Professional Documents
Culture Documents
The Shareholders 14
Organizational Structure 17
Directors’ Profile 22
Profile of the Management Team 26
Chairman’s Message 30
CEO’s Message 32
Directors’ Report 55
Report of Audit Committee 64
Auditors’ Report 66
Statement of Financial Position 67
Statement of Comprehensive Income 68
Statement of Changes in Equity 69
Statement of Cash Flow 70
Notes to the Financial Statements 71
This is
Grameenphone
Grameenphone Ltd., the largest telecommunications service provider in Bangladesh,
received its operating license in November 1996 and started its service from March
26, 1997, the Independence Day of Bangladesh.
Grameenphone
02/03
Dreaming together
Rubel Hossain is the 21 years old speedster of our national cricket team; chosen from thousands. The youngest
as well as the fastest pacer so far in Bangladesh with an average speed of 92 miles per hour, Rubel’s name is
recognized by millions of cricket fanatics across the world. His pace is feared by the top international batsmen
– especially those who have found themselves at the crease facing a charging Rubel.
Pacer Hunt in 2007, Rubel Hossain towered above all and took his first step towards becoming a key player in
a nation’s collective dream. He joined the Bangladesh national team in 2009, and, he has never looked back.
Together with his teammates, they have taken us to glorious and even unexpected victories, often against all
odds. Rubel’s story is not just a true example of achievement through grit and determination, but also that of a
collective dream shared by 160 million people, in which he stars with his 10 other teammates.
Rubel Hossain
National Cricketer
Grameenphone
04/05
Together with his
teammates, the team has
taken us to glorious and
even unexpected victories,
often against all odds. A
cricket team powered by a
collective dream has given
our nation the right to roar
mightily as “The tigers”.
Grameenphone
06/07
Our
Vision
Mission &
Values
“We are here to help”
Vision, Mission & Values
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
Grammenphone 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.
Grameenphone
08/09
Performance at a Glance
Performance
at a Glance 2009
Revenue
65.3 Bn
e
ar
Sh
Gr
6%
os
er
sP
sp
ro
ng
fit
i
rn
Ea
391% 12%
Operating Profit
NAV per Share
64% 34%
22% 61%
Ne Flo
x
Ta
tO w
e
pe per
or
15.0 Bn
ef
ra Sh
b
tin a
it
g re
of
Ca
402%
Pr
sh
Corporate Directory
Company Name Human Resources Committee
Grameenphone Ltd. Per Erik Hylland (Chairman)
M. Shahjahan
Company Registration No. Arnfinn Groven
C-31531 (652)/96 Hossain Sadat (Secretary)
Treasury Committee
M. Shahjahan (Chairman)
Pal Stette
Raihan Shamsi
Imdadul Haque (Secretary)
Grameenphone
10/11
Business Review
2009: A Year of Innovation
The year 2009 has been a fantastic year for Grameenphone from many fronts – we have successfully been able to
introduce various “first of its kind” innovative products and services to the market. The biggest news, however, for the
company has been successful listing of Grameenphone in November 2009 – which was the largest IPO in the history of
Bangladesh capital market.
Notably the company crossed the 23 million subscriber mark in December 2009, and saw both a steady revenue growth
from quarter to quarter and increasing EBITDA margins – despite declining ARPU (Average Revenue Per User).
The most significant BIG introductions for the company have been the launch of our internet vision “light will find its way”
with the GP-branded EDGE Modem in February; the introduction of the Grameenphone branded handset V100 into the
market in August; and the launch of the StudyLine service in October 2009.
Among the other notable launches were the mobile back-up service and the in-flight roaming service. The Samsung
handset bundle offer for Bengali New Year met with a great response allowing subscribers to choose between two handset
packages at the two attractive package rates of BDT 5,899 & BDT 1,899 respectively.
Grameenphone formally signed two separate agreements with ICX (Interconnection Exchange) operators, GETCO
Telecommunications Ltd. and M&H Telecom Ltd. for routing domestic inter-operator calls and International calls to and
from GP subscribers, and IGW (International Gateway) operators, Bangla Trac Communications Ltd. and NovoTel Ltd., for
routing International calls to and from GP subscribers respectively.
2009 was also the year the company took a deeper look at environment and took the lead in protection of the environment
in Bangladesh when the environment and climate change campaign was launched in June 2009. The objective of the
campaign was to support a healthier environment by both reducing GP’s carbon footprint. GP’s environmental roadmap
aims to promote a low-carbon society and taking responsibility for its own carbon emissions. The program aims to reduce
carbon emissions by 30-40% within 2015 from business as usual situation considering 2008 as the baseline.
The collaborative project with the Prothom Alo in the collection of letters from 1971, culminated in the publication of a book
“Ekatturer Chithi” in March 2009. As CEO, Oddvar Hesjedal explained at the onset of the project in December 2008, the
project comes “from the heart and will leave behind in its wake a document which will help to preserve an important part of
history through the letters written by the Freedom Fighters to their near and dear ones.”
The issue was formally declared for trading on conclusion of signing of the Listing Agreement, which gave the go ahead for
the Grameenphone shares to begin trading in the Dhaka and Chittagong stock exchanges the same day. Public
subscriptions for shares of Grameenphone was the biggest public offer in Bangladesh history and mobilized a fund of BDT
4.86 billion with the allocation of nearly 69.5 million shares.
Following the approval for Grameenphone’s initial public offering (IPO) by the Securities and Exchange Commission (SEC)
of Bangladesh earlier in August 2009, the subscription process opened on October 04, 2009 and continued till October
08, 2009 to overwhelming response and was subscribed by more than three times. Interested investors were asked to
submit their applications through 503 branches of 15 commercial banks and the Investment Corporation of Bangladesh.
While the face value of each Grameenphone share was BDT 10 each, the actual issue price was BDT 70, which included a
premium of BDT 60. The market lot was fixed at 200 shares, which meant that potential investors paid out BDT 14,000 with
each application.
Business Review
The subsequent IPO Lottery was concluded at the Bangabandhu International Convention Center (BICC) on October 28,
2009, amidst huge, unprecedented participation from investors and the interested general public. Over 300,000
Grameenphone shares were allocated through the IPO and a pre-placement offer (PPO) process. In total around BDT 9.72
billion, or 10 per cent of the company’s valuation, was mobilized in two installments with BDT 4.86 billion raised through
pre-placement (PPO), which was completed earlier in December 2008, and the rest BDT 4.86 billion was raised through
the IPO. The total amount raised represented seven percent of the total DSE market capitalization.
Business Highlights
The biggest highlight for 2009 has been the launch of the Grameenphone branded handset – Grameenphone V100 – in
August. This was first time that a mobile phone operator in Bangladesh brought its own handset to the market. The handset,
priced at an affordable BDT 3,199, featured with a camera, FM radio and internet browsing facilities and had an inbuilt ‘GP
menu’ which listed all the attractive GP value added services in a single menu. The handset has a full color display and dual
language option for both Bengali and English menus.
Overall, the GP handset provided a subscriber everything he or she needed from a mobile phone at a very affordable price;
and, backed by Grameenphone reliability, the handset received overwhelming response from the market.
2009 also saw the launch of Grameenphone’s new internet vision “Light will find its way” and the launch of a special
internet SIM for internet access, in February. The move followed closely after an ISP license was granted to the Company. GP
also pledged to expand its internet platforms and develop more internet-related products and services. Currently
Grameenphone has over 4.3 million EDGE subscribers making the company the largest ISP in the country.
Among other customer services introduced in the year was the in-flight roaming service and mobile backup service.
In-flight roaming offers our international roaming subscribers with roaming facility during the flight. The service was initially
available on Emirates flights and has been extended to Malaysian Airlines, Qantas, Turkish Airlines and Saudi Arabian
Airlines. Subscribers onboard can use in-flight roaming after the aircraft leaves Bangladesh air space.
Mobile backup protects subscribers, who avail the service, from data loss on their phones. This service supports a
wide-range of mobile devices, including Symbian, J2ME, Windows Mobile and BlackBerry handsets.
The international SMS service has also been extensively expanded in 2009 to include 542 operators around the world to
include African countries like Ivory Coast, Rwanda and Liberia – which were long-pending expectation from the Bangladesh
Armed Forces to facilitate cheaper communication for family members posted in those locations.
As a company that serves to provide its subscribers solutions to make life easier, Grameenphone launched the StudyLine
service in June. StudyLine is accessible from any Grameenphone connection through a short code and callers can receive
education-related information from a human agent. In addition to other services, StudyLine offers admission information
on local schools, colleges and universities, as well as admission procedures for renowned universities from around the world
including up-to-date information on standardized tests like IELTS, SAT, GMAT, and GRE, etc.
Grameenphone has also partnered with the government in various projects, the most significant of which are the Early
Warning service, with the Ministry of Food and Disaster Management to disseminate early disaster warning to the people in
disaster-prone areas through the mobile phone’s cell broadcast function; and the partnership with the Bangladesh Post
Office and the Bangladesh Railway.
Under the terms of the agreement with the Bangladesh Post Office (BPO) Grameenphone has supplied 24,000 special SIM
cards to the employees of the BPO working in 8,000 Extra Departmental Sub and Branch Post Offices across the country.
These special SIMs feature a combination of the Flexiload (top-up) and GPPP (Grameenphone Public Phone) facilities; the
postmen will use these SIMs to both supplement their own income in the rural areas and facilitate communication between
themselves and the central post office.
In another business development, Grameenphone signed agreements with ICX (Interconnection Exchange) and IGW
(Interconnection Gateway) operators to route international calls to and from GP subscribers. This was done in compliance
with the ILDTS (International Long Distance Telecommunication Services) Policy 2007 which required that mobile
operators establish physical interconnection with ICXs and logical interconnection with IGWs via ICXs.
Implementation of the ILDTS Policy has removed the sole dependency on state-owned BTCL (Bangladesh
Telecommunications Company Limited) for international traffic business and introduced a competitive business
environment.
Grameenphone
12/13
The Shareholders
The shareholding structure comprises of mainly two sponsor Shareholders namely Telenor Mobile Communications AS
(55.80%) and Grameen Telecom (34.20%). The rest 10.00% shareholding includes General public & other Institutions.
Telenor's strong international expansion in recent years has been based on leading-edge expertise, acquired in the
Norwegian and Nordic markets, which are among the most highly developed technology markets in the world. It has
substantial International 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, Russia, Ukraine,
Serbia, Montenegro, Thailand, Malaysia, Pakistan and India with more than 174 million mobile subscriptions worldwide as
of December 31, 2009.
The Shareholders
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.
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 to the poor rural women with access to modern
information and communication-based technologies.
GTC is also one of the three National distributors of Nokia brand handsets in Bangladesh and also 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 & 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.
Grameenphone
14/15
The Shareholders
GP Organogram &
Management
Board of Directors
Board
Audit Committee
Delwar Hossain
Azad*
Financial Services
Mustaque Ahmed*
Strategy
Oddvar Hesjedal
Farhad F. Ahmad*
Chief Executive
Internal Audit
Officer
Serajus Saleheen*
Wholesale Business
**Ishtiaq Hussen
Chowdhury* Raihan Shamsi
Stakeholder Deputy CEO Arne Viggo
Relation Aronsen*
Sourcing
Department of
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.
Grameenphone
16/17
A family made of dreams
What does it take to be a family? Is it just a bond shared between people connected by blood? Or a connection
shared between individuals bonded by loyalty, devotion and similar aspirations? Perhaps no one knows better
than Amir Hossain, aged 52, and a proud member of one of the largest families around; over 4800 individuals
looking out for each other, sharing the same goals and thinking uniquely, yet collectively.
History talks about many such examples when people came together; each individual being as unique as they
are, but tied as one by a belief that’s greater than each of them. During times of war, times of peace, times of
unforeseen catastrophes, times of unimaginable discoveries, times of oppression, times of revolution, times of
mourning and during times of celebration – we have chosen to set aside our differences and become part of
one family, sharing a single dream.
Amir Hossain is one of the oldest members of a family bonded together by a single dream; connected together
with a mission to connect others, former strangers become members of a family - the Grameenphone family.
Amir Hossain
Office Assistant
Grameenphone
18/19
The family which Amir Hossain
belongs to is built on the very
essence of relationships shared
between people and their
families. And, the commitment
towards ensuring that families
always “Stay Close”, is the single
dream that ties together the
Grameenphone family.
Grameenphone
20/21
Directors’ Profile
Mr. Sigve Brekke was appointed to the Board on September 1, 2008, and is also
chiarman of Grameenphone Board. Mr. Brekke has held a number of positions in the
Telenor Group. He joined Telenor Asia PTE Ltd. in 1999 as Manager of Business
Development, and later became Managing Director. He served as the co-CEO of
Total Access Communications PLC (“DTAC”) from 2002 to 2005, and became sole
CEO from 2005 till September 1, 2008. Most recently, in July 2008, he was
appointed as Head of Telenor Asia. Prior to joining Telenor, Mr. Brekke served as the
Deputy Minister (State Secretary) of Defence in Norway in 1993 and was also an
associate research fellow at the John F. Kennedy School of Government, Harvard
University. Mr. Brekke holds a Master of Public Administration from John F. Kennedy
School of Government, Harvard University.
Sigve Brekke
Ms. Hilde Tonne was appointed to the Board on January 20, 2010. She currently serves
as Executive Vice President and Head of Communications & Corporate Responsibility,
Telenor Group. Ms. Tonne came to Telenor in 2007 from Norsk Hydro, where she was
Head of Technology & Research in Hydro Oil & Energy. During the years from 1991 to
1999, Ms. Tonne held various positions in Saga Petroleum. From 2000 to 2007, she
served in several managerial positions in Hydro. Ms. Tonne serves on the Board of
Directors in Det Norske Veritas AS and Statkraft AS. She obtained a Master of Science
in Petroleum Technology from the Norwegian Institute of Technology in Trondheim,
Norway and RWTH Aachen in Germany.
Hilde Tonne
Directors’ Profile
Ms. Nurjahan Begum was appointed to the Board on January 20, 2010. She is currently
serving as Deputy Managing Director of Grameen Bank, and also as honorary Managing
Director of Grameen Shikkha (Education), a non-profit organization in the Grameen
family. She was one of the earliest associates of Professor Muhammad Yunus when the
latter started the Grameen Bank Project in 1976 in the village Jobra in Chittagong district
of Bangladesh. Ms. Nurjahan, who studied Bangla Literature and Culture at Chittagong
University, played an important role in organizing poor rural women in Grameen Bank’s
grassroots groups during the bank’s earliest and most challenging days. She was the first
‘Principal’ of the Grameen Bank Training Institute. She served as consultant, trainer and
evaluator of microcredit programs in many countries and lectured at different
universities, conferences and seminars in different countries of the world. She is also
serving on the Board of several organizations including Grameen Foundation, USA. She
was awarded the Susan M. Davis Lifetime Achievement Award 2008 by Grameen
Nurjahan Begum Foundation. She was also awarded World Summit Millennium Development Goals Award
2009 and the Vision Award 2009. She participated in the Fortune Most Powerful
Women Summit held in Los Angeles in 2007 and was appointed president to the
Foundation for Justice Prize giving ceremony held in Valencia, Spain in 2007.
Mr. M. Shahjahan was appointed to the Board on June 26, 2006 and is also chairman of
our Treasury Committee and Board Audit Committee. He currently serves as the General
Manager and Head of the Accounts, Finance, Planning, Monitoring and Evaluation
Division of Grameen Bank. Prior to joining us, he served in several executive management
positions in Grameen Bank, including Chief of the Audit Department and Zonal Manager.
Mr. Shahjahan is a member of the Board of Directors of several Grameen peer companies
that work in the fields of health, education, agriculture, welfare, renewable energy,
telecommunications, venture capital financing and merchant banking. He obtained,
from the University of Dhaka, a Bachelor of Commerce (Honours) in Accounting in 1976,
as well as a Masters degree in Accounting in 1977 and a Masters degree in Finance in
M. Shahjahan 1981. He was awarded ICAB Medal (Silver) for passing the ‘C.A Intermediate’ examination
at the earliest eligible chance in 1981.
Grameenphone
22/23
Directors’ Profile
Mr. Per Erik Hylland was appointed to the Board on June 25, 2007 and is also chairman
of our Human Resources Committee and Health, Safety, Security & Environment
Committee. He is Senior Vice President in Telenor Asia and serves as Country Manager in
Bangladesh. Mr. Hylland has professional experience in the banking, information
technology and telecommunications industries. He joined Telenor in 1994 and since
then has held several senior management positions. During the past eleven years, he
has worked in ten countries as a Telenor representative for Central and Eastern Europe,
North Africa and Asia. During the same period, Mr. Hylland acted as a director for Telenor
companies in Austria, the Czech Republic, Hungary and Slovakia. He is an information
Per Erik Hylland technology engineer educated in the Norwegian Ministry of Defence.
Mr. Md. Ashraul Hassan was appointed to the Board on January 20, 2010. He currently
serves as Managing Director of Grameen Telecom, engaged in promoting and providing
easy access to GSM cellular services in rural Bangladesh. He also serves as Managing
Director of Grameen Knitwear Ltd., Grameen Distribution Ltd. and Grameen Fabrics &
Fashions Ltd. He gained diversified knowledge in textile sector specially in the field of
composite knit wear having wide exposure in the industrial management, export market,
labour management and so on. He started his professional career in Grameen Bank, the
Nobel Peace Prize winning organization. During his 15 years tenure with the Bank, he
held various key positions including the Chief of Engineering section. He has gained
extensive knowledge in the field of construction engineering and extended notable
contribution for the infrastructural development of the Grameen Bank. He serves as a
member of the Board of Directors of several enterprises of Grameen family which play
Md. Ashraful Hassan
commendable role in the fields of renewable energy, health care, food & nutrition,
information technology, etc. He holds Bachelor of Science in Civil Engineering from
Khulna University of Engineering and Technology, Bangladesh.
Mr. Knut Borgen was appointed to the Board on January 20, 2010. He currently serves as
Senior Vice President - Business Development, Telenor Asia (ROH). Mr. Borgen has
professional experience in banking and telecommunications industries. He joined
Telenor in 1997. He has been working in the Asian region since 2001. He is currently a
member of the Board of Directors of Telenor Pakistan and Total Access Communications
(Thailand). He obtained a B.A. in Economics from San Jose State University in 1984 and a
Master of Business Administration from University of Michigan in 1987.
Knut Borgen
Directors’ Profile
Mr. Snorre Corneliussen was appointed to the Board on the March 23, 2009. In January
2009, he joined the Telenor Asia office, and from 2005 he was serving as Senior Advisor
at the Telenor Global Coordination in Norway. Mr. Corneliussen started in Telenor in
2003 as Operations Manager responsible for the operations of the fixed, mobile and
data networks in Norway, Sweden and Denmark. Before he began working for Telenor,
Mr. Corneliussen held several positions in Ericsson. He started working as a researcher in
1997 then became a project leader and led several of the early 3G and IP related
development projects. In 2000, Mr. Corneliussen became a Product Manager before he
moved to Sweden in 2001 and worked as project office manager at the Ericsson head
office in Stockholm. He is currently a board member at DTAC in Thailand. Mr.
Corneliussen holds a Master of Business Administration degree from the Norwegian
School of Economics and Business Administration (NHH). He holds a Master of Science
Snorre Corneliussen degree in telecommunication from the Norwegian School of Technology (NTH) and he
has additional education in Social Economy from the University in Oslo (UiO). Mr.
Corneliussen has also studied leadership development at Harvard Business School.
Dr. Jamaluddin Ahmed FCA was appointed to the Board on March 19, 2010 as the
Independent Director. Dr. Jamal is a Partner at Hoda Vasi Chowdhury & Co., Chartered
Accountants, which is the associate firm of Deloitte & Touche in Bangladesh. He is the
current president of the Institute of Chartered Accountants of Bangladesh (ICAB). Dr.
Jamal is engaged in assignments in Financial, Banking and Energy Sector industries. He
worked as country specialist in Migrant Remittance Management. He was involved in
DFID funded Cheque Automation, Automated Clearing System and in the development
of National Payment System in Bangladesh. Over his professional career, Dr. Jamal has
written copious publications and conducted numerous research papers on various
Dr. Jamaluddin Ahmed FCA aspects. Recently, Dr. Jamal completed his research paper on mobile banking for speedy
remittance to rural Bangladesh, Cost and Pricing of Remittance - A Comparative Study.
Moreover, he conducted a Study in 2008 on the Mobile Banking in Afghanistan for the
Micro Finance Transaction funded by the USAID. Dr. Jamal is currently working as
Independent Director of four other organizations. He holds Masters degree in
Accounting from Dhaka University, PhD from the Cardiff Business School, under the
University of Wales United Kingdom, and he is also a fellow of the ICAB.
Grameenphone
24/25
Profile of the
Management Team
Profile of the Management Team
Mr. Oddvar Hesjedal was appointed as our Chief Executive Officer effective from November 10,
2008 after joining us as Chief Technical Officer in June 2008. He was a Senior Vice President
of Telenor, and had held senior management positions within the Telenor Group over the last
15 years. He was Chief Technical Officer and Chief Operating Officer of Kyivstar GSM, Ukraine
from 2004 to 2006, Head of Corporate Strategy of Telenor AS from 2001 to 2003, Head of
Corporate Research & Development of Telenor AS from 1995 to 2001 and Chief Information
Officer of Telenor AS from 1993-1995. He previously headed the International Broadband
Initiative within the Telenor Group, in 2005. He has been a member of numerous Boards of
companies within and outside Telenor. Before joining Telenor, he was the Chief Executive
Officer of software and consultancy companies in Norway and Sweden. He holds a Masters
Oddvar Hesjedal
degree in computer science from the University of Oslo. CEO
Mr. Raihan Shamsi was appointed as our Deputy Chief Executive Officer and Chief Financial
Officer, effective from March 9, 2010. He also remains as Company Secretary, a position he has
held since 2005. He was previously our Chief Corporate Affairs Officer and, before that,
Director of Financial Management & Head of Internal Audit. Prior to joining us in late 2001, he
worked in a number of multinational organizations, including Shell, Unilever and KPMG
Bangladesh. He is a Chartered Accountant in profession and has been working in financial
management and internal control functions for around twelve years.
Raihan Shamsi
Deputy CEO & CFO
Mr. Arnfinn Groven was appointed as our Chief Human Resource Officer, effective from January
19, 2009. He was previously Director of Customer Services. He joined us as Senior Advisor in
the Customer Management Division in August 2007. He started his career in 1984 at the Work
Research Institute in Oslo as a Scientific Assistant. For the next 12 years, he developed his
expertise in human resource management and career counseling in different reputable
organizations in Norway. In 1996, he joined the Telenor Consumer Customer Service. In 2000,
he became the Operational Director of Telenor Customer Service in Oslo. He is currently on
secondment from Telenor. He holds a degree in Psychology from the University of Oslo and an
executive degree on the Telenor International Management Program from the Stockholm
School of Economics. Arnfinn Groven
CPO
Profile of the Management Team
Mr. Frode Stoldal was appointed as our Chief Technology Officer, effective from January 19,
2009. He joined us as Chief Information Officer in November 2007 and is on secondment from
Telenor. Prior to that, he was with Telenor for approximately seven years in a number of senior
positions, including Project Director for Global Coordination, Strategy Adviser for Group CIO
and Head of CRM solutions for Telenor Norway. Prior to joining Telenor, he worked for four
years in the consulting and internet industry, for PricewaterhouseCoopers and Infostream. He
holds a Masters degree in Technology Management from NTNU/Massachusetts Institute of
Technology, Sloan School of Management, Boston, specializing in Business Value of IT. He also
holds a Master of Science in Economics and Business Administration from the Norwegian
Frode Stoldal School of Economics and Business Administration and he has a Business degree specialized in
CTO Managing Networked Businesses from Harvard Business School.
Mr. Arild Kaale was appointed as our Chief Marketing Officer, effective from September 10,
2009. Before joining Grameenphone he was Chief Marketing Officer in Telenor Promonte, the
number one operator in Montenegro. While with Telenor and Promonte, he has been a part of
the Board of Directors of Penetrace in Norway. After three years serving as a second lieutenant
in the Norwegian armed forces, Arild started his career as Managing Director in
Lasbuakonsernet in 1995. He joined Scandinavian Airlines System in 1997, working both in
Sweden and in the US with Star Alliance related activities. In 1998 he was appointed Marketing
Director for the Swedish market. Before joining Telenor Zonavi as Commercial Director he
served in Office 24-7 AS in the capacity of Nordic Marketing Director. In 2003, Arild joined
Telenor Business Norway as Head of Marketing with responsibilities of marketing/CRM
Arild Kaale activities, segment management, analysis and training. Arild has also been responsible for
CMO third party distribution within the business segment in Norway. Arild holds a Masters of Business
and Economics from Bedriftsokonomisk Institute in Oslo and Indiana University in the US.
Mr. Kazi Monirul Kabir was appointed as our Chief Communications Officer, effective from
September 01, 2009. He has been a part of Grameenphone since April 2008 when we joined as
the Head of Regional Sales to lead the largest team in Grameenphone. He moved to
Communications Division as Head of Market Communication before being appointed as the Chief
Communications Officer. He has extensive experience spanning over 11 years in the corporate
world. He started his career at British American Tobacco Bangladesh where he received
numerous accolades for his role in Trade Marketing & Distribution, Brand Communication and
Change Management at company level. He was the architect of the Direct Sales team of
Banglalink GSM that was pivotal in the achieving wide reach and sales volumes that the initiatives
generated. He has also held an Executive Director position at one of the leading media agencies
Kazi Monirul Kabir in the country. Prior to his corporate life he had completed his Bachelors of Business
CCO
Administration from School of Management & Business Administration of Khulna University.
Mr. Mahmud Hossain was appointed as our acting Chief Corporate Affairs Officer, effective from
March 08, 2010. Immediately prior to taking on this role, Mahmud was serving as General
Manager, Regulatory Affairs of Corporate Affairs – a position he has held since August 2009. He
started his career as a telecom professional since the beginning of the liberalization of the
industry in Bangladesh in 1990. He joined the Technical team of Hutchison BD Telecom
(presently CityCell) after his completion of Bachelors degree in Electrical & Electronic
Engineering from the Bangladesh University of Engineering & Technology (BUET). Later he did
his MBA (majoring in Finance) from IBA, University of Dhaka, and his Masters (Telecom) from
Concordia University, Canada. Mahmud had earlier worked for Grameenphone as Additional
Mahmud Hossain General Manager in Network Operations for a brief period in 2000-2001.
Acting CCAO
Grameenphone
28/29
2009 has had a great year, least of because Grameenphone has been successfully listed in the local stock exchanges – the
listing was the result of countless man-hours and incredible effort from a large dedicated team.
The IPO was also a demonstration of the cooperation and commitment we have received from the government and
regulatory bodies to transform Grameenphone into a public listed company.
It has been no small feat that the Grameenphone IPO was the largest single issue in Bangladesh for both the Dhaka and the
Chittagong bourses; we all expect that the company as well as the shareholders will both gain immensely from this exposure.
The company has seen gradual increase in EBITDA margins in 2009, despite a slight drop in the last quarter compared to the
last quarter of 2008 – but this has been mainly due to higher subscription acquisition cost. However, capital expenditure has
decreased through 2009 in line with traffic demand. Notably capital expenditure for the fourth quarter of last year included
BDT 5.9 billion (590 crore) for acquiring additional frequency.
This frequency has helped greatly in expanding our mobile services to 23 million subscribers nationwide, although the SIM
tax still remains to be the biggest barrier for subscriber growth for the industry. It is very evident that subscriber growth is
affected by the existing high SIM tax because when it is passed onto the customer it significantly reduces the number of new
connections.
Nonetheless at the end of 2009, the number of subscriptions has crossed 23 million, which translates to a little over 44% of
market share.
Grameenphone has invested heavily in Bangladesh and will continue to do so. So far the Company has invested more than
BDT 149.5 billion (BDT 14,950 crore) in Bangladesh; last year 2009 alone Grameenphone invested over BDT 10 billion (BDT
1,036 crore).
As a strong corporate house in Bangladesh, Grameenphone has paid Bangladesh Government BDT 28.7 billion (BDT 2,870
crore) as direct taxes, VAT and duties, and in fees paid to the Bangladesh Telecommunication Regulatory Commission
(BTRC). Additionally, Grameenphone paid another BDT 1.8 billion (BDT 180 crore) through commercial agreements with the
Bangladesh Railway (BR) and Bangladesh Telecommunications Company Limited (BTCL).
Happily the Grameenphone network presently covers almost the entire population with more than 12,700 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.
Among the major developments in 2010, in the period before publication of this Annual Report, the Board of Directors of the
Company, at its 99th meeting held on January 20, 2010, decided to form a new wholly-owned subsidiary named
'Grameenphone IT Ltd.'. The objective of this company is to provide IT related services to Grameenphone and other external
parties. This new subsidiary was incorporated on 28 January 2010.
Additionally Grameenphone is in the process of signing telecom infrastructure sharing agreements with other telecom
Message from
operators and internet service providers. In 2010, Grameenphone Ltd has signed agreements with Orascom Telecom
Bangladesh Limited (Banglalink), and Axiata Company Limited (AKTEL) to share telecom infrastructures. This initiative will
mutually benefit both operators in terms of providing faster and cost effective services to subscribers.
Significantly the Grameenphone listing has been the biggest public offer in Bangladesh history, mobilizing a fund of BDT
4.86 billion with the allocation of nearly 69.5 million shares; accounting for almost seven percent of the market
capitalization of the Dhaka Stock Exchange (DSE) alone. We could not done any of this had it not been the trust placed on
us by the investors.
IPO aside, we saw an addition of 2.27 million new subscribers for the Company, boosting our subscriber base to more than
23 million or a little over 44% market share when we ended the year. However the BDT 800 SIM tax continues to be a major
barrier for greater tele-penetration in the country.
The year 2009 has been eventful with the launch of many unique innovative services. We launched our internet vision and
the GP-branded internet (EDGE) Modem in February with the promise that “light will find its way,” following the approval of
our ISP license. Then in August, for first time ever by a mobile operator in Bangladesh, we introduced a Grameenphone
branded handset into the market, to great appreciation.
In October 2009, we introduced a service called StudyLine which is accessible from any Grameenphone connection
through a short code for callers to receive education-related information through a human agent.
We continue to explore avenues for introducing financial services through the mobile phone and have made significant
headway in 2009 with the expansion of our BillPay service to include many more utility companies in its fold. We are
exploring the possibility of other financial services that may bring an immediate benefit to the people of Bangladesh –
remittance services.
Effectively, remittance services over the mobile network would easily reach locally or internationally remitted funds almost
to the receiver’s doorstep – cost efficiently and hassle-free. Moreover, remittance services would usher in financial
accountability to the more informal rural financial sector.
Our climate initiative led us to roll-out 12 solar and 1 wind power BTS across the country. I am proud to say that our climate
change initiative was recognized internationally when Grameenphone, jointly with Huawei Technologies Ltd., was awarded
the “Green Mobile Award” at the GSMA Asia Congress last November for our climate-friendly new network equipment.
2010 promises to be full of opportunities to expand our business and ICT expertise to meet new development challenges
as well as offer yet even more innovative products and services for our customers. Again, 2010 will also be our first year as
a listed company and this status brings up additional challenges both in terms of information protection and disclosure.
In my opinion, in an environment of heightened competition triggered by the possible entrance of a new player in the
market, the playing field is ripe for action and the possibilities are rich with potentials. Sound competition and
The Board of 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 ensure maintaining of compliance with all applicable laws of Bangladesh and
internally developed policies, procedures and controls.
Board of Directors
The Directors of the Board are appointed by the Shareholders in the Annual General Meeting (AGM) who are accountable
to the Shareholders. The Board is responsible for guiding the Company towards the goal set by the Shareholders. The Board
also ensures that Grameenphone Policies & Procedures and Codes of Conduct are implemented and maintained; and the
Company adheres to generally accepted principles for the governance and effective control of Company activities. In
addition to the other legal guidelines, the Grameenphone Board has also adopted “Governance Guidelines for the Board”
for ensuring better governance in the work and the administration of the Board. The Board of Directors in Grameenphone
is comprised of nine members 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 the provision of the
Articles of Association (AoA) of the Company, the Board of Directors in its 101 st Board meeting held on March 19, 2010
appointed an Independent Director to the GP Board.
The AoA requires the Board to meet at least four times a year and otherwise when duly called for in writing by a Board
member or Shareholder. Dates for Board Meetings in the ensuing year are decided in advance and the notice of each Board
Meeting is served in writing.
Corporate Governance
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 as a sub-committee of the Board and has
jurisdiction over Grameenphone and its subsidiaries. The audit committee is comprised of three members of the
Board including an 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 fulfilling its oversight 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 Code 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.
Company Secretary
The Board of Directors appoints Company Secretary and defines his/her roles & responsibilities. In GP, among other
functions, the Company Secretary:
bridges between the Management and the Shareholders/Board on strategic and statutory decisions and
directions.
acts as a quality assurance agent in all information stream towards the Shareholders/Board.
is responsible for ensuring that the appropriate Board procedures are followed and advises the Board on Corporate
Governance matters.
Grameenphone
34/35
Corporate Governance
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 the business activities of the Company so as to promote the
interest of the investors.
As opposed to traditional budgets where targets, resource allocation and forecasts are combined, the Going
Dynamic concept manages the aforesaid three processes separately. By separating these three processes, the
model tries to eliminate the "budget-gaming" and re-focuses on initiatives to minimize the gap between the targets
(KPIs) and forecasts and drive business towards ambitions. The corporate level initiatives are cascaded down at
divisional & individual levels and reviewed and monitored continuously against the forecasts, which serves as a radar
screen, showing the future outcome of actions undertaken. Targets/KPIs are set on relative terms to reflect the
changes in business environment and thus ensuring a performance culture focused on attainting strategic
ambitions. Resource allocations are aligned with strategic ambitions through the setting of relative KPIs.
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 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.
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 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 explicitly provides
guidelines for the appointment, scope of work and retirement of auditors. Shareholders appoint auditors and fix their
Corporate Governance
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, disciplined approach to
evalua te 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 administ ratively 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 assu rance and consulting activities through management of three distinct audit
streams: Finance, Technology and General Business processes. Additionally, a separate team is responsible for
quality assu rance of internal audit activity. A risk-bas ed 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 ensu re achi evement of internal audit delive rables.
Five essen tial components of Internal Control; Control Environment, Risk Assessment, Control Activities, Informa tion
& Communication and Monitoring are embedded into the Governance culture of Grameenphone.
g) Risk Management
Risk Management at Grameenphone is concerned with earning competitive returns from the Company’s various
business activities at acceptable risk level. It supports the Company’s competitiveness by developing a culture,
practice and structure that systematically recognize and addresses future opportunities whilst managing adverse
effects through recognizing risk and acting appropriately upon it. The Company has well defined risk management
policy, procedures and processes to mi tigate strategic and en terprise level risks.
Further to address & manage risk, the Company also works on ensuring,
Implementation & good practice of required policies & p rocedures
Controls on different Revenue Assurance & Fraud Management func tions
To achieve such target a strong set of control points in line with the principles of “Internal Control over Financial
Reporting (ICFR)” has been successfully implemented. These controls are fully aligned with globally recognized
apparatus, Sarbanes-Ox ley Act 2002. Grameenphone has been SOX successful for last four consecutive years 2006,
2007, 2008 and 2009.
Grameenphone
36/37
Corporate Governance
So to generate resilience in entire business operations Grameenphone started practicing world class Business
Continuity & Crisis Management since last year to avoid this kind of catastrophic situation and also to uphold the
shareholder’s value.
Business Continuity Management is a holistic management process that GP embeds in its business culture by
this time with several different methodical approach including disaster recovery planning, business resumption,
contingency planning, and crisis management planning etc.
Last year GP BCCM has reviewed all critical business processes and conducted Business Impact Analysis (BIA) of
all these processes and its dependent technology & IT systems. Through this rigorous analysis GP has been able
to find out the areas where it needs special attention. After successful completion of BIA, GP has formulated the
BCM Strategy, Disaster Recovery Plan, Department of Continuity & Recovery plans
To enhance crisis management capability GP BCCM has also conducted international level Crisis Management
Exercise last year at its own crisis management centre which is a separate location built only to handle the crisis
or disastrous situations. Many internal & external observers from home and abroad have observed this unique
exercise and appreciated this initiative of building robustness in management competence
In BCCM’s continuous journey it has got many initiatives like to foster business continuity management sense up to
regional level, awareness development, practice, rehearse & maintain of entire BCM life cycle in true sense so that
GP can leverage its business efficiency and generate more resilience to protect its shareholder’s value.
i) Codes of Conduct
Grameenphone has adopted a clearly defined Codes of Conduct approved by the Board of Directors for securing
good business ethics and conduct in all aspects of the Company’s activities. The Codes of Conduct are properly
communicated to all the employees and others acting on behalf, who are strictly required to abide by it.
community, GP has recently established the Investor Relations Department which will bridge the gap between
investors and the Company.
Institutional investors, security analysts and other members of the professional financial community , have the right
to know about GP , its developments and future directions on a broad basis. IR as a specialized department will keep
in touch with Investors community on proactive basis and will feed in the pulse of the capital market to the
management by maintaining required communication process.
The IR department is being headed by Head of Investor Relations with reporting to the Chief Financial Officer.
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.
Grameenphone believes in transparency and accountability to society as a whole through establishment of efficient and
effective Corporate Governance procedure. It also believes that Corporate Governance is a journey not a destination and it
needs to be continuously developed and adapted to meet the changing needs of a modern business.
Grameenphone
38/39
Shammi is a proud member
of our National Special
Olympics team, but she
isn’t just aparticipant, she
is a Gold Medal Winner in
Badminton at the Special
Olympics. Shammi is not
alone, Grameenphone
proudly sponsors her team
of special athletes–special
not because they are
different, but because they
are Olympians.
Grameenphone
42/43
Corporate Social
Responsibility
“A shared responsibility, for a common future”
While we maintain our business focus, taking the nation forward remains our top priority. Thus our relationship with
Bangladesh is built on a partnership, which strives to achieve common economic and social goals.
People
Social
Business
Investment
Corporate
Responsibility
Product Environment
Our Social investments are consolidated in three main focus areas, namely, Healthcare, Education and Environment.
Health
Almost half of the country’s population lives below the poverty line and are deprived from basic primary healthcare.
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 disadvantage
pregnant mothers and infants through over 300 Smiling Sun clinics located in 61 districts
around the country. So far 1,333,314 services have been provided to the economically
disadvantaged mothers and infants under this program. In 2009,
two clinic-on-wheels and five 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.
Grameenphone, jointly with Sight Savers International, has been organizing free Eye Camps to
ensure eye-care services since 2007. In total, 21 such free eye-camps have been organized
throughout the country and a total of 29,270 patients were given free eye care support, among
them 3,887 patients were administered Intra Ocular lens or cataract surgeries.
Corporate Social Responsibility
Education
The main goal of Grameenphone’s CSR Eductaion initiative is to provide access to education and information.
Grameen Shikhkha
Grameenphone provides scholarship to meritorious but underprivileged
students through a scholarship fund at different academic levels, in
collaboration with Grameen Shikhkha, an organization of Grameen Bank Family.
Information Boat
Grameenphone, in partnership with CARE Bangladesh, started the “Information Boat” project. Boats are also equipped with
digital contents, such as livelihood and agricultural information, suited for the specific areas served by the designated
boats. A typical information Boat is equipped with computers, Internet, photocopies, fax machines, printers, webcams and
scanners. So far, four such Information Boats have been launched in the northeast region.
Environment
Our Environmental campaign titled “Stay Green, Stay Close,” was launched
in June 2009 with an objective to support a healthier environment through
innovative environmental activations and initiatives, as well as increasing
awareness among different stakeholder groups. As part of this program,
over 21,000 free saplings were distributed across the country.
Other Initiatives
Sponsoring Special Olympics Bangladesh
Grameenphone became the sole sponsor of Special Olympics Bangladesh in 2007 when it provided necessary support and
training for the athletes to participate in the Special Olympics Games 2007 in Beijing, China. The team won 71 medals in
different categories. In 2008-09, the company supported and organized regional talent hunts across the country. A total of
94 (64 male and 30 female) intellectually challenged athletes were selected from four regional talent hunt programs. These
selected athletes are to be trained and groomed for the Special Olympics World Summer Games 2011 in Athens, Greece.
After the devastating cyclone AILA hit the country, Grameenphone came forward to help the victims with basic food items,
healthcare service through medical teams and providing temporary shelters made with GP’s used billboard wrappers.
Grameenphone
44/45
Owing a dream
We think of an orphan as a person without a father or a mother. However, for Ismail being an orphan also
meant being without a place to call home; being without loved ones or without anything to call his own. The
only thing that he ever wished for was a sense of belonging; the only thing that Ismail would dream of was
having an identity.
We are all aware of the need for an identity, but very few of us would think of it as a dream. But then most of
us have been fortunate enough have our own identity - something to call our own, something that grows
alongside us as we move ahead in life.
Grameenphone may be an entity but the importance of having an identity is shared with that of any individual.
Our identity is not as just a business organization, but rather an enabler of dreams. It is based on these
possibilities that we have been able to come so far – into the hearts of millions of people. When Grameen-
phone offered its shares to the public, it not only enabled people to become part owners of a company that
they have helped to build, but it also eliminated the wall between the customer and the owner.
Ismail
GP Shareholder
Grameenphone
46/47
Everyone has a common
story of glory to share, a joint
testament of achievement
and celebration. Today tens
of thousands like Ismail are a
Grameenphone shareholder
- today that all have a shared
identity as a proud owner of
our company.
Grameenphone
48/49
Five years Financial
Summary
2009 2008 2007 2006 2005
Operational Results in million BDT
Revenue 65,300 61,359 54,303 45,640 29,473
Gross Profit 32,222 28,667 29,946 26,962 17,283
Operating Profit 20,518 15,350 16,287 18,195 12,602
Profit before tax 18,596 11,579 13,535 17,020 11,761
Net Profit after tax 14,968 2,984 3,060 7,484 6,913
Financial Position in million BDT
Paid-up Capital 13,503 12,152 2,430 2,430 2,430
Shareholders' equity 50,154 27,588 26,111 24,509 18,241
Total assets 109,162 108,194 88,461 66,757 49,537
Total liabilities 59,008 80,606 62,350 42,247 31,296
Current assest 22,182 14,430 6,851 10,442 6,974
Current liabilities 38,952 50,231 36,445 23,568 16,592
Non current assets 86,981 93,765 81,610 56,314 42,563
Non current liabilities 20,056 30,375 25,905 18,680 14,704
Financial Ratios
Current Asset to Current Liability 0.57 0.29 0.19 0.44 0.42
Debt to Equity 0.14 0.68 0.63 0.32 0.50
Gross Profit Margin 49% 47% 55% 59% 59%
Operating Profit Margin 31% 25% 30% 40% 43%
Net Profit Margin 23% 5% 6% 16% 23%
Return on Equity 38.5% 11.1% 12.1% 35.0% 43.6%
Return on Total Assets 13.8% 3.0% 3.9% 12.9% 18.1%
Ordinary Shares Information
Ordinary Shares outstanding (in million) 13,503.00 12,151.75 56.52 56.52 56.52
Face Value per share 10 1 43 43 43
Cash Dividend on paid up capital 60% 13% 62% 60% 50%
Dividend payout 54% 53% 49% 19% 18%
NAV per Share * 37.14 22.70 21.49 20.17 15.01
Net Operating Cash Flow per Share ** 24.77 20.24 19.86 21.53 14.03
Earnings Per Share 12.08 0.25 54.14 132.41 122.31
Adjusted Earnings Per Share * 12.08 2.46 2.52 6.16 5.69
Revenue (Million BDT) Operating Profit (Million BDT) NPAT (Million BDT)
20,518
65,300 14,968
61,359 18,195
54,303 16,287
15,350
45,640
12,602
7,484
29,473 6,913
3,060 2,984
2005 2006 2007 2008 2009 2005 2006 2007 2008 2009 2005 2006 2007 2008 2009
Capex (Million BDT) Total Assets (Million BDT) Total Equity (Million BDT)
2005 2006 2007 2008 2009 2005 2006 2007 2008 2009 2005 2006 2007 2008 2009
Net Operating Cash Flow/Share (BDT) NAV/Share (BDT) Adjusted EPS (BDT)
37.14
24.77
12.08
21.53
19.86 20.24
21.49 22.70
14.03 20.17
15.01 6.16
5.69
2.52 2.46
2005 2006 2007 2008 2009 2005 2006 2007 2008 2009
2005 2006 2007 2008 2009
10,759
12.1% 11.1%
3.9% 5,542
3.0%
329
262 250
2005 2006 2007 2008 2009 2005 2006 2007 2008 2009 2005 2006 2007 2008 2009
50/51
Financial Review
Amidst global recession and intense competition in the market, Grameenphone has had a good year in terms of subscription growth and its financial
consolidation. Competitors are engaged into price war and with new entrants coming into the market, there is a possibility of exhilarating
competition ahead.
Regulatory authorities have played a pivotal role in business environment with new directives and guidelines, such as reduced interconnect prices,
guidelines for infrastructure sharing and likewise.
Grameenphone continued with its product innovation and offering wide array of services, namely introducing GP branded handsets and edge modems
bringing alternate revenue streams. Side by side, Grameenphone embraced cost optimization initiatives through operational excellence program to
maximize profit. In addition, Grameenphone opted for cost-efficient network solutions through swapping of assets with Huawei equipments.
The most colossal episode for Grameenphone was its listing in the country’s two bourses in Nov’09, which entitled Grameenphone to avail a reduced
corporate tax rate.
Subscriptions
Subscriber base crossed 23 million landmark in 2009. 2,266
During the year, subscription base increased by 11% with 2.27 million additions. 20,993 23,259
Revenue
Revenue increased by 6.4% (BDT 3.9 billion) mainly due to growth in traffic revenue driven by 3.9 65.3
subscription growth and new revenue streams from sale of GP branded handsets and edge modems. 61.4
The growth in revenue was partially offset by lower interconnect revenues resulted from reduced
interconnect rates set by the regulator.
Increased data revenue from data subscriptions also contributed to the revenue growth. 2008 2009
Operating Expenditure
Total operating expenditure in 2009 decreased by 9% (BDT 2.8 billion) from 2008 mainly due to lower 30.9 -2.8
cost of network operation (mainly in interconnection and BTS maintenance) and lower subscription 28.1
acquisition costs.
A total savings of BDT 3.5 billion has been achieved through the operational excellence initiatives
during the year.
2008 2009
Total Assets
Grameenphone’s current asset base increased by BDT 7.6 billion mainly in cash and bank balance 1.0
resulting from higher net cash from operations and proceeds from IPO. 108.2 109.2
However, non-current asset base decreased by BDT 6.8 billion due to higher depreciation and
amortization expenses than fresh investments.
Capital expenditure during 2009 was BDT 10.4 billion compared to BDT 27.4 billion of 2008.
2008 2009
Total Liabilities
Total liabilities decreased during the year mainly due to early settlement of entire bond obligation, 80.6 -21.6
repayment of short-term borrowings, reduced deferred tax liabilities due to change in corporate tax rate
and allocation of shares to PPO investors from advance against IPO. 59.0
2008 2009
Value Added Statement
Value Added
Statement
in '000 BDT
2009 % 2008 %
Value created
Revenue 65,299,567 61,358,978
Other income 43,258 52,583
Vat on above 9,801,424 9,211,734
75,144,249 70,623,295
Less: Cost of network and services 14,033,062 17,406,968
Less: Deferred Tax (5,029,312) 2,025,073
66,140,499 100% 51,191,254 100%
Value distributed
Employees and channel partners 8,184,542 12.4% 7,554,032 14.8%
Government 24,340,366 36.8% 23,703,949 46.3%
Providers of debts and banks 1,920,437 2.9% 1,805,249 3.5%
Shareholders 8,101,800 12.2% 1,506,817 2.9%
42,547,146 64.3% 34,570,047 67.5%
Value retained:
Depreciation 16,726,988 25.3% 15,144,157 29.6%
Retained profit 6,866,366 10.4% 1,477,050 2.9%
23,593,354 35.7% 16,621,206 32.5%
66,140,499 100% 51,191,254 100%
52/53
Contribution to
National Exchequer
Largest Corporate Tax payer in the country
The collective contribution to the National Exchequer from inception up to December 2009 was BDT 147.9 billion
(BDT 14,790 crore), of which, BDT 30.5 billion (BDT 3,050 crore) was made in 2009 alone. Out of total BDT 147.9 billion (BDT
14,790 crore), BDT 122.2 billion (BDT 12,220 crore) was made on account of direct tax, VAT and duties through National
Board of Revenue (NBR) and Bangladesh Telecommunication Regulatory Commission (BTRC), BDT 20.1 billion (BDT 2,015
crore) through commercial agreements with Bangladesh Railway (BR) and Bangladesh Telecommunications Company
Limited (BTCL) and BDT 5.5 billion (BDT 550 crore) as indirect payments on account of local and foreign staff income taxes
and withholding taxes on operating expenditure payments. Grameenphone has been the largest corporate taxpayer in the
country for the last four years.
Grameenphone has also generated direct and indirect employment for a large number of people over the years. The
company presently has about 4,800 employees while 150,000 people are directly dependent on Grameenphone for their
livelihood, working for the dealers, retailers, electronic reload and scratch card retail outlets, suppliers, vendors,
contractors and other business partners.
With the payment of taxes and the investment in the network, Grameenphone is making a significant contribution to the
country’s development and growth.
1,818
1,296
824
584
402
208
47 59 113
1 35
1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009
Withholding Taxes - 1 2 2 3 4 8 14 26 44 75 113 119 140
BTCL/BR - 13 18 23 50 43 123 147 147 256 278 403 335 180
in BDT Crore
Dear Shareholders,
It is a great pleasure and privilege on the part of the Board of Directors and me to present the Directors’ Report, together
with the Audited Financial Statements of the Company for the year ended on December 31, 2009 and the Auditors’ Report
thereon, for consideration and approval of our valued Shareholders.
54/55
Directors’ Report
Despite rapid growth over the last 5 years, Bangladesh remains one of the lowest in Internet penetration. The adaptation and
usage of Internet has been largely linked to the national economic development and consequent human development of the
country. Currently about 5 million subscribers in Bangladesh use Internet services of which 92% is done through mobile phone.
The ICT policy 2009 has specific direction and guidelines reflecting most of the priorities of the “Digital Bangladesh” agenda
of the Government. The policy directive to “ensure Internet for all” highlights the importance of Internet at policy level.
Regulatory Environment
Regulatory regime in Bangladesh is far from ideal; however, the Regulator is taking a number of steps to make the regime
stable and predictable. During 2009, industry has been consulted on National Frequency Allocation Plan (NFAP), Quality
of Service (QoS) and a number of other areas. GP has submitted its comments and reservations on these consultancies.
Other than QoS, none of the rests has been finalized.
Bangladesh Telecommunication Regulatory Commission (BTRC) is yet to prepare a License Renewal framework for the
mobile operators (including Grameenphone), whose licenses are expiring in November 2011. 3G licensing allocation
framework is expected to be visible after the renewal framework is established.
International incoming grey traffic is still prevalent despite combined efforts of BTRC, GP and few other mobile operators.
It is believed that it would continue to hurt national exchequer and mobile operators unless Government and BTRC remove
the premium between local and international call termination rates.
The current Government has set a vision of Digital Bangladesh by 2021 and also approved an ICT Policy during 2009.
Government is putting a lot of emphasis on digitalization but in real terms there are few incentives given to the ICT industry.
Bangladesh has the lowest mobile tariff while having the highest tax regime in the region. A rationalization of the tax
structures and elimination of SIM tax, which proved to be the key barrier to further growth, will stimulate industry growth
and enable the mobile industry to make even greater contribution to the National exchequer and thereby, the economy.
Continuous Investment
Grameenphone continued to invest in its network to deliver a quality network-reach and to maintain its leadership position
in the industry. The cumulative investment reached over BDT 149.5 billion (BDT 14,950 crores) where more than BDT 10
billion was invested in 2009 alone to further increase the capacity, coverage and quality of its nationwide network.
We have completed 2,009 km Bangladesh Railway (BR) optical fiber replacement project. Besides that we have also installed
2,600 km optical fiber alongside highway on our own. This fiber ensures nation-wide transmission backbone, the largest in
the country, as well as technological redundancy. We have also completed a radio and core network swap with Huawei.
Our Employees
We recognize that continued and sustained improvement in the performance of the Company depends on its ability to
attract, motivate and retain employees of the highest caliber. We are committed to the principle of equal and fair
opportunity in employment and also put in place a number of initiatives to build strong corporate culture. A performance
driven corporate culture along with ample opportunities for career growth, has made GP a preferred employer in the
Bangladesh job market.
Directors’ Report
A Green Campaigner
Climate change is becoming a big concern in all part of the world. GP is also concerned about the consequences of climate
change. As a “Green Conscious” company, GP has targeted to reduce carbon emission by 30-40% by 2015.
By the end of 2009, GP established 12 Solar and 1 wind power site and shall continue to endeavor the effort throughout
2010 with large scale solar deployment at 100 or more sites. New network deployment is done with focus on reduction of
power usage.
56/57
Directors’ Report
(e) that the system of internal control is sound in design and has been effectively implemented and monitored;
(f) that there is no significant doubt upon the Company’s ability to continue as a going concern;
(g) that the significant deviations from the last year in operating results of the Company have been highlighted and
reasons thereof have been explained;
(h) that the key operating and financial data for the last five years are annexed.
Shareholding Patterns
Shareholding patterns of the Company as on December 31, 2009 is shown in Annexure III to this report.
Corporate Governance
Corporate governance is ensured through a structured process that directs, controls and holds the organization
accountable. The Company is firmly committed to the highest standards of Corporate Governance and has consistently
been applying high standards of Corporate Governance practices. Governance, and by that measure Board supervision in
GP is a dynamic and continuous process. 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.
2009 2008
Profit available for appropriation
Profit/ (Loss) after tax 14,968,166,256 2,983,866,587
Add: Un-distributed profit brought forward from previous year 13,266,605,231 21,510,953,768
Total amount available for appropriation 28,234,771,487 24,494,820,355
Appropriation
Issue of Bonus Shares - (9,721,398,376)
Dividend for Previous year (1,579,727,236) (1,506,816,748)
Closing retained Earnings at year end (before proposed Dividend) 26,655,044,251 13,266,605,231
Proposed Dividend for the year (2009: 60% cash; 2008: 13% cash) (8,101,800,132) (1,579,727,236)
Retained earnings after proposed dividend 18,553,244,119 11,686,877,995
Dividend
The Directors are pleased to recommend a cash dividend of BDT 8,101.8 million, being 60% of the paid-up capital of
BDT 13,503 million, which is BDT 6 per share of BDT 10 each for the year 2009 for consideration and approval of the
Shareholders for distribution. Such recommendation of dividend 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.”
1. Mr. Sigve Brekke, Telenor Mobile Communications AS, Director & Chairman
2. Mr. Per Erik Hylland, Telenor Mobile Communications AS, Director
3. Mr. Snorre Corneliussen, Telenor Mobile Communications AS, Director
4. Mr. Dipal Chandra Barua, Grameen Telecom, Director
5. Mr. M. Shahjahan, Grameen Telecom, Director
The Board of Directors at its 99th Board meeting held on January 20, 2010 has appointed Mr. Md. Ashraful Hassan as
Director in the Board in replacement of Mr. Dipal Chandra Barua. Three more additional Directors namely Ms. Hilde Tonne,
Mr. Knut Borgen and Ms. Nurjahan Begum were also appointed in the said meeting as per Articles of Association of the
Company. Dr. Jamaluddin Ahmed FCA has been appointed as Independent Director by the Board of Directors at its 101st
meeting held on March 19, 2010.
During 2009, a total of 11 (eleven) 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 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 2010 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 regulatory clearance from the Securities and
Exchange Commission.
58/59
Directors’ Report
Acknowledgements
Members of the Board would like to place on record their appreciation to the Shareholders of the Company for their
continued support and guidance. The Board also recognizes the cooperation, positive support and guidance extended to
the Company by the Government of Bangladesh, Ministry of Post and Telecommunications (MOPT), Bangladesh
Telecommunication Regulatory Commission (BTRC), Bangladesh Railway, National Board of Revenue (NBR), Bangladesh
Bank, 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),
Grameenphone’s bankers & financial institutions , vendors and other business partners.
The Board acknowledges with thanks the contribution of the valued customers by making Grameenphone their preferred
service provider. The Board would also offer its most sincere appreciation and gratitude to the employees for their
dedicated efforts and endeavors in making Grameenphone to be the number one Company in Bangladesh and hope that
they would continue to put their best in the days ahead to keep the Company at the lead. At the same time, we, the
Members of the Board, as a representative of the Shareholders assure the Management and employees of the Company of
our continued support in strengthening the Company and would continue to serve our valued customers of the Company
with the same zeal as demonstrated last year. Our ambition for 2010 is to maintain our leading position and even to
strengthen our place as the foremost operator in Bangladesh by staying close to our customers and by traversing newer
frontiers with exciting innovations for them.
Thanking you all and with best regards.
Sigve Brekke
Chairman
Annexure-I
Status of compliance with the conditions imposed by the Securities and Exchange Commission’s Notification No
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
2.2 Attendance of CFO and the Company Secretary at Board of Directors Meeting Complied
3.0 Audit Committee
(should have an Audit Committee as a sub-committee of Complied
the Board of Directors)
3.1 (i) Composition of Audit Committee
(should be composed of at least three members) Complied
60/61
Directors’ Report
Annexure II
Board Meeting and attendance during the year ended December 31, 2009
Mr. M. Shahjahan 11 9
Mr. Ole Bjorn Sjulstad 2 2 Retired on March 23, 2009 at 12th AGM
Directors’ Report
Annexure III
The Pattern of Shareholding as on December 31, 2009
62/63
Report of
Audit Committee
Grameenphone Board Audit Committee was established and its Charter was approved in the 85th meeting of the Board of
Directors on November 10, 2008. The 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.
Review the annual, half-yearly and quarterly financial statements and other financial results, and upon its
satisfaction of the review, recommend the same to the Board.
Review the adequacy and effectiveness of financial reporting process, internal control system, risk management,
auditing matters, and the Company’s processes for monitoring compliance with laws and regulations and the Code
of Conduct.
Recommend appointment, termination and determination of audit fees for statutory auditors. Consider the scope
of work, and oversee and evaluate the work performed by statutory auditors. Review permitted non-audit services
performed by statutory auditors.
Exercise its oversight of the work of Grameenphone Internal Audit. Review the effectiveness of internal audit
function including performance, structure, adequacy of resources, and compliance with professional standards.
Examine audit findings and material weaknesses and monitor implementation of audit action plans.
M. Shahjahan
Chairman
Audit Committee
64/65
Auditors’ Report
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 auditor's 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, the 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, 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 affairs as at
31 December 2009 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, 19 March, 2010
Statement of Financial Position
Grameenphone Ltd.
Statement of Financial Position
as at 31 December 2009
2009 2008
Assets
Notes Taka Taka
Non current assets:
Property, plant and equipment, net 4 79,287,993,919 85,553,852,589
Intangible assets 5 7,681,126,893 8,193,645,543
Investment in shares of X-Net Ltd. 6 - 4,467,968
Long-term receivables and deposits 7 11,635,675 12,658,694
Current assets: 86,980,756,487 93,764,624,794
Inventories 8 430,870,209 407,184,697
Deferred cost of connection revenue 9 483,550,116 360,712,137
Accounts receivable, net 10 4,697,066,162 4,146,483,267
Advances, deposits and prepayments 11 1,968,937,232 2,494,777,907
Cash and cash equivalents 12 14,601,313,087 7,020,671,289
22,181,736,806 14,429,829,297
Total assets 109,162,493,293 108,194,454,091
Equity and Liabilities
Shareholders' equity:
Share capital 13 13,503,000,220 12,151,747,970
Share premium 13.4 7,840,225,942 13,743,987
Capital reserve 14 14,446,452 14,446,452
Deposit from shareholders 15 1,880,178 1,882,996
General reserve 16 2,139,729,365 2,139,729,365
Retained earnings 26,655,044,251 13,266,605,231
Non-current liabilities: 50,154,326,408 27,588,156,001
Loans and borrowings, net of current portion 17 917,924,127 1,907,356,334
Bond obligation 18 - 4,216,405,145
Deposit from agents and subscribers 19 440,948,191 482,653,949
Finance lease obligations, net of current portion 20 5,019,805,838 5,046,935,826
Deferred tax liabilities 21 13,505,914,117 18,535,226,437
Long term payables and provisions 22 160,033,350 164,633,966
Employee benefits - provision for gratuity 11,454,139 22,122,040
Current liabilities: 20,056,079,762 30,375,333,697
Accounts payable 23 4,692,964,457 4,098,581,741
Payable to government and autonomous
bodies and other operators 24 9,304,514,275 11,174,424,007
Income tax payable 25 12,228,778,445 10,077,565,649
Unearned revenue 26 1,679,152,352 1,260,211,260
VAT payable 27 2,234,779,133 2,226,760,000
Loans and borrowings - current portion 17 1,036,943,071 1,406,260,610
Finance lease obligations - current portion 20 - 1,160,709,556
Deferred connection revenue 28 541,731,926 474,142,173
Interest payable on loans and borrowings 66,356,035 153,997,529
Local interest bearing short-term borrowings 29 - 4,992,322,916
Provision for expenses 30 7,078,349,758 9,069,346,780
Advance against PPO 31 - 4,136,642,172
Liabilities for share money refund 31.1 88,517,671 -
38,952,087,123 50,230,964,393
Total equity and liabilities 109,162,493,293 108,194,454,091
66/67
Statement of Comprehensive Income
Grameenphone Ltd.
Statement of Comprehensive Income
for the year ended 31 December 2009
2009 2008
Notes Taka Taka
Operating expenses:
General and administrative expenses 37 (6,593,087,935) (5,682,107,936)
Selling and distribution expenses 38 (3,474,969,079) (5,875,351,653)
Depreciation and amortisation 35 (1,678,664,554) (1,811,925,203)
(11,746,721,568) (13,369,384,792)
Operating profit 20,518,209,287 15,349,966,424
Balance as at 1 January 2008 2,430,349,594 13,743,987 14,446,452 1,882,996 2,139,729,365 21,510,953,768 26,111,106,162
Profit for the year - - - - - 2,983,866,587 2,983,866,587
Other Comprehensive Income - - - - - - -
Transactions with the shareholder:
Final dividend for the year 2007 - - - - - (1,506,816,748) (1,506,816,748)
Issue of Bonus shares 9,721,398,376 - - - - (9,721,398,376) -
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
Profit for the year 2009 - - - - - 14,968,166,256 14,968,166,256
Other Comprehensive Income - - - - - - -
Transactions with the shareholder:
Final dividend for the year 2008 - - - - - (1,579,727,236) (1,579,727,236)
Issue of shares to existing shareholders 250 4,250 - (2,818) - - 1,682
Issue of shares through PPO & IPO 1,351,252,000 8,370,255,200 - - - - 9,721,507,200
Share issue costs - (543,777,495) - - - - (543,777,495)
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
Grameenphone
Statement of Changes in Equity
68/69
Statement of Cash Flow
Grameenphone Ltd.
Statement of Cash Flow
for the year ended 31 December 2009
2009 2008
Notes Taka Taka
Repayment of/ proceeds from local interest bearing short-term borrowings (4,992,322,916) 83,487,763
Repayment of bond/ proceeds from issuance of bond (4,250,000,000) 4,250,000,000
Payment of long term borrowings (1,422,706,278) (1,074,340,018)
Payment of finance lease obligation (562,546,039) (964,871,433)
Payment of dividend (1,579,727,236) (1,506,816,748)
Proceeds from PPO and IPO 5,698,452,575 4,111,572,296
Proceeds from issue of shares to existing shareholders 1,682 -
Net cash flow from financing activities (7,108,848,212) 4,899,031,860
Grameenphone Ltd.
Notes to the Financial Statements
as at and for the year ended 31 December 2009
1. Reporting entity
2. Basis of preparation
70/71
Notes to the Financial Statements
(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 entity 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 date of statement of financial position. The estimated useful lives for the current and comparative
years are as follows:
Notes to the Financial Statements
2009 2008
Building 20 years 20 years
Base station- equipments 3-10 years 3-10 years
Base station- Tower, fiber optic network and related assets 7- 20 years 20 -30 years
Transmission equipment 5-10 years 5-10 years
Computers 4 years 4 years
Furniture and fixtures (including office equipment) 3 years 3 years
Vehicles 4 years 4 years
Other than those mentioned in note 4.7, estimated useful lives of property, plant and equipment remained
unchanged in 2009.
Gains and losses on disposals are determined by comparing the disposal proceeds with the carrying amounts and are
recognised net.
2009 2008
Operational software 3 years 3 years
Billing software 5 years 5 years
Network management software 10 years 10 years
Licence fees for Pulse Code Modulation (PCM) 5 years 5 years
72/73
Notes to the Financial Statements
(c) Payables
settlement of which is expected to result in an outflow from the entity of resources embodying economic benefits.
3.4 Impairment
(a) Financial assets
Accounts receivable is assessed at each date of statement of financial position to determine whether there is
objective evidence that it is impaired. 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.
Notes to the Financial Statements
3.5 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
Notes to the Financial Statements
Exchanges by issuing 10% of its paid up capital (out of which more than 5% was issued through IPO). Accordingly, the
applicable tax rate for the company has been reduced to 35% as per the provisions of Finance Act 2009. The tax rate
used for the years ended 31 December 2009 and 31 December 2008 are as follows:
3.8 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.
based on past history of churn and expected development. Expected development reflects the recent development
in customer churn in the industry as well as in other group entities.
(e) Roaming revenue
International roaming revenue is recognised on accrual basis as services are rendered.
(f) Interconnection revenue
Interconnection revenue from other operators are recognised when GP subscribers receive calls from other operators'
subscribers. From August 2008 onwards, interconnection revenue is recognised based on calls through
interconnection exchange (ICX) and international gateways (IGW).
(g) Other operating revenue
Other operating revenue comprises customers support revenue, VAS, SMS, MMS and other revenue from content
providers and is recognised in the same manner as corresponding prepaid traffic revenue and post-paid traffic
revenue recognition policy.
(h) Village pay phone
Village pay phone is a prepaid service. Prepaid revenue-VPP is recognised (exclusive of VAT) as per the usage
recorded in the network from the prepaid cards and electronic recharge system (ERS). The unused portion of the
prepaid cards and ERS remains as unearned revenue (exclusive of VAT) and is reported as liability.
(i) Other non mobile revenue
Other non mobile revenue represents revenue earned from sale of handset, data card and various services like bill
payment services, channel fees, etc.. Revenue is recognised when goods are delivered or services are rendered.
76/77
4. Property, plant and equipment
Notes to the Financial Statements
Base station (Note 4.3) 88,641,704,369 5,819,241,731 (575,411,654) 93,885,534,446 27,636,449,347 11,439,511,064 (222,439,956) 38,853,520,455 55,032,013,991 61,005,255,022
Transmission equipment (Note 4.3) 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 17,088,405,265
Computers 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 1,327,691,823
Vehicles 812,697,584 93,431,947 (23,121,000) 883,008,531 443,734,679 113,301,856 (13,705,300) 543,331,235 339,677,296 368,962,905
121,018,118,701 10,584,656,703 (5,763,613,168) 125,839,162,236 39,758,444,930 15,581,109,268 (2,596,539,894) 52,743,014,304 73,096,147,932 81,259,673,771
Capital work in progress (Note 4.4) 4,294,178,818 12,363,737,894 (10,466,070,725) 6,191,845,987 - - - - 6,191,845,987 4,294,178,818
125,312,297,519 22,948,394,597 (16,229,683,893) 132,031,008,223 39,758,444,930 15,581,109,268 (2,596,539,894) 52,743,014,304 79,287,993,919 85,553,852,589
Fibre Optic Network 7,949,707,324 - (271,385,816) 7,678,321,508 1,547,607,020 380,404,045 (74,753,435) 1,853,257,630 5,825,063,878 6,402,100,304
7,949,707,324 - (271,385,816) 7,678,321,508 1,547,607,020 380,404,045 (74,753,435) 1,853,257,630 5,825,063,878 6,402,100,304
Notes to the Financial Statements
4.2 Land represents freehold land acquired for office premises and base stations.
Land - 6,459,520
Base station 5,686,463,561 12,922,106,954
Transmission equipment 4,309,646,132 4,797,755,554
Computers 294,103,846 465,403,988
Furniture and fixtures 65,923,615 251,397,708
Vehicles 93,431,947 116,368,800
10,449,569,101 18,559,492,524
4.6 Security
Assets with a carrying amount of Taka 7,208,750,000 are subject to a mortgage registered with the Registrar of Joint
Stock Companies (RJSC) against the loans and borrowings obtained from senior lenders.
Grameenphone
78/79
Notes to the Financial Statements
The amount of capitalisable borrowing costs were determined applying weighted average rate ranging from 10.55%
to 11.72% (2008: 10.17% to 10.94%) on monthly average CWIP balance of respective qualifying assets.
5. Intangible assets
Cost Amortisation Carrying amount
Disposal/
Name of assets As at Addition Adjustment As at As at Charged Disposals As at As at As at
1 January during during 31 December 1 January during the during 31 December 31 December 31 December
2009 the year the year 2009 2009 year the year 2009 2009 2008
Taka Taka Taka Taka Taka Taka Taka Taka Taka Taka
Pulse Code Modulation (PCM) (Note 5.1) 64,530,000 20,000 - 64,550,000 43,524,341 6,993,101 - 50,517,442 14,032,558 21,005,659
Software and others (Note 5.2) 3,956,465,902 801,362,308 (318,889,833) 4,438,938,377 2,003,467,446 809,996,486 (177,646,391) 2,635,817,541 1,803,120,836 1,952,998,456
Telecom Licence - spectrum (Note 5.3) 5,920,000,000 - - 5,920,000,000 55,713,418 328,888,889 - 384,602,307 5,535,397,693 5,864,286,582
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 7,838,290,697
Intangible capital in process (Note 5.4) 355,354,846 785,480,006 (812,259,046) 328,575,806 - - - - 328,575,806 355,354,846
10,296,350,748 1,586,862,314 (1,131,148,879) 10,752,064,183 2,102,705,205 1,145,878,476 (177,646,391) 3,070,937,290 7,681,126,893 8,193,645,543
2009 2008
5.5 Amortisation during the year charged to:
Taka Taka
8 Inventories
Handsets, Data Cards and other communication tools 55,362,359 13,469,924
SIM cards (Note 8.2) 363,659,067 353,171,527
Scratch cards 11,848,783 40,543,246
430,870,209 407,184,697
8.1 Number of inventory
Handsets 8,252 2,058
SIM cards (Note 8.2) 4,489,268 5,953,591
Scratch cards 26,384,723 33,104,923
80/81
Notes to the Financial Statements
2009 2008
Taka Taka
10.2 Receivables for mobile service-interconnection
Accounts receivable 4,534,263,197 3,753,965,124
Provision for doubtful debts (28,358,747) (46,508,189)
4,505,904,450 3,707,456,935
10.3 Receivables for sub lease of optical fibre network
Accounts receivable- sublease 31,909,788 26,859,719
Provision for doubtful debt (7,224,558) (7,224,558)
24,685,230 19,635,161
This represents amount receivable from several parties against sub-lease of optical fibre network.
11.1 Advance to employees includes advances made in relation to official travel, training, electricity bills, other office
running expenses and advance bonus payments.
11.2 Advance for capital expenditure represents partial payment to the vendors against running bills for civil works and
towers at various sites and also for Corporate Headquarters of Grameenphone Ltd.
11.3 Prepayment against rent represents advance payment of rent for base station locations and office buildings.
11.4 Prepayment against expenses represents advance payment of insurance premium, payment to suppliers for spare
parts and others.
11.5 Other receivables include reimbursable cost on customs clearing and forwarding charges, accrued interest on STD
accounts and reimbursable expenditure incurred on behalf of Telenor made by Grameenphone as well as other
inter-company receivables.
As at 31 December 2009, Grameenphone Ltd. had Tk 51,378,857 (2008: Tk 22,962,673 ) as advance to the
employees. Other than those, Grameenphone Ltd. had no loans or advances to:
Grameenphone
82/83
Notes to the Financial Statements
2009 2008
Taka Taka
12 Cash and cash equivalents
Cash in hand 7,422,192 14,769,868
Cash at bank :
Southeast Bank Limited 618,226,240 27,557,747
Standard Chartered Bank 329,492,761 102,164,966
Sonali Bank Limited 9,112,126 3,779,134
IFIC Bank Limited 310,245,153 9,076,206
Commercial Bank of Ceylon Limited 370,478,423 119,234
EXIM Bank Limited 509,456,920 3,344,949
Citibank, N.A. (Note 12.1) 987,567,559 4,952,706,383
Dhaka Bank Limited 512,650,251 4,928,430
Islami Bank Bangladesh Limited 9,585,159 9,854,040
One Bank Limited 1,355,622,153 85,768,106
HSBC 829,155,699 103,227,354
Prime Bank Limited 629,764,197 14,773,015
Premier Bank limited 500,288,702 -
Dutch Bangla Bank Limited 372,855,996 61,886,730
Eastern Bank Limited 710,658,504 1,548,576,315
National Bank Limited 513,583,396 7,593,705
BRAC Bank Limited 1,151,503,585 5,136,705
The City Bank Limited 428,247,825 11,056,277
Trust Bank Limited 504,697,678 4,985,109
Bank Asia Limited 503,381,293 4,591,882
Mercantile Bank Limited 402,205,090 4,339,289
United Commercial Bank Ltd. 302,998,526 3,852,439
Jamuna Bank Limited 512,037,622 2,633,385
Agrani Bank Limited 5,725,486 1,531,474
Shahjalal Islami Bank Ltd. 1,403,465,596 2,202,012
Woori Bank 4,878,157 -
Pubali Bank Ltd. 300,000,000 -
Bank Alfalah Ltd. 300,167,744 -
Utility bill pay service collection A/C (Note 12.2) 203,505,631 24,090,246
Collection account with other banks (Note 12.3) 2,333,423 6,126,289
14,593,890,895 7,005,901,421
14,601,313,087 7,020,671,289
12.1 This includes Tk. 91,954,691 representing amounts received against share application which were in the process of
being refunded as at 31 December 2009 and interest accrued on such balance.
As at 31 December 2008 an amount Tk 4,111,572,296 received for Private Placement Offering (PPO) purpose was
deposited with Citibank, N.A.
12.2 This represents the amount deposited at Citibank, N.A. (2009: Tk 123,335,836; 2008: Tk 24,090,246) and BRAC Bank
Limited (2009: Tk 80,169,795) on account of collection against utility bill pay services at the date of statement of
financial position.
2009 2008
13 Share capital
Taka Taka
Authorised :
40,000,000,000 ordinary shares of Tk. 1 each - 40,000,000,000
4,000,000,000 ordinary shares of Tk. 10 each 40,000,000,000 -
40,000,000,000 40,000,000,000
At its 93rd Board meeting held on 2 July 2009, Grameenphone altered the face value of ordinary shares from Tk. 1 to
Tk 10, which was approved by the shareholders at the 19th EGM held on the same date.
84/85
Notes to the Financial Statements
13.4.1 In 2009, total amount of Tk 8,370,259,450 was received on account of shares issued to the existing shareholders,
GP employees, Grameen bank borrowers, institutional investors and to general public. Net issue cost of Tk
543,777,495 was set-off against share premium as per IAS 32: Financial Instruments.
13.4.2 This includes Tk 13,229,830 paid to auditors for IPO related services in 2009 and 2008.
Notes to the Financial Statements
14 Capital reserve
In 2004, the holders of preference shares converted their preference shares to ordinary shares as per clauses 41 to
44 of Memorandum and Articles of Association. Preference shares of Tk 45.84 each were converted into ordinary
shares of Tk 43.00 each and the balance Tk 2.84 per share was transferred to capital reserve account. This amount is
not distributable as dividend as per the Companies Act 1994.
2009 2008
15 Deposit from shareholders
Taka Taka
Deposit from shareholders represents balance of the share money remittance which had not been used for issuance
of share capital. An amount of Tk. 2,818 was adjusted during 2009 against issue of new shares to the existing
shareholders.
16 General reserve
This reserve represents the amount invested in the acquisition of property, plant and equipment in the old unit from
the accumulated tax holiday reserve of 2nd Phase Expansion Unit-1. The tax holiday reserve has been transferred to
general reserve upon fulfilment of necessary conditions as per Income Tax Ordinance 1984.
86/87
Notes to the Financial Statements
2009 2008
Taka Taka
17.5 Loans and borrowings - current portion
IFC 206,389,257 410,782,046
ADB 152,690,367 284,024,722
NORFUND 71,782,052 139,193,232
Eksportfinans ASA 49,037,159 38,490,006
NORAD 98,074,370 76,980,027
Local syndicated loan 458,969,866 456,790,577
1,036,943,071 1,406,260,610
18 Bond obligation
Grameenphone Ltd. issued debt instruments in the form of unsecured, non-convertible, and freely transferable
coupon bearing Bond on 11 November 2008, for an aggregate principal amount of Taka 4,250 million through private
placement with domestic investors. Each bond was denominated at Taka 10 million with one tranche having 540 days
tenor and the other tranche having 720 days tenor maturing for payment on 04 May 2010 and 31 October 2010
respectively. The bonds had an interest rate of 14.5% per annum, payable semi-annually. However, the bond was
repaid fully in December 2009.
Notes to the Financial Statements
19.1 The amount of security deposits from subscribers represents security money obtained from subscribers. This amount
can be used in full or in part to adjust any amount due from subscribers. The amount is refundable to subscribers on
their termination of relationship with GP.
19.2 This amount of security deposits from dealers and agents represents security money obtained from channel partners
(i.e. dealer, distributor, outlet agent). This amount can be used in full or in part to adjust any amount due from channel
partners. The amount is refundable to channel partners on their termination of business relationship with GP.
Grameenphone entered into a lease agreement with Bangladesh Railway (BR) in 1997 for the right to use the optical
fibre network along with its ancillary facilities. The lease was treated as operating lease until the end of 2004.
Following an amendment to the lease agreement in 2004, it has been reclassified as finance lease and has been
treated as such since 1 January 2005.
The lease agreement was further amended on 13 June 2007 with Guaranteed Annual Rental (GAR) being revised and
lease term being extended upto June 2027. Considering the extended tenure and revised GAR, the leased asset and
obligation have been adjusted with the amount equal to the difference between the present value of the revised
minimum lease payments and the carrying amount of lease obligation.
Grameenphone
88/89
Notes to the Financial Statements
As at 31 December 2008
Property, plant and equipment (excluding land and 74,051,177,543 32,738,745,149 41,312,432,394
capital work in progress)
Property, plant and equipment under finance lease 6,402,100,304 - 6,402,100,304
Difference for vehicle (21,627,366) - (21,627,366)
80,431,650,481 32,738,745,149 47,692,905,332
2009 2008
Taka Taka
22.1 Asset retirement obligations (ARO)
Opening balance 148,358,966 129,341,160
Provision made during the year 19,484,384 27,286,666
167,843,350 156,627,826
Adjustment during the year (7,810,000) (8,268,860)
Closing balance 160,033,350 148,358,966
Grameenphone Ltd. recognises ARO in respect of roof-top BTS and office space based on the present value of
expected expenditure to be required to settle the obligation. Initial estimate of ARO is added to property, plant and
equipment and unwinding of the discount is charged as financial expense.
23 Accounts payable
Liability for capital expenditure 2,253,928,756 2,550,938,946
Payable for expenses:
International roaming services 39,852,930 65,986,664
Training and travel expenses 30,739,546 29,196,555
Sales and promotional expenses 41,964,797 173,111,438
Consultancy and professional fees 765,471,809 444,664,720
Office and general expenses 1,045,054,158 533,056,444
Network operations and maintenance 345,587,495 80,624,229
2,268,670,735 1,326,640,050
Payable for others:
Tax deducted at source from suppliers 123,690,977 134,530,211
VAT deducted at source from suppliers 21,132,551 72,806,656
Retention money from suppliers 25,541,438 13,665,878
170,364,966 221,002,745
4,692,964,457 4,098,581,741
Payable for expenses include payable to Telenor, its subsidiaries and affiliates.
Other service cost and revenue sharing with content providers 51,675,839 36,519,071
Supplementary duty on SIM payable to National Board of Revenue (NBR) 2,628,076,000 2,407,968,034
Share of sub-lease rent payable to Bangladesh Railway 12,946,399 4,603,261
Interconnection charges payable to other operators 547,842,411 765,007,231
Payable for Bills Pay receipt 197,683,678 21,743,877
9,304,514,275 11,174,424,007
90/91
Notes to the Financial Statements
26 Unearned revenue
This includes mainly the unused portion of scratch cards, Flexi Load and advance post-paid bills received for which
revenue has not been recognised yet.
27 VAT payable
This represents VAT amount payable to NBR arising from provision of services by the company that are subject to VAT.
92/93
Notes to the Financial Statements
Provision for expenses include provision for payable to Telenor, its subsidiaries and affiliates.
30.1 Provision for office and general expenses includes provisions for vehicle running expenses, stationery, utility,
communication expenses, share issue costs etc.
Notes to the Financial Statements
32.1 VAS revenue includes revenue from SMS/MMS services, internet facilities (EDGE/GPRS), medical services and music
download services.
Grameenphone
94/95
Notes to the Financial Statements
33.4 According to licence agreement, Grameenphone is required to pay operating licence fee and spectrum charges to
BTRC. These expenses are presented under this head.
34.1 Rent includes location rent for base stations, switch, and other locations.
Future minimum lease payments under non-cancellable operating leases for such locations are payable as follows:
2009 2008
Taka Taka
34.2 Electricity charges include electricity charges for running base stations, switches and selected offices of Bangladesh
Railway.
34.3 Network quality maintenance expenses include consultants' expenses and network operational services and
maintenance fees.
34.4 PCM operation and maintenance includes rental charges of PCM, maintenance charges of PCM and microwave link.
96/97
Notes to the Financial Statements
2009 2008
Taka Taka
37 General and administrative expenses
Personnel expenses (Note 37.1) 4,490,186,510 3,580,873,187
Employee training and ancillary expenses 94,112,772 45,880,345
Rent (Note 37.2) 359,508,815 358,810,853
Office maintenance and running expenses 662,754,375 626,347,053
Travelling expenses 123,279,655 104,559,220
Vehicle running expenses 360,568,165 349,520,516
Telephone and communication 105,010,719 106,885,846
Printing, postage and stationery 175,655,177 133,148,768
Legal and professional fees (Note 37.3) 91,795,510 64,809,015
Statutory audit fee 1,500,000 1,500,000
Meeting expenses (Note 37.4) 33,538,907 17,209,323
Entertainment expenses 22,121,711 25,142,482
Revenue collection charges 22,400,616 23,837,457
Bad debt expense (Note 37.5) 50,655,003 243,583,871
6,593,087,935 5,682,107,936
37.1 Personnel expenses include company's contribution to recognised provident fund of Tk. 118,167,092 and provision for
gratuity fund of Tk. 148,649,410.
Personnel expenses include Tk. 6,173,578 related to share based payment to key management personnel with
respect to entitlement of parent company's shares. The vesting period for such entitlement is three years. The policy
on share based payment including the underlying valuation method is guided by group policy.
37.2 Rent includes rent for office, warehouse, GPC, GPSD, GPDC, GPCF info-center and guest houses.
Future minimum lease payments under non-cancellable operating leases for such locations are payable as follows:
(i) Not later than one year 351,585,254 289,929,337
(ii) Later than one year but not later than five years 576,246,007 541,525,487
(iii) Later than five years 402,080,704 626,197,088
1,329,911,965 1,457,651,912
37.3 Legal and professional fees include fees payable against legal advice and other professional services received time
to time from lawyers, auditors and other professionals.
Of this, Tk 2,552,848 (2008: Tk 2,714,716) was paid to auditors for services in connection with repatriation of fees and
dividends, etc.
37.4 Meeting expenses include expenses incurred by the Board of Directors and members of operational committee for
attending the board meetings and operational committee meetings respectively.
Provision for doubtful debts has been made as per policy of the company mentioned in Note 3.4.
2009 2008
Taka Taka
39 Finance costs, net
Interest on long term loans 91,537,425 314,968,528
Interest on bonds 623,097,222 79,512,361
Interest and service charge on short-term debt 208,126,084 956,531,502
Foreign exchange (gain)/loss 233,243,638 (292,037,932)
Finance charge - lease 841,496,904 727,226,707
Interest (accretion) on ARO 15,901,954 15,536,115
Other finance charges 119,841,732 96,592,571
2,133,244,959 1,898,329,852
Finance income (212,807,472) (93,080,560)
1,920,437,487 1,805,249,292
This relates to the settlement agreement between Grameenphone and BTRC dated 14 August 2008 to pay a fine of
Tk. 2,500,000,000 for Grameenphone's involvement in unregulated international call termination business through
VoIP prior to February 2007. In December 2007, Grameenphone took a provision for BDT 500,000,000 in this regard
and remaining BDT 2,000,000,000 was charged in 2008.
42.1 Deferred tax has been recognised to account for the tax consequence of transactions and other events recognised in
the financial statements. Deferred tax expenses arise mainly due to difference in the carrying amount of the assets
that will result in taxable amount in determining taxable profit or loss of future periods when the carrying amount of
the asset would be recovered or settled.
As per the provisions of Finance Act 2009, applicable tax rate for the company has been reduced to 35% from 45% as
a result of being listed with the stock exchanges. Such change in tax rate has resulted in a significant reduction in
deferred tax provisions made in earlier years. This adjustment together with deferred tax impact of regular
transactions in 2009 has resulted in a deferred tax income of Tk 5,029,312,320.
98/99
Notes to the Financial Statements
2009 2008
Taka Taka
*Converted to Tk 10 share equivalent number, after adjustment for bonus issue (4 shares against each share) and share split
(conversion of shares of Tk. 43 each into shares of Tk. 1 each) in 2008 and reverse split (conversion of shares of Tk. 1 each into shares
of Tk. 10 each) in 2009.
Credit risks
Liquidity risks
Market risk
47 Credit risk
Credit risk is the risk of a financial loss to the Company if a customer or counterparty to a financial instrument fails to
meet its contractual obligations, and arises principally from the Company's receivables from subscribers,
interconnect operators, roaming partners and dealers.
Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis.
In monitoring credit risk, debtors are grouped according to their risk profile, i.e. their legal status, financial condition,
ageing profile etc. Accounts and other receivables are mainly related to the Company's subscribers. The Company's
exposure to credit risk on accounts receivables is mainly influenced by the individual payment characteristics of
postpaid subscribers. Interconnection receivables are normally paid within 3 months from when they are invoiced and
Notes to the Financial Statements
credit risk from these receivables is very minimal. The company employs financial clearing house to minimise credit
risk involving collection of roaming receivables. Credit risk does not arise in respect of any other receivables.
The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the statement
of financial position.
The maximum exposure to credit risk for accounts receivable at the end of the reporting year by geographic region was:
Domestic 19,323,729,687 11,261,047,488
Asia 52,863,858 45,473,555
Europe 40,183,831 29,992,382
Australia 1,451,549 1,494,751
America 1,235,340 3,075,828
Africa 665,363 870,019
19,420,129,628 11,341,954,023
47.2 Aging of receivables
a) The aging of gross postpaid & other mobile receivables at the end of the reporting year was:
Invoiced 0-30 days 176,370,711 244,347,082
Invoiced 31-60 days 7,015,024 11,837,467
Invoiced 61-90 days 8,758,671 45,283,420
Invoiced 91-180 days 50,122,986 96,767,646
Invoiced over 180 days 29,558,628 225,294,075
271,826,020 623,529,692
b) The aging of gross interconnection receivables at the end of the reporting year was:
Invoiced 0-30 days 1,154,155,997 2,988,962,239
Invoiced 31-60 days 480,585,352 262,954,123
Invoiced 61-90 days 371,626,754 389,681,319
Invoiced 91-180 days 761,317,694 52,163,705
Invoiced 181-365 days 1,112,196,985 14,300,334
Invoiced over 365 days 654,380,415 45,903,404
4,534,263,197 3,753,965,124
c) The aging of gross sub lease of FON receivables including from inter companies at the end of the reporting year was:
Invoiced 0-60 days 2,961,221 2,282,279
Invoiced 61-90 days 2,429,595 -
Invoiced 91-180 days 1,715,340 -
Invoiced 181-365 days 11,218,665 3,848,775
Invoiced over 365 days 13,584,968 20,728,665
31,909,788 26,859,720
Grameenphone
100/101
48 Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company's approach to managing liquidity (cash and cash equivalents)
is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable
losses or risking damage to the Company's reputation. Typically, the Company ensures that it has sufficient cash and cash equivalents to meet expected operational expenses,
Notes to the Financial Statements
including financial obligations through preparation of the cash flow forecast, prepared based on time line of payment of the financial obligation and accordingly arrange for
sufficient liquidity/fund to make the expected payment within due date. Moreover, the Company seeks to maintain short term lines of credit with scheduled commercial banks to
ensure payment of obligations in the event that there is insufficient cash to make the required payment. The requirement is determined in advance through cash flow projections
and credit lines with banks are negotiated accordingly.
In extreme stressed conditions, the Company may get support from the parent company in the form of shareholder's loan.
It may be noted that the Company repaid significant financial liabilities in 2009 prior to due dates. In addition, some other major loans are expected to be repaid fully in 2010, which
is expected to be financed from operational cash flow.
NORAD (Note 17.3) 98,074,370 Dec-10 3.4% per annum 100,572,347 50,702,922 49,869,425 - - -
Local syndicated loan (Note 17.4) 1,376,893,993 Nov-12 13.50% per annum 1,701,343,976 323,133,852 308,354,304 567,075,876 502,779,944 -
Finance lease liabilities 5,019,805,838 Jun-27 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 12 Months N/A 2,253,928,756 1,352,357,254 901,571,502 - - -
Payable for expenses 2,268,670,735 12 Months N/A 2,268,670,735 1,361,202,441 907,468,294 - - -
Payable for others 170,364,966 12 Months N/A 170,364,966 102,218,980 68,145,986 - - -
Finance lease liabilities 5,046,935,826 Jun -27 15% 18,285,658,571 1,397,332,453 604,874,009 680,999,391 2,224,598,011 13,377,854,707
Accounts payable
Liability for capital expenditure 2,550,938,946 12 Months N/A 2,550,938,946 1,530,563,368 1,020,375,578 - - -
Payable for expenses 1,021,759,104 12 Months N/A 1,021,759,104 613,055,462 408,703,642 - - -
Payable for others 223,102,179 12 Months N/A 223,102,179 133,861,307 89,240,872 - - -
Grameenphone
Notes to the Financial Statements
102/103
49 Market risk
Market risk is the risk that any change in market prices, such as foreign exchange rates and interest rates will affect the Company's income or the value of its holdings of financial
instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters.
Notes to the Financial Statements
The Company's exposure to foreign currency risk was as follows based on notional amounts:
Net exposure 3,346,276,879 1,948,017,759 14,306,631 128,920,422 35,655,946 3,338,052,620 2,221,873,851 161,819 34,252,729 19,273,568
The following significant exchange rates are applied during the year:
Exchange rate as at
31 Dec 2009 31 Dec 2008
Taka Taka
US Dollar
Norwegian Kroner (NOK) 69.65 69.50
13.73 10.78
Notes to the Financial Statements
ii) Foreign exchange rate sensitivity analysis for foreign currency expenditures 2009
A change of 10 basis points in foreign currencies in 2009 would have increased/ (decreased) equity and profit or loss
by the amounts shown below. This analysis assumes that all other variables, in particular interest rates remain
constant.
Profit or loss Equity
10 bp increase 10 bp decrease 10 bp increase 10 bp decrease
31 December 2009 Taka Taka Taka Taka
Profile
At the end of the reporting year the interest rate profile of the Company's interest-bearing financial instruments was:
50. Cash flow sensitivity analysis for variable rate instruments 2009
A change of 10 basis points in interest rates for loans and borrowings in 2009 would have increased/ (decreased)
equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular
foreign exchange rates remain constant.
Profit or loss Equity
10 bp increase 10 bp decrease 10 bp increase 10 bp decrease
Taka Taka Taka Taka
31 December 2009
Foreign currency denominated loans 1,145,653 (1,145,653) 1,145,653 (1,145,653)
Local syndicated loans 1,627,448 (1,627,448) 1,627,448 (1,627,448)
Cash flow sensitivity (net) 2,773,101 (2,773,101) 2,773,101 (2,773,101)
104/105
Notes to the Financial Statements
2009 2008
Carrying amount Fair value Carrying amount Fair value
Taka Taka Taka Taka
Financial instruments-Fair value
Assets carried at fair value - - - -
Assets carried at amortised cost
Accounts receivable, net 4,697,066,162 4,697,066,162 4,146,483,267 4,146,483,267
Long-term receivables and deposits 11,635,675 11,635,675 12,658,694 12,658,694
Cash and cash equivalents 14,601,313,087 14,601,313,087 7,020,671,289 7,020,671,289
Liabilities carried at fair value - - - -
Liabilities carried at amortised costs
Loans and borrowings 1,954,867,198 1,954,867,198 3,313,616,944 3,313,616,944
Finance lease obligation 5,019,805,838 5,019,805,838 6,207,645,382 6,207,645,382
Accounts payable 4,692,964,457 N/A* 4,098,581,741 N/A*
Liabilities for share money refund 88,517,671 N/A* - -
Advance against PPO - - 4,136,642,172 N/A*
The interest rates used to discount estimated cash flows, when applicable were as follows:
2009 2008
* Determination of fair value is not required as per the requirements of IFRS 7 Financial Instruments: Disclosures (ref: Para 29).
However, fair value of such instruments is not however likely to be significantly different from the carrying amounts of such
instruments.
51 Capital Management
Capital management refers to implementing policies and measures to maintain sufficient capital, assessing
Company's internal capital adequacy to ensure Company'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 is evaluated and approved by the board. The Board of Directors also
monitors the return on capital, which the Company defines as result from operating activities divided by total
shareholders’ equity. The Board of Directors also monitors the level of dividends to ordinary shareholders.
Notes to the Financial Statements
Telenor Mobile Communications AS Shareholder Dividend payment for previous year 979,430,020 934,225,557
Nye Telenor Mobile Communications II AS Shareholder -do- 280 267
Nye Telenor Mobile Communications III AS Shareholder -do- 280 267
Telenor Asia Pte. Ltd. Shareholder -do- 280 267
Grameen Telecom Shareholder Revenue 1,272,082,901 1,183,020,136
Revenue received 1,384,027,938 605,480,077
Commission expense 109,466,803 90,631,360
Dividend payment for previous year 600,296,320 572,590,336
Grameen Kalyan Shareholder Dividend payment for previous year 28 27
Grameen Shakti Shareholder Dividend payment for previous year 28 27
Telenor ASA Group entity Sharing of Microsoft license fee 113,814,025 144,698,303
Consultancy service fee 485,920,827 344,429,369
Telenor Consult AS Group entity Consultancy and professional service fee 440,128,305 422,526,851
Telenor Asia Pte. Ltd. Consultancy service fee - 36,839,032
Telenor Key Partner AS. Consultancy service fee 1,023,312 -
Telenor Bedrift Service fee 12,979,514 -
Digi Telecommunication Group entity Roaming revenue 1,231,645 1,080,011
Roaming expenses 2,108,688 1,665,849
Kyivstar GSM - Ukraine Group entity Roaming revenue 194,152 74,486
Roaming expenses 28,201 56,768
Telenor d.o.o (YUGMT) Group entity Roaming revenue 42,370 51,570
Roaming expenses 14,103 8,322
Pannon - GSM Group entity Roaming revenue 108,391 77,163
Roaming expenses 293,892 154,359
Sonofone Group entity Roaming revenue 798,048 1,230,992
Roaming expenses 781,145 476,208
Telenor Mobil AS Group entity Roaming revenue 2,290,439 3,555,610
Roaming expenses 899,641 682,197
Telenor Pakistan Group entity Roaming revenue 326,588 126,878
Roaming expenses 280,188 554,647
TAC(Total Access Communication) Group entity Roaming revenue 1,375,583 2,610,916
Roaming expenses 9,225,352 9,743,626
Telenor Sverige (Europolitan AB) Group entity Roaming revenue 626,342 969,500
Roaming expenses 467,582 576,067
ProMonte GSM, Serbia and Montenegro YUGPM Group entity Roaming revenue 29,828 16,714
Roaming expenses 10,914 116,641
Sonofon DNKT2 Group entity Roaming revenue 1,390 -
106/107
Notes to the Financial Statements
Key management personnel includes employees of the rank of Deputy General Manager and above.
54 Capital commitments
Capital commitments represent the orders placed for purchase of network equipments and other services. Major
vendors were Huawei and Ericsson.
2009 2008
Taka Taka
55 Contingent liabilities
56 Other disclosures
56.1 Number of regular employees receiving remuneration of Tk. 36,000 or above per annum was 4,226 as at 31
December 2009 and was 3,687 as at 31 December 2008.
56.2 Comparative figures have been rearranged wherever considered necessary to conform to the current year’s
presentation.
108/109
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Having a disability is perceived as lacking the power, strength, the physical or mental ability to lead a full,
normal life. However, ask Ms. Farzana Taleb and she would disagree – even though she lives everyday of her
life with a disability of her own. Visually impaired, Ms. Farzana has never let her condition stop her from
anything. She accepts her disability as a challenge, but not an excuse that would keep her from leading a
normal life.
We consider those who are physically challenged to have been deprived, by some cruel twist of fate, of a basic
right to life. We sympathize with them. However, we quickly write-off a disabled person as being incapable. Put
in those shoes we probably start to believe that nothing’s possible and give up on our dreams.
Through the implementation of various tools, such as using non-graphical based software for those who are
visually impaired, Grameenphone mother company Telenor has not only facilitated employment
opportunities for the physically challenged over in Norway but also back here in Bangladesh.
Grameenphone’s implementation of the same pro-handicapped software in the office has given Ms. Farzana
a chance to fulfill her dream of a life among “equals”.
Grameenphone
110/111
She had always dreamt of
working for a Corporation
where she would compete,
not as a physically
challenged person but an
equal. Now, working as a
Customer Manager in
Grameenphone, she thanks
her stars everyday being in
a company that has
enabled the dreams of the
physically challenged.
Grameenphone
112/113
Useful Information For
Shareholders
1. General
Authorized Capital : BDT 40,000,000,000
Issued and Fully Paid-up Capital : BDT 13,503,000,220
Class of Shares : Ordinary Shares of BDT 10.00 each
Voting Rights : One vote per Ordinary Share
4. Dividend
For the Year Dividend Rate Dividend Per Par Value Dividend Type
Share (BDT) Per Share (BDT)
2009 60% (Proposed) 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
2005 50% 21.50 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.
5. Market Value Per Share as on December 31, 2009
6. Subsidiary Company
7. Credit Rating
The Company’s credit rating was reaffirmed by Credit Rating Agency of Bangladesh Ltd. (CRAB) on July 16, 2009.
8. Company Website
Anyone can get information regarding Company’s activities, products & services or can view Annual Report 2009 at
www.grameenphone.com.
9. Investor Relations
Institutional investors, security analysts and other members of the professional financial community requiring
additional financial information can visit the Investor Relations section of the www.grameenphone.com website.
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.
Grameenphone
114/115
Notice of the
13th Annual
General Meeting
Grameenphone Ltd.
Registered Office: Celebration Point
Plot # 3 & 5, Road # 113/A, Gulshan-2, Dhaka-1212
AGENDA
1. Consideration and adoption of the Directors’ Report and the Audited Financial Statements of the Company for the
year ended December 31, 2009 together with the Auditors’ Report thereon.
2. Declaration of Dividend for the year ended December 31, 2009 as recommended by the Board of Directors.
3. Election/Re-election of Directors.
4. Appointment of Auditors and fixation of their remuneration.
Sd/-
Notes:
Members whose names appear on the Members/Depository Register as on “Record Date” i.e. April 08, 2010 shall be eligible to attend the Annual
General Meeting (AGM) and receive dividend.
A Member entitled to attend and vote at the AGM may appoint a Proxy to attend and vote in his/her stead.
The “Proxy Form”, duly filled and stamped at Tk. 8 must be deposited at the Company’s Registered Office not later than 72 hours before
commencement of the AGM.
A Corporate Member of the Company may authorize, by resolution of its Board of Directors, such person as it thinks fit, to act as its representative
at the AGM. Such resolution should be provided at the Company’s Registered Office not later than 72 hours before commencement of the AGM.
Members/Proxies should bring dully filled “Attendance Slip” sent with the Annual Report to attend the AGM.
Members/Proxies are requested to record their entry in the AGM well in time on June 08, 2010. No entry will be recorded after 11:00 am.
In case of not receiving of Annual Report of the Company sent through courier, Members may collect the same from the Company’s Registered
Office within June 07, 2010. No additional Annual Report will be distributed at AGM venue.
Members are requested to submit to the Company’s Registered Office on or before June 01, 2010, their written option to receive dividend in the
form enclosed with the Annual Report. If the Members fail to submit such option within the stipulated time, the dividend will be paid off as deemed
appropriate by the Company.
Members are requested to update the particulars of their Bank Account and any change of address with their respective Depository Participant (DP).
Grameenphone is concerned about the environment and utilizes natural resources in a sustainable way. We request you to update your email
address and contact number (mobile/fixed phone) with your Depository Participant (DP) for quicker and easier communication. Your cooperation
will help conserve paper and minimize the impact on the environment.
Members may please note that no gift/gift coupon/food box shall be distributed
at the Annual General Meeting.
Grameenphone
116/117
Proxy Form
Attendance Slip &
Option for Receiving Dividend
Grameenphone Ltd.
Registered Office: Celebration Point, Plot # 3 & 5, Road # 113/A, Gulshan-2, Dhaka-1212
Proxy Form
Mr/Ms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . of . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
as my/our PROXY to attend and vote on my/our behalf at the 13th Annual General Meeting of the Company to be held on
Tuesday, June 08, 2010 at 11:00 am at Bangabandhu International Conference Center (BICC), Agargaon, Sher-e-Bangla
Nagar, Dhaka and at any adjournment thereof.
Grameenphone Ltd.
Registered Office: Celebration Point, Plot # 3 & 5, Road # 113/A, Gulshan-2, Dhaka-1212
Attendance Slip
I/We do hereby record my/our attendance at the 13th Annual General Meeting of the Company being held on Tuesday, June
08, 2010 at 11:00 am at Bangabandhu International Conference Center (BICC), Agargaon, Sher-e-Bangla Nagar, Dhaka.
Signature Verified by
Notes:
Please present this attendance slip at the registration counter on or before 11:00 am on the AGM date.
Grameenphone Ltd.
Registered Office: Celebration Point, Plot # 3 & 5, Road # 113/A, Gulshan-2, Dhaka-1212
BO ID Number
Mobile Number
E-mail (if any)
Signature Verified by
Notes:
The form duly completed must be deposited at the Company’s Registered Office on or before June 01, 2010.
Signature of the Member(s) must be in accordance with the Specimen Signature recorded with the Company.
Number of Shares, Bank Account details and Address shall be considered final as provided by CDBL on Record Date i.e. April 08, 2010.
Applicable service charge, if any, shall be borne by the Member(s) in case of payment of dividend through transfer to the Member(s) Bank
Account as per SEC notification.