message to shareholders - SPC

message to shareholders
The Group has weathered the turbulent global environment of 2002
much better than expected. The Group recorded a full year profit after
tax and minority interests ("PATMI") of $48.9 million. This is the third
highest PATMI that the Group has achieved since its listing in 1990.

2002 started off optimistically with hopes
for a sustainable and strong recovery in the
global economy. As the year progressed,
such hopes dissipated in the unceasing
stream of corporate malfeasance and profit
warnings emanating from the US. Equity
markets plunged and so did consumer
confidence. On the political stage, the
Middle East tensions, the ongoing war on
terrorism and the threat of war on Iraq
continued to cloud the global economy for
much of the year. In the last quarter of the
year, the Bali bombing incident led to further
tightening of security worldwide and set
back expectations for an early and strong
economic recovery in Asia.
Oil has historically been held hostage to
political events and never more so than in
2002. While events such as the US dock
workers strike and the Venezuela strike
affected oil prices, it was undoubtedly
developments in the Gulf that contributed
most to oil price volatility in 2002.
Oil prices started the year on the low end
of the OPEC benchmark basket of crudes
price range of US$22-28 per barrel. Prices
began a relentless rise soon after the first
quarter and by December prices had risen
above the range set by OPEC. Stability in
the oil markets hence continues to be an
elusive goal given the many evolving issues
in the Middle East and the ongoing war on
terrorism and worldwide security concerns.
These are challenges that SPC will have to
deal with going forward.
The Group's performance continued to be
affected by the uncertainties and volatilities
in the oil markets. The surplus refining
capacity in the region was one of many
problems that the Company had to grapple
with on a daily basis. Refining margins
fluctuated widely in 2002. However, the
Company weathered the uncertainties in
2002 well and made further progress in its
vision to be a strong and integrated oil and
gas company.
Investments
In 2002, SPC together with Petronas,
ConocoPhilips and Talisman Energy Inc
formed a joint venture company, Transasia
Pipeline Company Pvt Ltd ("Transasia"), and
successfully secured a 40 per cent strategic
stake in the Indonesian gas pipeline
company, PT Transportasi Gas Indonesia
("Transgasindo"). Transgasindo owns and
operates two major gas transmission trunk
lines in Sumatra, an existing 536-kilometre
Grissik-Duri Pipeline and a proposed 468-
kilometre Singapore Pipeline from Grissik
to Singapore via Batam. SPC has a 15 per
cent equity interest in Transasia that
translates to an effective equity stake of six
per cent in Transgasindo. With this
investment, SPC would be able to further
participate in the development of the
Indonesian oil and gas sector as well as the
Trans-Asean Gas Pipeline system ("TAGP").
This investment is in line with the Group's
plan to expand and grow its midstream
business consistent with its long-term
strategy of being a strong and integrated
oil and gas company with four strategic
business areas, upstream, mid-stream,
downstream and gas to power.
In December 2002, SPC successfully secured
a service station site through the first e-
bidding tender process for such a site.
Located at 490 Commonwealth Avenue,
this station when inaugurated will
complement the existing eight stations in
the network and will provide greater
convenience and geographic reach for
motorists and consumers in the vicinity.
The strong performance
recorded for 2002 has been
due to the Group's ability
to capitalise on the steep
rise in crude and oil prices
that characterised the oil
market in 2002.
message to
shareholders / 05

An upgrading exercise across the entire
retail network was carried out in 2002.
The new and brighter look of the retail
outlets will enable SPC to enhance the
excellent service and innovative value for
money offerings to customers. This is
consistent with the Company's
commitment to provide a clean and safe,
and an efficient and pleasant environment
for its customers.
Corporate Governance
Corporate governance has become an
urgent issue around the world. The SPC
Group has adopted the guidelines and
principles set out in the Code of Corporate
Governance established by the Singapore
Corporate Governance Committee in
April 2001. As part of the ongoing
improvement in adopting best practices
in good corporate governance and
transparency, SPC commenced quarterly
reporting and release of results in 2002
ahead of the mandatory requirements for
such reporting.
In 2002, the SPC Nominating Committee
also instituted performance evaluation of
the Board of Directors, in line with the
Group's commitment to high standards
and best practices in corporate governance.
Risk management which covers the many
facets of risks that may impact on the
Company's performance and hence
shareholder's value is an integral element
in the framework of good corporate
governance. In the aftermath of the 9/11
events and the Bali bombing, heightened
security and business continuity concerns
permeated the business community. Such
issues in SPC are addressed as part of the
risk management process. An Enterprise
Risk Management Committee ("ERMC")
was formed in 2002 to review and
formulate policies to manage the many
and varied risks that impact SPC. The
ERMC reports to the Executive Committee.
2002 Performance
The Group has weathered the turbulent
global environment of 2002 much better
than expected. The Group recorded a
full year profit after tax and minority
interests ("PATMI") of $48.9 million. This
is the third highest PATMI that the Group
has achieved since its listing in 1990.
The strong performance recorded for
2002 has been due to the Group's ability
to capitalise on the steep rise in crude
and oil prices that characterised the oil
market in 2002. By December 2002, oil
prices had risen well above the OPEC
benchmark range to above US$30 per
barrel. The Company was able to
capitalise on the lag in product pricing
sales to customers in both upstream and
downstream activities to record an
operating profit of $51.1 million for 2002
compared to $11.6 million for 2001, an
increase of 340 per cent.
The Group's turnover of $2.4 billion for
2002 was 4.2 per cent higher than that
of the previous year. This was due to the
higher average sale prices of products
and crudes.
Volatile crude and product prices in 2002
translated directly into volatile refining
margins. To manage the volatilities in
margins and prices, the Group has
implemented a Value at Risk (”VAR”)
framework . This enables the Group to
monitor and implement strategies to
manage the trading and price risks that
have a significant impact on the Group's
bottom-line. Through the use of futures,
swaps, options and similar derivative
instruments, the Company has managed
the volatilities better in a tough and
turbulent 2002. Despite the volatile
refining margins, the Group's utilisation
of its jointly owned refining facility in the
Singapore Refining Company was
maintained at about the same level as
the previous year at 80 per cent.

SPC will continue to fine-tune
its strategies to better manage
trading and price risks in 2003.
The Group therefore expects
that it will remain profitable
in 2003.
The Group's upstream activities, centered
on its 15 per cent share in the Kakap PSC
(Production Sharing Contract), proceeded
smoothly in 2002. Oil and gas production
from SPC's share in this PSC amounted to
2,660 barrels of oil equivalent per day
(boepd). Revenue for this segment of
the Group's activities totalled $28.8 million
for 2002.
Competition in SPC's downstream activities
remained keen. Downstream activities,
which consist of crude and product supply
and trading, aviation fuel supply and the
marketing of products to commercial and
retail customers experienced weak demand
in 2002. However, despite constrained
demand, the Group managed to record
a sales volume of 50.5 million barrels
in its downstream activities. A revenue
of $2.4 billion was recorded for downstream
activities.
SPC's Korean investment, Tiger Oil
Corporation, continued to operate profitably
in 2002.
For 2003, expectations for another good
performance would need to be tempered
by the current uncertainties affecting the
global economy.
would have a positive impact on refining
margins. Demand for transportation fuels
from high growth countries including China
and India and emerging regional economies
is likely to strengthen considerably. This
would certainly improve refining margins
and benefit the Group's trading and export
business. At the same time, SPC will
continue to fine-tune its strategies to better
manage trading and price risks in 2003.
The Group therefore expects that it will
remain profitable in 2003.
Dividend
The SPC Group turned in a sterling
performance in 2002. Accordingly, the
Board is pleased to recommend a final
dividend of 0.8525 cents per share less tax
and a tax-exempt dividend of four cents
per share in respect of the financial year
ended 31 December 2002. The total
dividend payment recommended is 4.8525
cents per share.
Appreciation
The record achievement in 2002 by the
Group would not have been possible without
the efforts and dedication of its people. It
also owes its success to its loyal customers
built up over many years. I wish to place
on record the heartfelt appreciation of the
Board to all staff, customers and shareholders
who have contributed much to make 2002
one of the best years for SPC.
With the Iraqi crisis yet to be resolved,
volatilities in oil prices and refining margins
will continue to impact the Group. The
current level of political and economic
uncertainties requires the Group to be
cautious about its prospects for 2003.
These uncertainties are expected to be
resolved by the second half of 2003. If this
happens, a global economic recovery is
likely in the second half of 2003 and this
Choo Chiau Beng
Chairman
For and on behalf of the Board
17 February 2003
message to
shareholders / 07

financial highlights
(S$ Million) 2002 2001
The Group
% Change
Turnover 2,435.5 2,337.3 4.2
Profit Before Tax 52.5 2.4 2,087.5
Profit/(Loss) After Tax 48.9 (1.2) N.M
Dividend (Net) 19.8 4.2 371.4
Shareholders' Equity 551.8 509.4 8.3
Cents 2002 2001
The Group
% Change
Earnings & Dividend
Per $0.50 Ordinary Share
Profit Before Tax 12.4 0.6 1,966.7
Profit/(Loss) After Tax 11.6 (0.3) N.M
Dividend (Net) 4.7 1.0 370.0
Dividend Yield (%) 5.6 1.4 302.9
Net Tangible Asset Backing 130.0 120.0 8.3
Notes:
N.M: Not meaningful
1. Earnings per share is calculated based on profit after tax and minority interests but before extraordinary items
and by reference to the weighted average number of shares in issue during the year.
2. Average share price is used in calculating dividend yield.

financial performance and profile
3,000
2,500
2,894.0
2,337.3
2,435.5
600
500
525.2 529.8
510.9
509.4
551.8
2,000
1,962.7
400
1,500
1,458.7
300
1,000
200
500
100
0
1998 1999 2000 2001 2002
0
1998 1999 2000 2001 2002
Turnover (S$ million)
Shareholders’ Equity (S$ million)
60
50
40
52.5
800
722.3
668.6
707.5
683.1
649.4
30
600
20
10
0
-18.6
14.5
-10.9
2.4
400
-10
-20
200
-30
-40
1998 1999 2000 2001 2002
0
1998 1999 2000 2001 2002
Profit/(Loss) Before Tax (S$ million)
Fixed Assets (S$ million)
20
19.8
50
48.9
40
30
15
20
10
15.3
10
10.6
0
-18.5
-9.9
-1.2
6.3
-10
5
4.2
4.2
-20
-30
1998 1999 2000 2001 2002
Profit/(Loss) After Tax (S$ million)
0
1998 1999 2000 2001 2002
Dividend (S$ million)
financial
performance / 09

corporate governance report
SPC is committed to high standards of corporate governance
and has adopted processes and structures by which the business
and affairs of the Company are directed and managed.

The Listing Manual of the Singapore
Exchange Securities Trading Limited ("SGX-
ST") requires that a listed company describe
its corporate governance practices with
specific reference to the Code of Corporate
Governance ("Code") in its annual report.
This SPC corporate governance report is
structured with references to the principles
cited by the Code. There are however, other
sections in this annual report that have
relevance to corporate governance and such
sections and this Report should be read as
a whole.
BOARD MATTERS
Principle 1 :
The Board's Conduct of its Affairs
The principal functions of the Board are to
establish the corporate and strategic
business policies, and financial objectives
of the Company. The Board monitors the
performance of Company and supervises
management consistent with the corporate
strategy and vision. The profiles of Board
Members are found in the Board of Directors
section of this annual report.
Matters which are specifically reserved for
the Board are those involving annual
budgets, major funding proposals,
investment and divestment proposals,
strategic business initiatives, and significant
corporate actions of the Company.
The Board is empowered by the Company's
Articles of Association ("Articles") to
delegate any of its powers to committees
of directors. Pursuant to such delegation
by the Board, four Board committees
were established.
The Board is assisted by the Executive Committee
("ExCo"), Nominating Committee ("NC"),
Remuneration and Share Option Committee
("RSOC") and the Audit Committee ("AC").
Their respective roles and responsibilities will be
further discussed in this Report.
The ExCo, in existence since 1972, was
reconstituted in 2001 with the adoption of a
new set of terms of reference. The committee
has been delegated the responsibility for specific
corporate matters. In addition, it acts as an
intermediate forum between the Board and
management, facilitating timely review and
endorsement of recommendations on strategic
business matters, subject to the delegation of
authority and the final decision of the Board.
It currently comprises four members of the
Board who are Mr Choo Chiau Beng (chairman),
Mr Leon Codron, Mr Cheng Hong Kok and
Mr Bertie Cheng.
In 2002, the Board delegated to the ExCo the
oversight responsibility for Enterprise Risk
Management ("ERM"). An ERM Committee
("ERMC") was formed in 2002, comprising
key members of senior management under
the leadership of Mr Leon Codron, Chief
Executive Officer.
Matters which are specifically
reserved for the Board are
those involving annual
budgets, major funding
proposals, investment and
divestment proposals,
strategic business initiatives,
and significant corporate
actions of the Company.
Shareholders
SPC Board
Executive Committee Nominating Committee Audit Committee
Remuneration & Share
Option Committee
Enterprise Risk
Management Committee
SPC Management
corporate
governance / 13

enterprise risk
management
In 2002, SPC implemented ERM as part of its
corporate governance. The objectives of risk
management are to ensure that the ExCo and
management are aware of the risks to which
SPC is exposed, and ensure that SPC operates
and mitigates the risks efficiently within
agreed parameters.
ERM provides a systematic and on-going process
for identifying, evaluating and managing the
significant risks that affect the Company. Under
ERM, the risk profile of SPC was developed and
presented to the Board in October 2002.
The responsibility of the ERMC under its terms
of reference is summarised as follows:
(1) Review and report to the ExCo on the risk
profile of the Company.
(2) Review risk mitigation efforts, its costs and
highlight to the ExCo the residual risk of
the Company.
(3) Recommend to the ExCo the risk parameters
within which SPC should operate.
(4) Identify and develop policies and make
recommendations to eliminate or control
risks and changes in mitigation efforts to
improve the risk profile.
(5) Monitor the implementation of the ExCo’s
decisions on the mitigation efforts and risk
parameters.
The ERMC may appoint specialist sub-committees
or working groups to perform specific tasks on
behalf of the ERMC. There are currently five
sub-committees under the ERMC namely, Credit
Committee, Mark-To-Market Committee, Health,
Safety and Environment Committee, Contract
Committee and Human Resource Committee.
Through this structure, the Company maintains
its risk management policies in line with formally
established risk appetite and business objectives.
The ERMC meets at least once every quarter and
reviews and formulates policies addressing
enterprise wide risks. The risk management
process at SPC cascades from the corporate level
down to the individual business and support unit
managers at the micro level and provides for a
clear identification of ownership of risk throughout
the Company.
The Company’s Internal Audit Department
facilitated the development of the business
continuity plan in 2001 detailing the Company’s
recovery strategies for its critical corporate
activities. These plans for the various business
units were updated in 2002.
The AC, in existence since 1991, has three directors,
and they are Dr Audrey Chin (chairperson), Mr Bertie
Cheng and Mr Geoffrey King. The majority of the AC
members have financial and legal qualifications and
experience. The committee assists the Board to fulfill
its fiduciary and statutory responsibilities relating to
financial management and corporate accountability to
the shareholders of SPC.
The NC, constituted in 2002, has three Board members.
They are Mr Bertie Cheng (chairman), Mr Choo Chiau
Beng and Dr Audrey Chin. The committee has established
a formal and transparent process in the review and
nomination of directors to the Board.
The RSOC, constituted in 2002, has four directors and
they are Mr Bertie Cheng (chairman), Mr Choo Chiau
Beng, Dr Audrey Chin and Mr Geoffrey King. The
committee is charged with the responsibility of reviewing
and recommending to the Board the remuneration
packages of directors and key executives in the Company.
The members of this committee are essentially the same
as the NC and this ensures that the policies and decisions
of the two committees are harmonised.
The Board has adopted two sets of delegation of authority
for the day to day operation of the Company. The first,
an executive delegation of authority, sets out guidelines
on matters requiring Board approval and authority limits
for ExCo and management. The second is an internal
delegation of authority with differing authority limits for
management and staff.
The Company's Articles allow a Board meeting to be
conducted by telephone, radio, close-circuit television
or other electronic means and audio or audio-visual
instantaneous communication. In 2002, there were
Board meetings and Board committee meetings
conducted via telephone conference.
The Board convened five meetings in 2002. In 2002,
the ExCo met on five occasions, the NC once, the AC
four times and the RSOC four times.
Messrs Choo Chiau Beng, Leon Codron, Cheng Hong
Kok, Bertie Cheng and Dr Audrey Chin attended all five
Board meetings. Messrs Geoffrey King, Teo Soon Hoe
and Timothy Ong attended four, three and one Board
meeting(s) respectively.
Messrs Choo Chiau Beng, Leon Codron and Cheng
Hong Kok attended all five ExCo meetings. Mr Bertie
Cheng was appointed to the committee on 14 May
2002. He was not able to attend the remaining ExCo
meetings for the year.

Directors also have access to management and
are welcome to request for explanations,
briefings or informal discussions on the
Company's operations or business issues.
Principle 2 :
Board Composition and Balance
Messrs Choo Chiau Beng, Bertie Cheng and
Dr Audrey Chin attended the NC Meeting
in 2002.
Presently, the Board comprises eight directors.
The non-executive non-independent directors
are Messrs Choo Chiau Beng (Chairman), Teo
Soon Hoe and Cheng Hong Kok. The nonexecutive
independent directors are Messrs
Bertie Cheng, Geoffrey King, Timothy Ong
and Dr Audrey Chin. Mr Leon Codron is the
sole Executive Director of the Company.
Messrs Choo Chiau Beng and Bertie Cheng
attended all four RSOC meetings, while
Dr Audrey Chin attended on three occasions.
Mr Geoffrey King attended one of the two
meetings held during the period he was
a member.
Apart from attendance at formal meetings,
throughout 2002, the Board members kept
in constant communication and contact
over the Company’s business affairs as
described in the relevant sections under
Principles 4 and 6 of this Report.
The Company has compiled a Corporate
Governance Manual (the "SPC Manual")
to assist the directors and management
in the exercise of their fiduciary and
statutory duties, which is regularly updated
to keep pace with the developments and
amendments in corporate governance,
the Singapore Companies Act, securities
legislation and SGX-ST Listing Manual.
During orientation, each director is
provided with the SPC Manual to provide
a quick reference to the SPC corporate
governance structure and processes.
New directors are invited to an orientation
programme with SPC management to
acquaint them with the Company’s
business. They are advised of important
corporate and management data, briefed
on the corporate processes and encouraged
to attend courses and training seminars
sponsored by the Company.
The NC has reviewed the independence of
each director for 2002 in accordance with the
Code's definition of independence and is
satisfied that half of the Board continue to be
independent directors as declared in this annual
report. They are of the view that the Board
comprises directors capable of exercising
objective judgment on corporate affairs of the
Company, independently of management.
Key information regarding the directors is
given in the Board of Directors section of this
annual report.
In its review of the performance of the Board
and its skills set, the NC is of the view that the
current Board has a good mix of capabilities,
expertise and work experience to serve the
Company and its shareholders. The NC is also
of the view that one or two additional
local/foreign industry specific directors could
be invited to join and further strengthen the
Board. Reviews of potential candidates have
been undertaken from time to time.
Apart from attendance at
formal meetings, throughout
2002, the Board members kept
in constant communication and
contact over the Company’s
business affairs as described in
the relevant sections under
Principles 4 and 6 of this Report.
corporate
governance / 15

The Company's Articles allow
a Board meeting to be
conducted by telephone, radio,
close-circuit television or other
electronic means and audio or
audio-visual instantaneous
communication. In 2002, there
were Board meetings and
Board committee meetings
conducted via telephone
conference.
Principle 3 :
Chairman and Chief Executive Officer
The Chairman and Chief Executive Officer
have separate roles and responsibilities in
the Company. The Chairman, Mr Choo
Chiau Beng, is a non-independent, nonexecutive
director from the Keppel Group.
The Chief Executive Officer, Mr Leon Codron,
is an Executive Director with primary
responsibility for the Company's business.
Principle 4 :
Board Membership
The NC was established with the objective of
ensuring that there is a formal and transparent
process in the nomination, appointment and
re-appointment of directors to the Board and
in the assessment of the effectiveness and
contribution of the Board and its members
to the welfare, strategic growth and
development of the Company. The NC is
tasked to ensure that the guidelines and spirit
of the Code are followed in its exercise of its
duties and responsibilities.
The NC's principal functions stipulated
in its terms of reference are summarised
as follows:
(1) Review the background, academic and
professional qualifications of nominees.
(2) Ensure that all directors submit themselves
for re-nomination and re-election at least
once in every three years.
(3) Determine the independence of the
directors annually.
(4) Propose criteria for an objective performance
evaluation of the Board.
Consistent with the Code, the Company's
Articles provides that one-third of the directors
retire from office at its Annual General Meeting
("AGM") every year.
The NC has reviewed directors with multiple
directorships and is of the view that sufficient
time and attention has been given to the affairs
of the Company through attendance at Board
and Board committee meetings and other
meetings held on a less formal basis. The
committee has encouraged directors with busy
schedules to make every effort to attend
the Board and Board committee and other
meetings either physically, or through electronic
communication. Throughout 2002, directors
maintained dialogue with other Board
members and management on matters within
their purview, over and above their attendance
at convened meetings.

In its review, the NC used
a variety of financial indicators
to measure company
performance and took into
account the business
environment in 2002.
The Board was found to have
made a strong contribution
to the growth and welfare of
the Company.
Principle 5 :
Board Performance
Directors have the discretion, whether as a
group or individually, to obtain or require
independent professional advice on company
matters consistent with the delegation of
authority of the Board.
The Board has separate and independent
access to the Company Secretary and senior
management.
The Company Secretary attended all Board and
Board committee meetings in 2002 except the
AC meetings. The secretary of the AC is the
Internal Audit Manager who attended all the
AC meetings in 2002.
In addition to the review of the
independence of directors, the NC reviewed
the performance of the Board. A report by
the chairman of the NC, Mr Bertie Cheng
was presented and endorsed by the Board.
The assessment parameters include overall
contribution by each Board member,
attendance and performance at Board and
committee meetings, and knowledge of
the industry and the Company's business
activities. In its review, the NC used a variety
of financial indicators to measure company
performance and took into account the
business environment in 2002. The Board
was found to have made a strong
contribution to the growth and welfare of
the Company.
REMUNERATION MATTERS
Principle 7:
Procedures for Developing
Remuneration Policies
Principle 8 :
Level and Mix of Remuneration
Principle 9 :
Disclosure on Remuneration
The RSOC's principal responsibilities stipulated
in its terms of reference are summarised
as follows:
Principle 6 :
Access to Information
The management keeps the Board
regularly updated on the Company's
business and performance through
monthly performance reports and other
financial statements. The Board is kept
advised of strategic business developments
concerning the Company and the Group.
Information and updates cover background
and explanatory notes and includes copies
of disclosures, documents, budgets,
forecasts and monthly internal financial
statements. Generally, board papers are
sent to directors approximately seven days
prior to Board meetings for their review.
Senior management is also invited to
attend and present their papers/updates
at Board meetings.
(1) Establish a level of remuneration that is
competitive in order to attract and retain
directors and key executives.
(2) Establish the remuneration framework for
the Board and key executives and ensure
that such remuneration packages take
into account the Company's relative
performance and the performance of
individual directors and key executives.
(3) Establish criteria for assessing the
performance of the Executive Director which
is aligned with shareholders’ interests.
(4) Ensure that non-executive directors receive
remuneration appropriate to their level
of contribution.
(5) Review and approve remuneration for
directors and key executives in totality with
the long-term incentive schemes including
share option schemes.
corporate
governance / 17

The Chief Executive Officer and Executive
Director, Mr Leon Codron, has a threeyear
contract with the Company. His
remuneration consists of a fixed salary
component, a performance related bonus
element, share options and fringe benefits,
which align his interests with that of the
shareholders. Mr Codron receives fees
for his appointments as director and
committee member.
The Chairman, Mr Choo Chiau Beng, is a
non-executive director. Like other nonexecutive
directors, he is paid an annual fee
for his SPC directorship and appointments
to Board committees.
Non-executive directors do not have any
service contracts with the Company. Their
terms of appointment are governed by the
Company's Articles and the requirements
of the SGX-ST Listing Manual.
The fee payable to the Chairman and each
director is determined by the number
of appointments held on the Board and
various committees. A breakdown, showing
the level and mix of each director's
remuneration payable for 2002 is disclosed
in Table 1.
The Company adopts a remuneration policy
for employees comprising a fixed component
and a variable performance component. The
fixed component is in the form of a base salary
and the contractual Annual Wage Supplement
of one month. The variable component is in
the form of a variable bonus that is linked to
Company, division and individual performance.
The bonus pool is determined by the
achievement of the corporate goals in a
balanced scorecard ("BSC") approved by the
RSOC at the beginning of each financial year.
The RSOC evaluated the extent to which the
BSC has been achieved based on the Company's
performance, and approved the bonus pool
formula for distribution to employees based
on divisional and individual performance.
Another element of the variable component is
the grant of share options to employees under
the SPC Share Option Scheme 2000 ("SPC SOS
2000"). This primarily aligns the interests of
staff with that of the shareholders. The grant
of share options in relation to the Group's
performance in the second half of 2002 was
considered by the RSOC in January 2003 and
will be offered in 2003. For the Chief Executive
Officer, the grant of share options in relation
to the Group's performance for the financial
year 2002 was considered by the RSOC in
January 2003 and will be offered in 2003.
(Table 1) Directors'/Board Committees' Fees*
Name
Fees** (S$)
Choo Chiau Beng 28,000
Leon Codron 13,000
Cheng Hong Kok 13,000
Teo Soon Hoe 10,000
Bertie Cheng# 20,000
Geoffrey King# 14,000
Timothy Ong# 10,000
Audrey Chin# 19,000
Tan Keng Boon# 2,000
Oo Soon Hee# 2,000
Total 131,000
* Excludes share options which are disclosed in the Directors' Report
** The total fee (rounded to the nearest thousand) is subject to shareholders’ approval at the AGM for 2002
# Pro-rated for services rendered in the financial year
Note: The proposed basic Director fee is S$10,000 per annum (2001: S$9,000 per annum.)

(Table 2) Annual Remuneration Report of Key Executives
for the Year Ended 31 December 2002
Remuneration Band &
Name of Key Executive
Fixed
Component
Variable
Component
Share
Option#
$1,250,000 to $1,499,999
Leon Codron 36% 60% 4%*
$1,000,000 to $1,249,999
Nil
$750,000 to $999,999
Nil
$500,000 to $749,999
Nil
$250,000 to $499,999
Koh Ban Heng 56% 32% 12%**
Chris Keong 57% 32% 11%**
Tony Tan 56% 33% 11%**
Lee Chiang Huat 59% 32% 9%**
Woo Siew Cheng 57% 33% 10%**
Helen Chong 57% 32% 11%**
# Options are determined based on Black Scholes' valuation method and expressed as a percentage
of total remuneration
* Include share options granted in 2002 in relation to the Group's performance in the second half of 2001
** Include share options granted in 2002 in relation to the Group's performance in the second half of 2001
and share options granted in relation to the Group's performance in the first half of 2002
The remuneration of key executives is
disclosed in Table 2.
The RSOC administers the grant of share
options under the SPC SOS 2000 and the
remuneration policies of the Company.
From 2003, the consideration and grant of
SPC share options will be made once a year,
after the year-end financial results of the
SPC Group are released.
The Executives’ Share Option Scheme
("ESOP") terminated on 2 October 2002.
Accordingly, the ESOP Committee was
dissolved with effect from 2 October 2002.
All employees of the SPC Group are eligible to
participate in the SPC SOS 2000. The SPC SOS
2000 also extends to non-executive directors
and to directors and employees of associated
companies. An option granted under the SPC
SOS 2000 may, except in certain special
circumstances, be exercised at any time after
a moratorium of two years but no later than
the expiry date. Non-executive directors and
employees must exercise the options offered
within five years and 10 years respectively, from
the date of offer. The share options may be
exercised in full or in respect of lots of 100
shares or multiple(s) thereof, on the payment
of the subscription price.
The SPC SOS 2000 was approved by
shareholders of the Company on 16 May
2000. The SPC SOS 2000 will be in force
for a period up to 10 years from 16 May
2000 unless extended for further period(s)
with the approval of shareholders at a
general meeting and subject to any other
relevant approvals that may be required.
The subscription price is based on the average
last done price for the shares of the Company
traded on SGX-ST for the last three market
days preceding the date of offer.
The RSOC may at its discretion fix the
subscription price at a discount not exceeding
20 per cent of the price and provided that
corporate
governance / 19

the discounted subscription price shall not
in any event be less than the par value of
the shares. None of the share options
offered have been granted at a discount.
In 2002, the Company granted a total of
3,407,000 options in two tranches under
the scheme. This is approximately 0.8 per
cent of the Company's issued share capital
as at 31 December 2002. There were
30,000 shares issued in 2002 by virtue of
the exercise of options. Options to take
up 533,000 shares lapsed during the
financial year.
Applying the Black Scholes option pricing
model, the average fair value of the options
accepted by the employees in 2002 is
estimated to be $0.25 per share option. The
estimated fair value of options for nonexecutive
directors accepted in April 2002 was
determined at $0.31 per share option. The
estimated fair value of all options accepted
for 2002 is $833,300. This represents 1.7 per
cent of the Group's 2002 profit after tax
attributable to the members of the Company.
At the end of the financial year, there were
6,814,000 shares under options as shown in
Table 3. Information on share options accepted
by the Directors in 2002 can be found in the
Directors’ Report.
(Table 3) Details of Shares Options
Number of Share Options
Date
of Grant
As at 1.1.02
or Later Date
of Grant
Exercised
Lapsed/
Cancelled
As at
31.12.02
Subscription
Price
Date of Expiry
3.10.1997
28.8.2000
17.4.2001
19.9.2001
3.4.2002
30.10.2002
246,000 - (246,000) - $1.25 2 October 2002
985,000 (30,000) (30,000) 925,000 $0.78 27 August 2010
1,213,000 - (54,000) 1,159,000 $0.68 16 April 2011
1,613,000 - (105,000) 1,508,000 $0.68 18 September 2011
1,735,000 - (96,000) 1,639,000 $0.75 2 April 2012
1,585,000 - (2,000) 1,583,000 $0.87 29 October 2012
7,377,000 (30,000) (533,000) 6,814,000

The Company provides
timely and balanced financial
information to the
shareholders to build trust
and confidence in the
Company which would assist
them in formulating
investment decisions.
No employees received 5 per cent or more
of the total number of options available
under the scheme.
The Chief Executive Officer, Mr Leon Codron,
has been granted options pursuant to his
employment contract. Generally, the nonexecutive
directors have each been granted
share options calculated as a 0.5 factor of
the applicable director fees and divided by
the Black Scholes' option value.
ACCOUNTABILITY AND AUDIT
Principle 10:
Accountability
In addition to the Company's continuing
disclosure obligations under the SGX-ST
Listing Manual, the Board has embraced
the provisions of the Code in regard to
accountability to shareholders.
The Company provides timely and balanced
financial information to the shareholders to
build trust and confidence in the Company
which would assist them in formulating
investment decisions.
Principle 11:
Audit Committee
The Board and the NC continue to hold the
view that the AC members have sufficient
financial management expertise and experience
to discharge the AC's functions.
The AC's main functions as stipulated in its
terms of reference are summarised as follows:
(1) Review and ensure compliance with the
requirements of the SGX-ST Listing Manual
pertaining to the AC's functions.
(2) Follow the guidelines set out in the Code
and Temasek's Corporate Governance
Practices when performing its duties and
responsibilities, wherever possible.
(3) Review Interested Person Transactions ("IPT").
(4) Review with the external and internal
auditors their respective audit plans, scope,
reports, findings and actions taken by
management on the findings.
(5) Serve as an independent party to review
the financial statements presented by
management to shareholders, regulators
and the general public.
(6) Review the independence of the external
auditors annually.
(7) Maintain, by holding regular meetings,
open lines of communication among the
Board members, the external auditors and
the internal auditors to exchange views
and information as well as to confirm their
respective authority and responsibilities.
The Company commenced quarterly results
reporting in 2002. The Company's results
are available on the Company's website.
Information on new initiatives of the
Company is first disseminated via SGX-ST's
Masnet followed by a news release.
The Company commenced
quarterly results reporting in
2002. The Company's results
are available on the Company's
website. Information on
new initiatives of the Company
is first disseminated via
SGX-ST's MASNET followed
by a news release.
corporate
governance / 21

Save as disclosed in the Notes to the Financial
Statements on IPT, there are no material
contracts involving the interests of the Chief
Executive Officer, each director or the controlling
shareholder and its subsidiaries.
Pursuant to the requirements of the revised
SGX-ST Listing Manual, the Company appointed
an Independent Financial Adviser to review and
render an opinion on its IPT methods and
procedures.
Pursuant to the requirements of the Code, the
AC is satisfied with the independence and
objectivity of the Company's external auditors,
Messrs PricewaterhouseCoopers.
Principle 12:
Internal Controls
The AC was supported in its functions by the
internal and external auditors. During the
year, the AC reviewed the Group's IPT and
quarterly, half-yearly and full-year financial
statements. The AC reviewed the external
auditors' 2002 statutory audit plan, scope,
findings and management’s responses to
the findings.
The AC also reviewed all non-audit services
provided by the external auditors and is of
the view that the independence of the
auditors was not affected by the provision
of such services.
The AC reviewed the internal audit plans
and the quarterly internal audit summary
reports and ensured the adequacy of the
internal audit function.
At the year end, the AC met with the
internal and external auditors without the
presence of management. The internal and
external auditors had reported that the
Group's overall system of internal controls
and procedures were functioning effectively.
The Company's internal and external auditors
conducted their review in accordance with their
respective audit plans on the effectiveness of
the Company's system of internal controls
including financial, operational and compliance
controls. Major audit findings, recommendations
and actions taken by management on the
recommendations were reported to the AC.
Principle 13:
Internal Audit
The Company has an Internal Audit Department
("IAD") comprising of four persons, including
the Internal Audit Manager. The Internal Audit
Manager reports directly to the chairperson of
the AC on audit matters, and to the Chief
Executive Officer on administrative matters.
During the year, the IAD conducted its audit
reviews based on the approved internal audit
plans. Upon completion of each audit
assignment, the IAD would report its findings
and recommendations to management who
would respond on the actions taken. The IAD
submitted quarterly internal audit summary
reports to the AC on the status of the audit
plan and on major audit findings and actions
taken by management on the findings. The IAD
had reported that the Group's overall system
of internal controls and procedures functioned
effectively during the year under review.

COMMUNICATION WITH
SHAREHOLDERS
Principle 14:
Regular, Effective and Fair
Communication with Shareholders
The Board uses a number of formal channels
of communication to inform shareholders
on the performance of the Company. These
include the annual report, quarterly, halfyearly
and full-year financial statements via
the SGX-ST's Masnet channel, press releases
and the AGM of shareholders.
The financial statements and annual reports
have been issued within the mandatory
periods and are available on the Company's
website.
The Company is guided
by and has embraced the
provisions of the Code with
regard to communication
with shareholders.
At the AGM, shareholders
are given the opportunity
for meaningful and
effective participation.
Principle 15:
Greater Shareholder Participation
The Company is guided by and has
embraced the provisions of the Code with
regard to communication with shareholders.
At the AGM, shareholders are given the
opportunity for meaningful and effective
participation. The Company's Articles
allow a member of the Company to vote
in absentia by appointing a proxy to attend
and vote on behalf of the member. In
addition, the Singapore Companies Act
provides a corporate shareholder the option
to appoint a corporate representative
to attend and vote on the corporate
member's behalf.
corporate
governance / 23

Board of Directors
Choo Chiau Beng, 55
Bachelor of Science (1st Class Honours), 1970 (awarded the Colombo
Plan Scholarship to study Naval Architecture), Master of Science degree
in Naval Architecture, University of Newcastle upon Tyne; attended the
Programme for Management Development in Harvard Business School
in 1982 and the Wharton Fellows Programme in The Wharton School at
the University of Pennsylvania in 2003.
Mr Choo is the Chairman of Singapore Petroleum Company Limited (since
1999) and Singapore Refining Company Pte Ltd. He is also the Chairman
and Chief Executive Officer of Keppel Offshore & Marine Ltd (formerly
known as Keppel FELS Energy & Infrastructure Ltd) and the Executive
Director of Keppel Corporation Limited. Mr Choo sits on the Board of
Keppel Land Limited, k1 Ventures Limited and is a board member of
Maritime and Port Authority of Singapore. He is also Chairman of the
Ngee Ann Polytechnic Council and a member of the Nanyang MBA
Advisory Committee.
Mr Choo started his career with Keppel Shipyard as a Shiprepair
Management Trainee in 1971 and was appointed Naval Architect and
Executive Director of Singapore Slipway in 1973. In 1975, when Keppel
set up a shipyard in the Philippines, he was posted there to assume the
position of Executive Vice President and Chief Executive Officer of the
company for a period of four years. He joined Keppel FELS (formerly
known as Far East Levingston Shipbuilding Ltd) in 1980 as Assistant
General Manager and was also appointed as Director to the Board of the
Company. He was promoted to Deputy Managing Director in November
1981 and to Managing Director in March 1983. In 1994, he was appointed
Deputy Chairman of Keppel FELS and in 1997, Chairman of the Company.
He is also Chairman of the Det Norske Veritas South East Asia Committee,
International Enterprise Singapore's (formerly known as Trade Development
Board) Infrastructure Business Advisory Group, Council Member of the
American Bureau of Shipping and member of the American Bureau of
Shipping's Southeast Asia Regional Committee and Special Committee
on Mobile Offshore Drilling Units.

Leon Codron, 49
Bachelor of Science, Business Administration, Magna cum Laude; Master
of Business Administration, Marketing & Management, United
States International University.
Mr Leon Codron was appointed Executive Director and Chief Executive
Officer of Singapore Petroleum Company Limited on 21 August 2000.
As Chief Executive Officer, he has set a vision for Singapore Petroleum
Company Limited to become a strong and integrated oil and gas company
with a premium brand in Asia. Along with this vision, is a defined strategy
with a series of initiatives to develop Singapore Petroleum Company Limited
into a significant energy player in the Asian market place.
Mr Codron was with ARCO International, a former Fortune 150 company,
now part of British Petroleum. He was with ARCO since 1981 and held
several key positions in the company rising to the position of President,
ARCO Indonesia Inc in 1995. He left ARCO in August 2000.
Mr Codron served as a member of the Sub-Committee on Trading of
the Economic Review Committee (Singapore) in 2002.
Currently, he is Chairman and Director of Singapore Petroleum Upstream
Co Pte Ltd, Singapore Petroleum Venture Pte Ltd and Singapore Petroleum
Co (Hong Kong) Ltd and Director of Singapore Refining Company Pte Ltd.
board of
directors / 27

Board of Directors
Teo Soon Hoe, 54
Bachelor of Business Administration, University of Singapore; Member
of the Wharton Society of Fellows, University of Pennsylvania.
Mr Teo is a Director of Singapore Petroleum Company Limited (since
1999). Currently, he is an Executive Director and Group Finance Director
of Keppel Corporation Limited. He is Chairman of Keppel
Telecommunications & Transportation Ltd, Keppel Philippines Holding Inc
and Keppel Bank Philippines Inc. In addition, he is a Director of Keppel
Land Limited, Keppel Offshore & Marine Limited and k1 Ventures Limited.
He is also a Director of MobileOne Ltd, Centurion Bank Limited (India),
and Southern Bank Berhad.
Mr Teo commenced his career with the Keppel Group when he joined
Keppel Shipyard in 1975. He rose through the ranks and was seconded
several times to various subsidiaries of the Keppel Group before
assuming the position of Group Finance Director in 1985.
Cheng Hong Kok, 60
Bachelor of Science, (1st Class Honours) Chemical Engineering, University
of London; Advanced Executive Management Certificate at J.L. Kellogg
Graduate School of Management, Northwestern University, USA. Mr
Cheng was a Singapore State Scholar as well as an Eisenhower Fellow.
Mr Cheng joined the Economic Development Board (Singapore) in 1964
and was Chief of Projects Division from 1968 to 1970. He was also a
Board Member of the Economic Development Board from 1987 to 1990
and a member of the Government Economic Planning Committee from
1989 to 1991.
Mr Cheng held various senior positions in Singapore Petroleum Company
Limited in corporate planning, finance, supply and trading and marketing
and distribution from 1970 to 1980 and became the President and Chief
Executive Officer of the Company from 1981 to 1996. He was Executive
Director from 1991 to 1996. Through Singapore Petroleum Company
Limited, he was involved in the Asean Council on Petroleum (ASCOPE).
After the takeover of Singapore Petroleum Company Limited by Keppel
Corporation Limited, he was reappointed as Director in 1999.
Currently, he is Director of Keppel Oil & Gas Services Pte Ltd, Singapore
Refining Company Pte Ltd, Singapore Petroleum Upstream Co Pte Ltd,
Orchard Parade Holdings Limited, Gul Technologies Singapore Limited and
SPP Limited.

Bertie Cheng Shao Shiong, 65
Bachelor of Arts (Honours) Economics, University of Malaya.
Mr Cheng joined Singapore Petroleum Company Limited as a Director in 1997.
Mr Cheng commenced his career with the Postal Services Department as
Assistant Controller of Posts and in 1966, was appointed as Controller
of Savings Bank. Following the transformation of the Bank into a Statutory
Corporation in 1972, he became the Acting Manager-cum-Secretary of
POSBank. He held the position of General Manager/Chief Executive
Officer from 1976 until his retirement in 1997. Mr Cheng was awarded
the Public Administration Medal (Silver) in 1984 and the Public Service
Medal in 2001.
Currently, he is the Chairman of NTUC Thrift & Loan Co-operative Ltd,
Director of Singapore Technologies Aerospace Ltd, Singapore Technologies
Electronics Ltd and Singapore Technologies Telemedia Pte Ltd.
Geoffrey John King, 55
Bachelor of Laws, Australian National University; Bachelor of Arts,
University of New South Wales.
Mr King is a Director of Singapore Petroleum Company Limited (since
2000). He brings with him 30 years of diversified administrative, legal
and management expertise. He was first employed by the Australian
Government Public Service for 11 years, where his last held appointment
was Director of Commercial Practices, ACT Consumer Affairs Bureau.
Subsequently, Mr King joined Esso Australia Ltd in 1979 as its Area Legal
Counsel in Victoria, in charge of the legal aspects of Esso's Bass Straits
operations. He was later assigned to Esso Exploration in Houston, USA,
to develop contracts for worldwide exploration and related activities,
returning to Sydney to supervise the Upstream and Litigation sections of
the Law Department.
Mr King left Esso after 11 years to take up the position of General Counsel of
Ampolex Limited. During his tenure, he was appointed to its Executive
Committee and was also Director of Wandoo Alliance. He left Ampolex in late
1996 to form Wood, King & Associates Pty Ltd, a consultancy firm specializing
in providing commercial and technical advice to the international oil and gas
industry. He is currently Director of Wood, King & Associates Pty Ltd.
Mr King has provided legal consultation on oil and gas matters to the
government of Papua New Guinea since early 2000, and is legal advisor
to the government on the ExxonMobil Gas to Australia project.
board of
directors / 29

Board of Directors
Timothy Ong Teck Mong, 49
Bachelor of Arts (Honours) Economics & Political Science, Australia National
University; Master of Science (with Distinction) in International Relations,
London School of Economics.
Mr Ong joined Singapore Petroleum Company Limited as a Director in
2001. In 2002, he was appointed Deputy Chairman of the Brunei
Economic Development Board. He was the Chairman of the APEC Business
Advisory Council for the year 2000 and its Co-Chairman in 2001.
Mr Ong was the first Brunei national to become Chairman of the Brunei
Darussalam International Chamber of Commerce and Industry and remains
as an Adviser to the Chamber. In 1998, he was appointed by the Brunei
government to chair two committees to review various aspects of the Brunei
economy. He represented Brunei in the APEC Eminent Persons Group and
was Chairman of the 23rd ASEAN-Japan Business Meeting.
Mr Ong was a member of the Global Leaders of Tomorrow program of
the World Economic Forum and a member of a number of regional
councils, including the Asian Institute of Management, the Nature
Conservancy's Asia Pacific Council, the East-West Center International
Advisory Panel, the International Crisis Group and the Ramon V. del
Rosario Sr. AIM Centre for Corporate Social Responsibility.
Currently, he is Co-Chairman of Asia Inc, Deputy Chairman of National
Insurance Company Berhad and a Director of Hotel Associates Sdn Bhd,
Brunei, Brunei Hotel Sdn Bhd, Teck Guan Development Sdn Bhd, AXA
Insurance (B) Bhd, Baiduri Bank Bhd, and Baiduri Finance Berhad, Brunei.
Chin Wei-Li, Audrey Marie, 45
Bachelor of Laws (Honours), Manchester University; Master of Science,
Public Policy, Oxford University; PHD, Public Policy, Rand Graduate School.
Dr Chin is Partner, Asset Allocation Strategies at Pacific Asset Management
(S) Pte Ltd, one of 6 licensed boutique fund managers in Singapore. She
is also Executive Director of Rossignol Pte Ltd, an investment adviser
providing consulting services to institutional fund managers.
Dr Chin was Division Head, Asset Allocation in the Economics and Strategy
Department of the Government of Singapore Investment Corporation
between 1994 and 1999.
She was responsible for recommending active global strategy to the
Government Investment Corporation's (GIC) Assets Allocation Committee.
Dr Chin was also part of GIC's risk management project group and
spearheaded prototypes for performance targeting, management and
risk capital allocation.
Currently, she is Director of Rossignol Pte Ltd.

past principal directorships in the last five years
Choo Chiau Beng
MobileOne (Asia) Pte Ltd; FELS Consultancy Pte Ltd; FELS SES International Pte Ltd; Steamers Containerships
Holdings Pte Ltd; Pacven Walden Management Singapore Pte Ltd; Pacven Investment Ltd; Hydro Asia Pacific
Pte Ltd; FELS China Investment Pte Ltd; Brightway Property Pte Ltd; Keppel Integrated Engineering Ltd; Keppel
Capital Holdings Ltd; Keppel TatLee Bank Ltd; Norms Engineering Company Ltd; Keppel Insurance Pte Ltd;
Grandland Properties (Pte) Ltd; Goodways Property Pte Ltd; Petro Tower Ltd; Keppel FELS Hong Kong Limited;
Fornost Limited; Weissville Pte Ltd; Keppel Australia Investment Pte Ltd; TatLee Bank Limited; Keppel Infrastructure
Environmental Development.
Leon Codron
Tiger Oil Corporation; SPC Production Company Ltd; SPC Kakap Limited.
Cheng Hong Kok
Singapore Petroleum Trading Company Limited; Singapore Carbon Dioxide Company Pte Ltd; Singapore Oil
Transportation Company Limited; Singapore Petroleum Company (Hong Kong) Limited; Singapore Petroleum
Company (Japan) Limited; Singapore Refining Company Pte Ltd; ItalSing Petroleum Company Pte Ltd; Singapore
Petroleum (Indochina) Pte Ltd; Singapore Petroleum Venture Pte Ltd; Singapore Petroleum Dovechem Pte Ltd;
Petmal Oil Corporation Sdn Bhd; SPC Shipping Company Limited; Singapore Petroleum (China) Pte Ltd;
Jiangmen City Sinjiang Gas Co Ltd; Nuri Holdings Pte Ltd.
Teo Soon Hoe
Apsilon Technologies Pte Ltd; Asia Commercial Enterprises Pte Ltd; DataOne Corporation Pte Ltd; Firpine Ltd;
Indotel Limited; K Investment Holdings Pte Ltd; KAC Holdings Limited; K-Bank Corporation Inc; Kempaspa
Shipping (HK) Limited; Keppel Bullion & Futures Pte Ltd; Echo Broadband (Singapore) Pte Ltd (previously known
as Keppel Development Pte Ltd); Keppel Development Pte Ltd; Keppel Factors Pte Ltd; Keppel Finance (HK) Ltd;
Keppel Finance Nominees (S) Pte Ltd; Keppel Indonesia Pte Ltd; Keppel Insurance Pte Ltd; Keppel Integrated
Engineering Limited; Keppel Philippines Marine, Inc; Keppel Realty Pte Ltd; Keppel-SPH Investment Pte Ltd
(previously known as Keppel-SPH Telecom Pte Ltd); Keppel TatLee Bank Limited; Keppel TatLee Finance Limited;
KF Limited; Myanmar Investment Fund (S) Ltd; PIF Management Co Pte Ltd; Radiance Communications Pte Ltd;
Sintong Transport Pte Ltd; Southern Finance Company Bhd; Steamers Fortune Shipping Pte Ltd; Steamers Kimanis
Shipping Pte Ltd; Steamers Perak Shipping Pte Ltd; TLF Limited.
Bertie Cheng Shao Shiong
Credit POSB Pte Ltd; POSB Computer Services Pte Ltd; General Securities Investments Ltd; Marina Centre Holdings
Pte Ltd; POSB Investment Pte Ltd; POSB Tower Pte Ltd; ST Industrial Corporation Ltd; ST Kinetics Ltd; DBS
Land Ltd; ST Advanced Radio Pte Ltd; Ang Mo Kio Community Hospital Pte Ltd.
Geoffrey John King
Ampolex Group of Companies.
Timothy Ong Teck Mong
NIL
Chin Wei-Li, Audrey Marie
NIL
board of
directors / 31

key executives
Leon Codron, Chief Executive Officer and Executive Director. He graduated with a Bachelor of Science degree
in Business Administration and an MBA in Marketing and Management. Mr Codron, 49, has been based in the
Far East for the last 21 years. Prior to joining SPC, he was the President of ARCO Indonesia, Inc. He has developed
excellent rapport with oil and gas players in the region. Since his appointment in August 2000, he has actively
worked towards achieving SPC's vision to be a strong and integrated oil and gas company with a premium brand
in Asia. Under his leadership, SPC management team put in place a series of initiatives to develop SPC into a
significant energy player in the Asian marketplace. He holds directorships in several SPC's subsidiaries
and associate companies. He served as a member of the sub-Committee on Trading of the Economic Review
Committee (Singapore) in 2002.
Koh Ban Heng, Senior Vice-President, Refining, Supply & Trading. Mr Koh, 54, joined SPC in February 1974. He
graduated with a Bachelor's degree in Applied Chemistry and holds a post-graduate diploma in Business
Administration from the University of Singapore. He is responsible for crude & feedstocks procurement & trading,
products and derivatives trading; risk management, marine sales, aviation sales and terminalling. In addition, he
oversees SPC's interest in the refinery including optimization of SPC's share of refined products from the refinery.
He holds directorships in several SPC's subsidiaries and associate companies.
Chris Keong Poh Guan, Senior Vice-President, Marketing with over 23 years of oil industry experience. Mr Keong,
49, joined SPC in June 2000. Prior to joining SPC, he held senior management positions in several of Mobil's Asia
Pacific affiliates. He graduated with a Bachelor in Engineering (First Class Honours), Chemical and Materials from
the University of Auckland and holds a post-graduate Diploma in Business Administration from the National
University of Singapore and Management Accounting and Finance from the National Productivity Board. He is
responsible for commercial sales, retail sales & development, lubricant sales, operations & logistics and market
development and ventures. He holds directorships in several SPC's subsidiaries and associate companies.
Jee-Theng Tony Tan, Senior Vice-President, Upstream-Midstream and Strategic Planning. Dr Tan, 52, joined
SPC in August 2000 and brings with him over 25 years of international petroleum exploration experience. He
was previously Chief Executive at Gaffney, Cline & Associates, Asia Pacific. Dr Tan graduated with a Bachelor
of Science (Geology) from the University of Malaya, Master of Science from Carleton University, Canada and
PhD in Geology from the University of Calgary. He is responsible for the development, acquisition, and overall
operations and performance of SPC's upstream-midstream business. Additionally, he is responsible for developing
strategic initiatives to grow and focus SPC's businesses. He holds directorships in several SPC's subsidiaries and
associate companies.
Lee Chiang Huat, Chief Financial Officer. Mr Lee, 52, has during his 22 years with SPC, been responsible for
and has managed SPC Group's finance and accounting portfolios which include accounting & reporting functions,
treasury, banking and credit management. He graduated with a Bachelor of Business Administration degree and
Master of Social Science (Applied Economics) from the University of Singapore, and holds an MBA from the
University of New South Wales. He holds directorships in all SPC's subsidiaries and several associate companies.
Woo Siew Cheng, Vice-President, Head Crude & Refinery. Mr Woo, 52, has during his 19-year career with SPC,
accumulated experience in crude & product trading and supply & production planning/coordination. He manages
the crude acquisition, refinery coordination, supply operations and terminalling functions. Mr Woo graduated
with a Bachelor of Science degree (Honours) in Applied Chemistry from the University of Singapore. He holds
directorships in several SPC's subsidiaries and associate companies.
Mrs Helen Chong (nee Chia Foong Lan), Vice-President/Company Secretary for Legal, Secretarial and Insurance
Affairs. Mrs Chong, 49, graduated from the University of Singapore in 1976 with a Bachelor's Degree in Laws
(Honours) and was admitted as an advocate and solicitor in Singapore. She started her career in legal practice
and worked in an insurance company prior to joining SPC in April 1980 as its Company Secretary/Legal Counsel.
She is responsible for the SPC group legal, corporate secretarial and insurance functions. She holds directorships
in several of SPC's subsidiary companies.

past principal directorships in the last five years
Leon Codron
Singapore Refining Co Pte Ltd; Singapore Petroleum Upstream Co Pte Ltd; Singapore Petroleum Venture Pte Ltd;
Singapore Petroleum Co (HK) Ltd.
Koh Ban Heng
Changi Airport Fuel Hydrant Installation Pte Ltd; FST Aviation Services Ltd; Singapore Petroleum (China) Pte Ltd;
Singapore Petroleum Co (HK) Ltd; Singapore Petroleum Trading Co Ltd; Singapore Petroleum Venture Pte Ltd;
SPC Shipping Co Ltd; Singapore Refining Co Pte Ltd.
Chris Keong Poh Guan
Jiangmen City Sinjiang Gas Co Ltd; ItalSing Petroleum Co Pte Ltd; Petmal Oil Corporation Sdn Bhd; Singapore
Carbon Dioxide Co Pte Ltd; Singapore Petroleum (China) Pte Ltd; Singapore Petroleum Dovechem Pte Ltd;
Singapore Petroleum Venture Pte Ltd; Tiger Oil Corporation.
Jee-Theng Tony Tan
SPC Kakap Ltd; SPC Production Co Ltd; SPC Indo-Pipeline Co Ltd; Transasia Pipeline Company Pvt Ltd.
Lee Chiang Huat
Jiangmen City Sinjiang Gas Co Ltd; Sakra Island Carbon Dioxide Pte Ltd; SPC Shipping Co Ltd; Singapore
Carbon Dioxide Co Pte Ltd; Singapore Petroleum (China) Pte Ltd; Singapore Petroleum Co (HK) Ltd; Singapore
Petroleum Dovechem Pte Ltd; Singapore Petroleum Trading Co Ltd: Singapore Petroleum Venture Pte Ltd;
Singapore Petroleum Upstream Co Pte Ltd; SPC Kakap Ltd; Tiger Oil Corporation; SPC Production Co Ltd; SPC
Indo-Pipeline Co Ltd.
Alternate Director of: Singapore Refining Co Pte Ltd.
Woo Siew Cheng
Alternate Director of: Singapore Petroleum (China) Pte Ltd; Singapore Petroleum Venture Pte Ltd; Singapore
Carbon Dioxide Co Pte Ltd; Singapore Petroleum Dovechem Pte Ltd; Tanker Mooring Services Co Pte Ltd; SPC
Shipping Co Ltd; Singapore Petroleum Trading Co Ltd; Tiger Oil Corporation.
Mrs Helen Chong (nee Chia Foong Lan)
Singapore Petroleum Co (HK) Ltd; Singapore Petroleum Trading Co Ltd; SPC Shipping Co Ltd.
key
executives / 33

corporate directory
Board of Directors
Choo Chiau Beng (Chairman)
Leon Codron
Teo Soon Hoe
Cheng Hong Kok
Geoffrey John King
Bertie Cheng Shao Shiong
Timothy Ong Teck Mong
Chin Wei-Li, Audrey Marie
Executive Committee
Choo Chiau Beng (Chairman)
Leon Codron
Cheng Hong Kok
Bertie Cheng Shao Shiong
(appointed on 14 May 2002)
Nominating Committee
Bertie Cheng Shao Shiong (Chairman)
Choo Chiau Beng
Chin Wei-Li, Audrey Marie
(appointed on 15 February 2002)
Remuneration and
Share Option Committee
(reconstituted on 14 May 2002)
Bertie Cheng Shao Shiong (Chairman)
Choo Chiau Beng
Chin Wei-Li, Audrey Marie
Geoffrey John King
(appointed on 14 May 2002)
Timothy Ong Teck Mong*
Audit Committee
Chin Wei-Li, Audrey Marie (Chairperson)
Bertie Cheng Shao Shiong
Geoffrey John King
Executives' Share Option
Committee
Choo Chiau Beng (Chairman)
Cheng Hong Kok
Registered Office
1 Maritime Square #10-10
HarbourFront Centre
Singapore 099253
Email: spccc@spc.com.sg
Registrar
Lim Associates (Private) Limited
10 Collyer Quay #19-08
Ocean Building
Singapore 049315
Auditor
PricewaterhouseCoopers
8 Cross Street #17-00
PWC Building
Singapore 048424
Partner-in-charge: Ron Foo
Date of appointment: 2000
Solicitors
Lee & Lee
5 Shenton Way #19-00
UIC Building
Singapore 068808
Rajah & Tann
4 Battery Road #28-01
Bank of China Building
Singapore 049908
* Member of the Remuneration Committee until the committee was reconstituted as
the Remuneration and Share Option Committee.

people strategy
Presentation of long service awards.
2002 marked a good year for the SPC Group as it
registered its third best profit since the Company
was listed in 1990. This achievement in a time when
market conditions were tough, demonstrated the
drive and spirit of the Company and its people. The
Company’s strategic initiatives crystallised to enable
it to realise financial and operational success.
Underlying this success is the strength and dedication
of its employees.
A strength that was harnessed through the
implementation of a performance enhancement
programme, aptly named Project Diamond. Launched
at the start of 2002, Project Diamond provided
employees with a clear vision for the business;
fostered enthusiasm with leaders fully engaged with
their teams; and optimised personal and
organisational learning in order to leverage the
capability of both the company and the individual.
The result - a winning culture where an energised,
challenged and motivated SPC team strives with
determination to grow the Company into the future.
Just as the Group embraced the Code of Corporate
Governance in relation to its communication and
reporting to existing as well as potential shareholders,
the management team in SPC encouraged open
communication and internal transparency. Town
hall style meetings and CEO chat sessions were
organised and held throughout the year. These open
discussions enhanced common understanding of
the corporate positions and plans and provided the
management team with a diversity of views and
ideas from the ground.
Another key part of its people strategy was to keep
the customer in focused in the delivery of its products
and services within the Group. Among the Company's
most significant customer care initiatives was a study
completed in 2002, providing the base on which to
understand the Group's customer service level. The
Company desires to build an inside-out organisation
where SPC employees are firstly attuned to the needs
of its internal customers and ultimately, this orientation
would flow through to its business customers.
It is a common misconception that creating customers'
satisfaction is a frontline job. Improving business
processes and shortening process cycle time through
a robust and efficient business information system
can also make the difference. In this regard, the SPC
Group adopted JD Edwards’ Enterprise Resource
Planning in 2002 with a clear objective of achieving
contact and information sharing interfaces that are
prompt, convenient, friendly, speedy, informative
and efficient.
Employees' measurement of work place satisfaction
is distinctly divided into two imperatives. The
promotion of staff interaction, team building and
camaraderie impact employees' perception of work
place wellness as much as the creation of a
challenging, conducive and favourable environment.
This is achieved mostly through social and recreational
programmes which are an integral part of SPC’s
people strategy.
Through its people initiatives, the Company has built
a workforce that shares common goals and objectives,
a passion to excel and core values that build cohesion.
The Company is enthusiastic that its people strategy,
based on building a confident, competent and
committed work force has enhanced results and it
will continue to inspire and nurture its human capital
to scale new heights.
people
strategy / 35

making a difference
A loyal patron of the Singapore Symphony Orchestra since 1988.
The day-to-day activities of companies and the well
being of society is intertwined. This is a reality and
is driving an increasing awareness towards a more
comprehensive approach to corporate citizenship
and social and environmental responsibility.
As Singapore’s only home-grown oil company,
SPC recognises the social role it plays in the
community. The Company appreciates that
corporate responsibilities go beyond providing
the best quality products and the most reliable
services at a fair price. With recognition of its
diverse role, it has strived to embrace good
corporate citizenship by contributing to the
community, demonstrating responsible
environmental stewardship and advocating
corporate transparency and accountability.
Drawing a distinction between making a difference
directly to the community and promoting a
philanthropic corporate image, the Company is
selectively biased towards charitable organisations
that focus on the needy and activities that face
adverse odds in raising funds because of their
size and/or scope of activities. At the same time,
SPC manages its expectations of reciprocity in
terms of visibility and recognition. Charitable
activities and groups supported by SPC in 2002
largely involve smaller organizations and grass
root activities. The Company's efforts have aided
the Boy's Town, Society of St Vincent de Paul,
Down Syndrome Association of Singapore, Asian
Women’s Welfare Association and Society for the
Physically Disabled. In 2002, the Company also
supported fringe activities of the Singapore
National Heart Association, the Singapore Cancer
Society, the National University Hospital, National
Council Against Drug Abuse and the National
Kidney Foundation and a range of programmes
that served the needy and local communities.
As a provider of an essential
resource, the Company believes
in doing business in ways that
balance the economic and
environmental dimensions
through efforts in environmental
protection and sustainable
development.

The Penguin Exhibit, SPC’s long-term commitment to the Singapore Zoological Gardens.
Holding an enlightened view that
good corporate governance is
more a culture than a compliance
issue, the SPC Group adopts ethical
corporate conduct and encourages
corporate transparency in
maintaining a desired standard of
business integrity.
The Company is a loyal patron of Singapore’s own
Symphony Orchestra and supports its musician
development initiatives. Additionally, SPC supports
educational enhancement initiatives through
student attachment programmes and sponsorship
of awards for academic achievement.
As a provider of an essential resource, the
Company believes in doing business in ways that
balance the economic and environmental
dimensions through efforts in environmental
protection and sustainable development. Through
good environmental stewardship, the Company
constantly keeps abreast of environmental best
practices to meet the needs and expectations of
society. Though its jointly owned refinery,
Singapore Refining Company Pte Ltd (”SRC”),
which was certified to ISO 14001 in October 1999,
it continues to commit resources to upkeep its
environmental protection efforts. Additionally,
SPC’s sustainability pursuits encompass wildlife
preservation, demonstrated through its long-time
association as a Corporate Friend of the Zoo.
Holding an enlightened view that good
corporate governance is more a culture than a
compliance issue, the SPC Group adopts ethical
corporate conduct and encourages corporate
transparency in maintaining a desired standard of
business integrity.
In ensuring its commercial viability, the SPC Group
has kept in sight its responsibility towards the
community and its accountability towards its
stakeholders. Going forward, the Company,
determined in continuing to make a difference,
will continue to apply equally demanding efforts
to its corporate and social conduct.
making a
difference / 37

corporate structure
Singapore Petroleum
Company Limited
Singapore Petroleum
Trading Co Ltd (Hong Kong)
100% 100%
Singapore Petroleum Co
(Hong Kong) Ltd
100%
SPC Production Company
Ltd (BVI)
100%
Singapore Petroleum
(China)
Pte Ltd (Singapore)
100%
Singapore Petroleum
Upstream Co Pte Ltd
(Singapore)
100%
Singapore Petroleum
Venture Pte Ltd
(Singapore)
100%
SPC Shipping Co Ltd
(Hong Kong)
ItalSing Petroleum Co
Pte Ltd (Singapore)
50%
Singapore Carbon Dioxide
Co Pte Ltd (Singapore)
50%
FST Aviation Services Ltd
(Hong Kong)
25%
100%
SPC Kakap Ltd
(BVI)
SPC Indo-Pipeline
Co Ltd (BVI)
100%
Singapore Petroleum Dovechem
Pte Ltd (Singapore)
60%
Jiangmen City Sinjiang Gas
Co Ltd (China)
50%
Singapore Refining Co Pte Ltd
(Singapore)
33.3%
Petmal Oil Corporation
Sdn Bhd (Malaysia)
40%
Tiger Oil Corporation
(Korea)
40.2%
Changi Airport Fuel
Hydrant Installation
Pte Ltd (Singapore)
12.5%
Transasia Pipeline
Co Pvt Ltd (Mauritius)
15%
Tanker Mooring Services
Co Pte Ltd (Singapore)
16.7%
Subsidiary Company
Associated / Joint Venture Companies
Affiliated Companies

upstream - midstream
The Kakap Natuna FPSO stores, processes and delivers crude oil and condensates to the markets.
Upstream
The Group's upstream activities, centered on its
15 per cent share in the Kakap PSC (Production
Sharing Contract) in West Natuna, offshore
Indonesia, proceeded smoothly in 2002. Revenue
for this segment totalled $28.8 million and a
segment result (revenue less cost of sales, operating
overheads, excluding unallocated income/expenses)
of $12.0 million was recorded. For the full year,
oil and gas production from Kakap averaged 2,660
barrels of oil equivalent per day (boepd) net
to SPC.
High oil and gas prices in 2002 accounted for the
strong performance achieved by the Upstream
business unit. Prices for the Kakap gas supply to
Singapore rose steadily during the year, in tandem
with global oil price increases. The volatile oil prices
were the result of the prospect of a US-Iraq war,
harsh winter conditions in the US and the disruption
in Venezuela's oil export, among other factors.
Gas prices in the last quarter of 2002 were the
highest recorded since supply from the Kakap fields
commenced three years ago.
For crude production, realized sales price for Kakap's
Kerapu crude rose from around US$19 per barrel
at the beginning of the year to above US$29
per barrel in December 2002, a steep increase of
52 per cent.
Upstream activities have been profitable since SPC's
entry into the upstream segment of the oil and gas
value chain.
SPC intensified its efforts to acquire more oil
and gas producing assets in 2002. Owners of
such assets were however able to realize high
and exceptional cash flow from these assets in
2002 due to the sustained high oil prices. Hence,
most were less willing to part with such lucrative
cash flow producing assets. Moreover,
competition for such assets from regional
national oil companies was extremely keen.
These companies were determined to increase
oil and gas reserves to meet their growing
national energy consumption. Despite these
challenges, the SPC Group will continue to seek
investment opportunities in oil and gas
production assets.
business
review / 41

One of the four Kakap platforms in Indonesia West Natuna Sea.
Midstream
The SPC Group, through its interest in the Kakap PSC,
has an interest in the West Natuna Transportation
System, a 654-kilometre gas pipeline system that links
the gas fields in Indonesia West Natuna Sea to
Singapore. Commissioned in early 2001, the pipeline
is now operational and transporting natural gas from
the Kakap PSC to Jurong Island in Singapore.
In 2002, SPC together with three other oil companies
formed a joint venture to bid for a stake in PT
Transportasi Gas Indonesia ("Transgasindo"), an
Indonesian gas pipeline company. Transgasindo owns
and operates two major gas transmission trunk lines
in Sumatra including an existing 536-kilometre Grissik-
Duri Pipeline and a proposed 468-kilometre Singapore
Pipeline from Grissik to Singapore via Batam. The joint
venture company Transasia Pipeline Company Pvt Ltd
("Transasia"), was successful in securing a 40 per cent
stake in Transgasindo. SPC has a 15 per cent equity
interest in Transasia and this translates to an equity
stake of six per cent in Transgasindo.
The SPC Group will continue to participate and invest
in future regional gas pipelines. As a founding member
of the ASEAN Council on Petroleum, SPC shares a
common interest with the ASEAN national oil
companies to see the development of the Trans-ASEAN
Gas Pipeline that will link up the major gas producing
and consuming centers in the region.

efining, supply & trading
SPC’s joint refinery is recognised as best in class in terms of hardware sophistication and human resource deployment.
Refining and Supply
The SPC Group’s manufacturing activities revolve
around its jointly owned refinery, Singapore
Refining Company Pte Ltd ("SRC"), situated on
Jurong Island. SRC is an efficient and effectively
managed world-class refining facility consistently
ranked in the top quartile. It remains a low cost
manufacturer and is regarded as best in class in
terms of hardware sophistication and human
resource deployment.
Though the refining environment
was difficult in 2002, SPC was
able to capitalise on the steep
rise in crude and product prices
and actively managed price risks
to turn in a strong performance
for 2002.
In co-operation with its partners, SPC has been
fully engaged in crude purchasing for its share of
capacity in SRC. This role entails sourcing for and
purchasing the optimal crude mix for the refinery.
This has been particularly challenging for 2002.
Volatile crude and product prices resulted in the
need for constant and repetitive evaluation of
the economics for each and every crude
acquisition decision.
With volatile prices, trading, price risk and related
inventory risk were constantly reviewed and
managed. In 2002 the Group implemented the
Value At Risk ("VAR") framework to manage the
risks associated with volatilities in margins and
prices. This has enabled the Group to monitor
and implement strategies to manage the trading,
price and inventory risks that have a significant
impact on the Group's bottom-line. Through the
use of futures, swaps, options and similar
derivative instruments, the Company has
managed the volatilities better in a tough and
turbulent year.
Refining margins remained relatively weak
throughout 2002. Product prices generally did
not keep pace with crude price increases as the
region continued to cope with surplus refining
capacity. Moreover, the war premium on crudes
given the threat of war on Iraq and OPEC output
discipline were other factors that depressed
refining margins in 2002. Asia's refining margins
experienced wide swings from a low of US$0.50
per barrel to above US$2.00 per barrel in 2002.
Despite this volatility in refining margins, the
Group's utilisation of its refining facility at SRC in
2002 was maintained at approximately 80 per
cent of SRC’s total designed capacity of 285,000
barrels per day. This was about the same level as
in the previous year.
Though the refining environment was difficult in
2002, SPC was able to capitalise on the steep rise
in crude and product prices and actively managed
price risks to turn in a strong performance for 2002.
business
review / 43

Aviation Sales
The global aviation industry suffered a major dislocation
in 2001 following the September 11 events in the
United States. 2002 had been a great challenge as
the industry attempted to recover from the aftermath
of this event. Insurance premiums that had soared to
unbelievable levels immediately following the events
continued to defy gravity in 2002 and added to the
costs of doing business in 2002. The travel industry
badly affected by the incidents in the States, suffered
yet another setback with the Bali bombing in the last
quarter of the year. Due to lower passenger load,
many airlines consolidated their flight routes and as
a result, demand for aviation fuel declined. Despite
these negative factors, SPC was able to capitalise on
opportunities and delivered an outstanding
performance in aviation sales in 2002.
At Singapore Changi Airport, SPC achieved a market
share of 20 per cent of jet fuel sales at the airport,
recording a modest one per cent growth over the
previous year. This was possible primarily due to fuel
tankering where airlines took advantage of the
competitive prices offered at Singapore Changi Airport
and economise by lifting sufficient fuel for its return
flight or onward passage. In 2002, SPC expanded the
fleet of carriers it serves. It currently services 25
international airline companies.
At Taipei's Chiang Kai Shek International Airport, SPC
has a market share of more than 30 per cent of of jet
fuel sales to foreign airlines through supply
agreements with 15 airline companies.
Since receiving approval to supply aviation refuelling
service at Hong Kong International Airport in 1998,
SPC had worked diligently to maintain its market
presence in this highly competitive market. In 2002,
SPC successfully secured a contract with Cathay Pacific
Airways, the largest airline in Hong Kong. Additionally,
SPC serves four other carriers at Hong Kong
International Airport.
Despite high entry barriers and entrenched service and
fuel supply providers, SPC is continually seeking to
expand its into-plane fuelling service in the region.
Notwithstanding the current stagnation in the aviation
industry, SPC is taking steps to strengthen its position
to better serve its aviation customers.
Given the current global political and economic
uncertainty, the aviation industry will continue to face
huge pressure in 2003. However, aviation is a resilient
industry and an essential thread in the fabric of modern
life. Furthermore, September 11 and the events of
the past year have brought about the development
of a more robust industry through consolidation, cooperation
and new alliances and business reengineering.
Besides that, in Asia, the booming China
economy will help sustain demand for air travel and
freight in the region.
Despite high entry barriers and
entrenched service and fuel supply
providers, SPC is continually seeking
to expand its into-plane fuelling service
in the region. Notwithstanding the
current stagnation in the aviation
industry, SPC is taking steps to
strengthen its position to better serve
its aviation customers.
SPC supplies 20 per cent of the aviation market in Singapore.

SPC registered a 27 per cent increase in bunker volume in 2002.
Distillates
An important component of SPC's downstream
activities is the sale and trading of distillate products.
Distillate products include chemical naphtha, motor
gasoline, catalytic spirit, kerosene and gas oil. These
products are sourced from SRC as well as other
refineries and traders. Demand for distillate products
has continued to be depressed due to the weak
global economy and an oversupply of such products
into the region.
Despite such an adverse environment, the Distillate
unit was nonetheless able to compete aggressively
and successfully for sales barrels in 2002. Turnover
volume of 14.2 million barrels in 2002 was about
seven per cent higher than the previous year. With
the careful monitoring of oil prices and inventory
management, the unit's contribution to the overall
downstream performance was well above target.
The current political uncertainties will affect the
demand for oil products in general. Demand in
particular for distillate products is expected to
remain lackluster in the first half of 2003.
However, a speedy resolution of the Iraqi
situation by the second half of 2003 is expected
to set the course of economic recovery in the
region on a firmer footing. This would lift
demand for the range of distillate products and
SPC’s Distillate unit expects to be able to
contribute positively to downstream profitability
in 2003.
Residue
The Group is able to supply a full range of fuel oil
products of different viscosities for marine
transportation and power generation. This is
handled by SPC's Residue unit that is also engaged
in the procurement of feedstock for its jointly
owned refinery, SRC. In addition, the unit is actively
engaged in the trading of fuel oil. In 2002, the
unit turned over more than 17.3 million barrels or
an equivalent of 47,400 barrels of products a day.
In 2002, vessel arrivals at Singapore port was 2.4
per cent lower than the previous year, a decline
of 142,745 calls. This drop in vessels calling at
Singapore resulted in a reduction in the bunker
fuel tonnage for 2002. The bunker tonnage of
20.1 million tonnes of marine fuel for the year
was a 1.3 per cent slide compared to 2001.
Against this backdrop, the Residue unit did well
to increase bunker volume by 27 per cent in 2002
compared to 2001. This ability to grow the
business amidst intense competition and tighter
market demand is a validation by customers of
SPC's reputation as a quality and efficient bunker
supplier in Singapore.
SPC is confident that Singapore will
preserve its pre-eminent position as
an international maritime hub and
this will offer many opportunities
for the bunkering business to
continue growing.
business
review / 45

SRC’s total tankage is in excess of 10 million barrels.
The Group continues to maintain its competitive edge
in the bunkering business with its 220,000-cubic
metre storage terminal at Pulau Sebarok, a facility
that offers storage and full laboratory testing
capability. Besides Singapore, SPC provides bunkering
services in other ports including Hong Kong, Malaysia
and Taiwan.
In 2002, Singapore broke into the ranks of the world's
top 10 maritime nations for the first time, improving
its dominant position at a time of intense competition
from neighbouring ports. This achievement augurs
well for the bunkering community in Singapore.
SPC is confident that Singapore will preserve its preeminent
position as an international maritime hub
and this will offer many opportunities for the bunkering
business to continue growing. Nevertheless, the
general economic weakness expected for 2003 will
continue to affect transshipment volumes. SPC intend
to exercise effort necessary to maintain its market
position and profitability.
Risk Management
The oil markets experienced a period of the most
intense volatilities ever in 2002. Various studies have
estimated that volatilities were as much as five times
higher in 2002. The absolute oil price increase from
about US$20 per barrel to above US$30 per barrel by
year-end is only part of the intense daily volatilities oil
prices went through in 2002.
The Risk Management and Derivatives unit ("RMD")
is responsible for the management of the Company's
oil price risk as it relates to the crude and inventory
positions that the Group holds at any one time.
Given the high volatilities in the market, RMD
implemented a Value-At-Risk ("VAR") framework to
measure and manage the total market risks of the
Company. Besides monitoring price changes and the
impact to the VAR as established, the unit traded
actively in the oil derivatives market to minimize the
effect of an adverse price change. Instruments such
as oil swaps, forward contracts, futures and options
were used to hedge price risks in 2002. Such
instruments were transacted on both OTC (over the
counter market) as well as on regulated exchanges
such as NYMEX and IPE. In 2002, RMD also put in
place an option structure that enabled it to better
manage the Group's VAR against sudden adverse
price movements.
Volatilities in 2003 are not expected to be any less
than in 2002. RMD will continue to fine tune its
hedging and trading strategies to better manage the
Group's VAR and the market risks that it will continue
to face in 2003.
The operating environment will continue to be
challenging in 2003. The surplus refining capacity in
the Asia-Pacific region and low demand growth will
continue to exert pressure on refining margins. The
high crude prices factoring in a war premium due to
the anxiety on the Iraqi situation will also impact
refining margins. The Group will continue to leverage
on its world class refining facility, seek niche markets
for its refined products and exploit more synergies in
its range of businesses. The Group therefore remains
cautiously optimistic that the Iraqi crisis may be resolved
in the second half of 2003. This would then have a
positive impact on refining margins and benefit the
Group's trading, export and other businesses in 2003.

marketing
The Marketing business unit turned in an excellent
operating performance in 2002. Marketing achieved
a sales volume of more than six million barrels in
2002 representing a 13 per cent growth over 2001.
The focus on being quicker, better and more cost
effective in delivering value add to its customers
provided Marketing with the competitive edge in
a turbulent and challenging year characterized by
volatile oil prices and stiff competition. As a result,
Marketing achieved significant growth in sales
volumes, margins and profit contribution to the
Group's bottom line. Higher contribution to
earnings was achieved through improved sales to
existing accounts, from new business acquisitions
and effective cost control. Gross margins for
Marketing improved by three per cent over the
previous year despite keen competition.
Commercial Sales
The Commercial Sales unit which markets petroleum
products except lubricants to the domestic market
and handles exports and trading of special products
comprising asphalt, LPG and sulphur in the Asia-
Pacific region accounted for a major portion of
Marketing's sales volume. Marketing and trading
of asphalt and LPG contributed significantly to the
unit's income.
squeeze on margins. However, the use of innovative
strategies to achieve a win-win outcome with
customers particularly in LPG sales enabled
Commercial Sales to sustain and surpass its
operating targets. Market share for SPC's branded
cylinder LPG increased despite zero demand
growth in this mature market segment. In addition
to securing new LPG sales in 2002, Commercial
Sales successfully renewed and expanded supply
deals with numerous existing key accounts.
Retail Sales & Development
Retail Sales & Development achieved a number of
significant milestones in 2002. It achieved considerable
growth in sales volume, market share and profitability.
SPC’s network was the most retail efficient in the
industry in 2002. Being a relatively smaller retail
network operator was no hindrance to its
achievement of this accolade. Building on the basics
established in 2001, the Retail team developed
highly appealing and successful retail initiatives for
2002 and these greatly improved the Company's
visibility and enhanced its brand image.
2002 was a particularly challenging year for Inland
Sales as the average selling price of fuels lagged
behind escalating product costs resulting in sharp
In 2002, a major upgrading exercise for the entire
service station network was completed on schedule
and under budget. The upgrading created a fresh,
vibrant and inviting ambience, complete with a
revamped convenience store, in line with SPC's
new retail business model, aimed at meeting
customers' expectations with better value offerings.
business
review / 47

SPC - Your Friendly Neighbourhood Service Station.
In conjunction with its new look - a brighter, cleaner,
livelier retail environment - the service stations
embarked on a major campaign to provide better
service to customers, underpinning its service motto
"Your Friendly Neighbourhood Service Station".
Every pump attendant, counter staff and supervisor
has been given intensive and focused training to
improve the service standards and this will be an
ongoing programme. The support from the
motoring community has been very encouraging
and Retail's sales growth remains strong,
contributing to the Company's overall financial
performance for 2002.
To encourage the service station staff to deliver
courteous and efficient service consistently, Retail
launched the "Best Station of the Year"
competition. The stations were judged on improved
retail factors measured against the best in the
industry. This has helped to instill pride and
commitment to service excellence.
Lubricant Sales
The Lubricate Sales team achieved double-digit
growth rates for its finished lubes and base oils
businesses in 2002. Trading and marketing of
base oils contributed to Marketing’s performance.
Equally significant was the growth in marketing
reach of its finished lubes business in the region
through the appointment of new distributors in
China, Thailand, Malaysia and Australia. Indonesia
continues to be the most important market for
SPC’s lubricants outside of Singapore. Through
innovative promotional campaigns and ongoing
sales programmes with its distributors and dealers,
SPC achieved increased brand awareness in these
new markets.
Retail achievements for 2002 culminated in the
successful acquisition of a new retail site. SPC was
awarded a 10-year lease for an existing service
station site on Commonwealth Avenue by the
Housing and Development Board. The site, located
between the Commonwealth and Buona Vista
MRT stations will be fully operational within the
first half of 2003. The ninth station in SPC's
network will operate on a 24-hour basis and
incorporate the proven business model of better
value retail offerings to customers.

The operations & logistics unit achieved 28,770 manhours with zero lost
time injury.
The Marketing business unit is committed to
developing and expanding its lubricant business
and has dedicated resources to grow the business.
Key to this growth objective is sustainable superior
product quality and service that meet customers’
expectations. In 2002, SPC introduced new
formulations that met the highest quality
standards imposed by international bodies. Its
fully synthetic motor oil was upgraded to meet
the best in industry and was launched successfully
as SYNACE MAX in 2002. In a market with many
entrenched brands, interest in SPC brand of
lubricants has grown substantially. This was
achieved through innovative programmes to
improve brand awareness including the
pioneering efforts and contributions to
Singapore's first motorcycle show in 2002.
The SpeedyCare concept of a one-stop car care
center was successfully implemented in several SPC
service stations. Given this and encouraged by the
fast growing vehicular population in China's major
cities, the Lubricant team ventured into the China
market. The first SpeedyCare outlet complete with
car grooming services was opened in October 2002
in Shenzhen, China.
Market Development & New Ventures
Market Development & New Ventures continue to
pursue business development and new investment
opportunities in the region, consistent with the
Group's strategic plan and vision. The unit also
kept a keen focus on the activities of SPC's
associate company Tiger Oil Corporation. Despite
a volatile Korean Won and intense competition,
TOC continued to operate profitably in 2002.
Operations & Logistics
Marketing sales growth and related initiatives are
closely linked to the efficiency & effectiveness of its
logistics and engineering support. The Operations
& Logistics unit, a support unit in Marketing, has
delivered on target many of the projects and
commitments it handled in 2002.
The successful retail network upgrading works
were planned, coordinated and supervised by inhouse
engineers with minimal downtime and
nconvenience to the motoring public. The entire
exercise involving all the eight stations in the
network was completed within nine months.
Upgrading works on the existing tankage were
also carried out at SPC's bulk plant in Jurong. In
ate 2002, construction work on new tanks
commenced at the plant and project completion
is estimated to be in May 2003. Despite ongoing
upgrading, there was no disruption to operations
and the storage and distribution terminal handled
an exceptional high throughput volume, a 15 per
cent increase over 2001.
Health, Safety and the Environment practices
continue to be an essential and critical success
factor underlying Marketing’s operations and
logistics activities. The unit achieved 28,770
manhours worked without any loss time injury at
the terminal in 2002. There were also no major oil
spill incidents in 2002 in spite of the increased
throughput volume handled.
business
review / 49

financial review
Performance
The SPC Group achieved a turnover of $2.4 billion for 2002, a 4.2 per cent increase over 2001. The higher
turnover for 2002 was the result of the higher average prices of products and crude sales that the Group handled
for 2002. Sales volume for the year totalled 50.5 million barrels, which was comparable to the volume achieved
in the previous year. Product realisations however averaged US$26.56 per barrel which was US$1.02 per barrel
higher than the average product realisation of US$25.54 per barrel recorded for 2001. The higher product
realisations were the result of the steep oil price hikes seen in 2002.
On the back of the higher turnover, SPC was able to record a Group profit after tax of $48.9 million, the third
highest that the Group has achieved since its public listing in 1990. The strong performance recorded for 2002
has been due to the Group's ability to capitalise on the steep rise in crude and oil prices that characterised the
oil market in 2002. Oil prices started the year on the low end of the benchmark price for the OPEC basket of
crudes of US$22-28 per barrel and began a relentless rise soon after the first quarter. By December, benchmark
crude prices had risen well above the OPEC range to above US$30.00 per barrel. SPC was able to capitalise on
the raising oil prices to record an operating profit of $51.1 million for 2002 compared to $11.6 million for 2001,
an increase of 340 per cent.
The Group's profits for 2002 were further augmented by a contribution of $6.7 million from the sale of quoted
investments, including a write-back of provision for impairment in value of long term quoted investments
amounting to $1.2 million. Other operating income which included throughput fees and crude trading income
recorded an increase of 10.2 per cent in 2002. This was due to an increase in crude trading activity. The
"changes in refined petroleum products " and "crude oil and other inventories used" are components of the
cost of goods sold for the Group. Changes in these components are therefore due mainly to changes in oil
prices during the year.
The low interest rates environment prevailing in 2002 had been beneficial to the Group's performance. The
finance costs incurred for 2002 was $7.7 million compared to $18.3 million for 2001, a reduction of $10.6
million. Salaries and employee benefits for 2002 were higher compared to 2001 due to a performance linked
variable component in the Group's compensation scheme that ties reward to performance. The depreciation
and amortisation expenses for 2002 were $8.5 million lower due mainly to the lengthening of the useful lives
of the refining and storage tank assets from 20 years to 30 years. The change was effected in July 2001.
The positive factors outlined above contributed to the Group's PATMI (profit after tax and minority interests)
of $48.9 million for 2002.
Based on the Group's PATMI, earnings of 11.6 cents per ordinary share was recorded for 2002.
Cash flow and balance sheet
Changes in the cash flow and balance sheet components for 2002 compared to 2001 are due mainly to the
higher oil prices at year-end 2002 when compared to 2001. As a result of the higher year end prices, accounts
receivables, inventories and trade payables balances at year end 2002 were higher than the comparative balances
for the previous year end. Similarly, cash flows from operating activities for 2002 was lower due to the higher
year-end outstanding account receivables.

directors’ report for the financial year ended 31 December 2002
The directors present their report to the members together with the audited financial statements of the Group
and of the Company for the financial year ended 31 December 2002.
Directors
The directors of the Company at the date of this report are as follows:
Choo Chiau Beng, Chairman of the Board
Leon Codron, Chief Executive Officer and Executive Director
Teo Soon Hoe
Cheng Hong Kok
Bertie Cheng Shao Shiong
Geoffrey John King
Timothy Ong Teck Mong
Chin Wei-Li, Audrey Marie
Principal activities
The principal activities of the Group and of the Company consist of exploring for, developing and producing
oil and gas, petroleum refining, marketing, distribution and trading of crude oil and petroleum products and
the provision of administrative support services.
There have been no significant changes in the nature of principal activities during the financial year.
Results for the financial year
The consolidated profit after tax attributable to the members of the Company for the financial year is $48,934,000.
The Company made a profit after tax of $35,627,000 for the financial year.
financial
statements / 55

directors’ report
Acquisition and disposal of subsidiaries
There were no acquisitions or disposals of interests in subsidiaries by the Company during the financial year.
During the financial year, SPC Production Company Ltd, a wholly owned subsidiary of the Company, incorporated
a wholly owned subsidiary in British Virgin Islands, SPC Indo-Pipeline Co Ltd, with an initial share capital of US$1
as an investment holding vehicle for Transasia Pipeline Company Pvt. Ltd which holds a strategic stake of 40%
in PT Transportasi Gas Indonesia ("Transgasindo"). The Group's effective interest in Transgasindo is 6%.
There were no other acquisitions or disposal of interests in subsidiaries by the subsidiaries during the financial year.
Material transfers to or from reserves and provisions.
There were no material transfers to or from reserves during the financial year except as set out in the Statements
of Changes in Equity.
There were no material transfers to or from provisions during the financial year except for normal amounts set
aside for such items as depreciation of non-current assets and provision for doubtful debts and retirement benefits
as shown in the financial statements.
Issue of shares and debentures
The Company increased its issued ordinary share capital from $211,741,199 to $211,756,199 by way of an issue
of 30,000 ordinary shares of $0.50 each at a premium of 28 cents per share, for cash, arising from the exercise
of 30,000 share options under the SPC Share Option Scheme 2000 during the financial year. The newly issued
shares rank pari passu in all respects with the previously issued shares.
During the financial year, SPC Production Company Ltd, a wholly owned subsidiary of the Company, issued to
the Company, 161 redeemable preference shares at par value of US$10 each at a premium of US$99,990 per
share for cash to provide additional working capital.
There were no other issues of shares or debentures by any corporation in the Group during the financial year.
Arrangements to enable directors to acquire shares and debentures
Neither at the end of nor at any time during the financial year was the Company a party to any arrangement
whose object was to enable the directors of the Company to acquire benefits by means of an acquisition of shares
in, or debentures of, the Company or any other body corporate, except for the SPC Share Option Scheme 2000
as described in this report.

directors’ report
Directors' interests in shares or debentures
The Directors holding office at 31 December 2002 and their interests in the share capital of the Company,
as recorded in the Register of Directors' Shareholdings, were as follows:
Name of directors
Holdings registered
in the name of the director
Holdings in which the director
is deemed to have an interest
Singapore Petroleum
Company Limited
(Ordinary shares of 50 cents each)
At 1.1.02
or date of
appointment
At
31.12.02
At
21.1.03
At 1.1.02
or date of
appointment
At
31.12.02
At
21.1.03
Choo Chiau Beng
Leon Codron
Teo Soon Hoe
Cheng Hong Kok
Bertie Cheng Shao Shiong
Geoffrey John King
Timothy Ong Teck Mong
Chin Wei-Li, Audrey Marie
Tan Keng Boon
(resigned on 15.2.2002)
Oo Soon Hee
(resigned on 15.2.2002)
50,000
-
-
30,000
-
-
-
-
-
-
50,000
-
-
30,000
-
-
-
-
-
-
50,000
-
-
30,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,400
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(Share Options)
Leon Codron
Cheng Hong Kok
Bertie Cheng Shao Shiong
Geoffrey John King
Timothy Ong Teck Mong
Chin Wei-Li, Audrey Marie
380,000
-
-
-
-
-
560,000
18,000
29,000
19,000
16,000
27,000
560,000
18,000
29,000
19,000
16,000
27,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Interest in Keppel Corporation
(Ordinary shares of $0.50 each)
Choo Chiau Beng
Teo Soon Hoe
239,583
629,166
322,583
629,166
322,583
629,166
-
-
-
-
-
-
(Share Options)
Choo Chiau Beng
Teo Soon Hoe
Cheng Hong Kok
848,750
848,750
-
872,000
955,000
-
872,000
955,000
10,000
-
-
-
-
-
-
-
-
-
financial
statements / 57

directors’ report
Directors’ interests in shares or debentures (continued)
Name of directors
Holdings registered
in the name of the director
Holdings in which the director
is deemed to have an interest
Interest in Keppel
Telecommunications &
Transportation Ltd
(Ordinary shares of 20 cents each)
At 1.1.02
or date of
appointment
At
31.12.02
At
21.1.03
At 1.1.02
or date of
appointment
At
31.12.02
At
21.1.03
Choo Chiau Beng
Teo Soon Hoe
26,000
28,000
26,000
28,000
26,000
28,000
-
-
-
-
-
-
(Warrants 2002)
Choo Chiau Beng
4,000
-
-
-
-
-
Interest in Keppel
Philippines Holdings Inc
(B shares of 1 peso each)
Choo Chiau Beng
Teo Soon Hoe
2,000
2,000
2,000
2,000
2,000
2,000
-
-
-
-
-
-
Interest in Keppel
Philippines Marine Inc
(Shares of 1 peso each)
Choo Chiau Beng
Teo Soon Hoe
283,611
302,830
283,611
302,830
283,611
302,830
-
-
-
-
-
-
Interest in Keppel
Philippines Properties Inc
(Shares of 1 peso each)
Teo Soon Hoe
2,916
2,916
2,916
-
-
-
Dividends
Dividends paid, declared and proposed since the end of the Company's preceding financial year are as follows:
$'000
A final tax exempt dividend of 1 cent per share, was paid on
5 June 2002 in respect of the financial year ended 31 December 2001
as proposed in the Directors' Report for that financial year 4,235
The directors propose the following final dividend to be paid
in respect of the financial year ended 31 December 2002
(i) Final tax exempt dividend of 4 cents per share 16,941
(ii) Final dividend of 0.8525 cents per share, less tax at 22% 2,816

directors’ report
Bad and doubtful debts
Before the financial statements of the Company were made out, the directors took reasonable steps to ascertain
the action taken in relation to the writing off of bad debts and providing for doubtful debts of the Company
and have satisfied themselves that all known bad debts of the Company have been written off and that adequate
provision has been made for doubtful debts.
At the date of this report, the directors are not aware of any circumstances which would render any amounts
written off for bad debts or provided for doubtful debts in the Group inadequate to any substantial extent.
Current assets
Before the financial statements of the Company were made out, the directors took reasonable steps to ascertain
that current assets of the Company which were unlikely to realise their book value in the ordinary course of
business have been written down to their estimated realisable value or that adequate provision has been made
for the diminution in the value of such current assets.
At the date of this report, the directors are not aware of any circumstances, not otherwise dealt with in this
report, which would render the value attributed to current assets in the consolidated financial statements
misleading.
Charges on assets and contingent liabilities
At the date of this report, no charges have arisen since the end of the financial year on the assets of the Company
or any corporation in the Group which secure the liability of any other person, nor has any contingent liability
arisen since the end of the financial year in the Company or any other corporation in the Group.
Ability to meet obligations
No contingent or other liability of the Company or any other corporation in the Group has become enforceable
or is likely to become enforceable within the period of twelve months after the end of the financial year which,
in the opinion of the directors, will or may substantially affect the ability of the Company and the Group to meet
its obligations as and when they fall due.
Other circumstances affecting the financial statements
At the date of this report, the directors are not aware of any circumstances not otherwise dealt with in this report
or the consolidated financial statements which would render any amount stated in the financial statements of
the Company and the consolidated financial statements misleading.
Unusual items
In the opinion of the directors, the results of the operations of the Company and of the Group during the financial
year have not been substantially affected by any item, transaction or event of a material and unusual nature.
financial
statements / 59

directors’ report
Unusual items after the financial year
In the opinion of the directors, no item, transaction or event of a material and unusual nature has arisen in the
interval between the end of the financial year and the date of this report which would affect substantially the
results of the operations of the Group and of the Company for the financial year in which this report is made.
Directors' contractual benefits
Since the end of the previous financial year, no director has received or become entitled to receive a benefit by
reason of a contract made by the Company or a related corporation with the director or with a firm of which he
is a member or with a company in which he has a substantial financial interest, except as disclosed in the
consolidated financial statements and in this report that Mr Leon Codron has an employment relationship with
the Company and has received remuneration in that capacity.
Share Options outstanding
(a) SPC Executives' Share Option Scheme ("ESOP")
At the Extraordinary General Meeting of the Company held on 16 May 2000, a special resolution to reinstate
the option periods of the 1996 and 1997 share options affected by Keppel Oil and Gas Services Pte Ltd's
unconditional takeover offer of the Company was passed. The last tranche of 1997 share options lapsed on
2 October 2002. The Executives' Share Option Committee has therefore been dissolved with the determination
of ESOP.
(b) SPC Share Option Scheme 2000 (the "Scheme")
With effect from 14 May 2002, the Scheme is administered by the Remuneration and Share Option Committee
(reconstituted by incorporating the Remuneration and Share Option Committees) whose members are:
Bertie Cheng Shao Shiong
Choo Chiau Beng
Chin Wei-Li, Audrey Marie (appointed on 15 February 2002)
Geoffrey John King (appointed on 14 May 2002)
On 3 April 2002, a total of 1,806,000 options were granted and 1,735,000 options were accepted pursuant
to the Scheme (hereinafter called the "1/2002 Options") by 141 employees and 5 non-executive directors
of the Group, out of which 96,000 options had been cancelled; and
On 30 October 2002, a total of 1,601,000 options were granted and 1,585,000 options were accepted
pursuant to the Scheme (hereinafter called the "2/2002 Options") by 138 employees of the Group, out
of which 2,000 options had been cancelled.

directors’ report
Of the options accepted, the following options were accepted by the directors of the Company:
Name of director
Options
granted
during the
financial
year
Aggregate
options
granted since
commencement
of the Scheme
to the end of
the financial
year
Aggregate
options
exercised since
commencement
of the Scheme
to the end of
the financial
year
Aggregate
options
lapsed since
commencement
of the Scheme
to the end of
the financial
year
Aggregate
options
outstanding
as at the
end of the
financial
year
Leon Codron
(Executive Director)
Cheng Hong Kok
Bertie Cheng Shao Shiong
Geoffrey John King
Timothy Ong Teck Mong
Chin Wei-Li, Audrey Marie
180,000
18,000
29,000
19,000
16,000
27,000
560,000
18,000
29,000
19,000
16,000
27,000
-
-
-
-
-
-
-
-
-
-
-
-
560,000
18,000
29,000
19,000
16,000
27,000
The valuation of $0.31 per share option for Non-Executive Directors was based on the Black Scholes methodology with the following
parameters: risk free rate of 3.0%; volatility of 0.43; strike price of $0.75 and time to option expiration of 5 years.
Statutory information regarding the 2002 Options is as follows:
1/2002
(i)
(ii)
(iii)
(iv)
The exercise price of the options is $0.75 each.
The options are exercisable after 3 April 2004 for a period of eight financial years.
The options may be exercised in full or in respect of 100 shares or a multiple thereof, on the payment
of the exercise price.
The persons to whom the options have been issued have no right to participate by virtue of the options
in any issue of any other company.
2/2002
(i)
(ii)
(iii)
The exercise price of the options is $0.87 each.
The options are exercisable after 30 October 2004 for a period of eight financial years.
The options may be exercised in full or in respect of 100 shares or a multiple thereof, on the payment
of the exercise price.
(iv)
The persons to whom the options have been issued have no right to participate by virtue of the options
in any issue of any other company.
financial
statements / 61

directors’ report
2/2002 (continued)
The subscription price is based on the average of the last done price of the share of the Company on the Singapore
Exchange Securities Trading Limited ("Singapore Exchange") for the last three market days preceding the date
of offer or (as the case may be) the last three market days on which there was trading in the shares of the Company
before the date of offer.
Notwithstanding the foregoing, the Remuneration and Share Option Committee may at its discretion fix the
subscription price at a discount to the market price provided that such discount does not exceed 20% and provided
that such price shall not in any event be less than the par value of the shares. The Committee has not yet exercised
this discretion.
(c) Options Outstanding
The options on ordinary shares of the Company outstanding at the end of the financial year were as follows:
Options relating to SPC Share
Option Scheme 2000
No.
outstanding
at 31.12.2002
Exercise
Price
Expiry Date
2000
1/2001
2/2001
1/2002
2/2002
925,000
1,159,000
1,508,000
1,639,000
1,583,000
$0.78
$0.68
$0.68
$0.75
$0.87
27 August 2010
16 April 2011
18 September 2011
2 April 2012
29 October 2012
6,814,000
(d) Other information required by the Singapore Exchange
Pursuant to Clause 843 of the Listing Manual of the Singapore Exchange, in addition to information disclosed
elsewhere in the report, it is reported that during the financial year:
(i)
(ii)
No options have been granted to controlling shareholders or their associates, parent group employees,
and no employee has received 5% or more of the total options available under the Scheme and no shares
were issued at a discount to market price.
No shares of the Company were allotted and issued by virtue of the exercise of options to take up
unissued shares of the Company or any subsidiary.
(iii) Except for the above, no other options were granted by the Company or any subsidiary during the
financial year and there were no unissued shares under option that were exercisable at the end of the
financial year.

directors’ report
Corporate governance
The Board has issued a Corporate Governance Report in the 2002 Annual Report of the Company.
Auditors
The auditors, PricewaterhouseCoopers have expressed their willingness to accept re-appointment.
On behalf of the directors
Choo Chiau Beng
Chairman
Leon Codron
Chief Executive Officer and Executive Director
17 February 2003
financial
statements / 63

statement by directors
In the opinion of the directors, the financial statements set out on pages 66 to 101 are drawn up so as to give
a true and fair view of the state of affairs of the Group and of the Company at 31 December 2002 and of the
results of the business, and changes in equity, of the Group and of the Company and the cash flows of the Group
for the financial year then ended, and at the date of this statement there are reasonable grounds to believe that
the Company will be able to pay its debts as and when they fall due.
On behalf of the directors
Choo Chiau Beng
Chairman
Leon Codron
Chief Executive Officer and Executive Director
17 February 2003

auditors’ report to the members of Singapore Petroleum Company Limited
We have audited the financial statements of Singapore Petroleum Company Limited and the consolidated financial
statements of the Group for the financial year ended 31 December 2002 set out on pages 66 to 101. These
financial statements are the responsibility of the Company's directors. Our responsibility is to express an opinion
on these financial statements based on our audit.
We conducted our audit in accordance with Singapore Standards on Auditing. Those Standards require that
we plan and perform our audit to obtain reasonable assurance whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the accounting principles used and
significant estimates made by the directors, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion,
(a) the accompanying financial statements of the Company and consolidated financial statements of the Group
are properly drawn up in accordance with the provisions of the Singapore Companies Act ("Act") and
Singapore Statements of Accounting Standard and so as to give a true and fair view of:
(i) the state of affairs of the Group and of the Company at 31 December 2002, the results and changes
in equity of the Group and of the Company, and the cash flows of the Group for the financial year
ended on that date; and
(ii) the other matters required by section 201 of the Act to be dealt with in the financial statements of
the Company and the consolidated financial statements of the Group; and
(b) the accounting and other records, and the registers required by the Act to be kept by the Company and
by those subsidiaries incorporated in Singapore of which we are the auditors have been properly kept in
accordance with the provisions of the Act.
We have considered the financial statements and auditors' report of the subsidiaries of which we have not acted
as auditors and the financial statements of subsidiaries which are not required to be audited by the law of their
country of incorporation, being financial statements included in the consolidated financial statements. The names
of the subsidiaries are stated in note 16 to the financial statements.
We are satisfied that the financial statements of the subsidiaries that have been consolidated with the financial
statements of the Company are in form and content appropriate and proper for the purposes of the preparation
of the consolidated financial statements and we have received satisfactory information and explanations as
required by us for those purposes.
The auditors' reports on the financial statements of the subsidiaries which are required to be audited by the laws
of their country of incorporation were not subject to any qualification and in respect of subsidiaries incorporated
in Singapore did not include any comment made under section 207(3) of the Act.
PricewaterhouseCoopers
Certified Public Accountants
Singapore, 17 February 2003
financial
statements / 65

income statements for the financial year ended 31 December 2002
Notes
2002
$'000
The Group
2001
$'000
2002
$'000
The Company
2001
$'000
Revenues 3 2,435,488 2,337,298 2,175,860 2,071,208
Other operating income 21,746 19,727 18,753 13,585
Changes in refined
petroleum products 7,134 16,640 6,815 21,328
Crude oil and other
inventories used (1,735,088) (1,583,473) (1,746,904) (1,599,344)
Cost of refined petroleum
products traded (479,935) (573,863) (251,825) (347,180)
Staff costs 8 (16,665) (12,821) (16,228) (12,337)
Depreciation and
amortisation expenses (36,607) (45,138) (29,625) (38,952)
Other operating expenses (144,990) (146,781) (120,662) (108,850)
Operating profit/(loss) 4 51,083 11,589 36,184 (542)
Finance income 5 2,809 2,723 3,677 3,394
Finance costs 6 (7,698) (18,271) (7,181) (16,586)
Share of results of associates
and joint ventures 6,338 6,400 - -
Profit/(loss) before tax 52,532 2,441 32,680 (13,734)
Tax 9(b) (3,064) (3,892) 2,947 5,296
Profit/(loss) from
ordinary activities before
minority interest 49,468 (1,451) 35,627 (8,438)
Minority interests 30 (534) 250 - -
Profit/(loss) after tax
attributable to the members
of the Company 48,934 (1,201) 35,627 (8,438)
Earnings/(loss) per share
Basic 10 11.55 cents (0.28 cents)
Diluted 10 11.53 cents (0.28 cents)
The accompanying notes form an integral part of these financial statements.

alance sheets as at 31 December 2002
The Group
Notes 2002
$'000
2001
$'000
2002
$'000
The Company
2001
$'000
Current assets
Cash and cash equivalents 11 47,167 83,069 20,723 50,833
Receivables 12 323,947 205,843 304,300 198,250
Inventories 13 143,408 133,787 139,374 129,567
Other assets 14 15,616 16,052 15,139 7,552
Other investments 17 6,384 2,420 6,384 2,420
536,522 441,171 485,920 388,622
Non-current assets
Investments in associates
and joint ventures 15 132,055 126,844 58,238 58,238
Investments in subsidiaries 16 - - 126,548 97,841
Other investments 17 15,665 18,010 15,665 18,010
Property, plant and equipment 18 649,407 683,050 565,922 590,498
Long-term prepayment 19 - 4,920 - -
Loan to an investee company 24 40,641 - - -
837,768 832,824 766,373 764,587
Total assets 1,374,290 1,273,995 1,252,293 1,153,209
Current liabilities
Trade and other payables 25 285,290 218,957 295,312 222,793
Borrowings 26 473,063 476,905 452,309 457,646
Provision for current income tax 9(c) 3,543 137 - -
761,896 695,999 747,621 680,439
Non-current liabilities
Provision for retirement benefits 27 4,360 3,543 4,360 3,543
Provision for deferred income tax 9(d) 55,671 64,973 34,935 37,882
60,031 68,516 39,295 41,425
Total liabilities 821,927 764,515 786,916 721,864
Net assets 552,363 509,480 465,377 431,345
Share capital and reserves
Share capital 28 211,756 211,741 211,756 211,741
Share premium 72,155 72,146 72,155 72,146
Capital reserve 29 1,182 1,182 - -
Foreign currency
translation reserve 3,675 6,049 (642) (3,258)
Retained earnings 263,002 218,303 182,108 150,716
Interests of shareholders
of the Company 551,770 509,421 465,377 431,345
Minority interests 30 593 59 - -
The accompanying notes form an integral part of these financial statements.
552,363 509,480 465,377 431,345
financial
statements / 67

consolidated statement of changes
in equity for the financial year ended 31 December 2002
Notes
Share
capital
$’000
Share
premium
$’000
Capital
reserve
$’000
Foreign
currency
translation
reserve
$’000
Retained
earnings
$’000
Total
$’000
Balance at 1 January 2002 211,741 72,146 1,182 6,049 218,303 509,421
Foreign currency translation - - - (2,374) - (2,374)
Net loss not recognised
in income statement - - - (2,374) - (2,374)
Net gain recognised in
income statement - - - - 48,934 48,934
Total recognised (loss)/gain
for the financial year - - - (2,374) 48,934 46,560
Issue of share capital 28(b) 15 9 - - - 24
Final dividend for 2001 31 - - - - (4,235) (4,235)
Balance at 31 December 2002 211,756 72,155 1,182 3,675 263,002 551,770
Balance at 1 January 2001
- as previously reported 211,741 72,146 1,182 2,064 219,504 506,637
- effect of adopting SAS 10 - - - - 4,235 4,235
- as restated 211,741 72,146 1,182 2,064 223,739 510,872
Foreign currency translation - - - 3,985 - 3,985
Net gain not recognised
in income statement - - - 3,985 - 3,985
Net loss recognised in
income statement - - - - (1,201) (1,201)
Total recognised gain/(loss)
for the financial year - - - 3,985 (1,201) 2,784
Final dividend for 2000 31 - - - - (4,235) (4,235)
Balance at 31 December 2001 211,741 72,146 1,182 6,049 218,303 509,421
The accompanying notes form an integral part of these financial statements.

statement of changes in equity -
company for the financial year ended 31 December 2002
Notes
Share
capital
$’000
Share
premium
$’000
Foreign
currency
translation
reserve
$’000
Retained
earnings
$’000
Total
$’000
Balance at 1 January 2002 211,741 72,146 (3,258) 150,716 431,345
Foreign currency translation - - 2,616 - 2,616
Net gain not recognised in
income statement - - 2,616 - 2,616
Net gain recognised in
income statement - - - 35,627 35,627
Total recognised gain for
the financial year - - 2,616 35,627 38,243
Issue of share capital 28(b) 15 9 - - 24
Final dividend for 2001 31 - - - (4,235) (4,235)
Balance at 31 December 2002 211,756 72,155 (642) 182,108 465,377
Balance at 1 January 2001
- as previously reported 211,741 72,146 - 159,154 443,041
- effect of adopting SAS 10 - - - 4,235 4,235
- as restated 211,741 72,146 - 163,389 447,276
Foreign currency translation - - (3,258) - (3,258)
Net loss not recognised in
income statement - - (3,258) - (3,258)
Net loss recognised in
income statement - - - (8,438) (8,438)
Total recognised loss for
the financial year - - (3,258) (8,438) (11,696)
Final dividend for 2000 31 - - - (4,235) (4,235)
Balance at 31 December 2001 211,741 72,146 (3,258) 150,716 431,345
The accompanying notes form an integral part of these financial statements.
financial
statements / 69

consolidated cash flow statement
for the financial year ended 31 December 2002
Notes
2002
$’000
2001
$’000
Cash flows from operating activities
Profit before tax and after share of profits less
losses of associates and joint ventures 52,532 2,441
Adjustments for:
Amortisation of deferred expenditure - 183
Depreciation of property, plant and equipment 18 36,607 44,955
Dividend income 5 (1,911) (577)
Interest income 5 (898) (2,146)
Interest expense 6 7,698 18,271
Loss on disposal and write-off of property, plant and equipment 1,841 44
Share of profits less losses of associates and joint ventures (6,338) (6,400)
Gain on disposal of other investments (5,484) (2,656)
(Writeback)/provision for diminution
in other non-current investments 17(b) (1,200) 1,200
Write down on current quoted investments 548 142
Operating cash flow before working capital change 83,395 55,457
Change in operating assets and liabilities
Receivables (118,104) 76,321
Inventories (9,621) (11,816)
Other assets 434 3,533
Payables 66,567 (25,731)
Foreign currency translation (1,089) (573)
Cash generated from operations 21,582 97,191
Income tax paid 9(c) (4,995) (1,250)
Payment of retirement benefits 27 (42) (502)
Net cash inflow from operating activities 16,545 95,439
The accompanying notes form an integral part of these financial statements.

consolidated cash flow statement
Consolidated cash flow statement (continued)
Notes
2002
$’000
2001
$’000
Cash flows from investing activities
Loan to an investee company (40,641) -
Payments for other investments (21,626) (35,679)
Payments for property, plant and equipment 18 (8,928) (15,405)
Dividends received 1,911 577
Interest received 898 2,135
Proceeds from sale of property, plant and equipment - 275
Deferred expenditure refunded 19 4,920 1,852
Proceeds from sale of other investments 26,143 23,533
Dividend received from a joint venture - 1,126
Net cash outflow from investing activities (37,323) (21,586)
Cash flows from financing activities
Proceeds from share issues 24 -
Repayment of borrowings (short term unsecured bank loans) (6,013) (4,835)
Repayment of borrowings (long term unsecured bank loans) - (3,053)
Interest paid (7,071) (20,947)
Dividends paid (4,235) (4,235)
Net cash outflow from financing activities (17,295) (33,070)
Net (decrease)/increase in cash and cash equivalents (38,073) 40,783
Cash and cash equivalents at the beginning of the financial year 82,974 42,191
Cash and cash equivalents at the end of the financial year 11 44,901 82,974
The accompanying notes form an integral part of these financial statements.
financial
statements / 71

notes to the financial statements
for the financial year ended 31 December 2002
These notes form an integral part of and should be read in conjunction with the accompanying financial statements.
1. General
The Company is domiciled and incorporated in Singapore and is listed on the Singapore Exchange. The address
of its registered office is:
1 Maritime Square
#10-10 HarbourFront Centre (formerly known as World Trade Centre)
Singapore 099253
The principal activities of the Group and of the Company consist of exploring for, developing and producing
oil and gas, petroleum refining, marketing, distribution and trading of crude oil and petroleum products and
the provision of administrative support services.
2. Significant accounting policies
(a) Basis of preparation
The financial statements are prepared in accordance with the historical cost convention.
The financial statements are prepared in accordance and comply with Singapore Statements of Accounting
Standard ("SAS").
The financial statements are expressed in Singapore Dollars.
In 2002, the Group adopted SAS 12 (Revised 2001) - Income Taxes. The operating profit of the Group
is not affected by the revised standard as the Group was already following the recognition and measurement
principles in that standard.
(b) Basis of consolidation
The consolidated financial statements include the financial statements of the Company and all its subsidiaries
made up to the end of the financial year. The results of subsidiaries acquired or disposed of during the
financial year are included in or excluded from the consolidated income statement from the date of their
acquisition or disposal.
Intercompany balances and transactions and any resulting unrealised profits or losses are eliminated in
full on consolidation.
(c) Foreign currencies
Transactions in foreign currencies during the financial year are converted to Singapore dollars at the rates
of exchange prevailing on the transaction dates. Foreign currency monetary assets and liabilities are
translated into Singapore dollars at the rates of exchange prevailing at the balance sheet date or at
contracted rates where they are covered by forward exchange contracts. Exchange differences arising are
taken to the income statements.

notes to the financial statements
The foreign exchange differences arising on any foreign currency liability accounted for as a hedge
of the Company's net investment in foreign subsidiaries are taken directly to foreign currency translation
reserve until the disposal of the net investment, at which time they are recognised as income or expenses
as the case may be.
For the purpose of consolidation of subsidiaries and the equity accounting of associates and joint
ventures, the balance sheets are translated into Singapore dollars at the exchange rates prevailing at
the balance sheet date, and the results are translated using the weighted average exchange rates for
the financial year. The exchange differences arising on translation of foreign subsidiaries, and the Group's
share of exchange differences arising from the translation of foreign associates and joint ventures are
taken directly to the foreign currency translation reserve. On disposal, accumulated translation differences
are recognised in the consolidated income statement as part of the gain or loss on sale.
(d) Revenue recognition
Revenue comprises revenue earned from the sale of the Group's refined petroleum products, oil and gas.
Refined petroleum products revenue is recognised upon delivery to customers.
Oil and gas revenues are recognised when either produced, lifted or delivered depending on when
the title transfers. During the course of normal operations, SPC and other joint interest owners of oil
and gas reserves will take more or less than their respective ownership share of the volume produced,
lifted or delivered. The volumetric imbalances are monitored over the lives of the wells' production
capability. If an imbalance exists at the time the wells' reserves are depleted, cash settlements are made
among the joint interest owners under a variety of arrangements.
Revenues from oil and gas production from properties in which the Company has an interest with
other producers are recognised on the basis of the Company's net working interest (entitlement method).
Dividend income is recorded gross in the income statement in the accounting period in which a dividend
is declared payable by the investee company.
Interest income is accrued on a day to day basis.
(e) Taxation
Current tax is provided based on the tax payable on the income for the financial year that is chargeable
to tax.
Deferred income tax is provided in full, using the liability method, on temporary differences arising
between the tax bases of assets and liabilities and their carrying amounts in the financial statements.
Tax rates enacted or substantively enacted by the balance sheet date are used to determine deferred
income tax.
Deferred tax assets are recognised to the extent that it is probable that future taxable profit will be
available against which the temporary differences can be utilised.
(f) Cash and cash equivalents
Cash and cash equivalents are carried in the balance sheet at cost. For the purposes of the cash flow
statement, cash and cash equivalents comprise cash on hand, deposits held at call with banks, net of
bank overdrafts. In the balance sheet, bank overdrafts are included in borrowings under current liabilities.
financial
statements / 73

notes to the financial statements
(g) Trade debtors
Trade debtors are carried at original invoice amount less an estimate made for doubtful receivables based
on a review of all outstanding amounts at year end.
Bad debts are written off and specific provisions are made for those debts considered to be doubtful. General
provisions are made on the balance of trade debtors to cover unexpected losses which have not been
specifically identified.
(h) Inventories
Crude oil is stated at the lower of cost, determined on a first-in, first-out basis, and net realisable value
and refined petroleum products are stated at the lower of cost, determined on a weighted average basis,
and net realisable value. The cost of refined products includes fixed and variable refinery overheads.
Lubes and base oil materials and supplies are stated at the lower of cost, determined on a first-in, first-out
basis, and net realisable value.
(i) Investments
Quoted and unquoted investments, including the investments in subsidiaries, associates and joint ventures
that are intended to be held for the long term are stated in the financial statements at cost less provision.
This provision is made in recognition of a diminution in value of the investments, which is other than temporary,
determined on an individual investment basis. Cost is determined on the weighted average method.
Quoted investments intended to be held for the short term are stated at the lower of cost and market
value on an individual investment basis.
Profits or losses on disposal of investments and revaluation of short term quoted investments are taken to
the income statement.
(j) Associates and joint ventures
The Group treats associates as those companies in which the Group has a long term equity interest
of between 20 and 50 per cent and over whose financial and operating policy decisions it has
significant influence.
A joint venture is a company, not being a subsidiary or an associate, over which the Group has joint control,
together with another party or other parties.
Associates and joint ventures are accounted for under the equity method of accounting whereby the Group's
share of profits less losses of associates and joint ventures is included in the consolidated income statement
and the Group's share of net assets is included in the consolidated balance sheet. These amounts are taken
from the most recent audited financial statements or unaudited management financial statements of the
companies concerned, made up to dates not more than six months prior to the end of the financial year of
the Group. Where the accounting policies of associates and joint ventures do not conform with those of the
Group, adjustments are made where the amounts involved are considered significant to the Group.

notes to the financial statements
Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the
Group's interest in the associates; unrealised losses are also eliminated unless the transaction provides evidence
of an impairment of the asset transferred. The Group's investment in associates includes goodwill (net of
accumulated amortisation) on acquisition. Equity accounting is discontinued when the carrying amount of
the investment in an associate reaches zero, unless the Group has incurred obligations or guaranteed
obligations in respect of the associate.
The associates and joint ventures are shown in note 15.
(k) Property, plant and equipment
Property, plant and equipment is stated at cost less accumulated depreciation.
Oil and gas exploration and development costs are accounted for using the successful efforts method. Under
this method, acquisition costs of oil and gas properties and costs of drilling and equipping development wells
are capitalised. Cost of drilling exploratory wells are initially capitalised pending determination of commercial
reserves. The determination of commercial reserves occurs within one year unless such reserves are in an
area requiring major capital expenditure before production could begin. Should the efforts be determined
unsuccessful, they are then charged to dry hole expense. All other exploration costs, including geological
and geophysical costs and annual lease rentals, are charged to exploration expense when incurred. All
development costs, including the cost of liquid injectants used in enhanced oil recovery projects, are capitalised.
Maintenance and repairs are charged to earnings, renewals and betterments, which extend the economic
life of the assets, are capitalised.
Producing properties and significant properties are assessed annually, or as economic events dictate, for
potential impairment. For this purpose, assets are grouped based on separately identifiable and largely
independent cash flows. As changes in circumstances warrant, the net carrying values of proved properties,
plant and equipment, and significant unproved properties are assessed to ensure that they do not exceed
future cash flows from use or disposal. Where impairment indicates, the carrying values of proved properties,
plant and equipment are written down to their fair values, usually determined as the amount of estimated
discounted future cash flows.
In the evaluation for impairment of oil and gas properties, future cash flows are estimated using risk
assessments on field and reservoir performance and include outlooks on proved and unproved reserves,
which are then discounted or risk-weighted utilising the results from projections of geological, production,
recovery and economic factors.
(l) Depreciation of property, plant and equipment
No depreciation is provided on leasehold land with more than 50 years to expiry of the lease. Short-term
leasehold land is amortised evenly over the term of the lease.
For proved oil and gas properties, the capitalised costs are depleted using the units of production method.
For purposes of these calculations, production and reserves of natural gas are converted to barrels on an
energy equivalent basis.
Successful exploratory wells and development costs are depleted over proved developed reserves while
acquired resource properties with proved reserves, including offshore platform costs, are depleted over proved
reserves. Acquisition costs of probable reserves are not depleted or amortised while under active evaluation
for commercial reserves. Costs are transferred to depletable costs as proved reserves are recognised. At the
date of acquisition, an evaluation period is determined after which any remaining probable reserve costs
associated with producing fields are transferred to depletable costs; costs not associated with producing
fields are amortised over a period not exceeding the remaining lease term.
financial
statements / 75

notes to the financial statements
Costs associated with significant development projects are not depleted until commercial production
commences. Unproved land acquisition costs that are individually immaterial are amortised on a straightline
basis over the average lease term until the properties are determined to be productive or impaired.
Depreciation is calculated on a straight-line basis to write off the cost of other property, plant and equipment
over their expected useful lives. The estimated useful lives are as follows:
Leasehold Land
Lease period
Plant and equipment 31/3% - 331/3%
No depreciation is charged on freehold land and construction-in-progress.
(m) Leased assets
A distinction is made between finance leases which effectively transfer from the lessor to the lessee
substantially all the risks and benefits incidental to the ownership of the leased assets, and operating leases
under which the lessor effectively retains substantially all such risks and benefits.
Assets purchased under finance leases are capitalised. Leased assets and liabilities are established at the
present value of the minimum lease payments. The excess of lease payments over the recorded lease
obligations is treated as finance charges, which are amortised over each lease term to give a constant rate
of charge on the remaining balance of the obligation.
Operating lease payments are charged to the income statements in the periods in which they are incurred.
(n) Goodwill
Goodwill represents the excess of the cost of an acquisition over the fair value of the Group's share of the
identifiable net assets of the acquired subsidiaries, associates and joint ventures at the date of acquisition.
Goodwill is amortised under the straight-line method, through the consolidated income statement, over
its useful economic life up to a maximum of 20 financial years. Goodwill which is assessed as having no
economic value is written off to the consolidated income statement. For acquisitions prior to 1 January
2001, the goodwill was taken directly to equity.
The gain or loss on disposal of a subsidiary, associate or joint venture includes the unamortised balance
of goodwill relating to the subsidiary, associate or joint venture disposed of.
On the acquisition of a foreign subsidiary, associate or joint venture, the goodwill arising is translated at
the exchange rate prevailing at the date of acquisition.
(o) Interest expense
Interest expense arising from loans obtained to finance the construction of property, plant and equipment
is capitalised to construction-in-progress during the period of construction. Interest expense incurred after
the completion of the property, plant and equipment is taken up in the income statements.
(p) Financial and oil derivative transactions
Profits and losses arising from trading transactions are recognised immediately in the income statements
while those arising from hedging transactions are recognised in the income statement in the same period
as a result of the underlying transaction being hedged.

notes to the financial statements
(q) Borrowings
Borrowings are recognised initially based on the proceeds received, net of any transaction costs incurred.
In subsequent periods, borrowings are stated at amortised cost using the effective yield method; any difference
between proceeds (net of any transaction costs) and the redemption value is recognised in the income
statement over the period of the borrowings.
(r) Retirement benefits
The Company operates a retirement benefit scheme for employees who commenced employment with the
Company on or before 31 August 1998 based on 60% of annualised final monthly salary for each completed
year of service by the employee. Contributions to the scheme, determined by the accrued benefit valuation
method, are charged to the income statements so as to spread the cost of retirement benefits over the
employees' working lives with the Company.
(s) Employee benefits
Employee leave entitlement
Employee entitlements to annual leave and long-service leave are recognised when they accrue to employees.
A provision is made for the estimated liability for annual leave and long-service leave as a result of services
rendered by employees up to the balance sheet date.
Equity compensation benefits
Share options are granted to employees of the Company in accordance with the policies and decisions of
the Remuneration and Share Option Committee. If the exercise price of the options approximates the market
price of the shares on the date of grant, no compensation cost is recognised. If the exercise price of the
options are at a discount on the market price of the shares, a compensation cost is recognised in the income
statement based on that discount. When the options are exercised, the proceeds received net of any
transaction costs are credited to share capital and share premium.
(t) Provisions
Provisions are recognised when the Group has a present legal or contractual obligation as a result of past
events, it is probable that an outflow of resources embodying economic benefits will be required to settle
the obligation, and a reliable estimate of the amount of the obligation can be made.
(u) Financial risk management
Financial risk factors
The Group's activities expose it to a variety of financial risks, including the effects of changes in oil prices,
foreign currency exchange rates and interest rates. The Group's overall risk management programme focuses
on the unpredictability of oil and financial markets and seeks to minimise potential adverse effects on the
financial performance of the Group. The Group uses derivative financial instruments such as foreign exchange
contracts, interest rate caps, oil options, oil forward contracts and oil paper swaps as well as physical oil
contracts to hedge certain exposures.
financial
statements / 77

notes to the financial statements
The Trading and Risk Management Department of the Group carry out risk management for oil price
risks whilst the Finance and Accounting Department of the Group manage the financial risks, with
authority as delegated by the Board of Directors.
(i) Market risk
During the preceding financial year, the Group implemented a Value-At-Risk ("VAR") framework to
measure and manage the total market risks of the Company. VAR measures the maximum expected
loss, within a two-tail 95% confidence level, of open positions resulting from an adverse price movement
that could occur in normal markets over a specified time horizon. The Trading and Risk Management
Department of the Group has also put in place an option structure to hedge the Group's VAR against
sudden adverse price movements.
(ii) Foreign exchange risk
The Group is exposed to foreign exchange risk arising from various currency exposures primarily with
respect to the United States Dollars. The Group uses mainly foreign currency contracts and currency
borrowings to hedge the net position exposed to currency movements.
The Company has an investment in a major foreign subsidiary, whose net assets are exposed to currency
translation risk. Such risk is managed primarily through borrowings denominated in the relevant foreign
currency. Exchange differences arising from the translation of such borrowings that has been designated
as a hedge for the net investment in the foreign subsidiary are taken directly to the foreign currency
translation reserve.
(iii) Interest rate risk
The Group's income and operating cash flows are substantially independent of changes in market interest
rates. The Group has no significant interest-bearing assets. The Group borrows at variable interest rates
and where appropriate uses interest rate derivatives such as interest rate caps and interest rate swaps
to hedge against possible adverse interest rate movements in the future. An interest rate cap effectively
places a maximum interest rate on the notional principal amount hedged while at the same time allows
the Company to continue benefiting from lower variable interest rates. An interest rate swap exchanges
a variable interest rate obligation into a fixed rate obligation for the duration of the swap.
(iv) Credit risk
The Group has no significant concentrations of credit risk in any of its business areas. The Group has
policies in place to ensure that transactions with trade customers are conducted within the Group's Credit
and Receivables Policy. Where appropriate customers may be required to provide collateral as the basis
for the transactions. Open credit accounts are required to be reviewed periodically and credit limits
revised where appropriate.
(v) Liquidity risk
Prudent liquidity risk management requires the Group to maintain sufficient cash and marketable securities,
internal cash flow and the availability of funding resources through an adequate amount of committed
credit facilities. Due to the dynamic nature of the business, the Group maintains flexibility in funding
by ensuring that ample working capital lines are available at any one time.

notes to the financial statements
3. Revenues
2002
$'000
The Group
2001
$'000
2002
$'000
The Company
2001
$'000
Revenue from sale of refined
petroleum products, oil and gas 2,435,488 2,337,298 2,175,860 2,071,208
4. Operating profit/(loss)
2002
$'000
The Group
2001
$'000
2002
$'000
The Company
2001
$'000
Operating profit/(loss) is arrived
at after charging/(crediting):
Amortisation of deferred expenditure - 183 - -
Auditors' remuneration
- auditors of the Company 180 117 120 106
- other auditors 44 105 - -
Fees for non-audit services provided
by auditors of the Company - 7 - 7
Depreciation of property, plant and equipment
- leasehold land 1,694 1,607 1,694 1,619
- plant and equipment 28,198 37,494 27,931 37,333
- proved oil and gas properties 6,715 5,854 - -
Directors' fees
- Company 100 80 100 80
- subsidiaries - 2 - -
Directors' remuneration
- Company 1,088 1,039 1,088 1,039
Write down of inventories to net
realisable value 1,522 5,006 1,522 5,006
Provision for doubtful trade debts 1,620 5,220 1,620 4,219
Provision for retirement benefits 859 710 859 710
Rental expense - operating leases 3,039 2,817 3,039 2,763
Loss on disposal and write-off of
property, plant and equipment 1,841 44 1,841 44
(Write back)/provision for diminution in
value of non-current quoted investments (1,200) 1,200 (1,200) 1,200
Unrealised loss on revaluation of
current quoted investments 548 142 548 142
Net foreign exchange loss/(gain) 1,621 (812) 1,533 (297)
Gain on disposal of long-term
quoted investments (4,740) (1,928) (4,740) (1,928)
Gain on disposal of short-term
quoted investments (744) (728) (744) (728)
financial
statements / 79

notes to the financial statements
5. Finance income
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Interest income
- subsidiaries - - 233 576
- a related corporation 101 90 87 78
- other 797 2,056 263 977
Dividend income
- subsidiaries - - - 60
- a joint venture - - 1,183 1,126
- other (unquoted) 1,907 566 1,907 566
- other (quoted) 4 11 4 11
2,809 2,723 3,677 3,394
6. Finance costs
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Interest expense
- a subsidiary - - 57 19
- a related corporation - 398 - 398
- bank loans 7,698 17,873 7,124 16,169
7,698 18,271 7,181 16,586
7. Remuneration bands of directors of the Company
The Company
2002 2001
Number of directors of the Company in remuneration bands:
Above $500,000 1 1
$250,000 to $499,999 - -

notes to the financial statements
8. Staff costs
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Wages and salaries 15,276 11,679 14,839 11,195
Employer's contribution to Central
Provident Fund and retirement fund 1,389 1,142 1,389 1,142
16,665 12,821 16,228 12,337
Average weekly number of persons employed during the financial year:
The Group
2002 2001
The Company
2002 2001
Full time 155 150 151 146
9. Tax
The aggregate amount of income tax attributable to the financial year differs from the amount calculated
on the profit. The differences are reconciled as follows:
(a) Tax reconciliation
The Group's and Company's Approved Oil Traders profits are taxed at a concessionary rate of 10% (2001:
10%) and the non Approved Oil Trade activities are taxed at 22% (2001: 24.5%).
There is no tax charge for the Company due to tax savings of approximately $8,543,000 (2001: $2,300,000)
arising from the utilisation of current year's capital allowances and capital allowances brought forward from
preceding financial years. There is a tax charge for the Group because profits of certain subsidiaries cannot
be offset against losses of the Company and other subsidiaries for tax purposes.
At 31 December 2002, the Company has estimated unutilised capital allowances of $1 million (2001: $17
million) and losses of $2 million (2001: $6 million), which may be available for offsetting against future
taxable profits if the Company succeeds in obtaining a waiver from the ownership continuity test as a result
of a substantial change in shareholding of the Company during the preceding financial year. Deferred tax
benefits on these deferred capital allowances and unutilised losses have not been recognised in the financial
statements as there is no reasonable expectation of their realisation.
The Company has also been granted investment allowances up to a maximum of $105 million for qualifying
capital expenditure of $335 million incurred by the Company over the four years from 1 February 1993.
The deferred tax benefit of approximately $27 million arising from these investment allowances is recognised
in equal instalments in the financial statements over the estimated useful life of the qualifying capital
expenditure, which is 20 years commencing from 1996.
financial
statements / 81

notes to the financial statements
(b) Tax expense
Tax expense attributable to profit is made up of:
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Current income tax 4,500 95 - -
Deferred tax 185 3,507 (2,365) (4,000)
Deferred income tax benefit *
(note 9 (d)) (582) (1,296) (582) (1,296)
Share of tax of associates and joint ventures 660 1,586 - -
4,763 3,892 (2,947) (5,296)
Under/(over) provision in preceding financial years
- current income tax 3,956 - - -
- deferred tax (5,655) - - -
3,064 3,892 (2,947) (5,296)
* The deferred income tax benefit represents the annual credit recognised from the amortisation of total
deferred income tax benefit of approximately $27 million (2001: $27 million), arising from investment
allowances on qualifying property, plant and equipment expenditure incurred by the Company, over
the estimated useful life of the property, plant and equipment which is 20 years commencing 1996.
The tax expense on profit/(loss) for the financial year differs from the amount that would arise the Singapore
standard rate of income tax due to the following:
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Profit/(loss) before tax 52,532 2,441 32,680 (13,734)
Tax calculated at a tax rate of 22%
(2001: 24.5%) 11,557 598 7,190 (3,365)
Effect of change in tax rate (3,865) (1,459) (3,865) (1,459)
Deferred tax assets not recognised - 4,239 - 3,365
Utilisation of capital allowances (7,500) - (7,190) -
Income not subject to tax (121) (12) (121) (12)
Expenses not deductible for tax purposes 470 666 470 666
Effect of different tax rates in other countries 3,028 4,129 - -
Others 1,194 (4,269) 569 (4,491)
4,763 3,892 (2,947) (5,296)

notes to the financial statements
(c) Movements in provision for current income tax
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Balance at the beginning of the financial year 137 1,217 - -
Foreign currency translation adjustment (55) 75 - -
Income tax paid (4,995) (1,250) - -
Tax expense on profit for the current financial year 4,500 95 - -
Underprovision in preceding financial years 3,956 - - -
Balance at the end of the financial year 3,543 137 - -
(d) Movements in provision for deferred income tax
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Balance at the beginning of the financial year 64,973 61,436 37,882 43,178
Foreign currency translation adjustment (3,250) 1,326 - -
Tax (credit)/charge to income statement (5,470) 3,507 (2,365) (4,000)
Amortisation of deferred tax benefit (note 9(b)) (582) (1,296) (582) (1,296)
Balance at the end of the financial year 55,671 64,973 34,935 37,882
(e) Deferred taxes
The movement in the Group's deferred tax assets and liabilities (prior to offsetting of balances within the
same tax jurisdiction) during the period is as follows:
The Group
Deferred tax liabilities
Accelerated tax
depreciation
$’000
Others
$’000
Total
$’000
At 1 January 2002 78,157 - 78,157
(Credited)/charged to income statement (18,105) 851 (17,254)
Credit to equity (3,250) - (3,250)
At 31 December 2002 56,802 851 57,653
Deferred tax assets
Provision
$’000
Others
$’000
Total
$’000
At 1 January 2002 (1,995) (11,189) (13,184)
Charged to income statement 685 10,517 11,202
At 31 December 2002 (1,310) (672) (1,982)
financial
statements / 83

notes to the financial statements
The Company
Deferred tax liabilities
Accelerated tax
depreciation
$’000
Others
$’000
Total
$’000
At 1 January 2002 49,190 - 49,190
(Credited)/charged to income statement (13,177) 851 (12,326)
At 31 December 2002 36,013 851 36,864
Deferred tax assets
Provision
$’000
Others
$’000
Total
$’000
At 1 January 2002 (1,709) (9,599) (11,308)
Charged to income statement 399 8,980 9,379
At 31 December 2002 (1,310) (619) (1,929)
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax
assets against current tax liabilities and when the deferred income taxes relate to the same fiscal authority.
The following amounts, determined after appropriate offsetting, are shown in the balance sheets:
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Deferred tax assets (1,982) (13,184) (1,929) (11,308)
Deferred tax liabilities 57,653 78,157 36,864 49,190
55,671 64,973 34,935 37,882
10. Earnings/(loss) per share
2002
$'000
The Group
2001
$'000
Profit/(loss) after tax attributable to members of
Singapore Petroleum Company Limited 48,934 (1,201)
Weighted average number of ordinary shares in issue
for basic earnings per share ('000) 423,493 423,483
Adjustment for assumed conversion of share options ('000) 854 128
Weighted average number of ordinary shares of diluted
earnings per share ('000) 424,347 423,611
Basic earnings per share are calculated by dividing the profit/(loss) after tax attributable to members of the
Company by the weighted average number of ordinary shares in issue during the financial year.

notes to the financial statements
For purposes of calculating diluted earnings per share, the weighted average number of ordinary shares in
issue is adjusted to take into account the dilutive effect arising from the exercise of all outstanding share
options granted to employees where such shares would be issued at a price lower than the fair value (average
share price during the financial year). The difference between the number of shares to be issued at the
exercise prices under the options and the number of shares that would have been issued at the fair value
based on the assumed proceeds from the issue of these shares are treated as ordinary shares issued for no
consideration. The number of such shares issued for no consideration is added to the number of ordinary
shares outstanding in the computation of diluted earnings per share. No adjustment is made to profit/(loss)
after tax attributable to members of Singapore Petroleum Company Limited.
11. Cash and cash equivalents
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Cash at bank and on hand 5,128 16,387 1,817 10,742
Deposits with banks 41,769 56,074 18,906 30,911
Deposits with a related corporation 270 10,608 - 9,180
47,167 83,069 20,723 50,833
The fixed deposits with banks mature on varying dates within 12 months (2001: 12 months) from the
financial year end. The weighted average effective interest rate of these deposits as at 31 December 2002
was 1.5% (2001: 2.0%) per annum.
The deposits with a related corporation are unsecured, repayable within 3 months and the weighted
average interest rate at the balance sheet date is 1.7% (2001: 2.0%) per annum.
For the purpose of the consolidated cash flow statement, the year end consolidated cash and cash equivalents
comprise the following:
The Group
2002
$'000
2001
$'000
Cash and bank (as above) 47,167 83,069
Less: Bank overdrafts (note 26) (2,266) (95)
Cash and cash equivalents per consolidated cash flow statement 44,901 82,974
financial
statements / 85

notes to the financial statements
12. Receivables
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Trade debtors 331,095 212,312 295,736 186,492
Less: Provision for doubtful debts (10,181) (8,656) (8,892) (7,345)
320,914 203,656 286,844 179,147
Due from subsidiaries (trade) - - 320 239
Due from subsidiaries (non-trade) (note 20(a)) - - 14,103 16,677
Due from associates (trade) 1,709 1,623 1,709 1,623
Due from associates (non-trade) (note 21) 8 - 8 -
Due from joint ventures (trade) 630 - 630 -
Due from joint ventures (non-trade) (note 22) - 5 - 4
Due from related corporations (trade) 646 463 646 463
Due from related corporations (non-trade) (note 23) 40 96 40 97
323,947 205,843 304,300 198,250
Movements in provision for doubtful debts
are as follows:
Balance at the beginning of the financial year 8,656 3,361 7,345 3,069
Foreign currency translation adjustment (60) 76 - 58
Provision made during the financial year 1,620 5,220 1,620 4,219
Provision written back during the financial year (35) - (73) -
Bad debts written off against provision - (1) - (1)
Balance at the end of the financial year 10,181 8,656 8,892 7,345
13. Inventories
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Crude oil
- at cost 32,778 24,262 32,778 24,262
- at net realisable value 46,459 37,579 46,459 37,579
79,237 61,841 79,237 61,841
Refined petroleum products
- at cost 57,938 25,778 55,837 23,546
- at net realisable value - 39,103 - 39,103
57,938 64,881 55,837 62,649
Lubes and base oil, at cost 3,955 4,809 3,955 4,809
Materials and supplies, at cost 2,278 2,256 345 268
143,408 133,787 139,374 129,567

notes to the financial statements
14. Other assets
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Deposits 5,866 43 5,699 2
Prepayments 1,209 8,877 1,209 3,208
Other debtors 5,656 4,841 5,346 2,051
Tax recoverable 2,885 2,291 2,885 2,291
15,616 16,052 15,139 7,552
15. Investments in associates and joint ventures
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Investments in equity shares, at cost 61,478 61,478
Provision for diminution in value (3,240) (3,240)
Represented by:
Net tangible assets acquired 88,389 88,389
Group's share of post acquisition
retained profits and reserves of
associates net of dividends received 43,666 38,455
132,055 126,844
58,238 58,238
Details of associates and joint ventures are as follows:
Equity interest
Cost
Name of company/
country of incorporation
Principal
activities
2002
%
2001
%
2002
$'000
2001
$'000
Associates:
(1) Petmal Oil Corporation Sdn
Bhd (Held via Singapore
Petroleum Venture Private
Limited) *
[Malaysia]
Marketing and
distribution of
petroleum products
40 40 - -
(2) Tiger Oil Corporation
(Held via Singapore
Petroleum Venture
Private Limited) *
[Korea]
Retailing of
petroleum products
through service
stations network
and wholesaling to
industrial,
commercial and
other retail
customers
40.2 40.2 - -
financial
statements / 87

notes to the financial statements
15. Investments in associates and joint ventures (continued)
Equity interest
Cost
Name of company/
country of incorporation
Principal
activities
2002
%
2001
%
2002
$'000
2001
$'000
Joint ventures:
(1) Singapore Carbon Dioxide
Company Private Limited *
[Singapore]
Sale of carbon
dioxide products
50 50 1,500 1,500
(2) Singapore Refining Company
Private Limited ("SRC") *
[Singapore]
Refining crude oil
331/3 331/3 53,978 53,978
(3) ItalSing Petroleum Company
Private Limited *
[Singapore]
(4) Jiangmen City Sinjiang Gas
Co. Limited (Held via
Singapore Petroleum
(China) Private Limited) *
[The People's Republic of China]
(5) FST Aviation Services
Limited (Held via Singapore
Petroleum Company (Hong Kong)
Limited) *
[Hong Kong]
Manufacturing and
blending of
lubricants
Processing,
distributing and
marketing of
liquified
petroleum gas
and lubricants
Provision of
warehousing,
transporting and
inspection services
of aviation
petroleum products
for its shareholders
50 50 6,000 6,000
50 50 - -
25 25 - -
61,478 61,478
* Audited by other firms
The Company uses the production facilities of SRC and other production facilities, which are jointly owned by
the Company with other parties and for which a processing fee is payable by the Company.
The Group's share of the results, assets employed and liabilities of the joint ventures is as follows:
2002
$'000
2001
$'000
Turnover 252,409 233,987
Profit before tax 6,338 6,400
Current assets 95,639 92,860
Non-current assets 102,985 100,037
Current liabilities (47,064) (46,968)
Non-current liabilities (16,815) (17,491)

notes to the financial statements
16. Investments in subsidiaries
The Company
2002
$'000
2001
$'000
Investments in equity shares, at cost 127,948 99,241
Provision for diminution in value (1,400) (1,400)
126,548 97,841
During the financial year, SPC Production Company Ltd, a wholly owned subsidiary of the Company, issued
161 redeemable preference shares at par value of US$10 each at a premium of US$99,990 per share for
cash to provide additional working capital.
Details of subsidiaries are as follows:
Name of subsidiary/
country of
incorporation
Principal
activities
Country of
business
Equity holding
2002
%
2001
%
Cost of investment
2002
$'000
2001
$'000
(1) Singapore
Petroleum Trading
Company Limited*
[Hong Kong]
Trading in
crude oil and
petroleum
products
Various
countries
other than
Singapore and
Hong Kong
100 100 5 5
(2) Singapore Petroleum
Company (Hong Kong)
Limited*
[Hong Kong]
Trading in
petroleum
products
Hong Kong
and various
countries
100 100 43 43
(3) Singapore Petroleum
Venture Private
Limited*
[Singapore]
Investment
holding
Singapore
100 100 24,280 24,280
(4) Singapore Petroleum
(China) Private Limited*
[Singapore]
Investment
holding
Singapore
100 100 5,000 5,000
(5) SPC Shipping
Company Limited*
(Held via Singapore
Petroleum Trading
Company Limited)
[Hong Kong]
Chartering and
re-chartering
of vessels for oil
transportation
Hong Kong
and various
countries
100 100 - -
(6) Singapore Petroleum
Dovechem Private
Limited* (Held via
Singapore Petroleum
(China)
Private Limited)
[Singapore]
Provision of
administrative
support services
to the affiliates
of its
shareholders
Singapore
60 60 - -
financial
statements / 89

notes to the financial statements
16. Investments in subsidiaries (continued)
Name of subsidiary/
country of
incorporation
Principal
activities
Country of
business
Equity holding
2002
%
2001
%
Cost of investment
2002
$'000
2001
$'000
(7) SPC Production
Company Ltd #
[British Virgin Islands]
Investment
holding
Singapore
100 100 98,620 69,913
(8) SPC Kakap Limited
(Held via SPC
Production
Company Ltd) #
[British Virgin Islands]
Exploration,
development
and production
of crude oil and
natural gas
Indonesia
100 100 - -
(9) Singapore Petroleum
Upstream Co Pte Ltd*
[Singapore]
Dormant
Singapore
100 100 - -
(10) SPC Indo-Pipeline
Co Ltd (Held via
SPC Production
Company Ltd) #
[British Virgin Islands]
Investment
holding
Singapore
100 - - -
127,948 99,241
* Audited by PricewaterhouseCoopers.
# No statutory audit requirement in the country of incorporation but the financial statements were reviewed
as part of the audit of the Group.
17. Other investments
(a) Current
Quoted shares, at market value 6,384 2,420
(b) Non-current
Quoted shares, at cost 14,694 18,239
Provision for diminution in value - (1,200)
14,694 17,039
Unquoted shares, at cost 971 971
Quoted investments, market value
The Group and
The Company
2002
$'000
2001
$'000
15,665 18,010
The aggregate market value of quoted investments are: 20,258 17,293

notes to the financial statements
Unquoted investments represent a 12.5% (2001: 12.5%) equity interest in Changi Airport Fuel Hydrant
Installation Private Limited and a 16.7% (2001: 16.7%) equity interest in Tanker Mooring Services Company
Private Limited. The above companies, which are incorporated in Singapore, are engaged in activities ancillary
to the operations of the Company.
The movements for diminution in value of investments are as follows:
Provision for diminution in value of investments
2002
$'000
2001
$'000
Balance at the beginning of the financial year 1,200 -
(Writeback)/provision during the financial year (1,200) 1,200
Balance at the end of the financial year - 1,200
18. Property, plant and equipment
The Group
Freehold
land
$’000
Leasehold
land
$’000
Plant and
equipment
$’000
Proved oil
and gas
properties
$’000
Constructionin-progress
$’000
Total
$’000
Cost
At 1 January 2002 8,608 50,881 924,868 99,550 2,194 1,086,101
Foreign currency translation
adjustment - - (48) (4,608) (89) (4,745)
Additions - - - 1,109 7,819 8,928
Transfer from constructionin-progress
- - 3,675 - (3,675) -
Disposals - - (10,473) - - (10,473)
At 31 December 2002 8,608 50,881 918,022 96,051 6,249 1,079,811
Accumulated depreciation
At 1 January 2002 - 12,135 381,346 9,570 - 403,051
Foreign currency translation
adjustment - - (179) (443) - (622)
Disposals - - (8,632) - - (8,632)
Depreciation charge - 1,694 28,198 6,715 - 36,607
At 31 December 2002 - 13,829 400,733 15,842 - 430,404
Net book value
At 31 December 2002 8,608 37,052 517,289 80,209 6,249 649,407
Net book value
At 31 December 2001 8,608 38,746 543,522 89,980 2,194 683,050
financial
statements / 91

notes to the financial statements
18. Property, plant and equipment (continued)
The Company
Freehold
land
$’000
Leasehold Plant and
land equipment
$’000 $’000
Proved oil
and gas Constructionin-progress
properties
$’000 $’000
Total
$’000
Cost
At 1 January 2002 8,608 50,881 923,827 - 286 983,602
Additions - - - - 6,890 6,890
Transfer from constructionin-progress
- - 3,675 - (3,675) -
Disposals - - (10,473) - - (10,473)
At 31 December 2002 8,608 50,881 917,029 - 3,501 980,019
Accumulated depreciation
At 1 January 2002 - 12,135 380,969 - - 393,104
Depreciation charge - 1,694 27,931 - - 29,625
Disposals - - (8,632) - - (8,632)
At 31 December 2002 - 13,829 400,268 - - 414,097
Net book value
At 31 December 2002 8,608 37,052 516,761 - 3,501 565,922
Net book value
At 31 December 2001 8,608 38,746 542,858 - 286 590,498
Included in construction-in-progress are costs associated with significant development projects, which have
not commenced production as at 31 December 2002, amounting to $2,748,000 (2001: $1,908,000).
19. Long-term prepayment
2002
$'000
The Group
2001
$'000
Net written down value at the beginning of the financial year 4,920 6,955
Amortisation - (183)
Amount refunded (4,920) (1,852)
Net written down value at the end of the financial year - 4,920
Cost - 6,195
Accumulated amortisation - (1,275)
Net written down value - 4,920
The balance represents prepayment for terminalling services in the People's Republic of China.

notes to the financial statements
20. Due from/(to) subsidiaries (non-trade)
(a) Due from subsidiaries
The amounts due from subsidiaries consist of the following (note 12):
The Company
2002
$'000
2001
$'000
Interest bearing loan, unsecured, repayable within 6 months 10,861 16,527
Other (interest-free, unsecured and repayable upon demand) 3,242 150
14,103 16,677
The weighted average interest rate at the balance sheet date on balances due from the subsidiaries is
1.8% (2001: 2.5%) per annum.
(b) Due to subsidiaries
The amounts due to subsidiaries consist of the following (note 25):
The Company
2002
$'000
2001
$'000
Interest bearing loan, unsecured, repayable within 3 months 3,639 -
Other (interest-free, unsecured and repayable upon demand) 18,412 17,574
22,051 17,574
The weighted average interest rate at the balance sheet date on balances due to subsidiaries is 2.2%
(2001: Nil) per annum.
21. Due from/(to) associates (non-trade)
The amounts due from/(to) associates are unsecured, interest-free and repayable upon demand.
22. Due from/(to) joint ventures (non-trade)
The amounts due from/(to) joint ventures are unsecured, interest-free and repayable upon demand.
23. Due from related corporations (non-trade)
The amount due from related corporations are unsecured, interest-free and repayable upon demand.
24. Loan to an investee company
The loan to an investee company is unsecured, interest-free and have no fixed terms of repayment. Repayment
is not expected within the next twelve months. Accordingly, it is not practicable to determine the fair value
of this balance.
financial
statements / 93

notes to the financial statements
25. Trade and other payables
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Trade creditors 217,465 152,364 202,992 146,451
Due to a subsidiary (trade) - - 3,035 1
Due to subsidiaries (non-trade) (note 20(b)) - - 22,051 17,574
Due to an associate (non-trade) (note 21) - 332 - -
Due to joint ventures (trade) 56,559 51,986 56,174 51,986
Due to joint ventures (non-trade) (note 22) - 5,228 - 1,500
Other creditors 5,314 3,626 5,126 1,404
Accruals for operating expenses 5,952 5,421 5,934 3,877
285,290 218,957 295,312 222,793
26. Borrowings
(a) Borrowings
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Bank overdraft (unsecured) (note 11) 2,266 95 2,266 95
Short term bank loans (unsecured) 470,797 476,810 450,043 457,551
473,063 476,905 452,309 457,646
(b) Effective interest rates
The weighted average effective interest rates at the balance sheet dates were as follows:
2002
%
2001
%
- Bank overdraft 4.5 4.7
- Short-term bank loans 1.7 3.8
27. Provision for retirement benefits
The Group and
The Company
2002
$'000
2001
$'000
Balance at the beginning of the financial year 3,543 3,335
Payments during the financial year (42) (502)
Provision for the financial year 859 710
Balance at the end of the financial year 4,360 3,543
Present value of obligation 4,730 4,300
Unrecognised part of liability 370 757

notes to the financial statements
The unrecognised amount of $370,000 (2001: $757,000) represents a liability that should be recognised
upon adopting SAS 17 (2001) with effect from 1 January 2001. Under the transitional provisions of SAS
17 (2001), the unrecognised liability of $1,115,000 as at 1 January 2001 is provided over three years on a
straight-line basis commencing 1 January 2001 by a charge to the income statement.
The principal actuarial assumptions used for accounting purposes at 31 December are as follows:
The Group and
The Company
2002
%
Discount rate applied to retirement obligations 6.0 6.0
Future salary increases 4.0 4.0
2001
%
The amounts recognised in the consolidated income statement are as follows:
The Group and
The Company
2002
$'000
2001
$'000
Current service cost 248 101
Interest cost 239 237
Amortisation of transitional provision 372 372
Expenses recognised in the income statement 859 710
28. Share capital of Singapore Petroleum Company Limited
(a) Authorised ordinary share capital
The total authorised number of ordinary shares is 1,000 million shares (2001: 1,000 million shares) with
a par value of $0.50 per share (2001: $0.50 per share).
(b) Issued ordinary share capital
Number
of shares
2002
‘000
Number
of shares
2001
‘000
2002
$'000
2001
$'000
Balance at the beginning of the financial year 423,483 423,483 211,741 211,741
Exercise of options 30 - 15 -
Balance at the end of the financial year 423,513 423,483 211,756 211,741
All issued shares are fully paid.
financial
statements / 95

notes to the financial statements
(c) Share options
Share options were granted to executives under the SPC Executives' Share Options Scheme ("1997 Options")
and SPC Share Option Scheme 2000 ("1/2001, 2/2001, 1/2002 and 2/2002 Options"). Movements in the
total number of share options outstanding are as follows:
Number
of shares
options
2002
'000
Number
of shares
options
2001
'000
Balance at the beginning of the financial year 4,057 1,534
Issued 3,320 2,836
Exercised (30) -
Lapsed (533) (313)
Balance at the end of the financial year 6,814 4,057
Details of share options granted during the financial year:
Scheme Date granted Expiry date Exercise price
2002 1/2002 Options 3 April 2002 2 April 2012 $0.75
2/2002 Options 30 October 2002 29 October 2012 $0.87
At 31 December 2002 there were the following outstanding options to subscribe for ordinary shares of
$0.50 each exercisable at any time up to the dates indicated below:
Scheme
Number
outstanding
'000
Exercise
price
Expiry date
2000 Options 925,000 $0.78 27 August 2010
1/2001 Options 1,159,000 $0.68 16 April 2011
2/2001 Options 1,508,000 $0.68 18 September 2011
1/2002 Options 1,639,000 $0.75 2 April 2012
2/2002 Options 1,583,000 $0.87 29 October 2012
6,814,000
29. Capital reserve
The balance relates to an amount of retained profits of a subsidiary capitalised by way of a bonus issue
of shares.

notes to the financial statements
30. Minority interests
The Group
2002
$'000
2001
$'000
Balance at the beginning of the financial year 59 309
Share of profit/(loss) after tax of a subsidiary 534 (250)
Balance at the end of the financial year 593 59
31. Dividends
The Company
2002
$'000
2001
$'000
Final tax exempt dividend of 1 cent (2001: 1 cent) per share, in respect
of the financial year ended 31 December 2001 (2001: 31 December 2000) 4,235 4,235
The Directors have proposed a final tax exempt dividend for 2002 of 4 cents per share, amounting to
$16,941,000 (2001: 1 cent per share, amounting to $4,235,000) and a final dividend for 2002 of 0.8525
cents per share, less tax at 22%, amounting to $2,816,000. These financial statements do not reflect this
dividend payable, which will be accounted for in the shareholders' equity as an appropriation in the financial
year ending 31 December 2003 when it is approved and declared at the next annual general meeting.
32. Immediate and ultimate holding corporations
The Company's immediate holding corporation is Keppel Oil and Gas Services Pte Ltd. The Company's
ultimate holding corporation is Keppel Corporation Limited. Both of these companies are incorporated
in Singapore.
33. Contingent liabilities (unsecured)
Details and estimates of maximum amounts of contingent liabilities are as follows:
2002
$'000
The Group
2001
$'000
The Company
2002
$'000
2001
$'000
Unsecured guarantees by the Company in respect of:
- obligations under performance
bonds for contracts undertaken 10,989 7,064 10,989 7,064
- credit facilities granted to a subsidiary - - - 18,382
10,989 7,064 10,989 25,446
financial
statements / 97

notes to the financial statements
34. Commitments for expenditure
(a) Capital commitments
Capital commitments not provided for in the financial statements:
The Group and
The Company
2002
$'000
2001
$'000
Approved by the directors but not contracted for 58,930 18,383
(b) Lease commitments
Commitments in relation to non-cancellable operating leases contracted for at the reporting date but
not recognised as liabilities, are payable as follows:
The Group and
The Company
2002
$'000
2001
$'000
Within two financial years 11,778 12,349
Later than two financial years but
not later than five financial years 8,229 11,247
Later than five financial years 41,099 36,713
61,106 60,309
35. Financial instruments
In order to manage the risks arising from fluctuations in oil prices, currency exchange rates and interest rates,
the Group and Company make use of the derivative financial instruments which are carried at amortised
cost. They are as follows:
The Group and The Company
Contract or
Notional
Amount
$’000
Carrying
Value
$’000
Estimated
Fair Value
$’000
Oil swaps 37,280 - (4,899)
Interest rate caps 50,000 285 55
(i) The oil swap contracts are entered into for hedging purposes.
(ii) This relates to a 3-year interest rate cap agreement that limits the interest rate for its bank borrowings
to a maximum of 2.07% per annum, on a notional principal of S$50 million.
(iii) As at 31 December 2002, there are no outstanding forward foreign exchange contract.

notes to the financial statements
(iv) As at 31 December 2002, the Company has outstanding bank borrowings of US$30 million, which is
used to hedge against the effect of changes in exchange rates on the net investment in a foreign
subsidiary. A loss of S$2.616 million arising from the translation of these bank borrowings has been
taken directly to the foreign currency translation reserve to offset the gain arising from the translation
of the financial statements of the foreign subsidiary.
(v) The carrying amounts of the following financial assets and financial liabilities approximate their fair
values: cash and cash equivalents, trade receivables and payables, other receivables and payables
and borrowings.
36. Interested persons transactions
In compliance with Rule 920(1)(a) of the Listing Manual ("the Manual") of the Singapore Exchange,
a shareholders' mandate was obtained for the following types of interested person transactions (as defined
in Chapter 9 of the Manual). The aggregate value of these transactions conducted pursuant to the
shareholders' mandate during the financial year are as follows:
The Group and The Company
Name of Interested Person
Aggregate value of all interested person
transactions during the financial year
(excluding transactions less than
$100,000 and transactions conducted
under shareholders' mandate pursuant
to Rule 920)
2002
$'000
2001
$'000
Aggregate value of all interested person
transactions conducted under
shareholders’ mandate pursuant to
Rule 920 during the financial year
(excluding transactions less than
$100,000)
2002
$'000
2001
$'000
Sales of petroleum products
Keppel Corporation Group - - 2,497 2,730
PSA Corporation Group - - 797 1,002
SembCorp Marine Group - - 5,722 6,171
Singapore Airlines Group - - 207,472 213,431
Singapore Power Group - - 530 182,087
SembCorp Industries Group - - 51,365 55,838
Temasek Holdings Group
(Other than the above) - - 91 135
Purchases of petroleum products
and services ancillary to
the Group's business
Keppel Corporation Group - - 621 541
PSA Corporation Group - - 4,812 4,991
37. Related party transactions
The following related party transactions took place between the Group and related parties during the
financial year on terms agreed by the parties concerned:
The Group and
The Company
2002
$'000
2001
$'000
Sales to associates and joint ventures 10,358 14,094
Sales to related corporations 2,860 2,890
Purchases from a joint venture 10,603 9,106
Purchases from related corporations 822 944
financial
statements / 99

notes to the financial statements
38. Segment information
Primary reporting format - business segments
Downstream
$'000
Upstream
$'000
Others
$'000
Group
$'000
Year ended 31 December 2002
Revenues 2,406,678 28,810 - 2,435,488
Segment result 38,830 11,969 2,453 53,252
Net unallocated expense (2,169)
Operating profit 51,083
Finance income 2,809
Finance costs (7,698)
Share of results of associates 6,338
Profit before tax 52,532
Tax (3,064)
Group profit from ordinary activities 49,468
Minority interests (534)
Net profit 48,934
Segment assets 1,084,712 134,871 601 1,220,184
Unallocated assets 154,106
Consolidated total assets 1,374,290
Segment liabilities 280,283 8,976 398 289,657
Unallocated liabilities 532,270
Consolidated total liabilities 821,927
Capital expenditure 6,895 2,033 - 8,928
Depreciation 29,647 6,960 - 36,607
Year ended 31 December 2001
Revenues 2,306,403 30,895 - 2,337,298
Segment result (1,851) 13,839 (928) 11,060
Net unallocated income 529
Operating profit 11,589
Finance income 2,723
Finance costs (18,271)
Share of results of associates 6,400
Profit before tax 2,441
Tax (3,892)
Group loss from ordinary activities (1,451)
Minority interests 250
Net loss (1,201)
Segment assets 1,012,667 107,033 7,021 1,126,721
Unallocated assets 147,274
Consolidated total assets 1,273,995
Segment liabilities 213,116 8,733 796 222,645
Unallocated liabilities 541,870
Consolidated total liabilities 764,515
Capital expenditure 10,276 5,129 - 15,405
Depreciation 38,976 5,979 - 44,955
Amortisation - - 183 183

notes to the financial statements
The Group has segmented its activities into downstream, upstream and others. The downstream activities
include petroleum refining, marketing of products to airlines, commercial accounts, utilities, shipping
accounts, trading activities and the storage and terminalling of finished oil products. The upstream activities
involve the exploration, development, production and sale of oil and gas.
Secondary reporting format - geographical segments
The Group's two business segments operate in three main geographical areas:
Singapore is the home country of the Company. The areas of operation include petroleum refining, marketing,
trading and distribution of crude oil and petroleum products and the storage and terminalling of finished
oil products.
Hong Kong - the areas of operation are mainly bunkering and aviation sales activities.
Indonesia - the areas of operation involve the exploration, development, production and sale of oil and gas.
2002
$'000
Sales Total assets Capital expenditure
2001
$'000
2002
$'000
2001
$'000
2002
$'000
2001
$'000
Singapore 2,175,860 2,071,175 1,165,628 1,113,851 6,895 10,276
Hong Kong 230,818 235,228 73,790 53,111 - -
Indonesia 28,810 30,895 134,872 107,033 2,033 5,129
2,435,488 2,337,298 1,374,290 1,273,995 8,928 15,405
39. Comparatives
Where necessary, comparative figures have been adjusted to conform with changes in presentation in the
current year. Where applicable, the comparatives have been adjusted or extended to take into account the
requirements of the revised SAS 12 which the Group and Company implemented in 2002.
40. Authorisation of financial statements
These financial statements were authorised for issue in accordance with a resolution of the Board of Directors
of Singapore Petroleum Company Limited on 17 February 2003.
financial
statements / 101

shareholding statistics as at 1 April 2003
Authorised share capital : $500,000,000
Issued & fully paid-up capital : $211,756,199
Class of shares : Ordinary share of $0.50 each
Voting rights : One vote per share
Distribution of Shareholdings
Size of Shareholding
No. of Shareholders
%
No. of Shares
%
1 - 999
1,000 - 10,000
10,001 - 1,000,000
1,000,001 and above
188
6,933
1,062
6
2.30
84.66
12.97
0.07
55,442
23,903,200
35,242,958
364,310,798
0.01
5.65
8.32
86.02
Total
8,189
100.00
423,512,398
100.00
Substantial Shareholders
No. of Shares
Shareholders
Direct Interest
Deemed Interest
%
Temasek Holdings (Private) Limited
Keppel Corporation Limited
Keppel Oil and Gas Services Pte Ltd
-
-
327,474,598
327,478,198 (i)
327,474,598 (ii)
-
77.32
77.32
77.32
Notes:
(i) By operation of Section 7 of the Companies Act, Temasek Holdings (Private) Limited is deemed to be interested in the 327, 478, 198
shares held by Keppel Oil and Gas Services Pte Ltd and the PSA group of companies.
(ii) By operation of Section 7 of the Companies Act, Keppel Corporation Limited is deemed to be interested in the 327, 474, 598 shares
held by Keppel Oil and Gas Services Pte Ltd.
Twenty Largest Shareholders
Name
1. Keppel Oil and Gas Services Pte Ltd
2. United Overseas Bank Nominees Pte Ltd
3. DBS Nominees Pte Ltd
4. Oversea-Chinese Bank Nominees Pte Ltd
5. Phillip Securities Pte Ltd
6. OCBC Securities Private Ltd
7. UOB Kay Hian Pte Ltd
8. Fong Soon Yong
9. Boon Suan Aik
10. DBS Vickers Securities (S) Pte Ltd
11. DB Nominees (S) Pte Ltd
12. Hong Leong Finance Nominees Pte Ltd
13. Bank of China Nominees Pte Ltd
14. Soo Ah Han @ Soo Tong Min
15. Citibank Nominees Singapore Pte Ltd
16. Yip Wai Mun
17. Citibank Consumer Nominees Pte Ltd
18. Tan Boon Huoy
19. HSBC (Singapore) Nominees Pte Ltd
20. Goh Kah Heng
Total
No. of Shares
327,474,598
13,689,200
13,396,200
6,260,600
2,094,200
1,396,000
907,800
650,000
557,000
484,000
477,000
315,000
270,600
270,000
267,800
260,000
257,200
238,000
225,600
216,000
369,706,798
%
77.32
3.23
3.16
1.48
0.49
0.33
0.21
0.15
0.13
0.11
0.11
0.07
0.06
0.06
0.06
0.06
0.06
0.06
0.05
0.05
87.25
Free Float
Based on the information available to the Company as at 1 April 2003 and in compliance with Rule 723 of the SGX-ST
Listing Manual, approximately 22.68% of the issued ordinary shares of the Company is held by the public.

share transaction statistics/
share price movements
Share Prices 2002
Last Transacted 0.84
High 0.98
Low 0.68
Average 0.86
Volume
‘000
Share Prices
($)
6000
5000
4000
3000
1.5
2000
1.0
1000
0.5
0
jan feb mar apr may jun jul aug sep oct nov dec
2002
Volume
High & Low Prices
financial
statements / 103

list of properties
Location Tenure Area (Sq m) Description
Pulau Sebarok 30 years from 1 May 1990 75,126 Oil Storage Terminal
41 Jalan Buroh 30 years from 1 October 2001 37,020 Bulk Storage Plant
Singapore 619488
52 Penjuru Road 30 years from 1 March 1994 3,969 Barge Ramp Facilities
(Lot A13794)
Singapore 600000
33 Jalan Buroh 30 years from 1 May 1983 2,303 Service Station
Singapore 619487
1 Jalan Leban Freehold 1,343 Service Station
Singapore 577546
11 Pasir Ris Drive 4 30 years from 1 November 1993 2,020 Service Station
Singapore 519456
599 Yishun Ring Road 30 years from 1 November 1993 1,993 Service Station
Singapore 768683
76 Yio Chu Kang Road Freehold 958 Service Station
Singapore 545570
16 Tuas Road 30 years from 27 January 2001 2,400 Service Station
Singapore 637597
490 Commonwealth Avenue Leasehold* 1,408 Service Station
Singapore 149736
* Property secured by tender in December 2002 and lease is scheduled to commence on 4 March 2003
for a period of 10 years.

financial calendar
Announcement of 2002 Interim Results 11 July 2002
End of Financial Year 31 December 2002
Announcement of 2002 Final Results 21 January 2003
Despatch of Report to Shareholders 22 April 2003
Announcement of 2003 First Quarter Results 23 April 2003
Annual General Meeting 14 May 2003
2002 proposed final dividend
- Book closure dates 5 p.m. 30 May - 2 June 2003
- Payment date 16 June 2003
Announcement of 2003 Interim Results 23 July 2003
Announcement of 2003 Third Quarter Results 21 October 2003
financial
calendar / 105

notice of annual general meeting
NOTICE IS HEREBY GIVEN that the Annual General Meeting of the shareholders of the Company will be held
at 1 Maritime Square #10-10, HarbourFront Centre, Singapore 099253 on Wednesday, 14 May 2003 at
2.30 p.m. to transact the following business:
AS ORDINARY BUSINESS
1. To receive and adopt the Directors' Report and Audited Accounts for the year ended
31 December 2002.
2. To declare a first and final dividend of 1.705% (0.8525 cents per share) less income
tax of 22% and a final dividend of 8% (4 cents per share) tax exempt for the year
ended 31 December 2002.
3. To approve Directors' Fees of S$131,000 for the year ended 31 December 2002
(2001: $93,000).
Resolution 1
Resolution 2
Resolution 3
4. To re-elect the following Directors retiring pursuant to Article 109 of the Company's
Articles of Association:
(a) Mr Choo Chiau Beng
(b) Mr Bertie Cheng Shao Shiong
(c) Mr Geoffrey John King
5. To re-appoint Auditors and authorise the Directors to fix their remuneration.
Resolution 4(a)
Resolution 4(b)
Resolution 4(c)
Resolution 5
AS SPECIAL BUSINESS
To consider and, if thought fit, to approve, with or without modification, the following resolutions, of which
Resolution 6 will be proposed as a Special Resolution and Resolutions 7 to 10 as Ordinary Resolutions:
6. That Articles 2, 18, 60(2), 114, 128, 130, 131, 132, 155, and 173, of the Articles of
Association of the Company be amended and new Article 177 (including the new
heading) be adopted in the manner as set out in Appendix 1 to this Notice of Annual
General Meeting.
7. That authority be and is hereby given to the Directors of the Company to:
Resolution 6
Resolution 7
(a) issue shares in the capital of the Company ("Shares") whether by way of rights,
bonus or otherwise; and/or

notice of annual general meeting
(b) make or grant offers, agreements or options (collectively, "Instruments") that
might or would require Shares to be issued, including but not limited to the creation
and issue of warrants, debentures or other instruments convertible into Shares;
at any time and upon such terms and conditions and for such purposes and to such
persons as the Directors may in their absolute discretion deem fit; and (notwithstanding
that the authority so conferred by this Resolution may have ceased be in force) issue
Shares in pursuance of any Instrument made or granted by the Directors while the
authority was in force, provided that:
(i) the aggregate number of Shares to be issued pursuant to this Resolution (including
Shares to be issued in pursuance of Instruments made or granted pursuant to this
Resolution and including Shares which may be issued pursuant to any adjustments
effected under any relevant Instrument), does not exceed 50 per cent of the issued
share capital of the Company (as calculated in accordance with sub-paragraph (ii)
below), of which the aggregate number of Shares to be issued other than on a pro
rata basis to shareholders of the Company (including Shares to be issued in pursuance
of Instruments made or granted pursuant to this Resolution and including Shares
which may be issued pursuant to any adjustments effected under any relevant
Instrument) does not exceed 20 per cent of the issued share capital of the Company
(as calculated in accordance with sub-paragraph (ii) below);
(ii) for the purpose of determining the aggregate number of Shares that may be
issued under sub-paragraph (i) above the percentage of issued share capital shall
be calculated based on the issued share capital of the Company as at the date of
the passing of this Resolution after adjusting for:
(aa) new Shares arising from the conversion or exercise of convertible securities
or employee share options on issue as at the date of the passing of this
Resolution; and
(bb) any subsequent consolidation or sub-division of Shares;
(iii) in exercising the power to make or grant Instruments (including the making of any
adjustments under the relevant Instrument), the Company shall comply with the
provisions of the Listing Manual of the Singapore Exchange Securities Trading Limited
("SGX-ST") for the time being in force (unless such compliance has been waived by
the SGX-ST) and the Articles of Association for the time being of the Company; and
(iv) (unless revoked or varied by the Company in General Meetings), authority conferred
by this Resolution shall continue in force until the conclusion of the next Annual
General Meeting of the Company or the date by which the next Annual General
Meeting is required by law to be held whichever is the earlier.
notice of
AGM / 107

notice of annual general meeting
8. (a) That approval be and is hereby given to the Directors to offer and grant options in
accordance with the provisions of the SPC Share Option Scheme 2000; and
(b) That approval be and is hereby given to the Directors to exercise full powers of the
Company to issue, allot or otherwise dispose of Shares in the Company as may be
required to be issued, allotted or disposed, in connection with or pursuant to the
exercise of the options granted under the SPC Share Option Scheme 2000.
Resolution 8
9. (a) That approval be and is hereby given, for the purposes of Chapter 9 of the Listing
Manual ("Chapter 9") of the SGX-ST, for the Company, its subsidiaries and target
associated companies or any of them, to enter into any of the transactions falling
within the types of Interested Person Transactions, as set out in the Company's
Circular to Shareholders dated 30 May 1997 (the "Circular") and as amended in the
manner set out in Appendix 2 to this Notice of Annual General Meeting, with any
party who is of the class of Interested Persons described in the said Appendix 2,
provided that such transactions are carried out in the ordinary course of business,
on normal commercial terms and in accordance with the guidelines and review
procedures for Interested Person Transactions as set out in the Circular described
above and further amended in the manner set out in the said Appendix 2 (the
"Shareholders' Mandate");
(b) the Shareholders' Mandate shall, unless revoked or varied by the Company in General
Meetings, continue in force until the date that the next Annual General Meeting of
the Company is held or is required by law to be held;
(c) the Directors of the Company be and are hereby authorised to complete and
do all such acts and things (including, without limitation, executing all such
documents as may be required) as they may consider expedient or necessary or
in the interests of the Company to give effect to the Shareholders' Mandate
and/or this Resolution; and
(d) the Circular be amended in the manner as set out in Appendix 2 to this Notice of
Annual General Meeting.
10. To transact such other business which can be transacted at an Annual General Meeting.
Resolution 9
Resolution 10

notice of annual general meeting
NOTICE IS ALSO HEREBY GIVEN that the Transfer Books and the Register of Members of the Company will
be closed from 5 p.m., 30 May - 2 June 2003, both days inclusive, for the preparation of dividend warrants.
Duly completed transfers received by the Company's registrar, Lim Associates (Private) Ltd, 10 Collyer Quay
#19-08, Ocean Building, Singapore 049315, up to the close of business at 5 p.m. on 30 May 2003 will be
registered to determine shareholders' entitlement to the proposed dividend. The proposed first and final
dividend if approved at the Annual General Meeting will be paid on 16 June 2003.
BY ORDER OF THE BOARD
HELEN CHONG / LAM CHEE KIN
SECRETARIES
Singapore, 22 April 2003
notice of
AGM / 109

notice of annual general meeting
NOTE:
A member of the Company is entitled to appoint a proxy to attend the meeting and vote in his stead. A proxy
need not be a member of the Company. The instrument appointing a proxy must be deposited at the registered
office of the Company, 1 Maritime Square #10-10, HarbourFront Centre, Singapore 099253, not less than 48
hours before the time appointed for holding the Annual General Meeting.
EXPLANATORY NOTES ON:
Ordinary Business:
Item 3: The proposed Directors' Fees are determined in accordance with guidelines recommended by Temasek
Holdings (Private) Limited. The basic retainer fee for each Director was reduced by 10% in 1998 and is proposed
to be reinstated to $10,000 per annum in view of the increase in number of Board committees in 2002.
Special Business:
Ordinary Resolution No. 7 if passed, will allow the Directors to issue further Shares and Instruments in the Company.
The maximum number of Shares which the Directors may issue under this Resolution shall not exceed the quantum
set out in the Resolution. This approval will expire at the conclusion of the next Annual General Meeting. The
Directors will only issue Shares and Instruments under this Resolution when they consider it in the interests of
the Company to do so.
Ordinary Resolution No. 8 if passed, will empower the Directors to take certain actions relating to the SPC Share
Option Scheme 2000 ("SPC SOS 2000"). The final grant of share options under the SPC Executives' Share
Option Scheme in 1997 lapsed on 2 October 2002. Share options will be granted under the SPC SOS 2000
which was implemented by special resolution passed at an Extraordinary General Meeting held on 16 May 2000.
The first tranche of share options granted pursuant to the SPC SOS 2000 was exercisable in 2002 and the second
tranche of share options will be exercisable in 2003. Directors may exercise their power to issue and allot Shares
in the Company pursuant to the aforesaid exercise of options. This authority is in addition to the general authority
to issue Shares sought under Ordinary Resolution No. 7.
Ordinary Resolution No. 9 if passed, will modify and renew the mandate given by shareholders to the Company
on 23 June 1997 (and last renewed on 14 May 2002) to allow the Company and its subsidiaries and target
associated companies to enter into transactions with Interested Persons as defined in Chapter 9 of the Listing
Manual of the SGX-ST, details of which are set out in Appendix 2 to this Notice of Annual General Meeting.
The Circular (as amended by a shareholders' resolution on 21 June 1999), is proposed to be further amended
as set out in the said Appendix 2 to this Notice of Annual General Meeting. The Independent Financial Adviser's
letter is set out as Annexure C to the Appendix 2 in this Notice of Annual General Meeting.