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This is Grameenphone
November 11, 1996

Awarded operating license in Bangladesh by the
Ministry of Posts and Telecommunications.

March 26, 1997

Launched its service on the Independence Day of Bangladesh.

November 11, 2009

Successfully listed on the Stock Exchanges in
Bangladesh.

After fifteen years of operation

More than 35 million subscribers and around 87 thousand Shareholders as of December 2011 are now empowered under a single network and touched by the magic of closeness.

Annual Report 2011

02/03

More than

35 Million subscribers History & Grameenphone Milestones

2010
Launched New Tariff Plan, ‘MobiCash’
Financial Service Brand, Ekota for SME,
Baadhon Package, Mobile Application
Development Contest & Network
Campaign;
Reached 29.97 Million Subscribers

2008
Introduced BlackBerry Service;

2011
Launched ‘My zone’- location based discount on usage, Micro SIM cards for iPhone, Spondon
Package with 1-sec pulse; Grameenphone
Branded Handset (C200, QWERTY handset
‘Q100’ and Android Handset ‘Crystal’),
Customer Experience Lab, eCare solution;
Completed swapping of 7,272 nos. of BTS;
Reached 36.5 Million Subscribers
2009
Listed on Dhaka Stock Exchange Ltd. and
Chittagong Stock Exchange Ltd.;
Launched Internet Modem, Special Olympic
Regional Talent Hunt, Stay Green Campaign,
Internet Package P5 & P6, Grameenphone
Branded Handset & Studyline;
Reached 21 Million Subscribers

Commissioned Brand Positioning & launched Stay Close & Customer Care
Campaign;
Reached 20 Million Subscribers

2007
Converted to a Public Limited Company;
Re-launched Business Solutions;
Launched New VAS, Bull Stock Information,

2006
Launched HealthLine, Smile Prepaid &
Xplore Postpaid, Cellbazaar, Business
Solutions for Business Class & Community;
Introduced new GP Logo Following Maiden
Decade of Operation;
Reached 10 Million Subscribers

2004
Reached 2 Million Subscribers

2002
Achieved BD Business Award for “Best Joint
Venture Enterprise”

Missed Call Alert & PayForMe Service;
Re-branded djuice;
Reached 16 Million Subscribers

2005
Launched Electronic Recharge System, djuice
Brand Targeting Youth Segment, EDGE &
Voice SMS for the first time in Bangladesh;
Reached 4 Million Subscribers

2003
Launched Prepaid Product with PSTN
Connectivity;
Reached 1 Million Subscribers

2001
Launched WAP Service
1999
Launched First Prepaid Service in the
Country

1997
Commenced Operation on the Independence Day of Bangladesh

1998
Launched Mobile to Mobile Service (without
PSTN Access)

1996
Incorporated as a Private Limited Company

Annual Report 2011

04/05

Products & Services

Prepaid

Postpaid

Internet

Enterprise
Solution

Value Added

Business SMS

Services
(VAS)

Roaming

Device

Adjacent
Businesses

Postpaid

Handset

Wholesale
Business*

Pay As You Go (P1)

Prepaid

Modem

Financial
Services**

Ekota

Heavy Internet browsing Package
(P2)

International SMS

Baadhon

GP Public Phone

Night Time Heavy
Internet browsing
Package (P3)

International MMS

Spondon

Internet SIM

Shohoj

Xplore

Minipack Pay Per Use
(Max 20 Tk./Day)

Apon

Business
Solutions

Bondhu

Adjusted djuice

djuice

3 GB Monthly Pack
(P5)
1 GB Monthly Pack
(P6)

15 MB Minipack (P7)

Ekota

99 MB Minipack (P9)

GP Public Phone

Roaming

150 MB Daily Pack
(P4)

Business
Solutions

Smile

Roaming

3 MB Minipack (P10)

1 MB Minipack (P11)

Call Block

Power Menu

Instant Messaging

StudyLine

Sports News

Web SMS

Cellbazaar
Mobile Backup

SMS & VoiceChat

Career Service

HealthLine

GP World

BalckBerry

E-Bill

Village Phone
Internet SIM
Directory Service

Team Tracker

News Service

Missed Call Alert

Welcome Tune

Vehicle Tracking

Messaging

Pay for Me

Mobile Reporting

Buddy Tracker

Stock Update Bull

Games & Apps

GP Connect

Ringtone Download

* In compliance with BTRC guidelines, GP is sharing its passive infrastructure with other operators under “Wholesale
Business”.
** Introduced different “Financial
Services” in electronic ticketing, bill collection, electronic lottery and remittance disbursement under the brand “MobiCash”.

Entertainment Box

Full Song Download

Religious Service

Music Radio

Infotainment (Stock,
Transport, Beauty Tips)

Co-branded opera mini Internet Security

Accolades in 2011

Grameenphone has gained immense recognition and popular acclaims for its phenomenal performance in 2011 by rewarding the following awards:
1.
2.
3.
4.
5.
6.
7.
8.
9.

SAFA award for ‘Best Presented Accounts and Corporate Governance Disclosures Awards 2010’
ICAB award for ‘Best Published Accounts & Reports 2010’
‘Emerging Market Service Provider of the Year’ for its 2010 business performance by Frost & Sullivan
‘HSBC-The Daily Star Climate Awards 2011’ for its ‘Building a Greener Network initiative’
‘Asia Business Continuity Award-2011’ by Business Continuity Institute (BCI)
‘Best Telecom Brand Award 2010’ by the Bangladesh Brand Forum and Nielsen Bangladesh
‘Best Employer Award 2010’ in the telecom sector presented by bdjobs.com
‘ICMAB Best Corporate Award 2011’ for sound financial health and major contribution towards the socio-economic development of the country
‘Best Business Assurance Effort’ by Telenor Global Business Assurance Community

Annual Report 2011

06/07

4.9 million people

connected through internet

every month

Performance at a Glance - 2011
(Consolidated)

Figures in BDT

89.1 Bn

Revenue growth 19%

51.2 Bn

Gross Profit growth 32%

32.6 Bn

Operating Profit growth 61%

33.0 Bn

Profit Before Tax growth 58%

18.9 Bn

Net Profit After Tax growth 76%

30.09

NOCF Per Share growth 30%

28.80*

NAV Per Share growth -23%

13.99

Earnings Per Share growth 76%

NAV- Net Asset Value; NOCF- Net Operating Cash Flow
* Adjusted as per note 29.1 to the Financial Statements

Annual Report 2011

08/09

Corporate Information
Company Name
Grameenphone Ltd.

Company Registration No.
C-31531 (652)/96

Legal Form
A public listed company with limited liability. Incorporated as private limited company on October 10, 1996 and subsequently converted to a public limited company on June 25, 2007. Listed on the Dhaka and Chittagong Stock Exchange Ltd. on
November 11, 2009.

Board of Directors
Chairman
Sigve Brekke

Directors
M Shahjahan
Hakon Bruaset Kjol
Nurjahan Begum
Per Erik Hylland
Md. Ashraful Hassan
Morten Tengs
Lars Erik Tellmann

Health, Safety, Security
& Environment Committee
Per Erik Hylland (Chairman)
M Shahjahan
Dr. Mohammad Shahnawaz
Hasanur Rahman Rakib (Secretary)

Management Team

Dr. Jamaluddin Ahmed FCA

Tore Johnsen, Chief Executive Officer
Raihan Shamsi, Deputy CEO & Chief Financial Officer
Tanveer Mohammad, Chief Technology Officer
Arild Kaale, Chief Marketing Officer
Mahmud Hossain, Chief Corporate Affairs Officer
Kazi Monirul Kabir, Chief Communications Officer
Haroon Bhatti, Chief People Officer

Company Secretary

Head of Internal Audit

Independent Director

Hossain Sadat

Emadul Hannan

Audit Committee

Statutory Auditors

M Shahjahan (Chairman)
Per Erik Hylland
Dr. Jamaluddin Ahmed FCA
Emadul Hannan (Secretary)

Legal Advisors

Treasury Committee
M Shahjahan (Chairman)
Pal Stette
Raihan Shamsi
Imdadul Haque (Secretary)

Human Resources Committee
Per Erik Hylland (Chairman)
M Shahjahan
Haroon Bhatti
Hossain Sadat (Secretary)

Rahman Rahman Huq
Chartered Accountants

Hasan & Associates
Sheikh & Chowdhury

Registered Office
GPHouse
Bashundhara, Baridhara
Dhaka-1229, Bangladesh

Business Review - 2011
One of the major initiatives of 2011 was the network upgradation. Network has always been a strong point for GP and seen as the best network by the mobile phone users in
Bangladesh. To retain this position, GP decided to upgrade its entire network with future proof technology.
A total of 7,272 base stations were modernized and upgraded to enhance
GP’s network in less than a year.

always been a strong point for GP and seen as the best network by the mobile phone users in Bangladesh. To retain this position, GP decided to upgrade its entire network with future proof technology. A total of 7,272 base stations were modernized and upgraded to enhance GP’s network in less than a year. keypad was also introduced in 2011.
Making Internet affordable for general people has been one of the focal areas for GP in 2011. In this regard, it has introduced several affordable internet packages namely Minipack 99MB, 15MB,
3MB and 1MB. These packages were designed to cater to the needs of the customers who generally use internet

The modernized network will make it

through mobile phone. GP also

easy for GP to facilitate 3G technology

partnered with ‘Opera’ software to

and broadband services. Moreover, the

introduce a customized version of Opera

simplified network infrastructures will

Mini, a mobile web browser for GP

enable the Company to offer a range of

customers.

different services to its valued customers. GP also arranged a countrywide internet awareness campaign in cooperation with

The Company has so far invested more

the Daily Prothom Alo. ‘Grameenphone

than BDT 17,093 crore to build the

Prothom Alo Internet Utshob’ was

network infrastructure since inception.

designed to make aware the students

Over BDT 1,296 crore was invested

and their parents about usefulness of

during 2011 alone.

internet in their daily life.
To make the internet experience even

Innovation and Useful Products better for the customers, GP also and Services introduced ‘Grameenphone Crystal’, a

A year of Consistent Business In the products and services side, the
Performance
Company introduced ‘My Zone’, first of

low cost Android handset. The handset was bundled with free internet usage,

its kind in Bangladesh, which offers

SMS, MMS and other value added

discount on call tariff depending on

services.

amid fierce competition and regulatory

customer’s location.

For the subscribers without internet

turmoil.

During the year, GP introduced its first

connection, GP launched Facebook

2011 was a very important year for the

ever 1 second pulse Prepaid package

SMS, which allows the subscribers to use

‘Spondon’. The price plans for prepaid

basic functionalities of Facebook while

package ‘Apon’ and ‘Bondhu’ have also

they are offline. GP also partnered with

Grameenphone completed 2011, retaining its position as market leader

Company as the existing operating license fell due for renewal.
The process got delayed by legal complicacies due to disagreement over the payment of the license fees. The court’s decision in this respect will facilitate the license renewal.

been modified for greater benefits of the Facebook to run an awareness campaign to expedite the Bangla translation of the customers. To serve the rural population, GP

social networking site.

introduced a very affordable GP branded As an innovative company, GP introduced Digital Right Management handset named ‘C200’ in 2011. With a user friendly interface, a built-in torch

(DRM) platform, which encouraged

light, FM Radio, long lasting battery and

some of the most prominent

both Bangla and English menu. GP

Bangladeshi musicians to launch their

continued its efforts to make telephony

new albums through mobile phone

One of the major initiatives of 2011 was

affordable in rural areas. Another

exclusively for GP subscribers. The DRM

the network upgradation. Network has

handset named ‘Q100’ with QWERTY

platform protects the right of the artists

GP took a good number of initiatives that made the year a very successful one. Annual Report 2011

10/11

Business Review 2011

and musician over their content & music. million new subscribers in 2011, amid

(NLASO). Under this initiative, GP is helping NLASO to launch call-center

In 2011, GP has partnered with

fierce competition.

Southeast Bank and Premier Bank to

GP continued to be the largest

launch foreign remittance service. This

Corporate Tax payer of the country. In

will help the migrant workers to send

2011, GP has paid to Bangladesh

money to their family in a secured and

Government BDT 6,015 crore as direct

efficient way. Under the ‘MobiCash’

taxes, VAT and duties, and in fees paid to recognized best among the telecom

platform, the Company has arranged

referral services, which will make legal information easily accessible to people who are unable to afford legal support.
GP’s Green initiatives have also been

the Bangladesh Telecommunication several government approved M-lottery, Regulatory Commission (BTRC). GP has which enabled the customers to buy contributed BDT 24,517 crore to the

operators in Bangladesh and the

lottery tickets through their mobile

National Exchequer since its formation

Company is using one of its solar

phones.

in 1997.

powered base stations in Sunamgonj

Company was awarded with ‘HSBC -The
Daily Star Climate Awards 2011’. The

district to provide electricity to the 136
Better Customer Experience

For a Brighter Tomorrow

GP always strives to provide quality services to its valued subscribers. In

As a responsible corporate citizen, GP has continued to invest for common

2011, special attention was given to

good of the society. In 2011, the

meet the subscribers’ demand and

Company has integrated its

satisfaction.

technological expertise with social

Grameenphone established a Customer
Experience Lab, which is helping the
Company to gain valuable customer

projects to bring positive changes in the life of general people ensuring better
One of these initiatives was Online

The lab is being used to validate ideas

School. The basic idea of Online school

and concepts with potential customers

is that a sub-urban/rural classroom of

early in the product development phase.

Bangladesh will be connected to a

has been revamped with many new tools

classroom in Dhaka via video conference technology and internet.

and applications to make life easy for its

GP has also taken different initiatives to

customers. Bangla versions of the

deliver M-health. In collaboration with

website along with WAP version were

Mobile Alliance for Maternal Action and

also lunched. One of the major features

D.net, GP has been providing life-saving

of the website has been the eCare

health information to parents-to-be and

system, which enabled the customers to

new parents in Bangladesh using mobile

avail many services online.

phones. Another agreement has been signed with Telemedicine Working Group

Excellent Performance
GP earned BDT 8,906 crore revenues for the year 2011 with 19.2% increase from

of Bangladesh to increase accessibility of specialized dermatology services for the rural community.

2010. The growth was driven by

The Company helped Women Support

subscription. There has been increasing

and Investigation Division (WSID) of

contribution from data, roaming and

Dhaka Metropolitan Police (DMP) to

wholesale business.

establish a help line. Women violence

Company’s subscriber base increased from 30 million to 36.5 million by the

bazaar. This could be a model to address the demand for electricity in rural
Bangladesh. Meanwhile GP continued to convert its base stations to use renewable energy and at the end of
2011, 50 BTSs are being operated by solar power.

sustainability.

insight about its products and services.

The corporate website of the Company

village households and a CIC in the local

victims will be able to use this help line to seek police help.

end of 2011 giving it a market share of

Another initiative has been taken with

around 43%. The Company added 6.5

National Legal Aid Services Organization

February 07, 2012

The “Grameenphone-Prothom Alo Internet Utshab” was launched in partnership with Prothom Alo – the leading newspaper of the country, the ICT Ministry and Opera Mini on the September 27, 2011. “Internet Utshab” was a series of day long events held in rural and semi-urban schools and colleges nationwide. 101 such events were held in more than 1000 institutions and with 300,000 audiences. The i-Genius contest was the most exciting part of the event from which 101 i-Geniuses came out to fight for the national champion’s title in the Grand Finale on January 07, 2012.

Annual Report 2011

12/13

350,000+ people

directly dependent on

Grameenphone for their livelihood

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 Mobile
Communications AS

(55.80%)
Grameen
Telecom

(34.20%)
General Public & other Institutions

(10.00%)

Telenor Mobile Communications AS (TMC)
TMC, a company established under the laws of the Kingdom of Norway, seeks to develop and invest in telecommunication solutions through direct and indirect ownership of companies and to enter into national and international alliances relating to telecommunications. It is a subsidiary of Telenor Mobile Holdings AS and an affiliate of Telenor. Telenor ASA is the leading
Telecommunications Company of Norway listed on the Oslo Stock Exchange. It owns 55.80% shares of Grameenphone Ltd.
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, Serbia, Montenegro, Thailand,

Annual Report 2011

14/15

The Shareholders

Malaysia, Pakistan and India. Including its 31.7% ownership stake in VimpelCom, Telenor has more than 330 million mobile subscriptions worldwide as of December 31, 2011.
Telenor uses the expertise it has gained in its home and international markets for the development of emerging markets like
Bangladesh.
As part of the conversion of Grameenphone from a private limited to a public limited company, Telenor Mobile Communications
AS transferred 10 shares each on May 31, 2007 to its three (3) affiliate organizations namely Nye Telenor Mobile
Communications II AS, Norway; Telenor Asia Pte. Ltd., Singapore; and Nye Telenor Mobile Communications III AS, Norway.

Grameen Telecom (GTC)
Grameen Telecom, which owns 34.20% of the shares of Grameenphone, is a not-for-profit company in Bangladesh established by Professor Muhammad Yunus, winner of the Nobel Peace Prize 2006.
GTC’s mandate is to provide easy access to GSM cellular services in rural Bangladesh and create 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.
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 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
1 share each on May 31, 2007 to its two affiliate organizations namely Grameen Kalyan and Grameen Shakti.

The Shareholders

Top Twenty Shareholders as on December 31, 2011
Sl No.

Name of Shareholders

Number of Ordinary Shares Held

Percentage

1

Telenor Mobile Communications AS

753,407,724

55.80%

2

Grameen Telecom

461,766,409

34.20%

3

Grameen Bank Borrowers’ Investment Trust

11,037,221

0.88%

4

AB Investment Limited – Investors Discretionary Account

8,618,000

0.68%

5

IDLC Finance Limited - Portfolio Account

5,017,008

0.40%

6

Bangladesh Fund

2,905,800

0.23%

7

United Commercial Bank Ltd.

2,096,700

0.17%

8

Investment Corporation Of Bangladesh

1,829,400

0.15%

9

Lankabangla Investment Ltd.- IP A/c

1,633,240

0.13%

10

Rupali Bank Ltd.

1,283,800

0.10%

11

ICB Unit Fund

1,226,000

0.10%

12

IFIC Bank Ltd.

1,188,300

0.09%

13

Sonali Bank Ltd.

1,151,400

0.09%

14

Delta Life Insurance Co. Ltd.

1,130,400

0.09%

15

The City Bank Ltd.

975,600

0.08%

16

Citigroup Global Markets Financial Products LLC

935,200

0.07%

17

Union Capital Ltd. Investor Account

911,346

0.07%

18

Grameen One : Scheme Two

850,000

0.07%

19

TBIL Investors Discretionary Account

847,917

0.07%

20

A.K.Khan & Co. Limited

826,000

0.07%

1,259,637,465

93.54%

Total
(as per CDBL records)

Annual Report 2011

16/17

Organisational Structure

Board of Directors
Board
Audit Committee

Tore Johnsen

Chief Executive Officer
(CEO)

Hossain Sadat*

Tanveer Mohammad
Chief Technology
Officer

Arild Kaale

Chief Marketing
Officer

Emadul Hannan*

Head of Internal Audit

Company Secretary

Kazi Monirul Kabir
Chief Communications

Officer

Raihan Shamsi **
Deputy CEO & Chief
Financial Officer

* Not a member of the Management Team
**Deputy CEO has a special role on Stakeholder Relations of the Company

Haroon Bhatti

Chief People Officer

Mahmud Hossain
Chief Corporate
Affairs Officer

Directors’ Profile

Mr. Sigve Brekke was appointed to the Board on September 1, 2008 and is also the Chairman 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 the Managing Director. He served as the Co-CEO of Total Access Communication PLC (“dtac”) from 2002 to 2005, was the sole CEO and Director from 2006 to 2008 and was elected as the Vice Chairman of dtac Board in 2008. In July 2008, he was appointed as Director and
Executive Vice President of Telenor Group, Head of Asia Region, Telenor. In 2009, Mr. Brekke was elected as Director of Unitech Wireless and the Chairman of DiGi Board. He was appointed Managing Director of Uninor in July 2010. 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.

M Shahjahan

Sigve Brekke

Mr. M Shahjahan was appointed to the Board on June 26, 2006 and is also Chairman of the
Company’s Treasury Committee and Board Audit Committee. He has been appointed as Deputy
Managing Director of Grameen Bank on July 26, 2011. In addition, he has been made responsible to act as Managing Director of the same organization. Earlier, he served as the
General Manager and Head of the Accounts, Finance, Planning, Monitoring and Evaluation
Division of Grameen Bank. Prior to joining the Company, 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 companies that work in the fields of health, education, agriculture, welfare, renewable energy and telecommunications. He obtained a Bachelor of Commerce (Honours) in Accounting from the
University of Dhaka in 1976, as well as a Masters degree in Accounting in 1977 and a Masters degree in Finance in 1981. He was awarded ICAB Medal (Silver) for passing the ‘C.A.
Intermediate’ examination at the earliest eligible chance in 1981.

Ms. Nurjahan Begum was appointed to the Board on January 20, 2010. She served in the Nobel winning organization Grameen Bank as its Acting Managing Director, the responsibility she got from the bank’s founder Professor Muhammad Yunus. She is now serving as Managing Director
(Honorary) of Grameen Shikkha (Education), a non-profit organization in the Grameen family.
She was one of the earliest associates of Professor Yunus when the latter started the Grameen
Bank Project in 1976 in the village of Jobra in Chittagong district of Bangladesh. Ms. Nurjahan, who was a student of Chittagong University, played an important role in organizing and training 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 programmes in many countries and lectured at different universities, conferences and seminars in different countries. She is also serving on the Boards of several organizations including Grameen Foundation, USA. She was awarded the Susan M. Davis Lifetime Achievement Award 2008 by Grameen 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.

Nurjahan Begum

Annual Report 2011

18/19

Directors’ Profile

Mr. Morten Tengs was appointed to the Board on July 18, 2011. He joined the Telenor Asia office as a director in June 2011. He is currently a Board member of Telenor in Pakistan and DTAC in
Thailand. He has been in the Telenor Group since 1995, and held a number of management positions such as: Finance Director of Telenor Global Services, CEO of Telenor Global Services,
CEO of Telenor Satellite Services, CEO of Telenor Cinclus and Senior Vice President of Telenor
Corporate Development. Mr. Tengs holds a Master of Business Administration degree from the
Norwegian School of Management (BI) and an Engineering degree in construction from the
Norwegian Engineer High School.
Morten Tengs

Mr. Per Erik Hylland was appointed to the Board on June 25, 2007 and is also Chairman of the
Company’s Human Resources Committee and Health, Safety, Security & Environment
Committee. He is the Senior Vice President in Telenor Asia and serves as Country Manager in
Bangladesh. Mr. Hylland has professional experiences 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 11 years, he has worked in 10 countries as a
Telenor representative for Central and Eastern Europe, North Africa and Asia. During this period, Mr. Hylland acted as a Director for Telenor companies in Austria, the Czech Republic,
Hungary and Slovakia. He is an engineer in information technology and educated in the
Norwegian Ministry of Defence.

Per Erik Hylland

Dr. Jamaluddin Ahmed FCA was appointed to the Board on March 19, 2010 as an Independent
Director. He is a Partner at Hoda Vasi Chowdhury & Co., Chartered Accountants, which is the associate firm of Deloitte & Touche in Bangladesh. Dr Jamal was the President (2010) of the
Institute of Chartered Accountants of Bangladesh (ICAB). He is the elected Vice-President of the country’s independent think tank-Bangladesh Economic Association. He 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. Currently, he is involved with Bangladesh Energy Regulatory Commission for
Dr. Jamaluddin Ahmed FCA

introducing Uniform Energy Accounting in Bangladesh. Over his professional career, Dr. Jamal has written copious publications and conducted numerous research papers on various 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 mobile banking in Afghanistan for the Micro Finance Transaction funded by the USAID.

His paper on the application of Uniform Energy Accounting in

Bangladesh was presented at the South Asian Federation of Accountants Conference at
Kathmandu (2010). Currently, he completed his paper “Demutualization of Stock
Exchanges-Rationale, Comparative Practice and a Roadmap for Bangladesh”. He holds
Masters degree in Accounting from the University of Dhaka, PhD from the Cardiff Business
School, under the University of Wales, United Kingdom, and is also a fellow of the ICAB.

Directors’ Profile

Mr. Lars Erik Tellmann was appointed to the Board on December 6, 2011. He was Vice President of Telenor Group and joined the Asia Region Office at Bangkok in 2010. Previously he was in
Finance Division of DiGi Telecommunications in Malaysia. In September 2011, Mr. Tellmann was appointed as Senior Vice President for Strategic Development for Telenor Asia. He is also a
Board member in Telenor Pakistan, Total Access Communication Plc in Thailand and DiGi
Telecommunications in Malaysia. Mr. Tellmann has 12 years of international ICT industry exposure, working in Scandinavia, Central Eastern Europe and South East Asia. He joined the
Group Business Development Division of Telenor ASA in 2001, and worked primarily to build and execute operational excellence concepts internationally. He holds a Masters Degree in
Lars Erik Tellmann

Business Administration (MBA) from Edinburgh University in Scotland, UK, as well as a Master in
Business of Science (M.Sc./Sivilokonom) degree from Bodo Business School, Norway.

Mr. Hakon Bruaset Kjol was appointed to the Board on September 14, 2011. He is the Senior Vice
President and Head of Corporate Affairs of Asia Region, Telenor Group. Mr. Kjol joined the
Telenor Group in 1995, beginning his career in the domestic mobile operations in Norway.
Since then, he contributed to the Group’s growing international presence through his strategic involvement in Telenor’s international mobile activities where he played significant roles in operational development and merger and acquisition activities both in Europe and Asia. For the last 11 years, Mr. Kjol has been based in Asia where he continues to assume a key role in the development of the Group strategy for Asia, and managing the Asia business environment to include the areas of public affairs, regulatory management, government relations, strategic communications and corporate responsibility. He has been a key member of several management committees and currently the Director of Total Access Communication (dtac),

Hakon Bruaset Kjol

Thailand; Telenor Asia Pte Ltd, Singapore; Digi.com Berhad, Malaysia and Telenor India Pvt. Ltd,
India. Mr. Kjol is a former student of the Norwegian School of Management majoring in
Marketing and Communications.

Mr. Md. Ashraful Hassan was appointed to the Board on January 20, 2010. He currently serves as Managing Director of Grameen Telecom, and is 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., Grameen Fabrics & Fashions Ltd. and CEO of Grameen Telecom Trust. He gained diversified knowledge in textile sector especially in the field of composite knit-wear having wide exposures in the industrial management, export market, labour management and so on. Mr. Hassan also acquired wide range of experience for project development and different kinds of industry setup. He started his career in Grameen
Bank, the Nobel Peace Prize winning organization, in 1984. During his 16 years tenure with the
Md. Ashraful Hassan

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 Grameen Bank. He serves as a member of the Board of Directors of several enterprises that play commendable role in the fields of renewable energy, health care, food & nutrition, information and communication technology and so forth. He holds Bachelor of Science in Civil Engineering from Khulna University of
Engineering and Technology, Bangladesh.

Annual Report 2011

20/21

3
1

Team ement Manag : CEO

n
& CFO
Johnse
uty CEO
1. Tore si: Dep m an Sha
2. Raih ir: CCO ul Kab
Monir
ad: CTO
3. Kazi ohamm veer M
4. Tan
: CPO
Bhatti
aroon
5. H e: CMO d Kaal
: CCAO
6. Aril ossain mud H
7. Mah

2

7

6
5
4
Annual Report 2011

22/23

Management Team’s Profile
Mr. Tore Johnsen was appointed as our Chief Executive Officer (CEO), effective from March 01, 2011.
Before joining Grameenphone, he was the CEO of the Thai mobile operator ‘dtac’. Previously he has also held positions as CEO of Telenor Pakistan and CEO of DiGi in Malaysia. He joined the Telenor Group in 1974, and held a number of managerial positions and international assignments. He holds Master of
Science in addition to studies in International Business Management.

Tore Johnsen
CEO

Mr. Raihan Shamsi was appointed as our Deputy Chief Executive Officer (DCEO) and Chief Financial
Officer (CFO), effective from March 09, 2010. He had been the Company Secretary since 2005 until late 2010. Earlier, he was the Chief Corporate Affairs Officer and, before that, Director of Financial
Management and Head of Internal Audit. Before joining Grameenphone in late 2001, he worked in a number of multinational organizations, including Shell, Unilever and KPMG Bangladesh. He has worked in the areas of financial management, corporate stakeholder management, legal & compliance and internal control & process management for around thirteen years. He is a Chartered
Accountant in profession and holds a Bachelor’s degree in Commerce from the University of
Chittagong, Bangladesh.

Raihan Shamsi

Deputy CEO & CFO

Mr. Haroon Bhatti was appointed as our Chief People Officer (CPO), effective from August 01, 2011.
Before joining Grameenphone, he was the CPO of Thai mobile operator, ‘dtac’. Previously, he was the Director, Organization Excellence of Telenor Pakistan. Prior to joining Telenor, he has held several management positions in USA. He holds a Masters degree in Political Science from McGill
University, Canada.

Haroon Bhatti
CPO

Mr. Arild Kaale was appointed as our Chief Marketing Officer (CMO), effective from September 10,
2009. Before joining Grameenphone, he was the Chief Marketing Officer in Telenor Promonte, the number one mobile operator in Montenegro. While with Telenor and Promonte, he has been a part of the Board of Directors of Penetrace in Norway. After serving three years as a second lieutenant in the Norwegian Armed Forces, he started his career as Managing Director in Lasbuakonsernet in
1995. He joined Scandinavian Airlines System in 1997, working both in Sweden and in the USA 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 activities, segment management, analysis and training. He was also responsible for third party distribution within the business segment in Norway.
He holds a Master of Business and Economics from Bedriftsokonomisk Institute in Oslo and Indiana
University in the USA.

Arild Kaale
CMO

September 01, 2009. He has been a part of Grameenphone since April 2008 when he joined as the
Head of Regional Sales to lead the largest team in Grameenphone. He moved to Communications
Division as Head of Market Communications before being appointed as the Chief Communications
Officer. He has extensive experience spanning over 12 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
Kazi Monirul Kabir
CCO

was the architect of the Direct Sales team of Banglalink GSM that was pivotal in 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 in the country. He completed his Bachelor of Business Administration from the School of Management & Business Administration of Khulna University before entering into corporate career.

Mr. Mahmud Hossain was appointed as our Chief Corporate Affairs Officer (CCAO), effective from March
08, 2010. He started his career as a telecom professional in 1990 at the very outset of liberalization of mobile telephony industry in Bangladesh; when he joined the technical team of the erstwhile
Hutchison BD Telecom Ltd. (presently known as CityCell) after completion of his Bachelor Degree in
Engineering. He worked for Grameenphone, at his first spell with the company, as Additional General
Manager at the Network Operations during the period of 2000-2001. In his credibly long career, he also worked as the Head of Technology for various telecom operators – Fixed Wireless, ISP and
International Gateway. Immediately prior to taking up his present role, he worked as the Head of
Regulatory Affairs under Corporate Affairs Division of Grameenphone since his rejoining the Company

Mahmud Hossain
CCAO

in August 2009. He obtained his Bachelor Degree in Electrical & Electronic Engineering from
Bangladesh University of Engineering & Technology (BUET). He obtained his MBA (major in Finance) from the Institute of Business Administration (IBA), University of Dhaka, Bangladesh. He also holds a
Masters (Telecom) Degree from Concordia University, Canada.

Mr. Tanveer Mohammad was appointed as our Chief Technology Officer (CTO), effective from July 01,
2010. Tanveer has been working with Grameenphone since 1997. In this long journey with
Grameenphone, he has worked with Roll out, Operation and overall network responsibilities. He has played pivotal roles in developing local entrepreneurs in civil works, tower fabrication, installation and commissioning, ensuring speed and efficiency for the coverage and capacity expansion of the network. He has also contributed towards creating the efficiency focus in the operational activities while upholding the network leadership, through aggressive service level agreements, high customer
Tanveer Mohammad

CTO

focus, steep cost efficiency targets and strengthening the operational teams. He has successfully led the network modernization bringing in huge efficiency in energy consumption and overall opex efficiency. Through this process, the network also became ready for future technology. Since early
2009, Tanveer has been working as Deputy CTO. He has contributed strongly in Technology strategy, together project, vendor strategy, wholesale support with overall operational responsibilities during this tenure. He is also taking active part in GTI (Global Team Infrastructure) forum with Telenor. Before joining GP, Tanveer worked with Hyundai Engineering and Construction. He holds a graduation in
Engineering from the Bangladesh University of Engineering and Technology (BUET).

Annual Report 2011

24/25

Management Team’s Profile

Mr. Kazi Monirul Kabir was appointed as our Chief Communications Officer (CCO), effective from

Message from the Chairman
Bangladesh still have huge potential for growth. There is also a vast demand for high speed internet.
We believe that the country is eagerly waiting for 3G and with countrywide upgraded network and long experience in providing internet services, your company is nicely poised to take the mobile telephony to the next level.

Chairman’s Message

Dear Shareholders,
With your support and trust, we have

renewing mobile operators. The

passed another successful but

guideline demanded unprecedented

(BDT 6,015 crore) to the National

Exchequer representing about 68% of renewal fees and contained many issues GP’s total revenue of 2011.
While we posted growth both in revenue that were not relevant to the renewal.
With only around 33% telecom and subscriber numbers, most of the
The renewing operators along with us penetration, Bangladesh still have huge challenging year in 2011.

year was spent under regulatory uncertainties. strongly pointed out that the stipulated potential for growth. There is also a vast fees were not rational and also demand for high speed internet. We

Due to our continuous effort to increase unprecedented. We requested the
Bangladesh Telecommunication operational efficiency, your company has seen a healthy increase in revenue.

Regulatory Commission (BTRC) and the

The year on year revenue growth was

believe that the country is eagerly waiting for 3G and with countrywide

concerned Ministry to reduce the fees

upgraded network and long experience

growth and contributions from data,

in providing internet services, your and remove the non license issues from company is nicely poised to take the the license renewal guidelines. The mobile telephony to the next level.

roaming and wholesale businesses.

media and other stakeholders also

mainly fuelled by steady subscription

By the end of 2011, the number of

supported our position.

Grameenphone rides on a group of dedicated people keen to accomplish.

subscribers has reached over 36.5

After much deliberation, the

All the accolades that GP has earned

million representing around 43% of

Government later reduced the fees to

years after years have resulted from the

market share.

some extent. We have already paid the

relentless drives, initiatives and

1st installment of the renewal fees

commitments of its employees. Hats off

amounting to over BDT 13 billion (BDT

to the winning team for their persistent

Grameenphone has always been committed to providing quality services and it has been one of our main strengths from the beginning. To maintain this strength in the future, we have upgraded our entire network in
2011. Our network is now future proof and ready to serve our customers with greater satisfaction.
The share market remained extremely volatile throughout the year. But, fortunately price of Grameenphone’s share did not fluctuate much. By the end of the year, we have seen the GP share price to gain. We have also been able to give you 140% interim dividend during 2011.
As I said earlier, we went through a good number of regulatory challenges. Early in the year, the regulator published a license renewal guideline for the four

1,300 crore). However, in relation to

achievements and fond affection for
Market Competition Factor (MCF) on the Grameenphone. spectrum that we acquired in 2008 and
At the end, I would like to thank our
VAT on renewal fees, we had to go to the valued shareholders and other court of law. We are now waiting for the stakeholders for their support which is
Supreme Court’s order on the license helping this Company to remain an renewal issue. innovative and dynamic organization.
In another front, BTRC initiated an audit on mobile operators in April 2011.
Unfortunately, the above audit was performed only on Grameenphone. We were asked to pay outstanding dues of
BDT 3,034 crore based on the incomplete, erroneous and inconclusive

Sigve Brekke
Chairman
February 07, 2012

audit. However, we had to go to the court to resolve this issue.
Meanwhile, Grameenphone continues to be the largest contributor to the
National Exchequer. During 2011, the
Company contributed BDT 60.1 billion

Annual Report 2011

26/27

Message from the CEO
We have strived to improve on our operational efficiency and have been able to deliver an excellent financial result. Our revenue went up by 19.2% to
BDT 8,906 crore in
2011, compared to
BDT 7,473 crore in
2010. This year, we focused more on customer satisfaction and have taken a good number of measures to give them better customer experience. CEO’s Message

Dear Shareholders,
On behalf of the Management Team, I

use internet through mobile phone. To

operators and we have been awarded

am pleased to inform you that

make the internet experience even

with ‘HSBC-The Daily Star Climate

Grameenphone has passed another

better, we also introduced ’Crystal’- a

Awards 2011’. Currently, we are using our

remarkable year. 2011 has been marked

low cost Android handset. To create

solar powered base station in

by triumph and successes for the

awareness about internet among the

Sunamgonj district to provide electricity

Company in different fronts.

young people, we have organized an

to the villagers. This could be a model to

Internet festival across the country in

address the demand for electricity in

association with Prothom Alo - the

rural Bangladesh. At the end of 2011, 50

leading newspaper of Bangladesh. The

base station sites were being run by

festival was held in 101 places and was

solar power.

Your Company has seen growth in terms of both revenue and subscribers while our market share remained steady throughout the year.
We have strived to improve on our operational efficiency and have been able to deliver an excellent financial result. Our revenue went up by 19.2% to
BDT 8,906 crore in 2011, compared to
BDT 7,473 crore in 2010. This year, we focused more on customer satisfaction and have taken a good number of measures to give them better customer experience. visited by over 300,000 people.

We have won the top award in ICT

Our Business Solution package has also

category from the South Asian

been revamped to meet the growing

Federation of Accountants (SAFA) for

demand of the business community. For

“Best Presented Accounts & Corporate

the first time in Bangladesh, we

Governance Disclosure Awards 2010” for

introduced “MY Zone” feature offering

our Annual Report 2010.

special discount on call rate to prepaid customers. The discount depends on the location of the customer and is shown on the handset screen.

However, situation was not so rosy in the regulatory regime. We faced challenges over the license renewal issues. Besides, we had to undergo a questionable audit

Our subscriber base increased to 36.5

commissioned by the Bangladesh

million by the end of 2011 giving us a

Telecommunication Regulatory

market share of around 43%. We have

Commission (BTRC). Nonetheless, GP

added 6.5 million subscribers in 2011,

Management stood firm on both issues

amid fierce competition.

and took applicable actions to resolve

were modernized and upgraded to

We also introduced Digital Right

the issues. One bright spot in the

enhance GP’s network. Our network is

Management (DRM) platform to

regulatory arena was the government’s

now future proof and ready to serve our

safeguard the interest of the musicians,

decision to reduce the SIM tax to BDT

customers with greater satisfaction. This

which encouraged some of the most

605 from BDT 800.

upgradation will result in reduction of

prominent Bangladeshi musicians to

One of our most important steps was upgrading the entire network by 9 (nine) months of this year. This was the largest ever network upgradation in Bangladesh where a total of 7,272 base stations

towards greener environment.

I would like to thank all of our launch their new albums through mobile shareholders and the stakeholders for phone exclusively for GP subscribers. their support to our journey towards a

We have established a Customer

This year we have integrated our

Experience Lab, which is helping us to

technological expertise with social

gain valuable customer insight about

projects to bring positive change in the

our products and services. This in turn is

life of general people. One of these

enabling us to deliver more customer

initiatives was Online School, where a

friendly products and services.

classroom of a suburban school is

operating expenses and contribution

With a view to taking Internet to general people, we have introduced several affordable internet packages. These

connected online with a classroom of a

brighter future.

Tore Johnsen
CEO
February 07, 2012

school in Dhaka to receive lessons simultaneously. packages were designed to cater to the

Our Green initiatives have also been

need of the customers who generally

recognized best among the telecom

Annual Report 2011

28/29

24,517crore BDT contributed to the

National Exchequer

Corporate Governance in Grameenphone

Technology

Process

Strategy

Goal

People

Grameenphone (GP) firmly believes that business operation means dealing with the stakeholders with trust and confidence and there is a link between stakeholders' value and governance. With that objective in
Grameenphone Governance view, GP has been working relentlessly to create long-term stakeholders value through providing as well as maintaining vastly innovative, easy-to-use and best-value telecommunications services in the market. In pursuing these objectives, the Board of Directors of the
Company is committed to high standards of Corporate Governance
Transparency
Accountability
Compliance
Commitment
Community
Economy
Industry Culture
Authority
which it believes are critical to business integrity and performance. As a responsible corporate citizen, GP is also committed to maintaining full transparency and positive business conduct internally and towards the community with which GP carries out its business, including its suppliers, customers and business partners. At the same time the Company expects that all its Board of Directors, employees and suppliers would act with honesty, integrity and openness.
Being a public listed company, the Board of Directors of Grameenphone has a pivotal role to play in meeting stakeholders’ interests. In discharging such obligations, 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 endeavour to comply with all applicable laws of Bangladesh and all internally documented regulations, policies and procedures. Hence, GP is a diligently transparent company and maintains highest level of integrity and accountability practiced on a global standard.

Board Organization & Structure
a)

Role of the Board
The Directors of the Board are appointed by the Shareholders at the Annual General Meeting (AGM) and accountable to the Shareholders. The Board is responsible for ensuring that the business activities are soundly administered and effectively controlled. The Directors of the Board keep themselves informed about the Company's financial position and ensure that its activities, accounts and asset management are subject to adequate control. 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 good governance and effective control of Company activities.
In addition to the other legal guidelines, the Board has also adopted “Governance Guidelines for the
Board” for ensuring better governance in the work and the administration of the Board. The Board is also guided by a Delegation of Authority which spells out the practices and processes in discharging its responsibilities. b)

Board Composition
The Board in GP is comprised of nine Directors, including the Chairman who is elected from amongst the members. In compliance with the Corporate Governance Guidelines issued by the Securities and Exchange
Commission (SEC) and as per the provision of the Articles of Association (AoA) of the Company, the Board of
Directors has appointed an Independent Director in 2010. We believe that our Board has the optimum level of knowledge, composure and technical understanding about Company’s business which, combined with its diversity of culture and background stands as the perfect platform to perform and deliver.

Annual Report 2011

30/31

Corporate Governance

c)

Board Meetings
The AoA of the Company requires the Board to meet at least four times a year or more when duly called for in writing by a Board member. Dates for Board Meetings in a year are decided in advance and Notice of each
Board Meeting is served in writing well in advance. Such Notice contains detailed statement of business to be transacted at each meeting. The Board meets for both scheduled meetings and on other occasions to deal with urgent and important matters that require attention.

d)

Division of work for the Board and Chief Executive Officer (CEO)
The roles of the Board and Chief Executive Officer are separate and deligation of responsibilities is clearly established, set out in writing and agreed by the Board to ensure transparency and better corporate governance. To that end, GP has also adopted “Governance Guidelines for Chief Executive Officer”. The CEO is the authoritative head for day-to-day management in GP. He acts to reasonably ensure that GP operates business as per the Articles of Association, decisions made by the Board and Shareholders, as well as according to Grameenphone Policies and Procedures and applicable regulatory legislations.

e)

Subsidiary’s Relationship
The Board of Directors of the subsidiary company of GP is obliged to provide the Board of Directors of GP with any information which is necessary for an evaluation of the Company’s position and the result of the
Company’s activities. GP notifies the subsidiary company’s Board of Directors about the matters which may be of importance to the Company as a whole. GP also notifies the subsidiary company’s Board of Directors about decisions which may be of importance to the subsidiary company before a final decision is made.

f)

Access to Information
The Board recognizes that the decision-making process is highly dependent on the quality of information furnished. In furtherance to this, every Director has access to all information within the Company.
Throughout their tenure in office, the Directors are continually updated on the Company’s business and the regulatory and industry specific environments in which it operates. These updates are by way of written briefings and meetings with senior executives and, where appropriate, external sources.

Board Committees
For better, quicker and furnished flow of information and thereby exercising effective governance, the Board has also constituted a number of Committees and has delegated certain responsibilities to the Board Committees to assist in discharging responsibilities. The role of Board Committees is to advise and make recommendations to the Board.
Each Committee operates in accordance with the Terms of Reference (TOR) approved by the Board. The Board reviews the TOR of the Committees from time to time. The Board appoints the members and the Chairman of each Committee.
A brief description of each Committee is presented below:

Board of
Directors

Audit
Committee

Treasury
Committee

Human Resources
Committee

Health, Safety,
Security &

Environment Committee

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 the Independent Director. The Chief Executive Officer, the Chief Financial Officer, the
Company Secretary and the Head of Internal Audit are permanent invitees to the Audit Committee meetings.

Corporate Governance

a)

The Audit Committee assists the Board in discharging its supervisory responsibilities with respect to internal control, financial reporting, risk management, auditing matters and GP’s processes of monitoring compliance with applicable legal & regulatory requirements and the Codes of Conduct. The Audit
Committee Charter, as approved by the Board, defines the purpose, authority, composition, meetings, duties and responsibilities of the Audit Committee.
The Audit Committee met 7 (seven) times during 2011 and attendance of the Committee members in the meetings was as follows:
Name
M Shahjahan
Per Erik Hylland
Dr. Jamaluddin Ahmed FCA
b)

Attendance
5/7
7/7
7/7

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.
The Treasury Committee met 6 (six) times during 2011 and attendance of the Committee members in the meetings was as follows:
Name

Attendance

M Shahjahan

6/6

Raihan Shamsi

c)

5/6

Pal Stette

6/6

Human Resources Committee
This Committee consists of three members who are appointed by the GP Board. The Committee supports the
Board in discharging its supervisory responsibilities with respect to Company’s Human Resources policy, including employee performance, motivation, retention, succession matters, rewards and Codes of Conduct.
The Human Resources Committee met 1 (one) time during 2011 and attendance of the Committee members in the meeting was as follows:
Name
Per Erik Hylland

Attendance
1/1

M Shahjahan

1/1

Haroon Bhatti (appointed on August 01, 2011)
d)

1/1

Arnfinn Groven (replaced by Mr. Haroon Bhatti on August 01, 2011)

0/0

Health, Safety, Security and Environment Committee
This Committee consists of three members who are appointed by the GP Board. The Committee supports the
Board in fulfilling its legal and other obligations with respect to Health, Safety, Security and Environment

Annual Report 2011

32/33

Corporate Governance

(HSSE) issues. The Committee also assists the Board in obtaining assurance that appropriate systems are in place to mitigate HSSE risks in relation to the company, employees, vendors etc.
The Health, Safety, Security and Environment Committee met 1 (0ne) time during 2011 and attendance of the Committee members in the meeting was as follows:
Name

Attendance

Per Erik Hylland

1/1

M Shahjahan

0/1

Dr. Mohammad Shahnawaz

1/1

Company Secretary
To ensure effective assimilation and timely flow of information required by the Board and to maintain necessary liaison with internal organs as well as external agencies, the Board has appointed a Company Secretary. The
Corporate Governance Guidelines issued by the Securities and Exchange Commission (SEC) also require a listed company to appoint a full fledged Company Secretary, as distinct from other managers of the Company. In pursuance of the same, the Board of Directors has appointed Company Secretary and defined his roles & responsibilities. In GP, among other functions, the Company Secretary:


performs as the bridge between the Board, Management and Shareholders on strategic and statutory decisions and directions.



acts as a quality assurance agent in all information streams towards the Shareholders/Board.



is responsible for ensuring that appropriate Board procedures are followed and advises the Board on
Corporate Governance matters.



acts as the Disclosure Officer of the Company and monitors the compliance of the Acts, rules, regulations, notifications, guidelines, orders/directives etc. issued by the SEC or Stock Exchange(s) applicable to the conduct of the business activities of the Company so as to the interest of the investors. Management Team (MT)
The Management Team is the Executive Committee of Grameenphone managing and running the affairs of the
Company. The Management Team is comprised of 7 (seven) members. The CEO is the leader of the team.
Management Team endeavors to achieve the strategic goals & mission of the Company set by the Board of Directors.
The Management Team meets on a weekly basis to monitor the business performance of the Company.

Control Environment in Grameenphone
In implementing and ensuring the right Governance in Grameenphone, the Board and Management Team ensure the following: a)

Beyond Budgeting Management Model
“Beyond Budgeting” is a strategic management model that focuses on relating strategy with actions and emphasizes on regular monitoring of the KPIs with a realistic predictive model – the five-quarter rolling forecast. This enables a forward-looking and action oriented approach towards managing the business. The resource allocations are dynamic and are based on the intended actions linked with the strategy. It aims to build a culture of freedom through responsibility and thereby leading to increased responsiveness to surrounding changes.

b)

Corporate Governance

The model focuses on initiatives to minimize the gap between the targets (KPIs) and forecasts. The corporate level initiatives are cascaded down at divisional as well as individual levels and reviewed and monitored on a continuous basis 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 the target and steering the
Company towards fulfilling its strategic ambitions.
Financial Reporting
Grameenphone has strong financial reporting procedures in line with the requirements of International
Financial Reporting Standard (IFRS), Bangladesh Accounting Standard (BAS) and other related local legislations. In Grameenphone, financial reports are generated from ERP (Enterprise Resource Planning) system. Apart from the statutory reporting, Grameenphone also maintains regular reporting to its group company,
Telenor which consolidates all its subsidiaries’ financial information in its consolidated Financial Statements.
c)

Operational Excellence
Operational Excellence has been one of the key focus areas for Grameenphone since 2008. One of its major cost and operational efficiency initiatives has been the swapping of network equipment. This will not only improve the network quality and capacity, but will also reduce fuel and power consumptions significantly.
Moving to its corporate headquarter “GPHouse” and associated benefits such as waste water recycling, reduced illumination requirement, paperless approval systems and various scale effects are some of the notable efficiency drives in addition to numerous large and small efficiency initiatives across the company.
Grameenphone has also made significant strides in green initiatives which have reduced its carbon footprint and led to increased utilization of solar energy. From year 2011, Grameenphone has undertaken a companywide Cost Transformation Project which aims towards streamlining GP processes thereby optimizing costs and making the Company more efficient in the years to come.

d)

Business Review and Financial Review
Business Review and Financial Review are conducted quarterly. The purpose of Business Review is to ensure strategic control and follow-up of results based on the prevailing strategic objectives and value drivers and key changes to risk exposure. Financial Review provides the internal quarterly results follow-up for the
Company. The purpose is to provide an analysis of the economic and financial situations, which will then form the basis for external reporting and presentations, and to provide quality assurance for the financial reporting. In addition, internal review on monthly financial results is conducted by CEO and CFO on a monthly basis.

e)

Management of Assets
Grameenphone, in its pursuit of best quality network for its subscribers, has been investing in cutting edge telecom technology since its inception. Transparency and accountability is ensured at all stages from acquisition to disposal to protect the interest of Shareholders. Internationally accepted safety measures have been implemented and periodic physical verification is undertaken on test basis to safeguard the assets and to ensure representational faithfulness of reported numbers. All the assets are adequately insured against industrial risks with local and international insurance companies.

f)

Statutory Audit
Statutory Audit of the Company is governed by the Companies Act, 1994 and Securities and Exchange Rules
1987. As per these regulations, auditors are appointed at each Annual General Meeting (AGM) and their remuneration is also fixed by the Shareholders at the AGM. Appropriate structure is in place as per corporate governance best practices to ensure independence of statutory auditors. In addition to the audit of annual financial statements, the auditors also carry out interim audit and review the quarterly financials of the
Company.

Annual Report 2011

34/35

Corporate Governance

g)

Internal Audit
Internal Audit supports the Company in achieving its objectives by bringing a systematic and disciplined approach to evaluate and improve the effectiveness of its risk management, control and governance processes. In order to ensure organizational independence of Internal Audit, the Head of Internal Audit reports functionally to the Audit Committee and administratively to the Chief Executive Officer.
Grameenphone Internal Audit is empowered to carry out its activities in Grameenphone and its subsidiaries.
Internal Audit activity is governed by the Internal Audit Charter, which is approved by the Board.
Grameenphone Internal Audit department discharges its assurance and consulting activities through management of three distinct audit streams: Finance, Technology and General Business processes.
Additionally, a separate team is responsible for quality assurance of internal audit activity. A risk-based annual audit plan is in place, which takes into consideration the strategic imperatives and major risks surrounding Grameenphone, while considering pervasive audit needs. Grameenphone Internal Audit also works closely with Telenor Group Internal Audit in sharing knowledge and resources to ensure achievement of internal audit deliverables.

h)

Internal Control
Corporate Governance is well-built in GP and is reached to even greater height in terms of sound internal control pursuits within the organization. In 2011, the practice has been shifted from passive to active as control owner/performers are now getting more involved, aware and proactive to ensure internal control rather than being enforced. Partnering among Board of Directors, Management and Employees of the
Company has made this continuous success story of pursuing Sarbanes Oxley Act in GP since 2006. The outcome of the effort is award winning and true fair representation of financial report.
The scope of Internal Control over Financial Reporting (ICFR) includes Company Level Control (CLC) along with General Computer Control (GCC) as well to ascertain operational efficacy, consistent and dependable financial reporting, information security and legal compliance. This reasonable assurance has become even more crucial after being a listed company in the country’s Stock Exchanges.

i)

Related Party Transactions
A Director who has an interest in a transaction must abstain from deliberation and voting on the relevant resolutions in respect of the transactions at the Board meetings. Details of these transactions are set out under Notes to the Financial Statements.

j)

Dividend Policy
The Board of Directors has established a consistent Dividend Policy which forms the basis for the proposals on dividend payments that it makes to the Shareholders taking into consideration the business performance of the Company and its strategic initiatives. The Board believes that it is in the best interest of
Grameenphone to draw up a long-term and predictable Dividend Policy. The objective of the policy is to allow the Shareholders to make informed investment decisions.

k)

Risk Management & Risk Mitigation
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 recognizes and addresses future opportunities whilst managing adverse effects (i.e. threats) through recognizing risk and acting appropriately upon it. The Company has well defined risk management policy, procedures and processes to mitigate strategic and enterprise level risks.

Corporate Governance

The Risk Management Framework

High-level Governance Framework

GP Board
CEO
CFO
Local Risk Manager
Risk Assessment Supervisor
Risk Owner
Capture, Coordinate, Assess and Escalate company level risks & ensure strong strategic risk management process to secure possible unearthing loss

Policy
Procedure
Guidelines

Assist in formulating, aligning & implementing Group &
Local Policies, Procedures, Guideline & other governance documents to guided the way of work–Governance

Further to address & manage risk, the Company also works on ensuring:

Implementation & good practice of required policies & procedures

Controls on different functions of Revenue Assurance & Fraud Management
l)

Compliance with Rules & Regulations of the Country
Compliance builds stakeholders' trust. To have governance cascaded right through the whole Company, the
Management Team of Grameenphone as the leaders of a compliant Company adopted ways that assure compliance to all regulatory requirements and instill organizational trust amongst the Board Members,
Shareholders and customers. The regulatory bodies maintain a close monitoring process on Grameenphone and has heightened the focus on transparency, as well as an increased need to provide accurate and periodic reporting of issues/events and certifications. In this context, the Company provides complete set of financial statements and relevant documents to the Securities and Exchange Commission (SEC), Stock
Exchanges, National Board of Revenue (NBR), Registrar of Joint Stock Companies & Firms (RJSC),
Bangladesh Telecommunication Regulatory Commission (BTRC), the Board of Investment (BOI) and all other relevant bodies and authorities. In order to conduct day to day business, Grameenphone has been rendering its best efforts to comply with the existing applicable laws of the country as well as with the directives/guidelines/ regulations of various Government Authorities. The Company has also taken various initiatives to conduct various awareness sessions on existing and proposed laws and regulations of the country within the Company to ensure compliance throughout the Company as a whole. On the whole,
Grameenphone has always strived to remain a fully compliant Company accommodating every possible ways and strategies to ensure the same.

m)

Business Continuity and Crisis Management (BCCM)
Bangladesh’s geographical location and land characteristics make it one of the most hazard-prone countries in the world. Considering all odds, there is always a great need for the country to urgently start devising and implementing major preparedness, interventions and capacity building efforts. Realising this need, Grameenphone, being the largest telecommunications service provider, took a step forward and launched its own BCM Program back in 2009. Since its inception, it has successfully adopted guidelines of
Business Continuity Institute (BCI) of UK and plugged GP business operations and services in all six domains of Business Continuity. Its objectives were clear – to identify any potential threat and its impact on GP business operations, to provide a strategic and operational framework for building organizational resilience with the capability for an effective response and to safeguard the interest of its key stakeholders, reputation, brand and value creating activities.
A milestone was set earlier this year when BCCM team launched an extensive program for its business critical partners named ‘Business Continuity for GP Business Critical Partners’ to gauge its business continuity strength, assess its supply chain management and business resilience. The process was followed by a joint simulated exercise with Huawei Technology who plays an important role in modernizing GP’s network infrastructure on the new 3G platform.
Business Continuity and Crisis Management is a key contributor to effective Corporate Governance. It unravels answers to questions posed by stakeholders about the strength in GP’s business and operating model, protection of its key value creating products and services, critical assets and processes, response to loss or threat in the upcoming days and evidences that the Continuity/Recovery Plans actually work in real life. Annual Report 2011

36/37

Corporate Governance

n)

Ethics and Behaviour
i)

Codes of Conduct
GP has adopted clearly defined Codes of Conduct (“Code”) approved by the Board of Directors, which reflects GP’s values of integrity, respect, trust and openness. It provides clear direction on conducting busienss, interacting with the community, government and business partners; and general workplace behavior. It also includes guidance on disclosure of conflict of interest situations, maintaining confidentiality and disclosure of information, good practices and internal control, and the duty to report where there is a breach against the Code. The Codes are properly communicated to all the employees including the Board members and others acting on behalf, who are strictly required to abide by it. All of them have certified in writing that they have read and understood the Codes.

ii)

Restrictions on dealings in GP Shares by Insiders
The Company has established policy relating to trading of GP shares by Directors, Employees and other
Insiders. The securities laws also impose restrictions on similar transactions. All the Insiders are prohibited from trading in the GP shares, while in possession of unpublished price sensitive information in relation to the Company during prescribed restricted trading period. Directors and Employees are also required to notify their intention to trade in the GP shares prior to initiating the same.

iii) Supplier Conduct Principles
The Supplier Conduct Principles (“SCP”) outlines the standard for ethical and business conduct expected for suppliers and contractors in their relationship with the Company. The SCP are binding on the Company’s suppliers through the confirmation and signing of the Agreement on Responsible
Business Conduct to ensure high standards of business ethics amongst all suppliers of the Company.

o)

Investor Relations (IR)
As the largest public listed corporate house in Bangladesh, Grameenphone always pays great importance to the investor community and their various information requirements. With a vision of establishing the most effective two way communication between the investors and the Company, a dedicated Investor Relations department started its journey in 2010. IR, as a specialized department, maintains contact with both local and international investors, analysts, market experts and financial community on a proactive basis, which reflects GP’s commitment towards developing the Capital Market of the country by introducing global best practices and ensuring transparency and accountability from the general investors’ perspective. Notable events that IR conducted during the year were: quarterly financial publications and press conferences, institutional investors’ night, international analyst meetings and content enrichment of investor relations’ website. p)

Shareholders
i)

Communications with Shareholders
We believe good Corporate Governance involves openness and trustful cooperation between all stakeholders involved in the Company, including the owners of the Company – the Shareholders.
Information is communicated to the Shareholders regularly through a number of forums and publications. 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 routine manner about all major developments that impact the business of the Company and also being able to make informed decisions.

Information Disclosure
In accordance with the disclosure requirements, the Company follows these three main forms of information disclosure:




Corporate Governance

ii)

Continuous disclosure – which is its core disclosure and primary method of informing the market and Shareholders;
Periodic disclosure – in the form of quarterly and yearly reporting of financial results and others issues; and
Event based disclosure – as and when required, of administrative and corporate developments, usually in the form of stock exchanges & press releases.

All information provided to the SEC and Stock Exchanges are immediately made available to
Shareholders and the market on the Company’s Investor Relations section of the website: www.grameenphone.com. iii) General Meeting
The General Meeting is the supreme governing body in Grameenphone. The Company recognizes the rights of Shareholders and the Shareholders’ interests are primarily ensured through GP’s Annual
General Meeting (“AGM”). The Company requires its Board and auditors to attend each AGM so as to be available to answer Shareholders queries on the results of the Company. iv) Website
All financial results, key performance indicators, other relevant financial and non-financial data, Price
Sensitive Disclosure etc. are posted on the Investor Relations section of the Company’s website: www.grameenphone.com. v)

Shareholders Queries
Whilst the Company aims to provide sufficient information to Shareholders and Investors about the
Company and its activities, it also recognises that Shareholders may have specific queries relating to their shareholding. To ensure that Shareholders can obtain all relevant information to assist them in exercising their rights as Shareholders, these queries may be directed at 01711555888 or mail to GP
Share Office: shareoffice@grameenphone.com.

Grameenphone believes in transparency and accountability to society as a whole through establishment of efficient and effective Corporate Governance procedures. It also believes that Corporate Governance is a journey and not a destination, and it needs to be continuously developed, nurtured and adapted to meet the changing needs of a modern business as well as the justified expectations of our investors and other stakeholders.

Annual Report 2011

38/39

Corporate Responsibility at Grameenphone
Grameenphone defines Corporate Responsibility as ‘a complimentary combination of ethical and responsible corporate behavior as well as creating value for the society and community at large by addressing the development needs of the country.’

In 2011, Grameenphone initiated th following initiatives: allgnment with company vission & values National Immunization Day (NID): Jointly with the
Government

of

Bangladesh,

WHO

&

UNICEF,

Grameenphone initiated mass awareness campaign
Corporate
Responsibility

through SMS alert and other media on polio eradication since 2007. In 2011, as part of this campaign, Grameenphone sent free SMSs to it’s subscribers, created awareness through all FM radio channels and published press ads in leading dailies.
Besides this, GP arranged mobile vaccination centers on the mini-trucks that plied different important places across Dhaka City Corporation, which provided polio vaccines to the children who are below five years.
Mobile for Health (M4H): Grameenphone jointly with
USAID launched ‘Mobile Alliance for Maternal Action’ initiative that provides critical life saving information to new and pregnant mothers and their guardians through SMS and IVR. The project aims to reach
500,000 mothers by 2015.
It’s Our Turn: It’s our turn is a platform to engage youths in voluntarily

community works for the

betterment of the society.
Grameenphone

engaged

Through this initiative, its employees

in

the

community works.
Online Classroom: Grameenphone, in partnership with Jaago Foundation, launched Online Classroom
Pilot Phase. Under the initiative, a suburban classroom is connected online with a classroom in Dhaka while both the classes are conducted by a single instructor simultaneously. To

operate

the

classes,

Video

Conference technology is used and both teacher and students interact in real time at the respective classes.

longterm social impact allgnment with core business

Corporate Responsibility

Helpline

Support

for

Women

Support

&

investigation division (WSID) and National legal Aid
Services

Organization

(NLASO):

Grameenphone

provided support to establish hotline for ‘Women
Support

and

Investigation

Division

of

Dhaka

Metropolitan Police and National Legal Aid Services
Organization (NLASO)’ under Ministry of Law. expected that

these

services

will

It is

contribute

significantly to reduce domestic violence and other crimes targeted to women and children. At the same time, this will open doors to access legal support for the poor.
Blanket and Clothes Distribution: Distributed more than 7,500 blankets in different areas of Dinajpur,
Nilphamari, Gaibandha, Lalmonirhat, Chapainawabganj and Khulna. Besides, 5,015 pcs of clothes that were donated by GP employees were also distributed among the cold affected poor community.
Special Olympics World Summer Games, ATHENS
2011: Grameenphone sponsored Special Olympic
Bangladesh Team to participate at the World Summer
Games in 2011, held in Athens. 40 athletes [boys 28 and girls 12] participated and won a total of 60 medals among which 37 were gold medals.

Annual Report 2011

40/41

Steps on Climate Change
Green Footprint with Green Business

Our Climate is changing very fast and affecting the earth with its adverse consequences. As a responsible business, GP launched its ‘Climate Change Program’ back in 2008 to gain sustainability and as well as to help people and community. GP has an environmental roadmap which aims to promote a low-carbon society, and GP's first priority is to take responsibility for the excess CO2 emissions generated by its own operations. GP has set a target of reducing 40% carbon emission (CO2) within 2015 from the business as usual situation considering 2008 as the baseline.

)

ion at pt

SR

Re du Goals

cti

on

Measures

Management controls Green Business

Internal

Corporate
Climate
Initiatives

Ad vo ca c Lower 40% CO2
Emission by 2015 [From



Internal Optimization & modernization in-NW, IT, and Offices



Climate Change Strategy

Green Company



Green Network & IT



Env. Mgt. Systems

Green Champions





Employee Awareness

Business Reviews





Employee
Awareness

External

C

CO
2

da
(A

Business As Usual]


y

Climate Change Initiatives
Renewable Energy
We initiated renewable energy project back in 2007 to operate our off-grid sites with green energy in a business viable mode. At present we have 50
BTS sites running on solar. Work is in progress for installing solar in another
110 sites. Deployment of 50 Solar BTSs from 2007 to 2011 saved approximately 598 Thousand Litres of fuel which measures to over 1.5
Thousand Tons of CO2 reduction.

Network Modernization Project through BTS Swapping and Core Sites
Consolidation & Optimization
GP took two projects, one is network modernization project which is to reduce its Network energy consumption by swapping of 7,272 BTSs with energy efficient modern equipments and another is to consolidate and optimize Core nodes from 40 to 20 along with to reduce locations from 22 to 9 throughout the country with an aim to reduce energy consumption and increase work efficiency. With these two initiatives, GP has saved till now approximately 48 GWh (Gigawatt hours) electricity and 83 thousand liters of fuel which is over 27 thousand tons of CO2 reduction. 50% energy consumption reduction in network sites has been possible from network modernization project.

Steps on Climate Change

Deployment of DC Ventilation by dismantling of AC’s
Dismantling of existing cooling systems (AC’s) is to reduce energy costs and energy consumptions and to install energy efficient free cooling
System which is DC Ventilation Systems (DVS) by which an acceptable level temperature can be maintained in BTS room. Deploying of DC Ventillation
System appears extremely viable with prospects of saving 40%-50% of total site’s energy. So far, 6500 AC(s) have been dismantled and 6,670
DVS(s) have been installed and approximately 77 GWh electricity has been saved which is over 43 thousand tons of CO2 reduction.

Community Power Project
Grameenphone partnered with University of Oslo to develop an advanced
Community Power Project. GP piloted this project in a remote village named Paharpur, under Hobigonj district in Sylhet Division, at the northeast of Bangladesh. A mini-grid has been developed and around 136 households are connected to this grid and getting power from 5 pm till midnight. The ultimate goal of the initiative is to develop business models that would promote a self-sustaining community power infrastructure. This also enables the roll-out of Community Information Center (CIC) in areas that would otherwise be inaccessible.

GPHouse – A Green Workplace
GPHouse has opened new doors to a new way of working. Space efficiency, energy efficiency, optimal usage of natural lighting, water treatment, and internal air treatment are some of the common terms associated with this building. Grameenphone has again pioneered its way in successfully deploying the first cogeneration system here at GPHouse. The system allows generation of own electricity and the use of by-product heat in absorption chiller for internal cooling of the building. The building is saving approx. 60% energy comparing to the traditional building system. The building has a waste water treatment plant which is saving up to 31% of the regular water consumption. Water savings has reached now 12 million
Liters/Yr and the energy savings is approx. 11 GWh/Yr means over 6.1 thousand tons of CO2 reduction.

Annual Report 2011

42/43

At our call center we receive

a staggering 175,000

121 calls every day

Five Years’ Financial Summary
2011

2010*

2009

Consolidated
Operational Results

2008

2007

Individual

in million BDT

Revenue

89,060

74,733

65,300

61,359

54,303

51,221

38,730

32,222

28,667

29,946

Operating Profit

32,572

20,207

20,518

15,350

16,287

Profit before tax

33,006

20,913

18,596

11,579

13,535

Net Profit after tax

18,891

10,705

14,968

2,984

3,060

13,503

13,503

13,503

12,152

2,430

Gross Profit

Financial Position

in million BDT

Paid-up Capital
Shareholders' equity

38,883

50,374

50,154

27,588

26,111

Total assets

108,905

109,502

109,162

108,194

88,461

Total liabilities

70,022

59,129

59,008

80,606

62,350

Current assests

32,421

30,802

22,182

14,430

6,851

Current liabilities

54,198

42,300

38,952

50,231

36,445

Non current assets

76,484

78,700

86,981

93,765

81,610

Non current liabilities

15,823

16,828

20,056

30,375

25,905

0.60

0.73

0.57

0.29

0.19

Financial Ratios
Current Asset to Current Liability
Debt to Equity

0.13

0.10

0.14

0.68

0.63

Gross Profit Margin

58%

52%

49%

47%

55%

Operating Profit Margin

37%

27%

31%

25%

30%

Net Profit Margin

21%

14%

23%

5%

6%

Return on Equity

42%

21%

38.5%

11.1%

12.1%

Return on Total Assets

17%

10%

13.8%

3.0%

3.9%

13,503

13,503

13,503

12,151.75

56.52

10

10

10

1

43

Cash Dividend on paid up capital (Including Proposed Diviend)

205%

120%

60%

13%

62%

Dividend payout

147%

151%

54%

53%

49%

Ordinary Shares Information
Ordinary Shares outstanding (in million)
Face Value per share

NAV per Share **

28.80

37.31

37.14

22.70

21.49

Net Operating Cash Flow per Share ***

30.09

23.16

24.77

20.24

19.86

Earnings Per Share ***

13.99

7.93

12.08

2.46

2.52

*Statement of financial position as at 31 December 2010 has been adjusted as per note 29.1 to the financial statements.
**Based on Tk. 10 equivalent ordinary share outstanding at 31 December.
*** Based on weighted average number of share of Tk. 10 each.

Annual Report 2011

44/45

Operating Profit (Million BDT)

NPAT (Million BDT)
18,891

89,060
54,303

61,359

65,300

14,968

32,572

74,733
16,287

20,518

10,705

20,207

15,350
3,060

2007

2008

2009

2010

2011

2007

Capex (Million BDT)

108,194

10,369

2008

2010

2011

2007

2008

109,162

109,502

2009

8,456

2010

108,905

50,154

26,111

2007

Net Operating Cash Flow/Share (BDT)

2008

20.24

2009

2010

2011

2007

2008

37.14

21.49

2008

2009

2010

2011

2007

2008

2009

2010

2011

2007

2008

9.8%

2007

2008

2009

2010

2008

Market Share %

36,493
29,970
16,483

2009

2010

2011

2007

ARPU (BDT)*

2007

47%

2008

44%

2009

* ARPU - Average Revenue Per User

44%

2011

2007

2008

309
262

43%

2010

20,993

23,259

2008

** AMPU - Average Minutes Per User

250

2009

231

2010

2009

2010

2011

AMPU (Minutes)**

329
48%

2011

11.1%

2007

2010

42.3%

21.3%

2011

2009

Subscriber ('000)

38.5%

12.1%

13.99

2.46

13.8%

3.0%

2011

7.93

ROE %

17.3%

2010

12.08

22.70

ROA %

3.9%

2009

37.31

2.52
2007

50,374

EPS (BDT)

28.80

23.16

2011

27,588

NAV/Share (BDT)

30.09
24.77

2010

38,883

12,963

2011

2009

Total Equity (Million BDT)

88,461

27,351

19.86

2009

Total Assets (Million BDT)

35,763

2007

2008

2,984

214

2011

306

252

2007

2008

2009

279

2010

258

2011

Five Years’ Financial Summary

Revenue (Million BDT)

Financial Review - 2011
Grameenphone has maintained its leadership in the mobile industry once again in the year 2011 amidst heavy competition and unprecedented macroeconomic challenges. While competition opted for price position, GP continued with its quality acquisition and added 6.5 million subscribers to its subscription base. Macroeconomic factors like double digit inflation, currency devaluation, multiple price hikes for fuel and power brushed a dent in operating expenditure, however, business performance was strong and still due to impressive revenue performance and operational efficiency measures in spending areas. Reduction in SIM tax compensated a portion of the escalated opex through reduced subsidy.
With innovative low cost distribution facilities and customized price plans for economy users, GP has moved a step closer to the unreachable rural consumers. To promote internet usage to the mass, Grameenphone has promoted the ‘Internet Utshob’ with
101 nationwide events in collaboration with “Prothom-Alo”, which was attended by more than 300,000 students across the country. This was the biggest ever internet campaign in Bangladesh so far.
Grameenphone has successfully completed its network up-gradation. This dramatic network transformation has resulted in improved service quality, and energy & cost efficiency as well as future readiness.
Subscriptions





Subscriber base reached 36.5 million at the end of 2011.
During the year, subscription base increased by 22% with 6.5 million additions.
Active internet user increased to 5.2 million from 2.6 million of 2010.
In a competitive market, GP managed to retain its subscriber market stable at around 43%.

Revenue





Increment of 19% (BDT 1,433 crore) in total revenue was driven by traffic revenue from subscription growth and revenue from wholesale business.
Impressive 24% growth in data revenues against 100% increase in active users was mainly driven by low-cost mini-pack internet packages.
New price plan ‘Spondon’ for time-conscious users and segmented micro campaigns designed as per users’ need has given a good uplift in revenue.
Stronger distribution network in the deep rural areas has given easy access to affordable telecommunication services to rural subscribers.

Operating Expenditure





Total operating expenditure in 2011 increased by 10% (BDT 374 crore) from 2010 against 19% revenue growth reflects the output of cost efficiency measures taken throughout the year.
The increase in spending was mainly from revenue driven costs and higher network maintenance expenses resulted from four-fold fuel price hike.
The increase in spending was partly offset by reduced subsidy followed by SIM tax reduction.
A total savings of BDT 220 crore has been achieved through the operational excellence initiatives during the year.

Net Profit after Taxes




Net profit margin increased to 21% from 14% of 2010, which was driven by BDT 819 crore increment in profit in 2011 compared to last year.
Increase in profit after tax for the year 2011 compared to 2010 was mainly driven by revenue growth and lower depreciation expenses, which was partly offset by higher income taxes and losses on foreign exchange during the year.
As a result, EPS for 2011 increased to BDT 13.99 from BDT 7.93 of 2010.

Total Assets




Total asset base decreased marginally by BDT 60 crore between 2010 and 2011 mainly due to higher depreciation of fixed assets compared to yearly addition and swapping of network equipments with lower book value.
Cash balance decreased due to payment of final dividend for the year 2010, interim dividend for the year 2011 and the first installment of renewal fees for 2G License and spectrum.
Capital expenditure during 2011 was BDT 1,296 crore compared to BDT 846 crore of 2010, which was mainly spent for network modernization.

Total Liabilities



Total liabilities increased by BDT 1,089 crore during the year mainly on account of payables against income tax and capital expenditures.
The increase was partly offset by settlement of long term borrowings obligation and reduced deferred tax liabilities.

Total Equity



Total equity decreased by BDT 1,149 crore during the year 2011 due to payment of final dividend for the year 2010 and interim dividend for the year 2011.
This was partly offset by BDT 1,889 crore net profit generated from operations during the year.

Annual Report 2011

46/47

Value Added Statement - 2011 in '000 BDT
Value Added
Revenue

2011

%

89,059,617

2010

%

74,733,076

Other income including interest income

2,040,421

1,509,457

VAT on revenue and other income

13,371,190

11,219,024

104,471,228

87,461,557

Less: Cost of network and services

23,109,296

19,121,434

Available for distribution

81,361,932

100%

68,340,123

100%

7,251,291

8.9%

6,403,690

9.4%

39,212,430

48.2%

33,581,941

49.1%

Distributions
Employees
Government
Providers of finance:
Financial institutions

855,568

1.2%

18,891,102

23.2%

10,705,352

15.7%

66,323,998

Shareholders*

969,175

1.2%
81.5%

51,546,551

75.4%

15,037,934

18.5%

16,793,572

24.6%

Value reinvested and retained
Depreciation and amortization
Retained profit

-

-

-

-

15,037,934

18.5%

16,793,572

24.6%

81,361,932

100%

68,340,123

100%

* Distribution for 2011 was BDT 27,681,150,451 (including the proposed dividend) out of which BDT 18,891,101,894 was from the wealth created during the current year. The rest of the distribution was from wealth accumulated in earlier years.

Distribution of Value Added (2011)
Value reinvested and retained (19%)
Financial Institutions (1%)
Shareholders (23%)

Employees (9%)
Government (48%)

Distribution of Value Added (2010)
Value reinvested and retained (25%)
Financial Institutions (1%)
Shareholders (16%)

Employees (9%)
Government (49%)

Contribution to National Exchequer
The collective contribution to the National Exchequer from inception up to December 2011 was BDT 245.2 billion (BDT 24,517 crore), of which, BDT 60.1 billion (BDT 6,015 crore) was made in 2011 alone. Out of total BDT 245.2 billion (BDT 24,517 crore),
BDT 188.2 billion (BDT 18,819 crore) was made on account of direct tax, VAT and duties through National Board of Revenue
(NBR) and Bangladesh Telecommunication Regulatory Commission (BTRC), BDT 19.7 billion (BDT 1,965 crore) on account of renewal of 2G license and spectrum in 2011, purchase of additional spectrum in 2008 and equipments for Lawful Interception
Compliance for the government, BDT 22.1 billion (BDT 2,214 crore) through commercial agreements with Bangladesh Railway
(BR) and Bangladesh Telecommunications Company Limited (BTCL) and BDT 15.2 billion (BDT 1,518 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 five years.
Grameenphone has also generated direct and indirect employment for a large number of people over the years. The Company presently has about 5,000 employees while more than 350,000 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.

Year-wise Contribution to National Exchequer as of December 31, 2011

6,015

3,715

3,507
3,050

2,843
1,818
1,296
402

584

824

1

BTCL/BR
License & Spectrum
BTRC
NBR
Total Payment

35

59

113

1996
Withholding Taxes

47

208

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

2007

2008

2009

2010

2011

1
1

1
13
3
30
47

2
18
3
12
35

2
23
7
27
59

3
50
21
39
113

4
43
57
103
208

8
123
71
200
402

14
147
65
357
584

26
147
117
535
824

44
256
124
872
1,296

75
278
252
1,213
1,818

113
403
477
1,851
2,843

119
335
259
620
2,174
3,507

140
180
333
384
2,014
3,050

257
114
431
2,913
3,715

711
86
1,350
514
3,354
6,015
in BDT Crore

Annual Report 2011

48/49

Directors’ Report

FOR THE YEAR ENDED DECEMBER 31, 2011

Dear Shareholders,
On behalf of the Board of Directors and Management, I welcome you all to the 15th Annual General Meeting (AGM) of Grameenphone
Ltd. (GP). We are very delighted to place herewith the Directors' Report and the Auditors' Report together with the Audited Financial
Statements of the Company for the year ended December 31, 2011 for your valued consideration, approval and adoption.

A year of Growth and Challenges
GP made good progress on many fronts in 2011 despite economic and regulatory turmoil. Throughout the year, challenges might be seen tough to handle, but our company and our infrastructure remained vital on the daily life of our customers in many aspects, which means that our company had to cope with those kind of challenges, and we coped with them in a good way. We have experienced challenges of different characters – operational, regulatory and from a competition point of view.
The competition has varied a bit over the year due to different reasons, but in general, it has been a fierce competition among the six (6) mobile operators, but also with broadband (Wimax) operators as we still do not have the 3G technology.
GP has been able to uplift the business growth momentum even in an unpredictable regulatory environment. In 2011, GP added 6.5 million new subscribers and ended up with 36.5 million subscribers, which represent 42.7% of the mobile market share. It was encouraging to see that most of our new subscribers were from the rural areas and we managed to capture our fair share of the market growth. Throughout the year, our focus was on delivering the best telecommunication services towards the remotest corner of the country as well as creating maximum value for shareholders’ investment.
Superior service quality and innovative products and services have given us a competitive edge over the market. GP continued to be the preferred telecom service provider of the country with its continued focus on ensuring better customer experience. In addition to our ‘core’ mobile business, we have also made Grameenphone IT Ltd. (GPIT) more professional and externally focused company than it was before. In other ‘adjacent’ businesses like ‘Wholesale Business’ and ‘Financial
Services’, we continued to make good progress – wholesale is still growing and is now a substantial revenue generator to GP, and we have been working on new models for Financial Services as the regulatory environment also here is not very telco-friendly. GP is not only about ensuring connectivity but is also about connecting people and building relationships based on mutual trust among subscribers, business partners, employees, shareholders and the communities. GP has been contributing towards heritage, culture, sports and welfare through its various initiatives. We have been maintaining high standards in
Corporate Responsibility, Health, Safety, Security and Environment (HSSE) and Employee welfare etc.

Socio-Economic Landscape
A number of remarkable happenings in 2011 took the people across the world by both fear and surprise. The world economy experienced recession propelled by the U.S. economy and the Eurozone Debt Crisis. Bangladesh faced severe economic pressure due to price hike of fuel and essential commodities, and high inflation throughout 2011. The key macroeconomic variables of the country posted negative signals. The double digit inflation is now the main economic problem as it is adversely affecting the people’s standard of living- their purchasing power is eroding gradually. Cost pressure from all sectors of the economy is making it very difficult to contain business expenditure. The Bangladeshi currency has devaluated during the year causing high exchange rate loss. On the other hand remittance inflow- the main source of foreign exchange reserve- has drastically fallen. The Government has taken a number of measures to revive energy and communication sectors, augmenting food production and developing rural economy. Agriculture and RMG sector showed some signs of growth.

Directors’ Report

Telecommunication Industry Scenario
The telecom industry witnessed a phenomenal growth in 2011 as the mobile subscriber base reached 8.5 crore achieving 24% year on year growth rate. Network expansion activities and increased infrastructure sharing by the operators enabled the reach of the mobile coverage to extend up to more than 99% population and 90% geographical area. Considering SIM per user approximately 1.6, real telecom penetration in the country was estimated at around 33% at end of 2011.
People are increasingly using the mobile handset and modem to access internet and other data services taking advantage of all the new products and services offered by the operators. Around 90% of total internet users are now accessing internet through the mobile network and mobile internet would continue its dominance with the planned introduction of 3G in 2012. The current internet penetration has reached almost 6% and it was due to the contribution of the mobile operators.
Worldwide proliferation of modern handsets, smart phones, tablets and computers is positively influencing the adoption of such devices among our customers in Bangladesh. This will push further the boundary of data and internet services demand in the country. Introduction of low cost laptop “Doel” by Government has been a significant step to make devices more affordable to the local population.
Mobile banking service especially for remitting money to the unbanked population saw significant advancement due to successful collaboration between mobile operators and the banks. A favorable regulatory framework ensuring equitable stakes of mobile operators and banks would further facilitate the growth of mobile banking and other mCommerce services.
Solar and other renewable energy sources were introduced by the operators to power up the telecom BTS sites as part of their effort to reduce the use of fossil fuels. GP led this transformation by deploying solar solutions at 50 BTS sites at the end of 2011.

Regulatory Environment
The year 2011 has been an eventful year for the industry because of the renewal of 2G licenses of 4 operators and controversial
BTRC audit that kept making news headlines around the year.
BTRC came up with a number of new terms and conditions for the renewal but some of which were not rational and within the telecom regulator’s purview. The Market Competition Factor (MCF) introduced for asymmetric spectrum pricing was not following any industry best practices and was against the level playing field. Through relentless persuasion at different levels by the operators, some of the terms and conditions were revised and the spectrum price was rationalized. In spite of the payment for the renewal fee, BTRC did not issue the license as they argued for no VAT deduction contrary to NBR’s Tax/VAT law and claimed a new additional delta amount equivalent to MCF for the 1800 frequency purchased by GP in 2008. GP contested these two claims in the court and obtained “Status Quo” from the Court, which ultimately could not be resolved by High Court last year. BTRC decided not to issue the new license even though there was no legal bar on them in doing so. In the meantime, GP and other operators continued their business operations as usual through an interim order from BTRC and the verdict received from the High Court.
Last year, BTRC also triggered the audit of Telecom operators starting with only GP and Banglalink, but discontinued with
Banglalink within few weeks. The audit firm without any prior telecom experience established a claim of unpaid TAX and VAT due to their misinterpretation of the business process. Based on auditors’ finding, BTRC claimed BDT 30 billion from GP. GP had no other way but to take this to the Court and eventually obtained ’Status Quo’ till June 2012.
There has not been significant progress in relation to 3G apart from BTRC’s tender to select a consultant company for assisting them in formulating the licensing guidelines.
BTRC issued 6 licenses for international terrestrial cable, which will significantly reduce the vulnerability of international connectivity dependent largely on the lone submarine cable.

Capital Market Overview
Bangladesh Capital Market has been an eventful arena in 2011, experiencing a prolonged market correction, street protest by investors, probe of market manipulation and sporadic regulatory measures. During the year, Dhaka Stock Exchange (DSE), a strong representative of the market, witnessed staggering 36.6% decline from 2010 in its general index (DGEN) and closed at 5,257.60 points. Average daily turnover value has also decreased significantly by 60% from the previous year. Contractionary monetary policy,

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huge government borrowings from Banks, lower participation of institutional investors and confidence lapse of retail investors etc. contributed to this poor market activity. The market also experienced many policy changes aiming towards its stabilization along with leadership changes in Securities and Exchange Commission (SEC). At the later part of the year, SEC announced 21 point package after which the market has gained steadily. GP’s overall performance was better relative to the general index since its release from spot market for trading on 20 December 2010. GP share moved along with the DGEN throughout the year 2011 with most of the price fluctuations attributed to market correction, volatility, liquidity crunch, confidence crisis and regulatory issues pertaining to GP. Final dividend declaration of 2010 in February, interim dividend declaration of 2011 in July, and strong 3rd Quarter financial disclosure in
October created a big momentum in turnover. Overall GP share price dropped by 33.48% with closing price of BDT 163.50 at the year end and a daily average turnover value of BDT 150.70 million (BDT 15.07 crore). GP share experienced the highest value of BDT 252.20 and the lowest value of BDT 139.10 in 2011. GP’s market capitalization as at 31 December 2011 stood at BDT 220.77 billion (BDT 22,077 crore) on DSE representing 10.89% of the total market capitalization (equity) of DSE.

Innovative Products & Services
Mobile services are a key driver of economic development in emerging markets like Bangladesh by increasing access to communications and mobile-enabled services. GP has always focused on one single thing- to help people stay close and connected. And in pursuit, GP has developed and offered several products and services. In 2011, GP becomes the first telecom operator to launch its own Usability Lab in Telenor Group and in Asia region. It is our one of the key strategic initiatives to win the hearts of customers to deliver delightful customer experience through products and services. The lab will be used by the products and segments teams to validate ideas and concepts with potential customers early in the product development phase.
During the year under review, a number of products, diversified promotional tariff offerings and innovative Value-added Services
(VAS) were launched e.g. dynamic pricing, allocation based discount offer in tariff ; Bangla contents in low cost handsets
‘Grameenphone C200’; modified Prepaid price plans for ‘Apon’ & ‘Bondhu’; GP branded QWERTY handset ‘Q100’; Android Handset
‘Crystal’ for both consumer & Business segment; 1-sec-pulse; prepaid package ‘Spondon’; mobile Facebook for valued customers;
Micro SIM card for iPhone and iPad users first time in Bangladesh; and organized ‘Internet Festival’ jointly with Prothom Alo.

Customer Experience Excellence
Being a customer centric organization, GP strives to enhance continuous improvement to deliver the best customer experience by coming up with innovative ideas that ‘make it easy’ for our valued customers. As our business grows, we will continue to strengthen our sales & distribution channels, and introduce relevant and exciting products & services. We will continue to deliver the best experience for our customers across all touch points.
In 2011, GP launched eCare (Web Self care) solution, where subscribers can get self-services. In addition, GP is in touch with the subscribers round the year through various customer touch points such as 93 Grameenphone Centers (GPC)– a flagship sales and service point under one roof - especially designed to cater customers’ need 365 days a year. The one point sales and service can also be availed at our 1,601 service touch points throughout the country.
Moreover, Distributors are at the heart of our distribution system. GP has expanded its distribution footprint and is serving the customers with around 342,000 retail points with increased focus in the rural markets. This has been possible because of our
96 Distributors who are actively serving this retail base through more than 2,500 sales executives in the field.

Our Adjacent Businesses
i)

Grameenphone IT Ltd.
GPIT is a fully-owned subsidiary of GP, and was incorporated on January 28, 2010. With its first year of successful operations, GPIT has started providing its potentialities in ICT arena of Bangladesh. Innovation, Operational Efficiency and
Excellent Customer experience are the promises that GPIT makes to its clients. GPIT has been a strong promoter for developing Bangladesh as the next major ICT destination globally.
We see great opportunities for the subsidiary in local and global markets as an IT company. Within the Bangladesh market, we plan to diversify our capabilities into other industry segments with special focus on the banking and finance industry.

Directors’ Report

ii)

Wholesale Business
Wholesale Business is dedicated to provide “Shared Telecom Infrastructure” products and services to other telecom operators as well as other businesses like WiMAX operators, ISPs, etc. With its widest and well-maintained network infrastructure, GP has retained the leading role in infrastructure sharing in 2011 as well. A number of new innovative wholesale products and services were introduced into the market in 2011, which catered to the immediate demand of the market. We have signed agreements on different infrastructure sharing products with Telecom operators (e.g. Robi,
Banglalink, Airtel Bangladesh etc); ISP operators (e.g. Bangladesh Internet Exchange, Agni Systems, Drik ICT Ltd. etc.) and
WiMAX operators (e.g. Bangladesh Internet Exchange etc) in 2011.

iii) Financial Services
In 2011, GP continued to see greater acceptance and growth of mobile financial services for executing basic transactional services via mobile phone infrastructure. In addition to our existing services (i.e. bill payment, railway & sports ticketing etc.), GP has launched the initial phase of an inward foreign remittance disbursement service on behalf of two leading banks in the country focusing on cash-to-cash disbursement of remittance payments in the last mile of distribution. GP’s BillPay service, which allows customers to pay their bills at GP-authorized outlets or via their mobile phone, processed and settled several million utility bills for nine major utility companies in the country and continued to build significant market share in its areas of operation. Mobile financial services remain a priority area and GP plans to introduce and enable other innovative transactional and mCommerce services in the year to come in line with the evolving regulatory environment.

Our Network is Ready for Future
In a highly competitive telecom market like ours, Network Evolution and Modernization is essential to sustain a leading position.
Keeping this in mind, we initiated the Network ‘SWAP’ Project from the beginning of this year and successfully completed targeted swapping of 7,272 nos. of BTS within 2011. This future-proof technology will bring network efficiency, enable the
Company to provide better services to its subscribers and prepare the network for 3G. Besides, GP introduced 24/7 mobile network quality monitoring tool and benchmark for competitive performance analysis to ensure better network quality experience. To maintain its leadership position in the industry, GP continued to invest in its network. Our cumulative investment reached over BDT 170.9 billion (BDT 17,093 crore) where BDT 12.96 billion (BDT 1,296 crore) was invested in 2011 for network quality, data capacity enhancement and modernisation. At the end of 2011, accumulated number of BTS stood at 13,725 in 7,546 locations all around the country.

Our Employees Our Asset
The total strength of GP and GPIT employees stood at 4,970 at the end of the year. GP believes that a strong, skilled and dedicated workforce is the key ingredient to success. The continued development of our people is a crucial element in driving our growth ambitions. During the year under review, a ‘Talent Management Process’ has been launched in a comprehensive format for systematic attraction, identification, development, engagement and deployment of right individuals for the organization. We place a strong emphasis on how we are investing in people development, building a strong performance culture and driving the right levels of motivation across the organisation. We believe, GP will continue to be seen as a preferred employer for talented Bangladeshis.

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Enabling positive Changes towards Society
As a responsible corporate citizen, GP always works with the community and strives to address the development needs of the country while doing business in an environmentally responsible manner. Accordingly, our policies and practices are structured and reflected in our ‘Corporate Responsibility’ initiatives and those are contributing towards the development of underprivileged segments of the society.
We partnered with Jaago Foundation to initiate ‘Online Classroom’ where a sub-urban classroom will be connected to a classroom in Dhaka via video conferencing technology. We undertook a project with Telemedicine Working Group of
Bangladesh to provide specialized dermatology services for the rural community.
To bring positive changes, we initiated a program named ‘It’s Our Turn’ where GP employees voluntarily donated their time and exchanged experiences for the welfare of the society.
Besides, we joined hands with Mobile Alliance for Maternal Action (MAMA) to deliver vital health information to new and expectant mothers. GP also provided support to establish hotline for Women Support and Investigation Division of Dhaka
Metropolitan Police, and National Legal Aid Services Organization (NLASO) under Ministry of Law. It is expected that these services will contribute significantly to reduce domestic violence and other crimes targeted to women and children and will open doors to access legal support for the poor.
To create awareness about internet among the young people, we have organized an Internet festival across the country in association with ‘Prothom Alo’ - the leading newspaper of Bangladesh. The festival was held in 101 places and was visited by over 300,000 people.

Moving towards Green World
GP’s Climate Strategy aims to become a Green Company by shifting towards low carbon operations, practicing green standards internally and developing a greater momentum in the community with people. GP's first priority is to take responsibility for the excess CO2 emissions generated by its own operations. GP has set a target of reducing 40% carbon emission (CO2) within 2015 from the business as usual situation considering 2008 as the baseline.
GP initiated ‘Building a Greener Network’ initiative back in 2007 to transform GP’s Network and Office Building to an environment friendly & energy efficient solution, and to reduce carbon emissions by saving energy and fuel consumptions.
In this respect, renewable energy project has been initiated and 50 solar sites were on air till the end of 2011; overall 50% energy has been saved from network modernization project through swapping of network equipments; dismantling of all air conditioners from sites by installation of DC Ventilation System, approximately 43% network energy consumption has been reduced; GPHouse – the green office building is saving yearly 60% energy comparing to the traditional building system. The example set by GP in these initiatives has been inspiring for the Bangladesh telecom industry to become increasingly environment friendly.

Health, Safety, Security and Environment (HSSE)
GP, being responsible for ensuring Health, Safety, Security, Environment & Business Assurance (HSSE & BA), has portrayed an example to be the pioneer in the industry in terms of both establishing systematic internal HSSE approach and bringing
HSSE compliance for its value chain. This year GP’s strategic HSSE initiatives were focused on building a HSSE based culture, strengthening Internal HSSE awareness and practice, integration of HSSE Management System, rolling out Global
HSSE v-Learning campaign, carrying out company-wide risk assessments etc. The international HSSE performance parameter like LTIF (Lost Time Injury Frequency) and LTSC (Long Term Suppliers’ Compliance Indicator) are showing good progress with a declining curve in both the parameters throughout the year. This year GP has taken a good number of initiatives and extended cooperation towards other business/corporate bodies to establish a sustainable HSSE culture in the industry.

Directors’ Report

Village Phone Program & Community Information Center (CIC)
Village Phone (VP) Program, a joint initiative of Grameenphone, Grameen Bank and Grameen Telecom, has helped in empowering the rural women of Bangladesh. With the creation of the Village Phone, more and more women are realizing their entrepreneurial potentials. At the end of 2011, 672,955 VP subscribers were providing telecommunication services in over
83,000 villages across the country.
Meanwhile, our 502 Community Information Centers (CICs) are fully functional and provide services to rural communities with more than just access to communication tools. It thus paves the way for alleviating poverty, educating the underprivileged on information-based services, building local entrepreneurships and creating employment opportunities for the unemployed youth.

Directors’ Responsibilities for Financial Statements
The Directors are responsible for the governance of the Company, and in that capacity, the Directors confirm, to the best of their knowledge that–
(a) the financial statements, prepared by the Management of the Company, present fairly its state of affairs, the result of its operations, cash flows and change in equity;
(b) proper books of account of the Company have been maintained;
(c) appropriate accounting policies have been consistently applied in preparation of the financial statements and that the accounting estimates are based on reasonable and prudent judgment;
(d) the International Accounting Standards, as applicable in Bangladesh, have been followed in preparation of the financial statements and any departure therefrom has been adequately disclosed;
(e) the system of internal control is sound in design and has been effectively implemented and monitored;
(f) there are no significant doubts upon the Company’s ability to continue as a going concern;
(g) any significant deviations from the last year in operating results of the Company have been highlighted and reasons thereof have been explained;
(h) the key operating and financial data for the last five years are annexed.

Shareholding Pattern
Shareholding pattern of the Company as on December 31, 2011 is shown in Annexure-III to this report.

Corporate Governance
In GP, we established good Corporate Governance practices following the principles of integrity, transparency, openness and efficiency, and have implemented sound governance structure and measures. Being a public listed company, the Board of
Directors and the Management of GP are committed to adopt and practice high standards of Corporate Governance. 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.

Enhanced Value of Shareholders’ Investment
In the year under review, Revenue was BDT 89.1 billion (BDT 8,906 crore) with 19.2% increase compared to the previous year. The growth in revenue was mainly in voice and data revenues due to subscription growth and revenues from roaming and wholesale business. Net Profit After Tax (NPAT) was BDT 18.9 billion (BDT 1,889 crore) with 21.2% margin compared to BDT 10.7 billion (BDT
1,071 crore) with 14.3% margin of the last year. The increase in profit margin was mainly due to revenue growth, cost efficiency initiatives taken across the organization, reduced subsidy followed by SIM tax reduction and lower depreciation expenses due to swapping of network with new equipments and increased useful life. This has also increased the EBITDA margins up to 53.5% for
2011 compared to 49.5% of 2010. Earnings Per Share (EPS) for 2011 stood at BDT 13.99 compared to BDT 7.93 for 2010.

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The Directors take pleasure in reporting the financial results of the Company for the year ended 31 December, 2011 and recommend the appropriation as mentioned in the ‘Appropriation of Profit (excluding Grameenphone IT Ltd.)’ table below:
Figures in BDT

2011

2010

Profit/(Loss) after tax

19,052,697,592

10,579,176,467

Add: Un-appropriated profit brought forward from previous year

26,748,081,080*

28,996,754,822*

Total Amount available for Appropriation

45,800,778,672

39,575,931,289*

(11,477,550,187)

(8,101,800,132)

(18,904,200,308)

(4,726,050,077)

Closing Retained Earnings at year end (before Proposed Final Dividend)

15,419,028,177

26,748,081,080*

Proposed Final Dividend for the year 2011 (65% cash)

(8,776,950,143)

(11,477,550,187)

6,642,078,034

15,270,530,893

Profit available for Appropriation

Appropriation
Final Dividend Paid for Previous Year
Interim Dividend Paid for Current Year

(In 2010: 85% cash)
Retained Earnings after Proposed Dividend
*Adjusted as per note 29.1 to the Financial Statements.

Growth in Contributions to the National Exchequer
Along with its steady revenue growth, GP has been the largest contributor to the National Exchequer for the last few consecutive years. The collective contribution to the National Exchequer from inception up to December 2011 was BDT 245.2 billion (BDT 24,517 crore). During 2011 alone, the Company contributed BDT 60.1 billion (BDT 6,015 crore) to the National
Exchequer including BDT 13.5 billion (BDT 1,350 crore) on account of the first installment of 2G license and associated spectrum renewal fees, compared to BDT 37.2 billion (BDT 3,715 crore) of 2010. Notably, GP has paid BDT 10.7 billion (BDT 1,066 crore) in corporate taxes during 2011, which was BDT 1.7 billion (BDT 166 crore) more compared to 2010. Such contribution is expected to grow further with the expansion and growth of the Company in the days ahead.

Dividend
For the year ended December 31, 2011, the Board of Directors paid an Interim Cash Dividend @140% of the paid-up capital amounting to BDT 18,904,200,308 which was BDT 14 per share of BDT 10 each. Now, the Directors are pleased to recommend a Final Cash Dividend @ 65% of the paid-up capital amounting to BDT 8,776,950,143 which is BDT 6.5 per share of BDT 10 each out of the undistributed profits of the Company for the year 2011, inclusive of the Interim Dividend of 140% paid already, thus making a total dividend of BDT 20.50 per share amounting to BDT 27,681,150,451 for consideration and approval of the
Shareholders for distribution.
The above 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.’

Directors’ Report

Board of Directors & Board Meeting
The composition of the Board of Directors who held office during the year was as below:
1.

Mr. Sigve Brekke, Telenor Mobile Communications AS, Director & Chairman

2.

Mr. Per Erik Hylland, Telenor Mobile Communications AS, Director

3.

Mr. Morten Tengs, Telenor Mobile Communications AS, Director [appointed on July 18, 2011]

4.

Mr. Hakon Bruaset Kjol, Telenor Mobile Communications AS, Director [appointed on September 14, 2011]

5.

Mr. Lars Erik Tellmann, Telenor Mobile Communications AS, Director [appointed on December 6, 2011)

6.

Mr. M Shahjahan, Grameen Telecom, Director

7.

Ms. Nurjahan Begum, Grameen Telecom, Director

8.

Mr. Md. Ashraful Hassan, Grameen Telecom, Director

9.

Dr. Jamaluddin Ahmed FCA, Independent Director

We would like to thank Ms. Hilde Tonne, Mr. Snorre Corneliussen and Mr. Knut Borgen for being part of the Board of Directors in the past years and the Board wishes them the very best in their future undertakings with the Telenor Group.
During 2011, a total of 10 (Ten) 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.

Directors’ Appointment & Re-appointment
With regard to the appointment, retirement and re-appointment of Directors, the Company is governed by its Articles of
Association, the Companies Act. 1994 and other related legislations. Accordingly, the following Directors of the Board will retire at the Annual General Meeting. They are, however, eligible for re-appointment:
1.

Mr. Morten Tengs

2.

Mr. Hakon Bruaset Kjol

3.

Mr. Md. Ashraful Hassan

Appointment of Auditors
As per the Companies Act and the Articles of Association, the statutory auditors of the Company, Rahman Rahman Huq (‘RRH’),
Chartered

Accountants,

a

member

firm

of

KPMG,

shall

retire

in

this

AGM.

Based

on

SEC

Order

No.

SEC/CMRRCD/2009-193/104/Admin dated 27 July, 2011, an audit firm cannot be engaged for more than three consecutive years as statutory auditors of the same company. RRH has been the statutory auditors of the Company since inception. In compliance with SEC order, we are required to appoint new statutory auditors for the Company. ACNABIN, Chartered
Accountants has offered their willingness to be appointed as statutory auditors of GP. The Board recommends their appointment for the year 2012 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.
Risks Mitigation
Risk management is given high priority at GP and our business is subject to variety of risks and uncertainties e.g. Regulatory
Risks, Market Risk, Operation Risk, Legal Risk, Interest Rate Risk, Exchange Rate Risk and potential changes in Global or National policies etc. The Company has well defined risk management policy, procedures and processes to mitigate strategic and enterprise level risks that may adversely affect our business, operations, liquidity, financial position or future performance.

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Mark of Recognition
Our efforts and successes were widely recognized in 2011. GP won diversified awards during the period. Some of them are mentioned below:
GP has received two prestigious awards in 2011 for its “Published Financial Statements/Annual Report 2010” in the category of
Communication & IT from the Institute of Chartered Accountants of Bangladesh (ICAB) and the South Asian Federation of
Accountants (SAFA). GP received such recognition for reflecting responsible approach towards accountability, transparency and best practices.
GP also won the ‘HSBC-The Daily Star Climate Awards 2011’ for its ‘Building a Greener Network’ initiative; ‘Best Telecom Brand
Award 2010’ in the telecom sector by the Bangladesh Brand Forum and Nielsen Bangladesh; ‘Best Employer Award 2010’ in the telecom sector presented by bdjobs.com; ‘Emerging Market Service Provider of the Year’ for its 2010 business performance by
Frost & Sullivan; and ‘Best Business Assurance Effort’ by Telenor Global Business Assurance Community.

Customer leads 2012 Ahead
The future is shaped by expectations, potentials, possibilities and most importantly, by hope. Facing opportunities and challenges, 2012 will certainly be an exciting year for GP. GP’s objective is to keep its strong growth momentum in coming year and targeting to take a fair share of the growth in the mobile market. The Company will more focus on its ‘Customer Centric’ approach, through innovative products and services, as well as through optimization of its sales and customer service experience. Acknowledgements
The Board of Directors would like to extend its foremost regard and appreciation to the valued Shareholders and other stakeholders of the Company for their persistent support and guidance to the Company that led to the cumulative achievements. The Board also recognises that its journey to attainments during the year was possible because of the cooperation, positive support, and guidance that it had received from the Government of Bangladesh, Ministry of Posts and
Telecommunications (MoPT), Bangladesh Telecommunication Regulatory Commission (BTRC), Bangladesh Railway (BR),
National Board of Revenue (NBR), Bangladesh Bank (BB), Board of Investment (BOI), Registrar of Joint Stock Companies and
Firms (RJSC), Chief Controller of Export & Import, Securities and Exchange Commission (SEC), Dhaka Stock Exchange (DSE),
Chittagong Stock Exchange (CSE), Central Depository Bangladesh Limited (CDBL), GP’s bankers & financial institutions, vendors and other business partners.
We would like to thank each and every customer for their continued support and making GP as their preferred service provider.
We are proud of our employees whose dedication and hard work bring the benefits of technology and innovation to the lives of our valued customers. Here, we also extend to the employees our warmest greetings and felicitation. We give you promise that we will continue our journey & efforts to cope with the challenges that lie ahead. We look forward to your continued support in
2012 and the days ahead.
Thanking you all and with best regards.
For and on behalf of the Board of Directors of Grameenphone Ltd.,

Sigve Brekke
Chairman
February 07, 2012

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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 20th February, 2006 issued under section 2CC of the Securities and Exchange
Ordinance, 1969 is presented below:

Condition

Title

No.
1.1

Board’s Size

Compliance
Status

Explanation for non-compliance with the condition

Complied

(number of Directors – minimum 5 and Maximum 20)
1.2 (i)

Independent Directors (at least one tenth of Directors should be

Complied

Independent Directors)
1.2 (ii)

Independent Directors Appointment (should be appointed by the elected

Complied

Directors)
1.3

Chairman & Chief Executive Officer be different persons

Complied

1.4 (a)

Directors Report on Financial Statements (fairness of financial statements)

Complied

1.4 (b)

Books of Accounts

Complied

(maintenance of proper books of accounts)
1.4 (c)

Adaptation of appropriate accounting policies & estimates

Complied

1.4 (d)

International Accounting Standards Applicable in Bangladesh (application

Complied

& adequate disclosure for any departure)
1.4 (e)

System of Internal Control

Complied

(soundness and efficiency of Internal Control System)
1.4 (f)

Going Concern (ability to continue as a going concern)

Complied

1.4 (g)

Deviations in Operating Results (highlighting significant deviations from last

Complied

year in operating result)
1.4 (h)

Presentation of key Operating and Financial Data (summarized financial

Complied

data of at least preceding three years)
1.4 (i)

Declaration of Dividend

Complied

1.4 (j)

Number of Board Meetings held during the year and attendance by each

Complied

Director
1.4 (k)

Pattern of Shareholding (disclosing aggregate number of shares)

Complied

2.1

Appointment of CFO, Head of Internal Audit and Company Secretary and

Complied

defining their respective roles, responsibilities & duties
2.2

Attendance of CFO and the Company Secretary at Board of Directors Meeting Complied

3.00

Audit Committee

Complied

(should have an Audit Committee as a sub-committee of the Board of Directors)
3.1 (i)

Composition of Audit Committee

Complied

(should be composed of at least three members)
3.1 (ii)

Audit Committee Members Appointment

Complied

(members should be appointed by the Board with at least one Independent Director)
3.1 (iii)

Term of Service of Audit Committee

Complied

(Board to ensure continuity of minimum prescribed number of members)

Annual Report 2011

64/65

Directors’ Report

Condition
No.
3.2 (i)

Compliance

Title

Status

Explanation for non-compliance with the condition

Complied

Chairman of Audit Committee
(Board to select Chairman from Audit Committee)

3.2 (ii)

Professional qualification and experience of the Chairman of the Audit

Complied

Committee
3.3.1 (i)

Reporting on the activities of the Audit Committee to the Board of Directors

Complied

3.3.1 (ii)(a) Reporting of Conflict of Interest to the Board of Directors

None

3.3.1 (ii)(b) Reporting of any fraud or irregularity or material defect in the Internal

None

Control System to the Board of Directors
3.3.1 (ii)(c) Reporting of non-compliance of Laws to the Board of Directors

None

3.3.1 (ii)(d) Reporting of any other matter to the Board of Directors

None

3.3.2

None

Reporting to SEC (if any material impact on the financial condition & results of operation, unreasonably ignored by the management)

3.4

Reporting of activities to the Shareholders

Complied

4.00

External / Statutory Auditors

4.00 (i)

Non-engagement in appraisal or valuation services

Complied

4.00 (ii)

Non-engagement in designing of Financial Information System

Complied

4.00 (iii)

Non-engagement in Book Keeping or other services related to the

Complied

accounting records or financial statements
4.00 (iv)

Non-engagement in Broker-Dealer services

Complied

4.00 (v)

Non-engagement in Actuarial services

Complied

4.00 (vi)

Non-engagement in Internal Audit services

Complied

4.00 (vii)

Non-engagement in any other services

Complied

Annexure II
Board Meeting and attendance during the year ended December 31, 2011
Name of Directors

Number of meetings held Meetings whilst a Board member

Remarks

attended

Mr. Sigve Brekke

10

9

Ms. Hilde Tonne

10

1

Mr. Per Erik Hylland

10

9

Mr. Snorre Corneliussen

5

4

(Replaced by Mr. Morten Tengs on July 18, 2011)

Mr. Knut Borgen

6

4

(Replaced by Mr. Hakon Bruaset Kjol on September 14, 2011)

Mr. M Shahjahan

10

9

Ms. Nurjahan Begum

10

8

Mr. Md. Ashraful Hassan

10

10

Dr. Jamaluddin Ahmed FCA

10

8

Mr. Morten Tengs

5

5

(Appointed on July 18, 2011)

Mr. Hakon Bruaset Kjol

4

4

(Appointed on September 14, 2011)

Mr. Lars Erik Tellmann

0

0

(Appointed on December 06, 2011)

(Replaced by Mr. Lars Erik Tellmann on December 06, 2011)

Directors’ Report

Annexure-III
The Pattern of Shareholding as on December 31, 2011
Name of Shareholders
i)

Status

Shares Held

Percentage

Parent/Subsidiary/Associate Companies

Telenor Mobile Communications AS

-

753,407,724

55.80%

Nye Telenor Mobile Communications II AS

-

215

0.00%

Nye Telenor Mobile Communications III AS

-

215

0.00%

Telenor Asia Pte. Ltd.

-

215

0.00%

Grameen Telecom

-

461,766,409

34.20%

Grameen Kalyan

-

22

0.00%

Grameen Shakti

-

22

0.00%

ii) Directors, Chief Executive Officer, Chief Financial Officer, Company Secretary, Head of Internal Audit and their spouses and minor children
Mr. Sigve Brekke

Chairman

-

-

Mr. Per Erik Hylland

Board Member

-

-

Mr. Morten Tengs

Board Member

-

-

Mr. Hakon Bruaset Kjol

Board Member

-

-

Mr. Lars Erik Tellmann

Board Member

-

-

Mr. M Shahjahan

Board Member

-

-

Ms. Nurjahan Begum

Board Member

4,813

0.00%

Mr. Md. Ashraful Hassan

Board Member

6,000

0.00%

Dr. Jamaluddin Ahmed FCA

Board Member

-

-

Mr. Tore Johnsen

Chief Executive Officer

-

-

Mr. Raihan Shamsi

Chief Financial Officer

94,381

0.01%

Mr. Hossain Sadat

Company Secretary

28,576

0.00%

Mr. Emadul Hannan

Head of Internal Audit

-

-

Mr. Abrar Jaman

Son of Ms. Nurjahan Begum

2,803

0.00%

Ms. Salina Hassan

Spouse of Md. Ashraful Hassan

8,759

0.00%

iii) Executives (as explained in the SEC Notification No. SEC/CMRRCD/2006-158/Admin/02-08 dated 20 February, 2006 )
Mr. Arild Kaale

Chief Marketing Officer

-

-

Mr. Haroon Bhatti

Chief People Officer

-

-

Mr. Michael Malvebo

Head of Product Management Voice

-

-

Mr. Odd Egil Aasen

Head of Internet & Broadband

-

-

Mr. Tor Harald Stromsnes

Head of Direct Sales

-

-

iv) Shareholders holding ten percent or More Voting Interest
Telenor Mobile Communications AS

-

753,407,724

55.80%

Grameen Telecom

-

461,766,409

34.20%

Annual Report 2011

66/67

Audit Committee Report
Grameenphone Board Audit Committee, a sub-committee of the Board, supports the Board in fulfilling its oversight responsibilities. The jurisdiction of Grameenphone Board Audit Committee extends over Grameenphone Ltd. and its subsidiaries.

Composition and Meetings
Mr. M Shahjahan, Chairman
Mr. Per Erik Hylland, Member
Dr. Jamaluddin Ahmed FCA, Member
A total of 7 (seven) meetings were held during 2011. Mr. Md. Ashraful Hassan (Managing Director, Grameen Telecom) attended the meetings as a special invitee. Permanent invitees to the meetings were the Chief Executive Officer, Chief Financial Officer,
Company Secretary and Head of Internal Audit. Relevant heads of divisions and other members of Management also attended the meetings as required. Head of Internal Audit acts as the Secretary to the Audit Committee.

Major Responsibilities of the Audit Committee
The purpose, authority, composition, duties and responsibilities of the Audit Committee are delineated in its Charter. Some of the major responsibilities of the Audit Committee are as follows:


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 Codes 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.

Major Activities of the Audit Committee


Reviewed and recommended to the Board the quarterly and annual financial statements for the year ended December
31, 2011.



Considered and made recommendation to the Board on the appointment and remuneration of external auditors,
ACNABIN, Chartered Accountants for the year 2012.



Reviewed the Management Letter from external auditors for the year 2010 together with Management’s responses to the findings.



Approved the Internal Audit Plan for 2011, monitored progress and effected revisions when necessary.



Discussed Internal Audit reports and findings in detail with auditors and members of Management and monitored the status of implementation of audit action plans and provided guidance to ensure timely completion of action plans.



Reviewed the activities of the Compliance function, incidence reporting and actions, and the status of enforcement of the Grameenphone Codes of Conduct.



Reviewed the Board Audit Committee Charter and Internal Audit Charter.



Reviewed and received report on the matters as per requirement from the Securities and Exchange Commission (SEC).
The above matters are significant recommendations for continuous improvement and therefore duly noted.

M Shahjahan
Chairman
Audit Committee
February 07, 2012

Auditors’ Report &
Audited Financial Statements of
Grameenphone Ltd.

Annual Report 2011

68/69

Auditors’ Report

Auditors’ Report to the shareholders of
Grameenphone Ltd.

Introduction
We have audited the accompanying financial statements of Grameenphone Ltd, which comprise the statement of financial position as at 31 December 2011, and the statement of comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, and a summary of significant accounting policies and other explanatory notes and all related consolidated financial statements of Grameenphone Ltd and its subsidiary (together referred to as "the group").

Management's responsibility for the financial statements
Management is responsible for the preparation and fair presentation of these financial statements in accordance with
International Financial Reporting Standards (IFRS), Bangladesh Financial Reporting Standards (BFRS), the Companies Act
1994, the Securities and Exchange Rules 1987 and other applicable laws and regulations. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatements, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditors' responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing (ISA) and Bangladesh Standards on Auditing (BSA). Those standards require that we comply with relevant ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors' judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion
In our opinion, the financial statements including consolidated financial statements, prepared in accordance with International
Financial Reporting Standards (IFRS) and Bangladesh Financial Reporting Standards (BFRS), give a true and fair view of the state of the company's/group's affairs as at 31 December 2011 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.
We also report that:
a)
b)
c)
d)

we have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit and made due verification thereof; in our opinion, proper books of account as required by law have been kept by the company and its subsidiary so far as it appeared from our examination of these books; the statement of financial position (balance sheet) and statement of comprehensive income (profit and loss account) dealt with by the report are in agreement with the books of account and returns; and the expenditure incurred was for the purposes of the company's/group's business.

Emphasis of matter
Without qualifying our opinion above, we draw attention to Notes 1 and 52 to the financial statements, where management explains the circumstances of the renewal of Mobile Cellular Licence and recent claims from Bangladesh Telecommunication
Regulatory Commission and management's position on the same.

Auditors
Rahman Rahman Huq
Dhaka, February 07, 2012

Grameenphone Ltd.
Consolidated Statement of Financial Position as at 31 December 2011
Assets

Notes

31 December 2011
Taka

31 December 2010
Taka

1 January 2010
Taka

Non current assets
Property, plant and equipment, net
Intangible assets, net
Long term deposit

4
5
7

69,461,932,244
7,021,940,747
76,483,872,991

71,696,092,118
6,991,416,098
12,594,949
78,700,103,165

79,287,993,919
7,681,126,893
11,635,675
86,980,756,487

Current assets
Inventories
Deferred cost of connection revenue
Accounts receivable, net
Other receivables
Advances, deposits and prepayments
Short term investment
Cash and cash equivalents

8
9
10
11
12
13
14

354,023,249
422,857,544
5,361,944,431
916,325,024
17,129,182,496
181,856,969
8,054,596,992
32,420,786,705
108,904,659,696

834,355,326
484,842,481
5,247,945,772
928,020,269
1,621,637,839
2,753,729,110
18,931,502,552
30,802,033,349
109,502,136,514

430,870,209
483,550,116
4,697,066,162
762,323,315
1,206,613,917
500,000,000
14,101,313,087
22,181,736,806
109,162,493,293

15
16
17
18
19

13,503,000,220
7,840,225,942
14,446,452
1,880,178
2,139,729,365
15,383,607,640
38,882,889,797
80
38,882,889,877

13,503,000,220
7,840,225,942
14,446,452
1,880,178
2,139,729,365
26,874,256,053
50,373,538,210
268
50,373,538,478

13,503,000,220
7,840,225,942
14,446,452
1,880,178
2,139,729,365
28,996,754,822
52,496,036,979
52,496,036,979

455,775,978
5,019,805,838
10,242,988,130
104,716,420
15,823,286,366

444,639,879
5,019,805,838
11,201,083,512
162,876,392
16,828,405,621

917,924,127
440,948,191
5,019,805,838
13,505,914,117
171,487,489
20,056,079,762

10,840,334,043
4,814,105,945
2,486,767,295
2,699,959,350
17,806,349,160
226,869,648
98,549,866
542,973,536
14,682,574,610
54,198,483,453
108,904,659,696

5,296,447,777
4,860,343,669
2,248,977,889
2,451,869,531
13,396,693,877
155,699,144
57,641,141
581,904,397
13,250,614,990
42,300,192,415
109,502,136,514

4,865,966,538
4,161,431,025
1,679,152,352
1,036,943,071
2,234,779,133
9,887,067,874
66,356,035
126,480,541
541,731,927
12,010,468,056
36,610,376,552
109,162,493,293

Total assets
Equity and Liabilities
Equity attributable to owners of the company
Share capital
Share premium
Capital reserve
Deposit from shareholders
General reserve
Retained earnings
Non controlling interest
Total Equity
Non current liabilities
Loans and borrowings, net of current portion
Deposit from agents and subscribers
Finance lease obligation
Deferred tax liabilities
Long term provisions
Current liabilities
Accounts payable
Payable to government and autonomous bodies
Unearned revenue
Loans and borrowings - current portion
VAT payable
Income tax provision
Accrued interest
Other liabilities
Deferred connection revenue
Provisions
Total equity and liabilities

20

21
22
23
24

25
26
27
28
29
30
31
32
33

The annexed notes 1 to 53 form an integral part of these financial statements.

Director
Dhaka, February 07, 2012

Director

Chief Executive Officer

Company Secretary
As per our report of same date

Auditors

Annual Report 2011

70/71

Grameenphone Ltd.
Consolidated Statement of Comprehensive Income for the year ended 31 December 2011
Notes
Revenue
Cost of network operations
Direct cost of network revenue
Network operation and maintenance expenses
Depreciation and amortisation

2011
Taka

2010
Taka

34

89,059,616,926

74,733,076,434

35
36
37

(17,652,504,844)
(6,486,131,957)
(13,700,217,335)
(37,838,854,136)
51,220,762,790

(15,065,442,394)
(5,605,681,662)
(15,331,945,675)
(36,003,069,731)
38,730,006,703

Other income, net

38

81,649,697

60,416,193

Operating expenses
General and administrative expenses
Selling and distribution expenses
Depreciation and amortisation

39
40
37

(9,309,840,841)
(8,082,356,764)
(1,337,717,281)
(18,729,914,886)
32,572,497,601
989,596,123
(648,552,533)
92,720,963
33,006,262,154

(8,634,334,234)
(8,487,233,821)
(1,461,626,378)
(18,583,194,433)
20,207,228,463
593,473,110
99,963,540
12,091,065
20,912,756,178

(14,115,160,260)
18,891,101,894

(10,207,404,570)
10,705,351,608

18,891,101,894

10,705,351,608

18,891,102,082
(188)
18,891,101,894

10,705,351,440
168
10,705,351,608

13.99

7.93

Gross profit

Operating profit
Finance income/(expense), net
Foreign exchange gain/(loss)
Gain on disposal of property, plant and equipment
Profit before income tax
Income tax expenses
Profit for the year

41
42
43

44

Other comprehensive income
Total comprehensive income for the year
Total comprehensive income attributable to
Owners of the company
Non controlling interest

Earnings per share
Basic and diluted earnings per share (par value Tk 10 each)

45

The annexed notes 1 to 53 form an integral part of these financial statements.

Director
Dhaka, February 07, 2012

Director

Chief Executive Officer

Company Secretary
As per our report of same date

Auditors

Annual Report 2011

72/73

Share

Taka

-

Interim dividend for 2010

-

-

Issuance of share of Grameenphone IT Ltd.

-

-

-

Interim dividend for 2011

-

-

-

-

-

-

-

The annexed notes 1 to 53 form an integral part of these financial statements.

13,503,000,220 7,840,225,942

Other comprehensive income

Balance as at 31 December 2011

-

Profit for the year

Total comprehensive income for 2011

-

13,503,000,220 7,840,225,942

Final dividend for 2010

Transactions with the shareholders:

Balance as at 31 December 2010

-

Profit for the year

Other comprehensive income

Total comprehensive income for 2010

-

13,503,000,220 7,840,225,942

-

7,840,225,942

Taka

capital

13,503,000,220

premium

Share

Final dividend for 2009

Transactions with the shareholders:

Adjusted balance as at 1 January 2010

Adjustment for reversal of income tax provision (Note 29)

Balance as at 1 January 2010

Grameenphone Ltd.
Consolidated Statement of Changes in Equity for the year ended 31 December 2011

14,446,452

-

-

-

-

14,446,452

-

-

-

-

-

14,446,452

-

14,446,452

Taka

reserve

Capital

1,880,178

-

-

-

-

1,880,178

-

-

-

-

-

1,880,178

-

1,880,178

Taka

shareholders

Deposit from

2,341,710,571

26,655,044,251

Taka

earnings

Retained

2,139,729,365

-

-

-

-

2,139,729,365

-

-

-

-

-

15,383,607,640

-

18,891,102,082

(18,904,200,308)

(11,477,550,187)

26,874,256,053

-

10,705,351,440

(4,726,050,077)

(8,101,800,132)

-

2,139,729,365 28,996,754,822

-

2,139,729,365

Taka

reserve

General

80

-

(188)

-

-

268

-

168

-

-

100

-

-

-

Taka

interest

Taka

Total

38,882,889,877

-

18,891,101,894

(18,904,200,308)

(11,477,550,187)

50,373,538,478

-

10,705,351,608

(4,726,050,077)

(8,101,800,132)

100

52,496,036,979

2,341,710,571

50,154,326,408

Non controlling

Grameenphone Ltd.
Consolidated Statement of Cash Flows for the year ended 31 December 2011
2011
Taka

2010
Taka

Cash flows from operating activities
Cash receipts from performance of services/sales
Payroll and other payments to employees
Payments to suppliers, contractors and others
Finance income received

89,180,282,352

74,646,490,419

(5,786,478,150)

(6,087,982,677)

(33,346,912,822)

(28,986,804,748)

2,092,898,027

1,337,225,663

Finance expenses paid for short term loans

(137,533,205)

-

Other finance expenses paid

(708,726,155)

(630,004,573)

(10,663,600,361)

(9,002,609,172)

(48,550,352,666)

(43,370,175,507)

40,629,929,686

31,276,314,912

(9,405,803,195)

(8,774,249,937)

Income tax paid
Net cash flow from operating activities
Cash flows from investing activities
Payment for acquisition of property, plant and equipment
Proceeds from sale of property, plant and equipment
Payment for acquisition of intangible assets

45,346,713

59,884,296

(777,252,430)

(648,524,052)

Payment of first instalment for 2G licence renewal

(13,584,598,000)

-

Proceeds from/(investment in) long term deposits

12,594,949

(959,274)

Short term investments
Net cash used in investing activities

2,571,872,141

(2,253,729,110)

(21,137,839,822)

(11,617,578,077)

-

(1,950,443,211)

(30,365,699,043)

(12,791,086,003)

Cash flows from financing activities
Payment of long term borrowings
Payment of dividend
Proceeds from issue of share to non controlling interest
Amount refunded to IPO share applicants
Net cash used in financing activities
Net changes in cash and cash equivalents
Cash and cash equivalents at 1 January
Cash and cash equivalents at 31 December

The annexed notes 1 to 53 form an integral part of these financial statements.

-

100

(3,296,381)

(87,018,256)

(30,368,995,424)

(14,828,547,370)

(10,876,905,560)

4,830,189,465

18,931,502,552

14,101,313,087

8,054,596,992

18,931,502,552

Grameenphone Ltd.
Statement of Financial Position as at 31 December 2011
Assets

Notes

31 December 2011
Taka

31 December 2010
Taka

1 January 2010
Taka

Non current assets
Property, plant and equipment, net
Intangible assets, net
Investment in subsidiary
Long term deposit

4
5
6
7

68,954,986,787
7,013,607,468
74,999,900
76,043,594,155

71,519,269,716
6,887,927,919
74,999,900
12,594,949
78,494,792,484

79,287,993,919
7,681,126,893
11,635,675
86,980,756,487

Current assets
Inventories
Deferred cost of connection revenue
Accounts receivable, net
Other receivables
Advances, deposits and prepayments
Short term investment
Cash and cash equivalents

8
9
10
11
12
13
14

331,379,759
422,857,544
5,350,043,235
1,154,555,501
17,486,245,071
181,856,969
7,628,173,494
32,555,111,573
108,598,705,728

834,355,326
484,842,481
5,237,659,409
1,230,518,097
1,718,961,429
2,753,729,110
18,674,929,826
30,934,995,678
109,429,788,162

430,870,209
483,550,116
4,697,066,162
762,323,315
1,206,613,917
500,000,000
14,101,313,087
22,181,736,806
109,162,493,293

15
16
17
18
19

13,503,000,220
7,840,225,942
14,446,452
1,880,178
2,139,729,365
15,419,028,177
38,918,310,334

13,503,000,220
7,840,225,942
14,446,452
1,880,178
2,139,729,365
26,748,081,080
50,247,363,237

13,503,000,220
7,840,225,942
14,446,452
1,880,178
2,139,729,365
28,996,754,822
52,496,036,979

455,775,978
5,019,805,838
10,242,988,130
104,716,420
15,823,286,366

444,639,879
5,019,805,838
11,201,083,512
162,876,392
16,828,405,621

917,924,127
440,948,191
5,019,805,838
13,505,914,117
171,487,489
20,056,079,762

10,723,625,931
4,814,105,945
2,485,682,907
2,696,138,778
17,805,122,197
226,869,648
80,973,694
542,973,536
14,481,616,392
53,857,109,028
108,598,705,728

5,253,726,342
4,860,343,669
2,248,977,889
2,451,869,531
13,396,161,393
155,699,144
53,107,357
581,904,397
13,352,229,582
42,354,019,304
109,429,788,162

4,865,966,538
4,161,431,025
1,679,152,352
1,036,943,071
2,234,779,133
9,887,067,874
66,356,035
126,480,541
541,731,927
12,010,468,056
36,610,376,552
109,162,493,293

Total assets
Equity and Liabilities
Shareholders' equity
Share capital
Share premium
Capital reserve
Deposit from shareholders
General reserve
Retained earnings
Non current liabilities
Loans and borrowings, net of current portion
Deposit from agents and subscribers
Finance lease obligation
Deferred tax liabilities
Long term provisions
Current liabilities
Accounts payable
Payable to government and autonomous bodies
Unearned revenue
Loans and borrowings - current portion
VAT payable
Income tax provision
Accrued interest
Other liabilities
Deferred connection revenue
Provisions
Total equity and liabilities

21
22
23
24

25
26
27
28
29
30
31
32
33

The annexed notes 1 to 53 form an integral part of these financial statements.
Director
Dhaka, February 07, 2012

Director

Chief Executive Officer

Company Secretary
As per our report of same date

Auditors

Annual Report 2011

74/75

Grameenphone Ltd.
Statement of Comprehensive Income for the year ended 31 December 2011
Notes
Revenue

2011
Taka

2010
Taka

34

89,006,700,775

74,724,497,824

Direct cost of network revenue

35

(17,669,029,979)

(15,065,442,394)

Network operation and maintenance expenses

36

(6,763,599,444)

(5,924,040,604)

Depreciation and amortisation

37

Cost of network operations

(13,624,535,441)

(15,331,928,871)

(38,057,164,864)

(36,321,411,869)

50,949,535,911

38,403,085,955

38

109,013,237

75,314,120

General and administrative expenses

39

(8,954,458,359)

(8,454,044,918)

Selling and distribution expenses

40

(8,037,021,580)

(8,480,676,834)

Depreciation and amortisation

37

(1,325,858,351)

(1,461,626,378)

(18,317,338,290)

(18,396,348,130)

32,741,210,858

20,082,051,945

Gross profit
Other income, net
Operating expenses

Operating profit
Finance income/(expense), net

41

982,380,903

591,748,373

Foreign exchange gain/(loss)

42

(651,424,847)

99,963,540

Gain on disposal of property, plant and equipment

43

92,776,720

12,091,065

423,732,776

703,802,978

Profit before income tax

33,164,943,634
44

Profit for the year
Other comprehensive income

20,785,854,923

(14,112,246,042)

(10,206,678,456)

19,052,697,592

Income tax expenses

10,579,176,467

-

-

19,052,697,592

Total comprehensive income for the year

10,579,176,467

14.11

7.83

Earnings per share
Basic and diluted earnings per share (par value Tk 10 each)

45

The annexed notes 1 to 53 form an integral part of these financial statements.

Director
Dhaka, February 07, 2012

Director

Chief Executive Officer

Company Secretary
As per our report of same date

Auditors

Annual Report 2011

76/77

-

13,503,000,220

-

13,503,000,220

Share capital Taka

-

-

13,503,000,220

The annexed notes 1 to 53 form an integral part of these financial statements.

Balance as at 31 December 2011

-

Profit for the year

Other comprehensive income

Total comprehensive income for 2011

-

Final dividend for 2010

7,840,225,942

-

-

-

-

7,840,225,942

13,503,000,220

Interim dividend for 2011

Transactions with the shareholders:

Balance as at 31 December 2010

Other comprehensive income

Profit for the year

-

-

7,840,225,942

-

7,840,225,942

Share premium Taka

-

Interim dividend for 2010

Total comprehensive income for 2010

-

Final dividend for 2009

Transactions with the shareholders:

Adjusted balance as at 1 January 2010

Adjustment for reversal of income tax provision (Note 29)

Balance as at 1 January 2010

Grameenphone Ltd.
Statement of Changes in Equity for the year ended 31 December 2011

14,446,452

-

-

-

-

14,446,452

-

-

-

-

14,446,452

-

14,446,452

Capital reserve Taka

1,880,178

-

-

-

-

1,880,178

-

-

-

-

1,880,178

-

1,880,178

Deposit from shareholders Taka

2,341,710,571

26,655,044,251

Retained earnings Taka

2,341,710,571

50,154,326,408

Total
Taka

-

10,579,176,467

(4,726,050,077)

(8,101,800,132)

2,139,729,365

-

-

-

-

(11,477,550,187)

50,247,363,237

-

10,579,176,467

(4,726,050,077)

(8,101,800,132)

15,419,028,177

-

19,052,697,592

38,918,310,334

-

19,052,697,592

(18,904,200,308) (18,904,200,308)

(11,477,550,187)

2,139,729,365 26,748,081,080

-

-

-

-

2,139,729,365 28,996,754,822 52,496,036,979

-

2,139,729,365

General reserve Taka

Grameenphone Ltd.
Statement of Cash Flows for the year ended 31 December 2011
2011
Taka

2010
Taka

Cash flows from operating activities
Cash receipts from performance of services/sales
Payroll and other payments to employees
Payments to suppliers, contractors and others

89,140,210,778

74,646,490,419

(5,196,283,125)

(5,827,353,840)

(34,329,207,490)

(29,366,578,247)
1,335,500,926

Finance income received

2,085,126,783

Finance expenses paid for short term loans

(137,533,205)

-

Other finance expenses paid

(708,170,131)

(630,004,573)

(10,661,380,622)

(9,002,415,542)

(48,947,447,790)

(43,490,851,276)

40,192,762,988

31,155,639,143

(9,151,452,165)

(8,835,146,894)

Income tax paid
Net cash flow from operating activities
Cash flows from investing activities
Payment for acquisition of property, plant and equipment
Proceeds from sale of property, plant and equipment
Payment for acquisition of intangible assets
Payment of first instalment for 2G licence renewal
Investment in subsidiary
Proceeds from/(investment in) long term deposits
Short term investments
Net cash used in investing activities

45,307,859

59,884,296

(764,248,680)

(648,524,052)

(13,584,598,000)

-

-

(74,999,900)

12,594,949

(959,274)

2,571,872,141

(2,253,729,110)

(20,870,523,896)

(11,753,474,934)

Cash flows from financing activities
Payment of long term borrowings
Payment of dividend
Amount refunded to IPO share applicants

-

(1,950,443,211)

(30,365,699,043)

(12,791,086,003)

(3,296,381)

(87,018,256)

(30,368,995,424)

(14,828,547,470)

(11,046,756,332)

4,573,616,739

Cash and cash equivalents at 1 January

18,674,929,826

14,101,313,087

Cash and cash equivalents at 31 December

7,628,173,494

18,674,929,826

Net cash used in financing activities
Net changes in cash and cash equivalents

The annexed notes 1 to 53 form an integral part of these financial statements.

Grameenphone Ltd.
Notes to the Financial Statements as at and for the year ended 31 December 2011
1.

Corporate information
Grameenphone Ltd (hereinafter referred to as "GP"/"Grameenphone"/"the company") is a public limited company incorporated in Bangladesh in 1996 under the Companies Act 1994 and has its registered address at GPHOUSE,
Bashundhara, Baridhara, Dhaka 1229. GP was initially registered as a private limited company and subsequently converted into a public limited company on 25 June 2007. During November 2009, GP listed its shares with both Dhaka and Chittagong
Stock Exchanges. The immediate parent of GP is Telenor Mobile Communications AS and the ultimate parent is Telenor ASA; both the companies are incorporated in Norway. On 28 January 2010, Grameenphone formed a wholly owned subsidiary namely Grameenphone IT Ltd (hereinafter referred to as "GPIT"/ "the subsidiary company"), to provide IT services to GP and to external customers. GPIT launched its commercial operation on 1 April 2010.
These financial statements as at and for the year ended 31 December 2011 include consolidated and separate financial statements. The consolidated financial statements comprise the company and its subsidiary (together referred to as "GP group"/"the group"). The separate financial statements present the financial position and performance of Grameenphone
Ltd. Statement of financial position as at the beginning of 1 January 2010 represents individual financial statement of
Grameenphone Ltd as it had no subsidiary at that date.
The group is primarily involved in providing mobile telecommunication services (voice, data and other related services) in
Bangladesh and IT related services. The company also provides international roaming services through international roaming agreements with various operators of different countries across the world.
The Mobile Cellular License of Grameenphone, which was acquired in 1996, expired on 10 November 2011 and is due for renewal immediately thereafter. As per the License Renewal Guidelines issued by MoPT (Ministry of Posts and
Telecommunications), Grameenphone has made necessary applications and also made payment of all requisite fees in regard to the said application. However, disagreements arose between Bangladesh Telecommunication Regulatory
Commission (BTRC) and the renewing operators on the issues of applicable VAT deduction on license fees and application of Market Competition Factor (MCF) to spectrum acquired in 2008. Grameenphone, among other operators, referred these two issues to Supreme Court for clarification, on which the license renewal process became pending. However, the
Supreme Court has made it clear that GP operation is to continue without any hindrance or obstruction whatsoever.
Following from the Supreme Court instruction, BTRC also issued letter to GP assuring that our operation will continue as is until these two issues are sorted out by the Court, upon which renewed license will be forthcoming. GP management believes that the license will definitely be renewed in course of time, because both BTRC and Grameenphone have interest in renewing the licence and license renewal per se is not the issue in contention. On 18 January 2012, the hearing of this case in High Court commenced with the participation of both GP and BTRC counsels, which is expected to be concluded within a very short time. Management therefore does not believe that there is any significant uncertainty about the entity’s ability to continue as a going concern. These financial statements accordingly have been prepared on the basis of going concern assumption.

2.

Basis of preparation

2.1 Statement of compliance
These financial statements (including consolidated and separate financial statements) have been prepared in accordance with International Financial Reporting Standards (IFRS), Bangladesh Financial Reporting Standards (BFRS), the Companies
Act 1994, the Securities and Exchange Rules 1987 and other applicable laws in Bangladesh.
The Articles of Association of Grameenphone require that the financial statements be prepared in accordance with
International Accounting Standards (IAS)/IFRS. The requirements of IFRS and BFRS, to the extent relevant to these financial statements, do not vary from each other.
Authorisation for issue
These financial statements have been authorised for issue by the Board of Directors of the company on 07 February, 2012

Annual Report 2011

78/79

Notes to the Financial Statements

2.2 Basis of measurement
These financial statements have been prepared on historical cost basis except for the following items in the statement of financial position:
(a) Employee benefit plan is measured based on actuarial valuation.
(b) Finance lease obligation and assets under finance lease are measured at present value of minimum lease payments.
(c) Asset Retirement Obligations (ARO) are measured at present value of expected future expenditure.
2.3 Functional and presentation currency
Items included in these financial statements are measured using the currency of the primary economic environment in which the group operates (‘the functional currency’). These financial statements are presented in Bangladesh Taka
(Taka/Tk/BDT) which is also the functional currency of the group. The amounts in these financial statements have been rounded off to the nearest Taka.
2.4 Use of estimates and judgements
The preparation of financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revision to accounting estimates is recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of revision and future periods if the revision affects both current and future periods.
In particular, information about significant areas of estimation uncertainty and critical judgments in applying accounting policies that have the most significant effect on the amount recognised in the financial statements are described in the following notes:
Note 9:

Deferred cost of connection revenue (estimation of subscribers' relationship period)

Note 22: Finance lease obligations (classification and measurement)
Note 23: Deferred tax liabilities (manner of recovery of temporary differences for determination of deferred tax liabilities)
Note 24

Long term provisions (estimation of future cash outflow and determination of appropriate discount rate)

Note 32: Deferred connection revenue (estimation of subscribers' relationship period)
Note 33

Provisions

Note 34

Revenue (allocation of revenue among multiple elements, determination of percentage of completion for services rendered)

Note 44

Income tax expenses

In addition to the above, determination of the group's liability for gratuity involves the use of estimates regarding demographic variables (such as employee turnover and mortality) and financial variables (such as future increases in salaries and discount rate).

3.

Significant accounting policies
Accounting policies set out below have been applied consistently to all periods presented in these financial statements:

3.1 Basis of consolidation
(a) Subsidiaries
Subsidiaries are entities controlled by the group. Control is achieved where the company has the power to govern the financial and operating policies so as to obtain benefits from its activities. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the group controls another entity.
Subsidiaries are fully consolidated from the date on which control is transferred to the group. They are de-consolidated from the date on which control ceases.
(b) Consolidation procedure
Intra-group balances and transactions, and any unrealised gains or losses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Total comprehensive income of subsidiary is attributed to owners of the company and to the non-controlling interest even if this results in the non-controlling interest having a deficit balance.
Financial statements of subsidiary are adjusted where necessary to ensure consistency with the policies adopted by the group.

(a) Recognition and measurement
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses, if any.

Notes to the Financial Statements

3.2 Property, plant and equipment

The cost of an item of property, plant and equipment comprises its purchase price, import duties and non-refundable taxes, after deducting trade discount and rebates, and any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the intended manner. Cost also includes initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located and capitalised borrowing costs. The costs of obligations for dismantling and removing the item and restoring the site (generally called 'asset retirement obligation') are recognised and measured in accordance with IAS/BAS 37: Provisions, Contingent Liabilities and Contingent Assets. Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment.
When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.
(b) Subsequent costs
The cost of replacing or upgrading of an item of property, plant and equipment is recognised in the carrying amount of the item if it is probable that the future economic benefits embodied within the item will flow to the group and its cost can be measured reliably. The carrying amount of the replaced component is derecognised. The costs of the day to day servicing of property, plant and equipment are recognised in profit or loss as incurred.
(c) Depreciation
No depreciation is charged on land and capital work in progress (CWIP) as the land has unlimited useful life and CWIP is not yet available for use.
Depreciation on other items of property, plant and equipment is recognized on a straight-line basis over the estimated useful lives of each item of property, plant and equipment. Leased assets are depreciated over the shorter of the lease term and their useful lives unless it is reasonably certain that the group will obtain ownership by the end of the lease term. For addition to property, plant and equipment, depreciation is charged from the date of capitalisation up to the month immediately preceding the month of disposal. Depreciation method, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate. The estimated useful lives of the items of property, plant and equipment for the current and comparative periods are as follows:
2011
2010
Year
Year
Own assets
Building
10 -50
10 -50
Base station - equipments
3-10
3-10
Base station - tower, fibre optic network and related assets
7- 20
7- 20
Transmission equipment
5-10
5-10
Computers and other IT equipment
4
4
Furniture and fixtures (including office equipment)
3-5
3-5
Vehicles
4
4
Leased asset
Fibre Optic Network
22.5
22.5
(d) Gains or losses on disposal
An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss on disposal or retirement of an item of property, plant and equipment is determined as the difference between sales proceed and the carrying amount of the asset and is recognized in profit or loss.
(e) Capital work in progress
Capital work in progress consists of acquisition costs of network plant and machinery, capital components and related installation cost until the date placed in service. In case of import of components, capital work in progress is recognised when risks and rewards associated with such assets are transferred to the group, i.e. at the time shipment is confirmed by the supplier.

Annual Report 2011

80/81

Notes to the Financial Statements

(f) Capitalisation of borrowing costs
As per the requirements of IAS/BAS 23: Borrowing Costs, directly attributable borrowing costs are capitalised during construction period for all qualifying assets. A qualifying asset is an asset that necessarily takes a substantial period of time to get ready for its intended use or sale. The borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are those borrowing costs that would have been avoided if the expenditure on the qualifying asset had not been made. All other borrowing costs are recognized in profit or loss in the period in which they are incurred.
3.3 Intangible assets
(a) Recognition and measurement
Intangible assets that are acquired by the group and have finite useful lives are measured at cost less accumulated amortisation and accumulated impairment loss, if any. Intangible assets are recognised when all the conditions for recognition as per IAS/BAS 38: Intangible assets are met. The cost of an intangible asset comprises its purchase price, import duties and non-refundable taxes and any directly attributable cost of preparing the asset for its intended use.
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical knowledge and understanding, is recognized in the profit or loss as incurred.
Development activities involve a plan or design for the production of new and substantially improved products and processes. Development expenditures, on an individual project, are recognised as an intangible asset when the group can demonstrate: - The technical feasibility of completing the intangible asset so that it will be available for use or sale
- Its intention to complete and its ability to use or sell the asset
- How the asset will generate future economic benefits
- The availability of resources to complete the asset
- The ability to measure reliably the expenditure during development.
Other development expenditure is recognized in profit or loss as incurred. Development costs previously recognised as an expense are not recognised as an asset in a subsequent period. Following initial recognition of the development expenditure as an asset, the cost model is applied requiring the asset to be carried at cost less any accumulated amortisation and accumulated impairment losses. Amortisation of the asset begins when development is complete and the asset is available for use. It is amortised over the period of expected future benefit. During the period of development, the asset is tested for impairment annually.
Internally generated intangible assets, excluding capitalised development costs, are not capitalised and expenditure is reflected in profit or loss in the year in which the expenditure is incurred.
(b) Subsequent costs
Subsequent costs are capitalised only when they increase the future economic benefits embodied in the specific asset to which they relate. All other costs are recognised in profit or loss as incurred.
(c) Amortisation
Amortisation is recognised in profit or loss on a straight line basis over the estimated useful lives of intangible assets, from the date that they are available for use. The estimated useful lives are as follows:
2011
Year
Pulse Code Modulation (PCM)

2010
Year
5

5

5

5

3-7

3-7

10

10

18

18

Software and others
Billing software
Other operational software
Network management software
Telecom licence - spectrum

Amortisation methods, useful lives and residual values are reviewed yearly and adjusted, if appropriate.

An intangible asset is derecognized on disposal, or when no future economic benefits are expected from use or disposal.
Gains or losses arising from derecognition of a intangible asset, measured as the difference between the net disposal proceeds and the carrying amount of the assets, are recognized in profit or loss.

Notes to the Financial Statements

(c) Derecognition

3.4 Financial instruments
3.4.1 Financial assets
The group initially recognises receivables and deposits on the date that they are originated. All other financial assets are recognised initially on the date at which the group becomes a party to the contractual provisions of the transaction.
The group derecognises a financial asset when the contractual rights or probabilities of receiving the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of ownership of the financial asset are transferred.
Financial assets include cash and cash equivalents, short term investments, accounts receivable, other receivables and deposits. (a) Accounts receivable
Accounts receivable represent the amounts due from mobile telephony subscribers for telecom services, other operators for interconnection services and infrastructure sharing, customers for FON connectivity and receivables for IT related services and includes both billed and unbilled portion of such services at the date of statement of financial position.
Accounts receivables are stated net of provision for doubtful debts.
(b) Short term investments
Short term investments comprise investment in Fixed Deposit Receipts (FDR) with original maturity of more than three months. Short term investments assets are recognised initially at cost. Subsequent to initial recognition they are measured at amortised cost using the effective interest method, less any impairment losses.
(c) Other receivables
Other receivables comprise other non-mobile receivables and interest receivables. Other receivables are stated net of provision for doubtful debts, if any.
(d) Cash and cash equivalents
Cash and cash equivalents comprise cash balances and call deposits with original maturities of less than three months.
Bank overdrafts that are repayable on demand and form an integral part of the group’s cash management are included as a component of cash and cash equivalents.
3.4.2 Financial liabilities
The group initially recognises financial liabilities on the transaction date at which the group becomes a party to the contractual provisions of the liability.
The group derecognises a financial liability when its contractual obligations are discharged or cancelled or expired.
Financial liabilities include finance lease obligation, accounts payable, payable to government and autonomous bodies, deposits from agents and subscribers, VAT payables, accrued interests and other payables.
(a) Finance lease obligations
Leases in terms of which the entity assumes substantially all the risks and rewards of ownership are classified as finance leases. Upon initial recognition the leased asset is measured at an amount equal to the lower of its fair value and the present value of minimum lease payments. The discount rate used in calculating the present value of the minimum lease payments is the interest rate implicit in the lease, if this is practicable to determine; if not, the lessee’s incremental borrowing rate is used.
(b) Accounts payable and other financial liabilities
Accounts payable and other financial liabilities (payable to government and autonomous bodies, accrued interest, VAT payables and other liabilities) are recognised when its contractual obligations arising from past events are certain and the settlement of which is expected to result in an outflow from the group of resources embodying economic benefits.

Annual Report 2011

82/83

Notes to the Financial Statements

3.5 Impairment
(a) Financial assets
The group considers evidence of impairment for financial assets (loans and receivables and held-to-maturity investment securities) at both a specific asset and collective asset level. All individually significant receivables and held-to-maturity investment securities are assessed for specific impairment. All individually significant loans and receivables and held-to-maturity investment securities found not to be specifically impaired are then collectively assessed for any impairment that has been incurred but not yet identified. Loans and receivables and held-to-maturity investment securities that are not individually significant are collectively assessed for impairment by grouping together loans and receivables and held-to-maturity investment securities with similar risk characteristics.
Financial assets are 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 churned post paid subscribers.
As per the existing credit policy, provisions for doubtful debt is recognized on receivables for post paid mobile services when a 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 the other classes of financial assets, provision for doubtful debts 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.
(b) Non-financial assets
The carrying amounts of the group’s non-financial assets, other than inventories and deferred tax assets, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated in order to determine the extent of impairment loss (if any). Where it is not possible to determine the recoverable amount of an individual asset, the group estimates the recoverable amount of the cash generating unit (CGU) to which the asset belongs. An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds its estimated recoverable amount.
The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset or CGU. For the purpose of impairment testing, assets that cannot be tested individually are grouped together into the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or CGU.
Impairment losses are recognised in profit or loss. Impairment losses recognised in respect of CGUs are allocated to reduce the carrying amounts of the other assets in the CGU (group of CGUs) on a pro rata basis.
Impairment losses recognised in prior periods are assessed at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.
3.6 Inventories
Inventories consisting of scratch cards, SIM cards, mobile handsets, data cards, other devices and IT accessories 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. Where necessary, allowance is provided for damaged, obsolete and slow moving items to adjust the carrying value of inventories to the lower of cost and net realisable value. 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.
3.7 Employee benefits
The group maintains both defined contribution plan and defined benefit plan for its eligible permanent employees. The eligibility is determined according to the terms and conditions set forth in the respective deeds. Both of the plans are supported by separate registered funds.

A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity and has no legal or constructive obligation to pay further amounts. Obligations for contribution to defined contribution plans are recognized as an employee benefit expense in profit or loss in the period during which related services are rendered by employees. Prepaid contributions are recognized as an asset to the extent that a cash refund or a reduction in future payment is available. Contributions to a defined contribution plan that are due more than 12 months after the end of the period in which employee render the services are discounted to the present value.

Notes to the Financial Statements

(a) Defined contribution plan (provident fund)

The group contributes to a registered provident fund scheme (defined contribution plan) for employees of the group eligible to be members of the fund in accordance with the rules of the provident fund constituted under an irrevocable trust. All permanent employees contribute 10% of their basic salary to the provident fund and the group also makes equal contribution.
The group recognises contribution to defined contribution plan as an expense when an employee has rendered services in exchange for such contribution. The legal and constructive obligation is limited to the amount it agrees to contribute to the fund.
(b) Defined benefit plan (gratuity)
A defined benefit is a post-employment benefit plan other than a defined contribution plan. The group's net obligation in respect of defined benefit plan is calculated separately for each plan by estimating the amount of future benefit that employees have earned in return for their services in the current and prior periods; that benefit is discounted to determine its present value. Any unrecognized past service cost and the fair value of any plan assets are deducted. The rate used to discount post employment benefit obligations is determined by reference to market yields at the date of statement of financial position on treasury bills.
The employees gratuity fund is considered as defined benefit plan as it meets the recognition criteria. The group's obligation is to provide the agreed benefits to current and former employees as per condition of the fund.
Present value of defined benefit obligation and the fair value of the plan assets are determined by professional actuary.
Projected Unit Credit method is used to measure the present value of defined benefit obligations and related current and past service cost by using mutually compatible actuarial assumptions about demographic and financial variables. The difference between fair value of the plan assets and present value of obligation is recognised as a liability or an asset in the statement of financial position. When the calculation results in a benefit to the group, the recognized asset is limited to the total of any unrecognized past service cost and the present value of economic benefit available in the form of any future refunds from the plan or reductions in future contribution to the plan. In order to calculate the present value of economic benefits, consideration is given to any minimum funding requirements that apply to any plan in the group. An economic benefit is available to the group if it is realizable during the life of the plan, or on settlement of the plan liabilities.
The expected return on plan assets is based on market expectation and is one of the components of expenses recognised in profit or loss. Total expenses recognised in profit or loss comprise of current service cost, interest cost and expected return on plan assets.
Past-service costs are recognised immediately in profit or loss, unless the changes to the plan are conditional on the employees remaining in service for a specified period of time (the vesting period). In this case, the past-service costs are amortised on a straight-line basis over the vesting period.
The group recognises gains or loss on the curtailment or settlement of a defined benefit plan when the curtailment or settlement occurs. The gain or loss on curtailment or settlement comprises any resulting change in the fair value of plan assets, any changes in the present value of defined benefit obligation, any related actuarial gains or losses and past service cost that had not previously been recognized.
Actuarial gains and losses are recognised as income or expense when the net cumulative unrecognised actuarial gains and losses for each individual plan at the end of the previous reporting period exceed 10% of the higher of the defined benefit obligation and the fair value of plan assets at that date. These gains or losses are recognised over the expected average remaining working lives of the employees participating in the plans.
(c) Short term employee benefits
Short term employee benefit obligations are measured on an undiscounted basis and are expensed as the related service is provided. Provision is created for the amount of annual leave encashment based on the latest basic salary.
3.8 Income tax
Income tax expenses comprise current and deferred taxes. Income tax expenses are recognised in profit or loss except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.

Annual Report 2011

84/85

Notes to the Financial Statements

(a) Current tax
Current tax is the expected tax payable on the taxable income for the period, using tax rates enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous periods. The tax rate used for the reporting periods are as follows:
Year
Tax rate
2010
35%
2011
35%
Being a private limited company, applicable tax rate for GPIT is 37.5%. However IT enabled services provided by GPIT are exempted from income taxes until 30 June 2013 as per Finance Act 2011.
(b) Deferred tax
Deferred tax is recognised in compliance with IAS/BAS 12: Income Taxes, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and amounts used for taxation purposes.
Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that have been enacted or substantively enacted by the date of statement of financial position. Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity.
A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which the deductible temporary difference can be utilised. Deferred tax assets are reviewed at each date of statement of financial position and are reduced to the extent that it is no longer probable that the related tax benefit will be realised.
3.9 Provisions
A provision is recognised in the statement of financial position when the group 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 group expects some or all of a provision to be reimbursed, the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the income statement net of any reimbursement. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.
Asset retirement obligations (ARO)
Asset retirement obligations (ARO) are recognised when there is a legal or constructive obligation as a result of past event for dismantling and removing an item of property, plant and equipment and restoring the site on which the item is located and it is probable that an outflow of resources will be required to settle the obligation, and a reliable estimate of the amount of obligation can be made. A corresponding amount equivalent to the provision is also recognised as part of the cost of the related property, plant and equipment. The amount recognised is the estimated cost of decommissioning, discounted to its present value. Changes in the estimated timing of decommissioning or decommissioning cost estimates are dealt with prospectively by recording an adjustment to the provision, and a corresponding adjustment to property, plant and equipment. The group recognises ARO in respect of roof-top base station and office space based on the present value of expected expenditures required to settle the obligation. The periodic unwinding of the discount is recognised in profit or loss as a finance cost as it occurs.
3.10 Contingencies
A contingent liability is a possible obligation that arises 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 group; or a present obligation that arises from past events but is not recognised because it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation; or the amount of the obligation cannot be measured with sufficient reliability.
A contingent asset is a possible asset that arises 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 group.
Contingent liabilities and assets are not recognised in the statement of financial position of the group.

Revenues are measured at fair value of the consideration received or receivable, net of discount and sales related taxes and VAT. Revenues are reported gross with separate recording of expenses to vendors of products or services. However, when the group acts only as an agent or broker on behalf of suppliers of products or services, revenues are reported on a net basis. Revenues of the group comprise:

Notes to the Financial Statements

3.11 Revenue recognition

(i) Sale of goods:
The group sells handset, data card and other device, and software to its customers. Revenue from sale of goods is recognized when the persuasive evidence exists that the significant risk and reward has been transferred to the customer, recovery of consideration is probable, the associated cost and the possible return of goods can be estimated reliably, there is no continuing management involvement with the goods and the amount of revenue can be measured reliably.
(ii) Rendering of services:
Revenue from rendering of services includes traffic fees, subscription and connection fees, interconnection fees, various customer support revenues, value added service revenues, infrastructure sharing and IT related services. Revenue from services rendered is recognized in profit or loss in proportion to the stage of completion of the transaction at the reporting date. (a) Traffic revenue -Postpaid
Post paid traffic revenue is recognised on accrual basis and recorded as income (exclusive of VAT) as services are rendered.
(b) Traffic revenue -Prepaid
Prepaid traffic revenue is recognised (exclusive of VAT) as per the actual usage 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.
(c) Subscription revenue
Subscription revenue represents fixed line rent charged to post paid customers for voice, content and other communication services. It is billed in advance and recognised evenly over the subscription period.
(d) Connection revenue
Connection revenue represents the revenue arising from sale of connection to the subscribers through new SIM which is recognised over the estimated period of customer relationship. The estimated period of customer relationship is based on past history of subscriber being churned and expected development of relationship period. 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 is recognised when GP subscribers receive calls from other operators' subscribers. (g) Other mobile revenue
Other mobile revenue comprises revenue from customers support services, VAS (Value Added Services), SMS (Short
Message Services), MMS (Multimedia Message Services) and revenue from content providers and is recognised in the same manner as corresponding prepaid traffic revenue and post-paid traffic revenue recognition policy.
(h) Non mobile revenue
Non mobile revenue includes revenue earned from services like bill pay services, fund remittance, etc, in addition to revenue earned from sale of device, infrastructure sharing and commission income. Revenue from such non-mobile services is recognised when services are rendered.
(i) Infrastructure sharing
Revenue from infrastructure sharing comprises revenue from lease of telecom infrastructure, including base station shelter, generators, and charges for fuel and power support. Leases are recognised as per IAS/BAS 17: Leases. Other revenues are recognised on accrual basis based on actual usage/consumption by the customers.

Annual Report 2011

86/87

Notes to the Financial Statements

(j) Sub lease of optical fibre network
Rental income from sub-lease of optical fibre network is recognised on accrual basis in accordance with the provisions of relevant agreements.
(k) Rendering IT service
Revenue from IT service is recognised on a percentage of completion basis. Percentage of completion of service is determined upon periodic review and usually evidenced by work completion certificate. Revenue is recognised only when it is probable that the economic benefits associated with the transaction will flow to the entity.
(l) Commissions
When the group acts in capacity of an agent rather than the principal in a transaction, the revenue recognized is the net amount of commission made by the group.
(iii) Revenue from construction contracts
When the outcome of a construction contract can be estimated reliably, revenue from construction contracts is recognized by reference to the stage of completion of the contract activity at the end of the reporting period. The stage of completion of a contract is determined in a variety of ways depending on the nature of the contract. The entity uses the method that measures reliably the work performed. The methods include cost-to-cost, survey of work performed and completion of physical proportion of the contract work.
If circumstances arise that may change the original estimates of revenues, costs or extent of progress toward completion, estimates are revised. These revisions may result in increases or decreases in estimated revenues or costs and are reflected in income in the period in which the circumstances that give rise to the revision become known by management.
When the outcome of a construction contract cannot be estimated reliably, revenue is recognized only to the extent of recoverable contract costs incurred and contract costs are recognized as an expense in the period in which they are incurred. An expected loss on the construction contract is recognized as an expense immediately.
3.12 Deferred connection revenue
Deferred connection revenue represents the portion of connection revenue which is deferred over the remaining period of estimated customer relationship.
3.13 Deferred cost of connection revenue
Connection costs in excess of connection revenue are charged as expenses when incurred. Connection costs up to connection revenue are deferred and amortised over the period of estimated customer relationship.
3.14 Leases
The determination of whether an arrangement is, or contains a lease is based on the substance of the arrangement at inception date: whether fulfilment of the arrangement is dependent on the use of a specific asset or assets or the arrangement conveys a right to use the asset, even if that right is not explicitly specified in an arrangement. Leases are classified as finance leases whenever the terms of lease transfer substantially all the risk and rewards of the ownership to the lessee. All other leases are classified as operating leases.
(a) The group as lessee
Asset held under finance leases are initially recognized as asset of the group at their fair value at the inception of the lease or, if lower, at the present value of minimum lease payments. The corresponding liability to the lessor is included in the statement of financial position as a finance lease obligation.
Lease payments are apportioned between finance expenses and reduction of lease obligation so as to achieve a constant rate of interest on the remaining balance of liability. Finance expenses are immediately recognized in profit or loss, unless they are directly attributable to qualifying assets, in which case they are capitalized. Contingent rentals are recognised as expenses in the period in which they incur.
Operating lease payments are recognized as an expense on straight line basis over the lease term, except where another systemic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed. Contingent rentals arising under operating leases are recognized as an expense in the period in which they incurred. Notes to the Financial Statements

In the event that lease incentives are received to enter into operating leases, such incentives are recognized as liability.
The aggregate benefit of incentives is recognized as a reduction of rental expenses on a straight line basis, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed. (b) The group as lessor
Amounts due from lessees under finance leases are recognized as receivables at the amount of group's net investment in the leases. Finance lease income is allocated to accounting period so as to reflect a constant periodic rate of return on the group's net investment outstanding in respect of the leases.
Rental income from operating lease is recognised on straight line basis over the term of relevant lease. Initial direct cost incurred in negotiating and arranging an operating lease are added to carrying amount of leased assets and recognised on a straight line basis over the lease term.
3.15 Foreign currency transactions
Transactions in foreign currencies are recorded in the books at the rate of exchange prevailing on the date of the transaction. Monetary assets and liabilities in foreign currencies at the date of statement of financial position are translated into Bangladesh taka at the rate of exchange prevailing at that date. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Exchange differences arising on the settlement of monetary items or on translating monetary items at the end of the reporting period are recognised in profit or loss as per IAS/BAS 21: The Effects of Changes in Foreign Exchange Rates.
3.16 Earnings per share
The group/company presents basic and diluted (when dilution is applicable) earnings per share (EPS) for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the group/company by the weighted average number of ordinary shares outstanding during the period, adjusted for the effect of change in number of shares for bonus issue, share split and reverse split. Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares outstanding, for the effects of all dilutive potential ordinary shares. However, dilution of EPS is not applicable for these financial statements as there was no dilutive potential ordinary shares during the relevant periods.
3.17 Events after the reporting period
Events after the reporting period that provide additional information about the group's/company's position at the date of statement of financial position or those that indicate the going concern assumption is not appropriate are reflected in the financial statements. Events after the reporting period that are not adjusting events are disclosed in the notes when material. Annual Report 2011

88/89

3,433,698,479

Computers and other IT equipment

2,287,147,480

27,194,522,924

Transmission equipment (Note 4.2)

under finance lease (Note 4.4)

Fibre Optic Network

Capital work in progress (Note 4.3)

1,035,397,194

Vehicles

-

-

(31,551,505)

(68,826,566)

(154,170,419)

(13,476,036,327)

(30,972,397,319)

-

-

64,082,337,864 (80,665,448,364)

33,108,000,275

30,974,337,589 (49,693,051,045)

263,297,572

136,544,032

562,423,707

10,838,905,993

19,172,848,885 (35,962,466,228)

-

Disposal/
Adjustment
during the year
Taka

Cost

317,400

Addition during the year
Taka

7,678,321,508

115,265,164,947

6,274,849,384

108,990,315,563

1,267,143,261

2,354,864,946

3,841,951,767

24,557,392,590

72,104,133,706

4,058,115,969

806,713,324

As at
31 December
2011
Taka
-

2,187,780,988

65,642,723,849

-

65,642,723,849

606,457,084

1,752,092,954

2,694,171,292

12,736,422,879

47,774,586,908

78,992,732

As at
1 January
2011
Taka

139,526,596,955 64,082,337,864 (80,665,448,364) 122,943,486,455 67,830,504,837

7,678,321,508

131,848,275,447

4,139,246,428

127,709,029,019

(including office equipment)

Furniture and fixtures

88,893,751,049

4,058,115,969

Building

Base station (Note 4.2)

806,395,924

Land (Note 4.1)

Name of assets

As at
1 January
2011
Taka

Property, plant and equipment, net

Year 2011 (consolidated)

4

(17,606,393)

(68,145,818)

(152,862,191)

(5,159,574,536)

(22,791,591,056)

-

-

-

13,840,829,368 (28,189,779,994)

334,523,358

13,506,306,010 (28,189,779,994)

-

13,506,306,010 (28,189,779,994)

123,656,283

222,086,844

481,845,895

3,159,466,090

9,320,521,856

198,729,042

-

Disposal/
Adjustment
during the year
Taka

Depreciation
Charged
during the year
Taka
-

5,156,017,162

64,305,915,082

6,274,849,384

58,031,065,698

554,636,287

448,830,966

818,796,771

13,821,078,157

37,800,615,998

3,780,394,195

806,713,324

As at
31 December
2011
Taka

Carrying amount

53,481,554,211 69,461,932,244

2,522,304,346

50,959,249,865

-

50,959,249,865

712,506,974

1,906,033,980

3,023,154,996

10,736,314,433

34,303,517,708

277,721,774

As at
31 December
2011
Taka

Notes to the Financial Statements

Annual Report 2011

90/91

3,243,271,828

Computers and other IT equipment

under finance lease (Note 4.4)

Fibre Optic Network

Capital work in progress (Note 4.3)

Vehicles

(including office equipment)

-

132,031,008,223

7,678,321,508

-

(10,598,774,486)

(10,065,059,277)

(533,715,209)

(44,286,356)

(221,157,806)

(124,904,809)

-

(143,366,238)

-

-

7,678,321,508

131,848,275,447

4,139,246,428

127,709,029,019

1,035,397,194

2,287,147,480

3,433,698,479

27,194,522,924

88,893,751,049

4,058,115,969

806,395,924

As at
31 December
2010
Taka

18,094,363,218 (10,598,774,486) 139,526,596,955

-

8,012,459,718
18,094,363,218

6,191,845,987

10,081,903,500

118,160,840,728

124,352,686,715

196,675,019

463,486,552

315,331,460

2,257,885,889

2,829,904,349

Disposal/
Adjustment
during the year
Taka

Cost

4,018,620,231

Addition during the year
Taka

883,008,531

2,044,818,734

24,936,637,035

Transmission equipment (Note 4.2)

Furniture and fixtures

86,207,212,938

39,495,738

806,395,924

As at
1 January
2010
Taka

Base station (Note 4.2)

Building

Land (Note 4.1)

Name of assets

Year 2010 (Consolidated)

Property, plant and equipment (contd..)

-

52,743,014,304

1,853,257,630

50,889,756,674

-

50,889,756,674

543,331,235

1,761,079,790

2,248,602,195

9,325,226,987

37,000,262,825

11,253,642

As at
1 January
2010
Taka

15,573,435,599

334,523,358

15,238,912,241

-

15,238,912,241

89,109,584

208,373,406

568,804,223

3,411,195,892

10,893,690,046

67,739,090

-

(485,945,066)

-

(485,945,066)

-

(485,945,066)

(25,983,735)

(217,360,242)

(123,235,126)

-

(119,365,963)

-

-

Disposal/
Adjustment
during the year
Taka

Depreciation
Charged
during the year Taka
-

67,830,504,837

2,187,780,988

65,642,723,849

-

65,642,723,849

606,457,084

1,752,092,954

2,694,171,292

12,736,422,879

47,774,586,908

78,992,732

As at
31 December
2010
Taka

Notes to the Financial Statements

71,696,092,118

5,490,540,520

66,205,551,598

4,139,246,428

62,066,305,170

428,940,110

535,054,526

739,527,187

14,458,100,045

41,119,164,141

3,979,123,237

806,395,924

As at
31 December
2010
Taka

Carrying amount

3,425,491,235

2,287,147,480

1,035,397,194

Computers and other IT equipment

Furniture and fixtures (including office equipment)

Vehicles

under finance lease (Note 4.4)

Fibre Optic Network

Capital work in progress (Note 4.3)

27,194,522,924

Transmission equipment (Note 4.2)

(31,551,505)

(68,826,566)

(154,063,657)

(13,476,036,327)

(30,387,376,912)

-

(80,080,321,195)

7,678,321,508

114,672,044,058

6,274,849,384

108,397,194,674

1,243,143,261

2,341,470,062

3,286,225,762

24,557,392,590

72,104,133,706

4,058,115,969

806,713,324

As at
31 December
2011
Taka
-

2,187,780,988

65,642,707,045

-

65,642,707,045

606,457,084

1,752,092,954

2,694,154,488

12,736,422,879

47,774,586,908

78,992,732

As at
1 January
2011
Taka

139,349,757,749 63,080,929,012 (80,080,321,195) 122,350,365,566 67,830,488,033

-

32,691,611,830
63,080,929,012

30,389,317,182 (49,692,944,283)

239,297,572

123,149,148

14,798,184

10,838,905,993

3,970,614,466

7,678,321,508

-

-

19,172,848,885 (35,962,466,228)

-

Disposal/
Adjustment
during the year
Taka

Cost

317,400

Addition during the year
Taka

131,671,436,241

127,700,821,775

88,893,751,049

4,058,115,969

Building

Base station (Note 4.2)

806,395,924

As at
1 January
2011
Taka

Land (Note 4.1)

Name of assets

Year 2011 (Separate)

Property, plant and equipment (contd..)

-

(28,189,767,843)

-

(28,189,767,843)

(17,606,393)

(68,145,818)

(152,850,040)

(5,159,574,536)

(22,791,591,056)

-

-

13,754,658,589 (28,189,767,843)

334,523,358

13,420,135,231

-

13,420,135,231

121,050,236

221,090,835

399,277,172

3,159,466,090

9,320,521,856

198,729,042

-

Disposal/
Adjustment
during the year
Taka

Depreciation
Charged
during the year
Taka
-

5,156,017,162

63,798,969,625

6,274,849,384

57,524,120,241

533,242,334

436,432,091

345,644,142

13,821,078,157

37,800,615,998

3,780,394,195

806,713,324

As at
31 December
2011
Taka

Carrying amount

53,395,378,779 68,954,986,787

2,522,304,346

50,873,074,433

-

50,873,074,433

709,900,927

1,905,037,971

2,940,581,620

10,736,314,433

34,303,517,708

277,721,774

As at
31 December
2011
Taka

Notes to the Financial Statements

Annual Report 2011

92/93

3,243,271,828

Computers and other IT equipment

under finance lease (Note 4.4)

Fibre Optic Network

Capital work in progress (Note 4.3)

Vehicles

(including office equipment)

-

132,031,008,223

-

(10,590,567,242)

(10,056,852,033)

(533,715,209)

(44,286,356)

(221,157,806)

(124,904,809)

-

(143,366,238)

-

-

7,678,321,508

131,671,436,241

3,970,614,466

127,700,821,775

1,035,397,194

2,287,147,480

3,425,491,235

27,194,522,924

88,893,751,049

4,058,115,969

806,395,924

As at
31 December
2010
Taka

17,909,316,768 (10,590,567,242) 139,349,757,749

-

17,909,316,768

124,352,686,715

7,678,321,508

7,835,620,512

6,191,845,987

196,675,019
10,073,696,256

883,008,531

463,486,552

307,124,216

2,257,885,889

2,829,904,349

Disposal/
Adjustment
during the year
Taka

Cost

4,018,620,231

Addition during the year
Taka

118,160,840,728

2,044,818,734

24,936,637,035

Transmission equipment (Note 4.2)

Furniture and fixtures

86,207,212,938

39,495,738

806,395,924

As at
1 January
2010
Taka

Base station (Note 4.2)

Building

Land (Note 4.1)

Name of assets

Year 2010 (Separate)

Property, plant and equipment, net (Contd…)

-

52,743,014,304

1,853,257,630

50,889,756,674

-

50,889,756,674

543,331,235

1,761,079,790

2,248,602,195

9,325,226,987

37,000,262,825

11,253,642

As at
1 January
2010
Taka

15,573,418,795

334,523,358

15,238,895,437

-

15,238,895,437

89,109,584

208,373,406

568,787,419

3,411,195,892

10,893,690,046

67,739,090

-

-

2,187,780,988

65,642,707,045

-

65,642,707,045

606,457,084

1,752,092,954

2,694,154,488

12,736,422,879

47,774,586,908

78,992,732

As at
31 December
2010
Taka

(485,945,066) 67,830,488,033

-

(485,945,066)

-

(485,945,066)

(25,983,735)

(217,360,242)

(123,235,126)

-

(119,365,963)

-

-

Disposal/
Adjustment
during the year
Taka

Depreciation
Charged
during the year
Taka

Notes to the Financial Statements

71,519,269,716

5,490,540,520

66,028,729,196

3,970,614,466

62,058,114,730

428,940,110

535,054,526

731,336,747

14,458,100,045

41,119,164,141

3,979,123,237

806,395,924

As at
31 December
2010
Taka

Carrying amount

Notes to the Financial Statements

4.1 Land
Land represents freehold land acquired for office premises and base stations.
4.2 Base station and transmission equipment
Base station and transmission equipment which form the major part of the telecommunication network include Radio Base Station
(RBS) and related accessories, Base Station Controllers (BSC), Trans-Receiver Unit (TRU), GSM antenna, tower, site infrastructure, civil works, microwave links, Mobile Switching Centres (MSC), Home Location Register (HLR) and other equipment and accessories.
In September 2010, an agreement was signed between Grameenphone and Huawei for supply of network equipment and related maintenance services. Under the agreement, existing base stations and transmission equipment of Grameenphone were replaced by new equipment supplied by Huawei. The above transaction has commercial substance in terms of its impact on configuration of future cash flows. However in absence of reliable information regarding fair value of the assets acquired or the assets given up, cost of the assets acquired were measured at the carrying amount of the assets given up plus any cash consideration paid.
Exchange of assets under the contract started in February 2011 and completed in December 2011.
4.3 Capital work in progress (CWIP)
This represents primarily the cost of network equipment under construction and capital inventories. The components of network equipment were procured mostly from Ericsson and Huawei.
4.3.1 Capital work in progress transferred
The amount of CWIP completed and transferred during the year to the corresponding items of property, plant and equipment was as follows:
Consolidated
Separate
Name of assets
2011
2010
2011
2010
Taka
Taka
Taka
Taka
Land
317,400
317,400
Building
4,018,620,231
4,018,620,231
Base station
19,172,340,529
2,814,553,658
19,172,340,529
2,814,553,658
Transmission equipment
10,838,905,993
2,257,885,889
10,838,905,993
2,257,885,889
Computers and other IT equipment
562,423,707
315,331,460
14,798,184
307,124,216
Furniture and fixtures
135,112,118
461,969,932
121,717,234
461,969,932
Vehicles
263,297,572
196,675,019
239,297,572
196,675,019
CWIP transferred
30,972,397,319
10,065,036,189
30,387,376,912
10,056,828,945
Adjustment/write off
23,088
23,088
Total transfer/adjustment of CWIP
30,972,397,319
10,065,059,277
30,387,376,912
10,056,852,033
4.3.2 Capital work in progress - components
Capital work in progress as at 31 December 2011 for separate and consolidated figures includes capital inventory of Tk
2,443,958,253 (2010: Consolidated Tk 1,647,029,014 and Separate Tk 1,478,397,052), and base station, transmission and other telecom equipment, and civil works of Tk 3,808,736,758 (2010: Tk 2,492,217,414).
4.4 Fibre Optic Network under finance lease
This represents the fibre optic network acquired under finance lease from Bangladesh Railway (BR). The lease agreement with BR is valid until June 2027.
4.5 Allocation of depreciation charged during the year
Consolidated
2011
2010
Taka
Taka
Cost of network operation (Note 37)
13,113,781,076
14,736,928,488
Operating expenses (Note 37)
727,048,292
836,507,111
13,840,829,368
15,573,435,599

Separate
2011
Taka
13,039,469,227
715,189,362
13,754,658,589

2010
Taka
14,736,911,684
836,507,111
15,573,418,795

Annual Report 2011

94/95

Intangible assets, net

Capital work in progress (Note 5.3)

530,425,659
1,041,178,849

328,575,806

510,753,190

10,423,488,377

501,605,190
-

4,438,938,377

10,752,064,183

(810,447,610)

-

-

-

-

(513,482,910)

(510,753,190)

(2,729,720)

-

(2,729,720)

-

(810,447,610)

Disposal/
Adjustment
during the year
Taka

Cost

9,148,000

Addition during the year
Taka

5,920,000,000

Software and others (Note 5.1)

Telecom licence - Spectrum (Note 5.2)

64,550,000

As at
1 January
2010
Taka

1,227,629,897
2,038,077,507

348,248,275

11,279,760,122

Pulse Code Modulation (PCM)

Name of assets

Year 2010 (Consolidated)

Capital work in progress (Note 5.3)

810,447,610

10,931,511,847

810,447,610

-

Disposal/
Adjustment
during the year
Taka

Cost

-

4,937,813,847

Addition during the year
Taka

5,920,000,000

Software and others (Note 5.1)

Telecom licence - Spectrum (Note 5.2)

73,698,000

As at
1 January
2011
Taka

Pulse Code Modulation (PCM)

Name of assets

Year 2011 (Consolidated)

5

11,279,760,122

348,248,275

10,931,511,847

5,920,000,000

4,937,813,847

73,698,000

As at
31 December
2010
Taka

12,507,390,019

765,430,562

11,741,959,457

5,920,000,000

5,748,261,457

73,698,000

As at
31 December
2011
Taka

3,070,937,290

-

3,070,937,290

384,602,307

2,635,817,541

50,517,442

As at
1 January
2010
Taka

4,288,344,024

-

4,288,344,024

713,491,195

3,513,879,522

60,973,307

As at
1 January
2011
Taka

1,220,136,454

-

1,220,136,454

328,888,888

880,791,701

10,455,865

Charged during the year
Taka

-

-

-

-

-

-

(2,729,720)

-

(2,729,720)

-

(2,729,720)

-

Disposal/
Adjustment
during the year
Taka

Depreciation

1,197,105,248

-

1,197,105,248

328,888,888

861,077,057

7,139,303

Disposal/
Adjustment
during the year
Taka

Depreciation
Charged
during the year
Taka

4,288,344,024

-

4,288,344,024

713,491,195

3,513,879,522

60,973,307

As at
31 December
2010
Taka

5,485,449,272

-

5,485,449,272

1,042,380,083

4,374,956,579

68,112,610

As at
31 December
2011
Taka

Notes to the Financial Statements

6,991,416,098

348,248,275

6,643,167,823

5,206,508,805

1,423,934,325

12,724,693

As at
31 December
2010
Taka

Carrying amount

7,021,940,747

765,430,562

6,256,510,185

4,877,619,917

1,373,304,878

5,585,390

As at
31 December
2011
Taka

Carrying amount

Capital work in progress (Note 5.3)

426,937,480
937,690,670

328,575,806

10,752,064,183

510,753,190

10,423,488,377

501,605,190

(780,992,568)

-

-

-

-

(513,482,910)

(510,753,190)

(2,729,720)

-

(2,729,720)

-

(780,992,568)

Disposal/
Adjustment
during the year
Taka

Cost

9,148,000

Addition during the year
Taka

5,920,000,000

64,550,000

4,438,938,377

As at
1 January
2010
Taka

1,321,414,752
2,102,407,320

244,760,096

780,992,568

10,931,511,847

11,176,271,943

-

780,992,568

4,937,813,847

5,920,000,000

Disposal/
Adjustment
during the year
Taka

Cost

73,698,000

Pulse Code Modulation (PCM)

Telecom licence - Spectrum (Note 5.2)

Addition during the year
Taka
-

As at
1 January
2011
Taka

Software and others (Note 5.1)

Name of assets

Year 2010 (Separate)

Capital work in progress (Note 5.3)

Telecom licence - Spectrum (Note 5.2)

Software and others (Note 5.1)

Pulse Code Modulation (PCM)

Name of assets

Year 2011 (Separate)

Intangible assets, net (contd..)

11,176,271,943

244,760,096

10,931,511,847

5,920,000,000

4,937,813,847

73,698,000

As at
31 December
2010
Taka

12,497,686,695

785,182,280

11,712,504,415

5,920,000,000

5,718,806,415

73,698,000

As at
31 December
2011
Taka

3,070,937,290

-

3,070,937,290

384,602,307

2,635,817,541

50,517,442

As at
1 January
2010
Taka

4,288,344,024

-

4,288,344,024

713,491,195

3,513,879,522

60,973,307

As at
1 January
2011
Taka

1,220,136,454

-

1,220,136,454

328,888,888

880,791,701

10,455,865

Charged during the year
Taka

-

-

-

-

-

-

(2,729,720)

-

(2,729,720)

-

(2,729,720)

-

Disposal/
Adjustment
during the year
Taka

Depreciation

1,195,735,203

-

1,195,735,203

328,888,888

859,707,012

7,139,303

Disposal/
Adjustment
during the year
Taka

Depreciation
Charged
during the year
Taka

4,288,344,024

-

4,288,344,024

713,491,195

3,513,879,522

60,973,307

As at
31 December
2010
Taka

5,484,079,227

-

5,484,079,227

1,042,380,083

4,373,586,534

68,112,610

As at
31 December
2011
Taka

6,887,927,919

244,760,096

6,643,167,823

5,206,508,805

1,423,934,325

12,724,693

As at
31 December
2010
Taka

Carrying amount

7,013,607,468

785,182,280

6,228,425,188

4,877,619,917

1,345,219,881

5,585,390

As at
31 December
2011
Taka

Carrying amount

Notes to the Financial Statements

Software includes business software and network management software. Business software includes mainly billing software, Oracle financial software and other business software. Network management software represents PPS, Paso link, minilink etc.

Notes to the Financial Statements

5.1 Software and others

5.2 Telecom licence - spectrum
This represents the cost of spectrum licence obtained from BTRC. In September 2008, GP acquired licence for use of additional 7.4 MHz spectrum for subsequent 18 years in consideration for BDT 800 million per MHz.

5.3 Capital work in progress (CWIP)
CWIP includes cost of software in process of installation/implementation and also software under testing phase awaiting users' acceptance.
CWIP of the company includes Tk 284,409,215 (2010: nil) representing cost of Network Engineering Resource
Management (NERM) software in process of installation by GPIT for GP. Cost of the software for the group stood at Tk
264,657,497 ( 2010: Tk 103,488,179) after elimination of unrealised gain of Tk 20,866,082 by GPIT from delivery of first phase of the project.

5.4 Allocation of amortisation expense during the year
Consolidated

Separate

2011

2010

2011

2010

Taka

Taka

Taka

Taka

Cost of network operation (Note 37)

586,436,259

595,017,187

585,066,214

595,017,187

Operating expenses (Note 37)

610,668,989

625,119,267

610,668,989

625,119,267

1,197,105,248

1,220,136,454

1,195,735,203

1,220,136,454

Annual Report 2011

96/97

Notes to the Financial Statements

6

Investment in subsidiary
This represents GP's investment in GPIT, a subsidiary of GP. GPIT was incorporated on 28 January 2010 with the objective of providing IT related services to GP and other external parties. GPIT was registered as a private limited company with an authorised share capital of Tk 7,500,000,000 divided into 75,000,000 shares of Tk 100 each. As at 31 December 2011, paid up capital of GPIT was Tk. 75,000,000 representing 750,000 shares, out of which 749,999 shares (99.99% of total share capital) were subscribed by GP at face value.

7

Long term deposit
This represented the deposit maintained with Southeast Bank Limited as lien against bank guarantees issued in favour of
Bangladesh Railway for lease of optical fibre network. This amount was refundable upon cancellation of guarantee. The guarantee was cancelled on 28 March 2011, and the deposit was consequently released.

8

Inventories

Handset, data card and other device
SIM card
Scratch card
IT accessories and services

Consolidated
2011
2010
Taka
Taka
50,293,444
133,374,666
247,653,281
633,598,995
33,433,034
67,381,665
22,643,490
354,023,249
834,355,326

8.1 Movement of inventories

Handset, data card and other device
Taka

SIM card
Taka

Scratch card
Taka

-

55,362,359
1,187,172,203
(1,058,734,515)
183,800,047
(50,425,381)
133,374,666

363,659,067
805,866,013
(532,711,300)
636,813,780
(3,214,785)
633,598,995

11,848,783
72,949,983
(17,376,328)
67,422,438
(40,773)
67,381,665

48,550,100
(25,906,610)
22,643,490
22,643,490

1,067,056,791
(1,064,955,334)
135,476,123
(85,182,679)
50,293,444

747,608,518
(1,130,416,634)
250,790,879
(3,137,598)
247,653,281

155,826,699
(189,775,330)
33,433,034
33,433,034

IT accessories

Balance as at 1 January 2010
Purchase during 2010
Issue during 2010
Adjustment/write-off
Balance as at 31 December 2010
Purchase/addition during 2011
Issue during 2011
Adjustment/write-off
Balance as at 31 December 2011

Separate
2011
2010
Taka
Taka
50,293,444
133,374,666
247,653,281
633,598,995
33,433,034
67,381,665
331,379,759
834,355,326

8.2 Number of inventories

Handset, data card and other device
SIM card
Scratch card

Consolidated
2011
2010
Units
Units
34,238
136,081
4,342,348
6,221,301
52,583,288
44,681,581

Separate
2011
2010
Units
Units
34,238
136,081
4,342,348
6,221,301
52,583,288
44,681,581

8.3 SIM card
As at 31 December 2011, GP had 4,342,348 SIM cards (2010: 6,221,301 SIM cards) out of which 1,231,296 SIM cards (2010:
1,505,220 SIM cards) were intended to be issued with new connection to subscribers. Each new connection currently attracts Tk
605 as VAT and Supplementary Duty to be paid to Govt. exchequer.
9

Deferred cost of connection revenue
Balance as at 1 January
Addition during the year
Amortisation during the year
Balance as at 31 December

484,842,481
155,771,288
640,613,769
(217,756,225)
422,857,544

483,550,116
210,567,585
694,117,701
(209,275,220)
484,842,481

484,842,481
155,771,288
640,613,769
(217,756,225)
422,857,544

483,550,116
210,567,585
694,117,701
(209,275,220)
484,842,481

Consolidated
2011

Separate
2010

Taka

2011

2010

Taka

Taka

Taka

4,573,833,235

4,877,394,453

4,573,833,235

4,877,394,453

Receivables for post paid and others (Note 10.2)

430,164,458

180,435,548

430,164,458

180,435,548

Receivables for infrastructure sharing (Note 10.3)

311,685,379

153,522,463

311,685,379

153,522,463

Receivables for sub lease of fibre optic network(Note 10.4)

29,062,072

22,995,771

29,062,072

22,995,771

Other receivables for non-mobile service (Note 10.5)

17,199,287

13,597,537

5,298,091

3,311,174

5,361,944,431

5,247,945,772

5,350,043,235

Notes to the Financial Statements

10 Accounts receivable, net

5,237,659,409

Receivables for interconnection ( Note 10.1)

10.1 Receivables for interconnection
Accounts receivable

4,791,993,644

5,095,844,311

4,791,993,644

5,095,844,311

Provision for doubtful debts

(218,160,409)

(218,449,858)

(218,160,409)

(218,449,858)

4,573,833,235

4,877,394,453

4,573,833,235

4,877,394,453

474,547,063

234,980,149

474,547,063

234,980,149

(44,382,605)

(54,544,601)

(44,382,605)

(54,544,601)

430,164,458

180,435,548

430,164,458

180,435,548

10.2 Receivables for post paid and others
Accounts receivable
Provision for doubtful debts

Receivables for post paid and others include receivables from post paid subscribers, content providers, and channel partners.
10.3 Receivables for infrastructure sharing
Accounts receivable
Provision for doubtful debts

311,685,379

153,522,463

311,685,379

153,522,463

-

-

-

-

311,685,379

153,522,463

311,685,379

153,522,463

34,947,224

30,351,110

34,947,224

30,351,110

(5,885,152)

(7,355,339)

(5,885,152)

(7,355,339)

29,062,072

22,995,771

29,062,072

22,995,771

10.4 Receivables for sub lease of fibre optic network
Accounts receivable- sublease
Provision for doubtful debt

10.5 Other receivables for non-mobile service
Other receivables for non-mobile service include receivables against broadband internet service, bill pay service of GP and receivables against IT services provided by GPIT.
10.6 Provision for doubtful debts
Balance as at 1 January
Provision made during the year

280,349,798

145,360,821

280,349,798

145,360,821

42,622,969

251,991,051

42,622,969

251,991,051

322,972,767

397,351,872

322,972,767

397,351,872

Written off during the year

(54,544,601)

(117,002,074)

(54,544,601)

(117,002,074)

Balance as at 31 December

268,428,166

280,349,798

268,428,166

280,349,798

410,160,978

402,024,879

410,160,978

402,024,879

4,951,783,453

4,845,920,893

4,939,882,257

4,835,634,530

268,428,166

280,349,798

268,428,166

280,349,798

Gross accounts receivable

5,630,372,597

5,528,295,570

5,618,471,401

5,518,009,207

Provision for bad and doubtful debts

(268,428,166)

(280,349,798)

(268,428,166)

(280,349,798)

5,361,944,431

5,247,945,772

5,350,043,235

5,237,659,409

10.7 Security against accounts receivable
Good and secured
Good with personal security
Doubtful and bad

Accounts receivable, net

Annual Report 2011

98/99

Notes to the Financial Statements

10.8 Debts due by directors, officers and other related parties
As at 31 December 2011, accounts receivable do not include any receivable from:
(a) the directors and other officers of the company/group;
(b) firms or private limited companies respectively in which any director of the group is a partner, director or member, other than those disclosed in note 48.2; and
(c) companies under the same management.
11

Other receivables
Consolidated

Separate

2011

2011

2010

Taka
Interest receivable

2010
Taka

Taka

Taka

22,142,478

156,269,520

22,142,478

156,269,520

Receivable from Ericsson

462,964,658

428,123,981

462,964,658

428,123,981

Receivable from other Telenor entities (Note 11.1)

260,695,250

182,467,922

260,695,250

182,467,922

-

-

250,767,772

304,773,298

Receivable from GPIT (Note 11.2)
Receivable from other external parties

170,522,638

161,158,846

157,985,343

158,883,376

916,325,024

928,020,269

1,154,555,501

1,230,518,097

11.1 Receivable from other Telenor entities
Receivable from other Telenor entities includes reimbursable expenses incurred on behalf of Telenor and its subsidiaries as well as other inter company receivables.
11.2 Receivable from GPIT
Receivable from GPIT includes receivable for reimbursable cost for computers and other IT equipments of Tk 127,337,217 (2010:
Tk 168,631,953) and other reimbursable operating expenses and relevant VAT.
12

Advances, deposits and prepayments
Advances
Advance to employees (Note 12.1)
Advance to Bangladesh Railway
Advance for capital expenditure (Note 12.2)

5,051,544

78,945,026

1,755,828

70,281,406

560,002

5,545,166

560,002

5,545,166

16,291,728,470

343,053,611

16,291,728,470

321,809,991

Advance to GPIT for NERM project

-

-

-

161,032,225

Advance VAT (Note 12.3)

-

30,016,625

-

-

Other advances

853,156

1,006,311

853,156

853,156

16,298,193,172

458,566,739

16,294,897,456

559,521,944

129,157,944

127,957,944

126,457,944

127,957,944

Deposits
Deposits for bank guarantee (Note 12.4)
Security deposit for utilities and services

77,353,046

60,483,786

73,321,638

60,483,786

206,510,990

188,441,730

199,779,582

188,441,730

333,766,889

295,451,291

333,766,889

295,451,291

290,711,445

679,178,079

657,801,144

675,546,464

Prepayments
Prepayment against rent (Note 12.5)
Prepayment against expenses (Note 12.6)

624,478,334

974,629,370

991,568,033

970,997,755

17,129,182,496

1,621,637,839

17,486,245,071

1,718,961,429

12.1 Advance to employees
This includes advances made to employees in relation to official travel, training, office utility bills, other office running expenses etc.
12.2 Advance for capital expenditure
This includes payment of the first instalment to BTRC (Tk 15,981,880,000) for renewal of 2G licence. Given the facts as explained in note
1 to these financial statements, the licence has not been recognised in the financial statements as per IAS/BAS 38: Intangible Assets.

This represents advance VAT of GPIT and includes debit balance of VAT current account, and VAT deducted at source (which can be claimed as rebate) by customers from GPIT's bills against which VAT deduction certificates and/or copy of treasury challans are yet to be received.

Notes to the Financial Statements

12.3 Advance VAT

12.4 Deposits for bank guarantee
This represents the guarantee margins with different banks against guarantee provided by them favouring Commissioner of
Customs and other parties.
12.5 Prepayment against rent
This represents payment of rent in advance for base stations and office locations.
12.6 Prepayment against expenses
This includes prepaid insurance premium, payment to suppliers for operating inventories, spare parts, software support maintenance and others.
12.7 Security against advances
Consolidated
2011
Taka
Good and secured

Separate
2010

2011

Taka

2010

Taka

Taka

343,053,611

309,848,470

321,809,991

15,988,344,702

115,513,128

15,985,048,986

237,711,953

-

-

-

-

16,298,193,172

Good with personal security

309,848,470

458,566,739

16,294,897,456

559,521,944

Doubtful and bad
Provision for bad and doubtful amount
Total advances

-

-

-

-

16,298,193,172

458,566,739

16,294,897,456

559,521,944

12.8 Loans and advances to subsidiaries, directors, officers and other related parties
Other than those mentioned in note 12.1 and 48.2, there were no loans or advances to(a) Directors of the company/group;
(b) Firms or private limited companies respectively in which any director of Grameenphone Ltd. is a partner, director or member; and (c) Subsidiaries or companies under the same management.
13

Short term investment
This includes the amount of Fixed Deposits Receipts (FDR) of Tk. 98,897,594 (2010: Tk 1,161,620) with Southeast Bank Limited, Tk.
46,132,500 (2010: nil) with One Bank Ltd and Tk. 36,826,875 (2010: Tk 2,752,567,490) with other banks as at the statement of financial position date having original maturity of three months or more. The interest rates on these FDRs range from 8.25% to 13.75% (2010:
8.25% to 11%). Out of this total amount, Tk 135,459,375 (2010: Tk 135,459,375) is restricted to the settlement of bills pay liabilities.

14

Cash and cash equivalents
Cash in hand

4,424,850

3,737,483

4,424,850

3,697,741

8,050,172,142

18,927,765,069

7,623,748,644

18,671,232,085

8,054,596,992

Cash at bank (Note 14.1)

18,931,502,552

7,628,173,494

18,674,929,826

14.1 Cash at bank
Consolidated cash at bank includes cash of Tk 3,196,335,960 (2010: Tk 1,790,754,085) at Citibank N.A. , Tk 444,441,720 (2010:
Tk 260,262,726) at The City Bank Limited , Tk 2,493,754 (2010: Tk 1,141,777,137) at Shahjalal Islami Bank Limited , Tk 479,586,146
(2010: Tk 1,355,012,298) at Southeast Bank Limited and cash at other banks.
Cash at bank also includes utility bill pay service collection accounts amounting to Tk. 416,563,884 (2010: Tk. 418,184,172). Use of this amount is restricted to settlement of payable for bills pay receipts as mentioned in note 26.

Annual Report 2011

100/101

Notes to the Financial Statements

15

Share capital
Consolidated
2011
Authorised:
4,000,000,000 ordinary shares of Tk. 10 each

Separate

2010

2011

2010

Taka

Taka

Taka

40,000,000,000

40,000,000,000

40,000,000,000

40,000,000,000

Issued, subscribed, called up and paid up:
1,350,300,022 ordinary shares of Tk. 10 each

Taka
40,000,000,000

40,000,000,000

40,000,000,000

40,000,000,000

13,503,000,220

13,503,000,220

13,503,000,220

13,503,000,220

13,503,000,220

13,503,000,220

13,503,000,220

13,503,000,220

The company was initially registered with ordinary shares of Tk 43.00 each. These shares were subsequently converted into Tk 10 shares through a 43:1 split at the 16th EGM (held on 15 July 2008) and 1:10 reverse split at the 19th EGM (held on 2 July 2009).
There has been no change in share capital during the years 2010 and 2011.
15.1 Shareholding position
a) Percentage of shareholdings
% of holding

Value of shares (Taka)

As at
Name of shareholders
Telenor Mobile Communications AS, Norway
Nye Telenor Mobile Communications II AS, Norway
Nye Telenor Mobile Communications III AS, Norway
Telenor Asia Pte Ltd, Singapore
Grameen Telecom, Bangladesh
Grameen Kalyan, Bangladesh
Grameen Shakti, Bangladesh
General public, GP employees and institution

b)

As at

As at

As at

31 December 2011
55.8%

31 December 2010
55.8%

31 December 2011
7,534,077,240

31 December 2010
7,534,077,240

0.0%
0.0%
0.0%
34.2%
0.0%
0.0%
10.0%
100%

0.0%
0.0%
0.0%
34.2%
0.0%
0.0%
10.0%
100%

2,150
2,150
2,150
4,617,664,090
220
220
1,351,252,000
13,503,000,220

2,150
2,150
2,150
4,617,664,090
220
220
1,351,252,000
13,503,000,220

Classification of shareholders by range of number of shares held
No. of shareholders

No. of shares

As at
Shareholding range
1-500
501-5,000
5,001-10,000
10,001-20,000
20,001-30,000
30,001-40,000
40,001-50,000
50,001-100,000
100,001-1,000,000
1,000,001-1,000,000,000

As at

As at

As at

31 December 2011

31 December 2010

31 December 2011

31 December 2010

68,470
16,547
1,099
524
141
82
46
89
93
14
87,105

81,024
17,159
1,089
527
121
73
46
85
90
12
100,226

15,227,428
23,941,792
7,980,838
7,324,730
3,458,975
2,849,538
2,118,778
6,403,346
26,703,195
1,254,291,402
1,350,300,022

17,945,880
24,439,298
7,853,255
7,481,613
2,917,988
2,565,305
2,091,771
6,156,150
23,516,430
1,255,332,332
1,350,300,022

16 Share premium
In 2009, total amount of Tk 8,370,259,450 was received as share premium in respect of shares issued to shareholders. Net issue cost of Tk 543,777,495 was set off against share premium as per IAS/BAS 32: Financial Instruments: Presentation
17

Capital reserve
In 1999, Grameenphone issued 5,086,779 preference shares of Tk 45.84 each, which were converted into ordinary shares of Tk
43.00 each in 2004. The balance Tk 2.84 per share was transferred to capital reserve account. The conversion was in accordance with clauses 41 to 44 of Memorandum and Articles of Association of GP. This amount is not distributable as dividend as per the
Companies Act 1994.

19 General reserve
Grameenphone availed tax holiday benefits from 1 June 2001 to 31 May 2006 as per the provisions of Income Tax Ordinance 1984.
A tax holiday reserve was created during the Tax Holiday period to ensure investment in compliance with the said ordinance. The reserve was subsequently transferred to general reserve upon fulfilment of necessary conditions.

Notes to the Financial Statements

18 Deposit from shareholders
Deposit from shareholders as at the statement of financial position date represents balance of the share money received from
Telenor Mobile Communications AS, Norway, which has not been used against issuance of shares.

20 Non controlling interest
Non controlling interest is the equity in GPIT not attributable, directly or indirectly, to GP. This includes the amount of paid up capital and proportionate share of accumulated profit/loss of GPIT attributable to shareholders of GPIT other than GP.
21

Deposit from agents and subscribers
Consolidated
2011
Security deposits from subscribers (Note 21.1)
Security deposits from dealers and agents (Note 21.2)

2010

Separate
2011

2010

Taka
410,160,978

Taka
402,024,879

Taka
410,160,978

Taka
402,024,879

45,615,000
455,775,978

42,615,000
444,639,879

45,615,000
455,775,978

42,615,000
444,639,879

21.1 Security deposits from subscribers
This represents security money obtained from post paid subscribers against their dues and can be used in full or in part to adjust any unpaid portion of such dues. Any unadjusted amount of security deposits is refundable to subscribers on termination of customer relationship or on demand.
21.2 Security deposits from dealers and agents
Security deposits from dealers and agents represent security money obtained from channel partners (i.e. dealer, distributor, outlet agent). These deposits can be used in full or in part to adjust any amount due and are refundable at the termination of contract.
22 Finance lease obligation
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 up to June 2027.
Obligation under finance lease was initially measured at an amount equal to the present value of minimum lease payments. The effect of change in lease agreement in 2007 was accounted for as an adjustment of the leased asset and obligation by the amount equal to the difference between the present value of revised minimum lease payments and the carrying amount of lease obligation at that date. GP's incremental borrowing rate, which was 15% at the inception of the lease, was used to calculate the present value of minimum lease payments, as it was impracticable to determine the implicit interest rate at that time.
Finance lease obligation
Less: Current portion (Note 22.1)

5,019,805,838
5,019,805,838

5,019,805,838
5,019,805,838

5,019,805,838
5,019,805,838

5,019,805,838
5,019,805,838

Finance lease obligation as at 31 December 2011 is payable as follows:
Present value of
Future minimum lease payments
(i) Not later than one year
(ii) Later than one year but not later than five years
(iii) Later than five years

Taka
738,296,891
3,254,533,236
10,833,376,835
14,826,206,962

minimum lease
Interest

payments

Taka
738,296,891
3,254,533,236
5,813,570,997
9,806,401,124

Taka
5,019,805,838
5,019,805,838

Annual Report 2011

102/103

Notes to the Financial Statements

Finance lease obligation as at 31 December 2010 was payable as follows:

(i) Not later than one year
(ii) Later than one year but not later than five years
(iii) Later than five years

Future minimum lease payments
Taka
708,162,324
3,133,994,968
11,692,211,996
15,534,369,288

Interest
Taka
708,162,324
3,133,994,968
6,672,406,158
10,514,563,450

Present value of minimum lease payments Taka
5,019,805,838
5,019,805,838

22.1 Current portion of finance lease obligation
Current portion of finance lease obligation represents the principal amount of lease obligation included in the minimum lease payments falling due within 12 months from the end of the reporting period. Minimum lease payments for fibre optic network were revised in June 2007 with an annual escalation clause resulting in higher lease payments in later parts of the lease tenure. Such increasing cash flow pattern has led to higher amount of interest expense being recognised in the earlier periods and minimum lease payments falling short of the interest amount. Accordingly, current portion of finance lease obligation was nil for 2011 and 2010.
23 Deferred tax liabilities
Deferred tax assets and liabilities have been recognised and measured in accordance with the provisions of IAS/BAS 12: Income
Taxes. Related deferred tax expense/(income) have been disclosed in note 44. Deferred tax assets and liabilities for separate financial statements are attributable to the following:
Taxable/ (deductible) temporary Carrying amount
Tax base difference Taka
Taka
Taka
As at 31 December 2011
Property, plant and equipment (excluding land and
CWIP and leased assets) (Note 4)
56,717,406,917
24,371,533,908
32,345,873,009
Property, plant and equipment under finance lease (Note 4)
5,156,017,162
5,156,017,162
Difference for vehicle (Note 23.1)
(74,547,280)
(74,547,280)
37,427,342,891
Accounts receivable (Note 10)
Finance lease obligation (Note 22)
Accrued interest on finance lease obligation (Note 30)
Asset retirement obligations
Provisions
Net taxable temporary difference

5,350,043,235
(5,019,805,838)
(215,643,579)
(47,619,576)
(14,481,616,392)

5,499,444,974
(11,752,424,605)

Applicable tax rate (Note 3.8)
Deferred tax liabilities
As at 31 December 2010
Property, plant and equipment (excluding land and
CWIP and leased assets) (Note 4)
Property, plant and equipment under finance lease (Note 4)
Difference for vehicle (Note 23.1)

Accounts receivable (Note 10)
Finance lease obligation (Note 22)
Accrued interest on finance lease obligation (Note 30)
Asset retirement obligations
Net taxable temporary difference
Applicable tax rate (Note 3.8)
Deferred tax liabilities

(149,401,739)
(5,019,805,838)
(215,643,579)
(47,619,576)
(2,729,191,787)
29,265,680,372
35%
10,242,988,130

61,251,718,806

29,220,855,793

32,030,863,013

5,490,540,520
(117,530,099)
66,624,729,227

29,220,855,793

5,490,540,520
(117,530,099)
37,403,873,434

5,237,659,409
(5,019,805,838)
(144,706,628)
(47,619,576)

5,426,305,053
-

(188,645,644)
(5,019,805,838)
(144,706,628)
(47,619,576)
32,003,095,748
35%
11,201,083,512

23.1 Difference for vehicle
This represents the permanent difference related to sedan cars, not plying for hire, owned by GP. As per the provisions of Income
Tax Ordinance 1984, depreciation on such cars is allowed only up to certain limit of cost (currently Tk. 2 million per car) of such cars for tax purpose. Difference for vehicle represents the amount of cost exceeding such limits.

Notes to the Financial Statements

As per the provisions of Income Tax Ordinance 1984 (ITO), any income derived from the business of software development and
Information Technology Enabled Services (ITES) is subject to tax exemption until 30 June 2013 and hence deferred tax liability for
GPIT is not considered.

24 Long term provisions

Asset retirement obligations (Note 24.1)
Employee benefits - provision for gratuity (Note 24.2)

24.1 Asset retirement obligations (ARO)
Balance as at 1 January
Provision made during the year
Adjustment/payment made during the year
Balance as at 31 December

Consolidated
2011
2010
Taka
Taka
104,716,420
162,876,392
104,716,420
162,876,392

162,876,392
24,189,972
187,066,364
(82,349,944)
104,716,420

160,033,350
18,105,501
178,138,851
(15,262,459)
162,876,392

Separate
2011
2010
Taka
Taka
104,716,420
162,876,392
104,716,420
162,876,392

162,876,392
24,189,972
187,066,364
(82,349,944)
104,716,420

160,033,350
18,105,501
178,138,851
(15,262,459)
162,876,392

Grameenphone Ltd. recognises asset retirement obligations (ARO) in respect of roof-top base stations and office space for any constructive and/or legal obligations for dismantlement, removal or restoration incurred by the company as a consequence of installing or constructing the sites. ARO is measured at the present value of expected cash out flows required to settle such obligations. Unwinding of the discount is charged as financial expense in the profit or loss.
24.2 Employee benefits - provision for gratuity
Balance as at 1 January
Provisions made during the year
Transfer to fund during the year
Balance as at 31 December
25 Accounts payable
Liability for capital expenditure
Payable for expenses:
Interconnection charges (Note 25.1)
Revenue sharing with content providers
International roaming services
Training and travel expenses
Sales and promotional expenses
Consultancy and professional fees
Cost of SIM card, scratch card, handsets etc.
Office and general expenses
PCM related expenses
Network operations and maintenance
Payable for others:
Tax deducted at source from suppliers
VAT deducted at source from suppliers
Payables for bills pay receipt
Retention money from suppliers

365,599,706
365,599,706
(365,599,706)
-

11,454,139
361,074,926
372,529,065
(372,529,065)
-

345,240,164
345,240,164
(345,240,164)
-

11,454,139
342,551,685
354,005,824
(354,005,824)
-

5,666,817,629

2,254,497,329

5,645,629,609

2,246,290,076

32,468,286
211,002,698
69,331,739
38,141,067
151,785,409
3,381,308,109
249,980,238
203,824,590
56,996,185
364,378,386
4,759,216,707

28,402,068
113,692,440
63,481,362
28,761,409
96,973,807
1,671,648,455
217,699,901
101,903,913
48,764,725
325,338,658
2,696,666,738

32,468,286
233,864,396
69,331,739
36,481,195
150,195,815
3,278,699,664
249,980,238
194,689,584
56,996,185
360,989,513
4,663,696,615

28,402,068
113,692,440
63,481,362
27,387,721
96,973,807
1,671,648,455
217,699,901
79,932,199
48,764,725
314,169,878
2,662,152,556

244,368,578
105,660,831
21,236,584
43,033,714
414,299,707
10,840,334,043

190,429,664
95,765,284
33,631,522
25,457,240
345,283,710
5,296,447,777

244,368,578
105,660,831
21,236,584
43,033,714
414,299,707
10,723,625,931

190,429,664
95,765,284
33,631,522
25,457,240
345,283,710
5,253,726,342

Annual Report 2011

104/105

Notes to the Financial Statements

25.1 Interconnection charges
These represent accrued interconnection charges with respect to off-net local calls and international calls. According to prevailing BTRC policies, each operator is liable to pay interconnection charges to other operators for outgoing off-net calls.
26 Payable to government and autonomous bodies
Consolidated

Separate

2011
Taka
Bangladesh Telecommunication Regulatory Commission (BTRC)
Frequency and spectrum charges (Note 26.1)
Revenue sharing (Note 26.2)
Supplementary duty on SIM payable to NBR
Share of sub-lease rent payable to Bangladesh Railway
Payable for Bills Pay receipt

2010
Taka

2011
Taka

2010
Taka

295,992,451
1,620,995,267
1,916,987,718
2,535,910,188
7,516,089
353,691,950
4,814,105,945

226,000,964
1,388,092,365
1,614,093,329
2,869,736,536
10,908,544
365,605,260
4,860,343,669

295,992,451
1,620,995,267
1,916,987,718
2,535,910,188
7,516,089
353,691,950
4,814,105,945

226,000,964
1,388,092,365
1,614,093,329
2,869,736,536
10,908,544
365,605,260
4,860,343,669

26.1 Frequency and spectrum charges
This relates to charges payable to BTRC for use of frequency and spectrum allocated to the company and roaming line rent.
26.2 Revenue sharing
As per the operating licence agreement as amended on 16 April 2006, GP shares 5.5 % of its collected rent and call charges with
BTRC. Under the 2G licence renewal guidelines, additional 1% of revenue has been imposed as contribution to Social Obligation
Fund. Revenue sharing and Social Obligation Fund under the renewal guidelines will be effective from the date of licence renewal.
27 Unearned revenue
This includes mainly the unused portion of scratch cards, flexi load and advance post paid bills received for which services have not yet been provided.
28 VAT payable
This represents VAT amount payable to NBR arising from provision of services by the company that are subject to VAT.
29 Income tax provision
Movement of income tax provision is shown as under:

Opening balance
Adjustment for reversal of income tax provision (Note 29.1)
Adjusted opening balance
Provision made during the year
Paid during the year (including tax deducted at source)
Closing balance

Opening balance
Adjustment for reversal of income tax provision (Note 29.1)
Adjusted opening balance
Provision made during the year
Paid during the year (including tax deducted at source)
Closing balance

2011
Taka
13,396,693,877
13,396,693,877
15,073,255,644
28,469,949,521
(10,663,600,361)
17,806,349,160

Consolidated
2010
Taka
9,887,067,874
9,887,067,874
12,512,235,175
22,399,303,049
(9,002,609,172)
13,396,693,877

1 January 2010
Taka
12,228,778,445
(2,341,710,571)
9,887,067,874
9,887,067,874
9,887,067,874

2011
Taka
13,396,161,393
13,396,161,393
15,070,341,426
28,466,502,819
(10,661,380,622)
17,805,122,197

Separate
2010
Taka
9,887,067,874
9,887,067,874
12,511,509,061
22,398,576,935
(9,002,415,542)
13,396,161,393

1 January 2010
Taka
12,228,778,445
(2,341,710,571)
9,887,067,874
9,887,067,874
9,887,067,874

the management in June 2011. The excess provision resulted mainly from failure to reverse a portion of unutilized provision upon completion of the final assessment for 2004 and 2005. This was treated as a prior period error and accordingly was corrected by restating the opening balances of the earliest prior period presented, i.e. 2010.

Notes to the Financial Statements

29.1 Current tax provision amounting to Tk. 2,341,710,571 was found to be in excess of requirement in a periodic review performed by

30 Accrued interest
Accrued interest includes Tk. 215,643,579 (2010 : Tk. 144,706,628 ) representing interest on finance lease obligation.
31

Other liabilities
Consolidated
2011
Taka

Separate
2010
Taka

2011
Taka

2010
Taka

Unclaimed dividend

52,815,658

36,764,206

52,815,658

Other external liabilities (Note 31.1)

45,734,208

20,876,935

28,158,036

36,764,206
16,343,151

98,549,866

57,641,141

80,973,694

53,107,357

31.1 Other external liabilities
Other external liabilities include group's payables to Telenor Start II AS for Cellbazaar operations, withholding tax and VAT, liabilities for share money refund, advance from customer etc.
32 Deferred connection revenue
Balance as at 1 January

581,904,397

541,731,926

581,904,397

541,731,926

Addition during the year

221,969,943

290,789,714

221,969,943

290,789,714

803,874,340

832,521,640

803,874,340

832,521,640

(260,900,804)

(250,617,243)

(260,900,804)

(250,617,243)

542,973,536

581,904,397

542,973,536

581,904,397

Recognised as revenue during the year
Balance as at 31 December
33 Provisions
International roaming services

35,858,883

8,705,560

35,858,883

8,705,560

Commission and other operational expenses

86,210,595

81,400,216

86,210,595

81,400,216

Cost of SIM card, scratch card, handsets etc.

1,467,605,297

1,302,991,773

1,467,605,297

1,302,991,773

Interconnection cost

1,952,012,266

4,938,280,452

1,952,012,266

4,938,280,452

3,817,247,153

2,046,160,454

3,721,394,434

1,979,970,377

-

26,643,930

-

26,643,930

Training and travelling expenses

71,457,383

62,799,455

70,906,726

48,389,507

Sales and promotional expenses

837,556,535

776,568,213

837,556,535

776,568,213
703,307,972

Personnel expenses (Note-33.1)
Employee provident fund

Consultancy and professional fees
Network operations and maintenance
Capital expenditure
Office and general expenses (Note-33.2)
Lease rent to Power Grid Company of Bangladesh Ltd.

254,114,389

703,307,972

231,153,891

1,884,811,891

711,382,083

1,808,695,969

895,141,717

3,376,793,523

1,945,390,245

3,376,793,523

1,945,390,245

889,188,708

642,196,637

883,710,286

640,651,620

9,717,987

4,788,000

9,717,987

4,788,000

14,682,574,610

13,250,614,990

14,481,616,392

13,352,229,582

33.1 Personnel expenses
This includes provision for bonus, earned leave encashment, any unpaid salary, and other personnel related expenses.
33.2 Office and general expenses
Provision for office and general expenses includes provision for vehicle running expenses, stationery, utility, communication expenses, etc.

Annual Report 2011

106/107

Notes to the Financial Statements

34 Revenue
Consolidated
2011
Taka
Traffic revenue
-Post paid
-Prepaid
Subscription revenue
-Post paid
Connection revenue
-Post paid
-Prepaid
Roaming revenue
-Inbound
-Outbound
Interconnection revenue
-Post paid
-Prepaid
Other mobile revenue
-Customer support revenue
-SMS and MMS revenue
-Internet and data revenue
-VAS and other revenue (Note 34.1)
Non- mobile revenue
-Sale of handset
-Sale of data card
-Sale of vehicle tracking systems
-Infrastructure sharing revenue
-Commissions
-Broadband internet revenue
-Bills pay service
-IT service maintenance fee (Note 34.2)

Separate
2010
Taka

2011
Taka

2010
Taka

2,671,896,715
69,746,817,670
72,418,714,385

2,601,806,772
58,804,470,026
61,406,276,798

2,671,896,715
69,746,817,670
72,418,714,385

2,601,806,772
58,804,470,026
61,406,276,798

566,479,749

632,968,125

566,479,749

632,968,125

3,902,385
262,344,039
266,246,424

11,215,442
235,311,520
246,526,962

3,902,385
262,344,039
266,246,424

11,215,442
235,311,520
246,526,962

417,108,357
321,584,002
738,692,359

211,251,659
253,026,794
464,278,453

417,108,357
321,584,002
738,692,359

211,251,659
253,026,794
464,278,453

132,963,093
8,543,517,399
8,676,480,492

130,314,299
7,292,825,149
7,423,139,448

132,963,093
8,543,517,399
8,676,480,492

130,314,299
7,292,825,149
7,423,139,448

11,715,274
953,238,279
1,560,131,157
1,586,704,168
4,111,788,878

9,939,263
940,054,489
1,199,732,065
876,590,604
3,026,316,421

11,715,274
953,238,279
1,560,131,157
1,586,704,168
4,111,788,878

9,939,263
940,054,489
1,199,732,065
876,590,604
3,026,316,421

826,107,532
279,900,439
18,929,131
1,086,281,712
1,945,796
387,996
14,745,882
52,916,151
2,281,214,639
89,059,616,926

720,457,284
417,901,222
4,488,791
366,748,338
4,323,941
291,005
10,781,036
8,578,610
1,533,570,227
74,733,076,434

826,107,532
279,900,439
18,929,131
1,086,281,712
1,945,796
387,996
14,745,882
2,228,298,488
89,006,700,775

720,457,284
417,901,222
4,488,791
366,748,338
4,323,941
291,005
10,781,036
1,524,991,617
74,724,497,824

34.1 VAS and other revenue
Value Added Service (VAS) revenue includes revenue from content sale (e.g. medical services and music download services, news services, and other contents), call block service, mobile back-up service etc.
34.2 IT service maintenance fee
This represents revenue earned by the group on account of IT services provided to external customers, both foreign and local.
35 Direct cost of network revenue
Cost of interconnection (Note 35.1)
Cost of SIM card, scratch card, handset etc. (Note 35.2)
International roaming cost (Note 35.3)
Licence fees and spectrum charges (Note 35.4)
Revenue sharing with BTRC (Note 35.5)
Dealers' and agents' commission
Revenue sharing with content providers and others

3,816,501,489
2,362,735,807
226,833,866
775,692,609
4,779,925,045
5,427,228,305
263,587,723
17,652,504,844

3,220,716,202
2,313,553,976
218,580,685
713,715,145
3,811,231,491
4,768,977,779
18,667,116
15,065,442,394

3,816,501,489
2,362,735,807
226,833,866
775,692,609
4,779,925,045
5,427,228,305
280,112,858
17,669,029,979

3,220,716,202
2,313,553,976
218,580,685
713,715,145
3,811,231,491
4,768,977,779
18,667,116
15,065,442,394

This represents the amount payable to the other operators (including interconnection exchange and international gateway operators) for outgoing off-net calls (including international calls) made by GP subscribers.
Rates for interconnection charges are guided by BTRC directives. Cost of interconnection is measured on the basis of actual

Notes to the Financial Statements

35.1 Cost of interconnection

outgoing off-net t raffic information.
35.2 Cost of SIM card, scratch card, handset etc.
Consolidated
2011
Taka
SIM card

Separate
2010
Taka

2011
Taka

2010
Taka
1,197,437,835

Handset, data card and other device

1,128,784,262

1,197,437,835

1,128,784,262

146,622,839

49,596,375

146,622,839

49,596,375

1,087,328,706

1,066,519,766

1,087,328,706

1,066,519,766

2,362,735,807

Scratch card

2,313,553,976

2,362,735,807

2,313,553,976

35.3 International roaming cost
This represents the roaming charges payable to the roaming partners for use of roaming partners' network by GP subscribers.
35.4 Licence fees and spectrum charges
This represents operating licence fee and spectrum charges payable to BTRC as per licence agreement.
35.5 Revenue sharing with BTRC
As per the operating licence agreement as amended on 16 April 2006, GP shares 5.5 % of its collected rent and call charges with
BTRC. Under the 2G licence renewal guidelines, additional 1% of revenue has been imposed as contribution to Social Obligation
Fund. Revenue sharing and Social Obligation Fund under the renewal guidelines will be effective from the date of licence renewal.
36 Network operation and maintenance expenses
Rent (Note 36.1)
Electricity charges (Note 36.2)
Operation and maintenance - base station
Operation and maintenance - switch

730,650,954

645,947,505

730,650,954

645,947,505

1,298,616,406

1,384,933,652

1,298,616,405

1,384,933,652

916,432,229

736,012,502

916,432,229

736,012,502

1,374,529,390

766,172,089

1,374,529,390

766,172,089

Operation and maintenance - optical fibre network

50,967,789

43,678,791

50,967,789

43,678,791

Network quality maintenance expenses (Note 36.3)

1,924,216,734

1,813,743,149

2,201,684,222

2,132,102,091

8,519,947

10,306,363

8,519,947

10,306,363

182,198,508

204,887,611

182,198,508

204,887,611

6,486,131,957

5,605,681,662

6,763,599,444

5,924,040,604

PCM operation and maintenance (Note 36.4)
Lease rent for submarine cable

36.1 Rent
Rent includes location rent for base stations, mobile switching centres (switch) and other locations. Future minimum lease payments under non cancellable operating lease agreements for such locations are payable as follows:
(i) Not later than one year

494,108,833

452,829,940

494,108,833

452,829,940

(ii) Later than one year but not later than five years

1,818,562,622

(iii) Later than five years

3,423,705,657

1,970,092,627

1,818,562,622

1,970,092,627

3,421,268,732

3,423,705,657

3,421,268,732

5,736,377,112

5,844,191,299

5,736,377,112

5,844,191,299

36.2 Electricity charges
These represent electricity charges for base stations, mobile switching centres (switch), other transmission equipment etc. This also includes such expenses incurred in connection with maintenance of fibre optic network at selected offices of Bangladesh Railway.
36.3 Network quality maintenance expenses
Network quality maintenance expenses include consultancy charges and other operation and maintenance fees incurred for telecom network.
36.4 PCM operation and maintenance
PCM operation and maintenance expenses include rental and maintenance charges for PCM and microwave link.

Annual Report 2011

108/109

Notes to the Financial Statements

37 Depreciation and amortisation
Consolidated

Separate

2011
Taka

2010
Taka

2011
Taka

2010
Taka

13,113,781,076

14,736,928,488

13,039,469,227

14,736,911,684

586,436,259

595,017,187

585,066,214

595,017,187

13,700,217,335

15,331,945,675

13,624,535,441

15,331,928,871

Cost of network operation
Depreciation of property, plant and equipment
Amortisation of intangible assets

Operating expenses
Depreciation of property, plant and equipment

727,048,292

836,507,111

715,189,362

836,507,111

Amortisation of intangible assets

610,668,989

625,119,267

610,668,989

625,119,267

1,337,717,281

1,461,626,378

1,325,858,351

1,461,626,378

15,037,934,616

16,793,572,053

14,950,393,792

16,793,555,249

75,212,038

47,385,022

75,212,038

47,385,022

-

-

27,363,540

14,897,927

38 Other income, net
Rental income from sublease of fibre optic network, net
Rental income from GPIT
Franchisee fees and others

6,437,659

13,031,171

6,437,659

13,031,171

81,649,697

60,416,193

109,013,237

75,314,120

7,153,425,191

6,357,733,483

6,911,063,252

6,271,935,440

39 General and administrative expenses
Personnel expenses
Employee training and ancillary expenses

97,865,470

45,956,956

97,865,470

45,956,956

Rent (Note 39.1)

288,626,433

396,214,903

279,334,425

382,578,015

Office maintenance and running expenses

698,916,489

718,505,421

690,932,783

712,498,019

130,876,971

158,099,188

119,269,855

137,276,620

Travelling expenses
Vehicle running expenses

507,164,688

423,339,553

483,160,790

412,930,925

Telephone and communication

77,522,440

71,612,442

77,522,440

68,214,866

Printing, postage and stationery

138,663,492

100,990,936

132,232,634

92,612,077

98,839,798

60,818,647

46,274,429

29,512,505

Legal and professional fees (Note 39.2)
Audit fees
Meeting expenses (Note 39.3)

2,325,000

2,325,000

1,800,000

1,800,000

67,602,757

45,978,161

67,602,757

45,969,951

Entertainment expenses

18,819,621

15,716,391

18,207,033

15,716,391

Revenue collection charges

13,891,795

18,836,311

13,891,795

18,836,311

Bad debt expense (Note 39.4)

15,300,696

218,206,842

15,300,696

218,206,842

9,309,840,841

8,634,334,234

8,954,458,359

8,454,044,918

39.1 Rent
Rent includes rent for office, warehouse, Grameenphone Center (GPC), Grameenphone Service Desk (GPSD), info-centre and guest houses.
Future minimum lease payments under non cancellable operating lease agreements for such locations are payable as follows:
(i) Not later than 1 year

242,291,241

251,781,202

239,828,522

248,035,702

(ii) Later than 1 year but not later than 5 years

777,732,575

656,510,119

769,215,673

656,510,119

(iii) Later than 5 years

550,358,799

428,937,973

550,358,799

428,937,973

1,570,382,615

1,337,229,294

1,559,402,994

1,333,483,794

39.2 Legal and professional fees
Legal and professional fees include fees for legal advice and other professional services received time to time from lawyers, auditors and other professionals.
During the year 2011, the group paid Tk 5,261,016 (2010: Tk 2,344,784 ) to auditors for professional services in connection with issuance of certificate for repatriation of fees and review of interim financial statements etc.
39.3 Meeting expenses
These include expenses for board meetings of the group amounting to Tk. 2,720,704 (2010: Tk. 3,299,672), and other meetings of the group (including AGM) Tk 64,882,053 (2010 : Tk 42,669,029).

2011
Taka
Provision made during the year

Consolidated
2010
Taka

Separate
2011
Taka

2010
Taka

42,622,969

42,622,969

251,991,051

(33,784,209)

(27,322,273)

(33,784,209)

15,300,696

Bad debt expense

251,991,051

(27,322,273)

Recovery of bad debt during the year

218,206,842

15,300,696

Notes to the Financial Statements

39.4 Bad debt expense

218,206,842

Provision for doubtful debts has been made as per policy of the group mentioned in Note 3.5.
40 Selling and distribution expenses
Sales, marketing and representation costs (Note 40.1)

6,555,229,928

7,318,184,187

6,555,229,928

7,318,184,187

988,117,456

734,460,277

956,851,883

727,903,290

539,009,380

434,589,357

524,939,769

434,589,357

8,082,356,764

8,487,233,821

8,037,021,580

8,480,676,834

Advertisements
Business development and promotional expenses

40.1 Sales, marketing and representation costs
This primarily represents subsidies provided by GP in connection with acquiring new subscribers.
41

Finance income/(expense), net
Interest on long term loans

-

(4,463,240)

-

(4,463,240)

Finance charge - lease

(779,099,154)

(768,429,911)

(779,099,154)

(768,429,911)

Interests and service charges on short term loans

(137,774,686)

(2,581,366)

(137,774,686)

(2,581,366)

Other finance charges

(80,093,566)

(51,744,998)

(79,881,999)

(855,568,083)

(968,618,838)

(855,356,516)

1,958,770,985

1,449,041,193

1,950,999,741

1,447,104,889

989,596,123

Finance income

(52,301,022)
(969,174,862)

593,473,110

982,380,903

591,748,373

91,384,591

42 Foreign exchange gain/(loss)
Realised gain/ (loss)

(140,512,723)

91,384,591

(140,401,481)

(508,039,810)

8,578,949

(511,023,366)

8,578,949

(648,552,533)

99,963,540

(651,424,847)

99,963,540

118,220,726

59,884,296

118,181,872

59,884,296

(25,499,763)

(47,793,231)

(25,405,152)

(47,793,231)

92,720,963

Unrealised gain/ (loss)

12,091,065

92,776,720

12,091,065

43 Gain on disposal of property, plant and equipment
Disposal proceeds
Carrying amount of the assets disposed off

44 Income tax expenses
Current tax expenses (Note 3.8)

15,073,255,644

12,512,235,175

15,070,341,426

12,511,509,061

Deferred tax expenses/(income)

(958,095,384)

(2,304,830,605)

(958,095,384)

(2,304,830,605)

14,115,160,260

10,207,404,570

14,112,246,042

10,206,678,456

Profit for the year (Taka)

18,891,102,082

10,705,351,440

19,052,697,592

10,579,176,467

Weighted average number of shares (Note 45.1)

1,350,300,022

1,350,300,022

1,350,300,022

1,350,300,022

Basic and diluted earnings per share (Note 3.16)

13.99

7.93

14.11

7.83

45 Earnings per share

45.1 Weighted average number of ordinary shares
The weighted average number of ordinary shares outstanding during the period is the number of ordinary shares outstanding at the beginning of the period, adjusted by the number of ordinary shares issued during the period multiplied by a time-weighting factor. The time-weighting factor is the number of days that the shares are outstanding as a proportion of the total number of days in the period.
45.2 Diluted earnings per share
No diluted earnings per share is required to be calculated for the periods presented as GP has no dilutive potential ordinary shares.

Annual Report 2011

110/111

Notes to the Financial Statements

46 Financial risk management
The management has overall responsibility for the establishment and oversight of the group's risk management framework. The group's risk management policies are established to identify and analyse the risks faced by the group, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies, procedures and systems are reviewed regularly to reflect changes in market conditions and the group's activities. This note presents information about the group's exposure to each of the above risks, the group's objectives, policies and processes for measuring and managing risk, and the group's management of capital. The company has exposure to the following risks from its use of financial instruments:
 Credit risk
 Liquidity risk
 Market risk

46.1 Credit risk
Credit risk is the risk of a financial loss to the group if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the group's receivables from subscribers, interconnect operators, roaming partners, dealers and
IT service customers.
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 receivable are mainly related to the group's subscribers/customers, interconnect operators and roaming partners for provision of services, while other receivables represent receivable for accrued interest and receivables arising from external parties other than for services. The group's exposure to credit risk on accounts receivables is mainly influenced by the individual payment characteristics of post paid subscribers and interconnect operators. Interconnection receivables are normally realised within 3 months from when they are invoiced. The group employs financial clearing house to minimise credit risk involving collection of roaming receivables.
The maximum exposure to credit risk is represented by the carrying amount of each financial asset in the statement of financial position.
a)

Exposure to credit risk
The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was:
2011
Taka

Consolidated
2010
Taka

Separate
2011
Taka

2010
Taka

Accounts receivable, net
Receivables for interconnection

4,573,833,235

4,877,394,453

4,573,833,235

4,877,394,453

Receivables for post paid and others

430,164,458

180,435,548

430,164,458

180,435,548

Receivables for infrastructure sharing

311,685,379

153,522,463

311,685,379

153,522,463

Receivables for sub lease of fibre optic network

29,062,072

22,995,771

29,062,072

22,995,771

Others receivable for non-mobile service

17,199,287

13,597,537

5,298,091

3,311,174

5,361,944,431

5,247,945,772

5,350,043,235

5,237,659,409

Other receivables- other than Telenor entities

655,629,774

745,552,347

893,860,251

1,048,050,175

Receivable from other Telenor entities

260,695,250

182,467,922

260,695,250

182,467,922

916,325,024

928,020,269

1,154,555,501

1,230,518,097

-

12,594,949

-

12,594,949

129,157,944

127,957,944

126,457,944

127,957,944

Other receivables

Long term deposits
Deposit for bank guarantee
Security deposits for utilities and services
Short term investment
Cash at bank

77,353,046

60,483,786

73,321,638

60,483,786

181,856,969

2,753,729,110

181,856,969

2,753,729,110

8,050,172,142

18,927,765,069

7,623,748,644

18,671,232,085

14,716,809,556

28,058,496,899

14,509,983,931

28,094,175,380

b)
i)

Ageing of receivables
The ageing of gross interconnection receivables as at the statement of financial position was:
Not past due
807,439,188
708,430,082
807,439,188
0-30 days past due
815,513,748
725,657,334
815,513,748
31-60 days past due
668,525,928
558,026,984
668,525,928
61-90 days past due
258,366,626
260,484,947
258,366,626
91-180 days past due
683,144,151
495,165,272
683,144,151
181-365 days past due
1,068,850,713
598,856,982
1,068,850,713
over 365 days past due
490,153,290
1,749,222,710
490,153,290
4,791,993,644
5,095,844,311
4,791,993,644

708,430,082
725,657,334
558,026,984
260,484,947
495,165,272
598,856,982
1,749,222,710
5,095,844,311

The ageing of gross receivable for post paid and others as at the statement of financial position date was:
Not past due and 0-30 days past due
169,019,171
121,714,993
169,019,171
31-60 days past due
78,401,168
34,177,510
78,401,168
61-90 days past due
34,172,586
17,635,416
34,172,586
91-180 days past due
44,291,898
31,063,246
44,291,898
181 days and above
148,662,240
30,388,984
148,662,240
474,547,063
234,980,149
474,547,063

121,714,993
34,177,510
17,635,416
31,063,246
30,388,984
234,980,149

iii) The ageing of gross receivables for infrastructure sharing as at the statement of financial position date was:
Not past due
205,715,835
97,472,039
205,715,835
0-30 days past due
84,955,412
55,482,002
84,955,412
31-60 days past due
10,428,967
568,422
10,428,967
61-90 days past due
7,619,721
7,619,721
91-180 days past due
455,620
455,620
181-365 days past due
2,419,409
2,419,409 over 365 days past due
90,415
90,415
311,685,379
153,522,463
311,685,379

Notes to the Financial Statements

Exposure to credit risk (Contd..)
The maximum exposure to credit risk for accounts receivable as at the statement of financial position date by geographic regions was: Consolidated
Separate
2011
2010
2011
2010
Taka
Taka
Taka
Taka
Domestic
5,075,800,911
5,156,379,116
5,071,087,730
5,148,390,405
Asia
103,373,043
46,331,342
103,373,043
46,331,342
Europe
120,732,219
37,142,575
113,544,204
34,844,923
Australia
25,303,518
1,271,770
25,303,518
1,271,770
Americas
34,551,809
5,695,687
34,551,809
5,695,687
Africa
2,182,931
1,125,282
2,182,931
1,125,282
5,361,944,431
5,247,945,772
5,350,043,235
5,237,659,409

97,472,039
55,482,002
568,422
153,522,463

ii)

iv)

The ageing of gross receivables for sub lease of fibre optic network as at the statement of financial position date was:
Not past due
293,166
293,166
0-30 days past due
8,359,316
8,359,316
31-60 days past due
9,232,431
13,507,647
9,232,431
13,507,647
61-90 days past due
2,796,388
3,234,482
2,796,388
3,234,482
91-180 days past due
6,197,015
4,816,507
6,197,015
4,816,507
181-365 days past due
708,182
4,507,074
708,182
4,507,074 over 365 days past due
7,360,726
4,285,400
7,360,726
4,285,400
34,947,224
30,351,110
34,947,224
30,351,110

c)

Impairment losses
Impairment losses on the above receivables were recognised as per the group policy mentioned in Note 3.5. Quantitative disclosure for such impairment losses has been given in Note 10.1 to Note 10.6 of these financial statements.

Annual Report 2011

112/113

5,666,817,629

5,019,805,838

98,549,866

Other liabilities
December 2012

December 2012

December 2012

December 2012

December 2012

December 2012

December 2012

December 2012

December 2012

June 2027

Maturity date

As at 31 December 2011

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

30,970,115,625

98,549,865

226,869,648

2,699,959,350

353,691,950

7,516,089

1,916,987,718

414,299,707

4,759,216,707

5,666,817,629

15% 14,826,206,962

12,444,971,515

98,549,865

226,869,648

2,699,959,350

353,691,950

7,516,089

1,916,987,718

311,615,443

2,731,709,764

3,736,456,884

361,614,804

Nominal Interest Contractual cash flows rate
6 months or less
Taka
Taka

Exposure to liquidity risk in respect of the separate financial statements at 31 December 2011 does not vary significantly from above.

21,163,714,502

226,869,648

2,699,959,350

353,691,950

7,516,089

1,916,987,718

Accrued interest

VAT payable

Payable for Bills Pay receipt

Payable to Bangladesh Railway

Payable to BTRC

Payable to government and autonomous bodies

414,299,707

Payable for expenses

Payable for others

4,759,216,707

Liability for capital expenditure

Accounts payable

Finance lease obligations

Carrying amount
Taka

The following are the contractual maturities of financial liabilities of the group:

In extreme stressed conditions, the group may get support from the ultimate parent company (Telenor) in the form of shareholder's loan.

credit lines with banks are negotiated accordingly.

4,437,234,039

-

-

-

-

-

-

102,684,264

2,027,506,943

1,930,360,745

376,682,087

6-12 months
Taka

768,431,459

-

-

-

-

-

-

-

-

-

768,431,459

1-2 years
Taka

2,486,101,777

-

-

-

-

-

-

-

-

-

2,486,101,777

2-5 years
Taka

10,833,376,835

-

-

-

-

-

-

-

-

-

10,833,376,835

More than 5 years
Taka

scheduled commercial banks (Note 50) to ensure payment of obligation in the event that there is insufficient cash to make the required payment. The requirement is determined in advance through cash flow projections and

sufficient cash and cash equivalents to meet expected operational expenses, including financial obligations through preparation of the cash flow forecast. Moreover, the group seeks to maintain short term lines of credit with

have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the group's reputation. Typically, the group ensures that it has

Liquidity risk is the risk that the group will not be able to meet its financial obligations as they fall due. The group's approach to managing liquidity (cash and cash equivalents) is to ensure, as far as possible, that it will always

46.2 Liquidity risk

Notes to the Financial Statements

Annual Report 2011

114/115

2,254,497,329

5,019,805,838

Carrying amount
Taka

57,641,141

Other liabilities
14,972,070,564

155,699,144

2,451,869,531

365,605,260

10,908,544

1,614,093,329

Accrued interest

VAT payable

Payable for Bills Pay receipt

Payable to Bangladesh Railway

Payable to BTRC

Payable to government and autonomous bodies

345,283,710

Payable for expenses

Payable for others

2,696,666,738

Liability for capital expenditure

Accounts payable

Finance lease obligations

Liquidity risk (contd…)

December 2011

December 2011

December 2011

December 2011

December 2011

December 2011

December 2011

December 2011

December 2011

June 2027

Maturity date

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

N/A

15%

25,486,634,014

57,641,141

155,699,144

2,451,869,531

365,605,260

10,908,544

1,614,093,329

345,283,710

2,696,666,738

2,254,497,329

15,534,369,288

8,141,228,495

57,641,141

155,699,144

2,451,869,531

365,605,260

10,908,544

1,614,093,329

207,170,226

1,585,712,501

1,345,981,299

346,547,520

Nominal Interest Contractual cash flows rate
6 months or less
Taka
Taka

As at 31 December 2010

2,519,198,555

-

-

-

-

-

-

138,113,484

1,110,954,237

908,516,030

361,614,804

6-12 months
Taka

1,506,728,350

-

-

-

-

-

-

-

-

-

1,506,728,350

1-2 years
Taka

2,486,101,777

-

-

-

-

-

-

-

-

-

2,486,101,777

2-5 years
Taka

Notes to the Financial Statements

10,833,376,837

-

-

-

-

-

-

-

-

-

10,833,376,837

More than 5 years
Taka

a)

(184,432,037)

(184,432,037)

(2,571,497,680)

(1,709,767,789)

-

(184,432,037)

(2,210,062,718)

5,965,707

-

-

-

5,965,707

-

5,965,707

-

GBP

(70,786,245)

(73,174,264)

(73,174,264)

-

2,388,019

-

2,388,019

-

EUR

(6,326,857)

(6,326,857)

(6,326,857)

-

-

-

-

-

JPY

EURO (EUR)

1.11

108.03

Great Britain Pound (GBP)

Japanese Yen (JPY)

15.64
128.83

Norwegian Kroner (NOK)

0.93

96.94

113.23

13.85

71.40

Taka

82.40

31 Dec 2010

Taka

Exchange rate as at
31 Dec 2011

US Dollar (USD)

The following significant exchange rates have been applied:

Exposure to currency risk as at 31 December 2011 in respect of the separate financial statements does not vary significantly from above.

* Payable to other Telenor entities represents payable for business service costs, consultancy fees etc. which are included mainly in accounts payable.

Net exposure

Trade and other payables for expenses

Payable to other Telenor entities*

(361,434,962)

-

861,729,891

Foreign currency denominated liabilities

-

378,199,408

Cash at bank

-

148,271,773

Accounts receivable

-

NOK

335,258,710

USD

Receivable from other Telenor entities

Foreign currency denominated assets

As at 31 December 2011

The group's exposure to foreign currency risk was as follows based on notional amounts (in Taka):

i) Exposure to currency risk

(3,356,533,882)

(3,796,022,250)

(1,791,972,054)

(2,004,050,196)

439,488,368

143,798,951

107,078,115

188,611,302

USD

-

-

-

-

-

-

-

-

NOK

5,507,509

-

-

-

5,507,509

-

5,507,509

-

GBP

-

3,782,447

-

3,782,447

-

EUR

(32,183,337)

(35,965,784)

(35,965,784)

As at 31 December 2010

(83,819,373)

(83,819,373)

(83,819,373)

-

-

-

-

JPY

The group is exposed to currency risk on certain revenues and purchases such as roaming revenues and expenses, telecom equipment purchases, network related costs and interest expense and repayments relating to borrowings incurred in foreign currencies. Majority of the company's foreign currency transactions are denominated in USD and relate to procurement of capital items from abroad. The group also has exposure in NOK relating to business service costs and consultancy costs and foreign currency loans. The group maintains a USD bank account where all receipts from international roaming services are deposited and all corresponding payments are made.

Currency risk

Market risk is the risk that any change in market prices, such as foreign exchange rates and interest rates will affect the group'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.

46.3 Market risk

Notes to the Financial Statements

ii)

Foreign exchange rate sensitivity analysis for foreign currency expenditures
A change of 10 basis points in foreign currencies would have increased/ (decreased) equity and profit or loss of the group 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
2011
Taka
Taka
Taka
Taka
Expenditures denominated in USD

(1,709,768)

1,709,768

(1,709,768)

1,709,768

Expenditures denominated in NOK

(184,432)

184,432

(184,432)

184,432

Expenditures denominated in GBP

5,966

(5,966)

5,966

(5,966)

(70,786)

70,786

(70,786)

70,786

(6,327)

6,327

(6,327)

6,327

(1,965,347)

1,965,347

(1,965,347)

1,965,347

Expenditures denominated in USD

(3,356,534)

3,356,534

(3,356,534)

3,356,534

Expenditures denominated in NOK

-

-

-

Notes to the Financial Statements

Market risk (Contd..)

-

Expenditures denominated in EURO
Expenditures denominated in JPY
Exchange rate sensitivity
2010

Expenditures denominated in GBP

5,508

(5,508)

5,508

(5,508)

Expenditures denominated in EURO

(32,183)

32,183

(32,183)

32,183

Expenditures denominated in JPY

(83,819)

83,819

(83,819)

83,819

(3,467,029)

3,467,029

(3,467,029)

3,467,029

Exchange rate sensitivity
b)

Interest rate risk
Interest rate risk is the risk that arises due to changes in interest rates on borrowings. The group is not significantly exposed to fluctuation in interest rates as it has neither floating interest rate bearing financial liabilities nor entered into any type of derivative instrument in order to hedge interest rate risk as at the reporting date.
Profile
As at 31 December 2011, the interest rate profile of the group's interest bearing financial instruments was:
Carrying amount
As at
As at
31 December 2011
31 December 2010
Taka
Taka
Fixed rate instruments
Financial assets
Long term deposits
Short term investment
Cash at bank

-

12,594,949

181,856,969

2,753,729,110

7,623,748,644

18,927,765,069

5,019,805,838

5,019,805,838

226,869,648

155,699,144

Financial liabilities
Finance lease obligation
Accrued interest

Annual Report 2011

116/117

Notes to the Financial Statements

Fair value of financial assets and liabilities of the group together with carrying amount shown in the statement of financial position are as follows:
As at 31 December 2011

As at 31 December 2010

Carrying amount

Fair value

Carrying amount

Fair value

Taka

Taka

Taka

Taka

Financial assets
Assets carried at fair value through profit or loss

-

-

-

-

-

-

12,594,949

12,594,949

181,856,969

181,856,969

2,753,729,110

2,753,729,110

5,361,944,431

5,361,944,431

5,247,945,772

5,247,945,772

916,325,024

916,325,024

928,020,269

928,020,269

Deposit for bank guarantee

129,157,944

129,157,944

127,957,944

127,957,944

Security deposit for utilities and services

77,353,046

77,353,046

60,483,786

60,483,786

-

-

-

-

Held to maturity assets
Long term deposits
Short term investment
Loans and receivables
Accounts receivable, net
Other receivables
Available for sale financial assets

Financial liabilities
Liabilities carried at fair value through profit or loss
Liabilities carried at amortised costs
Loans and borrowings
Finance lease obligation
Accounts payable
Payable to government and autonomous bodies
VAT payable

-

-

-

-

5,019,805,838

5,019,805,838

5,019,805,838

5,019,805,838

10,840,334,043

N/A*

5,296,447,777

N/A*

4,814,105,945

N/A*

1,944,753,714

N/A*

2,699,959,350

N/A*

2,451,869,531

N/A*

226,869,648

N/A*

155,699,144

N/A*

Accrued interest
Deposit from agents and subscribers

455,775,978

N/A*

444,639,879

N/A*

Other liabilities

98,549,866

N/A*

57,641,141

N/A*

Interest rates used for determining amortised cost
The interest rates used to discount estimated cash flows, when applicable were as follows:
Consolidated

Separate

2011
Finance lease obligations
Short term investment

2010

2011

2010

15.00%

15.00%

15.00%

15.00%

8.50%-13.75%

8.25%-11%

8.50%-13.75%

8.25%-11%

* Determination of fair value is not required as per the requirements of IFRS/BFRS 7 : Financial Instruments: Disclosures (ref: Para
29). However, fair value of such instruments is not likely to be significantly different from the carrying amounts of such instruments. 47 Capital management
Group’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Capital consists of total equity attributable to the equity holders of the parent. The Board of
Directors monitors the level of capital as well as the level of dividend to the ordinary shareholders.
In order to maintain or adjust the capital structure, the group may adjust the amount of dividend, return capital to shareholders, issue new shares or obtain long-term debt.
No changes were made in the objectives, policies or processes for managing capital during the years ended 31 December 2011 and
31 December 2010.
The group is not subject to any externally imposed capital requirement.

Annual Report 2011

118/119

Shareholder

Shareholder

Shareholder
Shareholder

Shareholder

Shareholder
Subsidiary

Telenor group entity Cell Bazaar revenue sharing

Nye Telenor Mobile
Communications II AS

Nye Telenor Mobile
Communications III AS

Telenor Asia Pte. Ltd.

Grameen Telecom

Grameen Kalyan

Grameen Shakti

Grameenphone IT Ltd.

Telenor Start II AS

301,265,756
625,021,255

Telenor group entity Consultancy and professional service fee
Telenor group entity Consultancy fee
Telenor group entity Service fee

Telenor Consult AS
Telenor Key Partner AS

Telenor Bedrift

13,634,402

697,400,171
1,279,005

Telenor group entity Sharing of Microsoft licence fee
Consultancy service fee

1,578,035

-

495

495

167,727,003
10,389,744,203
6,121,565

4,838

4,838

4,838

2010
Taka

20,537,449

643,459,582
1,698,750

194,038,860
622,971,462

665,746

-

209

209

121,883,391
4,386,780,886
134,126,628

2,043

2,043

2,043

7,157,373,378

Consolidated

16,951,673,790

2011
Taka

Telenor ASA

IT service maintenance charge
Purchase of Software
Rental income

Dividend payment

Dividend payment

Commission expense
Dividend payment
Revenue

Dividend payment

Dividend payment

Dividend payment

Dividend payment

Shareholder

Telenor Mobile Communications AS

Nature of transactions

Nature

Name of related parties

48.1 Related party transactions during the year

13,634,402

594,659,938
1,279,005

301,265,756
625,021,255

-

856,328,939
267,534,496
29,826,253

495

495

167,727,003
10,389,744,203
6,121,565

4,838

4,838

4,838

2010
Taka

Notes to the Financial Statements

20,537,449

643,459,582
1,698,750

194,038,860
622,971,462

-

633,428,614
-

209

209

121,883,391
4,386,780,886
134,126,628

2,043

2,043

2,043

7,157,373,378

Separate

16,951,673,790

2011
Taka

48 Related party disclosures
During the year ended 31 December 2011, group entered into a number of transactions with related parties in the normal course of business. The names of the related parties, nature of these transactions and amount thereof have been set out below in accordance with the provisions of IAS/BAS 24: Related Party Disclosures.

Telenor group entity Roaming revenue
Roaming expenses
Telenor group entity Roaming revenue
Roaming expenses
Telenor group entity Roaming revenue
Roaming expenses
Telenor group entity Roaming revenue
Roaming expenses
Telenor group entity Roaming revenue
Roaming expenses
Telenor group entity Roaming revenue
Roaming expenses
Telenor group entity Roaming revenue
Roaming expenses
Telenor group entity Roaming revenue
Roaming expenses
Telenor group entity Roaming revenue
Roaming expenses
Telenor group entity Roaming revenue
Roaming expenses
Telenor group entity Roaming revenue
Telenor group entity Roaming revenue
Roaming expenses
Telenor group entity IT service revenue
Telenor group entity IT service revenue

Digi Telecommunication

Kyivstar GSM - Ukraine

Telenor d.o.o (YUGMT)

Pannon - GSM

Sonofone

Telenor Mobil AS

Telenor Pakistan

TAC (Total Access Communication)

Telenor Sverige (Europolitan AB)

ProMonte GSM, Serbia and
Montenegro YUGPM

Sonofon DNKT2

Unitech Wireless

Telenor Broadcast Holding AS

Telenor Serbia

Nature of transactions

Nature

Name of related parties

9,327,210

6,068,558

901,986
756,458

62

40,308
9,808

2,060,633
630,560

712,572
2,005,959

660,590
311,937

10,980,261
1,076,652

2,568,789
524,569

403,161
329,234

334,302
59,086

223,810
155,624

2,637,333
7,051,614

2011
Taka

1,272,695
483,108

51,837
103,674

61,112
348,926

154,199
20,857

1,251,786
3,119,827

2010
Taka

-

-

920,790
99,781

644

11,859
88

1,037,783
252,155

1,403,520
9,800,618

180,957
265,219

3,752,207
1,116,690

Consolidated

-

-

901,986
756,458

62

40,308
9,808

2,060,633
630,560

712,572
2,005,959

660,590
311,937

10,980,261
1,076,652

2,568,789
524,569

403,161
329,234

334,302
59,086

223,810
155,624

2,637,333
7,051,614

2011
Taka

Separate

-

-

920,790
99,781

644

11,859
88

1,037,783
252,155

1,403,520
9,800,618

180,957
265,219

3,752,207
1,116,690

1,272,695
483,108

51,837
103,674

61,112
348,926

154,199
20,857

1,251,786
3,119,827

2010
Taka

Notes to the Financial Statements

Annual Report 2011

120/121

Telenor group entity Accounts payable
Accounts receivable
Telenor group entity Accounts payable
Accounts receivable
Telenor group entity Accounts receivable
Telenor group entity Accounts payable
Telenor group entity Accounts payable
Telenor group entity Accounts payable
Accounts receivable
Telenor group entity Accounts payable
Accounts receivable
Telenor group entity Accounts payable
Accounts receivable

Telenor ASA

Telenor Consult AS

Telenor International Center

Telenor Key Partner AS

Telenor Bedrift

Digi Telecommunication

Kyivstar GSM - Ukraine

Telenor d.o.o (YUGMT)

Telenor group entity Accounts payable
Accounts receivable

Telenor group entity Accounts payable
Accounts receivable

Sonofone

Telenor Norge AS Bedrift

Telenor group entity Accounts payable
Accounts receivable

Pannon - GSM

Receivable for IT equipment
Receivable for rent, office running expense, maintenance and others
Advance for NERM/others
Payable for IT service
Payable for reimbursable expense

Subsidiary

Grameenphone IT Ltd.

Nature of transactions
Accounts receivable
Accounts payable

Nature
Shareholder

Name of related parties
Grameen Telecom

48.2 Receivables/(payables) with related parties

(399,638)
2,251,838

(243,483)
835,050

(81,554)
347,261

(1,600)
41,823

(6,560)
98,698

(2,301,481)
1,613,410

(32,326,637)

(3,197,512)

13,447,237

(703,409,238)
247,604,773

(103,349)
682,881

(15,122)
156,497

(19,809)
28,622

34,340
-

(2,034)
10,974

(380,525)
269,047

(20,704,411)

(2,557,560)

6,037,058

(462,764,109)
172,227,093

(1,288,457,824)
1,905,281

-

(2,317,511,402)
1,565,499

-

-

Consolidated
2011
2010
Taka
Taka
9,674,390
10,970,099
(14,597,354)
(11,591,510)

(399,638)
2,251,838

(243,483)
835,050

(81,554)
347,261

(1,600)
41,823

(6,560)
98,698

(2,301,481)
1,613,410

(32,326,637)

(3,197,512)

13,447,237

(600,804,237)
237,009,722

Notes to the Financial Statements

(103,349)
682,881

(15,122)
156,497

(19,809)
28,622

34,340
-

(2,034)
10,974

(380,525)
269,047

(20,704,411)

(2,557,560)

6,037,058

(462,764,109)
172,227,093

(1,288,457,824)
1,905,281

136,141,336
161,032,225
(210,935,580)
-

168,631,962

2010
Taka
10,970,099
(11,591,510)

Separate

(2,317,511,402)
1,464,289

123,430,555
391,114,950
(161,674,105)
(3,999,110)

127,337,217

2011
Taka
9,674,390
(14,597,354)

1,942,244
(710,395)

Telenor group entity Accounts payable
Accounts receivable
Telenor group entity Accounts payable
Accounts receivable
Telenor group entity Accounts receivable
Telenor group entity Accounts payable
Accounts receivable
Telenor group entity Accounts receivable
Accounts payable
Telenor group entity Accounts receivable
Telenor group entity Receivable for cell Bazaar revenue sharing
Payable for cell Bazaar revenue sharing

Telenor Sverige (Europolitan AB)

ProMonte GSM, Serbia and
Montenegro YUGPM

Sonofon DNKT2

Unitech Wireless

Telenor Broadcast Holding AS

Telenor Serbia

Telenor Start II AS

(12,582)
201,655

2010
Taka

1,191,881,187
90,090,555
30,139,977
11,408,688
1,323,520,407

2010
Taka

-

-

2,297,658
-

(232,721)
895,668

584

(87)
1,706

(17,537)
2,350,643

(967,388)
282,324

Consolidated

1,055,975,292
147,800,435
17,586,648
1,221,362,375

2011
Taka

(824,000)

(2,023,581)
6,868,945

11

(9,896)
8,316

(37,733)
993,163

(3,978,274)
10,620,210

Key management personnel includes employees of the rank of Deputy General Manager (DGM), DGM equivalent and above.

Short term employee benefits (salary and other allowances)
Post employment benefits (provident fund, gratuity etc.)
Termination benefits
Other long term benefits

48.3 Key management personnel compensation

7,194,201

Telenor group entity Accounts payable
Accounts receivable

TAC (Total Access Communication)

(36,744)
954,736

Telenor group entity Accounts payable
Accounts receivable

Telenor Pakistan

Nature of transactions

Nature

Consolidated

Name of related parties

2011
Taka

Separate

2010
Taka

-

-

-

(232,721)
895,668

584

(87)
1,706

(17,537)
2,350,643

(967,388)
282,324

(12,582)
201,655

2010
Taka

1,075,167,947
82,029,590
30,139,977
11,408,688
1,198,746,202

Separate

931,307,570
131,819,375
15,490,623
1,078,617,568

2011
Taka

-

1,613,014

-

(2,023,581)
6,868,945

11

(9,896)
8,316

(37,733)
993,163

(3,978,274)
10,620,210

(36,744)
954,736

2011
Taka

Notes to the Financial Statements

Notes to the Financial Statements

49 Expense/expenditure and revenue in foreign currency during the year
Consolidated

Separate

2011

2010

2011

2010

Taka

Taka

Taka

Taka

CIF value of imports
SIM card and scratch card

564,982,116

268,734,995

564,982,116

268,734,995

6,100,542,456

4,795,853,024

6,100,542,456

4,795,853,024

58,951,028

96,164,211

-

-

Consultancy fee

949,647,478

1,029,465,734

817,259,881

1,029,465,734

Consultancy fee - expatriate

594,659,938

613,259,692

594,659,938

613,259,692

Telecommunication equipment
NERM software and other equipment
Expenditure in foreign currency

Other fee (travel and training)

33,212,941

33,184,341

33,212,941

33,184,341

566,933,450

379,757,774

566,933,450

379,757,774

275,719,219

218,580,685

275,719,219

218,580,685

-

21,243,620

-

-

Revenue from roaming partners

432,180,316

209,779,078

432,180,316

209,779,078

IT service revenue

19,092,656

2,297,652

-

-

Technical know how
International roaming cost
Software (NERM) implementation support
Foreign earnings

50 Credit facilities available as at 31 December 2011
The group enjoys both funded and non funded short term working capital facilities with 15 banks (2010: 16 banks). The non funded facilities include Letters of Credit (LC), Letters of Guarantee and foreign exchange forward contracts (FX Forward). The funded facilities include overdraft facility, short term loan and import loan. The aggregate amount of available short term working capital facilities is Tk 26,085 million (Mn) (2010: Tk 27,565 Mn) of which non funded limit is Tk 23,097 Mn (2010: Tk 22,039 Mn) and funded limit is Tk 11,978 Mn (2010: Tk 13,236 Mn).
A detail of the total facilities is enumerated below:
(a) Standard Chartered Bank
i)

L/C facility - Tk 1,500 Mn (2010: Tk 1,500 Mn)

ii)

Overdraft / short term loan facility - Tk 1,500 Mn (2010: Tk 1,500 Mn).

(b) Citibank, N.A.
i)

Sight/usance LC facility - Tk 3,000 Mn (2010: Tk 2,800 Mn).

ii)

Overdraft/ short term loan facility -Tk 1,035 Mn (2010: Tk 2,100 Mn) with inner limit of LC Tk 3,000 Mn (2010: Tk 2,800 Mn).

The short term loan and the overdraft limits are interchangeable. Total funded exposure under the short-term loan and the overdraft facility, however, may not exceed Tk 3,000 Mn (2010: Tk 2,100 Mn) at any point of time.
(c) The Hongkong and Shanghai Banking Corporation Limited
i)

Sight/usance LC facility -Tk 1,600 Mn (2010: Tk 1,600 Mn).

ii)

Short term loan facility - Tk 700 Mn (2010: Tk 700 Mn) with inner limit of LC Tk 1,600 Mn (2010: Tk 1,600 Mn).

iii)

Overdraft facility - Tk 150 Mn (2010: Tk 150 Mn) with inner limit of LC Tk 1,600 Mn (2010: Tk 1,600 Mn).

iv)

Foreign exchange line - Tk 10 Mn (2010: Tk 10 Mn).

However, combined funded exposure is limited to Tk 700 Mn (2010: Tk 700 Mn) at any point of time.
(d) Eastern Bank Limited
i)

Sight/usance LC facility - Tk 2,700 Mn (2010: Tk 2,000 Mn).

ii)

Short term loan/LTR facility - Tk 1,000 Mn. (2010: Tk 1,000 Mn) with inner limit of LC Tk 2,000 Mn (2010: Tk 2,000 Mn).

iii)

Overdraft facility - Tk 100 Mn (2010: Tk 100 Mn) with inner limit of LC Tk 2,000 Mn (2010: Tk 2,000 Mn).

iv)

Bank guarantee - Tk 800 Mn (2010: Tk 800 Mn) with inner limit of LC Tk 2,000 Mn (2010: Tk 2,000 Mn).

However, combined funded exposure is limited to Tk 1,100 Mn at any point of time.

Annual Report 2011

122/123

Notes to the Financial Statements

(e) BRAC Bank Limited
i)

Sight/usance LC facility - Tk 1,300 Mn (2010: Tk 1,300 Mn).

ii)

Overdraft/short term loan facility - Tk 900 Mn (2010: Tk 900 Mn) with inner limit of L/C Tk 1,300 Mn (2010: Tk 1,300 Mn).

iii)

Bank guarantee - Tk 1,300 Mn (2010: Tk 1,300 Mn) with inner limit of LC Tk 1,300 Mn (2010: Tk 1,300 Mn).

(f) Dutch-Bangla Bank Limited
i)

Sight/usance LC facility - Tk 1,600 Mn (2010: Tk 1600 Mn).

ii)

Short term loan/LTR/overdraft facility - Tk 685 Mn (2010: Tk 685 Mn) with inner limit of LC Tk 1,600 Mn (2010: Tk 1,600 Mn).

(g) Woori Bank
i)

Sight/usance LC facility - Tk 504 Mn (2010: Tk 414 Mn).

ii)

Overdraft facility for Tk 288 Mn (2010: Tk 206 Mn).

(h) The City Bank Limited
i)
ii)

Overdraft/ short term loan facility - Tk 1,200 Mn ( 2010: Tk 420 Mn).

iii)
(i)

Sight/usance LC facility - Tk 2,800 Mn (2010: Tk 660 Mn).
Bank guarantee facility - Tk 1,080 Mn (2010: Tk 660 Mn) with inner limit of LC Tk 2,800 Mn (2010: Tk 660 Mn).

Pubali Bank Ltd.
i)

(j)

Sight/usance LC facility - Tk 1,000 Mn (2010: Tk 1,000 Mn).

ii)

Overdraft facility - Tk 1,000 Mn (2010: Tk 1,000 Mn).

Mutual Trust Bank Ltd.
i)

Sight/usance LC facility - Tk 890 Mn (2010: Tk 890 Mn).

ii)

Overdraft facility - Tk 400 Mn (2010: Tk 650 Mn).

iii)

Bank guarantee facility - Tk. 890 Mn (2010: Tk 890 Mn) with inner limit of LC Tk 890 Mn (2010: Tk 890 Mn).

(k) Southeast Bank Limited
i)

Overdraft facility - Tk 1,400 Mn (2010: Tk 1,400 Mn).

iii)
(l)

Sight/usance LC facility - Tk 1,400 Mn (2010: Tk 1,400 Mn).

ii)

Bank guarantee facility - Tk 1,400 Mn (2010: Tk 1,400 Mn) with inner limit of LC Tk 1,400 Mn (2010: Tk 1,400 Mn).

United Commercial Bank Ltd.
i)

Sight/usance LC facility -Tk 2,100 Mn (2010: Tk 2,100 Mn).

ii)

Overdraft/LTR facility - Tk 900 Mn (2010: Tk 900 Mn) with inner limit of LC Tk 2,100 Mn (2010: Tk 2,100 Mn).

iii)

Bank guarantee facility - Tk 2,100 Mn (2010: Tk 2,100 Mn) with inner limit of LC Tk 2,100 Mn (2010: Tk 2,100 Mn).

(m) Bank Alfalah Ltd.
i)

Sight/usance LC facility - Tk 525 Mn (2010: Tk 525 Mn)

ii)

Cash finance facility - Tk 150 Mn (2010: Tk 225 Mn) with inner limit of LC Tk 525 Mn (2010: Tk 525 Mn).

iii)

Bank guarantee facility - Tk 300 Mn (2010: Tk 300 Mn) with inner limit of LC Tk 525 Mn (2010: Tk 525 Mn).

(n) Trust Bank Limited
i)

Sight/usance LC facility - Tk 1,200 Mn

ii)

Overdraft facility - Tk 300 Mn

(o) Premier Bank Limited
i)

Sight/usance LC facility - Tk 977.6 Mn

ii)

Overdraft facility - Tk 420 Mn (2010: Tk 660 Mn) with inner Limit of Non Funded Limit for Tk 977.6 Mn (2010: Tk 910 Mn)

As per the approval of Board of Directors of GP, the total amount of short term credit facilities from the above banks is limited to a maximum outstanding limit of USD 210 million equivalent.

The short term credit facilities are unsecured and backed by standard charge documents as per terms and conditions set by respective banks and financial institutions.
51

Capital commitments

Notes to the Financial Statements

Security against short term credit facilities

As at the reporting date the group has the following purchased order placed for the acquisition of capital items:
Consolidated

Separate

2011
Purchase orders
2G licence renewal fees

2010

2011

Taka

Taka

Taka

2010
Taka

4,591,538,463

3,982,891,459

4,227,036,267

3,918,377,435

16,530,120,000

-

16,530,120,000

-

52 Contingencies
The Company and its subsidiaries are currently, and may be from time to time, involved in a number of legal proceedings, including inquiries from, or discussions with, governmental authorities that are incidental to their operations. However, save as disclosed below and in Note 1, the Company and its subsidiaries are not currently involved in any legal or arbitration proceedings which may have, or have had in the 12 months preceding the date of this report, a significant effect on the financial position or profitability of the Company and its subsidiaries.
52.1 BTRC audit
BTRC had an audit carried out of the information system of Grameenphone from April 2011 and issued a letter on 3 October 2011 claiming an amount of Tk. 30,341,108,581 on various grounds. Grameenphone during and after the audit clarified to both BTRC and auditors appointed by BTRC that those observations were framed on wrong basis. Grameenphone disagrees with the claims made by BTRC and responded to the letter requesting BTRC to review the notice. No impact has been given in the financial statements in this regard.
53 Other disclosures
53.1 Number of employees
As at 31 December 2011 number of regular employees receiving remuneration of Tk. 36,000 or above per annum was 3,887 for GP
(2010: 3,930), and 4,267 (2010: 4,286) for the group.
53.2 Comparatives
Comparative information in the following major areas has been rearranged to conform with current period’s presentation:
i.

Accounts receivable, net
A part of receivable for post paid and others (Note 10.2) has been reclassified as other receivable for non-mobile services
(Note 10.5) as the receivable is related to non-mobile services.

ii.

Payable to government and autonomous bodies
Advance receipt for bills pay service which was presented under payable to govt and autonomous bodies (Note 26) has been reclassified as accounts payables (Note 25 ).

iii.

Provisions
Liability against purchase of inventories and interconnection charges has been reclassified as accounts payable under note
25. In 2010, these amounts were presented as provisions under note 33.

iv.

Revenue
Broad band internet revenue, which was presented as a part of internet and data revenue in 2010, has been presented separately in note 34.

53.3 Events after the reporting period
The Board of Directors of GP, at its 119th meeting held on 7 February 2012, proposed BDT 6.50 per share, amounting to a total of
BDT 8,776,950,143 as final dividend for the year ended 31 December 2011, which represents 65% of the paid up capital. Total dividend for the year ended 31 December 2011 including the interim dividend @ BDT 14.00 per share of BDT 10 each thus comes to
BDT 27,681,150,451, which is 205% of the paid up capital. These dividends are subject to final approval by th shareholders at the forthcoming Annual General Meeting of the company.

Annual Report 2011

124/125

Grameenphone IT Ltd.
FOR THE YEAR ENDED DECEMBER 31, 2011
Dear Shareholders,
On behalf of the Board of Directors, Management and myself, I welcome you all to the 2nd Annual General Meeting of
Grameenphone IT Ltd. (GPIT). We are very delighted to place herewith the Directors’ Report and Auditors’ Report together with the Audited Financial Statements of the Company for the year ended December 31, 2011 for your consideration, approval and adoption. Macroeconomic Perspective
Despite the challenges in the global economy, the IT industry has continued to experience steady growth. Bangladesh has potentials to be one of the preferred IT outsourcing destinations for the future with its skilled work force at a very competitive labour cost. The market analysis indicates that the total Bangladesh software and Information Technology Enabled Services
(ITES) market size is USD 250 million with a steady growth of 20% for the next 2 years. Although the market is still dominated by hardware, more software innovation as application and development, coding, system integration and design are gradually becoming more pronounced. The Bangladesh IT market is fragmented and continues to embrace smaller companies that are engaged in casual and freelance works for the IT industry.
Regulatory Environment and Road Map
By extending the tax exemption for ITES until 2013 and broadening the definition of ITES, the IT service industry has received due attention from the Government. Also being the host of e-Asia 2011, Asia’s premier ICT event, and establishing the new Information and Communication Technology Ministry, the government has reinforced its commitment to Digital
Bangladesh. However, poor infrastructure and lengthy regulatory processing have impeded the growth of the sector.
Though the local industry has continued to attract positive international exposure and interest, the high bandwidth cost, lack of market outreach, and complex regulatory regime are the main reasons for not registering higher growth rate in export earnings. To make a self sufficient local ICT industry and to establish Bangladesh as an attractive outsourcing destination, the government has to adopt a robust plan that includes proper implementation of the current ICT policy, simplification of regulatory processes and supportive policies towards training and development.
Business Summary of the Year 2011
Many changes were initiated throughout the year 2011. At the onset, a new Management Team was appointed, and the commercial division was strengthened towards more focused sales, customer relationship and product development.
The internal organizational processes were designed in a way that it crafts a more customer driven company, supports external revenues, and upholds the overall shape of a professional customer oriented IT Company. Local Focus Group Discussions were established and awareness workshops were arranged to assert ourselves as being part of the industry and take steps to drive the industry forward. At the same time, we have also realized that the potential of this company lies not just within the limits of
Bangladesh, but across the border and hence started to create awareness on a global level.
ISO Certification
In an unprecedented accomplishment, GPIT has prevailed to qualify for ISO 27001 and ISO 20000 Certifications in the very first year of its commencement. While ISO 27001 is protection of customer rights and information security, the ISO 20000 certification is ensuring quality in the processes to deliver high standards IT services. Together, they ensure a robust world class management system, touching all critical areas to ensure effective service delivery. The ISO certification confirms our commitment to quality and adds credibility which is as a prerequisite for entering the global market.

GPIT offers clients complete end-to-end solutions for all their IT needs. GPIT’s own products - a logistics distribution tracking system CRYSTAL, end-to-end people management services, workflow integration through Archival Management System or
Approval Management Systems are high quality solutions that add to the portfolio base for further growth.

GPIT Directors’ Report

Our Products & Services

GPIT’s products and solutions at present are described as follows:

GPIT Products
- Human Resource
Management System (HRMS)
- Approval Management
System (AMS)
- GPIT Crystal (logistics distribution tracking system)

Integration & Managed Services
Banking & Financial Business Support
Solution
- Mobile Banking
- Internet Banking

- ERP

- Loan Origination
System

- Collaboration &
Content
Management

- Enterprise Resource Planning
(ERP)

- Middleware

Communication

Infrastructure

- Contact Center

- Server & Storage

- IP Telephony

- Oracle Exadata, Exalogic
- Video Conferencing
- Unified
Communications

Global Partnership
Partnerships are vital as we develop our business in the domains such as IT Banking, Government and Enterprises. We will continue to serve the domains where we have demonstrated excellence, Telecommunications Industry, as our core competence. GPIT is looking forward for other partnership opportunities with large and medium sized companies that have worked with relevant portfolios and sectors for adding more value to our business. Retaining the existing partnerships and expanding them in a large scale will be our focus in validating and aligning our journey. Our existing partners include IBM, Dell,
HP, Wipro, Huawei, Microsoft, Cisco and other global giants from whom GPIT leverages extensive product/solution and supports. Depending on the preference of the market of price and quality, we will keep an array of options for our customers.
That is why partner management has become very critical to move forward.
Our Employees
GPIT continues to foster development and learning through encouraging a structured approach towards capability analysis and ensuring development initiatives. While the people base increased to close to 400, GPIT introduced innovative and cost effective solutions towards meeting its resource needs. We are utilizing “working from home” concept and flexible hour mechanisms which allows optimum level of productivity and efficiency for both GPIT and its employees. It built its people and process capacity for achieving ISO and CMMI certification and maturity alignment. It also embraced the value of strong and healthy culture building and fostering a capable environment for development of individuals and future leaders. We believe the right mix of innovative HR delivery systems, structured standardization and healthy culture building will nurture organic growth that would lead to a strong successful company in the coming years.
Investment Risk & Concerns
GPIT has made noteworthy efforts in identification, assessment, and prioritization of risks. Concerted actions have also been taken to monitor, minimize, and control the probability and/or impact of events that may trigger risks. GPIT has identified key risks and uncertainties, which may restrict the Company from realizing business objectives as below:
1. Global Recession
2. Currency fluctuation
3. Regulatory vice and uncertainties
4. International Connectivity

Annual Report 2011

126/127

GPIT Directors’ Report

We will continue to take timely measures to control the probability and/or negative impact of the risks mentioned above. We will also look into ways to how we can turn some of the risks into prospects. The global recession with a strong focus on increased cost effectiveness and increased productivity may open opportunities for GPIT’s products and services, which are cost competitive in the global market.

Contribution to the National Exchequer
Grameenphone IT Ltd. paid a significant contribution to the National Exchequer in the last year. The collective contribution to the National Exchequer up to December 2011 was BDT 72 million.

Enhanced Value of Shareholders’ Investment:
The Directors present the financial results of the Company for the year ended December 31, 2011 and recommend the appropriation as mentioned in the “Appropriation of Profit” table below:
Figures in BDT

2011
Profit available for appropriation

2010

126,175,141

Profit /( Loss) during the year

(140,729,616)

126,175,141

Total amount available for appropriation

(14,554,475)

126,175,141

Profit/(Loss) carried forward

(14,554,475)

126,175,141

Dividend
In view of accumulated loss of BDT 14,554,475 during the year up to December 31, 2011, the Directors are unable to offer any dividend to the Shareholders for the year 2011.

Board of Directors & Board Meetings
The composition of the Board of Directors who held office during the year is as below:
1.

Mr. Tore Johnsen

2.

Mr. Raihan Shamsi

3.

Mr. Arild Kaale

4.

Mr. Frode Stoldal

5.

Mr. Haroon Bhatti

6.

Mr. Kazi Monirul Kabir

7.

Mr. Tanveer Mohammad

Mr. Haroon Bhatti was appointed as a Director at the 26th Board meeting on December 12, 2011 in replacement of Mr. Arnfinn
Groven as per provision of the Articles of Association of the Company.
During 2011, a total of 13 (thirteen) Board meetings were held, which met the regulatory requirement in this respect.

Directors’ appointment & Re-appointment
With regard to the appointment, retirement and re-appointment of Directors, the Company is governed by its Articles of
Association, the Companies Act, 1994 and other related legislations. Accordingly, the following Directors of the Board will retire at the Annual General Meeting. They are, however, eligible for re-appointment:
1.

Mr. Raihan Shamsi

2.

Mr. Arild Kaale

3.

Mr. Haroon Bhatti

The appointment, reappointment and replacement of statutory auditors for the Company are governed by the provisions of the
Companies Act 1994. The statutory auditors of the Company, M/S Rahman Rahman Huq, Chartered Accountants, a member firm of KPMG, shall retire in this AGM. The Firm, being eligible, has expressed their willingness to be re-appointed. The Board recommends their re-appointment for the year 2012 and to continue till the next AGM at a fee of BDT 550,000 (Taka Five
Hundred Fifty thousand only) plus applicable VAT.

GPIT Directors’ Report

Appointment of Auditors

Looking ahead 2012 and beyond
GPIT has set the strategies and fundamentals to continue on the journey of profitable growth. The Company will continue to invest in organizational development, process improvement, customer relationship and market presence. We want to be a driving force to build the local IT industry and to make Bangladesh a potential outsourcing destination for software development in collaboration with local partners. We are confident that with the current strategy, progression and steady growth, we will be able to reach our targets.

Acknowledgements
Members of the Board take this opportunity to express their gratitude and sincere thanks to the Shareholders for their continued support and guidance.
The Board also records its appreciation for the employees at all levels for their dedicated services, sincerity, hard works and strong commitment, which enabled the Company to advance to what we perceive to be a sustainable growth path.
Thanking you all and with best regards.
For and on behalf of the Board of Directors of Grameenphone IT Ltd.

Tore Johnsen
Chairman
Grameenphone IT Ltd.
February 08, 2012

Annual Report 2011

128/129

Auditors’ Report &
Audited Financial Statements of
Grameenphone IT Ltd.

Auditors’ Report to the shareholders of
Grameenphone IT Ltd.
Introduction
We have audited the accompanying financial statements of Grameenphone IT Ltd., which comprise the statement of financial position as at 31 December 2011 and the statement of comprehensive income, statement of changes in equity and statement of cash flows for the year then ended, and a summary of significant accounting policies and other explanatory notes.
Management's responsibility for the financial statements
Management is responsible for the preparation and fair presentation of these financial statements in accordance with
Bangladesh Financial Reporting Standards (BFRS), the Companies Act 1994, and other applicable laws and regulations. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatements, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances.
Auditors' responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with Bangladesh Standards on Auditing (BSA). Those standards require that we comply with relevant ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors' judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the financial statements, prepared in accordance with Bangladesh Financial Reporting Standards (BFRS), give a true and fair view of the state of the company's affairs as at 31 December 2011 and of the results of its operations and cash flows for the year then ended and comply with the Companies Act 1994, and other applicable laws and regulations.
We also report that:
a) we have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit and made due verification thereof;
b) in our opinion, proper books of account as required by law have been kept by the company so far as it appeared from our examination of these books; and
c) the statement of financial position (balance sheet) and statement of comprehensive income (profit and loss account) dealt with by the report are in agreement with the books of account and returns.

Auditors
Rahman Rahman Huq
Dhaka, February 07, 2012

Annual Report 2011

130/131

Grameenphone IT Ltd.
Statement of Financial Position as at 31 December 2011
Assets

Notes

2011
Taka

2010
Taka

Non-current assets
Property, plant and equipment, net
Intangible assets, net

4
5

506,945,456
28,084,997
535,030,453

176,822,402
176,822,402

Current assets
Inventories
Accounts receivable
Advances, deposits and prepayments
Advance VAT
Other receivables
Cash and cash equivalents

6
7
8
9
10
11

23,757,854
173,575,301
34,052,375
16,536,405
426,423,498
674,345,433
1,209,375,886

103,488,179
221,221,943
34,076,775
30,016,625
1,890,705
256,572,726
647,266,953
824,089,355

12

75,000,000
(14,554,475)
60,445,525

75,000,000
126,175,141
201,175,141

-

-

392,199,338
239,909,445
259,820,110
1,226,963
234,377,762
3,820,572
17,576,171
1,148,930,361
1,209,375,886

161,032,225
121,923,559
176,839,206
532,484
158,052,956
4,533,784
622,914,214
824,089,355

Total assets
Equity and liabilities
Shareholders' equity
Share capital
Accumulated profit/(loss)

Non-current liabilities
Current liabilities
Advance from customers
Payable for operating expenses
Payable for capital expenditure
Income tax provision
Provisions
VAT liability
Other current liabilities

13
14
15
16
17
9
18

Total equity and liabilities
The annexed notes 1 to 29 form an integral part of these financial statements.

Chairman

Director

Chief Executive Officer

Company Secretary
As per our report of same date

Dhaka, February 07, 2012

Auditors

Grameenphone IT Ltd.
Statement of Comprehensive Income for the year ended 31 December 2011
Notes

1 January to
31 December 2011
Taka

28 January to
31 December 2010
Taka

Revenue

19

1,176,717,464

642,007,224

Cost of services rendered
Gross profit

20

(884,624,503)
292,092,961

(315,086,476)
326,920,748

21
22

(425,520,025)
(14,420,111)
(439,940,136)
(147,847,175)

(201,744,230)
(201,744,230)
125,176,518

23
24

7,215,220
(55,757)
2,872,314
10,031,777
(137,815,398)
(2,914,218)
(140,729,616)

1,724,737
1,724,737
126,901,255
(726,114)
126,175,141

(140,729,616)

126,175,141

Operating expenses
General and administrative expenses
Selling and distribution expenses
Operating profit/(loss)
Finance income, net
Loss on disposal of property, plant and equipment
Foreign exchange gain
Profit/(loss) before income tax
Income tax expenses
Profit/(loss) for the year/period

3.8

Other comprehensive income
Total comprehensive income
The annexed notes 1 to 29 form an integral part of these financial statements.

Chairman

Director

Chief Executive Officer

Company Secretary
As per our report of same date

Dhaka, February 07, 2012

Auditors

Annual Report 2011

132/133

Grameenphone IT Ltd.
Statement of Changes in Equity for the year ended 31 December 2011
Share
capital
Taka

Accumulated profit/(loss) Taka

Total
Taka

Issue of shares
Profit for the period
Other comprehensive income
Balance as at 31 December 2010

75,000,000
75,000,000

126,175,141
126,175,141

75,000,000
126,175,141
201,175,141

Loss for the year
Other comprehensive income
Balance as at 31 December 2011

75,000,000

(140,729,616)
(14,554,475)

(140,729,616)
60,445,525

The annexed notes 1 to 29 form an integral part of these financial statements.

Grameenphone IT Ltd.
Statement of Cash Flows for the year ended 31 December 2011
1 January to
31 December 2011
Taka
Cash flows from operating activities:
Cash receipts from performance of services
Payment to suppliers, contractors and others
Payroll and other payments to employees
Finance income received
Finance costs paid
Income tax paid
Net cash flow from operating activities

28 January to
31 December 2010
Taka

1,455,531,219
(334,446,886)
(590,195,025)
7,771,244
(556,024)
(2,219,739)
535,884,789

611,038,596
(170,368,140)
(260,628,837)
1,936,304
(211,567)
(193,630)
181,572,726

(353,069,121)
(13,003,750)
38,854
(366,034,017)

-

-

75,000,000
75,000,000

Net changes in cash and cash equivalents

169,850,772

256,572,726

Opening balance of cash and cash equivalents
Closing balance of cash and cash equivalents

256,572,726
426,423,498

256,572,726

Cash flows from investing activities:
Payment for acquisition of property, plant and equipment
Payment for acquisition of intangible assets
Proceeds from sale of property, plant and equipment
Net cash used in investing activities
Cash flows from financing activities:
Proceeds from issuance of shares
Net cash flow from financing activities

The annexed notes 1 to 29 form an integral part of these financial statements.

Annual Report 2011

134/135

Grameenphone IT Ltd.
Notes to the financial statements as at and for year ended 31 December 2011
1.

Reporting entity
Grameenphone IT Ltd. (hereinafter referred to as "GPIT/the company") is a private limited company incorporated in
Bangladesh under the Companies Act 1994 with an authorised share capital of Tk 7,500,000,000 divided into
75,000,000 ordinary shares of Tk 100 each. The company was registered on 28 January 2010. The company is a wholly owned subsidiary of Grameenphone Ltd. ("Grameenphone"/"GP"). Registered office of the company is GPHOUSE,
Bashundhara, Baridhara, Dhaka-1229, Bangladesh.
The company launched its commercial operation on 1 April 2010.
The purpose of this company is to provide IT services to Grameenphone Ltd. and other external parties.

2.

Basis of preparation

2.1 Statement of compliance
These financial statements have been prepared in accordance with Bangladesh Financial Reporting Standards (BFRS), the
Companies Act 1994 and other applicable laws in Bangladesh.
These financial statements have been authorised for issue by the board of directors on February 07, 2012.

2.2 Basis of measurement
Except for the employee benefit plan, which is measured on the basis of actuarial valuation, these financial statements have been prepared on the basis of historical cost convention.

2.3 Functional and presentation currency
These financial statements are presented in Bangladesh Taka (Taka/Tk/BDT) which is both functional currency and presentation currency of the company. The amounts in these financial statements have been rounded off to the nearest Taka.

2.4 Use of estimates and judgments
The preparation of these financial statements requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revision to accounting estimates is recognised in the period in which the estimates are revised if the revision affects only that period, or in the period of revision and future periods if the revision affects both current and future periods.
In particular, information about significant areas of estimation uncertainty and critical judgments in applying accounting policies that have significant effect on the amount recognised in the financial statements are described in the following notes:
Note 16

Income taxes

Note 17

Provisions

Note 19

Revenue

2.5 Comparative information
Comparative information presented in these financial statements covers the period from 28 January 2010 (the date of incorporation) to 31 December 2010. Accordingly, comparative figures for the statement of comprehensive income, statement of changes in equity, statement of cash flows and related notes are not entirely comparable.

GPIT - Notes to the Financial Statements

3.

Significant accounting policies
Accounting policies set out below have been applied consistently to all periods presented in these financial statements.

3.1 Property, plant and equipment
(a) Recognition and measurement
Items of property, plant and equipment are measured at cost less accumulated depreciation and accumulated impairment losses, if any.
The cost of an item of property, plant and equipment comprises its purchase price, import duties and non-refundable taxes, after deducting trade discount and rebates, and any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the intended manner. Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment.
When parts of an item of property, plant and equipment have different useful lives, they are accounted for as separate items (major components) of property, plant and equipment.
(b) Subsequent costs
The cost of replacing or upgrading an item of property, plant and equipment is recognised in the carrying amount of the item if it is probable that the future economic benefits embodied within the item will flow to the company and its cost can be measured reliably. The carrying amount of the replaced component is derecognised. The costs of the day to day servicing of property, plant and equipment are recognised in the statement of comprehensive income as incurred.
(c) Depreciation
No depreciation is charged on capital work in progress.
Depreciation on property, plant and equipment is recognized on a straight-line basis over the estimated useful lives of each item of property, plant and equipment. For addition to property, plant and equipment, depreciation is charged from the date of capitalisation up to the month immediately preceding the month of disposal. Depreciation method, useful lives and residual values are reviewed at each reporting date and adjusted if appropriate. The estimated useful lives of the items of property, plant and equipment for the current and comparative periods are as follows:
2011

2010

Computer and other IT equipment

4 years

4 years

Vehicles

4 years

-

Furniture and fixtures

3 years

-

(d) Gains or losses on disposal
An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Gains or losses on disposals are determined by comparing the disposal proceeds with the carrying amounts and are recognised net.
(e) Capital work-in-progress
Capital work in progress consists of acquisition costs of plant, machinery, capital components of other equipment and related installation costs incurred until the date placed in service. In case of purchase of components, capital work in progress is recognised when risks and rewards associated with such assets are transferred to the company.

3.2 Intangible assets
(a) Recognition and measurement
Intangible assets that are acquired by the company and have finite useful lives are measured at cost less accumulated amortisation and accumulated impairment losses, if any. Intangible assets are recognised when all the conditions for recognition as per BAS 38: Intangible assets are met. The cost of an intangible asset comprises its purchase price, import duties and non-refundable taxes and any directly attributable cost of preparing the asset for its intended use.

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GPIT - Notes to the Financial Statements

(b) Subsequent costs
Subsequent costs are capitalised only when they increase the future economic benefits embodied in the specific asset to which they relate. All other costs are recognised in profit or loss as incurred.
(c) Amortisation
Amortisation is recognised in profit or loss on a straight line basis over the estimated useful lives of intangible assets, from the date that they are available for use. The estimated useful lives are as follows:
2011
Software

2010

3 years

-

Amortisation methods, useful lives and residual values are reviewed yearly and adjusted, if appropriate.

(d) Derecognition
An intangible asset is derecognized on disposal, or when no future economic benefits are expected from its continued use.
Gains or losses on disposals are determined by comparing the disposal proceeds with the carrying amounts and are recognised net.

3.3 Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

3.3.1 Financial assets
Financial assets of the company include cash and cash equivalents, accounts receivable and other receivables and deposits. The company initially recognises receivables on the date they are originated. All other financial assets are recognised initially on the date at which the company becomes a party to the contractual provisions of the transaction. The company derecognises a financial asset when the contractual rights or probabilities of receiving the cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows on the financial asset in a transaction in which substantially all the risks and rewards of ownership of the financial asset are transferred.
(a) Accounts receivable
Accounts receivable represents the amounts due from customers for IT related services, and includes both billed and unbilled portion of such services at the reporting date. Accounts receivable is stated net of provision for doubtful debts., if any. (b) Cash and cash equivalents
Cash and cash equivalents comprise cash balances on hand and balances with various banks. Bank overdrafts that are repayable on demand, form an integral part of the company’s cash management are included as a component of cash and cash equivalents.
(c) Other receivables
Other receivables includes reimbursable expenses from Grameenphone, Telenor Consult AS, Telenor Start II AS, and others.
(d) Deposits
This represents amounts deposited in connection with participation in tenders as earnest money and/or bank guarantee.
The amounts are refundable upon fulfilment of performance conditions if contract is awarded. For unsuccessful bids, the amounts are refundable immediately.

Financial liabilities are recognised initially on the transaction date at which the company becomes a party to the contractual obligations arising from the past events and the settlement of which is expected to result in an outflow of resources embodying economic benefit. The company derecognises a financial liability when its contractual obligations are discharged or cancelled or exp

GPIT - Notes to the Financial Statements

3.3.2 Financial liabilities

Financial liabilities include payable for operating expenses, payable for capital expenditure, provisions, advance from customers and other current liabilities.

3.4 Impairment
(a) Financial assets
Financial assets are assessed at each reporting date to determine whether there is any objective evidence of impairment.
Financial assets are 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 are impaired can include default or delinquency by a debtor, indications that a debtor or issuer will enter bankruptcy, etc.
(b) Non-financial assets
An asset is impaired when its carrying amount exceeds its recoverable amount. The company assesses yearly whether there is any indication that an asset or a Cash Generating Unit (CGU) may be impaired. If any such indication exists, the company estimates the recoverable amount of the asset or CGU. The recoverable amount of an asset or a CGU is the higher of its fair value less costs to sell and its value in use. Carrying amount of the asset is reduced to its recoverable amount by recognising an impairment loss, if and only if, the recoverable amount of the asset is less than its carrying amount.
Impairment loss is recognised immediately in profit or loss, unless the asset is carried at revalued amount. Any impairment loss of a revalued asset is treated as a revaluation decrease.

3.5 Revenue
Revenues are measured at fair value of the consideration received or receivable, net of discount and sales related taxes
(e.g. VAT). Revenues are reported gross with separate recording of expenses to vendors of products or services. However, when the company acts only as an agent or broker on behalf of suppliers of products or services, revenues are reported on a net basis. Revenues of Grameenphone IT Ltd. arise from:
(a) Sale of software
Revenue from the sale of software is recognised when significant risks and rewards associated with the software is transferred and the entity retains neither significant managerial involvement nor effective control over the software. The other criteria for revenue recognition, i.e. availability of reliable measure for revenue and associated costs and probable flow of economic benefits to the entity must also be met.
Accordingly delivery of a software is not considered complete and revenue is not recognised when the software is shipped subject to installation and the installation is a significant part of the contract which has not yet been completed by the company. (b) IT service revenue
Revenue from IT service is recognised on a percentage of completion basis. Percentage of completion of service is determined upon periodic review and usually evidenced by work completion certificate. Revenue is recognised only when it is probable that the economic benefits associated with the transaction will flow to the entity.
(c) Revenue from Construction contracts
When the outcome of a construction contract can be estimated reliably, revenue from construction contracts is recognized by reference to the stage of completion of the contract activity at the end of the reporting period. The stage of completion of a contract is determined in a variety of ways depending on the nature of the contract. The entity uses the method that measures reliably the work performed. The methods include cost-to-cost, survey of work performed and completion of physical proportion of the contract work.

Annual Report 2011

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GPIT - Notes to the Financial Statements

If circumstances arise that may change the original estimates of revenues, costs or extent of progress toward completion, estimates are revised. These revisions may result in increases or decreases in estimated revenues or costs and are reflected in the profit or loss for the period in which the circumstances that give rise to the revision become known by management.
When the outcome of a construction contract cannot be estimated reliably, revenue is recognized only to the extent of recoverable contract costs incurred and contract costs are recognized as an expense in the period in which they are incurred. An expected loss on the construction contract is recognized as an expense immediately.

3.6 Foreign currency transactions
Transactions in foreign currencies are recorded in the books at the rate of exchange prevailing on the date of the transaction. Monetary assets and liabilities in foreign currencies at the date of statement of financial position are translated into Bangladesh taka at the rate of exchange prevailing at that date. Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value was determined. Exchange differences arising on the settlement of monetary items or on translating monetary items at the end of the reporting period are recognised in profit or loss as per BAS 21: The Effects of
Changes in Foreign Exchange Rates.

3.7 Inventories
Cost of inventories include expenditure incurred in acquiring the inventories, and other costs incurred in bringing them to their existing location and condition. Net realisable value is based on estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.
Grameenphone IT Ltd. measures service related inventories at the lower of cost or net realizable value. Inventory costs consist primarily of cost for the personnel directly engaged in providing the service, including supervisory personnel, other direct costs and attributable overheads.
Cost of software inventory for customers is specifically identified on a item by item basis since these items are not interchangeable with each other.

3.8 Income tax expense
Income tax expense is recognised in the statement of comprehensive income except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
As per the provisions of Income Tax Ordinance 1984 (ITO), IT enabled services are subject to tax exemption until 30 June
2013. However, income from sources other than IT enabled services are taxable as per Income Tax Ordinance 1984.
Applicable income tax for such other income is 37.5%. as per Finance Act 2011.

3.9 Employee benefits
The company maintains both defined contribution plan and defined benefit plan for its eligible permanent employees.
(a) Defined contribution plan (provident fund)
The company contributes 10% of basic salary of all eligible permanent employees to a provident fund (defined contribution plan) constituted under an irrevocable trust, while the employees also contribute an equal amount to the fund as per the rules of the trust deed.
The company recognises contribution to defined contribution plan as an expense when an employee has rendered services in exchange for such contribution. The legal and constructive obligation is limited to the amount it agrees to contribute to the fund.

The company provides retirement benefit in the form of gratuity payments determined by reference to employees' earnings and years of service to each eligible employees at the time of retirement/separation. Gratuity obligation at the reporting date is measured on the basis of actuary valuation.
(c) Short term employee benefits

GPIT - Notes to the Financial Statements

(b) Defined benefit plan (gratuity)

Short term employee benefits include salary, bonuses, leave encashment. Obligations for such benefits are measured on an undiscounted basis and are expensed as the related service is provided.

3.10 Provisions
A provision is recognised in the statement of financial position when the company has a legal or constructive obligation as a result of a past event, it is probable that an outflow of economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Provision is ordinarily measured at the best estimate of the expenditure required to settle the present obligation at the date of statement of financial position. Where the effect of time value of money is material, the amount of provision is measured at the present value of the expenditures expected to be required to settle the obligation.

3.11 Events after the reporting period
Events after the reporting period that provide additional information about the company's position at the date of statement of financial position or those that indicate the going concern assumption is not appropriate are reflected in the financial statements. Events after the reporting period that are not adjusting events are disclosed when material.

Annual Report 2011

140/141

Capital work in progress

equipment (Note 4.1)

Computer and other IT

Name of assets

2010

Capital work in progress

8,207,244

176,839,206
185,046,450

-

8,207,244

-

(8,207,244)

(8,207,244)

-

-

(585,134,972)

(585,028,210)

(106,762)

-

-

(106,762)

Disposal/
Adjustment
during the year
Taka

Cost

-

Addition during the year
Taka

1,001,416,654

176,839,206

As at
28 January
2010
Taka

416,396,248

168,631,962

13,394,884
585,020,406

8,207,244

Furniture and fixtures

24,000,000

547,625,522

Disposal/
Adjustment
during the year
Taka

Cost

-

8,207,244

Addition during the year
Taka

Vehicles

equipment (Note 4.1)

Computer and other IT

Name of assets

As at
1 January
2011
Taka

Property, plant and equipment, net

2011

4

176,839,206

168,631,962

8,207,244

8,207,244

As at
31 December
2010
Taka

593,120,888

-

593,120,888

13,394,884

24,000,000

555,726,004

As at
31 December
2011
Taka

As at
1 January
2010
Taka

-

-

-

-

16,804

-

16,804

-

-

16,804

As at
1 January
2011
Taka

16,804

-

16,804

16,804

Charged during the year
Taka

(12,151)

-

(12,151)

-

-

(12,151)

-

-

-

-

Disposal/
Adjustment
during the year
Taka

Depreciation

86,170,779

-

86,170,779

996,009

2,606,047

82,568,723

Disposal/
Adjustment
during the year
Taka

Depreciation
Charged
during the year
Taka

16,804

-

16,804

16,804

As at
31 December
2010
Taka

86,175,432

-

86,175,432

996,009

2,606,047

82,573,376

As at
31 December
2011
Taka

176,822,402

168,631,962

8,190,440

8,190,440

As at
31 December
2010
Taka

Carrying amount

506,945,456

-

506,945,456

12,398,875

21,393,953

473,152,628

As at
31 December
2011
Taka

Carrying amount

GPIT - Notes to the Financial Statements

Annual Report 2011

142/143

29,455,042
58,910,084

-

29,455,042

-

(29,455,042)

(29,455,042)

Disposal/
Adjustment
during the year
Taka

Cost

Capital work in progress

As at
1 January
2011
Taka
-

Name of assets

Intangible assets, net

Addition during the year
Taka

2011
Taka
74,311,849
11,858,930
86,170,779

Software

5

Cost of services rendered (Note 20)
General and administrative expenses (Note 21)

4.2 Allocation of depreciation charged during the year

29,455,042

-

29,455,042

As at
31 December
2011
Taka

2010
Taka
16,804
16,804

As at
1 January
2011
Taka

-

-

-

1,370,045

-

1,370,045

Charged during the year
Taka

-

-

-

Disposal/
Adjustment
during the year
Taka

Depreciation

4.1 Computer and other IT equipment include laptops, notebooks, scanners, UPS, Network Equipment and other IT related accessories.

28,084,997

-

28,084,997

As at
31 December
2011
Taka

Carrying amount

GPIT - Notes to the Financial Statements

1,370,045

-

1,370,045

As at
31 December
2011
Taka

GPIT - Notes to the Financial Statements

6

Inventories
Inventories include software and hardware for different projects for GP and other customers.
2011
Taka
Software/service inventories
IT hardware

6.1 Movement of inventories

Balance as at 28 January 2010
Addition during 2010
Issue during 2010
Balance as at 31 December 2010
Addition during 2011
Issue during 2011
Balance as at 31 December 2011
7

Accounts receivable

IT services to Grameenphone
IT services to other Telenor entities
IT services to other external customers

2010
Taka

1,178,506
22,579,348
23,757,854

103,488,179
103,488,179

Software/service inventories Taka

IT hardware
Taka

103,488,179
103,488,179
144,864,768
(247,174,441)
1,178,506

47,979,931
(25,400,583)
22,579,348

2011
Taka

2010
Taka

161,674,105
5,682,397
6,218,799
173,575,301

217,400,297
2,297,652
1,523,994
221,221,943

As at the statement of financial position date, the above receivable does not include any receivable from:
(a) the directors and other officers of the company; and
(b) firms or private limited companies respectively in which any director of the Company is a partner, director or member.
The entire amount of the above receivable is considered good. However, no security was received against the amount.

Advances, deposits and prepayments

Advances
Advance to employees (Note 8.1)
Deposits
Deposit for bank guarantee
Security deposits

Prepayments
Group insurance premium
Software implementation support fees (Note 8.2)
Service maintenance fees

2011
Taka

2010
Taka

3,295,716

9,048,385

2,700,000
4,031,408
6,731,408

-

4,955,131
19,070,120
24,025,251
34,052,375

GPIT - Notes to the Financial Statements

8

3,631,615
21,243,620
153,155
25,028,390
34,076,775

8.1 Advance to employees
Advance to employees represents advances made to employees for foreign travel, training, meeting, workshop, presentation etc in. No advances were made to the shareholder directors during the year.
8.2 Software implementation support fees
This represents the amount paid in advance to Oracle Corporation Singapore Pte. Ltd. as fees for implementation support services.
9

Advance VAT/VAT liability
This represents balance of VAT current account maintained with NBR.

10 Other receivables
Other receivables include receivable for reimbursable expenses from Telenor Consult AS, Grameenphone and others.
11 Cash and cash equivalents
Cash in hand
Cash at bank

426,423,498
426,423,498

39,742
256,532,984
256,572,726

As at the reporting date the company did not have any restriction on its cash balances.

Annual Report 2011

144/145

GPIT - Notes to the Financial Statements

12 Share capital
2011
Taka
Authorised:
75,000,000 ordinary shares of Tk. 100 each

2010
Taka

7,500,000,000

75,000,000

Issued, subscribed and paid-up:
750,000 ordinary shares of Tk. 100 each

7,500,000,000

75,000,000

Shareholding position of the company as at 31 Decemer 2011 was as follows:

No. of shares

Grameenphone Ltd.
Mr. Raihan Shamsi

749,999
1
750,000

Percentage of holding
99.9999%
0.0001%
100%

Amount
Taka
74,999,900
100
75,000,000

13 Advance from customers

Advance from Grameenphone:
Service maintenance fee
NERM projects
Advance from external customers

14 Payable for operating expenses
Payable to Grameenphone (Note 14.1)
Payable to others:
Service maintenance fees
Office rent
Office running expenses
Employee travel and training expenses
Consultancy and professional fees
Other operating expenses

2011
Taka

2010
Taka

391,114,950
391,114,950
1,084,388
392,199,338

161,032,225
161,032,225
161,032,225

121,527,655

88,209,424

3,388,873
7,042,118
1,659,872
102,608,445
3,682,482
118,381,790
239,909,445

11,168,780
1,248,500
18,700,373
1,373,688
1,222,794
33,714,135
121,923,559

14.1 Payable to Grameenphone
This represents the amount payable to Grameenphone on account of rent for head office at GPHOUSE Tk. 46,958,869 (2010: Tk.
17,132,616) and other expenses paid by GP on behalf of GPIT.
15 Payable for capital expenditure
Payable to Grameenphone (Note 15.1)
Payable to others

127,337,217
132,482,893
259,820,110

168,631,953
8,207,253
176,839,206

15.1 Payable to Grameenphone
This represents the cost of computer and other IT equipment transferred from GP to GPIT. The purchase process was facilitated by GP in terms of execution of the transaction (including arrangement with vendors, inspection, etc.).

2011
Taka
Opening balance
Provision made during the year/period
Advance income tax paid
Closing balance

2010
Taka

532,484
2,914,218
3,446,702
(2,219,739)
1,226,963

726,114
726,114
(193,630)
532,484

95,852,719
109,535,466
550,657
525,000
22,960,498
4,953,422
234,377,762

GPIT - Notes to the Financial Statements

16 Income tax provision

66,190,077
75,107,867
14,409,948
525,000
1,820,064
158,052,956

17 Provisions
Short term employee benefits (Note 17.1)
IT service maintenance charge (Note 17.2)
Training and travel expenses
Audit fee
Consultancy and professional fees
Other operating expenses (Note 17.3)

17.1 Short term employee benefits
This represents provision for employee salary, bonus and leave encashment outstanding at the reporting date.
17.2 IT service maintenance charge
This represents mainly provision for IT maintenance service, software support service and other IT related services received by the company during 2011. The amount includes Tk 1,902,900 (2010: Tk. 47,931,921) payable as a reimbursement of IT service cost borne by GP on behalf of GPIT.
17.3 Other operating expenses
Provision for other operating expenses includes provisions for office running expenses, advertising and promotional expenses.
18 Other current liabilities
Other current liabilities include payables to Telenor, taxes deducted at source from employees and suppliers etc.

Annual Report 2011

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GPIT - Notes to the Financial Statements

19 Revenue

IT service revenue from:
Grameenphone Ltd (Note 19.1)
Other Telenor entities
External customers

1 January to
31 December 2011
Taka
1,123,863,435
16,973,803
35,880,226
1,176,717,464

28 January to
31 December 2010
Taka
638,384,360
2,297,652
1,325,212
642,007,224

19.1 IT service revenue from Grameenphone
This represents the amount of service charge earned against IT services provided to Grameenphone Ltd. These services include maintenance of IT equipment, maintenance of billing, financial and other software, IT project implementation, supervision and other related services.
20 Cost of services rendered
Personnel expenses (Note 20.1)
Service maintenance fees
Cost of IT support materials
Depreciation and amortisation

377,495,728
158,871,856
272,575,024
75,681,895
884,624,503

231,972,486
83,097,186
16,804
315,086,476

20.1 Personnel expenses
This includes salary, bonus, contribution to provident fund and other employee related expenses. Personnel expenses were allocated to cost of service rendered and general and administrative expenses in the following manner:
Cost of service rendered
General and administrative expenses

21 General and administrative expenses
Personnel expenses (Note 20.1)
Legal and consultancy fees
Statutory audit fee
Office rent
Utility and maintenance
Vehicle running expenses
Office stationery, printing materials, etc.
Entertainment expenses
Advertisement, travel, training, and others
Depreciation

377,495,728
242,361,939
619,857,667

231,972,486
85,798,043
317,770,529

242,361,939
52,565,369
525,000
36,655,548
7,983,706
24,003,898
6,430,858
612,588
42,522,189
11,858,930
425,520,025

85,798,043
31,306,142
525,000
28,534,815
5,447,082
10,408,628
11,776,435
560,320
27,387,765
201,744,230

22 Selling and distribution expenses
These represent expenses incurred in connection with corporate branding and other promotional activities.
23 Finance income, net
Finance income
Finance expense

7,771,244
(556,024)
7,215,220

1,936,304
(211,567)
1,724,737

Finance income represents interest earned on bank deposits, while finance expense represents mainly bank charges, LC related charges, etc.
24 Loss on disposal of property, plant and equipment
Disposal proceeds
Carrying amount of the assets disposed off

38,854
(94,611)
(55,757)

-

The company management has overall responsibility for the establishment and oversight of the company's risk management framework.
Risk management policies, procedures and systems are reviewed regularly to reflect changes in market conditions and the company's activities. The company has exposure to the following risks from its use of financial instruments.
 Credit risk
 Liquidity risk
 Market risk

GPIT - Notes to the Financial Statements

25 Financial risk management

25.1 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.
Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. As at 31 December 2011, substantial part of the receivables are those from Grameenphone and other Telenor entities and subject to insignificant credit risk. Risk exposures from other financial assets, i.e. Cash at bank and other external receivables are also nominal.
(a) Exposure to credit risk
The carrying amount of financial assets represents the maximum credit exposure. The maximum exposure to credit risk at the reporting date was: Accounts receivable:
IT services to Grameenphone
IT services to other Telenor entities
IT services to other external customers

Other receivables
Deposits
Cash at bank

2011
Taka

2010
Taka

161,674,105
5,682,397
6,218,799
173,575,301

210,935,580
8,762,369
1,523,994
221,221,943

16,536,405
6,731,408
426,423,498
449,691,311
623,266,612

1,890,705
256,532,984
258,423,689
479,645,632

The maximum exposure to credit risk for accounts receivable as at the reporting date by geographic region was:
Domestic
Foreign

166,387,286
7,188,015
173,575,301

218,924,291
2,297,652
221,221,943

(b) Ageing of receivables
The aging of gross accounts receivable as at the statement of financial position date was as follows:
0-90 days past due
90-180 days past due over 180 days past due

155,129,776
5,531,215
12,914,310
173,575,301

221,221,943
221,221,943

Annual Report 2011

148/149

GPIT - Notes to the Financial Statements

25.2 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, 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.
In extreme stressed conditions, the company may get support from the parent company in the form of short term financing.
The carrying amount of financial liabilities represent the maximum exposure to liquidity risk. The maximum exposure to liquidity risk as at 31
December was:
2011
2010
Carrying amount
Maturity period
Carrying amount
Maturity period
Taka
Months
Taka
Months
Payable for operating expenses
239,909,445
6 months or less
121,923,559
6 months or less
Payable for capital expenditure
259,820,110
-do176,839,206
-doOther current liabilities
17,576,171
-do4,533,784
-do517,305,726
303,296,549
25.3 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.
(a) Currency risk
The company is exposed to currency risk on certain revenues and purchases such as IT service revenue from foreign customers and import of IT equipment, software and software support services.
The Company's exposure to foreign currency risk was as follows based on notional amounts (in Taka):

USD
Foreign currency denominated assets
Accounts receivable
Other receivables
Cash at bank

Foreign currency denominated liabilities
Payable to other Telenor entities
Trade and other payables for expenses
Net exposure

As at 31 December 2011
NOK

5,682,397
10,595,051
607,645
16,885,093

-

1,505,618
1,505,618

(11,583,657)
(11,583,657)
5,301,436

(111,281,108)
(111,281,108)
(111,281,108)

1,505,618

USD
2,297,652
-

Foreign currency denominated assets
Foreign currency denominated liabilities

As at 31 December 2010
NOK
-

The following exchange rates have been applied:
Exchange rate as at

US Dollar (USD)
Norwegian Kroner (NOK)
EURO (EUR)

EUR

31 Dec 2011
Taka
82.40
15.64
108.03

31 Dec 2010
Taka
71.40
13.85
96.94

EUR
-

Foreign exchange rate sensitivity analysisAn increase/(decrease) of 10 basis points in exchange rates 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

Taka

Taka

Taka

Taka

USD

5,301

(5,301)

5,301

(5,301)

NOK

(111,281)

111,281

(111,281)

111,281

EURO

1,506

(1,506)

1,506

(1,506)

(104,474)

104,474

(104,474)

104,474

USD

(115,123)

115,123

(115,123)

115,123

NOK

-

-

-

GPIT - Notes to the Financial Statements

Currency risk (Contd…)

-

2011
Expenditures denominated in:

2010
Expenditures denominated in:

EURO

-

-

-

-

(115,123)

115,123

(115,123)

115,123

(b) Interest rate risk
The only interest bearing financial instrument for the company is the short notice deposit (SND) account maintained by the company with its banks. Historically, interest rates for such instruments show little fluctuation. Interest rate risk for the company is therefore insignificant.
26 Related party disclosures
During the period, the company entered into a number of transactions with related parties in the normal course of business. The names of the related parties and nature of these transactions have been set out below in accordance with the provisions of BAS 24: Related Party
Disclosures.
Related party transactions during the year/period
Name of related parties and nature of relationship

Nature of transaction

2011
Taka

2010
Taka

Grameenphone Ltd.

Revenue from IT services

856,328,939

633,428,614

(parent company)

Sale of software

267,534,496

-

29,826,253

17,132,616

Office rent
Telenor Broadcast Holding AS

Revenue from IT service

6,068,558

2,297,652

Telenor Serbia

Revenue from IT service

9,327,210

-

Telenor Start II AS

Cell Bazaar revenue sharing

1,578,035

665,746

Telenor Consult AS

Consultancy expenses

102,740,233

-

Annual Report 2011

150/151

GPIT - Notes to the Financial Statements

Related party disclosures (Contd...)
Receivable from/(payable to) related parties
Name of related parties and nature of relationship

Nature of transaction

2011
Taka

Grameenphone Ltd.

Receivable for IT services

161,674,105

210,935,580

(parent company)

Receivable for reimbursable expenses

3,999,110

-

Advance received

(391,114,950)

(161,032,225)

Liabilities for operating expenses

(76,471,686)

(71,076,808)

Office rent payable
Payable for capital expenditure

2010
Taka

(46,958,869)

(17,132,616)

(127,337,217)

(168,631,953)

-

2,297,652

Telenor Broadcast Holding AS

Receivable for IT services
Other payables

(824,000)

-

Telenor Start II AS

Receivable for cell Bazaar revenue sharing

1,942,244

-

Payable for cell Bazaar revenue sharing

(710,395)

(665,746)

Receivable for IT services

5,581,187

-

Telenor Serbia
Telenor ASA

Receivable for IT services

Telenor Consult AS

Payable for consultancy
Other receivable

101,210

-

(102,605,001)

-

10,595,051

-

26.1 Key management personnel compensation
2011
Taka
Short-term employee benefits (salary and other allowances)

2010
Taka

124,667,722

113,146,296

Post employment benefits (provident fund, gratuity, etc.)

15,981,060

8,060,965

Other long-term benefits

2,096,025

3,566,944

142,744,807

124,774,205

Key management personnel includes employees of the rank of Deputy General Manager (DGM), DGM equivalent and above.
27 (Expenses)/(expenditures) and revenue in foreign currency during the year/period
CIF value of imports:
Capital inventory
Other operating inventory
Consultancy expenses
IT service revenue

(4,293,661)

(96,164,211)

(54,657,367)

(21,243,620)

(132,387,597)

-

19,092,656

2,297,652

28 Capital commitments
As at 31 December 2011, Grameenphone IT Ltd had a capital commitment of Tk. 364,502,196 (2010: Tk 64,514,024) for purchase of IT equipment, installation of such equipment and other implementation services.
29 Other disclosures
29.1 As at 31 December 2011, number of regular employees receiving remuneration of Tk. 36,000 or above per annum was 386 (2010: 356).
29.2 Events after the reporting period
There was no event after the reporting period that requires either disclosure of or adjustment to these financial statements.

17,093 crore BDT

investments in network infrastructure development

Annual Report 2011

152/153

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

2. Stock Exchange Listing
The Ordinary Shares of the Company are listed in the Dhaka and Chittagong Stock Exchange Ltd. Company trading code is
[GP].
3. Distribution Schedule of the Shares as on December 31, 2011
Range of Shareholdings
001

to

500

501

to

5,001

Number of Shareholders

Total Number of Shares

Percentage

68,470

15,227,428

1.13%

5,000

16,547

23,941,792

1.77%

to

10,000

1,099

7,980,838

0.59%

10,001

to

20,000

524

7,324,730

0.54%

20,001

to

30,000

141

3,458,975

0.26%

30,001

to

40,000

82

2,849,538

0.21%

40,001

to

50,000

46

2,118,778

0.16%

50,001

to

100,000

89

6,403,346

0.47%

100,001

to

1,000,000

93

26,703,195

1.98%

1,000,000,000

14

1,254,291,402

92.89%

87,105

1,350,300,022

100%

1,000,001 to
Total
4. Dividend
For the Year

Dividend Rate

Dividend Per
Share (BDT)

Par Value
Per Share (BDT)

Dividend Type

2011

65% (Proposed Final Dividend)

6.50

10.00

Cash

140 % (Interim Dividend)

14.00

10.00

Cash

85 % (Final Dividend)

8.50

10.00

Cash

35 % (Interim Dividend)

3.50

10.00

Cash

2009

60%

6.00

10.00

Cash

2008

13%

0.13

1.00

Cash

In 2008*

400%

-

-

Bonus Share

2007

62%

26.66

43.00

Cash

2010

* 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.

I. Monthly Open, Close, High and Low share price and volume of the Company’s Shares traded at Dhaka Stock Exchange Ltd.
(DSE) during the year 2011:
Month

Open
(BDT)

High
(BDT)

Low
(BDT)

Close
(BDT)

Total Volume

January’11

248.9

259

205

237.3

21,532,600

February’11

239

242

136.2

139.9

17,862,600

March’11

148

192

142.1

173.9

19,178,400

April’11

175

177

151.5

157.2

12,032,400

May’11

155.9

159

138

148.50

7,446,000

June’11

148.1

165

137.9

163.9

14,050,400

July’11

166

219

160.4

189.6

37,714,400

August’11

188.6

193.4

171.1

179.7

13,864,600

September’11

180.4

182.5

154.2

163.6

9,636,200

October’11

165

167.9

135.8

159.3

15,666,800

November’11

163

178

146.5

164.2

14,894,600

December’11

165

166.2

153

163.5

Useful Information for Shareholders

5. GP Share Performance at Stock Exchanges

8,372,600

Total Shares traded during the year

192,251,600

Note:
a. The highest share price of Grameenphone Ltd. at Dhaka Stock Exchange Ltd. (DSE) was BDT 259.0 in January 2011 and the lowest share price was BDT 135.8 in October 2011.

II. Monthly Open, Close, High and Low share price and volume of the Company’s Shares traded at Chittagong Stock
Exchange Ltd. (CSE) during the year 2011:
Month

Open
(BDT)

High
(BDT)

Low
(BDT)

Close
(BDT)

Total Volume

January’11

246.3

257

200.1

236.8

5,341,800

February’11

240

243

137

140.4

4,170,200

March’11

144

193

142

173.5

4,906,200

April’11

173.5

176.8

151.1

157.3

2,467,800

May’11

157.3

160

138

148.80

1,902,000

June’11

148.8

165

138

163.5

2,429,800

July’11

163.5

220

160

189.8

5,045,400

190

193.8

171.1

179.8

1,987,000

September’11

179.8

182

154

163.5

1,581,800

October’11

163.5

167.5

136.5

157.7

3,178,800

November’11

163.5

171.6

147.4

163.8

4,717,600

December’11

163.8

165

153.9

164

2,538,012

August’11

Total Shares traded during the year

40,266,412

Note:
a. The highest share price of Grameenphone Ltd. at Chittagong Stock Exchange Ltd. (CSE) was BDT 257.0 in January 2011 and the lowest share price was BDT 136.5 in October 2011.

Annual Report 2011

154/155

DSE

CSE

High
(BDT)

Low
(BDT)

High
(BDT)

Low
(BDT)

During Quarter Ended
31-Mar-11

259.0

136.2

257.0

137.0

30-Jun-11

177.0

137.9

176.8

138.0

30-Sep-11

219.0

154.2

220.0

154.0

31-Dec-11

178.0

135.8

171.6

136.5

IV. GP Share Price Trend Year wise
DSE

CSE

2011

2010

2011

2010

Highest Price (BDT)

259.0

395.0

257.0

396.5

Lowest Price (BDT)

135.8

187.0

136.5

188.7

V. GP Share Price Performance in DSE 2011
Standalone GP Share Performance

Relative performance of GP against DSE

120

4500

250

4000

12%

100

10%

80

8%

60

6%

40

4%

20

2%

2500

150

2000
1500

100

1000

Rebased Scale

3000

Shares Traded

200
171

% of DSE Turnover

3500

GP Price

Useful Information for Shareholders

III. Quarterly high-low price history of the Company’s share for the year 2011

500
0

50
Jan

Feb

Mar

Apr

May

Jun

No of Shares Traded ('000)

Jul

Aug

Closing Price (BDT)

Sep

Oct

Nov

Dec

0

0%

Jan

Feb

Mar

Apr

May

GP Turnover as % of DSE

Average Price (BDT)

Jun

Jul

Aug

GP(Adjusted & Rebased)

Sep

Oct

Nov

Dec

DGEN (Rebased)

6. Subsidiary Company
Name of the Company

Holding

Activity

Grameenphone IT Ltd.

100%

IT Company

(The Grameenphone IT Ltd. was incorporated on January 28, 2010)

6. Credit Rating
The Company’s credit rating was reaffirmed by Credit Rating Agency of Bangladesh Ltd. (CRAB) on January 05, 2012.
Long Term

Short Term

AAA

ST-1

8.

Company Website
Anyone can get information regarding Company’s activities, products & services or can view Annual Report 2011 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 Company website: www.grameenphone.com

10. Shareholder Services
If you have any queries relating to your shareholding, please contact at 01711555888 or mail to GP Share Office at shareoffice@grameenphone.com. Annual Report 2011

156/157

Grameenphone Ltd.
Registered Office: GPHouse, Bashundhara, Baridhara, Dhaka-1229
Share Office: Ardent Tower, Plot#9, Road#113/A, Gulshan-2, Dhaka-1212

Notice of the 15th Annual General Meeting
Notice is hereby given that the 15th Annual General Meeting of Grameenphone Ltd. will be held on Tuesday, April 10, 2012 at
10:00 am at Bangabandhu International Conference Centre (BICC), Agargaon, Sher-E-Bangla Nagar, Dhaka-1207 to transact the following businesses:

AGENDA
1.

Consideration and adoption of the Directors’ Report and the Audited Financial Statements of the Company for the year ended December 31, 2011 together with the Auditors’ Report thereon.

2. Declaration of Dividend for the year ended December 31, 2011 as recommended by the Board of Directors.
3. Election/Re-election of Directors.
4. Appointment of Auditors and fixation of their remuneration.
By order of the Board of Directors
Sd/Hossain Sadat
Company Secretary

March 13, 2012

Notes:


Members whose names appeared on the Members/Depository Register as on “Record Date” i.e. February 19, 2012 are 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 Share Office located at Ardent Tower, Plot #9,
Road #113/A, Gulshan-2, Dhaka-1212 not later than 72 hours before commencement of the AGM.



Members/Proxies are requested to record their entry in the AGM well in time on April 10, 2012. The registration counter will open at 8:00 am on the AGM date.



In case of non-receiving of Annual Report 2011 of the Company sent through courier, Members may collect the same from the Company’s
Share Office within April 09, 2012. No additional Annual Report will be distributed at AGM venue. Annual Report will also be posted on the
Investor Relations section of the Compony’s website: www.grameenphone.com.



Members are requested to submit to the Company’s Share Office on or before April 01, 2012, their written option to receive dividend. In case of non-submission of such option within the stipulated time, the dividend will be paid off as deemed appropriate by the Company.



Grameenphone is concerned about the environment and utilizes natural resources in a sustainable way. We request the members to update their email address and contact number (mobile/fixed phone) with their respective Depository Participant (DP) for quicker and easier communication. Such cooperation will help conserve paper and minimize the impact on the environment.

xÿJKjf ßv~JrPyJøJrmOPªr xh~ ImVKfr \jq \JjJPjJ pJPóZ ßp, IJxjú mJKwtT xJiJre xnJ~ ßTJj k´TJr CkyJr/UJmJr/ßTJj irPjr Tákj k´hJPjr mqm˙J gJTPm jJÇ

Grameenphone Ltd.
Registered Office: GPHouse, Bashundhara, Baridhara, Dhaka-1229

Proxy Form
I/We

of . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . being Member of Grameenphone Ltd. do hereby appoint

..........................................................................................

....................................................................................

Mr/Ms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . of . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . as my/our PROXY to attend and vote on my/our behalf at the 15th Annual General Meeting of the Company to be held on
Tuesday, April 10, 2012 at 10:00 am at Bangabandhu International Conference Center (BICC), Agargaon, Sher-e-Bangla Nagar,
Dhaka-1207 and at any adjournment thereof.
Signed this . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . day of . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2012.

..........................................

..........................................

Signature of the Member(s)

Signature of the PROXY

Number of Shares held . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Notes:


The Proxy Form, duly filled and stamped, must be deposited at the Company’s Share Office located at Ardent Tower, Plot#9, Road
#113/A. Gulshan-2, Dhaka-1212 not later than 72 hours before commencement of the AGM.



Signature of the Member(s) must be in accordance with the Specimen Signature recorded with the Company.

Signature Verified by
Authorised Signatory of the Company

Grameenphone Ltd.
Registered Office: GPHouse, Bashundhara, Baridhara, Dhaka-1229

Attendance Slip
I/We do hereby record my/our attendance at the 15th Annual General Meeting of the Company being held on Tuesday, April 10,
2012 at 10:00 am at Bangabandhu International Conference Center (BICC), Agargaon, Sher-e-Bangla Nagar, Dhaka-1207.

Signature Verified by

........................................

Signature of the Member/Proxy

........................................

Authorised Signatory of the Company

Note: Please present this Attendance Slip at the registration counter on the AGM date.

Grameenphone Ltd.
GPHouse
Bashundhara, Baridhara, Dhaka-1229, Bangladesh
Tel: +880-2-9882990, Fax: +880-2-9882970
Website: www.grameenphone.com
Grameenphone wants to contribute to meet climate challenges and aims to reduce the consumption of resources and overall impact on the environment. In an effort to minimize paper consumption, we limit the scope of the printed annual report within regulatory requirement. Grameenphone’s website provides extensive information about the Company and its current activities: www.grameenphone.com

Concept & Design by Benchmark PR | www.benchmarkpr.com.bd

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