Attachment Attachment 1

This document pretains to ITC-T/C-20100412-00153 for Transfer of Control on a International Telecommunications filing.

IBFS_ITCTC2010041200153_810337

StarHub, Inc. International 214 Pro Forma Transfer of Control ATTACHMENT 1 I. DESCRIPTION OF TRANSACTION This notice relates to a pro forma transfer of control of StarHub, Inc. (“StarHub”), a United States corporation that is dormant and that does not currently provide any telecommunications services (and that does not provide any service in the United States). StarHub is a direct, wholly owned subsidiary of StarHub Ltd, which prior to December 11, 2006 was a direct subsidiary of STT Communications Ltd (“STT Communications”). On December 11, 2006, in connection with an internal restructuring, STT Communications transferred its direct interest in StarHub Ltd to an indirect subsidiary, Asia Mobile Holdings Pte. Ltd. (“AMH”); AMH is a direct subsidiary of Asia Mobile Holding Company Pte. Ltd. (“AMHC”), which in turn is a direct subsidiary of STT Communications. This internal restructuring did not affect the ownership of STT Communications, which was and remains a direct subsidiary of Singapore Technologies Telemedia Pte Ltd (“ST Telemedia”) and an indirect subsidiary of Temasek Holdings (Private) Limited (“Temasek”). Thus, Temasek continues to have ultimate control of StarHub and its international 214 licenses (File Nos. ITC-214-20000731-00473 and ITC-214- 20000731-00474). Accordingly, the transaction resulted in the pro forma transfer of control of StarHub from STT Communications to AMH. See 47 C.F.R. § 63.24(d) (“Transfers of control or assignments that do not result in a change in the actual controlling party are considered non- substantial or pro forma.”); id., Note 2 (stating that a “transfer from a corporation to a wholly owned direct or indirect subsidiary thereof” and a “[c]orporate reorganization that involves no substantial change in the beneficial ownership of the corporation” are presumptively pro forma). Organizational charts depicting the relevant corporate structure before and after the transaction are attached.

Although the transaction was effective in December 2006, StarHub inadvertently failed to notify the Commission of this pro forma transfer of control within 30 days pursuant to Section 63.24(f)(2) of the Commission’s rules, 47 C.F.R. § 63.24(f)(2). StarHub discovered this omission in the course of preparing a foreign carrier affiliation notice that arose from a recent, unrelated transaction involving certain of StarHub’s affiliates (File No. FCN-NEW-20100203- 00001). The description of StarHub’s ownership in that foreign carrier affiliation notice is consistent with that set forth herein. Upon discovering that no notice of this pro forma transfer of control had been filed, StarHub proceeded to prepare this notification.1 II. RESPONSES TO SPECIFIC QUESTIONS Answer to Question 10 Per 47 C.F.R. § 63.18(c) of the Commission’s rules, correspondence concerning this pro forma notification should be sent to the following: To StarHub: Veronica Lai Kong Pooi Foong StarHub, Inc. 67 Ubi Avenue 1 #05-01 StarHub Green Singapore 408942 (65) 6825 5000 1 STT Communications’s prior direct interest in StarHub Ltd, which is the subject of the instant pro forma transfer of control, was originally held by another indirect subsidiary of Temasek, TechPower Communications Pte Ltd (“TechPower”). TechPower transferred that interest to STT Communications in November 2000. Despite diligent review, StarHub has been unable to confirm whether a notice concerning that pro forma transfer of control was filed with the Commission. Accordingly, StarHub notes the prior pro forma transfer of control here out of prudence. 2

To STT Communications and AMH: Pek Siok Lan STT Communications Ltd Asia Mobile Holdings Pte. Ltd. 51 Cuppage Road #09-01 StarHub Centre Singapore 229469 With a copy to: Teresa D. Baer Brian W. Murray Latham & Watkins LLP 555 11th Street, N.W. Suite 1000 Washington, D.C. 20004 (202) 637-2200 Per 47 C.F.R. § 63.18(d) of the Commission’s rules, neither the transferor, STT Communications, nor the transferee, AMH, have previously received authority under section 214 of the Act. StarHub has global facilities-based and resale authority pursuant to File Nos. ITC- 214-20000731-00473 and ITC-214-20000731-00474. Answer to Question 11 The following are the names, addresses, citizenship, and principal businesses of any person or entity that directly or indirectly owns at least ten percent of the equity of StarHub: StarHub Ltd Address: 67 Ubi Avenue 1, #05-01 StarHub Green, Singapore 408942 Citizenship: Singapore Principal Business: Communications and media services Relationship: 100 percent owner of StarHub, Inc. 3

Asia Mobile Holdings Pte. Ltd. (“AMH”) Address: 51 Cuppage Road #09-01, StarHub Centre, Singapore 229469 Citizenship: Singapore Principal Business: Telecommunications and information technologies Relationship: 49.04 percent owner of StarHub Ltd2 Asia Mobile Holding Company Pte. Ltd. (“AMHC”) Address: 51 Cuppage Road #09-01, StarHub Centre, Singapore 229469 Citizenship: Singapore Principal Business: Telecommunications and information technologies Relationship: 75 percent owner of AMH STT Communications Ltd (“STT Communications”) Address: 51 Cuppage Road #09-01, StarHub Centre, Singapore 229469 Citizenship: Singapore Principal Business: Telecommunications and information technologies Relationship: 100 percent owner of AMHC Qtel Investment Holdings BSC (“QIH”) Address: Flat 51, Building 122, Road 1605, Block 31651, Manama, Kingdom of Bahrain Citizenship: Bahrain Principal Business: Investment holding company Relationship: 25 percent (plus one share) owner of AMH (thus, 12.27 percent indirect owner of StarHub Ltd) Qatar Telecom Q.S.C. (“Qtel”) Address: Qtel Building, 100 West Bay Centre, The Corniche, P.O. Box 217, Doha, Qatar Citizenship: Qatar Principal Business: Telecommunications and information technologies Relationship: 100 percent owner of QIH Singapore Technologies Telemedia Pte Ltd (“ST Telemedia”) Address: 51 Cuppage Road #09-01, StarHub Centre, Singapore 229469 Citizenship: Singapore Principal Business: Telecommunications and information technologies Relationship: 100 percent owner of STT Communications3 2 As reflected in the attached organizational charts, this interest was 49.32 percent immediately before and immediately after the December 11, 2006 pro forma transfer of control to AMH. 3 Of this amount, 0.01 percent of STT Communications’ shares are held by current members of ST Telemedia’s management, all of whom are citizens of Singapore, as nominees of and in trust for ST Telemedia. 4

Temasek Holdings (Private) Limited Address: 60B Orchard Road #06-18, The Atrium@Orchard, Singapore 238891 Citizenship: Singapore Principal Business: Investment holding company Relationship: 100 percent owner of ST Telemedia4 NTT Communications Corporation Address: 1-1-6 Uchisaiwai-cho, Chiyoda-ku, Tokyo 100-8019, Japan Citizenship: Japan Principal Business: Telecommunications and information technologies Relationship: 10 percent owner of StarHub Ltd Nippon Telegraph and Telephone Corporation Address: 2-3-1 Otemachi, Chiyoda-ku, Tokyo 100-8116, Japan Citizenship: Japan Principal Business: Telecommunications and information technologies Relationship: 100 percent owner of NTT Communications Corporation Answer to Question 12 AMH has no interlocking directorates with StarHub, Inc. The following directors of AMH are also directors of foreign carriers: AMH Name of Foreign Carrier Position Within Country Where Foreign Director Foreign Carrier Carrier Is Authorized To Operate Tan Guong StarHub Ltd. Director, Chairman Singapore Ching eircom Limited Director Ireland Peter Seah Lim StarHub Ltd. Director Singapore Huat Lee Theng StarHub Ltd. Director Singapore Kiat ST Teleport Pte Ltd. Director Singapore eircom Limited Director Ireland Shk. Mohamed Qatar Telecom (Qtel) Q.S.C. Vice Chairman Qatar Suhaim Hamad Wataniya Mobile Vice Chairman Kuwait A. Al-Thani Telecommunication Co. NMTC 4 Temasek also holds indirect interests in StarHub Ltd through Aranda Investments Pte Ltd, Fullerton (Private) Limited, Temasek Fullerton Alpha Pte Ltd, Fullerton Fund Management Company Ltd, and subsidiaries of DBS Group Holdings Limited, which collectively are less than 10 percent. 5

AMH Name of Foreign Carrier Position Within Country Where Foreign Director Foreign Carrier Carrier Is Authorized To Operate Wataniya Telecom Algerie Chairman Algeria S.P.A. Orascom Telecom Tunisie QI Representative Tunisia SA Wataniya Palestine Mobile Vice Chairman Palestine Telecom Limited AsiaCell Communications Vice Chairman Iraq LLC Qatar Telecom (Qtel) Q.S.C. Chief Executive Officer Qatar Dr. Nasser Omani Qatari Director Oman Marafih Telecommunication Co NAWRAS Wataniya Mobile Director Kuwait Telecommunication Co. NMTC Wataniya Telecom Algerie Director Algeria SPA (NEDJMA) Orascom Telecom Tunisie Director Tunisia SA Wataniya Palestine Mobile Vice Chairman Palestine Telecom Limited AsiaCell Communication Director Iraq LLC PT Indosat TBK Commissioner Indonesia StarHub Ltd. Director Singapore Liberty Broadcasting Director Philippines Network, Inc. Answer to Question 13 See Section I above (Description of Transaction). 6


Document Created: 2010-04-12 11:52:56
Document Modified: 2010-04-12 11:52:56
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