TalkMed : Annual Report 2022

ANNUAL REPORT

2022

CONTENTS

CORPORATE INFORMATION	1
CORPORATE PROFILE	2
MESSAGE TO SHAREHOLDERS	5
FINANCIAL & OPERATIONS HIGHLIGHTS	8
BOARD OF DIRECTORS	9
KEY MANAGEMENT/EXECUTIVE OFFICERS	15
SUSTAINABILITY REPORT	16
CORPORATE GOVERNANCE REPORT	36
FINANCIAL CONTENTS
DIRECTORS' STATEMENT	56
INDEPENDENT AUDITOR'S REPORT	60
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME	64
STATEMENTS OF FINANCIAL POSITION	65
STATEMENTS OF CHANGES IN EQUITY	66
CONSOLIDATED CASH FLOW STATEMENT	69
NOTES TO THE FINANCIAL STATEMENTS	70
STATISTICS OF SHAREHOLDINGS	141
NOTICE OF TENTH ANNUAL GENERAL MEETING	143
ADDITIONAL INFORMATION ON DIRECTORS
SEEKING RE-ELECTION OR CONTINUED
APPOINTMENT	147

PROXY FORM

ANNUAL REPORT 2022 TALKMED GROUP 1

CORPORATE INFORMATION

BOARD OF DIRECTORS

Mr S. Chandra Das

(Non-Executive Chairman and

Independent Director)

Dr Ang Peng Tiam

(Executive Director and

Chief Executive Officer)

Dr Khoo Kei Siong

(Executive Director and

Chief Operating Officer)

Mr Sitoh Yih Pin

(Independent Director)

Mr Dan Yock Hian

(Independent Director)

Mr Lim Jen Howe (Non-Executive Director)

Mr Lim Teong Jin George (Non-Executive Director)

Prof Leong Ching Ching (Non-Executive Director)

AUDIT AND RISK COMMITTEE

Mr Sitoh Yih Pin (Chairman)

Mr Dan Yock Hian

Mr Lim Jen Howe

REMUNERATION COMMITTEE

Mr S. Chandra Das (Chairman)

Mr Sitoh Yih Pin

Prof Leong Ching Ching

NOMINATING COMMITTEE

Mr S. Chandra Das (Chairman)

Dr Ang Peng Tiam

Mr Dan Yock Hian

COMPANY SECRETARIES

Mr Lee Boon Yong

Mr Lim Heng Chong Benny

Ms Jacqueline Anne Low

REGISTERED OFFICE

101 Thomson Road #09-02 United Square Singapore 307591 Telephone No. : (65) 6258 6918

Facsimile : (65) 6258 0648

Website : www.talkmed.com.sg

PRINCIPAL PLACE OF BUSINESS

3 Mount Elizabeth

Mount Elizabeth Hospital Level 2

Singapore 228510

SHARE REGISTRAR AND SHARE TRANSFER OFFICE

B.A.C.S. Private Limited

77 Robinson Road

#06-03 Robinson 77

Singapore 068896

AUDITOR

Ernst & Young LLP

Public Accountants and Chartered Accountants

One Raffles Quay

North Tower, Level 18

Singapore 048583

Partner-in-charge:

Ms Ho Shyan Yan (appointed since

the financial year ended 31 December 2018) Chartered Accountant,

a member of the Institute of Singapore Chartered Accountants

PRINCIPAL BANKER

Oversea-Chinese Banking Corporation Limited

65 Chulia Street

#06-00 OCBC Centre

Singapore 049513

2 TALKMED GROUP ANNUAL REPORT 2022

CORPORATE PROFILE

TalkMed Group Limited ("TalkMed") was incorporated on 10 September 2013 in Singapore and listed on the Catalist board of Singapore Exchange Securities Trading Limited on 30 January 2014. TalkMed successfully transferred from the Catalist board to the Mainboard on 28 April 2022. TalkMed and its group of companies (collectively, the "Group") is a premier provider of medical oncology, stem cell transplants and palliative care services, serving patients in Singapore and the region. Outside Singapore, the Group operates in Vietnam, Hong Kong and the People's Republic of China. The Group structure as of March 2023 is as follows:

		TalkMed Group
		Limited
100%	100%	100%	60%	30%
Singapore Cancer	TalkMed Vietnam	TalkMed Greater China		Hong Kong Integrated
CellVec Pte. Ltd.	Oncology Centre
Centre Pte. Ltd.	Pte. Ltd.	Pte. Ltd.
	Holdings Limited
	100%	100%		69%
	TalkMed China	TalkMed		Hong Kong
	Chongqing
	Pte. Ltd.		Integrated
	Pte. Ltd.
			Oncology Centre
				Limited

100%	90%(a)		60%
TalkMed Hospital	Beijing Yachuang		Sino-Singapore	85%	60%
Siwei Investment		Hong Kong
Management		Hospital Management
Management
(Beijing) Co., Ltd.		(Chongqing) Co., Ltd.	Integrated	Cancer Care
Co., Ltd.
			Oncology	Consultants
	100%	30%	100%	Centre
	Limited
	(Kowloon)
		Chongqing		Limited
	Beijing Deyi
	Medtech Health	Sino-Singapore
	Shanshui Clinic
	Management	Cancer Centre
	Co., Ltd.(b)
	Co., Ltd.

1. The Group exercises control over and derives economic benefits from the remaining 10% interest in the entity through contractual arrangements.
2. Operates TalkMed Shanshui Medical Centre.

ABOUT SINGAPORE CANCER CENTRE PTE. LTD. ("SCC")

SCC commenced operations in November 2006 and provides multidisciplinary medical oncology services, stem cell transplant and palliative care services. SCC's clinical functions include attending to patients, examining and administering medical treatment to patients and performing minor outpatient surgical procedures, prescribing medicines and investigations such as laboratory tests and diagnostic procedures. These clinical functions also include the review of investigation results and follow-up care with patients.

As of March 2023, the Group has sixteen doctors operating at nine clinics in Gleneagles Hospital Singapore, Mount Elizabeth Hospital Singapore, Mount Elizabeth Medical Centre and Mount Elizabeth Novena Specialist Centre Singapore, which are operated by Parkway Hospitals Singapore Pte. Ltd.. SCC has established itself as one of the market leaders in medical tourism in Singapore with foreign patients accounting for approximately half of its patient load in the past few years. Many of our patients are from regional countries such as Indonesia, Malaysia and Vietnam.

ANNUAL REPORT 2022 TALKMED GROUP 3

CORPORATE PROFILE

ABOUT TALKMED VIETNAM PTE. LTD. ("TalkMed Vietnam")

TalkMed Vietnam was set up in March 2014 and pursuant to its incorporation, it partnered with Thu Cuc International General Hospital to set up a medical centre known as Singapore Cancer Centre Thu Cuc that provides specialist medical oncology services in Hanoi, Vietnam.

ABOUT TALKMED GREATER CHINA PTE. LTD. ("TMGC")

TMGC was incorporated in November 2019 pursuant to a restructuring exercise to consolidate and streamline the Group's projects in the People's Republic of China ("PRC"). It is used by the Group as a vehicle to hold its current projects in Beijing and Chongqing through TalkMed China Pte. Ltd. ("TMC") and TalkMed Chongqing Pte. Ltd. ("TMCQ") respectively as well as to explore future healthcare-related projects and collaborations in the PRC.

Beijing

The Group has a 100% deemed interest in Beijing Yachuang Siwei Investment Management Co., Ltd. ("Yachuang"), after TMC, a wholly-owned subsidiary of the Group acquired 70% and 20% of the total issued and paid-up share capital of Yachuang in January 2020 and August 2021 respectively. The remaining 10% stake is held through contractual arrangements.

Yachuang is principally engaged in the business of investment management, hospital management, and healthcare management and consultancy (excluding diagnosis and treatment). Yachuang's wholly-owned subsidiary, Beijing Deyi Shanshui Clinic Co., Ltd., operates a private medical centre in Beijing, PRC, known as TalkMed Shanshui Medical Centre ("TSMC"), which commenced operations in August 2021, offering premier and quality oncology services as well as ancillary services to support oncology patients in the PRC.

TalkMed Hospital Management (Beijing) Co., Ltd. ("TMHM") is 100% owned by TMC, and its principal activity is to provide hospital management and advisory services in the PRC.

Chongqing

TMCQ, a wholly-owned subsidiary of the Group, was incorporated with the aim to provide healthcare management services in Chongqing, PRC. TMCQ has jointly established a sino-foreign joint venture enterprise, Sino-Singapore Hospital Management (Chongqing) Co., Ltd. ("SSHM") in Chongqing, PRC, with Chongqing Yongchuan District People's Hospital ("YCDPH"). TMCQ and YCDPH hold 60% and 40% of the equity interests in SSHM respectively. Through SSHM, the Group operates a category 2A oncology hospital in the Yongchuan District, Western Chongqing, known as Sino-Singapore Cancer Centre ("SSCC") which commenced operations in June 2021.

In August 2021, TMCQ had jointly established a joint venture company, Chongqing Medtech Health Management Co., Ltd. ("CMHM") in Chongqing, PRC, with joint venture partners, Chongqing Yijiasheng Pharma Technology Co., Ltd. ("CYPT") and Chongqing Tuozhen Information Technology Co., Ltd. ("CTIT"). CMHM's principal activity is to assist partner hospitals in the PRC to establish internet hospitals and operate their internet pharmacies. TMCQ, CYPT and CTIT hold 30%, 51% and 19% of the equity interest in CMHM respectively.