GP Annual Report 2010
GP Annual Report 2010
GP Annual Report 2010
This is Grameenphone 02
Grameenphone Milestones 05
Corporate Information 10
The Shareholders 15
Organizational Structure 18
Directors’ Profile 19
Chairman’s Message 26
CEO’s Message 28
Directors’ Report 45
Our Vision
We exist to help our customers get the full benefit of communications services in their
daily lives. We’re here to help.
Our Mission
Grameenphone is the only reliable means of communication that brings the people of
Bangladesh close to their loved ones and important things in their lives through
unparalleled network, relevant innovations & services.
Our Values
MAKE IT EASY
Everything we produce should be easy to understand and use. We should always
remember that we try to make customers’ lives easier.
KEEP PROMISES
Everything we do should work perfectly. If it doesn’t, we’re there to put things right.
We’re about delivery, not over-promising. We’re about actions, not words.
BE INSPIRING
We‘re creative. We bring energy and imagination to our work. Everything we produce
should look fresh and modern.
BE RESPECTFUL
We acknowledge and respect local cultures. We want to be a part of local communities
wherever we operate. We want to help customers with their specific needs in a way that
suits way of their life best.
02/03
Corporate Information
Corporate Information
Company Name Treasury Committee
Grameenphone Ltd. M. Shahjahan (Chairman)
Pal Stette
Company Registration No. Raihan Shamsi
C-31531 (652)/96 Imdadul Haque (Secretary)
Registered Office
GPHouse
Bashundhara, Baridhara
Dhaka-1229, Bangladesh
Business Review - 2010
Business Review
Marking another successful year, Grameenphone ended 2010 with The “Grameenphone C100” handset is also very suitable for rural
29.97 million subscribers, up from 23.26 million in December areas. It has a user friendly interface, a built-in torch light, long
2009. lasting battery and both Bangla and English menu. It also has an
extended warranty period of 16 months.
Grameenphone has played a leading role in increasing the
country’s tele-penetration rate in mobile industry from less than Grameenphone has also introduced a full-fledged and innovative
one percent in 1997 to over 40 percent as of 2010. telecom solution - Ekota. This package was especially designed to
meet the business needs of small organizations. Simplicity and
The Company committed to making modern mobile telephony
innovativeness are the unique features of the product. Business
and data services available to everyone, both in urban and rural
relevant tariff has been introduced to ensure greater convenience
areas, thereby making a positive contribution to the lives of the
for business communication.
people of Bangladesh.
Subscribers of this business package can get instant help from any
Grameenphone earned BDT 7,473 crore revenues for the year
of our marked customer service points available countrywide,
2010 with a 14.4% increase from 2009. The growth was mainly
along with Grameenphone Centers across the country. Ekota
from voice as well as interconnection revenues driven by
subscribers enjoy prioritized customer service while dialing 121.
subscription growth and revenues from sales of mobile devices.
Data revenue has also contributed to this strong revenue growth As a company that provides its subscribers with solutions to
for the year 2010 going up by 64.0% from 2009. make life easier, Grameenphone became the first company in
Bangladesh to launch mobile ticketing system for train tickets
Grameenphone has been able to maintain its leadership
through its MobiCash service.
position in the industry by both continuing to deliver innovative
and relevant products and services to its customers, and by The electronic ticketing service was launched by Grameenphone
providing a quality network with the widest coverage. with data support from Bangladesh Railway and CNS, the authorized
ticketing partner of the Bangladesh Railway. Using the MobiCash
The Company has so far invested BDT 15,796 crore to build the
service, a traveller can purchase electronic railway tickets at anytime
network infrastructures since its operation on March 26, 1997.
and from anywhere from his/her mobile phone and avoid the hassle
BDT 846 crore was invested during 2010 alone. Grameenphone
of travelling to the station during working hours or standing in queue
has built the largest cellular network in the country, covering 99
for long.
percent of the population and over 89 percent of land areas.
Apart from train tickets, different lottery tickets have also been
The entire GP network is EDGE/GPRS enabled, allowing its
made available through MobiCash service.
customers access to high-speed Internet services from
anywhere within its network. Presently, more than 2.6 million In another business development, Grameenphone signed
GP subscribers are using the EDGE/GPRS services to access the agreements with different mobile phone operators to share its
Internet through mobile phones. By far, more people are infrastructures. Leading mobile operators Orascom Telecom
accessing the Internet through mobile phones than through Bangladesh Ltd.(Banglalink), Axiata (Bangladesh) Ltd.(Robi)
any other means, which indicates the future trend. and Airtel Bangladesh Ltd. (formerly known as Warid) are among
the major signatories. WiMax operators, Augere and Banglalion
One of the biggest highlights for 2010 has been the announcement
also opted for Grameenphone’s infrastructures to expand their
of the four price packages – Shohoj, Aapon, Bondhu, along with
services around the country.
djuice – developed for pre-paid subscribers and with an offer of
interchangeability and easy migration facilities. Infrastructure sharing agreements, done in compliance with the
guidelines issued by BTRC, enabled all parties to optimize their
This was the largest and most comprehensive tariff offer for
resource utilization and minimize cost of network deployment as
Grameenphone subscribers since its inception.
well as of operations and maintenance. As a result, it would
Another big offer was a new package named Baadhon, designed ensure sustainable utilization of national resources and reduce
to serve the rural population of Bangladesh. This package deployment of unnecessary infrastructural facilities in future.
contains a “Grameenphone C100” handset and a Grameenphone
In 2010 Grameenphone strengthened its environment friendly
prepaid connection.
position by signing agreements to bring renewable energy to its
10/11
140 base stations. The company signed three power purchase Medical College Hospital (DMCH) emergency gate. It was a
agreements with renewable energy producers. The suppliers will dramatization of the events of the fateful thirty minutes from
install solar panels on Grameenphone’s Base Transceiver Station 1952 when the Pakistani police opened fire on a band of
Business Review
(BTS) premises and maintain them. Grameenphone will be unarmed student protesters who had defied Section 144 to
buying electricity on unit (Kwh) consumption basis for a contract raise support for their rights to speak their mother language.
period of 10 years with a buy back option after that period. Eminent soldiers of the language movement along with
thousands of people, young and old, congregated in front of the
Grameenphone's environmental roadmap aim to promote a
DMCH emergency gate to witness the history being retold.
low-carbon society, and its first priority is to take responsibility for
the excessive CO2 emissions generated by its own operations. Another programme titled “Amar Desh Amar Gorbo” was held to
Grameenphone has set a target of reducing 30% of its emission celebrate Victory Day on December 16, 2010. Freedom fighters,
within 2015 from the business as usual situation considering Grameenphone employees and thousands of general people
2008 as the baseline. In this regard, deploying solar power sang the National Anthem with eminent singers of the country in
system in large scale will definitely help achieve that target. the programme held at the south plaza of National Parliament.
Grameenphone shifted its corporate head office to its own Both programmes were broadcast live by major television
building named GPHouse, situated at Bashundhara, Baridhara, channels.
Dhaka-1229. GPHouse is an embodiment of Grameenphone’s
corporate identity, its values and culture.
Both contests received a huge response from the public and the
media.
operations in mobile telephony, satellite operations and pay television services. In addition to Norway and Bangladesh, Telenor
owns mobile telephony companies in Sweden, Denmark, Hungary, Serbia, Montenegro, Thailand, Malaysia, Pakistan and India.
Including its 39.6% ownership stake in VimpelCom, Telenor has more than 200 million mobile subscriptions worldwide as of
December 31, 2010.
Telenor uses the expertise it has gained in its home and international markets for the development of emerging markets like
Bangladesh.
As part of the conversion of Grameenphone from a private limited to a public limited company, Telenor Mobile Communications
AS transferred 10 shares each on May 31, 2007 to its three (3) affiliate organizations namely Nye Telenor Mobile Communications
II AS, Norway; Telenor Asia Pte. Ltd., Singapore; and Nye Telenor Mobile Communications III AS, Norway.
Grameen Telecom, which owns 34.20% of the shares of Grameenphone, is a not-for-profit company in Bangladesh, working in
close collaboration with Grameen Bank, winner of the Nobel Peace Prize in 2006 along with its founder Professor Muhammad
Yunus. The internationally reputed bank for the poor has the most extensive rural banking network and expertise in microfinance.
It understands the economic needs of the rural population, in particular the women from the poorest households.
GTC’s mandate is to provide easy access to GSM cellular services in rural Bangladesh and creating new opportunities for income
generation through self- employment by providing villagers, mostly the poor rural women, with access to modern information
and communication-based technologies.
GTC is the authorized service provider of Nokia Care network, providing after sales services to the Nokia customers.
With the help of Grameen Bank, Grameen Telecom, with its field network, administers the Village Phone Program, through which
Grameenphone provides its services to the fast growing rural customers. Grameen Telecom trains the operators, supplies them
with handsets and handles all service-related issues.
GTC has been acclaimed for the innovative Village Phone Program. GTC and its chairman Nobel Peace Prize laureate Professor
Muhammad Yunus have received several awards which include: First ITU World Information Society Award in 2005; Petersburg
Prize for Use of the IT to Improve Poor People’s Lives” in 2004; GSM Association Award for “GSM in Community Service” in 2000.
As part of the conversion of Grameenphone from a private limited to a public limited company, Grameen Telecom transferred
one share each on May 31, 2007 to its two affiliate organizations namely Grameen Kalyan and Grameen Shakti.
Top Twenty Shareholders as on December 31, 2010
The Shareholders
Sl. Name of Shareholders Number of Ordinary Shares held Percentage
16/17
Organogram & Management
Board of Directors
Board
Audit Committee
Delwar Hossain
Azad*
Financial Services
Mustaque Ahmed*
Strategy
Tore Johnsen
Emadul Hannan*
Chief Executive
Internal Audit
Officer
Serajus Saleheen*
Wholesale Business
**Ishtiaq Hussen
Chowdhury* Raihan Shamsi
Stakeholder Deputy CEO Arne Viggo
Relation Aronsen*
Sourcing
Hossain Sadat*
Company Secretary
** Deputy CEO has a special role on Stakeholder Relation of the Company. Stakeholder Relation team of Corporate Affairs has a dotted reporting to Deputy CEO.
Message
from the Chairman
Dear Shareholders,
Grameenphone passed another successful year as a result of the dedicated efforts of its highly skilled employees and support
The Company has seen gradual increase in revenue but due to higher subscriber acquisition cost, EBITDA margin was lower
compared to 2009. The higher subscriber acquisition cost was mainly driven by high SIM tax, which has remained as the
biggest barrier to the growth of mobile telephone industry in Bangladesh.
Nonetheless, at the end of 2010, the number of subscribers has reached near 30 million, which translates to around 44% of
market share.
To provide quality products and services to this huge number of subscribers, your company will continue to invest in Bangladesh.
Since its inception, the Company has invested BDT 15,796 crore to make an infrastructure spread around the country. It has
invested BDT 846 crore alone in 2010.
As a responsibale corporate house in Bangladesh, in 2010 Grameenphone has paid to Bangladesh Government BDT 3,344
crore as direct taxes, VAT and duties, and in fees paid to the Bangladesh Telecommunication Regulatory Commission (BTRC).
Additionally, Grameenphone paid another BDT 371 crore through commercial agreements with the Bangladesh Railway (BR),
Bangladesh Telecommunications Company Limited (BTCL) and withholding Taxes.
Happily, the Grameenphone network presently covers almost the entire population with more than 13,000 base stations
located in about 7,200 sites in operation around the country. The network is also fully EDGE/GPRS enabled, allowing the
customers to access high-speed internet from anywhere within its coverage area.
In 2010, your company has formed a subsidiary company named Grameenphone IT Ltd., which is an international B2B
company with a profit balance and stable corporate clienteles right from day one.
During the year, infrastructure sharing has become a steady revenue source. All major mobile operators and WiMax operators
signed agreements with Grameenphone to share our resources. This practice has enabled all parties to optimize their resource
utilization and minimize cost of network deployment as well as of operations and maintenance.
Some developments in regulatory arena were somewhat unsettling for the telecom sector. The amendment to Telecom Act
2001 introduced some nontransparent regulations and abnormally high fines, which are not conducive for further investment.
The license renewal guidelines drafted by BTRC also raised serious concern among the operators.
I hope that the government will do everything to maintain a level playing field and an investment friendly environment. Mobile
phone technology is the main instrument for implementing the vision of Digital Bangladesh. Any barrier to the growth and
business continuity of this industry will be detrimental to the timely implementation of Digital Bangladesh.
At the end, I would like to thank you, our valued shareholders for your support which is helping this company to remain an
innovative and dynamic organization.
Sigve Brekke
Chairman
26/27
Message
from the CEO
Corporate Governance
Corporate Governance
in Grameenphone
In the fast-paced and versatile world of telecommunications, vibrant
and dynamic Corporate Governance practices are essential ingredient
to success. Grameenphone believes in continued nurturing and Grameenphone Governance
Technology
Strategy
Process
People
accepted Corporate Standards in its day-to-day operations.
Goal
Being a public limited company, the Board of Directors of Grameenphone
Commitment Transparency Accountability Compliance
has a pivotal role to play in meeting stakeholders’ interests. The Board of Community Economy Authority Industry Culture
Directors and the Management Team of Grameenphone are committed to
maintaining effective Corporate Governance through a culture of
accountability, transparency, well-understood policies and procedures. The Board of Directors and the Management
Team also endeavour to maintain compliance of all laws of Bangladesh and all internally documented regulations,
policies and procedures.
Grameenphone is a transparent company and maintains highest level of integrity and accountability practised on a global standard.
b) Board Composition
The Board in Grameenphone is comprised of nine Directors, including the Chairman who is elected from amongst the
members. In compliance with the Corporate Governance Guidelines issued by the Securities and Exchange Commission
(SEC) and as per provision of the Articles of Association (AoA) of the Company, the Board of Directors has appointed an
Independent Director to the GP Board in 2010. We believe that our Board has the optimum level of knowledge, composure
and technical understanding of our business which, combined with its diversity of culture and background stands as the
perfect platform to perform and deliver.
c) Board Meetings
The AoA of the Company requires the Board to meet at least four times a year or more when duly called for in writing by a Board
member. Dates for Board Meetings in the ensuing year are decided in advance and notice of each Board Meeting is served in
writing well in advance.
30/31
d) Division of work for the Board and Chief Executive Officer (CEO)
The roles of the Board and Chief Executive Officer are separate and delineation of responsibilities is clearly established, set out in
Corporate Governance
writing and agreed by the Board to ensure transparency and better corporate governance. To that end, GP has also adopted
“Governance Guidelines for Chief Executive Officer”. The CEO is the authoritative head for day-to-day management in GP. He acts
to reasonably ensure that GP develops and conducts business as per the Articles of Association, decisions made by the Board and
shareholder, as well as according to Grameenphone Policies and Procedures, and applicable regulatory legislations.
Board Committees
Board of Directors
Health, Safety,
Human Resources
Audit Committee Treasury Committee Security and
Committee
Environment Committee
a) Audit Committee
The Grameenphone Audit Committee was established in late 2008 and has jurisdiction over Grameenphone and its
subsidiaries. The Audit Committee is comprised of three members of the Board including the Independent Director. The
Chief Executive Officer, the Chief Financial Officer, the Company Secretary and the Head of Internal Audit are permanent
invitees to the Audit Committee meetings.
The Audit Committee assists the Board in discharging its supervisory responsibilities with respect to internal control, financial
reporting, risk management, auditing matters and GP’s processes of monitoring compliance with applicable legal & regulatory
requirements and the Codes of Conduct. The Audit Committee Charter, as approved by the Board, defines the purpose, authority,
composition, meetings, duties and responsibilities of the Audit Committee.
b) Treasury Committee
This Committee consists of three members who are appointed by the GP Board. All significant financial matters which concern the
Board are discussed in this committee meeting in detail. Upon endorsement of the Treasury Committee, such issues are forwarded
to the Board for their final review and approval.
Corporate Governance
fledged Company Secretary, as distinct from other managers of the Company. In pursuance of the same, the Board of Directors
has appointed Company Secretary in GP and thoroughly defined his roles & responsibilities. In GP, among other functions, the
Company Secretary:
performs as the bridge among the Board, the Management and the Shareholders on strategic and statutory
decisions and directions.
acts as a quality assurance agent in all information streams towards the Shareholders/Board.
is responsible for ensuring that appropriate Board procedures are followed and advises the Board on Corporate
Governance matters.
acts as the Disclosure Officer of the Company and monitors the compliance of the Acts, rules, regulations,
notifications, guidelines, orders/directives etc. issued by the Securities and Exchange Commission (SEC) or Stock
Exchange(s) applicable to the conduct of business activities of the Company as well as to the interest of the investors.
Management Team
The Management Team is the Executive Committee of Grameenphone managing the affairs of the Company. The Management
Team consists of the CEO and other key Managers across the Company. The CEO is the leader of the team. Management Team
endeavours to achieve the strategic goals & mission of the Company set by the Board of Directors. The Management Team
meets on a weekly basis to monitor the business performance of the Company.
b) Financial Reporting
Grameenphone has strong financial reporting procedures in line with the requirements of International Financial
Reporting Standard (IFRS), Bangladesh Accounting Standard (BAS) and other related local legislations. In
Grameenphone, financial reports are generated from ERP (Enterprise Resource Planning) system.
Apart from the statutory reporting, Grameenphone also maintains regular reporting to its group company Telenor which
consolidates all its subsidiaries’ financial information in its consolidated Financial Statements.
32/33
c) Management of Assets
Grameenphone is continuously investing in telecom network and other related infrastructure in line with the Company
Strategy. To maintain accountability and proper utilization of assets, it complies with clearly defined and approved
Corporate Governance
policies starting from procurement, recording, reporting and up to the level of disposal of assets. To ensure proper
safeguarding of assets, physical verification of network assets is conducted periodically on test basis and all risks relating
to these assets are properly insured both locally and internationally.
d) Statutory Audit
Statutory Audit of the Company is governed by the Companies Act, 1994. The Companies Act specifically provides
guidelines for the appointment, scope of work and retirement of auditors. Shareholders appoint auditors and fix their
remuneration in the Annual General Meeting. The auditors also carry out interim audit and review the quarterly financials
of the Company.
e) Internal Audit
Internal Audit supports the Company to achieve its objectives by bringing a systematic and disciplined approach to
evaluate and improve the effectiveness of its risk management, control and governance processes. In order to ensure
organizational independence of Internal Audit, the Head of Internal Audit reports functionally to the Audit Committee
and administratively to the Chief Executive Officer.
Grameenphone Internal Audit is empowered to carry out its activities in Grameenphone and its subsidiaries. Internal
Audit activity is governed by the Internal Audit Charter, which is approved by the Board. Grameenphone Internal Audit
department discharges its assurance and consulting activities through management of three distinct audit streams:
Finance, Technology and General Business processes. Additionally, a separate team is responsible for quality assurance
of internal audit activity. A risk-based annual audit plan is in place, which takes into consideration the strategic
imperatives and major risks surrounding Grameenphone, while considering pervasive audit needs. Grameenphone
Internal Audit also works closely with Telenor Group Internal Audit in sharing knowledge and resources to ensure
achievement of internal audit deliverables.
f) Internal Control
Corporate Governance is on its strong foot in GP supported by sound internal control system in pursuance of Sarbanes
Oxley Act. The partnership efforts of the Board of Directors, Management and Employees of the Company have made the
company SOX successful since 2006. As a good business practice, Sarbanes Oxley (SOX) Act is a dominant guiding
principle of the Company to attain Internal Control over Financial Reporting (ICFR) consisting of complete, valid and
accurate information while protecting its access to the right person.
After the Company’s enlistment with the Stock Exchanges, the reasonable assurance of operational efficacy, reliable
financial reporting and legal compliance have become more crucial which is persistently enforced by sound internal
control system.
SOX guidance is a continuous process of achieving the objective of being ‘good to great’ by ensuring:
Better quality and output from defined significant business processes having financial impact
Job done right at the first time
Good, consistent processes
System in place than person in place
Trust towards the capital market
Tangible benefit from strong ICFR efforts
Less error in financial reporting
g) Risk Management
Risk Management at Grameenphone is concerned with earning competitive returns from the Company’s various business
activities at an acceptable risk level. It supports the Company’s competitiveness by developing a culture, practice and
structure that systematically recognize and address future opportunities whilst managing adverse effects (threats)
through recognizing risk and acting appropriately upon it. The Company has well defined risk management policy,
procedures and processes to mitigate strategic and enterprise level risks.
ii. Restrictions on dealings in GP Shares by Insiders
The Company has established policy relating to trading in the GP shares by Directors, Employees and other Insiders.
The securities laws also impose restrictions on similar sort of transactions. All the Insiders are prohibited from trading
Corporate Governance
in the GP shares, while in possession of unpublished price sensitive information in relation to the Company during
prescribed restricted trading period. Directors and Employees are also required to notify their intention to trade in the
GP shares prior to initiating the same.
The Company has adopted a detailed policy on information disclosure and communication. In compliance with
continuous disclosure requirements, the Company’s policy is that Shareholders will be informed in a timely manner of all
major developments that impact the business of the Company and also are able to make informed decisions.
Grameenphone believes in transparency and accountability to society as a whole through establishment of efficient and
effective Corporate Governance procedures. It also believes that Corporate Governance is a journey and not a destination
and it needs to be continuously developed, nurtured and adapted to meet the changing needs of a modern business as well
as the justified expectations of our investors and other stakeholders.
Corporate Social Responsibility
We believe good business is good development and vice versa. As the business grows, it generates positive economic and social
impact in the form of beneficial services, jobs and contributions to the National Exchequer. Likewise, good development equals
good business. Thus, our relationship with Bangladesh is built on a partnership which strives to achieve common economic and
social goals.
When the future is shared, so is the responsibility to perfect it. We believe, we have important contributions in order to ensure
continued growth and development of Bangladesh. Through our commercial presence and our corporate initiatives, we aim to
aid in reaching the development targets set for the country.
Our Social investments are consolidated in three main focus areas, namely, Healthcare, Education and Environment.
Health
Safe Motherhood and Infant Care Project
In partnership with Pathfinder International and USAID, Grameenphone has been supporting the “Safe Motherhood and
Infant Care” program since May 2007. Under the program, free comprehensive primary healthcare services are provided
to economically disadvantaged pregnant mothers and infants through 320 Smiling Sun clinics located in 61 districts
around the country. From inception up to November 2010, 1,765,088 services have been provided to the economically
disadvantaged mothers and infants under this program. Four clinic-on-wheels and ten ambulances were handed over to
different NGOs of Smiling Sun Network, to increase the accessibility of maternal and infant healthcare services to the
hard-to-reach economically disadvantaged population as well as to facilitate home delivery by skilled birth attendants.
Under the project, 15,976 deliveries had been conducted by skilled professionals.
Education
Grameen Shikhkha
In collaboration with Grameen Shikhkha, an organization of Grameen Bank Family, Grameenphone provides scholarship to
meritorious but underprivileged students through a scholarship fund at different academic levels.
36/37
Five Years’
Five Years’ Financial Summary
Financial Summary
3,060 2,984
2006 2007 2008 2009 2010 2006 2007 2008 2009 2010 2006 2007 2008 2009 2010
Capex (Million BDT) Total Assets (Million BDT) Total Equity (Million BDT)
21,656 66,757
26,111 27,588
24,509
10,369
8,456
2006 2007 2008 2009 2010 2006 2007 2008 2009 2010 2006 2007 2008 2009 2010
37.14
35.57 12.08
24.77
23.16
21.53
19.86 20.24
2.52 2.46
2006 2007 2008 2009 2010 2006 2007 2008 2009 2010 2006 2007 2008 2009 2010
10,759
3.9% 12.1% 11.1%
3.0%
2006 2007 2008 2009 2010 2006 2007 2008 2009 2010 2006 2007 2008 2009 2010
466
309 306
50.1%
48.0% 47.0% 279
44.4% 43.7% 252
329
216
262 250
231
2006 2007 2008 2009 2010 2006 2007 2008 2009 2010 2006 2007 2008 2009 2010
*ARPU - Average Revenue Per User **AMPU - Average Minutes Per User
40/41
Financial Review - 2010
Financial Review
Grameenphone has set a new benchmark for the telecom industry with its aggressive subscriber acquisition and hefty
revenue generation in 2010. Even in fierce market competition and heavy SIM tax burden, Grameenphone has managed to
add more than 6.7 million subscribers. Emergence of new entrant and belligerent price war in the market could not cast a
shadow over Grameenphone’s performances.
Grameenphone has diversified its business by forming an IT company, Grameenphone IT Ltd. to give a way to the ‘Digital
Bangladesh’. Side by side, Grameenphone has strengthened its rural footprint through new product ‘Baadhon’ bundled
with low cost handsets and continued to be top on the innovation front through segmented price plans with migration
facility, mini-packs for economy internet users and services like Bill Pay, e-ticketing and vehicle tracking.
Grameenphone’s cost optimization initiatives through operational excellence program as well as opting for cost-efficient
network solutions through swapping of assets with Huawei have played a constructive role.
Regulatory authorities have played a pivotal role in business environment with new directives and guidelines such as SMS
tariff, toll-free hotline and likewise.
Subscriptions
During the year, subscription base increased by 29% with 6.7 million additions. 23.26
Active internet users increased to 2.6 million from 1.4 million in 2009.
In the competitive market, GP’s subscriber market share stood stable at around 44%.
2009 2010
Revenue
Total revenue increased by 14% (BDT 943 crore) mainly due to growth in traffic revenue driven by subscription
growth and revenues from sale of GP branded handsets and EDGE modems. 943 7,473
Impressive 64% growth in data revenues against 82% increase in active users, mainly driven by economy 6,530
mini-packs.
New segmented price plans designed as per the users’ needs and migration facility well-received by the
subscribers. Strengthened rural footprint by “Baadhon” product bundled with very low cost GP branded 2009 2010
handsets and extended distribution network.
Operating Expenditure
970 3,779
Total operating expenditure in 2010 increased by 35% (BDT 970 crore) from 2009 mainly due to higher 455 680
subsidy (BDT 455 crore), commissions (BDT 116 crore), SIM card and cost of device (BDT 108 crore), rent, 2,810
226
515
3,099
electricity and maintenance cost (BDT 90 crore) and revenue sharing (BDT 43 crore). 2,584 Subsidy
A total savings of BDT 270 crore have been achieved through the operational excellence initiatives
during the year.
2009 2010
Total Assets
Total asset base increased marginally by BDT 34 crore between 2009 and 2010 mainly due to higher 34
cash generation from operation and higher inventory build-up of handsets and SIM card in line with 10,916 10,950
Total Liabilities
246
Total liabilities increased by BDT 246 crore during the year mainly on account of payables against 5,901
6,147
income tax and SIM tax. The increase was partly offset by settlement of long term borrowings obligation
and reduced deferred tax liabilities.
2009 2010
Directors’ Report
Directors’ Report
For the year ended December 31, 2010
Dear Shareholders,
On behalf of the Board of Directors and Management, I welcome you all to the 14th Annual General Meeting (AGM) of
Grameenphone Ltd. (GP). We are very delighted to place herewith the Directors' Report and the Auditors' Report together with
the Audited Financial Statements of the Company for the year ended December 31, 2010 thereon, for your valued
consideration, approval and adoption.
44/45
Telecommunication Industry Scenario
As per the Global Information Technology Report 2009-2010 of World Economic Forum, Bangladesh in terms of network
Directors’ Report
readiness has moved up from global ranking at 130 to 118. This readiness is mainly attributed to the mobile sector of Bangladesh
which has connected and empowered people and made revolutionary changes in their lifestyles. It has brought basic Internet
to the people and thereby increased productivity in services, manufacturing & agriculture and improved access to education,
health care and rural lives.
Total mobile phone subscribers in Bangladesh reached 68.6 million as of December 2010, whereas the tele-density for the
mobile industry reached approximately 40%. Six mobile phone operators of the country added 16.2 million customers in 2010.
Despite rapid growth over the last 5 years, Bangladesh remains as one of the lowest in Internet penetration and the scenario is
likely to change once the 3G technology is introduced in Bangladesh. Currently Internet penetration is soaring around 6.5%.
Regulatory Environment
In terms of regulatory environment, 2010 has been a very eventful year. There has been quite a few regulatory activities
changing the business environment significantly.
The 2010 saw the amendments in Bangladesh Telecommunication Act 2001 (BTA), despite opposition by the telecom industry.
These amendments have increased the risk of doing business in the telecom sector in Bangladesh.
Towards the end of 2010, BTRC has proposed a renewal framework to Ministry of Posts and Telecommunications, without
consultation with the mobile sector operators. Proposed renewal fees are very high and a total of USD 1.6 billion is indicated to
be recovered from four renewing mobile operators. It is also indicated that GP would be paying more than other operators
because of its business success. Renewal framework also contains quite a few non-price but significant elements, without
adequate details e.g., Unified Licensing, Significant Market Power (SMP), Mobile Virtual Network Operator (MVNO) etc., which
adds to the already prevailing uncertainty.
There is only slow movement on 3G. BTRC issued an Expression of Interest (EoI) in later part of December 2010 seeking interest
of international consultants to prepare a 3G framework, with an indication that auction would be the mode of allocation of
spectrum and license. This shows that 3G deployment probably will be further delayed in the country.
Like previous years, despite best efforts of the mobile operators, the Government did not reduce SIM tax in 2010. It makes
difficult to deliver mobile services to the poor people especially in the rural areas.
A stable and long term telecom policy is badly needed to stimulate industry growth and enable the mobile industry to make
further investments in new services and technologies.
Directors’ Report
As part of GP’s continuous efforts to provide maximum benefit to its subscribers, in 2010, we have announced four price
packages – Shohoj, Aapon, Bondhu along with djuice. These have been developed for the prepaid subscribers offering
interchangeability and easy migration. The new price plans bring a simplicity that identifies usage patterns, and promises the
best solution and the best value to GP’s subscribers.
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Continuous Investment
We know that mobile subscribers are always looking for new and innovative products & services and better quality network that
Directors’ Report
fit their needs and offer real value. Keeping this in mind Grameenphone continued to invest in its network to deliver a quality
network experience and to maintain its leadership position in the industry. Our cumulative investment reached BDT 157.96
billion (BDT 15,796 crore) where BDT 8.46 billion (BDT 846 crore) was invested to enhance data capacity and quality of its
nation-wide network in 2010. With 433 new additions in 2010, accumulated number of BTS stood at 13,097 in 7,237 locations all
around the country.
Directors’ Report
chain partners. More than 1,050 Suppliers/Vendors have signed Agreement on Responsible Business Conduct (ABC) covering
Supplier Conduct Principle (SCP) on HSSE aspects. Focus on internal HSSE culture has also been depicted through strong
initiative on implementation of Occupational Health and Safety (OHS) Management System.
Shareholding Pattern
Shareholding patterns of the Company as on December 31, 2010 are shown in Annexure-III to this report.
Corporate Governance
In the fast-paced world of telecommunications, vibrant and dynamic corporate governance practices are an essential
ingredients to success. GP believes in the continued improvement of corporate governance. This in turn lead the Company to
commit considerable resources and implement international corporate standards in its day-to-day operations. In GP,
Corporate governance is ensured through a structured process that directs, controls and holds the organization accountable.
Being a public listed company, the Board of Directors and the Management Team of GP are committed to maintaining effective
corporate governance through a culture of accountability, transparency, well-understood policies and procedures. A detailed
compliance report on Corporate Governance as recommended by the Securities and Exchange Commission of Bangladesh is
shown in Annexure-I to this report.
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Enhanced Value of Shareholders’ Investment
In the year under review, Revenue was BDT 74.7 billion (BDT 7,473 crore) with 14.4% increase compared to the previous year.
Directors’ Report
The growth in revenue was mainly in voice and data revenues due to subscription growth and revenues from sale of GP branded
handsets and data cards. Impressive growth in data revenues (64%) partially contributed to this revenue growth. Net Profit
After Tax (NPAT) was BDT 10.71 billion (1,071 crore) with 14.3% margin compared to BDT 14.97 billion (BDT 1,497 crore) with
22.9% margin of the previous year. The fall was mainly due to the subsidy on SIM tax of BDT 6.8 billion (BDT 680 crore), partly
offset by revenue growth. This has also pushed the EBITDA margins down to 49.5 % for 2010 compared to 57.0 % of 2009.
Earnings per share (EPS) for 2010 stood at BDT 7.93 compared to BDT 12.08 for 2009. Notably, the 2009 EPS was higher due
to a positive adjustment of BDT 4.12 billion (BDT 412 crore) in income tax after successful listing on the stock exchanges.
The Directors take pleasure in reporting the financial results of the Company for the year ended December 31, 2010 and
recommend the appropriation as mentioned in the “Appropriation of Profit (excluding Grameenphone IT Ltd.)” table below:
2010 2009
Profit available for appropriation
Profit/ (Loss) after tax 10,579,176,467 14,968,166,256
Add: Un-distributed profit brought forward from previous year 26,655,044,251 13,266,605,231
Total amount available for appropriation 37,234,220,718 28,234,771,487
Appropriation
Final Dividend Paid for Previous year (8,101,800,132) (1,579,727,236)
Interim Dividend Paid for Current year (4,726,050,077) -
Closing Retained Earnings at year end (before proposed Final Dividend) 24,406,370,509 26,655,044,251
Proposed Final Dividend for the year 2010 (85% cash) (11,477,550,187) (8,101,800,132)
(in 2009: 60% cash)
Retained earnings after proposed dividend 12,928,820,322 18,553,244,119
Dividend
For the year ended December 31, 2010 the Board of Directors paid an Interim Cash Dividend @ 35% of the paid-up capital
amounting to BDT 4,726,050,077 which was BDT 3.5 per share of BDT 10.00 each. The Board of Directors are pleased to
recommend a Final Cash Dividend @ 85% of the paid-up capital amounting to BDT 11,477,550,187, which is BDT 8.5 per share
of BDT 10.00 each out of the undistributed profits of the Company for the year 2010, inclusive of the Interim Dividend of 35%
paid already, thus making a total dividend of BDT 12.00 per share amounting to BDT 16,203,600,264 for consideration and
approval of the Shareholders for distribution.
The above dividend recommendation is as per the Board approved dividend policy which is “Minimum 50% of the Net Profit
After Tax to be allocated for dividend payment depending on the financial health and capital requirement of the Company with
an aim to have a relatively steady growth in per share dividend.”
Directors’ Report
9. Dr. Jamaluddin Ahmed FCA, Independent Director
During 2010, a total of 9 (nine) Board meetings were held, which met the regulatory requirement in this respect. The
attendance record of the Directors is shown in Annexure-II to this report.
Appointment of Auditors
As per the Articles of Association, the statutory auditors of the Company, Rahman Rahman Huq, Chartered Accountants, a
member firm of KPMG, shall retire in this AGM. The Firm, being eligible, has offered their willingness to be re-appointed. The
Board recommends their re-appointment for the year 2011 and to continue till the next AGM at a fee of BDT 1.8 million (Taka
one million and eight hundred thousand only) plus VAT, subject to relevant regulatory clearance.
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GP also won both "Brand" and "People" awards of the Telenor Group. This is for the first time in the history of the Telenor Group
that an individual Business Unit had received two accolades in the same year.
Directors’ Report
Outlook 2011
Looking ahead from successes of the last 14 years, we can reasonably expect the year 2011 to be hopeful of further growth
and progress. The Telecom industry of Bangladesh is approaching to a new era with innovation and new technology. With
the upcoming introduction of 3G, on going 2G renewal process and the prevailing regulatory environment, we would be in
new dynamics with a new player in the market. Our industry has never been so competitive and complex before. At GP, holding
on to the market leadership will be our priority no matter how challenging it is. If we can tap the rural markets with the help of
our relentless services and ever growing innovations, we believe that 2011 would be prospective for GP.
However, as said elsewhere in this report, the unpredictable regulatory environment remains as challenge for the Company to
plug in for future. In this aspect, the proposed guidelines for 2G license renewal from BTRC, will, if implemented, create an
extremely difficult situation for the mobile operators and for the financial markets. We expect that the Government will reject
this high renewal fees.
Acknowledgements
GP believes that success and progress result from concerted efforts of all the stakeholders together of a corporate
organisation. Without it, a company may continue, but certainly cannot sustain in the long run. Keeping that in mind, the Board
of Directors would like to extend its foremost regards and appreciation to the valued shareholders and other stakeholders of
the Company for their persistent support and guidance to the Company that led to the cumulative achievements. The Board
also recognises that its journey to attainments during the year was possible because of the cooperation, positive support, and
guidance that it had received from the Government of Bangladesh, Ministry of Posts and Telecommunications (MoPT),
Bangladesh Telecommunication Regulatory Commission (BTRC), Bangladesh Railway (BR), National Board of Revenue (NBR),
Bangladesh Bank (BB), Board of Investment (BoI), Registrar of Joint Stock Companies and Firms (RJSC), Chief Controller of
Export & Import, Securities and Exchange Commission (SEC), Dhaka Stock Exchange (DSE), Chittagong Stock Exchange (CSE),
GP’s bankers & financial institutions, vendors and other business partners.
Considering Customers as the king, the Board acknowledges with thanks the contribution of the valued subscribers and
customers by making GP their preferred service provider. On this occasion of success, we are also aware that the achievements
would not have been possible without the dedicated and generous support from our employees and shall also extend to them
our warmest greetings and felicitation. GP with its 14 years of uninterrupted services, promises to serve Bangladesh with a
strong commitment to stay close and meet the ever growing demand of connectivity.
Sigve Brekke
Chairman
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Annexure-I
Status of compliance with the conditions imposed by the Securities and Exchange Commission’s Notification No
Directors’ Report
SEC/CMRRCD/2006-158/Admin/02-08 dated February 20, 2006 issued under section 2CC of the Securities and Exchange
Ordinance, 1969 is presented below.
1.4 (h) Presentation of key Operating and Financial Data (summarized financial
data of at least preceding three years) Complied
58/59
Condition Compliance Explanation for
No. Title Status non-compliance
with the condition
Directors’ Report
Annexure II
Board Meeting and attendance during the year ended December 31, 2010.
Mr. M. Shahjahan 9 8
Directors’ Report
Name of Shareholders Status Shares Held Percentage
i) Parent/Subsidiary/Associate Companies
Telenor Mobile Communications AS - 753,407,724 55.80%
Nye Telenor Mobile Communications II AS - 215 0.00%
Nye Telenor Mobile Communications III AS - 215 0.00%
Telenor Asia Pte. Ltd. - 215 0.00%
Grameen Telecom - 461,766,409 34.20%
Grameen Kalyan - 22 0.00%
Grameen Shakti - 22 0.00%
ii) Directors, Chief Executive Officer, Chief Financial Officer, Company Secretary, Head of Internal Audit and their
spouses and minor children
Mr. Sigve Brekke Chairman - -
Ms. Hilde Tonne Board Member - -
Mr. Per Erik Hylland Board Member - -
Mr. Knut Borgen Board Member - -
Mr. Snorre Corneliussen Board Member - -
Ms. Nurjahan Begum Board Member 4,813 0.00%
Mr. M. Shahjahan Board Member - -
Mr. Md. Ashraful Hassan Board Member 6,000 0.00%
Dr. Jamaluddin Ahmed FCA Board Member - -
Mr. Tore Johnsen Chief Executive Officer - -
Mr. Raihan Shamsi Chief Financial Officer 94,381 0.01%
Mr. Hossain Sadat Company Secretary 31,776 0.00%
Mr. Emadul Hannan Head of Internal Audit - -
Mr. Abrar Jaman Son of Ms. Nurjahan Begum 2,803 0.00%
Ms. Salina Hassan Spouse of Md. Ashraful Hassan 23,759 0.00%
iii) Executives
Mr. Arnfinn Groven Chief People Officer - -
Mr. Arild Kaale Chief Marketing Officer - -
Mr. Arne Viggo Aronsen Head of Sourcing - -
Mr. Odd Egil Aasen Head of Internet & Broadband - -
Mr. Petter Russ Head of Property & Facilities Services - -
iv) Shareholders Holding Ten Percent or More Voting Interest
Telenor Mobile Communications AS - 753,407,724 55.80%
Grameen Telecom - 461,766,409 34.20%
60/61
Report of
Report of Audit Committee
Audit Committee
Grameenphone Board Audit Committee, a sub-committee of the Board, supports the Board in fulfilling its oversight
responsibilities. The jurisdiction of Grameenphone Board Audit Committee extends over Grameenphone Ltd. and its subsidiaries.
M. Shahjahan
Chairman
Audit Committee
February 03, 2011
Rahman Rahman Huq Telephone +880 (2) 988 6450-2
Chartered Accountants Fax +880 (2) 988 6449
Email kpmg-rrh@citech-bd.com
9 Mohakhali C/A (11th & 12th Floors)
Auditors’ Report
Internet www.rahman-rahman-huq.com
Dhaka 1212, Bangladesh.
Auditors’ Report
to the shareholders of
Grameenphone Ltd.
Introduction
We have audited the accompanying financial statements of Grameenphone Ltd, which comprise the statement of financial
position as at 31 December 2010, and the statement of comprehensive income, statement of changes in equity and statement
of cash flows for the year then ended, and a summary of significant accounting policies and other explanatory notes and all
related consolidated financial statements of Grameenphone Ltd and its subsidiary (together referred to as "the group").
Auditors' responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in
accordance with International Standards on Auditing (ISA) and Bangladesh Standards on Auditing (BSA). Those standards
require that we comply with relevant ethical requirements and plan and perform the audit to obtain reasonable assurance
whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial
statements. The procedures selected depend on the auditors' judgement, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal
control relevant to the entity's preparation and fair presentation of the financial 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 entity's
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 financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the financial statements including consolidated financial statements, prepared in accordance with International
Financial Reporting Standards (IFRS) and Bangladesh Financial Reporting Standards (BFRS), give a true and fair view of the
state of the company's/group's affairs as at 31 December 2010 and of the results of its operations and cash flows for the year
then ended and comply with the Companies Act 1994, the Securities and Exchange Rules 1987 and other applicable laws and
regulations.
Auditors
Rahman Rahman Huq
Dhaka, February 06, 2011
Grameenphone Ltd.
Statement of Financial Position
as at 31 December 2010 2010 2010 2009
Taka Taka Taka
Assets Notes Consolidated Separate Individual
Non current assets:
Property, plant and equipment, net 4 71,696,092,118 71,519,269,716 79,287,993,919
Intangible assets 5 6,991,416,098 6,887,927,919 7,681,126,893
Investment in subsidiary 6 - 74,999,900 -
Long term deposits 7 12,594,949 12,594,949 11,635,675
78,700,103,165 78,494,792,484 86,980,756,487
Current assets:
Inventories 8 834,355,326 834,355,326 430,870,209
Deferred cost of connection revenue 9 484,842,481 484,842,481 483,550,116
Accounts receivable, net 10 5,247,945,772 5,237,659,409 4,697,066,162
Other receivables 11 928,020,269 1,230,518,097 762,323,315
Advances, deposits and prepayments 12 1,621,637,839 1,718,961,429 1,206,613,917
Short term investment 13 2,753,729,110 2,753,729,110 500,000,000
Cash and cash equivalents 14 18,931,502,552 18,674,929,826 14,101,313,087
30,802,033,349 30,934,995,678 22,181,736,806
Total assets 109,502,136,514 109,429,788,162 109,162,493,293
Equity and Liabilities
Shareholders' equity:
Share capital 15 13,503,000,220 13,503,000,220 13,503,000,220
Share premium 16 7,840,225,942 7,840,225,942 7,840,225,942
Capital reserve 17 14,446,452 14,446,452 14,446,452
Deposit from shareholders 18 1,880,178 1,880,178 1,880,178
General reserve 19 2,139,729,365 2,139,729,365 2,139,729,365
Retained earnings 24,532,545,482 24,406,370,509 26,655,044,251
48,031,827,639 47,905,652,666 50,154,326,408
Non controlling interest 20 268 - -
Non-current liabilities:
Loans and borrowings, net of current portion 21 - - 917,924,127
Deposit from agents and subscribers 22 444,639,879 444,639,879 440,948,191
Finance lease obligation 23 5,019,805,838 5,019,805,838 5,019,805,838
Deferred tax liabilities 24 11,201,083,512 11,201,083,512 13,505,914,117
Long term provisions 25 162,876,392 162,876,392 171,487,489
16,828,405,621 16,828,405,621 20,056,079,762
Current liabilities:
Accounts payable 26 10,183,877,792 10,147,977,191 9,814,726,186
Payable to government and autonomous bodies 27 4,814,490,250 4,814,490,250 4,182,752,546
Unearned revenue 28 2,248,977,889 2,248,977,889 1,679,152,352
Loans and borrowings - current portion 21 - - 1,036,943,071
VAT payable 29 2,451,869,531 2,451,869,531 2,234,779,133
Income tax provision 30 15,738,404,448 15,737,871,964 12,228,778,445
Accrued interest 31 155,699,144 155,699,144 66,356,035
Other liabilities 32 38,263,621 38,263,621 88,517,671
Deferred connection revenue 33 581,904,397 581,904,397 541,731,926
Provision for expenses 34 8,428,415,914 8,518,675,888 7,078,349,758
44,641,902,986 44,695,729,875 38,952,087,123
Total equity and liabilities 109,502,136,514 109,429,788,162 109,162,493,293
64/65
Grameenphone Ltd.
Statement of Comprehensive Income
for the year ended 31 December 2010 2010 2010 2009
Taka Taka Taka
Notes Consolidated Separate Individual
Operating expenses:
General and administrative expenses 40 (8,634,334,234) (8,454,044,918) (6,593,087,934)
Selling and distribution expenses 41 (8,487,233,821) (8,480,676,834) (3,474,969,079)
Depreciation and amortisation 38 (1,461,626,378) (1,461,626,378) (1,678,664,555)
(18,583,194,433) (18,396,348,130) (11,746,721,568)
Operating profit 20,207,228,463 20,082,051,945 20,518,209,287
Balance as at 1 January 2009 12,151,747,970 13,743,987 14,446,452 1,882,996 2,139,729,365 13,266,605,231 - 27,588,156,001
Balance as at 31 December 2009 13,503,000,220 7,840,225,942 14,446,452 1,880,178 2,139,729,365 26,655,044,251 - 50,154,326,408
Balance as at 31 December 2010 13,503,000,220 7,840,225,942 14,446,452 1,880,178 2,139,729,365 24,532,545,482 268 48,031,827,907
66/67
Grameenphone Ltd.
Statement of Changes in Equity (Separate)
for the year ended 31 December 2010
Balance as at 1 January 2009 12,151,747,970 13,743,987 14,446,452 1,882,996 2,139,729,365 13,266,605,231 27,588,156,001
Balance as at 31 December 2009 13,503,000,220 7,840,225,942 14,446,452 1,880,178 2,139,729,365 26,655,044,251 50,154,326,408
Balance as at 31 December 2010 13,503,000,220 7,840,225,942 14,446,452 1,880,178 2,139,729,365 24,406,370,509 47,905,652,666
Grameenphone Ltd.
Statement of Cash Flows
for the year ended 31 December 2010 2010 2010 2009
Taka Taka Taka
Notes Consolidated Separate Individual
Cash flows from operating activities:
Payment for acquisition of property, plant and equipment (8,774,249,937) (8,835,146,894) (11,867,221,673)
Proceeds from sale of property, plant and equipment 59,884,296 59,884,296 40,312,438
Payment for acquisition of intangible assets (648,524,052) (648,524,052) (4,184,634,864)
Investment in subsidiary - (74,999,900) -
Investment in long term deposits (959,274) (959,274) -
Short term investments (2,253,729,110) (2,253,729,110) (500,000,000)
Net cash used in investing activities (11,617,578,077) (11,753,474,934) (16,511,544,099)
68/69
Grameenphone Ltd.
Notes to the Financial Statements
as at and for the year ended 31 December 2010
1. Reporting entity
2. Basis of preparation
Title of relevant Bangladesh Accounting Standards (BAS)/BFRS Effective date Application date
BAS 1: Presentation of Financial Statements (revised 2008) 1 January 2010 1 January 2009
BAS 23: Borrowing Costs (revised 2008) 1 January 2010 1 January 2009
BAS 32: Financial Instruments: Presentation 1 January 2010 1 January 2009
BAS 39: Financial Instruments: Recognition and Measurement 1 January 2010 1 January 2009
BFRS 7: Financial Instruments: Disclosures 1 January 2010 1 January 2009
70/71
3.2 Property, plant and equipment
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated
impairment losses, if any.
The cost of an item of property, plant and equipment comprises its purchase price, import duties and non-refundable
taxes, after deducting trade discount and rebates, and any costs directly attributable to bringing the asset to the location
and condition necessary for it to be capable of operating in the intended manner. Cost also includes initial estimate of the
costs of dismantling and removing the item and restoring the site on which it is located and capitalised borrowing costs.
The costs of obligations for dismantling, removing the item and restoring the site (generally called 'asset retirement
obligation') are recognised and measured in accordance with IAS/BAS 37: Provisions, Contingent Liabilities and
Contingent Assets. Purchased software that is integral to the functionality of the related equipment is capitalised as part
of that equipment.
When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate
items (major components) of property, plant and equipment.
(c) Depreciation
No depreciation is charged on land and capital work in progress.
Depreciation on other items of property, plant and equipment is provided on a straight-line basis over the estimated
useful lives of each item of property, plant and equipment. Leased assets are depreciated over the shorter of the lease
term and their useful lives unless it is reasonably certain that the group will obtain ownership by the end of the lease term.
For addition to property, plant and equipment, depreciation is charged from the date of capitalisation up to the month
immediately preceding the month of disposal. Depreciation method, useful lives and residual values are reassessed at
each reporting date. The estimated useful lives of the items of property, plant and equipment for the current and
comparative years are as follows:
2010 2009
Year Year
Own assets
Building 10 -50 20
Base station - equipments 3-10 3-10
Base station - tower, fiber optic network and related assets 7- 20 7- 20
Transmission equipment 5-10 5-10
Computers and other IT equipment 4 4
Furniture and fixtures (including office equipment) 3-5 3-5
Vehicles 4 4
Leased asset
Fibre Optic Network 22.5 22.5
Change in useful lives of building in 2010 is attributable to inclusion of new assets, having different useful lives, as a result
of capitalisation of GPHouse. The change does not result from revision of useful lives of existing assets.
Other than those mentioned in note 4.8, estimated useful lives of property, plant and equipment remained unchanged in 2010.
(c) Amortisation
Amortisation is recognised in profit or loss on a straight line basis over the estimated useful lives of intangible assets, from
the date that they are available for use. The estimated useful lives are as follows:
2010 2009
Year Year
Pulse Code Modulation (PCM) 5 5
Software and others
Billing software 5 5
Other operational software 3 3
Network management software 10 10
Telecom license - spectrum 18 18
Amortisation methods, useful lives and residual values are reviewed at each reporting date and adjusted, if appropriate.
72/73
(b) Cash and cash equivalents
Cash and cash equivalents comprise cash balances and call deposits with original maturities of three months or less. Bank
overdrafts that are repayable on demand and form an integral part of the group’s cash management are included as a
Notes to the Financial Statements
(c) Payables
The group recognises a financial liability when its contractual obligations arising from past events are certain and the
settlement of which is expected to result in an outflow from the company of resources embodying economic benefits.
3.6 Impairment
(a) Financial assets
The group considers evidence of impairment for financial assets (loans and receivables and held-to-maturity investment
securities) at both a specific asset and collective level. All individually significant receivables and held-to-maturity
investment securities are assessed for specific impairment. All individually significant loans and receivables and
held-to-maturity investment securities found not to be specifically impaired are then collectively assessed for any
impairment that has been incurred but not yet identified. Loans and receivables and held-to-maturity investment
securities that are not individually significant are collectively assessed for impairment by grouping together loans and
receivables and held-to-maturity investment securities with similar risk characteristics.
Accounts receivable is impaired if objective evidence indicates that a loss event has occurred after the initial recognition of
the asset, and that the loss event had a negative effect on the estimated future cash flows of that asset that can be
estimated reliably. Objective evidence that financial assets (including equity securities) are impaired can include default or
delinquency by a debtor, indications that a debtor or issuer will enter bankruptcy etc. Accordingly, 100% provision is made
over the amount outstanding (after considering security deposits) from the churned subscribers. As per the existing credit
policy of the company, a post paid subscriber is barred if his usage exceeds approved credit limit or any non-payment of
invoice. A subscriber is considered churned after three months of barring. For receivables from other operators and FON
sublease customers, bad debt provision is made after analysing the recoverability of the amount from the concerned
parties. The provision for doubtful debts is written off as bad debts after one year from the date of recognition.
3.7 Inventories
Inventories consisting of mobile handsets, data cards and other communication devices, scratch cards and SIM cards are
valued at lower of cost and net realisable value. Costs of inventories include expenditure incurred in acquiring the
inventories, production or conversion costs and other costs incurred in bringing them to their existing location and
condition. Cost of inventories is determined by using the weighted average cost formula. Net realisable value is based on
estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs
necessary to make the sale.
74/75
been reduced to 35%. The tax rate used for the years ended 31 December 2010 and 31 December 2009 are as follows:
Being a private limited company, applicable tax rate for GPIT is 37.5%. However IT enabled services provided by GPIT are
exempted from income taxes until 30 June 2011 as per Finance Act 2010.
3.10 Provisions
A provision is recognised in the statement of financial position when the company has a legal or constructive obligation as
a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation and a
reliable estimate can be made of the amount of the obligation. Provision is ordinarily measured at the best estimate of the
expenditure required to settle the present obligation at the date of statement of financial position. Where the effect of
time value of money is material, the amount of provision is measured at the present value of the expenditures expected to
be required to settle the obligation.
3.14 Leases
(a) Finance lease
Leases in terms of which the entity assumes substantially all the risks and rewards of ownership are classified as finance
leases. Minimum lease payments made under finance leases are apportioned between the finance expense and the
reduction of the outstanding liability. The finance expense is allocated to each period during the lease term so as to
produce a constant periodic rate of interest on the remaining balance of the liability.
76/77
(b) Operating lease
All leases other than those which meet the definition of finance lease are treated as operating lease and are not
recognised in the statement of financial position.
Notes to the Financial Statements
Building (Note 4.3.1) 39,495,738 4,018,620,231 - 4,058,115,969 11,253,642 67,739,090 - 78,992,732 3,979,123,237
Base station (Note 4.2) 86,207,212,938 2,829,904,349 (143,366,238) 88,893,751,049 37,000,262,825 10,893,690,046 (119,365,963) 47,774,586,908 41,119,164,141
Transmission equipment (Note 4.2) 24,936,637,035 2,257,885,889 - 27,194,522,924 9,325,226,987 3,411,195,892 - 12,736,422,879 14,458,100,045
Computers and other IT equipment 3,243,271,828 315,331,460 (124,904,809) 3,433,698,479 2,248,602,195 568,804,223 (123,235,126) 2,694,171,292 739,527,187
Vehicles 883,008,531 196,675,019 (44,286,356) 1,035,397,194 543,331,235 89,109,584 (25,983,735) 606,457,084 428,940,110
118,160,840,728 10,081,903,500 (533,715,209) 127,709,029,019 50,889,756,674 15,238,912,241 (485,945,066) 65,642,723,849 62,066,305,170
Capital work in progress (Note 4.3) 6,191,845,987 8,012,459,718 (10,065,059,277) 4,139,246,428 - - - - 4,139,246,428
124,352,686,715 18,094,363,218 (10,598,774,486) 131,848,275,447 50,889,756,674 15,238,912,241 (485,945,066) 65,642,723,849 66,205,551,598
under finance lease (Note 4.4) 7,678,321,508 - - 7,678,321,508 1,853,257,630 334,523,358 - 2,187,780,988 5,490,540,520
78/79
Notes to the Financial Statements
Building (Note 4.3.1) 39,495,738 4,018,620,231 - 4,058,115,969 11,253,642 67,739,090 - 78,992,732 3,979,123,237
Base station (Note 4.2) 86,207,212,938 2,829,904,349 (143,366,238) 88,893,751,049 37,000,262,825 10,893,690,046 (119,365,963) 47,774,586,908 41,119,164,141
Transmission equipment (Note 4.2) 24,936,637,035 2,257,885,889 - 27,194,522,924 9,325,226,987 3,411,195,892 - 12,736,422,879 14,458,100,045
Computers and other IT equipment 3,243,271,828 307,124,216 (124,904,809) 3,425,491,235 2,248,602,195 568,787,419 (123,235,126) 2,694,154,488 731,336,747
Base station (Note 4.2) 80,691,997,045 5,819,241,731 (304,025,838) 86,207,212,938 26,088,842,327 11,059,107,019 (147,686,521) 37,000,262,825 49,206,950,113
Transmission equipment (Note 4.2) 25,653,204,629 4,309,646,132 (5,026,213,726) 24,936,637,035 8,564,799,364 2,990,997,780 (2,230,570,157) 9,325,226,987 15,611,410,048
Computers and other IT equipment 2,975,019,578 294,103,846 (25,851,596) 3,243,271,828 1,647,327,755 621,816,664 (20,542,224) 2,248,602,195 994,669,633
Vehicles 812,697,584 93,431,947 (23,121,000) 883,008,531 443,734,679 113,301,856 (13,705,300) 543,331,235 339,677,296
Capital work in progress (Note 4.3) 4,294,178,818 12,363,737,894 (10,466,070,725) 6,191,845,987 - - - - 6,191,845,987
80/81
4.1 Land
Land represents freehold land acquired for office premises and base stations.
Notes to the Financial Statements
4.7 Security
Property, plant and equipment with carrying amount of Tk 7,208,750,000 was subject to mortgage registered with the
Registrar of Joint Stock Companies and Firms (RJSC) against the loans and borrowings obtained from senior lenders.
These loans were fully repaid by December 2010 and accordingly the mortgage is in the process of cancellation.
2010 2011
Taka Taka
82/83
5 Intangible assets
Disposal/ Disposal/
Name of assets As at Addition As at As at Charged As at As at
Adjustment Adjustment
1 January during 31 December 1 January during the 31 December 31 December
during during
2010 the year 2010 2010 the year 2010 2010
the year the year
Pulse Code Modulation (PCM) 64,550,000 9,148,000 - 73,698,000 50,517,442 10,455,865 - 60,973,307 12,724,693
Software and others (Note 5.1) 4,438,938,377 501,605,190 (2,729,720) 4,937,813,847 2,635,817,541 880,791,701 (2,729,720) 3,513,879,522 1,423,934,325
Telecom licence - spectrum (Note 5.2) 5,920,000,000 - - 5,920,000,000 384,602,307 328,888,888 - 713,491,195 5,206,508,805
Capital work in progress (Note 5.3) 328,575,806 530,425,659 (510,753,190) 348,248,275 - - - - 348,248,275
Disposal/ Disposal/
Name of assets As at Addition As at As at Charged As at As at
Adjustment Adjustment
1 January during 31 December 1 January during the 31 December 31 December
during during
2010 the year 2010 2010 the year 2010 2010
the year the year
Pulse Code Modulation (PCM) 64,550,000 9,148,000 - 73,698,000 50,517,442 10,455,865 - 60,973,307 12,724,693
Software and others (Note 5.1) 4,438,938,377 501,605,190 (2,729,720) 4,937,813,847 2,635,817,541 880,791,701 (2,729,720) 3,513,879,522 1,423,934,325
Telecom licence - spectrum (Note 5.2) 5,920,000,000 - - 5,920,000,000 384,602,307 328,888,888 - 713,491,195 5,206,508,805
Capital work in progress (Note 5.3) 328,575,806 426,937,480 (510,753,190) 244,760,096 - - - - 244,760,096
10,752,064,183 937,690,670 (513,482,910) 11,176,271,943 3,070,937,290 1,220,136,454 (2,729,720) 4,288,344,024 6,887,927,919
Disposal/ Disposal/
Name of assets As at Addition As at As at Charged As at As at
Adjustment Adjustment
1 January during 31 December 1 January during the 31 December 31 December
during during
2009 the year 2009 2009 year 2009 2009
the year the year
Telecom licence - spectrum (Note 5.2) 5,920,000,000 - - 5,920,000,000 55,713,418 328,888,889 - 384,602,307 5,535,397,693
9,940,995,902 801,382,308 (318,889,833) 10,423,488,377 2,102,705,205 1,145,878,476 (177,646,391) 3,070,937,290 7,352,551,087
Capital work in progress (Note 5.3) 355,354,846 785,480,006 (812,259,046) 328,575,806 - - - - 328,575,806
6 Investment in subsidiary
This represents GP's investment in GPIT, a wholly owned subsidiary of GP. GPIT was incorporated on 28 January 2010 with
the objective of providing IT related services to GP and other external parties. The newly formed subsidiary was registered
as a private limited company with an authorised share capital of Tk 7,500,000,000 divided into 75,000,000 shares of Tk
100 each. As at 31 December 2010, paid up capital of GPIT was Tk. 75,000,000 representing 75,000 shares, out of which
749,999 shares (99.99% of total share capital) were subscribed by GP at face value.
8 Inventories
Handset, data card and other device 133,374,666 133,374,666 55,362,359
SIM card (Note 8.2) 633,598,995 633,598,995 363,659,067
Scratch card 67,381,665 67,381,665 11,848,783
834,355,326 834,355,326 430,870,209
During 2010 handset inventories were written down by Tk 42,713,999 (2009: Tk 1,329,258) to reflect net realisable value
of such inventories.
84/85
2010 2010 2009
9 Deferred cost of connection revenue Taka Taka Taka
Consolidated Separate Individual
Notes to the Financial Statements
86/87
12.4 Deposit for bank guarantee
This represents the bank guarantee margin deposited at different banks against guarantee provided in favour of Customs
authority and other parties.
Notes to the Financial Statements
12.8 Loans and advances to subsidiaries, directors, officers and other related parties
Other than those mentioned in note above, there was no loans or advances to-
(a) Directors of the company/group;
(b) Firms or private limited companies respectively in which any director of Grameenphone Ltd. is a partner, director or
member; and
(c) Subsidiaries or companies under the same management.
Interest rates on the above FDRs range from 8.25% to 11% (2009: 9%).
2010 2010 2009
14 Cash and cash equivalents Taka Taka Taka
Consolidated Separate Individual
14.1 This includes Tk. 1,499,415 (2009: Tk. 88,517,671) representing amounts received against share application which were
in the process of being refunded as at 31 December 2010.
14.2 Fixed deposit of Tk. 500,000,000 at Jamuna Bank Limited was rearranged and presented under short term investment in
2010. This amount was included in cash at bank in 2009 considering the significance of the amount and remaining
maturity period.
88/89
14.4 Collection account with other banks
This represents the amount which was in transit as at 31 December.
Notes to the Financial Statements
The company was initially registered with ordinary shares of Tk 43.00 each. These shares were subsequently converted
into Tk 10 shares through a 43:1 split at the 16th EGM (held on 15 July 2008) and 1:10 reverse split at the 19th EGM (held
on 2 July 2009).
There has been no change in share capital during 2010.
16.1 In 2009, total amount of Tk 8,370,259,450 was received as share premium in respect of shares issued to the existing
shareholders, GP employees, Grameen bank borrowers, institutional investors and to general public.
16.2 Net issue cost of Tk 543,777,495 was set off against share premium as per IAS 32: Financial Instruments: Presentation.
17 Capital reserve
In 1999, Grameenphone issued 5,086,779 preference shares of Tk 45.84 each, which were converted into ordinary shares
of Tk 43.00 each in 2004. The balance Tk 2.84 per share was transferred to capital reserve account. The conversion was
in accordance with clauses 41 to 44 of Memorandum and Articles of Association of GP. This amount is not distributable as
dividend as per the Companies Act 1994.
19 General reserve
Grameenphone availed tax holiday benefits from 1 June 2001 to 31 May 2006 as per the provisions of Income Tax
Ordinance 1984. A tax holiday reserve was created during the Tax Holiday period to ensure investment in compliance with
the said ordinance. The reserve was subsequently transferred to general reserve upon fulfilment of necessary conditions.
90/91
2010 2010 2009
21 Loans and borrowings, net of current portion Taka Taka Taka
Consolidated Separate Individual
Notes to the Financial Statements
21.3 Loan from The Norwegian Agency For Development And Cooperation (NORAD)
Grameenphone Ltd. entered into an agreement with NORAD to obtain loan of NOK 50 million and to obtain guarantee in its
favour to borrow another NOK 25 million from Eksportfinans. According to the terms of the contract, interest at 3.4% per annum
on drawdown amount was payable semi-annually starting after 6 months from the first drawdown date. The principal amount
was repayable in 14 instalments with the first instalment falling due 42 months after the last drawdown date. GP received the
loan in two instalments; one on 30 December 1997 (NOK 35 million) and another on 3 January 2001 (NOK 15 million).
92/93
(h) Dutch-Bangla Bank Limited
i) Sight/usance LC facility - Tk. 1,600 million (2009 : Tk. 1600 million).
ii) Short term loan/LTR/overdraft facility - Tk. 685 million with inner limit of LC Tk. 1,600 million (2009 : Tk. 685 million).
Notes to the Financial Statements
94/95
24 Deferred tax liabilities
Deferred tax assets and liabilities have been recognised and measured in accordance with the provisions of IAS/BAS 12:
Income Taxes. Related deferred tax expense/(income) have been disclosed in note 45. Deferred tax assets and liabilities
Notes to the Financial Statements
As per the provisions of Income Tax Ordinance 1984 (ITO), any income derived from the business of software development
and Information Technology Enabled Services (ITES) are subject to tax exemption until 30 June 2011.
Grameenphone Ltd. recognises asset retirement obligations (ARO) in respect of roof-top base stations and office space
for any constructive and/or legal obligations for dismantlement, removal or restoration incurred by the company as a
consequence of installing or constructing the sites. ARO is measured at the present value of expected cash out flows
required to settle such obligations. Unwinding of the discount is charged as financial expense in the profit or loss.
26 Accounts payable
Liability for capital expenditure 2,246,290,076 2,246,290,076 2,253,928,756
Payable for expenses:
Interconnection charges (Note 26.1) 4,938,280,452 4,938,280,452 5,009,442,013
Revenue sharing with content providers 113,692,440 113,692,440 51,675,839
International roaming services 63,481,362 63,481,362 39,852,930
Training and travel expenses 28,597,152 27,387,721 30,739,546
Sales and promotional expenses 96,973,807 96,973,807 41,964,797
Consultancy and professional fees 1,172,240,814 1,172,162,721 765,471,809
Cost of SIM card, scratch card, handsets etc. 217,699,901 217,699,901 147,055,638
Office and general expenses 617,037,743 597,421,920 897,998,520
PCM related expenses 48,764,725 48,764,725 60,643,877
Network operations and maintenance 325,732,166 314,169,878 345,587,495
7,622,500,562 7,590,034,927 7,390,432,464
96/97
27 Payable to government and autonomous bodies 2010 2010 2009
Taka Taka Taka
Consolidated Separate Individual
Notes to the Financial Statements
28 Unearned revenue
This includes mainly the unused portion of scratch cards, flexi load and advance post paid bills received for which services
have not yet been provided.
29 VAT payable
This represents VAT amount payable to NBR arising from provision of services by the company that are subject to VAT.
31 Accrued interest
Accrued interest includes Tk. 144,706,628 (2009 : Tk. 55,974,858) representing interest on finance lease obligation.
32 Other liabilities
Unclaimed dividend (Note 32.1) 36,764,206 36,764,206 -
Liabilities for share money refund (Note 32.2) 1,499,415 1,499,415 88,517,671
38,263,621 38,263,621 88,517,671
32.1 Unclaimed dividend
As at 31 December 2010, the following amount of dividends remained unclaimed by the shareholders. These amounts are
deposited in dedicated bank account and are payable on demand.
Interim dividend for 2010 22,577,719 22,577,719 -
Final dividend for 2009 14,186,487 14,186,487 -
36,764,206 36,764,206 -
32.2 Liabilities for share money refund
This represents the amount received against share applications which was in the process of being refunded at the
reporting date. The amount is deposited into dedicated bank account with Citibank, N.A.
Provision for expenses includes balances with other Telenor group entities.
35 Revenue
Traffic revenue
-Post paid 2,601,806,772 2,601,806,772 2,518,790,257
-Prepaid 58,804,470,026 58,804,470,026 52,139,114,255
61,406,276,798 61,406,276,798 54,657,904,512
Subscription revenue
-Post paid 632,968,125 632,968,125 550,777,898
Connection revenue
-Post paid 11,215,442 11,215,442 25,784,885
-Prepaid 235,311,520 235,311,520 256,873,714
246,526,962 246,526,962 282,658,599
Roaming revenue
-Inbound 211,251,659 211,251,659 174,323,904
-Outbound 253,026,794 253,026,794 205,247,996
464,278,453 464,278,453 379,571,900
Interconnection revenue
-Post paid 130,314,299 130,314,299 148,531,536
-Prepaid 7,292,825,149 7,292,825,149 6,369,308,888
7,423,139,448 7,423,139,448 6,517,840,424
Other operating revenue
-Customer support revenue 9,939,263 9,939,263 11,204,066
-SMS and MMS revenue 940,054,489 940,054,489 1,523,743,904
-Internet and data revenue 1,199,732,065 1,199,732,065 669,949,709
-VAS and other revenue (Note 35.1) 876,590,604 876,590,604 73,586,027
3,026,316,421 3,026,316,421 2,278,483,706
98/99
Revenue(Contd..) 2010 2010 2009
Taka Taka Taka
Consolidated Separate Individual
Notes to the Financial Statements
Operating expenses:
Depreciation of property, plant and equipment 836,507,111 836,507,111 1,099,739,855
Amortisation of software and others 625,119,267 625,119,267 578,924,700
1,461,626,378 1,461,626,378 1,678,664,555
16,793,572,053 16,793,555,249 16,726,987,744
100/101
40 General and administrative expenses
2010 2010 2009
Taka Taka Taka
Notes to the Financial Statements
40.1 Rent
Rent includes rent for office, warehouse, Grameenphone Center (GPC), Grameephone Service Desk (GPSD),
Grameenphone Distribution Center (GPDC), info-center and guest houses.
Future minimum lease payments under non cancellable operating leases for such locations are payable as follows:
Provision for doubtful debts has been made as per policy of the group mentioned in Note 3.6.
*Outstanding shares on 1 January 2009 has been converted to Tk 10 share equivalent number, considering 1:10 reverse
split (conversion of shares of Tk. 1 each into shares of Tk. 10 each) in 2009.
102/103
46.2 Dilution of earnings per share
No diluted earnings per share is required to be calculated for the years presented as there was no scope for dilution during
these years.
Notes to the Financial Statements
The maximum exposure to credit risk for accounts receivable as at 31 December by geographic regions was:
Domestic 5,156,379,116 5,148,390,405 4,600,666,221
Asia 46,331,342 46,331,342 52,863,858
Europe 37,142,575 34,844,923 40,183,831
Australia 1,271,770 1,271,770 1,451,549
Americas 5,695,687 5,695,687 1,235,340
Africa 1,125,282 1,125,282 665,363
5,247,945,772 5,237,659,409 4,697,066,162
b) Ageing of receivables
i) The ageing of gross interconnection receivables as at 31 December was:
Invoiced 0-30 days 1,434,087,416 1,434,087,416 1,154,155,997
Invoiced 31-60 days 558,026,984 558,026,984 480,585,352
Invoiced 61-90 days 260,484,947 260,484,947 371,626,754
Invoiced 91-180 days 495,165,272 495,165,272 761,317,694
Invoiced 181-365 days 598,856,982 598,856,982 1,112,196,985
Invoiced over 365 days 1,749,222,710 1,749,222,710 654,380,415
5,095,844,311 5,095,844,311 4,534,263,197
ii) The ageing of gross receivable for post paid and others as at 31 December was:
Invoiced 0-30 days 121,714,993 121,714,993 176,370,711
Invoiced 31-60 days 34,177,510 34,177,510 7,015,024
Invoiced 61-90 days 17,635,416 17,635,416 8,758,673
Invoiced 91-180 days 31,063,246 31,063,246 50,122,986
Invoiced over 180 days 30,388,984 30,388,984 29,558,628
234,980,149 234,980,149 271,826,022
iii) The ageing of gross receivables for infrastructure sharing as at 31 December was:
Invoiced 0-60 days 153,522,463 153,522,463 -
Invoiced over 60 days - - -
153,522,463 153,522,463 -
iv) The ageing of gross receivables for sub lease of fibre optic network as at 31 December was:
Invoiced 0-60 days 13,507,647 13,507,647 2,961,221
Invoiced 61-90 days 3,234,482 3,234,482 2,429,595
Invoiced 91-180 days 4,816,507 4,816,507 1,715,340
Invoiced 181-365 days 4,507,074 4,507,074 11,218,664
Invoiced over 365 days 4,285,400 4,285,400 13,584,968
30,351,110 30,351,110 31,909,788
c) Impairment losses
Impairment losses on the above receivables were recognised as per the group policy mentioned in note 3.6. Quantitative
disclosure for such impairment losses are disclosed in Note 10.1 to Note 10.6 of these financial statements.
104/105
Notes to the Financial Statements
Accounts payable
Liability for capital expenditure 2,246,290,076 December 2011 N/A 2,246,290,076 1,337,774,046 908,516,030 - - -
Payable for expenses 7,622,500,562 December 2011 N/A 7,622,500,562 4,493,006,227 3,129,494,335 - - -
Payable for others 315,087,154 December 2011 N/A 315,087,154 189,062,292 126,024,862 - - -
6 months NIBOR
Eksportfinans ASA (Note 21.2) 49,037,159 December 2010 50,086,263 25,216,943 24,869,320 - - -
+ 30 basis points
NORAD (Note 21.3) 98,074,370 December 2010 3.4% per annum 100,572,347 50,702,922 49,869,425 - - -
Local syndicated loan (Note 21.4) 1,376,893,993 November 2012 13.5% per annum 1,701,343,976 323,133,852 308,354,304 567,075,876 502,779,944 -
Finance lease obligation 5,019,805,838 June 2027 15% 16,283,452,109 332,933,036 348,066,355 711,266,031 2,315,397,930 12,575,788,757
Accounts payable
Liability for capital expenditure 2,253,928,756 December 2010 N/A 2,253,928,756 1,352,357,254 901,571,502 - - -
Payable for expenses 7,390,432,464 December 2010 N/A 7,390,432,464 5,397,873,152 1,931,915,435 - - -
Payable for others 170,364,966 December 2010 N/A 170,364,966 102,218,980 68,145,986 - - -
106/107
Notes to the Financial Statements
a) Currency risk
The group is exposed to currency risk on certain revenues and purchases such as roaming revenues and expenses, telecom equipment purchases, network related costs and
interest expense and repayments relating to borrowings incurred in foreign currencies. Majority of the company's foreign currency transactions are denominated in USD and
relate to procurement of capital items from abroad. The group also has exposure in NOK relating to business service costs and consultancy costs and foreign currency loans.
The group maintains a USD bank account where all receipts from international roaming services are deposited and all corresponding payments are made.
* Payable to other Telenor entities represents payable for business service costs, consultancy fees etc. which are included mainly in accounts payable.
Exposure to currency risk as at 31 December 2010 in respect of the separate financial statements does not vary significantly from above.
The following significant exchange rates are applied during the year: Exchange rate as at
2009 (Individual)
Expenditures denominated in USD (10,158,259) 10,158,259 (10,158,259) 10,158,259
Expenditures denominated in NOK (9,173,395) 9,173,395 (9,173,395) 9,173,395
Expenditures denominated in GBP (10,059) 10,059 (10,059) 10,059
Expenditures denominated in EURO (443,336) 443,336 (443,336) 443,336
Expenditures denominated in JPY (6,655,351) 6,655,351 (6,655,351) 6,655,351
Exchange rate sensitivity (26,440,400) 26,440,400 (26,440,400) 26,440,400
i) Profile
As at 31 December, the interest rate profile of the group's interest bearing financial instruments was:
Carrying amount
2010 2010 2009
Taka Taka Taka
Fixed rate instruments
Consolidated Separate Individual
Financial assets
Long term deposits 12,594,949 12,594,949 11,635,675
Short term investment 2,753,729,110 2,753,729,110 500,000,000
Cash at bank 18,927,765,069 18,671,232,085 14,093,890,895
Financial liabilities
Finance lease obligation 5,019,805,838 5,019,805,838 5,019,805,838
Accrued interest 155,699,144 155,699,144 66,356,035
108/109
Profit or loss Equity
10 bp increase 10 bp decrease 10 bp increase 10 bp decrease
Notes to the Financial Statements
Cash flow sensitivity for foreign currency rates and variable interest rates for the separate financial statements does not
vary significantly from above.
* Determination of fair value is not required as per the requirements of IFRS/BFRS 7 : Financial Instruments: Disclosures
(ref: Para 29). However, fair value of such instruments is not likely to be significantly different from the carrying amounts
of such instruments.
50 Capital management
Capital management refers to implementing policies and measures to maintain sufficient capital, assessing group's
internal capital adequacy to ensure group's operation as a going concern. Board of Directors are charged with the
ultimate responsibility for maintaining a strong capital base so as to maintain investor, creditor and market confidence
and to sustain future development of the business. All major investment and operational decisions with exposure to
certain amount are evaluated and approved by the board. The Board of Directors also monitors the return on capital,
which the group defines as result from operating activities divided by total shareholders’ equity. The Board of Directors
also monitors the level of dividends to ordinary shareholders.
During the year ended 31 December 2010, group entered into a number of transactions with related parties in the normal
course of business. The names of the related parties, nature of these transactions and amount thereof have been set out
below in accordance with the provisions of IAS/BAS 24: Related Party Disclosures.
110/111
2010 2010 2009
Taka Taka Taka
Name of related parties Nature Nature of transactions Consolidated Separate Individual
Notes to the Financial Statements
Foreign earnings
Revenue from roaming partners 209,779,078 209,779,078 169,208,003
IT service revenue 2,297,652 - -
53 Capital commitments
Capital commitments represent the orders placed for purchase of network equipment and other services, mainly from
Huawei and Ericsson, and outstanding letters of credit. Total amount of such commitment as at 31 December stood at-
54 Contingent liabilities
112/113
54.2 Contingent liabilities for lawsuits
There are few litigations against the group. Management, in consultation with lawyers, has reviewed the merits of those
lawsuits to assess the potential impact those may have on the financial position and financial performance of the group.
Notes to the Financial Statements
Based on such assessment, management is of the opinion that the likelihood of losing those lawsuits is remote and
therefore no provision has been taken in these financial statements.
55 Other disclosures
55.2 Comparatives
Comparative information in the following major areas has been rearranged wherever considered necessary to conform to
the current year’s presentation.
i) Other receivables
Other receivables are presented separately (see note 11) from 'Advances, deposits and prepayments' to better reflect the
nature of such balances.
ii) Short term investment
Tk. 500,000,000 representing investment in FDR was presented separately and excluded from cash and cash equivalents
(see note 14).
iii) Payable to government and autonomous bodies
Interconnection charges, revenue sharing with content providers and PCM related expenses, which were included under
the head 'Payable to government and autonomous bodies and other operators' were reclassified and presented under
"Accounts payable" (see note 26) to achieve better presentation. The name of the account head 'Payable to government
and autonomous bodies and other operators' was revised accordingly.
iv) Foreign exchange gain/(loss)
Foreign exchange gain/(loss) has been presented separately on the face of the statement of comprehensive income. In
2009, this was presented under 'Finance income/(expense), net' with detail presented in the notes to the financial
statements.
Dear Shareholders,
On behalf of the Board of Directors and Management, I welcome you all to the 1st Annual General Meeting of GPIT. We are very
delighted to place herewith the Directors’ Report and Auditors’ Report together with the Audited Financial Statements of the
Company for the year ended December 31, 2010 for your consideration, approval and adoption.
114/115
Our Employees
With a steady growth in employment, GPIT has at present 391 employees with world class experience. GPIT has the highest IT
certifications in the country and many have international work experience. The Company is looking to cultivate an open “one
GPIT Directors’ Report
team” culture with our employees who, apart from routine commitments, are also engaged in sports, health and other
extramural activities. The company strives to inculcate social consciousness of workplace ethics and sustainability principles.
In the coming years, we will be working closely to build a competent & high performing team.
2010
Profit available for appropriation
Profit/(loss) after tax 126,175,141
Total amount available for appropriation 126,175,141
Appropriation
Proposed Dividend for the year 2010 Nil
Retained Earnings 126,175,141
Dividend
Being a new Company, GPIT completed its first financial year successfully. In view of the performance of the Company and
considering the current cash position, investments plan for the year 2011 and future expansion of the business, the Directors are
not recommending any dividends to the shareholders for the year 2010.
In addition, Mr. Tanveer Mohammad was also appointed Director mid-term at the 8th Board meeting on 17th August, 2010 as
per provision of the Articles of Association of the Company.
During 2010, a total of 13 (thirteen) Board meetings were held, which met the regulatory requirement in this respect.
Directors’ appointment & Re-appointment
With regard to the appointment, retirement and re-appointment of Directors, the Company is governed by its Articles of
Association, the Companies Act, 1994 and other related legislations. Accordingly, the following Directors of the Board will retire
Appointment of Auditors
As per Articles of Association, the statutory auditors of the Company, Rahman Rahman Huq, Chartered Accountants, a member
firm of KPMG, shall retire in this AGM. The Firm, being eligible, has expressed their willingness to be re-appointed. The Board
recommends their re-appointment for the year 2011 and to continue till the next AGM at a fee of BDT 5,25,000 (Five lacs twenty
five thousand) plus VAT.
Acknowledgements
Members of the Board take this opportunity to express their gratitude and sincere thanks to the Shareholders for their
continued support and guidance.
We are also grateful to Government of Bangladesh, Bangladesh Association of Software & Information Services (BASIS),
Bangladesh Computer Samity (BCS), Dhaka Chamber of Commerce & Industry (DCCI), Bangladesh Telecommunication
Regulatory Commission (BTRC), National Board of Revenue, Bangladesh Bank, Board of Investment (BOI), Registrar of Joint
Stock Companies and Firms (RJSC), our bankers, vendors and other business partners for their strong support and active
cooperation that the Company has received from them during the year.
The Board also records its appreciation for the employees at all levels for their dedicated services, sincerity, hard working and
strong commitment which enabled the Company to rapidly advance on what we fervently perceive to be a sustainable growth
path.
Oddvar Hesjedal
Chairman
Grameenphone IT Ltd.
116/117
Grameenphone IT Ltd.
Statement of Financial Position
as at 31 December 2010
Assets
Notes Taka
Non current assets:
Property, plant and equipment, net 4 176,822,402
Current assets:
Inventories 5 103,488,179
Accounts receivable 6 221,221,943
Advances, deposits and prepayments 7 34,076,775
Advance VAT 8 30,016,625
Other receivables 9 1,890,705
Cash and cash equivalents 10 256,572,726
647,266,953
Total assets 824,089,355
Shareholders' equity:
Share capital 11 75,000,000
Retained earnings 126,175,141
201,175,141
Non-current liabilities -
Current liabilities:
Advance from customer 12 161,032,225
Payable for operating expenses 13 121,923,559
Payable for capital expenditure 14 176,839,206
Provision for expenses 15 158,052,956
Income tax provision 16 532,484
Other current liabilities 17 4,533,784
622,914,214
Total equity and liabilities 824,089,355
Notes Taka
Revenue 18 642,007,224
Cost of service rendered 19 (315,086,476)
Gross profit 326,920,748
Operating expenses:
General and administrative expenses 20 (187,873,262)
(187,873,262)
Operating profit 139,047,486
Finance income, net 21 1,724,737
Preliminary expenses 22 (13,870,968)
Profit before tax 126,901,255
Income tax expense 3.8 (726,114)
Profit after tax 126,175,141
Other comprehensive income -
Total comprehensive income for the period 126,175,141
120/121
Grameenphone IT Ltd.
Statement of Changes in Equity
for the period from 28 January to 31 December 2010
Grameenphone IT Ltd.
Statement of Cash Flows
for the period from 28 January to 31 December 2010
Taka
Cash flows from operating activities
Cash received from customers 611,038,596
Payment to suppliers and others (170,368,140)
Payment to employees (260,628,837)
Finance income received 1,936,304
Finance expense paid (211,567)
Payment of income tax (193,630)
Net cash flows from operating activities 181,572,726
The objective of this company is to provide IT services to Grameenphone Ltd. and other external parties.
2. Basis of preparation
These financial statements have been authorised for issue by the board of directors on 31 January 2011.
These financial statements are presented in Bangladesh Taka (Taka/Tk/BDT) which is both functional currency and
presentation currency of the company. The figures of financial statements have been rounded off to the nearest Taka.
In particular, information about significant areas of estimation uncertainty and critical judgments in applying accounting
policies that have significant effect on the amount recognised in the financial statements are described in the following
notes:
The cost of an item of property, plant and equipment comprises its purchase price, import duties and non-refundable
taxes, after deducting trade discount and rebates, and any costs directly attributable to bringing the asset to the location
and condition necessary for it to be capable of operating in the intended manner. Purchased software that is integral to
the functionality of the related equipment is capitalised as part of that equipment.
122/123
When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate
items (major components) of property, plant and equipment.
The cost of replacing or upgrading part of an item of property, plant and equipment is recognised in the carrying amount
of the item if it is probable that the future economic benefits embodied within the part will flow to the company and its cost
can be measured reliably. The carrying amount of the replaced part is derecognised. The costs of the day to day servicing
of the property, plant and equipment are recognised in the statement of comprehensive income as incurred.
(c) Depreciation
No depreciation is charged on capital work in progress.
Depreciation on property, plant and equipment is provided on a straight-line basis over the estimated useful lives of each
item of property, plant and equipment. For addition to property, plant and equipment, depreciation is charged from the
date of capitalisation up to the month immediately preceding the month of disposal. Depreciation method, useful lives
and residual values are reassessed at each reporting date. The estimated useful lives for the current period is as follows:
Useful life
Computer and other IT equipment 4 years
Gains and losses on disposals are determined by comparing the disposal proceeds with the carrying amounts and are
recognised net.
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity.
Financial liabilities include payable for expenses, liability for capital expenditure and other current liabilities.
3.3 Impairment
3.5 Revenue
Revenues are measured at fair value of the consideration received or receivable, net of discount and VAT. Revenues are
reported gross with separate recording of expenses to vendors of products or services. Revenues of Grameenphone IT Ltd.
arise from:
Accordingly, revenue is only recognised when the software is shipped and the relevant installation is complete.
3.7 Inventories
Cost of inventories include expenditure incurred in acquiring the inventories, and other costs incurred in bringing them to
their existing location and condition. Net realisable value is based on estimated selling price in the ordinary course of
business less the estimated costs of completion and the estimated costs necessary to make the sale.
Generally, the costs of inventories includes cost for the personnel directly engaged in providing the service, including
supervisory personnel, other direct costs and attributable overheads.
As per the provisions of Income Tax Ordinance 1984 (ITO), IT enabled services are subject to tax exemption until 30 June
2011. However, income from sources other than IT enabled services are taxable as per Income Tax Ordinance 1984.
Applicable income tax for such other income is 37.5%. as per Finance Act 2010.
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constituted under an irrevocable trust, while the employees also contribute an equal amount to the fund as per the rules
of the trust deed.
The company recognises contribution to defined contribution plan as an expense when an employee has rendered
Notes to the Financial Statements
services in exchange for such contribution. The legal and constructive obligation is limited to the amount it agrees to
contribute to the fund.
3.10 Provisions
A provision is recognised in the statement of financial position when the company has a legal or constructive obligation as
a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation and a
reliable estimate can be made of the amount of the obligation. Provision is ordinarily measured at the best estimate of the
expenditure required to settle the present obligation at the date of statement of financial position. Where the effect of
time value of money is material, the amount of provision is measured at the present value of the expenditures expected to
be required to settle the obligation.
Computer and other IT equipment (Note 4.1) - 8,207,244 - 8,207,244 - 16,804 - 16,804 8,190,440
Computer and other IT equipment include laptops, notebooks, scanners and other IT related accessories.
Capital work in progress as at 31 December 2010 comprises cost incurred in process of building data centre (Tk. 101,187,283), IT equipment in process of installation (Tk. 56,657,810) and installation
charges (Tk. 10,786,869).
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5 Inventories Taka
Software 103,488,179
Notes to the Financial Statements
103,488,179
This represents the cost of Network Engineering Resource Management (NERM) software acquired for GP and directly
attributable personnel costs. GPIT is responsible for installation of the software as per the 'Frame Contract for Supply of NERM
Software' with GP.
6 Accounts receivable
IT services to Grameenphone 210,935,580
IT operation maintenance to Cell Bazaar 6,464,717
IT services to Brac Bank Limited 1,523,994
IT services to Telenor Broadcast Holding AS 2,297,652
221,221,943
As at 31 December 2010, the above receivable does not include any receivable from:
Prepayments
Group insurance premium 3,631,615
NERM software implementation support (Note 7.2) 21,243,620
Other prepayments 153,155
34,076,775
8 Advance VAT
This includes debit balance of VAT current account, and VAT deducted at source (which can be reclaimed as input VAT) by
customers from the company's bills against which VAT deduction certificate and/or VAT challan are yet to be received.
9 Other receivables
Other receivables include receivable for reimbursable expenses from Telenor Star II AS, receivable from employee benefit funds
etc.
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16 Income tax provision Taka
Opening balance -
Provision made during the period 726,114
Notes to the Financial Statements
726,114
Less: Advance income tax paid (193,630)
Closing balance 532,484
18 Revenue
IT service revenue from:
Grameenphone (Note 18.1) 633,428,614
Cell Bazaar (Note 18.2) 4,955,746
Local customers 1,325,212
Telenor Broadcast Holding AS 2,297,652
642,007,224
Finance income represents interest earned on bank deposits, while finance expense represents mainly LC related charges.
22 Preliminary expenses
Legal and professional charges 4,276,065
Consultancy fees 9,586,693
Meeting expenses 8,210
13,870,968
These amounts represent pre-incorporation expense incurred in connection with formation of the company.
The company management has overall responsibility for the establishment and oversight of the company's risk management
framework. Risk management policies, procedures and systems are reviewed regularly to reflect changes in market conditions
and the company's activities. The company has exposure to the following risks from its use of financial instruments.
Credit risk
Liquidity risk
Market risk
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The above ageing schedule considers only the part of the accounts receivable for which invoices were raised on or before 31
December 2010.
Notes to the Financial Statements
10 bp increase 10 bp decrease
Taka Taka
Profit or loss during the period (115,123) 115,123
Equity (115,123) 115,123
As at 31 December 2010, GPIT had Tk.150 million non-funded credit facilities (LC facilities) with Standard Chartered Bank. No
funded facility was availed by the company from any bank or other financial institution during 2010.
25 Related party disclosures
During the period, the company entered into a number of transactions with related parties in the normal course of business. The
names of the related parties and nature of these transactions have been set out below in accordance with the provisions of
27 Capital commitments
As at 31 December 2010, Grameenphone IT Ltd had a capital commitment of Tk. 64,514,024 for purchase of IT equipment,
installation of such equipment and other implementation services.
28 Other Disclosures
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With a significant contribution to the GDP, and standing as one of the highest taxpayers to the government and with the recognition as
an organization with one of the largest number of employees, Grameenphone is moving our economy forward. Tax money builds
schools, colleges, hospitals and roads that directly add value to our everyday lives. Each new employment gives birth to new possibilities
and opportunities. And most importantly, a growing GDP bears the stamp of a nation’s improving infrastructure.
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Useful Information for Shareholders
4. Dividend
For the Year Dividend Rate Dividend Per Par Value Dividend
Share (BDT) Per Share (BDT) Type
2010 85% (Proposed Final Cash Dividend) 8.50 10.00 Cash
35% (Interim Cash Dividend) 3.50 10.00 Cash
2009 60% 6.00 10.00 Cash
2008 13% 0.13 1.00 Cash
In 2008* 400% - - Bonus Share
2007 62% 26.66 43.00 Cash
2006 60% 25.80 43.00 Cash
* In 2008, we capitalized a portion of our retained earnings through the issuance of bonus shares. The issuance was approved by our shareholders at the
Extra-Ordinary General Meeting of shareholders on July 15, 2009 and subsequently by the Securities and Exchange Commission.
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5. GP Share Performance at Stock Exchanges
I. Monthly Open, Close, High and Low share price and volume of the Company’s Shares traded at Dhaka Stock Exchange
Useful Information for Shareholders
Note:
a. The highest share price of Grameenphone Ltd. at Dhaka Stock Exchange Ltd. (DSE) was BDT 395.0 in February 2010 and the
lowest share price was BDT 187.0 in January 2010.
II. Monthly Open, Close, High and Low share price and volume of the Company’s Shares traded at Chittagong Stock
Exchange Ltd. (CSE) during the year 2010 are -
Note:
a. The highest share price of Grameenphone Ltd. at Chittagong Stock Exchange Ltd. (CSE) was BDT 396.5 in February 2010 and the
lowest share price was BDT 188.7 in January 2010.
III. Quarterly high-low price of the Company’s share for the year 2010:
DSE CSE
2010 2009 2010 2009
400
7,000
350
6,000
300
Volume in Thousands
5,000
Close Price in BDT
250
4,000
200
3,000
150
2,000
100
1,000
50
0 -
Jan-10 Feb-10 Mar-10 Apr-10 May-10 Jun-10 Jul-10 Aug-10 Sep-10 Oct-10 Nov-10 Dec-10
6. Subsidiary Company
Name of the Company Holding Nature of Business
Grameenphone IT Ltd. 100% Information Technology (IT)
(The Grameenphone IT Ltd. was incorporated on January 28, 2010)
7. Credit Rating
The Company’s credit rating was reaffirmed by Credit Rating Agency of Bangladesh Ltd. (CRAB) on January 10,2011.
Long Term Short Term
AAA ST-1
8. Company Website
Anyone can get information regarding Company’s activities, products & services or can view Annual Report 2010 at
www.grameenphone.com
9. Investor Relations
Institutional investors, securities analysts and other members of the professional financial community requiring additional
financial information can visit the Investor Relations section of the Company website: www.grameenphone.com
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Notes
Disclaimer
This report contains statements regarding the future in connection with Grameenphone’s growth initiatives, profit levels, outlook,
strategies and objectives. All statements regarding the future are subject to inherent risks and uncertainties, and many factors may lead to
actual profits and developments deviating substantially from what has been expressed or implied in such statements.