Apbl Annual Report 2010

Company Registration No.
: 193100007K (Incorporated in the Republic of Singapore)
438 Alexandra Road #16-01 Alexandra Point Singapore 119958 Tel: (65) 6276 3488 Fax: (65) 6276 4287 www.apb.com.sg www.tigerbeer.com
New record
New acquisitions
S$0.5 billion
Prot before interest, taxation and exceptional items
(PAGE 6)
Two newly acquired protable breweries in Indonesia and New Caledonia

(PAGE 7)
New iconic brands Bintang in Indonesia and Number One in New Caledonia are leading brands in their respective countries
(PAGE 8)
Brewing transformation and strength

CLEARLY REFRESHING.
To be a leading brewery group in the Asia Pacic region
Signicant events that transformed and strengthened APB

Accretive acquisitions We now participate in two protable beer markets via newly acquired market leaders: PT Multi Bintang Indonesia Tbk in Indonesia, and Grande Brasserie de Nouvelle Caledonie S.A. in New Caledonia. New addition of iconic brands We have further diversied our brand portfolio with the addition of two new iconic beer brands: Bintang in Indonesia and Number One in New Caledonia. Increased capacity of our breweries We have increased the capacity of our breweries in Vietnam, Mongolia, Papua New Guinea, Sri Lanka and China, so as to further tap on growing beer demand.
CONTENTS 1 Our year of transformation 2 Chairmans Statement 4 Chief Executive Officers Review 6 Bottoms up to a benchmark bottom line 7 Heres to a wider reach and stronger market leadership 8 The best reason to drink: more beer brands 9 Toast to greater capacity 10 Five-year Group Statistics & Group Financial Highlights 11 Two-year Financial Highlights 12 Board of Directors 16 Leadership Team 20 Organisation Structure 23 Business Review 48 Corporate Citizenship 52 Key Milestones 54 Major Shareholders 56 Corporate Information 58 Corporate Governance Report & Financial Review
Annual Report
Group at a Glance
Over 40 brands catering to all price points and varied consumer needs through 37 brewery operations in 13 countries
Group prot1 of S$0.5 billion, an increase of 58%
Mongolia LEGEND Figure refers to number of breweries CONTRIBUTION BY COUNTRY TO GROUP PBIT IT 1% 1% 4% Thailand Mongolia Malaysia New Zealand Indonesia & New Caledonia
16 China
6% 11%
Thailand
1 Laos 5 Vietnam 1 1 Cambodia
16%
Papua New Guinea
1 Sri Lanka 1 Malaysia 1 Singapore 2

Indonesia
16%
Singapore2
Papua New Guinea
48%
Indochina
New Caledonia
Notes 1 Prot before interest, taxation and exceptional items (PBIT) 2 Excludes Corporate Ofce
New Zealand
Performance by countries
* NM = Not Meaningful ** -S$0.9 million in FY2009
INDOCHINA (CAMBODIA, LAOS & VIETNAM)

PBIT (S$ million)
SINGAPORE
PAPUA NEW GUINEA
INDONESIA & NEW CALEDONIA
NEW ZEALAND
MALAYSIA
MONGOLIA
THAILAND
CHINA
SRI LANKA
PBIT (S$ million)
PBIT (S$ million)
PBIT (S$ million)
PBIT (S$ million)
PBIT (S$ million)
PBIT (S$ million)
PBIT (S$ million)
PBIT (S$ million)
PBIT (S$ million)
241.7
Year-on-year
81.8
Year-on-year
79.5
Year-on-year
55.9
Year-on-year
30.6
Year-on-year
17.7
Year-on-year
5.2
Year-on-year
4.9
Year-on-year
0.1
Year-on-year
-1.0
Year-on-year
48%
16%
3%
NM*
188%
38%
NM*
407%
NM*
14%**
Our year of transformation
Prot before interest, taxation and exceptional items
Attributable prot before exceptional items
Earnings per share before exceptional items
S$500 million S$261 million S$1.01

up 58.2% from S$316.2 million in FY2009 up 65.2% from S$158.0 million in FY2009 up 65.2% from 61.2 cents in FY2009
FY2010 in review
Compound annual growth rate from 2006 to 2010
Revenue Attributable prot before exceptional items Net asset value per share Return on equity (before exceptional items)
S$2,511 million
+25.6% from S$1,999 million in FY2009
+13.3%
From S$1,526.3 million to S$2,511.1 million
S$261 million
+65.2% from S$158 million in FY2009
+ 18.7%
From S$131.6 million to S$261.0 million
S$4.38
+9.6% from S$4.00 in FY2009
+ 6.3%
From S$3.43 to S$4.38
24.1%
+8.2 percentage points from 15.9% in FY2009
+12.6%
From 15.0% to 24.1%
APBs share price performance vs Straits Times Index (STI)

180 160 140 120 100 80 60 40 20 0 Oct 2009 APB Nov 2009 STI Dec 2009 Jan 2010 Feb 2010 Mar 2010 Apr 2010 May 2010 Jun 2010 Jul 2010 Aug 2010 Sep 2010 Share price High: S$17.28 (27 Sep 2010) Low: S$11.90 (18 Dec 2009) Market capitalisation (as of 30 Sep 2010) S$4,440 million
Asia Pacic Breweries Limited
Annual Report
Chairmans Statement

The new businesses, together with our strong organic growth, accounted for the improvement in earnings and protability that the APB Group achieved in FY2010. I am pleased to report that revenue grew to S$2.5 billion, up a healthy 26% from the preceding year.
FY2010 was a year of transformation for our business and our earnings. While we continued to strive for operational excellence to drive growth, our business underwent a fundamental reform following our acquisition of the leading breweries in Indonesia and New Caledonia as well as the disposal of our loss-making Indian operations. We invested approximately S$454 million to purchase an 80.6% stake in the leading brewery in Indonesia and the rights to the Bintang brand that it owned. At the same time, we acquired an 87.3% interest in the leading brewery in New Caledonia for approximately S$113 million. For the sale of our wholly-owned breweries in Andhra Pradesh and Maharashtra, India, we received about S$43 million.
S$4.38
Net asset value per share improved 38 cents to S$4.38
52 cents
Recommended nal net dividend per share*
* Pending approval from shareholders
We also set ourselves a new record net income, with a 65% rise in attributable net prot before exceptional items (APBE) of S$261 million.
These developments have brought about a strategic repositioning of our business which further consolidates our position in the growth markets of ASEAN. With the inclusion of the two beer markets of Indonesia and New Caledonia, we saw an improvement in the geographical mix of our operations. Indonesia is the largest economy and most populous country in Southeast Asia while New Caledonia provides us with access to new avenues for further potential growth in the South Pacic. Besides strengthening our position as a key regional brewer in the Asia Pacic region, our earnings prole has been further diversied and enlarged. Having performed in line with expectations, the 8-month consolidated results of the two new breweries have made them the fourth-largest contributor to Group PBIT. The new businesses, together with our strong organic growth, accounted for the improvement in earnings and protability that the APB Group achieved in FY2010. I am pleased to report that revenue grew to S$2.5 billion, up a healthy 26% from the preceding year. Group prot before interest, tax and exceptional items (PBIT) surged to S$500 million in FY2010 from S$316.2 million in
FY2009. This sizeable increase propels APB to a half-billion dollar PBIT company. We also set ourselves a new record net income, with a 65% rise in attributable net prot before exceptional items (APBE) of S$261 million. Earnings per share before exceptional items rose 39.9 cents to S$1.01, while net asset value per share gained 38 cents to S$4.38. Net tangible assets per share fell from S$3.13 to S$1.82 when compared to the previous year, mainly due to goodwill arising from the recent acquisitions in Indonesia and New Caledonia. These results demonstrate the resilience and steady performance of the Group. Over the past ve years, our revenue has seen a compounded annual growth rate of 13% while that of PBIT and APBE are at 19%. Our operations remain robust with sound infrastructure and strong brand equity while our new businesses in Indonesia and New Caledonia have further broadened our earnings base and market coverage in the Asia Pacic region. Final net dividend Given the improved protability as well as strength of the cash ow and balance sheet of the Group, the Board has recom-
mended a nal net dividend of 52 cents per share. This, together with the interim dividend of 14 cents per share, brings total net dividend for the year to 66 cents per share, as compared to 32 cents paid last year. This nal dividend, if approved by shareholders, will be paid on 18 February 2011. Appreciation and acknowledgments APBs good performance for FY2010 is the result of the commitment and hard work of our employees and management, as well as the wise counsel of my fellow Board members. I would like, especially, to express our heartfelt thanks to two veteran directors who have helped shape the history of APB. Mr Goh Yong Hong, an independent director of the Company, stepped down on 30 September 2010 after 17 years on the APB Board. He was Chairman of the Nominating Committee and a member of the Audit and Remuneration Committees. Mr Lee Yong Siang, also an independent director, will be retiring at the upcoming Annual General Meeting in January 2011. He has served as a director for 15 years, and is currently Chairman of the Audit and Remuneration Committees and a member of the Nominating Committee.
I would also like to take this opportunity to welcome Mr Bob Tan Beng Hai, who was appointed an independent director on 1 October 2010, and is a member of the Audit, Nominating and Remuneration Committees. Mr Philip Eng Heng Nee will be nominated as an independent director at the next Annual General Meeting. Should shareholders approve his appointment, Mr Eng will also be a member of the Audit, Nominating and Remuneration Committees. In conclusion, I wish to convey my appreciation to our business partners, customers, employees and shareholders for their invaluable support throughout the year and look forward to their continued partnership.
Simon Israel Chairman
Annual Report
Chief Executive Ofcers Review
A signicantly stronger set of results

Our newly acquired breweries from Indonesia and New Caledonia have performed in line with expectations. They contributed signicantly to Group PBIT during the nancial year.
FY2010, the Year of the Tiger, proved to be a good year as the Group experienced strong prot growth that was driven by contributions from the newly acquired breweries in Indonesia and New Caledonia and organically by several of our key markets. Almost all of our markets enjoyed higher protability compared to the year before. Indochina (comprising Cambodia, Laos and Vietnam) continued to be our largest PBIT contributor and the key driver of organic growth. This region accounted for some 48% of APBs total PBIT. Our traditional stronghold markets, Singapore and Papua New Guinea each contributed about 16% to Group PBIT. Particularly encouraging were the signicant PBIT improvements in New Zealand (nearly
+48%
PBIT gain in Indochina
S$55.9 million
PBIT contribution from new breweries in Indonesia and New Caledonia
China The Groups operations in China broke even, a turnaround from the S$5.9 million loss reported the year before. The improved performance was attributable to a favourable sales mix and lower overheads. Thailand PBIT increased ve-fold to S$4.9 million while volume grew 2%. The jump in PBIT was largely due to a one-off distribution and licensing fee charge recognised the year before. Mongolia With volume surging 53%, PBIT improved to S$5.2 million compared to a loss of S$7.3 million the year before. This was attributable to an unrealised exchange gain of S$2.6 million from the currency realignment of the US dollar loans, compared to an unrealised exchange loss of S$5.4 million the year before. Excluding such exchange differences, PBIT would have been S$2.6 million against a loss of S$1.9 million recorded the year before. Indonesia and New Caledonia We completed the acquisitions of breweries in Indonesia and New Caledonia on 10 February 2010. With the consolidation of their results, these new acquisitions contributed S$55.9 million to Group PBIT. A portfolio of leading brands APB now offers one of Asias most coveted brand portfolios, comprising over 40 international, regional and local brands. Tiger remains a choice brand at home in Singapore and in markets where it is served. It is currently available in 60 markets worldwide. With the commencement of the Heineken distribution in Laos in June 2010, we now represent the brand in nine Asian markets. Of these, we brew Heineken in eight markets, namely Singapore, China, Indonesia, Malaysia, New Caledonia, New Zealand, Thailand and Vietnam. Our stake acquisition of the breweries in Indonesia and New Caledonia brought two iconic brands, Bintang and Number One, into the APB portfolio. Both are leading names in their respective countries and their inclusion further strengthens our portfolio. Several other new brands were launched during the year. Local beer Namkhong was launched in Laos; Monteiths Crushed Pear Cider was unveiled in New Zealand; and Tiger Crystal was introduced to Malaysia (as a limited edition) and Vietnam. The Tiger variant also recently made its debut in Singapore. Such additions further diversify our brand portfolio, allowing the Group to craft opportunities for these brands to be introduced in new markets, further sharpening our competitive edge. Primed for further growth Today, APB is supported by 37 breweries operating across 13 countries, placing us in a stronger position as a leading brewer in the Asia Pacic region. We have been proactive in expanding capacity and improving productivity in all our existing breweries. In Vietnam, several expansions took place over the year. We expanded the production capacities of our breweries in Ho Chi Minh City and Tien Giang to 2.8 million hectolitres and 650,000 hectolitres respectively. A year later, we commissioned a new packaging line which doubled the packaging capacity of the brewery in Danang. Our brewery in Mongolia became the rst and only beverage company in Mongolia to launch a new canning line in December 2009. This means that we are now able to transport our canned beers to regions far beyond the capital city of Ulaanbaatar, enabling us to create and capture previously untapped market opportunities. In March 2010, we commissioned a new brewhouse and canning line at our brewery in Lae, Papua New Guinea. A new canning line and fermentation storage tanks were also installed at our Sri Lanka brewery that same year. More recently, the construction of our 1 million-hectolitre greeneld brewery in Guangzhou was completed in December 2010. This is expected to accelerate our expansion in South China. These developments will not only strengthen our infrastructure and improve efciency, but also better equip our operations for future growth. Appreciation It has been an inspiring year for all of us at APB, and my appreciation goes out to each and every one of our staff. I would also like to express my thanks to the union, our customers and Board members for their unstinting support and wise counsel.
three-fold) and Thailand (vefold). Mongolia stopped the red ink and turned protable while China broke even. Our newly acquired breweries from Indonesia and New Caledonia have performed in line with expectations. They contributed signicantly to Group PBIT during the nancial year. Operations review Singapore PBIT climbed 16% to S$81.8 million. This improvement was due to better performances from domestic as well as export operations. Overall volume fell 7%, mainly due to the transfer of the distribution and management of Tiger beer in the United Kingdom to Heineken UK in August 2009. Malaysia PBIT improved 38% to S$17.7 million as a result of volume growth of 10% and lower marketing expenditure. Papua New Guinea PBIT grew 3% to S$79.5 million, owing to better margins from price increases. This was despite a 2% dip in sales volume arising from liquor restrictions imposed in several regions. New Zealand PBIT rose to S$30.6 million in FY2010. The nearly three-fold jump was due mainly to a 4% volume gain, favourable sales mix and the appreciation of the New Zealand dollar. Indochina The region, particularly Vietnam, continued its robust performance with a PBIT gain of 48% to S$241.7 million while volume rose 28%. Excluding gestation losses for Lao operations and translation losses for the region, PBIT grew organically by 56%.
Roland Pirmez Chief Executive Ofcer
Annual Report
New Benchmark
S$0.5 billion
APB is now a company with prot before interest, taxation and exceptional items of half a billion dollars
Bottoms up to a benchmark bottom line

PBIT increased 58% year-onyear with newly acquired breweries in Indonesia and New Caledonia contributing 11% of total PBIT.
We achieved S$0.5 billion PBIT in FY2010, which is a historical high for APB, setting a new record prot for the company. In addition, attributable prot before exceptional items increased 65% to S$261 million from S$158 million in FY2009. The immediately accretive acquisitions of PT Multi Bintang Indonesia Tbk in Indonesia and Grande Brasserie de Nouvelle Caledonie S.A. in New Caledonia contributed 11% of total PBIT, diversifying our prot mix and making us less dependent on any one specic region. Indochina remains our largest prot contributor, accounting for 48% of total PBIT.
Annual Report
New Markets
newly acquired protable market leaders
PT Multi Bintang Indonesia Tbk in Indonesia and Grande Brasserie de Nouvelle Caledonie S.A. in New Caledonia
Heres to a wider reach and stronger market leadership

We now participate in two protable beer markets via newly acquired breweries.
We have consolidated our leading position in ASEAN by entering Indonesia, Southeast Asias largest economy. Through our investment there, we are now well-placed in Southeast Asias most populous country, expanding our footprint in this region. Our platform in the South Pacic has broadened through the acquisition of the market leader in New Caledonia. We will capitalise on market opportunities for growth and future expansion.
Annual Report
Enhanced Portfolio
over 40
brands
We have one of Asias most coveted brand portfolios, made up of over 40 international, regional and local brands
The best reason to drink: more beer brands

The addition of 2 new iconic beer brands, Bintang in Indonesia and Number One in New Caledonia, further strengthens our regional competitive edge.
We have further diversied our brand portfolio, allowing us to enhance our competitive edge and leverage on new potential opportunities. During the year, local brand Namkhong was launched in Laos; Heineken commenced distribution in Laos; Tiger Crystal was introduced in Vietnam and Malaysia (as a limited edition); and Monteiths Crushed Pear Cider made its debut in New Zealand.
2 new iconic beer brands

APB has added 2 iconic beer brands, Bintang in Indonesia and Number One in New Caledonia.
Annual Report
Boosting Operations
50,000
Vietnam In 2009, we expanded the production capacities of our breweries in Ho Chi Minh City and Tien Giang to 2.8 million hectolitres and 650,000 hectolitres respectively. We commissioned a new packaging line which doubled packaging capacity in our brewery at Danang. Mongolia Our brewery in Mongolia is the rst and only beverage company to set up a canning line in Mongolia.
bottles of beer per hour
Our brewery in Danang, Vietnam, commissioned a new bottling line to meet surging beer demand
Toast to greater capacity

Increased capacities of our breweries in key markets enabled us to further tap on growing beer demand.
Papua New Guinea We commissioned a new brewhouse and canning line at our brewery in Lae. Sri Lanka Our brewery in Sri Lanka installed a new canning line and added two fermentation storage tanks. China The construction of our 1 million-hectolitre greeneld brewery in Guangzhou was completed in December 2010.
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Annual Report
Five-year Group Statistics
2006
2007
2008
2009 (restated)
2010
Revenue Prot before interest, taxation and exceptional items Prot before taxation and exceptional items Attributable prot before exceptional items Attributable prot Attributable prot before exceptional items / Revenue Share capital and reserves Total assets employed Attributable prot before exceptional items as a percentage of average shareholders equity Attributable prot as a percentage of average shareholders equity Per share Attributable prot before exceptional items Attributable prot Dividend for year (net) Net tangible assets Dividend yield based on highest share price for the year
$m $m $m $m $m % $m $m % % cents cents cents $ %
1,526.3 249.7 249.9 131.6 129.9 8.6 886.0 1,558.6 15.0 14.8 51.2 50.3 30.0 2.42 1.9
1,783.6 255.2 248.2 132.6 133.7 7.4 953.8 1,725.4 14.4 14.5 51.4 51.8 32.0 2.80 1.9
1,997.9 277.7 273.4 131.9 123.7 6.6 957.2 1,711.8 13.8 13.0 51.1 47.9 32.0 2.89 2.3
1,999.1 316.2 313.6 158.0 172.4 7.9 1,032.3 1,746.5 15.9 17.3 61.2 66.8 32.0 3.13 2.6
2,511.1 500.1 500.8 261.0 263.1 10.4 1,131.6 2,324.2 24.1 24.3 101.1 101.9 66.0 1.82 3.8
Group Financial Highlights

Prot before interest, taxation and exceptional items ($m) 0 2010 2009 2008 2007 2006 100 200 300 400 500 500.1 600 2010 2009 2008 2007 2006 Attributable prot before exceptional items ($m) 0 50 100 150 200 250 261.0 300 2010 2009 2008 2007 2006 Market capitalisation* ($m) 120 2010 2009 2008 2007 2006 0 1000 2000 3000 4000 5000 4,750.5 Share capital and reserves ($m) 0 200 400 600 1000 1200 1,131.6 1,032.3 957.2 953.8 886.0 800
316.2 277.7 255.2 249.7
158.0 131.9 132.6 131.6
Attributable prot before exceptional items / Revenue (%) 0 2010 2009 2008 2007 2006 2 4 6 8 10 10.4 12
Attributable prot before exceptional items per share (cents) 0 2010 2009 2008 2007 2006 20 40 60 80 100 101.1
7.9 6.6 7.4 8.6
61.2 51.1 51.4 51.2
3,124.0 2,633.4 3,407.7 3,948.6
Return on average shareholders equity before exceptional items (%) 0 2010 2009 2008 2007 2006 5 10 15 15.9 13.8 14.4 15.0 20 24.1 25
Dividend yield based on highest share price for the year (%) 0.0 2010 2009 2008 2007 2006 0.5 1.0 1.5 2.0 2.5 2.6 2.3 1.9 1.9 3.0 3.5 4.0 3.8
Note * Market capitalisation is based on share price at close of business on rst trading day after preliminary announcement of full year results.
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Annual Report
Two-year Financial Highlights
Notes
2010
2009 (restated*)
Change (%)
Prot Statement Revenue Prot before interest, taxation and exceptional items Prot before taxation Prot after taxation Attributable prot before exceptional items after exceptional items Balance Sheet Shareholders equity Total assets Market capitalisation at 12 Nov 2010 (13 Nov 2009) Financial Ratio Return on average shareholders equity Prot before taxation Attributable prot before exceptional items Prot before interest, taxation and exceptional items as a percentage of revenue Prot before taxation as a percentage of revenue Prot after taxation as a percentage of revenue Per Share Data Prot before taxation Attributable prot before exceptional items Net tangible assets Dividends (1-tier tax exempt) Dividend cover Singapore Exchange prices Year to 30 September High (27 Sep 2010) Low (18 Dec 2009) At 12 Nov 2010 (13 Nov 2009)
$m $m $m $m 1 1 $m $m $m $m $m
2,511.1 500.1 500.8 356.3 261.0 263.1 1,131.6 2,324.2 4,750.5
1,999.1 316.2 313.6 219.3 158.0 172.4 1,032.3 1,746.5 3,124.0
25.6 58.2 59.7 62.5 65.2 52.6 9.6 33.1 52.1
% % % % % $ $ $ cents times $ $ $
46.3 24.1 19.9 19.9 14.2 1.94 1.01 1.82 66.0 1.53 17.28 11.90 18.40
31.5 15.9 15.8 15.7 11.0 1.21 0.61 3.13 32.0 1.91 12.30 9.00 12.10 59.7 65.2 -41.9 106.3 -19.9
Notes 1. Attributable prot: Prot after taxation and non-controlling interests. 2. Based on issued share capital at year end 30 September and market price is as per close of business on rst trading day after preliminary announcement of full year results. 3. Dividend cover: Attributable prot before exceptional items per share divided by net dividends per share. * The operating results have been restated for the reclassication of the India subsidiaries disposed in February 2010 to discontinued operations.
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Annual Report
Board of Directors
Mr Simon Israel, 57 Chairman Non-Executive and Non-Independent Director
Mr Roland Pirmez, 50 Chief Executive Ofcer Executive and Non-Independent Director
Mr D R Hazelwood, 64 Non-Executive and Non-Independent Director
Date of rst appointment as a director: 26 November 2007 Date of last re-election as a director: 29 January 2008 Length of service as a director (as at 30 Sep 2010): 2 years 10 months Academic & Professional Qualication(s): Diploma, Business Studies, The University of The South Pacic Present Directorships (as at 30 Sep 2010) Listed companies Neptune Orient Lines Limited Singapore Telecommunications Ltd CapitaLand Ltd Others Temasek Holdings (Private) Limited Major Appointments (other than Directorships, as at 30 Sep 2010) Singapore Tourism Board (Chairman) Past Directorships in listed companies held over the preceding three years (from 01 Oct 2007 to 30 Sep 2010) Fraser and Neave, Limited Others Previously Chairman, Asia Pacic of Danone Asia Pte Ltd, and member of Executive Committee of Danone Group Previously held various positions in Sara Lee Corporation in the Asia Pacic region, including Country Manager/Zone Manager for Indonesia, the Philippines, the South Pacic and Thailand, and President (Household & Personal Care), Asia Pacic
Date of rst appointment as a director: 1 October 2008 Date of last re-election as a director: 20 January 2009 Length of service as a director (as at 30 Sep 2010): 2 years Board committee(s) served on: Executive Committee (Chairman) Academic & Professional Qualication(s): Engineering degree in Agriculture, University of Louvain-la-Neuve, Belgium Masters degree in Brewing, University of Louvain-la-Neuve, Belgium Present Directorships (as at 30 Sep 2010) Listed companies PT Multi Bintang Indonesia Tbk Kingway Brewery Holdings Limited Others Previously Chief Executive Ofcer of Heineken Russia Previously General Manager of Thai Asia Pacic Brewery Co Ltd Previously Managing Director - Angola of Heineken Group
Date of rst appointment as a director: 30 January 1995 Date of last re-election as a director: 20 January 2009 Length of service as a director (as at 30 Sep 2010): 15 years and 8 months Board committee(s) served on: Audit Committee* * alternating Member on annual rotational basis with Mr Koh Poh Tiong Academic & Professional Qualication(s): Fellow, The Institute of Chartered Accountants, England and Wales Present Directorships (as at 30 Sep 2010) Listed companies Grupa Zywiec S.A. Others Previously Director Group Finance of Heineken Group Previously Director of Nigerian Breweries Plc
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Mr Siep Hiemstra, 55 Non-Executive and Non-Independent Director
Mr Koh Poh Tiong, 64 Non-Executive and Non-Independent Director
Date of rst appointment as a director: 21 June 2005 Date of last re-election as a director: 22 January 2010 Length of service as a director (as at 30 Sep 2010): 5 years 3 months Board committee(s) served on: Executive Committee Nominating Committee* Remuneration Committee* * alternating Member on annual rotational basis with Mr Koh Poh Tiong Academic & Professional Qualication(s): Bachelors degree in Business Administration, School of Higher Economic Studies, Rotterdam International management programmes (Cambridge/IMD/Insead) Present Directorships (as at 30 Sep 2010) Listed companies PT Multi Bintang Indonesia Tbk Kingway Brewery Holdings Limited United Breweries Limited Others Asia Pacic Investment Pte Ltd Heineken Asia Pacic Pte Ltd (Chairman) Major Appointments (other than Directorships) President, Heineken Asia Pacic Executive Committee of Heineken NV Others Previously held senior management positions in Heineken Group in Europe, Africa and Asia Pacic Previously Corporate Director of Heineken Technical Services
Date of rst appointment as a director: 1 October 1993 Date of last re-election as a director: 29 January 2008 Length of service as a director (as at 30 Sep 2010): 17 years 9 months Board committee(s) served on: Executive Committee Audit Committee* Nominating Committee** Remuneration Committee** * alternating Member on annual rotational basis with Mr D R Hazelwood ** alternating Member on annual rotational basis with Mr Siep Hiemstra Academic & Professional Qualication(s): Bachelor of Science, University of Singapore Present Directorships (as at 30 Sep 2010) Listed companies Fraser & Neave Holdings Bhd Kingway Brewery Holdings Limited PT Multi Bintang Indonesia Tbk Others Asia Pacic Investment Pte Ltd The Great Eastern Life Assurance Co Limited PSA Corporation Ltd PSA International Pte Ltd Major Appointments (other than Directorships) Fraser and Neave, Limited (Chief Executive Ofcer, Food and Beverage) Singapore Kindness Movement (Chairman)
Others Previously Chief Executive Ofcer of Asia Pacic Breweries Limited Previously Chairman of Agri-Food & Veterinary Authority Previously Singapores Representative on APEC Business Advisory Council Previously Chairman of School Advisory Committee of Gan Eng Seng School Previously Board Member of Singapore Youth Olympic Games Organising Committee Previously Director of National Healthcare Group Pte Ltd Previously Director of Media Corporation of Singapore Pte Ltd Previously Director of Television Corporation of Singapore Pte Ltd Previously Director of Wildlife Reserves Singapore Pte Ltd Previously Director of Jurong BirdPark Pte Ltd Public Service Medal, 2007 Service to Education Award, 2007 DHL/The Business Times Outstanding CEO of the Year Award, 1998
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Annual Report
Board of Directors (CONTINUED)
Mr Goh Yong Hong, 71 Non-Executive and Independent Director
Mr Lee Yong Siang, 75 Non-Executive and Independent Director
Mr Bob Tan Beng Hai, BBM, 58 Non-Executive and Independent Director
Date of rst appointment as a director: 1 October 1993* Date of last re-election as a director: 22 January 2010 Length of service as a director (as at 30 Sep 2010): 17 years Board committee(s) served on: Audit Committee Nominating Committee (Chairman) Remuneration Committee Academic & Professional Qualication(s): Bachelor of Laws (Honours), University of Malaya, Singapore Present Directorships (as at 30 Sep 2010) Listed companies SC Global Ltd Major Appointments (other than Directorships) Seletar Country Club (Chairman) Advisory Committee of Rafes Town Club (Chairman) Singapore Amateur Swimming Association (President) Past Directorships in listed companies held over the preceding three years (from 01 Oct 2007 to 30 Sep 2010) Guocoland Ltd Others Previously Commissioner of Police Previously Executive Deputy Chairman of Singapore Turf Club Previously Vice President of Singapore National Olympic Council Previously Vice President of Singapore Sports Council * Resigned on 30 September 2010
Date of rst appointment as a director: 1 January 1995 Date of last re-election as a director: 22 January 2010 Length of service as a director (as at 30 Sep 2010): 15 years 9 months Board committee(s) served on: Audit Committee (Chairman) Nominating Committee Remuneration Committee (Chairman) Academic & Professional Qualication(s): PPA (Gold), B.E. (Malaya) Master of Science, Harvard Advanced Management Programmes (Stanford/Insead) Fellow, Institution of Civil Engineers, London Present Directorships (as at 30 Sep 2010) AGF Asset Management Asia Limited Others Previously Chief Executive of Public Utilities Board Previously Chairman of Tuas Power Ltd Previously Chairman of Changi (Toa Payoh) General Hospital Previously Chairman of City Gas Pte Ltd
Date of rst appointment as a director: 01 October 2010 Date of last re-election as a director: Length of service as a director (as at 30 Sep 2010): Board committee(s) served on: Audit Committee Nominating Committee (Chairman) Remuneration Committee Academic & Professional Qualication(s): Fellow, The Institute of Chartered Accountants in England and Wales Present Directorships (as at 30 Sep 2010) Listed companies SMRT Corporation Ltd Others Jurong Engineering Limited (Chairman) Singapore LNG Corporation Pte Ltd (Chairman) SINGEX Venues Pte Ltd (Chairman) SINGEX Exhibitions Pte Ltd (Chairman) SINGEX Exhibition Ventures Pte Ltd (Chairman) SBF Holding Pte Ltd Major Appointments (other than Directorships) Institute of Technical Education (Chairman) Singapore National Employers Federation (VicePresident) Singapore Business Federation (Honorary Treasurer) Tripartite Alliance for Fair Employment Practices (Co-Chair) Singapore Golf Association (President) Others Public Service Star Award National Day Award 2010 Friend of Labour Award (2000)
15
Mr Kenneth Choo Tay Sian, 43 Alternate Director to Mr Siep Hiemstra
Mr Huang Hong Peng, 51 Alternate Director to Mr Koh Poh Tiong
Mr R S Lette, 62 Alternate Director to Mr D R Hazelwood
Date of rst appointment as alternate director: 21 June 2005 Length of service as alternate director (as at 30 Sep 2010): 5 years 3 months Academic & Professional Qualication(s): Bachelor of Accountancy (Honours), Nanyang Technological University, Singapore Advanced Management Programme (Harvard Business School) Member, Institute of Certied Public Accountants of Singapore Present Directorships (as at 30 Sep 2010) Listed companies Kingway Brewery Holdings Limited* * alternate to Mr Siep Hiemstra Others Asia Pacic Investment Pte Ltd* Heineken Asia Pacic Pte Ltd * alternate to Mr Siep Hiemstra Major Appointments (other than Directorships) Director, Regional Finance and Business Development, Heineken Asia Pacic
Date of rst appointment as alternate director: 23 February 2009 Length of service as alternate director (as at 30 Sep 2010): 1 year 7 months Academic & Professional Qualication(s): Degree in Air Transport, Ecole Nationale de lAviation Civile, Toulouse, France Advanced Management Programme (Harvard Business School) Present Directorships (as at 30 Sep 2010) Listed companies Fraser & Neave Holdings Bhd China Dairy Group Ltd Others Agrifood Technologies Pte Ltd (Chairman) Asia Pacic Investment Pte Ltd* * alternate to Mr Koh Poh Tiong Major Appointments (other than Directorships) Fraser and Neave, Limited (Deputy Chief Executive Ofcer, Food and Beverage) Agri-Food & Veterinary Authority of Singapore (Board Member) Others Previously Regional Director, China/CEOs Ofce of Asia Pacic Breweries Limited Previously Assistant Director, Airport Management of Civil Aviation Authority of Singapore
Date of rst appointment as alternate director: 19 June 1995 Length of service as alternate director (as at 30 Sep 2010): 15 years 3 months Academic & Professional Qualication(s): Commercial Diploma, Institute Montana, Zugerberg, Switzerland Advanced Management Programmes (IMD/ Insead) Present Directorships (as at 30 Sep 2010) Listed companies InnoTek Limited (Chairman) Others Exerion Precision Technology Holding NV Manseld Manufacturing Company Ltd Heineken Switzerland AG Past Directorships in listed companies held over the preceding three years (from 01 Oct 2007 to 30 Sep 2010) PT Multi Bintang Indonesia Tbk Others Previously Director of Ciba Geigy Pte Ltd Previously Chairman of MeesPierson Asia Pte Ltd Previously Managing Director of Dresdner South East Asia Pte Ltd Previously Branch Manager and First Vice President of Credit Suisse Singapore Previously Director Electrowatt Pte Ltd
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Annual Report
Leadership Team Asia Pacic Breweries Limited
Mr Chris Kidd Regional Director, Indochina
Mr Roland Pirmez Chief Executive Ofcer
Ms Loy Juat Boey Director, Group Finance
At the helm of our management team are individuals with a broad range of expertise. Collectively, they possess a proven track record.
Dr Les Buckley Regional Director, S.E.A / Oceania
17
Mr Malcolm Tan Regional Director, China
Mr Vivek Chhabra Regional Director, South Asia & Director, Group Business Development
Mr Bennett Neo Regional Director, Singapore Cluster and Cambodia
Mr Edmond Neo Director, Group Commercial
Ms Geraldine Lim Director, Group Legal
Ms Yu Ping Yu Director, Group Human Resource
Mr Antonio Apostolo Director, Supply Chain Asia Pacic
Mr Lim Yew Hoe General Manager, CEO Ofce
Ms Sarah Koh General Manager, Group Corporate Communications
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Annual Report
Leadership Team Subsidiaries and associated companies
Mr Larry Lee General Manager, Asia Pacic Brewery (Hanoi) Limited Vietnam
Mr Dusty Alahakoon General Manager, Asia Pacic Brewery (Lanka) Limited Sri Lanka
Mr Michael Chin General Manager, Asia Pacic Breweries (Singapore) Pte Ltd Singapore
Mr Koh Tai Hong General Manager, Cambodia Brewery Limited Cambodia
Mr Melvyn Ng General Manager, Guangzhou Asia Pacic Brewery Co. Ltd China
Mr Charles Ireland Managing Director, Guinness Anchor Berhad Malaysia
Mr Kevin Ng General Manager, Hainan Asia Pacic Brewery Company Ltd China
Mr Ronnie Teo General Manager, Lao Asia Pacic Breweries Limited Laos
Mr Samson Wong General Manager, Shanghai Asia Pacic Brewery Co. Ltd China
Mr Stan Joyce General Manager, South Pacic Brewery Limited Papua New Guinea
Mr Panya Pongtanya General Manager, Thai Asia Pacic Brewery Co. Ltd Thailand
Mr Ong Chui Seng General Manager, Tiger Export Pte Ltd Singapore
19
Mr Brian Blake Managing Director, DB Breweries Limited New Zealand
Mr Doron Jack Wijnschenk General Manager, Grande Brasserie de Nouvelle Caledonie S.A. New Caledonia
Mr Lester Tan General Manager, MCS-Asia Pacic Brewery LLC Mongolia
Mr Leo Evers General Manager, PT Multi Bintang Indonesia Tbk Indonesia
Mr David Teng General Manager, Vietnam Brewery Limited Vietnam
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Annual Report
Organisation Structure
as at 8 December 2010
APBs Shareholding
100% 100% 60% 80% 100% 87.3% 25.5% 50%
Asia Pacific Breweries (Singapore) Pte Ltd, Singapore Asia Pacic Brewery (Hanoi) Limited, Vietnam Asia Pacific Brewery (Lanka) Limited, Sri Lanka Cambodia Brewery Limited, Cambodia DB Breweries Limited, New Zealand 100% Drinkworks Limited* Grande Brasserie de Nouvelle Caledonie S.A., New Caledonia Guinness Anchor Berhad, Malaysia Heineken-APB (China) Pte. Ltd., China** 100% Heineken-APB (China) Management Services Co. Ltd 100% Shanghai Asia Pacific Brewery Co. Ltd 100% Hainan Asia Pacific Brewery Company Ltd 100% Heineken Trading (Shanghai) Co. Ltd 100% Guangzhou Asia Pacic Brewery Co. Ltd 21.37% Kingway Brewery Holdings Limited 49% Jiangsu Dafuhao Breweries Co., Ltd Lao Asia Pacific Breweries Limited, Laos MCS-Asia Pacific Brewery LLC, Mongolia PT Multi Bintang Indonesia Tbk, Indonesia South Pacific Brewery Limited, Papua New Guinea Thai Asia Pacific Brewery Co. Ltd, Thailand Tiger Export Pte Ltd, Singapore Vietnam Brewery Limited, Vietnam 100% VBL Da Nang Limited 100% VBL Tien Giang Limited 80% VBL Quang Nam Limited
68% 55% 80.6% 75.81% 36.84% 100% 60%
* DBG (Australia) Pty Limited, a wholly-owned subsidiary of DB Breweries Ltd is trading as Drinkworks Limited in Australia. ** The other 50% is owned by Asia Pacic Investment Pte Ltd, which is jointly and equally owned by Fraser and Neave, Limited and Heineken N.V.
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Annual Report
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Annual Report
Business Review
SINGAPORE
PAGE 24
MALAYSIA
PAGE 26
NEW ZEALAND
PAGE 28
All time high in the Asia Pacic and beyond.

PAPUA NEW GUINEA
PAGE 30
INDOCHINA
PAGE 32
THAILAND
PAGE 36
CHINA
PAGE 38
MONGOLIA
PAGE 40
SRI LANKA
PAGE 42
EXPORT MARKETS
PAGE 44
NEW MARKETS
PAGE 46
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Annual Report
Business Review Singapore
A good year for Singapore

During the nancial year, revenue and PBIT from Singapore were S$472.2 million and S$81.8 million respectively.
1
The results of our Singapore market take into account both domestic and export operations. During the nancial year, revenue and PBIT from Singapore were S$472.2 million and S$81.8 million respectively. Versus the year before, PBIT grew 16%, due to better performances both from our export business as well as at home where domestic volume increased marginally. The rapid growth of the Singapore economy presented the
1. Tiger fully maximised its brand exposure in the Year of the Tiger. 2. Heineken continually excites its consumers through innovative marketing and events such as the successful T.G.I.M campaign. 3. Barons Strong Brew continued to build on its European heritage and inuence consumption choice.
25
16%
PBIT growth
company with several opportunities that we were quick to seize. Although the beer market continued to see an inux of beer imports that further intensied competition, there also had been an increase in tourist arrivals. With the development of the two integrated resorts contributing to a burgeoning tourism and entertainment sector, we have since secured alliances with them that grew our visibility and distribution. A portfolio that performs In the Year of the Tiger, Tiger beer left no stone unturned when it came to maximising brand exposure. Apart from de2 ploying above-the-line thematic campaigns for Tiger, tactical consumer activities and online initiatives were also important in maintaining consumer excitement. Further underlining its association with football, Tiger was the broadcast sponsor of the FIFA World Cup and Barclays Premier League. Meanwhile, Heineken leveraged prominent international campaigns and sustained its highly effective music platform to connect with discerning young adults. These efforts have maintained the international appeal of the brand and thereby delivering a higher volume during the year. ABC Extra Stout, Anchor and Barons Strong Brew focused on widening their distribution channels during the year. A stronger distribution enabled better support for the various brand promotions and campaigns rolled out. For consumers who prefer to discover a beer out of the ordinary, our range of Archipelago draft beers will meet that need. As part of ongoing measures to enhance consumer offering, the company commenced distribution of Kirin Ichiban beer in Singapore in January 2010.
26
Annual Report
Business Review Malaysia
Malaysia continues to deliver
Standing out, Heineken continued to harness music platforms such as the Heineken Green Space to connect with its drinkers.
Protability of the business has grown on the back of a 10% rise in volume and lower marketing expenditure.
APB participates in the beer market of Malaysia through our 25.5% stake in Guinness Anchor Berhad. APBs share of PBIT stood at S$17.7 million, 38% higher than the year before. Protability of the business has grown on the back of a 10% rise in volume and lower marketing expenditure. This credible performance was achieved in a at beer market
where growth in the last 12 years has been limited by the high excise duties imposed. Attracting and retaining consumers Riding on the improving economic sentiment, the company forged ahead with its diversied portfolio of distinctive brands, each with its clear-cut positioning and consistent messaging. To build brand afnity and recruit new consumers, Tiger
continued its proven strategy of focusing on football and music marketing. Tiger FC, a platform which Tiger adopts to associate with football and build brand loyalty in the country, today boasts a strong membership of more than 100,000. Alongside, the brand tapped sustainable music campaigns and events such as the Oktoberfest which further extended the exposure of Tiger. Aligned with its objective to keep growing its pool of drinkers, a
27
38%
PBIT growth
Guinness celebrated 250 years of greatness on Arthurs Day with a live music concert in Kuala Lumpur.
Anchor, a catalyst for fun.
Tiger variant, Tiger Crystal was introduced in Malaysia as a limited edition in April 2010. Heineken reinforced its international image by capitalising on the global sponsorship of the UEFA Champions League. Concurrently, Heineken harnessed music as a platform to project its appeal to trendsetters. In addition to successes such as the Heineken Green Room and Rainforest World Music Festival, Heineken Thirst made its Malay-
sian debut in 2010. In line with these efforts, digital communications were increasingly utilised to add dimension in the marketing of Heineken. Anchor achieved growth in both brand equity and volume owing to increased brand activi-
ties and an aggressive distribution drive. During the year, Anchor unveiled a new brand identity and packaging which served to underline its qualities as a smoother, more refreshing lager. As a heritage brand known for its quality in Malaysia, Guinness
sustained its popularity through fun and sociable experiences like Arthurs Day and St Patricks Day which were relevant to consumers; as well as effective initiatives that drove trials and brand visibility.
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Annual Report
Business Review New Zealand
A recovery for New Zealand
The introduction of a new variant Tui Blond further boosted the popularity of the local Tui brand.
PBIT increased nearly threefold to S$30.6 million while revenue gained 23% to S$456 million mainly due to a 4% volume increase, favourable sales mix and the appreciation of the New Zealand dollar.
Amidst a difcult market struggling for a sustainable economic recovery, our wholly owned subsidiary in New Zealand made a strong recovery as compared to a year ago. PBIT increased nearly threefold to S$30.6 million while revenue gained 23% to S$456 million. These encouraging results were mainly due to a 4% volume increase, a favourable sales mix and the appreciation of the New Zealand dollar. Sound brand performance Two key brands, Heineken and Tui, maintained their strong
followings. Heineken enjoyed a resounding turnaround in volume as compared to the previous year, owing to strategic above-the-line communications and sponsorships as well as product and packaging innovations. Growth of the popular Tui brand was positive because of consumer loyalty that was reinforced through concerted marketing as well as the launch of a new lager, Tui Blond. During the year, the Export range of beers secured a higher prot margin than the year before. Apart from renewing its afliation with consumers through
29
188%
PBIT growth
At the BrewNZ Awards, our brewery in New Zealand was crowned the 2010 New Zealand Champion Brewery.
a campaign that showcased its 50-year history, the Export range also saw a packaging update for Export Gold and Export Dry that gave the beers an updated identity. New Zealands craft beer market continued to grow in FY2010. To capitalise on this, we launched Monteiths Crushed Pear Cider in September 2010 to further increase the appeal of the Monteiths brand. This followed the success of Monteiths Crushed Apple Cider that was launched the year before. Tiger continued to grow in volume. Its brand image of urban street cool was delivered by Tiger Translate, an art and music event; Tiger Art, street art mu-
rals in bars; and Tiger Digital, an online platform that engages top creative artists and musicians. Visibility of Tiger was maximised through its point of sales across all channels.
An award winning year 2010 turned out to be an award-winning year for our brewery and beer brands in New Zealand. At the 2010 BrewNZ Awards, we collected a total of
ve trophies and eight medals. In fact, we were crowned the 2010 New Zealand Champion Brewery at this prestigious event.
30
Annual Report
Business Review Papua New Guinea
Papua New Guinea celebrates another year of growth

We have further primed ourselves to capitalise on the growth potential of the beer market in Papua New Guinea.
Our business in Papua New Guinea remained one of our top PBIT contributors. The operations there recorded a PBIT gain of 3% to almost S$80 million while revenue was S$262.4 million. The stronger performance was attributable to improved margins from price increases. This was despite a 2% dip in volume arising from liquor restrictions imposed in several regions in the country. Beers for every occasion Three key brands - SP Lager, South Pacic Export Lager and Niugini Ice are tapped from our two breweries situated in Lae and Port Moresby. Mainstay SP Lager is positioned as everybodys beer for every occasion. Through its sponsorships of local rugby league and the national rugby team of Papua New Guinea, the brand has established itself as the national beer of the country. To sustain
SP Lager, South Pacic Export Lager and Niugini Ice are brewed at our brewery in Lae.
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3%
PBIT growth
South Pacic Export Lager maintained rapport with drinkers through sponsorships of sporting events that were pegged at the international level.
visibility, SP Lager continued the successful BIG TIME marketing campaign that has been promoting the brand as an integral part of celebration. Targeting working professionals, South Pacic Export Lager threw its support behind golf and rugby events, both of which are part of the international league. Meanwhile, the countrys coolest beer, Niugini Ice enjoyed rising popularity amongst urban young adult consumers whom the brand has actively targeted through its strategic marketing. Priming for the next lap A major milestone for the year was the commissioning of a brewhouse and canning line at the brewery in Lae in March 2010. This has given us additional capacity and capabilities to better address beer demand and keep delivering brews of the nest quality. We are currently upgrading the warehouse facilities of the brewery in Port Moresby. The resulting enhancement will enable us to further prime ourselves to capitalise on the growth potential of the beer market in Papua New Guinea.
The new brewhouse and canning line at Lae brewery have enhanced our capabilities to meet potential beer demand in the market.
Our business in Papua New Guinea stayed as one of our top performing operations.
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Annual Report
Business Review Indochina
Indochina retains pole position

1
The Indochina region, particularly Vietnam, has grown very robustly with volume surging 28%. Revenue rose 13% to S$935.4 million while PBIT saw an outstanding gain of 48% to S$241.7 million.
Indochina, comprising Vietnam, Cambodia and Laos, was again the largest PBIT contributor in FY2010. The region, particularly Vietnam, has grown robustly with volume surging 28%. Revenue rose 13% to S$935.4 million while PBIT saw an outstanding gain of 48% to S$241.7 million. Vietnam surges ahead APB engages in the Vietnamese beer market through our 60%-owned subsidiary that manages four breweries in the south and central regions; as well as a wholly-owned brewery in northern Vietnam. The beer market of Vietnam has been growing at an annual
1. Heineken ushered in the new year with a massive countdown party in Vietnam. 2. Tiger launched a limited edition aluminium bottle as part of the Tet celebration.
33
48%
PBIT growth
average rate of 13% in recent years. This phenomenon was in line with the rapid economic development of the country and well-sustained by its large young population with rising afuence. Concurrently, a growing tourism sector has also accelerated beer
demand and brought about greater prospects to the industry. In view of the rising opportunities which are now not only concentrated in the two major cities of Ho Chi Minh and Hanoi, but also in regions beyond, we have invested steadily in brand building
Vietnam To full rising demand for our beers, we commissioned a new 50,000 bottles-per-hour bottling line at our brewery in Danang in August 2010.
to further strengthen our brands in the existing marketplace and hastened the pace of extending them to new territories. This strategy has paid off as demand for our brands, Tiger, Heineken and Biere Larue, rose signicantly over the previous year. Both Tiger and Heineken have continued to benet from successful marketing such as a Tet (Vietnamese New Year) promotion programme, above-theline campaigns as well as novel consumer engagement events. To further improve the brand equity of Tiger in Vietnam, Tiger Crystal was introduced as yet another premium choice option in November 2009. During the year, Biere Larue which dates back to 1909 and enjoys strong popularity in the central region, was locally brewed in Hanoi for distribution in the northern provinces of Vietnam. Meanwhile, the brand also signicantly accelerated its growth in the southern provinces, beyond its core markets of Danang and Quangnam. Today, the Biere Larue brand is available in over 40 provinces in Vietnam. To full rising demand for our beers, we commissioned a new 50,000 bottles-per-hour bottling line at our brewery in Danang in August 2010. The investment is part of a multiphase investment programme that will also include a new brewhouse, fermentation tanks and a warehouse. This milestone marked yet another capacity enhancement in over a year since we last expanded the production capacities of our breweries in Ho Chi Minh City and Tien Giang to 2.8 million hectolitres and 650,000 hectolitres respectively in 2009.
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Annual Report
Business Review Indochina (CONTINUED)
Cambodia Our brewery further differentiated itself from the competition by obtaining ISO 22000 certication in September 2010.
Tiger is embraced as a world-class beer in Cambodia.
Cambodia rejuvenates brands During the nancial year, our 80%-owned brewery in Cambodia contended with increased competition in an economy that has yet to fully recover from the recent recession. The environment worsened when the excise tax was revised upwards by 5% in March 2010. To overcome the challenges, we stepped up brand investment efforts across the board, further strengthened our distribution and improved efciency. To stand out from the competition, Anchor underlined its position as a catalyst for fun through a brand rejuvenation exercise that included new thematic communications, a packaging up-
35
grade, a credential campaign and proactive consumer engagement through a Rave Tour. ABC Extra Stout also embarked on a new thematic campaign by harnessing various media to convey its brand proposition of Savouring Success. Meanwhile, Tiger continued to promote its world-class quality through above-the-line communication of its international credentials and most recent gold award at the World Beer Cup. At the same time, brand awareness and consumer interests were generated by promotions and events like Oktoberfest and Tiger Translate. Also, leveraging on a reputation of superior quality but at an affordable price was Gold Crown. To drive volume, the brand strategically utilised billboards which effectively enhanced brand visibility, actively organised wedding promotions and sponsored popular local events like the Water Festival which enhanced brand afnity with consumers. Our brewery further differentiated itself from the competition by obtaining ISO 22000 certication in September 2010. This accreditation for food safety recognises the integrity of our brewery and afrms it as a brewer that produces ne quality beers.
Laos In its second year of operations, our 68%-owned joint venture brewery in Laos saw volume doubling as compared to a year ago.
Laos widens portfolio Laos completes the footprint of APB in the high-growth Indochina market. In its second year of operations, our 68%-owned joint venture brewery in Laos saw volume doubling as compared to a year ago. The higher sales volume was due to the introduction of a new local brand, Namkhong, as well as the commencement of our
distribution of Heineken in the Lao beer market. These additions to our portfolio of Tiger and ABC Extra Stout have enabled stronger market penetration and enhanced our brand offering in the market. Namkhong was launched in October 2009. To build and sustain its afnity with local consumers, the brand got behind Petanque, the popular game of
boules; as well as Lao traditional boat racing. In addition, Namkhong also organised Pimai Lao (Laotian New Year) celebrations which induced trials and added to volume. We assumed distribution of Heineken in June 2010. Having made steady progress during the year, the next step will be to raise visibility of the brand at suitable
outlets. Visibility of Tiger continued to increase through its association with football and the brand has successfully leveraged on viewing parties at key outlets to achieve that objective. To further drive volume and recruit new Tiger drinkers, we implemented tactical promotional campaigns targeted at drinkers.
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Annual Report
Business Review Thailand
Thai market faces continued pressure

1
In FY2010, our share of PBIT from Thailand increased ve-fold to S$4.9 million.
We participate in the Thai beer market through Thai Asia Pacic Brewery Co. Ltd in which we hold a 36.84% stake. In FY2010, our share of PBIT from Thailand increased ve-fold to S$4.9 million. Our beer volume grew 2% in the beer market which shrank due to political unrest, causing a negative impact on the tourism
and entertainment industries during the year. Mounting pressure from the restrictive government alcohol policy that regulates alcohol sales and promotion is making it increasingly difcult to market beer brands within Thailand. In overcoming the challenges, we recongured our marketing approach to below-the-line activities through establishing
closer connections with consumers at the point of consumption and remaining focused on operational excellence and distribution enhancement. Innovating our brands Bolstered by a series of innovative packaging, brand activities and communication, Heineken maintained its status as the pre-
37
407%
PBIT growth
ferred premium international beer. Through the lead sponsorship of the Royal Trophy Tour involving top ranked golfers from Asia and Europe, and leveraging consumer activities around the UEFA Champions League, Heineken successfully reinforced its international stature. Via the Heineken Greenspace Beer Park, we provided consumers with a roof-top experience in a very unexpected and unique location with entertainment from some of Thailands top music artists. Following three years of success for the popular Tiger Translate, Tiger created a platform that brought local and international musicians and artists together in an event that allowed the brand to directly engage with its core consumers and provide memorable experiences. This niche was reinforced by the sponsorship of the Big Mountain Music Festival that attracted over 20,000 people. In seeking out new opportunities and consumption occasions, Tiger Crystal Light continued to improve its position amongst foreigners and tourists with campaigns targeted at expanding distribution and raising awareness of its appeal.
2
1. Heineken, embraced as a premium offering in Thailand. 2. Tiger positioned itself as a lifestyle brand through the successful Tiger Translate platform.
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Annual Report
Business Review China
China improves distribution

In southern China, both Tiger and Heineken achieved signicant volume increases.
APBs strategic engagement with the worlds largest beer market is executed through Heineken-APB (China) Pte Ltd (HAPBC), a joint venture of which we own 50%. HAPBC, in turn, wholly-owns brewery operations in Shanghai and Hainan as well as invests in two Chinese brewing groups, Jiangsu Dafuhao Breweries Co. Ltd and Kingway Brewery Holdings Limited. Our business in China turned around during the year under review. Our share of PBIT stood at S$0.1 million as compared to a loss of almost S$6 million the year before. Favourable sales mix and stringent cost control measures were key reasons for the improved performance. In southern China, both Tiger and Heineken achieved signicant volume increases. Anchor, which is brewed and distributed in Hainan, saw double-digit volume growth in spite of growing competition. The results can be attributed to a more robust sales and distribution network which HAPBC has developed as well as appropriate marketing initiatives that
1
39
improved brand exposure thereby increasing brand equity. These measures have made our beers highly accessible, appealing and visible, particularly in southern China where Guangdong, the most protable and fastest growth beer market in the country, is situated. To capitalise on the growth opportunities in Guangdong and cater to the improved demand, HAPBC has just completed the construction of a new brewery in Guangzhou in December 2010. Differentiating our brands During the year, HAPBC kept its focus on building brand equity for each of its beer brands, deploying the most suitable trade channels, campaigns and events that set them apart from the competition. Through exciting above-theline campaigns, consumer activations and lifestyle platforms such as Tiger Translate, Tiger effectively engaged the discerning young adult drinkers as it maintained its prole as a premium offering. In the case of Heineken, building of brand equity took the form of experiential platforms and associations with world-class sporting events such as the UEFA Champions League and Shanghai ATP Masters 1000 that underlined its super-premium status. Reinforcing its proposition as a catalyst for fun, Anchor beneted from above-the-line campaigns and promotions that struck a chord with its audiences. Anchor also maximised its brand exposure through sponsorships including the Anchor Cup Hainan Volleyball League and Anchor Cup Hainan Basketball League.
1. Through consumer activations and the sponsorship of worldclass events, Heineken effectively engaged discerning drinkers and achieved a signicant volume increase. 2. Tiger Crystal, catering to the preference for light beers in the Chinese beer market. 3. Anchor beer was the ofcial sponsor and co-organiser of Anchor Cup Hainan Volleyball League.
40
Annual Report
Business Review Mongolia
Growth in Mongolia
Overall, our beer volume rose 53%, owing to a sound distribution network, concerted brand building efforts as well as a more buoyant beer market that grew on the back of the economic recovery there.
Our operation in Mongolia celebrated a year of robust growth, generating revenue of S$23.2 million and PBIT of S$5 million. Overall, our beer volume rose 53%, owing to a sound distribution network, concerted brand building efforts as well as a more buoyant beer market that grew on the back of the economic recovery there. Making further advancement in this market, we commissioned a new 17,000 cans-per-hour packaging line, Mongolias rst in the food and beverage manufacturing sector, in December 2009. As cans can be easily transported, we are now able to bring our canned beers to the vast hinterland. Ensuring a quality portfolio Being relatively new to the market, building a strong foundation for the brands remained a focus for the year. Towards this end, we concentrated on building brand equity in a locally relevant way. Brewed in Mongolia and famed for its superior quality of international standard, Tiger has
In Mongolia, the lifestyle platform, Tiger Translate has been established as the most innovative and artistic celebration of East-meets-West.
41
53%
Volume growth
proven to be a brand that locals can relate to. Through its association with Tiger Translate, a lifestyle platform, and soccer, Tiger sustained rapport with its audience while underlining its prole as a premium offering. Meanwhile, Sengur which caters to the preference for lighter tasting beer, saw its popularity surge during the year. Its volume almost doubled versus the year before. Making steady headway in the Mongolian beer market was also Jalam Khar that was introduced in 2009. Apart from convincing local consumers, the superior quality
Popularity of Sengur rose and its volume almost doubled compared to the previous year.
of our local beers, Sengur and Jalam Khar, was recognised at the 2010 Australian International Beer Awards. The former bagged a second successive silver win while the latter won a bronze medal. During the year, Jalam Khar also claimed the Grand Prix at the Made In Mongolia Expo organised by the Ministry of Food, Agriculture and Light Industry. A reection of our stringent production standards, the brewery achieved triple certication in ISO 9001-2000, ISO 22000 and Hazard Analysis Critical Control Point Food Safety System in April 2010.
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Annual Report
Business Review Sri Lanka
Post-war Sri Lanka enroute to recovery

Our business in Sri Lanka registered revenue of S$17.7 million, up 35% versus a year ago.
1
In addition to existing legislative restrictions on marketing, an excise tax hike was imposed in Sri Lanka during the year. Nevertheless, the overall beer industry grew in 2010, fuelled by the revival of tourism and economic activity and the opening up of the northern and eastern markets following the end of the long-drawn civil war. Correspondingly, our sales volume grew signicantly by 37%. Our business in Sri Lanka registered a revenue of S$17.7 million, up 35% versus a year ago. However, given the higher prices of raw materials and marketing expenditure, a loss of S$1 million was reported.
Sterling brand performance In a market that is currently heavily skewed towards highalcohol beers, our strategy is to inject variety by developing a portfolio of international and local brands. At the same time, since strong beers are still expected to grow at a faster rate, we relaunched local brand Bison as Bison Super Strong in June 2010. This serves to complement Barons Strong Brew which recorded signicant volume growth. Meanwhile, ABC Extra Stout and Anchor also secured substantial volume gains during the year under review. The robust performance of
43
37%
Volume growth
our brands is largely due to an improved sales and distribution network. To cover new locations and extend our geographical presence, we appointed two additional distributors. At the same time, we enhanced our trade incentive schemes to forge longterm relationships with existing distributors and sustain volume growth. For three consecutive years, we have sponsored the TNL OnStage band competition and the largest food and beverage event in Sri Lanka, Culinary Art 2010 as well as major events such as the Hotel Show 2010 and the Mark Bostock Golf Tournament. Boosting coverage and capacity To optimise brewery performance, a canning line was commissioned to complement the bottling line. This enabled us to launch Anchor and Barons Strong Brew in cans in October 2010. In anticipation of increasing demand, we began to enhance brewery capacity, with three additional fermentation tanks, of which two are already operational in December 2010.
1. We leveraged sponsorships of large-scale and high-prole events like Culinary Art 2010, through which Anchor garnered interest amongst consumers during the year. 2. ABC Extra Stout secured substantial volume gains in FY2010.
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Annual Report
Business Review Export Markets
Export prots triple on higher demand

Seeding new markets remained a priority, with Bali, Benin, Guam, Iceland, Liberia, Nepal and Uruguay joining the roster of locations where Tiger can be found.
As the economic crisis wore on during the year, major European and American beer markets continued to experience declining beer consumption, especially in the imported beer category. Despite the challenging trading environment, our export business pressed on with its pursuits. The protability of our export business almost tripled as compared to the year before. This was largely due to the fall in operating costs following the transfer of the management of Tiger beer in the United Kingdom (UK) to Heineken UK in 2009. The im1. Tigers brand appeal as a premium Asian beer was further enchanced through Tiger Translate. 2. Giant digital origami Tigers specially created as part of Lunar New Year celebrations in Sydney, Australia. 1
45
proved bottom line was also a result of better cost management and higher demand in the markets beyond UK. In particular, we achieved credible volume gains in the export markets of Bangladesh, Riau Island, the Middle East, USA and Canada. The implementation of a Free Trade Zone in the Riau Islands was a boon to our business. Meanwhile, improved distribution in the USA and Canada, the successful penetration of Barons Strong Brew into Bangladesh, and the rollout of Tiger Super Cold in the Middle East were factors that contributed to volume growth in these markets. Building the brand footprint and stature Seeding new markets remained a priority, with Bali, Benin, Guam, Iceland, Liberia, Nepal and Uruguay joining the roster of locations where Tiger can be found. Currently, we export to almost 50 countries worldwide. We remain dedicated in investing in the Tiger brand to further enhance its appeal as a premium Asian beer import, especially in the strategic markets of USA and Germany. Apart from organising Tiger themed events and campaigns that cultivated brand awareness and acceptance, we persisted with distribution penetration into key on-premise outlets to further extend its reach and consumer base for future growth. Our strategic investment included partnerships with those who share our commitment. Recently, we granted Heineken Ireland exclusive rights to import, market and distribute Tiger in Ireland from 1 October 2010. Its track record of brand building, extensive distribution network and familiarity with the Irish beer market are important fundamentals that will take Tiger to another level of success in the Irish beer market.
3. Consumers drink to a unique Asian experience with Tiger beer. 4. To maintain its premium positioning and differentiation in the West, Tiger is marketed as an exotic brand with a Far East mystique.
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Annual Report
Business Review New Markets
Indonesia and New Caledonia give cause for cheer

The Bintang brand reinforces its afnity with the community through its new thematic campaign Bersama Kita Bintang (Together We Are Stars) and events such as concerts.
Indonesia Our brewery was named Best ROE Company and ranked second Best ROA Company by SWA Magazine, a reputable business publication in Indonesia.
owing to price increases. At the same time, due to proactive cost management, the protability of the company further improved. In July 2010, in recognition for its improved Return On Equity (ROE) and Return On Assets (ROA), our brewery was named Best ROE Company and ranked second Best ROA Company by SWA Magazine, a reputable business publication in Indonesia. To sustain our success in the market, we have stayed focused on achieving top line growth. Through concerted marketing, we continued to strengthen the brand equity of Bintang and reinforce its afnity with the community. Bintang occupies a strong market position as a friendly, high quality and quintessential Indonesian beer that promotes togetherness. These values were constantly being communicated; and recently underlined through a new thematic campaign Bersama Kita Bintang (Together We
In the year under review, the consolidated earnings from the two new businesses added almost S$56 million to Group PBIT for the rst time.
In February 2010, we successfully acquired controlling stakes in PT Multi Bintang Indonesia Tbk (MBI) and Grande Brasserie de Nouvelle Caledonie S.A. (GBNC) which are located in Indonesia and New Caledonia respectively. We own an effective interest of 80.6% in the former and an 87.3% interest in the latter. In the year under review, the consolidated earnings from the two new businesses added almost S$56 million to Group PBIT for the rst time. Together, their eight-month results accounted for 11% of Group PBIT.
Indonesia grows through strategic marketing Our Indonesian brewery business operates two breweries on the island of Java, near Jakarta and Surabaya. Besides being synonymous with the countrys iconic Bintang beer brand, we also brew and serve Heineken in the Indonesian beer market. During the eight-month period under review, we encountered an increase in excise tax which negatively impacted the growth of the Indonesian beer market and our sales volume. Nevertheless, a higher revenue was reported,
47
Capitalising on global platforms like the UEFA Champions League, Heineken made its connection with consumers in both Indonesia and New Caledonia.
Are Stars). Since its introduction ve years ago, Heineken has consistently focused on building brand equity. There has been an ongoing effort to keep strengthening the presence of the brand at modern on-trade channels while we are also tapping the rapid development of modern off-trade channels in the key cities. With the help of global platforms like the UEFA Champions League and music events, perception of Heineken as a superior quality, innovative beer has been established. Meanwhile, we effectively leveraged the Internet and social media to reach out to the younger urban adults who are open-minded about experiencing beer as part of their lifestyle. In support of further growth, our brewery in Jakarta is currently undergoing an upgrading which is slated for completion in two years. New Caledonia experiences growth Through our investment in New Caledonia, APB has extended our participation and presence in the South Pacic. A leading brewer there, we operate a brewery in the capital of Noumea. The beer market of New Caledonia grew approximately 5% over the previous year due to the rise in consumer purchasing power that rose on the back of higher employment, further economic growth and an exceptional weather that drove beer consumption. Riding on the opportunities as we implemented our brand initiatives, we achieved credible beer volume increase, contributing signicantly to revenue and prot gains. Although our portfolio of brands comprises both beer and soft drinks, we are best known for the most-loved Number One beer brand which we brew and serve in this French speaking Pa-
New Caledonia The beer market of New Caledonia grew approximately 5% over the previous year due to the rise in consumer purchasing power.
cic island. The local identity of Number One is a vital part of its appeal.
As such, our strategy has been to closely associate it with daily life in New Caledonia, for example by organising music events with local bands. The prime product placements which we secured for the brand at the various distribution channels were also reasons for the visibility and success of Number One. Further leveraging its native identity, the packaging of Number One was rejuvenated in July 2010 with a renewed contemporary, stylish design welcomed by both customers and consumers.
Heineken continued to be the preferred international beer, aided by the global sponsorship of the UEFA Champions League and unique events such as the live beach concert by world-famous DJ David Guetta. Through innovative packaging (for instance our introduction of the BeerTender, a draught system that serves up the ultimate at-home draught beer experience), we created tremendous interest among trendsetters.
48
Annual Report
Corporate Citizenship
Awarded Corporate Philanthropist of the Year

Through APB Foundation and our breweries, we continue to play our part as a socially responsible corporate citizen.
1
As a socially responsible brewery Group, we stay focused on delivering safe and quality products, marketing our products responsibly, ensuring workplace safety as well as running environmentally-friendly operations. At the same time, we remain dedicated to rendering support and a helping hand to the communities in which we operate. Through the Asia Pacic Breweries Foundation (APB Foundation) and our operating companies in the region, we continue to play our part as a socially responsible corporate citizen. In fact, APB was named the Corporate Philanthropist of the Year at the National Volunteerism & Philanthropy Awards 2010. This award was conferred in recognition of our commitment in
49
1. APB was recently awarded Corporate Philanthropist of the Year in recognition of our commitment to community contribution in Singapore. 2. Ding Xiaoyan Ruan Ensemble, one of APB Foundation Inspire Programme recipients, put up a resounding performance at the Singapore Concert Hall. 3. As part of their fund raising efforts, APB staff in Singapore got together with senior citizens to bake New Year cookies. 4. Advocation to protect the environment was extended to children in Malaysia through educational programmes.
community contribution through corporate philanthropy and initiatives that have rallied staff volunteerism. Group philanthropy Through the APB Foundation, we have thus far, rendered support and grants to over 200 initiatives, beneting arts groups, medical bodies, students, charities and the disadvantaged in society. Groceries with Heart, a groceries distribution programme that extends aid to the needy during the economic downturn, is now in its second year. In FY2010, the value of each grocery bag almost doubled to allow for a better variety and quality of grocery items. In all, 156 elderly destitute and 48 needy families are beneting from the project. The APB Foundation Inspire Programme which is designed to help adopted arts groups further elevate their achievements and value-add to the local arts community, reached the three-year mark. Amongst the ve beneciaries is Malay literary society, Angkatan Sasterawan50 which maximised our grant to launch a web portal that connects Malay literary enthusiasts around the world and facilitates online discussion of literary works and innovations. Indian dance company, Apsaras Arts showcased a fusion performance that incorporated Bangalore architecture and the Indian dance form, Neo Bharatham, offering
local audiences a whole new unique dance experience. Bringing theatre to the masses, Cake Theatrical Productions staged its third outdoor production. Meanwhile, Ding Xiaoyan Ruan Ensemble successfully held a joint concert with XiAn Music College and Northwest A&F University, both from China, at the Singapore Concert Hall. This has given students and musicians from the Ruan Ensemble a valuable cultural exchange opportunity. Underway is an Artistin-Residence Exhibition by the Singapore Sculpture Society that will showcase the works of its members. In the area of education, an-
other three deserving students were awarded the APB Foundation Scholarship for Persons with Disabilities. The scholarship is offered to academically inclined students who are physically disabled or have hearing, speech or visual impairment. A total of 17 students have received scholarships to date. Contributing to communities While the APB Foundation continues to give back to society at the Group level, our subsidiaries and breweries have also actively contributed to the communities in which we operate. Apart from offering nancial support, staff has also been involved in several
of such outreach programmes. In Singapore, year-long support and donations were made to various charities and causes. In particular, community projects were initiated to raise funds for senior citizens and spread the festive cheer during the Lunar New Year. Apart from distributing groceries to needy families, our staff also engaged in fundraising activities. Through The Big Day Out, employees in Malaysia got one working day off to engage in community or charity work. More than 500 employees across the country participated in 31 different community projects that included beach cleaning, carry-
50
Annual Report
Corporate Citizenship (CONTINUED)
ing out repair works at nursing homes and child welfare centres, and raising funds for charity amongst others. Meanwhile, the GAB Foundation continued to award scholarships to promising students, equip reading corners to vernacular schools and extend learning programmes to empower the community. In New Zealand, we donated non-beer merchandise which various charitable fundraisers used in generating proceeds while our Cambodian brewery maintained their support for Operation Smile Cambodia, a volunteer organisation that repairs childhood facial deformities. Over in Indonesia, we contributed to better road facility and water supply to the villagers living around Sampangagung Brewery, near Surabaya, extended scholarships to deserving students, donated personal computers to primary school students, and continued with the monthly infant food supply drive to impoverished families. In response to natural disasters, we made donations to ood victims from ve provinces in Central Vietnam, namely Quang Binh, Quang Tri, Khanh Hoa, Ninh Thuan and Hatin. The funds were distributed to the affected families for reconstruction of their homes and to buy essential food supplies. In collaboration with the Haematology and Blood Hospital, we also organised a blood donation drive which gathered employees based in Ho Chi Minh City for the cause.
5. Waste water is treated with plants and micro-organisms before it gets released into the environment in Thailand. 6. The Get Your Sexy Back campaign reaches out to the youths to discourage bingedrinking through events and parties in Singapore.
51
Protecting the environment We are mindful of running our operations in a sustainable manner. As such, we are environmentally conscious, ensuring continual efcient use of energy and water, proper treatment of efuent and reduction of packaging waste at all our breweries. For better waste water management, we upgraded our waste water treatment plant at our breweries in Hanoi and Tien Giang. The former also turned to a diesel-powered boiler which serves as a more environmentally-friendly alternative. In Thailand, we continued with the Water for Life campaign, which utilised plants and microorganisms to treat waste water from the brewery before releasing the efuent into the eco-system. Meanwhile, we remained committed to packaging waste reduction in Singapore and this is underlined via our pledge to the Singapore Voluntary Packaging Agreement. Beyond our breweries, we also supported causes that sought to conserve the environment. For instance, we supported the annual E-waste Day which encourages the proper disposal of old computer technology in New Zealand. In partnership with WWF, a conservation organisation, our brewery in New Caledonia organised a can collection exercise which gathered empty cans for export to New Zealand. Proceeds from the project were contributed to WWF in support of their cause. In Malaysia, the project to conserve the river running behind the brewery there has yielded encouraging results. Three years ago, the waterway was devoid of aquatic life. By 2010, several species of sh and birds had returned and an independent laboratory has conrmed the improved water quality. Encouraging responsible drinking Promoting responsible drinking remains an important aspect of APB corporate citizenship. On 9 December 2009, we launched www.drink-savvy.com, an interactive website that advocates
responsible drinking. The online platform was leveraged by our operating companies in the region where they are already working with trade partners and authorities to address issues such as drink driving, as well as binge and underage drinking in their local markets. In Laos and Singapore, we stayed supportive of authorities efforts against drink driving. Meanwhile, over in New Caledonia, we are working with the Association for Preventing Alcohol
Abuse and the local government to develop a scheme against alcohol abuse. Taking it further, we got behind initiatives that urged drinkers to engage a valet or hire a taxi to take them home after drinking in both Singapore and Thailand. Simultaneously, we made further advancement with the Get Your Sexy Back campaign to discourage binge-drinking amongst youths in Singapore. Further leveraging the commercial campaign Know When
in Vietnam, we extended the campaign online and drove home the message of Drink Responsibly Know When Not To Drive. We also launched a two-week television commercial, encouraging people not to drink and drive in New Zealand over the Christmas period. On our own accord, we reinforced the Drink Dont Drive message on billboards in Laos and Thailand where the campaign was also introduced at outlets and supported by print media.
52
Annual Report
Key Milestones
October 2009
February 2010
April 2010
July 2010 Started distributorship of Guinness and Kilkenny in Thailand. Renewed ISO 9001: 2008 Quality Management System and ISO 22000: 2005 Food Safety Management System accreditations in Laos. Brewery in Indonesia was named Best ROE Company and second Best ROA Company by SWA Magazine, a business publication in Indonesia. August 2010 Commissioned a new bottling line in Danang, Vietnam. Recognised as 2010 New Zealand Champion Brewery at the BrewNZ Awards. September 2010
Launched local beer brand, Namkhong in Laos. Announced the issuance of the first series of S$100 million Fixed Rate Notes. November 2009 Introduced Tiger variant, Tiger Crystal in Vietnam. December 2009
Entered the beer markets of Indonesia and New Caledonia with the acquisition of two brewery businesses. Added two leading beer brands Bintang and Number One to Group brand portfolio. Issued a series of Floating Rate Notes of S$100 million in principal amount. March 2010
Tiger Crystal received a Gold medal in the Australasian, Latin American or TropicalStyle Light Lager category of the World Beer Cup 2010. Tiger beer clinched gold in the International Style Lager category of the World Beer Cup 2010. Archipelago Straits Pale awarded Silver in the International Pale Ale category of the World Beer Cup 2010. Named Champion Brewery of the Brewers Association World Beer Cup 2010 and Brewmaster for the Large Brewing Company category. Increased Group effective stake in the new Indonesian business to 80.6%.
Launched responsible drinking website, www.Drink-Savvy.com. Commissioned a new canning line in Mongolia. January 2010 Successfully issued Fixed Rate Notes of S$40 million in principal amount. Began distributorship of Kirin Ichiban in Singapore.
Received ISO 9001-2000, ISO 22000 and HACCP accreditations in Mongolia. Tiger Crystal further extended footprint to Malaysia as a limited edition. Commissioned a new brewhouse and canning line in Lae, Papua New Guinea. Issued a series of Fixed Rate Notes of S$40 million in principal amount. June 2010 Installed a new canning line in Sri Lanka. Commenced distributorship of Heineken beer in Laos.
Launched Monteiths Crushed Pear Cider in New Zealand. Attained ISO 22000 certification, the international standard for food safety, in Cambodia.
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54
Annual Report
Major Shareholders
Fraser and Neave, Limited (F&N) had its origins more than a century ago, in the spirited decisions of two enterprising young men, John Fraser and David Neave, who diversied from their printing business to pioneer the aerated water business in Southeast Asia in 1883. From a soft drinks base, F&N ventured into beer in 1931, dairies in 1959, property development and management in 1990 and publishing & printing in 2000. Having been around for 127 years, F&N has not only stood the test of time but has grown from strength to strength to become a leading Pan-Asian Consumer Group with expertise and prominent standing in the Food & Beverage, Property and Printing & Publishing industries. Leveraging its strengths in marketing and distribution; research and development; brands and nancial management; as well as acquisition experience, F&N provides key resources and sets strategic directions for its subsidiary companies across all three industries. F&N is among the top 25 companies listed on the Singapore stock exchange, and ranks as one of the most established and successful companies in the region. Present in over 20 countries spanning Asia Pacic, Europe and USA, the Group employs about 18,000 people worldwide. Food & beverage A household name to many, F&N has established itself as a leader in the Food & Beverage arena in Singapore and Malaysia since the 1930s. Beyond soft drinks, it has successfully ventured into beer and dairies under global brands which are well-recognised in the region. The Groups leadership positions in various markets, across various products, have led to F&N being awarded with numer-
ous Singapore Brand Awards. Through established distribution networks and joint partnerships, F&N aims to reinforce its foothold in the Food & Beverage industry geographically across Asia Pacic, further expand its portfolio of brands and strengthen its research and development capabilities. Properties Frasers Centrepoint Limited (FCL), a wholly-owned subsidiary of F&N, is a leading Singapore-based property company with a strong foothold in property development, property investment, serviced residences and investment funds. An integrated real estate group, FCL is focused on growing its business interests in residential (Frasers Centrepoint Homes), commercial real estate (Frasers Centrepoint Commercial), serviced apartments (Frasers Hospitality), and overseas projects (Frasers Property). Its global footprint covers projects in Australia, China, Japan, Korea, Malaysia, New Zealand, Philippines, Singapore, Thailand, UAE, the UK and Vietnam. Publishing & printing Times Publishing Group (TPL) is an Asiabased media company with strengths in printing, publishing, distribution and retail. With its rich intellectual capital and strong heritage, TPL provides a wide spectrum of innovative media solutions for its customers. As the leading educational publisher and premier elearning solution provider in Singapore, TPL is the rst Asian publisher with content approved for use in US schools. It operates a global network in key cities in Asia Pacic, the UK and the USA. It has established itself as a global brand and is committed to providing excellence and quality to consumers and business partners.
55
Heineken is one of the top three brewers in the world by volume, and is Europes leading brewer. The company is committed to growth and remaining independent. The brand that bears the founders name Heineken is available in almost every country on the planet and is the worlds leading international premium beer brand. Heineken brews great beers and builds great brands. In addition to the Heineken brand, the Group has more than 200 international, regional, local and specialty beers around the globe. Some of the famous brands include Amstel, Birra Moretti, Cruzcampo, Dos Equis, Fosters, Kingsher, Newcastle Brown Ale, Ochota, Primus, Sagres, Sol, Star, Strongbow, Tecate, Tiger and Zywiec. The Group aims to be a leading brewer in each of the markets in which it operates and to have the worlds best brand portfolio. Its international spread include stable core markets in Europe and North America, and strong positions in Central & Eastern Europe, Africa, Southeast Asia, Latin America and India. The Group had the widest presence of all international brewers, with a global network of distributors and 140 breweries in more than 70 countries. The brands are well established in protable, mature markets, while the popularity of its beers is growing daily in emerging beer markets such as Russia, China and Latin America. Heineken is the largest brewer and distributor in Europe. The global coverage is achieved through a combination of whollyowned companies, licence agreements, afliates and strategic partnerships and alliances. The Groups international export operations ship beer to large and protable markets worldwide. Heineken is committed to growth and has embraced innovation as a key component of its strategy in the areas of production, marketing, communication and packaging. In all of these areas, it is the consumers and their changing needs that are at the heart of Heinekens efforts. Heineken also fully acknowledges the role that it has to play in society. Social responsibility and sustainability underpin everything it does. The Group will continue to expand initiatives to combat alcohol abuse and misuse and work hard to reach the highest environmental standards in the industry. One example of its global commitment is the Enjoy Heineken Responsibly campaign. Heineken was the rst brewer in the world to place a responsibility
message on all of its bottles and cans, and also the rst alcohol company to place a responsibility message on all of its television, radio and print advertising. Heineken is also the sector leader in the SAM/Dow Jones Sustainability index, and has been included in the FTSE Good Index. History The Heineken story began more than 145 years ago in 1864 when Gerard Adriaan Heineken acquired a small brewery in the heart of Amsterdam. Since then, four generations of the Heineken family have expanded the Heineken brand and the Company throughout Europe and the rest of the world. 75,000 employees The average number of employees is more than 75,000. Brands Heinekens leading brand portfolio includes over 200 international premium, regional, local and specialty beers. Its principal brands are Heineken and Amstel. The Group continually seeks to reinforce its brands through innovations in production, marketing and packaging. 125.2 million hectolitres The Heineken brand is available in almost every country on the planet. Its breweries brewed a group beer volume of 125.2 million hectolitres by the end of 2009. Management Heineken Holding N.V. heads the Heineken group. The object of Heineken Holding N.V. pursuant to its Articles of Association is to manage or supervise the management of the Heineken group and to provide services for Heineken N.V. The management of Heineken N.V. is run by the Executive Board, which has two members and is chaired by Jean-Franois van Boxmeer. Heineken has ve operating regions: Western Europe, Central and Eastern Europe, the Americas, Africa and the Middle East as well as Asia Pacic. Each region is headed by a Regional President. The two members of the Executive Board, the ve Regional Presidents and ve Group Directors together form the Executive Committee. The Executive Committee supports the development of policy
and ensures the alignment and implementation of key priorities and strategies across the organisation. While Heineken confronts directly the challenges in many of its markets to deliver organic prot growth, it also focuses on building the long-term future of its brands and business. Key focus is on driving the growth of its brands and improving its nancial performance on ensuring that acquisitions, partnerships and distribution strategies create value. The focus is also on enabling its employees to use their potential and building a true performance based culture. Ultimately, the goal of Heineken is to grow the business in a sustainable and socially responsible manner, while constantly improving protability. The four priorities for action include moves to: accelerate sustainable top-line growth; accelerate efficiency and cost reduction; accelerate implementation: commit to faster decision-making and execution; and focus on markets where the Group believes it can win. The Groups unwavering passion and commitment will ensure that Heineken continues to be a well-loved brand worldwide.
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Annual Report
Corporate Information
As at 30 September 2010
Board of Directors Mr Simon Israel (Chairman) Mr Goh Yong Hong (1) Mr D R Hazelwood Mr Siep Hiemstra Mr Koh Poh Tiong Mr Lee Yong Siang Mr Roland Pirmez Mr Kenneth Choo Tay Sian (Alternate to Mr Siep Hiemstra) Mr Huang Hong Peng (Alternate to Mr Koh Poh Tiong) Mr R S Lette (Alternate to Mr D R Hazelwood) Executive Committee Mr Roland Pirmez (Chairman) Mr Siep Hiemstra Mr Koh Poh Tiong Audit Committee Mr Lee Yong Siang (Chairman) Mr Goh Yong Hong (1) Mr D R Hazelwood (2) Nominating Committee Mr Goh Yong Hong (Chairman) (1) Mr Lee Yong Siang Mr Siep Hiemstra (3) Remuneration Committee Mr Lee Yong Siang (Chairman) Mr Goh Yong Hong (1) Mr Koh Poh Tiong (3)
Technical Managers Heineken Technical Services B.V. Company Secretary Mr Anthony Cheong Fook Seng Registered Ofce #21-00 Alexandra Point 438 Alexandra Road Singapore 119958 Tel: 65-6318 9393 Fax: 65-6271 0811 Share Registrars and Transfer Ofce Tricor Barbinder Share Registration Services (A division of Tricor Singapore Pte. Ltd.) 8 Cross Street #11-00 PWC Building Singapore 048424 Tel: 65-6236 3333 Fax: 65-6236 3405 Principal Bankers DBS Bank Ltd Oversea-Chinese Banking Corporation Ltd Standard Chartered Bank Auditors Ernst & Young LLP Partner-in-charge: Mr Nagaraj Sivaram (since nancial year 2009)
Notes (1) Mr Goh Yong Hong retired from the Board and the Audit, Nominating and Remuneration Committees on 30 September 2010. Mr Bob Tan was appointed as Director, Chairman of the Nominating Committee, and member of the Audit and Remuneration Committees on 1 October 2010. (2) Mr Koh Poh Tiong and Mr D R Hazelwood are alternating Committee members on annual rotational basis. (3) Mr Siep Hiemstra and Mr Koh Poh Tiong are alternating Committee members on annual rotational basis.
Corporate Governance Report & Financial Report
CONTENTS 58 Corporate Governance Report 69 Directors Report 73 Statement by Directors 74 Independent Auditors Report 75 Profit Statements 76 Statements of Comprehensive Income 77 Balance Sheets 78 Statements of Changes in Equity 81 Cash Flow Statement 84 Notes to the Financial Statements 140 Shareholding Statistics 141 Particulars of Group Properties 142 Interested Person Transactions 143 Notice of Annual General Meeting Proxy Form
58
Corporate Governance Report

for the year ended 30 September 2010
INTRODUCTION Observing and consistently maintaining high standards of corporate governance in compliance with the principles and guidelines set out in the Code of Corporate Governance 2005 (Code 2005) is imperative to Asia Pacic Breweries Limited (APB or the Company). This is essential to the growth of the Company, and helps safeguard Shareholders interests, drives performance of its portfolio of over 40 beer brands including Tiger (which is offered in 60 markets worldwide), enabling it to deliver its long-term strategic objectives and Shareholder value. Through the establishment of clear policies, transparent processes and a system of stringent internal checks and controls, APB maintains a culture of continuous improvement whilst adhering to the spirit and substance of the Code 2005. This Report describes the corporate governance framework and practices of the Company and demonstrates its commitment to build a business underpinned by excellence and integrity. BOARD MATTERS Principle 1: Boards Conduct of its Affairs Every company should be headed by an effective Board to lead and control the company. The Board is collectively responsible for the success of the company. The Board works with Management to achieve this and the Management remains accountable to the Board. The Board leads and controls the APB Group, providing strategic direction and entrepreneurial leadership to the Company and setting high standards for corporate governance. Working together with Management to spearhead the success of the Company, the Board also provides critical oversight to ensure proper conduct of the business affairs of the APB Group. As at 30 September 2010, the composition of the Board is as follows: Mr Simon Israel Mr Goh Yong Hong1 Mr D R Hazelwood Mr Siep Hiemstra Mr Koh Poh Tiong Mr Lee Yong Siang Mr Roland Pirmez Mr Kenneth Choo Tay Sian Mr Huang Hong Peng Mr R S Lette Chairman Non-Executive Non-Executive Non-Executive Non-Executive Non-Executive Non-Executive Chief Executive Ofcer Alternate to Mr Siep Hiemstra Alternate to Mr Koh Poh Tiong Alternate to Mr D R Hazelwood
Note: 1 Mr Goh Yong Hong retired from the Board and the Audit, Nominating and Remuneration Committees on 30 September 2010. Mr Bob Tan was appointed as Director, Chairman of the Nominating Committee, and member of the Audit and Remuneration Committees on 1 October 2010.
After serving on the Board for 17 years since 1993, Mr Goh Yong Hong retired on 30 September 2010. Mr Bob Tan was appointed a Director in his place on 1 October 2010. Mr Lee Yong Siang indicated that he would not be seeking re-appointment at the forthcoming Annual General Meeting in January 2011 (2011 AGM) when he will be retiring pursuant to the Companies Act. He has been a Director of APB since 1 January 1995. Mr Philip Eng has been identied to replace him, and will be seeking appointment at the 2011 AGM. Having Mr Bob Tan and Mr Philip Eng on board is part of a regenerative process by the Company to search for and bring new perspectives and multi-disciplinary skill sets to the Board. This is so that the collective expertise and experience of its members can be further enhanced through suitably skilled and qualied candidates.
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Delegation of Authority on certain Board Matters To enable the Board to discharge its duties efcaciously, specic responsibilities are delegated to four Board Committees, namely, the Executive, Audit, Nominating and Remuneration Committees. Each Board Committee is guided by clear Terms of Reference to facilitate performance of its functions. In addition, there is also an established Chart of Authority setting out the levels of authorisation required for specied transactions, including those that require Board approval. Executive Committee The Executive Committee (EXCO) is a specialised Board Committee which oversees the general management of the Company and its business. Tasked with formulating and recommending strategic development initiatives to the Board, the EXCO also provides direction on new investments, valuable and objective input and insight on material nancial and non-nancial matters, and comprises the following members: Mr Roland Pirmez Mr Koh Poh Tiong Mr Siep Hiemstra Chairman Member Member
Meetings of the Board and of Specialised Board Committees The Board meets regularly to review the key activities, performance and business strategies of the APB Group. If Directors are unable to attend Board meetings physically, such meetings may be conducted via telephone, video conference or any other form of electronic or instantaneous communications. The number of Board meetings and Board Committee meetings held in the current nancial year and the attendance of Directors at these meetings are as follows:
Audit Committee Nominating Committee Remuneration Committee
Attendance of Board members
Board
EXCO
Meetings held during nancial year ended 30 September 2010 Mr Simon Israel Mr Goh Yong Hong1 Mr D R Hazelwood Mr Siep Hiemstra Mr Koh Poh Tiong Mr Lee Yong Siang Mr Roland Pirmez Mr Kenneth Choo Tay Sian (Alternate Director) Mr Huang Hong Peng (Alternate Director) Mr R S Lette (Alternate Director) Key: Chairman Members Not applicable
7 7/7 7/7 5/6 5/6 7/7 7/7 7/7 1/1
6 6/6 6/6
2 2/2 2/2
1 1/1
6/6 6/6 6/6 6/6
2/2
1/1 1/1
Note: 1 Mr Goh Yong Hong retired from the Board and the Audit, Nominating and Remuneration Committees on 30 September 2010. Mr Bob Tan was appointed as Director, Chairman of the Nominating Committee, and member of the Audit and Remuneration Committees on 1 October 2010.
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A formal letter of appointment setting out a Directors duties and obligations, is given to each new Director upon appointment. To familiarise new Directors with APBs business activities, strategic directions, policies, key new projects, and corporate governance practices, the Company organises orientation programmes for their participation. Directors are also given opportunity to visit key overseas facilities and meet with local management, so as to enable them to gain a better understanding of the business operations of the APB Group. In addition, the Company regularly provides the Board with updates on new laws which may affect the Companys businesses, and changes in regulatory requirements and nancial reporting standards. For instance, the Board was briefed in September on recent developments and trends in competition law enforcement in Singapore. Furthermore, Directors are encouraged to be members of the Singapore Institute of Directors (SID), and for them to receive journal updates and training from SID to stay abreast and be apprised of changes to the nancial, legal and regulatory requirements, and the business environment. Principle 2: Board Composition and Guidance There should be a strong and independent element on the Board, which is able to exercise objective judgment on corporate affairs independently, in particular, from Management. No individual or small group of individuals should be allowed to dominate the Boards decision making. The Board comprises seven members, of which only the Chief Executive Ofcer (CEO) is an executive Director and two of whom are independent non-executive Directors. Although less than one-third of the Board comprises independent Directors, it is still able to exercise objective judgment on business and corporate affairs, independent from Management, due to the shareholding structure of APB. The nominee Directors of the major shareholders of the Company and the independent Directors participate actively and engage in robust, dynamic discussions during Board meetings and meetings of the Board Committees. This enables strategies and signicant issues and matters to be constructively analysed, debated and thoroughly discussed, with the long-term interests of Shareholders taken into consideration. The Board considers the size and composition of the Board appropriate and adequate for the scope and nature of the Companys business and operations. Its members also have core competencies and expertise in diverse disciplines such as accounting, nance, business management and strategic planning. This underpins the effectiveness of the Board, enabling it to drive the continuous success of APB and deliver sustainable shareholder value. Principle 3: Chairman and Chief Executive Ofcer There should be a clear division of responsibilities at the top of the company the working of the Board and the executive responsibility of the companys business which will ensure a balance of power and authority, such that no one individual represents a considerable concentration of power. The Chairman and the CEO are held by separate individuals so that an appropriate balance of power and authority, with clear divisions of responsibilities and accountability, can be attained. This segregation of roles facilitates a healthy exchange of views and opinions between the Board and Management in their deliberation of the business, strategic aims and key activities of the Company. The Chairman who is non-executive, is not related to the CEO. There is also no other business relationship between them. Through the Chairmans continuing leadership of the Board, effective communication with Shareholders is maintained, and positive relations between the Board and Management as well as between Board members promoted. This enables them to work cohesively, and to uphold high standards of corporate governance.
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Principle 4: Board Membership There should be a formal and transparent process for the appointment of new directors to the Board. Nominating Committee The majority (being two-thirds) of the members of this Committee, including its Chairman, are independent non-executive Directors. The Nominating Committee comprises: Mr Goh Yong Hong1 Mr Lee Yong Siang Mr Siep Hiemstra2 Chairman Member Member
Mr Goh Yong Hong, the Chairman of the Nominating Committee, is not directly associated with any substantial shareholder 3. Mr Siep Hiemstra is a non-executive Director of Asia Pacic Investment Pte Ltd (APIPL) which is the holding company of APB. APIPL is in turn equally held by Fraser and Neave, Limited (F&N) and the Heineken N.V. Group (Heineken). Mr Siep Hiemstra is directly associated4 with Heineken.
Note: 1 Mr Goh Yong Hong retired from the Board and the Audit, Nominating and Remuneration Committees on 30 September 2010. Mr Bob Tan was appointed as Director, Chairman of the Nominating Committee, and member of the Audit and Remuneration Committees on 1 October 2010. 2 Mr Siep Hiemstra and Mr Koh Poh Tiong are alternating members on an annual rotational basis. 3 A shareholder will be considered a substantial shareholder when the shareholder has 5% or more interest in the voting shares of a company. 4 A director will be considered directly associated to a substantial shareholder when the director is accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions or wishes of the substantial shareholder.
The responsibilities of the Nominating Committee are set out in its Terms of Reference. Through a formal and transparent process, the Nominating Committee makes recommendations to the Board on all Board appointments within the APB Group. It strives to ensure that the members of the various Boards and Board Committees are best suited for the appointments and able to discharge their duties in adherence with the law and high standards of corporate governance. The Nominating Committee is also responsible for re-nominating Directors who retire by rotation or otherwise, and in recommending any re-nomination and re-election of existing Directors, the Nominating Committee takes into account such Directors contribution and performance at Board meetings, including their attendance, level of preparedness, degree of participation and candour. The Nominating Committee also determines, on an annual basis, the independence of Directors. In its annual review, the Nominating Committee, having considered the guidelines set out in the Code 2005, has conrmed the status of the non-executive Directors of the Company as follows: Mr Simon Israel Mr Goh Yong Hong1 Mr D R Hazelwood Mr Siep Hiemstra Mr Koh Poh Tiong Mr Lee Yong Siang Non-Independent Independent Non-Independent Non-Independent Non-Independent Independent
Note: 1 Mr Goh Yong Hong retired from the Board, and from the Audit, Remuneration and Nominating Committees on 30 September 2010. Mr Bob Tan was appointed as Director, Chairman of the Nominating Committee, and member of the Audit and Remuneration Committees on 1 October 2010.
Despite some of the Directors having multiple board representations, the Nominating Committee is satised that each of them is able to and has adequately carried out his duties as a Director of the Company.
62

Description of Search and Nomination Process of New Directors The search and nomination process for new Directors entails a review of the existing composition of the Board to identify the expertise, qualications, skill sets and attributes required of the potential candidates for appointment to the Board. Such review process further strengthens the Board and helps to add value to the Company. Professional headhunters as well as networking contacts may also be engaged to cast the selection net as wide as possible to recruit the right candidates. Key Information regarding Directors Key information on the Directors is set out on pages 12 to 15. Principle 5: Board Performance There should be formal assessment of the effectiveness of the Board as a whole and the contribution by each director to the effectiveness of the Board. Process of Assessing Effectiveness of the Board and Each Director The Nominating Committee deploys a set of objective performance criteria approved by the Board to assess the effectiveness of the Board as a whole and the contribution of each Director. Such criteria include Directors attendance, participation and contributions during Board and Board Committee meetings, as well as due consideration of the factors set out in the Guidelines to Principle 5 of the Code 2005. Principle 6: Access to Information In order to fulll their responsibilities, Board members should be provided with complete, adequate and timely information prior to Board meetings and on an on-going basis. Prior to Board meetings and on an on-going basis, Management provides the Board with adequate and timely information on matters which require the Boards decision, or which the Board should have knowledge of. These include reports relating to the nancial and operational performance of the Company. The Board also has separate, direct and independent access to the Companys Management, including the Company Secretary. The Company Secretary attends all Board meetings and, under the direction of the Chairman, the Company Secretary ensures that Board procedures and applicable rules and regulations are complied with. He also facilitates smooth information ow and dissemination to and within the Board and its Committees, as well as between senior Management and non-executive Directors, and consolidates Directors feedback and evaluation. In addition, the Company Secretary facilitates orientation programmes for new Directors and assists with the professional development of Directors as required, and is the primary channel of communication between the Company and the Singapore Exchange Securities Trading Limited (SGX-ST). A calendar of activities is scheduled for the Board a year in advance, with Board papers and agenda items dispatched beforehand to Directors, with sufcient lead-time for Directors to peruse, review and consider the items tabled at the relevant Board meetings so that the discussions at such meetings can be more meaningful and productive. The Directors, either as a group or individually, may, at the Companys expense, seek and obtain independent professional advice, where necessary, to discharge its or their duties effectively.
63

REMUNERATION MATTERS Principle 7: Remuneration Matters There should be a formal and transparent procedure for developing policy on executive remuneration and for xing the remuneration packages of individual directors. No director should be involved in deciding his own remuneration. Remuneration Committee The Remuneration Committee is comprised entirely of non-executive Directors, the majority of whom, including its Chairman, are independent. They are: Mr Lee Yong Siang Mr Goh Yong Hong1 Mr Koh Poh Tiong2 Chairman Member Member
Note: 1 Mr Goh Yong Hong retired from the Board and the Audit, Nominating and Remuneration Committees on 30 September 2010. Mr Bob Tan was appointed as Director, Chairman of the Nominating Committee, and member of the Audit and Remuneration Committees on 1 October 2010. 2 Mr Koh Poh Tiong and Mr Siep Hiemstra are alternating members on an annual rotational basis.
The primary responsibility of the Remuneration Committee is to assist the Board in establishing a formal and transparent procedure for developing policies on executive remuneration, and for xing the remuneration packages of individual Directors and senior Management of the Company. Such policies are submitted to the Board for approval. The Remuneration Committee also approves salary reviews, performance bonuses and incentives for senior Management of the APB Group. The Remuneration Committee may, from time to time, in formulating the Groups remuneration policies, seek advice from external consultants. This is to ensure that competitive compensation and progressive policies are in place to attract, build, consolidate and retain capable and committed Management. Principle 8: Level and Mix of Remuneration The level of remuneration should be appropriate to attract, retain and motivate the directors needed to run the company successfully but companies should avoid paying more than is necessary for this purpose. A signicant proportion of executive directors remuneration should be structured so as to link rewards to corporate and individual performance. In making its recommendations to the Board on the level and mix of remuneration, the Remuneration Committee seeks to be competitive in order to attract, motivate and retain high-performing executives to drive the Groups businesses so as to maximise long-term Shareholder value. The Company adopts a performance-driven approach to compensation, with rewards linked to individual and corporate performance to align interests of Management with those of Shareholders. Staff remuneration comprises a xed component in the form of a basic salary, a variable component linked to the performance of the individual and the Company, and a long-term incentive. The executive Directors service contract is for a xed period which is not excessively long, and without onerous removal clauses.
64

Principle 9: Disclosure on Remuneration Each company should provide clear disclosure of its remuneration policy, level and mix of remuneration, and the procedure for setting remuneration in the companys annual report. It should provide disclosure in relation to its remuneration policies to enable investors to understand the link between remuneration paid to directors and key executives, and performance. Remuneration of Directors and Top Five Key Executives The remuneration of Directors and the top ve key executives (who are not also Directors), is set out below. Disclosure is provided to enable investors to gain a better understanding of the link between remuneration paid to Directors and key executives, and their performance.
Directors of the Company Fee % Salary % Bonus % Allowances & Benets % Long Term Incentive % Total %
Between $2,250,001 and $2,500,000 Mr Roland Pirmez $250,000 and below Mr Simon Israel Mr Goh Yong Hong1 Mr D R Hazelwood Mr Siep Hiemstra Mr Koh Poh Tiong Mr Lee Yong Siang Mr Kenneth Choo Tay Sian2 (Alternate Director) Mr Huang Hong Peng3 (Alternate Director) Mr R S Lette4 (Alternate Director)
48
48
45
100
100 100 100 100 100 100 100 100 100
100 100 100 100 100 100 100 100 100
Note: 1 Mr Goh Yong Hong retired from the Board and the Audit, Nominating and Remuneration Committees on 30 September 2010. 2 Mr Kenneth Choo is an Alternate Director to Mr Siep Hiemstra. 3 Mr Huang Hong Peng is an Alternate Director to Mr Koh Poh Tiong. 4 Mr R S Lette is an Alternate Director to Mr D R Hazelwood. 5 Refers to car benets and is stated on the basis of direct costs to the Company.
Key Executives of the APB Group
Fee %
Salary %
Bonus %
Allowances & Benets %
Long Term Incentive %
Total %
Between $750,001 and $1,000,000 Mr Christopher Kidd Between $500,001 and $750,000 Mr Vivek Chhabra Dr Leslie Buckley Ms Loy Juat Boey Between $250,001 and $500,000 Mr Bennett Neo Information on key executives is set out on page 68.
60
25
15
100
63 56 51
28 22 25
9 22 11
13
100 100 100
56
29
100
Details of Phantom Share Option Scheme The Remuneration Committee also administers the Phantom Share Option Plan which is described in Note 29 to the Financial Statements.
65

DIRECTORS FEES The remuneration of the Companys non-executive Directors takes into account their level and quality of contribution and their respective responsibilities, including attendance and time spent at Board meetings and Board Committee meetings. Non-executive Directors are paid basic Directors fee, additional fees for appointments to Board Committees and attendance fees for Board and Board Committee meetings. No Director decides his own fees. A review of the Directors fees was undertaken, in which such fees were benchmarked against the amounts paid by other major listed companies. The review showed that the current Directors fees for participation in Board Committees appeared low in comparison. The Company also envisages that there will be more Board Committee meetings for the nancial year ending 30 September 2011, involving greater participation by the Directors. It is therefore proposed that adjustments be made to Board Committee fees with effect from the next nancial year. Directors basic fees remain unchanged. Shareholders approval will be sought at the 2011 AGM on 25 January 2011, for the payment of Directors fees proposed for the nancial year ending 30 September 2011 amounting to S$562,000 (last year S$469,000). ACCOUNTABILITY AND AUDIT Principle 10: Accountability and Audit The Board should present a balanced and understandable assessment of the companys performance, position and prospects. The Company prepares its nancial statements in accordance with the Singapore Financial Reporting Standards (SFRS) prescribed by the Accounting Standards Council. It disseminates quarterly nancial reports and other related material information to Shareholders via announcements to the SGX-ST and, where appropriate, press releases, media and analyst briengs. Principle 11: Audit Committee The Board should establish an Audit Committee with written terms of reference which clearly set out its authority and duties. The Audit Committee comprises the following non-executive Directors, the majority of whom, including its Chairman, are independent: Mr Lee Yong Siang Mr Goh Yong Hong1 Mr D R Hazelwood2 Chairman Member Member
Note: 1 Mr Goh Yong Hong retired from the Board and the Audit, Nominating and Remuneration Committees on 30 September 2010. Mr Bob Tan was appointed as Director, Chairman of the Nominating Committee, and member of the Audit and Remuneration Committees on 1 October 2010. 2 Mr D R Hazelwood and Mr Koh Poh Tiong are alternating members on an annual rotational basis.
Members of the Audit Committee are appropriately qualied to discharge their responsibilities as they possess the requisite accounting and/ or other related nancial management expertise and experience. The Audit Committee has reasonable resources to enable it to discharge its functions effectively. The Audit Committee is guided by Terms of Reference endorsed by the Board which clearly set out its authority, responsibilities and duties. It is empowered with the explicit authority to investigate any matter within such Terms of Reference. The Committee also has full access to, and the co-operation of Management, as well as the full discretion to invite any Director or executive ofcer to attend its meetings. Minutes of Audit Committee meetings are circulated to the Directors. Where appropriate, the Audit Committee has adopted relevant best practices set out in the 2008 Guidebook for Audit Committees in Singapore, which will be used as a reference to assist the Committee in performing its functions.
66

The Audit Committee reviews the quarterly and full-year nancial statements of the Company, including key signicant nancial reporting issues and assessments, to ensure compliance with the requirements of SFRS. The Audit Committee recommends to the Board for approval, the quarterly and annual nancial results and related SGX-ST announcements. In performing its function, the Audit Committee met with internal and external auditors, reviewed the audit plans of both internal and external auditors and the assistance given by Management to the auditors, so as to ensure sufcient coverage in terms of the scope of audit. All audit ndings and recommendations are presented to the Audit Committee for discussion. The Audit Committee meets with internal and external auditors, without the presence of Management, at least once a year. In addition, the Audit Committee also reviews and evaluates with internal and external auditors, the adequacy of the Companys system of internal controls, including nancial, operational and compliance controls and risk management policies and systems. The Audit Committee reviews the Groups Interested Person Transactions (IPT) to ensure that the methods or procedures for determining the transaction prices as approved at the last General Meeting, have not changed, and such methods or procedures are sufcient to ensure that the transactions were carried out on normal commercial terms, and were not prejudicial to the interests of the Company and its minority Shareholders. It is satised that the internal controls over the identication, evaluation, review, approval and reporting of IPT were effective. As part of the Companys ongoing efforts to enhance its corporate governance processes, the Audit Committee reviewed and deliberated on the proposed change of auditors. It is of the view that a change in auditors would enable the Company to benet from a fresh perspective and the views of another professional rm. The Audit Committee has therefore recommended to the Board the appointment of new auditors with effect from the nancial year ending 30 September 2011. In recommending the new auditors for approval by the Board, the Audit Committee considered factors such as the adequacy of resources, the experience of supervisory and professional staff to be assigned to the audit, the size and complexity of the Company and its business and operations, and is satised that the incoming auditors will be able to meet the audit requirements and statutory obligations of the Company. The Audit Committee has also reviewed the nature and extent of non-audit services rendered by the incoming auditors, and is satised that the nature and extent of such services do not affect their independence and objectivity as external auditors. The Audit Committee also approves the remuneration and terms of engagement of the external auditors. Code of Conduct The APB Group has in place a Code of Conduct, which includes a Whistle-Blowing Policy for the APB Group. This code incorporates principles and values that are upheld in the APB Groups dealings with employees, customers, suppliers and business associates. The Whistle-Blowing Policy encourages and provides a channel through which employees may, in good faith and in condence, raise concerns on possible improprieties in nancial reporting and other matters, so as to ensure independent investigation of such matters and appropriate follow-up action. The Directors, ofcers and employees of the Company are required to observe and maintain high standards of integrity in carrying out their roles and responsibilities, and to comply with applicable laws, regulations and APB Groups policies, including the Code of Conduct. Principle 12: Internal Controls The Board should ensure that the Management maintains a sound system of internal controls to safeguard the Shareholders investments and the companys assets. The Audit Committee reviews the APB Groups system of internal controls, including nancial, operational and compliance controls, and risk management policies and systems established by Management. This is to ensure that such system is sound and adequate to provide reasonable assurance of the integrity, effectiveness and efciency of the Company in safeguarding Shareholders investments and the assets of the Company. Enterprise-wide risk management (ERM) system is implemented at all levels of the APB Group, including divisional, departmental and process levels, both in Singapore and overseas. Key risks, control measures and management actions are continually identied and monitored by the operational units, reviewed by Management, and validated by the CEO. The Audit Committee reviews the risk proles of the Company and guides Management to check and ensure that robust risk management and internal controls are in place.
67

Principle 13: Internal Audit The company should establish an internal audit function that is independent of the activities it audits. The internal audit function is supported by APBs ultimate holding company, F&N, and is independent of the activities being audited. In performing its duties, the internal audit team of F&N adopts and complies with the Standards for the Professional Practice of Internal Auditing set by the Institute of Internal Auditors. Furthermore, it operates within the framework stated in its Internal Audit Charter which is approved by the Audit Committee of the Company. On an annual basis, the internal auditors prepare a risk-based audit plan which is submitted to and approved by APBs Audit Committee. The Head of Internal Audit, F&N is a certied public accountant who reports to the Chairman of APBs Audit Committee. The Audit Committee is satised that the internal audit function is adequately resourced, and has appropriate standing within the APB Group. All audit reports are submitted to the Audit Committee for review and copies of these reports are given to the relevant Management for follow-up action. Summary of key audit ndings and recommendations are discussed at Audit Committee meetings, and the timely and proper follow-up and implementation of audit recommendations is closely monitored. COMMUNICATION WITH SHAREHOLDERS Principle 14: Communication with Shareholders Companies should engage in regular, effective and fair communication with Shareholders. APB engages in regular, effective and fair communication with its Shareholders. Regular dialogues are held with investors, analysts, fund managers and the press, conveying material and other pertinent information on a timely basis. Material information is simultaneously disseminated to the SGX-ST, and where relevant, the press and posted on the Companys website at www.apb.com.sg. Principle 15: Participation of Shareholders Companies should engage greater shareholder participation at AGMs, and allow Shareholders the opportunity to communicate their views on various matters affecting the company. The Company sends its Annual Report and Notice of AGM to all Shareholders. Separate resolutions are proposed for substantially separate issues at the meeting. At its AGM, Shareholders are given the opportunity to raise questions and clarify any issues they may have relating to the resolutions to be passed. Board members and senior Management are required to attend Shareholders meetings to address any questions raised. The Companys external auditors are also present to address Shareholders queries on the conduct of audit and the preparation and content of the auditors report. For better transparency, the Company introduced an electronic poll voting system at its last AGM, during which Shareholders were invited to vote on each of the resolutions by poll, using a hand held device. The voting results of all votes cast for, or against, each resolution were screened at the meeting, and disseminated through announcement to the SGX-ST on the same day. The Company will continue to use the electronic poll voting system at the 2011 AGM. Listing Rule 1207 sub-Rule (18) on Dealings in Securities In line with Listing Rule 1207(18) on Dealings in Securities, APB issues a quarterly circular to its Directors, ofcers and employees reminding them of the restrictions on dealings in listed securities of the APB Group two weeks before the announcement of quarterly results and one month before announcement of full-year results and at any time they are in possession of unpublished price sensitive information. Directors and ofcers are also directed to refrain from dealing in listed securities of the APB Group on short-term considerations.
68
Particulars of Key Management Staff

Name
Age
Academic & Professional Qualication
Past Working Experience
Current Designation/ Area of Responsibility
Mr Christopher Kidd
53
Bachelor of Arts (Honours), Durham University, United Kingdom, 1978 (Major in Geography) Doctorate of Philosophy, Columbia University, New York, USA, 1991 Bachelor of Arts (1st Class Honours) Massey University, New Zealand, 1983 Bachelor of Commerce (Honours), Bombay University, 1979 Chartered Accountant, Institute of Chartered Accountants of India, 1981 Diploma in Computer Management, Bombay University, 1985
32 years of work experience which includes stints with British Petroleum in various countries in the regional Marketing function and Business Development. 24 years of work experience in Sales, Marketing functions in multi-national organizations in New Zealand, and Senior General Management positions in APB operating companies in the region as well as Group Ofce. 28 years of work experience in Finance and Business Development function in various countries in the Asia Pacic region in organizations including Parke Davis and RJR Nabisco/ Britannia. Held positions of Finance Manager in Papua New Guinea and Vietnam before being elevated to Finance Director in 2000. 31 years of experience in Finance & Accounting and Audit functions. Work experience in organizations including Ernst & Whitney and Purvaria Packaging Industries. 11 years of experience in Esso and Exxon Mobil taking up diversied roles in Singapore and Vietnam.
Regional Director (Indo-China) (Year joined: 1994)
Dr Leslie Buckley
50
Regional Director (S.E.A./ Oceania excluding Singapore) (Mongolia and USM effective 1 July 2007) (Year joined: 1995) Regional Director (South Asia)/ Director (Group Business Development) (Year joined: 1995)
Mr Vivek Chhabra
51
Ms Loy Juat Boey
53
Bachelor of Accountancy (Honours), University of Singapore, 1979 Fellow, Institute of Certied Public Accountants of Singapore Bachelor of Engineering (Honours), Nanyang Technological University, 1994
Director (Group Finance) (Year joined: 1987)
Mr Bennett Neo Gim Siong
41
Regional Director (Singapore cluster and Cambodia) (Year joined: 2005)
69
Directors Report
year ended 30 September 2010
Your directors have pleasure in submitting their report and the audited nancial statements of the Company and of the group for the nancial year ended 30 September 2010. 1. DIRECTORATE The directors of the Company in ofce at the date of this report are: Mr Simon Israel Mr D R Hazelwood Mr Siep Hiemstra Mr Koh Poh Tiong Mr Lee Yong Siang Mr Roland Pirmez Mr Bob Tan Beng Hai Mr Kenneth Choo Tay Sian Mr Huang Hong Peng Mr R S Lette (Chairman)
(Appointed on 1 October 2010) (Alternate to Mr Siep Hiemstra) (Alternate to Mr Koh Poh Tiong) (Alternate to Mr D R Hazelwood)
Mr Goh Yong Hong resigned from the Board on 30 September 2010, having served as a director for 17 years since 1993. The Board thanks Mr Goh for his past services. Mr Bob Tan Beng Hai was appointed a director on 1 October 2010. Mr Lee Yong Siang has expressed his desire not to seek re-election when he retires, pursuant to Section 153 of the Companies Act, Cap. 50, at the forthcoming Annual General Meeting and therefore does not offer himself for re-election. At the forthcoming Annual General Meeting the following directors retire and, being eligible, offer themselves for re-election: By rotation pursuant to Article 96 of the Companys Articles of Association: Mr Simon Israel Appointed during the year pursuant to Article 86 of the Companys Articles of Association: Mr Bob Tan Beng Hai
2.
ARRANGEMENTS TO ENABLE DIRECTORS TO ACQUIRE SHARES AND DEBENTURES Neither at the end of, nor at any time during the nancial year did there subsist any arrangements to which the Company or the group is a party whereby directors of the Company might acquire benets by means of the acquisition of shares in, or debentures of, the Company or any other body corporate.
70
Directors Report
3.
DIRECTORS INTERESTS IN SHARES OR DEBENTURES The directors who held ofce at the end of the nancial year and their benecial or deemed interests in the issued capital of the Company and its related corporations as recorded in the register required to be kept under Section 164 of the Companies Act, Cap. 50 were as follows:
ORDINARY SHARES OF THE COMPANY/ OTHER SECURITIES IN RELATED COMPANIES As at As at 1 Oct 2009 30 Sep 2010
Simon Israel Frasers Centrepoint Asset Management Ltd Ordinary Units in Frasers Centrepoint Trust Goh Yong Hong 1 D R Hazelwood Siep Hiemstra Koh Poh Tiong Fraser and Neave, Limited Options to subscribe for shares Conditional awards of restricted shares Conditional awards of performance shares Lee Yong Siang Roland Pirmez Kenneth Choo Tay Sian (Alternate to Siep Hiemstra) Huang Hong Peng (Alternate to Koh Poh Tiong) Fraser and Neave, Limited Ordinary Shares Options to subscribe for shares Conditional awards of restricted shares Conditional awards of performance shares Frasers Centrepoint Asset Management Ltd Ordinary Units in Frasers Centrepoint Trust Frasers Centrepoint Asset Management (Commercial) Ltd Ordinary Units in Frasers Commercial Trust R S Lette (Alternate to D R Hazelwood)
1 2
700,000 Nil Nil Nil
700,000 Nil Nil Nil
967,500 Nil Nil Nil Nil Nil
967,500 293,2972 192,9263 Nil Nil Nil
25,000 1,044,300 Nil Nil 462,000 Nil Nil
75,000 744,300 79,5004 28,0005 462,000 1,700,000 Nil
Resigned on 30 September 2010. Reects a deemed interest in up to 293,297 shares in Fraser and Neave, Limited (F&N) arising from the grant of a conditional award of restricted shares under the Fraser and Neave, Limited Restricted Share Plan (RSP). The actual number of F&N shares to be delivered will range from 0% to 150% of the base award of 195,531 shares, depending on the level of achievement of performance targets set over a two-year performance period. Reects a deemed interest in up to 192,926 shares in F&N arising from the grant of a conditional award of performance shares under the Fraser and Neave, Limited Performance Share Plan (PSP). The actual number of F&N shares to be delivered will range from 0% to 200% of the base award of 96,463 shares, depending on the level of achievement of performance targets set over a three-year performance period. Reects a deemed interest in up to 79,500 shares in F&N arising from the grant of a conditional award of restricted shares under the RSP. The actual number of F&N shares to be delivered will range from 0% to 150% of the base award of 53,000 shares, depending on the level of achievement of performance targets set over a two-year performance period. Reects a deemed interest in up to 28,000 shares in F&N arising from the grant of a conditional award of performance shares under the PSP. The actual number of F&N shares to be delivered will range from 0% to 200% of the base award of 14,000 shares, depending on the level of achievement of performance targets set over a three-year performance period.
71
Directors Report
4.
DIRECTORS CONTRACTUAL BENEFITS Since the end of the previous nancial year, no director has received or has become entitled to receive a benet required to be disclosed by Section 201(8) of the Singapore Companies Act, Cap. 50 by reason of a contract made by the Company or a related corporation with the director or with a rm of which he is a member or with a company in which he had a substantial nancial interest except as disclosed in this report in respect of remuneration as shown in the nancial statements and in respect of participation by Mr Koh Poh Tiong and Mr Huang Hong Peng in the Executives Share Option Scheme (ESOS) of Fraser and Neave, Limited (F&N), and in the F&N Performance Share Plan and F&N Restricted Share Plan which replaced the ESOS on its expiry in 2009. SHARE OPTIONS (a) Asia Pacic Breweries Limited Executives Share Option Scheme (Scheme) (i) Approved by Shareholders on 21 February 1995. The Scheme expired in July 2004 but Options already granted under that Scheme remain exercisable until the end of the relevant Option Period. (ii) The Scheme is administered by the Remuneration Committee, which comprises the following three directors: * Mr Lee Yong Siang (Chairman) Mr Bob Tan Beng Hai Mr Koh Poh Tiong/ Mr Siep Hiemstra* Mr Koh Poh Tiong and Mr Siep Hiemstra are appointed alternating members on an annual rotational basis.
5.
(iii) No option has been granted to controlling shareholders or their associates, or parent group employees and no employee has received 5% or more of the total options available under the Scheme. (iv) The options granted to the directors are fully exercised. Information pertaining to Outstanding Options At the end of the nancial year, there were 65,200 unissued ordinary shares of the Company under options granted pursuant to the Scheme. Details of the options to subscribe for ordinary shares in the capital of the Company granted to executives pursuant to the Scheme are as follows:
Balance as at 1.10.2009 Options Exercised/ Lapsed Balance as at 30.9.2010
Options
Offer Date
Exercise Price
Exercise Period
2000 2001 2002 2003 2004
22.12.1999 20.12.2000 08.10.2001 15.10.2002 08.10.2003
10 2,750 5,650 18,000 38,800 65,210
(10)# (10)
2,750 5,650 18,000 38,800 65,200
$4.28 $3.91 $3.79 $4.79 $6.29
21.09.2002 to 20.11.2009 19.09.2003 to 18.11.2010 08.07.2004 to 07.09.2011 15.07.2005 to 14.09.2012 08.07.2006 to 07.09.2013
Lapsed due to expiry.
Statutory and other information regarding the Options (i) The Exercise Price is equal to the market value of a share based on the average last done price on the Singapore Exchange Securities Trading Limited for the ve market days preceding the Offer Date. (ii) The grantee may exercise an option during the Exercise Period (which commences 33 months after the Offer Date) by notice in writing accompanied by a remittance for the number of options at the full amount of the Exercise Price.
72
Directors Report
5.
SHARE OPTIONS (continued) (a) Asia Pacic Breweries Limited Executives Share Option Scheme (Scheme) (continued) Statutory and other information regarding the Options (continued) (iii) Options expire 119 months after the Offer Date unless an option has previously lapsed by reason of the cessation of employment of the grantee after the grant of an option and before its exercise. (iv) The number of shares which may be acquired by a grantee and the Exercise Price are subject to adjustment, as conrmed by the auditors of the Company that such adjustment is fair and reasonable, by reason of any issue of additional shares in the Company by way of rights or capitalisation of prots or reserves, or subdivision or consolidation of shares made while an option remains unexercised. (v) The persons to whom the options have been issued have no right to participate by virtue of the options in any share issue of any other company. (b) Other than those disclosed at sub-paragraph (a) above, there were no un-issued shares of the Company or any corporation in the group under options as at the end of the nancial year to which this report relates. Other than those disclosed at sub-paragraph (a) above, no shares of the Company or any corporation in the group were issued during the nancial year by virtue of the exercise of options to take up unissued shares of the Company or any corporation in the group.
(c)
6.
AUDIT COMMITTEE At a series of meetings convened during the twelve months up to the date of this report, the Audit Committee reviewed reports prepared respectively by the external and the internal auditors and approved proposals for improvement in internal controls. The announcement of quarterly results and the nancial statements of the Company and of the group and the audit report thereon for the full year were also reviewed prior to consideration and approval of the Board. AUDITORS The auditors, Ernst & Young LLP, will not be seeking re-appointment. OTHER INFORMATION REQUIRED BY SINGAPORE EXCHANGE SECURITIES TRADING LIMITED (a) The interests of the directors of the Company in the share capital of the Company and of its related companies as at the 21st day after the end of the nancial year remained unchanged from those at 30 September 2010 as set out at paragraph 3 hereof. Since the end of the previous nancial year, the Company and its subsidiaries did not enter into any material contracts involving interests of the directors or controlling shareholders and no such material contracts still subsist at the end of the nancial year, except for those disclosed in this Directors Report and in the Financial Statements.
7.
8.
(b)
On behalf of the Board,
SIMON ISRAEL Director Singapore 11 November 2010
LEE YONG SIANG Director
ROLAND PIRMEZ Director
73
Statement by Directors
We, SIMON ISRAEL, LEE YONG SIANG and ROLAND PIRMEZ, being three of the directors of Asia Pacic Breweries Limited, do hereby state that in the opinion of the directors: (i) the balance sheets, prot statements, statements of comprehensive income, statements of changes in equity and cash ow statement together with the notes thereto, set out on pages 75 to 139, are drawn up so as to give a true and fair view of the state of affairs of the Company and of the group as at 30 September 2010 and of the results of the businesses and changes in equity of the Company and of the group and the cash ows of the group for the year ended 30 September 2010; 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.
(ii)
On behalf of the Board,
SIMON ISRAEL Director
LEE YONG SIANG Director
ROLAND PIRMEZ Director
ANTHONY CHEONG FOOK SENG Company Secretary
Singapore 11 November 2010
74
Independent Auditors Report

to the members of Asia Pacic Breweries Limited
We have audited the accompanying nancial statements of Asia Pacic Breweries Limited (the Company) and its subsidiaries (collectively, the group) set out on pages 75 to 139, which comprise the balance sheets of the group and the Company as at 30 September 2010, and the prot statements, statements of comprehensive income, statements of changes in equity of the group and the Company, and cash ow statement of the group for the year then ended, and a summary of signicant accounting policies and other explanatory notes. MANAGEMENTS RESPONSIBILITY FOR THE FINANCIAL STATEMENTS Management is responsible for the preparation and fair presentation of these nancial statements in accordance with the provisions of the Singapore Companies Act, Cap. 50 (the Act) and Singapore Financial Reporting Standards. This responsibility includes devising and maintaining a system of internal accounting controls sufcient to provide a reasonable assurance that assets are safeguarded against loss from unauthorised use or disposition; and transactions are properly authorised and that they are recorded as necessary to permit the preparation of true and fair prot and loss account and balance sheet and to maintain accountability of assets; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. AUDITORS RESPONSIBILITY Our responsibility is to express an opinion on these nancial statements based on our audit. We conducted our audit in accordance with Singapore Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the nancial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the nancial statements. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the nancial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entitys preparation and fair presentation of the nancial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entitys internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the nancial statements. We believe that the audit evidence we have obtained is sufcient and appropriate to provide a basis for our audit opinion. OPINION In our opinion, (a) the consolidated nancial statements of the group and the balance sheet, prot statement, statement of comprehensive income and statement of changes in equity of the Company are properly drawn up in accordance with the provisions of the Act and Singapore Financial Reporting Standards so as to give a true and fair view of the state of affairs of the group and of the Company as at 30 September 2010 and the results and changes in equity of the group and the Company and cash ows of the group for the year ended on that date; and the accounting and other records required by the Act to be kept by the Company and by those subsidiaries incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisions of the Act.
(b)
ERNST & YOUNG LLP Public Accountants and Certied Public Accountants Singapore 11 November 2010
75
Prot Statements
THE GROUP Notes 2010 $000 2009 $000 (restated)
THE COMPANY 2010 $000 2009 $000
REVENUE Cost of sales GROSS PROFIT Other income/ (expenses) (net) Operating expenses Distribution Marketing Administration TRADING PROFIT/ (LOSS) Gross dividends from subsidiary companies Gross dividends from joint venture companies Share of joint venture and associated companies prot Gross income from investments PROFIT BEFORE INTEREST, TAXATION AND EXCEPTIONAL ITEMS Net interest income/ (expense) PROFIT BEFORE TAXATION AND EXCEPTIONAL ITEMS Impairment of investment in subsidiary companies Exceptional items PROFIT BEFORE TAXATION CONTINUING OPERATIONS Taxation PROFIT AFTER TAXATION CONTINUING OPERATIONS Loss after taxation (discontinued operations) PROFIT AFTER TAXATION PROFIT/ (LOSS) ATTRIBUTABLE TO: Shareholders of the Company Before exceptional items Continuing operations Discontinued operations Exceptional items Continuing operations Discontinued operations Non-controlling interests Earnings per share attributable to the shareholders of the Company (cents per share): Basic Before exceptional items After exceptional item Fully diluted Before exceptional items After exceptional item
2,511,146 (1,485,197) 1,025,949 2,222 (87,845) (322,391) (147,442) (557,678) 470,493 28,675 918 500,086 745 500,831 (258) 500,573 (138,233) 362,340 (6,059) 356,281
1,999,050 (1,219,670) 779,380 (11,938) (77,697) (267,230) (121,709) (466,636) 300,806 13,733 1,616 316,155 (2,576) 313,579 14,404 327,983 (96,672) 231,311 (12,015) 219,296
44,546 44,546 2,928 (21,543) (42,228) (63,771) (16,297) 192,372 22,738 198,813 (5,313) 193,500 (31,072) 162,428 (6,888) 155,540 (33,802) 121,738
36,716 36,716 (295) (14,843) (27,588) (42,431) (6,010) 181,933 18,967 194,890 1,178 196,068 11,085 207,153 (18,472) 188,681 188,681
4 4 14 7
269,421 (8,470) 260,951 (258) 2,411 263,104 93,177 356,281

10
168,180 (10,187) 157,993 14,404 172,397 46,899 219,296
155,540 155,540 (33,802) 121,738 121,738
177,596 177,596 11,085 188,681 188,681
101.1 101.9 101.1 101.9
61.2 66.8 61.2 66.8
The accounting policies and notes on pages 84 to 139 form an integral part of the nancial statements.
76
Statements of Comprehensive Income

THE GROUP 2010 $000 2009 $000
THE COMPANY 2010 $000 2009 $000
PROFIT AFTER TAXATION OTHER COMPREHENSIVE INCOME/ (LOSS), NET OF TAX: Exchange differences on translating foreign operations Share of joint venture and associated companies reserves Realisation of exchange reserve upon disposal of subsidiary companies
356,281
219,296
121,738
188,681
(96,629) (6,636) 3,064 (100,201) 256,080
(15,570) (4,475) (20,045) 199,251
121,738
188,681
TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: Shareholders of the Company Non-controlling interests TOTAL COMPREHENSIVE INCOME
181,893 74,187 256,080
157,743 41,508 199,251
121,738 121,738
188,681 188,681
77
Balance Sheets
as at 30 September 2010
THE GROUP Notes 2010 $000 2009 $000
THE COMPANY 2010 $000 2009 $000
CAPITAL AND RESERVES Share capital Reserves NON-CONTROLLING INTERESTS Represented by: NON-CURRENT ASSETS Fixed assets Subsidiary companies Joint venture companies Associated companies Other investments Intangible assets Deferred tax assets Other receivables CURRENT ASSETS Inventories Trade receivables Other receivables Amounts due from subsidiary companies Amounts due from joint venture companies Amounts due from related companies Short term investments Bank xed deposits Cash and bank balances Deduct: CURRENT LIABILITIES Trade payables Other payables Amounts due to subsidiary companies Amounts due to joint venture and associated companies Amounts due to related companies Borrowings Provision for taxation NET CURRENT ASSETS Deduct: NON-CURRENT LIABILITIES Borrowings Deferred tax liabilities Provision for employee benets
11 12
277,538 854,054 1,131,592 138,259 1,269,851
277,538 754,779 1,032,317 100,363 1,132,680
277,538 885,383 1,162,921 1,162,921
277,538 846,263 1,123,801 1,123,801
13 14 15 16 17 18 28 21
647,683 274,666 6,250 13,074 666,996 9,681 13,886 1,632,236 196,847 174,457 51,977 21,659 4,073 6,207 126,832 109,873 691,925 258,768 189,433 11,052 15,683 77,559 67,815 620,310 71,615 368,013 58,466 7,521 434,000 1,269,851
606,727 279,195 383 10,871 230,744 4,733 20,523 1,153,176 158,123 160,365 41,838 28,424 5,524 6,188 102,572 90,260 593,294 227,441 134,939 5,801 18,396 104,780 56,648 548,005 45,289 23,780 36,223 5,782 65,785 1,132,680
1,183 1,146,605 302,830 14 36,575 744 1,487,951 1,087 73,568 17,350 457 2,619 7,670 102,751 35,358 3,059 269 796 28,101 6,698 74,281 28,470 353,500 353,500 1,162,921
1,444 730,105 300,878 14 48 1,071 1,033,560 979 55,297 24,199 88 29,064 11,495 121,122 20,159 120 1,021 9,581 30,881 90,241 1,123,801
20 21 21 25 26 26 22 23 23
24 24 25 26 26 27
27 28 29
78
Statement of Changes in Equity

THE GROUP Share Capital $000 Capital Reserve $000 Revenue Exchange Reserve Reserve $000 $000 Dividend Reserve $000 Other Reserve $000 NonControlling Total Interests $000 $000 Total Equity $000
Year ended 30 September 2010 Balance at 1 October 2009 Currency translation difference Share of joint venture and associated companies reserves Realisation of exchange reserve upon disposal of subsidiary companies Other comprehensive loss Prot after taxation Total comprehensive income/ (loss) Non-controlling interests arising from acquisition of subsidiary companies Dividends paid to non-controlling shareholders Dividends Final dividend paid for the previous year Interim dividend paid for the current year Final dividend proposed for the current year Balance at 30 September 2010
277,538
15,799
815,492
(123,034) (77,639) (6,636)
46,473
49 1,032,317 (77,639) (6,636)
100,363 1,132,680 (18,990) (96,629) (6,636)
263,104 263,104
3,064 (81,211) (81,211)
3,064 (81,211) 263,104 181,893
3,064 (18,990) (100,201) 93,177 74,187 356,281 256,080
16,674 (52,965)
16,674 (52,965)
277,538
15,799
(36,145)
(46,473) 134,254 87,781 134,254
(46,473) (36,145)
(46,473) (36,145)
(134,254) (170,399) 908,197 (204,245)
(82,618) 49 1,131,592
(82,618) 138,259 1,269,851
79

THE GROUP Share Capital $000 Capital Reserve $000 Revenue Exchange Reserve Reserve $000 $000 Dividend Reserve $000 Other Reserve $000 NonControlling Total Interests $000 $000 Total Equity $000
Year ended 30 September 2009 Balance at 1 October 2008 Currency translation difference Share of joint venture and associated companies reserves Other comprehensive loss Prot after taxation Total comprehensive income/ (loss) Share contribution by a non-controlling shareholder Issue of shares in the Company upon exercise of Share Options Dividends paid to non-controlling shareholders Dividends Final dividend paid for the previous year Interim dividend paid for the current year Final dividend proposed for the current year Balance at 30 September 2009
277,523
15,799
725,713 172,397 172,397
(108,380) (10,179) (4,475) (14,654) (14,654)
46,472
52
957,179 (10,179) (4,475) (14,654) 172,397 157,743
98,327 1,055,506 (5,391) (5,391) 46,899 41,508 (15,570) (4,475) (20,045) 219,296 199,251
15
(3)
12
2,117 (41,589)
2,117 12 (41,589)
277,538
15,799
(36,145) (46,473) (82,618) 815,492
(123,034)
(46,472) 46,473 1 46,473
(46,472) (36,145)
(46,472) (36,145)
(82,617) 49 1,032,317
(82,617) 100,363 1,132,680
80

THE COMPANY Share Capital $000 Revenue Reserve $000 Dividend Reserve $000 Other Reserve $000 Total Equity $000
Year ended 30 September 2010 Balance at 1 October 2009 Prot after taxation Total comprehensive income Dividends Final dividend paid for the previous year Interim dividend paid for the current year Final dividend proposed for the current year Balance at 30 September 2010 Year ended 30 September 2009 Balance at 1 October 2008 Prot after taxation Total comprehensive income Issue of shares in the Company upon exercise of Share Options Dividends Final dividend paid for the previous year Interim dividend paid for the current year Final dividend proposed for the current year Balance at 30 September 2009
277,538
799,741 121,738 121,738
46,473
49
1,123,801 121,738 121,738
277,538
(36,145) (134,254) (170,399) 751,080
(46,473) 134,254 87,781 134,254
49
(46,473) (36,145) (82,618) 1,162,921
277,523 15
693,678 188,681 188,681
46,472
52 (3)
1,017,725 188,681 188,681 12
277,538
(36,145) (46,473) (82,618) 799,741
(46,472) 46,473 1 46,473
49
(46,472) (36,145) (82,617) 1,123,801
81
Cash Flow Statement

THE GROUP 2010 2009 $000 $000 (restated)
CASH FLOWS FROM OPERATING ACTIVITIES Prot before taxation and exceptional items Loss before taxation and exceptional item from discontinued operations Adjustments for: Depreciation of xed assets (Prot)/ Loss on disposal of xed assets (net) Changes in fair value of nancial instruments Amortisation of intangible assets Investment income Interest income Interest expense Impairment of xed assets (net) Impairment of intangible assets Additional/ (Write-back of) employee share-based expense Provision for employee benets Share of joint venture and associated companies prots Loss recognised from discontinued operations Operating cash ows before working capital changes Change in inventories Change in trade and other receivables Change in trade and other payables Change in joint venture/ associated and related companies balances Currency realignment Cash generated from operations Interest received Interest paid Employee benets paid Payment of cash-settled options Income taxes paid Net cash from operating activities
500,831 (8,470) 492,361 66,446 (217) 3,065 175 (918) (13,697) 12,952 5,415 9,160 1,821 (28,675) 554 548,442 14,336 8,769 (10,774) 319 (39,388) 521,704 14,261 (10,629) (912) (241) (120,906) 403,277
313,579 (12,015) 301,564 57,373 1,231 2,662 426 (1,616) (6,661) 9,237 1,612 4,773 (314) 679 (13,733) 7,821 365,054 (568) 11,868 39,546 (14,186) 3,280 404,994 7,800 (12,830) (3,227) (1,042) (80,912) 314,783
82
Cash Flow Statement

CASH FLOWS FROM INVESTING ACTIVITIES Dividends from joint venture companies Purchase of investments Proceeds from disposal of investments Proceeds from disposal of xed assets Purchase of intangible assets Investment income Compensation fee income Purchase of xed assets (Addition)/ Repayment of trade advances Increase in investment in a joint venture company Net cash inow from disposal of subsidiary companies Purchase of additional interest in a subsidiary company Net cash outow on acquisition of subsidiary companies Net cash used in investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issue of shares by the Company Proceeds from issue of shares by a subsidiary company Proceeds/ (Repayment) of bank borrowings (net) Repayment of loan from a non-controlling shareholder Payment of dividends: by the Company to shareholders by subsidiary companies to non-controlling shareholders Net cash from/ (used) in nancing activities Net increase in cash and cash equivalents Effect of exchange rate changes on cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year Cash and cash equivalents at end of year consist of: Bank xed deposits Cash and bank balances Less: Bank overdrafts (Note 27)
27,749 (303) 3,144 (36,645) 918 (87,840) (7,257) (143) 35,600 (501,386) (566,163)
23,198 102 1,713 1,616 11,085 (88,738) 6,242 (2,098) 3,220 (3,783) (47,443)
357,097 (82,618) (52,965) 221,514 58,628 (9,318) 182,122 231,432
12 2,117 (88,780) (2,617) (82,617) (41,589) (213,474) 53,866 (4,731) 132,987 182,122
126,832 109,873 (5,273) 231,432
102,572 90,260 (10,710) 182,122
83
Cash Flow Statement

Analysis of disposal of subsidiary companies Non-current assets Current assets Current liabilities Non-current liabilities Cash and cash equivalents Gain on disposal Consideration received Add: Cash and cash equivalents of subsidiary companies Net cash inow from disposal of subsidiary companies Analysis of acquisition of subsidiary companies Non-current assets Current assets Current liabilities Non-current liabilities Cash and cash equivalents Less: Non-controlling interests Goodwill arising on acquisition Consideration paid Less: Funded by a non-controlling shareholder Cash injection by subsidiary company Cash and cash equivalents of subsidiary companies Net cash outow on acquisition of subsidiary companies
(57,470) (15,207) 39,433 55 (102) (33,291) (2,411) (35,702) 102 (35,600)
(2,624) 3,107 (547) (64) (3,703) (3,767) 547 (3,220)
132,378 100,560 (119,553) (12,713) 14,497 115,169 (16,674) 98,495 417,388 515,883 (14,497) 501,386
8,272 528 (6,736) 2,064 (849) 1,215 4,704 5,919 (451) (5,468)
84
Notes to the Financial Statements

The following Notes form an integral part of the Financial Statements on pages 75 to 83. 1. GENERAL AND CORPORATE INFORMATION Asia Pacic Breweries Limited (the Company) is a limited liability company incorporated and domiciled in Singapore. The registered ofce of the Company is located at #21-00 Alexandra Point, 438 Alexandra Road, Singapore 119958. The holding company is Asia Pacic Investment Pte Ltd. Under the provisions of the Companies Act, Cap. 50, Fraser and Neave, Limited is regarded as the ultimate holding company by reason of its rights to appoint a majority of the directors of Asia Pacic Investment Pte Ltd. Both the holding company and ultimate holding company are also incorporated in Singapore. The principal activities of the group are the brewing and sale of beer and stout. These activities are carried out through the Companys subsidiary, joint venture and associated companies to which the Company provides management and administrative services. There were no signicant changes in the nature of these activities during the nancial year. The group operates 36 breweries in 13 countries in the Asia Pacic region. The nancial statements of the Company and the consolidated nancial statements of the group were authorised for issue in accordance with a resolution of the directors on 11 November 2010. 2. ACCOUNTING POLICIES 2.1 Basis of Preparation The nancial statements are prepared in accordance with Singapore Financial Reporting Standards (FRS) as required by the Companies Act, Cap.50. The nancial statements are prepared on a historical cost basis except as disclosed in the accounting policies below. The nancial statements are presented in Singapore dollars (SGD or $) and all values are rounded to the nearest thousand ($000) unless when otherwise stated. The Company and the group have applied the same accounting policies and methods of computation in the preparation of the nancial statements for the current nancial year and they are consistent with those used in the previous nancial year except for the changes in the accounting policies discussed below. During the year, the Company and the group adopted the following FRS, revised FRS and amendments to FRS that are applicable in the current nancial year. FRS 1 FRS 23 (Revised) FRS 27 (Amendments) FRS 103 (Revised) FRS 107 (Amendments) FRS 108 Presentation of Financial Statement Revised Presentation Borrowings Costs Consolidated and Separate Financial Statements Business Combinations Financial Instruments: Disclosures Operating Segments
Except as set out below, the adoption of the above FRS, revised FRS and amendments to FRS has no material effect on the nancial statements of the Company and the group. FRS 1 Presentation of Financial Statement Revised Presentation The revised FRS 1 separates owner and non-owner changes in equity. The statement of changes in equity includes only details of transactions with owners, with all non-owner changes in equity presented in the statement of other comprehensive income. In addition, the standard introduces the statement of comprehensive income which presents income and expenses recognised in the period. This statement may be presented in one single statement, or two linked statements. The group has elected to present this statement as two linked statements. This is a change in presentation and does not affect the recognition or measurement of the entitys transactions.
85
Notes to the Financial Statements

2.
ACCOUNTING POLICIES (continued) 2.1 Basis of Preparation (continued) FRS 103 (Revised) Business Combinations The revised FRS 103 introduces a number of changes to the accounting for business combinations that will impact the amount of goodwill recognised, the reported results in the period that an acquisition occurs, and future reported results. Please refer to note 2.2 for the revised accounting policy on the Basis of Consolidation. According to its transitional provisions, the revised FRS 103 is to be applied prospectively. Assets and liabilities that arose from business combinations whose acquisition dates are before 1 October 2009 are not adjusted. As a result of the adoption of revised FRS 103, transaction costs relating to the acquisition of interests in PT Multi Bintang Indonesia Tbk (MBI) and Grande Brasserie de Nouvelle Caledonie S.A (GBNC) of $5,904,000 have been recognised in the prot statement. FRS 27 (Amendments) Consolidated and Separate Financial Statements The revisions to FRS 27 principally change the accounting for transactions with non-controlling interests. Please refer to note 2.2 for the revised accounting policy on the Basis of Consolidation. According to its transitional provisions, the revised FRS 27 has been applied prospectively and does not impact the groups consolidated nancial statements in respect of transactions with non-controlling interest, attribution of losses to non-controlling interest, and disposals of subsidiary companies before 1 October 2009. The changes will affect future transactions with noncontrolling interest. 2.2 Subsidiary Companies and Consolidation (a) Subsidiary Companies A subsidiary company is a company over which the group has the power to govern the nancial and operating policies so as to obtain benets from its activities. The group generally has such power when it directly or indirectly, holds more than 50% of the issued share capital, or controls more than half of the voting power. The Companys investments in subsidiary companies are carried at cost less accumulated impairment loss. A list of the Companys subsidiary companies is shown in Note 39. (b) Basis of Consolidation Subsidiary companies are consolidated from the date of acquisition, being the date on which the group obtains control, and continue to be consolidated until the date that such control ceases. The nancial year of the Company and all its subsidiary companies end on 30 September unless otherwise stated. The consolidated nancial statements of the group incorporate the nancial statements of the Company and all its subsidiary companies made up to 30 September. The nancial statements of subsidiary companies are prepared using consistent accounting policies. Adjustments are made to any dissimilar material accounting policies to conform to the groups signicant accounting policies. Acquisitions of subsidiary companies are accounted for using the acquisition method. The consideration transferred for the acquisition of a subsidiary company comprises the fair value of the assets transferred, liabilities assumed, equity interest issued by the group and any contingent consideration arrangement. Identiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date. Any change in the contingent consideration to be paid will be recognised in the prot statement. Acquisition-related costs are recognised as expenses in the periods in which the costs are incurred and the services received. The accounting policy on goodwill on acquisition of subsidiary company is described in Note 2.10.
86
Notes to Financial Statements

2.
ACCOUNTING POLICIES (continued) 2.2 Subsidiary Companies and Consolidation (continued) (b) Basis of Consolidation (continued) In preparing the consolidated nancial statements, all intercompany transactions, balances and unrealised gains on transactions between group companies are eliminated. Unrealised losses are also eliminated but are considered an impairment indicator of the asset transferred. The group elects for each individual business combination, whether non-controlling interest in the acquiree is recognised on the acquisition date at fair value, or at the non-controlling interests proportionate share of the acquirees identiable net assets. In business combinations achieved in stages, previously held equity interests in the acquiree are re-measured to fair value at the acquisition date and any corresponding gain or loss is recognised in the prot statement. Transactions with non-controlling interests Non-controlling interest represents the equity in subsidiary companies not attributable, directly or indirectly, to owners of the Company, and are presented separately in the consolidated statement of comprehensive income and within equity in the consolidated balance sheet, separately from equity attributable to owners of the Company. Total comprehensive income is attributed to the non-controlling interest based on their respective interest in a subsidiary company, even if this results in the non-controlling interest having a decit balance. As this change has been implemented prospectively, no adjustment is necessary to any of the amounts previously recognised in the nancial statements. Under the previous policy, the allocation of losses to non-controlling interests was capped to their interest in the subsidiary companys equity, with the excess allocated to the controlling shareholder. When the subsidiary company subsequently made prots, prots are allocated to the non-controlling interests only when the losses previously absorbed by the controlling shareholder are made good. A change in ownership interest in subsidiary companies that do not result in a change of control is accounted for as equity transactions. The carrying amounts of the controlling and non-controlling interests will be adjusted to reect the changes in their relative interests of the subsidiary company. Any differences between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received will be recognised directly in equity and attributed to owners of the parent. 2.3 Joint Venture Companies A joint venture company (not being a subsidiary company) is a company in which the group has a long-term interest of not more than 50% of the equity and has a contractual agreement to jointly share the control with one or more parties in the commercial and nancial affairs of the joint venture company. The groups investments in joint venture company are carried at cost less accumulated impairment loss and adjusted to recognise the groups share of the post acquisition reserves of the joint venture companies. Investments in joint venture companies include goodwill. When the groups share of losses in a joint venture company equals or exceeds its interest in the joint venture company, the group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the joint venture company. The groups share of the operating results and exceptional items of joint venture companies are shown separately in the prot statement. Net assets of the joint venture companies are included in the consolidated nancial statements under the equity method based on their latest audited nancial statements except where their nancial periods do not end on 30 September, then management accounts to 30 September are used.
87

2.
ACCOUNTING POLICIES (continued) 2.3 Joint Venture Companies (continued) When an investment in a joint venture company is acquired or sold during the year, its results are included from the date of acquisition or excluded from the date of sale. In the Companys separate nancial statements, investments in joint venture company are carried at cost less accumulated impairment loss. A list of the Companys joint venture companies is shown in Note 39. 2.4 Associated Companies An associated company (not being a subsidiary company or joint venture company) is a company in which the group exercises signicant inuence over the nancial and operating policy decisions. The groups investments in associated company are accounted for in the same way as investments in joint venture company. In the Companys separate nancial statements, interest in associated company is carried at cost less impairment loss. A list of the Companys associated companies is shown in Note 39. 2.5 Revenue Recognition Revenue from sale of goods represents the invoiced value of net sales (including excise duties and net of trade discounts) but excluding container deposits and goods and services tax. Other revenue represents service fee and management fee. Revenue from the sale of goods is recognised upon the transfer of signicant risk and rewards of ownership of the goods to the customer, which generally coincides with delivery and acceptance of the goods sold. Dividend income is recognised when the right to receive payment is established. Interest income is taken up on an accrual basis (using the effective interest method). Royalty and management fees are recognised on an accrual basis. 2.6 Provisions Provisions are recognised when the group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outow of resources embodying economic benets will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provisions are reviewed at each balance sheet date and adjusted to reect the current best estimate. Where the effect of time value of money is material, the amount of the provision is the present value of the expenditure expected to be required to settle the obligation. 2.7 Taxation The tax charge is based on the prot for the year, as adjusted for tax purposes, together with a charge or credit for deferred taxation. (a) Current Tax Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the balance sheet date.
88

2.
ACCOUNTING POLICIES (continued) 2.7 Taxation (continued) (b) Deferred Tax Deferred income tax is provided in full, using the liability method, on all temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts in the nancial statements. Deferred tax liabilities are recognised for all temporary differences, except where the deferred tax liabilities arise from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting prot or loss. Deferred tax assets are recognised for all deductible temporary differences to the extent that it is probable that future taxable prots will be available against which the deductible temporary differences can be utilised. The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced by the extent that it is no longer probable that sufcient taxable prots will be available to allow all or part of the deferred tax assets to be recovered. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted at or subsequently enacted after the balance sheet date. Deferred income tax is provided on all temporary differences arising on investments in subsidiary, joint venture and associated companies, except where the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax is charged or credited directly to equity if the tax relates to items that are charged or credited, in the same or a different period, directly to equity. Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority. 2.8 Fixed Assets Fixed assets are carried at cost or valuation less accumulated depreciation and accumulated impairment loss. The cost of an asset comprises its purchase price and any directly attributable costs of bringing the asset to working condition for its intended use. Dismantlement, removal or restoration costs are included as part of the cost of xed assets if the obligation for dismantlement, removal or restoration is incurred as a consequence of acquiring or using the asset. Expenditure for additions, improvements and renewals are capitalised and expenditure for maintenance and repairs are charged to the prot statement. Subsequent expenditure relating to a xed asset that has already been recognised is added to the carrying amount of the asset when it is probable that future economic benets, in excess of the standard of performance of the asset before the expenditure was made, will ow to the group and the cost can be reliably measured, otherwise it is recognised as an expense during the nancial year in which it is incurred. The carrying amount of the replaced parts is derecognised. When an asset is sold or retired, its cost or valuation, and accumulated depreciation and accumulated impairment loss are removed from the nancial statements and any gain or loss resulting from its disposal is included in the prot statement. Any amount in revaluation reserve relating to that asset is transferred to revenue reserve. When an asset is revalued, any accumulated depreciation and accumulated impairment loss at the date of revaluation are eliminated against the gross carrying amount of the asset. The net amount is then restated to the revalued amount of the asset. Any surplus on revaluation is recognised in other comprehensive income and accumulated to asset revaluation reserve unless they offset previous revaluation losses of the same asset that were taken to the prot statement. A decrease in net carrying amount arising on revaluation of xed assets is charged to the prot statement to the extent that it exceeds any surplus held in asset revaluation reserve relating to previous revaluations of the same class of assets.
89

2.
ACCOUNTING POLICIES (continued) 2.8 Fixed Assets (continued) Depreciation is calculated on the straight-line method to write off the cost or valuation of a xed asset less its residual value over its estimated useful life. No depreciation is charged for freehold land and un-commissioned capital work-in-progress. The residual values, depreciation method and useful lives are reviewed and adjusted as appropriate at each balance sheet date. The annual depreciation rates applied to write down xed assets over their estimated useful lives are as follows: Leasehold land Building Plant and machinery Other xed assets Lease term (ranging from 10 to 99 years) 10 to 60 years or term of lease (whichever is lower) 5 to 40 years 1 to 20 years
Capital Work-in-Progress includes xed assets under construction and the advance and progress payments made for the xed assets are not depreciated until each stage of development is completed and becomes operational. The carrying amounts of xed assets are reviewed for impairment when events or circumstances indicate that the carrying value may not be recoverable. 2.9 Borrowing Costs Borrowing costs that are directly attributable to acquisition and/ or construction are capitalised as part of the cost of the xed asset. Capitalisation of borrowing costs commences when activities to prepare the xed assets are in progress until the xed asset is ready for its intended use. Other borrowing costs are expensed as incurred. 2.10 Intangible Assets An intangible asset that is acquired separately is capitalised at cost. An intangible asset from a business acquisition is capitalised at fair value as at the date of acquisition. After initial recognition, an intangible asset is carried at cost less any accumulated amortisation and any accumulated impairment loss. The useful lives of these intangible assets are assessed to be either nite or indenite. Amortisation charged on nite intangible assets is taken to the prot statement as amortisation expense. Goodwill Goodwill on acquisition is identied as being the excess of the sum of the fair value of the consideration transferred in the business combination, the amount of non-controlling interest in the acquiree, and the fair value of the groups previously held equity interest in the acquiree, over the net fair value of the acquirees identiable assets and liabilities. In instances where the latter amount exceeds the former, the excess is recognised as a gain in the prot statement on the acquisition date. Positive goodwill is carried at cost less any accumulated impairment loss. Goodwill is subjected to impairment test annually or more frequently if events or changes in circumstances indicate that the carrying value might be impaired. For the purpose of impairment testing, positive goodwill on acquisition, from the acquisition date, is allocated to the cash-generating units (CGU) that are expected to benet from the acquisition synergies. An impairment loss is recognised in the prot statement when the carrying amount of the CGU, including the goodwill, exceeds the recoverable amount of the CGU. The recoverable amount is the higher of the CGUs fair value less costs to sell and its value in use. The total impairment loss is allocated rst to reduce the carrying amount of goodwill allocated to the CGU and then to the other assets of the CGU pro-rated on the basis of the carrying amount of each asset in the CGU. Impairment loss on goodwill is not reversed in a subsequent period.
90

2.
ACCOUNTING POLICIES (continued) 2.10 Intangible Assets (continued) Goodwill (continued) Goodwill and fair value adjustment arising on the acquisition of foreign entity on or after 1 October 2005 are treated as assets and liabilities of the foreign entity and translated at the closing rate. For acquisitions prior to 1 October 2005, the exchange rate at the date of acquisition is used. Internally generated goodwill is not capitalised. Brands, Trademarks and Licences Brands, trademarks and licences with a nite life are stated at cost less accumulated amortisation and accumulated impairment loss. They are assessed for impairment annually or whenever there is an indication of impairment. The useful life is also examined on an annual basis and an adjustment, where applicable, is made on a prospective basis. Amortisation is calculated to write off the cost over the estimated useful life of up to 15 years on a straight-line method. Brands, trademarks and licences with indenite useful lives are tested for impairment annually or whenever there is an indication that they may be impaired either individually or at the CGU level. Such brands, trademarks and licences are not amortised. The indenite useful life is reviewed annually to determine whether it continues to be supportable. If not, the change in the useful life from indenite to nite is made on a prospective basis. Other Intangible Assets Other intangible assets comprise of distributor relationship and club membership and they are amortised on a straight-line basis over the remaining useful lives. Internally generated brands, trademarks, licences and other intangible assets are not capitalised and the expenditure is charged against prot in the year in which the expenditure is incurred. 2.11 Inventories All inventories including containers (comprising returnable bottles, cases and pallets) are stated at the lower of cost and net realisable value. The net realisable value is the estimated selling price in the ordinary course of business, less the costs of completion and selling expenses. Cost in respect of raw materials is stated based on standard cost (which approximates average actual cost). Cost in respect of manufactured inventories and work-in-progress includes attributable production overheads. Engineering and other inventories are valued on the weighted average cost basis less appropriate allowance for obsolete items. Beer containers comprise returnable bottles and crates. Returnable bottles are valued at repurchase price/ deposit value (including freight where signicant; and the difference between the original cost and repurchase price/ deposit value is written off over a period not exceeding 5 years) and crates are amortised over a period not exceeding 8 years; alternatively these assets are valued at net realisable value, if lower. Abnormally large purchases of bottles are accounted for by writing off a portion of the cost in excess of repurchase price based on the estimated lifespan. 2.12 Trade and Other Receivables Trade and other receivables including receivables from related parties are classied and accounted for as loans and receivables under FRS 39. They are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, less allowance for impairment. An allowance for impairment of trade receivables is established when there is objective evidence that the group will not be able to collect the amount due according to the original terms of the receivables. The amount of the allowance is recognised in the prot statement. Bad debts are written off as incurred.
91

2.
ACCOUNTING POLICIES (continued) 2.13 Cash and Cash Equivalents Cash and cash equivalents include cash on hand and in bank, deposit with nancial institution and bank overdraft. Bank overdraft is included within borrowings on the balance sheet. Cash and cash equivalents are readily convertible to known amount of cash and are subject to an insignicant risk of changes in value. Cash on hand and in bank and xed deposit are classied and accounted for in the categories of loans and receivables under FRS 39. The accounting policy for this category of nancial assets is stated in Note 2.20. 2.14 Financial Liabilities Financial liabilities include trade payable, other payables, payable to related party and interest-bearing loan and borrowing. Financial liabilities are recognised on the balance sheet when, and only when, the group becomes a party to the contractual provisions of the nancial instrument. Financial liabilities are initially recognised at fair value of consideration received less directly attributable transaction costs and subsequently measured at amortised cost using the effective interest method. Gain and loss are recognised in the prot statement when the liabilities are derecognised as well as through the amortisation process. The liability is derecognised when the obligation under the liability is discharged or cancelled or expired. 2.15 Employee Benets Long Service Leave/ Severance Allowance/ Gratuity Provision for long service leave, severance allowance and gratuity benets is made in accordance with the statutory regulations in the country where applicable. Dened Contribution Plans under Statutory Regulations As required by law in certain countries, companies within the group make contribution to the state pension scheme. In particular, the Singapore companies in the group make contribution to the Central Provident Fund in Singapore, a dened contribution pension scheme. Contribution to state pension scheme is recognised as compensation expense in the prot statement, in the same period as the employment that gives rise to the contribution. Share Options The Company has in place an Executives Share Option Scheme (the Scheme) for granting of options to eligible executives of the group to subscribe for shares in the Company. The Scheme has expired in July 2004. The share options granted are equity-settled transactions. Details of outstanding options granted and not exercised are disclosed in Note 29. The fair value of the employee services received in exchange for the grant of the options is recognised as an expense in the prot statement with a corresponding increase in the employee share option reserve over the vesting period. The total amount to be recognised over the vesting period is determined by reference to the fair value of the options on the date of grant. Non-market vesting conditions are included in assumptions about the number of options that are expected to become exercisable on vesting date. At each balance sheet date, the entity revises its estimates of the number of options that are expected to become exercisable on vesting date. It recognises the impact of the revision of original estimates, if any, in the prot statement, and a corresponding adjustment to equity over the remaining vesting period. When the options are exercised and new ordinary shares issued, the proceeds received (net of any directly attributable transaction costs) and the corresponding share option reserve is credited to share capital.
92

2.
ACCOUNTING POLICIES (continued) 2.15 Employee Benets (continued) Phantom Share Options The Phantom Share Option Plan succeeds the Executives Share Option Scheme and the options granted are cash-settled transactions. The cost of phantom share options granted is measured initially at fair value at the grant date, taking into account the terms and conditions upon which the options were granted. Until the liability is settled, it is re-measured at each reporting date and the fair value is expensed over the period till vesting with recognition of a corresponding liability. Accrued Annual Leave Employee entitlements to annual leave are recognised when they accrue to employees. A provision is made for the estimated liability for employee entitlements to annual leave as a result of services rendered by employees up to the balance sheet date. 2.16 Functional and Foreign Currencies (a) Functional Currency The currency of the primary economic environment in which the Company operates (the functional currency) is SGD. The consolidated nancial statements are presented in SGD, which is the Companys functional and presentation currency. (b) Foreign Currency Transactions Foreign currency transactions are recorded in the functional currencies of the Company and the respective subsidiary companies at rates of exchange approximating those ruling at transaction date. Foreign currency monetary assets and liabilities at the balance sheet date are translated at the rates ruling at that date. Exchange differences are dealt with in the prot statement except where exchange differences arise on foreign currency monetary items that in substance form part of the groups net investment in the foreign entity. These exchange differences are recognised initially in other comprehensive income and accumulated under exchange reserve as a separate component of the shareholders funds until the disposal of the net investment at which time they are recognised in the prot statement. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using exchange rates at the date when the fair value was determined. Currency translation differences on non-monetary items, such as equity investments held at fair value through prot or loss, are reported as part of the fair value gain or loss. Currency translation differences on non-monetary items, such as equity investments classied as available-for-sale nancial assets, are included in the fair value reserve within equity. Currency translation differences arising from events which are treated as exceptional are dealt with as exceptional items in the prot statement. (c) Foreign Currency Translations On consolidation of subsidiary companies and equity accounting for joint venture and associated companies, prot statement items are translated into presentation currency at average exchange rates ruling during the year and assets and liabilities are translated into presentation currency at exchange rates ruling at the balance sheet date. Exchange differences arising from translation of foreign subsidiary companies, joint venture and associated companies are recognised in other comprehensive income and accumulated under exchange reserve as a separate component of equity. On disposal of a foreign operation, the cumulative amount of exchange differences deferred in equity relating to that foreign operation is recognised in the prot statement as a component of the gain or loss on disposal.
93

2.
ACCOUNTING POLICIES (continued) 2.17 Exceptional Items Exceptional items are items of income and expense of such size, nature or incidence that their disclosure is relevant to explain the performance of the Company and group for the year. 2.18 Leases A nance lease which effectively transfers to the group substantially all the risks and benets incidental to ownership of the leased item is capitalised at the lower of the fair value of the leased item and the present value of the minimum lease payments at the inception of the lease term and disclosed as xed asset. Lease payments are apportioned between the nance charge and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are charged directly to the prot statement. Contingent rents, if any, are expensed in the period in which they are incurred. A lease where the lessor effectively retains substantially all the risks and benets of ownership of the leased item is classied as an operating lease. Operating lease payments are recognised as an expense in the prot statement on a straight-line basis over the lease term. 2.19 Impairment of Non-Financial Assets The carrying amounts of the groups assets are reviewed at each reporting date or when annual impairment testing is required, to determine whether there is any indication of impairment. For the purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell and the value in use) is determined on an individual asset basis unless the asset does not generate cash ows that are largely independent of those from other assets. If this is the case, the recoverable amount is determined for the CGU to which the asset belongs. An impairment loss is recognised whenever the carrying amount of an asset exceeds its recoverable amount. The impairment loss is charged to the prot statement unless it reverses a previous revaluation in which case it will be taken to other comprehensive income. Reversal of impairment losses previously recognised is recorded when the decrease in impairment loss can be objectively related to an event occurring after the write down. The carrying amount is increased to its revised recoverable amount, provided that this amount does not exceed the carrying amount that would have been determined (net of any accumulated amortised or depreciation) had no impairment loss been recognised for the asset in prior years. A reversal of impairment loss is recognised in the income statement, unless the asset is carried at revalued amount, in which case, such reversal is treated as a revaluation increase. However, to the extent that an impairment loss on the same revalued asset was previously recognised in the prot statement, a reversal of that impairment is also recognised in the prot statement. Impairment loss on goodwill is not reversed in a subsequent period. 2.20 Financial Assets (a) Classication The classication of nancial assets is determined at initial recognition and re-evaluated at every reporting date, with the exception that the designation of nancial assets at fair value through prot or loss is not revocable. The group classies its investments in nancial assets in the following categories: (i) Financial assets at fair value through prot or loss This category has two sub-categories: nancial assets held for trading, and those designated at fair value through prot or loss at inception. A nancial asset is classied in this category if acquired principally for the purpose of selling in the short term or if so designated by management. Derivatives are also categorised as held for trading unless they are designated as hedges.
94

2.
ACCOUNTING POLICIES (continued) 2.20 Financial Assets (continued) (a) Classication (continued) (ii) Loans and receivables Loans and receivables are non-derivative nancial assets with xed or determinable payments that are not quoted in an active market. (iii) Held-to-maturity investments Held-to-maturity investments are non-derivative nancial assets with xed or determinable payments and xed maturities that the group has the positive intention and ability to hold to maturity. The groups held-to-maturity investments include investments in government and corporate bonds. (iv) Available-for-sale nancial assets Available-for-sale nancial assets are non-derivatives that are either designated in this category or not classied in any of the other categories. They are included in non-current assets unless the group intends to dispose of the assets within 12 months after the balance sheet date. (b) Recognition and Derecognition Financial assets are recognised on the balance sheet when, and only when, the group becomes a party to the contractual provisions of the nancial instrument. Purchases and sales of investment are recognised on trade-date, the date on which the group commits to purchase or sell the asset. Financial assets are derecognised when the contractual rights to receive cash ows from the nancial assets have expired or have been transferred and the group has transferred substantially all risks and rewards of ownership. On derecognition of a nancial asset in its entirety, the difference between the carrying amount and the sum of (a) the consideration received and (b) any cumulative gain or loss recognised directly in equity is recognised in the prot statement. (c) Initial Measurement Financial assets are initially recognised at fair value plus transaction costs except for nancial assets at fair value through prot or loss, which are recognised at fair value. Transaction costs for nancial assets at fair value through prot and loss are recognised in the prot statement. (d) Subsequent Measurement Available-for-sale nancial assets and nancial assets at fair value through prot or loss are subsequently carried at fair value. Loans and receivables and held-to-maturity investments are carried at amortised cost using the effective interest method. Realised and unrealised gains and losses arising from changes in the fair value of nancial assets at fair value through prot or loss are included in the prot statement in the period in which they arise. Unrealised gains and losses arising from changes in the fair value of available-for-sale nancial assets are recognised in the other comprehensive income and accumulated under fair value reserve within equity, except that impairment losses, exchange gains and losses on monetary instruments and interest calculated using the effective interest method and recognised in prot statement. When available-for-sale nancial assets are sold or impaired, the accumulated fair value adjustments in the fair value reserve within equity will be released through the prot statement.
95

2.
ACCOUNTING POLICIES (continued) 2.20 Financial Assets (continued) (e) Determination of Fair Value The fair values of quoted nancial assets are based on current bid prices. The unquoted investments that do not have quoted market prices in an active market nor other methods of reasonably estimating the fair value are carried at cost. (f) Impairment (i) Assets carried at amortised cost If there is objective evidence that an impairment loss on loans and receivables or held-to-maturity investments carried at amortised cost has been incurred, the amount of the loss is measured as the difference between the assets carrying amount and the present value of the estimated future cash ows discounted at the nancial assets original effective interest rate. The carrying amount of the asset is reduced through the use of an allowance account and the amount of the loss is recognised in the prot statement. If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively to an event occurring after the impairment was recognised, the previously recognised impairment loss is reversed. Any subsequent reversal of an impairment loss is recognised in the prot statement, to the extent that the carrying value of the asset does not exceed its amortised cost at the reversal date. (ii) Assets carried at cost If there is objective evidence that an impairment loss on an unquoted equity instrument that is not carried at fair value because its fair value cannot be reliably measured, the amount of the loss is measured as the difference between the assets carrying amount and the present value of the estimated future cash ows discounted at the current market rate of return for a similar nancial asset. Such impairment losses are not reversed in subsequent periods. (iii) Available-for-sale nancial assets The group assesses at each balance sheet date whether there is objective evidence that a nancial asset or a group of nancial assets is impaired. In the case of equity investments classied as available for sale, a signicant or prolonged decline in the fair value of the investment below its cost is considered in determining whether the investments are impaired. If any such evidence exists for available-for-sale nancial assets, the cumulative loss, measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that nancial asset previously recognised in the prot statement, is removed from the fair value reserve within equity and recognised in the prot statement. Impairment losses recognised in the prot statement on equity investments are not reversed through the prot statement, until the equity investments are disposed of. 2.21 Derivative Financial Instruments The Company and the group use derivative nancial instruments to hedge against risks associated with foreign currency uctuations. Foreign exchange forward contracts are used to hedge its risks associated primarily with foreign currency uctuations. It is the groups policy not to trade in derivative nancial instruments. Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently re-measured at their fair value. The changes in fair value of any derivative instrument that do not qualify for hedge accounting are recognised directly in the prot statements.
96

2.
ACCOUNTING POLICIES (continued) 2.21 Derivative Financial Instruments (continued) The fair value of forward foreign currency contracts is calculated by reference to current forward foreign exchange rates for contracts with similar maturity proles. Derivative instruments that qualify for hedge accounting are classied either as cash ow hedge or fair value hedge. At the inception of a hedge relationship, the Company and the group formally designate and document the hedge relationship to which the Company and the group wish to apply hedge accounting and the risk management objective and strategy for undertaking the hedge. The documentation includes identication of the hedging instrument, the hedge item or transaction, the nature of the risk being hedged and how the entity will assess the hedging instruments effectiveness in offsetting the exposure to changes in the hedged items fair value or cash ows attributable to the hedged risk. Such hedges are assessed on an ongoing basis to determine that they actually have been highly effective throughout the nancial reporting periods for which they were designated. Hedges which meet the criteria for hedge accounting are accounted for as follows: (a) Cash Flow Hedges Cash ow hedges are hedges of the exposure to the variability of cash ow that is attributable to a particular risk associated with a recognised asset or liability that could affect the prot statement. For cash ow hedges, the effective portion of the gain or loss on the hedging instrument is recognised directly in hedging reserves within equity, while the ineffective portion is recognised in the prot statement. Amounts taken to hedging reserves are transferred to the prot statement when the hedged transaction affects the prot statement, such as when the hedged nancial income or nancial expense is recognised or when a forecast sale or purchase occurs. When the hedged item is the cost of a non-nancial asset or liability, the amounts taken to hedging reserves are transferred to the initial carrying amount of the non-nancial asset or liability. If the forecast transaction is no longer expected to occur, amounts previously recognised in hedging reserves are transferred to the prot statement. If the hedging instrument expires or is sold, terminated, or exercised without replacement or rollover, or if its designation as a hedge is revoked, amounts previously recognised in hedging reserves remain in hedging reserves until the forecast transaction occurs. If the related transaction is not expected to occur, the amount is taken to the prot statement. (b) Fair Value Hedges Fair value hedges are hedges of the exposure to the variability of fair value that is attributable to a particular risk associated with a recognised asset or liability that could affect the prot statement. For fair value hedges, the gain or loss on the hedging instrument is recognised directly in the prot statement. The change in the fair value of the hedged item attributable to the risk hedged is recorded as part of the carrying value of the hedged item and is also recognised to prot statement. When an unrecognised rm commitment is designated as at hedged item, the subsequent cumulative change in the fair value of the rm commitment attributable to the hedged risk is recognised as an asset or liability with a corresponding gain or loss recognised in the prot statement.
97

2.
ACCOUNTING POLICIES (continued) 2.22 Signicant Accounting Estimates and Judgements Estimates and assumptions concerning the future and judgements are made in the preparation of the nancial statements. They affect the application of the groups accounting policies, reported amounts of assets, liabilities, income and expenses, and disclosures made. They are assessed on an ongoing basis and are based on experience and relevant factors, including expectations of future events that are believed to be reasonable under the circumstances. (a) Key Sources of Estimation Uncertainty The key assumptions concerning the future and other key sources of estimation uncertainty at the balance sheet date, that have a signicant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next nancial year are discussed below. (i) Impairment of non-nancial and nancial assets Goodwill and brands Goodwill and brands are tested for impairment at least on an annual basis. This requires an estimation of the value in use of the cash-generating units to which the goodwill and brands are allocated. Estimating the value in use requires the group to make an estimate of the expected future cash ows from the cash-generating unit and also to choose a suitable discount rate in order to calculate the present value of those cash ows. The carrying amount of the goodwill and brands at balance sheet date is disclosed in Note 18 and Note 19. Investment in joint venture and associated companies The group assesses at each reporting date whether there is any objective evidence that the impairment in joint venture and associated companies are impaired. Where there is objective evidence of impairment, the recoverable amount is estimated based on the higher of the value-in-use and the fair value less costs to sell. Estimating the value in use requires the group to make an estimate of the expected future cash ows from the joint venture and associated companies and also to choose a suitable discount rate in order to calculate the present value of those cash ows which reects the risk prole of the investee and economic assumptions regarding the industry and geographical jurisdiction in which the investee operates. Changes in assumptions about these factors could affect the recoverable amount of the investees. The carrying amount of the investment in joint venture and associated companies have been disclosed in the balance sheet. Investment in available-for-sale nancial assets The group assesses at each balance sheet date whether there is any objective evidence that any available-for-sale nancial asset is impaired. To determine whether there is objective evidence of impairment, the group considers factors such as the market condition and whether there is a signicant prolonged decline in the values of these nancial assets. Where there is objective evidence of impairment for quoted available-for-sale nancial assets, the difference between the cost and current fair value is recognised as impairment loss. Where there is objective evidence of impairment for unquoted availablefor-sale nancial assets, the recoverable value is estimated based on the amount and timing of the future cash ows. Loans and receivables The group assesses at each balance sheet date whether there is any objective evidence that a loan or receivable is impaired. To determine whether there is objective evidence of impairment, the group considers factors such as the probability of insolvency or signicant nancial difculties of the debtor and default or signicant delay in payments. Where there is objective evidence of impairment, the amount and timing of future cash ows are estimated based on historical loss experience for assets with similar credit risk characteristics.
98

2.
ACCOUNTING POLICIES (continued) 2.22 Signicant Accounting Estimates and Judgements (continued) (a) Key Sources of Estimation Uncertainty (continued) (ii) Income taxes The group has exposure to income taxes in numerous jurisdictions. Signicant judgement is involved in determining the provision for income taxes. There are certain transactions and computations for which the ultimate tax determination is uncertain during the ordinary course of business. The group recognises liabilities for expected tax issues based on estimates of whether additional taxes will be due. Where the nal tax outcome of these matters is different from the amounts that were initially recognised, such differences will impact the income tax and deferred tax provisions in the period in which such determination is made. The carrying amount of taxation and deferred taxation at balance sheet date is disclosed in the balance sheet. (iii) Depreciation of xed assets Fixed assets are depreciated on a straight-line basis over their estimated useful lives. The group estimates the useful lives of these xed assets to be within 1 to 99 years. Changes in the expected level of usage and technological developments could impact the economic useful lives and the residual values of these assets, and therefore future depreciation charges could be revised. The carrying amount of the xed asset at balance sheet date is disclosed in the balance sheet. (b) Critical Judgements Made in Applying Accounting Policies Management is of the opinion that the instances of application of judgement are not expected to have a signicant effect on the amounts recognised in the nancial statements, apart from those involving estimates.
3.
REVENUE
THE GROUP 2010 $000 2009 $000 (restated) THE COMPANY 2010 $000 2009 $000
Sale of goods Service and management fees Royalty income
2,492,546 4,565 14,035 2,511,146
1,985,077 4,886 9,087 1,999,050
11,329 33,217 44,546
8,179 28,537 36,716
99

4.
PROFIT BEFORE TAXATION AND EXCEPTIONAL ITEMS

(a)
Prot before taxation and exceptional items has been arrived at after charging/ (crediting): Depreciation of xed assets Impairment of xed assets (net) Impairment of intangible assets Amortisation of intangible assets Allowance for bad and doubtful debts Write-back of allowance for bad and doubtful debts Allowance for inventory obsolescence Provision for employee benets Staff costs (excludes directors and key executive ofcers remuneration) Dened contribution plan (excludes directors and key executive ofcers) Share option expense/ (write-back) (excludes directors and key executive ofcers) Directors of the Company: Fees Remuneration Key executive ofcers: Remuneration Share option expense Central Provident Fund contribution Auditors remuneration: Auditor of the Company Current year (Over)/ Under-provision for prior year Other auditors Current year Under-provision for prior year Others fees paid to: Auditor of the Company Other auditors 66,446 5,415 175 423 (353) 4,466 1,821 159,470 3,367 7,303 553 2,261 2,987 1,857 50 57,373 1,612 4,773 426 955 (413) 2,562 679 150,233 4,659 (554) 501 1,979 2,993 240 47 444 48 13,543 668 3,248 456 2,261 2,987 1,857 50 480 2,513 426 15,325 524 (262) 452 1,979 2,993 240 47
241 (30) 985 18 248 638
218 27 509 10 32 95
95 (27) 248
100 47
100

4.
PROFIT BEFORE TAXATION AND EXCEPTIONAL ITEMS (continued)

(b)
Net interest income/ (expense) Interest income Subsidiary companies Bank and other deposits Others Interest expense Bank loans and overdrafts Others 10,570 3,127 13,697 (12,733) (219) (12,952) 745 4,598 2,063 6,661 (9,183) (54) (9,237) (2,576) 2,405 147 2,552 (7,865) (7,865) (5,313) 1,747 65 1,812 (588) (46) (634) 1,178
(c)
Included in Other income/ (expense) (net) Prot/ (Loss) on disposal of xed assets Rental income Job credit income Changes in fair value of nancial instruments Foreign exchange gain/ (loss) Income from sale of scrapped items, beer drums and by-product
217 628 (3,065) 2,070 2,273
(1,231) 192 1,235 (2,662) (10,173) 1,953
23 136 2,331 (2,785)
(14) 234 1,309 (2,279)
101

5.
GROUP SEGMENTAL REPORTING The group is organised on a geographical basis. The group operates breweries in each of the following locations and sells its beer and stout essentially in the country it is produced. Year ended 30 September 2010
Geographical Segment Singapore $000 Malaysia $000 Papua New Guinea $000 New Zealand $000 Indochina $000 New Acquisitions $000 Mongolia $000 Sri Lanka $000 China $000 Thailand $000 Corporate Ofce $000 Group $000
Revenue Prot/ (Loss) before interest, taxation and exceptional items Subsidiary companies Joint venture and associated companies Interest income Interest expense Exceptional items Taxation Prot after taxation (continuing operations) Loss after taxation (discontinued operations) Non-controlling interest, net of taxes Attributable prot/ (loss) Continuing operations Discontinued operations Total assets Non-current assets Investment in associated and joint venture companies Current assets Tax assets Bank deposits and cash balances Total liabilities Liabilities Tax liabilities Borrowings Other segment information Capital expenditure Depreciation and amortisation continuing operations discontinued operations Impairment of xed assets Attributable prot/ (loss) before exceptional items Exceptional items Attributable prot/ (loss) Continuing operations Discontinued operations
472,224
262,390
456,008
935,431
329,106
23,248
17,745
14,994
2,511,146
76,560 5,233 81,793
17,653 17,653
79,531 79,531
30,585 30,585
241,694 241,694
55,238 699 55,937
5,211 5,211
(982) (982)
148 148
4,942 4,942
(16,426) (16,426)
471,411 28,675 500,086 13,697 (12,952) (258) (138,233) 362,340 (6,059) (93,177) 269,163 (6,059) 263,104
80,594 5,771 68,409
51,848
74,219 25,596
253,700 362 116,044
330,156 121,794
529,331 5,888 92,840
25,040 6,379
11,282
44,179
37,317 19,083
1,341,639 280,916 455,220 9,681 236,705 2,324,161
172,868 5,075
85,794
44,616
70,293
142,951
90,267
8,021
4,473
36,042
482,457 126,281 445,572 1,054,310 569,463 66,621 540 5,415 269,421 (258) 269,163 (6,059) 263,104 Group $000 2,511,146 500,086 2,324,161 569,463
3,948 10,283 391 67,224 (258) 66,966
17,653 17,653
24,886 4,613 16 30,629 30,629
12,260 18,861 15,684 15,684
31,804 24,302 4,202 120,336 120,336
454,466 5,474 806 31,731 31,731
4,214 2,271 1,999 1,999
803 290 (730) (730)
148 148
4,942 4,942
37,082 527 (20,195) (20,195)
Business Segment Revenue Prot/ (Loss) before interest, taxation and exceptional items Total assets Capital expenditure Indochina: Cambodia, Laos and Vietnam New Acquisitions: Indonesia and New Caledonia
Brewery $000 2,496,152 515,594 2,238,173 532,381
Investment $000 918 19,281
Corporate Ofce $000 14,994 (16,426) 66,707 37,082
102

5.
GROUP SEGMENTAL REPORTING (continued) Year ended 30 September 2009

Singapore $000 493,253 Malaysia $000 Papua New Guinea $000 263,959 New Zealand $000 371,601 Indochina $000 831,569 Mongolia South Asia* $000 $000 15,271 13,142 China $000 Thailand $000 Corporate Ofce $000 10,255 Group $000 (restated*) 1,999,050
Geographical Segment
Revenue Prot/ (Loss) before interest, taxation and exceptional items Subsidiary companies Joint venture and associated companies Interest income Interest expense Exceptional items Taxation Prot after taxation (continuing operations) Loss after taxation (discontinued operations) Non-controlling interests, net of taxes Attributable prot/ (loss) Continuing operations Discontinued operations Total assets Non-current assets Investment in associated and joint venture companies Current assets Tax assets Bank deposits and cash balances Total liabilities Liabilities Tax liabilities Borrowings Other segment information Capital expenditure Depreciation and amortisation continuing operations discontinued operations Impairment of xed assets Impairment of intangible assets Attributable prot/ (loss) before exceptional items Exceptional items Attributable prot/ (loss) Continuing operations Discontinued operations
64,851 5,817 70,668
12,811 12,811
77,109 77,109
10,635 10,635
163,862 163,862
(7,326) (7,326)
(864) (864)
(5,869) (5,869)
974 974
(5,845) (5,845)
302,422 13,733 316,155 6,661 (9,237) 14,404 (96,672) 231,311 (12,015) (46,899) 182,584 (10,187) 172,397
87,530 5,500 66,408
48,727
55,540 41,212
267,218 383 111,016
365,711 128,435
22,971 3,348
67,317 24,849
180,857
44,111
2,577 25,195
868,864 279,578 400,463 4,733 192,832 1,746,470 392,359 92,871 128,560 613,790 88,738 57,799 1,925 1,612 4,773 168,180 14,404 182,584 (10,187) 172,397
89,019
47,502
65,096
154,262
2,292
13,298
20,890
3,456 10,086 61 59,749 (384) 59,365
12,811 12,811
28,663 4,746 382 37,593 37,593
22,703 15,671 434 6,598 3,703 10,301
29,586 23,765 735 2,260 72,882 72,882
1,900 2,296 (4,926) (4,926)
2,295 329 (1,601) (1,601)
(5,869) (5,869)
974 974
135 906 2,513 (10,031) 11,085 1,054
* For the 2009 comparatives, the operating results of the India subsidiaries have been reclassied to discontinued operations but the assets, liabilities and capital expenditures relating to the discontinued operations remained in the South Asia segment. Brewery Investment Corporate Ofce Group Business Segment $000 $000 $000 $000 Revenue 1,988,795 10,255 1,999,050 Prot/ (Loss) before interest, taxation and exceptional items 320,384 1,616 (5,845) 316,155 Total assets 1,659,645 17,059 69,766 1,746,470 Capital expenditure 88,603 135 88,738 Indochina: Cambodia, Laos and Vietnam South Asia: India and Sri Lanka
103

6.
GROSS INCOME FROM INVESTMENTS

THE GROUP 2010 $000 2009 $000 THE COMPANY 2010 $000 2009 $000
Quoted non-equity investment Unquoted non-equity investments
30 888 918
26 1,590 1,616
7.
EXCEPTIONAL ITEMS Compensation fee income Professional fees Gain on disposal of subsidiary companies (258) (258) 11,085 (384) 3,703 14,404 11,085 11,085
8.
TAXATION On prot for the year: Singapore tax Overseas tax Provision for deferred taxation Current (Over)/ Under-provision in prior years Current income tax Deferred tax Deferred tax change in tax rate
15,513 127,667 6,706 (11,762) 109 138,233
12,393 83,055 1,039 1,192 (350) (657) 96,672
950 10,042 (4,104) 6,888
1,070 14,067 3,335 18,472
A reconciliation between the Singapore statutory tax rate and the effective tax rate is as follows:
THE GROUP 2010 % 2009 % THE COMPANY 2010 % 2009 %
Singapore statutory tax rate Effect of different tax rates of other countries Effect of tax losses of subsidiary and joint venture companies not available for set-off Effect of non-taxable income Effect of non-deductible expenses Utilisation of previously unrecognised tax losses Effect of (over)/ under-provision of tax in prior years Adjustment due to change in tax rate Others Effective tax rate
17.0 6.4 0.8 (0.5) 1.6 (2.3) 4.6 27.6
17.0 6.1 1.6 (2.4) 3.8 (1.1) 0.3 (0.2) 4.4 29.5
17.0 (22.8) 6.4 (2.5) 6.1 4.2
17.0 (17.5) 1.1 1.6 6.7 8.9
As at 30 September 2010, certain overseas subsidiary companies have tax losses carried forward of approximately $43,949,000 (2009: $40,367,000). The availability of these losses to offset future prots of these overseas subsidiary companies is subject to the meeting of certain statutory requirements in the countries of tax residences of these companies. No deferred tax asset has been recognised for the tax losses due to the uncertainty of realisation at the balance sheet date.
104

9.
DIVIDENDS
THE GROUP AND THE COMPANY 2010 2009 $000 $000
Interim dividend paid of 14 cents per share, one-tier tax exempt (2009: 14 cents per share, one-tier tax exempt) Final dividend proposed of 52 cents per share, one-tier tax exempt (2009: 18 cents per share, one-tier tax exempt)
36,145 134,254 170,399
36,145 46,473 82,618
The nal dividend is proposed by the directors after the balance sheet date and is subject to the approval of shareholders at the next annual general meeting of the Company. 10. EARNINGS PER SHARE Basic earnings per share are calculated by dividing the net prot for the year attributable to shareholders by the weighted average number of ordinary shares outstanding during the year. Diluted earnings per share are calculated by dividing the net prot for the year attributable to shareholders by the weighted average number of ordinary shares outstanding during the year, adjusted for the effects of all potential dilutive ordinary shares. The income and number of ordinary shares used in the basic and diluted earnings per share computation are:
THE GROUP 2010 $000 2009 $000
Group attributable prot/ (loss) to shareholders of the Company Continuing operations Before exceptional items After exceptional items Discontinued operations Before exceptional items After exceptional items
269,421 269,163 (8,470) (6,059)
168,180 182,584 (10,187) (10,187)
Number of ordinary shares
Weighted average number of ordinary shares in issue applicable to basic earnings per share Effect of dilutive securities: Share options Adjusted weighted average number of ordinary shares applicable to diluted earnings per share
258,180,774 42,593 258,223,367
258,180,274 31,597 258,211,871
105

10. EARNINGS PER SHARE (Continued)

THE GROUP 2010 2009
Earnings per share from continuing operations attributable to the shareholders of the Company (cents per share) Basic Before exceptional item After exceptional item Fully diluted Before exceptional item After exceptional item Loss per share from discontinued operations attributable to the shareholders of the Company (cents per share) Basic Before exceptional item After exceptional item Fully diluted Before exceptional item After exceptional item 11. SHARE CAPITAL
104.4 104.3 104.3 104.2
65.1 70.7 65.1 70.7
(3.3) (2.3) (3.3) (2.3)
(3.9) (3.9) (3.9) (3.9)
THE GROUP AND THE COMPANY 2010 2009 No of Shares Share Capital No of Shares Share Capital 000 $000 000 $000
Ordinary shares issued and fully paid-up Balance at beginning of year Issued during the year Balance at end of year All issued shares are fully paid-up.
258,181 258,181
277,538 277,538
258,179 2 258,181
277,523 15 277,538
The holders of ordinary share are entitled to receive dividends as and when declared by the Company. All ordinary shares carry one vote per share without restrictions. The ordinary shares have no par value. At the end of the year, there were 65,200 (2009: 65,210) un-issued ordinary shares of the Company under options granted pursuant to the Executives Share Option Scheme of the Company. Details of the Scheme are disclosed in paragraph (5)(a) of the Directors Report. 12. RESERVES
THE GROUP 2010 2009 $000 $000 THE COMPANY 2010 2009 $000 $000
Capital reserve Revenue reserve Exchange reserve Dividend reserve (Note 9) Other reserve
15,799 908,197 (204,245) 134,254 49 854,054
15,799 815,492 (123,034) 46,473 49 754,779
751,080 134,254 49 885,383
799,741 46,473 49 846,263
The capital reserve of the group comprises statutory reserve and asset revaluation reserve of subsidiary companies. Exchange reserve comprises the exchange difference arising from the translation of the nancial statements of foreign operations whose functional currencies are different from that of the groups presentation currency. Other reserve represents the equity-settled options granted to employees and is made up of cumulative value of services received from employees recorded on grant of equity-settled options.
106

13. FIXED ASSETS

Capital Work-inProgress $000 Other Fixed Assets $000
THE GROUP
Freehold Land $000
Leasehold Land $000
Building $000
Plant & Machinery $000
Total $000
Year ended 30 September 2010 Cost or Valuation At beginning of year Currency realignment Additions Disposals Acquisition of subsidiary companies Disposals of subsidiary companies Reclassication At end of year Representing: Cost Valuation 1976 Valuation 1988
9,750 (358) 2,738 (1,967) 10,163
13,583 (1,289) 1,357 (255) 13,396
253,409 (12,305) 251 (185) 37,873 (10,503) 8,031 276,571
754,322 (38,668) 3,821 (13,774) 46,378 (31,374) 31,564 752,269
62,308 (4,602) 80,379 5,064 (897) (45,555) 96,697
118,061 (6,191) 3,389 (4,649) 6,123 (813) 5,960 121,880
1,211,433 (63,413) 87,840 (18,608) 99,533 (45,809) 1,270,976
10,163 10,163
13,396 13,396
272,127 4,444 276,571
740,910 103 11,256 752,269
96,697 96,697
121,880 121,880
1,255,173 103 15,700 1,270,976
Accumulated depreciation and impairment At beginning of year Currency realignment Depreciation charge continuing operations discontinued operations Impairment charge Impairment charge write-back Disposals of subsidiary companies Disposals Reclassication At end of year Net book value
10,163
5,966 (802) 414 5,578 7,818
88,854 (4,210) 9,574 46 110 (1,301) (244) 2,803 95,632 180,939
428,526 (20,067) 42,094 383 5,188 (168) (6,483) (11,343) (2,439) 435,691 316,578
96,697
81,360 (4,808) 14,364 32 285 (391) (4,086) (364) 86,392 35,488
604,706 (29,887) 66,446 461 5,583 (168) (8,175) (15,673) 623,293 647,683
107

13. FIXED ASSETS (Continued)

Freehold Land $000 Leasehold Land $000 Plant & Machinery $000 Capital Work-inProgress $000 Other Fixed Assets $000
THE GROUP
Building $000
Total $000
Year ended 30 September 2009 Cost or Valuation At beginning of year Currency realignment Additions Disposals Acquisition of subsidiary companies Reclassication At end of year Representing: Cost Valuation 1976 Valuation 1988
9,344 346 60 9,750
14,767 (936) (327) 79 13,583
247,297 (4,352) 4,123 (238) 6,579 253,409
679,705 (9,315) 30,746 (7,287) 4,621 55,852 754,322
89,249 (4,813) 43,367 (65,495) 62,308
114,106 (701) 10,442 (8,771) 2,985 118,061
1,154,468 (19,771) 88,738 (16,623) 4,621 1,211,433
9,750 9,750
13,583 13,583
248,828 4,581 253,409
742,613 106 11,603 754,322
62,308 62,308
118,061 118,061
1,195,143 106 16,184 1,211,433
Accumulated depreciation and impairment At beginning of year Currency realignment Depreciation charge continuing operations discontinued operations Impairment charge Impairment charge write-back Disposals Reclassication At end of year Net book value (a) (b) (c)
9,750
5,881 (511) 642 (9) (37) 5,966 7,617
80,585 (780) 8,732 175 (66) (25) 233 88,854 164,555
387,764 171 34,809 1,299 2,491 (1,086) (5,422) 8,500 428,526 325,796
62,308
75,152 329 13,190 134 298 (16) (8,200) 473 81,360 36,701
549,382 (791) 57,373 1,608 2,789 (1,177) (13,684) 9,206 604,706 606,727
The valuations for 1976 and 1988 were made by the directors of a subsidiary company based on appraisals by independent valuers. Other xed assets comprise motor vehicles, forklift trucks, beer coolers and xtures and ttings. Fixed assets with carrying amount of $3,624,000 (2009: $18,238,000) of subsidiary companies are charged as security for its bank overdraft and borrowings (see Note 27).
108

13. FIXED ASSETS (Continued) The Companys xed assets comprise motor vehicles, xtures and ttings and ofce equipment.
THE COMPANY 2010 $000 2009 $000
Cost At beginning of year Additions Disposals At end of year Accumulated depreciation At beginning of year Depreciation charge Disposals At end of year Net book value 14. SUBSIDIARY COMPANIES
4,790 248 (356) 4,682 3,346 444 (291) 3,499 1,183
5,197 135 (542) 4,790 3,198 480 (332) 3,346 1,444
THE COMPANY 2010 $000 2009 $000
Quoted equity shares, at cost Unquoted equity shares, at cost
409,015 761,848 1,170,863

(a) (b) (c)
681,058 681,058 56,677 (7,630) 730,105
Non-equity preference shares, at cost (unquoted) Long term loan from a subsidiary company (unsecured) Impairment of investment in subsidiary companies
14,444 (7,630) (31,072) 1,146,605
Market value Quoted shares
478,294
Details of the Companys subsidiary companies are included in Note 39. (a) The non-equity preference shares with carrying amount of $4,410,000 (2009: $4,410,000), $6,341,000 (2009: $6,341,000) and $3,693,000 (2009: $7,773,000) held in subsidiary companies are redeemable and pay dividend at rates of 17.5%, 15% and 12% respectively. These preference shares carry no voting rights and may be redeemed any time from 1 October 2006 to 16 March 2017. (b) The loan from a subsidiary company is interest-free, not expected to be repaid within the next 12 months and to be settled in cash. (c) During the nancial year, an impairment loss of $31,072,000 (2009: Nil) was recognised on the investment of subsidiary companies to bring their carrying values to their recoverable values.
109

14. SUBSIDIARY COMPANIES (Continued) Acquisition of subsidiary companies On 10 February 2010, the Company acquired 13,716,570 shares in Indonesia-based PT Multi-Bintang Indonesia Tbk (MBI) representing 65.1% interest in MBI (MBI Shares), 723,120 depository receipts of MBI Shares issued by Hollandsch Administratiekantoor B.V. representing approximately 3.4% interest in MBI and 1 share of PT Multi Bintang Indonesia Niaga held by Amstel International B.V.. Subsequently on 16 April 2010, the Company completed the purchase of additional 2,107,000 shares of MBI representing an additional controlling stake of 10.0% in MBI and 444,444 depository receipts of MBI Shares (representing approximately 2.1% interest in MBI) via a mandatory private tender offer. As of 16 April 2010, the Company holds an effective interest of approximately 80.6% in MBI (representing a controlling stake of 75.1% of the issued share capital of MBI and 5.5% interest in MBI held by depository receipts issued by Hollandsch Administratiekantoor B.V.). The total consideration paid for the acquisition amounts to $409,015,000 which was funded by internal cash resources, bank borrowings and issuance of medium term notes. On 10 February 2010, the Company also acquired 610,975 shares in Grande Brasserie de Nouvelle Caledonie S.A. (GBNC) located in New Caledonia representing approximately 87.3% interest in GBNC. The consideration paid for the acquisition amounts to $106,868,000 which was funded by internal cash resources, bank borrowings and issuance of medium term notes. The fair value and carrying value of the identiable assets and liabilities arising from acquisition were nalised during the year based on a purchase price allocation undertaken by Deloitte & Touche Financial Advisory Services Pte Ltd and the goodwill recognised at the date of acquisition were:
Fair value Carrying value at date of at date of acquisition acquisition $000 $000
THE GROUP
Year ended 30 September 2010 Non-current assets Current assets Current liabilities Non-current liabilities Cash and cash equivalents Less: Non-controlling interests Net asset value as at acquisition Goodwill arising from acquisition Total purchase consideration
132,378 100,560 (119,553) (12,713) 14,497 115,169 (16,674) 98,495 417,388 515,883
71,237 95,910 (119,676) (19,844) 14,497 42,124 (6,501) 35,623
Transaction costs Transaction costs related to the acquisition of $5,904,000 have been recognised in the Administrative expenses line item on the group and Companys prot or loss for the year ended 30 September 2010. Impact of the acquisition on prot or loss From the acquisition date, MBI and GBNC had contributed $329,106,000 of revenue and $40,347,000 to the groups prot after taxation for the year. The impact on the results of the group as though the acquisition had taken place at the beginning of the year cannot be practicably quantied.
110

14. SUBSIDIARY COMPANIES (Continued) Disposal of subsidiary companies On 10 February 2010, the Company completed the disposal of the entire issued share capital of its two wholly-owned India operations, Asia Pacic Breweries (Aurangabad) Private Limited (APBAL) and Asia Pacic Breweries-Pearl Private Limited (APBP) at its carrying value. The disposal consideration was fully settled in cash. The results of APBAL and APBP for the years ended 30 September are as follows:
THE GROUP 2010 $000 2009 $000
Revenue Expenses Loss before interest and tax Interest expense (net) Loss before taxation Taxation Loss after taxation Non-controlling interests Loss after taxation and non-controlling interests Gain on disposal of subsidiary companies (Exceptional item) Net loss after exceptional item The cash ows attributable to APBAL and APBP are as follows: Operating Investing Financing Loss per share from discontinued operations: (cents per share) Basic Before exceptional item After exceptional item Diluted Before exceptional item After exceptional item
5,188 (12,390) (7,202) (1,268) (8,470) (8,470) (8,470) 2,411 (6,059)
41,171 (50,101) (8,930) (3,085) (12,015) (12,015) 1,828 (10,187) (10,187)
(1,744) (256) 1,807
1,272 (1,685) 338
(3.3) (2.3) (2.3) (2.3)
(3.9) (3.9) (3.9) (3.9)
111

15. JOINT VENTURE COMPANIES

Unquoted equity shares At cost At net asset values on acquisition Loans (unsecured) Allowance for impairment Share of net post acquisition reserves
332,842 70 (19,085) (39,161) 274,666
332,842 70 (19,085) (34,632) 279,195
96,480 274,350 (68,000) 302,830
94,528 274,350 (68,000) 300,878
The loans to a joint venture company are interest-free and not expected to be repaid within the next 12 months. (a) The groups share of the consolidated results of the joint venture companies are as follows: Revenue Prot before taxation Taxation Prot after taxation 597,015 38,283 (10,308) 27,975 549,902 21,321 (7,588) 13,733
(b) The groups share of the consolidated assets and liabilities of the joint venture companies are as follows: Non-current assets Current assets Current liabilities Non-current liabilities 276,858 208,188 (149,683) (60,697) 274,666 277,429 189,136 (134,163) (53,207) 279,195
(c) There are no contingent liabilities relating to the groups interest in the joint venture companies. Details of the joint venture companies are included in Note 39.
112

16. ASSOCIATED COMPANIES

THE GROUP 2010 $000 2009 $000
Unquoted equity investment, at cost Share of net post acquisition reserves
5,505 745 6,250
250 133 383
The summarised nancial information of the associated companies are as follows: (a) Results: Revenue Prot before taxation Taxation Prot after taxation (b) Assets and liabilities: Non-current assets Current assets Current liabilities Non-current liabilities 8,746 8,713 (6,686) (5,178) 5,595 134 3,594 (2,962) 766 10,001 2,887 (561) 2,326 2,059 * * *
(c) There are no contingent liabilities relating to the groups interest in the associated companies.
* Less than $1,000.
Details of the associated companies are included in Note 39.
113

17. OTHER INVESTMENTS

Available-for-sale nancial assets Quoted Equity investment At fair value Unquoted Equity investment At cost
(a)
14 14
17 20
14 14
14 14
Held-to-maturity nancial asset Quoted Non-equity investment At fair value Loans and receivables Unquoted Non-equity investments Others (reclassied to intangible assets)
(b)
485
509
(a) & (c)
12,575 12,575 13,074
9,783 559 10,342 10,871
14
14
Market value of quoted investments Available-for-sale nancial asset Equity investment Held-to-maturity nancial asset Non-equity investment
(d)
485 485
9 509 518
(a)
(b) (c) (d)
The unquoted investments do not have quoted market prices in an active market nor are there other methods readily available which can reasonably estimate their fair value. Hence it is not practicable to determine their fair value with sufcient reliability without incurring excessive costs. The quoted non-equity investment carries interest rate of 6.0% (2009: 6.0%) per annum. The unquoted non-equity investments carry interest rate of 0% to 10.4% (2009: 0% to 10.4%) per annum. Market value of quoted investments is determined by reference to stock exchange quoted prices.
114

18. INTANGIBLE ASSETS

Brands, Trademarks, Licences and Pouring Rights Cost Balance at beginning of year Currency realignment Addition Reclassication Acquisition of subsidiary companies Disposal of subsidiary companies Balance at end of year Accumulated amortisation & impairment Balance at beginning of year Currency realignment Impairment charge Amortisation charge continuing operations discontinued operations Disposal of subsidiary companies Balance at end of year Net book value Goodwill Cost, net of accumulated amortisation and impairment Balance at beginning of year Currency realignment Acquisition of subsidiary companies Acquisition of additional interests in subsidiary companies Disposal of subsidiary companies Balance at end of year Total net book value
34,587 (5,362) 36,645 559 27,589 (1,802) 92,216
36,032 (2,593) 1,148 34,587
6,631 36,575 43,206
6,631 6,631
10,278 (79) 175 79 (1,062) 9,391 82,825
4,797 (35) 4,773 426 317 10,278 24,309
6,583 48 6,631 36,575
3,644 2,513 426 6,583 48
206,435 (20,720) 417,388 (18,932) 584,171 666,996
201,143 (4,174) 3,783 5,683 206,435 230,744
36,575
48
115

19. IMPAIRMENT TESTS FOR GOODWILL AND BRANDS Goodwill In accordance with FRS 103 Business Combinations, the carrying values of the groups goodwill on acquisition of subsidiary companies as at 30 September 2010 were assessed for impairment.
Basis on which recoverable values are determined
THE GROUP
As at 30 Sept 2010 ($000)
Terminal growth rate
Pre-tax discount rate
Carrying value of capitalised goodwill based on cash-generating units Subsidiary companies: DB Breweries Limited Asia Pacic Brewery (Hanoi) Limited Asia Pacic Brewery (Lanka) Limited FBG Vietnam Holdings Pty Ltd PT Multi Bintang Indonesia Tbk Grande Brasserie de Nouvelle Caledonie SA
97,179 4,353 8,368 72,389 370,643 31,239 584,171
Value-in-use Value-in-use Value-in-use Value-in-use See (*) See (*)
2% 2% 2% 2%
12.3% 20.3% 28.5% 20.3%
THE GROUP
As at 30 Sept 2009 ($000)
Basis on which recoverable values are determined
Terminal growth rate
Pre-tax discount rate
Carrying value of capitalised goodwill based on cash-generating units Subsidiary companies: DB Breweries Limited Asia Pacic Brewery (Hanoi) Limited Asia Pacic Brewery (Lanka) Limited FBG Vietnam Holdings Pty Ltd Asia Pacic Breweries (Aurangabad) Private Limited Asia Pacic Breweries-Pearl Private Limited
95,877 4,353 8,423 78,850 13,249 5,683 206,435
Value-in-use Value-in-use Value-in-use Value-in-use Value-in-use Value-in-use
2% 2% 2% 2% 2% 2%
12.1% 20.0% 24.9% 20.0% 16.5% 16.5%
(*) No impairment test was done since these subsidiary companies were acquired during the year.
(a)
(b)
(c) (d)
Goodwill is allocated for impairment testing to the individual entity which is also the cash-generating unit. The value-in-use calculation applies a discounted cash ow model using cash ow projections based on nancial budgets and forecasts approved by management covering a three-year period. Cash ows beyond the third year are extrapolated using estimated growth rates. The discount rate applied to the cash ow projections is derived from the cost of capital plus a reasonable risk premium at the date of assessment of the respective cash generating unit. The terminal growth rate used does not exceed the long term average growth rate of the respective industry and country in which the entity operates. Changes to the assumption used by the management to determine the impairment required, particularly the discount rate and terminal growth rate, can signicantly affect the results. No impairment loss was required for the nancial year ended 30 September 2010 for the goodwill assessed as their recoverable values were in excess of their carrying values.
116

19. IMPAIRMENT TESTS FOR GOODWILL AND BRANDS (continued) Brands The value-in-use calculations apply a discounted cash ow model using cash ow projections based on nancial budgets and forecasts approved by management covering 3 to 5 year periods. The growth rate used does not exceed the average growth rate of the respective industry in which the brands operate. The discount rate applied to the cash ow projection is derived from the cost of capital plus a reasonable risk premium. The pre-tax discount rate used for the cash ow valuation for the brand is 20.3% (2009: 10.7% to 20.0%) per annum and terminal growth rate of 0% (2009: 2%) per annum. No impairment test has been carried out on the brands acquired during the year. Brands with a carrying amount of $78,485,000 (2009: $22,318,000) are assessed to have an indenite useful life and are not amortised. 20. INVENTORIES
THE GROUP 2010 $000 2009 $000
Containers Raw materials Manufactured goods Packaging materials Engineering spares, work-in-progress and other inventories Finished goods purchased for re-sale
43,938 34,805 46,361 18,785 39,704 13,254 196,847
23,901 30,392 48,282 18,951 31,539 5,058 158,123
(a) (b) (c)
Inventories of $1,215,000 (2009: $2,372,000) of a subsidiary company are pledged as security for its bank overdrafts (see Note 27). Write-back of allowance of inventory obsolescence during the year amounted to $417,000 (2009: $1,654,000). The reversal on the allowance of inventory obsolescence was made when the related inventories were sold above their carrying amounts. The cost of inventories recognised as expense and included in Cost of Sales amounted to $1,100,149,000 (2009: $908,113,000).
117

21. TRADE AND OTHER RECEIVABLES

Trade receivables Other receivables Current Prepayments Deposits Tax recoverable Interest receivable Staff loans Derivative nancial instruments Other receivables
174,457
160,365
29,793 4,311 12,622 1,525 1,692 625 1,409 51,977
16,393 1,306 14,441 2,089 1,560 853 5,196 41,838
142 28 287 622 8 1,087
714 44 3 9 149 60 979
Non-current Prepayments Staff loans Other receivables
7,609 905 5,372 13,886
11,555 1,332 7,636 20,523
744 744
1,071 1,071
(a) (b) (c) (d)
(e)
Trade receivables of the group are stated after deducting allowance for impairment of $2,024,000 (2009: $1,464,000). At the balance sheet date, trade receivables amounting to $18,917,000 (2009: $17,925,000) are secured by collaterals provided by customers. Trade and other receivables of $2,459,000 (2009: $2,158,000) of a subsidiary company are pledged as security for bank overdrafts and borrowings (see note 27). As at 30 September 2010, trade and other receivables held in foreign currencies by the group are as follows: Indonesian Rupiah 12.4% (2009: Nil%) New Zealand Dollar 32.6% (2009: 28.0%) Papua New Guinea Kina 5.8% (2009: 12.9%) Vietnam Dong 14.3% (2009: 18.0%) The carrying amounts of non-current receivables approximate their fair values.
Trade receivables that are past due but not impaired The group has trade receivables amounting to $29,039,000 (2009: $43,543,000) that are past due at the balance sheet date but not impaired. The analysis of their aging at the balance sheet date is as follows:
THE GROUP 2010 $000 2009 $000
Trade receivables past due: Less than 30 days 30 to 60 days 61 to 90 days 91 to 120 days More than 120 days
20,689 4,310 1,497 393 2,150 29,039
24,399 7,858 4,054 1,330 5,902 43,543
118

21. TRADE AND OTHER RECEIVABLES (continued) Trade receivables that are impaired The groups trade receivables that are impaired at the balance sheet date and the movement of the allowance accounts used to record the impairment are as follows:
THE GROUP Collectively Impaired 2010 2009 $000 $000 Individually Impaired 2010 2009 $000 $000
Trade receivables nominal amount Less: Allowance for impairment
2,116 (2,024) 92
1,464 (1,464)
Movement in allowance accounts: Balance at beginning of year Currency realignment Acquisition of subsidiary companies Disposal of subsidiary companies Charge for the year continuing operations discontinued operations Written back Written off Balance at end of year
1,464 (123) 929 (53) 423 (353) (263) 2,024
1,383 (42) 955 53 (413) (472) 1,464
Trade receivables that are individually determined to be impaired at the balance sheet date relate to debtors that are in signicant nancial difculties and have defaulted in payments. These receivables are not secured by any collateral or credit enhancement. 22. SHORT TERM INVESTMENTS
THE GROUP 2010 $000 2009 $000
Loans and receivables Non-equity investments (unquoted) The loans and receivables carry interest rates of 8.9% to 11.9% (2009: 8.9% to 11.9%) per annum.
6,207
6,188
119

23. CASH AND BANK DEPOSITS

Cash and bank balances Bank xed deposits
109,873 126,832 236,705
90,260 102,572 192,832
7,670 2,619 10,289
11,495 29,064 40,559
(a) (b)
The bank xed deposits carry average interest rate of 5.5% (2009: 2.8%) per annum. As at 30 September 2010, bank xed deposits, cash and bank balances held in foreign currencies by the group are as follows: Indonesian Rupiah 5.9% (2009:Nil%) Papua New Guinea Kina 21.6% (2009: 20.1%) United States Dollar 5.8% (2009: 23.9%) Vietnam Dong 43.6% (2009: 26.4%)
24. TRADE AND OTHER PAYABLES

Trade payables Other payables Accrued operating expenses Accrued staff costs Interest payable Deposits Provision for unconsumed leave Accrued professional fees Phantom share options Derivative nancial instruments Amount due to a non-controlling shareholder of a subsidiary company Other payables
258,768
227,441
84,498 42,653 2,825 6,383 5,472 5,501 10,774 2,360 4,094 24,873 189,433
72,890 33,937 502 100 5,228 1,107 1,855 2,498 16,822 134,939
12,813 6,049 2,492 468 3,547 8,920 1,069 35,358
11,627 5,531 418 240 1,741 602 20,159
As at 30 September 2010, trade and other payables held in foreign currencies by the group are as follows: Indonesian Rupiah 14.5% (2009: Nil%) New Zealand Dollar 14.6% (2009: 16.2%) Papua New Guinea Kina 9.0% (2009: 32.0%) United States Dollar 4.8% (2009: 10.1%) Vietnam Dong 25.3% (2009: 32.0%) 25. AMOUNTS DUE FROM/ TO SUBSIDIARY COMPANIES The amounts due from/ to subsidiary companies are unsecured, interest-free, repayable on demand and to be settled in cash.
120

26. AMOUNTS DUE FROM/ TO JOINT VENTURE, ASSOCIATED AND RELATED COMPANIES The amounts due from/ to joint venture, associated and related companies are unsecured, interest-free, repayable on demand and to be settled in cash. 27. BORROWINGS
Repayable within one year Unsecured: Bank borrowings Bank overdrafts Term loan Secured: Bank borrowings Bank overdrafts Finance leases
(a) (b) (c)
70,492 2,990 1,262
86,917 10,651 1,323
28,101
(d) (e)
532 2,283 77,559
4,864 59 966 104,780
28,101
Repayable after one year Unsecured: Bank borrowings Term loans Secured: Bank borrowings Total borrowings (a) (b) (c) (d)
(a) (f)
13,164 353,500
14,075 _
353,500
(d)
1,349 368,013 445,572
9,705 23,780 128,560
353,500 381,601
The unsecured bank borrowings bear interest at average rates of 0.5% to 6.5% (2009: 3.2% to 8.9%) per annum. The unsecured bank overdrafts bear interest at average rate of 2.1% (2009: 10.0% to 10.6%) per annum. The unsecured term loan is from an associated company and bears interest at the average rate of 2.7% (2009: 2.8%) per annum. The secured bank borrowings bear interest at average rates of 3.0% to 3.2% (2009: 10.9% to 12.9%) per annum and are secured by a mortgage over a subsidiary companys xed assets (Note 13), inventories (Note 20), trade and other receivables (Note 21). The secured bank overdrafts bear interest at average rate of 12.0% (2009: 13.9%) per annum and are secured by a mortgage over a subsidiary companys xed assets (Note 13), inventories (Note 20), trade receivables and other receivables (Note 21). The unsecured term loans bear interest at rates of 1.0% to 4.0% (2009: Nil%) per annum. As at 30 September 2010, borrowings held in foreign currencies by the group are as follows: New Zealand Dollar 4.8% (2009: 28.5%) United States Dollar 7.9% (2009: 10.9%) Vietnam Dong Nil% (2009: 20.4%) The carrying values of bank borrowings approximate fair value as they bear interest at rates which approximate the current incremental borrowing rates for similar types of lending and borrowing arrangements.
(e)
(f) (g)
(h)
121

28. DEFERRED TAX ASSETS AND LIABILITIES

THE GROUP Balance Sheet 2010 $000 2009 $000 Prot Statement 2010 $000 2009 $000
Deferred tax assets Deferred tax assets at the end of the nancial year relate to the following: Difference in depreciation Provision, expenses and income taken in a different period
9,681 9,681
(49) 4,782 4,733
4,192 4,192
1,462 87 1,549
Deferred tax liabilities Deferred tax liabilities at the end of the nancial year relate to the following: Difference in depreciation Expenses taken in a different period Fair value adjustments Gross deferred tax liabilities Employee benets Income/ (Provision) taken in a different period Unabsorbed losses and capital allowances Fair value adjustments Others Gross deferred tax (assets)/ liabilities Net deferred tax liabilities
37,422 18,362 6,752 62,536 (2,298) 30 (521) (1,281) (4,070) 58,466
23,721 20,795 44,516 (1,476) (3,528) (1,470) (1,819) (8,293) 36,223
11,156 (2,385) 94 8,865 (966) 3,188 (524) 444 2,142 11,007
1,830 (75) 1,755 (387) 1,141 (715) (213) (174) 1,581
Deferred tax liabilities of $148,000 (2009: $1,881,000) have not been recognised for the withholding and other taxes that would be payable on the un-remitted earnings of the Company of $869,000 (2009: $11,059,000). During the year, tax benets of $Nil (2009: $600,000) were recognised on losses transferred under the group relief system. 29. PROVISION FOR EMPLOYEE BENEFITS Long Service Leave/ Severance Allowance/ Gratuity Long service leave, severance allowance and gratuity benets are provided by subsidiary companies based on the number of years of service that employees have rendered at the end of each nancial year as required by local legislation in Vietnam, Cambodia, Sri Lanka, Indonesia, New Caledonia and Papua New Guinea.
THE GROUP 2010 $000 2009 $000
Balance at beginning of year Currency realignment Acquisition of subsidiary companies Disposal of subsidiary companies Provision for the year continuing operations discontinued operations Payments made during the year Balance at end of year
5,782 (639) 1,509 (54) 1,821 14 (912) 7,521
6,108 (593) 679 2,815 (3,227) 5,782
122

29. PROVISION FOR EMPLOYEE BENEFITS (continued) Share Options At the balance sheet date, 65,200 (2009: 65,210) un-issued ordinary shares of the Company were under options granted pursuant to the Companys Executives Share Option Scheme (the Scheme). Details of the Scheme are disclosed under paragraph 5(a) of the Directors Report. The Scheme had expired in July 2004 and was succeeded by the Phantom Share Option Plan.
Balance at beginning of year Options Exercised/ Lapsed Balance at end of year Exercise Price
Options
Offer date
Exercise Period
2000 2001 2002 2003 2004
22.12.1999 20.12.2000 08.10.2001 15.10.2002 08.10.2003
10 2,750 5,650 18,000 38,800 65,210
(10)* (10)
2,750 5,650 18,000 38,800 65,200
$4.28 $3.91 $3.79 $4.79 $6.29
21.09.2002 to 20.11.2009 19.09.2003 to 18.11.2010 08.07.2004 to 07.09.2011 15.07.2005 to 14.09.2012 08.07.2006 to 07.09.2013
Lapsed due to expiry.
The weighted average share price for share options exercised during the year was $Nil (2009: $10.30). Phantom Share Option Plan (PSOP) The PSOP succeeds the Scheme. No shares will be issued and participants of the plan are not entitled to, and have no right or interest in the shares of the Company. Grantees are granted options, at a specied exercise price which has been calculated as the average of the closing market price for the thirty market days immediately before the grant (Exercise Price). The total number of phantom shares that may be granted under options in any one year shall not exceed 1% of the Companys issued share capital at the time of the grant. Grantees may exercise the options at any time during a 24-month exercise period (which commences 33 months after the effective date of the grant of the option). Upon exercise of the options, an amount in cash equal to the excess (if any) of the average of the closing market price for the thirty days immediately preceding the date the options are exercised of the phantom shares over their Exercise Price would be paid to the grantee. In the event the excess exceeds the Exercise Price, the amount payable by the Company to the grantee shall not exceed the Exercise Price. Options expire at the end of 57 months after the offer date unless an option has previously lapsed by reason of the cessation of the employment of the grantee after the grant of an option and before its exercise.
Balance at beginning of year or at offer date (if later) Options Exercised/ Expired/ Lapsed *
Options
Offer date
Balance at end of year
Exercise Price
Exercise Period
2006 2007 2008 2009 2010
09.11.2005 07.11.2006 08.11.2007 08.11.2008 07.11.2009
198,725 1,307,650 1,547,850 1,410,300 1,489,750 5,954,275
(198,725) (15,000) (101,800) (58,600) (72,100) (446,225)
1,292,650 1,446,050 1,351,700 1,417,650 5,508,050
$8.96 $15.34 $13.59 $10.95 $11.95
09.08.2008 to 08.08.2010 07.08.2009 to 06.08.2011 09.08.2010 to 06.08.2012 08.08.2011 to 07.08.2013 07.08.2012 to 07.08.2014
Expired (19,250); Lapsed due to resignation (167,450); Exercised (259,525).
The weighted average share price for share options exercised during the year was $13.73 (2009: $12.20). The fair value of the phantom share options as at the date of offer is estimated using the Binomial valuation model, taking into account the terms and conditions upon which the options were offered.
123

29. PROVISION FOR EMPLOYEE BENEFITS (continued)

Phantom Share Options 2010 2009 2008 2007 2006
Fair value at offer date Exercise price Share price at offer date Assumptions used in Binomial valuation model to estimate fair value at offer date: Expected volatility Risk free interest rate Expected dividend yield Expected life of options (years)
$1.47 $11.95 $12.00
$1.22 $10.95 $10.32
$1.35 $13.59 $13.40
$2.97 $15.34 $15.50
$0.94 $8.96 $8.94
18.3% 1.4% 3.0% 4.7
20.8% 1.7% 3.3% 4.7
16.7% 2.3% 2.1% 3.9
24.8% 3.1% 1.9% 3.6
16.3% 2.7% 3.3% 3.7
THE GROUP 2010 $000 2009 $000
THE COMPANY 2010 $000 2009 $000
Liability for cash-settled option Cash-settled option charged/ (write-back) Dened Benet Plan The group wound up its dened benet pension plan on 31 March 2009. 30. FUTURE COMMITMENTS Future commitments not provided for in the nancial statements:
10,774 9,160
1,855 (314)
8,920 5,105
1,741 (22)
THE GROUP 2010 $000 2009 $000
(a) Commitments in respect of contracts placed Fixed assets Share of joint venture companies commitments (b) Other amounts approved by directors but not committed Fixed assets Share of joint venture companies commitments
22,650 19,452 42,102 37,855 8,504 46,359 88,461
13,768 2,950 16,718 53,074 1,626 54,700 71,418
124

31. LEASE COMMITMENTS

Lease commitments under non-cancellable operating leases: Payable within 1 year Between 1 to 5 years After 5 years Operating lease expenses (principally for ofces, land and equipment)
11,065 26,026 62,037 99,128 16,248
11,806 27,878 70,081 109,765 13,464
1,014 1,164 2,178 1,032
589 401 990 991
Operating leases do not contain any escalation clauses and do not provide for contingent rents. Lease terms do not contain restrictions on the group activities concerning dividends, additional debts or entering into other leasing agreements. Lease commitments under non-cancellable nance lease where the group is a lessee:
THE GROUP Present value of payment 2010 $000 Minimum lease payments 2010 $000 Present value of payments 2009 $000 Minimum lease payments 2009 $000
Minimum lease payments due: Payable within 1 year Payable between 1 and 5 years Less: Future nance charges Present value of minimum lease payments 32. CONTINGENT LIABILTIES
966 966 966
992 992 (26) 966
THE GROUP 2010 $000 2009 $000
Contingent liabilities not provided for in the nancial statements in respect of : Guarantee given to bank on overdraft of an associated company
485
610
125

33. RELATED PARTY TRANSACTIONS Signicant related party transactions entered into by the group and Company are:
Asia Pacic Investment Pte Ltd Management fees paid Fraser and Neave, Limited and its subsidiaries Management fees received Purchase of bottles Ofce rental paid Management fees paid Heineken N.V and its subsidiaries Sale of beer Royalty received Technical fees received Royalties paid Purchase of raw materials/ beer/ equipment Technical fees paid Joint venture companies Sale of beer Service fees received Royalty received Purchase of beer
(5,037)
(4,832)
(5,037)
(4,832)
839 (14,361) (1,621) (918)
1,023 (21,809) (1,362) (918)
839 (909) (18)
1,023 (804) (918)
22,635 753 234 (27,967) (19,979) (2,767)
28,165 17 393 (26,603) (14,842) (1,199)
753
17
27,699 3,726 13,282 (63,864)
29,420 3,863 9,070 (78,962)
120 13,282
145 9,070
The transactions are based on agreed fees or terms determined on a commercial basis.
126

34. FINANCIAL RISK MANAGEMENT The Company and the group are exposed to market risk, including primarily changes in currency exchange rates and interest rates and use derivatives and other instruments in connection with its nancial risk management activities. The Company and the group do not hold or issue derivatives nancial instruments for trading purposes. The group has established processes to monitor and control hedging transactions in a timely and accurate manner. These policies are reviewed regularly by the Audit and Executive Committees to ensure that the groups policies and guidelines are adhered to. The groups accounting policies in relation to derivatives are set out in Note 2. Foreign currency risk The group has exposure to foreign exchange risk as a result of transactions denominated in foreign currencies, arising from normal trading and investment activities. When exposures are certain, it is the groups policy to hedge these risks as they arise. For those exposures less than certain in their timing and extent, it is the groups policy to cover 50% to 90% of anticipated exposure for a maximum period of 12 months forward. The group uses foreign currency exchange contracts to manage these exposures. At 30 September 2010, the group had entered into forward foreign currency exchange buy contracts amounting to $72,974,000 (2009: $65,667,000) and forward foreign currency exchange sell contracts amounting to $35,840,000 (2009: $36,823,000). The fair value adjustment of the buy and sell contracts (which is the difference between the notional principal amount and market value of the contracts) is a loss of $2,360,000 (2009: $2,498,000) and a gain of $625,000 (2009: $853,000) respectively. Sensitivity analysis for foreign currency risk A 10% strengthening of the foreign currencies against the underlying functional currencies at the balance sheet date would have increased (decreased) prot before tax by the amounts shown below. The analysis assumes that all other variables, in particular interest rates, remain constant. The analysis is performed on the same basis for nancial year ended 30 September 2009.
THE GROUP Prot before tax $000 THE COMPANY Prot before tax $000
Year ended 30 September 2010 Australian Dollar Euro Papua New Guinea Kina Sterling Pound United States Dollar Year ended 30 September 2009 Australian Dollar Euro Papua New Guinea Kina Sterling Pound United States Dollar
456 2,744 1,131 3 (328)
98 1,131 12 1,214
539 2,154 72 338 558
72 260
A 10% weakening of the above foreign currencies against the underlying functional currencies at the balance sheet date would have had the equal but opposite effect on the above currencies to the amounts shown above, on the basis that all other variables remain constant.
127

34. FINANCIAL RISK MANAGEMENT (continued) Liquidity risk The Companys and the groups exposure to liquidity risk arises in the general funding of the Companys and the groups business activities. It includes the risk of being able to fund business activities in a timely manner. The group adopts a prudent approach to managing its liquidity risk. The group always maintains sufcient cash and marketable securities, and has available funding through a diverse sources of committed and uncommitted credit facilities from various banks. The table below analyses the maturity prole of the groups and Companys nancial liabilities (including derivative nancial instruments) based on contractual undiscounted cash ows.
Cash ows Carrying amount $000 Less than 1 year $000 Between 1 and 5 years $000 Over 5 years $000
THE GROUP
As at 30 September 2010 Derivative nancial instruments Forward currency contracts Non-derivative nancial instruments Trade payables Other payables Borrowings Amounts due to related companies Amounts due to joint venture and associated companies
2,360 258,768 170,827 445,572 15,683 11,052 904,262
2,360 258,768 170,827 90,061 15,683 11,052 548,751
223,644 223,644
197,978 197,978
As at 30 September 2009 Derivative nancial instruments Forward currency contracts Non-derivative nancial instruments Trade payables Other payables Borrowings Amounts due to related companies Amounts due to joint venture and associated companies
2,498 227,441 125,358 128,560 18,396 5,801 508,054
2,498 227,441 125,358 112,785 18,396 5,801 492,279
26,868 26,868
128

34. FINANCIAL RISK MANAGEMENT (continued)

Cash ows Carrying amount $000 Less than 1 year $000 Between 1 and 5 years $000 Over 5 years $000
THE COMPANY
As at 30 September 2010 Non-derivative nancial instruments Other payables Borrowings Amounts due to subsidiary companies Amounts due to related companies Amounts due to joint venture companies
25,970 381,601 3,059 796 269 411,695
25,970 37,950 3,059 796 269 68,044
207,822 207,822
197,978 197,978
As at 30 September 2009 Non-derivative nancial instruments Other payables Amounts due to related companies Amounts due to joint venture companies
18,000 1,021 120 19,141
18,000 1,021 120 19,141
Credit risk The Companys and the group have no signicant concentration of credit risk. The Company and the group have policies in place to monitor credit risk. Sales of products and services are made to customers with an appropriate credit history. Cash and xed deposits are placed in banks and nancial institutions which are regulated. The group limits its credit risk exposure in respect of investments by only investing in liquid securities and only with counterparties that have a sound credit rating. Management does not expect any counterparty to fail to meet its obligations. Information regarding nancial assets that are either past due or impaired and aging is disclosed in Note 26. Management believes that no additional credit risk beyond that provided for is inherent in the groups trade and other receivables. With respect to derivative nancial instruments, credit risk arises from the potential failure of counterparties to meet their obligations under the contract or arrangement. The groups maximum credit risk exposure for forward foreign currency exchange contracts is limited to the fair value adjustments of these contracts. It is the Companys and the groups policy to enter into nancial instruments with a diversity of credit-worthy counterparties. The Company and the group do not expect to incur material credit losses on their nancial assets or other nancial instruments. The Company and the group do not have signicant exposure to any individual customer or counterparty.
129

34. FINANCIAL RISK MANAGEMENT (continued) The groups maximum exposure to credit risk for trade debtors at the balance sheet date is as follows:
The Group 2010 $000 % of total $000 2009 % of total
By Business Activity Breweries By Territory Singapore Papua New Guinea New Zealand Indochina Indonesia New Caledonia Mongolia South Asia
174,457 44,373 10,900 61,886 26,633 18,072 9,741 965 1,887 174,457
100 25 6 36 15 10 6 1 1 100
160,365 39,344 27,184 56,365 24,826 744 11,902 160,365
100 24 17 35 16 1 7 100
Interest rate risk The Companys and the groups exposure to market risk for changes in interest rates relates primarily to its investment portfolio in xed deposits and bonds and its debt obligations with nancial institutions. The Companys and the groups policy is to manage its interest cost using a mix of xed and variable rate debts. The group is in a net interest income position for the nancial year ended 30 September 2010 (net interest expense position for year ended 30 September 2009). The following table sets out the carrying amount, by maturity, of the groups and Companys nancial instruments that are exposed to interest rate risk:
Variable rates $000 Less than 1 year $000 Fixed rates Between 1 and 5 years $000 After 5 years $000
THE GROUP
Total $000
As at 30 September 2010 Assets Non-current assets Short term investments Bank xed deposits Liability Borrowings As at 30 September 2009 Assets Non-current assets Short term investments Bank xed deposits Liabilities Borrowings Finance leases
168,018
6,207 126,832 133,039 22,099
20,055 20,055 175,869
79,586
20,055 6,207 126,832 153,094 445,572
80,261 80,261
6,188 102,572 108,760 47,333 966 48,299
21,069 21,069
21,069 6,188 102,572 129,829 127,594 966 128,560
130

34. FINANCIAL RISK MANAGEMENT (continued)

Variable rates $000 Less than 1 year $000 Fixed rates Between 1 and 5 years $000 After 5 years $000
THE COMPANY
Total $000
As at 30 September 2010 Assets Bank xed deposits Liability Borrowings As at 30 September 2009 Asset Bank xed deposits
2,619
2,619
127,495
174,520
79,586
381,601
29,064
29,064
Interest on nancial instruments classied as variable rate is repriced at intervals of less than one year. Interest on nancial instruments classied as xed rate is xed until the maturity of the instrument. The other nancial instruments of the group that are not included in the above table are non-interest bearing and are therefore not subjected to interest rate risk. Sensitivity analysis for interest rate risk It is estimated that a hundred basis points increase in interest rate, with all other variables held constant, would decrease the groups prot before tax by approximately $1,680,000 (2009: $803,000), arising mainly as a result of higher interest expense on net oating rate borrowing position. The analysis is performed on the same basis for nancial year ended 30 September 2009. Market risk The Company and the group are exposed to market risk and risk of impairment in the value of investments held. The Company and the group manage the risk of impairment by evaluation of investment opportunities, continuously monitoring the performance of investments held and assessing the market risk relevant to the investments. Fair values The following methods and assumptions are used to estimate the fair value of each class of nancial instruments for which it is practicable to estimate that value: (a) Cash and bank deposits, other receivables and other payables The carrying amounts of these balances approximate fair value due to their short term nature. Trade receivables and trade payables The carrying amounts of trade receivables and trade payables approximate fair value because they are subject to normal trade credit terms. Amounts due from/ to related companies The carrying values of amounts due from/ to related companies in current assets and current liabilities approximate fair value due to their short term nature. No disclosure of fair value is made for non-current amounts due from/ to related companies as it is not practicable to determine their fair value with sufcient reliability since these balances have no xed terms of repayment. Other quoted investments The fair value of the quoted investments is determined by reference to market value.
(b)
(c)
(d)
131

34. FINANCIAL RISK MANAGEMENT (continued) Fair values (continued) (e) Unquoted investments The unquoted investments do not have quoted market prices in an active market not are there other methods readily available which can reasonably estimate the fair value. It is not practicable to determine the fair value with sufcient reliability without incurring excessive costs. (f) Bank borrowings and term loans The carrying values of bank borrowings and term loans approximate fair values as they bear interest rates which approximate the current incremental borrowing rates for similar types of lending and borrowing arrangements. Derivative nancial instruments The fair value of foreign currency exchange contracts have been calculated using rates quoted by independent bankers to terminate the contract at balance sheet date.
(g)
Fair value hierarchy The group classies fair value measurements using a fair value hierarchy that reects the signicance of the inputs used in making the measurements. The fair value hierarchy has the following levels: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3: Inputs for the asset or liability that is not based on observable market data.
Derivative nancial instruments held by the group and Company is classied under Level 2 as dened by FRS 39. Set out on the next page is a comparison by category of carrying amounts of all the groups and Companys nancial instruments that are carried in the nancial statements.
132

34. FINANCIAL RISK MANAGEMENT (continued) Fair values (continued)

Fair Values through Prot and Loss $000 Liabilities at Held-toamortised Maturity cost $000 $000 Nonnancial assets/ liabilities $000
THE GROUP As at 30 September 2010 Assets Fixed assets Joint venture companies Associated companies Other investments Intangible assets Deferred tax assets Inventories Trade receivables Other receivables Amounts due from joint venture companies Amounts due from related companies Short term investments Bank xed deposits Cash and bank balances
Loans and Receivables $000
Availablefor-Sale $000
Total $000
70 12,575 174,457 15,214 21,659 4,073 6,207 126,832 109,873 470,960
625 625
14 14
485 485
647,683 274,596 6,250 666,996 9,681 196,847 50,024 1,852,077
647,683 274,666 6,250 13,074 666,996 9,681 196,847 174,457 65,863 21,659 4,073 6,207 126,832 109,873 2,324,161
Liabilities Trade payables Other payables Amounts due to joint venture and associated companies Amounts due to related companies Borrowings Provision for taxation Deferred tax liabilities Provision for employee benets
2,360 2,360
258,768 170,827 11,052 15,683 445,572 901,902
16,246 67,815 58,466 7,521 150,048
258,768 189,433 11,052 15,683 445,572 67,815 58,466 7,521 1,054,310
133


Fair Values through Prot and Loss $000 Liabilities at Held-toamortised Maturity cost $000 $000 Nonnancial assets/ liabilities $000
THE GROUP As at 30 September 2009 Assets Fixed assets Joint venture companies Associated company Other investments Intangible assets Deferred tax assets Inventories Trade receivables Other receivables Amounts due from joint venture companies Amounts due from related companies Short term investments Bank xed deposits Cash and bank balances
Loans and Receivables $000
Availablefor-Sale $000
Total $000
70 10,342 160,365 19,119 28,424 5,524 6,188 102,572 90,260 422,864
853 853
20 20
509 509
606,727 279,125 383 230,744 4,733 158,123 42,389 1,322,224
606,727 279,195 383 10,871 230,744 4,733 158,123 160,365 62,361 28,424 5,524 6,188 102,572 90,260 1,746,470
Liabilities Trade payables Other payables Amounts due to joint venture and associated companies Amounts due to related companies Borrowings Provision for taxation Deferred tax liabilities Provision for employee benets
2,498 2,498
227,441 125,358 5,801 18,396 128,560 505,556
7,083 56,648 36,223 5,782 105,736
227,441 134,939 5,801 18,396 128,560 56,648 36,223 5,782 613,790
134


Loans and Receivables $000 Fair Values through Prot and Loss $000 Liabilities at Availableamortised for-Sale cost $000 $000 Nonnancial assets/ liabilities $000
THE COMPANY
Total $000
As at 30 September 2010 Assets Fixed assets Subsidiary companies Joint venture companies Other investments Intangible assets Other receivables Amounts due from subsidiary companies Amounts due from joint venture companies Amounts due from related companies Bank xed deposits Cash and bank balances Liabilities Other payables Amounts due to subsidiary companies Amounts due to joint venture companies Amounts due to related companies Borrowings Provision for taxation As at 30 September 2009 Assets Fixed assets Subsidiary companies Joint venture companies Other investments Intangible assets Other receivables Amounts due from subsidiary companies Amounts due from joint venture companies Amounts due from related companies Bank xed deposits Cash and bank balances Liabilities Other payables Amounts due to joint venture companies Amounts due to related companies Provision for taxation
1,067 73,568 17,350 457 2,619 7,670 102,731
622 622
14 14
1,183 (7,630) 1,154,235 302,830 36,575 142 (7,630) 1,494,965 25,970 3,059 269 796 381,601 411,695 9,388 6,698 16,086
1,183 1,146,605 302,830 14 36,575 1,831 73,568 17,350 457 2,619 7,670 1,590,702 35,358 3,059 269 796 381,601 6,698 427,781
1,187 55,297 24,199 88 29,064 11,495 121,330
149 149
14 14
1,444 (7,630) 737,735 300,878 48 714 (7,630) 1,040,819 18,000 120 1,021 19,141 2,159 9,581 11,740
1,444 730,105 300,878 14 48 2,050 55,297 24,199 88 29,064 11,495 1,154,682 20,159 120 1,021 9,581 30,881
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35. UNUSUAL ITEM As previously announced in September 2003, the former Finance Manager of wholly-owned subsidiary, Asia Pacic Breweries (S) Pte Ltd (APBS), Chia Teck Leng (CTL), was arrested by the Commercial Affairs Division and subsequently charged in Court and convicted on multiple charges for cheating and using forged documents to obtain and operate unauthorised bank accounts in the name of APBS with CTL as the sole signatory. In September 2004, four banks, Bayerische Hypo-und Vereinsbank Aktiengesellschaft (HVB), Skandinaviska Enskilda Banken (SEB), Mizuho Corporate Bank Ltd (Mizuho) and Sumitomo Mitsui Banking Corporation (Sumitomo), commenced separate actions against APBS. The breakdown of the respective claims by the four banks is as follows: HVB: US$32,002,333, alternatively in tort, US$30,000,000 SEB: US$26,559,372, alternatively in restitution, S$29,468,723 Mizuho: US$8,024,046 Sumitomo: S$10,323,208 In October 2007, Mizuho and Sumitomo decided not to continue with their respective suits. Mizuho withdrew its action with costs to be paid to APBS, while Sumitomos action was dismissed with costs. The Court hearing for the remaining suits has ended. In the judgement released on 31 August 2009, the High Court dismissed SEBs and HVBs claims in full. However, the court also held that APBS did not have a valid change of position defence in respect of the sum of $347,671 and held that SEB was entitled to judgement in the sum of $347,671 (SEB Judgement Sum) together with interest thereon. On 29 September 2009, SEB and HVB led their notices of appeal against the entire High Court decision. On 27 April 2010, the appeal was heard by the Court of Appeal. Judgement was reserved and remains pending. APBSs lawyers have advised that APBS has a good case and other than the SEB Judgement Sum, no provision in the nancial statements is considered necessary. 36. NEW ACCOUNTING STANDARDS AND FRS INTERPRETATIONS Certain new accounting standards and interpretations have been issued as at balance sheet date but are not yet effective. The groups assessment of those standards and interpretations that are relevant to the group is as follows: (a) Revised FRS 24 Related Party Disclosures (effective for annual periods beginning on or after 1 January 2011) The revised FRS 24 claries the denition of a related party to simplify the identication of such relationships and to eliminate inconsistencies in its application. The revised FRS 24 expands the denition of a related party and would treat two entities as related to each other whenever a person (or a close member of that persons family) or a third party has control or joint control over the entity, or has signicant inuence over the entity. The revised standard also introduces a partial exemption of disclosure requirements for governmentrelated entities. The group is currently determining the impact of the changes to the denition of a related party has on the disclosure of related party transaction. The group will apply the Revised FRS 24 from 1 October 2011. As this is a disclosure standard, it will have no impact on the nancial position or nancial performance of the group when implemented in 2011. (b) FRS 102 Share-based Payment Group Cash-settled Share-based Payment Transactions (effective for annual periods beginning on or after 1 January 2010) For group reporting and consolidated nancial statements, the Amendment to FRS 102 claries that if an entity receives goods or services that are cash settled by shareholders that are not within the group, they are not accounted for under FRS 102. The group will apply FRS 102 from 1 October 2010.
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37. CAPITAL MANAGEMENT The primary objective of the groups capital management is to ensure that it maintains a healthy capital ratio in order to support its business and maximise shareholder value. The group monitors its cash ow, debt maturity prole, cost of funds, overall liquidity position and gearing ratio on a continuous basis. The groups policy is to keep gearing ratio at not more than 80% of total equity. The gearing ratio is calculated as net borrowings divided by total equity. Net borrowings are calculated as total borrowings less cash and bank deposits. Total equity is calculated as shareholders funds plus non-controlling interest.
Total borrowings (Note 27) Less: Cash and bank deposits (Note 23) Net borrowings/ (cash) Shareholders funds Total Equity (including non-controlling interests) Net borrowings / Shareholders funds Net borrowings / Total Equity
445,572 (236,705) 208,867 1,131,592 1,269,851 18.5% 16.4%
128,560 (192,832) (64,272) 1,032,317 1,132,680 Net cash Net cash
381,601 (10,289) 371,312 1,162,921 1,162,921 31.9% 31.9%
(40,559) (40,559) 1,123,801 1,123,801 Net cash Net cash
The group and the Company are in compliance with all externally imposed capital requirements for the nancial years ended 30 September 2010 and 2009. 38. COMPARATIVE FIGURES The following comparative gures in the nancial statements have been restated for the reclassication of the India subsidiaries disposed in February 2010 to discontinued operations.
THE GROUP 2009 2009 As As previously reclassied reported $000 $000
Prot Statement
Revenue Cost of sales Other income/ (expenses) Operating expenses Distribution Operating expenses Marketing Operating expenses Administration Interest income Interest expense
1,999,050 (1,219,670) (11,938) (77,697) (267,230) (121,709) 6,661 (9,237)
2,040,221 (1,258,158) (10,072) (80,501) (271,373) (128,241) 6,665 (12,326)
137

39. SUBSIDIARY, JOINT VENTURE AND ASSOCIATED COMPANIES

Effective Shareholding 2010 2009 Country of Incorporation/ Place of Business
Name of Company
Principal Activities
SUBSIDIARY COMPANIES Held by the Parent Company Asia Pacic Breweries (Singapore) Pte Ltd1 Tiger Export Pte Ltd1 Archipelago Brewery Co. (1941) Pte Ltd1 Tiger Marketing Pte Ltd1 Asia Pacic Breweries (India) Private Limited2 South Pacic Brewery Limited4 DB Breweries Limited1 Cambodia Brewery Ltd3 Asia Pacic Brewery (Hanoi) Limited1 Vietnam Brewery Limited1 Beer and Beverages International Ltd1 Asia Pacic Brewery (Lanka) Limited1 MCS Asia Pacic Brewery LLC1 Asia Pacic Breweries (Australia) Pty Ltd1 Lao Asia Pacic Breweries Limited1 Grande Brasserie de Nouvelle Caledonie S.A7 PT Multi Bintang Indonesia Tbk7 (Financial year ends on 31 December)
100.0 100.0 100.0 100.0 100.0 75.8 100.0 80.0 100.0 60.0 100.0 60.0 55.0 100.0 68.0 87.3 80.6
100.0 Brewing and distribution of beer and stout 100.0 Export of beer and stout 100.0 Dormant 100.0 Investment holding 100.0 Dormant 75.8 Brewing and distribution of beer 100.0 Investment holding and brewing and distribution of beer 80.0 Brewing and distribution of beer 100.0 Brewing and distribution of beer 60.0 Brewing and distribution of beer 100.0 Distribution of beer 60.0 Brewing and distribution of beer 55.0 Brewing and distribution of beer 100.0 Investment holding 68.0 Brewing and distribution of beer Brewing and distribution of beer and spring water Brewing and distribution of beer
Singapore Singapore Singapore Singapore India Papua New Guinea New Zealand Cambodia Vietnam Vietnam Vietnam Sri Lanka Mongolia Australia Laos New Caledonia Indonesia
Notes: 1 Audited by Ernst and Young in the respective countries. 2 Audited by Sushmita Chowdbury & Co. 3 Audited by PricewaterhouseCoopers in the respective countries. 4 Audited by Deloitte Touche Tohmatsu in the respective countries. 5 Not required to be audited in the country of incorporation. 6 Audited by Bullimores UK. 7 Audited by KPMG in the respective countries. 8 Not required to be audited under the laws of the country of incorporation. 9 To be appointed.
138

39. SUBSIDIARY, JOINT VENTURE AND ASSOCIATED COMPANIES (continued)

Name of Company Effective Shareholding 2010 2009 Principal Activities
OTHER SUBSIDIARY COMPANIES Held by Subsidiary Company Country of incorporation & place of business: Indonesia PT Multi Bintang Indonesia Niaga7 (Financial year ends on 31 December) Country of incorporation & place of business: USA Tiger Beer USA Inc.5 Country of incorporation & place of business: UK Tiger Beer UK Ltd6 Country of incorporation & place of business: New Zealand Amstel Brouwerij Importers Ltd8 Barneydale Limited1 Barworks Group Limited1 Barworks Holdings Limited1 Black Dog Brewery Limited8 BOF Limited1 Clifford Pubs Limited1 DB Nominees Limited1 DB South Island Brewery Limited1 Drinkworks Limited8 Gaults On Quay Limited1 George Corporation Limited1 Hurstmere Pubs Limited1 Kustenbrau Breweries Limited8 Mainland Brewery Limited8 Market St Holdings Limited1 Monteiths Brewing Company Limited8 Portumna Limited1 Riccarton Hospitality 2007 Limited1 Robbie Burns Limited8 Rock Ember Limited9 Sale Street Brewery Co Limited8 Studio 25 Limited1 Tarmon Limited1 Temperance Hospitality Company Limited1 Temperance Holdings Limited (Formerly Trinity Hospitality Company Limited)1 Tui Brewery Limited8 Waitemata Brewery Limited8 Country of incorporation & place of business: Australia FBG Vietnam Holdings Pty Ltd1 DBG (Australia) Pty Limited1
80.6
Distribution of beer
100.0 100.0 100.0 60.0 60.0 60.0 100.0 45.0 45.0 100.0 55.0 100.0 60.0 45.0 45.0 100.0 100.0 45.0 100.0 60.0 60.0 100.0 45.0 60.0 45.0 45.0 60.0 60.0 100.0 100.0 100.0 100.0
100.0 Distribution of beer 100.0 Distribution of beer and stout 100.0 60.0 60.0 60.0 100.0 45.0 45.0 100.0 55.0 100.0 60.0 45.0 60.0 100.0 100.0 45.0 100.0 60.0 60.0 100.0 60.0 45.0 45.0 60.0 60.0 Dormant Distribution of beer On-premise management Investment holding company Dormant Distribution of beer Distribution of beer Trustee company Brewing and distribution of beer Dormant Distribution of beer Distribution of beer Distribution of beer Dormant Dormant Distribution of beer Dormant Distribution of beer Distribution of beer Dormant Distribution of beer Dormant Distribution of beer Distribution of beer Distribution of beer Investment holding company
100.0 Dormant 100.0 Dormant 100.0 Investment holding 100.0 Distribution of beer
139

39. SUBSIDIARY, JOINT VENTURE AND ASSOCIATED COMPANIES (continued)

Effective Shareholding 2010 2009
Name of Company
Principal Activities
OTHER SUBSIDIARY COMPANIES Held by Subsidiary Company Country of incorporation & place of business: Vietnam Vietnam Beer and Beverage Limited1 VBL Da Nang Limited1 VBL Tien Giang Limited1 VBL (Quang Nam) Limited1 JOINT VENTURE COMPANIES Held by The Parent Company Country of incorporation & place of business: Singapore GAPL Pte Ltd7 (Financial year ends on 30 June) Heineken-APB (China) Pte Ltd1 Country of incorporation & place of business: Thailand Thai Asia Pacic Brewery Co Ltd7 Held by Subsidiary Company Country of incorporation & place of business: Thailand TAP Trading Company Limited7 ASSOCIATED COMPANIES Held by Subsidiary Company Country of incorporation & place of business: New Caledonia Societe Industrielle des Eaux du Mont Dore3 (Financial year ends on 31 December) Country of incorporation & place of business: New Zealand The Associated Bottlers Company Ltd1 (Financial year ends on 31 March)
60.0 60.0 60.0 48.0
60.0 60.0 60.0 48.0
Distribution of beer Brewing of beer Brewing of beer Brewing and distribution of beer
50.0 50.0
50.0 Investment holding and distribution of beer 50.0 Investment holding
36.8
36.8 Brewing and distribution of beer
36.8
36.8 Distribution of beer
29.9
Bottling of spring water
50.0
50.0 Hire of returnable beer bottles
140
Shareholding Statistics
as at 8 December 2010
TWENTY LARGEST SHAREHOLDERS (as shown in the Register of Members) No. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20

Shareholders Name Number of Shares %
Asia Pacic Investment Pte Ltd Heineken International B.V. Fraser & Neave Limited Great Eastern Life Assurance Co Ltd Participating Fund Oversea Chinese Bank Nominees Pte Ltd Aranda Investments Pte Ltd DBS Nominees Pte Ltd The Overseas Assurance Corporation Ltd HSBC (Singapore) Nominees Pte Ltd Citibank Nominees Singapore Pte Ltd Lee Foundation United Overseas Bank Nominees Pte Ltd The Great Eastern Trust Private Limited Thia Cheng Song Yeo Kok Seng Selat Pte Limited Yeo Wei Yan UOB Kay Hian Pte Ltd Yeo Wei Ferng (Yang Weifeng) Phay Thong Huat Pte Ltd
167,333,732 24,513,560 18,753,887 8,764,005 8,660,634 3,600,000 2,653,294 2,316,159 1,886,162 1,455,315 1,129,192 714,294 709,674 550,000 529,000 411,466 345,000 259,530 250,000 230,000 245,064,904
Number of Shareholders Number of Shares
64.81 9.49 7.26 3.39 3.35 1.39 1.03 0.90 0.73 0.56 0.44 0.28 0.27 0.21 0.20 0.16 0.13 0.10 0.10 0.09 94.89
Size of Holding
1 999 1,000 10,000 10,001 1,000,000 1,000,001 and above
174 1,189 269 11 1,643
10.59 72.37 16.37 0.67 100.00
53,122 3,752,869 13,319,293 241,065,940 258,191,224
0.02 1.45 5.16 93.37 100.00
Substantial Shareholders (as shown in the Register of Substantial Shareholders) No. 1 2 3 4 Asia Pacic Investment Pte Ltd Heineken International B.V. Fraser and Neave, Limited Overseas-Chinese Banking Corporation Ltd
Direct Interest (Number of Shares) Deemed Interest (Number of Shares)
167,333,732 24,513,560 18,753,887 7,810,842
167,333,732 167,333,732 12,648,630
Based on the Register of Substantial Shareholders, the percentage of shareholding of the Company held in the hands of the public is more than 10 percent, and this complies with Rule 723 of the Listing Manual.
Note: * Substantial Shareholders are those shareholders who own at least 5% of the equity of the company. * Deemed Interest in shares arise, for example, when a person (including a company) owns at least 20% of another company which in turn owns shares in Asia Pacic Breweries Limited. The person is deemed to have an interest in the Asia Pacic Breweries Limited shares owned by that other company. It is, therefore, possible for several persons to be deemed interested in the same shares. This note is merely illustrative. For a full understanding of the scope of the regulations, it is necessary to refer to the Singapore Companies Act.
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Particulars of Group Properties
PARTICULARS OF GROUP PROPERTIES The properties included in land and buildings (Note 13 to the Financial Statements) at 30 September 2010 and their net book values are indicated below:
Land $000 Buildings $000
FREEHOLD Mongolia 5.0 hectares industrial property at 10th Khoroo, Bayanzurkh District, Ulaanbaatar City, Mongolia New Zealand 17.4 hectares industrial property for Waitemata Brewery at Auckland 9.1 hectares industrial property for Mainland Brewery - Timaru 10.8 hectares industrial property for Tui Brewery - Pahiatua Sri Lanka 0.4 hectares industrial property at Millawa Land New Caledonia 3.7 hectares industrial property at 12 Rue Edmond Harbulot, Noumea 0.2 hectares residential property at 1 Rue de la Baie DHouiguie, Noumea Total Freehold LEASEHOLD Singapore 8.8 hectares industrial property at Jurong (Lease expires year 2046) Papua New Guinea 2.2 hectares industrial property at Port Moresby (Lease expires year 2067) 7.7 hectares industrial properties at Lae and Goroka (Lease expires year 2057/2067) 1.0 hectare residential properties (Lease expires year 2057/2071) New Zealand 0.1 hectares industrial property at Christchurch, Auckland (Lease expires year 2016) 0.1 hectares industrial property at Dunedin, Auckland (Lease expires year 2013) Vietnam 13.0 hectares industrial property at Ho Chi Minh City (Lease expires year 2021) 30.0 hectares industrial property at Van Tao Village - Hatay Province (Lease expires year 2046) 5.1 hectares industrial property - Tien Giang Province (Lease expires year 2022) 7.7 hectares industrial property - Danang City (Lease expires year 2044) 3.0 hectares industrial property - Quang Nam (Lease expires year 2046) Sri Lanka 2.3 hectares industrial property at Mawathagama (Lease expires year 2027) Cambodia 11.3 hectares industrial property at Kandal Province (Land rights expires year 2065) Laos 13.5 hectares industrial property at Veunkham Road, B. Nongno, Xaythany District, Vietianne, Lao PDR (Lease expires year 2056) 0.1 hectares industrial property at Mini Tavern, Unit 16, House No. 160, Ban Mixay, Chanthabouly District, Vietianne, Lao PDR (Lease expires year 2017) Indonesia 10.4 hectares industrial property at Tangerang, West Java (Lease expires year 2033) 30.0 hectares industrial property at Sampang Agung, East Java (Leases expire between year 2025 - 2029) Total Leasehold TOTAL
6,525 311 568 20 2,299 440 10,163
6,421 29,277 3,176 2,289 28,837 1,301 71,301
1,102 537 203 2,156 66 2,396
33,738 7,465 6,195 124 236 7 11,532 13,172 1,807 1,807 498 667 11,518 13,428 428
151 1,207 7,818 17,981
3,281 3,735 109,638 180,939
142
Interested Person Transactions
Particulars of interested person transactions for the period 1 October 2009 to 30 September 2010 as required under Rule 907 of the SGX Listing Manual.
Aggregate value of all interested person transactions during the nancial year under Aggregate value of all review (excluding transactions interested person transactions less than $100,000 and conducted under shareholders transactions conducted under mandate pursuant to Rule 920 shareholders mandate (excluding transactions less pursuant to Rule 920) than $100,000)
Name of interested person
Heineken Group of Companies (Heineken) Fraser & Neave Limited (F&NL) Fraser & Neave Holdings Berhad
7,388,107* 2,891,592 0
48,494,384 0 15,063,592
Note: * This relates mainly to royalties paid/ payable to Heineken for two trademark licence agreements entered into in 2004, set out in the Circular to the Shareholders dated 9 February 2004, and approved by the shareholders on 27 February 2004.
143
Notice of Annual General Meeting
Asia Pacic Breweries Limited (Company Registration No. 193100007K) (Incorporated in Singapore) DATE PLACE : Tuesday 25 January 2011 : Level 2, Alexandra Point, 438 Alexandra Road, Singapore 119958
NOTICE IS HEREBY GIVEN that the 77th Annual General Meeting of ASIA PACIFIC BREWERIES LIMITED will be held at Level 2, Alexandra Point, 438 Alexandra Road, Singapore 119958 on Tuesday 25 January 2011 at 10.00 a.m. for the following purposes:ROUTINE BUSINESS 1. To receive and adopt the report of the Directors and audited nancial statements for the year ended 30 September 2010. 2. To approve a nal tax-exempt (one-tier) dividend of 52 cents per share in respect of the year ended 30 September 2010. 3. To pass the following resolutions on recommendation of the Nominating Committee and endorsement of the Board of Directors in respect of appointments of Directors1:(a) That Mr Simon Israel, who retires by rotation, be and is hereby re-appointed as a Director of the Company. Subject to his re-appointment, Mr Israel, who is considered a non-independent director, will be re-appointed as Chairman of the Board of Directors. (b) That Mr Bob Tan Beng Hai, who was appointed during the year, be and is hereby re-appointed as a Director of the Company. Subject to his re-appointment, Mr Tan, who is considered an independent director, will be appointed as Chairman of the Audit and the Remuneration Committees and re-appointed a Member of the Nominating Committee. 4. 5. To approve Directors fees of S$562,000 payable by the Company for the year ending 30 September 2011 (last year: S$469,000). To appoint PricewaterhouseCoopers LLP (PwC) as Auditors of the Company in place of the retiring Auditors, Ernst & Young LLP (E&Y), to hold ofce until the conclusion of the next Annual General Meeting of the Company (AGM), and that the Directors be authorised to x their remuneration.
Note: 1 Mr Lee Yong Siang, who retires from the Board at the 77th Annual General Meeting, has notied the Company that he does not wish to seek re-election.
SPECIAL BUSINESS To consider and, if thought t, to pass the following Resolutions which will be proposed as Ordinary Resolutions, with or without any modication:6. That Mr Philip Eng Heng Nee be and is hereby appointed as a Director of the Company. Particulars of Mr Eng can be found on page 146 of the Annual Report 2010 on Proposed Director. Subject to his appointment, Mr Eng, who is considered an independent director, will be appointed as Chairman of the Nominating Committee and a Member of the Audit and the Remuneration Committees. 7. That approval be and is hereby given to the Directors of the Company to allot and issue from time to time such number of shares in the capital of the Company as may be required to be issued pursuant to the exercise of options under the Asia Pacic Breweries Limited Executives Share Option Scheme.
144
8.
That: (a) approval be and is hereby given, for the purposes of Chapter 9 (Chapter 9) of the Listing Manual of the Singapore Exchange Securities Trading Limited (SGX-ST), for the Company, its subsidiaries and associated companies that are entities at risk (as that term is used in Chapter 9, or any of them, to enter into any of the transactions falling within the types of interested person transactions (IPTs) described in the Appendix of the Letter to Shareholders dated 3 January 2011 (the Letter) with any party who is of the class of interested persons described in the Appendix to the Letter, provided that such transactions are made on normal commercial terms and in accordance with the review procedures for such IPTs as set out in the Appendix to the Letter; the approval given in paragraph (a) above (the Shareholders Mandate) shall, unless revoked or varied by the Company in general meeting, continue in force until the conclusion of the next AGM; and the Directors of the Company, and/or any of them, be and are hereby authorised to complete and do all such acts and things (including 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.
(b)
(c)
OTHER BUSINESS 9. To transact any other business which may properly be brought forward.
By Order of the Board Anthony Cheong Fook Seng Company Secretary Singapore, 3 January 2011
A member of the Company entitled to attend the meeting and vote is entitled to appoint not more than 2 proxies to attend and vote instead of him; a proxy need not be a member of the Company. Where a member of the Company appoints more than 1 proxy, he shall specify the proportion of his shareholdings to be represented by each proxy. The instrument appointing a proxy or proxies (a form is enclosed) must be deposited with the Company Secretary at the registered ofce not less than 48 hours before the time appointed for holding the meeting.
145
EXPLANATORY NOTES AND STATEMENT PURSUANT TO ARTICLE 60 OF THE COMPANYS ARTICLES OF ASSOCIATION (a) Ordinary Resolution No. 5 is to approve the appointment of PwC as Auditors of the Company in place of the retiring Auditors, E&Y, and to authorise the Directors to x their remuneration. E&Y (and its predecessor rms) have served as external Auditors of the Company for more than 40 years. As part of ongoing good corporate governance initiatives, the Directors are of the view that it would be timely to effect a change of external Auditors with effect from the nancial year ending 30 September 2011. E&Y, the retiring Auditors, will accordingly not be seeking re-election at the forthcoming AGM. In accordance with the requirements of Rule 1203(5) of the Listing Manual of the SGX-ST: i. the outgoing Auditors, E&Y, have conrmed that they are not aware of any professional reasons why the new Auditors, PwC, should not accept appointment as Auditors of the Company; the Company conrms that there were no disagreements with the outgoing Auditors, E&Y, on accounting treatments within the last 12 months; and the Company conrms that, other than as set out herein, it is not aware of any circumstances connected with the proposed change of Auditors that should be brought to the attention of Shareholders.
ii.
iii.
The Audit Committee has reviewed and deliberated on the proposed change of Auditors and has recommended that PwC be appointed in place of the retiring Auditors, after taking into consideration the suitability of PwC and the requirements of Rule 712(1) of the Listing Manual of the SGX-ST. The Directors have taken into account the Audit Committees recommendation, and considered factors such as the adequacy of the resources and experience of PwC and the persons to be assigned to the audit, PwCs audit engagements, the size and complexity of the Company and its subsidiaries, and the number and experience of PwCs supervisory and professional staff to be assigned to the audit, and is satised that PwC will be able to meet the audit requirements of the Company. Accordingly, the Directors recommend the appointment of PwC as the Auditors of the Company in place of the retiring Auditors, E&Y. Pursuant to Section 205 of the Companies Act, Chapter 50, a copy of the notice of nomination of the proposed new Auditors dated 8 December 2010 from a Shareholder of the Company is enclosed with this Notice. (b) (c) Ordinary Resolution No. 6 is to approve the appointment of Mr Philip Eng Heng Nee as an independent Director. Ordinary Resolution No. 7 is to authorise the Directors of the Company to allot and issue from time to time such number of Shares as may be required to be issued pursuant to the exercise of options under the Asia Pacic Breweries Ltd Executives Share Option Scheme. Ordinary Resolution No. 8 is to renew the mandate to permit the Company, its subsidiaries and associated companies that are entities at risk (as that term is used in Chapter 9), or any of them, to enter into any of the transactions falling within the types of IPTs described in the Appendix of the Letter.
(d)
146

Special Business Proposal for the Appointment of Director
PROPOSED DIRECTOR The Board of Directors proposes, for the approval of Shareholders, at the 77th Annual General Meeting of the Company, the appointment of Mr Philip Eng Heng Nee as Director of the Company.
His particulars are as follows: Mr Eng, 64, is currently independent Chairman of Frasers Centrepoint Asset Management Ltd (since April 2009), and has been a member of its board since April 2006. He is also non-executive Chairman of mDR Limited, Executive Deputy Chairman of Hup Soon Global Corporation Ltd, Director of The Hour Glass Limited and Commissioner of PT Adira Dinamika Multi Finance, Tbk, Indonesia. In addition, he is Singapores Ambassador to Greece and High Commissioner to Cyprus. Prior to this, Mr Eng spent 23 years with the Jardine Cycle & Carriage Group before retiring in February 2005 as Group Managing Director. Mr Eng graduated from the University of New South Wales with a Bachelor of Commerce in Accountancy and is an Associate Member of the Institute of Chartered Accountants in Australia. Upon his appointment, he will be considered an independent Director.
ASIA PACIFIC BREWERIES LIMITED (Company Registration No. 193100007K) (Incorporated in Singapore)
Proxy Form
ANNUAL GENERAL MEETING I/ We (Name)
Important: 1. For investors who have used their CPF monies to buy Asia Pacic Breweries Limited shares, this Annual Report is forwarded to them at the request of their CPF Approved Nominees and is sent FOR INFORMATION ONLY. 2. This Proxy Form is not valid for use by CPF investors and shall be ineffective for all intents and purposes if used, or purported to be used, by them. 3. CPF investors who wish to attend the Annual General Meeting as OBSERVERS have to submit their requests through their respective Agent Banks so that their Agent Banks may register, in the required format, with the Company Secretary, Asia Pacic Breweries Limited. (Agent Banks: please see Note No. 8 on required format.)
(NRIC/Passport Number) (Address)
of being a member/members of Asia Pacic Breweries Limited (the Company), hereby appoint:
Name Address NRIC/ Passport Number
Proportion of Shareholdings (Note 2) No. of Shares %
and/ or (delete as appropriate)
or failing him/them, the Chairman of the Annual General Meeting (AGM) as my/our proxy/proxies to attend and to vote for me/us on my/our behalf and if necessary, to demand a poll, at the AGM of the Company to be held at 10.00 a.m. on 25 January 2011 at Level 2, Alexandra Point, 438 Alexandra Road, Singapore 119958 and any adjournment thereof. I/We direct my/our proxy/proxies to vote for or against the resolutions to be proposed at the AGM as indicated hereunder. If no specic direction as to voting is given, the proxy/proxies may vote or abstain from voting at his/their discretion, as he/they may on any other matter arising at the AGM. NOTE: The Chairman of the AGM will be exercising his right under Article 66(a) of the Articles of Association of the Company to demand a poll in respect of the resolutions to be put to the vote of members at the AGM and at any adjournment thereof. Accordingly, such resolutions at the AGM will be voted on by way of poll.
No. Resolutions relating to: For* Against*
1. 2. 3. 4. 5.
Routine Business To receive and adopt the report of the Directors and audited nancial statements for the year ended 30 September 2010. To approve a nal tax-exempt (one-tier) dividend of 52 cents per share in respect of the year ended 30 September 2010. (a) To re-appoint Director: Mr Simon Israel. (b) To re-appoint Director: Mr Bob Tan Beng Hai. To approve Directors fees of S$562,000 payable by the Company for the year ending 30 September 2011. To appoint PricewaterhouseCoopers LLP as Auditors in place of the retiring Auditors, Ernst & Young LLP, to hold ofce until the conclusion of the next AGM and that the Directors be authorised to x their remuneration. Special Business To appoint Director: Mr Philip Eng Heng Nee. To authorise Directors to allot and issue shares pursuant to the Asia Pacic Breweries Limited Executives Share Option Scheme. To approve the proposed renewal of the Shareholders Mandate. Other Business To transact any other business which may properly be brought forward.
6. 7. 8. 9.
*
If you wish to exercise all your votes For or Against the relevant resolution, please tick ( ) within the relevant box provided. Alternatively, if you wish to exercise your votes for both For and Against the relevant resolution, please indicate the number of votes as appropriate in the boxes provided.
Dated this
day of
2011
Total Number of Shares held (Note 4)
Signature/ Common Seal of Member(s) IMPORTANT PLEASE READ NOTES OVERLEAF
Notes to Proxy Form: 1. A member of the Company entitled to attend the meeting and vote is entitled to appoint 1 or 2 proxies to attend and vote instead of him; a proxy need not be a member of the Company. The instrument appointing a proxy or proxies must be deposited with the Company Secretary at the registered ofce, not less than 48 hours before the time appointed for holding the meeting. Where a member appoints more than 1 proxy, the appointments shall be invalid unless he species the proportion of his shareholding (expressed as a percentage of the whole) to be represented by each proxy. Completion and return of this instrument appointing a proxy or proxies shall not preclude a member from attending and voting at the meeting. Any appointment of a proxy or proxies shall be deemed to be revoked if a member attends the meeting in person, and in such event, the Company reserves the right to refuse to admit any person or persons appointed under this instrument of proxy, to the meeting. If the member has shares entered against his name in the Depository Register (as dened in Section 130A of the Companies Act, Cap.50 of Singapore), he should insert that number of shares. If the member has shares registered in his name in the Register of Members of the Company, he should insert that number of shares. If the member has shares entered against his name in the Depository Register and registered in his name in the Register of Members, he should insert the number of shares entered against his name in the Depository Register and registered in his name in the Register of Members. If no number is inserted, this form of proxy will be deemed to relate to all shares held by the member. The instrument appointing a proxy or proxies must be under the hand of the appointor or of his attorney duly authorised in writing. Where the instrument appointing a proxy or proxies is executed by a corporation, it must be executed either under its common seal or under the hand of its attorney or a duly authorised ofcer. Where an instrument appointing a proxy or proxies is signed on behalf of the appointor by an attorney, the letter or power of attorney or a duly certied copy thereof must (failing previous registration with the Company) be lodged with the instrument of proxy, failing which the instrument may be treated as invalid. The Company shall be entitled to reject a Proxy Form which is incomplete, improperly completed, illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specied on and/or attached to the Proxy Form. In addition, in the case of a member whose shares are entered in the Depository Register, the Company may reject a Proxy Form if the member, being the appointor, is not shown to have shares entered against his name in the Depository Register as at 48 hours before the time appointed for holding the meeting, as certied by The Central Depository (Pte) Limited to the Company. Agent Banks acting on the request of CPF Investors who wish to attend the meeting as Observers are required to submit in writing, a list with details of the investors name, NRIC/Passport numbers, addresses and numbers of shares held. The list, signed by an authorised signatory of the Agent Bank, should reach the Company Secretary, at the registered ofce of the Company not later than 48 hours before the time appointed for holding the meeting.
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Afx Postage Stamp
THE COMPANY SECRETARY ASIA PACIFIC BREWERIES LIMITED #21-00 Alexandra Point 438 Alexandra Road Singapore 119958
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ASIA PACIFIC BREWERIES (SINGAPORE) PTE LTD 459 Jalan Ahmad Ibrahim Singapore 639934 ASIA PACIFIC BREWERY (HANOI) LIMITED Km 15+500, Road 427 Van Tao Commune, Thuong Tin District Hanoi, Vietnam ASIA PACIFIC BREWERY (LANKA) LIMITED Denver Estate, Kandy Road, Mawathegama, Kurunegala Sri Lanka CAMBODIA BREWERY LTD Village Robos Angkagne, Commune Prek Eng District Kien Svay, Kandal Province Cambodia DB BREWERIES LTD Waitemata Brewery 1 Bairds Road Otahuhu, Manukau 1640 New Zealand Tui Brewery State Highway 2 Mangatainoka, Pahiatua New Zealand Mainland Brewery Shefeld Street Washdyke, Timaru 7940 New Zealand Monteiths Brewing Company Crn Turumaha & Herbert Streets Greymouth 7805 New Zealand Overseas Ofce: Drinkworks Limited Suite 2106, Level 21 Westeld Tower 2, Bondi Junction, NSW 2022 Sydney Australia GRANDE BRASSERIE DE NOUVELLE CALEDONIE 12 rue Harbulot PK6 BP 98 98845 Noumea Cedex New Caledonia GUINNESS ANCHOR BERHAD Sungei Way Brewery Lot 1135, Batu 9, Jalan Klang Lama, P.O.Box 144, 46710 Petaling Jaya, Selangor Darul Ehsan, Malaysia
LAO ASIA PACIFIC BREWERIES LIMITED No. 16A, Unit 16, Ban Mixay, Chanthabouly District, Vientiane, Lao PDR, P.O.BOX: 3718 MCS-ASIA PACIFIC BREWERY LLC MCS Tiger Brewery Peace Avenue, 10th khoroo, Bayanzurkh District, Ulaanbaatar City, Mongolia PT MULTI BINTANG INDONESIA TBK. Tangerang Brewery Jl. Daan Mogot Km. 19 Tangerang 15122 Indonesia Sampang Agung Brewery Jl. Raya Mojosari Pacet Km. 50 Desa Sampang Agung Kec. Kutorejo, Kabupaten Mojokerto Jawa Timur 61383 Indonesia SOUTH PACIFIC BREWERY LIMITED Section 29, Allotment 3 Aircorps Road, Lae P.O Box 168, Lae Morobe Province National Capital District Papua New Guinea Section 52 Allotment 46 P.O Box 6550, Boroko National Capital District Papua New Guinea THAI ASIA PACIFIC BREWERY CO. LTD 111 Moo 2, Bangbuathong Suphanburi Road Tambol Saiyai, Amphur Sainoi Nonthaburi 11150 Thailand VIETNAM BREWERY LIMITED 170 Le Van Khuong Street, Thoi An ward, District 12, Ho Chi Minh City, Vietnam VBL DA NANG LIMITED Road No 6 & No 2, Hoa Khanh Industrial Zone, Lien Chieu District, Danang City Vietnam VBL TIEN GIANG LIMITED My Tho Industrial Zone, Trung An Commune, My Tho City, Tien Giang Province, Viet Nam
VBL QUANG NAM LIMITED Dien Nam, Dien Ngoc Industrial Zone Dien Ban District Quang Nam Province Vietnam GUANGZHOU ASIA PACIFIC BREWERY CO. LTD Room 205 206, No. 2 Punan Road, Huangpu District, Guangzhou Peoples Republic of China HEINEKEN-APB (CHINA) MANAGEMENT SERVICES CO. LTD 379 Hong Mei Road (S) Shanghai 200237 Peoples Republic of China HAINAN ASIA PACIFIC BREWERY COMPANY LTD No. 8, Ye Hai Avenue, Jinpan Industrial District, Haikou City, 570206 Hainan Province, Peoples Republic of China HEINEKEN TRADING (SHANGHAI) CO. LTD 379 Hong Mei Road (S) Shanghai 200237 Peoples Republic of China JIANGSU DAFUHAO BREWERIES CO., LTD Jiangsu DFH Breweries Co., Ltd. 39# Dongshi Street, Tongzhou, Jiangsu Peoples Republic of China Jiangsu DFH Breweries (Nantong) Co., Ltd. 53# Hedong Bei Road, Tangzha, Nantong, Jiangsu Peoples Republic of China DFH Yancheng Brewery Co., Ltd. 18# Nanxiang Road, Dafeng, Yancheng, Jiangsu Peoples Republic of China Jiangsu DFH Breweries (Qidong) Co., Ltd. 339# Henan Zhong Road, Qidong, Jiangsu Peoples Republic of China Jiangsu DFH Breweries (Wujiang) Co., Ltd. 12# Jiangtong Dong Road, Lili Town, Jiangsu Peoples Republic of China
KINGWAY BREWERY HOLDINGS LIMITED Shenzhen Kingway Brewery Co., Ltd. No.1 Dongchang Road, Luohu, Shenzhen, GuangDong Province, Peoples Republic of China Shenzhen Kingway Brewing Co., Ltd. No.1 Chuangye Road, Baoan, Shenzhen, GuangDong Province, Peoples Republic of China Kingway Brewery (Shantou) Co., Ltd. 108 Cao Shan Road, Jinping Industrial Park, Shantou, GuangDong Province, Peoples Republic of China Kingway Brewery (Dongguan) Co., Ltd. North District, Songshan Lake Industrial Park, Dongguan, GuangDong Province, Peoples Republic of China Kingway Brewery (Tianjin) Co., Ltd. No.99 Huan He Xi Road, Logistics & Processing District of Airport, Tianjin Peoples Republic of China Kingway Brewery (Xian) Co., Ltd. No.12 Feng Cheng Road, Xian Economy & Technology Development Zone, Xian, CPC, ShanXi Province, Peoples Republic of China Kingway Brewery Group (Chengdu) Co., Ltd. No. 99 Airport Road, High-tech Zones, Chengdu City, Sichuan Province Peoples Republic of China Kingway Brewery (Foshan) Co., Ltd. North of the San Shan West Bridge, San Shan Logistics Park of PingZhou, NanHai District, FoShan, GuangDong Province Peoples Republic of China SHANGHAI ASIA PACIFIC BREWERY CO. LTD 379 Hong Mei Road (S) Shanghai 200237 Peoples Republic of China TIGER EXPORT PTE LTD 459 Jalan Ahmad Ibrahim Singapore 639934
All rights reserved. Some of the information in this report constitute forward looking statements which reect Asia Pacic Breweries current intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors, many of which may be outside Asia Pacic Breweries control. You are urged to view all forward looking statements with caution. No information herein should be reproduced without the expressed written permission of Asia Pacic Breweries Limited. All information herein is correct at the time of publication. For updated information, please refer to www.apb.com.sg strategic communicator and visual creator greymatter williams and phoa (asia)

Apbl Annual Report 2010

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Company Registration No.

: 193100007K (Incorporated in the Republic of Singapore)

Two newly acquired protable breweries in Indonesia and New Caledonia

Brewing transformation and strength

To be a leading brewery group in the Asia Pacic region

Signicant events that transformed and strengthened APB

Group prot1 of S$0.5 billion, an increase of 58%

1 Laos 5 Vietnam 1 1 Cambodia

Papua New Guinea

1 Sri Lanka 1 Malaysia 1 Singapore 2

Papua New Guinea

INDOCHINA (CAMBODIA, LAOS & VIETNAM)

PAPUA NEW GUINEA

INDONESIA & NEW CALEDONIA

PBIT (S$ million)

PBIT (S$ million)

PBIT (S$ million)

PBIT (S$ million)

PBIT (S$ million)

PBIT (S$ million)

PBIT (S$ million)

PBIT (S$ million)

PBIT (S$ million)

Brewing transformation and strength

Our year of transformation

Prot before interest, taxation and exceptional items

Attributable prot before exceptional items

Earnings per share before exceptional items

S$500 million S$261 million S$1.01

Compound annual growth rate from 2006 to 2010

APBs share price performance vs Straits Times Index (STI)

Asia Pacic Breweries Limited

Brewing transformation and strength

Brewing transformation and strength

Simon Israel Chairman

Asia Pacic Breweries Limited

Chief Executive Ofcers Review

A signicantly stronger set of results

Brewing transformation and strength

Roland Pirmez Chief Executive Ofcer

Asia Pacic Breweries Limited

Bottoms up to a benchmark bottom line

Brewing transformation and strength

newly acquired protable market leaders

Heres to a wider reach and stronger market leadership

Asia Pacic Breweries Limited

The best reason to drink: more beer brands

2 new iconic beer brands

Brewing transformation and strength

bottles of beer per hour

Toast to greater capacity

Asia Pacic Breweries Limited

Five-year Group Statistics

$m $m $m $m $m % $m $m % % cents cents cents $ %

Group Financial Highlights

316.2 277.7 255.2 249.7

158.0 131.9 132.6 131.6

7.9 6.6 7.4 8.6

61.2 51.1 51.4 51.2

3,124.0 2,633.4 3,407.7 3,948.6

Brewing transformation and strength

Two-year Financial Highlights

2,511.1 500.1 500.8 356.3 261.0 263.1 1,131.6 2,324.2 4,750.5