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  STATEMENT
  BY DIRECTORS

       YEAR ENDED 31 DECEMBER 2015

      Share-based Payments (continued)

       (b)	 StarHub Share Plans 2014 and StarHub Share Plans 2004 (collectively, the “StarHub Share Plans”)

                 (i)	 The StarHub Share Plans were implemented with the objectives of motivating key executives to strive for superior
                           performance and sustaining long-term growth for the Group.

                 (ii)	 The termination of the StarHub Share Plans 2004 was without prejudice to the rights of holders of awards accepted
                           and outstanding under the StarHub Share Plans 2004 as at the date of termination. The outstanding awards under the
                           StarHub Share Plans 2004 were vested according to the terms of the StarHub Share Plans 2004 and the respective
                           grants.

                 (iii)	 The following persons were/shall be eligible to participate in the StarHub Share Plans, respectively at the absolute
                           discretion of the ERCC:

                           (1)	 employees (including executive directors) and non-executive directors of the Group;

                           (2)	 employees (including executive directors) and non-executive directors of the Parent Group who meet the
                                     relevant age and rank criteria and whose services have been seconded to a company within the Group and who
                                     shall be regarded as an employee of the Group for the purposes of the StarHub Share Plans; and

                           (3)	 employees and non-executive directors of the Company’s associated companies, who in the opinion of the
                                     ERCC, have contributed or will contribute to the success of the Group.

                 (iv)	 Under the StarHub PSP 2004 and the StarHub PSP 2014, awards of shares are granted on an annual basis, conditional
                           on targets set for a performance period, currently prescribed to be a three-year period. Awards represent the right of
                           a participant to receive fully paid shares, their equivalent cash value or combinations thereof, free of charge, upon the
                           participant achieving prescribed performance targets set based on medium-term corporate objectives.

       	 Awards are released once the ERCC is satisfied that the prescribed performance targets have been achieved. The actual
                           number of shares given will depend on the level of achievement of the prescribed performance targets over
                           the performance period.

       	 Since the commencement of the StarHub PSP 2004 to the financial year ended 31 December 2015, conditional awards
                           aggregating 9,584,950 shares have been granted under the aforesaid plan. For share awards granted prior to and during
                           the financial year ended 31 December 2013, no shares will be delivered if the threshold performance targets are not
                           achieved, while up to twice the number of shares that are the subject of the award will be delivered if the stretched
                           performance targets are met or exceeded. For share awards granted during and after the financial year ended
                           31 December 2014, no shares will be delivered if the threshold performance targets are not achieved, while up to 1.825
                           times the number of shares that are the subject of the award will be delivered if the stretched performance targets
                           are met or exceeded. The performance targets benchmark (a) the performance of the Company’s Total Shareholders’
                           Return (“TSR”) measured against the MSCI Asia-Pacific Telecommunications Index (including Japan) over the
                           performance period, and (b) the Wealth Added which measures investment performance in terms of the Company’s
                           TSR against shareholders’ expected returns using cost of equity as a benchmark.

       	 Since the commencement of the StarHub PSP 2014 to the financial year ended 31 December 2015, conditional awards
                           aggregating 534,700 shares have been granted under the aforesaid plan. For share awards granted during the financial
                           year ended 31 December 2015, no shares will be delivered if the threshold performance targets are not achieved, while
                           up to 1.825 times the number of shares that are the subject of the award will be delivered if the stretched performance
                           targets are met or exceeded. The performance targets benchmark (a) the performance of the Company’s Total
                           Shareholders’ Return (“TSR”) measured against the MSCI Asia-Pacific Telecommunications Index (including Japan) over
                           the performance period, and (b) the Wealth Added which measures investment performance in terms of the Company’s
                           TSR against shareholders’ expected returns using cost of equity as a benchmark.
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