Professional Documents
Culture Documents
His Royal Highness Deputy Crown Prince His Royal Highness Crown Prince
MOhammad bin SALMAN MOhammad bin Nayef
Second Deputy Prime Minister and the Deputy Prime Minister and the Minister of
Minister of Defence of Saudi Arabia Interior of Saudi Arabia
Custodian of the Two Holy Mosques King
SalMAN Bin Abdulaziz
CONTENTS
01 02 03 04
Zain Overview 9 Our Strategy 37 Our Business in Our People 55
2015 43
Vision & Mission 10
Commercial
Our Brand Values 11 Overview 44
Board of Directors 17
Executive
Management 23
Ownership Structure 28
Measuring Success 32
Road to Success 32
05 06 07
Corporate Social Corporate Auditor’s Report
Responsibility and Governance 69 and Financial
Sustainability 61 Statements 75
Executive Committee 70
Audit Committee 71
Nomination and
Remuneration
Committee71
01
Zain Overview
Annual Report 2015
OUR VISION
To be the customer-centric Saudi telecom operator, providing reliable services through a caring approach.
OUR MISSION
To provide a To create a To build a long- To deliver on our To proudly
superior customer fulfilling work lasting prosperous promises of value contribute to
experience, and to environment relationship with creation to our the economic
be known as the our business shareholders in a and social
video-streaming partners. transparent way. development of
mobile operator- the Kingdom of
of-choice. Saudi Arabia.
8
Annual Report 2015
SIMPLE
We are transparent, convenient, and
straightforward.
SAUDI
We are proud to be Saudi,
SMART
We want to become customers’
contributing to the economic and preferred choice.
social development of KSA.
RELIABLE TRENDY
We deliver superior customer experience. We are the trendsetters: modern, dynamic,
and enthusiastic.
CARING
We are happy to serve our customers and
cherish the relationship.
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Annual Report 2015
In line with the resolute vision of our nation’s leadership, we continue to stand tall amidst a challenging
market economy and invest relentless efforts to help develop the private sector. I would like to begin by
thanking the Custodian of the Two Holy Mosques, King Salman Bin Abdulaziz, His Royal Highness Crown
Prince Mohammad Bin Nayef, and His Royal Highness Deputy Crown Prince Mohammad Bin Salman for
reinforcing our commitment to hard work and transformation.
On behalf of the Board of Directors, it is my task to provide you with an update of Zain Saudi Arabia’s
performance highlights and audited financial results for 2015.
Your Board is pleased with the significant improvements in performance at the Company but is still
concerned that after 8 years of operation the Company continues to report net losses, mainly due to
the high amortization charges associated with the 23 billion Saudi Riyals paid for our license in 2007 and
the cost of financing the Company’s debt. Operationally, through the effective implementation of the
Company’s transformation plan, Zain Saudi Arabia reported a 23% reduction in net loss at 971 million
Saudi Riyals for 2015, compared with 1,269 million Saudi Riyals during 2014. These improvements are due
to operational improvements, an expansion of our network, and the size of our customer base.
Your Board is fully engaged in helping the Company and management to achieve their plans and objectives.
My fellow Board members and I have spared no effort in our endeavors to improve the environment in
which the Company operates. Telecommunications is core to every economy around the globe, in fact it
is often referred to as a ‘lifeblood’ industry. As the third mobile operator we have a crucial role to play in
the economic transformation of the Kingdom, our role is to benefit all citizens of the Kingdom through
bringing innovation and change to our industry. Only through effective competition will this occur. To play
our role effectively, the Kingdom needs us to be strong. By implementing changes within our control we
have become stronger, however these changes alone are not enough nor fast enough to enable us to
effectively play the role of the third operator that the Kingdom deserves.
I would like to thank the previous Chairman and all the Board Members for their contributions in 2015. I
would also like to congratulate our previous Board Members on their new roles: Dr. Abdulaziz Al-Ruwais
as the new CITC Governor, and Georges Schorderet as the new CEO of Almarai. Our path towards
optimal achievement in the telecom sector is only possible with the constant support of MCIT and CITC;
whose continuous efforts to create a more competitive telecom industry we highly appreciate. It is of
no doubt that the strategic direction of Zain Group and loyalty of everyone within our sphere of service
and collaboration, including our executive management, employees, shareholders, customers, bankers,
financiers, business partners, and suppliers, is what fuels our ongoing will to achieve. With their help, I look
forward to great achievements in 2016 and beyond.
11
Annual Report 2015
A Greeting
from our CEO
Fellow Investors,
Two years ago, I promised that “you will see positive changes” at Zain Saudi Arabia.
I trust that you have already seen the major operational and financial improvements reported by your
Company. These improvements are a direct result of thr successful execution of our “Winning through
Caring” strategy. I personally invite you to review this year’s Annual Report and gain an insight into your
Company and the activities that we are conducting on your behalf.
Undoubtedly, 2015 was a good year for Zain Saudi Arabia. Your Company reported record revenues of
6.7 billion Saudi Riyals, an increase of 9%. Our gross margin increased from 52% to 59%, while EBITDA
increased by 48%, reaching 1.6 billion Saudi Riyals. For the first time since its launch, Zain Saudi Arabia
broke even at an operating level (EBIT) in two quarters. By the end of 2015, our operating losses have
decreased by 73%, from 534 million Saudi Riyals down to 141 million Saudi Riyals. We finished the year
with over 12 million active customers. The Company’s improvement in gross margin is the most significant
12
Annual Report 2015
achievement from my perspective, as it signals the strong underlying consumer demand for our products
and services.
As you review this report, you will notice quantum leaps of improvement in Zain Saudi Arabia’s performance
across the entire Company. Improvements are evident in our network, our customer experience and our
digital achievements. With the completion of the first phase of Project Reload, our advanced 4G LTE data
network became more accessible Kingdom-wide. We opened and refreshed an additional 91 points of
sale to bring us closer to our targeted consumers. We extended the reach of our youth offer “Shabab”
by introducing “Shabab Nitro”. This raised the effectiveness of our diversification strategy, making our
varying range of digital services appealing to the Kingdom’s youth as well as expatriate communities.
As you may remember from last year’s Annual Report, we reported that Mobile Termination Rates (MTR)
have been too high for far too long, which has resulted in an anti-competitive market environment. I am
delighted to report that MTRs reduced from 25H to 15H effective May 2015; a further reduction to 10H
has recently been announced, which we expect to come into effect during the first half of 2016.
As a result of the 40% reduction in MTRs, the Company took the opportunity to introduce a new tariff plan,
“Khateer”, with a rate of 19H to call any mobile or fixed number within the Kingdom. This tariff is both
attractive to new customers and more profitable for the Company because the rate is the same for on-net
and off-net calls.
Over the coming year, we will continue to implement our customer-centric and caring strategy. We are
positioned as a progressive, dynamic, Saudi brand; this combined with the ever-increasing demand for
data services, we always strive to be the mobile-video streaming operator of choice. Our upgraded network
capabilities, through Project Reload, will enable us to offer the best mobile video streaming in Saudi Arabia.
For attaining wider reach, our 2016 expanded distribution plan involves new touch points that bring us
closer to targeted customers. To offer greater value for money, we will provide value-seeking individuals
and businesses with a new range of smart products and services that match their communication needs.
We have already embarked on a journey of ongoing digital transformation, including the launch of the
second phase of Project Reload, we aim to sustain our competitive advantage to become the preferred
digital operator.
It is only with Zain Saudi Arabia’s intrinsic caring culture that we were able to reach our current status and
achieve record financial and non-financial performance. Our fully committed team is our true source of
pride. I would like to thank Zain Saudi Arabia shareholders, Zain Group, and the Board of Directors for
constantly supporting our efforts and endorsing our potential. To our partners and customers, I thank
you for bringing about our 2015 quantum leap as we continue to focus on more value, better results, and
further growth.
Hassan Kabbani
Chief Executive Officer
13
Board
of Directors
Annual Report 2015
Board of Directors
HH Prince Nayef graduated from King Saud University in 1997 with a Bachelor’s
degree in Business Administration (Marketing).
Mr. Al-Kharafi holds an Executive MBA from London Business School and a
Bachelor’s degree in Mechanical Engineering from Kuwait University.
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Annual Report 2015
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Annual Report 2015
Carrying more than a 15-year track record of solid financial and managerial
experience in the Middle East, Mr. Matta is a results-oriented leader and
an advocate of firm corporate governance and transparency. Through his
strong corporate finance background and expertise, he has established solid
relationships with investment and commercial banking communities across
the region. Mr. Matta graduated with an Executive MBA from the American
University of Beirut and is a Certified Public Accountant.
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Annual Report 2015
An attorney at law and Managing Partner at Obeidat & Freihat law firm in
Amman, Jordan, he is considered one of most prominent lawyers in the Arab
world in the field of telecom, given his 20-year experience in the sector.
Mr. Obeidat studied law at the University of Jordan, LL.B., First Class Honors in
1987, and at Harvard Law School, LL.M. in 1988 and is admitted to practice in
Jordan and the State of New York.
Mr. Al Saif earned his Bachelor’s degree in Accounting from King Saud
University in 1996.
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Annual Report 2015
Georges P. Schorderet
Board Member
Mr. Schorderet is the Chief Operating Officer at Almarai Company, the largest
vertically integrated dairy foods company in the world. Established in 1976 and
headquartered in Riyadh, Almarai’s network extends throughout the Arabian
Peninsula, leading and influencing the agricultural, dairy processing, and food
distribution industries. Mr. Schorderet was Almarai’s Chief Financial Officer
from 2004 to 2011, after which he became the company’s Chief Operating
Officer.
20
Executive
Management
Annual Report 2015
Executive Management
Hassan Kabbani
Chief Executive Officer
Hassan Kabbani has accumulated 24 years of senior executive
telecommunications experience in the Middle East and Africa. He successfully
led five telecommunications operations as CEO. From September 2008 till
September 2011, he was the CEO and Board Member of Mobinil in Egypt, a
joint venture between France Telecom and Orascom Telecom. Despite the very
challenging operating environment, under his leadership, Mobinil increased its
customer base by 50% reaching 30 million subscribers in 2011 and revenue
reached $2 billion with an EBITDA margin of 42% in a business employing
6,200 people. From October 2003 till September 2008, he was the CEO of
Orascom Telecom Algeria –“Djezzy”. During that period, the subscriber base
reached 14.5 million, securing the number one position in Algeria with a 63%
market share and an EBITDA margin exceeding 60% on a revenue of $1.8
billion. Between 2002 and 2003, he was appointed CEO of Telecel
International Holding. Among his achievements was the financial and operational
restructuring of twelve GSM operations across the African continent.
Saud Al-Bawardi
Chief Operation Officer
Mr. Bawardi rejoined Zain KSA in July 2011. He has over 15 years of experience
in the telecommunications and banking sectors within Saudi Arabia.
Prior to joining Zain KSA, Mr. Bawardi was part of the Mobily launch team,
where he managed the creation and implementation of the successful Mobily
flagship store concept, including the paperless registration process. Originally,
he worked for Zain KSA in 2008 where he was responsible for the public
communication of the IPO. As manager for the central region, he led a 350%
increase in the consumer loan book at Bank Al-Jazira. Key to this success was
the reduction of loan approval time from 3 weeks to 48 hours.
Mr. Bawardi holds a Bachelor’s degree in Media and Public Relations from
King Saud University. He has also attended several training courses in strategic
management, investment and telecommunications at reputed institutes in
USA, UK, and Switzerland.
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Annual Report 2015
Wissam Farhat
Chief Financial Officer
Wissam Farhat joined Zain KSA in January 2013, carrying 15 years of financial
and risk management experience – including 3 years as the VP Finance and
Administration for Mobile Systems International Consultancy Limited, an
international telecom consultancy company. His experience also spans senior
management roles at a number of internationally sound financial advisory houses
including Deloitte & Touche, PwC, and Anderson & Co.
Mr. Farhat graduated with a Bachelor’s degree in Business Studies, Banking and
Finance, from the Lebanese American University in 1999 and has been certified
in IFRS by ACCA London in 2004. Also, he has enrolled in many courses on
leadership essentials at Harvard Business School.
Andrew White
Chief Strategy Officer
Andrew White joined Zain KSA in January 2013 following over 20 years of
experience in the telecommunications industry. Prior to joining Zain KSA, he was
Managing Partner of Piran Partners, a boutique strategy consultancy serving the
mobile telecommunications industry. His career in telecommunications started at
RACAL Electronics plc – the parent company of Vodafone – in 1989. Throughout
his career path, Mr. White helped create businesses, partnerships, and product
lines in various companies including Motorola, Vodafone, Yahoo!, France
Telecom, T-Mobile, Lebara, Walmart, Sainsbury’s, Mizuho, China Telecom and
Huawei.
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Annual Report 2015
Abdulmajid Alrashoudi
Chief Customer Service Officer
Abdulmajid Alrashoudi joined Zain KSA in February 2008 as a part of the
initial management team. He holds 17 years of experience in a variety of areas
and industries, all centered on providing services. Mr. Alrashoudi started his
career working for Alrashoudi Hajj and Omrah Company before establishing
Alrashoudi International Omrah Company in 2000. A year later, he joined
Al-Rajhi Bank, where he helped re-establish the phone banking services. In
2007, he joined Al-Oula Real Estate Development Company – one of the
leading companies in its field. During that time, he was the General Director
of Information and Customer Service. He also assisted the CEO in establishing
Edar, a real-estate marketing company.
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Annual Report 2015
Sherif Tahoun
Chief Sales & Distribution Officer
Having accumulated more than twenty years of experience in achieving
business growth and transformation for large organizations in Telecom, FMCG,
and Oil & Gas industries, Sherif Tahoun joined Zain KSA to lead sales and
distribution towards new levels. He had recently worked with Zain Group as a
commercial consultant with a special focus on the Saudi market. Prior to joining
Zain, Mr. Tahoun significantly contributed to the restructuring and turnaround
of Etisalat’s sales department in Egypt. His earlier achievements include
leading the revamp of Easy HBC’s commercial and operational performance,
in addition to three years of various leadership roles at Vodafone – the latest
of which was Head of Department for Consumer Sales & Channel Marketing
in Egypt. With BP, he assumed a number of key roles including leading BP’s
joint venture for managing gas assets in the Nile Delta and Managing Director
of Natural Gas Vehicles Company. He had also worked at Procter & Gamble
in Saudi Arabia and Egypt, holding key positions in the Customer Business
Development Division.
Sultan Al-Shahrani
Chief Human Resources Officer
Sultan Al-Shahrani joined Zain KSA in October 2015 as Chief Human Resources
Officer to lead the development and implementation of the organization’s
human resources strategy. He carries more than 16 years of experience in the
telecommunications and retail sectors, having assumed leadership roles in a
number of companies across Saudi and the GCC including STC Group, Kuwait
Telecommunications Company (VIVA), Intigral in Dubai, and AlFaisaliah Group.
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Annual Report 2015
Matthieu Galvani
Chief Commercial Officer
Mr. Galvani joined Zain KSA in February 2014. With 15 years as an experienced
executive, he holds a strong track record in international telecom groups
such as Vivendi Telecom International, Orascom Telecom, and Emirates
International Telecommunication Ltd. He has acquired vast experience in
marketing, communication, and commercial strategies for mobile, fixed, DSL,
and mobile broadband lines of business. Matthieu has built and developed
different brands as well as sales, distribution, and customer-care activities for
both consumer and enterprise markets. He has led business transformations
and set up results-oriented commercial organizations.
Frederick Vermeulen
Chief Technical Officer
Mr. Vermeulen joined Zain KSA during July 2014. As Chief Technical Officer,
he is responsible for running Zain KSA’s network and technical operations,
asserting network and operational efficiency, and leading relevant planning,
development and upgrades.
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Annual Report 2015
Ownership Structure
We are proud to be a Saudi owned company. Approximately 60% of our equity is owned by Saudi
shareholders, while 42% of our equity is owned by members of the public. Close to 21% is held by the
founding Saudi shareholders. Finally, the Zain Group owns 37%.
The Structure
Founding Shareholders Stake (%)
Around
400,000 Overall Faden Trading & Contracting Est. 5.97%
Shareholders
Saudi Plastic Factory Est. 5.85%
30
32
100%
UAE 96%
DEVICE
MOBILE
ACCESS
ACCESS
THROUGH
THROUGH
UK 92%
CANADA
LAPTOP / DESKTOP
91%
FRANCE 86%
Annual Report 2015
Sources: ITU, InternetWorldStats, CIA, national government ministries and industry bodies; UN, US Census Bureau for population data.
INDIA 3.1 INDIA 4.4 POLAND 67%
Average number of hours spent using the internet per day, split by pc use and mobile phone use
Average number of hours spent using the internet per day, split by PC use and mobile phone use
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Annual Report 2015
Annual Report 2015
20.29M 11.00M
PENETRATION: 35%
10.00M
PENETRATION: 31%
PENETRATION: 64%
Active Active social Active mobile
Internet users Media accounts Social users
Source: Wikipedia; Internet Live Stats, Internet World Stats; Facebook;, Tencent, VKontakte, Live Internet; GSMA Intelligence.
SMARTPHONE OWNERSHIP
86% Smartphones
Handheld gaming console
Source: GlobalWebIndex, Q4 2015. Based on a survey of internet users aged 16-64. Averages also factor non-users.
MOBILE ACTIVITIES
Survey-based data: figures represent users’ own claimed/ reported activity
34%
Percentage of the
28%
Percentage of the
Population watching Population playing
Videos on mobile Games on mobile
Source: GlobalWebIndex, Q4 2015. Based on a survey of internet users aged 16-64. Note: Data has been re-based to show national penetration
34
Annual Report 2015
35
Annual Report 2015
Key Milestones
2008 2010
Reached SAR 5.7 biilllion in revenue.
Feb-08
Reached 8.3 million subscribers.
Successful IPO on the Saudi Stock Exchange.
Aug-08
Zain KSA’s commercial launch (GSM & 3G).
36
Annual Report 2015
2012 2014
Completed a successful Jan-14
Rights Issue transaction Revamp of Zain KSA brand, significantly
of USD 1.6 billion. reinforcing the brand’s presence and
enhancing customer experience.
Dec-14
Zain KSA wins Best Customer Service
Provider Award.
2015
Jul-15
Operational breakeven during two consecutive quarters
for the first time.
2013
Jun-13 Oct-15
Entered into an agreement Highest Q3 revenues and gross profit since 2008.
with MoF to postpone the
government dues estimated at Nov-15
SAR 800 mn annually for the next Completion of Phase 1 of Project Reload, a SAR 4.5 billion
7 years. network upgrade and expansion plan, and introducing
Phase 2.
Jul-13
Successfully refinanced the MFA
loan of USD 2.3 billion for a Dec-15
5-year tenor. Reached 12.4 million subscribers.
EBITDA increased by 48%.
37
02
Our Strategy
(Winning through
Caring)
Annual Report 2015
Our objective is to grow profitably and to increase our value market share to be a sustainable operation.
This will be achieved through following our “Winning through Caring” strategy:
Competitive Network
In 2015, we successfully completed phase one of Project Reload (a SAR 4.5 billion network infrastructure
development project), which gave us additional advantage in the 4G (Data) network. We are monetizing
this new capability to bring up data revenues to be 50% of our total revenue by 2020. The Saudi market
is exhibiting a huge growth in demand for data products, fueled by a young and digitally-connected
population, strong adoption of e-government services, and popularity of videos and HD content on social
media. Thus, we are positioning Zain KSA as the mobile-video operator-of-choice.
Superior Distribution
The distribution footprint is under expansion as part of a program that brings Zain KSA closer to where
our targeted customers are; especially in malls, airports, and megastores. Our shop concept has been
revamped to reflect a smarter customer experience, in line with our “Winning through Caring” strategy.
40
Annual Report 2015
41
03
Our Business in
2015
Annual Report 2015
Commercial Overview
During 2015, Zain KSA built upon the positive momentum generated in 2014 to achieve its commercial
success. In 2014, we created momentum through a refreshed brand, a renewed focus on data, a
repositioning on postpaid, and the expansion of the retail network. In 2015, our commercial strategy has
built upon this positive momentum to support the turnaround of the Company along the following axes:
Marketing of these packages was structured around a strong digital push to reach the channels that are
used by Saudi digital-centric customers. Our renewed focus on the mid and high-end Saudi segments
boosted our ARPU and significantly rebalanced the composition of our base, while maintaining our
stronghold thanks to our very appealing on-net offers for our expatriated communities.
44
Annual Report 2015
FREE
1000 10 GB
LOCAL MINUTES DATA
249
SAR MONTHLY
Pay Less...
And Per Second
62
starting from
SAR monthly
SIM+Device
45
Annual Report 2015
Network Overview
In 2015, Zain continued to build its voice and Mobile Broad Band (MBB) services, significantly expanding
its coverage and enhancing its network capacity.
Technology
Zain is participating in applying for digital dividend 800/700 MHz spectrum from CITC which is currently
occupied by analog television. It is also in the process of re-farming part of the 900MHZ band to have an MBB
layer in the lower band, which will enhance the indoor penetration and the data layer capacity. The network
also uses various frequency bands to provide backhaul and backbone transmission.
During 2015, Zain KSA was allocated 5+5 MHz of additional spectrum, which will be used to increase
the capacity of our network in busy areas and increase the speed of the services that we offer. Also, the
designed capacity of the network has enabled it to accommodate the increasing numbers of subscribers,
which have reached more than 12 million with 3.2 million data subscribers.
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Annual Report 2015
During the year, Zain won the Universal Service Fund (USF) bid, a CITC initiative to subsidize the provision
of services to certain rural areas, since it would be uneconomic for operators to provide services to these
areas without support. Zain KSA has won the bid for USF areas 12, 13, and 14 and awaits the formal award
of these projects by CITC. These USF areas cover approximately 400 localities with more than 800,000
people. This step serves to enhance the competitiveness of Zain’s network, generate more traffic and
revenue, and most importantly, provide a superior, cost-effective customer experience.
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Annual Report 2015
The journey
of success
continues
Coverage
2014 2015
3G Cities covered 205 285
LTE Cities covered 30 131
3G HW covered 4 21
2G 98% of the population 98% ZAIN of the population
3G 86% of the population 88% ZAIN of the population
4G / LTE 57% of the population 81% ZAIN of the population
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Annual Report 2015
IT Overview
Zain’s IT transformation in 2014 continued throughout 2015 to support its augmented business operations
and introduce new capabilities. This included revamping existing digital channels in line with the “Winning
Through Caring” strategy. Our digital transformation is ongoing and will require enhancements and
updates to our IT capabilities, processes, and systems.
In addition, we successfully introduced a new real-time charging and billing system, and a new recharger
voucher management system.
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Annual Report 2015
Regulatory Overview
During 2015, the Board of Directors and Zain KSA’s management proactively sought to strengthen the
working relationship with the Communications and Information Technology Commission (CITC) across a
wide range of issues.
In February 2015, Zain welcomed CITC’s decision No. 329/1436 regarding the reduction of mobile
termination rates (MTR) on all mobile networks in the Kingdom of Saudi Arabia. This follows Zain KSA’s
response in November 2014 to CITC’s consultation regarding its proposal to decrease MTRs. Zain KSA
applauded CITC’s suggestion that MTRs should be reduced to 8H/minute. The company notes that,
contrary to international best practices where MTRs are typically reduced each year, MTRs in the Kingdom
of Saudi Arabia had not been reduced since 2008. We believe that high MTRs have contributed to
preventing Zain KSA from growing its value market share because of the emergence of a “Club Effect”,
whereby customers are discouraged from switching networks because of high off-net rates.
Therefore, Zain KSA welcomed CITC’s decision to decrease MTRs from 25H to 15H/minute. The company
champions this cause, and as the third telecom operator, it has confirmed its complete support for CITC’s
decision and called for further reductions. This is a step in the right direction, however, fundamentally we
agree with CITC’s original benchmarking published in their consultation paper that MTRs should be closer
to 8H/minute, perhaps even as low as 5H/minute. We believe that MTRs should be immediately reduced
to 8H/minute or below.
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Annual Report 2015
42
36
28
30
MTRs: KSA vs European
25 25 25 25 25 25
average “Halala per minute”
23 15
(source: BEREC) 19
KSA MTRs 11
9
Europe (av) 5
47%
of Subs.
Market Free
STC - STC
Calls
15H
MTR
21% 15H
Mobile
Termination
of Subs. Rate
Market
Free
Zain - Zain
Calls
15H
30%
of Subs.
Market Free
Mobily - Mobily
Calls
51
04
Our People
Annual Report 2015
Our People
Human resources are the most important assets in every organization. At Zain KSA, they are the energy
that drives the transformation towards further growth, and their energy is driven by care.
In line with the endorsed “caring culture”, the team’s extensive efforts, exemplary collaboration, and
determination enable Zain KSA to overcome the most difficult challenges and achieve record results.
1,503 285
Full-time New full-time
Employees Hires
Full-time employees by the end of 2015 In 2015 at all various levels
74% 7%
Saudization Femals
Highly qualified local talents are Zain We believe in equal opportunity for all
KSA’s primary focus. They are the future of talents. The number of Zain KSA’s female
the business and the country employees is increasing year after year
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Annual Report 2015
23%
78
On-boarded
Is our talent
Brand index
Employees
In shops across all regions within a period of Placing Zain KSA at No. 1
one month among its peers, as the
employer of choice
774
61Employee
Employees
Benefitted
13,557
Training hours
Delivered during 2015
Promotions to encourage From training programs
development from within the during 2015
company
Employee Engagement
Employees’ loyalty and dedication are highly valued at Zain KSA.
The Company strives to provide an environment that is caring, positive, and stimulating. This is achieved
through engaging employees, encouraging them to voice their opinions and express their concerns.
This is why the Company launched “Together”, an internal campaign that highlights the importance of
collaborating as a cohesive unit, taking productive initiatives, and achieving tangible progress.
In 2015, Zain KSA conducted surveys and created open communication channels to gather employees’
feedback and hold open discussions. Several events followed to improve employees’ overall engagement
index
55
05
Corporate Social
Responsibility and
Sustainability
Annual Report 2015
In 2015, Zain KSA continued to support awareness campaigns, charitable programs, community
development initiatives, and environmental sustainability programs. The highlights were as follows:
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Annual Report 2015
Zain KSA has also supported Sanad Charity for children with cancer by heavily promoting the organization’s
fundraising efforts and donation code among Zain subscribers.
59
Annual Report 2015
Customers feedback
Wish you all the best
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Annual Report 2015
Keep it up
61
06
Corporate
Governance
Annual Report 2015
Zain KSA has established its Corporate Governance Framework with the view of providing its Board,
management and stakeholders with a structure along with clear policies and guidelines to ensure that the
Company’s objectives are realized, its stakeholders’ expectations are managed and the requirements of
the Corporate Governance Regulations issued by the CMA are met. This framework, together with the
Company’s Articles of Association, Company’s bylaws, and the Charters of the Board Committees listed in
this document and Companies Act provide the authority and practices for governance of Zain KSA.
1.Executive Committee
Members: Eng. Farhan bin Naif Al Faisal Al Jarbaa (Chairperson)1 , Dr. Abdulaziz bin Yaqub Al Nafisi, Scott
Marc Gegenheimer, and Fahd bin Ibrahim Al-Dughaither
Duties and responsibilities of the Executive Committee include recommending objectives and strategies
for the Company in the development of its business, having regard to the interests of its shareholders,
customers, employees and other stakeholders; agreeing to policy guidelines for business divisions
based on the strategy approved by the Board; monitoring the successful execution of the Company’s
business plan (as approved by the Board); and monitoring the business division objectives and budgets to
ensure that they fall within the Company’s targets (as approved by the Board). In addition, the Executive
Committee reviews the organizational structure of the Company, makes recommendations for change,
ensures the control, co-ordination and monitoring within the Company of risk and internal controls,
ensures the Company’s compliance with relevant legislations and regulations, and safeguards the
integrity of management information and financial reporting systems. The Committee is also responsible
for identifying and executing new business opportunities outside the current core activities, including
geographic diversification, examining all trade investments, divestments and major capital expenditure
proposals, recommending to the Board those which are material either by nature or cost, optimizing the
allocation and adequacy of the Company’s resources, and reviewing and ensuring the implementation of
the Company’s policies. The committee didn’t have any meetings in 2015.
(1) Eng. Farhan bin Naif Al Jarbaa’s resigned on the 21st of October 2015
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Annual Report 2015
2. Audit Committee
Members: Raied bin Ali Al-Saif (Chairperson)2 , Ossama Michael Matta, Dr. Abdulaziz Salem Al Ruwais3 ,
and Georges P. Schorderet4 .
Duties and responsibilities of the Audit Committee include supervising the Company’s internal audit
division in order to verify its efficiency in performing the functions assigned to it by the Board of Directors;
reviewing the internal audit system and preparing a written report with its opinion and recommendations
on the same; submitting recommendations to the Board of Directors in respect of the appointment or
renewal of the external auditors (who will be independent) and determining their fees. In addition, the
Audit Committee reviews the audit plan with the external auditor and gives remarks on the same; reviews
the remarks of the external auditor on the financial statements, follows up on the actions taken in respect
of the same; reviews the interim and annual financial statements before submission of the same to the
Board of Directors, gives their opinion and recommendations on the same, and reviews the accounting
policies used by the Company and gives opinions and recommendations on the same. The committee has
met four times in 2015 and passed on six ordinary resolutions.
3. Nomination and
Remuneration Committee
Members: Scott Marc Gegenheimer (Chairperson), Thamer Ahmed Obeidat, and Raied bin Ali Al Saif.
Duties and responsibilities of the Nomination and Remuneration Committee include recommending
individuals for membership of the Board of Directors; conducting an annual review of the skills required for
membership of the Board of Directors; identifying the strengths and weaknesses of the Board of Directors;
and establishing clear policies in respect of the remuneration of members of the Board of Directors and
senior executives of the Company. The committee has met once during year 2015.
(2) Mr. Raied Al-Saif was appointed in the audit committee on the 31st of May 2015, and head of the committee on the 5th of October 2015.
(3) Dr. Abdulaziz Salem Al Ruwais resigned on the 13th of December 2015 to become the Governor of CITC.
(4) Mr. Georges Schorderet resigned on the 22nd of March 2015 to become the CEO of Almarai Company.
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07
Mobile Telecommunications Company
Saudi Arabia (A Saudi Joint Stock Company)
Financial
Statements And
Auditors’ Report
For The Year Ended
31 DECEMBER 2015
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The Company is a «Saudi Joint Stock Company» established pursuant to the Ministerial Resolutions
No. 176 dated 25 Jumada I 1428H (corresponding to 11 June 2007) and No. 357 dated 28 Dhu
AlHijjah 1428H (corresponding to 7 January 2008), Royal Decree No. 48/M dated 26 Jumada I 1428H
(corresponding to 12 June 2007) and Commercial Registration No. 1010246192 issued in Riyadh,
Kingdom of Saudi Arabia on 4 Rabi Awwal 1429H (corresponding to 12 March 2008) to operate as
the 3rd GSM public mobile cellular and technology neutral license in the Kingdom of Saudi Arabia for
twenty five (25) years.
The registered address of the Company is P.O. Box 295814, Riyadh 11351, Kingdom of Saudi Arabia.
1.2 The Company incurred losses for the period from 1 January 2015 to 31 December 2015 amounting to
SR 971.95 million and has accumulated deficit amounting to SR 1,278.41 million as of 31 December
2015. As of the third quarter 2014, the Company’s results were below its previous approved business
plan and also fell below one of the loan covenants which is not considered as an event of default per
the Murabaha Financing Agreement. During the third quarter of 2015, the Company has obtained
an extended waiver in this respect till the first quarter of 2016. Moreover, the management of the
Company is still in negotiation with the bank to reset the new covenant based on the new business
plan that was approved by the Company’s Board of Directors on 20 January 2015.
The Company’s management believes that the Company will be successful in meeting its obligations
in normal course of operations. The directors of the Company have a reasonable expectation that the
Company has adequate resources to continue in operational existence for the foreseeable future.
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Clause (7) after modification: The Company’s share capital is SR 5,837,291,750 divided into 583,729,175
ordinary equal shares with a nominal value of SR 10 per share.
Clause (8) after modification: The shareholders have subscribed in 583,729,175 shares, at a par value SR
10 per share, for a total value of SR 5,837,291,750.
Accordingly, the Company reduced its share capital from SR 10,801,000,000 to SR 5,837,291,750 and
the total number of shares decreased from 1,080,100,000 shares to 583,729,175 shares. The principal
reason for the proposed capital reduction is to write-off all of the Company`s accumulated losses up to 30
September 2014 representing approximately 45.96% of the capital, as part of instituting its turnaround
plan and pursuant to a recommendation by the Executive Management of the Company and its external
advisers. (Refer note 16).
Refinancing Arrangements
On 31 July 2013 the Company has signed an amended and restated “Murabaha financing Agreement”
which also includes some of the Existing Murabaha Facility Investors. As per the terms of the new agreement
the Company has settled a portion of the existing facility amounting to SR 369 million from its internal cash
resources to reduce the outstanding principle from SR 9 billion to SR 8.63 billion. With the signing of the
new agreement the Company has successfully extended the maturity date of its Existing Murabaha facility
for 5 years ending 30 June 2018 which was due on 31 July 2013.
In the second quarter of 2015, the Company made a prepayment for the amount of SR 121.3 million as a
mandatory settlement due to its excess free cash flow.
On 5 June 2013 the Company has also signed a new long-term borrowing facility amounting to SR 2.25
billion with three years maturity ending 5 June 2016 to refinance the existing facility obtained from local
commercial banks due on 3 April 2013.
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Basis of preparation
The accompanying financial statements have been prepared under the historical cost convention on
the accrual basis of accounting and in compliance with accounting standards promulgated by the Saudi
Organization for Certified Public Accountants (“SOCPA”). These financial statements should be read in
conjunction with the annual audited financial statements for the year ended 31 December 2014.
The estimates and assumptions that have a significant risk of causing material adjustments to the carrying
amounts of assets and liabilities within the next financial year are discussed below.
The relative size of the Company›s intangible assets being 65.5 % (2014: 67.5%) of the Company’s total
assets makes the judgments surrounding the estimated useful lives critical to the Company›s financial
position and performance.
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The useful lives of the Company’s assets are determined by management at the time the asset is acquired
and reviewed annually for appropriateness. The lives are based on historical experience with similar assets
as well as anticipation of future events which may impact their life, such as changes in technology. Unless
there is a reasonable expectation of renewal or an alternative future use for the asset, network infrastructure
is depreciated over a period that does not exceed the expiry of the associated license under which the
Company provides telecommunication services.
A provision for impairment of accounts receivables is established when there is objective evidence that
the Company will not be able to collect all amounts due according to the original terms of the receivables.
Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial
reorganization, and default or delinquency in payments (more than 60 days overdue) are considered
indicators that the accounts receivable are impaired. For significant individual amounts, assessment is
made at individual basis. Amounts which are not individually significant, but are overdue, are assessed
collectively and a provision is recognized considering the length of time and past recovery rates.
Segment reporting
(a) Business segment
A business segment is a group of assets, operations or entities:
i. Engaged in revenue producing activities;
ii. Results of its operations are continuously analysed by management in order to make decisions related
to resource allocation and performance assessment; and
iii. Financial information is separately available.
(b) Geographical segment
A geographical segment is a group of assets, operations or entities engaged in revenue producing
activities within a particular economic environment that are subject to risks and returns different from those
operating in other economic environments.
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Accounts receivable
Accounts receivable are shown at their net realizable values, which represent billed and unbilled usage
revenues net of allowances for doubtful accounts. A provision against doubtful receivables is established
when there is objective evidence that the Company will not be able to collect all amounts due according
to the original terms of the receivables. Such provisions are charged to the income statement and reported
under “distribution and marketing expenses”. When an account receivable is uncollectible, it is written-off
against the provision for doubtful receivables. Any subsequent recoveries of amounts previously written-
off are credited against “distribution and marketing expenses” in the income statement.
Inventories
Inventories are carried at the lower of cost or net realizable value. Cost is determined using the weighted
average method. Net realizable value is the estimated selling price in the ordinary course of business, less
the costs of completion and selling expenses.
Inventories sold to distributors on which significant risk and reward remains with the Company are recorded
as inventory on consignment.
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Years
Leasehold improvements Shorter of lease term or useful life
Telecommunication equipment 3 - 10
Civil works (telecommunications) 20
Information technology systems 3
Information technology servers 5
Furniture and fixtures 5
Office equipment 5
Vehicles and other transportation equipment 5
Gains and losses on disposals are determined by comparing proceeds with carrying amount and are
included in the income statement.
Maintenance and normal repairs which do not materially extend the estimated useful life of an asset are
charged to the income statement as and when incurred. Major renewals and improvements, if any, are
capitalized and the assets so replaced are retired.
Intangible assets
License fee is stated at cost less accumulated amortization. The amortization period is 25 years and is
primarily determined by reference to the unexpired license period, the conditions for license renewal
and whether the license is dependent on specific technologies. Amortization is charged to the income
statement on a straight-line basis over the estimated useful life from the commencement of service of the
network.
Rights of use of various telecommunication services are recorded upon acquisition at cost and are
amortized starting from the date of service on a straight line basis over their useful lives or statutory
duration, whichever is shorter.
Computer software licenses are capitalized on the basis of the costs incurred to acquire and bring the
specific software into use. These costs are amortized over their estimated useful lives, being 2 to 5 years.
Costs that are directly associated with the production of identifiable and unique software products
controlled by the Company and that are expected to generate economic benefits exceeding one year are
recognized as intangible assets.
Costs associated with maintaining the software are recognized as an expense when they are incurred.
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Borrowings
Borrowings are recognized at the proceeds received, net of transaction costs incurred. Borrowing costs that
are directly attributable to the acquisition, construction or production of qualifying assets are capitalized
as part of those assets. Other borrowing costs are charged to the income statement.
Provisions
Provisions are recognized when; the Company has a present legal or constructive obligation as a result of
a past event; it is probable that an outflow of resources will be required to settle the obligation; and the
amount can be reliably estimated.
Zakat
The Company is subject to zakat in accordance with the regulations of the Department of Zakat and
income Tax (the “DZIT”). Provision for zakat, if any, is charged to the income statement. Additional
amounts payable, if any, at the finalization of final assessments are accounted for when such amounts are
determined.
The Company withholds taxes on certain transactions with non-resident parties in the Kingdom of Saudi
Arabia as required under Saudi Arabian income Tax Law.
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Contingent liabilities
A contingent liability is a possible obligation which may arise from past events and whose existence
will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not
wholly within the control of the Company, or a present obligation that arises from past events but is not
recognized because it is not probable that an outflow of resources embodying economic benefits will be
required to settle obligation, or the amount of the obligation cannot be measured with sufficient reliability.
Revenues
The Company’s revenue mainly comprises revenue from mobile telecommunications. Revenue from
mobile telecommunications comprises amounts charged to customers in respect of airtime usage, text
messaging, the provision of other mobile telecommunications services, including data services and
information provision, fees for connecting users of other fixed line and mobile networks to the Company’s
network.
Airtime used by customers is invoiced and recorded as part of a periodic billing cycle and recognized as
revenue over the related access period. Unbilled revenue resulting from services already provided from
the billing cycle date to the end of each accounting period is accrued and unearned revenue from services
to be provided in periods after each accounting period is deferred. Revenue from the sale of prepaid
credit is deferred until such time as the customer uses the airtime, or the credit expires.
Revenue from data services and information provision is recognized when the Company has performed
the related service and, depending on the nature of the service, is recognized either at the gross amount
billed to the customer or the amount receivable by the Company as discount for facilitating the service.
The income from provision of content services, which policy of recognition has been changed during this
year, is recognized on net basis to record the extent of its own share of income only. This change has no
impact on the current and prior period profit/loss; however, this has caused reduction in revenue and cost
of revenue by same amounts as follows:
Incentives are provided to customers in various forms as part of a promotional offering. Where such
incentives are provided in the context of an arrangement that comprises other deliverables, revenue
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representing the fair value of the incentive, relative to other deliverables provided to the customer as
part of the same arrangement, is deferred and recognized in line with the Company’s performance
of its obligations relating to the incentive. In arrangements including more than one deliverable, the
arrangement consideration is allocated to each deliverable based on the fair value of the individual
element. The Company generally determines the fair value of individual elements based on prices at which
the deliverable is regularly sold on a standalone basis.
Operating leases
Lease of property and equipment under which all the risks and benefits of ownership are effectively
retained by the lessor are classified as operating leases. Rental expenses under operating leases are
charged to the income statement on a straight-line basis over the period of the lease.
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1,378,498 1,092,117
The Company invests part of the surplus cash in time deposits with maturity period of three month or less
with local commercial banks. The annual commission rates on these deposits during 2015 were 0.62 %
(2014: 0.89 %). The total commission earned by the Company during 2015 was SR 7.41 Million (2014: SR
9.38 Million).
2015 2014
SR’000 SR’000
Balance as at 1 January 479,033 421,818
Additions 44,495 57,215
Balance as at 31 December 523,528 479,033
4.1 The Company has agreements with other operators whereby amount receivable from and payable to
the same operator are subject to offsetting. At 31 December 2015 and 2014, the net amounts are included
in accounts receivable and accounts payable are as follows:
2015 2014
SR’000 SR’000
Accounts receivables, net 554,606 829,032
Accounts payables, net 412,732 703,034
4.2 Billed receivable includes amount due from related parties amounting to SR 115.6 million (2014:
SR 100 million) for providing telecommunication services to related parties.
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5. INVENTORIES, NET
2015 2014
SR’000 SR’000
Handsets and accessories 131,789 80,006
SIM cards 3,565 13,823
Prepaid recharge cards 2,757 2,387
Other 1,124 1,430
139,235 97,646
Less Provision for slow moving items (35,622) (34,966)
103,613 62,680
2015 2014
SR’000 SR’000
6.1. This includes advances amounting to SR 1,253 million provided by the Company during 2015 to
various suppliers under the agreements signed by the Company for telecommunications infrastructure
supply that will increase the network coverage and enchanted the quality of mobile telecommunications
services provided by the Company.
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* Pursuant to the Ministerial Resolutions No. 176 dated 25 Jumada I, 1428H (corresponding to June 11,
2007) and No. 357 dated 28 Dhu Al-Hijjah, 1428H (corresponding to January 7, 2008) and Royal Decree
No. 48/M dated 26 Jumada I, 1428H (corresponding to June 12, 2007), the 3rd license to provide mobile
telecommunication services within the Kingdom of Saudi Arabia over 25 years was granted to the Company
for an amount of Saudi Riyals 22.91 billion. The license fee also comprises an amount equal to Saudi Riyals
449.18 million related to financing costs which was capitalized as part of license cost in accordance with
the accounting standards applicable in the Kingdom of Saudi Arabia.
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9.1 Syndicated Murabaha facility of approximately SR 9.75 billion was arranged by Banque Saudi Fransi
in July 2009. This Murabaha facility consists of a SR portion totaling SR 7.09 billion and a USD portion
totaling USD 710 million (equivalent to SR 2.66 billion).
Financing charges as specified under the Murabaha facility are payable in quarterly installments over the
life of the loan. As per the terms of the Murabaha financing agreement the Company exercised its two (2)
options to extend the initial maturity date (12 August 2011) for six (6) months each, totaling the renewal
of the facility for one (1) full year with the final maturity date is 27 July 2012. Subsequently, the Company
has successfully obtained several approvals to extend the facility until 31 July 2013. During 2013, the
Company has partially settled an amount of SR 750 million out of the cash proceeds from the rights issue
transaction.
On 31 July 2013, the Company has signed an amended and restated “Murabaha financing agreement”
with a consortium of banks which also includes existing Murabaha facility investors to extend the maturity
date of its Murabaha facility for 5 years ending 30 June 2018 which was due on 31 July 2013. The new
facility has been restructured as an amortizing facility, 25% of which will be due during years 4 to 5 of the
life of the facility, as mandatory minimum amount due, with 75% due at maturity date. The Company has
partially repaid the facility, utilizing a portion of its internal cash resources, and the current outstanding
principal stands at SR. 8.6 billion, SR portion totaling SR. 6.3 billion and USD portion totaling USD 0.6
billion (SR 2.3 billion).
Financing charges as specified under the Murabaha financing agreement are payable in quarterly installments
over 5 years. The new facility is secured partially by a guarantee from Mobile Telecommunications Company
K.S.C and pledge of shares of the Company owned by some of the founding shareholders.
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As of the third quarter 2014, the Company’s results were below its previous approved business plan and
also fell below one of the loan covenants which is not considered as an event of default per the Murabaha
financing agreement. During the third quarter of 2015, the Company has obtained an extended waiver in
this respect till the first quarter of 2016. Moreover the management of the Company is still in negotiation
with the banks to reset the new covenant based on the new business plan that was approved by the
Company’s Board of Directors on 20 January 2015.
In the second quarter of 2015, the Company made a prepayment for the amount of SR 121.3 million as a
mandatory settlement due to its excess free cash flow.
9.2 This facility consists of a SR portion totaling SR 1,875 million and a USD portion totaling USD 100 million
(equivalent to SR 375 million) and is secured by a guarantee provided by Mobile Telecommunications
Company K.S.C. This facility attracts financing charges as specified in the agreement, and is subordinated
to the existing Murabaha facility and was due for repayment on 3 April 2013. The Company has obtained
the approval from financing banks to extend this long term facility until 5 June 2013.
On 5 June 2013 the Company has signed a new long-term borrowing facility agreement amounting to
SR 2.25 billion with three years maturity to refinance the existing facility. The new facility consists of a SR
portion totaling SR 1,875 million and a USD portion totaling USD 100 million provided by a syndicate
of four banks. This facility attracts financing charges as specified in the agreement, and is subordinated
to the existing Murabaha facility, and secured by an unconditional and irrevocable guarantee by Mobile
Telecommunications Company K.S.C. The new facility will be repaid in one bullet payment at the maturity
date of 5 June 2016.
9.3 On 20 June 2012, an Export Credit Agency facility agreement having two tranches (A and B) totaling to
USD 325 million was signed between the Company and some international banks. This facility is secured by
a guarantee provided by Mobile Telecommunications Company K.S.C. and subordinated to the Murabaha
facility. The purpose of this facility is to:
• Repay amounts due to one of the Company›s technical vendors; and Finance further new
expansion plans provided by the same technical vendor.
• The Company has utilized tranche A (USD 155 million) in full and also utilized USD 98 million
out of USD 170 million of tranche B. The remaining unutilized portion of tranche B has been
cancelled during the first quarter of 2013.
Financing charges as specified under this facility agreement are payable in semi-annual installments over
the life of the loan. Repayment will take place over five (5) years on a semi-annual basis starting July 2012
for tranche A (totaling USD 155 million) and July 2013 for tranche B (totaling USD 98 million). As at 31
December 2015, all twelve (31 December 2014: 8) installments were repaid in full.
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2015 2014
SR’000 SR’000
Mobile Telecommunications Company K.S.C, a majority shareholder has provided several interest bearing
loans to the Company; additionally certain payments were also made by Mobile Telecommunications
Company K.S.C on behalf of the Company. Interest was charged per agreed rates to the Company.
Management fee is charged to the Company by Mobile Telecommunications Company K.S.C, a majority
shareholder as per the basis specified in the underlying agreement.
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2,698,059 2,912,633
All advances, loans and amounts due to shareholders carry finance cost that approximate the prevailing
market rates.
The breakdown of the above-mentioned advances, loans and amounts due to shareholders and related
accrued financial charges at 31 December are as follows:
2015 2014
SR’000 SR’000
Mobile Telecommunications Company K.S.C. 2,826,939 2,530,352
Abu Dhabi Investment House 8,413 8,413
2,835,352 2,538,765
Accrued financial charges 1,131,247 936,892
3,966,599 3,475,657
The above-mentioned advances from shareholders and the related accrued financial charges are currently
not scheduled for repayment until the settlement of the Existing Murabaha Facility.
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Fair Value
Contracts notional
2015 2014
amounts
SR’000 SR’000
SR’000
Derivative financial instruments
4,315,385 7,204 66,830
held for cash flow hedges
The notional amounts do not reflect the amount of future cash flow involved.
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17. REVENUE
2015 2014
SR’000 SR’000
Usage charges 6,160,720 5,565,999
Subscription 437,457 395,276
Other 143,205 208,993
6,741,382 6,170,268
Government charges are related to annual license and commercial provisioning fee under the guidelines
issued by the Communications and Information Technology Commission (“CITC”).
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22. ZAKAT
Components of Zakat base
The significant components of the Company’s approximate zakat base, for the year ended December 31,
which are subject to certain adjustments under zakat and income tax regulations, are principally comprised
of the following:
2015 2014
SR’000 SR’000
Shareholders’ equity at beginning of year 5,523,630 6,758,672
Provisions at beginning of year 671,653 312,972
Long-term borrowings and shareholders’ advances 14,541,389 14,421,275
Other non – current liabilities 800,920 1,605,034
Adjusted net loss for the year (see below) (886,545) (1,159,930)
Property and equipment (5,007,464) (4,296,435)
Intangible assets (16,812,756) (17,680,704)
Other non-current assets (132,102) -
Approximate negative zakat base of the Company (1,301,275) (39,116)
Zakat is payable at 2.5 percent of higher of the approximate zakat base or adjusted net income.
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Status of assessments
The Company had finalized its zakat and tax status up to 2008 and obtained the related certificate.
The Company had submitted its financial statements along with zakat and returns for the years 2009 to
2014 and paid zakat and withholding tax according to the filed returns.
On 18 Ramadan 1436 (corresponding to 07 July 2015), the Company received the Zakat and WHT
assessments from DZIT for the years 2009 to 2011 whereby they asked to pay an additional amount of SR
619,852,491 of which SR 352,481,222 are related to zakat differences and SR 267,371,269 as withholding
tax subject to delay penalty payable from the due date up to the settlement date equals to 1% for every
30 days.
The Zakat and tax advisors believe that there is a valid argument to support the Company position on
appealing such assessment; therefore, during the quarter ended 30 September 2015 the Company filed
an appeal within the allowed period of 60 days. The outcome of the appeal cannot be reliably determined
at this stage; furthermore, the Company has taken adequate provision based on the advice of its Zakat
and tax advisor.
2015 2014
SR’000 SR’000
Within 12 months 493,258 667,643
Within 2 to 5 years 2,203,849 2,240,535
2,697,107 2,908,178
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Annual Report 2015
As a result of the above, the Company is a party in an arbitration proceeding against Mobily in relation
to a disputed claim arising from the Services Agreement (“Agreement”) entered into by both parties on
6 May 2008 and the related Amendment I, Addendum I and an offer letter, which were implemented by
both parties in normal course of operations till Mobily acted unilaterally to revoke these Amendment I,
Addendum I and offer letter. The Company considers that this unilateral revocation from Mobily is the
basis of its claims and which, according to the Company’s management, have no basis, are unfounded
and illegitimate.
Based on external legal and technical advice, the Company believes that Mobily did not have the unilateral
right to revoke Amendment I, Addendum I and offer letter related to the Agreement, neither by way of
terms in the contracts nor under Sharia Law and rejected Mobily’s actions and any subsequent invoices
which were not in line with the terms of Amendment I, Addendum I and offer letter initially implemented
by both parties in normal course of operations.
The arbitration sessions, which are in progress, started effective 20 December 2014. The following have
occurred during the period relevant to this financial statement. On 06 October 2015, Zain KSA submitted
its response to Mobily’s on 27 August 2015 submission in which it asserted counter claims against Mobily
in the amount of SR 29,932,478.52.
On 24 October 2015, the panel held a hearing in which it requested specific information from Mobily. The
panel requested that Zain KSA submits a response to Mobily’s submission within 30 days of the date of
receiving it.
Mobily submitted a memorandum, dated 30 November 2015, accompanied by several binders of documents
and supplemental report prepared by Mobily’s appointed expert. In its memorandum, Mobily asserted its
demand for dues from Zain KSA under the Agreement in the amount of SR 2,102,512,041 (the “Demand”).
According to Mobily, this demand is based on a calculation using the quantities of services rendered during
the relevant period and the rates set forth in the Agreement only. The calculation, according to Mobily,
ignores and does not take into account the discounted prices and waiver of certain commitments agreed
upon by the parties in subsequent amendments to the Agreement, namely Amendment 1, Addendum 1,
and the offer letter.
On 23 December 2015, Zain responded to Mobily’s submission of 23 November 2015. Zain KSA’s response
included independent expert reports from internationally recognized telecommunications and accounting
experts. The opinion of experts is consistent with Zain KSA’s established position.
The panel has indicated that it will appoint an independent expert to review the claims of each party and
submit a report.
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On 28 June 2015, the Board of Directors of Mobily decided to increase the provision related to Zain KSA’s
account receivables by SR 800 million, to reach a total of SR 2 billion.
The management believes that the ultimate outcome of the arbitration cannot be determined reliably at
this stage, and the amounts stated in the Company’s books as of 31 December 2015 are adequate, and
there is no need for any additional provision.
2015 2014
SR’000 SR’000
Within 12 months 309,984 275,546
Within 2 to 5 years 1,239,936 1,102,186
Over 5 years 1,549,920 1,377,732
3,099,840 2,755,464
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Annual Report 2015
Risk management is carried out by senior management. Senior management identifies, evaluates and
hedges financial risks in close co-operation with the Company’s operating units. The most important types
of risk are discussed in this note below.
Financial instruments carried on the balance sheet include cash and cash equivalents, accounts receivable,
borrowings, notes payable and accounts payables. The particular recognition methods adopted are
disclosed in the individual policy statements associated with each item.
Financial asset and liability is offset and net amounts reported in the financial statements, when the
Company has a legally enforceable right to set off the recognized amounts and intends either to settle on
a net basis, or to realize the asset and liability simultaneously.
Currency risk
Currency risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign
exchange rates. The Company’s transactions are principally in Saudi Riyals, and US Dollars which is
pegged to the Saudi Riyals. Management closely monitors the exchange rate fluctuations and believes
that Company’s exposure to currency risk is not significant.
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Credit risk
Credit risk is the risk that one party to a financial instrument will fail to discharge an obligation and cause
the other party to incur a financial loss. The Company has no significant concentration of credit risk. Cash
is placed with banks with sound credit ratings. Account receivables are carried net of provision for doubtful
receivables.
Liquidity risk
Liquidity risk is the risk that an enterprise will encounter difficulty in raising funds to meet commitments
associated with financial instruments. Liquidity risk may result from an inability to sell a financial asset quickly
at an amount close to its fair value. The Company incurred net loss for the year ended 31 December 2015
and has accumulated deficit as of that date. These conditions indicate that the Company’s ability to meet
its obligations as they become due and to continue as a going concern are dependent upon the Company’s
ability to arrange adequate funds in a timely manner. The directors have a reasonable expectation that
the Company has adequate resources to continue in operational existence for the foreseeable future.
Liquidity risk is managed by monitoring on a regular basis that sufficient funds are made available to meet
any future commitments. (Also please refer see note 1).
Fair value
Fair value is the amount for which an asset could be exchanged, or a liability settled between knowledgeable
willing parties in an arm’s length transaction. As the Company›s financial instruments are compiled under
the historical cost convention, except for derivative financial instruments at fair value, differences can
arise between the book values and fair value estimates. Management believes that the fair values of the
Company›s financial assets and liabilities are not materially different from their carrying values.
101