br />

The year for the Marine sector was highlighted by new products,<br />

expanding business from existing customers, and shiprepair<br />

projects requiring more engineering expertise. Collectively,<br />

these included customers like the Republic of <strong>Singapore</strong> Navy,<br />

US Army, National Oceanic and Atmospheric Administration,<br />

Crowley Maritime, Baggermaatschappij Boskalis BV, and China<br />

National Petroleum Corporation.<br />

The wide ranging nature of the Marine sector’s shipbuilding<br />

and shiprepair competencies allows it to attract quality projects,<br />

leveraging on its design and engineering expertise to customise<br />

ship design to meet the specific needs of customers. Some key<br />

new customers that have placed shipbuilding orders are the US<br />

Navy, Shreyas World Navigation, Louis Dreyfus Armateurs SAS<br />

and Hoegh Autoliners.<br />

Shipbuilding<br />

The sector continued its efforts to secure high value added<br />

contracts, capitalising on its knowledge and skills in designing<br />

and building sophisticated vessels, as well as project<br />

management skills acquired through highly complex and tightly<br />

scheduled projects such as the frigates programme.<br />

In September <strong>2006</strong> alone, there were repeat orders for its<br />

US operations from existing customers amounting to about<br />

US$450m ($735m), attesting to the level of confidence and<br />

trust that customers have in VT Halter Marine.<br />

Shiprepair<br />

During the year, ST Marine’s shiprepair business was<br />

highlighted by projects which required higher engineering<br />

expertise in both repairs and conversions, reflecting its<br />

reputation for customisation and design capabilities.<br />

It also saw expanding business from blue chip maritime<br />

customers all over the world, particularly established European<br />

shipowners from the Netherlands, Belgium and Germany and<br />

customers from the US and Asia. The sector maintained its<br />

presence as a key player in the <strong>Singapore</strong> shiprepair market,<br />

especially for tankers, containers and dredgers.<br />

PERFORMANCE OF THE MARINE SECTOR<br />

Half Yearly Performance<br />

The Marine sector’s turnover for 2H<strong>2006</strong> at $365m increased<br />

by 8% or $28m over 1H<strong>2006</strong> turnover of $337m due mainly to<br />

higher Shipbuilding turnover.<br />

PBT for 2H<strong>2006</strong> at $41.9m increased by 11% or $4.3m over<br />

1H<strong>2006</strong> due mainly to the higher turnover and other income.<br />

<strong>Full</strong> Year Performance<br />

FY<strong>2006</strong> turnover of $702m for the Marine sector increased<br />

by 6% or $42m compared to FY2005, largely contributed by<br />

Shipbuilding and Shiprepair. The higher Shipbuilding turnover<br />

was mainly contributed by the US operations, VT Halter Marine,<br />

while the higher Shiprepair turnover was the result of a more<br />

active shiprepair market.<br />

The Marine sector’s PBT of $79.5m in FY<strong>2006</strong> was lower<br />

than that of FY2005 by 10% or $8.4m. The lower PBT was<br />

due mainly to lower gross margins as a result of a different<br />

sales mix.<br />

The fi rst of the four feeder container<br />

vessels for the Transworld Group,<br />

OEL <strong>Singapore</strong>, was launched in<br />

June <strong>2006</strong>.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 80<br />

Marine<br />

Major Projects<br />

In <strong>2006</strong>, ST Marine delivered two of the five locally built<br />

frigates, RSS Intrepid and RSS Steadfast, to the Republic of<br />

<strong>Singapore</strong> Navy and launched the last frigate in the series,<br />

RSS Supreme.<br />

ST Marine was awarded a $120m contract for two high<br />

end RoRo vessels to transport Airbus A380 sections and<br />

components for assembly in Toulouse, France. The customers<br />

are Seaplane One and Seaplane Two SAS, a joint venture<br />

company of Louis Dreyfus Armateurs SAS of France and Leif<br />

Hoegh & Co AS (LH) of Norway.<br />

Its US operations won a US$199m (about $315m) contract<br />

from the US Navy to construct a missile range instrumentation<br />

ship T-AGM(R). This is the first US Navy contract awarded to<br />

VT Halter Marine after it joined the ST <strong>Engineering</strong> Group.<br />

The shipyard was commissioned to build a fourth fisheries<br />

survey vessel, worth US$30m (about $50m), for the National<br />

Oceanic and Atmospheric Administration. It has delivered two<br />

vessels so far. This customer also awarded VT Halter Marine a<br />

US$15m (about $23.7m) contract for a small waterplane area<br />

twin hull coastal mapping vessel.<br />

It was also contracted to build four additional articulated tug<br />

barge units for Crowley Maritime worth about US$240m<br />

($378m), bringing the total order from Crowley Maritime to ten<br />

vessels, two of which were delivered this year.<br />

In November <strong>2006</strong>, VT Halter Marine was awarded a US$165m<br />

(about $262.7m) contract by the US Navy to procure long<br />

lead time materials and equipment for the Egyptian Navy’s fast<br />

missile craft project. This is in addition to an earlier contract of<br />

US$28.8m (approximately $49m) for ship design and brings<br />

the amount awarded for this project to date to US$194m. The<br />

total amount for this project, for which VT Halter Marine is the<br />

prime contractor, could exceed US$450m after Phase II is<br />

added to the contract.<br />

In shiprepair, the Marine sector clinched two contracts to<br />

convert existing vessels to seismic research vessels. One was<br />

a $17m contract to convert a fishing trawler for China National<br />

Petroleum Corporation‘s BGP, one of the world’s leading<br />

onshore geophysical service contractors in China, and the other<br />

was a $8m contract to convert a platform supply vessel for<br />

Seabird Exploration Norway AS.<br />

It also won a $32m contract for the modification and upgrading<br />

of a cutter suction dredger from its existing customer,<br />

Baggermaatschappij Boskalis BV, and launched the first<br />

two of the four feeder container vessels for Transworld Group.<br />

The last of the series of fi ve locally<br />

built frigates, RSS Supreme, was<br />

launched by Dr Ivy Ng (wife of Dr Ng<br />

Eng Hen, Minister for Manpower &<br />

2nd Minister for Defence).


81<br />

Operating Financial Review<br />

DYNAMICS AND RISK FACTORS OF THE BUSINESS<br />

INDUSTRY REVIEW<br />

As the ST <strong>Engineering</strong> Group expands its global presence,<br />

more influencers come into play and with varying impact.<br />

A negative development in one country may open doors in<br />

another. This off-setting of influencers lends stability to the<br />

Group and diversifies its earnings base, while the spread of<br />

businesses buffers each other, moderating extreme gyrations.<br />

Oil Prices<br />

Although oil prices eased to below US$60 level in late <strong>2006</strong>,<br />

they remained high relative to previous years and continued<br />

to exert pressure on bottom lines, particularly in the aviation<br />

industry. Many major airlines, some still recovering from<br />

9/11, also face a proliferation of Low Cost Carriers (LCC),<br />

which intensifies the competitive landscape. As a result,<br />

they may increase outsourcing as part of cost containment<br />

measures. This, together with the rise of LCCs, which generally<br />

do not have inhouse resources, benefits third party aircraft<br />

Maintenance, Repair and Overhaul (MRO) operators like<br />

ST Aerospace. Business from the low cost segment could<br />

augment work from the major airlines; the longer term concern<br />

is how the latter could further cap overheads.<br />

For the specialty vehicles business, high oil prices could<br />

similarly have a dampening effect. While there are no<br />

immediate pressures on profit margins, should this trend<br />

continue, there could be a cutback on infrastructural<br />

development, such as the construction of roads. In addition,<br />

oil is one of the components of asphalt, which is used in road<br />

paving, and this could lead to higher raw material costs, further<br />

exacerbating potential for reduced demand.<br />

Any slowdown in the US economy, combined with higher<br />

interest rates and oil prices, may have far reaching implications<br />

across industries, ranging from reduced infrastructure and<br />

property development to a shrinking of the aviation industry.<br />

High oil prices, however, do benefit oil producers who would<br />

have greater need for offshore support vessels and tankers,<br />

and this may benefit the Marine sector.<br />

Interest Rates<br />

The effect of interest rates on ST <strong>Engineering</strong>’s business is<br />

similar to that of oil. The Fed rates have been hovering at the<br />

5.25% level since the second half of <strong>2006</strong>, and any further<br />

hike would add to the cost of doing business. As the cost of<br />

doing business goes up, there could be cutbacks in investments<br />

or less appetite for business expansion. These could affect<br />

the demand for some of the Group’s products, such as road<br />

construction vehicles, and food and beverage vehicles.<br />

Given the Group’s net cash position, the negative impact of the<br />

higher borrowing interest rates is largely mitigated by the higher<br />

bank deposit rates.<br />

Raw Materials<br />

Like oil, the cost of steel eased in <strong>2006</strong>. The prices of steel<br />

and related materials, such as aluminium, could impact the<br />

Marine and specialty vehicles businesses. Locking in prices<br />

ahead of schedule, as well as capping our price offers based<br />

on a range of commodity prices, helps to mitigate the impact.<br />

Currency Fluctuations<br />

Fluctuations in the currencies of USD and Euro will be most felt<br />

as these are the Group’s export currencies.<br />

For USD denominated exports, weakness in USD relative to<br />

SGD could result in lower revenue. This negative impact would<br />

be partially cushioned by the lower SGD cost for materials and<br />

parts imports denominated in USD. Overall, this would have a<br />

negative impact on the bottom line. The currency fluctuation<br />

risk of the Group is mitigated by the Group’s diversified portfolio<br />

of operating units located in different countries with different<br />

functional currencies. It follows that losses from movements<br />

in one currency could be offset by gains from movements in<br />

another currency and vice versa.<br />

The Group’s newly acquired components business in Denmark<br />

and Norway, SAS Component, conducts business in Euros.<br />

The strength of the Euro could have a negative impact on<br />

the demand of components which SAS Component supplies,<br />

however, a stronger Euro could contribute to higher Group<br />

earnings when translated into SGD.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 82<br />

Operating Financial Review<br />

Labour Supply<br />

Skilled labour is a concern in the Aerospace sector as there is<br />

a high demand for skilled technicians both in the US and in the<br />

growing China aviation industries. Training, manpower retention<br />

incentives and alternative sources of supply are some ways in<br />

which the Group overcomes this skilled labour shortage.<br />

Defence Spending<br />

Defence spending in <strong>Singapore</strong> has generally been increasing<br />

year on year. However, this does not necessarily translate into<br />

more orders from the <strong>Singapore</strong> Armed Forces (SAF). Like<br />

the armed forces of other countries, the SAF is purchasing in<br />

smaller quantities to keep pace with technological change.<br />

Technological advances also mean that new equipment, such<br />

as fighter jets and the ever more efficient commercial aircraft,<br />

require less maintenance in their early years.<br />

The <strong>Singapore</strong> government has introduced private-public<br />

partnerships, where public projects and services are<br />

outsourced to the private sector. This development brings new<br />

opportunities for the Group, particularly with its strong record in<br />

defence, government and public projects, ranging from transport<br />

and subway systems to homeland security and defence<br />

solutions. With emphasis on lowering total cost of ownership,<br />

the Group’s commercial business helps to bring commercially<br />

available technologies and practices into the defence business.<br />

In the US, the defence budget has also grown, in view of global<br />

geo-political unrest and the war on terror, including expenditure<br />

on homeland security. The US Navy has proposed increasing its<br />

current fleet to over 300 vessels, with US$8.9b requested for<br />

building seven new ships*, and the US Coast Guard‘s budget for<br />

2007 has allocated US$1.06b to the 25-year long Deepwater<br />

programme to upgrade its fleet.**<br />

Training in the defence sector is also employing simulation<br />

techniques and programmes, in addition to ground combat<br />

exercises.<br />

* source: American Shipbuilders dated March <strong>2006</strong><br />

** source: Defence News dated 9 October <strong>2006</strong><br />

Homeland Security<br />

As terrorism continues to be the scourge of world communities,<br />

governments are increasingly aware of the need for homeland<br />

protection technologies. This awareness will take time to be<br />

translated into budgets and implementation and, in the longer<br />

term, presents opportunities for sensor, biometrics, surveillance<br />

and monitoring technologies, as well as patrol vessels and fast<br />

interceptors to guard coastal waters.<br />

Similarly, some of the Group’s defence and homeland security<br />

products and technologies can be used in disaster recovery.<br />

Emerging Markets<br />

The Group’s continued global expansion and inroad into new<br />

markets – South America, Africa, the Middle East, Central<br />

Asia – will further diversify its business, making the Group less<br />

dependent on traditional markets. The new markets can also<br />

serve as lower cost manufacturing or procurement bases for the<br />

Group. They are also potential new businesses for the Group<br />

in terms of infrastructure, such as transportation networks and<br />

intelligent buildings.<br />

Free Trade Agreements, like the one between the Panama<br />

and <strong>Singapore</strong> governments, will further widen the scope of<br />

collaboration and economic exchange at various levels<br />

between nations.<br />

Disasters<br />

Being in new markets also exposes the Group to other risks,<br />

such as natural disasters and terrorism. For example, the<br />

Group’s Aerospace and Marine’s operations located along the<br />

Gulf Coast of the US are on hurricane watch each year from<br />

June to November, requiring preparedness and robust business<br />

continuity planning.<br />

In the aftermath of a disaster, recovery operations often field<br />

emergency response equipment and vehicles. Post disaster<br />

operations see the rebuilding of infrastructure as people’s<br />

lives slowly return to normal. New buildings, such as housing<br />

and schools, roads and other transportation systems benefit<br />

providers of expertise and equipment in these areas.<br />

RISK MANAGEMENT<br />

As the Group drives towards globalisation to expand its market,<br />

much effort has also been focused on the Group’s aim to build<br />

a robust risk management practice. Such practice allows the<br />

Group to align its risk appetite and strategy; to identify, manage<br />

and monitor key risks; and to allocate resources more efficiently.<br />

A clearer understanding of risks also enables risks to be taken<br />

knowingly and optimally. This would not only minimise surprises<br />

and losses, but also enhance the Group’s performance and<br />

competitiveness when faced with opportunities. The Group will


83<br />

Operating Financial Review<br />

continue to build a strong risk management culture as well as<br />

strengthen its existing risk management practices.<br />

• Risk Management Governance: The Group’s Risk Review<br />

Committee works with the management to ensure that the<br />

Group has adequately prioritised and addressed the risk<br />

management issues within the Group.<br />

• Risk <strong>Report</strong>ing Dashboard: A structured dashboard<br />

that provides an overview of risk profile as well as key<br />

risk indicators and risk incidents to management and the<br />

Risk Review Committee. It enables the monitoring of key<br />

risks and appropriate mitigating actions being taken on a<br />

timely basis.<br />

• Risk Management Infrastructure: Various enabling<br />

policies, methodologies, guides, checklists and IT<br />

applications are constantly being developed and improved<br />

in order to support the practice of risk management at both<br />

Group and business unit level.<br />

a) Strategic and Operational Risk<br />

The Group operates in 20 countries spread across the Asia<br />

Pacific, Europe, and North and South America. As part of the<br />

Group’s plan to grow its business internationally, it will continue<br />

to focus on increasing its operating activities and presence<br />

in Europe, Greater China and the US. In <strong>2006</strong>, 23% of the<br />

Group’s assets were in the US (2001: 5%). Revenue from<br />

customers located outside Asia increased from 26% of Group<br />

revenue in 2001 to 47% in <strong>2006</strong>.<br />

As part of its business strategy, the Group seeks to increase the<br />

proportion of its international business and customers, thereby<br />

achieving greater geographical diversification. Likewise, the<br />

Group also plans to raise the proportion of its commercial<br />

business while maintaining strong support towards the local<br />

defence business. The commercial business helps to bring<br />

commercially available technology and practices into the<br />

defence business, thereby allowing for more cost effective<br />

systems and solutions. A more diversified base of commercial<br />

and military customers will reduce the risk of customer<br />

concentration.<br />

b) Investment Risk<br />

The Group seeks to grow its businesses on three fronts:<br />

through organic growth of its existing capabilities and<br />

capacities; through development of new capabilities; and<br />

through acquisition or joint ventures of business entities or<br />

operating assets.<br />

Investment activities, ranging from the identification of targets<br />

to conducting due diligence, are supported by a dedicated<br />

team of investment professionals and augmented by external<br />

professionals for specialised services. The business proposals<br />

are guided by a given set of internal investment criteria,<br />

evaluated by senior management and endorsed by a Business<br />

Investment and Divestment Committee before seeking final<br />

Board approval.<br />

c) Interest Rate Risk<br />

The Group’s cash balances are placed with reputable banks,<br />

financial institutions and a related corporation. The Group<br />

manages its interest rate risk on its interest income by placing<br />

the cash balances in varying maturities and interest rate terms.<br />

For loans taken by the Group, long term interest rate swaps are<br />

taken to mitigate short term interest rate risk.<br />

06 47%<br />

01 26%<br />

06 23%<br />

01 5%<br />

Assets located in US<br />

Revenue from customers located outside Asia


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 84<br />

Operating Financial Review<br />

d) Foreign Exchange (FX) Risk<br />

The Group’s FX risk arises both from its subsidiaries operating<br />

in foreign countries, which generate revenue and incur costs<br />

denominated in foreign currencies, and from operations of its<br />

local subsidiaries which are transacted in foreign currencies.<br />

The Group enters into forward FX contracts to hedge against<br />

its FX risk resulting from anticipated sale and purchase<br />

transactions denominated in foreign currencies, primarily in<br />

Euro and USD.<br />

FOREIGN EXCHANGE<br />

1.90<br />

1.85<br />

1.80<br />

1.75<br />

1.70<br />

1.65<br />

1.60<br />

1.55<br />

1.50<br />

Jan 02<br />

Mar 02<br />

May 02<br />

Jul 02<br />

Sep 02<br />

Nov 02<br />

Jan 03<br />

Mar 03<br />

May 03<br />

Jul 03<br />

Sep 03<br />

Nov 03<br />

Jan 04<br />

Mar 04<br />

USD/SGD<br />

May 04<br />

Jul 04<br />

Sep 04<br />

Nov 04<br />

Jan 05<br />

Mar 05<br />

May 05<br />

Jul 05<br />

Sep 05<br />

Nov 05<br />

Jan 06<br />

Mar 06<br />

May 06<br />

Jul 06<br />

Sep 06<br />

Source: Bloomberg<br />

e) Derivative Financial Instrument Risk<br />

The Group uses forward FX and options to hedge its net<br />

foreign currency exposures in the management of FX risk.<br />

These derivative instruments are used for hedging and not for<br />

speculative transactions in foreign exchange.<br />

f) Market Risk<br />

The Group has investments in quoted equity shares and placed<br />

funds with fund management companies, with investments<br />

in quoted equity shares and bonds. The market value of<br />

these investments will fluctuate with market conditions. To<br />

mitigate market risk, the Group’s funds with fund managers are<br />

guaranteed 95% to 100% of their principal values at the end of<br />

the fund management period. Also, before a fund manager is<br />

allocated funds for management, its management capability and<br />

financial strength are carefully considered.<br />

Nov 06<br />

g) Liquidity Risk<br />

To manage liquidity risk, the Group monitors its net operating<br />

cash flow and maintains an adequate level of cash and cash<br />

equivalents and has secured committed funding facilities from<br />

financial institutions. In assessing the adequacy of these<br />

facilities, management reviews its working capital requirements.<br />

h) Credit Risk<br />

Credit risk, or the risk of counterparties defaulting, is managed<br />

through the application of credit approvals, credit limits and<br />

monitoring procedures. Where appropriate, the Company or its<br />

subsidiaries obtain collateral from customers or arrange master<br />

netting agreements. Cash terms, advance payments and letters<br />

of credit or bank guarantees are required for customers of<br />

lower credit standing.<br />

i) Acts of God and/or War Risk<br />

The Group manages this risk through the development of<br />

business continuity plans so as to ensure quick recovery and<br />

resumption of critical business functions after a disruption.<br />

These plans have been communicated and the management<br />

has gone through simulated exercise of these plans. Regular<br />

reviews of these plans are performed to ensure that they stay<br />

relevant. Most contracts signed also include force majeure<br />

clauses to mitigate risk from Acts of God.<br />

j) Legal and/or Political Risk<br />

Legal risk is managed through standardised contracts with<br />

terms and conditions that are pre-approved. Any deviation<br />

will be vetted and approved by appropriate party level of<br />

management. The management also vigilantly monitors the<br />

respective country’s business practices, environmental issues,<br />

political impact on the projects and overall business.<br />

k) Reputation Risk<br />

Recognising the importance of providing timely and key<br />

information to our stakeholders, the Group put in place a<br />

communications programme to ensure effective communication<br />

with our stakeholders at all times.


85<br />

Operating Financial Review<br />

SENSITIVITY ANALYSIS<br />

a) Interest Rate<br />

The Group’s cash and cash equivalents as well as funds under<br />

management are largely invested in fixed deposits and fixed<br />

income securities. Movements in interest rates will therefore<br />

have an impact on the interest and investment income for the<br />

Group. Based on the Group’s cash and cash equivalents of<br />

$1.2b as at end <strong>2006</strong>, a one percentage point movement in<br />

effective fixed deposit rates is estimated to result in an annual<br />

$12m change in interest income for the Group. Likewise, a<br />

one percentage point movement in effective borrowing rate<br />

is estimated to result in an annual $8.9m change in interest<br />

expense, based on the Group’s borrowings of $890m as at<br />

end <strong>2006</strong>.<br />

SHAREHOLDER RETURN<br />

Return On Equity<br />

The Return On Equity (ROE) improved 1.9 percentage points<br />

to 28.4% in <strong>2006</strong>, as a result of higher profit after tax and<br />

minority interests.<br />

02<br />

04 26.1%<br />

03 24.6%<br />

22.8%<br />

05<br />

06<br />

26.5%<br />

28.4%<br />

6<br />

INTEREST RATE (%)<br />

5<br />

RETURN ON EQUITY<br />

4<br />

3<br />

2<br />

1<br />

0<br />

Jan 02<br />

Apr 02<br />

Jul 02<br />

Oct 02<br />

Jan 03<br />

Apr 03<br />

Jul 03<br />

Oct 03<br />

Jan 04<br />

USD SIBOR (3 months)<br />

SGD SIBOR (3 months)<br />

Apr 04<br />

Jul 04<br />

Oct 04<br />

Jan 05<br />

Apr 05<br />

Jul 05<br />

Oct 05<br />

Jan 06<br />

Apr 06<br />

Jul 06<br />

Oct 06<br />

Source: Bloomberg<br />

Dividend Per Share (DPS) and Earnings Per Share (EPS)<br />

The proposed dividend for <strong>2006</strong> of $445.1m is higher than<br />

the 2005 dividend of $399.5m paid in April <strong>2006</strong>. The<br />

recommended <strong>2006</strong> dividend took into consideration the<br />

Group’s present cash position, positive cash flow generated<br />

from operations, and projected capital requirements. Payment<br />

of the dividends is subject to the approval of the shareholders<br />

of the Company at the coming AGM. The proposed <strong>2006</strong><br />

dividend of $445.1m represents 100% of the earnings<br />

for FY<strong>2006</strong>.<br />

b) Gross Profit Margin<br />

At the <strong>2006</strong> turnover of $4.49b, a one percentage point<br />

movement in the gross profit margin of the Group will lead<br />

to a $44.9m change in gross profit for the Group. The many<br />

different programmes undertaken across the Group, with their<br />

accompanying variations in margin, have the effect of reducing<br />

the Group-wide impact of specific project fluctuations.<br />

c) Others<br />

Other risk factors that have an impact on turnover and net<br />

profits tend to be sector or project specific. Hence, it is not<br />

practical to perform a sensitivity analysis in such instances.<br />

DIVIDEND/EARNINGS PER SHARE<br />

20 18.50<br />

15.11<br />

16<br />

11.30 12.39<br />

13.60<br />

12<br />

15.15<br />

12.26<br />

13.64<br />

11.47 11.29<br />

8<br />

4<br />

0<br />

02 03 04 05 06<br />

DPS EPS


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 86<br />

Operating Financial Review<br />

Total Shareholder Return for ST <strong>Engineering</strong> Shares<br />

In <strong>2006</strong>, ST <strong>Engineering</strong> shares generated a total shareholder<br />

return of 12.8% for its shareholders. This consists of 5.1% of<br />

dividend yield and 7.7% of capital gain for the period. Over the<br />

last four years, ST <strong>Engineering</strong> has been able to consistently<br />

generate good total shareholder returns for its shareholders<br />

with more than 5% of dividend yield and healthy appreciation<br />

in its share price.<br />

In 2007, the ST <strong>Engineering</strong> Board will adopt a dividend policy,<br />

which is based on a half yearly ordinary dividend payout, and<br />

plans to declare a first interim ordinary dividend payout<br />

starting from the announcement of the half year results<br />

ending 30 June 2007.<br />

To maximise shareholder value, management will continue<br />

its policy of paying a high level of dividends to return excess<br />

cash generated from the operations, provided the cash is not<br />

required for major investments in the future. These investments<br />

may include potential mergers and acquisitions and the<br />

building of new facilities and capabilities to expand the<br />

existing operations.<br />

Share Purchase Mandate<br />

In the coming EGM, the Company will again seek shareholders’<br />

approval to renew the Share Purchase Mandate for the<br />

purchase of up to 10% of the number of ordinary shares in<br />

the capital of the Company. The share purchase can be<br />

effected either through market purchases or off market<br />

purchases. The financial impact of various share purchase<br />

scenarios will be presented in a circular to members.<br />

The purpose of the Share Purchase Plan is to give the<br />

Company the flexibility to undertake the share purchase<br />

exercise expeditiously. The Share Purchase Plan provides the<br />

Company an alternate avenue to reward shareholders apart<br />

from the traditional dividend payment route.<br />

FINANCIAL REVIEW<br />

Treasury Policy and Capital Structure<br />

The Group’s Treasury Unit seeks to minimise the Group’s<br />

financial risk, to ensure sufficient liquidity to meet day-to-day<br />

operational needs and to invest the cash and cash equivalents<br />

within the guidelines approved by the Board of Directors.<br />

%<br />

30<br />

5.2%<br />

25<br />

22.7%<br />

20<br />

15<br />

5.7%<br />

14.2%<br />

10<br />

5<br />

0<br />

04 05 06<br />

Capital Gain Dividend Yield<br />

5.1%<br />

7.7%<br />

Cash and Foreign Exchange Management<br />

The Group adopts the strategy of centralised cash<br />

management, where the excess cash of its business entities<br />

are swept to the Treasury Unit, which centrally manages the<br />

investment of the funds. Similarly, the FX requirements of the<br />

business entities are managed centrally. The business entities<br />

hedge their material FX exposures arising from sales and/or<br />

purchases in currencies other than the functional currencies.<br />

Their FX requirements are matched internally by the Treasury<br />

Unit where feasible and this procedure enables the Group to<br />

offset and minimise FX risk within the Group. The Treasury<br />

Unit then hedges unmatched FX requirements with external<br />

counterparties.<br />

The aim of the Treasury Unit’s cash management and FX<br />

management strategies is to maximise the returns of the<br />

Group’s cash resources and to minimise FX exposures and<br />

associated costs. The most common financial instruments used<br />

to manage the FX exposures are forward FX contracts and<br />

currency options.


87<br />

Operating Financial Review<br />

Insurance<br />

Where appropriate, the Group manages its insurance risks<br />

on a Group basis to leverage its position with the general<br />

insurance market.<br />

The Group reviews its insurable risk profile continually<br />

and makes the necessary adjustments on risk retention to<br />

optimise the coverage and cost. This is done with advice<br />

and support from selected insurance brokers. Major group<br />

insurance policies include Industrial Special Risk, Liabilities<br />

and Workmen Compensation, designed to protect the Group<br />

against properties risk, liabilities for its products and services,<br />

and workplace accidents respectively. The aviation and marine<br />

businesses have specialised insurance programmes.<br />

The Group adopts a proactive strategy with advice and<br />

recommendations from insurance brokers to manage the<br />

insurance risk with specific risk management programmes<br />

covering the prevention of fire and the adoption of behaviour<br />

based safety practices, among others.<br />

Funding and Borrowings<br />

The Group funds its investments and operations through<br />

a mixture of shareholders’ funds, advance payments from<br />

customers, and some borrowings. Its borrowings amounted to<br />

$890m, about 57% of its shareholders’ funds.<br />

Long term borrowings amounted to $282m and the balance<br />

is of a short term nature. The long term borrowings comprise<br />

mainly terms loans taken by SAS Component and an Industrial<br />

Revenue Bond, issued by ST Mobile Aerospace <strong>Engineering</strong>,<br />

to fund the initial purchase of plant and machinery for the<br />

facilities located at Mobile, Alabama in 1990; both entities are<br />

subsidiaries of the Aerospace sector. The short term loans are<br />

denominated in USD at a floating rate that commensurates with<br />

the Group’s Aaa credit rating from Moody’s. The rationale of<br />

borrowing in USD is to create a natural currency hedge position<br />

for the Group’s investments denominated in the currency.<br />

The Group’s interest cover stays at a healthy 13 times, with a<br />

gross debt-to-equity ratio of 0.57.<br />

BORROWINGS ($m)<br />

608<br />

340<br />

282<br />

16<br />

06 05 06 05 06 05<br />

CASH FLOWS AND LIQUIDITY<br />

890<br />

356<br />

ST Borrowings LT Borrowings Total Borrowings<br />

Operating Activities<br />

In <strong>2006</strong>, the net cash generated from operating activities<br />

amounted to $460m. In 2005, the net cash generated from<br />

operating activities amounted to $303m. The improvement of<br />

$158m in FY<strong>2006</strong> in net cash from operating activities was<br />

largely due to higher operating profits and favourable working<br />

capital movements, with positive variances in trade debtors,<br />

advance payments to suppliers and other creditors, accruals<br />

and provisions, but these were partially offset by the negative<br />

variance in stocks and work-in-progress.<br />

Investing Activities<br />

The $369m net cash used in investing activities in FY<strong>2006</strong><br />

was lower by $66m compared to FY2005. This was mainly<br />

the result of much higher proceeds from the sale and maturity<br />

of investments, but these were partially offset by a higher cash<br />

outflow for the purchase of property, plant and equipment.<br />

Financing Activities<br />

The $143m net cash used in financing activities in FY<strong>2006</strong><br />

was lower than that of $184m in FY2005 by $41m. This was<br />

largely due to a higher cash inflow from bank loans, but this<br />

was partially offset by a higher cash outflow for the payment<br />

of dividend to shareholders and interest expense.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 88<br />

Operating Financial Review<br />

CASH FLOW ($m)<br />

460<br />

303<br />

06 05 06 05<br />

East remain and the high oil prices are likely to persist and<br />

continue to be volatile. The risk of economic slowdown in the<br />

US and the re-emerged threat of a bird-flu pandemic continue<br />

to cause uncertainties in the global economy. As the Group<br />

continues its expansion into the global market, the impact<br />

of external risks on overall performance remains. Barring<br />

unforeseen circumstances, the Group expects to achieve a<br />

higher turnover and PBT in 2007.<br />

06 05<br />

Operating<br />

Activities<br />

Cash and Cash Equivalents<br />

As at 31 December <strong>2006</strong>, the Group’s cash and cash<br />

equivalents stood at $1.2b, comparable to that of FY2005.<br />

The cash and cash equivalents are centrally managed by the<br />

Treasury Unit and the majority of the funds were invested<br />

in liquid assets such as fixed deposits and placements with<br />

a related corporation. The cash and cash equivalents as at<br />

yearend is adequate to fund the committed and planned capital<br />

expenditure, as well as to service the Group’s borrowings.<br />

Notwithstanding the Group’s current positive cash and cash<br />

equivalents position, it has established short term financing<br />

facilities with various financial institutions for bridging finance.<br />

Such liquidity facilities can be tapped when requirements<br />

arise, in particular, for financing significant merger and<br />

acquisition deals.<br />

ACCOUNTING POLICIES<br />

The Group’s significant accounting policies are presented in<br />

Notes to the Financial Statements, Note 2 (pg 112 to 126).<br />

The Group has applied the same accounting policies and<br />

methods of computation in the preparation of the financial<br />

statements for the current reporting period compared with the<br />

audited financial statements as at 31 December 2005.<br />

PROSPECT FOR 2007<br />

(369) (435)<br />

(143) (184)<br />

Investing<br />

Activities<br />

Financing<br />

Activities<br />

The global economy in <strong>2006</strong> was shrouded with uncertainties<br />

caused by the high and volatile oil prices and the risk of a US<br />

economic slowdown. Fortunately, the economy ended the<br />

year relatively unscathed. Financial markets around the world<br />

started positively in 2007, with many stock market indices<br />

reaching record highs. The geo-political tensions in the Middle<br />

In the Aerospace sector, high fuel prices and intense<br />

competition, especially from LCCs, will continue to exert<br />

pressure on the cost structure of the aviation industry. This<br />

could facilitate MRO outsourcing trend, as legacy airlines are<br />

compelled to improve operating cost efficiency. The sector will<br />

focus on airframe heavy maintenance and modification work,<br />

Total Aviation Support and implementing the recently secured<br />

seven-year FedEx Express Passenger-to-Freighter conversion<br />

contract. It will set up the required capabilities to support<br />

the operation of Skybus Airlines in the US. Through SAS<br />

Component in Europe and the expanding component support<br />

operations, the sector will continue its efforts to increase<br />

its presence in the global components and material<br />

services market.<br />

With the enhanced simulation and digital media capabilities<br />

following the acquisition of MÄK <strong>Technologies</strong>, the Electronics<br />

sector will strengthen its market position and further broaden<br />

its customer base in 2007. iDirect will continue to extend the<br />

sector’s presence in the US and enable the sector to offer a full<br />

suite of satellite communications services globally.<br />

The Land Systems sector will continue its strategy of growing<br />

its international businesses by expanding its sales and<br />

distribution network, developing niche products and fostering<br />

local partnerships in the global market. The sector will<br />

continue to apply its engineering capabilities to its commercial<br />

automotive businesses, and create synergies and operating<br />

efficiencies from its specialty vehicles companies in the US<br />

and China.<br />

The Marine sector succeeded in securing a few large contracts<br />

last year. Coupled with ongoing projects, these will keep the<br />

yards in <strong>Singapore</strong> and the US well utilised in 2007. The US<br />

yards had resumed full operations in <strong>2006</strong> after the disruption<br />

caused by Hurricane Katrina in August 2005. Apart from<br />

seeking new contracts and developing new products, the<br />

sector will concentrate on delivering its commitments to the<br />

customers and continue to pursue business opportunities in the<br />

naval and government industries, and niche segments of the<br />

commercial market.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 90<br />

Directors’ <strong>Report</strong> AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

We, the undersigned directors, on behalf of all the directors of the Company, submit this annual report to the members together with<br />

the audited financial statements of the Group and of the Company for the financial year ended 31 December <strong>2006</strong>.<br />

DIRECTORS<br />

The directors of the Company in office at the date of this report are as follows:<br />

Peter Seah Lim Huat<br />

Tan Pheng Hock<br />

Koh Beng Seng<br />

LG Ng Yat Chung<br />

Dr Tan Kim Siew<br />

Professor Lui Pao Chuen<br />

Winston Tan Tien Hin<br />

Lucien Wong Yuen Kuai<br />

Dr Philip Nalliah Pillai<br />

Quek Poh Huat<br />

Venkatachalam Krishnakumar<br />

BG Bernard Tan Kok Kiang<br />

(Chairman)<br />

(President and Chief Executive Officer)<br />

(Alternate Director to LG Ng Yat Chung)<br />

ARRANGEMENTS TO ENABLE DIRECTORS TO ACQUIRE SHARES OR DEBENTURES<br />

Except for the <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Executives’ Share Option Scheme, <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Share<br />

Option Plan and <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Performance Share Plan (collectively the “ST <strong>Engineering</strong> Share Plans”),<br />

neither at the end of nor at any time during the financial year was the Company a party to any arrangement whose objects are, or<br />

one of whose objects is, to enable the directors of the Company to acquire benefits by means of the acquisition of shares in or<br />

debentures of the Company or any other body corporate.<br />

DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES<br />

Except as disclosed in this report, no director who held office at the end of the financial year had interests in shares or debentures<br />

of the Company or of related corporations either at the beginning (or date of appointment, if later) or at the end of the financial year.<br />

There were no changes in any of the directors’ interests in the Company between the end of the financial year and on 21 January<br />

2007.


91<br />

Directors’ <strong>Report</strong> AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES (continued)<br />

According to the register kept by the Company for the purposes of Section 164 of the <strong>Singapore</strong> Companies Act, Chapter 50,<br />

particulars of interests of directors who held office at the end of the financial year in shares or debentures in the Company and its<br />

related corporations were as follows:<br />

HOLDINGS IN THE NAME OF THE DIRECTOR,<br />

SPOUSE OR INFANT CHILDREN<br />

1 JANUARY <strong>2006</strong> OR DATE OF<br />

APPOINTMENT IF LATER 31 DECEMBER <strong>2006</strong><br />

The Company<br />

Ordinary Shares<br />

Tan Pheng Hock 85,864 173,364<br />

Professor Lui Pao Chuen 181,444 181,444<br />

Winston Tan Tien Hin 200,000 *1 315,000 *1<br />

Lucien Wong Yuen Kuai – 75,000<br />

Dr Philip Nalliah Pillai – 75,000<br />

Quek Poh Huat 763,228 813,728<br />

BG Bernard Tan Kok Kiang 9,164 9,164<br />

Related Corporations<br />

CEI Electronics Pte Ltd<br />

Ordinary Shares<br />

Winston Tan Tien Hin 47,520 47,520<br />

Chartered Semiconductor Manufacturing Ltd<br />

Ordinary Shares<br />

Tan Pheng Hock 7,000 7,000<br />

Koh Beng Seng 44,074 44,074<br />

Dr Tan Kim Siew 25,000 –<br />

Winston Tan Tien Hin – 20,000<br />

Global Crossing Limited<br />

Common Stock of US$0.01 each<br />

Peter Seah Lim Huat 750 1,785<br />

SembCorp Industries Ltd<br />

Ordinary Shares<br />

Peter Seah Lim Huat 140,000 N.A. *2<br />

Professor Lui Pao Chuen 66,189 N.A. *2<br />

Quek Poh Huat 34,676 N.A. *2<br />

BG Bernard Tan Kok Kiang 3,951 N.A. *2<br />

SembCorp Logistics Ltd<br />

Ordinary Shares<br />

Professor Lui Pao Chuen 105,070 N.A. *2<br />

SembCorp Marine Ltd<br />

Ordinary Shares<br />

Professor Lui Pao Chuen 60,000 N.A. *2


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 92<br />

Directors’ <strong>Report</strong> AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES (continued)<br />

HOLDINGS IN THE NAME OF THE DIRECTOR,<br />

SPOUSE OR INFANT CHILDREN<br />

1 JANUARY <strong>2006</strong> OR DATE OF<br />

APPOINTMENT IF LATER 31 DECEMBER <strong>2006</strong><br />

SIA <strong>Engineering</strong> Company Limited<br />

Ordinary Shares<br />

Professor Lui Pao Chuen 40,000 40,000<br />

<strong>Singapore</strong> Airlines Limited<br />

Ordinary Shares<br />

Professor Lui Pao Chuen 8,000 8,000<br />

Winston Tan Tien Hin 4,000 –<br />

Venkatachalam Krishnakumar 4,000 4,000<br />

BG Bernard Tan Kok Kiang 1,000 1,000<br />

<strong>Singapore</strong> Airport Terminal Services Ltd<br />

Ordinary Shares<br />

Professor Lui Pao Chuen 50,000 90,000<br />

<strong>Singapore</strong> Computer Systems Limited<br />

Ordinary Shares<br />

Quek Poh Huat 15,000 15,000<br />

BG Bernard Tan Kok Kiang 1,000 1,000<br />

<strong>Singapore</strong> Food Industries Limited<br />

Ordinary Shares<br />

Professor Lui Pao Chuen 20,000 20,000<br />

<strong>Singapore</strong> Telecommunications Limited<br />

Ordinary Shares<br />

Peter Seah Lim Huat 3,180 3,040<br />

Tan Pheng Hock 3,500 3,350<br />

Koh Beng Seng 1,600 1,520<br />

LG Ng Yat Chung 1,430 1,360<br />

Dr Tan Kim Siew 2,990 2,850<br />

Professor Lui Pao Chuen 3,370 3,210<br />

Winston Tan Tien Hin 105,223 *3 137,980 *4<br />

Lucien Wong Yuen Kuai 4,800 4,580<br />

Dr Philip Nalliah Pillai 49,800 47,320<br />

Quek Poh Huat 3,370 5,210<br />

BG Bernard Tan Kok Kiang 380 380<br />

SMRT Corporation Ltd<br />

Ordinary Shares<br />

Quek Poh Huat 8,000 8,000


93<br />

Directors’ <strong>Report</strong> AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES (continued)<br />

HOLDINGS IN THE NAME OF THE DIRECTOR,<br />

SPOUSE OR INFANT CHILDREN<br />

1 JANUARY <strong>2006</strong> OR DATE OF<br />

APPOINTMENT IF LATER 31 DECEMBER <strong>2006</strong><br />

SP AusNet<br />

Stapled Securities<br />

Quek Poh Huat 206,000 206,000<br />

SNP Corporation Ltd<br />

Ordinary Shares<br />

Winston Tan Tien Hin 54,494 *5 54,494 *5<br />

StarHub Ltd<br />

Ordinary Shares<br />

Peter Seah Lim Huat 60,000 133,720<br />

Tan Pheng Hock 32,000 27,430<br />

Venkatachalam Krishnakumar 20,000 17,144<br />

TeleChoice International Limited<br />

Ordinary Shares<br />

Peter Seah Lim Huat 50,000 50,000<br />

Tan Pheng Hock 30,000 30,000<br />

Vertex Technology Fund Ltd<br />

Ordinary Shares<br />

Winston Tan Tien Hin 10 10<br />

Vertex Technology Fund (II) Ltd<br />

Ordinary Shares<br />

Tan Pheng Hock 5 † 5 †<br />

Koh Beng Seng 15 15<br />

Winston Tan Tien Hin 20 20<br />

Redeemable Preference Shares<br />

Koh Beng Seng 15 15<br />

Winston Tan Tien Hin 20 20<br />

Vertex Investment (II) Ltd<br />

Ordinary Shares<br />

Professor Lui Pao Chuen 20 20


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 94<br />

Directors’ <strong>Report</strong> AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES (continued)<br />

1 JANUARY <strong>2006</strong><br />

OR DATE OF<br />

APPOINTMENT 31 DECEMBER EXERCISE<br />

IF LATER <strong>2006</strong> PRICE EXERCISABLE PERIOD<br />

$<br />

The Company<br />

Options to Subscribe for Ordinary Shares<br />

Peter Seah Lim Huat 89,000 89,000 1.92 13.8.2003 to 12.8.2007<br />

44,500 44,500 1.79 7.2.2004 to 6.2.2008<br />

40,500 40,500 1.86 12.8.2004 to 11.8.2008<br />

44,500 44,500 2.09 10.2.2005 to 9.2.2009<br />

44,500 44,500 2.12 11.8.2005 to 10.8.2009<br />

44,500 44,500 2.37 8.2.<strong>2006</strong> to 7.2.2010<br />

44,500 44,500 2.57 11.8.<strong>2006</strong> to 10.8.2010<br />

– 44,500 3.01 10.2.2007 to 09.2.2011<br />

– 44,500 2.84 11.8.2007 to 10.8.2011<br />

Tan Pheng Hock 5,000 5,000 1.29 8.8.2000 to 7.8.2008<br />

400,000 400,000 1.418 10.2.2001 to 9.2.2009<br />

5,000 5,000 2.00 11.8.2001 to 10.8.2009<br />

400,000 400,000 2.26 10.2.2002 to 9.2.2010<br />

225,000 225,000 2.72 20.2.2002 to 19.2.2011<br />

227,500 227,500 2.68 11.8.2002 to 10.8.2011<br />

175,000 175,000 2.29 8.2.2003 to 7.2.2012<br />

175,000 175,000 1.92 13.8.2003 to 12.8.2012<br />

200,000 200,000 1.79 7.2.2004 to 6.2.2013<br />

200,000 200,000 1.86 12.8.2004 to 11.8.2013<br />

200,000 200,000 2.09 10.2.2005 to 9.2.2014<br />

200,000 200,000 2.12 11.8.2005 to 10.8.2014<br />

200,000 200,000 2.37 8.2.<strong>2006</strong> to 7.2.2015<br />

200,000 200,000 2.57 11.8.<strong>2006</strong> to 10.8.2015<br />

– 200,000 3.01 10.2.2007 to 9.2.2016<br />

– 200,000 2.84 11.8.2007 to 10.8.2016<br />

Koh Beng Seng 19,500 19,500 2.09 10.2.2005 to 9.2.2009<br />

19,500 19,500 2.12 11.8.2005 to 10.8.2009<br />

27,500 27,500 2.37 8.2.<strong>2006</strong> to 7.2.2010<br />

27,500 27,500 2.57 11.8.<strong>2006</strong> to 10.8.2010<br />

– 27,500 3.01 10.2.2007 to 9.2.2011<br />

– 27,500 2.84 11.8.2007 to 10.8.2011<br />

Professor Lui Pao Chuen 21,500 21,500 1.79 7.2.2004 to 6.2.2008<br />

21,500 21,500 1.86 12.8.2004 to 11.8.2008<br />

21,500 21,500 2.09 10.2.2005 to 9.2.2009<br />

25,250 25,250 2.12 11.8.2005 to 10.8.2009<br />

29,000 29,000 2.37 8.2.<strong>2006</strong> to 7.2.2010<br />

– 29,000 3.01 10.2.2007 to 9.2.2011


95<br />

Directors’ <strong>Report</strong> AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES (continued)<br />

1 JANUARY <strong>2006</strong><br />

OR DATE OF<br />

APPOINTMENT 31 DECEMBER EXERCISE<br />

IF LATER <strong>2006</strong> PRICE EXERCISABLE PERIOD<br />

$<br />

The Company<br />

Options to Subscribe for Ordinary Shares<br />

Winston Tan Tien Hin 115,000 – 2.72 20.2.2002 to 19.2.<strong>2006</strong><br />

105,000 105,000 2.29 8.2.2003 to 7.2.2007<br />

56,500 56,500 1.79 7.2.2004 to 6.2.2008<br />

46,500 46,500 1.86 12.8.2004 to 11.8.2008<br />

48,500 48,500 2.09 10.2.2005 to 9.2.2009<br />

37,000 37,000 2.37 8.2.<strong>2006</strong> to 7.2.2010<br />

37,000 37,000 2.57 11.8.<strong>2006</strong> to 10.8.2010<br />

– 37,000 3.01 10.2.2007 to 9.2.2011<br />

– 37,000 2.84 11.8.2007 to 10.8.2011<br />

Lucien Wong Yuen Kuai 75,000 – 2.72 20.2.2002 to 19.2.<strong>2006</strong><br />

59,000 59,000 2.29 8.2.2003 to 7.2.2007<br />

23,500 23,500 1.79 7.2.2004 to 6.2.2008<br />

19,500 19,500 1.86 12.8.2004 to 11.8.2008<br />

19,500 19,500 2.09 10.2.2005 to 9.2.2009<br />

19,500 19,500 2.12 11.8.2005 to 10.8.2009<br />

19,500 19,500 2.37 8.2.<strong>2006</strong> to 7.2.2010<br />

19,500 19,500 2.57 11.8.<strong>2006</strong> to 10.8.2010<br />

– 21,500 3.01 10.2.2007 to 9.2.2011<br />

– 21,500 2.84 11.8.2007 to 10.8.2011<br />

Dr Philip Nalliah Pillai 75,000 – 2.72 20.2.2002 to 19.2.<strong>2006</strong><br />

62,000 62,000 2.29 8.2.2003 to 7.2.2007<br />

31,000 31,000 1.79 7.2.2004 to 6.2.2008<br />

29,000 29,000 1.86 12.8.2004 to 11.8.2008<br />

31,000 31,000 2.09 10.2.2005 to 9.2.2009<br />

31,000 31,000 2.12 11.8.2005 to 10.8.2009<br />

31,000 31,000 2.37 8.2.<strong>2006</strong> to 7.2.2010<br />

31,000 31,000 2.57 11.8.<strong>2006</strong> to 10.8.2010<br />

– 33,000 3.01 10.2.2007 to 9.2.2011<br />

– 33,000 2.84 11.8.2007 to 10.8.2011<br />

Quek Poh Huat 43,000 12,750 1.92 13.8.2003 to 12.8.2007<br />

35,000 14,750 1.79 7.2.2004 to 6.2.2008<br />

33,000 33,000 1.86 12.8.2004 to 11.8.2008<br />

33,000 33,000 2.09 10.2.2005 to 9.2.2009<br />

33,000 33,000 2.12 11.8.2005 to 10.8.2009<br />

33,000 33,000 2.37 8.2.<strong>2006</strong> to 7.2.2010<br />

33,000 33,000 2.57 11.8.<strong>2006</strong> to 10.8.2010<br />

– 33,000 3.01 10.2.2007 to 9.2.2011<br />

– 33,000 2.84 11.8.2007 to 10.8.2011


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 96<br />

Directors’ <strong>Report</strong> AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES (continued)<br />

1 JANUARY <strong>2006</strong><br />

OR DATE OF<br />

APPOINTMENT 31 DECEMBER EXERCISE<br />

IF LATER <strong>2006</strong> PRICE EXERCISABLE PERIOD<br />

$<br />

Venkatachalam Krishnakumar 25,250 25,250 2.37 8.2.<strong>2006</strong> to 7.2.2010<br />

25,250 25,250 2.57 11.8.<strong>2006</strong> to 10.8.2010<br />

– 25,500 3.01 10.2.2007 to 9.2.2011<br />

– 25,500 2.84 11.8.2007 to 10.8.2011<br />

Related Corporations<br />

Chartered Semiconductor Manufacturing Ltd<br />

Options to Subscribe for Ordinary Shares<br />

Peter Seah Lim Huat 23,443 23,443 3.46 22.2.2003 to 22.2.2007<br />

46,887 46,887 1.86 30.8.2003 to 30.8.2007<br />

40,000 40,000 0.72 28.2.2004 to 28.2.2008<br />

45,000 45,000 1.10 29.8.2004 to 29.8.2008<br />

85,000 85,000 1.70 27.2.2005 to 27.2.2009<br />

85,000 85,000 1.16 26.8.<strong>2006</strong> to 26.8.2010<br />

– 95,000 1.21 25.8.2007 to 25.8.2011<br />

Koh Beng Seng 5,860 – 4.05 28.3.2002 to 28.3.<strong>2006</strong><br />

11,721 – 4.26 15.8.2002 to 15.8.<strong>2006</strong><br />

29,304 29,304 1.86 30.8.2003 to 30.8.2007<br />

Global Crossing Limited<br />

Options to Purchase Common Shares of US$0.01 each<br />

Peter Seah Lim Huat 40,000 40,000 10.16 12.1.2005 to 11.1.2014<br />

PT Indosat Tbk<br />

Options to Subscribe for Ordinary Shares of Rp100 each<br />

Peter Seah Lim Huat 150,000 – 3702.6 1.8.2005 to 31.7.<strong>2006</strong><br />

SembCorp Industries Ltd<br />

Options to Subscribe for Ordinary Shares<br />

Peter Seah Lim Huat 140,000 N.A. *2 1.50 20.4.2002 to 19.4.<strong>2006</strong><br />

70,000 N.A. *2 1.54 8.5.2003 to 7.5.2007<br />

70,000 N.A. *2 0.93 18.10.2003 to 17.10.2007<br />

70,000 N.A. *2 1.09 3.6.2004 to 2.6.2008<br />

70,000 N.A. *2 1.24 19.11.2004 to 18.11.2008<br />

70,000 N.A. *2 1.30 18.5.2005 to 17.5.2009<br />

70,000 N.A. *2 1.47 23.11.2005 to 22.11.2009<br />

70,000 N.A. *2 2.68 2.7.<strong>2006</strong> to 1.7.2010<br />

70,000 N.A. *2 2.67 22.11.<strong>2006</strong> to 21.11.2010


97<br />

Directors’ <strong>Report</strong> AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES (continued)<br />

1 JANUARY <strong>2006</strong><br />

OR DATE OF<br />

APPOINTMENT 31 DECEMBER EXERCISE<br />

IF LATER <strong>2006</strong> PRICE EXERCISABLE PERIOD<br />

$<br />

SembCorp Marine Ltd<br />

Options to Subscribe for Ordinary Shares<br />

Tan Pheng Hock 20,000 N.A. *2 0.66 28.9.2002 to 27.9.<strong>2006</strong><br />

40,000 N.A. *2 0.90 8.11.2003 to 7.11.2007<br />

50,000 N.A. *2 0.99 9.8.2004 to 8.8.2008<br />

50,000 N.A. *2 1.04 11.8.2005 to 10.8.2009<br />

35,000 N.A. *2 2.96 12.8.<strong>2006</strong> to 11.8.2010<br />

StarHub Ltd<br />

Options to Subscribe for Ordinary Shares<br />

Peter Seah Lim Huat 37,500 – 0.88 30.11.2003 to 29.11.2007<br />

18,750 – 0.88 31.5.2004 to 30.5.2008<br />

18,750 6,250 0.88 29.11.2004 to 28.11.2008<br />

18,750 6,250 0.96 3.4.2005 to 2.4.2009<br />

18,750 12,500 0.985 27.11.2005 to 26.11.2009<br />

25,500 17,000 1.52 31.5.<strong>2006</strong> to 30.5.2010<br />

STT Communications Ltd<br />

Options to Subscribe for Ordinary Shares<br />

Peter Seah Lim Huat 2,000 – 0.50 29.6.2003 to 28.6.2012<br />

19,500 9,750 0.57 30.7.2004 to 29.7.2013<br />

130,000 65,000 1.08 29.7.2005 to 28.7.2014<br />

<strong>Singapore</strong> Telecommunications Limited<br />

Options to Subscribe for Ordinary Shares<br />

Quek Poh Huat 60,000 – 1.42 9.9.2003 to 9.9.2007<br />

1 JANUARY <strong>2006</strong><br />

OR DATE OF<br />

APPOINTMENT<br />

31 DECEMBER<br />

IF LATER <strong>2006</strong> VESTING PERIOD<br />

Global Crossing Limited<br />

Restricted Stock Units of US$0.01 each<br />

Peter Seah Lim Huat 6,750 5,625 8.3.2005 to 8.3.2009<br />

– 3,294 15.8.2007


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 98<br />

Directors’ <strong>Report</strong> AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES (continued)<br />

HOLDINGS IN THE NAME OF THE DIRECTOR,<br />

SPOUSE OR INFANT CHILDREN<br />

1 JANUARY <strong>2006</strong> OR DATE OF<br />

APPOINTMENT IF LATER 31 DECEMBER <strong>2006</strong><br />

The Company<br />

Conditional Award of 250,000 performance<br />

shares to be delivered after 2005<br />

Tan Pheng Hock 0 to 500,000 #1 –<br />

Conditional Award of 250,000 performance<br />

shares to be delivered after <strong>2006</strong><br />

Tan Pheng Hock 0 to 500,000 #2 0 to 500,000 #2<br />

Conditional Award of 250,000 performance<br />

shares to be delivered after 2007<br />

Tan Pheng Hock 0 to 375,000 #3 0 to 375,000 #3<br />

Conditional Award of 250,000 performance<br />

shares to be delivered after 2008<br />

Tan Pheng Hock – 0 to 375,000 #4<br />

*1 Includes deemed interest in 200,000 shares held in the name of Winmark Investments Pte Ltd, a company in which Winston<br />

Tan Tien Hin has a 50% interest.<br />

*2 SembCorp Industries Ltd, SembCorp Logistics Ltd and SembCorp Marine Ltd ceased to be related corporations of Temasek<br />

Holdings (Private) Limited during the financial year.<br />

*3 Includes deemed interest in 100,000 shares in <strong>Singapore</strong> Telecommunications Limited, held by Winmark Investments Pte Ltd,<br />

a company in which Winston Tan Tien Hin has a 50% interest.<br />

*4 Includes deemed interest in 133,000 shares in <strong>Singapore</strong> Telecommunications Limited, held by Winmark Investments Pte Ltd,<br />

a company in which Winston Tan Tien Hin has a 50% interest.<br />

*5 Includes deemed interest in 366 shares in SNP Corporation Ltd, held by Winmark Investments Pte Ltd, a company in which<br />

Winston Tan Tien Hin has a 50% interest.<br />

† Held in trust by a trustee company on behalf of a director.<br />

#1 The actual number of shares to be delivered will depend on the achievement of set targets over a three-year period from 2003<br />

to 2005. Achievement of targets below 80% target level will mean no performance shares will be delivered, while achievement<br />

up to 200% will mean up to twice the number of performance shares can be delivered. For this period, Mr Tan Pheng Hock<br />

was awarded 87,500 new shares on 20 February <strong>2006</strong> upon partial achievement of targets set. The balance of the conditional<br />

performance shares award covering the period from 2003 to 2005 has thus lapsed.<br />

#2 The actual number delivered will depend on the achievement of set targets over a three-year period from 2004 to <strong>2006</strong>.<br />

Achievement of targets below 80% target level will mean no performance shares will be delivered, while achievement up to<br />

200% will mean up to twice the number of performance shares can be delivered.


99<br />

Directors’ <strong>Report</strong> AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

DIRECTORS’ INTERESTS IN SHARES OR DEBENTURES (continued)<br />

#3 A minimum threshold performance over a three-year period from 2005 to 2007 is required for any performance shares to be<br />

released and the actual number of performance shares to be released is capped at 150% of the conditional award.<br />

#4 A minimum threshold performance over a three-year period from <strong>2006</strong> to 2008 is required for any performance shares to be<br />

released and the actual number of performance shares to be released is capped at 150% of the conditional award.<br />

DIRECTORS’ INTERESTS IN CONTRACTS<br />

Since the end of the previous financial year, no director has received or become entitled to receive a benefit (other than a benefit<br />

or any fixed salary of a full-time employee of the Company included in the aggregate amount of emoluments shown in the financial<br />

statements, or any emoluments received from related corporations and share options granted pursuant to the ST <strong>Engineering</strong> Share<br />

Plans) by reason of a contract made by the Company or a related corporation with the director or with a firm of which the director is<br />

a member, or with a company in which the director has a substantial financial interest, except for professional fees paid to a firm of<br />

which a director is a member as shown in the financial statements.<br />

SHARE PLANS<br />

The Executive Resource and Compensation Committee (“ERCC”) is responsible for administering the <strong>Singapore</strong> <strong>Technologies</strong><br />

<strong>Engineering</strong> Share Option Plan (“ESOP”), the <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Performance Share Plan (“PSP”) and the<br />

<strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Restricted Stock Plan (collectively “Share Plans”).<br />

The Committee members are Mr Peter Seah Lim Huat (Chairman), Mr Venkatachalam Krishnakumar and Dr Philip Nalliah Pillai.<br />

Following approval of the new Share Plans by shareholders at the Extraordinary General Meeting held on 23 November 2000, the<br />

<strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Executives’ Share Option Scheme (“ESOS”) was terminated.<br />

As at 31 December <strong>2006</strong>, no options have been granted to controlling shareholders of the Company or associates of the Company<br />

and no employees have received 5% or more of the total options available under the Share Plans.<br />

The number of options granted and accepted under the ESOP and the number of conditional awards under the PSP is within the<br />

15% limit allowed under the Share Plans.<br />

During the financial year, except as disclosed below, there were no options granted by the Company to any person to take up<br />

unissued shares of the Company:<br />

(a)<br />

Options granted under the ESOS/ESOP<br />

(i) During the financial year, the following options were granted under the ESOP:<br />

NO. OF SHARES<br />

GRANTED UNDER<br />

DATE OF GRANT EXERCISABLE PERIOD OPTIONS EXERCISE PRICE<br />

$<br />

9.2.<strong>2006</strong> 10.2.2007 to 9.2.2016 15,148,936 3.01<br />

9.2.<strong>2006</strong> 10.2.2007 to 9.2.2011 504,250 3.01<br />

10.8.<strong>2006</strong> 11.8.2007 to 10.8.2016 16,313,523 2.84<br />

10.8.<strong>2006</strong> 11.8.2007 to 10.8.2011 402,000 2.84


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 100<br />

Directors’ <strong>Report</strong> AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

SHARE PLANS (continued)<br />

(a) Options granted under the ESOS/ESOP (continued)<br />

(ii) The options granted to directors under the ESOS/ESOP are as follows:<br />

AGGREGATE OPTIONS<br />

GRANTED AND AGGREGATE OPTIONS<br />

OPTIONS GRANTED ACCEPTED SINCE EXERCISED SINCE AGGREGATE OPTIONS<br />

AND ACCEPTED DURING COMMENCEMENT OF COMMENCEMENT OF OUTSTANDING AS<br />

THE FINANCIAL YEAR ESOS/ESOP TO END ESOS/ESOP TO END AT END OF<br />

NAME OF PARTICIPANT UNDER REVIEW OF FINANCIAL YEAR OF FINANCIAL YEAR FINANCIAL YEAR<br />

Director of the Company<br />

ESOS<br />

Tan Pheng Hock – 1,699,864 889,864 810,000<br />

ESOP<br />

Peter Seah Lim Huat 89,000 441,000 – 441,000<br />

Tan Pheng Hock 400,000 2,402,500 – 2,402,500<br />

Koh Beng Seng 55,000 149,000 – 149,000<br />

Professor Lui Pao Chuen 29,000 147,750 – 147,750<br />

Winston Tan Tien Hin 74,000 519,500 115,000 404,500<br />

Lucien Wong Yuen Kuai 43,000 298,000 75,000 223,000<br />

Dr Philip Nalliah Pillai 66,000 387,000 75,000 312,000<br />

Quek Poh Huat 66,000 309,000 50,500 258,500<br />

Venkatachalam Krishnakumar 51,000 101,500 – 101,500<br />

(iii) In respect of options granted to employees of related corporations, no options were granted during the financial year.<br />

The total options granted from the commencement of the ESOS/ESOP to the end of the financial year is 631,479.<br />

(iv) The options granted by the Company do not entitle the holders of the options, by virtue of such holdings, to any right to<br />

participate in any share issue of any other company.<br />

(v) No share options had been offered at a discount during the financial year ended 31 December <strong>2006</strong>.<br />

(b)<br />

(c)<br />

Issue of shares under option<br />

During the financial year, 30,953,004 ordinary shares in the Company were issued pursuant to the exercise of options to take<br />

up unissued shares of the Company.<br />

PSP<br />

The PSP is established with the objective of motivating senior executives to strive for sustained long-term growth and<br />

performance in ST <strong>Engineering</strong> and its subsidiaries (“the ST <strong>Engineering</strong> Group”). Awards of performance shares are granted<br />

conditional on performance targets set based on the ST <strong>Engineering</strong> Group corporate objectives.<br />

Pursuant to the PSP, the ERCC has decided to grant awards on an annual basis, conditional on targets set for a performance<br />

period, currently prescribed to be a three-year performance period. The performance shares will only be released to the<br />

recipient at the end of the performance qualifying period. A specified number of performance shares shall be released by the<br />

ERCC to the recipient and the actual number of performance shares will depend on the achievement of set targets over the<br />

respective performance period. For achievements that are below 80% of these targets, no performance shares will be given<br />

while for achievements that exceed targets by more than 100%, more performance shares than the original award will be<br />

delivered up to a maximum of 200% of the conditional award.


101<br />

Directors’ <strong>Report</strong> AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

SHARE PLANS (continued)<br />

(c) PSP (continued)<br />

The medium-term stretched targets measured over a three-year performance period are set based on ST <strong>Engineering</strong> Group<br />

corporate objectives. The performance measures used in PSP grant up to financial year 2004 are ST <strong>Engineering</strong> Group Total<br />

Shareholders’ Return (“TSR”) against the MSCI Asia Pacific ex Japan Industrial Index, Value Added per Employment Cost and<br />

EVA Spread.<br />

Pursuant to the PSP for the financial year <strong>2006</strong>, conditional awards aggregating 2,450,000 performance shares were<br />

made to 40 key executives of the ST <strong>Engineering</strong> Group, as part of the incentives plan to motivate key executives of the ST<br />

<strong>Engineering</strong> Group. The key executives include Mr Tan Pheng Hock, an executive Director of the Board, who was conditionally<br />

awarded 250,000 performance shares. This conditional award is for the performance qualifying period of <strong>2006</strong> to 2008.<br />

With effect from financial year 2005, the performance measures are ST <strong>Engineering</strong> Group TSR against the MSCI Asia Pacific<br />

ex Japan Industrial Index, EVA Spread and EPS Growth.<br />

A minimum threshold performance is required for any performance share to be released and the actual number of<br />

performance shares to be released is capped at 150% of the conditional award.<br />

On 20 February <strong>2006</strong>, 805,000 new shares were awarded upon the partial achievement of one of the three targets set for<br />

a grant of conditional award relating to the performance cycle from 2003 to 2005. The balance of the conditional award<br />

covering the period from 2003 to 2005 has thus lapsed.<br />

The total number of shares in the remaining awards which are granted conditionally for the performance periods 2004 to<br />

<strong>2006</strong>, 2005 to 2007 and <strong>2006</strong> to 2008 respectively, not due to be released yet, total 6,740,000. Depending on the actual<br />

performance, the total release of awards will range from zero to a maximum of 11,175,000 shares.<br />

AUDIT COMMITTEE<br />

The Audit Committee comprises three independent non-executive directors, one of whom is also the Chairman of the Committee.<br />

The members of the Audit Committee at the date of this report are as follows:<br />

Koh Beng Seng<br />

Dr Philip Nalliah Pillai<br />

Venkatachalam Krishnakumar<br />

(Chairman)<br />

The financial statements, accounting policies and system of internal accounting controls are the responsibility of the Board of<br />

Directors acting through the Audit Committee. The Audit Committee met during the year to review the scope of the internal<br />

audit functions and the scope of work of the statutory auditors, and the results arising therefrom, including their evaluation of the<br />

system of internal controls. The Audit Committee also reviewed the assistance given by the Company’s officers to the auditors.<br />

The consolidated financial statements of the Group and the financial statements of the Company were reviewed by the Audit<br />

Committee prior to their submission to the directors of the Company for adoption.<br />

In addition, the Audit Committee has reviewed the requirements for approval and disclosure of interested person transactions,<br />

reviewed the procedures set up by the Group and the Company to identify and report and where necessary, seek approval for<br />

interested person transactions and, with the assistance of the internal auditors, reviewed interested person transactions.<br />

The Audit Committee has recommended to the Board of Directors that the auditors, Ernst & Young, be nominated for<br />

re-appointment as auditors at the forthcoming <strong>Annual</strong> General Meeting of the Company.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 102<br />

Directors’ <strong>Report</strong> AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

AUDITORS<br />

Ernst & Young have expressed their willingness to accept re-appointment as auditors of the Company.<br />

On behalf of the Board of Directors<br />

Peter Seah Lim Huat<br />

Director<br />

Tan Pheng Hock<br />

Director<br />

<strong>Singapore</strong><br />

13 February 2007


103<br />

Statement by Directors<br />

We, Peter Seah Lim Huat and Tan Pheng Hock, being directors of <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Ltd, do hereby state that,<br />

in the opinion of the Directors:<br />

(a)<br />

(b)<br />

the financial statements set out on pages 105 to 195 are drawn up so as to give a true and fair view of the state of affairs of<br />

the Company and of the Group as at 31 December <strong>2006</strong>, and changes in equity of the Company and of the Group, the results<br />

of the business and cash flows of the Group for the year ended on that date; and<br />

at the date of this statement there are reasonable grounds to believe that the Company will be able to pay its debts as and<br />

when they fall due.<br />

On behalf of the Board of Directors<br />

Peter Seah Lim Huat<br />

Director<br />

Tan Pheng Hock<br />

Director<br />

<strong>Singapore</strong><br />

13 February 2007


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 104<br />

Independent Auditors’ <strong>Report</strong><br />

INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF SINGAPORE TECHNOLOGIES ENGINEERING LTD<br />

We have audited the accompanying financial statements of <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Ltd (the “Company”) and its<br />

subsidiary companies (collectively the “Group”) set out on pages 105 to 195, which comprise the balance sheets of the Group and the<br />

Company as at 31 December <strong>2006</strong>, the statements of changes in equity of the Group and the Company, and the statement of profit<br />

and loss and cash flow statement of the Group for the year then ended, and a summary of significant accounting policies and other<br />

explanatory notes.<br />

Directors’ responsibility for the financial statements<br />

The Company’s directors are responsible for the preparation and fair presentation of these financial statements in accordance with<br />

<strong>Singapore</strong> Financial <strong>Report</strong>ing Standards. This responsibility includes: designing, implementing and maintaining internal control<br />

relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to<br />

fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in<br />

the circumstances.<br />

Auditors’ responsibility<br />

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance<br />

with <strong>Singapore</strong> Standards on Auditing. Those Standards require that we comply with ethical requirements and plan and perform the<br />

audit to obtain reasonable assurance whether the financial statements are free of material misstatement.<br />

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements.<br />

The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the<br />

financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant<br />

to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate<br />

in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit<br />

also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by<br />

directors, as well as evaluating the overall presentation of the financial statements.<br />

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

Opinion<br />

In our opinion,<br />

(a)<br />

(b)<br />

the consolidated financial statements of the Group and the balance sheet and statement of changes in equity of the Company<br />

are properly drawn up in accordance with the provisions of the <strong>Singapore</strong> Companies Act, Chapter 50 (the “Act”) and <strong>Singapore</strong><br />

Financial <strong>Report</strong>ing Standards so as to give a true and fair view of the state of affairs of the Group and of the Company as at<br />

31 December <strong>2006</strong> and changes in equity of the Group and of the Company, the results and cash flows of the Group for the<br />

financial year ended on that date; and<br />

the accounting and other records required by the Act to be kept by the Company and by those subsidiary companies<br />

incorporated in <strong>Singapore</strong> of which we are the auditors have been properly kept in accordance with the provisions of the Act.<br />

ERNST & YOUNG<br />

Certified Public Accountants<br />

<strong>Singapore</strong><br />

13 February 2007


105<br />

Balance Sheets AS AT 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars)<br />

GROUP<br />

COMPANY<br />

NOTE <strong>2006</strong> 2005 <strong>2006</strong> 2005<br />

$’000 $’000 $’000 $’000<br />

(Restated)<br />

Share capital and reserves<br />

Share capital 3 474,926 291,450 474,926 291,450<br />

Share premium – 117,197 – 117,197<br />

Capital reserve 4 115,948 115,948 – –<br />

Other reserves 5 13,973 52,957 11,917 1,974<br />

Unappropriated profit 6 960,654 915,246 530,676 396,815<br />

1,565,501 1,492,798 1,017,519 807,436<br />

Minority interests 142,883 49,058 – –<br />

1,708,384 1,541,856 1,017,519 807,436<br />

Property, plant and equipment 7 952,209 475,197 657 741<br />

Subsidiaries 8 – – 544,209 406,692<br />

Associated companies and joint ventures 9 294,145 281,963 50 50<br />

Investments 10 27,858 101,347 – –<br />

Intangible assets 11 556,711 344,682 – –<br />

Long-term receivables 12 5,203 15,329 – –<br />

Deferred tax assets 13 117,637 110,872 – –<br />

Current assets<br />

Stocks and work-in-progress 14 1,103,417 812,186 – –<br />

Trade debtors 15 858,211 665,466 – –<br />

Due from related corporations 16 516,440 898,703 238,783 275,133<br />

Advances and other debtors 17 229,039 242,562 199,172 122,530<br />

Long-term receivables, current 12 476 698 – 1<br />

Amounts under fund management 18 228,173 311,062 – –<br />

Bank balances and other liquid funds 19 624,723 306,328 145,655 47,406<br />

3,560,479 3,237,005 583,610 445,070<br />

Current liabilities<br />

Advance payments from customers, current 582,234 460,623 – –<br />

Creditors and accruals 22 1,338,928 1,142,937 50,078 38,023<br />

Provisions 23 184,911 177,064 – –<br />

Progress billings in excess of work-in-progress 14 298,938 291,304 – –<br />

Provision for taxation 213,931 208,764 6,644 6,904<br />

Short-term bank loans (unsecured) 24 595,850 323,594 – –<br />

Lease obligations, current 25 2,137 2,391 – –<br />

Long-term bank loans, current 29 6,859 9,430 – –<br />

Other loans, current 30 1,217 3,512 – –<br />

Bank overdrafts 1,737 731 – –<br />

3,226,742 2,620,350 56,722 44,927<br />

Net current assets 333,737 616,655 526,888 400,143<br />

Non-current liabilities<br />

Advance payments from customers, non-current 277,764 377,918 – –<br />

Deferred income 27 4,101 2,303 – –<br />

Deferred tax liabilities 28 15,190 7,751 285 190<br />

Lease obligations, non-current 25 9,113 12,201 – –<br />

Long-term bank loans, non-current 29 270,525 1,138 – –<br />

Other loans, non-current 30 2,423 2,878 – –<br />

Due to a subsidiary 31 – – 54,000 –<br />

1,708,384 1,541,856 1,017,519 807,436<br />

The accompanying notes are an integral part of the fi nancial statements.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 106<br />

Statement of Profit and Loss FOR THE YEAR ENDED 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars)<br />

GROUP<br />

NOTE <strong>2006</strong> 2005<br />

$’000 $’000<br />

Turnover 32 4,485,758 3,337,895<br />

Cost of sales (3,453,961) (2,621,679)<br />

Gross profit 1,031,797 716,216<br />

Other operating income 33 88,134 54,847<br />

Distribution and selling expenses (116,635) (54,399)<br />

Administrative expenses (383,034) (226,546)<br />

Other operating expenses (74,501) (45,775)<br />

Profit from continuing operations before taxation,<br />

other income and financial expenses 34 545,761 444,343<br />

Other income, net 37 9,340 20,921<br />

Financial expenses 38 (42,252) (7,952)<br />

512,849 457,312<br />

Share of results of associated companies and joint ventures 51,490 45,933<br />

Profit from continuing operations before taxation 564,339 503,245<br />

Taxation 39 (108,895) (91,993)<br />

Profit from continuing operations after taxation 455,444 411,252<br />

Attributable to:<br />

Shareholders of the Company 445,127 396,308<br />

Minority interests 10,317 14,944<br />

455,444 411,252<br />

Earnings per share (cents) 41<br />

Basic 15.15 13.64<br />

Diluted 15.00 13.54<br />

The accompanying notes are an integral part of the fi nancial statements.


107<br />

Statements of Changes in Equity FOR THE YEAR ENDED 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars)<br />

SHARE SHARE CAPITAL OTHER RETAINED MINORITY TOTAL<br />

CAPITAL PREMIUM RESERVE RESERVES EARNINGS TOTAL INTERESTS EQUITY<br />

$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000<br />

The Group<br />

At 1.1.2005 289,217 76,602 115,948 47,545 878,840 1,408,152 37,936 1,446,088<br />

Net fair value changes on<br />

available-for-sale financial assets – – – (1,931) – (1,931) – (1,931)<br />

Net fair value changes on<br />

cash flow hedges – – – (2,550) – (2,550) – (2,550)<br />

Foreign currency translation<br />

differences – – – 1,223 – 1,223 (61) 1,162<br />

Net income recognised directly<br />

in equity – – – (3,258) – (3,258) (61) (3,319)<br />

Net profit for the year – – – – 396,308 396,308 14,590 410,898<br />

Total recognised net income<br />

for the year – – – (3,258) 396,308 393,050 14,529 407,579<br />

Issue of shares 2,233 40,595 – – – 42,828 – 42,828<br />

Dilution of interest in a subsidiary – – – – – – (3,440) (3,440)<br />

Acquisition of subsidiaries – – – – – – 1,016 1,016<br />

Capital contribution – – – – – – 10,703 10,703<br />

Cost of share-based payment – – – 8,537 – 8,537 3 8,540<br />

Dividends (Note 40) – – – – (359,769) (359,769) (11,689) (371,458)<br />

Transfer from unappropriated<br />

profit to statutory reserve – – – 133 (133) – – –<br />

At 31.12.2005 291,450 117,197 115,948 52,957 915,246 1,492,798 49,058 1,541,856<br />

At 1.1.<strong>2006</strong> 291,450 117,197 115,948 52,957 915,246 1,492,798 49,058 1,541,856<br />

Transfer from share premium<br />

account to share capital upon<br />

implementation of the<br />

Companies (Amendment)<br />

Act 2005 117,197 (117,197) – – – – – –<br />

Net fair value changes on<br />

available-for-sale financial assets – – – (14,542) – (14,542) – (14,542)<br />

Net fair value changes on<br />

cash flow hedges – – – (879) – (879) – (879)<br />

Foreign currency translation<br />

differences – – – (33,321) – (33,321) 4,196 (29,125)<br />

Net income recognised directly<br />

in equity – – – (48,742) – (48,742) 4,196 (44,546)<br />

Net profit for the year – – – – 445,127 445,127 10,038 455,165<br />

Total recognised net income<br />

for the year – – – (48,742) 445,127 396,385 14,234 410,619<br />

Issue of shares 66,279 – – – – 66,279 – 66,279<br />

Acquisition of subsidiaries – – – – – – 89,616 89,616<br />

Acquisition of additional interest<br />

in a subsidiary – – – – – – 80 80<br />

Capital contribution – – – – – – 4,971 4,971<br />

Cost of share-based payment – – – 9,431 – 9,431 80 9,511<br />

Dividends (Note 40) – – – – (399,473) (399,473) (15,191) (414,664)<br />

Revaluation surplus – – – 81 – 81 35 116<br />

Transfer from unappropriated profit<br />

to statutory reserve – – – 246 (246) – – –<br />

At 31.12.<strong>2006</strong> 474,926 – 115,948 13,973 960,654 1,565,501 142,883 1,708,384


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 108<br />

Statements of Changes in Equity FOR THE YEAR ENDED 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars)<br />

SHARE-BASED<br />

SHARE SHARE PAYMENT RETAINED<br />

CAPITAL PREMIUM RESERVE EARNINGS TOTAL<br />

$’000 $’000 $’000 $’000 $’000<br />

The Company<br />

At 1.1.2005 289,217 76,602 526 358,914 725,259<br />

Net profit for the year – – – 397,670 397,670<br />

Total recognised net income for the year – – – 397,670 397,670<br />

Issue of shares 2,233 40,595 – – 42,828<br />

Cost of share-based payment – – 1,448 – 1,448<br />

Dividends (Note 40) – – – (359,769) (359,769)<br />

At 31.12.2005 291,450 117,197 1,974 396,815 807,436<br />

At 1.1.<strong>2006</strong> 291,450 117,197 1,974 396,815 807,436<br />

Transfer from share premium account to share<br />

capital upon implementation of the<br />

Companies (Amendment) Act 2005 117,197 (117,197) – – –<br />

Net profit for the year – – – 533,334 533,334<br />

Total recognised net income for the year – – – 533,334 533,334<br />

Issue of shares 66,279 – – – 66,279<br />

Cost of share-based payment – – 9,943 – 9,943<br />

Dividends (Note 40) – – – (399,473) (399,473)<br />

At 31.12.<strong>2006</strong> 474,926 – 11,917 530,676 1,017,519<br />

The accompanying notes are an integral part of the fi nancial statements.


109<br />

Consolidated Statement of Cash Flows FOR THE YEAR ENDED 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars)<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Cash flows from operating activities<br />

Profit before taxation including share of results of associated companies and joint ventures 564,339 503,245<br />

Adjustments:<br />

Share of results of associated companies and joint ventures (51,490) (45,933)<br />

Depreciation of property, plant and equipment 130,676 79,092<br />

Provision for impairment in value of investments 8,428 3,905<br />

Provision for impairment in value of associated companies and joint ventures 4,865 700<br />

Property, plant and equipment written off 10,942 372<br />

Impairment of property, plant and equipment 297 12,213<br />

Gain on disposal of property, plant and equipment (11) (1,241)<br />

Gain on dilution of interest in an associated company (571) –<br />

Gain on disposal of investments (35,701) (13,199)<br />

Short-term loans from minority shareholders forgiven (2,766) –<br />

Profit on maturity of amounts under fund management (6,491) (6,947)<br />

Negative goodwill written off (615) –<br />

Write-back of provision for loan to an investee company – (821)<br />

Share-based payment expense 9,885 8,540<br />

Changes in fair value of financial instruments and hedged items 155 (657)<br />

Interest expense 42,252 7,952<br />

Interest income (40,151) (30,610)<br />

Dividends from investments (10,291) (3,012)<br />

Impairment of goodwill 8,135 4,483<br />

Amortisation of other intangible assets 5,135 1,522<br />

Impairment/(write-back of impairment) of other intangible assets 818 (234)<br />

Operating profit before working capital changes 637,840 519,370<br />

(Increase)/decrease in:<br />

Stocks and work-in-progress (172,836) (82,942)<br />

Progress billings in excess of work-in-progress 7,634 49,502<br />

Assets held for disposal – 17,374<br />

Trade debtors (78,653) (123,228)<br />

Advance payments to suppliers 26,613 (5,181)<br />

Other debtors, deposits and prepayments (427) (24,263)<br />

Holding company and related corporations balances 1,150 2,430<br />

Associated companies (185) (5,537)<br />

Joint ventures 18,912 (3,567)<br />

Trade creditors 4,287 (4,648)<br />

Advance payments from customers 17,309 10,624<br />

Other creditors, accruals and provisions 47,461 3,095<br />

Loans to staff and third parties, net of repayments 97 5,792<br />

Cash generated from operations 509,202 358,821<br />

Interest received 40,905 29,491<br />

Income tax paid (95,193) (83,416)<br />

Deferred income 1,798 243<br />

Exchange difference on operating activities 3,690 (1,626)<br />

Net cash from operating activities 460,402 303,513


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 110<br />

Consolidated Statement of Cash Flows FOR THE YEAR ENDED 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars)<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Cash flows from investing activities<br />

Proceeds from sale of property, plant and equipment 1,709 1,614<br />

Dividends from associated companies 48,237 45,262<br />

Dividends from investments 10,291 3,012<br />

Proceeds from sale and maturity of investments 166,545 15,714<br />

Proceeds from convertible loan/promissory note redemption – 4,872<br />

Purchase of property, plant and equipment (197,143) (117,535)<br />

Purchase of investments (880) (73,695)<br />

Proceeds from capital redemption of investments 170 238<br />

Loan to an investee company (140) (1,136)<br />

Additional investment/acquisition of associated companies and joint ventures (34,258) (12,293)<br />

Acquisition of other intangible assets (3,466) (10)<br />

Acquisition of subsidiaries (363,534) (298,471)<br />

Acquisition of additional interest in subsidiaries (1,669) –<br />

Dilution of interest in subsidiaries – (963)<br />

Loans to associated companies and joint ventures (1,235) (185)<br />

Exchange difference on investing activities 6,600 (1,542)<br />

Net cash used in investing activities (368,773) (435,118)<br />

Cash flows from financing activities<br />

Capital contribution from minority shareholders of subsidiaries 233 2,231<br />

Proceeds from issue of shares 65,905 42,781<br />

Loan from minority shareholders 43 1,549<br />

Repayment of other loans (923) (79)<br />

Repayment of lease obligations, net (2,245) (476)<br />

Proceeds from bank loans, net 261,082 147,208<br />

Dividend paid to shareholders of the Company (399,473) (359,769)<br />

Dividend paid to minority shareholders of subsidiaries (15,191) (11,689)<br />

Interest paid (36,979) (7,556)<br />

Exchange difference on financing activities (15,102) 1,762<br />

Net cash used in financing activities (142,650) (184,038)<br />

Net decrease in cash and cash equivalents (51,021) (315,643)<br />

Cash and cash equivalents at beginning of year 1,198,248 1,515,661<br />

Exchange difference on cash and cash equivalents at beginning of year (12,757) (1,770)<br />

Cash and cash equivalents at end of year (Note 43) 1,134,470 1,198,248


111<br />

Consolidated Statement of Cash Flows FOR THE YEAR ENDED 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars)<br />

Summary of Effect on Acquisition of Interest in Subsidiaries:<br />

In <strong>2006</strong>, the fair value of the identifiable assets and liabilities of the subsidiaries acquired (as disclosed in Note 8(b)) and the effect<br />

thereof as at the date of acquisition were as follows:<br />

CARRYING<br />

RECOGNISED ON AMOUNT BEFORE<br />

ACQUISITION COMBINATION<br />

$’000 $’000<br />

Property, plant and equipment 406,526 406,526<br />

Deferred tax assets 18,783 16,675<br />

Intangible assets 46,572 18,585<br />

Stocks and work-in-progress 115,970 115,849<br />

Debtors, deposits and prepayment 136,863 136,539<br />

Cash and cash equivalents 64,132 64,132<br />

Other non-current assets 312 312<br />

789,158 758,618<br />

Creditors and accruals (197,635) (195,494)<br />

Provisions (2,369) (2,369)<br />

Provision for taxation (973) (973)<br />

Deferred tax liabilities (10,771) (136)<br />

Other non-current liabilities (259,580) (259,580)<br />

(471,328) (458,552)<br />

Net identifiable assets 317,830 300,066<br />

Goodwill arising on consolidation 207,479<br />

Negative goodwill written off (615)<br />

524,694<br />

Minority interests (89,616)<br />

Total purchase consideration 435,078<br />

Cost of acquisitions:<br />

Cash paid in prior year 912<br />

Reclassification from investment in a joint venture 6,500<br />

Cash paid in current year 427,666<br />

435,078<br />

Cash outflow on acquisitions:<br />

Cost of acquisitions (427,666)<br />

Net cash acquired with the subsidiaries 64,132<br />

Net cash outflow on acquisition (363,534)<br />

Included in the carrying amount before combination are the assets and liabilities of SAS Component Group A/S, VT LeeBoy,<br />

Inc., MÄK <strong>Technologies</strong>, Inc. and the group of companies under Brightspot Interactive Learning Pte. Ltd. and PM-B Pte Ltd. The<br />

purchase price allocation of these subsidiaries to goodwill, intangible assets (excluding goodwill) and other assets is currently being<br />

assessed and is expected to be finalised within 12 months from the date of acquisition in Note 8(b).<br />

From the dates of acquisitions, the acquired subsidiaries have contributed $3.5 million in losses to the net profit of the Group. If the<br />

acquisitions had taken place at the beginning of the year, the turnover and net profit of the Group would have been $4.6 billion and<br />

$447.4 million respectively.<br />

The accompanying notes are an integral part of the fi nancial statements.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 112<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

These notes form an integral part of and should be read in conjunction with the accompanying financial statements.<br />

1. GENERAL<br />

The Company is a public limited company domiciled and incorporated in <strong>Singapore</strong>. The address of the Company’s registered<br />

office and principal place of business is 51 Cuppage Road #09-08, StarHub Centre, <strong>Singapore</strong> 229469.<br />

The Company’s immediate and ultimate holding company is Temasek Holdings (Private) Limited, a company incorporated in<br />

<strong>Singapore</strong>.<br />

The principal activities of the Company, are those of an investment holding company and the provision of engineering and<br />

related services. The principal activities of the subsidiaries are set out in Note 8 to the financial statements.<br />

The financial statements of <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Ltd and the consolidated financial statements of <strong>Singapore</strong><br />

<strong>Technologies</strong> <strong>Engineering</strong> Ltd and its subsidiaries as at 31 December <strong>2006</strong> and for the year then ended were authorised and<br />

approved by the Board of Directors for issuance on 13 February 2007.<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES<br />

(a) Basis of financial statements preparation<br />

The financial statements are prepared in accordance with <strong>Singapore</strong> Financial <strong>Report</strong>ing Standards (“FRS”) as required by<br />

the <strong>Singapore</strong> Companies Act, Chapter 50.<br />

The financial statements have been prepared on the historical cost convention, except for derivative financial instruments<br />

and held for trading and available-for-sale financial assets that have been measured at their fair values.<br />

The carrying values of recognised assets and liabilities that are designated as hedged items in a fair value hedge are<br />

adjusted to record the gain or loss on the hedged items attributable to the hedged risks.<br />

The financial statements are presented in <strong>Singapore</strong> dollars and all values are rounded to the nearest thousand ($’000)<br />

except when otherwise indicated.<br />

The accounting policies have been consistently applied by the Company and the Group and except for changes in<br />

accounting policies discussed in Note 2(z), are consistent with those used in the previous year.<br />

(b) Basis of consolidation<br />

(i) Subsidiaries<br />

A subsidiary is an entity over which the Group has the power to govern the financial and operating policies so as to<br />

obtain benefits from its activities. The Group generally has such power when it, directly or indirectly, holds more than<br />

50% of the issued share capital, or controls more than half of the voting power, or controls the composition of the<br />

board of the directors.<br />

In the Company’s separate financial statements, investments in subsidiaries are accounted for at cost less impairment<br />

losses.<br />

(ii) The consolidated financial statements include the financial statements of the Company and its subsidiaries made up to<br />

the end of the financial year. The results of subsidiaries acquired or disposed of during the financial year are included<br />

from the effective date of acquisition or up to the effective date of disposal. All significant inter-company balances and<br />

transactions are eliminated on consolidation.<br />

In the consolidated financial statements, subsidiaries are accounted for using the purchase method, except for<br />

the Company’s interests in <strong>Singapore</strong> <strong>Technologies</strong> Aerospace Ltd, <strong>Singapore</strong> <strong>Technologies</strong> Electronics Limited,<br />

<strong>Singapore</strong> <strong>Technologies</strong> Kinetics Ltd, and <strong>Singapore</strong> <strong>Technologies</strong> Marine Ltd [collectively referred to as the “Scheme<br />

Companies”] which resulted from the amalgamation of the Scheme Companies pursuant to a scheme of arrangement<br />

under Section 210 of the Companies Act, Chapter 50 in 1997.


113<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(b) Basis of consolidation (continued)<br />

As the amalgamation of the Scheme Companies constitutes a uniting of interests, the pooling of interests method has<br />

been adopted in the preparation of the consolidated financial statements in connection with the amalgamation.<br />

Under the pooling of interests method, the combined assets, liabilities and reserves of the pooled enterprises are<br />

recorded at their existing carrying amounts at the date of amalgamation. The excess or deficiency of amount recorded<br />

as share capital issued (plus any additional consideration in the form of cash or other assets) over the amount<br />

recorded for the share capital acquired is recorded as merger reserve. The merger reserve had been utilised in prior<br />

years to partially write off the goodwill on acquisition of Founders Industries Pte Ltd and its subsidiaries.<br />

Minority interests represent the portion of profit or loss and net assets in subsidiaries not held by the Group. They are<br />

presented in the consolidated balance sheet within equity, separately from the parent shareholders’ equity, and are<br />

separately disclosed in the consolidated statement of profit and loss.<br />

(iii) The Group adopts the equity method to account for its interests in associated companies and joint ventures.<br />

The Group’s share of the post-acquisition results of associated companies and joint ventures is included in the<br />

consolidated statement of profit and loss. The Group’s share of the post-acquisition accumulated profits and reserves<br />

of associated companies and joint ventures is included in the carrying value of the investments in the consolidated<br />

balance sheet.<br />

For this purpose, the audited financial statements of the associated companies and joint ventures are used. Where<br />

audited financial statements are not available, the share of results is arrived at from the last audited financial<br />

statements available and unaudited management financial statements to the end of the accounting period.<br />

(iv) Goodwill or reserve on consolidation represents the excess or deficiency of the purchase consideration over the fair<br />

value (assigned by the directors) of the underlying net assets of the subsidiaries, associated companies and joint<br />

ventures at the date of acquisition. Following initial recognition, goodwill is measured at cost less any accumulated<br />

impairment losses. Goodwill is reviewed for impairment, annually or more frequently if events or changes in<br />

circumstances indicate that the carrying value may be impaired.<br />

For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date,<br />

allocated to each of the Group’s cash-generating units, or groups of cash-generating units, that are expected to<br />

benefit from the synergies of the combination, irrespective of whether other assets or liabilities of the Group are<br />

assigned to those units or groups of units. Each unit or group of units to which the goodwill is so allocated:<br />

• represents the lowest level within the Group at which the goodwill is monitored for internal management purposes;<br />

and<br />

• is not larger than a segment based on the Group’s reporting format determined in accordance with FRS 14<br />

Segment <strong>Report</strong>ing.<br />

Impairment is determined by assessing the recoverable amount of the cash-generating unit (group of cash-generating<br />

units), to which the goodwill relates. Where the recoverable amount of the cash-generating unit (group of cashgenerating<br />

units) is less than the carrying amount, an impairment loss is recognised. Impairment losses recognised<br />

in respect of cash-generating unit (group of cash-generating units) are allocated first to reduce the carrying amount<br />

of any goodwill allocated to cash-generating unit (group of cash-generating units) and then, to reduce the carrying<br />

amount of the other assets in the cash-generating unit (group of cash-generating units) on a pro-rata basis.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 114<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(b) Basis of consolidation (continued)<br />

Where goodwill forms part of a cash-generating unit (group of cash-generating units) and part of the operation<br />

within that unit is disposed of, the goodwill associated with the operation disposed of is included in the carrying<br />

amount of the operation when determining the gain or loss on disposal of the operation. Goodwill disposed of in this<br />

circumstance is measured based on the relative values of the operation disposed of and the portion of the cashgenerating<br />

unit retained.<br />

Any excess of the Group’s interest in the net fair value of identifiable assets, liabilities and contingent liabilities over<br />

the cost of business combination is recognised in the statement of profit and loss on the date of acquisition.<br />

(v) In the preparation of the consolidated financial statements, the balance sheets of foreign subsidiaries, associated<br />

companies and joint ventures are translated into <strong>Singapore</strong> dollars at rates of exchange ruling at the balance sheet<br />

date except for share capital and reserves which are translated at historical rates of exchange. Operating results<br />

are translated at average rates of exchange for the year. Translation differences are taken to the Foreign Currency<br />

Translation Reserve.<br />

Goodwill and fair value adjustments arising from the acquisition of a foreign subsidiary are treated as assets or<br />

liabilities and translated at exchange rates ruling at the balance sheet date.<br />

(c) Investments in associated companies and joint ventures<br />

The Group’s investment in its associated companies and joint ventures is accounted for under the equity method of<br />

accounting.<br />

An associated company is a company not being a subsidiary or joint venture, in which the Group has a substantial interest<br />

of not less than 20 percent of the equity and in whose financial and operating policy decisions the Group exercises<br />

significant influence.<br />

A joint venture is a company, not being a subsidiary or associated company, in which the Group has a long-term interest of<br />

not more than 50 percent of the equity and has joint control over the investee company’s financial and operating policies.<br />

Under the equity method, the investment in the associated company/joint venture is carried in the balance sheet at cost<br />

plus post-acquisition changes in the Group’s share of net assets of the associated company/joint venture. Goodwill<br />

relating to an associated company is included in the carrying amount of the investment and is not amortised. After<br />

application of the equity method, the Group determines whether it is necessary to recognise any additional impairment<br />

loss with respect to the Group’s net investment in the associated company/joint venture. The statement of profit and loss<br />

reflects the share of the results of operations of the associated company/joint venture. Where there has been a change<br />

recognised directly in the equity of the associated company/joint venture, the Group recognises its share of any changes<br />

and discloses this, where applicable, in the statement of changes in equity.<br />

The reporting dates of the associated company/joint venture and the Group are identical and the accounting policies<br />

conform to those used by the Group for like transactions and events in similar circumstances.


115<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(d) Impairment of non-financial assets<br />

The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any such<br />

indication exists, or when annual impairment testing for an asset is required, the Group makes an estimate of the asset’s<br />

recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less<br />

costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash<br />

inflows that are largely independent of those from other assets or groups of assets. When the carrying amount of an<br />

asset exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In<br />

assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate<br />

that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses<br />

of continuing operations are recognised in the statement of profit and loss in those expense categories consistent with the<br />

function of the impaired asset.<br />

An assessment is made at each reporting date as to whether there is any indication that previously recognised impairment<br />

losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A<br />

previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the<br />

asset’s recoverable amount since the last impairment loss was recognised. If that is the case the carrying amount of the<br />

asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have<br />

been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal<br />

is recognised in profit or loss unless the asset is carried at revalued amount, in which case the reversal is treated as a<br />

revaluation increase. After such a reversal the depreciation charged is adjusted in future periods to allocate the asset’s<br />

revised carrying amount, less any residual value, on a systematic basis over its remaining useful life.<br />

The Group does not reverse in a subsequent period any impairment loss recognised for goodwill.<br />

(e) Investments and other financial assets<br />

Financial assets within the scope of FRS 39 are classified as either financial assets at fair value through profit or loss,<br />

loans and receivables, or available-for-sale financial assets, as appropriate. When financial assets are recognised initially,<br />

they are measured at fair value, plus, in the case of investments not at fair value through profit or loss, directly attributable<br />

transaction costs. The Group determines the classification of its financial assets after initial recognition and, where allowed<br />

and appropriate, re-evaluates this designation at each financial year-end.<br />

All regular way purchases and sales of financial assets are recognised on the trade date i.e., the date that the Group<br />

commits to purchase or sell the asset. Regular way purchases or sales are purchases or sales of financial assets that<br />

require delivery of assets within the period generally established by regulation or convention in the marketplace.<br />

(i) Financial assets at fair value through profit or loss<br />

Financial assets classified as held for trading are included in the category ‘financial assets at fair value through profit<br />

or loss’. Financial assets are classified as held for trading if they are acquired for the purpose of selling in the near<br />

term. Derivatives are also classified as held for trading unless they are designated as effective hedging instruments.<br />

Gains or losses on investments held for trading are recognised in income.<br />

(ii) Loans and receivables<br />

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted<br />

in an active market. Such assets are carried at amortised cost using the effective interest method. Gains and losses<br />

are recognised in income when the loans and receivables are derecognised or impaired, as well as through the<br />

amortisation process.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 116<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(e) Investments and other financial assets (continued)<br />

(iii) Available-for-sale financial assets<br />

Available-for-sale financial assets are those non-derivative financial assets that are designated as available-for-sale or<br />

are not classified in any of the two preceding categories. After initial recognition, available-for-sale financial assets are<br />

measured at fair value with gains or losses being recognised as a separate component of equity until the investment is<br />

derecognised or until the investment is determined to be impaired at which time the cumulative gain or loss previously<br />

reported in equity is included in the statement of profit and loss.<br />

The fair value of investments that are actively traded in organised financial markets is determined by reference to<br />

quoted market prices at the close of business on the balance sheet date. For investments where there is no active<br />

market, fair value is determined using valuation techniques. Such techniques include using recent arm’s length market<br />

transactions; reference to the current market value of another instrument, which is substantially the same; discounted<br />

cash flow analysis and option pricing models.<br />

For investments where there is no active market and where fair value cannot be reliably measured, they are measured<br />

at cost.<br />

(f) Amounts under fund management<br />

Amounts under fund management are classified as available-for-sale investments and the recognition criteria is as stated<br />

in Note 2(e)(iii) above, except for the impairment assessment.<br />

Provision for impairment in value is made up to the non-guaranteed returns of the principal sums by the fund managers<br />

when the market value of the fund is below cost.<br />

(g) Property, plant and equipment and depreciation<br />

Property, plant and equipment are stated at cost or valuation, net of depreciation and any impairment loss. Depreciation is<br />

provided on the straight-line basis so as to write off the cost of these assets over their estimated useful lives as follows:<br />

Freehold land and buildings – 15 to 30 years<br />

Leasehold land and buildings – Over the period of the lease of between 5 to 60 years<br />

Buildings on rented properties – 30 years<br />

Improvements to premises – 3 to 30 years<br />

Wharves and slipways – 10 to 16 years<br />

Syncrolift and floating docks – 5 to 10 years<br />

Boats and barges – 5 years<br />

Plant and machinery – 2 to 20 years<br />

Production tools and equipment – 3 to 10 years<br />

Furniture, fittings, office equipment and computers – 1 to 5 years<br />

Transportation equipment and vehicles – 4 to 5 years<br />

Aircraft and aircraft engines – 5 to 15 years<br />

Construction-in-progress is not depreciated until each stage of development is completed and becomes operational.<br />

Assets purchased specifically for projects are depreciated over the useful life of the class of assets or the duration of the<br />

project, whichever is shorter.<br />

The residual value, useful life and depreciation method are reviewed at each financial year-end to ensure that the amount,<br />

method and period of depreciation are consistent with previous estimates and the expected pattern of consumption of the<br />

future economic benefits embodied in the items of property, plant and equipment.<br />

An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are<br />

expected from its use or disposal. Any gain or loss arising on derecognition of the asset is included in the statement of<br />

profit and loss in the year the asset is derecognised.


117<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(h) Stocks and work-in-progress<br />

Stocks are stated at the lower of cost (principally on the first-in, first-out basis) and net realisable value. Allowance is made<br />

for deteriorated, damaged, obsolete and slow-moving stocks.<br />

Work-in-progress is valued at cost less progress payments received and receivable. Cost includes all direct material<br />

and labour costs, equipment and sub-contracting services, together with appropriate overhead expenses. Provision for<br />

foreseeable losses on uncompleted contracts is made in the year in which such losses are determined.<br />

(i) Trade and other debtors<br />

Trade and other debtors are classified as loans and receivables under FRS 39. The accounting policy for this category of<br />

financial assets is stated in Note 2(e).<br />

An allowance is made for uncollectible amounts when there is objective evidence that the Group will not be able to collect<br />

the debt. Known bad debts are written off. Further details on the accounting policy for impairment of financial assets are<br />

stated in Note 2(k).<br />

(j) Cash and cash equivalents<br />

Cash consists of cash on hand and cash with banks or financial institutions, including fixed deposits. Cash equivalents<br />

are short-term, highly liquid investments and short-term loans to related corporations that are readily convertible to known<br />

amounts of cash and that are subject to insignificant risk of changes in value.<br />

For the purposes of the statement of cash flows, cash and cash equivalents are shown net of outstanding bank overdrafts.<br />

Cash and cash equivalents carried in the balance sheets are classified as loans and receivables under FRS 39. The<br />

accounting policy for this category of financial assets is stated in Note 2(e).<br />

(k) Impairment of financial assets<br />

The Group assesses at each balance sheet date whether a financial asset or group of financial assets is impaired.<br />

(i) Assets carried at amortised costs<br />

If there is objective evidence that an impairment loss on loans and receivables carried at amortised cost has been<br />

incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present<br />

value of estimated future cash flows (excluding future credit losses that have not been incurred) discounted at the<br />

financial asset’s original effective interest rate (i.e., the effective interest rate computed at initial recognition). The<br />

carrying amount of the asset shall be reduced either directly or through use of an amortisation account. The amount of<br />

the loss shall be recognised in profit or loss.<br />

The Group first assesses whether objective evidence of impairment exists individually for financial assets that are<br />

individually significant, and individually or collectively for financial assets that are not individually significant. If it is<br />

determined that no objective evidence of impairment exists for an individually assessed financial asset, whether<br />

significant or not, the assets is included in a group of financial assets with similar credit risk characteristics and that<br />

group of financial assets is collectively assessed for impairment. Assets that are individually assessed for impairment<br />

and for which an impairment loss is or continues to be recognised are not included in a collective assessment of<br />

impairment.<br />

If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively<br />

to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed.<br />

Any subsequent reversal of an impairment loss is recognised in the statement of profit and loss, to the extent that the<br />

carrying value of the asset does not exceed its amortised cost at the reversal date.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 118<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(k) Impairment of financial assets (continued)<br />

(ii) Assets carried at costs<br />

If there is objective evidence that an impairment loss on an unquoted equity instrument that is not carried at fair<br />

value because its fair value cannot be reliably measured, or on a derivative asset that is linked to and must be settled<br />

by delivery of such an unquoted equity instrument has been incurred, the amount of the loss is measured as the<br />

difference between the asset’s carrying amount and the present value of estimated future cash flows discounted at<br />

the current market rate of return for a similar financial asset. The loss recognised is not reversed in future periods.<br />

(iii) Available-for-sale financial assets<br />

If an available-for-sale asset is impaired, an amount comprising the difference between its cost (net of any principal<br />

payment and amortisation) and its current fair value, less any impairment loss previously recognised in profit or loss,<br />

is transferred from equity to the statement of profit and loss. Reversals in respect of equity instruments classified as<br />

available-for-sale are not recognised in profit or loss. Reversals of impairment losses on debt instruments are reversed<br />

through profit or loss, if the increase in fair value of the instrument can be objectively related to an event occurring<br />

after the impairment loss was recognised in profit or loss.<br />

(l) Trade and other creditors<br />

Trade and other creditors are initially recognised at fair value and subsequently measured at amortised cost using the<br />

effective interest method.<br />

Gains and losses are recognised in the statement of profit and loss when the liabilities are derecognised as well as<br />

through the amortisation process.<br />

(m) Borrowings<br />

Borrowings are initially recognised at the fair value of the consideration received less directly attributable transaction costs.<br />

After initial recognition, borrowings are subsequently measured at amortised cost using the effective interest method.<br />

Gains and losses are recognised in the statement of profit and loss when the liabilities are derecognised as well through<br />

the amortisation process.<br />

Borrowing costs are recognised as expenses in the period in which they are incurred.<br />

(n) Provisions<br />

Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of past events, it is<br />

probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable<br />

estimate can be made of the amount of the obligation.<br />

(i) Warranties<br />

The warranty provision represents the best estimate of the Group’s contractual obligations at the balance sheet date.<br />

The provision is based on past experience and industry averages for defective products. The majority of the costs is<br />

expected to be incurred over the applicable warranty periods.<br />

(ii) Liquidated damages<br />

Provision for liquidated damages is made in respect of anticipated claims from customers on contracts of which<br />

deadlines are overdue or not expected to be completed on time in accordance with contractual obligations. The<br />

utilisation of provisions is dependent on the timing of claims.<br />

(o) Income taxes<br />

(i) Current tax<br />

Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be<br />

recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those<br />

that are enacted or substantively enacted by the balance sheet date.


119<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(o) Income taxes (continued)<br />

(ii) Deferred taxation<br />

Deferred taxation is provided, using the liability method, on all temporary differences at the balance sheet date<br />

between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred<br />

tax assets and liabilities are measured using the tax rates expected to apply to taxable income in the years in which<br />

those temporary differences are expected to be recovered or settled based on tax rates enacted or substantively<br />

enacted at the balance sheet date.<br />

Deferred tax liabilities are recognised for all taxable temporary differences associated with investments in subsidiaries,<br />

associated companies and interests in joint ventures, except where the timing of the reversal of the temporary<br />

difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future.<br />

Deferred tax assets are recognised for all deductible temporary differences, carry-forward of unused tax assets and<br />

unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible<br />

temporary differences, carry-forward of unused tax assets and unused tax losses can be utilised.<br />

At each balance sheet date, the Group re-assesses unrecognised deferred tax assets and the carrying amount of<br />

deferred tax assets. The Group recognises a previously unrecognised deferred tax asset to the extent that it has<br />

become probable that future taxable profit will allow the deferred tax asset to be recovered. The Group conversely<br />

reduces the carrying amount of a deferred tax asset to the extent that it is no longer probable that sufficient taxable<br />

profit will be available to allow the benefit of part or all of the deferred tax asset to be utilised.<br />

(p) Employee benefits<br />

(i) Employee equity compensation benefits<br />

Pursuant to the ST <strong>Engineering</strong> Share Option Plan, certain directors and employees are granted non-transferable<br />

options to purchase the Company’s shares. The fair value of options granted is determined using a binomial model<br />

and is recognised as an employee expense with a corresponding increase in equity. The fair value is measured at<br />

grant date and spread over the period during which the employees become unconditionally entitled to the options. In<br />

valuing the share option, no account is taken of any performance condition, other than market conditions, if any. The<br />

cumulative expense recognised for share options at each reporting date until the vesting date reflects the extent to<br />

which the vesting period has expired and the Group’s best estimate of the number of share options that will ultimately<br />

vest. The charge or credit to the statement of profit and loss for a period represents the movement in cumulative<br />

expense recognised as at the beginning and end of that period.<br />

The proceeds received are credited to share capital when the options are exercised.<br />

The dilutive effect of outstanding options is reflected as additional share dilution in the computation of earnings per<br />

share.<br />

Pursuant to the ST <strong>Engineering</strong> Performance Share Plan, the Company’s shares can be awarded to certain employees<br />

and directors of the Group. The details of the Performance Share Plan are described in Note 3.<br />

The performance shares cost is amortised and recognised in the statement of profit and loss on a straight-line<br />

basis over the three-year performance period. The fair value of the performance shares is determined at conditional<br />

grant date using the Monte Carlo simulation model which takes into account the market conditions and non-market<br />

conditions.<br />

(ii) Pensions<br />

The Group participates in the national pension schemes as defined by the laws of the countries in which it has<br />

operations. In particular, the <strong>Singapore</strong> companies in the Group make contributions to the Central Provident Fund<br />

scheme in <strong>Singapore</strong>, a defined contribution pension scheme. Contributions to national pension schemes are<br />

recognised as an expense in the period in which the related service is performed.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 120<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(q) Income recognition<br />

Income is recognised using the following methods:<br />

(i) Income from sale of goods and services rendered is recognised upon delivery of goods/services and acceptance by<br />

customers.<br />

(ii) Income from long-term contracts is recognised by reference to stage of completion which is measured by either:<br />

(a) the percentage of costs incurred to estimated total costs to complete the contracts; or<br />

(b) when goods and services, representing part of a contract, are delivered; or<br />

(c) upon completion of designated phases of a contract.<br />

Provision for foreseeable losses on uncompleted contracts is made as soon as such losses are determinable.<br />

(iii) Dividend income is recognised when the shareholder’s rights to receive payment is established.<br />

(iv) Management fee income is recognised on an accrual basis upon which management services are rendered.<br />

(v) For certain subsidiaries, the first 15 percent of the total commission receivable for each contract is treated as<br />

downpayment and is deferred and taken up in the statement of profit and loss only upon the discharge of specified<br />

contractual obligations. Commission income in respect of each contract in excess of the first 15 percent of the total<br />

amount receivable is taken up in the statement of profit and loss as and when it is billed. For certain back to back<br />

contracts, commission income is recognised upon delivery of goods and services.<br />

(vi) Any surplus arising from amounts under fund management can only be determined at the end of the relevant fund<br />

management period. Such surplus, if any, will be recognised as income then.<br />

(vii) Finance charges from hire purchase financing is recognised based on the sum of digits method over the finance<br />

period.<br />

(viii) Interest income is recognised on an accrual basis.<br />

(r) Foreign currency transactions/translation<br />

(i) Foreign currency transactions<br />

Transactions in foreign currencies are measured in the respective functional currencies of the Company and<br />

its subsidiary companies and are recorded on initial recognition in the functional currencies at exchange rates<br />

approximating those ruling at the transaction dates. Monetary assets and liabilities denominated in foreign currencies<br />

are translated at the closing rate of exchange ruling at the balance sheet date. Non-monetary items that are measured<br />

in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial<br />

transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates<br />

at the date when the fair value was determined.<br />

Exchange differences arising on the settlement of monetary items or on translating monetary items at the balance<br />

sheet date are recognised in the statement of profit and loss except for exchange differences arising on monetary<br />

items that form part of the Group’s net investment in foreign subsidiary companies, which are recognised initially<br />

in a separate component of equity as foreign currency translation reserve in the consolidated balance sheet and<br />

recognised in the consolidated statement of profit and loss on disposal of the subsidiary. In the Company’s separate<br />

financial statements, such exchange differences are recognised in the statement of profit and loss.<br />

Differences on foreign currency borrowings that provide a hedge against a net investment in a foreign operation are<br />

also taken directly to the foreign currency translation reserve until the disposal of the net investment, at which time<br />

they are recognised in the statement of profit and loss. Tax charges and credits attributable to exchange differences<br />

on those borrowings are also dealt with in the foreign currency translation reserve.


121<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(r) Foreign currency transactions/translation (continued)<br />

(ii) Foreign currency translation<br />

The results and financial position of foreign subsidiaries are translated into <strong>Singapore</strong> dollars using the following<br />

procedures:<br />

• Assets and liabilities for each balance sheet presented are translated at the closing rate ruling at that balance sheet<br />

date; and<br />

• Income and expenses for each income statement are translated at average exchange rates for the year, which<br />

approximates the exchange rates at the dates of the transactions.<br />

All resulting exchange differences are recognised in a separate component of equity as foreign currency translation<br />

reserve.<br />

Goodwill and fair value adjustments arising on the acquisition of foreign subsidiaries on or after 1 January 2005 are<br />

treated as assets and liabilities of the foreign subsidiaries and are recorded in the functional currency of the foreign<br />

subsidiaries and translated at the closing rate at the balance sheet date.<br />

On disposal of a foreign subsidiary, the cumulative amount of exchange differences deferred in equity relating to that<br />

foreign subsidiary is recognised in the statement of profit and loss as a component of the gain or loss on disposal.<br />

(s) Intangible assets<br />

Intangible assets acquired separately are measured on initial recognition at costs. The cost of intangible assets acquired<br />

in a business combination is its fair value as at the date of acquisition. Following initial recognition, intangible assets are<br />

carried at cost less any accumulated amortisation and any accumulated impairment losses. Internally generated intangible<br />

assets are not capitalised and the expenditure is charged against profits in the year in which the expenditure is incurred.<br />

The useful lives of intangible assets are assessed to be either finite or indefinite. Intangible assets with finite lives are<br />

amortised over the economic useful life and assessed for impairment whenever there is an indication that the intangible<br />

asset may be impaired. The amortisation period and the amortisation method for an intangible asset with a finite useful life<br />

is reviewed at least at each financial year-end. Changes in the expected useful life or the expected pattern of consumption<br />

of future economic benefits embodied in the asset is accounted for by changing the amortisation period or method, as<br />

appropriate, and treated as changes in accounting estimates. The amortisation expense on intangible asset with finite lives<br />

is recognised in the statement of profit and loss in the expense category consistent with the function of the intangible<br />

asset.<br />

Intangible assets with indefinite useful lives are tested for impairment annually either individually or at the cash-generating<br />

unit level. Such intangibles are not amortised. The useful life of an intangible asset with an indefinite life is reviewed<br />

annually to determine whether indefinite life assessment continues to be supportable. If not, the change in the useful life<br />

assessment from indefinite to finite is made on a prospective basis.<br />

(i) Research and development expenditure<br />

Research and development expenditure is charged to the statement of profit and loss as and when incurred.<br />

(ii) Commercial and intellectual property rights<br />

Costs relating to intellectual property rights, which are acquired are capitalised and amortised on a straight-line basis<br />

over its estimated economic useful lives.<br />

(iii) Other intangible assets<br />

Costs relating to dealer network, which are acquired are capitalised and amortised on a straight-line basis over its<br />

estimated economic useful lives.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 122<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(t) Hire purchase and finance leases<br />

(i) Assets acquired on hire purchase arrangements are capitalised in the financial statements and the corresponding<br />

obligations treated as a liability. The total interest, being the difference between the total instalments payable and the<br />

capitalised amount, is charged to the statement of profit and loss over the period of such hire purchase arrangements<br />

in equal monthly instalments to produce a constant rate of charge on the balance of capital repayments outstanding.<br />

(ii) Finance leases are those leasing agreements which effectively transfer to the Group substantially all the risks and<br />

benefits incidental to ownership of the lease items. Assets financed under such leases are treated as if they had been<br />

purchased outright at the present value of the minimum lease payments and the corresponding leasing commitments<br />

are shown as obligations to the lessors. Lease payments are treated as consisting of capital and interest elements and<br />

interest is charged to the statement of profit and loss over the period of the lease to produce a constant rate of charge<br />

on the balance of capital repayments outstanding.<br />

(iii) Assets acquired on hire purchase and finance lease arrangements are depreciated in accordance with the policy set<br />

out in Note 2(g) above.<br />

(u) Operating leases<br />

Leases where the lessor effectively retains substantially all the risks and benefits of ownership of the leased asset, are<br />

classified as operating leases. Operating lease payments are recognised as an expense in the statement of profit and loss<br />

on a straight-line basis over the lease term.<br />

The aggregate benefit of incentives provided by the lessor is recognised as a reduction of rental expense over the lease<br />

term on a straight-line basis.<br />

(v) Government grants<br />

Grants in recognition of specific expenses are taken to income in the same year as the relevant expenses. Grants related<br />

to depreciable assets are deferred and allocated to income over the period in which such assets are depreciated and used<br />

in the projects subsidised by the grants.<br />

(w) Derivative financial instruments and hedging<br />

The Group uses derivative financial instruments such as forward currency contracts and interest rate swaps to hedge<br />

its risks associated with foreign currency and interest rate fluctuations. Such derivative financial instruments are initially<br />

recognised at fair value on the date on which a derivative contract is entered into and are subsequently remeasured at fair<br />

value. Derivatives are carried as assets when the fair value is positive and as liabilities when the fair value is negative.<br />

Any gains or losses arising from changes in fair value on derivatives that do not qualify for hedge accounting are taken<br />

directly to profit or loss for the year.<br />

The fair value of forward currency contracts is calculated by reference to current forward exchange rates for contracts<br />

with similar maturity profiles. The fair value of interest rate swap contracts is determined by reference to market values for<br />

similar instruments.<br />

The Group uses cash from time to time as a hedging instrument to hedge its risk associated with foreign currency<br />

fluctuations.<br />

For the purpose of hedge accounting, hedges are classified either as fair value hedge or cash flow hedge.


123<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(w) Derivative financial instruments and hedging (continued)<br />

At the inception of a hedge relationship, the Group formally designates and documents the hedge relationship to which the<br />

Group wishes to apply hedge accounting and the risk management objective and strategy for undertaking the hedge. The<br />

documentation includes identification of the hedging instrument, the hedge item or transaction, the nature of the risk being<br />

hedged and how the entity will assess the hedging instrument’s effectiveness in offsetting the exposure to changes in the<br />

hedged item’s fair value or cash flows attributable to the hedged risk. Such hedges are expected to be highly effective<br />

in achieving offsetting changes in fair value or cash flows and are assessed on an ongoing basis to determine that they<br />

actually have been highly effective throughout the financial reporting periods for which they were designated.<br />

Hedges which meet the strict criteria for hedge accounting are accounted for as follows:<br />

(i) Fair value hedges<br />

For fair value hedges, the carrying amount of the hedged item is adjusted for gains and losses attributable to the risk<br />

being hedged, the hedging instrument is remeasured at fair value and gains and losses from both are taken to profit or<br />

loss.<br />

For fair value hedges relating to items carried at amortised cost, the adjustment to carrying value is amortised through<br />

profit or loss over the remaining term to maturity. Any adjustment to the carrying amount of a hedging instrument for<br />

which the effective interest method is used is amortised to profit or loss.<br />

Amortisation may begin as soon as an adjustment exists and shall begin no later than when the hedged item ceases to<br />

be adjusted for changes in its fair value attributable to the risk being hedged.<br />

When an unrecognised firm commitment is designated as a hedged item, the subsequent cumulative change in the fair<br />

value of the firm commitment attributable to the hedged risk is recognised as an asset or liability with a corresponding<br />

gain or loss recognised in profit or loss. The changes in the fair value of the hedging instrument are also recognised in<br />

profit or loss.<br />

The Group discontinues fair value hedge accounting if the hedging instrument expires or is sold, terminated or<br />

exercised, the hedge no longer meets the criteria for hedge accounting or the Group revokes the designation. Any<br />

adjustment to the carrying amount of a hedging instrument for which the effective interest method is used is amortised<br />

to profit or loss. Amortisation may begin as soon as an adjustment exists and shall begin no later than when the<br />

hedged item ceases to be adjusted for changes in its fair value attributable to the risk being hedged.<br />

(ii) Cash flow hedges<br />

For cash flow hedges the effective portion of the gain or loss on the hedging instrument is recognised directly in<br />

equity, while the ineffective portion is recognised in profit or loss.<br />

Amounts taken to equity are transferred to the statement of profit and loss when the hedged transaction affects<br />

profit or loss, such as when hedged financial income or financial expense is recognised or when a forecast sale or<br />

purchase occurs. When the hedged item is the cost of a non-financial asset or liability, the amounts taken to equity are<br />

transferred to the initial carrying amount of the non-financial asset or liability.<br />

If the forecast transaction is no longer expected to occur, amounts previously recognised in equity are transferred to<br />

profit or loss. If the hedging instrument expires or is sold, terminated, or exercised without replacement or rollover, or<br />

if its designation as a hedge is revoked, amounts previously recognised in equity remain in equity until the forecast<br />

transaction occurs. If the related transaction is not expected to occur, the amount is taken to profit or loss.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 124<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(x) Segments<br />

For management purposes, the Group is organised on a worldwide basis into four major operating businesses which is the<br />

basis on which the Group reports its primary segment information.<br />

Segment revenue, expenses and results include transfers between business segments and between geographical<br />

segments. Such transfers are accounted for on an arm’s length basis.<br />

(y) Derecognition of financial assets and liabilities<br />

(i) Financial assets<br />

A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is<br />

derecognised where:<br />

• The contractual rights to receive cash flows from the asset have expired;<br />

• The Group retains the contractual rights to receive cash flows from the assets, but has assumed an obligation to<br />

pay them in full without material delay to a third party under a “pass-through” arrangement; or<br />

• The Group has transferred its rights to receive cash flows from the asset and either (a) has transferred substantially<br />

all the risks and rewards of the asset, or (b) has neither transferred nor retained substantially all the risks and<br />

rewards of the asset, but has transferred control of the asset.<br />

When the Group has transferred its rights to receive cash flows from an asset and has neither transferred nor retained<br />

substantially all the risks and rewards of the asset nor transferred control of the asset, the asset is recognised to the<br />

extent of the Group’s continuing involvement in the asset. Continuing involvement that takes the form of a guarantee<br />

over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum<br />

amount of consideration that the Group could be required to repay.<br />

Where continuing involvement takes the form of a written and/or purchased option on the transferred asset, the<br />

extent of the Group’s continuing involvement is the amount of the transferred asset that the Group may repurchase,<br />

except that in the case of a written put option on an asset measured at fair value, the extent of the Group’s continuing<br />

involvement is limited to the lower of the fair value of the transferred asset and the option exercise price.<br />

On derecognition of a financial asset in its entirety, the difference between the carrying amount and the sum of (a) the<br />

consideration received (including any new asset obtained less any new liability assumed) and (b) any cumulative gain<br />

or loss that has been recognised directly in equity is recognised in the statement of profit and loss.<br />

(ii) Financial liabilities<br />

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires.<br />

When an existing financial liability is replaced by another from the same lender on substantially different terms, or the<br />

terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition<br />

of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is<br />

recognised in the statement of profit and loss.<br />

(z) Changes in accounting policies<br />

(i) Adoption of new and revised FRS<br />

With effect from 1 January <strong>2006</strong>, the Group has adopted all the new and revised FRS that are mandatory for financial<br />

years beginning on or after 1 January <strong>2006</strong>. The adoption of these FRS has no significant impact to the Group.


125<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(z) Changes in accounting policies (continued)<br />

(ii) FRS and INT FRS not yet effective<br />

The Group has not applied the following FRS and INT FRS that have been issued but not yet effective:<br />

EFFECTIVE DATE<br />

(ANNUAL PERIODS<br />

BEGINNING ON OR<br />

AFTER)<br />

FRS 1 : Amendment to FRS 1 (revised), 1 January 2007<br />

Presentation of financial statements<br />

(Capital Disclosures)<br />

FRS 40 : Investment Property 1 January 2007<br />

FRS 107 : Financial Instruments: Disclosures 1 January 2007<br />

INT FRS 107 : Applying the Restatement Approach 1 March <strong>2006</strong><br />

under FRS 29, Financial <strong>Report</strong>ing in<br />

Hyperinflationary Economics<br />

INT FRS 108 : Scope of FRS 102, Share-based Payment 1 May <strong>2006</strong><br />

INT FRS 109 : Reassessment of Embedded Derivatives 1 June <strong>2006</strong><br />

INT FRS 110 : Interim Financial <strong>Report</strong>ing and Impairment 1 November <strong>2006</strong><br />

The Group expects that the adoption of the above pronouncements will not have a significant impact on the financial<br />

statements in the period of initial application.<br />

(aa) Significant accounting estimates and judgements<br />

Estimates and assumptions concerning the future are made in the preparation of the financial statements. They affect<br />

the application of the Group’s accounting policies, reported amounts of assets, liabilities, income and expenses, and<br />

disclosures made. They are assessed on an ongoing basis and are based on experience and relevant factors, including<br />

expectations of future events that are believed to be reasonable under the circumstances.<br />

(i) Key sources of estimation uncertainty<br />

The key assumptions concerning the future and other key sources of estimation uncertainty at the balance sheet date,<br />

that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the<br />

next financial year are discussed below.<br />

• Impairment of goodwill<br />

The Group determines whether goodwill is impaired at least on an annual basis. This requires an estimation of the<br />

value-in-use of the cash-generating units to which the goodwill is allocated. Estimating the value-in-use requires<br />

the Group to make an estimate of the expected future cash flows from the cash-generating unit and also to<br />

choose a suitable discount rate in order to calculate the present value of those cash flows. The carrying amount of<br />

the Group’s goodwill at 31 December <strong>2006</strong> was $494,818,000 (2005: $307,821,000). More details are provided<br />

in Note 11.<br />

• Depreciation of property, plant and equipment<br />

Property, plant and equipment are depreciated on a straight-line basis over their estimated useful lives.<br />

Management estimates the useful lives of these property, plant and equipment to be within 1 to 60 years. The<br />

carrying amount of the Group’s property, plant and equipment at 31 December <strong>2006</strong> was $952,209,000 (2005:<br />

$475,197,000). Changes in the expected level of usage and technological developments could impact the<br />

economic useful lives and the residual values of these property, plant and equipment, therefore future depreciation<br />

charges could be revised.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 126<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)<br />

(aa) Significant accounting estimates and judgements (continued)<br />

• Income taxes<br />

The Group has exposure to income taxes in numerous jurisdictions. Significant judgement is involved in<br />

determining the group-wide provision for income taxes. There are certain transactions and computations for which<br />

the ultimate tax determination is uncertain during the ordinary course of business. The Group recognises liabilities<br />

for expected tax issues based on estimates of whether additional taxes will be due. Where the final tax outcome of<br />

these matters is different from the amounts that were initially recognised, such differences will impact the income<br />

tax and deferred tax provisions in the period in which such determination is made. The carrying amount of the<br />

Group’s tax payables at 31 December <strong>2006</strong> was $213,931,000 (2005: $208,764,000).<br />

(ii) Critical judgements made in applying accounting policies<br />

In the process of applying the Group’s accounting policies, management has made certain judgements, apart from<br />

those involving estimations, which have significant effect on the amounts recognised in the financial statements.<br />

3. SHARE CAPITAL<br />

• Impairment of investments and financial assets<br />

The Group follows the guidance of FRS 39 on determining when an investment or financial asset is other-thantemporarily<br />

impaired. This determination requires significant judgement, the Group evaluates, among other factors,<br />

the duration and extent to which the fair value of an investment or financial asset is less than its cost; and the<br />

financial health of and near-term business outlook for the investment or financial asset, including factors such as<br />

industry and sector performance, changes in technology and operational and financing cash flow.<br />

GROUP AND COMPANY<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Issued and fully paid:<br />

At beginning of the year<br />

2,914,495,627 (2005: 2,892,164,909) ordinary shares 291,450 289,217<br />

Transfer from share premium account 117,197 –<br />

Issued during the year<br />

31,758,004 (2005: 22,330,718) ordinary shares 66,279 2,233<br />

At end of the year<br />

2,946,253,631 (2005: 2,914,495,627) ordinary shares 474,926 291,450<br />

Included in share capital is a special share issued to the Minister for Finance (Incorporated). The special share enjoys all the<br />

rights attached to the ordinary shares. In addition, the special share carries the right to approve any resolution to be passed by<br />

the Company, either in general meeting or by its Board of Directors, on certain matters specified in the Company’s Articles of<br />

Association. The special share may be converted at any time into an ordinary share.<br />

The holders of ordinary shares are entitled to receive dividends as and when declared by the Company. All ordinary shares<br />

carry one vote per share without restriction.<br />

On 30 January <strong>2006</strong>, in accordance with the Companies (Amendment) Act 2005, the concepts of “par value” and “authorised<br />

capital” were abolished and on that date, the shares of the company ceased to have a par value. The amount standing to the<br />

credit of the Company’s share premium account became part of the Company’s share capital.<br />

The <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Share Option Plan (“ESOP”) and the <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong><br />

Performance Share Plan (“PSP”) of the Company were approved by its members at an Extraordinary General Meeting held<br />

on 23 November 2000. The ESOP and PSP are administered by the Executive Resource and Compensation Committee<br />

(“ERCC”) comprising three directors, Mr Peter Seah Lim Huat, Mr Venkatachalam Krishnakumar and Dr Philip Nalliah Pillai.


127<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

3. SHARE CAPITAL (continued)<br />

<strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Share Option Plan (“ESOP”)<br />

Information regarding ESOP is as follows:<br />

(a) The exercise price of the options is equal to volume-weighted average price for the shares on the <strong>Singapore</strong> Exchange<br />

over the three consecutive trading days immediately preceding the date of grant.<br />

(b) The options are exercisable at the end of the first year after date of grant, in accordance with a vesting schedule to be<br />

determined by ERCC and are settled in cash.<br />

(c) The options granted expire after five years for non-executive directors, and 10 years for the employees of the Company<br />

and its subsidiaries.<br />

During the financial year, the Company issued 30,953,004 (2005: 22,230,518) ordinary shares for cash at the respective<br />

price per share upon the exercise of options granted by the Company under ESOS and ESOP:<br />

GRANT NO. NO. OF ORDINARY SHARES ISSUED PRICE PER ORDINARY SHARE<br />

$<br />

96R1 43,138 0.905<br />

96R5 257,698 0.373<br />

96R6 174,668 0.465<br />

97R1 35,000 0.422<br />

97R2 8 0.629<br />

98R1 574,250 1.390<br />

98R3 50,000 1.290<br />

99R1 1,718,730 1.418<br />

9902 803,100 2.000<br />

2001 6,203,973 2.260<br />

2002 529,740 1.808<br />

2003 771,371 2.390<br />

0102N 2,021,490 2.720<br />

0102ND 745,000 2.720<br />

0108N 2,818,209 2.680<br />

0202N 2,121,876 2.290<br />

0202ND 97,750 2.290<br />

0208N 2,380,149 1.920<br />

0208ND 30,250 1.920<br />

0302N 2,664,988 1.790<br />

0302ND 30,250 1.790<br />

0302P 10,000 1.790<br />

0308N 2,273,621 1.860<br />

0308ND 10,436 1.860<br />

0402N 1,847,610 2.090<br />

0402ND 11,225 2.090<br />

0408N 1,407,637 2.120<br />

0408ND 8,850 2.120<br />

0502N 959,798 2.370<br />

0502ND 7,125 2.370<br />

0508N 342,189 2.570<br />

0508ND 2,875 2.570


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 128<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

3. SHARE CAPITAL (continued)<br />

At the end of the financial year, unissued ordinary shares of the Company under options granted to eligible employees and<br />

directors of the Company are as follows:<br />

(i) Options outstanding under the ESOS/ESOP<br />

NUMBER OF SHARES<br />

<strong>2006</strong> 2005<br />

ESOS<br />

At beginning of the year 40,533,204 53,425,717<br />

Exercised (11,161,676) (12,490,195)<br />

Lapsed (95,400) (402,318)<br />

At end of the year 29,276,128 40,533,204<br />

Exercisable at end of year 29,276,128 40,533,204<br />

ESOP<br />

At beginning of the year 117,256,385 99,799,055<br />

Granted and accepted 31,361,732 30,691,575<br />

Exercised (19,791,328) (9,740,323)<br />

Lapsed (3,734,148) (3,493,922)<br />

At end of the year 125,092,641 117,256,385<br />

Exercisable at end of year 45,687,091 48,001,526<br />

(ii) Details of share options<br />

<strong>2006</strong><br />

Details of share options to subscribe for ordinary shares pursuant to ESOS are as follows:<br />

BALANCE<br />

AS AT<br />

1.1.<strong>2006</strong> NO. OF<br />

OR DATE BALANCE HOLDERS<br />

DATE OF OF GRANT OPTIONS OPTIONS AS AT AT EXERCISE<br />

GRANT IF LATER LAPSED EXERCISED 31.12.<strong>2006</strong> 31.12.<strong>2006</strong> PRICE EXERCISABLE PERIOD<br />

$<br />

6.12.1997 43,138 – 43,138 – – 0.905 18.5.1999 to 3.4.<strong>2006</strong><br />

6.12.1997 257,698 – 257,698 – – 0.373 18.5.1999 to 30.8.<strong>2006</strong><br />

6.12.1997 174,668 – 174,668 – – 0.465 18.5.1999 to 16.10.<strong>2006</strong><br />

6.12.1997 367,981 – 35,000 332,981 3 0.422 18.5.1999 to 2.4.2007<br />

6.12.1997 8 – 8 – – 0.629 18.5.1999 to 7.4.2007<br />

6.12.1997 262,002 – – 262,002 2 0.492 18.5.1999 to 24.4.2007<br />

6.12.1997 92,471 – – 92,471 2 0.720 11.9.1999 to 9.9.2007<br />

29.4.1998 2,155,000 – 574,250 1,580,750 33 1.390 30.4.2000 to 29.4.2008<br />

7.8.1998 265,000 – 50,000 215,000 40** 1.290 8.8.2000 to 7.8.2008<br />

9.2.1999 6,383,590 – 1,718,730 4,664,860 88** 1.418 10.2.2001 to 9.2.2009<br />

10.8.1999 1,894,500 5,000 803,100 1,086,400 169* 2.000 11.8.2001 to 10.8.2009<br />

9.2.2000 24,986,953 51,400 6,203,973 18,731,580 336** 2.260 10.2.2002 to 9.2.2010<br />

9.2.2000 1,779,865 15,000 529,740 1,235,125 39 1.808 10.2.2002 to 9.2.2010<br />

6.9.2000 1,870,330 24,000 771,371 1,074,959 35 2.390 7.9.2002 to 6.9.2010<br />

Total 40,533,204 95,400 11,161,676 29,276,128


129<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

3. SHARE CAPITAL (continued)<br />

<strong>2006</strong><br />

Details of share options to subscribe for ordinary shares pursuant to ESOP are as follows:<br />

BALANCE<br />

AS AT<br />

1.1.<strong>2006</strong> NO. OF<br />

OR DATE BALANCE HOLDERS<br />

DATE OF OF GRANT OPTIONS OPTIONS AS AT AT EXERCISE<br />

GRANT IF LATER LAPSED EXERCISED 31.12.<strong>2006</strong> 31.12.<strong>2006</strong> PRICE EXERCISABLE PERIOD<br />

$<br />

19.2.2001 9,297,650 69,099 1,796,490 7,432,061 633** 2.720 20.2.2002 to 19.2.2011<br />

19.2.2001 225,000 – 225,000 – – 2.720 20.2.2002 to 19.2.<strong>2006</strong><br />

19.2.2001 745,000 – 745,000 – – 2.720 20.2.2002 to 19.2.<strong>2006</strong><br />

10.8.2001 452,500 452,500 – – – 2.680 11.8.2002 to 10.8.<strong>2006</strong><br />

10.8.2001 12,498,029 92,201 2,818,209 9,587,619 657** 2.680 11.8.2002 to 10.8.2011<br />

7.2.2002 9,408,471 32,127 2,121,876 7,254,468 616** 2.290 8.2.2003 to 7.2.2012<br />

7.2.2002 593,750 – 97,750 496,000 11 # 2.290 8.2.2003 to 7.2.2007<br />

12.8.2002 8,055,308 94,893 2,380,149 5,580,266 718** 1.920 13.8.2003 to 12.8.2012<br />

12.8.2002 132,000 – 30,250 101,750 2 # 1.920 13.8.2003 to 12.8.2007<br />

6.2.2003 9,247,254 148,476 2,664,988 6,433,790 969** 1.790 7.2.2004 to 6.2.2013<br />

6.2.2003 348,750 – 30,250 318,500 16 # 1.790 7.2.2004 to 6.2.2008<br />

6.2.2003 24,972 – 10,000 14,972 2 1.790 7.2.2004 to 6.2.2013<br />

11.8.2003 10,446,835 226,885 2,273,621 7,946,329 1,016** 1.860 12.8.2004 to 11.8.2013<br />

11.8.2003 330,500 – 10,436 320,064 17 # 1.860 12.8.2004 to 11.8.2008<br />

11.8.2003 28,754 – – 28,754 2 1.860 12.8.2004 to 11.8.2013<br />

9.2.2004 11,554,310 270,907 1,847,610 9,435,793 995** 2.090 10.2.2005 to 9.2.2014<br />

9.2.2004 325,325 – 11,225 314,100 16 # 2.090 10.2.2005 to 9.2.2009<br />

9.2.2004 31,426 – – 31,426 2 2.090 10.2.2005 to 9.2.2014<br />

21.6.2004 100,000 – – 100,000 1 2.000 22.6.2005 to 21.6.2014<br />

10.8.2004 12,988,412 454,008 1,407,637 11,126,767 1,129** 2.120 11.8.2005 to 10.8.2014<br />

10.8.2004 286,325 – 8,850 277,475 16 # 2.120 11.8.2005 to 10.8.2009<br />

10.8.2004 31,426 – – 31,426 2 2.120 11.8.2005 to 10.8.2014<br />

7.2.2005 14,035,878 589,074 959,798 12,487,006 1,171** 2.370 8.2.<strong>2006</strong> to 7.2.2015<br />

7.2.2005 355,750 – 7,125 348,625 17 # 2.370 8.2.<strong>2006</strong> to 7.2.2010<br />

7.2.2005 31,426 – – 31,426 2 2.370 8.2.<strong>2006</strong> to 7.2.2015<br />

10.8.2005 15,312,742 721,566 342,189 14,248,987 1,313** 2.570 11.8.<strong>2006</strong> to 10.8.2015<br />

10.8.2005 337,166 – 2,875 334,291 17 # 2.570 11.8.<strong>2006</strong> to 10.8.2010<br />

10.8.2005 31,426 – – 31,426 2 2.570 11.8.<strong>2006</strong> to 10.8.2015<br />

9.2.<strong>2006</strong> 14,802,585 ## 510,627 – 14,291,958 1,417** 3.010 10.2.2007 to 9.2.2016<br />

9.2.<strong>2006</strong> 377,500 ## – – 377,500 18 # 3.010 10.2.2007 to 9.2.2011<br />

10.8.<strong>2006</strong> 15,810,147 ## 71,785 – 15,738,362 1,550** 2.840 11.8.2007 to 10.8.2016<br />

10.8.<strong>2006</strong> 371,500 ## – – 371,500 18 # 2.840 11.8.2007 to 10.8.2011<br />

Total 148,618,117 3,734,148 19,791,328 125,092,641<br />

* Includes 1 executive Director and 1 past Director of the Company<br />

** Includes 1 executive Director of the Company<br />

#<br />

Includes Directors of the Company and its subsidiaries<br />

##<br />

These numbers relate to options granted and accepted in <strong>2006</strong>


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 130<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

3. SHARE CAPITAL (continued)<br />

2005<br />

Details of share options to subscribe for ordinary shares pursuant to ESOS are as follows:<br />

BALANCE<br />

AS AT<br />

1.1.2005 NO. OF<br />

OR DATE OPTIONS BALANCE HOLDERS<br />

DATE OF OF GRANT LAPSED OPTIONS AS AT AT EXERCISE<br />

GRANT IF LATER ADJUSTMENTS EXERCISED 31.12.2005 31.12.2005 PRICE EXERCISABLE PERIOD<br />

$<br />

6.12.1997 34,723 1 34,722 – – 0.905 18.5.1999 to 2.6.2005<br />

6.12.1997 90,113 – 90,113 – – 0.422 18.5.1999 to 17.6.2005<br />

6.12.1997 72,056 – 72,056 – – 0.357 18.5.1999 to 6.12.2005<br />

6.12.1997 54,089 (15,000) 25,951 43,138 2 0.905 18.5.1999 to 3.4.<strong>2006</strong><br />

6.12.1997 315,396 – 57,698 257,698 2 0.373 18.5.1999 to 30.8.<strong>2006</strong><br />

6.12.1997 174,668 – – 174,668 3 0.465 18.5.1999 to 16.10.<strong>2006</strong><br />

6.12.1997 407,981 – 40,000 367,981 3 0.422 18.5.1999 to 2.4.2007<br />

6.12.1997 16 – 8 8 2 0.629 18.5.1999 to 7.4.2007<br />

6.12.1997 262,002 – – 262,002 2 0.492 18.5.1999 to 24.4.2007<br />

6.12.1997 169,530 – 77,059 92,471 2 0.720 11.9.1999 to 9.9.2007<br />

29.4.1998 2,899,750 – 744,750 2,155,000 43 1.390 30.4.2000 to 29.4.2008<br />

7.8.1998 355,000 5,000 85,000 265,000 86** 1.290 8.8.2000 to 7.8.2008<br />

9.2.1999 8,653,160 – 2,269,570 6,383,590 104** 1.418 10.2.2001 to 9.2.2009<br />

10.8.1999 2,652,236 15,000 742,736 1,894,500 290* 2.000 11.8.2001 to 10.8.2009<br />

9.2.2000 29,667,132 317,107 4,363,072 24,986,953 393** 2.260 10.2.2002 to 9.2.2010<br />

9.2.2000 1,250,000 – 1,250,000 – – 2.260 10.2.2002 to 9.2.2005<br />

9.2.2000 4,143,865 – 2,364,000 1,779,865 50 1.808 10.2.2002 to 9.2.2010<br />

6.9.2000 2,224,000 80,210 273,460 1,870,330 63 2.390 7.9.2002 to 6.9.2010<br />

Total 53,425,717 402,318 12,490,195 40,533,204


131<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

3. SHARE CAPITAL (continued)<br />

2005<br />

Details of share options to subscribe for ordinary shares pursuant to ESOP are as follows:<br />

BALANCE<br />

AS AT<br />

1.1.2005 NO. OF<br />

OR DATE BALANCE HOLDERS<br />

DATE OF OF GRANT OPTIONS OPTIONS AS AT AT EXERCISE<br />

GRANT IF LATER LAPSED EXERCISED 31.12.2005 31.12.2005 PRICE EXERCISABLE PERIOD<br />

$<br />

19.2.2001 9,644,703 333,646 13,407 9,297,650 859** 2.720 20.2.2002 to 19.2.2011<br />

19.2.2001 225,000 – – 225,000 1*** 2.720 20.2.2002 to 19.2.<strong>2006</strong><br />

19.2.2001 745,000 – – 745,000 14 # 2.720 20.2.2002 to 19.2.<strong>2006</strong><br />

10.8.2001 452,500 – – 452,500 1*** 2.680 11.8.2002 to 10.8.<strong>2006</strong><br />

10.8.2001 13,064,234 497,912 68,293 12,498,029 922** 2.680 11.8.2002 to 10.8.2011<br />

7.2.2002 10,995,574 235,578 1,351,525 9,408,471 985** 2.290 8.2.2003 to 7.2.2012<br />

7.2.2002 611,000 – 17,250 593,750 15 # 2.290 8.2.2003 to 7.2.2007<br />

12.8.2002 10,757,119 218,423 2,483,388 8,055,308 1,007** 1.920 13.8.2003 to 12.8.2012<br />

12.8.2002 132,000 – – 132,000 2 # 1.920 13.8.2003 to 12.8.2007<br />

6.2.2003 11,888,051 258,037 2,382,760 9,247,254 1,026** 1.790 7.2.2004 to 6.2.2013<br />

6.2.2003 351,625 – 2,875 348,750 16 # 1.790 7.2.2004 to 6.2.2008<br />

6.2.2003 27,944 – 2,972 24,972 2 1.790 7.2.2004 to 6.2.2013<br />

11.8.2003 12,776,927 374,750 1,955,342 10,446,835 1,077** 1.860 12.8.2004 to 11.8.2013<br />

11.8.2003 333,375 – 2,875 330,500 17 # 1.860 12.8.2004 to 11.8.2008<br />

11.8.2003 31,672 – 2,918 28,754 2 1.860 12.8.2004 to 11.8.2013<br />

9.2.2004 12,879,933 443,892 881,731 11,554,310 1,064** 2.090 10.2.2005 to 9.2.2014<br />

9.2.2004 328,200 – 2,875 325,325 16 # 2.090 10.2.2005 to 9.2.2009<br />

9.2.2004 31,426 – – 31,426 2 2.090 10.2.2005 to 9.2.2014<br />

21.6.2004 100,000 – – 100,000 1 2.000 22.6.2005 to 21.6.2014<br />

10.8.2004 14,102,146 544,497 569,237 12,988,412 1,215** 2.120 11.8.2005 to 10.8.2014<br />

10.8.2004 289,200 – 2,875 286,325 16 # 2.120 11.8.2005 to 10.8.2009<br />

10.8.2004 31,426 – – 31,426 2 2.120 11.8.2005 to 10.8.2014<br />

7.2.2005 14,505,761 ## 469,883 – 14,035,878 1,272** 2.370 8.2.<strong>2006</strong> to 7.2.2015<br />

7.2.2005 355,750 ## – – 355,750 17 # 2.370 8.2.<strong>2006</strong> to 7.2.2010<br />

7.2.2005 31,426 ## – – 31,426 2 2.370 8.2.<strong>2006</strong> to 7.2.2015<br />

10.8.2005 15,430,046 ## 117,304 – 15,312,742 1,420** 2.570 11.8.<strong>2006</strong> to 10.8.2015<br />

10.8.2005 337,166 ## – – 337,166 17 # 2.570 11.8.<strong>2006</strong> to 10.8.2010<br />

10.8.2005 31,426 ## – – 31,426 2 2.570 11.8.<strong>2006</strong> to 10.8.2015<br />

Total 130,490,630 3,493,922 9,740,323 117,256,385<br />

* Includes 1 executive Director and 1 past Director of the Company<br />

** Includes 1 executive Director of the Company<br />

*** Includes 1 past Director of the Company<br />

#<br />

Includes Directors of the Company and its subsidiaries<br />

##<br />

These numbers relate to options granted and accepted in 2005


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 132<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

3. SHARE CAPITAL (continued)<br />

(iii) Details of share options exercised<br />

PROCEEDS<br />

EXERCISE FROM SHARE SHARE<br />

NO. OF SHARES PRICE ISSUE PRICE<br />

$ $’000 $<br />

<strong>2006</strong><br />

January to March 21,715,361 0.373 – 2.720 46,736 2.88 – 3.12<br />

April to June 3,454,019 1.390 – 2.720 7,417 2.63 – 3.30<br />

July to September 2,403,556 0.373 – 2.720 4,580 2.66 – 2.98<br />

October to December 3,380,068 1.290 – 2.720 7,172 2.94 – 3.20<br />

30,953,004<br />

2005<br />

January to March 11,128,494 0.357 – 2.680 21,126 2.35 – 2.59<br />

April to June 2,824,879 0.422 – 2.680 5,261 2.40 – 2.57<br />

July to September 4,315,761 1.290 – 2.680 8,622 2.48 – 2.63<br />

October to December 3,961,384 0.357 – 2.720 7,772 2.46 – 2.86<br />

22,230,518<br />

The fair value of services received in return for share options granted are measured by reference to the fair value of share<br />

options granted. The estimate of the fair value of the services received is measured based on a binomial model, taking into<br />

account the terms and conditions upon which the options were granted. The following table lists the inputs to the model used<br />

for the years ended 31 December <strong>2006</strong> and 2005.<br />

<strong>2006</strong> 2005<br />

Expected dividend yield (%) (-- Management’s forecast in line with dividend policy --)<br />

Expected volatility (%) 17.02 – 23.31 18.66 –19.20<br />

Risk-free interest rate (%) 2.71 – 3.19 1.90 – 2.38<br />

Expected life of option (years) 2.49 – 5.25 2.50 – 5.25<br />

Exercise price ($) 2.84 – 3.01 2.37 – 2.57<br />

Weighted average share price ($) 2.80 – 3.01 2.37 – 2.57<br />

The expected life of the options is based on historical data and therefore not necessarily indicative of exercise patterns that<br />

may occur. The expected volatility reflects the assumption that the historical volatility is indicative of future trends, which may<br />

also not necessarily be the actual outcome.<br />

No other features of options were incorporated into the measurement of fair value.


133<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

3. SHARE CAPITAL (continued)<br />

<strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Performance Share Plan (“PSP”)<br />

Performance shares are granted on an annual basis, conditional on targets set for a performance period, currently prescribed<br />

to be a three-year performance period. The performance shares will only be released to the recipient at the end of the<br />

performance qualifying period. The final number of performance shares given will depend on the level of achievement of those<br />

targets over the three-year performance period. A specified number of performance shares shall be released by the ERCC to<br />

the recipient at the end of the performance period, provided a minimum threshold performance is achieved.<br />

DATE OF GRANT<br />

26 JANUARY <strong>2006</strong> 5 AUGUST 2005 8 JULY 2004 TOTAL<br />

Number of performance shares<br />

At grant date 2,450,000 2,160,000 2,130,000 6,740,000<br />

Lapsed – – – –<br />

Outstanding as at 31.12.<strong>2006</strong> 2,450,000 2,160,000 2,130,000 6,740,000<br />

During the year, performance shares amounting to 805,000 ordinary shares were awarded in respect of grants made in 2003.<br />

The fair value of the performance shares is determined at conditional grant date using the Monte Carlo simulation<br />

methodology.<br />

The significant inputs to the model used for the conditional grants in 2004 to <strong>2006</strong> are as follows.<br />

DATE OF GRANT<br />

26 JANUARY <strong>2006</strong> 5 AUGUST 2005 8 JULY 2004<br />

Market conditions<br />

Volatility of MSCI Index (%) 14.69 13.80 20.14<br />

Volatility of the Company’s shares (%) 15.22 17.44 22.84<br />

Correlation of volatility of MSCI vs the Company (%) 26.46 31.62 39.60<br />

Risk-free rate (%) 3.09 2.20 1.66<br />

Share price ($) 2.93 2.56 2.10<br />

Dividend yield (-- Management’s forecast in line with dividend policy --)<br />

Non-market conditions<br />

(Best estimate* of number of shares expected to vest at end of three-year performance period)<br />

– EVA Spread (%) 61 79 –<br />

– EPS Growth 63 64 –<br />

* Subject to revision when new information is available<br />

4. CAPITAL RESERVE<br />

This amount relates to share premium of the respective pooled enterprises, namely <strong>Singapore</strong> <strong>Technologies</strong> Aerospace Ltd,<br />

<strong>Singapore</strong> <strong>Technologies</strong> Electronics Limited, <strong>Singapore</strong> <strong>Technologies</strong> Kinetics Ltd and <strong>Singapore</strong> <strong>Technologies</strong> Marine Ltd<br />

classified as capital reserve upon the pooling of interests during the financial year ended 31 December 1997.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 134<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

5. OTHER RESERVES<br />

FOREIGN<br />

CURRENCY FAIR SHARE-BASED ASSET<br />

TRANSLATION STATUTORY VALUE PAYMENT REVALUATION<br />

RESERVE RESERVE RESERVE RESERVE RESERVE TOTAL<br />

$’000 $’000 $’000 $’000 $’000 $’000<br />

The Group<br />

At 1.1.2005 (7,594) 333 49,221 5,585 – 47,545<br />

Foreign currency translation<br />

differences 1,223 – – – – 1,223<br />

Net fair value changes on<br />

available-for-sale financial assets – – (1,931) – – (1,931)<br />

Net fair value changes on<br />

cash flow hedges – – (2,550) – – (2,550)<br />

Total net income recognised directly<br />

in equity and for the year 1,223 – (4,481) – – (3,258)<br />

Cost of share-based payment – – – 8,537 – 8,537<br />

Transfer from unappropriated<br />

profit to statutory reserve – 133 – – – 133<br />

At 31.12.2005 (6,371) 466 44,740 14,122 – 52,957<br />

At 1.1.<strong>2006</strong> (6,371) 466 44,740 14,122 – 52,957<br />

Foreign currency translation<br />

differences (33,321) – – – – (33,321)<br />

Net fair value changes on<br />

available-for-sale financial assets – – (14,542) – – (14,542)<br />

Net fair value changes on<br />

cash flow hedges – – (879) – – (879)<br />

Total net income recognised directly<br />

in equity and for the year (33,321) – (15,421) – – (48,742)<br />

Cost of share-based payment – – – 9,431 – 9,431<br />

Revaluation surplus – – – – 81 81<br />

Transfer from unappropriated<br />

profit to statutory reserve – 246 – – – 246<br />

At 31.12.<strong>2006</strong> (39,692) 712 29,319 23,553 81 13,973<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Net fair value changes on available-for-sale financial assets arises from:<br />

– Net gain on fair value changes during the year 9,795 5,016<br />

– Recognised in the statement of profit and loss (24,337) (6,947)<br />

(14,542) (1,931)<br />

Foreign currency translation reserve<br />

The foreign currency translation reserve is used to record exchange differences arising from the translation of the financial<br />

statements of foreign subsidiaries whose functional currencies are different from that of the Group’s presentation currency.


135<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

5. OTHER RESERVES (continued)<br />

Statutory reserve<br />

Subsidiaries in the People’s Republic of China follow the accounting principles and relevant financial regulations of the<br />

People’s Republic of China (“PRC GAAP”) applicable to wholly foreign-owned enterprises and Sino-foreign equity joint venture<br />

enterprises in the preparation of the accounting records and statutory financial statements, and the appropriation of the profit<br />

arrived at under PRC GAAP for each year to a statutory reserve.<br />

Fair value reserve<br />

Fair value reserve records the cumulative fair value changes of available-for-sale financial assets until they are derecognised<br />

or impaired as well as the portion of the fair value changes on the derivative financial instruments designated as hedging<br />

instruments in cash flow hedges that is determined to be an effective hedge.<br />

Share-based payment reserve<br />

Share-based payment reserve represents the equity-settled share options and performance shares granted to employees. The<br />

reserve is made up of the cumulative value of services received from employees recorded on grant of equity-settled share<br />

options and performance shares. The expense for services received will be recognised over the vesting period.<br />

Asset revaluation reserve<br />

The asset revaluation reserve records increases in the fair value of freehold land and buildings and decreases to the extent<br />

that such decrease relates to an increase on the same asset previously recognised in equity.<br />

6. UNAPPROPRIATED PROFIT<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Retained by:<br />

The Company 530,676 396,815<br />

Subsidiaries 335,670 422,686<br />

Associated companies and joint ventures 94,308 95,745<br />

960,654 915,246


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 136<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

7. PROPERTY, PLANT AND EQUIPMENT<br />

VALUATION/COST<br />

ARISING ARISING<br />

FROM<br />

FROM<br />

ACQUISITION OF DILUTION OF<br />

AS AT INTEREST IN INTEREST IN RECLASSI- TRANSLATION AS AT<br />

1.1.2005 ADDITIONS* DISPOSALS SUBSIDIARIES SUBSIDIARIES FICATIONS DIFFERENCE 31.12.2005<br />

$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000<br />

The Group<br />

At 1972 Valuation<br />

Leasehold land and buildings 1,919 – – – – – – 1,919<br />

Wharves and slipways 1,490 – – – – – – 1,490<br />

Syncrolift and floating docks 4,603 – – – – – – 4,603<br />

Plant and machinery 1,694 – – – – – – 1,694<br />

Furniture, fittings, office<br />

equipment and<br />

computers 279 – – – – – – 279<br />

At Cost<br />

Freehold land and buildings 50,366 – – 14,294 – – 614 65,274<br />

Leasehold land and<br />

buildings 416,344 7,278 (35) – – – 532 424,119<br />

Buildings on rented<br />

properties 50,248 6,502 – – – 4,128 – 60,878<br />

Improvements to premises 29,360 1,365 (72) 504 (107) 31 129 31,210<br />

Wharves and slipways 19,825 – – – – – 1 19,826<br />

Syncrolift and floating docks 68,781 75 (75) – – – 1 68,782<br />

Boats and barges 5,458 5 – – – (30) 22 5,455<br />

Plant and machinery 344,853 43,049 (6,798) 3,450 (138) 50 832 385,298<br />

Production tools and<br />

equipment 135,670 15,288 (1,129) 524 – – 126 150,479<br />

Furniture, fittings, office<br />

equipment and<br />

computers 131,444 12,923 (7,732) 4,416 (155) (31) (55) 140,810<br />

Transportation equipment<br />

and vehicles 10,886 1,727 (521) 196 – (20) 19 12,287<br />

Aircraft and aircraft engines 40,339 22,427 – – – – – 62,766<br />

Construction-in-progress 4,645 16,753 – 21 – (4,128) (311) 16,980<br />

1,318,204 127,392 (16,362) 23,405 (400) – 1,910 1,454,149


137<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

7. PROPERTY, PLANT AND EQUIPMENT (continued)<br />

VALUATION/COST<br />

ARISING<br />

ELIMINATION OF<br />

FROM<br />

ACCUMULATED<br />

ACQUISITION OF<br />

DEPRECIATION<br />

AS AT INTEREST IN RECLASSI- ON TRANSLATION AS AT<br />

1.1.<strong>2006</strong> ADDITIONS* DISPOSALS SUBSIDIARIES REVALUATION FICATIONS REVALUATION DIFFERENCE 31.12.<strong>2006</strong><br />

$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000<br />

The Group<br />

At Valuation<br />

Freehold land<br />

and buildings – – – 1,874 116 – (40) – 1,950<br />

Leasehold land<br />

and buildings 1,919 – – – – – – – 1,919<br />

Wharves and<br />

slipways 1,490 – – – – – – – 1,490<br />

Syncrolift and<br />

floating docks 4,603 – – – – – – – 4,603<br />

Plant and machinery 1,694 – – – – – – – 1,694<br />

Furniture, fittings,<br />

office equipment<br />

and computers 279 – – – – – – – 279<br />

At Cost<br />

Freehold land<br />

and buildings 65,274 407 (117) – – 630 – (4,830) 61,364<br />

Leasehold land<br />

and buildings 424,119 22,446 (50) 1,412 – 4,179 – (4,501) 447,605<br />

Buildings on<br />

rented<br />

properties 60,878 10,165 – – – – – – 71,043<br />

Improvements to<br />

premises 31,210 3,698 (2,520) 7,712 – 4,573 – (1,462) 43,211<br />

Wharves and<br />

slipways 19,826 5,310 – – – 3,592 – (15) 28,713<br />

Syncrolift and<br />

floating docks 68,782 – – – – – – – 68,782<br />

Boats and barges 5,455 – – – – – – (167) 5,288<br />

Plant and<br />

machinery 385,298 99,608 (30,121) 378,464 – 4,888 – 17,150 855,287<br />

Production tools<br />

and equipment 150,479 19,787 (1,992) 9,399 – (101) – (1,834) 175,738<br />

Furniture, fittings,<br />

office equipment<br />

and computers 140,810 16,698 (7,483) 3,350 – 1,506 – (1,928) 152,953<br />

Transportation<br />

equipment<br />

and vehicles 12,287 1,612 (903) 1,193 – – – (153) 14,036<br />

Aircraft and<br />

aircraft engines 62,766 – – – – – – – 62,766<br />

Construction-inprogress<br />

16,980 22,415 (273) 3,122 – (19,267) – (1,203) 21,774<br />

1,454,149 202,146 (43,459) 406,526 116 – (40) 1,057 2,020,495<br />

* Additions during the year included property, plant and equipment of:<br />

(i) $5,003,339 (2005: $4,062,000) contributed by minority shareholders as part of capital injection; and<br />

(ii) $nil (2005: $5,795,000) offset against the net investment in a joint venture.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 138<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

7. PROPERTY, PLANT AND EQUIPMENT (continued)<br />

ACCUMULATED DEPRECIATION<br />

ARISING<br />

FROM<br />

DEPRECIATION<br />

DILUTION OF<br />

AS AT CHARGE FOR IMPAIRMENT INTEREST IN RECLASSI- TRANSLATION AS AT<br />

1.1.2005 THE YEAR LOSS SUBSIDIARIES DISPOSALS FICATIONS DIFFERENCE 31.12.2005<br />

$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000<br />

The Group<br />

At 1972 Valuation<br />

Leasehold land and buildings 1,919 – – – – – – 1,919<br />

Wharves and slipways 1,490 – – – – – – 1,490<br />

Syncrolift and floating docks 4,603 – – – – – – 4,603<br />

Plant and machinery 1,694 – – – – – – 1,694<br />

Furniture, fittings, office<br />

equipment and computers 279 – – – – – – 279<br />

At Cost<br />

Freehold land and buildings 7,070 1,537 11,890 – – – 75 20,572<br />

Leasehold land and<br />

buildings 221,199 16,958 – – (35) – 145 238,267<br />

Buildings on rented<br />

properties 19,416 2,227 – – – – – 21,643<br />

Improvements to premises 12,474 3,761 – (16) (72) – (4) 16,143<br />

Wharves and slipways 14,512 1,063 – – – – – 15,575<br />

Syncrolift and floating<br />

docks 57,482 3,644 – – (10) – (65) 61,051<br />

Boats and barges 4,619 470 352 – – – 14 5,455<br />

Plant and machinery 292,612 20,736 (29) (22) (6,267) (73) 382 307,339<br />

Production tools and<br />

equipment 114,938 11,199 – – (1,106) 73 75 125,179<br />

Furniture, fittings, office<br />

equipment and<br />

computers 116,346 10,857 – (49) (7,632) – (12) 119,510<br />

Transportation equipment<br />

and vehicles 8,385 1,010 – – (495) – 27 8,927<br />

Aircraft and aircraft engines 23,676 5,630 – – – – – 29,306<br />

902,714 79,092 12,213 (87) (15,617) – 637 978,952


139<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

7. PROPERTY, PLANT AND EQUIPMENT (continued)<br />

ACCUMULATED DEPRECIATION<br />

ELIMINATION<br />

OF<br />

DEPRECIATION<br />

ACCUMULATED<br />

CHARGE<br />

DEPRECIATION<br />

AS AT FOR IMPAIRMENT RECLASSI- ON TRANSLATION AS AT<br />

1.1.<strong>2006</strong> THE YEAR LOSS DISPOSALS FICATIONS REVALUATION DIFFERENCE 31.12.<strong>2006</strong><br />

$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000<br />

The Group<br />

At Valuation<br />

Freehold land and buildings – 40 – – – (40) – –<br />

Leasehold land and buildings 1,919 – – – – – – 1,919<br />

Wharves and slipways 1,490 – – – – – – 1,490<br />

Syncrolift and floating docks 4,603 – – – – – – 4,603<br />

Plant and machinery 1,694 – – – – – – 1,694<br />

Furniture, fittings, office<br />

equipment and computers 279 – – – – – – 279<br />

At Cost<br />

Freehold land and buildings 20,572 1,096 – (54) – – (1,523) 20,091<br />

Leasehold land and<br />

buildings 238,267 18,276 33 (22) – – (1,885) 254,669<br />

Buildings on rented<br />

properties 21,643 1,941 – – – – – 23,584<br />

Improvements to premises 16,143 5,308 – (2,452) – – (630) 18,369<br />

Wharves and slipways 15,575 1,495 – – – – (8) 17,062<br />

Syncrolift and floating docks 61,051 3,648 – – – – – 64,699<br />

Boats and barges 5,455 124 – – (280) – (170) 5,129<br />

Plant and machinery 307,339 59,386 264 (19,048) 353 – (4,026) 344,268<br />

Production tools and<br />

equipment 125,179 15,943 – (1,420) (101) – (1,084) 138,517<br />

Furniture, fittings, office<br />

equipment and<br />

computers 119,510 15,744 – (7,096) 28 – (1,557) 126,629<br />

Transportation equipment<br />

and vehicles 8,927 1,357 – (531) – – (93) 9,660<br />

Aircraft and aircraft engines 29,306 6,318 – – – – – 35,624<br />

978,952 130,676 297 (30,623) – (40) (10,976) 1,068,286


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 140<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

7. PROPERTY, PLANT AND EQUIPMENT (continued)<br />

NET BOOK VALUE<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

The Group<br />

At Valuation<br />

Freehold land and buildings 1,950 –<br />

Leasehold land and buildings – –<br />

Wharves and slipways – –<br />

Syncrolift and floating docks – –<br />

Plant and machinery – –<br />

Furniture, fittings, office equipment and computers – –<br />

At Cost<br />

Freehold land and buildings 41,273 44,702<br />

Leasehold land and buildings 192,936 185,852<br />

Buildings on rented properties 47,459 39,235<br />

Improvements to premises 24,842 15,067<br />

Wharves and slipways 11,651 4,251<br />

Syncrolift and floating docks 4,083 7,731<br />

Boats and barges 159 –<br />

Plant and machinery 511,019 77,959<br />

Production tools and equipment 37,221 25,300<br />

Furniture, fittings, office equipment and computers 26,324 21,300<br />

Transportation equipment and vehicles 4,376 3,360<br />

Aircraft and aircraft engines 27,142 33,460<br />

Construction-in-progress 21,774 16,980<br />

952,209 475,197<br />

The Company<br />

AT COST<br />

AS AT 1.1.2005 ADDITIONS AS AT 31.12.2005<br />

$’000 $’000 $’000<br />

Furniture, fittings, office equipment and computers 871 499 1,370<br />

Transportation equipment and vehicles 298 – 298<br />

1,169 499 1,668<br />

ACCUMULATED DEPRECIATION<br />

DEPRECIATION<br />

CHARGE FOR<br />

AS AT 1.1.2005 THE YEAR AS AT 31.12.2005<br />

$’000 $’000 $’000<br />

Furniture, fittings, office equipment and computers 712 150 862<br />

Transportation equipment and vehicles 5 60 65<br />

717 210 927


141<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

7. PROPERTY, PLANT AND EQUIPMENT (continued)<br />

The Company<br />

AT COST<br />

AS AT 1.1.<strong>2006</strong> ADDITIONS AS AT 31.12.<strong>2006</strong><br />

$’000 $’000 $’000<br />

Furniture, fittings, office equipment and computers 1,370 251 1,621<br />

Transportation equipment and vehicles 298 – 298<br />

1,668 251 1,919<br />

ACCUMULATED DEPRECIATION<br />

DEPRECIATION<br />

CHARGE FOR<br />

AS AT 1.1.<strong>2006</strong> THE YEAR AS AT 31.12.<strong>2006</strong><br />

$’000 $’000 $’000<br />

Furniture, fittings, office equipment and computers 862 276 1,138<br />

Transportation equipment and vehicles 65 59 124<br />

927 335 1,262<br />

NET BOOK VALUE<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Furniture, fittings, office equipment and computers 483 508<br />

Transportation equipment and vehicles 174 233<br />

657 741<br />

The Group<br />

(a) Property, plant and equipment at valuation<br />

As at 1 January <strong>2006</strong>, property, plant and equipment which are shown at valuation are stated at values arrived at by an<br />

independent firm of professional valuers on 30 November 1972, on the basis of open market value for existing use. There<br />

is no fixed frequency of revaluation. Revaluation will be performed as and when deemed appropriate by the Directors.<br />

These property, plant and equipment are fully depreciated as at 31 December <strong>2006</strong> and 2005.<br />

During the year, a freehold building was valued by an independent firm of professional valuers on 8 January 2007 on the<br />

basis of open market value for existing use. The net book value of the building as at 31 December <strong>2006</strong> is $1,950,000.<br />

(b) Property, plant and equipment pledged as security<br />

(i) Freehold land and buildings and leasehold buildings of subsidiaries with a carrying amount of $7,442,000 (2005:<br />

$4,854,000) are pledged as security for long-term loans.<br />

(ii) Plant and machinery of a subsidiary with carrying value of $223,358,000 (2005: $nil) are subject to a floating charge<br />

of Euro 210 million to secure two of the subsidiary’s bank loans.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 142<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

7. PROPERTY, PLANT AND EQUIPMENT (continued)<br />

(c) Property, plant and equipment under lease obligations<br />

Included in the above are property, plant and equipment acquired under lease obligations with a net book value of:<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Leasehold land and buildings 2,927 3,680<br />

(d) The major properties of the Group comprise:<br />

(i) Freehold land and buildings<br />

NET BOOK VALUE<br />

LOCATION DESCRIPTION LAND AREA <strong>2006</strong> 2005<br />

(SQ. M.) $’000 $’000<br />

Malaysia<br />

Awana Chalet 8th mile, Genting Highlands, Staff recreation and 58 2 98<br />

69000 Genting Highlands, Pahang apartment unit<br />

USA<br />

47889 South K Street Tulare, California Industrial buildings 88,949 2,801 3,100<br />

13442 Emerson Road Kidron, Ohio Industrial buildings 68,351 1,441 1,606<br />

300 Hackney Ave, Independence, Kansas Industrial buildings 117,358 2,071 2,318<br />

400 Hackney Ave, Washington, North Carolina Industrial buildings 39,942 2,248 2,517<br />

914 Saegers Station Drive, Montgomery,<br />

Pennsylvania Industrial buildings 122,659 4,389 4,854<br />

7801 Trinity Drive, Escatawpa, Mississippi Shipyard and buildings 839,564 4,896 5,102<br />

5801 Elder Ferry Rd, Moss Point, Mississippi Shipyard and buildings 227,151 4,497 4,703<br />

900 Bayou Casotte Parkway, Pascagoula,<br />

Mississippi Shipyard and buildings 331,803 13,258 14,304<br />

3800 Richardson Road South, Hope Hull,<br />

Alabama Production facility 8,361 4,197 4,717<br />

<strong>Singapore</strong><br />

159 Sin Ming Road Amtech Building #04-05 Warehouse and office building 575 1,950 –


143<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

7. PROPERTY, PLANT AND EQUIPMENT (continued)<br />

(ii) Leasehold land, buildings and improvements<br />

NET BOOK VALUE<br />

LOCATION DESCRIPTION TENURE LAND AREA <strong>2006</strong> 2005<br />

(SQ. M.) $’000 $’000<br />

<strong>Singapore</strong><br />

501 Airport Road Factory and office 20 years from 1.6.1993 23,899 3,158 3,664<br />

building<br />

503 Airport Road Factory and office 20 years from 1.6.1993 7,175 890 1,023<br />

building<br />

540 Airport Road Warehouse and office 30 years from 15.8.1985 5,850 1,354 1,508<br />

building<br />

Hangar and office 30 years from 1.1.1984 18,918 3,936 4,443<br />

building<br />

8 Changi North Way Hangar and office 30 years from 1.1.1992 75,713 37,292 39,778<br />

building<br />

Hangar and office 22.5 years from 16.6.1999 14,860 3,605 3,845<br />

building<br />

Hangar and office 16.3 years from 20.8.2005 9,764 15,012 –<br />

building<br />

24 Ang Mo Kio Industrial and 30 years from 1.12.1982, 23,970 11,384 12,028<br />

Street 65 commercial buildings renewable to 2042<br />

100 Jurong East Industrial and 30 years from 1.11.1988, 11,232 9,227 9,563<br />

Street 21 commercial buildings renewable to 2048<br />

70 Ubi Crescent Factory 60 years from 5.7.1997 730 1,103 –<br />

Ubi Techpark #01-12<br />

5 Portsdown Road Industrial and 3 years from 1.12.2005, 88,400 472 827<br />

commercial buildings renewable to 2010<br />

5 Ubi Close Car showroom cum 30 years from 1.8.1994 6,274 15,491 16,761<br />

workshop<br />

33 Tuas Avenue 2 Factory and office 30 years from 1.4.1996 6,669 2,820 2,967<br />

building<br />

16 Benoi Crescent Industrial and 30 years from 16.7.1989 6,981 3,388 3,662<br />

commercial buildings<br />

249 Jalan Boon Lay Industrial and 27 years from 1.10.2001 120,000 6,851 7,678<br />

commercial buildings to 31.12.2028<br />

(renewable to 10.10.2065)


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 144<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

7. PROPERTY, PLANT AND EQUIPMENT (continued)<br />

(ii) Leasehold land, buildings and improvements (continued)<br />

NET BOOK VALUE<br />

LOCATION DESCRIPTION TENURE LAND AREA <strong>2006</strong> 2005<br />

(SQ. M.) $’000 $’000<br />

<strong>Singapore</strong><br />

2D Ayer Rajah Crescent Industrial and 3 years from 1.4.2004 29,904 – –<br />

commercial buildings to 31.3.2007<br />

16 Tuas Avenue 7 Industrial buildings 30 years from 16.8.1983 12,029 1,294 1,479<br />

601 Rifle Range Road Industrial buildings Renewable every year * 1,380,983 1,724 2,584<br />

15 Chin Bee Drive Industrial buildings 60 years from 1.8.1973 39,640 4,101 4,534<br />

7 Benoi Road Buildings, foreshore 56 years from 1.6.1969 103,802 17,961 19,557<br />

and workshops<br />

60 Tuas Road Buildings, foreshore 30 years from 1.12.1992 125,262 6,265 6,927<br />

and workshops<br />

16 Benoi Road Administrative offices 56 years from 1.6.1969 20,244 – –<br />

30/36 Kian Teck Workers’ dormitory 30 years from 1.9.1995 3,908 5,454 5,746<br />

Avenue<br />

USA<br />

2100 9th Street Hangar and 22 years from 1.1.1991 103,825 22,294 23,382<br />

Brookley Complex, office building<br />

Mobile, Alabama<br />

9800 John Saunders Hangar and 16 7 / 12 years from 195,663 8,848 10,622<br />

Road, San Antonio, office building 1.6.2002<br />

Texas<br />

People’s Republic of China<br />

555 Kanghua Road, Industrial buildings 50 years from 12.6.2003 15,890 3,538 3,987<br />

Kangqiao Industrial to 27.7.2052<br />

Zone, Shanghai<br />

97 Zhong Cao Road Industrial and 41 years from 1.10.2005 276,633 6,094 –<br />

Guiyang, Guizhou commercial buildings to 30.9.2045<br />

Europe<br />

405, Blazer Court, Residential apartment 130 years from 1.1.1998 74 395 –<br />

St John’s Wood Road,<br />

London NW 8<br />

* This relates to buildings constructed by a subsidiary on properties rented from the Ministry of Defence on leases which<br />

are renewable every year. In view of the relationship between the landlord and the subsidiary, the cost of the buildings is<br />

depreciated over 30 years.


145<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

7. PROPERTY, PLANT AND EQUIPMENT (continued)<br />

(iii) Buildings on rented properties<br />

NET BOOK VALUE<br />

LOCATION DESCRIPTION TENURE LAND AREA <strong>2006</strong> 2005<br />

(SQ. M.) $’000 $’000<br />

<strong>Singapore</strong><br />

540 Airport Road Hangars and 3 years lease from 1.7.<strong>2006</strong> 48,882 28,891 30,239<br />

office building<br />

540 Airport Road Hangars and 3 years lease from 5.10.2004 10,956 8,850 8,996<br />

office building<br />

Seletar West Camp Hangars and 3 years lease from 12.9.<strong>2006</strong> 4,714 9,718 –<br />

office building<br />

The buildings on rented properties relate to buildings constructed by one of the subsidiaries on properties rented from the<br />

Ministry of Defence on leases which are renewable every three years. In view of the relationship between the landlord and<br />

the subsidiary, the cost of the buildings on rented properties, except for the hangar in Seletar West Camp, is depreciated<br />

over 30 years. The hangar in Seletar West Camp is depreciated over 10 years.<br />

8. SUBSIDIARIES<br />

COMPANY<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Unquoted shares, at cost:<br />

<strong>Singapore</strong> <strong>Technologies</strong> Aerospace Ltd 90,114 90,114<br />

<strong>Singapore</strong> <strong>Technologies</strong> Electronics Limited 26,982 26,982<br />

<strong>Singapore</strong> <strong>Technologies</strong> Kinetics Ltd 61,938 61,938<br />

<strong>Singapore</strong> <strong>Technologies</strong> Marine Ltd 56,000 56,000<br />

Vision <strong>Technologies</strong> Systems, Inc. 297,494 168,166<br />

<strong>Singapore</strong> <strong>Technologies</strong> Dynamics Pte Ltd 6,000 6,000<br />

ST Synthesis Pte Ltd 2,156 2,156<br />

FusionTech Pte. Ltd. 1,000 1,000<br />

Kaz-ST <strong>Engineering</strong> Bastau Limited Liability Partnership 578 336<br />

542,262 412,692<br />

Provision for impairment (7,000) (6,000)<br />

Carrying amount after provision for impairment 535,262 406,692<br />

Capital contribution in form of share options and<br />

performance shares issued to employees of subsidiaries 8,947 –<br />

544,209 406,692


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 146<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

Details of the subsidiaries are as follows:<br />

EFFECTIVE EQUITY<br />

INTEREST HELD<br />

BY THE GROUP<br />

<strong>2006</strong> 2005<br />

% %<br />

(a) <strong>Singapore</strong> <strong>Technologies</strong> Aerospace Ltd and its subsidiaries 100 100<br />

ST Aerospace <strong>Engineering</strong> Pte Ltd and its subsidiaries: 100 100<br />

ST PAE Holdings Pty Ltd 100 100<br />

Pacific Flight Services Pte Ltd 100 100<br />

ST Aerospace Engines Pte Ltd 100 100<br />

ST Aerospace Systems Pte Ltd 100 100<br />

ST Aerospace Supplies Pte Ltd and its subsidiary: 100 100<br />

iShopAero Pte Ltd 100 100<br />

ST Aerospace International Structures Pte Ltd 100 100<br />

ST Aviation Resources Pte Ltd and its subsidiary: 100 100<br />

ST Aviation Resources 1 Limited 100 100<br />

ST Aviation Services Co Pte Ltd 80 80<br />

Visiontech Investment Pte Ltd 100 100<br />

<strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> (Europe) Ltd 100 100<br />

<strong>Singapore</strong> Aerospace Kabushiki Kaisha 100 100<br />

Visiontech <strong>Engineering</strong> Pte Ltd 51 51<br />

ST Airport Ground Services Pte Ltd 100 100<br />

Bournemouth Aviation Services Company Limited 81 81<br />

<strong>Singapore</strong> British <strong>Engineering</strong> Pte Ltd 51 51<br />

SAS Component Group A/S and its subsidiary: 71.3 –<br />

Airline Rotables (UK Holdings) Limited (formerly<br />

known as ST Aerospace (UK) Limited) and its subsidiary: 71.3 100<br />

Airline Rotables Limited 71.3 100<br />

Panama Aerospace <strong>Engineering</strong> Inc. 100 –<br />

(b) <strong>Singapore</strong> <strong>Technologies</strong> Electronics Limited and its subsidiaries 100 100<br />

SEEL Electronic & <strong>Engineering</strong> Sdn Bhd 100 100<br />

ST Electronics (Info-Software Systems) Pte. Ltd. and its subsidiaries: 100 100<br />

INFA Systems Limited 70 70<br />

ST Electronics (Software Services) Limited<br />

(formerly known as Xinke Information Systems Ltd) 100 100<br />

PM-B Pte Ltd and its subsidiaries: 70 –<br />

PMB Project Management Business Sdn Bhd 70 –<br />

PT PM-B Indonesia 70 –<br />

Beijing Tong Fang Shi Cheng Ki Ji Pte Ltd 70 –<br />

ST Electronics (Training & Simulation Systems) Pte. Ltd. and its subsidiaries: 100 100<br />

ST Electronics (Digital Media) Pte. Ltd.<br />

(formerly known as Interactive Visual Laboratory Pte. Ltd.) 100 100<br />

ST Education & Training Private Limited and its subsidiaries: 70 70<br />

STET Maritime Education Pte. Ltd. 70 70<br />

STET Maritime Bureau Pte. Ltd. 70 70<br />

Brightspot Interactive Learning Pte. Ltd. and its subsidiary: 51 16<br />

Brightspot Interactive Learning Inc. 51 16


147<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

EFFECTIVE EQUITY<br />

INTEREST HELD<br />

BY THE GROUP<br />

<strong>2006</strong> 2005<br />

% %<br />

(b) <strong>Singapore</strong> <strong>Technologies</strong> Electronics Limited and its subsidiaries (continued)<br />

ST Electronics (Info-Comm Systems) Pte. Ltd. and its subsidiaries: 100 100<br />

ST Electronics (Info-Security) Pte. Ltd.<br />

(formerly known as DigiSAFE Pte Ltd) and its subsidiary: 100 100<br />

DataMark <strong>Technologies</strong> Pte Ltd 61.12 61.12<br />

STELCOMMS Pte. Ltd. 100 –<br />

ST Electronics (Satcom & Sensor Systems) Pte. Ltd. and its subsidiary: 100 100<br />

ST Electronics (Sichuan) Co., Ltd 100 100<br />

ST Electronics (Shanghai) Co., Ltd and its subsidiary: 100 100<br />

ST Electronics-PCI Co., Ltd 51 51<br />

iTS <strong>Technologies</strong> Pte Ltd 100 100<br />

ST Electronics (Taiwan) Limited 100 100<br />

Intelect <strong>Technologies</strong>, Incorporated 78.57 78.57<br />

Ripple Systems Pty Ltd 70 70<br />

STELOP Pte. Ltd. (formerly known as Chartered Electro-Optics Pte Ltd) 50.05 50.05<br />

TranSys Pte Ltd 100 @ 50<br />

(c) <strong>Singapore</strong> <strong>Technologies</strong> Kinetics Ltd and its subsidiaries 100 100<br />

<strong>Singapore</strong> Ordnance <strong>Engineering</strong> Pte. Ltd. 100 100<br />

Mobility Systems Pte Ltd and its subsidiaries: 100 100<br />

Silvatech Global Systems Limited 100 50**<br />

Silvatech Systems Corporation Pte Ltd and its subsidiaries: 100 50**<br />

Kinetics Drive Solutions Inc. (formerly known as Int. Silvatech Industries Inc.) 100^^ 50**<br />

Silvatech Systems Marketing Inc. –^^ 50**<br />

STA Inspection Pte Ltd and its subsidiary: 100 100<br />

JuzclickCar.com Pte Ltd 90 90<br />

<strong>Singapore</strong> Commuter Private Limited 100 100<br />

ST Automotive Industrial Pte Ltd 100 100<br />

STA Investment Pte Ltd 100 100<br />

ST Automotive (Vietnam) Pte Ltd 100 100<br />

STA Detroit Diesel-Allison (<strong>Singapore</strong>) Pte Ltd 100 100<br />

Shanghai Elite Electric Vehicles Co., Ltd 100 100<br />

Expert Systems Pte Ltd 100 100<br />

<strong>Singapore</strong> Test Services Private Limited and its subsidiary: 100 100<br />

SAO Industrial Services Pte Ltd 100 100<br />

Advanced Material <strong>Engineering</strong> Pte. Ltd. and its subsidiary: 100 100<br />

Advanced Pyrotechnic Materials Private Limited<br />

(formerly known as Chartered Pyrotechnic Industries Private Limited) 51 51<br />

Unicorn International Pte Limited 100 100<br />

Allied Ordnance of <strong>Singapore</strong> (Pte) Limited 100 100<br />

Ordnance Development and <strong>Engineering</strong> Company of <strong>Singapore</strong> (1996) Private Limited 100 100<br />

Autonomous Technology Pte Ltd and its subsidiary: 100 100<br />

Guizhou Jonyang Kinetics Co., Ltd. 60 60<br />

Kinetics Systems (Shanghai) Co., Ltd. 100 100<br />

Founders Industries Pte Ltd and its subsidiary: 100 100<br />

Ordnance Development and <strong>Engineering</strong> Company of <strong>Singapore</strong> (Private) Limited – 100<br />

STAR Automotive Center (Zhejiang) Co., Ltd. 86.24 70


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 148<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

EFFECTIVE EQUITY<br />

INTEREST HELD<br />

BY THE GROUP<br />

<strong>2006</strong> 2005<br />

% %<br />

(d) <strong>Singapore</strong> <strong>Technologies</strong> Marine Ltd and its subsidiary 100 100<br />

STSE <strong>Engineering</strong> Services Pte Ltd 100 100<br />

(e) Vision <strong>Technologies</strong> Systems, Inc. and its subsidiaries 100 100<br />

<strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> (USA) Inc. 100 100<br />

SA Supplies (USA) Inc. 100 100<br />

VT Systems, Inc. 100 100<br />

Vision <strong>Technologies</strong> Aerospace, Incorporated and its subsidiaries: 100 100<br />

ST Mobile Aerospace <strong>Engineering</strong>, Inc. 100 100<br />

DalFort Aerospace GP, Inc. 100 100<br />

DalFort Aerospace, L.P. 100 100<br />

San Antonio Aerospace GP, LLC 100 100<br />

San Antonio Aerospace LP 100 100<br />

Vision <strong>Technologies</strong> Electronics, Inc. and its subsidiary: 100 100<br />

iDirect, Inc. and its subsidiaries: 100 100<br />

iDirect Hong Kong Limited 100 100<br />

iDirect UK Limited 100 100<br />

iDirect Italy srl 100 100<br />

iDirect International Corporation and its subsidiary: 100 100<br />

iDirect <strong>Singapore</strong> Pte. Ltd. 100 –<br />

Vision <strong>Technologies</strong> Kinetics, Inc. and its subsidiaries: 100 100<br />

Miltope Corporation 100 100<br />

MÄK <strong>Technologies</strong>, Inc. 80 –<br />

Vision <strong>Technologies</strong> Land Systems, Inc. and its subsidiaries: 100 100<br />

VT Dimensions, Inc. 100 100<br />

VT LeeBoy, Inc. 100 –<br />

VT Specialized Vehicles Corporation (formerly known as Specialized Vehicles Corporation) 100 100<br />

Vision <strong>Technologies</strong> Marine, Inc. and its subsidiary: 100 100<br />

VT Halter Marine, Inc. 100 100<br />

(f) <strong>Singapore</strong> <strong>Technologies</strong> Dynamics Pte Ltd 100 100<br />

(g) ST Synthesis Pte Ltd 100 100<br />

(h) FusionTech Pte. Ltd. 100 100<br />

(i) Kaz-ST <strong>Engineering</strong> Bastau Limited Liability Partnership 51 51<br />

@<br />

During the year, following an additional acquisition of interest, TranSys Pte Ltd had become a subsidiary of the Group.<br />

** The Group owns 50% plus one share in these companies.<br />

^^ These entities were amalgamated as one company under the name Kinetics Drive Solutions Inc. during the year.


149<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

Further details of the subsidiaries are as follows:<br />

COUNTRY OF<br />

INCORPORATION/<br />

PLACE OF<br />

NAME OF SUBSIDIARY PRINCIPAL ACTIVITIES BUSINESS<br />

<strong>Singapore</strong> <strong>Technologies</strong> Aerospace Ltd Investment holding and provision of engineering, <strong>Singapore</strong><br />

marketing and engineering support services<br />

ST Aerospace <strong>Engineering</strong> Pte Ltd Repair, maintenance and servicing of aircraft <strong>Singapore</strong><br />

ST PAE Holdings Pty Ltd Investment holding Australia<br />

Pacific Flight Services Pte Ltd Providing air transport services <strong>Singapore</strong><br />

ST Aerospace Engines Pte Ltd Repair and overhaul of aircraft engines <strong>Singapore</strong><br />

ST Aerospace Systems Pte Ltd Service, repair and overhaul of aircraft components <strong>Singapore</strong><br />

ST Aerospace Supplies Pte Ltd Trading, Maintenance-By-The-Hour services for <strong>Singapore</strong><br />

component and repair management and warehousing<br />

services for aircraft equipment, parts and components<br />

iShopAero Pte Ltd Trading, e-commerce and information technology <strong>Singapore</strong><br />

related services for the aerospace industry<br />

ST Aerospace International Designing, developing and manufacturing aircraft, <strong>Singapore</strong><br />

Structures Pte Ltd<br />

engines, equipment, accessories, components and<br />

such other parts<br />

ST Aviation Resources Pte Ltd Investment holding <strong>Singapore</strong><br />

ST Aviation Resources 1 Limited # Investment holding and aircraft leasing business British Virgin<br />

Islands<br />

ST Aviation Services Co Pte Ltd Repair, maintenance, modification and servicing of <strong>Singapore</strong><br />

commercial aircraft<br />

Visiontech Investment Pte Ltd Investment holding and dealing <strong>Singapore</strong><br />

<strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Providing marketing and investment services UK<br />

(Europe) Ltd<br />

to the Group<br />

<strong>Singapore</strong> Aerospace Kabushiki Kaisha # Providing marketing services to the Group Japan<br />

Visiontech <strong>Engineering</strong> Pte Ltd Provision of engineering services for the repair, <strong>Singapore</strong><br />

maintenance and modification of aircraft, aircraft<br />

equipment and components<br />

ST Airport Ground Services Pte Ltd Investment holding and provision of airport ground <strong>Singapore</strong><br />

cargo and passenger handling services


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 150<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

COUNTRY OF<br />

INCORPORATION/<br />

PLACE OF<br />

NAME OF SUBSIDIARY PRINCIPAL ACTIVITIES BUSINESS<br />

Bournemouth Aviation Services Repair and maintenance of aircraft UK<br />

Company Limited +<br />

<strong>Singapore</strong> British <strong>Engineering</strong> Pte Ltd Marketing and sale of a range of defence products and <strong>Singapore</strong><br />

associated equipment and participating in the<br />

development of new products and systems<br />

SAS Component Group A/S Supply aircraft components, including purchase, Denmark<br />

maintenance and logistics services<br />

Airline Rotables (UK Holdings) Limited Investment holding UK<br />

(formerly known as ST Aerospace<br />

(UK) Limited)<br />

Airline Rotables Limited Providing component management and support UK<br />

services for aircraft<br />

Panama Aerospace <strong>Engineering</strong> Inc.^ Repair and maintenance of aircraft Republic of<br />

Panama<br />

<strong>Singapore</strong> <strong>Technologies</strong> Electronics Limited Design, development, supply, installation, integration <strong>Singapore</strong><br />

and maintenance of transportation, intelligent building,<br />

defence electronic and communication systems<br />

SEEL Electronic & <strong>Engineering</strong> Sdn Bhd Sales of electronic instruments and equipment, Malaysia<br />

electronic engineering and systems integration services<br />

for infrastructure projects as well as maintenance and<br />

calibration of electronic equipment<br />

ST Electronics (Info-Software Systems) Design, development and supply of real-time/mission <strong>Singapore</strong><br />

Pte. Ltd.<br />

critical systems and provision of related maintenance<br />

services<br />

INFA Systems Limited Provision for services in consulting, designing and Hong Kong<br />

developing systems integration, the maintenance and<br />

support of operational and computer systems and sales<br />

and distribution of system equipment<br />

ST Electronics (Software Services) Limited Providing IT outsourcing services, software applications People’s Republic<br />

(formerly known as Xinke Information development and turnkey solutions of China<br />

Systems Ltd)<br />

PM-B Pte Ltd Relate to mechanical, electrical and engineering works <strong>Singapore</strong><br />

to design, build and provide facility management services<br />

for mission critical environments such as data centres,<br />

disaster recovery and business continuity sites


151<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

COUNTRY OF<br />

INCORPORATION/<br />

PLACE OF<br />

NAME OF SUBSIDIARY PRINCIPAL ACTIVITIES BUSINESS<br />

PMB Project Management Business Relate to mechanical, electrical and engineering works Malaysia<br />

Sdn Bhd<br />

to design, build and provide facility management services<br />

for mission critical environments such as data centres,<br />

disaster recovery and business continuity sites<br />

PT PM-B Indonesia Relate to mechanical, electrical and engineering works Indonesia<br />

to design, build and provide facility management services<br />

for mission critical environments such as data centres,<br />

disaster recovery and business continuity sites<br />

Beijing Tong Fang Shi Cheng Ki Ji Pte Ltd Relate to mechanical, electrical and engineering works People’s Republic<br />

to design, build and provide facility management services of China<br />

for mission critical environments such as data centres,<br />

disaster recovery and business continuity sites<br />

ST Electronics (Training & Simulation Design, development, supply, integration and <strong>Singapore</strong><br />

Systems) Pte. Ltd.<br />

maintenance of training and simulation systems<br />

ST Electronics (Digital Media) Pte. Ltd. Design, development and manufacture of computers <strong>Singapore</strong><br />

(formerly known as Interactive Visual and data processing systems, as well as provision of<br />

Laboratory Pte. Ltd.)<br />

services for the processing and maintenance of data<br />

and information<br />

ST Education & Training Private Limited Provision of education and training, management and <strong>Singapore</strong><br />

consultancy services for operational and technical domains<br />

of maritime, aerospace and land services and industries<br />

STET Maritime Education Pte. Ltd. Provision of education and training for operational and <strong>Singapore</strong><br />

technical domains of the maritime industry<br />

STET Maritime Bureau Pte. Ltd.<br />

Provision of marine audit, survey and consultancy services <strong>Singapore</strong><br />

Brightspot Interactive Learning Pte. Ltd. Investment holding and provision of training services <strong>Singapore</strong><br />

such as soft skills and management skills to corporations,<br />

and other courses to individuals through satellites<br />

broadcast<br />

Brightspot Interactive Learning Inc Provision of training services such as soft skills and People’s Republic<br />

management skills to corporations, and other courses of China<br />

to individuals through satellites broadcast<br />

ST Electronics (Info-Comm Systems) Design, development, systems integration, manufacturing <strong>Singapore</strong><br />

Pte. Ltd.<br />

and sale of communication equipment, GPS-based fleet<br />

management system, traffic management system,<br />

info appliances and defence electronics


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 152<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

COUNTRY OF<br />

INCORPORATION/<br />

PLACE OF<br />

NAME OF SUBSIDIARY PRINCIPAL ACTIVITIES BUSINESS<br />

ST Electronics (Info-Security) Pte. Ltd. Design, development, sale and provision of technical <strong>Singapore</strong><br />

(formerly known as DigiSAFE Pte Ltd) support for information security products, solutions<br />

and services<br />

DataMark <strong>Technologies</strong> Pte Ltd Develop and provide digital water marking and <strong>Singapore</strong><br />

related solutions<br />

STELCOMMS Pte. Ltd. Design, development and sale of communication <strong>Singapore</strong><br />

related products and subsystems<br />

ST Electronics (Satcom & Sensor Manufacture of microwave components and <strong>Singapore</strong><br />

Systems) Pte. Ltd.<br />

sub-systems, system integration and provision of<br />

related repairs and maintenance for the<br />

telecommunications and defence electronics industries<br />

ST Electronics (Sichuan) Co., Ltd Maintenance of communication and other related People’s Republic<br />

apparatus and consultant service of telecommunication of China<br />

technology<br />

ST Electronics (Shanghai) Co., Ltd Development and manufacturing of computer control People’s Republic<br />

and management systems, microwave control systems, of China<br />

simulation and training systems, security systems,<br />

MRT passenger information systems, MRT autofare<br />

collection system, MRT platform screen door system<br />

and related software. Provision of related technical<br />

consultation and aftersales services and sale of<br />

in-house products.<br />

ST Electronics-PCI Co., Ltd Computer software and hardware R&D and manufacture, People’s Republic<br />

computer supervise and control management system, of China<br />

microwave system, simulation and training system,<br />

security management system and peripheral devices,<br />

selling in-house products, and offering relevant system<br />

integration and skill consultation and after-sales service.<br />

Electronic technologies, industry automatic equipment<br />

R&D, electronic consulting service, system integration<br />

and network engineering installation.<br />

iTS <strong>Technologies</strong> Pte Ltd Development, marketing and maintenance of advance <strong>Singapore</strong><br />

simulation and training systems for the aircraft and<br />

other industries<br />

ST Electronics (Taiwan) Limited # Provide integration for large-scale system projects in Taiwan<br />

rail, expressway and intelligent building<br />

management solutions


153<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

COUNTRY OF<br />

INCORPORATION/<br />

PLACE OF<br />

NAME OF SUBSIDIARY PRINCIPAL ACTIVITIES BUSINESS<br />

Intelect <strong>Technologies</strong>, Incorporated # Development and supply of a family of multi-access USA<br />

optical networking equipment<br />

Ripple Systems Pty Ltd Design, develop and implement innovative software Australia<br />

systems for technically challenging integration<br />

applications. Key markets for these applications are<br />

rail command and control (ISCS) and intelligent<br />

transport systems (ITS) for road infrastructure.<br />

STELOP Pte. Ltd. (formerly known as Design, development, manufacture and sale of electro- <strong>Singapore</strong><br />

Chartered Electro-Optics Pte Ltd)<br />

optical and electronic products and systems and the<br />

provision of related services<br />

TranSys Pte Ltd Design, development, distribution, maintenance and <strong>Singapore</strong><br />

marketing of railway related products<br />

<strong>Singapore</strong> <strong>Technologies</strong> Kinetics Ltd Provision of design and engineering services, <strong>Singapore</strong><br />

manufacture, sales and knowhow transfer of military<br />

and commercial vehicles, automotive subsystems,<br />

armament, weapons, weapon systems, ammunition and<br />

explosives and the provision of engineering services<br />

for assembly, upgrading/modifications, maintenance,<br />

repair and overhaul of vehicles and weapon systems,<br />

and trading in motor vehicles, equipment, vehicle<br />

spares and related accessories<br />

<strong>Singapore</strong> Ordnance <strong>Engineering</strong> Pte. Ltd. Workshop and provision of engineering services <strong>Singapore</strong><br />

Mobility Systems Pte Ltd Investment holding <strong>Singapore</strong><br />

Silvatech Global Systems Limited # Owns the intellectual property rights to electro-hydraulic British Virgin<br />

drive, hydro-mechanical and electro-mechanical<br />

Islands<br />

continuously variable transmissions technologies, and<br />

equipment powered by such drives<br />

Silvatech Systems Corporation Pte Ltd Designing, manufacturing, marketing and managing <strong>Singapore</strong><br />

licencees of technologies and products using electrohydraulic<br />

drive, hydro-mechanical and electro-mechanical<br />

continuously variable transmissions, and equipment<br />

powered by such drives, globally<br />

Kinetics Drive Solutions Inc. # Research and development, manufacturing and sales of Canada<br />

(formerly known as Int. Silvatech<br />

electro-hydraulic drive, hydro-mechanical and electro-<br />

Industries Inc.)<br />

mechanical continuously variable transmissions<br />

technologies, and equipment powered by such drives


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 154<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

COUNTRY OF<br />

INCORPORATION/<br />

PLACE OF<br />

NAME OF SUBSIDIARY PRINCIPAL ACTIVITIES BUSINESS<br />

STA Inspection Pte Ltd Inspection of heavy goods vehicles, light vehicles, <strong>Singapore</strong><br />

motor cars, buses and motorcycles, provision of vehicle<br />

inspection project management, provision of independent<br />

damage assessment services as well as to act as the<br />

commission agent for the sale and purchase of motor<br />

vehicle spare parts mainly conducted online via<br />

the internet<br />

JuzclickCar.com Pte Ltd # Dormant <strong>Singapore</strong><br />

<strong>Singapore</strong> Commuter Private Limited Dormant <strong>Singapore</strong><br />

ST Automotive Industrial Pte Ltd Dormant <strong>Singapore</strong><br />

STA Investment Pte Ltd Investment dealing <strong>Singapore</strong><br />

ST Automotive (Vietnam) Pte Ltd # Dormant <strong>Singapore</strong><br />

STA Detroit Diesel-Allison (<strong>Singapore</strong>) Assembling and marketing of diesel engines and <strong>Singapore</strong><br />

Pte Ltd<br />

related products and the provision of technical services,<br />

field services, repair and maintenance services<br />

Shanghai Elite Electric Vehicles Co., Ltd Manufacture and sale of electric bicycles and provision People’s Republic<br />

of vehicle repairs and consultancy services<br />

of China<br />

Expert Systems Pte Ltd # Dormant <strong>Singapore</strong><br />

<strong>Singapore</strong> Test Services Private Limited Provision of professional engineering consultancy, tests, <strong>Singapore</strong><br />

inspection, certification and related services<br />

SAO Industrial Services Pte Ltd Dormant <strong>Singapore</strong><br />

Advanced Material <strong>Engineering</strong> Pte. Ltd. Provision of design and engineering services, <strong>Singapore</strong><br />

manufacture, sales, disposal and knowhow transfer<br />

of precision munitions, ammunition, armament, weapon<br />

systems, military equipment, explosives, hand-grenades,<br />

thunder-flashes, pyrotechnic products and gunpowder<br />

and the provision of engineering services for assembly,<br />

upgrading/modifications, maintenance, repair and<br />

overhaul of ammunition and weapon systems, and<br />

related services<br />

Advanced Pyrotechnic Materials Manufacture and sale of pyrotechnic products <strong>Singapore</strong><br />

Private Limited (formerly known as<br />

Chartered Pyrotechnic Industries<br />

Private Limited)<br />

Unicorn International Pte Limited Trading and Marketing <strong>Singapore</strong>


155<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

COUNTRY OF<br />

INCORPORATION/<br />

PLACE OF<br />

NAME OF SUBSIDIARY PRINCIPAL ACTIVITIES BUSINESS<br />

Allied Ordnance of <strong>Singapore</strong> (Pte) Limited Provision of design and engineering services, <strong>Singapore</strong><br />

manufacture, sales and knowhow transfer of armament,<br />

weapons, weapon systems, ammunition, explosives,<br />

weapon magazines, military equipment, machines, tools,<br />

spares and components and the provision of engineering<br />

services for assembly, upgrading/modification,<br />

maintenance, repair and overhaul of guns and<br />

weapons systems, and related services<br />

Ordnance Development and <strong>Engineering</strong> Provision of design and engineering services, <strong>Singapore</strong><br />

Company of <strong>Singapore</strong> (1996)<br />

manufacture, sales and knowhow transfer of armament,<br />

Private Limited<br />

weapons, weapon systems, ammunition, explosives,<br />

weapon magazines, military equipment, machines, tools,<br />

spares and components and the provision of engineering<br />

services for assembly, upgrading/modification,<br />

maintenance, repair and overhaul of guns and<br />

weapons systems, and related services<br />

Autonomous Technology Pte Ltd Investment holding <strong>Singapore</strong><br />

Guizhou Jonyang Kinetics Co., Ltd. Design, manufacture, sales and services support of People’s Republic<br />

construction, engineering and industrial-related<br />

of China<br />

machinery and accessories, provide engineering<br />

consultancy services to engineering and manufacturing<br />

companies, be a contract manufacturer of construction,<br />

engineering and industrial-related machinery and<br />

accessories, as well as supplying of casting and forging<br />

parts for all industries, represent and sell other<br />

manufacturer’s construction, engineering, energy and<br />

industrial-related machinery and accessories in the<br />

domestic and international market.<br />

Kinetics Systems (Shanghai) Co. Ltd. Manufacture of vehicle drive systems, industrial drive People’s Republic<br />

motors, small external combustion engines, and sale of of China<br />

self manufactured products<br />

Founders Industries Pte Ltd* Dormant <strong>Singapore</strong><br />

Ordnance Development and <strong>Engineering</strong> Dormant <strong>Singapore</strong><br />

Company of <strong>Singapore</strong> (Private) Limited **<br />

STAR Automotive Center (Zhejiang) Provide automotive services, including automotive fixing, People’s Republic<br />

Co., Ltd. maintaining, service, automotive examination and of China<br />

maintenance, damage fixing, automotive beautifying<br />

and decorating, trading and supplying of automotive spare<br />

parts, training, technology consultation, tow truck service<br />

and after sales technical support, etc.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 156<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

COUNTRY OF<br />

INCORPORATION/<br />

PLACE OF<br />

NAME OF SUBSIDIARY PRINCIPAL ACTIVITIES BUSINESS<br />

<strong>Singapore</strong> <strong>Technologies</strong> Marine Ltd Construction and repair of naval and commercial vessels, <strong>Singapore</strong><br />

design, integration, fabrication, installation of military and<br />

commercial engineering equipment and the provision of<br />

engineering consultancy and technical management<br />

services<br />

STSE <strong>Engineering</strong> Services Pte Ltd Contractor, developer and sub-contractor of engineering <strong>Singapore</strong><br />

and engineering related works and provider of turnkey<br />

engineering solutions<br />

Vision <strong>Technologies</strong> Systems, Inc. # Investment holding USA<br />

<strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong><br />

(USA) Inc. # Dormant USA<br />

SA Supplies (USA) Inc. # Dormant USA<br />

VT Systems, Inc. #<br />

Investment holding and providing investment services<br />

to the Group<br />

USA<br />

Vision <strong>Technologies</strong> Aerospace, Investment holding and providing investment services USA<br />

Incorporated #<br />

ST Mobile Aerospace <strong>Engineering</strong>, Inc. Repair and maintenance of aircraft USA<br />

DalFort Aerospace GP, Inc. # Dormant USA<br />

DalFort Aerospace, L.P. + +# Dormant USA<br />

San Antonio Aerospace GP, LLC # Investment holding USA<br />

San Antonio Aerospace LP Repair and maintenance of aircraft USA<br />

Vision <strong>Technologies</strong> Electronics, Inc. # Investment holding USA<br />

iDirect, Inc. Design, develop and market two-way internet USA<br />

protocol - (IP) based broadband satellite networking<br />

solutions that deliver voice, data and video services<br />

to enterprise and government customer locations<br />

worldwide<br />

iDirect Hong Kong Limited Markets two-way internet protocol – (IP) based Hong Kong<br />

broadband satellite networking solutions<br />

iDirect UK Limited Markets two-way internet protocol – (IP) based UK<br />

broadband satellite networking solutions


157<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

COUNTRY OF<br />

INCORPORATION/<br />

PLACE OF<br />

NAME OF SUBSIDIARY PRINCIPAL ACTIVITIES BUSINESS<br />

iDirect Italy srl Markets two-way internet protocol – (IP) based Italy<br />

broadband satellite networking solutions<br />

iDirect International Corporation Markets two-way internet protocol – (IP) based USA<br />

broadband satellite networking solutions<br />

iDirect <strong>Singapore</strong> Pte. Ltd. Markets two-way internet protocol- (IP) based <strong>Singapore</strong><br />

broadband satellite networking solutions<br />

Vision <strong>Technologies</strong> Kinetics, Inc. # Investment holding USA<br />

Miltope Corporation # Manufacturer of militarised and rugged computer USA<br />

equipment for military applications and commercial<br />

computer related products for the commercial<br />

aerospace market including in-flight entertainment<br />

systems and wireless local area network equipment<br />

MÄK <strong>Technologies</strong>, Inc. #<br />

Develop and supply software products and services<br />

for Networked Synthetic Environments<br />

USA<br />

Vision <strong>Technologies</strong> Land Systems, Inc. # Investment holding USA<br />

VT Dimensions, Inc. # Investment holding and licensing of intellectual USA<br />

properties<br />

VT LeeBoy, Inc. # Manufacture of asphalt paving and road maintenance USA<br />

equipment including LeeBoy branded asphalt pavers,<br />

motor graders, compactors, force feed loaders, asphalt<br />

maintainers/patchers, tack distributors, and Rosco<br />

branded asphalt distributors, street flushers, brooms<br />

and asphalt spray patchers<br />

VT Specialized Vehicles Corporation Manufacture and marketing of specialised aluminium USA<br />

(formerly known as Specialized<br />

drop-frame truck bodies, trailers, refrigerated truck<br />

Vehicles Corporation) #<br />

bodies and trailers and speciality vehicle cabs<br />

Vision <strong>Technologies</strong> Marine, Inc. # Investment holding and providing investment services USA<br />

to the Marine sector<br />

VT Halter Marine, Inc. # Construction and repair of naval and commercial USA<br />

vessels, design, integration, fabrication, installation<br />

of engineering equipment and provision of<br />

engineering services<br />

<strong>Singapore</strong> <strong>Technologies</strong> Dynamics Pte Ltd Technology development, advanced concept design <strong>Singapore</strong><br />

and development and technology acquisition


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 158<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

COUNTRY OF<br />

INCORPORATION/<br />

PLACE OF<br />

NAME OF SUBSIDIARY PRINCIPAL ACTIVITIES BUSINESS<br />

ST Synthesis Pte Ltd Provision of one-stop total integrated logistic <strong>Singapore</strong><br />

support services<br />

FusionTech Pte. Ltd. Investment holding <strong>Singapore</strong><br />

Kaz-ST <strong>Engineering</strong> Bastau Limited Provision of IT, engineering defence and Kazakhstan<br />

Liability Partnership<br />

related services<br />

#<br />

Not required to be audited under the law in the country of incorporation.<br />

+<br />

This entity ceased operations in December <strong>2006</strong>.<br />

^<br />

Newly incorporated during the year and not required to be audited.<br />

* This entity was under members’ voluntary liquidation in the prior year and has completed its liquidation in January 2007.<br />

** This entity was under members’ voluntary liquidation in the prior year and has completed its liquidation during the year.<br />

++<br />

This entity ceased operations in October 2003.<br />

All subsidiaries that are required to be audited under the law in the country of incorporation are audited by Ernst & Young,<br />

<strong>Singapore</strong> except for the following:<br />

NAME OF SUBSIDIARY<br />

ST PAE Holdings Pty Ltd<br />

Airline Rotables (UK Holdings) Limited<br />

<strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> (Europe) Ltd<br />

Airline Rotables Limited<br />

Bournemouth Aviation Services Company Limited<br />

ST Mobile Aerospace <strong>Engineering</strong>, Inc<br />

SAS Component Group A/S<br />

San Antonio Aerospace LP<br />

SEEL Electronic & <strong>Engineering</strong> Sdn Bhd<br />

INFA Systems Limited<br />

ST Electronics (Sichuan) Co., Ltd<br />

ST Electronics (Shanghai) Co., Ltd<br />

ST Electronics-PCI Co., Ltd<br />

Ripple Systems Pty Ltd<br />

PMB Project Management Business Sdn Bhd<br />

PT PM-B Indonesia<br />

Beijing Tong Fang Shi Cheng Ki Ji Pte Ltd<br />

Brightspot Interactive Learning Inc.<br />

Shanghai Elite Electric Vehicles Co., Ltd<br />

Kinetics Systems (Shanghai) Co., Ltd.<br />

STAR Automotive Center (Zhejiang) Co., Ltd.<br />

Guizhou Jonyang Kinetics Co., Ltd<br />

Kaz-ST <strong>Engineering</strong> Bastau Limited Liability Partnership<br />

NAME OF ACCOUNTING FIRM<br />

Ernst & Young, Perth<br />

Ernst & Young, Cambridge<br />

Ernst & Young, Cambridge<br />

Ernst & Young, Cambridge<br />

Ernst & Young, Cambridge<br />

Ernst & Young, Birmingham<br />

Ernst & Young, Denmark<br />

Ernst & Young, San Antonio<br />

Ernst & Young, Kuala Lumpur<br />

Ernst & Young, Hong Kong<br />

Ernst & Young, Shanghai<br />

Ernst & Young, Shanghai<br />

Ernst & Young, Guangzhou<br />

Ernst & Young, Perth<br />

Ernst & Young, Kuala Lumpur<br />

Ernst & Young, Jakarta<br />

Ernst & Young, Beijing<br />

Ernst & Young, Beijing<br />

Ernst & Young, Shanghai<br />

Ernst & Young, Shanghai<br />

Ernst & Young, Shanghai<br />

Ernst & Young, Guangzhou<br />

Ernst & Young, Kazakhstan


159<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

8. SUBSIDIARIES (continued)<br />

(a) During the financial year, the Group incorporated the following subsidiaries:<br />

COUNTRY OF INCORPORATION<br />

DATE OF<br />

NAME OF COMPANY AND PLACE OF BUSINESS EQUITY INTEREST HELD INCORPORATION<br />

%<br />

Panama Aerospace <strong>Engineering</strong> Inc. Republic of Panama 100 27 May <strong>2006</strong><br />

iDirect <strong>Singapore</strong> Pte. Ltd. <strong>Singapore</strong> 100 31 July <strong>2006</strong><br />

(b) During the financial year, the Group acquired the following companies:<br />

NET TANGIBLE<br />

INTEREST ASSETS DATE OF<br />

NAME OF COMPANY ACQUIRED CONSIDERATION ACQUIRED ACQUISITION<br />

% $’000 $’000<br />

SAS Component Group A/S 71.3 155,926 244,441 15 March <strong>2006</strong><br />

PM-B Pte Ltd (and its subsidiaries) 70 20,160 7,184 20 January <strong>2006</strong><br />

STELCOMMS Pte. Ltd 100 1,020 1,015 3 January <strong>2006</strong><br />

Brightspot Interactive Learning 51 3,428 1,135 14 March <strong>2006</strong><br />

Pte. Ltd. (and its subsidiary)<br />

MÄK <strong>Technologies</strong>, Inc. 80 31,881 7,186 21 December <strong>2006</strong><br />

VT LeeBoy, Inc. 100 212,205 40,476 9 June <strong>2006</strong><br />

(c) During the financial year, the Group acquired additional equity interests in the following companies:<br />

NET TANGIBLE<br />

INTEREST INTEREST AFTER ASSETS<br />

NAME OF COMPANY ACQUIRED ACQUISITION CONSIDERATION ACQUIRED<br />

% % $’000 $’000<br />

TranSys Pte Ltd 50 100 – 615<br />

STAR Automotive Center (Zhejiang) Co., Ltd. 16.24 86.24 2,566 2,344<br />

Silvatech Systems Corporation Pte Ltd 50 100 – –<br />

(and its subsidiaries)


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 160<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

9. ASSOCIATED COMPANIES AND JOINT VENTURES<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Quoted shares, at cost 24,800 43,650<br />

Unquoted shares, at adjusted cost 200,165 155,240<br />

Preference shares, at cost 238 238<br />

Goodwill on acquisition written off (1,737) (1,737)<br />

Share of net assets acquired 223,466 197,391<br />

Provision for impairment in value of investments (9,845) (4,973)<br />

Share of post-acquisition:<br />

Profits 94,308 95,745<br />

Reserves (13,784) (6,200)<br />

294,145 281,963<br />

The investment in associated company of $50,000 in the Company represents the cost of investment in <strong>2006</strong> JV Pte. Ltd.<br />

(formerly known as Asian Aerospace <strong>2006</strong> Pte. Ltd.).<br />

The Group has a call option to acquire up to 51% of one of the associated companies subject to certain terms and conditions.<br />

Provision for impairment in value of investments<br />

Movements in provision for impairment in value of investments during the year are as follows:<br />

At beginning of the year 4,973 5,271<br />

Charge to statement of profit and loss 4,865 442<br />

Impairment written off against provision – (742)<br />

Translation difference 7 2<br />

At end of the year 9,845 4,973<br />

During the year, the Group made an impairment provision of $4.4 million for one of its associated companies as it had been<br />

delisted from the Hong Kong Stock Exchange. The impairment provision was made based on its estimated recoverable<br />

amount at the end of the current year.<br />

Provision for impairment in value of a joint venture<br />

Movements in provision for impairment in value of a joint venture during the year are as follows:<br />

At beginning of the year – 2,999<br />

Charge to statement of profit and loss – 258<br />

Transfer to offset against the acquisition of property, plant and equipment – (3,257)<br />

At end of the year – –<br />

On 1 November 2005, a joint venture transferred its property, plant and equipment to its joint venture partners due to a<br />

restructuring of a loan agreement. The cost of the property, plant and equipment that was transferred to the Group amounted<br />

to $5,795,000 and was offset against the net investment in the joint venture.


161<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

9. ASSOCIATED COMPANIES AND JOINT VENTURES (continued)<br />

The summarised financial information of the associated companies is as follows:<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Results<br />

Turnover 2,892,730 2,523,005<br />

Net profit for the year 108,545 103,243<br />

Assets and liabilities<br />

Non-current assets 423,305 449,853<br />

Current assets 1,150,366 1,131,390<br />

Current liabilities (290,195) (715,258)<br />

Non-current liabilities (458,824) (102,693)<br />

824,652 763,292<br />

As at 31 December <strong>2006</strong>, cumulative and current year’s unrecognised share of losses in associated companies amounted to<br />

$828,492 (2005: $696,146) and $448,049 (2005: $459,270) respectively.<br />

The Group’s share of the joint ventures’ results, assets and liabilities are as follows:<br />

Results<br />

Turnover 22,516 23,186<br />

Net profit for the year 228 1,993<br />

Assets and liabilities<br />

Non-current assets 5,362 4,241<br />

Current assets 34,500 27,945<br />

Current liabilities (21,253) (13,308)<br />

Non-current liabilities (172) (24)<br />

18,437 18,854


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 162<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

9. ASSOCIATED COMPANIES AND JOINT VENTURES (continued)<br />

(a) Details of the associated companies are as follows:<br />

COUNTRY OF EFFECTIVE EQUITY<br />

INCORPORATION/ INTEREST HELD<br />

NAME OF ASSOCIATED COMPANY PRINCIPAL ACTIVITIES PLACE OF BUSINESS BY THE GROUP<br />

<strong>2006</strong> 2005<br />

% %<br />

Aerospace <strong>Engineering</strong> Services Pty Ltd Maintenance and servicing Australia 50 50<br />

of aircraft<br />

Aerospace <strong>Engineering</strong> Services Pty Ltd Trustee of unit trust fund Australia 50 50<br />

Unit Trust<br />

1988 JV Pte. Ltd. Promoting and organising <strong>Singapore</strong> 50 50<br />

trade exhibitions in <strong>Singapore</strong><br />

for systems, equipment, products<br />

and services in aerospace and<br />

defence-related applications on<br />

a biennial basis<br />

Composite Technology International Pte Ltd Repairing and rebuilding <strong>Singapore</strong> 33.33 33.33<br />

helicopter rotor blades<br />

Eurocopter South East Asia Private Limited Selling, maintaining and <strong>Singapore</strong> 25 25<br />

overhauling of helicopters<br />

Shanghai <strong>Technologies</strong> Aerospace Aircraft and component People’s Republic 49 49<br />

Company Limited maintenance, repair, overhaul of China<br />

and other related maintenance<br />

business<br />

<strong>Singapore</strong> Precision Repair and Overhaul Repair and overhaul of aircraft <strong>Singapore</strong> 50 50<br />

Pte Ltd<br />

and helicopter landing gears<br />

and its related components<br />

Turbine Coating Services Pte Ltd Repair, refurbishment and <strong>Singapore</strong> 24.5 24.5<br />

upgrading of aircraft jet engine<br />

turbine blades and vanes<br />

Turbine Overhaul Services Pte Ltd Repair and service of gas and <strong>Singapore</strong> 49 49<br />

steam turbine components<br />

Autoscan Technology Pte Ltd Computer consultancy, trading <strong>Singapore</strong> 25.8 25.8<br />

in computerised information<br />

retrieval equipment and related,<br />

rendering of technical support<br />

services and printing and trading<br />

of labels and book binding


163<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

9. ASSOCIATED COMPANIES AND JOINT VENTURES (continued)<br />

COUNTRY OF EFFECTIVE EQUITY<br />

INCORPORATION/ INTEREST HELD<br />

NAME OF ASSOCIATED COMPANY PRINCIPAL ACTIVITIES PLACE OF BUSINESS BY THE GROUP<br />

<strong>2006</strong> 2005<br />

% %<br />

COMAT Training Services Pte Ltd Operating of a computer <strong>Singapore</strong> 45.47 45.47<br />

training school, providing training<br />

in computer software and<br />

applications<br />

ECS Holdings Limited Relating to investment holding <strong>Singapore</strong> 20.86 20.86<br />

and the distribution of information<br />

technology products<br />

Green Dot Internet Services Pte Ltd Web hosting services and <strong>Singapore</strong> 22.66 23.8<br />

development of e-commerce<br />

applications<br />

Infowave Pte Ltd Design, development and <strong>Singapore</strong> 43 43<br />

supply of mobile computing and<br />

wireless communications<br />

products and solutions<br />

iWOW Technology Pte Ltd To carry out research and <strong>Singapore</strong> 21.74 26.6<br />

development, consultancy<br />

services in telecommunication,<br />

electrical and related fields<br />

Knowledge Alive Pte. Ltd. Offer technologically-driven <strong>Singapore</strong> 45.47 45.47<br />

learning and knowledge solutions,<br />

products and services to corporate,<br />

tertiary and workforce markets<br />

Mobile Solutions and Payment Mobile-commerce and mobile- <strong>Singapore</strong> 21.57 21.57<br />

Services Pte Ltd @<br />

commerce related activities<br />

mPayment Pte Ltd To provide internet and <strong>Singapore</strong> 31.78 31.78<br />

telecommunication related services<br />

and consultancy services in<br />

information technologies<br />

PM-B Project Management Business Relate to mechanical, electrical Thailand 34.3 –<br />

(Thailand) Ltd<br />

and engineering works to design,<br />

build and provide facility<br />

management services for mission<br />

critical environments such as data<br />

centres, disaster recovery and<br />

business continuity sites


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 164<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

9. ASSOCIATED COMPANIES AND JOINT VENTURES (continued)<br />

COUNTRY OF EFFECTIVE EQUITY<br />

INCORPORATION/ INTEREST HELD<br />

NAME OF ASSOCIATED COMPANY PRINCIPAL ACTIVITIES PLACE OF BUSINESS BY THE GROUP<br />

<strong>2006</strong> 2005<br />

% %<br />

PolarSat Inc ß Development, manufacturing and Canada 38.98 38.98<br />

marketing of multimedia VSAT<br />

(Very Small Aperture Terminals)<br />

and Satcom satellite networks<br />

Prescient Systems & <strong>Technologies</strong> Pte. Ltd. Business of developing, producing <strong>Singapore</strong> 47.84 47.84<br />

and marketing non-real time and<br />

real time instrumentation systems<br />

for defence and commercial<br />

applications<br />

RF Korea Inc. ß Manufacture and sell wireless Korea 22 22<br />

communication devices and<br />

related equipments<br />

Sandz Solutions (<strong>Singapore</strong>) Pte Ltd Providing enterprise computing <strong>Singapore</strong> 25 25<br />

solutions and trading in computer<br />

and peripherals<br />

Sandz Solutions (HK) Pte Ltd Provider of enterprise business Hong Kong 25 25<br />

IT solutions<br />

Sentry <strong>Technologies</strong> Pte Ltd * Design, development and sale <strong>Singapore</strong> 35 35<br />

of computer security products<br />

Sino Stride Technology (Holdings) Limited Development and provision of Cayman Islands 28.01 28.01<br />

system integration solutions<br />

ST LogiTrack Pte Ltd Development and sales of radio <strong>Singapore</strong> 39.06 50<br />

frequency identification<br />

applications in the logistics and<br />

related industries<br />

Trusted Hub Ltd Provision of an integrated <strong>Singapore</strong> 21.8 21.8<br />

trusted environment for secured<br />

transactions and e-commerce<br />

WizVision Pte. Ltd. Providing information technology <strong>Singapore</strong> 22.8 22.8<br />

services and trading of computer<br />

accessories<br />

WizVision (HK) Pte Limited Investment holding Hong Kong 22.8 22.8


165<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

9. ASSOCIATED COMPANIES AND JOINT VENTURES (continued)<br />

COUNTRY OF EFFECTIVE EQUITY<br />

INCORPORATION/ INTEREST HELD<br />

NAME OF ASSOCIATED COMPANY PRINCIPAL ACTIVITIES PLACE OF BUSINESS BY THE GROUP<br />

<strong>2006</strong> 2005<br />

% %<br />

1699590 Ontario Inc ß Research and development Canada 49 –<br />

CIS-Oerlikon Pte Ltd ** Dormant <strong>Singapore</strong> – 50<br />

CityCab Pte Ltd Rental of taxis and provision <strong>Singapore</strong> 46.5 46.5<br />

of premier bus service, charge<br />

card facilities and travel related<br />

services<br />

Defence Electronics of <strong>Singapore</strong> Pte Ltd Manufacture of fuses <strong>Singapore</strong> 49 49<br />

Nusantara <strong>Technologies</strong> Sdn. Bhd. Provision of non-destructive Malaysia 49 49<br />

testing services, ultrasonic flaw<br />

detection and gauging survey<br />

and pressure gauge calibration<br />

Timoney Holdings Limited Design and prototyping services Republic of Ireland 25 25<br />

and component supply for the<br />

automotive and aerospace<br />

engineering sectors<br />

Anchorville Pte Ltd ## Dormant <strong>Singapore</strong> 30 30<br />

AquaGen International Pte Ltd ## Dormant <strong>Singapore</strong> 25 25<br />

PT SSE-Van der Horst Indonesia Provision of precision Indonesia 24 24<br />

engineering services<br />

<strong>2006</strong> JV Pte. Ltd. (formerly known as Promoting and organising trade <strong>Singapore</strong> 50 50<br />

Asian Aerospace <strong>2006</strong> Pte. Ltd.)<br />

exhibitions in <strong>Singapore</strong> for<br />

systems, equipment, products<br />

and services in aerospace and<br />

defence-related applications on<br />

a biennial basis<br />

NanoScience Innovation Pte Ltd Research and development, <strong>Singapore</strong> 27.06 38.33<br />

manufacturing, distributing and<br />

trading of ultra fine structure,<br />

especially nano-scale, materials,<br />

devices, equipment and<br />

intellectual properties<br />

* During the year, this entity has made an application to the Accounting and Corporate Regulatory Authority (“ACRA”) for<br />

strike off from the Registrar.<br />

** During the year, this entity was struck off from the Registrar with ACRA.<br />

##<br />

These associated companies are under compulsory winding up by the Court.<br />

@<br />

The company is under the process of members’ voluntary liquidation.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 166<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

9. ASSOCIATED COMPANIES AND JOINT VENTURES (continued)<br />

(b) Details of joint ventures are as follows:<br />

COUNTRY OF EFFECTIVE EQUITY<br />

INCORPORATION/ INTEREST HELD<br />

NAME OF JOINT VENTURE PRINCIPAL ACTIVITIES PLACE OF BUSINESS BY THE GROUP<br />

<strong>2006</strong> 2005<br />

% %<br />

GFM Electronics S.A. de C.V. Distribution and sales of high Mexico 50 50<br />

technology systems, services and<br />

products in the communications<br />

area, as well as electronics<br />

systems, principally closed<br />

circuits and alarms for airports,<br />

malls, stadiums and highways<br />

ATREC Pte. Ltd. Research and technology <strong>Singapore</strong> 50 –<br />

development in advanced<br />

materials for both defence<br />

and commercial applications<br />

Beijing Zhonghuan Kinetics Develop, manufacture and sale People’s Republic 50 50<br />

Heavy Vehicles Co. Ltd. of specialised heavy-duty of China<br />

vehicles and sale of related<br />

spare parts and provision of<br />

relevant technical consultancy<br />

and after sale technical<br />

support services<br />

SMART Systems Pte Ltd Life systems integration of <strong>Singapore</strong> 50 50<br />

weapon system<br />

STAR Automotive Center (Guangzhou) Provide automotive services, People’s Republic 50 50<br />

Co., Ltd. including automotive fixing, of China<br />

maintaining, service, automotive<br />

examination and maintenance,<br />

damage fixing, automotive<br />

beautifying and decorating,<br />

trading and supplying of<br />

automotive spare parts, training,<br />

technology consultation, tow truck<br />

service and after sales technical<br />

support, etc.<br />

Takata CPI <strong>Singapore</strong> Pte Ltd Manufacture of pyrotechnic <strong>Singapore</strong> 49 49<br />

components for seatbelts and<br />

air bags used in motor vehicles<br />

Halter-Bollinger Joint Venture LLC To bid and secure US boat USA 50 50<br />

fabrication contracts for its<br />

shareholders


167<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

9. ASSOCIATED COMPANIES AND JOINT VENTURES (continued)<br />

COUNTRY OF EFFECTIVE EQUITY<br />

INCORPORATION/ INTEREST HELD<br />

NAME OF JOINT VENTURE PRINCIPAL ACTIVITIES PLACE OF BUSINESS BY THE GROUP<br />

<strong>2006</strong> 2005<br />

% %<br />

Joint Shipyard Management Services Construction and managing <strong>Singapore</strong> 30 30<br />

Pte Ltd<br />

workers’ dormitories<br />

ß<br />

Not required to be audited under the law in the country of incorporation.<br />

All associated companies and joint ventures that are required to be audited under the law in the country of incorporation, are<br />

audited by Ernst & Young, <strong>Singapore</strong>, except for the following:<br />

NAME OF ASSOCIATED COMPANY/JOINT VENTURE<br />

NAME OF ACCOUNTING FIRM<br />

1988 JV Pte. Ltd. KPMG, <strong>Singapore</strong><br />

Composite Technology International Pte Ltd<br />

Deloitte and Touche, <strong>Singapore</strong><br />

Eurocopter South East Asia Private Limited<br />

KPMG, <strong>Singapore</strong><br />

Shanghai <strong>Technologies</strong> Aerospace Company Limited Ernst & Young, Shanghai<br />

Turbine Coating Services Pte Ltd<br />

PricewaterhouseCoopers, <strong>Singapore</strong><br />

Turbine Overhaul Services Pte Ltd<br />

PricewaterhouseCoopers, <strong>Singapore</strong><br />

Autoscan Technology Pte Ltd<br />

Lee Seng Chan & Co<br />

COMAT Training Services Pte Ltd<br />

BDO Raffles<br />

ECS Holdings Limited<br />

KPMG, <strong>Singapore</strong><br />

GFM Electronics S.A. de C.V.<br />

PricewaterhouseCoopers, Mexico<br />

Green Dot Internet Services Pte Ltd<br />

KPMG, <strong>Singapore</strong><br />

Infowave Pte Ltd<br />

Lee Seng Chan & Co<br />

iWOW Technology Pte Ltd<br />

LW Ong & Co<br />

Knowledge Alive Pte. Ltd.<br />

BDO Raffles<br />

Mobile Solutions and Payment Services Pte Ltd<br />

KPMG, <strong>Singapore</strong><br />

mPayment Pte Ltd<br />

Thong & Lim<br />

PM-B Project Management Business (Thailand) Ltd SCI Audit Plus Limited<br />

Sandz Solutions (<strong>Singapore</strong>) Pte Ltd<br />

Jee Ah Chian & Co<br />

Sandz Solutions (HK) Pte Ltd<br />

Ting Ho Kwan & Chan<br />

Sino Stride Technology (Holdings) Limited<br />

Ernst & Young, Hong Kong<br />

ST LogiTrack Pte Ltd<br />

KPMG, <strong>Singapore</strong><br />

Trusted Hub Ltd<br />

KPMG, <strong>Singapore</strong><br />

WizVision Pte. Ltd.<br />

B H Gan & Co<br />

WizVision (HK) Pte Limited<br />

W.M Yuen & Co<br />

Beijing Zhonghuan Kinetics Heavy Vehicles Co. Ltd. Ernst & Young, Beijing<br />

CityCab Pte Ltd<br />

Deloitte and Touche, <strong>Singapore</strong><br />

Nusantara <strong>Technologies</strong> Sdn. Bhd.<br />

Deloitte Kassimchan, Malaysia<br />

STAR Automotive Center (Guangzhou) Co., Ltd.<br />

Ernst & Young, Guangzhou<br />

Timoney Holdings Limited<br />

KPMG, Ireland<br />

PT SSE-Van der Horst Indonesia<br />

Kap Fitradewata Teramihardja, Bap, Indonesia<br />

<strong>2006</strong> JV Pte. Ltd. KPMG, <strong>Singapore</strong><br />

NanoScience Innovation Pte Ltd<br />

Wong Mun Piaw & Co


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 168<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

10. INVESTMENTS<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Quoted investments (Available-for-sale)<br />

Equity shares, at fair value:<br />

Related corporations – 710<br />

Non-related corporations 19,044 51,925<br />

Total quoted investments 19,044 52,635<br />

Unquoted investments<br />

Equity shares<br />

Related corporations, at cost 955 956<br />

Non-related corporations, at cost 33,519 42,781<br />

Non-related corporations, at fair value 1,321 2,401<br />

35,795 46,138<br />

Venture capital funds and limited partnership, at fair value 4,079 5,539<br />

Convertible loans to non-related corporations # 1,258 882<br />

Short-term interest rate fund, at fair value – 20,109<br />

Loan to a related corporation 4,405 4,424<br />

Unit trust 42 –<br />

45,579 77,092<br />

Impairment in value of unquoted investments:<br />

Unquoted investments, stated at cost (36,765) (28,380)<br />

Total unquoted investments 8,814 48,712<br />

Total investments 27,858 101,347<br />

#<br />

During the current financial year, a subsidiary extended an interest-free convertible loan to an investee company at a<br />

nominal value of US$300,000. The subsidiary is entitled, at any time during the following five years from the date of<br />

disbursement of the loan, to convert from time to time into share equity of the investee company for the entire amount or<br />

such portion thereof on the basis of one ordinary share for every $1 of the loan amount.<br />

Included in the convertible loans is an amount of $700,000 (2005: $700,000) extended by a subsidiary to an investee<br />

company at an interest rate of 1% (2005: 1%) above bank prime rate per annum. This loan is convertible to shares in the<br />

investee company.<br />

The short-term interest rate fund in 2005 was the <strong>Full</strong>erton Short-Term Interest Rate (“FSTIR”) Fund, an open end fund. FSTIR<br />

Fund is a pooled fund organised as a unit trust managed by <strong>Full</strong>erton Fund Management Company Ltd, an indirect wholly<br />

owned subsidiary of Temasek Holdings (Private) Limited. Returns on FSTIR are benchmarked at 3-month <strong>Singapore</strong> Interbank<br />

bid (SIBID) rate. As at 31 December <strong>2006</strong>, the investment has been fully redeemed.


169<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

10. INVESTMENTS (continued)<br />

Impairment in value of unquoted investments<br />

Movements in impairment in value of unquoted investments during the year are as follows:<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

At beginning of the year 28,380 24,531<br />

Charge to statement of profit and loss 8,428 3,905<br />

Translation difference (43) (2)<br />

Utilised – (54)<br />

At end of the year 36,765 28,380<br />

11. INTANGIBLE ASSETS<br />

(a) Goodwill<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

(Restated)<br />

Cost<br />

At beginning of the year 318,165 59,569<br />

Acquisition of subsidiaries in prior year, as previously reported – 305,763<br />

Finalisation of purchase price allocation – (49,647)<br />

Acquisition of subsidiaries in prior year, as restated – 256,116<br />

Acquisition of subsidiaries in current year 224,886 –<br />

Acquisition of additional interest in a subsidiary 222 –<br />

Adjustment of goodwill – 3,114<br />

Translation difference (29,952) (634)<br />

At end of the year 513,321 318,165<br />

Impairment<br />

At beginning of the year 10,344 5,877<br />

Impairment for the year 8,135 4,483<br />

Translation difference 24 (16)<br />

At end of the year 18,503 10,344<br />

Net book value 494,818 307,821


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 170<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

11. INTANGIBLE ASSETS (continued)<br />

(b) Other intangible assets<br />

COMMERCIAL<br />

AND<br />

INTELLECTUAL CORPORATE OTHER<br />

DEFERRED PROPERTY CLUB INTANGIBLE<br />

EXPENDITURE* RIGHTS MEMBERSHIP ASSETS TOTAL<br />

$’000 $’000 $’000 $’000 $’000<br />

The Group<br />

Cost<br />

At 1.1.2005 – 5,101 – – 5,101<br />

Additions – 10 – – 10<br />

Acquisition of subsidiaries 1,076 – – – 1,076<br />

Translation difference – 46 – – 46<br />

Reclassified from investments – – 1,345 – 1,345<br />

As at 31.12.2005, as previously reported 1,076 5,157 1,345 – 7,578<br />

Finalisation of purchase price allocation # – 34,124 – – 34,124<br />

At 31.12.2005, as restated and at 1.1.<strong>2006</strong> 1,076 39,281 1,345 – 41,702<br />

Additions 4,742 520 – – 5,262<br />

Acquisition of subsidiaries 811 18,098 – 10,256 29,165<br />

Translation difference – (3,498) – (270) (3,768)<br />

At 31.12.<strong>2006</strong> 6,629 54,401 1,345 9,986 72,361<br />

Accumulated amortisation<br />

At 1.1.2005 – 2,589 – – 2,589<br />

Amortisation for the year 413 796 313 – 1,522<br />

Translation difference – 32 – – 32<br />

Impairment loss reclassified from investments – – 932 – 932<br />

Write-back of impairment loss – – (234) – (234)<br />

At 31.12.2005 and 1.1.<strong>2006</strong> 413 3,417 1,011 – 4,841<br />

Amortisation for the year 424 3,823 28 860 5,135<br />

Translation difference (1) (299) – (26) (326)<br />

Impairment loss + – 818 – – 818<br />

At 31.12.<strong>2006</strong> 836 7,759 1,039 834 10,468<br />

Net book value<br />

At 31.12.<strong>2006</strong> 5,793 46,642 306 9,152 61,893<br />

At 31.12.2005 663 35,864 334 – 36,861<br />

* Deferred expenditure includes a carrying amount of $4.6 million, of which amortisation has not commenced as the<br />

intangible asset has not begun to generate revenue.<br />

#<br />

These adjustments relate to the purchase price allocation to goodwill, intangible assets (excluding goodwill) and other<br />

assets for iDirect Inc., which was finalised during the current year.<br />

+<br />

During the year, an impairment of $818,000 was recognised in respect of the commercial and intellectual property rights<br />

of a product for which sales prospects have become uncertain.


171<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

11. INTANGIBLE ASSETS (continued)<br />

(c) Total intangible assets<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

(Restated)<br />

Net book value<br />

– Related to subsidiaries 556,711 344,682<br />

Impairment testing of goodwill<br />

Goodwill acquired through business combinations has been allocated to the Group’s cash-generating units (“CGU”) identified<br />

according to each individual business unit, for impairment testing. Goodwill in relation to SAS Component Group A/S, the<br />

group of companies under Brightspot Interactive Learning Pte. Ltd. and PM-B Pte Ltd, MÄK <strong>Technologies</strong>, Inc. and VT LeeBoy,<br />

Inc. has been determined provisionally and has not been allocated for impairment testing.<br />

Carrying amount of goodwill allocated to each of the CGU:<br />

Bournemouth Aviation Services Company Limited – 1,389<br />

SAS Component Group A/S *^ 16,069 –<br />

ST Aviation Resources Pte Ltd – 615<br />

Brightspot Interactive Learning Pte. Ltd. and its subsidiary * 2,293 –<br />

DataMark <strong>Technologies</strong> Pte Ltd 124 124<br />

iDirect, Inc. 187,532 204,966<br />

MÄK <strong>Technologies</strong>, Inc. * 24,695 –<br />

PM-B Pte Ltd and its subsidiaries * 12,976 –<br />

Ripple Systems Pty Ltd – 2,375<br />

STELCOMMS Pte. Ltd. 5 –<br />

STELOP Pte. Ltd. 1,732 1,732<br />

Silvatech Group – 3,821<br />

VT Specialized Vehicles Corporation 42,565 48,841<br />

STAR Automotive Center (Zhejiang) Co., Ltd. 222 –<br />

VT LeeBoy, Inc. * 166,956 –<br />

Miltope Corporation 39,649 43,958<br />

494,818 307,821<br />

^ Included in the carrying amount is purchased goodwill of $19,045,000 and negative goodwill arising on consolidation of<br />

$2,976,000.<br />

* The purchase price allocation to goodwill, intangible assets (excluding goodwill) and other assets is currently being<br />

assessed and is expected to be finalised within 12 months from the date of acquisition as disclosed in Note 8(b).<br />

The recoverable amounts of the CGUs are determined based on value-in-use calculations, except for SAS Component Group<br />

A/S, the group of companies under Brightspot Interactive Learning Pte. Ltd. and PM-B Pte Ltd, MÄK <strong>Technologies</strong>, Inc. and<br />

VT LeeBoy, Inc. as described above.<br />

The value-in-use calculations use cash flow projections based on financial budgets approved by management. Management<br />

have considered and determined the factors applied in these financial budgets which include budgeted gross margins and<br />

average growth rates. The budgeted gross margins are based on past performance and its expectation of market development.<br />

Average growth rates used are consistent with forecasts included in industry reports. The discount rate applied is assumed at<br />

6.6% (2005: 6.1%) for value-in-use calculations, which is also the Group’s weighted average cost of capital.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 172<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

11. INTANGIBLE ASSETS (continued)<br />

During the year, the carrying goodwill relating to:<br />

– Bournemouth Aviation Services Company Limited was fully impaired as the company had gone under voluntary liquidation<br />

– ST Aviation Resources Pte Ltd was fully impaired due to the uncertainty in its future business developments<br />

– Ripple Systems Pty Ltd was fully impaired based on an assessment of its projected future cash flow<br />

– Silvatech Group was fully impaired due to the continued uncertainty in its business and operating environment<br />

12. LONG-TERM RECEIVABLES<br />

(a) Long-term receivables comprise:<br />

GROUP<br />

COMPANY<br />

<strong>2006</strong> 2005 <strong>2006</strong> 2005<br />

$’000 $’000 $’000 $’000<br />

Housing and car loans and advances to staff 975 1,171 – 1<br />

Trade debtors * 2,657 6,600 – –<br />

Other debtors 99 – – –<br />

Loans to:<br />

Associated company # 140 – – –<br />

Joint venture^ 1,808 8,256 – –<br />

Loans to third parties 11,090 12,097 – –<br />

Allowance for doubtful loans to third parties (11,090) (12,097) – –<br />

– – – –<br />

5,679 16,027 – 1<br />

Receivable:<br />

Within 1 year 476 698 – 1<br />

After 1 year 5,203 15,329 – –<br />

5,679 16,027 – 1<br />

* Long-term trade debtors are unsecured and charged with half-yearly interest rate at LIBOR plus 0.5% per annum (2005:<br />

LIBOR plus 0.5% per annum)<br />

#<br />

Loan to an associated company is unsecured and charged at an interest rate of 3% (2005: nil) per annum<br />

^ Loan to joint venture bears interest of 4% (2005: nil) per annum, is unsecured and is repayable by 31 August 2008.<br />

Movements in allowance for doubtful loans to third parties are as follows:<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

At beginning of the year 12,097 13,855<br />

Write-back to statement of profit and loss (944) (1,702)<br />

Translation difference (63) (56)<br />

At end of the year 11,090 12,097<br />

Loans and receivables are carried at amortised cost and are subjected to impairment.


173<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

12. LONG-TERM RECEIVABLES (continued)<br />

(b) Included in the loans to third parties are:<br />

(i) an amount of $2,010,000 (2005: $2,954,000) which is secured by the third party’s investment in a unit trust and<br />

the loan is repayable over a period of 12 years commencing from 1996. Interest is chargeable at 15% per annum<br />

calculated on the reducing balance basis.<br />

(ii) an amount of approximately $8,312,000 (2005: $8,312,000) secured by intellectual property rights of that entity<br />

and is not expected to be repaid within the next 12 months. Interest is repriced every month and chargeable at the<br />

US dollar prime rate plus 2% (2005: 2%) per annum, which is also the effective interest rate. The loan is convertible<br />

to shares of that entity, subject to certain terms and conditions. In the prior year, a notice was given to that entity to<br />

convert the loan to shares of that entity but the conversion has not been effected as at the end of the year.<br />

No interest income has been accrued for this financial year for the loans stated due to the uncertainty over the<br />

collectibility of the interest income.<br />

(iii) a bridging loan of $768,150 (US$500,000) (2005: $830,650 (US$500,000)) extended to a third party. The bridging<br />

loan is secured by way of a Deed of Debenture which creates a floating charge over the assets of the third party.<br />

This loan is treated as a net investment in the third party and is not expected to be repaid and is fully provided since<br />

financial year 2005. The loan is stated at cost and has been fully provided for due to uncertainty of collectibility.<br />

Therefore, it is not practicable to determine its fair value.<br />

13. DEFERRED TAX ASSETS<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

(Restated)<br />

At beginning of the year 110,872 84,843<br />

(Write-back of provision)/provision during the financial year (4,613) 631<br />

Acquisition of subsidiaries in prior year, as previously reported – 4,905<br />

Finalisation of purchase price allocation – 15,523<br />

Acquisition of subsidiaries in prior year, as restated – 20,428<br />

Acquisition of subsidiaries in current year 18,783 –<br />

Translation differences (3,158) (219)<br />

Transfer (to)/from provision for taxation (3,190) 4,804<br />

Changes in fair value of available-for-sale financial assets (1,218) –<br />

Changes in fair value of derivative financial instruments designated in cash flow hedges 161 385<br />

At end of the year 117,637 110,872<br />

The deferred tax assets arise as a result of:<br />

Unabsorbed capital allowances and unutilised tax losses 39,257 23,698<br />

Allowance for doubtful debts and stock obsolescence 24,585 23,955<br />

Provision for warranties 32,561 29,982<br />

Provision for liquidated damages 1,879 1,579<br />

Provision for foreseeable losses 7,804 9,834<br />

Intangible assets (19,109) –<br />

Other temporary differences 30,257 21,368<br />

Changes in fair value of derivative financial instruments designated in cash flow hedges 403 456<br />

117,637 110,872


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 174<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

14. STOCKS AND WORK-IN-PROGRESS<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Stocks of equipment and spares 504,940 294,584<br />

Work-in-progress in excess of progress billings<br />

Work-in-progress, including profits recognised 1,887,083 1,828,880<br />

Progress billings (1,288,606) (1,311,278)<br />

598,477 517,602<br />

Total stocks and work-in-progress at lower of cost and net realisable value 1,103,417 812,186<br />

Progress billings in excess of work-in-progress<br />

Work-in-progress, including profits recognised 1,499,763 1,294,527<br />

Progress billings (1,798,701) (1,585,831)<br />

(298,938) (291,304)<br />

Stocks are stated after allowance for stock obsolescence of $106,230,000 (2005: $102,654,000) and work-in-progress in<br />

excess of progress billings are stated after provision for foreseeable losses of $26,311,000 (2005: $29,907,000).<br />

15. TRADE DEBTORS<br />

Trade debtors 872,270 660,539<br />

Allowance for doubtful debts (65,980) (75,091)<br />

806,290 585,448<br />

Unbilled receivables 51,921 80,018<br />

858,211 665,466<br />

Trade debtors denominated in currencies other than the functional currencies as at 31 December <strong>2006</strong> are as follows:<br />

• $222,880,000 (2005: $189,236,000) denominated in US dollars<br />

• $34,277,000 (2005: $63,447,000) denominated in Euro<br />

Movements in allowance for doubtful debts during the year are as follows:<br />

At beginning of the year 75,091 87,128<br />

Write-back to statement of profit and loss (7,378) (12,426)<br />

Bad debts written off against allowance (2,401) (2,829)<br />

Arising from acquisition of subsidiaries 1,920 3,061<br />

Translation difference (1,252) 157<br />

At end of the year 65,980 75,091


175<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

16. DUE FROM RELATED CORPORATIONS<br />

GROUP<br />

COMPANY<br />

<strong>2006</strong> 2005 <strong>2006</strong> 2005<br />

$’000 $’000 $’000 $’000<br />

Due from:<br />

Related corporations 516,440 898,703 238,783 275,133<br />

Included in the amount due from related corporations are loans amounting to $511,484,000 (2005: $892,651,000) and<br />

$238,757,000 (2005: $275,107,000) from the Group and the Company respectively.<br />

These loans are guaranteed by <strong>Full</strong>erton Management Pte Ltd (“<strong>Full</strong>erton”), a wholly owned subsidiary of Temasek Holdings<br />

(Private) Limited and mature on varying periods within 3 months (2005: 2 months) from the financial year end. Interest rates<br />

range from 2.45% to 5.40% (2005: 1.37% to 4.37%) per annum, which are also the effective interest rates.<br />

17. ADVANCES AND OTHER DEBTORS<br />

GROUP<br />

COMPANY<br />

NOTE <strong>2006</strong> 2005 <strong>2006</strong> 2005<br />

$’000 $’000 $’000 $’000<br />

Advance payments to suppliers 114,215 140,828 – –<br />

Other debtors, deposits and prepayments 20 91,890 67,887 1,413 3,782<br />

Due from:<br />

Subsidiaries – – 197,759 118,748<br />

Associated companies 21 7,416 9,796 – –<br />

Joint ventures 13,455 23,623 – –<br />

Derivative financial instruments 2,063 428 – –<br />

229,039 242,562 199,172 122,530<br />

Amount due from joint ventures is stated after deducting allowance for doubtful debts of $nil (2005: $1,330,000).<br />

18. AMOUNTS UNDER FUND MANAGEMENT<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Principal sum of amounts under fund management, at market value 228,173 311,062<br />

Amounts under fund management are classified as available-for-sale financial assets with the fair value movements taken to<br />

equity. However, any deficiency in fair value below principal amount is recognised to the extent of the guaranteed amount. This<br />

applies to impairment assessment as well.<br />

The terms of the fund management agreements, which are for periods ranging from 2 to 3 years (2005: 2 to 3 years), provide<br />

for the following:<br />

(a) the guarantee of the return of the principal sums from 95% to 100% (2005: 95% to 100%) by the fund managers at the<br />

end of the relevant fund management period;<br />

(b) the fees payable to the fund manager include a share, in specified proportions, of any surplus (determined at the end of<br />

the relevant fund management period) arising from the management of the fund; and


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 176<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

18. AMOUNTS UNDER FUND MANAGEMENT (continued)<br />

(c) the Group can, pursuant to the terms, terminate the agreement by giving one month prior notice in writing to the fund<br />

managers. In the event of early termination, the guarantee of the return of the principal sum will not be applicable.<br />

Value of assets under fund management can be analysed as follows:<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Quoted equity investments at market value 55,481 60,402<br />

Quoted bond investments at market value 167,220 223,283<br />

Cash 5,472 27,377<br />

228,173 311,062<br />

19. BANK BALANCES AND OTHER LIQUID FUNDS<br />

GROUP<br />

COMPANY<br />

<strong>2006</strong> 2005 <strong>2006</strong> 2005<br />

$’000 $’000 $’000 $’000<br />

Fixed deposits with financial institutions 333,695 148,187 90,645 25,743<br />

Cash and bank balances 291,028 158,141 55,010 21,663<br />

624,723 306,328 145,655 47,406<br />

Fixed deposits with financial institutions mature on varying periods within 12 months (2005: 12 months) from the financial<br />

year end. Interest rates range from 1.71% to 5.55% (2005: 0.08% to 5.1%) per annum, which are also the effective interest<br />

rates.<br />

Cash and bank balances of $1,633,000 (2005: $nil) have been placed with banks as security for letters of credit issued to<br />

third party.<br />

20. OTHER DEBTORS, DEPOSITS AND PREPAYMENTS<br />

Deposits 6,875 8,259 168 167<br />

Prepayments 33,314 5,650 193 233<br />

Interest receivable 3,318 4,088 717 658<br />

Other recoverables 23,876 11,519 14 2,381<br />

Non-trade debtors 24,507 38,371 321 343<br />

91,890 67,887 1,413 3,782<br />

21. DUE FROM ASSOCIATED COMPANIES<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Trade balances 7,566 9,750<br />

Non-trade balances 243 241<br />

Allowance for doubtful debts – trade (393) (195)<br />

7,416 9,796


177<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

22. CREDITORS AND ACCRUALS<br />

NOTE <strong>2006</strong> 2005 <strong>2006</strong> 2005<br />

$’000 $’000 $’000 $’000<br />

Trade creditors 545,766 495,229 – –<br />

Other creditors and accruals 26 787,469 641,189 49,458 37,189<br />

Due to:<br />

Subsidiaries – – 620 769<br />

Related corporations 2,670 3,263 – 65<br />

Associated companies 841 2,171 – –<br />

Joint ventures 2,114 722 – –<br />

Derivative financial instruments 68 363 – –<br />

1,338,928 1,142,937 50,078 38,023<br />

Trade creditors denominated in currencies other than the functional currencies as at 31 December <strong>2006</strong> are as follows:<br />

• $31,440,000 (2005: $31,572,000) denominated in US dollars<br />

• $32,210,000 (2005: $85,191,000) denominated in Euro<br />

23. PROVISIONS<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Provision for:<br />

Warranties 162,806 149,910<br />

Liquidated damages 9,396 7,893<br />

Foreseeable losses 12,709 19,261<br />

184,911 177,064<br />

(a) Movements in provision for warranties during the year are as follows:<br />

At beginning of the year 149,910 139,512<br />

Charge to statement of profit and loss 23,855 14,569<br />

Provision utilised (11,639) (8,593)<br />

Translation difference (1,689) 122<br />

Acquisition of subsidiaries 2,369 4,300<br />

At end of the year 162,806 149,910<br />

(b) Movements in provision for liquidated damages during the year are as follows:<br />

At beginning of the year 7,893 7,984<br />

Charge to statement of profit and loss 2,020 67<br />

Provision utilised (496) (193)<br />

Translation difference (21) (8)<br />

Acquisition of subsidiaries – 43<br />

At end of the year 9,396 7,893


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 178<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

23. PROVISIONS (continued)<br />

(c) Movements in provision for foreseeable losses during the year are as follows:<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

At beginning of the year 19,261 22,833<br />

Write-back to statement of profit and loss (448) (873)<br />

Provision utilised (6,104) (2,701)<br />

Translation difference – 2<br />

At end of the year 12,709 19,261<br />

24. SHORT-TERM BANK LOANS (UNSECURED)<br />

EFFECTIVE<br />

GROUP<br />

INTEREST RATE MATURITY <strong>2006</strong> 2005<br />

% $’000 $’000<br />

Bank loans 4.65% to 5.85% Within 1 year 595,850 323,594<br />

The bank loans are denominated in US dollars, Sterling pounds, Euro and Australian dollars.<br />

25. LEASE OBLIGATIONS<br />

A subsidiary leases certain land, buildings, and equipment from a foreign Airport Authority (the “Authority”) under a capital<br />

lease related to industrial revenue bonds issued by the Authority. Assets being leased are pledged as collateral against the<br />

bonds. The bonds have staggered maturity dates and the lease payments have been structured to coincide with the staggered<br />

maturities of the bonds with the final payment due on 1 November 2012, the expiration date of the lease.<br />

In connection with the bond issue, the subsidiary entered into a letter of credit agreement for approximately US$10,610,000,<br />

which is used to guarantee payments on the bonds in the event that the subsidiary is unable to make required lease payments.<br />

The letter of credit expires on 3 April 2007.<br />

The subsidiary also leases certain land, buildings, and equipment from the Authority under an operating lease. The lease term<br />

coincides with the term of the capital lease.<br />

The obligations under the finance lease to be paid by the subsidiary are as follows:<br />

MINIMUM<br />

PRESENT<br />

LEASE<br />

VALUE OF<br />

PAYMENT INTEREST PAYMENTS<br />

$’000 $’000 $’000<br />

<strong>2006</strong><br />

1 to 5 years 11,109 (1,943) 9,166<br />

After 5 years 2,195 (96) 2,099<br />

Total 13,304 (2,039) 11,265<br />

Discount (15) – (15)<br />

13,289 (2,039) 11,250<br />

Repayable:<br />

Within 1 year 2,137<br />

After 1 year 9,113<br />

11,250


179<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

25. LEASE OBLIGATIONS (continued)<br />

MINIMUM<br />

PRESENT<br />

LEASE<br />

VALUE OF<br />

PAYMENT INTEREST PAYMENTS<br />

$’000 $’000 $’000<br />

2005<br />

1 to 5 years 12,657 (2,366) 10,291<br />

After 5 years 4,647 (315) 4,332<br />

Total 17,304 (2,681) 14,623<br />

Discount (31) – (31)<br />

17,273 (2,681) 14,592<br />

Repayable:<br />

Within 1 year 2,391<br />

After 1 year 12,201<br />

14,592<br />

Lease terms do not contain restrictions concerning dividends, additional debt or further leasing.<br />

26. OTHER CREDITORS AND ACCRUALS<br />

GROUP<br />

COMPANY<br />

<strong>2006</strong> 2005 <strong>2006</strong> 2005<br />

$’000 $’000 $’000 $’000<br />

Non-trade creditors 14,372 24,720 3,342 2,197<br />

Purchase of property, plant and equipment 1,209 45 – –<br />

Accrued operating expenses 755,170 615,288 46,116 34,992<br />

Accrued interest payable 6,375 1,136 – –<br />

Employee benefit liabilities 10,343 – – –<br />

787,469 641,189 49,458 37,189<br />

27. DEFERRED INCOME<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

At beginning of the year 6,222 5,711<br />

Additions 1,975 3<br />

Acquisition of subsidiary – 508<br />

8,197 6,222<br />

Less: deferred income recognised to-date (4,096) (3,919)<br />

At end of the year 4,101 2,303<br />

Movements in deferred income recognised to-date are as follows:<br />

At beginning of the year 3,919 3,656<br />

Recognised in statement of profit and loss 132 268<br />

Translation difference 45 (5)<br />

At end of the year 4,096 3,919


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 180<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

28. DEFERRED TAX LIABILITIES<br />

GROUP<br />

COMPANY<br />

<strong>2006</strong> 2005 <strong>2006</strong> 2005<br />

$’000 $’000 $’000 $’000<br />

At beginning of the year 7,751 8,554 190 161<br />

(Write-back of provision)/provision during the financial year (5,025) (2,563) 95 29<br />

Translation difference (433) 15 – –<br />

Acquisition of subsidiaries 10,771 2,791 – –<br />

Changes in fair value of available-for-sale financial assets 2,126 (1,046) – –<br />

At end of the year 15,190 7,751 285 190<br />

The deferred tax liabilities arise as a result of:<br />

Excess of net book value over tax written down value of<br />

property, plant and equipment 913 1,495 75 59<br />

Allowance for doubtful debts and stock obsolescence (271) (129) – –<br />

Unremitted offshore interest income – 10 – –<br />

Other temporary differences (48) 737 210 131<br />

Property, plant and equipment fair value adjustment arising<br />

from acquisition of subsidiaries 2,589 2,784 – –<br />

Changes in fair value of available-for-sale financial assets 2,126 2,854 – –<br />

Intangible assets 9,881 – – –<br />

15,190 7,751 285 190<br />

29. LONG-TERM BANK LOANS<br />

EFFECTIVE<br />

GROUP<br />

INTEREST RATE MATURITY <strong>2006</strong> 2005<br />

% $’000 $’000<br />

Bank loans 3.955 – 8.25 Up to 2012 277,384 10,568<br />

Repayable:<br />

Within 1 year 6,859 9,430<br />

After 1 year 270,525 1,138<br />

277,384 10,568<br />

The bank loans are denominated in US dollars and Euro and secured by assets of subsidiaries.<br />

Loans amounting to $271,461,000 are at EURIBOR with margin ranging from 0.5% to 1.1% and secured by a floating<br />

charge over a subsidiary’s plant and machinery.


181<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

30. OTHER LOANS<br />

Included in other loans are:<br />

(a) US dollar denominated term notes of $1.5 million (US$1.0 million) (2005: $1.7 million (US$1.0 million)) and $0.3 million<br />

(US$0.2 million) (2005: $0.4 million (US$0.2 million)) owing to the Pennsylvania Industrial Development Authority and<br />

the Industrial Properties Corporation, respectively, by a US entity of the Group. These notes are secured by assets of the<br />

entity and bear interest, respectively, at 2.75% and 4.0% (2005: 2.75% and 4.0%) per annum, which are also the effective<br />

interest rates, and are payable through 1 July 2019 and 28 June 2019, respectively.<br />

Another US dollar denominated term note of $0.6 million (US$0.4 million) (2005: $0.6 million (US$0.4 million)) is owed<br />

by the same entity to the Pennsylvania Department of Community and Economic Development. This note is unsecured,<br />

bears interest of 2.75% (2005: 2.75%) per annum, which is also the effective interest rate, and is payable through<br />

1 February 2012.<br />

(b) an amount of $194,000 (2005: $194,000) relating to a long-term loan from a minority shareholder of a subsidiary. The<br />

loan is unsecured, interest-free and the shareholder has indicated that they will not request for the repayment of the loan<br />

within the next 12 months.<br />

(c) Included in other loans in the prior year are the following:<br />

– an amount of $669,000 relating to a loan of an overseas subsidiary. The loan has been repaid during the year.<br />

– an amount of $2,843,000 relating to short-term loans from minority shareholders of a subsidiary. The loans were<br />

unsecured, bore interest at 7% per annum, which was also the effective interest rate. The loans were forgiven during<br />

the year.<br />

31. DUE TO A SUBSIDIARY<br />

Amount due to a subsidiary in the Company is unsecured, interest-free and is not repayable in the foreseeable future.<br />

32. TURNOVER<br />

Turnover represents invoiced value of sales/services less returns and discounts given and billings recognised on contracts as<br />

follows:<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Sale of goods 2,495,426 1,330,439<br />

Service income 1,990,332 2,007,456<br />

4,485,758 3,337,895


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 182<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

33. OTHER OPERATING INCOME<br />

GROUP<br />

NOTE <strong>2006</strong> 2005<br />

$’000 $’000<br />

Commission income 1,326 470<br />

Dividend income<br />

– quoted equity investments 506 2,136<br />

– unquoted equity investments 9,785 876<br />

Interest income<br />

– related corporations 24,287 19,483<br />

– bank deposits 14,638 10,212<br />

– staff loans 28 30<br />

– others 1,198 885<br />

Impairment in value of investments<br />

– unquoted investments 10 (8,428) (3,905)<br />

– associated companies 9 (4,865) (442)<br />

Gain on disposal of investments 35,701 13,199<br />

Profit on maturity of amounts under fund management 6,491 6,947<br />

Fair value changes of financial instruments<br />

– gain on forward currency contract designated as<br />

hedging instrument in a fair value hedge 1,256 20<br />

Fair value of hedged items (1,411) 637<br />

Gain on dilution of interest in an associated company 571 –<br />

Others 7,051 4,299<br />

88,134 54,847


183<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

34. PROFIT FROM CONTINUING OPERATIONS<br />

Profit from continuing operations is arrived at:<br />

GROUP<br />

NOTE <strong>2006</strong> 2005<br />

$’000 $’000<br />

After charging<br />

Auditors’ remuneration:<br />

– auditors of the Company 1,555 1,406<br />

– other auditors 2,929 1,477<br />

Non-audit fees:<br />

– auditors of the Company 330 190<br />

– other auditors 1,000 309<br />

Fees and remuneration of directors 3,960 3,085<br />

Fees paid to a firm of which a director is a member 193 194<br />

Personnel expenses 35 1,245,704 901,682<br />

Depreciation of property, plant and equipment 7 130,676 79,092<br />

Allowance/(write-back of allowance) for:<br />

Stock obsolescence 9,330 5,169<br />

Doubtful debts – trade 15 (7,378) (12,426)<br />

Loans receivable 12 (944) (1,702)<br />

Provision/(write-back of provision) for:<br />

Foreseeable losses 23 (448) (873)<br />

Liquidated damages 23 2,020 67<br />

Warranties 23 23,855 14,569<br />

Provision for impairment in value of investment in a joint venture 9 – 258<br />

Property, plant and equipment written off 10,942 372<br />

Research, design and development expenses incurred 58,435 37,480<br />

Operating lease expenses 22,412 30,016<br />

Amortisation of other intangible assets 11 5,135 1,522<br />

Impairment of goodwill 11 8,135 4,483<br />

Impairment loss – property, plant and equipment 7 297 12,213<br />

Impairment of commercial and intellectual property rights 11 818 –<br />

And crediting<br />

Grants and subsidies received 1,204 1,464<br />

Write-back of impairment in value of other intangible assets 11 – 234<br />

Deferred income recognised 27 132 268


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 184<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

35. PERSONNEL EXPENSES<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Wages and salaries* 1,042,644 745,377<br />

Pension contributions 61,850 54,526<br />

Share-based payments 9,885 8,587<br />

Other personnel expenses 131,325 93,192<br />

* Includes directors’ remuneration of $2,802,266 (2005: $2,207,748).<br />

1,245,704 901,682<br />

36. KEY MANAGEMENT PERSONNEL COMPENSATION<br />

The key management personnel compensation are as follows:<br />

Short-term employee benefits 30,608 25,754<br />

Other long-term benefits 7 2<br />

Share-based payments 7,020 2,207<br />

37,635 27,963<br />

37. OTHER INCOME, NET<br />

Gain on disposal of property, plant and equipment 11 1,241<br />

Losses arising from the impact of Hurricane Katrina (41,908) (26,716)<br />

Proceeds received/receivable from insurers (Hurricane Katrina) 41,118 18,734<br />

Exchange loss, net (3,914) (1,806)<br />

Rental income 3,798 4,043<br />

Income from settlement of a legal suit – 12,452<br />

Gain on sale of other assets – 8,032<br />

Short-term loans from minority shareholders forgiven 2,766 –<br />

Service fee 2,201 –<br />

Others 5,268 4,941<br />

9,340 20,921<br />

38. FINANCIAL EXPENSES<br />

Interest expense:<br />

Bank loans and overdrafts 41,182 7,063<br />

Finance lease 711 680<br />

Loans from minority shareholders of a subsidiary – 84<br />

Others 359 125<br />

42,252 7,952


185<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

39. TAXATION<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Current income tax<br />

Current year 115,321 95,554<br />

Overprovision in respect of prior years (13,762) (9,095)<br />

Associated companies 7,748 8,728<br />

109,307 95,187<br />

Deferred income tax<br />

Current year 894 (2,151)<br />

Overprovision in respect of prior years (1,306) (1,043)<br />

108,895 91,993<br />

Deferred income tax related to items charged or credited directly to equity:<br />

Net change in fair value of available-for-sale financial assets 3,344 (1,046)<br />

Net change in fair value of derivative financial instruments designated in cash flow hedges (161) (385)<br />

3,183 (1,431)<br />

The Group<br />

As at 31 December <strong>2006</strong>, subsidiaries of the Group have potential tax benefits of approximately $40,125,000 (2005:<br />

$36,885,000) arising from unutilised tax losses, unabsorbed wear and tear allowances and other temporary differences, which<br />

are available for set-off against future taxable profits. These tax benefits have not been recognised in the financial statements<br />

due to the uncertainty of its recoverability. The use of these potential tax benefits is subject to the agreement of the tax<br />

authorities and compliance with certain provisions of the tax legislation of the respective countries in which the subsidiaries<br />

operate.<br />

A reconciliation between tax expense and the product of accounting profit multiplied by the applicable corporate tax rate for<br />

the years ended 31 December is as follows:<br />

Profit from continuing operations before taxation 564,339 503,245<br />

Taxation at statutory tax rate of 20% 112,868 100,649<br />

Adjustments :<br />

Income not subject to tax (21,892) (7,022)<br />

Expenses not deductible for tax purposes 20,264 6,608<br />

Higher effective tax rates of other countries 15,523 4,057<br />

Overprovision in prior years, net (15,068) (10,138)<br />

Income subject to concessionary tax rates (4,444) (3,010)<br />

Deferred tax assets not recognised 6,403 10,468<br />

Deferred tax assets previously not recognised now recognised (3,432) (6,304)<br />

Others (1,327) (3,315)<br />

Current financial year’s taxation charge 108,895 91,993


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 186<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

40. DIVIDENDS<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Final tax exempt dividend paid in respect of the previous financial year<br />

of 4.0 cents (2005: 4.0 cents) per share 116,580 115,686<br />

Special tax exempt (one-tier) dividend paid in respect of the previous<br />

financial year of 9.6 cents (2005: 8.39 cents) per share 279,792 242,653<br />

396,372 358,339<br />

Additional final dividend paid in respect of the previous year due to issue<br />

of shares under ESOS/ESOP before books closure date 3,101 1,430<br />

399,473 359,769<br />

The directors propose a final tax exempt (one-tier) dividend of 4.0 cents per share (2005: 4.0 cents) amounting to $117,850,000<br />

(2005: $116,580,000) and a special tax exempt (one-tier) dividend of 11.11 cents per share (2005: 9.6 cents) amounting to<br />

$327,277,000 (2005: $279,792,000), in respect of the year ended 31 December <strong>2006</strong>. The dividends have not been recognised<br />

as a liability as at year end as it is subject to approval at the <strong>Annual</strong> General Meeting of the Company.<br />

41. EARNINGS PER SHARE<br />

Basic earnings per share<br />

The calculation for basic earnings per share is based on:<br />

Consolidated profit after taxation and minority interests 445,127 396,308<br />

GROUP<br />

<strong>2006</strong> 2005<br />

Number of shares (’000)<br />

The weighted average number of ordinary shares is arrived at as follows:<br />

Issued ordinary shares at beginning of the year 2,914,496 2,892,165<br />

Weighted average number of ordinary shares issued during the year 23,234 13,701<br />

Weighted average number of ordinary shares 2,937,730 2,905,866<br />

Diluted earnings per share<br />

When calculating diluted earnings per share, the weighted average number of shares is adjusted for the effect of all dilutive<br />

potential ordinary shares. The number of unissued shares under option granted under the ESOS/ESOP and their exercise<br />

prices are set out in Note 3. The average fair value of one ordinary share during the financial year ended 31 December <strong>2006</strong><br />

was $2.97 (2005: $2.54) per share. The weighted average number of ordinary shares adjusted for the unissued shares under<br />

option is as follows:<br />

Number of shares (’000)<br />

Weighted average number of ordinary shares (used in the calculation of 2,937,730 2,905,866<br />

basic earnings per share)<br />

Weighted average number of unissued shares under option 134,206 114,494<br />

Number of shares that would have been issued at fair value (104,474) (93,972)<br />

Weighted average number of ordinary shares (diluted) 2,967,462 2,926,388


187<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

42. RELATED PARTY INFORMATION<br />

In addition to related party information disclosed elsewhere in the financial statements, the Group has significant transactions<br />

with fellow subsidiaries within Temasek Group on terms agreed between the parties as follows:<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Sales and services rendered 7,978 32,984<br />

Purchases and services received 41,398 76,381<br />

Property, plant and equipment purchases 3,145 294<br />

Interest income 24,287 19,483<br />

Dividend income 525 826<br />

Loan – 1,085<br />

Rental income 3,239 –<br />

43. CASH AND CASH EQUIVALENTS<br />

Cash and cash equivalents comprise the following:<br />

Fixed deposits with financial institutions 333,695 148,187<br />

Cash and bank balances 291,028 158,141<br />

Short-term loans to related corporation 511,484 892,651<br />

Bank overdrafts (1,737) (731)<br />

1,134,470 1,198,248<br />

Cash and cash equivalents denominated in currencies other than the functional currencies as at 31 December are as follows:<br />

US dollars 115,699 158,429<br />

Euro 75,157 96,757<br />

44. COMMITMENTS<br />

(a) Capital commitments<br />

Capital expenditure contracted but not provided for in the financial statements 60,625 34,312<br />

Share of associate’s capital commitments in respect of property, plant and equipment 2,443 4,451<br />

(b) Leases<br />

Future minimum lease payments under non-cancellable operating leases are as follows:<br />

Within 1 year 25,188 164,620<br />

Within 2 to 5 years 66,190 108,619<br />

After 5 years 129,041 133,583<br />

220,419 406,822<br />

The Group has several operating lease agreements for leasehold land and buildings, office premises and computers. The<br />

lease for the leasehold land and buildings and office premises contain renewal options but not purchase options. Certain<br />

leases contain escalation clauses but do not provide for contingent rents. Lease terms do not contain restrictions on the<br />

Group activities concerning dividends, additional debt or further leasing.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 188<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

44. COMMITMENTS (continued)<br />

(c) Operating lease commitments – As lessor<br />

The Group has entered into a commercial lease on two of its engines. The non-cancellable lease has an average lease<br />

team of about 3 to 10 years.<br />

Future lease payment receivable under non-cancellable operating lease as at 31 December <strong>2006</strong> is as follows:<br />

GROUP<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Not later than one year 807 561<br />

Later than one year but not later than 5 years 1,206 981<br />

Later than 5 years 769 –<br />

2,782 1,542<br />

(d) Investments<br />

(i) As at 31 December <strong>2006</strong>, the Group has outstanding commitments in respect of uncalled capital to the extent of $0.2<br />

million (2005: $7.8 million) in a subsidiary.<br />

(ii) As at 31 December <strong>2006</strong>, the Group has outstanding commitments in respect of uncalled capital to the extent of<br />

$18.2 million (US$11.8 million) (2005: $47.1 million (US$28.2 million)) in an associated company.<br />

(iii) As at 31 December <strong>2006</strong>, in respect of investments in unquoted equity shares of venture capital fund companies,<br />

there is uncalled capital contribution amounting to $0.6 million (2005: $0.7 million) for the Group.<br />

(iv) As at 31 December <strong>2006</strong>, the Group has outstanding commitments in respect of uncalled capital to the extent of $2.4<br />

million (2005: $nil) in a joint venture.<br />

On 2 November <strong>2006</strong>, an agreement was signed between <strong>Singapore</strong> <strong>Technologies</strong> Kinetics Ltd and BF Utilities<br />

Limited to form an Equity Joint Venture Company in Pune, India. The joint venture company will have a registered<br />

capital of US$6 million to be contributed by each party in the proportion of 26% and 74% respectively, which is to be<br />

contributed over three years.<br />

45. CONTINGENT LIABILITIES (UNSECURED)<br />

(a) Corporate guarantees given by the Company to banks in respect of loan facilities extended to certain US subsidiaries<br />

amounted to $753 million (US$490 million) (2005: $481.8 million (US$290 million)).<br />

(b) Guarantee given by subsidiaries in respect of banking facilities granted to subsidiaries as at 31 December <strong>2006</strong><br />

amounted to $59.5 million (2005: $41.9 million).<br />

(c) A subsidiary in the Aerospace sector has commenced arbitration proceedings against one of its suppliers for unpaid<br />

invoices of approximately $9.3 million to $13.6 million including interest (Euro 4.6 million to Euro 6.8 million including<br />

interest). The subsidiary received counter claims of estimated value of $8.4 million (Euro 4.2 million) from this supplier for<br />

damages based on non-performance. Arbitration proceedings are in progress. No provision against this claim has been<br />

made as the subsidiary is of the opinion that the likelihood of a loss is unlikely.


189<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

45. CONTINGENT LIABILITIES (UNSECURED) (continued)<br />

(d) In April 2005, the Company entered into a Letter of Intent with ASA Management Aps (“ASA”) and a financial partner to<br />

form a consortium to explore an acquisition of SAS Component Group A/S.<br />

After the withdrawal of the financial partner sometime in end August 2005, the consortium broke up. ASA alleged that<br />

the Company had, in breach of the contract with ASA, concluded its acquisition of SAS Component Group A/S without<br />

involving ASA.<br />

ASA commenced arbitration in late November <strong>2006</strong>, which arbitration will be heard in Paris, claiming for (i) Euro<br />

5,600,000 as compensation plus interest and (ii) future exit fee. The Company is disputing these claims. The Company is<br />

of the opinion that the claim will not have a material financial impact on the Group.<br />

46. SEGMENT INFORMATION<br />

(a) Analysis by business segments<br />

The Group is organised on a worldwide basis into four main operating segments, namely:<br />

(i) Aerospace<br />

Provides a spectrum of aerospace maintenance and engineering services for a wide range of military and commercial<br />

aircraft through its three operational divisions; Aircraft Maintenance & Modification, Component/Engine Repair &<br />

Overhaul, and <strong>Engineering</strong> & Materials Services.<br />

(ii) Electronics<br />

A leading provider of electronics and information communications technologies solutions in the region. Its core<br />

capabilities lie in its innovative design, development and integration of advanced electronics systems for commercial,<br />

industrial, defence and public services applications worldwide.<br />

(iii) Land Systems<br />

Provides integrated systems, specialty vehicles and their related services for defence, government and commercial<br />

applications. This includes design and development, systems integration, production, operations & support and life<br />

cycle management.<br />

(iv) Marine<br />

Provides turnkey shipbuilding, shipconversion and shiprepair services. The shipyard’s design capabilities give it the<br />

edge in providing sophisticated, highly customised solutions for a wide spectrum of naval and commercial vessels.<br />

Other operations include research and development, treasury, investment holding and provision of management,<br />

consultancy, warehousing and other support services.<br />

Inter-segment pricing is on an arm’s length basis.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 190<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

46. SEGMENT INFORMATION (continued)<br />

LAND<br />

AEROSPACE ELECTRONICS SYSTEMS MARINE OTHERS ELIMINATION GROUP<br />

$’000 $’000 $’000 $’000 $’000 $’000 $’000<br />

<strong>2006</strong><br />

Turnover<br />

External sales 1,673,209 951,336 1,001,847 701,520 157,846 – 4,485,758<br />

Inter-segment sales 2,284 14,421 12,052 1,348 580,253 (610,358) –<br />

1,675,493 965,757 1,013,899 702,868 738,099 (610,358) 4,485,758<br />

Segment results 241,983 91,818 63,940 72,823 538,661 (534,036) 475,189<br />

Investment income, net 28,271 11,930 388 733 (3,254) 1,693 39,761<br />

Interest income 9,805 5,107 7,952 9,123 31,500 (23,336) 40,151<br />

Operating profit 280,059 108,855 72,280 82,679 566,907 (555,679) 555,101<br />

Financial expenses (11,962) (8,879) (6,579) (3,519) (27,954) 16,641 (42,252)<br />

Share of results of associated companies<br />

and joint ventures 37,183 4,674 4,270 340 – 5,023 51,490<br />

Profit from continuing operations<br />

before taxation 305,280 104,650 69,971 79,500 538,953 (534,015) 564,339<br />

Taxation (43,621) (26,515) (16,360) (11,677) (8,299) (2,423) (108,895)<br />

Minority interests (6,623) (1,817) (1,685) – – (192) (10,317)<br />

Net profit attributable to shareholders 255,036 76,318 51,926 67,823 530,654 (536,630) 445,127<br />

Assets 1,795,720 1,113,178 1,087,739 632,310 2,219,861 (1,783,104) 5,065,704<br />

Associated companies and joint ventures 111,781 61,573 114,667 290 1,670 4,164 294,145<br />

Unallocated assets 154,393<br />

Total assets 5,514,242<br />

Liabilities 1,308,067 1,047,341 1,053,419 526,140 815,520 (1,193,121) 3,557,366<br />

Unallocated liabilities 248,492<br />

Total liabilities 3,805,858<br />

Capital expenditure 172,804 58,078 181,980 11,845 2,806 – 427,513<br />

Depreciation and amortisation 84,384 15,520 17,236 16,391 2,280 – 135,811<br />

Impairment loss 621 15,187 5,174 – 1,561 – 22,543<br />

Other non-cash expenses 10,826 2 114 – – – 10,942


191<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

46. SEGMENT INFORMATION (continued)<br />

LAND<br />

AEROSPACE ELECTRONICS SYSTEMS MARINE OTHERS ELIMINATION GROUP<br />

$’000 $’000 $’000 $’000 $’000 $’000 $’000<br />

2005<br />

Turnover<br />

External sales 1,235,641 701,368 599,722 659,671 141,493 – 3,337,895<br />

Inter-segment sales 270 10,855 4,925 176 450,424 (466,650) –<br />

1,235,911 712,223 604,647 659,847 591,917 (466,650) 3,337,895<br />

Segment results 195,425 73,455 46,388 83,406 430,878 (413,709) 415,843<br />

Investment income, net 12,347 3,154 3,073 1,322 (1,085) – 18,811<br />

Interest income 10,420 2,506 6,531 5,676 12,318 (6,841) 30,610<br />

Operating profit 218,192 79,115 55,992 90,404 442,111 (420,550) 465,264<br />

Financial expenses (919) (1,495) (702) (2,472) (6,915) 4,551 (7,952)<br />

Share of results of associated companies<br />

and joint ventures 38,170 (1,598) 9,720 – (359) – 45,933<br />

Profit from continuing operations<br />

before taxation 255,443 76,022 65,010 87,932 434,837 (415,999) 503,245<br />

Taxation (32,239) (16,110) (16,093) (17,665) (30,810) 20,924 (91,993)<br />

Minority interests (12,910) (1,904) 80 – – (210) (14,944)<br />

Net profit attributable to shareholders 210,294 58,008 48,997 70,267 404,027 (395,285) 396,308<br />

Assets 1,262,941 980,168 871,969 657,295 1,653,131 (1,266,088) 4,159,416<br />

Associated companies and joint ventures 100,530 63,727 115,883 – 2,363 (540) 281,963<br />

Unallocated assets 125,016<br />

Total assets 4,566,395<br />

Liabilities 801,935 892,039 784,302 548,791 587,852 (810,527) 2,804,392<br />

Unallocated liabilities 220,147<br />

Total liabilities 3,024,539<br />

Capital expenditure 86,973 213,822 57,227 18,473 6,075 – 382,570<br />

Depreciation and amortisation 39,092 8,781 11,461 19,123 2,157 – 80,614<br />

Impairment (gain)/loss (431) 966 6,737 12,710 1,085 – 21,067<br />

Other non-cash expenses 54 29 9 280 – – 372


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 192<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

46. SEGMENT INFORMATION (continued)<br />

(b) Analysis by country of incorporation<br />

Turnover is based on the country of incorporation regardless of where the goods are produced or services rendered.<br />

Assets and additions to property, plant and equipment and intangibles are based on the location of those assets.<br />

CAPITAL<br />

TURNOVER ASSETS EXPENDITURE<br />

<strong>2006</strong> 2005 <strong>2006</strong> 2005 <strong>2006</strong> 2005<br />

$’000 $’000 $’000 $’000 $’000 $’000<br />

(Restated)<br />

Asia 2,836,921 2,644,277 3,498,380 3,644,028 138,785 90,497<br />

USA 1,240,985 616,218 1,263,959 845,464 210,507 289,939<br />

Europe 406,770 68,626 732,691 45,683 78,106 1,928<br />

Others 1,082 8,774 19,212 31,220 115 206<br />

4,485,758 3,337,895 5,514,242 4,566,395 427,513 382,570<br />

(c) Analysis by geographical areas<br />

Turnover is based on the location of customers regardless of where the goods are produced or services rendered.<br />

TURNOVER<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Asia 2,365,334 2,216,400<br />

USA 1,478,907 836,683<br />

Europe 481,292 135,918<br />

Others 160,225 148,894<br />

4,485,758 3,337,895<br />

47. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES<br />

The Group’s principal financial instruments, other than derivatives, comprise bankers’ guarantees, performance bonds, bank<br />

loans and overdrafts, finance leases and hire purchase contracts, investments, funds under management, and cash and shortterm<br />

deposits. The Group has various other financial assets and liabilities such as trade receivables and trade payables, which<br />

arise directly from its operations.<br />

The Group also enters into derivative transactions, including principally interest rate swaps and forward currency contracts. The<br />

purpose is to manage the interest rate and currency risks arising from the Group’s operations and its sources of finance.<br />

The main risks arising from the Group’s financial instruments are interest rate, foreign exchange, market, liquidity and credit<br />

risks. The policies for managing each of these risks are summarised below.<br />

The Group’s accounting policies in relation to derivatives are set out in Note 2. It is the Group’s policy not to trade in derivative<br />

contracts for profit.


193<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

47. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued)<br />

Interest rate risk<br />

The Group has cash balances placed with reputable banks, financial institutions and a related corporation. The Group manages<br />

its interest rate risks on its interest income by placing the cash balances in varying maturities and interest rate terms.<br />

The Group’s debt includes bank borrowings and lease commitments. The Group seeks to minimise its interest exposure<br />

through options to refinance the debt instruments and/or enter into interest rate swaps, where appropriate, over the duration<br />

of its borrowings.<br />

Information relating to the Group’s interest rate exposure is also disclosed in the notes on the Group’s borrowings, investments<br />

and loan receivables, where applicable.<br />

Foreign exchange risk<br />

The Group’s foreign exchange risk arises both from its subsidiaries operating in foreign countries, which generate revenue<br />

and incur costs denominated in foreign currencies and from those operations of its local subsidiaries which are in foreign<br />

currencies.<br />

The Group enters into forward currency contracts to hedge against its foreign exchange risk resulting from anticipated sale<br />

and purchase transactions denominated in foreign currencies, primarily in US dollars and Euro.<br />

Market risk<br />

The Group has investments in quoted equity shares and bonds, and has placed funds with fund management companies. The<br />

market value of these investments will fluctuate with market conditions. To mitigate market risk, the Group’s funds placed with<br />

fund managers are guaranteed 95% to 100% of their principal values at the end of the fund management period. Also, before<br />

a fund manager is given funds for management, its financial strength is carefully considered.<br />

Liquidity risk<br />

To manage liquidity risk, the Group monitors its net operating cash flows and maintains an adequate level of cash and cash<br />

equivalents and secured committed funding facilities from financial institutions. In assessing the adequacy of these facilities,<br />

management reviews its working capital requirements.<br />

Credit risk<br />

Credit risk, or the risk of counterparties defaulting, is managed through the application of credit approvals, credit limits and<br />

monitoring procedures. Where appropriate, the Company or its subsidiaries obtain collaterals from customers or arrange<br />

master netting agreements. Cash terms, advance payments, and letters of credit or bank guarantees are required for<br />

customers of lower credit standing.<br />

Counterparties to financial instruments consist of prime financial institutions and related corporations, as disclosed in Notes<br />

10 and 16.<br />

As at 31 December <strong>2006</strong>, there were no significant concentrations of credit risk, except for 37% (2005: 43%) of trade debts<br />

relating to three major customers of the respective subsidiaries.<br />

48. FAIR VALUE OF FINANCIAL INSTRUMENTS<br />

Fair value is defined as the amount at which the instrument could be exchanged in a current transaction between<br />

knowledgeable willing parties in an arm’s length transaction, other than in a forced or liquidation sale. Fair values are obtained<br />

from quoted market prices, discounted cash flow models and option pricing models as appropriate.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 194<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

48. FAIR VALUE OF FINANCIAL INSTRUMENTS (continued)<br />

The following methods and assumptions are used to estimate the fair value of each class of financial instruments:<br />

Bank balances, other liquid funds and short-term receivables<br />

The carrying amounts approximate fair values due to the relatively short-term maturity of these instruments.<br />

Quoted and unquoted investments<br />

The fair values of quoted investments are estimated based on quoted market prices for these investments. For unquoted<br />

investments, it is not practicable to determine the fair values because of the lack of quoted market prices and the assumptions<br />

used in valuation models to value these investments cannot be reasonably determined. However, for unquoted investment in<br />

related and non-related corporations as stated in Note 10, the fair value is determined by reference to valuation provided by<br />

related and non-related corporations and fund managers.<br />

Loans receivable<br />

The fair values of loans receivable are estimated based on the expected cash flows discounted to present value, except as<br />

disclosed in Note 12.<br />

Short-term borrowings and other current payables<br />

The carrying amounts approximate fair values because of the short period to maturity of these instruments.<br />

Forward currency contracts<br />

As at 31 December <strong>2006</strong>, the Group has the following forward currency contracts amounting to $135,485,000 (2005:<br />

$100,000,000) designated as hedges of confirmed sales in foreign currencies, firm purchase commitments in foreign<br />

currencies and accounts receivable in foreign currencies.<br />

<strong>2006</strong> 2005<br />

CONTRACTUAL/<br />

CONTRACTUAL/<br />

NOTIONAL ESTIMATED NOTIONAL ESTIMATED<br />

NOTE AMOUNT FAIR VALUE AMOUNT FAIR VALUE<br />

$’000 $’000 $’000 $’000<br />

Cash flow hedges<br />

Forward currency contracts:<br />

– to hedge confirmed sales in foreign currencies (i) 4,918 15 2,419 149<br />

– to hedge firm purchase commitments in<br />

foreign currencies (i) 18,081 143 17,043 (319)<br />

Fair value hedges<br />

Forward currency contracts:<br />

– to hedge confirmed sales in foreign currencies (i) 98,571 1,599 60,263 465<br />

– to hedge accounts receivable in foreign currencies (i) 13,915 153 20,275 (146)<br />

(i) The maturity dates of the forward currency contracts approximate the timing of the expected cash flow of their respective<br />

hedged items, which are on varying periods up to 13 months from the financial year end.<br />

As at 31 December <strong>2006</strong>, the Group has the following outstanding forward currency contracts amounting to $5,834,000<br />

(2005: $11,962,000) which are not designated as hedges of confirmed sales in foreign currencies and firm purchase<br />

commitments in foreign currencies.<br />

Forward currency contracts<br />

– purchase 1,489 28 9,792 (108)<br />

– sale 4,345 57 2,170 24


195<br />

Notes to the Financial Statements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars unless otherwise stated)<br />

49. COMPARATIVE FIGURES<br />

Comparatives in the financial statements have been changed from the previous year due to finalisation of the purchase price<br />

allocation to goodwill, intangible assets (excluding goodwill) and other assets for iDirect, Inc. during the current year.<br />

PREVIOUSLY<br />

RESTATED REPORTED<br />

2005 2005<br />

$’000 $’000<br />

Presented in the Balance Sheet<br />

Intangible assets 344,682 360,205<br />

Deferred tax assets 110,872 95,349<br />

Presented in the Notes to the Financial Statements<br />

Note 11:<br />

Goodwill 307,821 357,468<br />

Other intangible assets 36,861 2,737<br />

Note 13:<br />

Deferred tax assets 110,872 95,349<br />

50. SUBSEQUENT EVENT<br />

Increase in equity share of joint venture<br />

The Group has increased its interest in its joint venture company, STAR Automotive Center (Guangzhou) Co., Ltd. (“STAR GZ”)<br />

from 50% to 100% for a purchase consideration of RMB7.36 million ($1,470,000). Additionally, the Group has injected RMB4<br />

million ($800,000) to increase the registered capital of STAR GZ.


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 196<br />

SGX Listing Manual Requirements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars)<br />

1. INTERESTED PERSON TRANSACTIONS<br />

Interested person transactions carried out during the financial year pursuant to the Shareholders’ Mandate obtained under<br />

Chapter 9 of the Listing Manual of the <strong>Singapore</strong> Exchange Securities Trading Limited (“SGX”) by the Group are as follows:<br />

AGGREGATE VALUE<br />

OF ALL TRANSACTIONS<br />

EXCLUDING TRANSACTIONS<br />

CONDUCTED UNDER A<br />

SHAREHOLDERS’ MANDATE<br />

PURSUANT TO RULE 920 OF THE<br />

SGX LISTING MANUAL<br />

AGGREGATE VALUE<br />

OF ALL TRANSACTIONS<br />

CONDUCTED UNDER A<br />

SHAREHOLDERS’<br />

MANDATE PURSUANT<br />

TO RULE 920 OF THE<br />

SGX LISTING MANUAL<br />

Transactions for the Sale of Goods and Services<br />

<strong>2006</strong> 2005 <strong>2006</strong> 2005<br />

$’000 $’000 $’000 $’000<br />

Keppel Corporation Ltd and its Associates – – – 1,297<br />

SembCorp Industries Ltd and its Associates – – 770 7,299<br />

SembCorp Logistics Ltd and its Associates – – – 952<br />

<strong>Singapore</strong> Airport Terminal Services Ltd<br />

and its Associates – – 252 –<br />

<strong>Singapore</strong> Computer Systems Limited<br />

and its Associates – – 475 103<br />

<strong>Singapore</strong> Telecommunications Limited and<br />

its Associates – – 3,604 –<br />

StarHub Ltd and its Associates – – – 446<br />

Temasek Holdings (Private) Limited<br />

and its Associates – – 7,787 546<br />

– – 12,888 10,643<br />

Transactions for the Purchase of Goods and Services<br />

SembCorp Industries Ltd and its Associates – – – 19,386<br />

SembCorp Logistics Ltd and its Associates – – 101 748<br />

SembCorp Marine Ltd and its Associates – – 1,914 2,914<br />

<strong>Singapore</strong> Computer Systems Limited<br />

and its Associates – – 2,389 3,203<br />

<strong>Singapore</strong> Telecommunications Limited<br />

and its Associates – – 168 –<br />

StarHub Ltd and its Associates – – 130 –<br />

Temasek Holdings (Private) Limited<br />

and its Associates – – 14,317 6,291<br />

– – 19,019 32,542


197<br />

SGX Listing Manual Requirements 31 DECEMBER <strong>2006</strong><br />

(Currency – <strong>Singapore</strong> dollars)<br />

1. INTERESTED PERSON TRANSACTIONS (continued)<br />

AGGREGATE VALUE<br />

OF ALL TRANSACTIONS<br />

EXCLUDING TRANSACTIONS<br />

CONDUCTED UNDER A<br />

SHAREHOLDERS’ MANDATE<br />

PURSUANT TO RULE 920 OF THE<br />

SGX LISTING MANUAL<br />

AGGREGATE VALUE<br />

OF ALL TRANSACTIONS<br />

CONDUCTED UNDER A<br />

SHAREHOLDERS’<br />

MANDATE PURSUANT<br />

TO RULE 920 OF THE<br />

SGX LISTING MANUAL<br />

Investment/Divestment/Leasing Transactions<br />

<strong>2006</strong> 2005 <strong>2006</strong> 2005<br />

$’000 $’000 $’000 $’000<br />

<strong>Singapore</strong> Computer Systems Limited<br />

and its Associates 238 238 – –<br />

SMRT Corporation Ltd and its Associates 6,500 – – –<br />

Temasek Holdings (Private) Limited<br />

and its Associates – 3,109 – 660<br />

6,738 3,347 – 660<br />

Treasury Transactions<br />

Temasek Holdings (Private) Limited<br />

and its Associates – – 889,681 959,680<br />

Total Interested Person Transactions 6,738 3,347 921,588 1,003,525


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 198<br />

Shareholding Statistics AS AT 5 MARCH 2007<br />

SHARE CAPITAL<br />

Paid-Up Capital : $498,190,192.411<br />

Class of Shares : Ordinary Shares<br />

One Special Share held by the Minister for Finance (Incorporated)<br />

Voting Rights : One vote per ordinary share<br />

SHAREHOLDING HELD IN HANDS OF PUBLIC<br />

Based on the information available to the Company as at 5 March 2007, 31.3962% of the issued ordinary shares of the Company is<br />

held by the public and therefore, Rule 723 of the Listing Manual issued by SGX-ST is complied with.<br />

ANALYSIS OF SHAREHOLDINGS<br />

NO. OF<br />

NO. OF<br />

RANGE OF SHAREHOLDINGS SHAREHOLDERS % SHARES %<br />

1 – 999 1,732 6.76 521,305 0.02<br />

1,000 – 10,000 19,713 76.98 83,073,519 2.81<br />

10,001 – 1,000,000 4,131 16.13 156,211,320 5.28<br />

1,000,001 and above 34 0.13 2,717,758,687 91.89<br />

25,610 100.00 2,957,564,831 100.00<br />

NUMBER OF SHARES<br />

DIRECT DEEMED TOTAL<br />

SUBSTANTIAL SHAREHOLDERS INTEREST INTEREST INTEREST %<br />

Temasek Holdings (Private) Limited 1,474,168,719 122,509,855 (1) 1,596,678,574 53.99<br />

The Capital Group Companies, Inc. – 199,958,000 (2) 199,958,000 6.7609<br />

Aberdeen Asset Management PLC and its subsidiaries – 253,658,100 (3) 253,658,100 8.5766<br />

Notes:<br />

(1) Temasek Holdings (Private) Limited is deemed to have an interest in the following shares held by:<br />

Name of Company<br />

No. of Shares<br />

Temasek a/c with DBS custodian 107,410,855<br />

DBS Group Holdings Ltd 10,829,000<br />

Keppel Corporation Limited 4,032,000<br />

The Rohatyn Group Asia Opportunity Master Fund, Ltd. 238,000<br />

(2) The Capital Group Companies, Inc. is deemed to have an interest in the following shares held by:<br />

Name of Company<br />

No. of Shares<br />

Raffl es Nominees Pte. Ltd. 195,977,000<br />

Bank of Tokyo (<strong>Singapore</strong>) 278,000<br />

BBH Dublin 182,000<br />

Chase Manhattan Bank (Hong Kong) 80,000<br />

DBS Nominees Pte. Ltd. 1,992,000<br />

HongKong & Shanghai Banking Corp 439,000<br />

HSBC 129,000<br />

HSBC (<strong>Singapore</strong>) Nominees Pte. Ltd. 487,000<br />

Standard Chartered Bank (Hong Kong) 141,000<br />

State Street Australia Limited 46,000<br />

United Overseas Bank Nominees Pte. Ltd. 207,000<br />

(3) Details of their deemed interest are not available.


199<br />

Shareholding Statistics AS AT 5 MARCH 2007<br />

MAJOR SHAREHOLDERS LIST – TOP 20<br />

NO. NAME NO. OF SHARES HELD %<br />

1 Temasek Holdings (Private) Limited 1,474,168,719 49.84<br />

2 DBS Nominees Pte Ltd 382,838,815 12.95<br />

3 DBSN Services Pte Ltd 282,587,801 9.56<br />

4 HSBC (<strong>Singapore</strong>) Nominees Pte Ltd 243,744,891 8.24<br />

5 Raffles Nominees Pte Ltd 112,183,036 3.79<br />

6 Citibank Nominees <strong>Singapore</strong> Pte Ltd 105,668,858 3.57<br />

7 United Overseas Bank Nominees Pte Ltd 49,957,834 1.69<br />

8 UOB Kay Hian Pte Ltd 8,762,372 0.30<br />

9 OCBC Nominees <strong>Singapore</strong> Pte Ltd 4,955,960 0.17<br />

10 DB Nominees (S) Pte Ltd 4,797,964 0.16<br />

11 OCBC Securities Private Ltd 4,068,585 0.14<br />

12 KI Investments (HK) Limited 4,032,000 0.14<br />

13 Selected Holdings Pte Ltd 3,025,000 0.10<br />

14 Raffles Investments Limited 3,000,000 0.10<br />

15 Merrill Lynch (S’pore) Pte Ltd 2,885,196 0.10<br />

16 Phillip Securities Pte Ltd 2,666,634 0.09<br />

17 The Asia Life Assurance Society Ltd - Par Fund 2,401,809 0.08<br />

18 BNP Paribas Nominees S’pore Pte Ltd 2,378,528 0.08<br />

19 DBS Vickers Securities (S) Pte Ltd 2,143,956 0.07<br />

20 Shanwood Development Pte Ltd 2,077,000 0.07<br />

2,698,344,958 91.24


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 200<br />

SECTORAL FINANCIAL REVIEW – AEROSPACE<br />

STATEMENT OF PROFIT AND LOSS<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Turnover 1,675,493 1,235,911<br />

Cost of sales (1,287,577) (962,407)<br />

Gross profit 387,916 273,504<br />

Other operating income 41,433 24,562<br />

Distribution and selling expenses 5,489 946<br />

Administrative expenses (137,116) (63,101)<br />

Other operating expenses (19,209) (16,859)<br />

Profit from continuing operations before taxation,<br />

other income and financial expenses 278,513 219,052<br />

Other income/(expenses), net 1,546 (860)<br />

Financial expenses (11,962) (919)<br />

268,097 217,273<br />

Share of results of associated companies and joint ventures 37,183 38,170<br />

Profit from continuing operations before taxation 305,280 255,443<br />

Taxation (43,621) (32,239)<br />

Profit from continuing operations after taxation 261,659 223,204<br />

Attributable to:<br />

Shareholders of the company 255,036 210,294<br />

Minority interests 6,623 12,910<br />

261,659 223,204


201<br />

SECTORAL FINANCIAL REVIEW – AEROSPACE<br />

BALANCE SHEET<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Share capital and reserves 417,680 463,025<br />

Minority interests 115,574 34,958<br />

533,254 497,983<br />

Property, plant and equipment 722,359 244,620<br />

Associated companies and joint ventures 111,781 100,530<br />

Investments 4,173 32,153<br />

Intangible assets 16,204 2,157<br />

Long-term receivables 275 417<br />

Deferred tax assets 57,011 37,104<br />

Current assets<br />

Stocks and work-in-progress 271,466 163,561<br />

Debtors, deposits and prepayments 441,372 485,382<br />

Long-term receivables, current 367 373<br />

Amounts under fund management 170,700 259,680<br />

Bank balances and other liquid funds 169,451 75,389<br />

1,053,356 984,385<br />

Current liabilities<br />

Advance payments from customers, current 152,324 113,940<br />

Creditors and accruals 642,160 460,825<br />

Provisions 53,106 47,372<br />

Progress billing in excess of work-in-progress 52,674 45,412<br />

Provision for taxation 103,212 96,004<br />

Short-term bank loans (unsecured) 24,223 2,845<br />

Long-term bank loans, current 5,571 –<br />

Lease obligations, current 1,567 1,628<br />

1,034,837 768,026<br />

Net current assets 18,519 216,359<br />

Non-current liabilities<br />

Advance payments from customers, non-current 63,936 66,066<br />

Deferred income 478 606<br />

Deferred tax liabilities 4,696 4,554<br />

Lease obligations, non-current 9,019 11,415<br />

Long-term bank loans, non-current 265,890 –<br />

Loans from related corporation 53,049 52,716<br />

397,068 135,357<br />

533,254 497,983


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 202<br />

SECTORAL FINANCIAL REVIEW – AEROSPACE<br />

STATEMENT OF CASH FLOWS<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Net cash from operating activities 291,335 183,811<br />

Net cash used in investing activities (136,545) (110,741)<br />

Proceeds from sale of property, plant and equipment 406 954<br />

Dividends from associated companies 42,630 36,260<br />

Dividends from investments 9,637 187<br />

Proceeds from sale and maturity of investments 136,435 12,656<br />

Purchase of investments (155) (70,051)<br />

Purchase of property, plant and equipment (158,373) (86,973)<br />

Acquisition of a subsidiary (119,538) –<br />

Acquisition of additional interest in subsidiaries (1,520) –<br />

Additional investment in an associated company (27,647) (3,588)<br />

Exchange difference on investment activities (18,420) (186)<br />

Net cash used in financing activities (218,708) (275,214)<br />

Capital contribution from minority shareholders of a subsidiary – 880<br />

Loans from/(to) related corporations 92,270 (48,090)<br />

Repayment of lease obligations (1,477) (1,505)<br />

Dividends paid to shareholders (299,699) (215,321)<br />

Dividends paid to minority shareholders of subsidiaries (14,204) (10,614)<br />

Interest paid (11,876) (908)<br />

Proceeds from short-term bank loans 3,243 –<br />

Exchange difference on financing activities 13,035 344<br />

Net decrease in cash and cash equivalents (63,918) (202,144)<br />

Cash and cash equivalents at beginning of year 291,149 493,120<br />

Exchange difference on cash and cash equivalents at beginning of year (2,366) 173<br />

Cash and cash equivalents at end of year 224,865 291,149


203<br />

SECTORAL FINANCIAL REVIEW – AEROSPACE<br />

VALUE ADDED STATEMENT<br />

<strong>2006</strong> 2005 2004 2003 2002<br />

$’000 $’000 $’000 $’000 $’000<br />

Value added from:<br />

Revenue earned 1,675,493 1,235,911 1,118,309 1,092,173 1,044,110<br />

Bought in materials and services (774,346) (567,862) (507,429) (473,460) (485,544)<br />

901,147 668,049 610,880 618,713 558,566<br />

Income from investments and interest 29,789 22,767 23,370 7,599 11,435<br />

Exchange gain/(loss) 935 (864) (770) (906) (2,606)<br />

Other non-operating income 12,255 1,799 8,235 7,490 9,884<br />

Share of results of associated companies<br />

and joint ventures 37,183 38,170 37,475 34,047 39,333<br />

Total value added 981,309 729,921 679,190 666,943 616,612<br />

Distribution of total value added<br />

To employees in wages, salaries and benefits 588,048 437,014 404,562 375,946 342,724<br />

To government in income and other taxes 47,123 35,294 42,609 46,611 54,807<br />

To providers of capital on:<br />

• Interest paid on borrowings 11,962 919 965 972 2,307<br />

• Dividends to shareholder 299,699 215,321 183,719 174,912 156,774<br />

946,832 688,548 631,855 598,441 556,612<br />

Balance retained in/(applied from) business<br />

Depreciation 84,366 39,092 34,117 39,604 38,734<br />

Impairment of assets 1,784 (431) 852 1,112 1,882<br />

Retained profits (68,764) (14,020) (10,961) (759) (5,116)<br />

17,386 24,641 24,008 39,957 35,500<br />

Non-production cost and income<br />

Bad debts (13,633) (5,171) 727 21,852 15,671<br />

Income from investments and interest 29,789 22,767 23,370 7,599 11,435<br />

Exchange gain/(loss) 935 (864) (770) (906) (2,606)<br />

17,091 16,732 23,327 28,545 24,500<br />

Total distribution 981,309 729,921 679,190 666,943 616,612


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 204<br />

SECTORAL FINANCIAL REVIEW – AEROSPACE<br />

FINANCIAL HIGHLIGHTS<br />

<strong>2006</strong> 2005 2004 2003 2002<br />

$’000 $’000 $’000 $’000 $’000<br />

Turnover 1,675,493 1,235,911 1,118,309 1,092,173 1,044,110<br />

Profit before tax 305,280 255,443 235,400 225,189 212,993<br />

Profit after tax (before extraordinary items) 255,036 210,294 187,275 176,297 155,580<br />

Shareholders’ funds 417,680 463,025 452,329 456,130 458,962<br />

Total assets 1,965,159 1,401,366 1,373,110 1,431,936 1,434,821<br />

Net tangible assets 401,476 460,868 450,325 456,074 458,870<br />

Return on turnover (%) 15.6 18.1 17.5 16.6 15.4<br />

Earnings per share (¢) 127.52 105.15 93.64 88.15 77.79<br />

Return on equity (%) 54.2 40.8 37.1 34.6 30.4<br />

Return on total assets (%) 13.3 15.9 14.2 12.6 11.2<br />

Net tangible assets per share (¢) 200.7 230.4 225.2 228.0 229.4<br />

Productivity data<br />

Average staff strength (number) 5,880 5,057 4,869 4,877 4,716<br />

Sales per employee ($) 284,948 244,396 229,679 223,944 221,397<br />

Profit after tax per employee ($) 43,373 41,585 38,463 36,149 32,990<br />

Employment costs 589,440 438,163 405,125 376,390 343,194<br />

Employment costs per $ of turnover ($) 0.35 0.35 0.36 0.34 0.33<br />

Economic Value Added 194,390 175,200 136,694 149,843 118,054<br />

Economic Value Added spread (%) 19.5 25.8 20.3 22.7 17.9<br />

Economic Value Added per employee ($) 33,060 34,645 28,074 30,724 25,033<br />

Value added 981,309 729,921 679,190 666,943 616,612<br />

Value added per employee ($) 166,889 144,339 139,493 136,753 130,749<br />

Value added per $ of employment costs ($) 1.66 1.67 1.68 1.77 1.80<br />

Value added per $ of gross property, plant<br />

and equipment ($) 0.81 1.09 1.16 1.24 1.14<br />

Value added per $ of turnover ($) 0.59 0.59 0.61 0.61 0.59


205<br />

SECTORAL FINANCIAL REVIEW – ELECTRONICS<br />

STATEMENT OF PROFIT AND LOSS<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Turnover 965,757 712,223<br />

Cost of sales (664,529) (553,354)<br />

Gross profit 301,228 158,869<br />

Other operating income 17,674 5,522<br />

Distribution and selling expenses (69,034) (28,592)<br />

Administrative expenses (103,265) (40,986)<br />

Other operating expenses (37,847) (16,908)<br />

Profit from continuing operations before taxation, other income and financial expenses 108,756 77,905<br />

Other income, net 99 1,210<br />

Financial expenses (8,879) (1,495)<br />

99,976 77,620<br />

Share of results of associated companies and joint ventures 4,674 (1,598)<br />

Profit from continuing operations before taxation 104,650 76,022<br />

Taxation (26,515) (16,110)<br />

Profit from continuing operations after taxation 78,135 59,912<br />

Attributable to:<br />

Shareholders of the company 76,318 58,008<br />

Minority interests 1,817 1,904<br />

78,135 59,912


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 206<br />

SECTORAL FINANCIAL REVIEW – ELECTRONICS<br />

BALANCE SHEET<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

(Restated)<br />

Share capital and reserves 103,619 137,282<br />

Minority interests 10,555 3,743<br />

114,174 141,025<br />

Property, plant and equipment 39,365 35,754<br />

Associated companies and joint ventures 61,573 63,727<br />

Investments 8,299 45,663<br />

Intangible assets 278,407 243,984<br />

Long-term receivables 2,872 14,285<br />

Deferred tax assets 25,487 28,771<br />

Current assets<br />

Stocks and work-in-progress 313,867 234,838<br />

Trade debtors 267,009 196,101<br />

Due from related corporations 66,201 99,705<br />

Debtors, deposits and prepayments 23,910 31,991<br />

Advance payments to suppliers 21,642 15,481<br />

Long-term receivables, current 43 54<br />

Bank balances and other liquid funds 92,300 47,172<br />

784,972 625,342<br />

Current liabilities<br />

Advance payments from customers, current 89,568 81,819<br />

Creditors and accruals 336,773 219,681<br />

Provisions 27,983 25,683<br />

Progress billings in excess of work-in-progress 210,692 230,961<br />

Provision for taxation 33,969 24,270<br />

Short-term bank loans (unsecured) 19,868 5,355<br />

Long-term bank loans, current 231 –<br />

Lease obligations, current 51 45<br />

Other loan, current 980 –<br />

Bank overdrafts 800 731<br />

720,915 588,545<br />

Net current assets 64,057 36,797<br />

Non-current liabilities<br />

Advance payments from customers, non-current 60,490 47,367<br />

Loans from a related corporation 298,325 279,791<br />

Deferred income 76 142<br />

Deferred rent 736 508<br />

Deferred tax liabilities 5,351 2<br />

Lease obligations, non-current 89 146<br />

Long-term bank loans, non current 819 –<br />

365,886 327,956<br />

114,174 141,025


207<br />

SECTORAL FINANCIAL REVIEW – ELECTRONICS<br />

STATEMENT OF CASH FLOWS<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Net cash from operating activities 34,760 3,042<br />

Net cash used in investing activities (19,998) (269,921)<br />

Proceeds from sale of property, plant and equipment 262 9<br />

Dividends from associated companies 2,025 732<br />

Dividends from investments 378 1,999<br />

Proceeds from sale of investments 29,264 1,813<br />

Proceed from convertible loan/promissory note redemption – 4,872<br />

Proceed from capital redemption of an associated company 170 238<br />

Purchase of property, plant and equipment (12,006) (7,125)<br />

Purchase of investments/convertible loan (725) (3,644)<br />

Investment in associated companies/joint venture (6,611) (6,654)<br />

Acquisition of subsidiaries (32,615) (261,143)<br />

Dilution of interest in subsidiary – (963)<br />

Loan to an investee company – (55)<br />

Loan to an associated company (140) -<br />

Net cash from financing activities 19,242 273,106<br />

Capital contribution from minority shareholders of a subsidiary – 133<br />

Repayment of lease obligations (51) (9)<br />

Proceeds from inter-company loans, net of repayment 98,040 327,437<br />

Proceeds from bank loans, net of repayment 2,591 5,355<br />

Dividends paid to shareholder (76,000) (58,300)<br />

Dividend paid to minority shareholders of a subsidiary (889) (1,075)<br />

Interest paid (4,449) (435)<br />

Net increase in cash and cash equivalents 34,004 6,227<br />

Cash and cash equivalents at beginning of year 106,809 101,400<br />

Exchange difference on cash and cash equivalents at beginning of year (3,307) (818)<br />

Cash and cash equivalents at end of year 137,506 106,809


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 208<br />

SECTORAL FINANCIAL REVIEW – ELECTRONICS<br />

VALUE ADDED STATEMENT<br />

<strong>2006</strong> 2005 2004 2003 2002<br />

$’000 $’000 $’000 $’000 $’000<br />

Value added from:<br />

Revenue earned 965,757 712,223 636,681 621,100 579,376<br />

Bought in materials and services (580,970) (443,918) (396,458) (389,430) (351,621)<br />

384,787 268,305 240,223 231,670 227,755<br />

Income from investments and interest 17,037 5,660 1,953 84 4,288<br />

Exchange gain/(loss) (726) 321 (263) 385 (76)<br />

Other operating income/(expenses) 637 (138) 209 22 –<br />

Other non-operating income 825 889 1,484 1,494 1,398<br />

Share of results of associated companies<br />

and joint ventures 4,674 (1,598) 345 (269) (840)<br />

Amortisation of goodwill on acquisition of<br />

associated companies – – – (258) (73)<br />

Total value added 407,234 273,439 243,951 233,128 232,452<br />

Distribution of total value added<br />

To employees in wages, salaries and benefits 270,816 187,600 167,821 161,920 167,955<br />

To government in income and other taxes 27,170 16,731 14,821 15,686 15,363<br />

To providers of capital on:<br />

• Interest paid on borrowings 8,879 1,495 113 48 5<br />

• Dividends to shareholder 76,000 58,300 52,800 45,600 40,260<br />

382,865 264,126 235,555 223,254 223,583<br />

Balance retained in/(applied from) business<br />

Depreciation 15,520 8,781 8,750 7,884 8,332<br />

Retained profits (12,481) (4,059) (4,097) 969 (2,497)<br />

3,039 4,722 4,653 8,853 5,835<br />

Non-production cost and income<br />

Bad debts 5,019 (1,390) 2,053 552 (1,178)<br />

Income from investments and interest 17,037 5,660 1,953 84 4,288<br />

Exchange gain/(loss) (726) 321 (263) 385 (76)<br />

21,330 4,591 3,743 1,021 3,034<br />

Total distribution 407,234 273,439 243,951 233,128 232,452


209<br />

SECTORAL FINANCIAL REVIEW – ELECTRONICS<br />

FINANCIAL HIGHLIGHTS<br />

<strong>2006</strong> 2005 2004 2003 2002<br />

$’000 $’000 $’000 $’000 $’000<br />

Turnover 965,757 712,223 636,681 621,100 579,376<br />

Profit before tax 104,650 76,022 64,506 61,390 56,699<br />

Profit after tax (before extraordinary items) 76,318 58,008 51,592 48,018 42,800<br />

Shareholders’ funds 103,619 137,282 108,095 107,882 105,121<br />

Total assets 1,200,975 1,057,526 568,990 592,583 697,544<br />

Net tangible assets (182,493) (118,966) 103,297 99,894 99,968<br />

Return on turnover (%) 8.1 8.4 7.9 7.4 7.2<br />

Earnings per share (¢) 72.65 55.22 49.11 45.71 40.74<br />

Return on equity (%) 32.8 23.3 47.7 44.5 40.7<br />

Return on total assets (%) 6.4 5.5 9.1 8.1 6.1<br />

Net tangible assets per share (¢) (173.7) (113.3) 98.3 95.1 95.2<br />

Productivity data<br />

Average staff strength (number) 3,256 2,828 2,649 2,662 2,586<br />

Sales per employee ($) 296,608 251,847 240,348 233,321 224,043<br />

Profit after tax per employee ($) 23,439 20,512 19,476 18,038 16,551<br />

Employment costs 270,901 187,664 167,845 161,965 167,976<br />

Employment costs per $ of turnover ($) 0.28 0.26 0.26 0.26 0.29<br />

Economic Value Added 67,295 47,378 44,681 39,299 20,157<br />

Economic Value Added Spread (%) 12.5 25.6 28.7 27.0 13.8<br />

Economic Value Added per employee ($) 20,668 16,753 16,867 14,763 7,795<br />

Value added 407,234 273,439 243,951 233,128 232,452<br />

Value added per employee ($) 125,072 96,690 92,092 87,576 89,889<br />

Value added per $ of employment costs ($) 1.50 1.46 1.45 1.44 1.38<br />

Value added per $ of gross property, plant<br />

and equipment ($) 3.00 2.00 2.10 2.22 2.31<br />

Value added per $ of turnover ($) 0.42 0.38 0.38 0.38 0.40


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 210<br />

SECTORAL FINANCIAL REVIEW – LAND SYSTEMS<br />

STATEMENT OF PROFIT AND LOSS<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Turnover 1,013,899 604,647<br />

Cost of sales (808,188) (465,261)<br />

Gross profit 205,711 139,386<br />

Other operating income 8,573 11,051<br />

Distribution and selling expenses (39,459) (13,861)<br />

Administrative expenses (71,544) (56,051)<br />

Other operating expenses (36,897) (30,361)<br />

Profit from continuing operations before taxation, other income and financial expenses 66,384 50,164<br />

Other income, net 5,896 5,828<br />

Financial expenses (6,579) (702)<br />

65,701 55,290<br />

Share of results of associated companies and joint ventures 4,270 9,720<br />

Profit from continuing operations before taxation 69,971 65,010<br />

Taxation (16,360) (16,093)<br />

Profit from continuing operations after taxation 53,611 48,917<br />

Attributable to:<br />

Shareholders of the company 51,926 48,997<br />

Minority interests 1,685 (80)<br />

53,611 48,917


211<br />

SECTORAL FINANCIAL REVIEW – LAND SYSTEMS<br />

BALANCE SHEET<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Share capital and reserves 110,954 173,597<br />

Minority interests 15,825 9,834<br />

126,779 183,431<br />

Property, plant and equipment 87,098 82,706<br />

Associated companies and joint ventures 114,667 115,883<br />

Investments 14,048 19,450<br />

Intangible assets 222,185 54,221<br />

Long-term receivables 58,042 573<br />

Deferred tax assets 17,085 16,187<br />

Current assets<br />

Stocks and work-in-progress 376,814 298,477<br />

Trade debtors 158,285 137,038<br />

Debtors, deposits and prepayments 48,886 37,530<br />

Long-term receivables, current 9 63<br />

Bank balances and other liquid funds 86,475 90,157<br />

Due from related corporations 35,807 151,754<br />

Forward currency contracts 90 –<br />

706,366 715,019<br />

Current liabilities<br />

Advance payments from customers, current 223,916 138,266<br />

Creditors and accruals 310,786 215,953<br />

Provisions 54,140 59,971<br />

Provision for taxation 34,450 33,301<br />

Forward currency contract 24 208<br />

Long-term loans, current 237 925<br />

Short-term bank loan 2,458 –<br />

Bank overdrafts 937 –<br />

Short-term loans from minority shareholders of a subsidiary – 2,843<br />

626,948 451,467<br />

Net current assets 79,418 263,552<br />

Non-current liabilities<br />

Advance payments from customers, non-current 153,338 264,485<br />

Forward currency contract 39 –<br />

Loans from related corporation 302,310 97,395<br />

Due to a joint venture – 331<br />

Long-term loans 2,229 2,684<br />

Long-term loan from minority shareholder of a subsidiary 194 194<br />

Deferred income 2,811 1,047<br />

Deferred tax liabilities 4,843 3,005<br />

465,764 369,141<br />

126,779 183,431


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 212<br />

SECTORAL FINANCIAL REVIEW – LAND SYSTEMS<br />

STATEMENT OF CASH FLOWS<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Net cash from operating activities 12,872 7,202<br />

Net cash used in investing activities (220,486) (37,128)<br />

Proceeds from disposal of property, plant and equipment 919 1,102<br />

Distribution from unquoted long-term investment 250 –<br />

Dividends from unquoted long-term investments 138 414<br />

Dividends from associated companies 3,606 8,270<br />

Purchase of property, plant and equipment (12,116) (7,808)<br />

Purchase of commercial and intellectual property rights (517) –<br />

Investment in an associated company and a joint venture – (2,051)<br />

Acquisition of additional interest in a subsidiary (150) –<br />

Acquisition of a subsidiary (211,381) (37,328)<br />

Contribution from minority shareholders – 895<br />

Deconsolidation of a subsidiary – (92)<br />

Long-term loan to a joint venture (1,235) (573)<br />

Exchange difference on investing activities – 43<br />

Net cash from financing activities 94,036 1,583<br />

Interest paid (3,752) (102)<br />

Proceeds from loans from minority shareholders 43 1,549<br />

Proceeds from long-term loans from related corporation 211,798 91,658<br />

Proceeds from short-term loans from related corporation 21,631 –<br />

Proceeds from short-term bank loan 2,510 –<br />

Proceeds from short-term loan from immediate holding company 20,000 –<br />

Long-term loan to immediate holding company (54,000) –<br />

Repayment of long-term bank loan – (30,861)<br />

Repayment of short-term loan – (11,914)<br />

Repayment of long-term loans (923) (43)<br />

Dividends paid to shareholder of the Company (103,173) (48,316)<br />

Dividends paid to minority shareholders of a subsidiary (98) –<br />

Exchange difference on financing activities – (388)<br />

Net decrease in cash and cash equivalents (113,578) (28,343)<br />

Cash and cash equivalents at beginning of year 234,752 264,335<br />

Exchange difference on cash and cash equivalents at beginning of year (5,256) (1,240)<br />

Cash and cash equivalents at end of year 115,918 234,752


213<br />

SECTORAL FINANCIAL REVIEW – LAND SYSTEMS<br />

VALUE ADDED STATEMENT<br />

<strong>2006</strong> 2005 2004 2003 2002<br />

$’000 $’000 $’000 $’000 $’000<br />

Value added from:<br />

Revenue earned 1,013,899 604,647 594,300 717,711 711,160<br />

Bought in materials and services (707,581) (428,872) (423,482) (487,411) (443,416)<br />

306,318 175,775 170,818 230,300 267,744<br />

Income from investments and interest 8,340 9,604 2,068 9,911 11,166<br />

Exchange gain/(loss) (3,121) (329) (796) (806) (1,568)<br />

Other non-operating income 9,250 7,604 4,638 6,652 3,385<br />

Share of results of associated companies<br />

and joint ventures 4,270 9,720 20,576 11,970 3,123<br />

Total value added 325,057 202,374 197,304 258,027 283,850<br />

Distribution of total value added<br />

To employees in wages, salaries and benefits 224,622 124,881 117,191 135,401 169,147<br />

To government in income and other taxes 18,378 17,668 16,294 23,401 (2,243)<br />

To providers of capital on:<br />

• Interest paid on borrowings 6,579 702 85 29 110<br />

• Dividends to shareholder 103,173 48,316 78,000 105,000 40,000<br />

352,752 191,567 211,570 263,831 207,014<br />

Balance retained in/(applied from) business<br />

Depreciation 15,489 10,740 10,594 15,560 17,603<br />

Retained profits (47,860) (3,780) (22,270) (35,588) 53,702<br />

(32,371) 6,960 (11,676) (20,028) 71,305<br />

Non-production cost and income<br />

Bad debts (543) (5,428) (3,862) 5,119 (4,067)<br />

Income from investments and interest 8,340 9,604 2,068 9,911 11,166<br />

Exchange gain/(loss) (3,121) (329) (796) (806) (1,568)<br />

4,676 3,847 (2,590) 14,224 5,531<br />

Total distribution 325,057 202,374 197,304 258,027 283,850


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 214<br />

SECTORAL FINANCIAL REVIEW – LAND SYSTEMS<br />

FINANCIAL HIGHLIGHTS<br />

<strong>2006</strong> 2005 2004 2003 2002<br />

$’000 $’000 $’000 $’000 $’000<br />

Turnover 1,013,899 604,647 594,300 717,711 711,160<br />

Profit before tax 69,971 65,010 71,549 96,458 96,877<br />

Profit after tax (before extraordinary items) 51,926 48,997 58,066 76,538 100,602<br />

Shareholders’ funds 110,954 173,597 164,471 183,807 213,373<br />

Total assets 1,219,491 1,004,039 883,498 1,014,346 1,169,273<br />

Net tangible assets (115,549) 115,058 149,890 168,841 198,040<br />

Return on turnover (%) 5.3 8.1 9.5 10.4 13.9<br />

Earnings per share (¢) 43.07 40.64 48.16 63.48 83.44<br />

Return on equity (%) 20.2 22.9 34.9 41.3 47.1<br />

Return on total assets (%) 4.4 4.9 6.4 7.3 8.5<br />

Net tangible assets per share (¢) (95.8) 95.4 124.3 140.0 164.3<br />

Productivity data<br />

Average staff strength (number) 4,961 3,417 2,389 2,483 2,738<br />

Sales per employee ($) 204,374 176,953 248,765 289,050 259,737<br />

Profit after tax per employee ($) 10,467 14,339 24,306 30,825 36,743<br />

Employment costs 224,828 125,030 117,116 135,417 169,111<br />

Employment costs per $ of turnover ($) 0.22 0.21 0.20 0.19 0.24<br />

Economic Value Added 32,994 34,087 34,821 62,799 81,320<br />

Economic Value Added spread (%) 6.8 12.0 11.3 18.2 29.4<br />

Economic Value Added per employee ($) 6,651 9,976 14,576 25,292 29,701<br />

Value added 325,057 202,374 197,304 258,027 283,850<br />

Value added per employee ($) 65,522 59,226 82,589 103,917 103,671<br />

Value added per $ of employment costs ($) 1.45 1.62 1.68 1.91 1.68<br />

Value added per $ of gross property, plant<br />

and equipment ($) 0.96 0.62 0.66 0.84 0.91<br />

Value added per $ of turnover ($) 0.32 0.33 0.33 0.36 0.40


215<br />

SECTORAL FINANCIAL REVIEW – MARINE<br />

STATEMENT OF PROFIT AND LOSS<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Turnover 702,868 659,847<br />

Cost of sales (602,581) (551,530)<br />

Gross profit 100,287 108,317<br />

Other operating income 13,851 9,320<br />

Distribution and selling expenses (5,532) (3,970)<br />

Administrative expenses (20,067) (19,218)<br />

Other operating expenses (6,341) (6,689)<br />

Profit from continuing operations before taxation, other income and financial expenses 82,198 87,760<br />

Other income, net 481 2,644<br />

Financial expenses (3,519) (2,472)<br />

79,160 87,932<br />

Share of results of associated companies and joint ventures 340 –<br />

Profit from continuing operations before taxation 79,500 87,932<br />

Taxation (11,677) (17,665)<br />

Profit from continuing operations after taxation 67,823 70,267<br />

Attributable to:<br />

Shareholders of the company 67,823 70,267<br />

Minority interests – –<br />

67,823 70,267


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 216<br />

SECTORAL FINANCIAL REVIEW – MARINE<br />

BALANCE SHEET<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Share capital and reserves 124,345 111,992<br />

Property, plant and equipment 92,807 100,697<br />

Associated companies and joint ventures 290 –<br />

Investments 1,321 2,402<br />

Intangible assets 171 181<br />

Long-term receivables 198 54<br />

Deferred tax assets 15,612 15,412<br />

Current assets<br />

Stocks and work-in-progress 104,549 70,152<br />

Trade debtors 89,214 116,566<br />

Due from related corporations 132,134 173,834<br />

Debtors, deposits and prepayments 9,191 24,530<br />

Advance payments to suppliers 56,749 93,248<br />

Long-term receivables, current 20 180<br />

Amounts under fund management 57,473 51,382<br />

Bank balances and other liquid funds 123,138 54,137<br />

572,468 584,029<br />

Current liabilities<br />

Advance payments from customers, current 115,974 138,807<br />

Creditors and accruals 228,251 250,007<br />

Provisions 48,450 42,258<br />

Progress billings in excess of work-in-progress 37,072 14,291<br />

Provision for taxation 29,155 39,440<br />

Lease obligations, current – 12<br />

458,902 484,815<br />

Net current assets 113,566 99,214<br />

Non-current liabilities<br />

Loans from a related corporation 97,013 102,763<br />

Accrued staff benefits 2,607 3,205<br />

99,620 105,968<br />

124,345 111,992


217<br />

SECTORAL FINANCIAL REVIEW – MARINE<br />

STATEMENT OF CASH FLOWS<br />

<strong>2006</strong> 2005<br />

$’000 $’000<br />

Net cash from operating activities 101,610 89,458<br />

Net cash used in investing activities (7,635) (11,829)<br />

Dividends from investments 138 412<br />

Proceeds from sale and maturity of investments 596 952<br />

Proceeds from sale of property, plant and equipment 122 20<br />

Purchase of property, plant and equipment (11,845) (12,678)<br />

Exchange difference on investing activities 3,354 (535)<br />

Net cash used in financing activities (68,261) (72,407)<br />

Dividends paid to shareholder of the Company (60,079) (70,249)<br />

Interest paid (3,519) (2,472)<br />

Proceeds from/(repayment of) loans from related corporation, net 1,648 (837)<br />

Repayment of lease obligations (12) (64)<br />

Repayment of loan by a joint venture – 388<br />

Exchange difference on financing activities (6,299) 827<br />

Net increase in cash and cash equivalents 25,714 5,222<br />

Cash and cash equivalents at beginning of year 221,663 216,436<br />

Exchange difference on cash and cash equivalents at beginning of year (463) 5<br />

Cash and cash equivalents at end of year 246,914 221,663


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 218<br />

SECTORAL FINANCIAL REVIEW – MARINE<br />

VALUE ADDED STATEMENT<br />

<strong>2006</strong> 2005 2004 2003 2002<br />

$’000 $’000 $’000 $’000 $’000<br />

Value added from:<br />

Revenue earned 702,868 659,847 484,364 387,323 281,231<br />

Bought in materials and services (510,787) (444,879) (298,043) (249,406) (190,567)<br />

192,081 214,968 186,321 137,917 90,664<br />

Income from investments and interest 9,856 6,998 7,944 14,520 18,023<br />

Exchange (loss)/gain (59) (334) (231) 47 4<br />

Other non-operating income 4,535 5,300 6,152 4,401 3,324<br />

Share of results of associated companies<br />

and joint ventures 340 – – – –<br />

Total value added 206,753 226,932 200,186 156,885 112,015<br />

Distribution of total value added<br />

To employees in wages, salaries and benefits 105,791 104,216 104,072 97,909 54,676<br />

To government in income and other taxes 13,432 19,986 18,506 6,595 13,079<br />

To providers of capital on:<br />

• Interest paid on borrowings 3,519 2,472 1,253 1,184 556<br />

• Dividends to shareholder 60,079 70,249 55,133 – 70,000<br />

182,821 196,923 178,964 105,688 138,311<br />

Balance retained in/(applied from) business<br />

Depreciation 16,381 18,974 22,241 22,811 13,338<br />

Retained profits (2,043) 5,913 (9,105) 16,241 (58,826)<br />

14,338 24,887 13,136 39,052 (45,488)<br />

Non-production cost and income<br />

Bad debts (203) (1,542) 373 (2,422) 1,165<br />

Income from investments and interest 9,856 6,998 7,944 14,520 18,023<br />

Exchange (loss)/gain (59) (334) (231) 47 4<br />

9,594 5,122 8,086 12,145 19,192<br />

Total distribution 206,753 226,932 200,186 156,885 112,015


219<br />

SECTORAL FINANCIAL REVIEW – MARINE<br />

FINANCIAL HIGHLIGHTS<br />

<strong>2006</strong> 2005 2004 2003 2002<br />

$’000 $’000 $’000 $’000 $’000<br />

Turnover 702,868 659,847 484,364 387,323 281,231<br />

Profit before tax 79,500 87,932 69,786 35,172 41,132<br />

Profit after tax 67,823 70,267 53,741 30,808 29,201<br />

Shareholders’ funds 124,345 111,992 107,779 109,316 78,808<br />

Total assets 682,867 702,775 664,556 594,272 530,419<br />

Net tangible assets 124,174 111,811 107,449 109,316 78,808<br />

Return on turnover (%) 9.6 10.6 11.1 8.0 10.4<br />

Earnings per share (¢) 34.68 35.93 27.48 15.75 14.93<br />

Return on equity (%) 45.0 50.8 40.1 22.7 27.8<br />

Return on total assets (%) 9.9 10.0 8.1 5.2 5.5<br />

Net tangible assets per share (¢) 63.5 57.2 54.9 55.9 40.3<br />

Productivity Data<br />

Average staff strength (number) 1,404 1,416 1,514 1,490 1,168<br />

Sales per employee ($) 500,618 465,994 319,923 259,948 240,780<br />

Profit after tax per employee ($) 48,307 49,624 35,496 20,677 25,001<br />

Employment costs 106,086 104,448 104,238 98,028 54,809<br />

Employment costs per $ of turnover ($) 0.15 0.16 0.22 0.25 0.19<br />

Economic Value Added 49,903 49,061 32,501 10,363 5,056<br />

Economic Value Added spread (%) 18.7 18.0 11.7 3.9 2.4<br />

Economic Value Added per employee ($) 35,543 34,648 21,467 6,955 4,329<br />

Value added 206,753 226,932 200,186 156,885 112,015<br />

Value added per employee ($) 147,260 160,263 132,223 105,292 95,903<br />

Value added per $ of employment costs ($) 1.95 2.17 1.92 1.60 2.04<br />

Value added per $ of gross property, plant<br />

and equipment ($) 0.67 0.75 0.70 0.54 0.39<br />

Value added per $ of turnover ($) 0.29 0.34 0.41 0.41 0.40


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 220<br />

Group Structure – <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Ltd<br />

SUBSIDIARIES AND ASSOCIATED COMPANIES (AS AT 28 FEBRUARY 2007)<br />

<strong>Singapore</strong> <strong>Technologies</strong> Aerospace Ltd<br />

(100%)<br />

<strong>Singapore</strong> <strong>Technologies</strong> Electronics Limited<br />

(100%)<br />

<strong>Singapore</strong> <strong>Technologies</strong> Kinetics Ltd<br />

(100%)<br />

<strong>Singapore</strong> <strong>Technologies</strong> Marine Ltd<br />

(100%)<br />

<strong>Singapore</strong> <strong>Technologies</strong> Dynamics Pte Ltd<br />

(100%)<br />

ST Synthesis Pte Ltd<br />

(100%)<br />

FusionTech Pte. Ltd.<br />

(100%)<br />

<strong>2006</strong> JV Pte. Ltd. (formerly known as Asian<br />

Aerospace <strong>2006</strong> Pte. Ltd.)<br />

(50%)<br />

KAZ-ST <strong>Engineering</strong> Bastau Limited<br />

Liability Partnership<br />

(51%)<br />

Vision <strong>Technologies</strong> Systems, Inc.<br />

(100%)<br />

NanoScience Innovation Pte Ltd<br />

(38.33%)<br />

SA Supplies (USA) Inc.<br />

(100%)<br />

<strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> (USA) Inc.<br />

(100%)<br />

Vision <strong>Technologies</strong> Aerospace, Incorporated<br />

(100%)<br />

San Antonio Aerospace GP, LLC<br />

(100%)<br />

Vision <strong>Technologies</strong> Electronics, Inc<br />

(100%)<br />

Vision <strong>Technologies</strong> Kinetics, Inc.<br />

(100%)<br />

Vision <strong>Technologies</strong> Marine, Inc.<br />

(100%)<br />

VT Systems, Inc.<br />

(100%)<br />

Vision <strong>Technologies</strong> Land Systems, Inc.<br />

(100%)<br />

+ Ceased operations in 2003<br />

* Balance 1% held by DalFort Aerospace GP, Inc.<br />

** Balance 1% held by San Antonio Aerospace GP, LLC<br />

Italics Indicates Associated Companies. Others are Subsidiaries<br />

(both directly and indirectly held)<br />

San Antonio Aerospace LP<br />

(99%)**<br />

ST Mobile Aerospace <strong>Engineering</strong>, Inc.<br />

(100%)<br />

DalFort Aerospace GP, Inc. +<br />

(100%)<br />

DalFort Aerospace, L.P. +<br />

(99%)*<br />

iDirect, Inc.<br />

(100%)<br />

Miltope Corporation<br />

(100%)<br />

MÄK <strong>Technologies</strong>, Inc.<br />

(80%)<br />

VT Halter Marine, Inc.<br />

(100%)<br />

Halter-Bollinger Joint Venture LLC<br />

(50%)<br />

VT Dimensions, Inc.<br />

(100%)<br />

VT Specialized Vehicles Corporation<br />

(100%)<br />

Lee Holding Company<br />

(100%)<br />

iDirect UK Limited<br />

(100%)<br />

iDirect Italy srl<br />

(100%)<br />

iDirect Hong Kong Limited<br />

(100%)<br />

iDirect Canada, Inc<br />

(49%)<br />

iDirect International Corporation<br />

(100%)<br />

iDirect <strong>Singapore</strong> Pte. Ltd.<br />

(100%)<br />

VT LeeBoy, Inc<br />

(100%)<br />

LeeBoy Rents, Inc<br />

(100%)<br />

Rosco Manufacturing Company<br />

(100%)<br />

Force Feed Loader Parts, Inc.<br />

(100%)


221<br />

Group Structure – <strong>Singapore</strong> <strong>Technologies</strong> Aerospace Ltd<br />

SUBSIDIARIES AND ASSOCIATED COMPANIES (AS AT 28 FEBRUARY 2007)<br />

ST Aerospace <strong>Engineering</strong> Pte Ltd<br />

(100%)<br />

Pacifi c Flight Services Pte Ltd<br />

(100%)<br />

ST PAE Holdings Pty Ltd<br />

(100%)<br />

Composite Technology International Pte Ltd<br />

(33.33%)<br />

Aerospace <strong>Engineering</strong> Services Pty Ltd Unit Trust<br />

(50%)<br />

Aerospace <strong>Engineering</strong> Services Pty Ltd<br />

(50%)<br />

Eurocopter South East Asia Private Limited<br />

(25%)<br />

ST Aerospace Engines Pte Ltd<br />

(100%)<br />

ST Aerospace International Structures Pte Ltd<br />

(100%)<br />

ST Aerospace Systems Pte Ltd<br />

(100%)<br />

ST Aerospace Supplies Pte Ltd<br />

(100%)<br />

<strong>Singapore</strong> Precision Repair and Overhaul Pte Ltd<br />

(50%)<br />

iShopAero Pte Ltd<br />

(100%)<br />

ST Airport Ground Services Pte Ltd<br />

(100%)<br />

ST Aviation Resources Pte Ltd<br />

(100%)<br />

ST Aviation Resources 1 Limited<br />

(100%)<br />

Visiontech Investment Pte Ltd<br />

(100%)<br />

Panama Aerospace <strong>Engineering</strong> Inc.<br />

(100%)<br />

<strong>Singapore</strong> Aerospace Kabushiki Kaisha<br />

(100%)<br />

<strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> (Europe) Ltd<br />

(100%)<br />

SAS Component Group A/S<br />

(71.3%)<br />

Bournemouth Aviation Services Company Limited +<br />

(81%)<br />

ST Aviation Services Co Pte Ltd<br />

(80%)<br />

Airline Rotables (UK Holdings) Limited<br />

(formerly known as ST Aerospace (UK) Limited)<br />

(100%)<br />

Airline Rotables Limited<br />

(100%)<br />

<strong>Singapore</strong> British <strong>Engineering</strong> Pte Ltd<br />

(51%)<br />

Visiontech <strong>Engineering</strong> Pte Ltd<br />

(51%)<br />

1988 JV Pte. Ltd.<br />

(50%)<br />

Shanghai <strong>Technologies</strong> Aerospace<br />

Company Limited<br />

(49%)<br />

Turbine Overhaul Services Pte Ltd<br />

(49%)<br />

Turbine Coating Services Pte Ltd<br />

(24.5%)<br />

+ Ceased operations in <strong>2006</strong><br />

Italics Indicates Associated Companies. Others are Subsidiaries<br />

(both directly and indirectly held)


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 222<br />

Group Structure – <strong>Singapore</strong> <strong>Technologies</strong> Electronics Limited<br />

SUBSIDIARIES AND ASSOCIATED COMPANIES (AS AT 28 FEBRUARY 2007)<br />

ST Electronics (Satcom & Sensor Systems)<br />

Pte. Ltd.<br />

(100%)<br />

ST Electronics (Info-Comm Systems) Pte. Ltd.<br />

(100%)<br />

ST Electronics (Sichuan) Co., Ltd<br />

(100%)<br />

Polarsat Holdings Inc.<br />

(formerly known as PolarSat Inc)<br />

(38.98%)<br />

ST Electronics (Info-Security) Pte. Ltd.<br />

(formerly known as DigiSAFE Pte Ltd)<br />

(100%)<br />

STELCOMMS Pte. Ltd.<br />

(100%)<br />

Infowave Pte Ltd<br />

(43%)<br />

Sentry <strong>Technologies</strong> Pte Ltd<br />

(35%)*<br />

DataMark <strong>Technologies</strong> Pte Ltd<br />

(61.12%)<br />

Autoscan Technology Pte Ltd<br />

(60%)<br />

mPayment Pte Ltd<br />

(31.78%)<br />

ST Electronics (Shanghai) Co., Ltd<br />

(100%)<br />

iTS <strong>Technologies</strong> Pte Ltd<br />

(100%)<br />

ST Electronics (Training & Simulation Systems)<br />

Pte. Ltd.<br />

(100%)<br />

ST Electronics (Taiwan) Limited<br />

(100%)<br />

SEEL Electronic & <strong>Engineering</strong> Sdn Bhd<br />

(100%)<br />

TranSys Pte Ltd<br />

(100%)<br />

ST Electronics (Info-Software Systems) Pte. Ltd.<br />

(100%)<br />

Intelect <strong>Technologies</strong>, Incorporated<br />

(78.57%)<br />

Ripple Systems Pty Ltd<br />

(70%)<br />

STELOP Pte. Ltd.<br />

(50.05%)<br />

ST LogiTrack Pte Ltd<br />

(39.06%)<br />

GFM Electronics S.A. de C.V.<br />

(50%)<br />

Sino Stride Technology (Holdings) Limited<br />

(28%)<br />

RF Korea Inc.<br />

(22%)<br />

Trusted Hub Ltd<br />

(21.8%)<br />

iWOW Technology Pte Ltd<br />

(21.74%)<br />

ST Electronics-PCI Co., Ltd<br />

(51%)<br />

Prescient Systems & <strong>Technologies</strong> Pte. Ltd.<br />

(47.84%)<br />

ST Electronics (Digital Media) Pte. Ltd. (formerly<br />

known as Interactive Visual Laboratory Pte. Ltd.)<br />

(100%)<br />

ST Education & Training Private Limited<br />

(70%)<br />

Brightspot Interactive Learning Pte. Ltd.<br />

(51%)<br />

Knowledge Alive Pte. Ltd.<br />

(45.47%)<br />

ST Electronics (Software Services) Limited<br />

(formerly known as Xinke Information Systems Ltd)<br />

(100%)<br />

ST Electronics (e-Services) Pte. Ltd.<br />

(100%)<br />

PM-B Pte Ltd<br />

(70%)<br />

INFA Systems Limited<br />

(70%)<br />

Sandz Solutions (<strong>Singapore</strong>) Pte Ltd<br />

(25%)<br />

WizVision Pte. Ltd.<br />

(22.8%)<br />

ECS Holdings Limited<br />

(20.86%)<br />

STET Maritime Bureau Pte. Ltd.<br />

(100%)<br />

STET Maritime Education Pte. Ltd.<br />

(100%)<br />

Comat Training Services Pte Ltd<br />

(100%)<br />

Sandz Solutions (HK) Pte Ltd<br />

(100%)<br />

WizVision (HK) Pte Limited<br />

(100%)<br />

Mobile Solutions and Payment Services Pte Ltd<br />

(21.57%)<br />

* In the process of striking-off<br />

Italics Indicates Associated Companies. Others are Subsidiaries<br />

(both directly and indirectly held)


223<br />

Group Structure – <strong>Singapore</strong> <strong>Technologies</strong> Kinetics Ltd<br />

SUBSIDIARIES AND ASSOCIATED COMPANIES (AS AT 28 FEBRUARY 2007)<br />

Advanced Material <strong>Engineering</strong> Pte. Ltd.<br />

(100%)<br />

Advanced Pyrotechnic Materials Private Limited<br />

(formerly known as Chartered Pyrotechnic<br />

Industries Private Limited)<br />

(51%)<br />

SMART Systems Pte Ltd<br />

(50%)<br />

Takata CPI <strong>Singapore</strong> Pte Ltd<br />

(49%)<br />

Autonomous Technology Pte Ltd<br />

(100%)<br />

Allied Ordnance of <strong>Singapore</strong> (Pte) Limited<br />

(100%)<br />

Guizhou Jonyang Kinetics Co., Ltd.<br />

(60%)<br />

Defence Electronics of <strong>Singapore</strong> Pte Ltd<br />

(49%)<br />

Expert Systems Pte Ltd<br />

(100%)<br />

Kinetics Systems (Shanghai) Co. Ltd.<br />

(100%)<br />

Mobility Systems Pte Ltd<br />

(100%)<br />

Ordnance Development and <strong>Engineering</strong> Company<br />

of <strong>Singapore</strong> (1996) Private Limited<br />

(100%)<br />

Shanghai Elite Electric Vehicles Co., Ltd<br />

(100%)<br />

<strong>Singapore</strong> Commuter Private Limited<br />

(100%)<br />

Silvatech Systems Corporation Pte Ltd<br />

(100%)<br />

Silvatech Global Systems Limited<br />

(100%)<br />

Timoney Holdings Limited<br />

(25%)<br />

Kinetics Drive Solutions Inc.<br />

(100%)<br />

<strong>Singapore</strong> Ordnance <strong>Engineering</strong> Pte. Ltd.<br />

(100%)<br />

<strong>Singapore</strong> Test Services Private Limited<br />

(100%)<br />

ST Automotive Industrial Pte Ltd<br />

(100%)<br />

ST Automotive (Vietnam) Pte Ltd<br />

(100%)<br />

SAO Industrial Services Pte Ltd<br />

(100%)<br />

Nusantara <strong>Technologies</strong> Sdn. Bhd.<br />

(49%)<br />

STA Detroit Diesel-Allison (<strong>Singapore</strong>) Pte Ltd<br />

(100%)<br />

STA Inspection Pte Ltd<br />

(100%)<br />

STA Investment Pte Ltd<br />

(100%)<br />

JuzclickCar.com Pte Ltd<br />

(90%)<br />

Unicorn International Pte Limited<br />

(100%)<br />

STAR Automotive Center (Guang Zhou) Co., Ltd.<br />

(100%)<br />

STAR Automotive Center (Zhejiang) Co., Ltd.<br />

(86.24%)<br />

ATREC Pte. Ltd.<br />

(50%)<br />

Beijing Zhonghuan Kinetics Heavy Vehicles<br />

Co. Ltd.<br />

(50%)<br />

CityCab Pte Ltd<br />

(46.5%)<br />

Italics<br />

Indicates Associated Companies. Others are Subsidiaries<br />

(both directly and indirectly held)


THE WINNING SPIRIT ST <strong>Engineering</strong> AR <strong>2006</strong> 224<br />

Group Structure – <strong>Singapore</strong> <strong>Technologies</strong> Marine Ltd<br />

SUBSIDIARIES AND ASSOCIATED COMPANIES (AS AT 28 FEBRUARY 2007)<br />

STSE <strong>Engineering</strong> Services Pte Ltd<br />

(100%)<br />

PT SSE-Van der Horst Indonesia<br />

(24.4%)<br />

Anchorville Pte Ltd*<br />

(30%)<br />

AquaGen International Pte Ltd*<br />

(25%)<br />

Joint Shipyard Management Services Pte Ltd<br />

(30%)<br />

* In Compulsory Winding Up by the Court<br />

Italics Indicates Associated Companies. Others are subsidiaries<br />

(both directly and indirectly held)


225<br />

CORPORATE INFORMATION<br />

BOARD OF DIRECTORS<br />

Mr Peter SEAH Lim Huat (Chairman)<br />

Mr TAN Pheng Hock (President and CEO)<br />

Mr KOH Beng Seng (Director)<br />

Lieutenant-General NG Yat Chung (Director)<br />

Dr TAN Kim Siew (Director)<br />

Professor LUI Pao Chuen (Director)<br />

Mr Winston TAN Tien Hin (Director)<br />

Mr Lucien WONG Yuen Kuai (Director)<br />

Dr Philip Nalliah PILLAI (Director)<br />

Mr QUEK Poh Huat (Director)<br />

Mr Venkatachalam KRISHNAKUMAR (Director)<br />

Brigadier-General Bernard TAN Kok Kiang (Alternate Director<br />

to Lieutenant-General NG Yat Chung)<br />

COMPANY SECRETARY<br />

Mrs CHUA Su Li<br />

REGISTERED OFFICE<br />

51 Cuppage Road #09-08<br />

StarHub Centre<br />

<strong>Singapore</strong> 229469<br />

Tel : (65) 6722 1818<br />

Fax : (65) 6720 2293<br />

http : //www.stengg.com<br />

SHARE REGISTRAR<br />

M & C Services Private Limited<br />

138 Robinson Road #17-00<br />

The Corporate Office<br />

<strong>Singapore</strong> 068906<br />

AUDITORS<br />

Ernst & Young<br />

One Raffles Quay<br />

North Tower, Level 18<br />

<strong>Singapore</strong> 048583<br />

Mr TAN Wee Khim (Partner-in-charge)<br />

(Date of Appointment: 01/07/2005)<br />

PRINCIPAL BANKERS<br />

Calyon<br />

168 Robinson Road<br />

#22-01 Capital Tower<br />

<strong>Singapore</strong> 068912<br />

Citibank N.A.<br />

3 Temasek Avenue<br />

#17-00 Centennial Towers<br />

<strong>Singapore</strong> 039190<br />

The Development Bank of <strong>Singapore</strong> Ltd<br />

6 Shenton Way<br />

DBS Building Tower One<br />

<strong>Singapore</strong> 068809<br />

Oversea-Chinese Banking Corporation Limited<br />

65 Chulia Street<br />

#10-00 OCBC Centre<br />

<strong>Singapore</strong> 049513<br />

United Overseas Bank Limited<br />

80 Raffles Place<br />

UOB Plaza 1<br />

<strong>Singapore</strong> 048624


SINGAPORE TECHNOLOGIES ENGINEERING LTD<br />

(INCORPORATED IN THE REPUBLIC OF SINGAPORE)<br />

(Regn No: 199706274H)<br />

235<br />

Notice of Tenth <strong>Annual</strong> General Meeting<br />

NOTICE IS HEREBY GIVEN THAT the Tenth <strong>Annual</strong> General<br />

Meeting of the Company will be held at Crystal Suite, Level 2,<br />

Holiday Inn Park View <strong>Singapore</strong>, 11 Cavenagh Road, <strong>Singapore</strong><br />

229616 on Wednesday, 25 April 2007 at 2.30 p.m. to transact the<br />

following business:<br />

AS ORDINARY BUSINESS<br />

Resolution 1<br />

To receive and adopt the Directors’ <strong>Report</strong> and Audited Accounts<br />

for the year ended 31 December <strong>2006</strong> and the Auditors’ <strong>Report</strong><br />

thereon.<br />

Resolution 2<br />

To declare a first and final tax exempt (one-tier) dividend of 4.0<br />

cents per share and a special tax exempt (one-tier) dividend of<br />

11.11 cents per share for the year ended 31 December <strong>2006</strong>.<br />

Resolution 3<br />

(a) To re-elect the following Directors, each of whom will retire by<br />

rotation pursuant to Article 98 of the Articles of Association<br />

of the Company and who, being eligible, will offer themselves<br />

for re-election.<br />

(b)<br />

(i) Mr Koh Beng Seng*<br />

(ii) Dr Tan Kim Siew<br />

(iii) Mr Lucien Wong Yuen Kuai<br />

* Mr Koh Beng Seng will, upon re-election as a Director of the<br />

Company, continue as Chairman of the Audit Committee. Mr Koh is<br />

considered an independent director for the purpose of Rule 704(8)<br />

of the <strong>Singapore</strong> Exchange Securities Trading Limited (“SGX-ST”)<br />

Listing Manual.<br />

To record the retirement of LG Ng Yat Chung, a Director<br />

retiring by rotation pursuant to Article 98 of the Articles<br />

of Association of the Company, who has decided not to<br />

seek re-election.<br />

Resolution 4<br />

To approve the sum of $866,000 as Directors’ fees for the year<br />

ended 31 December <strong>2006</strong>. (2005: $630,111)<br />

Resolution 5<br />

To re-appoint Ernst & Young as Auditors of the Company and to<br />

authorise the Directors to fix their remuneration.<br />

AS SPECIAL BUSINESS<br />

To consider and, if thought fit, to pass with or without modifications,<br />

the following resolutions which will be proposed as Ordinary<br />

Resolutions:<br />

Resolution 6<br />

That authority be and is hereby given to the Directors to:<br />

(a)<br />

(b)<br />

(i) issue shares in the capital of the Company (“shares”)<br />

whether by way of rights, bonus or otherwise; and/or<br />

(ii) make or grant offers, agreements or options (collectively,<br />

“Instruments”) that might or would require shares to be<br />

issued, including but not limited to the creation and issue<br />

of (as well as adjustments to) warrants, debentures or<br />

other instruments convertible into shares, at any time and<br />

upon such terms and conditions and for such purposes<br />

and to such persons as the Directors may, in their<br />

absolute discretion, deem fit; and<br />

(notwithstanding the authority conferred by this Resolution<br />

may have ceased to be in force) issue shares in pursuance<br />

of any Instrument made or granted by the Directors while this<br />

Resolution was in force,<br />

provided that:<br />

(1) the aggregate number of shares to be issued pursuant to<br />

this Resolution (including shares to be issued in pursuance<br />

of Instruments made or granted pursuant to this Resolution)<br />

does not exceed 50 per cent. of the issued shares in the<br />

capital of the Company (as calculated in accordance with<br />

paragraph (2) below), of which the aggregate number<br />

of shares to be issued other than on a pro rata basis to<br />

shareholders of the Company (including shares to be issued<br />

in pursuance of Instruments made or granted pursuant to<br />

this Resolution) does not exceed 20 per cent. of the issued<br />

shares in the capital of the Company (as calculated in<br />

accordance with paragraph (2) below);<br />

(2) (subject to such manner of calculation as may be prescribed<br />

by the SGX-ST) for the purpose of determining the aggregate<br />

number of shares that may be issued under paragraph (1)<br />

above, the percentage of issued shares shall be based on the<br />

number of issued shares in the capital of the Company at the<br />

time this Resolution is passed, after adjusting for:<br />

(i) new shares arising from the conversion or exercise of any<br />

convertible securities or share options or vesting of share<br />

awards which are outstanding or subsisting at the time<br />

this Resolution is passed; and<br />

(ii) any subsequent consolidation or subdivision of shares;<br />

(3) in exercising the authority conferred by this Resolution,<br />

the Company shall comply with the provisions of the Listing<br />

Manual of the SGX-ST for the time being in force (unless<br />

such compliance has been waived by the SGX-ST) and<br />

the Articles of Association for the time being of the<br />

Company; and


SINGAPORE TECHNOLOGIES ENGINEERING LTD<br />

(INCORPORATED IN THE REPUBLIC OF SINGAPORE)<br />

(Regn No: 199706274H)<br />

236<br />

Notice of Tenth <strong>Annual</strong> General Meeting<br />

(4) (unless revoked or varied by the Company in General<br />

Meeting) the authority conferred by this Resolution shall<br />

continue in force until the conclusion of the next <strong>Annual</strong><br />

General Meeting of the Company or the date by which the<br />

next <strong>Annual</strong> General Meeting of the Company is required by<br />

law to be held, whichever is the earlier.<br />

Resolution 7<br />

THAT approval be and is hereby given to the Directors to:<br />

(a)<br />

(b)<br />

offer and grant options in accordance with the provisions<br />

of the <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Share Option<br />

Plan (“Share Option Plan”) and/or to grant awards in<br />

accordance with the provisions of the <strong>Singapore</strong> <strong>Technologies</strong><br />

<strong>Engineering</strong> Performance Share Plan (“Performance Share<br />

Plan”) and/or the <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong><br />

Restricted Stock Plan (“Restricted Stock Plan”) (the Share<br />

Option Plan, the Performance Share Plan and the Restricted<br />

Stock Plan, together the “Share Plans”); and<br />

allot and issue from time to time such number of ordinary<br />

shares in the capital of the Company as may be required to<br />

be issued pursuant to the exercise of options under the Share<br />

Option Plan and/or such number of fully paid shares as may<br />

be required to be issued pursuant to the vesting of awards<br />

under the Performance Share Plan and/or the Restricted<br />

Stock Plan,<br />

provided that the aggregate number of ordinary shares to be issued<br />

pursuant to the Share Plans shall not exceed fifteen per cent.<br />

(15%) of the total number of issued shares in the capital of the<br />

Company from time to time.<br />

STATEMENT PURSUANT TO ARTICLE 60 OF THE ARTICLES<br />

OF ASSOCIATION OF THE COMPANY<br />

Resolution No. 6 is to empower the Directors to issue shares in<br />

the capital of the Company and to make or grant instruments<br />

(such as warrants or debentures) convertible into shares, and to<br />

issue shares in pursuance of such instruments, up to a number not<br />

exceeding in total fifty per cent. (50%) of the issued shares in the<br />

capital of the Company, with a sub-limit of twenty per cent. (20%)<br />

for issues other than on a pro rata basis to shareholders. For the<br />

purpose of determining the aggregate number of shares that may<br />

be issued, the percentage of issued shares shall be based on the<br />

number of issued shares in the capital of the Company at the time<br />

that Resolution No. 6 is passed, after adjusting for (a) new shares<br />

arising from the conversion or exercise of any convertible securities<br />

or share options or vesting of share awards which are outstanding<br />

or subsisting at the time that Resolution No. 6 is passed, and (b)<br />

any subsequent consolidation or subdivision of shares.<br />

<strong>Engineering</strong> Performance Share Plan and <strong>Singapore</strong> <strong>Technologies</strong><br />

<strong>Engineering</strong> Restricted Stock Plan (collectively the “Share Plans”).<br />

Approval for the adoption of the Share Plans was given by<br />

shareholders at an Extraordinary General Meeting of the Company<br />

held on 23 November 2000. The grant of options and awards<br />

under the respective Share Plans will be made in accordance with<br />

their respective provisions. The aggregate number of ordinary<br />

shares which may be issued pursuant to the Share Plans is limited<br />

to fifteen per cent. (15%) of the total number of issued shares in<br />

the capital of the Company over the 10-year duration of the<br />

Share Plans.<br />

BY ORDER OF THE BOARD<br />

CHUA SU LI (Mrs)<br />

Company Secretary<br />

<strong>Singapore</strong>, 2 April 2007<br />

NOTES:<br />

1. A member of the Company entitled to attend and vote at the<br />

<strong>Annual</strong> General Meeting is entitled to appoint not more than<br />

two proxies to attend and vote in his stead. A proxy need not<br />

be a member of the Company.<br />

2. The instrument appointing a proxy must be lodged at the<br />

registered office of the Company at 51 Cuppage Road,<br />

#09-08, StarHub Centre, <strong>Singapore</strong> 229469 not less<br />

than 48 hours before the time appointed for the <strong>Annual</strong><br />

General Meeting.<br />

BOOKS CLOSURE AND DIVIDEND PAYMENT DATES<br />

Duly completed transfers in respect of ordinary shares in the<br />

capital of the Company together with all relevant documents of<br />

title received by the Company’s share registrar, M & C Services<br />

Private Limited, 138 Robinson Road, #17-00, The Corporate<br />

Office, <strong>Singapore</strong> 068906 up to the close of business at 5.00<br />

p.m. on 2 May 2007 (the “Books Closure Date”) will be registered<br />

to determine members’ entitlements to the proposed dividends,<br />

subject to approval of members to the proposed dividends at the<br />

Tenth <strong>Annual</strong> General Meeting to be convened on 25 April 2007.<br />

Subject as aforesaid, members whose Securities Accounts with The<br />

Central Depository (Pte) Limited are credited with ordinary shares<br />

in the capital of the Company as at 5.00 p.m. on the Books Closure<br />

Date will be entitled to the dividends. The Register of Members and<br />

Share Transfer Books will be closed on 3 May 2007 for the purpose<br />

of determining members’ entitlements to the proposed dividends.<br />

The proposed dividends, if so approved by members, will be paid on<br />

18 May 2007.<br />

Resolution No. 7 is to empower the Directors to offer and grant<br />

options and/or grant awards and to issue ordinary shares in the<br />

capital of the Company pursuant to the <strong>Singapore</strong> <strong>Technologies</strong><br />

<strong>Engineering</strong> Share Option Plan, <strong>Singapore</strong> <strong>Technologies</strong>


SINGAPORE TECHNOLOGIES<br />

ENGINEERING LTD<br />

(INCORPORATED IN THE REPUBLIC OF SINGAPORE)<br />

(Regn No: 199706274H)<br />

PROXY FORM<br />

IMPORTANT<br />

1. For investors who have used their CPF moneys<br />

to buy ordinary shares in the capital of <strong>Singapore</strong><br />

<strong>Technologies</strong> <strong>Engineering</strong> Ltd, the <strong>2006</strong> <strong>Annual</strong> <strong>Report</strong> is<br />

forwarded to them at the request of their CPF Approved<br />

Nominees and is sent solely FOR INFORMATION ONLY.<br />

2. This Proxy Form is not valid for use by CPF investors<br />

and shall be ineffective for all intents and purposes if<br />

used or purported to be used by them.<br />

I I/We, NRIC/Passport Number<br />

of<br />

II<br />

(a)<br />

being a member/members of the abovenamed Company, hereby appoint<br />

Name Address NRIC/Passport Number<br />

Proportion of<br />

Shareholdings (%)<br />

(b)<br />

and/or (delete as appropriate)<br />

as my/our proxy/proxies to attend and to vote for me/us on my/our behalf and, if necessary, to demand a poll, at the Tenth <strong>Annual</strong><br />

General Meeting of the Company to be held at Crystal Suite, Level 2, Holiday Inn Park View <strong>Singapore</strong>, 11 Cavenagh Road,<br />

<strong>Singapore</strong> 229616 on Wednesday, 25 April 2007 at 2.30 p.m. and at any adjournment thereof.<br />

(Please indicate with an “X” in the spaces provided whether you wish your vote(s) to be cast for or against the Ordinary<br />

Resolutions as set out in the Notice of the <strong>Annual</strong> General Meeting. In the absence of specific directions, the proxy/proxies will<br />

vote or abstain as he/they may think fit, as he/they will on any other matter arising at the <strong>Annual</strong> General Meeting.)<br />

III No Ordinary Resolutions For Against<br />

Ordinary Business<br />

1 Adoption of Accounts and <strong>Report</strong>s<br />

2<br />

3 (a)<br />

Declaration of First and Final Tax Exempt (one-tier) Dividend and Special Tax Exempt<br />

(one-tier) Dividend<br />

Re-election of Directors retiring by rotation pursuant to Article 98 of the Articles of<br />

Association of the Company<br />

(i)<br />

(ii)<br />

(iii)<br />

Mr Koh Beng Seng<br />

Dr Tan Kim Siew<br />

Mr Lucien Wong Yuen Kuai<br />

4 Approval of Directors’ Fees<br />

5 Re-appointment of Ernst & Young as Auditors<br />

Special Business<br />

6 Authority for Directors to issue shares<br />

7<br />

Authority for Directors to offer and grant options and/or grant awards and allot shares,<br />

pursuant to the <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Share Option Plan, <strong>Singapore</strong><br />

<strong>Technologies</strong> <strong>Engineering</strong> Performance Share Plan and <strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong><br />

Restricted Stock Plan<br />

Dated this day of 2007<br />

Total Number of Shares held<br />

Signature(s) of Member(s) or Common Seal<br />

IMPORTANT<br />

PLEASE READ NOTES OVERLEAF


2 fold this dotted line ><br />

Postage will be<br />

paid by<br />

addressee.<br />

For posting in<br />

<strong>Singapore</strong> only.<br />

BUSINESS REPLY SERVICE<br />

PERMIT NO. 07705<br />

(077055)<br />

<strong>Singapore</strong> <strong>Technologies</strong> <strong>Engineering</strong> Ltd<br />

51 Cuppage Road<br />

#09-08 StarHub Centre<br />

<strong>Singapore</strong> 229469<br />

(Regn No: 199706274H)<br />

< 1 fold this dotted line ><br />

Notes:<br />

1 Please insert the total number of shares held by you. If you have<br />

shares entered against your name in the Depository Register<br />

(as defi ned in Section 130A of the Companies Act, Chapter 50<br />

of <strong>Singapore</strong>), you should insert that number of shares. If you<br />

have shares registered in your name in the Register of Members,<br />

you should insert that number of shares. If you have shares<br />

entered against your name in the Depository Register and shares<br />

registered in your name in the Register of Members, you should<br />

insert the aggregate number of shares entered against your name<br />

in the Depository Register and registered in your name in the<br />

Register of Members. If no number is inserted, the instrument<br />

appointing a proxy or proxies shall be deemed to relate to all the<br />

shares held by you.<br />

2 A member of the Company entitled to attend and vote at a meeting<br />

of the Company is entitled to appoint one or two proxies to attend<br />

and vote instead of him. Such proxy need not be a member of the<br />

Company.<br />

3 Where a member appoints two proxies, the appointments shall<br />

be invalid unless he specifi es the proportion of his shareholding<br />

(expressed as a percentage of the whole) to be represented by<br />

each proxy.<br />

4 The instrument appointing a proxy or proxies must be deposited at<br />

the registered offi ce of the Company at 51 Cuppage Road, #09-<br />

08, StarHub Centre, <strong>Singapore</strong> 229469, not less than 48 hours<br />

before the time appointed for the Tenth <strong>Annual</strong> General Meeting.<br />

5 The instrument appointing a proxy or proxies must be under the<br />

hand of the appointor or of his attorney duly authorised in writing.<br />

Where the instrument appointing a proxy or proxies is executed by<br />

a corporation, it must be executed either under its seal or under<br />

the hand of an offi cer or attorney duly authorised.<br />

6 A corporation which is a member may authorise by a resolution of<br />

its directors or other governing body such person as it thinks fi t to<br />

act as its representative at the Tenth <strong>Annual</strong> General Meeting, in<br />

accordance with Section 179 of the Companies Act, Chapter 50<br />

of <strong>Singapore</strong>.<br />

General:<br />

The Company shall be entitled to reject the instrument appointing a<br />

proxy or proxies if it is incomplete, improperly completed or illegible<br />

or where the true intentions of the appointor are not ascertainable<br />

from the instructions of the appointor specifi ed in the instrument<br />

appointing a proxy or proxies. In addition, in the case of shares<br />

entered in the Depository Register, the Company may reject any<br />

instrument appointing a proxy or proxies lodged if the member, being<br />

the appointor, is not shown to have shares entered against his name in<br />

the Depository Register as at 48 hours before the time appointed for<br />

holding the Tenth <strong>Annual</strong> General Meeting, as certifi ed by The Central<br />

Depository (Pte) Limited to the Company.


ST <strong>Engineering</strong> Group<br />

The winning spirit in an organisation begins with the will of<br />

its management and is realised in the collective mindset of<br />

its employees.<br />

An integrated engineering group, ST <strong>Engineering</strong> delivers<br />

innovative solutions and services in the Aerospace, Electronics,<br />

Land Systems and Marine sectors. The Group leverages on its<br />

multi-sector capabilities to be a one-stop solutions provider for<br />

its customers in over 60 countries.<br />

The Group’s internationalisation efforts have spawned over 100<br />

subsidiaries and associated companies in 20 countries and 35<br />

cities, spanning the US, Europe, Middle East, Central Asia and<br />

Australasia. In the Americas, ST <strong>Engineering</strong> has established a<br />

significant presence, with operations in 20 locations across the<br />

US, Canada and Central America. In China, the Group has grown<br />

its reach considerably, with operations in 16 cities, including<br />

Beijing, Shanghai and Guangzhou.<br />

One of the largest companies listed on The <strong>Singapore</strong> Exchange<br />

with a market capitalisation of more than $9b (about US$6b) as<br />

at end December <strong>2006</strong>, ST <strong>Engineering</strong> achieved revenues of<br />

$4.49b and net earnings of S$445.1m in FY<strong>2006</strong>.<br />

ST <strong>Engineering</strong>’s solutions add value, build capabilities, as well<br />

as facilitate transformational outcomes for customers. It fulfils<br />

this through strategies and practices that promote the winning<br />

spirit among its 17,000 staff worldwide.<br />

SINGAPORE TECHNOLOGIES ENGINEERING LTD<br />

51 Cuppage Road #09-08<br />

StarHub Centre<br />

<strong>Singapore</strong> 229469<br />

Tel: (65) 6722 1818<br />

Fax: (65) 6720 2293<br />

http://www.stengg.com<br />

(Regn. No.: 199706274H)

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