EX-8 3 d156556dex8.htm EX-8

EXHIBIT 8

PHILIPPINE LONG DISTANCE TELEPHONE COMPANY

Subsidiaries as at December 31, 2015

Our consolidated financial statements include the financial statements of PLDT (parent company) and the following subsidiaries (collectively, the “PLDT Group”) as at December 31, 2015 and 2014:

|  |  |  |  |  | 2015 |  |  | 2014 |
|  | Place of |  |  |  | Percentage of Ownership |
Name of Subsidiary |  | Incorporation |  | Principal Business Activity |  | Direct |  |  | Indirect |  |  | Direct |  |  | Indirect |
Wireless |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Smart: |  | Philippines |  | Cellular mobile services |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |  |  |  | — |
Smart Broadband, Inc., or SBI, and Subsidiary |  | Philippines |  | Internet broadband distribution services |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
Primeworld Digital Systems, Inc., or PDSI |  | Philippines |  | Internet broadband distribution services |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
I-Contacts Corporation |  | Philippines |  | Operations support servicing business |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
Smart Money Holdings Corporation, or SMHC |  | Cayman Islands |  | Investment company |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
Far East Capital Limited, or FECL, and Subsidiary, or FECL Group |  | Cayman Islands |  | Cost effective offshore financing and risk management activities for Smart |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
PH Communications Holdings Corporation |  | Philippines |  | Investment company |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
Connectivity Unlimited Resource Enterprise, or CURE |  | Philippines |  | Cellular mobile services |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
Francom Holdings, Inc.: |  | Philippines |  | Investment company |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
Chikka Holdings Limited, or Chikka, and Subsidiaries, or Chikka Group |  | British Virgin Islands |  | Content provider, mobile applications development and services |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
Voyager Innovations, Inc., or Voyager(a) |  | Philippines |  | Mobile applications and digital platforms developer |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
eInnovations Holdings Pte. Ltd., or eInnovations (formerly Smarthub Pte. Ltd.)(a)(b)(c): |  | Singapore |  | Investment company |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
Takatack Holdings Pte. Ltd., or Takatack Holdings (formerly Takatack Pte. Ltd.)(d) |  | Singapore |  | Investment company |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
Takatack Technologies Pte. Ltd., or Takatack Technologies (formerly Paywhere Pte. Ltd.)(e) |  | Singapore |  | Development and maintenance of IT-based solutions for communications and e-Commerce platforms |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | — |
iCommerce Investments Pte. Ltd., or iCommerce(c) |  | Singapore |  | Investment company |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | — |
eInnovations Ventures Pte. Ltd., or eVentures(f) |  | Singapore |  | Investment company |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | — |
ePay Investments Pte. Ltd., or ePay(c) |  | Singapore |  | Investment company |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | — |
PayMaya Philippines, Inc. or PayMaya (formerly Smart e-Money, Inc.)(g) |  | Philippines |  | Provide and market certain mobile payment services |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
PayMaya Operations Philippines, Inc., or PayMaya Ops (formerly mePay Operations Philippines, Inc.)(h) |  | Philippines |  | Market, sell and distribute payment solutions and other related services |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | — |
3 rd Brand Pte. Ltd., or 3 rd Brand |  | Singapore |  | Solutions and systems integration services |  |  | — |  |  |  | 85.0 |  |  |  | — |  |  |  | 85.0 |
WiFun, Inc., or WiFun(i) |  | Philippines |  | Software developer and selling of WiFi access equipment |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 87.0 |
Telesat, Inc.(j) |  | Philippines |  | Satellite communications services |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |  |  |  | — |
ACeS Philippines Cellular Satellite Corporation, or ACeS Philippines |  | Philippines |  | Satellite information and messaging services |  |  | 88.5 |  |  |  | 11.5 |  |  |  | 88.5 |  |  |  | 11.5 |
Digitel Mobile Philippines, Inc., or DMPI, (a wholly-owned subsidiary of Digitel) |  | Philippines |  | Cellular mobile services |  |  | — |  |  |  | 99.6 |  |  |  | — |  |  |  | 99.6 |
Fixed Line |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
PLDT Clark Telecom, Inc., or ClarkTel |  | Philippines |  | Telecommunications services |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |  |  |  | — |
PLDT Subic Telecom, Inc., or SubicTel |  | Philippines |  | Telecommunications services |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |  |  |  | — |
PLDT Global Corporation, or PLDT Global, and Subsidiaries |  | British Virgin Islands |  | Telecommunications services |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |  |  |  | — |
Smart-NTT Multimedia, Inc.(j) |  | Philippines |  | Data and network services |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |  |  |  | — |
PLDT-Philcom, Inc., or Philcom, and Subsidiaries, or Philcom Group |  | Philippines |  | Telecommunications services |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |  |  |  | — |
Talas Data Intelligence, Inc., or Talas(k) |  | Philippines |  | Business infrastructure and solutions; intelligent data processing and implementation services and data analytics insight generation |  |  | 100.0 |  |  |  | — |  |  |  | — |  |  |  | — |

|  |  |  |  |  | 2015 |  |  | 2014 |
|  | Place of |  |  |  | Percentage of Ownership |
Name of Subsidiary |  | Incorporation |  | Principal Business Activity |  | Direct |  |  | Indirect |  |  | Direct |  |  | Indirect |
ePLDT, Inc., or ePLDT: |  | Philippines |  | Information and communications infrastructure for internet-based services, e-commerce, customer relationship management and IT related services |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |  |  |  | — |
IP Converge Data Services, Inc., or IPCDSI, and Subsidiary, or IPCDSI Group(l) |  | Philippines |  | Information and communications infrastructure for internet-based services, e-commerce, customer relationship management and IT related services |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
Curo Teknika, Inc., or Curo |  | Philippines |  | Managed IT outsourcing |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
ABM Global Solutions, Inc., or AGS, and Subsidiaries, or AGS Group(m) |  | Philippines |  | Internet-based purchasing, IT consulting and professional services |  |  | — |  |  |  | 99.8 |  |  |  | — |  |  |  | 99.8 |
ePDS, Inc., or ePDS |  | Philippines |  | Bills printing and other related value-added services, or VAS |  |  | — |  |  |  | 67.0 |  |  |  | — |  |  |  | 67.0 |
netGames, Inc.(n) |  | Philippines |  | Gaming support services |  |  | — |  |  |  | 57.5 |  |  |  | — |  |  |  | 57.5 |
iPlus Intelligent Network, Inc., or iPlus(o) |  | Philippines |  | Managed IT outsourcing |  |  | — |  |  |  | — |  |  |  | — |  |  |  | — |
Digitel: |  | Philippines |  | Telecommunications services |  |  | 99.6 |  |  |  | — |  |  |  | 99.6 |  |  |  | — |
Digitel Information Technology Services, Inc.(j) |  | Philippines |  | Internet services |  |  | — |  |  |  | 99.6 |  |  |  | — |  |  |  | 99.6 |
PLDT-Maratel, Inc., or Maratel |  | Philippines |  | Telecommunications services |  |  | 98.0 |  |  |  | — |  |  |  | 98.0 |  |  |  | — |
Bonifacio Communications Corporation, or BCC |  | Philippines |  | Telecommunications, infrastructure and related VAS |  |  | 75.0 |  |  |  | — |  |  |  | 75.0 |  |  |  | — |
Pacific Global One Aviation Co., Inc., or PG1(p) |  | Philippines |  | Air transportation business |  |  | 65.0 |  |  |  | — |  |  |  | 65.0 |  |  |  | — |
Pilipinas Global Network Limited, or PGNL, and Subsidiaries(q) |  | British Virgin Islands |  | Internal distributor of Filipino channels and content |  |  | 64.6 |  |  |  | — |  |  |  | 64.6 |  |  |  | — |
Others |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
PLDT Global Investments Holdings, Inc., or PGIH |  | Philippines |  | Investment company |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |  |  |  | — |
PLDT Digital Investments Pte. Ltd., or PLDT Digital, and Subsidiaries(r) |  | Singapore |  | Investment company |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |  |  |  | — |
Mabuhay Investments Corporation, or MIC(j) |  | Philippines |  | Investment company |  |  | 67.0 |  |  |  | — |  |  |  | 67.0 |  |  |  | — |
PLDT Global Investments Corporation, or PGIC |  | British Virgin Islands |  | Investment company |  |  | — |  |  |  | 100.0 |  |  |  | — |  |  |  | 100.0 |
PLDT Communications and Energy Ventures, Inc., or PCEV |  | Philippines |  | Investment company |  |  | — |  |  |  | 99.9 |  |  |  | — |  |  |  | 99.9 |

(a) | On December 18, 2014, the Board of Directors of Smart approved the consolidation of various digital businesses under Voyager, wherein Voyager owns 100% of eInnovations, which in turn, directly owns the Takatack Holdings, 3rd Brand, ePay, iCommerce and eVentures. See Consolidation of Various Digital Businesses of Smart under Voyager below for further discussion.

(b) | On February 24, 2015, the Accounting and Corporate Regulatory Authority, or ACRA, of Singapore, the national regulator of business entities in Singapore, approved the change in the business name of Smart Hub Pte. Ltd. to eInnovations.

(c) | On February 27, 2015, ePay and iCommerce were incorporated in Singapore to provide digital, internet, information, communication and IT-related activities. Both subsidiaries will serve as the holding companies of other digital investments. ePay and iCommerce are 100% owned by eInnovations, each having an initial capitalization of SGD10 thousand.

(d) | On October 1, 2015, the ACRA of Singapore approved the change in the business name of Takatack Pte. Ltd. to Takatack Holdings Pte. Ltd.

(e) | On August 6, 2015, Takatack Holdings acquired 100% equity interest in Paywhere Pte. Ltd. On October 1, 2015, the ACRA of Singapore approved the change in the business name of Paywhere Pte. Ltd. to Takatack Technologies Pte. Ltd. See Consolidation of Various Digital Businesses of Smart under Voyager below for further discussion.

(f) | On August 21, 2015, eVentures was incorporated in Singapore to serve as a holding company of other digital investments providing digital, internet, information, communication and IT-related activities. On January 12, 2016, the ACRA of Singapore approved the change in business name of eVentures to Voyager Fintech Ventures, Ltd.

(g) | Effective September 15, 2015, the Philippine Securities and Exchange Commission, or Philippine SEC, approved the amendment of Smart e-Money, Inc.’s name to PayMaya Philippines, Inc.

(h) | On February 10, 2015, mePay Operations Philippines, Inc. was incorporated in the Philippines to market, sell and distribute payment solutions and other related services. Effective June 22, 2015, the Philippine SEC approved the amendment of mePay Operations Philippines, Inc. name to PayMaya Operations Philippines, Inc., or PayMaya Ops. PayMaya Ops is 60% and 40% owned by PayMaya and Smart, respectively, with initial capitalization of Php1 million.

(i) | On November 18, 2014, Smart acquired an 87% equity interest in WiFun. On November 25, 2015, Smart acquired the remaining 13% noncontrolling shares. See Note 14 – Business Combinations – Smart’s Acquisition of WiFun.

(j) | Ceased commercial operations.

(k) | On June 16, 2015, Talas was incorporated in the Philippines to implement the Intelligent Data Fabric and immediate delivery of Big Data capability platform of the PLDT Group.

(l) | On January 28, 2014, IPCDSI acquired a 100% equity interest in Rack I.T. Data Center, Inc., or Rack IT. See Note 14 – Business Combinations – IPCDSI’s Acquisition of Rack IT.

(m) | In 2014, ePLDT acquired an additional 0.6% equity interest in AGS from its minority shareholders for a total consideration of Php0.6 million, thereby increasing ePLDT’s ownership in AGS from 99.2% to 99.8%.

(n) | Ceased commercial operations and under liquidation due to shortened corporate life to August 31, 2015.

(o) | On April 8, 2014, ePLDT sold its 100% stake in iPlus through a management buyout for a consideration of Php42 million.

(p) | On March 10, 2014, PLDT acquired an additional 37.5 million shares of PG1, thereby increasing its ownership from 50% to 65%. See Note 10 – Investments in Associates, Joint Ventures and Deposits – Investment in PG1 and Note 14 – Business Combinations – PLDT’s Additional Investment in PG1.

(q) | In September 2014, PLDT converted a receivable from PGNL amounting to US$5.5 million as additional investment and infused additional cash into PGNL amounting to US$1.3 million thereby increasing its interest in PGNL from 60.0% to 64.6%.

(r) | On August 1, 2014, PLDT Digital was incorporated to be the holding company of PLDT Online Investments Pte. Ltd., or PLDT Online, an entity that holds an investment in Rocket Internet SE (formerly Rocket Internet AG), or Rocket. See Note 3 – Management’s Use of Accounting Judgments, Estimates and Assumptions – Accounting for Investments in Phunware and Appcard, Note 10 – Investments in Associates, Joint Ventures and Deposits and Note 11 – Available-for-Sale Financial Investments – PLDT Online’s Investment in Rocket.