Asiaone 1-42

SPH
Our substantial shareholder, SPH, carries on the business of publishing, printing and distributing
newspapers and magazines. SPH was formed in 1984 through the merger of three publicly listed
publishing companies, namely The Straits Times Press (1975) Limited, Times Publishing Berhad
(which was demerged in October 1988) and Singapore News & Publications Limited.
Presently, SPH does not have an interest in any business competing with us in respect of our portal.
However, it has interests in several companies which engage in publishing newspapers and/or
magazines, namely:
• Hipro Printing Pte Ltd;
• Times Periodicals Private Limited;
• Focus Publishing Ltd;
• Lianhe Publishing Pte Ltd;
• Asia Century Publishing Pte Ltd;
• Business Day Company Limited; and
• Citta Bella Sdn Bhd.
To date, the aforementioned companies, other than Times Periodicals Private Limited (which is a
merchant on our Shop@AsiaOne website) and Lianhe Publishing Pte Ltd (which intends to host its
Citta Bella magazine on Zaobao.com), have not engaged in any businesses relating to the Internet,
and are unlikely to do so in the foreseeable future. However, should these companies decide to use
the Internet as a means of publishing their content, this would constitute competition and a conflict
of interest would arise.
Our arrangements with SPH to provide content and create traffic are non-exclusive and SPH may
offer content through other portals whether owned by it or third parties. The availability of SPH
content on other portals or Internet platforms would constitute a conflict of interest and could adversely
affect our business.
SPH has undertaken not to compete with us on activities specified in the Licence Agreement until 31
August 2001. In the future, SPH may be a competitor in some or all of our areas of business, which
may have a material adverse effect on our business.
Collaboration between SPH and ourselves
We may from time to time collaborate with SPH in our business. In such event, we will comply with
the procedure set out in the “Shareholders’ Mandate” section of this Prospectus.
SPHMM
POTENTIAL CONFLICTS OF INTEREST
SPHMM, a wholly-owned subsidiary of SPH, has invested in various companies which may be in
businesses we have invested in or may invest in due course. The following are some of the companies
in which SPHMM has interests as at 31 March 2000:
• 9,091 shares representing less than 2% of the issued and paid-up share capital of The Fantastic
Corporation, a Swiss corporation which is a global provider of end-to-end broadband multimedia
solutions. The Fantastic Corporation is our joint venture partner in FantasticOne Pte Ltd;
• 156,500 preference shares of par value $0.01 each representing 13.9% of the issued and paidup
share capital of Buzzcity Pte Ltd, which provides free web-site tracking service to help users
keep abreast of any changes in their favourite sites;
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