2006 Annual Report Opening Up Possibilities Opening Up Possibilities TELEKOM MALAYSIA BERHAD (128740-P) Level 8 (South Wing), Menara TM Jalan Pantai Baharu, 50672 Kuala Lumpur Malaysia www.tm.com.my (128740-P) This report is printed on environment friendly paper TELEKOM MALAYSIA BERHAD Group Corporate Communications 2006 Annual Report OUR VISION LONDON Our vision is to be the Communications Company of choice – focused on delivering Exceptional Value to our customers and other stakeholders. IRAN PAKISTAN BANGLADESH INDIA THAILAND SRI LANKA NEW YORK HONG KONG CAMBODIA MALAYSIA SINGAPORE INDONESIA OUR MISSION To achieve our vision, we are determined to do the following: • Be the recognised leader in all markets we serve • Be a customer-focused organisation that provides one-stop total solutions • Build enduring relationships based on trust with our customers and partners • Generate shareholder value by seizing opportunities in Asia Pacific and other selected regional markets • Be the employer of choice that inspires performance excellence We believe that Corporate Social Responsibility (CSR) is about making a difference. A difference that is able to permeate the very fabric of society towards uplifting the economic well being of the people wherever they are. is TM’s CSR program, a long term plan that aims to improve the lives of millions across the region for generations to come. has been strategically formulated to bring forth what we believe results in greater , we champion education, tangible benefits to society. Through sports development and community & nation building. Our commitment to CSR is more than mere words. With the creation of a clear and concise identity, is our iconic emblem in our pursuit to return to society what it has made us to be, the emerging leader in Asian communications. As we celebrate 50 glorious years of nationhood, TM will continue to play its role in contributing towards the nation’s economic progress and prosperity beyond tomorrow. will continuously touch as many lives as possible, As an enabler, TM’s not only improving the lives of individuals but the progress of nations. ANNUAL REPORT 2006 CONTENTS TELEKOM MALAYSIA BERHAD Notice of Annual General Meeting . . . . . . . . . . . . . . . .04 (128740-P) PERSPECTIVE Financial Calendar . . . . . . . . . . . . . . . . . . . . . . . . . .07 108 CORPORATE FRAMEWORK CHAIRMAN’S BUSINESS REVIEW TM Profile . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .10 STATEMENT Malaysia Business . . . . . . . . . . . . . . . . . . . . . . . . . .132 Statement Accompanying the Notice of Annual General Meeting . . . . . . . . . . . . . . . .06 Chairman’s Statement . . . . . . . . . . . . . . . . . . . . . . .108 Group Chief Executive Officer’s Statement . . . . . . . . . .118 TM Group Products and Services . . . . . . . . . . . . . . . . .12 Celcom (Malaysia) Berhad . . . . . . . . . . . . . . . . . . . .140 Milestones Over Two Centuries . . . . . . . . . . . . . . . . . .14 International Operations . . . . . . . . . . . . . . . . . . . . .146 Media Milestones In 2006 . . . . . . . . . . . . . . . . . . . . . .16 Global Cable Services & International Investments and Presence . . . . . . . . . . . . . . . . .162 2006 Corporate Events . . . . . . . . . . . . . . . . . . . . . . . .18 TM Awards and Recognition 2006 . . . . . . . . . . . . . . . .26 TM Ventures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .164 International and Domestic Infrastructure & Trunk Fibre Optic Network . . . . . . . . . . . . . . .176 Corporate Information . . . . . . . . . . . . . . . . . . . . . . . .30 Group Corporate Structure . . . . . . . . . . . . . . . . . . . . .32 Enhancing Value to Providers of Capital . . . . . . . . . . . .35 Asian Economies and the Telecommunications Sector: Review & Outlook . . . . . . . . . . . . . . . . . . . . .178 PERFORMANCE REVIEW KEY INITIATIVES Five-Year Group Financial Highlights . . . . . . . . . . . . . .38 Building Enduring Customer Relationships . . . . . . . . .186 Simplified Group Balance Sheets . . . . . . . . . . . . . . . . .40 Fostering a Knowledge-Based Nation . . . . . . . . . . . . .190 Group Segmental Analysis . . . . . . . . . . . . . . . . . . . . .41 Working Towards a High Performance Workforce . . . . .196 Group Quarterly Performance . . . . . . . . . . . . . . . . . . .42 Group Financial Review . . . . . . . . . . . . . . . . . . . . . . .43 Excellence Through Training and Organisational Development . . . . . . . . . . . . . . . . . . .200 Statement of Value Added . . . . . . . . . . . . . . . . . . . . .49 Towards Greater Innovation . . . . . . . . . . . . . . . . . . . .202 Group Organisation Structure . . . . . . . . . . . . . . . . . . .34 Distribution of Value Added . . . . . . . . . . . . . . . . . . . .49 Safeguarding the Environment . . . . . . . . . . . . . . . . . .205 Business & Other Statistics . . . . . . . . . . . . . . . . . . . .50 Corporate Social Responsibility . . . . . . . . . . . . . . . . .207 Share Price & Volume Traded . . . . . . . . . . . . . . . . . . .52 Market Capitalisation . . . . . . . . . . . . . . . . . . . . . . . . .52 NOTICE OF ANNUAL LEADERSHIP GENERAL MEETING Board of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . .54 Profile of Directors . . . . . . . . . . . . . . . . . . . . . . . . . .56 Group Senior Management . . . . . . . . . . . . . . . . . . . . .62 ACCOUNTABILITY Statement on Corporate Governance . . . . . . . . . . . . . .74 Achieving Business Objectives by Leveraging Enterprise Risk Management (ERM) Effectiveness . . . . .88 Code of Business Ethics . . . . . . . . . . . . . . . . . . . . . . .92 Additional Compliance Information . . . . . . . . . . . . . . . .94 Audit Committee Report . . . . . . . . . . . . . . . . . . . . . . .96 Statement on Internal Control . . . . . . . . . . . . . . . . . .103 DATE: 132 BUSINESS REVIEW 8 May 2007, Tuesday FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . .216 OTHER INFORMATION Shareholding Statistics . . . . . . . . . . . . . . . . . . . . . . .351 List of Top 30 Shareholders . . . . . . . . . . . . . . . . . . .352 Authorised and Issued Share Capital . . . . . . . . . . . . .354 TIME: Net Book Value of Land & Buildings . . . . . . . . . . . . .356 10.00 a.m. Usage of Properties . . . . . . . . . . . . . . . . . . . . . . . . .357 VENUE: Multi Purpose Hall, Menara TM Jalan Pantai Baharu 50672 Kuala Lumpur, Malaysia Group Directory . . . . . . . . . . . . . . . . . . . . . . . . . . . .358 04 Glossary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .369 Proxy Form . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .••• Notice of Annual GENERAL MEETING the next Annual General Meeting and upon such terms and conditions and for such purposes as the Directors may, in their absolute discretion, deem fit provided that the aggregate number of shares to be issued, does not exceed 10% of the issued share capital of the Company for the time being, subject always to the approvals of the relevant regulatory authorities, where such approval is necessary.” (Ordinary Resolution 7) 7. NOTICE IS HEREBY GIVEN THAT THE TWENTY-SECOND (22ND) ANNUAL GENERAL MEETING OF THE COMPANY WILL BE FURTHER NOTICE IS HEREBY GIVEN THAT a Depositor shall be eligible to attend this meeting only in respect of:(a) HELD AT 10:00 A.M., ON TUESDAY, 8 MAY 2007 AT MULTI PURPOSE HALL, MENARA TM, JALAN PANTAI BAHARU, 50672 KUALA LUMPUR, MALAYSIA, FOR THE FOLLOWING PURPOSES:- 1. To receive the Audited Financial Statements for the financial year ended 31 December 2006 together with the Reports of the Directors and Auditors thereon. (Ordinary Resolution 1) 4. 5. To approve the payment of Directors’ fees of RM756,890.00 for the financial year ended 31 December 2006. (Ordinary Resolution 5) 2. To declare a final dividend of 30 sen per share (less 27% Malaysian Income Tax) in respect of the financial year ended 31 December 2006. (Ordinary Resolution 2) To re-appoint Messrs PricewaterhouseCoopers having consented to act as Auditors of the Company for the financial year ending 31 December 2007 and to authorise the Directors to fix their remuneration. (Ordinary Resolution 6) 3. To re-elect the following Directors, who retire by rotation pursuant to Article 103 of the Company’s Articles of Association:- As SPECIAL BUSINESS To consider and if thought fit, to pass the following Ordinary Resolution:- 04 (i) Tan Sri Dato’ Ir Muhammad Radzi Haji Mansor (Ordinary Resolution 3) (ii) Ir Prabahar NK Singam (Ordinary Resolution 4) TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 6. Authority under Section 132D of the Companies Act, 1965 for the Directors to allot and issue shares “THAT pursuant to Section 132D of the Companies Act, 1965 (the Act), full authority be and is hereby given to the Directors to issue shares in the capital of the Company at any time until the conclusion of To transact any other business of the Company of which due notice has been received. Shares deposited into the Depositor’s Securities Account before 12:30 p.m. on 25 April 2007 (in respect of shares which are exempted from Mandatory Deposit); NOTICE ON ENTITLEMENT AND PAYMENT OF FINAL DIVIDEND NOTICE IS ALSO HEREBY GIVEN THAT subject to the approval of Members at the 22nd Annual General Meeting to be held on 8 May 2007, a final dividend of 30 sen less 27% income tax for the financial year ended 31 December 2006 will be paid on 12 June 2007 to Depositors whose names appear in the Record of Depositors on 14 May 2007. FURTHER NOTICE IS HEREBY GIVEN THAT a Depositor shall qualify for entitlement to the dividends only in respect of: (a) Shares deposited into the Depositor’s Securities Account before 12:30 p.m. on 10 May 2007 (in respect of shares which are exempted from Mandatory Deposit); (b) Shares transferred into the Depositor’s Securities Account before 4:00 p.m. on 14 May 2007 (in respect of Ordinary Transfers); and Shares bought on the Bursa Securities on a cum entitlement basis according to the Rules of the Bursa Securities. (b) Shares transferred into the Depositor’s Securities Account before 4:00 p.m. on 25 April 2007 (in respect of Ordinary Transfer); and (c) (c) Shares bought on the Bursa Malaysia Securities Berhad (Bursa Securities) on a cum entitlement basis according to the Rules of the Bursa Securities. Shareholders are reminded that pursuant to SICDA, all shares not deposited with Bursa Depository by 12:30 p.m. on 1 December 1998 and not exempted from Mandatory Deposit, have been transferred to the MOF. Accordingly, the dividend for such undeposited shares will be paid to MOF. Shareholders are reminded that pursuant to the Securities Industry (Central Depositories) (Amendment No. 2) Act, 1998 (SICDA) which came into force on 1 November 1998, all shares not deposited with Bursa Malaysia Depository Sdn Bhd (Bursa Depository) by 12:30 p.m. on 1 December 1998 and not exempted from Mandatory Deposit, have been transferred to the Minister of Finance (MOF). Accordingly, the person eligible to attend this Meeting for such undeposited shares will be the MOF. By Order of the Board Wang Cheng Yong (MAICSA 0777702) Zaiton Ahmad (MAICSA 7011681) Secretaries Kuala Lumpur 16 April 2007 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 05 2 August 2006 Announcement of the unaudited consolidated results for the 2nd quarter ended 30 June 2006 and the declaration of an interim dividend of 16 sen per share (less Malaysian Income Tax of 28%) for the financial year ended 31 December 2006. 24-25 August 2006 Book Closure for determining the entitlement of the interim dividend of 16 sen per share (less Malaysian Income Tax of 28%) for the financial year ended 31 December 2006. 16 April 2007 Issuance of Notices of the 22nd AGM and EGM together with the Annual Report for the financial year ended 31 December 2006 and the Circular to Shareholders. 18 September 2006 Date of payment of the interim dividend of 16 sen per share (less Malaysian Income Tax of 28%) for the financial year ended 31 December 2006. 8 May 2007 22nd AGM followed by the EGM of the Company. 28 November 2006 Announcement of the unaudited consolidated results for the 3rd quarter ended 30 September 2006. 14 May 2007 Date of entitlement to the final dividend of 30 sen per share (less 27% Malaysian Income Tax) for the financial year ended 31 December 2006. 23 February 2007 Announcement of the audited consolidated results and the proposed final dividend of 30 sen per share (less 27% Malaysian Income Tax) for the financial year ended 31 December 2006. 12 June 2007 Notice of Annual General Meeting Date of payment of the final dividend of 30 sen per share (less 27% Malaysian Income Tax) for the financial year ended 31 December 2006. A Member shall not be entitled to appoint more than two (2) proxies to attend and vote at the Meeting provided that where a Member of the Company is an authorised nominee as defined in accordance with the provisions of the Securities Industry (Central Depositories) Act, 1991, it may appoint at least one (1) proxy in respect of each securities account it holds with ordinary shares in the Company standing to the credit of the said securities account. 3. Where a Member appoints two (2) proxies, the appointments shall be invalid unless the proportion of the holding to be represented by each proxy is specified. 4. The instrument appointing a proxy shall be in writing under the hand of the appointer or his attorney duly appointed under a power of attorney or if such appointer is a corporation, either under its common seal or under the hand of an officer or attorney duly appointed under a power of attorney. If the Proxy Form is signed under the hand of an officer duly authorised, it should be accompanied by a statement reading “signed as authorised officer under an Authorisation Document which is still in force, no notice of revocation having been received”. If the Proxy Form is signed under the attorney duly appointed under a power of attorney, it should be accompanied by a statement reading “signed under a Power of Attorney which is still in force, no notice of revocation having been received”. A copy of the Authorisation Document or the Power of Attorney, which should be valid in accordance with the laws of the jurisdiction in which it was created and is exercised, should be enclosed with the Proxy Form. 5. A corporation which is a Member, may by resolution of its Directors or other governing body authorise such person as it thinks fit to act as its representative at the Meeting, in accordance with Article 92 of the Company's Articles of Association. 6. The instrument appointing the proxy together with the duly registered power of attorney referred to in Note 4 above, if any, must be deposited at the office of the Share Registrars, Tenaga Koperat Sdn Bhd, 20th Floor, Plaza Permata, Jalan Kampar, Off Jalan Tun Razak, 50400 Kuala Lumpur, Malaysia not less than 48 hours before the time appointed for holding the Meeting or any adjournment thereof, or, in the case of a poll, not less than 24 hours before the time appointed for the taking of the poll. 7. Explanatory Note for Ordinary Resolution 7 The proposed Ordinary Resolution 7, if passed, will give the Directors of the Company authority to issue and allot shares for such purposes as the Directors in their absolute discretion consider to be in the interest of the Company, without having to convene a general meeting. This authority unless revoked or varied by the Company in a general meeting, will expire at the next Annual General Meeting of the Company. Statement ACCOMPANYING THE NOTICE of Annual General Meeting pursuant to Paragraph 8.28(2) of Bursa Securities Listing Requirements 16 May 2006 2. Announcement of the unaudited consolidated results for the 1st quarter ended 31 March 2006. 21st AGM and Extraordinary General Meeting (EGM) of the Company. 24-25 May 2006 A Member entitled to attend and vote at the Meeting is entitled to appoint a proxy to attend and vote in his/her stead. A Proxy need not be a Member of the Company and the provision of Section 149(1)(b) of the Act shall not apply to the Company. Book Closure for determining the entitlement of the final dividend of 25 sen per share (less Malaysian Income Tax of 28%) for the financial year ended 31 December 2005. 20 June 2006 1. 15 May 2006 Notes: Date of payment of the final dividend of 25 sen per share (less 28% Malaysian Income Tax) for the financial year ended 31 December 2005. Financial CALENDAR DIRECTORS RANKING FOR RETIREMENT AND SEEKING RE-ELECTION AT THE 22ND ANNUAL GENERAL MEETING The Directors retiring by rotation pursuant to Article 103 of the Company’s Articles of Association and are seeking re-election are Tan Sri Dato’ Ir Muhammad Radzi Haji Mansor and Ir Prabahar NK Singam. The respective profiles of the above Directors are set out in the Profile of the Board of Directors on page 56 and 60 of this Annual Report. Their securities holdings in the Company and its related corporation are disclosed on page 351 of this Annual Report. 06 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 07 CORPORATE FRAMEWORK TM Profile TM Group Products and Services Milestones Over Two Centuries Media Milestones In 2006 2006 Corporate Events TM Awards and Recognition 2006 Corporate Information Group Corporate Structure Group Organisation Structure Enhancing Value to Providers of Capital — — — — — — — — — — 10 12 14 16 18 26 30 32 34 35 CORPORATE FRAMEWORK TM PROFILE bandwith, IP and data services capacity across six continents, namely Asia, Europe, the Americas, Oceania, Middle East and Africa. In the ASEAN region, TM Global has business tie-ups and arrangements with telcos in Singapore, Philippines, Brunei, Indonesia, Thailand, Myanmar, Cambodia, Laos and Vietnam. TM Global has also set up Global IP Nodes in Singapore, Hong Kong, Japan, UK, US, Netherland, Egypt, Bahrain and Indonesia, while Sri Lanka and Pakistan Global IP Nodes will be ready in 2007. FROM THE EARLY DAYS AS THE MALAYAN TELECOMMUNICATIONS DEPARTMENT IN 1946, ITS CORPORATISATION IN 1987, INITIAL PUBLIC OFFERING AND LISTING ON BURSA SECURITIES IN 1990 AND ITS NEW BRAND IDENTITY IN 2005, TM HAS EVOLVED TO BECOME THE LARGEST INTEGRATED TELECOMMUNICATIONS SOLUTIONS PROVIDER IN MALAYSIA AND ONE OF ASIA’S LEADING COMMUNICATIONS COMPANIES. TM’S SUCCESS AND EVOLUTION HAS BEEN ESPECIALLY REMARKABLE, GIVEN ITS OPERATION IN A HIGHLY COMPETITIVE ENVIRONMENT. WITH A GROUP STAFF STRENGTH IN EXCESS OF 36,000 AND OPERATIONS AND INTERESTS IN 13 COUNTRIES IN ASIA AND GLOBALLY, TM IS FOCUSED ON DELIVERING EXCEPTIONAL VALUE TO ITS CUSTOMERS AND ON BEING A RECOGNISED LEADER IN ALL THE MARKETS IN WHICH IT OPERATES. DETERMINED TO BE CUSTOMER-CENTRIC IN ALL ITS PRODUCT AND SERVICE OFFERINGS, THE GROUP IS FOCUSED ON ACHIEVING SUSTAINABLE GROWTH IN BOTH LOCAL AND INTERNATIONAL ENVIRONMENTS. In August 2006, TM implemented the second phase of its corporate re-organisation that saw the creation of a Strategic Business Unit called Malaysia Business to consolidate all domestic fixed services and align businesses with a common agenda. Incorporating TM Retail, TM Wholesale and TM Net Sdn Bhd, Malaysia Business focuses on TM’s fixed line and data, as well as Internet and multimedia businesses. As at 31 December 2006, TM’s fixed services customers stood at 7.5 million, inclusive of fixed line, Internet and multimedia. A Beacon on the KL Skyline – Menara TM As an integrated telecommunications company, TM offers a comprehensive range of communication services and solutions in fixed line, data, mobile and Internet, and multimedia. Supporting this extensive range of products and services is a spectrum of world-class communications infrastructure, spanning the entire country and going beyond Malaysian shores. In facilitating regional and international telecommunications, TM has in place an extensive combination of satellite, terrestrial and submarine fibre optic cable systems to deliver both domestic and international data services. 10 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 TM’s mobile arm, Celcom (Malaysia) Berhad (Celcom), is Malaysia’s premier mobile communications provider. Celcom has steadily made its presence felt in the market through its products and services which have raised standards of mobile communications in the country. Celcom was the first mobile operator in Malaysia to launch 3G services commercially. The Company continues to be a competitive player offering innovative products and services to customers. Leveraging on its partnership with Vodafone, Celcom launched the Vodafone Mobile Connect 3G Broadband (HSDPA) data card and Blackberry by Vodafone. The Company also launched PowerTools for the enterprise market, formed an alliance with online search engine Google, and joined hands with Maybank to introduce Malaysia’s first mobile financial services, the Maybank2u Mobile Service. As at 31 December 2006, Celcom’s customer base stood at 6.1 million. Keeping tabs on TM’s vast domestic and international network In its quest for future and sustainable growth, TM is focused on continued regional expansion in markets closer to home. Today, TM is an emerging leader in Asian communications with operations and interests in the region and globally. Together with its mobile operations in Malaysia, TM’s regional mobile customer base stood at 28.5 million as at end of 2006. Apart from Malaysia, TM has nine key markets within Asia; Indonesia, Singapore, Cambodia, Thailand, Bangladesh, Pakistan, India, Sri Lanka and Iran, with businesses focusing mainly in the mobile market. TM’s investment philosophy is to play an active role in its international operations (where it has management control), with the aim to build value in its investments by hiring and developing local talents, sharing expertise, knowledge and best practices, contributing to infrastructure development of the countries in which it has investments, as well as providing opportunities for wealth creation among the local public. An example of this effort is the highly successful listing of TM’s pioneer investment in Sri Lanka, Dialog Telekom Limited (Dialog) on the Colombo Stock Exchange in July 2005. With a market capitalisation exceeding US$1 billion, Dialog was the largest Initial Public Offering in Sri Lanka’s corporate history. The successful listing of Dialog provides the opportunity for local ownership of a well-run company and the sharing of the Company’s wealth with the Sri Lankan public. Dialog continues to lead the mobile industry in Sri Lanka with a market share of more than 60%. Complementing its investment forays abroad, the international arm of TM’s wholesale business, TM Global, provides a wide array of voice, international TM remains committed to its Corporate Social Responsibility (CSR) practices through its various activities and projects, significantly contributing towards the national agenda and the community with the belief that these practices are a fundamental tenet of good corporate governance. TM undertakes its CSR initiatives through three major platforms i.e. education, sports development and community/ nation-building. Under education, TM has invested a significant amount of money to develop the Multimedia University into one of the top universities in Malaysia with more than 20,000 students currently enrolled. TM has also provided scholarships to over 10,000 graduates since 1994 pursuing academic programmes locally and overseas. On the sports front, TM is actively involved in the promotion and strengthening of football at all levels, while under the community/nationbuilding platform, the Group actively contributes towards causes that bring value to the community and nation at large. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 11 CORPORATE FRAMEWORK TM Group PRODUCTS and SERVICES MULTINET PAKISTAN (PRIVATE) LIMITED (MULTINET) MALAYSIA BUSINESS PAKISTAN • Broadband Internet services • International bandwidth and data services • Long distance and international voice services • Dark fibre • Domestic private leased circuits • Corporate applications TM WHOLESALE Traffic Minutes • Public Switched Terminal Network (PSTN) • Voice-over Internet Protocol (VoIP) • International & Domestic (Interconnect) Access Services • Narrowband (Fixed, Fixed Wireless, Payphone) • Broadband (DSL, Fixed, Fixed Wireless) Bandwidth Services • Domestic (Commercial) i. Narrowband ii. Broadband iii. Ethernet iv. Optical Bandwidth • Domestic (Regulated) i. In span ii. Full span POI iii. Private Circuit Completion iv. Domestic Network Transmission Services v. Domestic to International Connectivity • International i. International Bandwidth Services ii. Backhaul Services iii. Transit Services iv. Interconnection Services v. Indefeasible Right of Use (IRU) Data Services • Domestic i. IP Wholesale ii. VPN Wholesale • International i. IP Wholesale ii. VPN Wholesale Data Products • Metro Ethernet • Internet Protocol Virtual Private Network (IPVPN) Global and Domestic • Very Small Aperture Terminal (VSAT) • Geomatics Solution Added Services • SMI-Link • Conferencing Services DIALOG TELEKOM LIMITED Infra Services • Tenancy • Co-Location • Tower Sharing Customised Services • Recovery Work Order (RWO) • Contract work • Consultancy, professional services, etc TM RETAIL Voice Products • Home and Business Lines • Mobile Homeline • iTalk With Mobile • Merdeka Plans • MyVoice • 1Number Application Services • TM Net Value Added Services • TM Net Content Services – www.bluehyppo.com CELCOM (MALAYSIA) BERHAD ENTERPRISE PRODUCTS Access Services • Broadband – TM Net Streamyx – tmnet streamyx • Broadband – TM Net Direct (Leased lines) – tmnet direct Applications Services • Business Services • Commerce Services • Hosting Services • Communications Services • Business Portal – www.netmyne.com CONSUMER PRODUCTS Celcom Postpaid Mobile Services • Postpaid Normal Plans • Postpaid Minutes Plans • Postpaid Data Plans • Mobile Data Services • Mobile Value Added Services • Celcom 3G Postpaid Services Celcom Prepaid Mobile Services • Xpax Prepaid Plans • Mobile Data Services 12 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 TELEKOM MALAYSIA INTERNATIONAL (CAMBODIA) COMPANY LIMITED (TMIC) Celcom Branded Content • Games • Sports • Lifestyle Enterprise Market Products • • • • TM INTERNATIONAL (BANGLADESH) LIMITED (TMIB) BANGLADESH • Prepaid and postpaid mobile services • Mobile data services – Infotainment Services – SMS Banking – E reload – Share a fill – Local Language messaging – Downloads: Ringtones, Operator logo, Screen Saver, Picture Message, MMS content – Voice Greetings – Fun Dose – Caller Ring Back Tone SPICE COMMUNICATIONS LIMITED • Mobile Value Added Services • Celcom 3G Prepaid Services • Channels (TV) • Entertainment • Music PT EXCELCOMINDO PRATAMA TBK (XL) INDONESIA • Prepaid and postpaid mobile services • Mobile data services – Corporate Push Email eg Blackberry and Microsoft Push Email – Consumer Push email branded XLMobileMail – Location based services – E voucher Reload – 3G services i.e. Video Streaming, Video Call, Video Downloads, Full Track downloads, Mobile TV, Interactive Game • Domestic and international business solutions TM NET CONSUMER PRODUCTS Access Services • Narrowband Postpaid Services – tmnet dial up 1515 • TM Net Streamyx Postpaid Services – tmnet streamyx • TM Net Prepaid Services – tmnet prepaid • TM Net Hotspots – tmnet hotspot SRI LANKA • Prepaid and postpaid mobile services • Mobile data services – Corporate Push Email Service eg Blackberry and Ericsson Mobile Organizer – Interactive Broadcasting – Multi lingual Voice Portal, Voice SMS, Voice Greetings and song dedication – 3G services i.e. Video Streaming, Video Call, Video Clips, Full Track downloads, Pay-per-view TV channels, Interactive Games – Corporate Social Responsibility: Blood Matching solution, DEWN (Disaster and Emergency Warning network) • Broadband voice, data and video solutions • Internet services • Direct To Home (DTH) satellite TV services • Satellite services • International voice and data services Powertools Postpaid Plans Email & Beyond Workforce Mobility Services Celcom Vodafone Services • Funzone CAMBODIA • Prepaid and postpaid mobile services • Mobile data services – Infotainment services eg sports – Voice SMS, Voicemail – Downloads: Ringtones, Operator logo, Screen Saver, Picture Message, MMS content INDIA • Prepaid and postpaid mobile services • Mobile data services – Music: Caller Ringback tone, Background music, Jukebox, Mobile Karaoke – Entertainment services: Mobile Dating, – Emergency call service – Videotones MOBILEONE LIMITED (M1) SINGAPORE • Prepaid and postpaid mobile services • Mobile data services – Visual Radio – Colorzip – Screen 3 – Mobile Blogging – Podcasting – 3G Videos ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 13 CORPORATE FRAMEWORK MILESTONES Over Two CENTURIES 1963 1983 The telephone makes its debut in Perak • Expansion of the microwave network throughout Malaysia Introduction of data communications Perak and Penang are linked by telephone via a submarine cable • Launch of television services in Peninsular Malaysia 1891 1968 Introduction of packet switch technology, leading to Malaysia’s own public data network The first telephone exchange is commissioned in Kuala Lumpur 1894 A submarine cable links Labuan with Singapore and Hong Kong The Telecommunications Department of Sabah and Sarawak merge with that of Peninsular Malaysia forming the Telecommunications Department of Malaysia 1970 The first magneto telephone service is introduced in Kudat, Jesselton (KK) and Sandakan The first international standard satellite earth station is commissioned in Kuantan, marking the advent of live telecasts in Malaysia 1908 1975 1900 2004 • The Company rebranded its name to Telekom Malaysia Restructuring of TM TelCo into two Strategic Business Units (SBUs) – TM Wholesale and TM Retail • Introduction of Malaysia Direct, Home Country Direct 1874 1882 1991 1984 1985 • Commissioning of the ATUR service using 450 analog cellular radio technology, a first in Asia • The Multi Access Radio System, providing rural customers with easier access to telephone services, is introduced 1987 1992 Introduction of Video Conferencing and CENTREX 1993 Introduction of ISDN services 1996 Introduction of 1800 MHz digital TMTOUCH cellular services 1997 Introduction of Corporate Information Superhighway (COINS), Telekom Malaysia’s state-of-the-art, highcapacity enterprise solution 2001 • Launch of Bluehyppo.com, Telekom Malaysia’s lifestyle Internet portal, which records more than 290 million searches a year Incorporation of postal and telegraph services Establishment of the Automatic Telex Exchange Jabatan Telekom Malaysia (JTM) is corporatised, forming Syarikat Telekom Malaysia Berhad (STMB), the nation’s first privatised entity 1926 1979 1988 Advent of radio communications in the country Introduction of International Direct Dial (IDD) facilities Introduction of digital INTELSAT Business Service 1946 1980 1989 Establishment of the Telecommunications Department in Malaya • The first fully electronic exchange is commissioned in Pelangi, Johor Introduction of the 800 toll-free service 1962 • Malaysia commissions its own submarine cable linking Kuantan and Kuching 1990 • Establishment of TM Net as the largest Internet Service Provider in the South-East Asian region • Introduction of international tollfree and prepaid cardphone (Kadfon) • Launch of CDMA service fixed wireless telephony • Listing of STMB on the Main Board of Bursa Securities and introduction of the new company logo 2002 Introduction of Subscriber Trunk Dialing (STD) between Kuala Lumpur and Singapore via the first long distance microwave link 1982 Introduction of Telefax and International Maritime Service • Introduction of broadband services • Telekom Malaysia becomes a major partner in the launch of the stateof-the-art submarine cable Asia Pacific Cable Network 2 (APCN2) Award of the 3G spectrum to Telekom Malaysia 2003 Merger of Celcom and TMTOUCH forming Malaysia’s largest cellular operator 2005 • Telekom Malaysia undergoes a major re-branding exercise and TM is adopted as the new brand • Launch of 3G Services – first in Malaysia • Acquisition of 27.3% interest in PT Excelcomindo Pratama Tbk of Indonesia 2006 • TM forges strategic partnership with Vodafone, becoming a Vodafone Partner Network with a global reach of an estimated 179 million mobile customers worldwide • TM implements its second phase restructuring exercise that organises the Group’s business into 4 groupings – Malaysia Business, Celcom, TM International and TM Ventures • XL, TM’s Indonesian subsidiary secures 3G license while Dialog, TM’s subsidiary in Sri Lanka launches South Asia’s first 3G service • Acquisition of the remaining 49% in Telekom Malaysia International (Cambodia) Company Limited, (formerly known as Cambodia Samart Communications Ltd), Cambodia and 49% interest in Spice Communications Private Limited, India • TM initiates consortium to develop an undersea cable system, AsiaAmerica Gateway, linking SE Asia and the USA CORPORATE FRAMEWORK MEDIA MILESTONES In 2006 CORPORATE FRAMEWORK 6 January 2006 22 January 2006 TM launched a first of its kind community service campaign to highlight the sanctity of prayer. The campaign called Tiada Panggilan Sepenting Seruan Ilahi saw a total of 7,000 signages costing RM600,000 being installed at 1,400 mosques nationwide. Over 1,000 cyclists from all over Malaysia participated in TM Ride, the traditional curtain raiser for TM Le Tour de Langkawi. The cycling enthusiasts made a 41 km ride from Menara TM in Jalan Pantai Baharu through the streets of Petaling Jaya and Kuala Lumpur and back. 18 January 2006 TM unveiled an exciting TV Reality Show called “MyTeam” which was aimed at discovering Football talent from among the ranks of amateur football players in the country. 26 January 2006 TM established a strategic partnership with Vodafone, forging a global communications reach with an estimated 179 million customers worldwide. TM signed a Network and Maintenance Services Agreement with Radio & Televisyen Malaysia (RTM) to continue providing broadcasting services for another three years for the TV Station which includes RTM 1, RTM 2 and eight FM Radio Stations. 3 February 2006 9 February 2006 10 February 2006 TM Le Tour de Langkawi 2006 brought 10 days of a world-class cycling event to 20 venues around the country. TM, Keretapi Tanah Melayu Berhad (KTMB) and Petrofibre Network (M) Sdn Bhd (PFN) signed a joint venture agreement to acquire PFN’s business assets. The acquisition which increased Fiberail’s fiber optic network cable to approximately 4,000 km with improved network coverage will provide an opportunity for Fiberail to extend its reach to the East Coast, particularly Pahang and Terengganu where its presence was limited due to restriction of the railway corridor. This would also allow Fiberail to tap into new customers such as the oil and gas companies in those areas. Celcom played host to its customers, business partners and suppliers during its open house held in conjunction with the Chinese New Year Celebration. 26 January 2006 2006 Corporate EVENTS 18 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 19 CORPORATE FRAMEWORK 2006 Corporate Events 13 March 2006 As part of its on-going efforts to build rapport with media houses, TM Group’s senior management entertained senior editors from Nanyang Siang Pau to a dinner get-together at the Hilton in Petaling Jaya. TM signed an agreement with Maybank to adopt the Maybank2e.net services – an integrated online enterprise cash management portal. Under the agreement, TM will adopt an entire suite of cash management products and services including payroll, SOCSO and subsequently eDividend as well as online bill payments and bulk payments to vendors and suppliers via auto credit and check balancing. 16 March 2006 TM was awarded a RM5 million contract to install telecommunications infrastructure at the 1 Borneo hypermall project, a development by Sagajuta (Sabah) Sdn Bhd. 3 May 2006 TM launched a new campaign called “RM1 Million Reward Programme” offering fabulous prizes, including a Grand Prize of RM1 million in cash. TM secured a five-year contract worth RM45 million from CIMB and Bumiputra-Commerce Bank (BCB) to provide the bank with a managed network solution, Internet Protocol Virtual Private Network (IPVPN). 1 April 2006 6 April 2006 15 April 2006 26 May 2006 2 June 2006 7 June 2006 TM in collaboration with the Malaysian Communications and Multimedia Commission and the Selangor State Government launched the Universal Service Provision Project in Sabak Bernam, Selangor. The project was officiated by Selangor Menteri Besar YB. Dato’ Seri Dr Mohd Khir Toyo. Celcom and Maxis Communications Berhad (Maxis) announced a 3G interconnection which enables interconnect video telephony between the two service providers. This interconnection is seen as a collective objective to boost the market and to create a larger community of 3G users. It was a night of accolades and recognition for TM staff during the inaugural TM Group Awards Nite 2005 held at PWTC. A total of 13 categories were presented with the highest achievement going to TM’s subsidiary in Sri Lanka, Dialog Telekom Ltd which won the TM Group Award. TM launched its latest enhanced and upgraded calling card, the iTalk with Mobile. Telekom Smart School Sdn Bhd launched the e-Exam, an online workbook designed to complement traditional learning methods. TM secured a critical piece in its regional footprint, with the completion of a 49% stake acquisition in Spice Communications Private Limited (Spice) of India. 14 February 2006 20 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 11 May 2006 15 May 2006 Celcom introduced its new revised and simplified postpaid plans – Normal Postpaid, Minutes Postpaid and Family Postpaid. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 21 CORPORATE FRAMEWORK 2006 Corporate Events 6 July 2006 25 August 2006 A Principal Collaboration Agreement was sealed between TM, Telekom Research & Development Sdn Bhd (TMR&D) and Multimedia University (MMU). 38 year-old Emily Wu Ting Ting from Puchong, drove home a brand new Proton Waja Campro 1.6 AT when she emerged as the first monthly lucky winner of TM’s RM1 Million Reward Programme. This was the first of three monthly car prizes given out which will culminate in a Grand Prize of RM1 million cash at the end of year. 17 July 2006 A total of 120 TM-sponsored students received various awards in acknowledgement of their excellent academic performance. Menara Kuala Lumpur organised the 5th edition of its annual extreme sporting event – “Kuala Lumpur Tower International Jump – Merdeka Circuit 2006”. A total of 61 international jumpers from all over the world took the plunge in the name of charity in line with Menara’s philosophy – “Tower of Hope”. 25-27 July 2006 28 July 2006 12 August 2006 7 September 2006 19 September 2006 21 September 2006 In recognition of their contribution to the Company, TM honoured 597 retirees and their spouses at the annual Jasamu DiKenang Programme held at Putra World Trade Center (PWTC). TM Info-Media Sdn Bhd, formerly known as Telekom Publications Sdn Bhd, inked an agreement with Pampena Sdn Bhd, a subsidiary of Tourism Malaysia to co-produce the Malaysian Tourist Pages for the next five years beginning 2007. An ICT carnival was held at SMK Ayer Lanas, Kelantan, marking the conclusion of TM’s 3-year Sekolah Angkat project, which was done in collaboration with the Ministry of Energy, Water & Communications. TM Net signed an agreement with the Melaka State Government for the provisioning of TM Net’s e-Biz Solution for the latter’s online mall, ENiaga. Celcom took a quantum leap forward in providing powerful telecommunication services with the introduction of three new services under the “Power of Three” package. Celcom and Google formed a strategic partnership to introduce Celcom Google Search which enables customers to search the Web with Google using the Celcom portal. 27 June 2006 22 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 26 August 2006 Music@BlueHyppo, TM Net’s one-stop cool and hip music portal was launched, allowing music lovers to select, preview and purchase more than 100,000 songs from international and local artistes. 6 September 2006 Celcom entered into a partnership with Hewlett-Packard (M) Sdn Bhd to unveil a unique notebook in line with its 3G service promotion. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 23 CORPORATE FRAMEWORK 2006 Corporate Events 9 December 2006 12 December 2006 In conjunction with the Hari Raya and Deepavali festivities, TM Group corporate clients were feted at a “Majlis Jalinan Mesra” at Menara TM. Some 600 unemployed graduates benefited from a four-week intensive Certificate in Business English and Communication Skills (CiBEC) programme introduced under TM’s Corporate Social Responsibility initiative. The programme, aimed at improving the language and communication skills of young graduates, was open to all unemployed Malaysian graduates throughout the country. TM unveiled exciting developments that promised a whole new experience for football fans. The developments included a new look for the Malaysian football league, complete with an exciting new logo for the TM Liga Malaysia, a partnership with AMP Radio Networks and the professional expertise of Shebby Singh as the Sports Development Advisor for TM’s initiatives and new football portal – www.tmfootball.com. 12 October 2006 TM gave a major boost to yet another international sporting event by becoming the title sponsor for the TM 20th Mount Kinabalu International Climbathon 2006. In keeping with the spirit of Ramadhan and Aidilfitri and in recognition of the numerous sacrifices made by our army personnel for the country and nation, the Group contributed RM30,000 in cash and in kind to the Angkatan Tentera Malaysia troops who were on duty during the festive season. For the sixth year running, TM contributed to the “Kempen Keselamatan Jalan Raya di Musim Perayaan” which was aimed at increasing public awareness of road safety. 18 October 2006 6 November 2006 10 November 2006 12 December 2006 22 December 2006 31 December 2006 TM Net launched a comprehensive Islamic portal, Addeen (http://addeen.bluehyppo.com) on its BlueHyppo lifestyle portal. TM employees showed their caring side when they contributed generously towards a fund set up to assist a fellow employee’s son to undergo an operation in Australia. More than 6,000 TM Group employees from in and around the Klang Valley and the HQ office came together for a joint Hari Raya-Deepavali celebration. TM’s Pakistan subsidiary, Multinet Pakistan (Private) Limited (Multinet) and Telenor Pakistan sealed a 20-year capacity and service contract, which entails maintenance and associated services. The aggregate amount of both contracts is estimated to be USD40 million. TM allocated RM1 million to assist flood victims including its customers and employees in various parts of the country. This included cash and the use of its resources to assist the victims. TM, through its Badan Kebajikan Islam Telekom Malaysia (BAKIT), held a nationwide ‘Korban’ programme in conjunction with the Aidiladha celebration. More than 30 cows were donated at various locations nationwide during the programme. 30 September 2006 24 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 16 October 2006 11 November 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 25 CORPORATE FRAMEWORK 5 MAY 2006 AWARDS and RECOGNITION 2006 TM TM walked away with two awards at the annual Frost & Sullivan Malaysia Telecoms Awards presentation ceremony. TM bagged the “2006 Data Communications Service Provider of the Year” award. For the first time, TM also received the most coveted award - “2006 Service Provider of the Year”. This award recognises TM’s 18 JANUARY 2006 28 APRIL 2006 2 MAY 2006 15 MAY 2006 TM Net Sdn Bhd (TM Net) began the year on a positive note when it clinched the “Best Wi-Fi Hotspot Operator of 2005” and “Best Broadband Internet Service Provider of 2005” awards from PC.Com magazine. Based on a poll done by PC.Com, TM Net emerged once again for the fourth year in a row as the most popular Broadband Internet Service Provider. The Association of Chartered Certified Accountants (ACCA) conferred TM with a “Commendation for Social Reporting in an Annual Report”. The commendation was given in recognition of the completeness and credibility in the disclosure of TM’s environmental and social reporting, as well as its awareness of corporate transparency issues. TM was awarded the Reader’s Digest “Trusted Brand Platinum Award 2006” for the Telecom Company Category along with the “Gold Award” for the Mobile Service Provider Category. The Reader’s Digest Trusted Brands award is an annual regional consumer survey where votes are collated from all seven participating countries, namely Hong Kong, Taiwan, Thailand, Singapore, Malaysia, Philippines and India. Votes were based on ratings such as trustworthiness, credible image, quality, value, understanding of customer needs and innovation. TM received the “Corporate Governance Survey 2005 Award” from the Minority Shareholders Watchdog Group (MSWG) for its high level of compliance with local and international corporate governance requirements. TM was ranked second among the top 100 companies listed on Bursa Malaysia 26 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 consistency and sustainable growth in revenue, substantial market share as well as overall leadership in new product introduction and innovation, based on its performance for base year 2005. 21 MAY 2006 from a study jointly conducted by MSWG and Nottingham University Business School (NUBS), a leading business school in the UK. This survey is part of MSWG-NUBS’s drive to promote best principles and practices of corporate governance and shareholder activism in Malaysia. Telekom Research & Development Sdn Bhd (TMR&D) won four prestigious awards at the I-TEX 2006 held at the Kuala Lumpur Convention Centre. The team bagged “Gold Awards” for its “KenalMuka” and “XstreamX P2P” products, as well as the “Innovative Product Award” and the “Genius Prize Budapest”. In addition, TMR&D also won the “Bronze Award” for two of its products which were competing in the Expo – the EPON Network Solution and the Micro Probes. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 27 CORPORATE FRAMEWORK TM Awards and Recognition 2006 23 MAY 2006 18 AUGUST 2006 12 SEPTEMBER 2006 17 JANUARY 2007 INTERNATIONAL AWARDS TM was named second runner-up in the Malaysian Business Corporate Governance Award 2005. The annual award is organised by Malaysian Business Magazine, sponsored by the Chartered Institute of Management Accountants (CIMA) and supported by Bursa Malaysia. All nominees are vetted by KPMG prior to the selection of winners. TM received the ‘Anugerah Perkhidmatan Kaunter Terbaik’ for 2005 for its TMpoint in Alor Star, Kedah from the Ministry of Energy, Water and Communications. This marks TM’s third recognition in this category, having won the same award in 2004 for Kedai Celcom Bandar Baru Klang and TMNet Clickers Kelana Jaya Park View. TM Group Chief Executive Officer Dato’ Abdul Wahid Omar was named joint winner of Malaysia’s CEO of the Year award 2006 together with Morten Lundal, the CEO of Digi Communications Berhad. The prestigious annual award was jointly organised by Business Times and Maybank. TM was conferred The Brand Laureate Award 2006 – 2007 for the Corporate Brand – Telecommunications Industry category by the Asia Pacific Brands Foundation (APBF). Selection was based on stringent criteria including Brand Strategy, Brand Culture, Brand Communications, Brand Equity and Performance. 16 MAY 2006 28 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 AKTEL was awarded the Telelink Telecommunication Award 2006, a prestigious award in the Telecommunications sector, for the “Best Mobile Service Provider in Bangladesh”. The award was organised by the Bangladesh Mobile Phone Business Association (BMBA). 30 NOVEMBER 2006 10 AUGUST 2006 14 FEBRUARY 2007 TM clinched for the first time the Overall Excellence Award for the most outstanding Annual Report of the Year 2005. TM also took home the Industry Excellence Award for the Bursa Securities Main Board Companies category under the Trading & Services sector for the 10th consecutive time, the Gold Award for Best Designed Annual Report and the Silver Award for the Best Annual Report in Bahasa Malaysia. AKTEL was conferred the prestigious JFB Performance Award 2005 by the Cultural Journalist Forum of Bangladesh (CJFB) for its celebrated JOY television commercial. Through the success of this campaign, AKTEL acquired one million customers within a period of 15 days. Amid serious contenders, Aktel also topped the “Best Advertisement Award Category”. Dialog Telekom, Sri Lanka’s flagship telecommunications company, received a Commendation Award from the GSM Association at the GSM Global Mobile Awards in Barcelona, Spain for its Disaster and Emergency Warning Network (DEWN). DEWN will enable disaster warning information to be communicated securely and instantaneously to emergency personnel and mobile phone users anywhere in the country. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 29 CORPORATE FRAMEWORK Corporate INFORMATION SECRETARIES AUDITORS • • PricewaterhouseCoopers (Chartered Accountants) 11th Floor, Wisma Sime Darby Jalan Raja Laut 50706 Kuala Lumpur Malaysia Tel No. : 603-2693 1077 Fax No. : 603-2693 0997 Wang Cheng Yong (MAICSA 0777702) Zaiton Ahmad (MAICSA 7011681) REGISTERED OFFICE Level 51, North Wing Menara TM Jalan Pantai Baharu 50672 Kuala Lumpur Malaysia Tel No. : 603-2240 1211/1221/1225 Fax No. : 603-2283 2415/2284 8039 SHARE REGISTRAR Tenaga Koperat Sdn Bhd 20th Floor, Plaza Permata Jalan Kampar, Off Jalan Tun Razak 50400 Kuala Lumpur Malaysia Tel No. : 603-4041 6522 Fax No. : 603-4042 6352 Dato’ Abdul Wahid Omar Group Chief Executive Officer (Non-Independent Executive Director) Dato’ Ahmad Haji Hashim (Non-Independent Non-Executive Director) Dato’ Azman Mokhtar (Non-Independent Non-Executive Director) Dato’ Dr Abdul Rahim Haji Daud (Independent Non-Executive Director) 30 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 • • CIMB Bank Berhad (formerly known as Bumiputra-Commerce Bank Berhad) Malayan Banking Berhad PRINCIPAL SOLICITORS • • Zul Rafique & Partners Hisham Sobri & Kadir STOCK EXCHANGE LISTING Main Board of Bursa Malaysia Securities Berhad (Listed since 7 November 1990) MALAYSIAN TAXES ON DIVIDEND BOARD OF DIRECTORS Tan Sri Dato’ Ir Muhammad Radzi Haji Mansor Chairman (Non-Independent Non-Executive Director) PRINCIPAL BANKERS Dato’ Lim Kheng Guan (Senior Independent Non-Executive Director) Malaysia practised an imputation system in the distribution of dividends whereby the income tax paid by a company is imputed to dividends distributed to shareholders. YB Datuk Nur Jazlan Tan Sri Mohamed (Independent Non-Executive Director) As gazetted in the Finance Act, 2006, the corporate tax rate in Malaysia will be reduced to 27% for financial year 2007. Consequently, Malaysian income tax at 27% will be deducted from the proposed final gross dividend of 30 sen per share for financial year 31 December 2006, subject to shareholders’ approval at the forthcoming 22nd AGM. Ir Prabahar NK Singam (Independent Non-Executive Director) The income tax deducted or deemed to have been deducted from dividend is accounted for by the income tax of the company. There is no further tax or withholding tax on the payment of dividends to all shareholders. Rosli Man (Independent Non-Executive Director) The Annual Report is available to the public who are not shareholders of the Company, by writing to: Dyg Sadiah Abg Bohan (Alternate Director to Dato’ Ahmad Haji Hashim) (Non-Independent Non-Executive Director) General Manager Group Corporate Communications Division Telekom Malaysia Berhad Level 8, South Wing, Menara TM, Jalan Pantai Baharu 50672 Kuala Lumpur, Malaysia Tel: 603-2240 2676/2657 Fax: 603-7955 2510 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 31 CORPORATE FRAMEWORK Group Corporate STRUCTURE as at 6 March 2007 Note: *1 SBU within Telekom Malaysia Berhad *2 TM International Sdn Bhd’s effective shareholding in Samart I-Mobile Public Company Limited (SIM) is 34.36% by virtue of SIM being a 56.69% subsidiary of Samart Corporation Public Company Limited *3 Economic benefit of TM Group in SunShare Investments Ltd is 51% notwithstanding TM Group’s equity interest of 80% Depicting active subsidiaries, jointly controlled entities, associates and Strategic Business Units (SBUs) categorised under major business segments Malaysia Business*1 • • • • • • • • • • • • TM RETAIL*1 TM WHOLESALE*1 100% TM NET SDN BHD 100% TELEKOM SALES & SERVICES SDN BHD 100% GITN SDN BERHAD 100% TELEKOM RESEARCH & DEVELOPMENT SDN BHD 100% TELEKOM MALAYSIA (USA) INC 100% TELEKOM MALAYSIA (UK) LIMITED 100% TELEKOM MALAYSIA (HONG KONG) LIMITED 100% TELEKOM MALAYSIA (S) PTE LTD 100% MOBIKOM SDN BHD 100% TELEKOM APPLIED BUSINESS SDN BHD Celcom (Malaysia) Berhad • 100% TECHNOLOGY RESOURCES INDUSTRIES BERHAD • 100% CELCOM TRANSMISSION (M) SDN BHD • 100% CELCOM TECHNOLOGY (M) SDN BHD • 80% CELCOM TIMUR (SABAH) SDN BHD • 100% CELCOM MOBILE SDN BHD • 100% ALPHA CANGGIH SDN BHD • 100% CT PAGING SDN BHD • 49% C-MOBILE SDN BHD • 20% SACOFA SDN BHD 32 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 TM International Sdn Bhd • 100% TM INTERNATIONAL (L) LIMITED • 89.62% DIALOG TELEKOM LIMITED • 100% DIALOG BROADBAND NETWORKS (PRIVATE) LIMITED (Formerly known as MTT Network (Private) Limited) • 90% ASSET MEDIA (PRIVATE) LIMITED • 100% COMMUNIQ BROADBAND NETWORK (PRIVATE) LIMITED • 100% CBN SAT (PRIVATE) LIMITED • 70% TM INTERNATIONAL (BANGLADESH) LIMITED • 100% INDOCEL HOLDING SDN BHD • 59.63% PT EXCELCOMINDO PRATAMA TBK • 78% MULTINET PAKISTAN (PRIVATE) LIMITED • 49% MOBILE TELECOMMUNICATIONS COMPANY OF ESFAHAN • 100% TELEKOM MALAYSIA INTERNATIONAL (CAMBODIA) COMPANY LIMITED (Formerly known as Cambodia Samart Communication Company Limited) • 18.98% SAMART CORPORATION PUBLIC COMPANY LIMITED • 24.42% SAMART I-MOBILE PUBLIC COMPANY LIMITED*2 • 80% SUNSHARE INVESTMENTS LTD*3 • 29.76% MOBILEONE LTD • 100% TMI MAURITIUS LIMITED • 100% TMI INDIA LTD (Formerly known as Distacom Communications (India) Limited) • 49% SPICE COMMUNICATIONS LIMITED (Formerly known as Spice Communications Private Limited) TM Ventures*1 • 66.94% VADS BERHAD • 100% VADS E-SERVICES SDN BHD • 100% VADS CONTACT CENTRE SERVICES SDN BHD (Formerly known as Meridian Manpower Sdn Bhd) • 100% VADS PROFESSIONAL SERVICES SDN BHD • 100% VADS SOLUTIONS SDN BHD • 51% FIBRECOMM NETWORK (M) SDN BHD (Held via Celcom Transmission (M) Sdn Bhd) • 54% FIBERAIL SDN BHD • 100% UNIVERSITI TELEKOM SDN BHD • 100% UNITELE MULTIMEDIA SDN BHD • 100% MMU CREATIVISTA SDN BHD (Formerly known as Lensa MMU JV Sdn Bhd) • 100% MENARA KUALA LUMPUR SDN BHD • 100% TM INFO-MEDIA SDN BHD (Formerly known as Telekom Publications Sdn Bhd) • 100% TELEKOM MULTI-MEDIA SDN BHD • 51% TELEKOM SMART SCHOOL SDN BHD • 30% MUTIARA.COM SDN BHD • 100% TM PAYPHONE SDN BHD • 100% TM FACILITIES SDN BHD • 100% TMF SERVICES SDN BHD (Formerly known as Teleharta Sdn Bhd) • 100% TMF AUTOLEASE SDN BHD (Formerly known as TM Autolease Sdn Bhd) • 100% TM LAND SDN BHD • 70% MEGANET COMMUNICATIONS SDN BHD • PROPERTY DEVELOPMENT*1 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 33 CORPORATE FRAMEWORK ENHANCING VALUE to Providers of CAPITAL Group ORGANISATION Structure TM IS COMMITTED IN ENHANCING VALUE TO OUR PROVIDERS BOARD OF DIRECTORS OF CAPITAL NAMELY OUR SHAREHOLDERS AND BONDHOLDERS THROUGH CONSTANT REVIEW OF OUR CAPITAL STRUCTURE BOARD AUDIT COMMITTEE COMPANY SECRETARY TO BALANCE CAPITAL EFFICIENCY, FINANCIAL FLEXIBILITY AND IMPROVING RETURNS. GROUP CHIEF AUDITOR IMPROVING SHAREHOLDER PAYOUT GROUP CHIEF EXECUTIVE OFFICER GROUP CHIEF FINANCIAL OFFICER GROUP CHIEF INFORMATION OFFICER SENIOR VICE PRESIDENT SENIOR VICE PRESIDENT GROUP CHIEF GROUP GROUP REGULATORY, PROCUREMENT OFFICER HUMAN RESOURCE LEGAL & COMPLIANCE SENIOR VICE PRESIDENT GROUP MARKETING GENERAL MANAGER GROUP CORPORATE COMMUNICATIONS VICE PRESIDENT PROGRAM MANAGEMENT OFFICE In our efforts to strengthen and establish TM as a leading Communications Company in this region, we have always remained focused in creating value for our shareholders. In 2006, we declared a proposed total dividend payout of RM1.14 billion to our shareholders which consists of a proposed final gross dividend of 30 sen per share less tax at 27% and an interim gross dividend of 16 sen per share less tax at 28%. This represents an improved dividend payout of 55% and in line with our dividend payout policy of between 40% to 60% of profit attributable to our shareholders. Our dividend payout has improved over the last six years from 19% in 2001 to 55% in 2006 of net profit attributable to shareholders. In 2005, the Board of Directors had announced an improved dividend payout policy of 40% to 60% profit attributable to shareholders as compared to the previous policy of 20% to 50% profit attributable to shareholders. This improvement is a strong reflection of our increasing commitment to improve shareholders’ return. Dividend yield to our shareholders has also shown a steady increase to a yield of over 3% as compared to only 1% five years ago. TM DIVIDEND PAYOUT (RM Million) Dividend Payout Ratio Dividend Payout Dividend Yield Improved dividends payout policy of 40% to 60% of profit attributable to shareholders Dividend payout policy of 20% to 50% of profit attributable to shareholders 1.1% CHIEF EXECUTIVE OFFICER MALAYSIA BUSINESS CHIEF EXECUTIVE OFFICER CELCOM (MALAYSIA) BHD CHIEF EXECUTIVE OFFICER TM INTERNATIONAL SDN BHD CHIEF EXECUTIVE OFFICER TM VENTURES CHIEF OPERATING OFFICER TM Wholesale CHIEF EXECUTIVE OFFICER TM NET Sdn Bhd 39% 54% 3.4% 55% 2,613.5 2,068.8 22% 1,754.7 Net Profit Attributable to Shareholders: CHIEF OPERATING OFFICER TM Retail 2.9% 1.8% 0.9% 35% 19% 2.6% 1,811.9 1,390.4 1,056.3 341.6 228.4 481.2 1,014.1 949.5 1,135.1 2001 2002 2003 2004 2005 2006 *Net profit excluding effect of FRS 121 in prior years FY 2005 – Net Profit adjusted for provision of Dete claim of RM879.5 million. Yield based on closing price at year-end. 34 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 35 Enhancing Value to Providers of Capital Moving forward, we will continue to place emphasis and focus on providing positive returns to our shareholders, with rewards in line with our dividend payout policy. BETTER ECONOMIC PROFIT As part of the Transformation Program to improve the performance of Government-linked companies (GLC), a measure of Economic Profit (EP) was introduced in 2005. Economic Profit measures net profit after deducting a charge to account for the cost of capital utilized to generate this profit. EP is defined as capital invested multiplied by the spread between the return on invested capital (ROIC) and the weighted average cost of capital (WACC).* EP has the benefit of incorporating profitability, size of capital base, return on capital and the cost of capital into a single measure. (RM Million) ENHANCING CAPITAL MANAGEMENT TM has consistently displayed strong fundamentals and a healthy balance sheet. In managing our capital better, we continuously review our capital structure in balancing our flexibility for regional expansion, capital efficiency and improving returns to our providers of capital. The Group’s debt to EBITDA has improved from 2.02 times in 2004 to 1.61 times in 2006. This ratio is well below the downward credit rating risk threshold of 2.5 times Debt to EBITDA. TM remains committed at maintaining our strong investment grade ratings. TM is currently rated A2 by Moody’s Investors Service, A- by Standard & Poor’s and AAA by Rating Agency of Malaysia (RAM). Economic Profit Times (x) Debt/EBITDA Debt / EBITDA well below credit rating ceiling of 2.5x 69 572 2005 2006 PERFORMANCE REVIEW -444 2004 2.02 1.87 1.61 2004 2005 2006 *Source: Khazanah Nasional Berhad Economic Profit = NOPLAT – (Invested Capital x WACC) where NOPLAT is Net Operating Profit Less Adjusted Taxes TM has shown strong improvements in EP over the last 3 years where it has managed to turnaround a negative EP of RM444 million in 2004 to RM572 million in 2006. This was made possible through improvements in our earnings and improving weighted average cost of capital. 36 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Moody’s Investors Service A2 Standard & Poor’s A- Rating Agency of Malaysia AAA As part of the Performance Improvement Program (PIP) introduced in the third quarter of 2006, capital management is one of the key strategic thrusts which management will focus on moving forward. Non-core assets have been identified and grouped under TM Ventures where over the next 2 to 3 years, further value is to be unlocked through value creation from business turnaround, restructuring or disposal. Five-Year Group Financial Highlights Simplified Group Balance Sheets Group Segmental Analysis Group Quarterly Performance Group Financial Review Statement of Value Added Distribution of Value Added Business & Other Statistics Share Price & Volume Traded Market Capitalisation — — — — — — — — — — 38 40 41 42 43 49 49 50 52 52 PERFORMANCE REVIEW Five-Year Group FINANCIAL HIGHLIGHTS RETURN ON SHAREHOLDERS’ EQUITY (%) OPERATING REVENUE (RM Million) 38 RM9.20 RM7.15 RM12.10 RM8.25 RM12.00 RM9.15 RM10.40 RM8.60 6.5% 3.2% 0.6 2.8 9.4% 4.2% 0.7 2.2 14.8% 7.1% 0.6 2.6 4.3% 2.1% 0.6 0.7 10.6% 5.5% 0.6 1.3 6.5 9.4 14.8 4.3 10.6 2003 2004 2005 2006 PROFIT ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY (RM Million) ANNUAL REPORT 2006 41,843.5 2002 2003 2004 2005 2006 TOTAL BORROWINGS (RM Million) 2002 2003 2004 2005 2006 2002 2003 2004 2005 2006 TOTAL SHAREHOLDERS’ EQUITY (RM Million) DEBT EQUITY RATIO 0.6 0.6 2006 0.6 2005 0.7 2004 0.6 2003 19,911.1 2002 18,987.4 Comparative figures for 2002 are restated to conform with the change in accounting policy with respect to the recognition of deferred tax and goodwill and change in presentation as explained in the 2003 financial statements. Comparative figures for 2002 - 2005 are restated to conform with the change in accounting policy and presentation as explained in the 2006 financial statements. TELEKOM MALAYSIA BERHAD RETURN ON TOTAL ASSETS (%) 5.5 RM10.20 RM6.90 2002 2.1 61.0 sen 46.0 sen 586.0 sen 2006 7.1 23.9 sen 35.0 sen 559.9 sen 2005 4.2 78.6 sen 30.0 sen 565.3 sen 2004 3.2 45.5 sen 20.0 sen 505.7 sen 2003 12,085.9 28.5 sen 10.0 sen 458.3 sen 2002 41,184.3 17.6% 106.1% 4.9% 1.6% -1.1% 12,215.8 5.2% -51.9% -0.7% 9.3% 9.9% 37,675.2 12.3% 79.7% 16.3% 4.5% -7.8% 11,117.5 20.0% 13.4% 13.3% 24.6% 49.1% 36,040.3 1.7% -33.5% 8.8% 5.6% 7.2% TOTAL ASSETS (RM Million) 12,053.2 2,068.8 19,911.1 41,843.5 12,085.9 28,935.4 811.3 18,987.4 41,184.3 12,215.8 16,399.2 2,625.5 19,120.5 37,675.2 11,117.5 2,068.8 1,451.6 16,437.6 36,040.3 12,053.2 13,942.4 898.5 14,513.6 28,935.4 8,082.5 811.3 16,399.2 3,133.2 2,302.3 13,250.9 13,942.4 1,520.4 855.5 11,796.4 13,250.9 3,161.9 2,688.5 19,120.5 * 11,796.4 1,759.1 1,505.4 16,437.6 ^ 9,834.1 1,551.6 924.9 8,082.5 FINANCIAL RATIO 1. Return on shareholders’ equity ^ * 2. Return on total assets ^ * 3. Debt equity ratio ^ * 4. Dividend cover ^ * 2006 2,625.5 SHARE INFORMATION 1. Per share Earnings (basic) ^ * Gross dividend Net assets ^ * 2. Share price information High Low 2005 1,451.6 GROWTH RATES OVER PREVIOUS YEARS 1. Operating revenue 2. Profit before taxation ^ * 3. Total shareholders’ equity ^ * 4. Total assets ^ 5. Total borrowings * 2004 9,834.1 5. 6. 7. Operating revenue Profit before taxation ^ * Profit for the year ^ * Profit attributable to equity holders of the Company ^ * Total shareholders’ equity ^ * Total assets ^ Total borrowings * 2003 14,513.6 1. 2. 3. 4. 2002 898.5 In RM Million 2002 2003 2004 2005 2006 2002 2003 2004 2005 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 39 PERFORMANCE REVIEW Internet and multimedia 2006 Others By Business Cellular Others By Business 40 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Fixed line and data By Business Cellular Internet and multimedia 15.9% 15.0% 16.1% 2.9% Indonesia Others 2006 2006 Others Malaysia Indonesia 7.8% 2005 9.4% 2005 3.8% 4.1% 1.0% 1.0% 51.7% 48.7% Reserves Minority interests Borrowings Customer deposits Provision for liabilities Deferred tax liabilities Trade and other payables Current tax liabilities Share capital Share premium 43.5% 30.0% 2.0% 28.9% 1.7% 0.2% 5.4% 13.7% 0.6% 8.1% 9.4% 46.2% Reserves Minority interests Borrowings Customer deposits Provision for liabilities Deferred tax liabilities Trade and other payables Current tax liabilities Share capital Share premium Malaysia By Geographical Location SEGMENT ASSETS as at 31 December 28.4% 1.6% 29.6% 1.8% 0.2% 5.8% 14.5% 0.4% 8.2% 9.5% 68.0% 2006 0.9% (1.1%) 1.7% Internet and multimedia 2006 15.4% Fixed line and data 2005 13.2% 2006 Others 2005 76.8% 2005 0.7% TOTAL LIABILITIES & SHAREHOLDERS’ EQUITY SEGMENT RESULTS for the year ended 31 December 63.5% Property, plant and equipment Cash and bank balances Intangible assets Trade and other receivables Long term receivables Other assets Indonesia By Geographical Location 58.8% 57.4% 11.2% 16.9% 8.3% 1.3% 4.9% 33.9% Property, plant and equipment Cash and bank balances Intangible assets Trade and other receivables Long term receivables Other assets 41.6% 54.2% 15.6% 16.9% 8.6% 1.5% 3.2% Malaysia 12.3% 2006 11.8% 2.2% 5.3% 4.3% 52.2% Cellular 2005 82.1% Fixed line and data 43.4% 40.3% 2006 50.1% 2005 2005 14.0% SEGMENT OPERATING REVENUE for the year ended 31 December 77.4% TOTAL ASSETS 2.1% SEGMENTAL ANALYSIS 73.7% BALANCE SHEETS 86.1% Group 2.2% Simplified Group Others By Geographical Location ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 41 PERFORMANCE REVIEW Group Group QUARTERLY PERFORMANCE FINANCIAL REVIEW 2006 First Quarter Second Quarter Third Quarter Fourth Quarter Year 2006 3,787.6 3,976.3 4,227.5 4,407.8 16,399.2 Operating profit before finance cost 927.7 706.2 851.9 1,004.8 3,490.6 Profit before tax 815.3 671.9 733.7 912.3 3,133.2 Profit attributable to equity holders of the Company 518.9 436.1 482.2 631.6 2,068.8 15.3 12.9 14.2 18.6 61.0 — 16.0 — 30.0 46.0 In RM Million 2005 OPERATING REVENUE (RM Million) 2006 Dividends per share (sen) Fixed line Cellular Internet and multimedia 352.2 300.2 869.9 608.0 8,564.5 6,052.5 Earnings per share (sen) 6,612.6 Operating revenue 6,981.7 FINANCIAL PERFORMANCE Nontelecommunication related services 2005 First Quarter Second Quarter Third Quarter Fourth Quarter Year 2005 3,414.9 3,322.3 3,451.2 3,754.0 13,942.4 Operating profit/(loss) before finance cost * 634.4 548.7 873.0 (287.3) 1,768.8 Profit/(loss) before tax * 532.9 501.8 867.1 (381.4) 1,520.4 Profit/(loss) attributable to equity holders of the Company * 374.5 426.1 712.0 (701.3) 811.3 11.1 12.6 20.9 (20.7) 23.9 — 10.0 — 25.0 35.0 In RM Million FINANCIAL PERFORMANCE Operating revenue Earnings/(loss) per share (sen) * Dividends per share (sen) * Comparative figures for 2005 are restated to conform with the change in accounting policy and presentation as explained in the 2006 financial statements. OPERATING REVENUE For the year ended 31 December 2006, the Group registered 17.6% (RM2,456.8 million) growth in operating revenue to RM16,399.2 million as compared to RM13,942.4 million recorded in 2005, mainly driven by the Group’s cellular, data, Internet and multimedia services. Revenue from the cellular services increased significantly to RM8,564.5 million and accounted for 52.2% (2005: 43.4%) of the Group’s revenue, surpassing the contribution from fixed line services for the first time. Revenue from fixed line services (including data services and other telecommunication services) of RM6,612.6 million accounted for 40.3% of the Group’s revenue, decreasing from 50.1% in the preceding year. The reduced contribution was in tandem with global trends where customers are migrating from the traditional fixed line services to cellular and broadband services. Internet and multimedia services registered strong yearon-year revenue growth of 43.1% and contributed 5.3% to the Group’s operating revenue as compared to 4.3% in 42 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 2005. Revenue contribution from non-telecommunication related services was maintained at the same level with 2005 viz. i.e. 2.2% of the Group’s operating revenue. FIXED LINE SERVICES Fixed line services comprise business telephony (which also includes ISDN, interconnect, international inpayment), residential telephony, public payphone services, data services and other telecommunication related services. Other telecommunication related services include primarily recoverable works order, maintenance, broadcasting, restoration of submarine cable, managed network services and enhanced value added telecommunication services. Fixed line services contributed RM6,612.6 million to the Group’s revenue in 2006, declining by 5.3% (RM369.1 million) from RM6,981.7 million recorded in 2005. This decline is consistent with international trends and as predicted in the previous year. Various initiatives rolled out under the performance improvement programme to retain and attract customers such as iTalk with Mobile (VOIP call card), Let’s Talk campaign and bundling fixed line and broadband services mitigated the decline. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 43 PERFORMANCE REVIEW Group Financial Review Celcom’s revenue grew by 0.7% to RM4,526.0 million despite a net decline of 1.3 million in customers resulting from the prepaid registration exercise. Dialog continued to show steady revenue growth in the current year, registering Sri Lanka Rupee (SLR) 25,679.5 million (RM907.0 million) revenue, an increase of 42.4% as compared to SLR18,034.4 million (RM679.9 million) recorded in the preceding year. The commendable revenue growth was driven by a robust growth in the customer base which increased by 46.2% to 3.1 million as well as growth in coverage and increased international traffic. The revenue growth in Ringgit Malaysia (RM) was only 33.4% due to depreciation of SLR against RM. TMIB also recorded robust revenue growth of 41.6% to Bangladesh Taka 13,139.6 million (RM704.3 million) driven by a corresponding growth in customers. INTERNET AND MULTIMEDIA SERVICES Internet and multimedia services continued to record improved performance in 2006, registering 43.1% growth in revenue to RM869.9 million as compared to RM608.0 million in 2005. The above strong performance was achieved following aggressive promotional activities undertaken by TM Net Sdn Bhd (TM Net), as evidenced by a 74.5% increase in customer base to 864,000 at the end of 2006 from 495,000 at the end of 2005. 44 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 DEPRECIATION AND AMORTISATION CHARGES The Group’s depreciation and amortisation charges increased by 17.3% (RM594.5 million) to RM4,039.0 million as compared to RM3,444.5 million recorded in 2005 and accounted for 30.9% of total operating costs. Full year consolidation of XL’s results in 2006 accounted for RM504.1 million of the increase. Dialog and TMIB also registered higher depreciation expenses by RM22.1 million and RM59.5 million respectively in 2006 in line with network expansion. DOMESTIC INTERCONNECT AND INTERNATIONAL OUTPAYMENT The Group’s domestic interconnect and international outpayment increased by 10.1% (RM180.6 million) to RM1,962.1 million as compared to RM1,781.5 million recorded in 2005. The consolidation of XL’s full year results contributed RM224.8 million to higher outpayment. Dialog and TMIB also registered higher cost which increased by RM24.2 million and RM20.5 million respectively in line with business expansion and increased revenue. The Company and Celcom jointly recorded net decreases in interconnect outpayment of RM119.2 million. Depreciation and amortisation Staff costs Domestic interconnect and international outpayment STAFF COST The Group’s staff cost rose by 10.0% (RM180.5 million) from RM1,810.9 million registered in 2005 to RM1,991.4 million in 2006 and accounted for 15.2% of operating costs. XL accounted for RM151.9 million of the increase in staff cost consequent from full year consolidation. Increased headcount at subsidiaries such as Dialog, TMIB, VADS Berhad and Fiberail Sdn Bhd (Fiberail) and annual increment also contributed to higher staff cost for the year. Total staff force of the Group stood at 35,824 at the end of 2006 as compared to 34,552 a year ago. The adoption of Financial Reporting Standard 2 (FRS 2) “Share-based Payment” has resulted in the Group recognising a charge of RM35.8 million to the income statement being the cost of share options granted to employees of the Group. The Group also incurred a cost of RM38.8 million for the voluntary separation scheme undertaken during the current year. In the preceding year, the Group incurred RM161.0 million for the voluntary separation scheme as part of the Group’s manpower rationalisation exercise. MARKETING, ADVERTISING AND PROMOTIONS XL mainly contributed to the significant increase in Group’s marketing, advertising and promotion costs that escalated by 23.4% (RM215.1 million) from RM918.6 million in 2005 Maintenance Supplies and inventories Bad and doubtful debts Impairment of PPE 2,302.0 2006 2,085.2 4.1 82.6 303.9 497.5 619.1 731.8 524.8 Marketing, Provision advertising for a claim and promotion 692.4 — 879.5 1,133.7 918.6 1,962.1 1,781.5 1,991.4 For the year ended 31 December 2006, the Group’s operating costs rose by 2.9% (RM369.6 million) from RM12,717.5 million recorded in 2005 to RM13,087.1 million in 2006. The current year operating costs were however 10.6% (RM1,249.1 million) higher than the normalised operating costs of RM11,838.0 million in the preceding year (excluding the provision for a claim by DeTeAsia Holdings Gmbh (DeTeAsia) amounting to RM879.5 million). Higher operating costs in 2006 were partly attributed to the consolidation of full year results of XL. 1,810.9 OPERATING COSTS 2005 OPERATING COSTS (RM Million) 4,039.0 NON-TELECOMMUNICATION RELATED SERVICES Non-telecommunication related services comprise services from subsidiaries with core business in education, printing and publication of directories, property development, trading in consumer’s premises equipment and etc. Revenue from these services grew by 17.3% (RM52.0 million) mainly due to higher contribution from TM Facilities Sdn Bhd arising from disposal of land held for sales. 3,444.5 CELLULAR SERVICES Revenue from cellular services comprised rental, call charges, short message services, roaming and interconnect charges terminating at mobile, registered a significant growth of 41.5% (RM2,512.0 million) from the RM6,052.5 million recorded in 2005 to RM8,564.5 million in 2006. Consolidation of full year results of a foreign subsidiary, PT Excelcomindo Pratama Tbk (XL) accounted for RM2,016.8 million of the above increase. XL became a subsidiary of the Group in October 2005 and hence only two months’ results of XL were consolidated in the preceding year. Celcom (Malaysia) Berhad (Celcom), and overseas subsidiaries namely Dialog Telekom Limited (Dialog) and TM International (Bangladesh) Limited (TMIB) jointly contributed to the remaining increase. Other operating costs to RM1,133.7 million in the current financial year. Though Celcom, TM Net, Dialog and TMIB also registered higher advertisement and promotion costs consequent from aggressive marketing activities to promote new products and services, these companies managed to reduce dealers’ commissions, hence mitigating the impact of higher advertisement and promotion costs. SUPPLIES AND INVENTORIES The Group’s supplies and inventories cost grew to RM619.1 million, an increase of 18.0% (RM94.3 million) over RM524.8 million recorded in 2005, out of which RM57.4 million was contributed by XL. The Company recorded higher cost of cables (RM41.2 million) resulting from replacement for cable theft cases. Fiberail also recorded a RM22.4 million increase in 2006 for one-off projects undertaken during the year. Reduction in renovation costs of RM27.2 million minimised the net impact of the above increase. UNIVERSAL SERVICE PROVISION (USP) The Group incurred higher USP cost of RM398.4 million in the current year, up from RM307.9 million a year ago. Celcom and TM Net jointly contributed RM82.9 million to the increase arising from change in basis of calculation and under accrual for prior years. The remaining balance of the increase in USP cost was contributed by XL. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 45 PERFORMANCE REVIEW Group Financial Review OTHER OPERATING INCOME Other operating income declined significantly from RM543.9 million in 2005 to RM178.5 million in 2006 primarily due to the absence of one-off compensation for loss of exclusive rights amounting to RM137.0 million and gain on dilution/ partial disposal of investment in Dialog amounting to RM259.0 million pursuant to its listing on the Colombo Stock Exchange in July 2005. The gain on disposal of equity interest in a former associate, Ghana Telecommunications Company Limited, in the current year amounting to RM77.4 million mitigated the reduction. NET FINANCE COST The Group’s net finance cost increased by 10.7% from RM350.4 million in 2005 to RM387.9 million in 2006 primarily attributed to the full year consolidation of XL’s results which accounted for RM191.7 million of higher net finance cost. The Company and Celcom registered lower net finance costs of RM66.2 million and RM26.0 million respectively in line with reduced borrowings. The amortisation of fair value adjustment of borrowings amounting to RM37.8 million also mitigated the impact of increased cost of XL. 46 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 CONTRIBUTION FROM JOINTLY CONTROLLED ENTITIES AND ASSOCIATES Group PROFIT FOR THE YEAR (RM Million) Company 2002 2003 2004 2005 534.7 2,302.3 408.4 855.5 561.8 2,688.5 590.2 1,505.4 Samart Corporation Public Company Limited and Samart I-Mobile Public Company Limited mainly contributed to the current year’s share of results of associates whereas the corresponding period in 2005 included share of XL’s losses when it was an associate. (444.3) The share of results in jointly controlled entities in 2006 was RM10.6 million which consisted of share of profit in Sunshare Investments Ltd of RM38.0 million and share of losses of Spice Communications Limited of RM27.4 million. 924.9 FOREIGN EXCHANGE DIFFERENCES In line with the appreciation of Ringgit Malaysia against the US Dollar, the Company recorded significant gains on foreign exchange largely arising from revaluation of US Dollar borrowings. XL also recorded substantial gains on translation of borrowings in US Dollar currency. As a result, the Group registered net gains on foreign exchange of RM361.0 million in the current year as compared to net losses of RM100.6 million in the preceding year. This gain on foreign exchange mitigated the impact of increased costs as explained earlier. 2006 The preceding year also recorded RM83.9 million gain on dilution of XL pursuant to its IPO exercise and gain on disposal of Celcom Timur Sarawak. No such gain was registered in the current financial year. PROFITABILITY TAXATION EXPENSES The Group’s effective tax rate in 2006 was 26.5% as compared to 43.7% in 2005. The high effective tax rate in 2005 was mainly due to higher expenses not deductible for taxation purposes mainly provision for DeTeAsia claim, impairment of investments and also a one-off lump sum deferred tax adjustment of a foreign subsidiary in 2005. The current year’s effective tax rate of the Group was lower than the statutory rate mainly attributed to higher foreign exchange gain which is not subjected to tax, profits registered by subsidiaries with low tax charge due to tax exemption status as well as reduction in deferred tax expense arising from the change in tax rate. Consequent from the higher operating revenue, foreign exchange gains and the absence of provision for DeTeAsia claim, the Group posted a higher profit for the year of RM2,302.3 million, which was 169.1% higher than the RM855.5 million recorded in the preceding year. TOTAL ASSETS Total assets of the Group grew marginally by 1.6% to RM41,843.5 million as compared to RM41,184.3 million in 2005 largely due to increases in property, plant and equipment (PPE) and jointly controlled entities after netting off against decrease in cash and bank balances. PROPERTY, PLANT AND EQUIPMENT (PPE) During the year, XL, Dialog, TMIB and Celcom embarked on aggressive network expansion programs. This resulted in an increase in PPE of RM1,291.1 million, RM218.8 million, RM470.9 million and RM170.5 million respectively. Fiberail also recorded higher PPE by RM86.6 million following acquisition of assets from Petrofibre Network (M) Sdn Bhd. The Company’s PPE declined by RM599.0 million because the depreciation charge was greater than asset additions in the current year. Hence, the Group’s PPE only increased by 7.6% (RM1,705.6 million) between 2005 and 2006. INVESTMENTS IN JOINTLY CONTROLLED ENTITIES During the year, the Group acquired 49.0% equity interest in Spice Communications Limited, a jointly controlled entity. As a result, the Group’s investments in jointly controlled entities increased significantly from RM137.5 million in 2005 to RM807.5 million in 2006. INVESTMENTS IN ASSOCIATES The Group’s investments in associates rose by 114.8% between 2005 and 2006 to RM220.6 million following the acquisition of Samart I-Mobile Company Limited. CASH AND BANK BALANCES Cash and bank balances of the Group decreased by 27.0% (RM1,735.2 million) between the year under review to RM4,680.4 million mainly due to payments to DeTeAsia, payment of final dividend for the year 2005 and interim dividend for the year 2006, payment for purchases of assets, and acquisitions of new investments as mentioned above which were more than net cash inflow generated from operating activities and new borrowings. TOTAL LIABILITIES The Group’s total liabilities stood at RM21,095.9 million at the end of 2006, declining by 2.1% (RM447.0 million) as compared to a year ago primarily attributed to reduced borrowings, deferred tax liabilities and payables. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 47 PERFORMANCE REVIEW Group Financial Review Statement of VALUE ADDED primarily due to the strong profits attributable to the equity holders of the Company of RM2,068.8 million which were higher than the total dividends paid out during the year of RM1,001.9 million. Increase in paid-up capital and share premium pursuant to employees exercising their share options under the Company’s employees’ share option scheme also contributed to higher shareholders’ equity. BORROWINGS XL, Dialog, TMIB and a few other subsidiaries obtained new borrowings amounting to RM2,344.9 million to finance their network and business expansion programs. Despite new borrowings being greater than repayments during the year, the Group’s total borrowings as at 31 December 2006 of RM12,085.9 million were marginally lower than RM12,215.8 million at the end of the preceding year mainly attributed to significant gains on revaluation of foreign currency borrowings registered by the Company and XL as well as gains on translation of the borrowings of foreign subsidiaries. Consequent from higher profit for the year attributable to equity holders of the Company as mentioned above, basic earnings per share (EPS) increased from 23.9 sen in 2005 to 61.0 sen in 2006. Accordingly, return on shareholders’ equity (ROE) also increased from 4.3% in 2005 to 10.6% in 2006. DEFERRED TAX LIABILITIES The Group’s deferred tax liabilities decreased by RM106.8 million to RM2,261.9 million in 2006 primarily attributed to the effect of change in the corporate tax rate as explained earlier. For the current year ended 31 December 2006, an interim gross dividend of 16.0 sen per share less tax at 28% was paid on 18 September 2006 to shareholders whose names appear in the Register of Members and Record of Depositors on 23 August 2006. Together with the proposed final gross dividend of 30.0 sen per share less tax at 27% subject to shareholders’ approval at the forthcoming Annual General Meeting of the Company, the total dividend paid out based on issued paid-up capital as at 31 December 2006 would amount to approximately RM1,135.1 million, representing 54.9% of the profit attributable to equity holders of the Company in line with the Company’s dividend policy of between 40% and 60% of the profit attributable to equity holders. TRADE AND OTHER PAYABLES Trade and other payables of the Group declined by 4.0% (RM240.0 million) between 2005 and 2006 mainly due to payment for a claim by DeTeAsia being greater than the increase in trade payables and deferred revenue. SHAREHOLDERS’ EQUITY The shareholders’ equity of the Group remained strong at RM19,911.1 million, an increase of 4.9% from RM18,987.4 million as at 31 December 2005. The increment was Value added is a measure of wealth created. The following statement shows the Group's value added for 2005 and 2006 and its distribution by way of payments to employees, governments and shareholders, with the balance retained in the Group for reinvestment and future growth. In RM Million 2005 VALUE ADDED Revenue Purchase of goods and services 2006 13,942.4 (7,523.6) 16,399.2 (7,131.6) Value added by the Group Other operating income Finance income Finance cost Share of results of jointly controlled entities/associates Gain on dilution/disposal of investment in associates 6,418.8 543.9 313.0 (663.4) 10.5 91.5 9,267.6 178.5 234.0 (621.9) 30.5 — Value added available for distribution 6,714.3 9,088.7 1,810.9 1,991.4 664.9 830.9 1,016.3 44.2 1,001.9 233.5 3,444.5 (266.5) 4,039.0 992.0 6,714.3 9,088.7 DISTRIBUTION To Employees Employment cost To Government Taxation To Shareholders Dividends Minority interests Retained for reinvestment and future growth Depreciation and amortisation Retained profit Total distributed Distribution of EPS (sen) SHAREHOLDERS’ EQUITY ROE (%) VALUE ADDED 2005 2006 . 27.0% To Employees - Employment cost 1,810.9 . 9.9% To Government - Taxation 664.9 15.8% To Shareholders - Dividends and minority interests 1,060.5 47.3% Retained for reinvestment and future growth Depreciation, amortisation and retained profit 3,178.0 . 21.9% To Employees - Employment cost 1,991.4 9.1% To Government - Taxation 830.9 . 13.6% To Shareholders - Dividends and minority interests 1,235.4 55.4% Retained for reinvestment and future growth Depreciation, amortisation and retained profit 5,031.0 2002 48 TELEKOM MALAYSIA BERHAD 2003 ANNUAL REPORT 2006 2004 2005 10.6 61.0 4.3 23.9 14.8 78.6 9.4 45.5 6.5 28.5 (RM Million) 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 49 PERFORMANCE REVIEW BUSINESS & OTHER Statistics Year ended 31 December 2002 MALAYSIA BUSINESS Customer Base 1. Residential telephone 2. Business telephone 3. Public Payphones 4. Leased Circuits 5. ISDN 6. Other services 7. Toll Free (1-300 and 1-800) 8. Total access lines 9. Total access lines per 100 population 10. Access Services 11. Application Services 12. Content Services Network Capacity (‘000) 13. Kilometers cable pair 14. Fibre kilometers 15. Exchange lines 16. International gateway exchange Productivity 17. Number of employees 18. Number of access lines per employee Quality of Service 19. Total faults report per line 20. Leased circuits fault restoration (within 24 hours – %) 21. Complaints of bills issued (%) – TM Net 22. Number of complaints per 1,000 customers – TM Net CELCOM (MALAYSIA) BERHAD Customer Base 1. Postpaid 2. Prepaid 2003 2004 2005 3,406,655 1,264,844 79,479 — 64,976 4,671 1,703 4,593,300 18.8 1,480,327 7,937 380,884 3,328,456 1,295,185 79,613 — 63,587 4,488 2,195 4,623,641 18.1 1,741,108 9,158 480,290 3,236,457 1,429,675 73,498 54,733 58,469 3,889 3,156 4,416,135 17.2 2,178,406 9,685 636,491 2,886,077 1,457,112 70,063 48,437 52,876 3,826 3,425 4,343,189 16.6 2,564,407 21,633 796,489 30,850 356 8,656 40.3 31,040 472 8,679 45.7 31,644 637 8,684 45.7 32,110 722 8,684 45.7 2006 Network Capacity (number of BTS) 1. PT Excelcomindo Pratama Tbk 2. TM International (Bangladesh) Limited 3. Dialog Telekom Limited 4. Telekom Malaysia International (Cambodia) Company Limited 5. Mobile Telecommunications Company of Esfahan 32,559 790 8,684 43.14 — — — — 17,846 257.5 16,097 269.8 15,228 291.2 0.4 0.3 0.28 0.15 0.137 96.7 — 97.5 0.09 93.7 0.07 99.7 0.02 99.31 0.02 — 46 28 22 12 Number of Employees 1. PT Excelcomindo Pratama Tbk 2. TM International (Bangladesh) Limited 3. Dialog Telekom Limited 4. Telekom Malaysia International (Cambodia) Company Limited 5. Mobile Telecommunications Company of Esfahan 6. MobileOne Limited * 1,104,419 4,230,998 1,118,138 5,740,078 1,230,517 4,848,753 — 5,322 3,749 4,202 5,053 — — 5,046 95 5,680 96 6,155 97 8,830 98 Productivity 1. Number of employees 2. Revenue per employee (RM’000) 3. Customer per employee — — — 4,264 858 1,017 4,019 1,063 1,328 3,461 1,306 1,982 3,679 1,239 1,652 Quality of Service 1. 013/019 – Overall Network Availability (%) — — 99.37 99.41 99.42 Network Capacity (’000) 1. No. of BTS (’000) 2. Network Switching System (NSS) capacity (’000) 3. Coverage populated area (%) 2002 2003 2004 2005 2006 1,679,148 161,265 486,006 2,943,972 401,680 825,284 3,791,049 1,103,465 1,358,641 6,978,519 3,051,917 2,123,801 9,527,970 5,762,093 3,105,649 54,095 84,221 103,147 154,504 228,969 — 1,049,000 15,536 1,068,000 16,211 1,162,000 19,042 1,246,000 20,459 1,337,000 950 223 273 1,491 369 588 2,357 505 672 4,324 1,548 833 66 96 136 170 202 20 20 28 29 56 1,355 310 703 1,515 378 926 1,543 652 1,215 1,867 1,087 1,711 2,061 1,541 2,290 293 387 410 466 470 26 1,482 28 1,460 36 1,435 46 1,382 47 1,350 7,260* 2,770 1,211 Including 981 Node B. Note: 1,176,860 3,160,065 50 TM INTERNATIONAL SDN BHD Number of Customers 1. PT Excelcomindo Pratama Tbk 2. TM International (Bangladesh) Limited 3. Dialog Telekom Limited 4. Telekom Malaysia International (Cambodia) Company Limited 5. Mobile Telecommunications Company of Esfahan 6. MobileOne Limited 2,924,284 1,509,542 64,567 46,409 51,414 3,480 3,857 4,433,826 16.6 3,189,517 284,890*1 1,023,409 — — *1 Year ended 31 December The figures reported above are for cellular operations of TM’s investments overseas. Value Added Services (VAS) are reflected in Application Services for 2006. TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 51 SHARE Price & VOLUME Traded 2006 MONTHLY TRADING VOLUME & HIGHEST-LOWEST SHARE PRICE 2006 Jan Volume (’000) Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec 54,183 60,989 62,562 36,644 52,299 45,684 20,911 36,917 31,257 42,454 80,298 85,742 Highest (RM) 9.85 10.40 9.85 9.90 10.10 9.20 9.20 9.20 9.25 9.20 9.90 10.00 Lowest (RM) 9.45 9.50 9.20 9.30 9.00 8.80 8.90 8.85 8.95 8.60 8.70 9.35 62,562 36,644 52,299 45,684 20,911 36,917 31,257 42,454 80,298 85,742 Lowest (RM) 60,989 Highest (RM) 54,183 Volume (’000) Jan 06 Feb 06 Mar 06 Apr 06 May 06 Jun 06 Jul 06 Aug 06 Sep 06 Oct 06 Nov 06 Dec 06 Market CAPITALISATION Market Capitalisation (RM Million) Share Price (RM) 2002 2003 2004 2005 2006 25,019 27,256 39,227 32,387 33,122 7.90 8.40 11.60 9.55 9.75 Market Capitalisation (RM Million) Share Price (RM) 11.60 9.55 9.75 27,256 39,227 32,387 33,122 8.40 25,019 7.90 52 LEADERSHIP 2002 2003 2004 2005 2006 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Board of Directors — 54 Profile of Directors — 56 Group Senior Management — 62 LEADERSHIP From Left to Right: DYG SADIAH ABG BOHAN DATO’ LIM KHENG GUAN DATO’ ABDUL WAHID OMAR (ALTERNATE DIRECTOR TO DATO’ AHMAD HAJI HASHIM) (NON-INDEPENDENT NON-EXECUTIVE DIRECTOR) (SENIOR INDEPENDENT NON-EXECUTIVE DIRECTOR) (GROUP CHIEF EXECUTIVE OFFICER) (NON-INDEPENDENT EXECUTIVE DIRECTOR) ROSLI MAN DATO’ AZMAN MOKHTAR DATO’ DR ABDUL RAHIM HAJI DAUD WANG CHENG YONG (NON-INDEPENDENT NON-EXECUTIVE DIRECTOR) (INDEPENDENT NON-EXECUTIVE DIRECTOR) (COMPANY SECRETARY) TAN SRI DATO’ IR MUHAMMAD RADZI HAJI MANSOR DATO’ AHMAD HAJI HASHIM ZAITON AHMAD (NON-INDEPENDENT NON-EXECUTIVE DIRECTOR) (JOINT COMPANY SECRETARY) (INDEPENDENT NON-EXECUTIVE DIRECTOR) IR PRABAHAR NK SINGAM (INDEPENDENT NON-EXECUTIVE DIRECTOR) 54 TELEKOM MALAYSIA BERHAD YB DATUK NUR JAZLAN TAN SRI MOHAMED (INDEPENDENT NON-EXECUTIVE DIRECTOR) Board of DIRECTORS (CHAIRMAN) (NON-INDEPENDENT NON-EXECUTIVE DIRECTOR) ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 55 LEADERSHIP Profile of DIRECTORS TAN SRI DATO’ IR MUHAMMAD RADZI HAJI MANSOR NON-INDEPENDENT NON-EXECUTIVE CHAIRMAN 65 years of age – Malaysian Tan Sri Dato’ Ir Muhammad Radzi was appointed Chairman and Director of TM on 12 July 1999. He graduated with a Diploma in Electrical Engineering in 1962 from Faraday House Engineering College, London and a Masters in Science (Technological Economics) from the University of Stirling, Scotland in 1975. A Chartered Professional Engineer registered with the Board of Engineers, Malaysia and Engineering Council, United Kingdom, he is a corporate member of the Institution of Engineers, Malaysia, the Institution of Engineering and Technology, United Kingdom and the Institute of Management, United Kingdom. He was appointed Board Member, Board of Engineers Malaysia, effective from 23 August 2002. He served in various engineering and management capacities in the former Jabatan Telekom Malaysia (JTM) over 22-year period, including a three-year secondment as Technical Adviser to the Ministry of Energy, Telecommunications and Post. Tan Sri Radzi retired as Director General of Telecommunications upon corporatisation of JTM on 1 January 1987 and was subsequently appointed as Director of Operations of TM. He served as Director of Marketing and Customer Services from 1989 to 1995 and later as Director of Regulatory Management and External Affairs before retiring in July 1996. From 1997 to 1999, he was retained as a Consultant/Adviser on multimedia flagship application projects for the Multimedia Development Corporation Sdn Bhd (MDeC), a company established by the Malaysian Government to oversee the development and implementation of multimedia projects. He was appointed a Director of MDeC on 1 May 2005 in his capacity as Chairman of TM. Apart from his directorship in several companies in TM Group, Tan Sri Radzi is currently the Chairman of Celcom (Malaysia) Berhad, Dialog Telekom Limited, Menara Kuala Lumpur Sdn Bhd and TM International Sdn Bhd and President Commissioner of PT Excelcomindo Pratama Tbk. He is co-chairman of the Malaysian IndustryGovernment Group for High Technology (MIGHT). Tan Sri Radzi currently serves as Chairman of TM’s Board Employees’ Share Option Scheme Committee and Board Dispute Resolution Committee. He has attended all the thirteen (13) Board of Directors’ Meetings of the Company held during the financial year. Tan Sri Radzi is a Non-Executive Director nominated by the Minister of Finance (Inc), the Special Shareholder of TM. He has never been charged for any offence. He has no family relationship with any Director or major shareholder of the Company nor any conflict of interest with the Company. 56 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 DATO’ ABDUL WAHID OMAR GROUP CHIEF EXECUTIVE OFFICER NON-INDEPENDENT EXECUTIVE DIRECTOR 43 years of age – Malaysian Dato’ Abdul Wahid Omar was appointed Group Chief Executive Officer (Group CEO) of TM on 1 July 2004. He was formerly the Managing Director/Chief Executive Officer of United Engineers (Malaysia) Berhad and UEM World Berhad. He was also the Executive Vice Chairman of PLUS Expressways Berhad. Prior to his stint at UEM Group, Dato’ Abdul Wahid served TM as the Chief Financial Officer in 2001. A qualified accountant by training, Dato’ Abdul Wahid is a Fellow of the Association of Chartered Certified Accountants (ACCA), United Kingdom and a member of the Malaysian Institute of Accountants. He previously served as a Director of Group Corporate Services cum Divisional Director, Capital Market & Securities of Amanah Capital Partners Berhad, Chairman of Amanah Short Deposits Berhad as well as a Director of Amanah Merchant Bank Berhad and several other companies in the financial services sector. He is also currently a Director of Bursa Malaysia Berhad and member of the Financial Reporting Foundation of Malaysia and the Investment Panel of Lembaga Tabung Haji. Dato’ Abdul Wahid was the recipient of the Malaysia’s CEO of the Year Award 2006 from Business Times and Maybank/American Express. As the Group CEO, Dato’ Abdul Wahid sits on various Board committees including the Board Tender Committee, Board Employees’ Share Option Scheme Committee and Board Dispute Resolution Committee. He is also the Deputy Chairman of Celcom (Malaysia) Berhad and Director of VADS Berhad and several other companies in the TM Group. He was appointed an Alternate Director to Tan Sri Dato’ Ir Muhammad Radzi Haji Mansor on the Board of the Multimedia Development Corporation Sdn Bhd on 1 May 2005. Dato’ Abdul Wahid has attended all the thirteen (13) Board of Directors’ Meetings of the Company held during the financial year. He is an Executive Director nominated by the Minister of Finance (Inc), the Special Shareholder of TM. He has never been charged for any offence. He has no family relationship with any Director or major shareholder of the Company nor any conflict of interest with the Company. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 57 LEADERSHIP Profile of Directors DATO’ AHMAD HAJI HASHIM DATO’ DR ABDUL RAHIM HAJI DAUD NON-INDEPENDENT NON-EXECUTIVE DIRECTOR 55 years of age – Malaysian INDEPENDENT NON-EXECUTIVE DIRECTOR 58 years of age – Malaysian Dato’ Ahmad Haji Hashim was appointed Director of TM on 14 September 2005. He graduated from the University of Malaya with a Bachelor of Economics (Hons) in 1974 and obtained his Master in Business Administration from City University, Washington State, USA in 1983. He has also attended the Oxford Advanced Management Programme, University of Oxford, United Kingdom conducted in 2004. Dato’ Dr Abdul Rahim Haji Daud was appointed to the Board of TM on 7 July 1998. He obtained a Bachelor of Engineering (Hons.) in Electronics from the University of Liverpool, United Kingdom, Masters in Science (Telecommunications Engineering) from University of Birmingham, United Kingdom and Doctorate in Engineering (Telecommunication) from the University of Bath, United Kingdom. He also obtained a Masters in Business Administration from University of Ohio, USA. He has completed the Harvard Business School’s Advanced Management Program (AMP) and the Senior Executive Development Program at the Wharton School of Business, University of Pennsylvania, USA. Dato’ Ahmad began his career in 1974, as an Assistant Secretary, Implementation and Coordination Unit, in the Prime Minister’s Department and has served numerous Ministries including the Ministry of Finance between 1977 and 1984, holding various positions, before joining the Ministry of International Trade and Industry as the Principal Assistant Secretary in 1985. In 1992, he joined the Foreign Investment Committee, EPU, Prime Minister's Department as Principal Assistant Secretary. In 1996, Dato’ Ahmad was appointed as Deputy Secretary, Economic and International Division, Treasury in the Ministry of Finance (MoF). He was later appointed as Secretary in the Loan Management and Financial Policy Division, Treasury, MoF in 2000. He served in the Ministry of Health as Deputy Secretary General (Finance) in 2003 until he assumed his present position as the Deputy Secretary General (Operation), Treasury, MoF in September 2005. DATO’ AHMAD HAJI HASHIM DATO’ AZMAN MOKHTAR Dato’ Ahmad has previously held directorships and memberships in several organisation between 1999 to 2004, such as Institut Jantung Negara, Islamic Development Bank in Jeddah, Bank Simpanan Nasional, Lembaga Tabung Haji, Perbadanan Labuan, Employees Provident Fund, Johor Corporation, Malaysian Timber Industry Board, Klang Port Management Sdn Bhd and Penang Regional Development Authority. Dato’ Azman was appointed Director of TM on 1 June 2004. Dato’ Azman is the Managing Director of Khazanah Nasional Berhad (Khazanah) with effect from 1 June 2004. Until May 2004, he was the Managing Director of BinaFikir Sdn Bhd. Prior to that, he was the Director, Head of Country Research, Salomon Smith Barney (SSB) in Malaysia and Director, Head of Research, the Union Bank of Switzerland (UBS) in Malaysia. Prior to that, he was with the then National Electricity Board (LLN) and Tenaga Nasional Berhad (TNB). Throughout his illustrious career with the Malaysian civil service, he has also represented Malaysia in APEC Economic Committee, APEC Finance Ministers/ Leaders meetings, Islamic Development Bank Board of Governors meetings, Commonwealth Finance Ministers meetings, Asia-Europe (ASEM) Leaders meeting, WTO meetings among others. He obtained his Master of Philosophy in Development Studies from Darwin College, Cambridge University as a British Chevening Scholar. Dato’ Azman is a Fellow of the Association of Chartered Certified Accountants (ACCA) and a Chartered Financial Analyst (CFA) of the Association of Investment Management and Research (AIMR). He also holds a postgraduate diploma in Islamic Studies from the International Islamic University, Malaysia. Dato’ Ahmad is also a Director of Proton Holdings Berhad and Keretapi Tanah Melayu Berhad. Dato’ Ahmad serves as Chairman of TM’s Board Tender Committee, a Member of the Board Audit Committee and Board Employees’ Share Option Scheme Committee. He has attended nine (9) out of thirteen (13) Board of Directors’ Meetings of the Company held during the financial year. Dato’ Ahmad is a Non-Executive Director nominated by the Minister of Finance (Inc), the Special Shareholder of TM and has never been charged for any offence. He has no family relationship with any Director or major shareholder of the Company nor any conflict of interest with the Company. 58 TELEKOM MALAYSIA BERHAD DATO’ AZMAN MOKHTAR NON-INDEPENDENT NON-EXECUTIVE DIRECTOR 46 years of age – Malaysian Dato’ Azman is a Director of United Engineers (Malaysia) Berhad, UEM World Berhad and Malaysian Agrifood Corporation Berhad (MAFC). He is also the Chairman of ValueCap Sdn Bhd and South Johor Investment Corporation Berhad (SJIC). He also serves as Chairman of TM’s Board Nomination and Remuneration Committee and has attended eleven (11) out of thirteen (13) Board of Directors’ Meetings of the Company held during the financial year. Dato’ Azman is a Non-Executive Director nominated by the Company’s major Shareholder, Khazanah and has never been charged for any offence and has no family relationship with any Director or major shareholder of the Company nor any conflict of interest with the Company. ANNUAL REPORT 2006 He joined JTM as a Telecommunications Engineer in 1973. He has wide experience in managing business of Telecommunications and Information Technology. In 1988, he was appointed General Manager, Information Systems and became the Senior General Manager, National Network Operations in 1993. In July 1995, he was made Senior Vice President, Network Services before his appointment to head TM’s telecommunications business group (TelCo) as its Chief Operating Officer in 1996. Upon his appointment as Executive Director of TM Group in July 1998, he remained as the Chief Operating Officer TelCo until 1 February 2001 when he assumed the position of Executive Director, Corporate Strategy and Development. He was then appointed as the Deputy Chief Executive/Executive Director of TM from 29 May 2001 until his retirement on 30 June 2004. He remained on the Board as a Non-Independent NonExecutive Director of TM for a period of two (2) years until 1 July 2006 when he attained his status as an Independent Non-Executive Director pursuant to the Listing Requirements of Bursa Malaysia Securities Berhad. He was the first Malaysian to be elected as Chairman of Commonwealth Telecommunications Organisation (CTO) comprising 35 countries for three terms from September 1999 to November 2002. He is a Member of the Board of Engineers, Malaysia and a Fellow of the Institution of Engineers, Malaysia. Dato’ Dr Abdul Rahim serves as a Member of the Board Audit Committee, Board Employees’ Share Option Scheme Committee, Board Tender Committee and also as Chairman/Board Member of a number of subsidiaries of TM. He has attended all the thirteen (13) Board of Directors’ Meetings of the Company held during the financial year. Dato’ Dr Abdul Rahim has never been charged for any offence and has no family relationship with any Director or major shareholder of the Company nor any conflict of interest with the Company. DATO’ LIM KHENG GUAN SENIOR INDEPENDENT NON-EXECUTIVE DIRECTOR 64 years of age – Malaysian Dato’ Lim Kheng Guan was appointed to the Board of TM on 23 June 2000. He is a Chartered Accountant by profession and an Associate Member of the Malaysian Institute of Accountants, Associate of the Malaysian Institute of Certified Public Accountants, Fellow of Australian Society of Certified Practicing Accountants, Associate of the Australian Institute of Bankers and a Member of the Malaysian Institute of Management. He has also attended Advanced Management Programs at Manchester Business School, INSEAD and London Business School. He has more than 40 years of experience in accounting, management consulting and senior managerial positions in local and multinational public listed companies. Currently, he is the Executive Director of Malaysian Management Consultants Sdn Bhd. DATO’ DR ABDUL RAHIM HAJI DAUD Dato’ Lim Kheng Guan currently serves as a Member of the Nomination and Remuneration Committee, Board Audit Committee and Board Dispute Resolution Committee of TM. He is also a Board Member of a number of subsidiaries and associate companies of TM. He has attended all the thirteen (13) Board of Directors’ Meetings of the Company held during the financial year. Dato’ Lim Kheng Guan has never been charged for any offence and has no family relationship with any Director or major shareholder of the Company nor any conflict of interest with the Company. DATO’ LIM KHENG GUAN ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 59 LEADERSHIP Profile of Directors YB DATUK NUR JAZLAN TAN SRI MOHAMED INDEPENDENT NON-EXECUTIVE DIRECTOR 41 years of age – Malaysian YB Datuk Nur Jazlan was appointed to the Board of TM on 1 June 2004. He is a Fellow of the Association of Chartered Certified Accountants (FCCA), United Kingdom. He was a Council Member and Chairman of Public Relations Committee of Malaysian Institute of Accountants as well as a Council Member of the Asean Federation of Accountants until September 2005. In addition to his corporate experience in the financial arena, YB Datuk Nur Jazlan is also active in politics. He is the Head of UMNO Pulai, Johor and also Chairman of Barisan Nasional for the division. He was an Exco Member of UMNO Youth from 1996 until 2004. He was elected in the last General Election, as Member of Parliament for Pulai parliamentary constituency, Johor. YB Datuk Nur Jazlan is also a Director of United Malayan Land Bhd, Prinsiptek Corporation Berhad and Penang Port Sdn Bhd. YB Datuk Nur Jazlan is the Independent Non-Executive Chairman of TM’s Board Audit Committee and a Member of Board Tender Committee. He is also a Member of Board of Commissioners of PT Excelcomindo Pratama Tbk, Indonesia and Chairman of Multinet Pakistan (Private) Limited, subsidiaries of TM. He has attended twelve (12) out of thirteen (13) Board of Directors’ Meetings of the Company held during the financial year. He has never been charged for any offence and has no family relationship with any Director or major shareholder of the Company nor any conflict of interest with the Company. YB DATUK NUR JAZLAN TAN SRI MOHAMED IR PRABAHAR NK SINGAM INDEPENDENT NON-EXECUTIVE DIRECTOR 45 years of age – Malaysian Ir Prabahar was appointed Director of TM on 23 June 2000. He is an engineer by profession and obtained his Bachelor of Science (Civil Engineering) Degree from Portsmouth Polytechnic, United Kingdom in 1985. A member of the Board of Engineers Malaysia and the Institute of Engineers Malaysia, he is a professional engineer who has wide experience in the engineering sector, especially in the areas of consultancy, contracting, project management and project financing. IR PRABAHAR NK SINGAM 60 TELEKOM MALAYSIA BERHAD Ir Prabahar currently serves as a Member of the Board Nomination and Remuneration Committee and Board Tender Committee of TM. He is also a Board Member of a number of subsidiaries and associate companies of TM. He has attended all the thirteen (13) Board of Directors’ Meetings of the Company held during the financial year. Ir Prabahar has never been charged for any offence and has no family relationship with any Director or major shareholder of the Company nor any conflict of interest with the Company. ANNUAL REPORT 2006 ROSLI MAN DYG SADIAH ABG BOHAN ROSLI MAN DYG SADIAH ABG BOHAN INDEPENDENT NON-EXECUTIVE DIRECTOR 53 years of age – Malaysian Rosli Man was appointed to the Board of TM on 15 July 2000. He has more than 26 years of experience in the telecommunications industry. Rosli holds a Bachelor in Science in Electrical and Electronic Engineering (Electrical Design and Instrumentation) from University of Glasgow, United Kingdom and a Diploma in Electrical and Electronic Engineering (Communications) from Technical College, Kuala Lumpur. He joined JTM in 1976 as Assistant Controller where he gained wide exposure in telecommunication services including the task to implement the country’s first mobile telecommunication service i.e. ATUR 450. In 1985, he made a career move to the private sector by joining the Fleet group as its Group Manager, Technical Services where he was part of the team responsible in overseeing the roll-out and operations of the nation’s first privately operated terrestrial television station namely Sistem Televisyen Malaysia Berhad (TV3). From 1988 to 1996, he was instrumental in setting up the first privately owned telecommunications company in Malaysia i.e. Celcom (Malaysia) Sdn Bhd (CELCOM), catering for the cellular telecommunication business. He left CELCOM as its President in 1996 to join Prismanet Sdn Bhd as Managing Director and held the position until November 1998. In July 2000, he joined Natrindo Telpon Sellular (NTS), the GSM 1800 cellular operator in East Java, Indonesia. As the Chief Operating Officer, he was responsible for the planning, development, successful roll-out of the network and the day-to-day operations of the business. He was then appointed as Deputy Chief Operating Officer of Lippo Telecom to oversee NTS planning, roll-out and operation of NTS National Cellular Operation. He left NTS in January 2002. Rosli currently serves as an Independent Non-Executive Member of the Board Audit Committee and Board Tender Committee of TM. He is also a Member of Board of Commissioners of PT Excelcomindo Pratama Tbk, Indonesia, a subsidiary of TM. He has attended all the thirteen (13) Board of Directors’ Meetings of the Company held during the financial year. Rosli has never been charged for any offence and has no family relationship with any Director or major shareholder of the Company nor any conflict of interest with the Company. NON-INDEPENDENT NON-EXECUTIVE ALTERNATE DIRECTOR 44 years of age – Malaysian Dyg Sadiah Abg Bohan was appointed as Alternate Director to Dato’ Ahmad Haji Hashim on 8 February 2007. She graduated from the University of Malaya with a Bachelor of Science (Hons) in 1986 and holds a Diploma in Public Administration from the National Institute of Public Administration (INTAN) in 1989. She obtained her Master in Business Administration from Universiti Kebangsaan Malaysia in 1998. Dyg Sadiah began her career in the Malaysian Civil Service in 1989 as an Assistant Secretary in the Ministry of Agriculture. Thereafter, she was assigned to INTAN and subsequently in 1999, was transferred to the Ministry of Finance. She is currently the Deputy Under Secretary of the Investment, MOF (Inc) and Privatisation Division. Dyg Sadiah is a Director of Penang Port Holdings Berhad and an alternate Director of Malaysia Airports Holdings Berhad. She is also the Alternate Member to Dato’ Ahmad Haji Hashim on TM’s Board Employees’ Share Option Scheme Committee and Board Tender Committee. She has never been charged for any offence and has no family relationship with any Director or major shareholder of the Company nor any conflict of interest with the Company. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 61 LEADERSHIP Group Senior MANAGEMENT TM CORPORATE CENTRE/GROUP COMPANIES 02 BAZLAN OSMAN GROUP CHIEF FINANCIAL OFFICER 01 Bazlan, 43, is a Fellow of the Association of Chartered Certified Accountants (UK) and also a Chartered Accountant of the Malaysian Institute of Accountants. He began his career as an auditor with a public accounting firm from 1986 to 1989 and subsequently served the Sime Darby Group, holding various positions in its corporate office, Singapore and Melaka. He later had a brief stint in American Express in 1993 before joining Kumpulan FIMA Berhad in 1994 where he was subsequently appointed Senior Vice President, Finance/Company Secretary. He joined Celcom in 2001 and his last position there was that of Chief Financial Officer (CFO) prior to his appointment to TM Group CFO on 1 May 2005. He sits on the Board of Commissioners of PT Excelcomindo Pratama Tbk, a public listed company on the Jakarta Stock Exchange. He is also a member of the Issues Committee of the Malaysian Accounting Standards Board. 03 ZAMZAMZAIRANI MOHD ISA CHIEF EXECUTIVE OFFICER, MALAYSIA BUSINESS Zamzamzairani, 46, holds a Bachelor of Science Degree in Communication Engineering from Plymouth Polytechnic, United Kingdom and has attended the Kellog School of Management’s programme in ‘Corporate Finance, Strategies for Creating Shareholder Value’. He was appointed CEO of Malaysia Business, overseeing TM Retail, TM Wholesale, 02 01 03 TM Net Sdn Bhd and several other related subsidiaries. Prior to the appointment, he was the Senior Vice President, Group Strategy and Technology of TM. He has over 22 years of telecommunications industry experience, starting his career with the then Jabatan Telekom Malaysia in 1984, progressing to General Manager, Global Business, prior to his move to a local mobile operator in 1997. There on, Zamzamzairani held senior positions in several multinational companies within the industry, such as CEO of Global One and Lucent Technologies (Malaysia). In addition to his executive responsibilities, Zamzamzairani also sits on the Board of TM Group subsidiaries, including VADS Berhad. 04 DATO’ SRI MOHAMMED SHAZALLI RAMLY CHIEF EXECUTIVE OFFICER, CELCOM (MALAYSIA) BERHAD Dato’ Sri Mohammed Shazalli, 45, holds a Bachelor of Science (Marketing) from Indiana University, Bloomington, Indiana and a Master of Business Administration from St. Louis University, Missouri, USA. He was appointed as Chief Executive Officer and Director of CELCOM (Malaysia) Berhad (CELCOM) on 1 September 2005. Prior to joining CELCOM, Dato’ Sri Shazalli was CEO of ntv7, Malaysia’s 7th terrestrial TV station, a position he held for 8 years since its launch in 1998. He also has vast experience in the Fast Moving Consumer Group Industry, working for the Lever Brothers from 1987 to 1993, followed by Malaysian Tobacco Company (MTC) and Britich American Tobacco (BAT) from 1993 until 1996 both in Malaysia and the United Kingdom. 04 DATO’ ABDUL WAHID OMAR GROUP CHIEF EXECUTIVE OFFICER Dato’ Abdul Wahid, 43, is a qualified accountant by training. He is a Fellow of the Association of Chartered Certified Accountants (ACCA), United Kingdom and a member of the Malaysian Institute of Accountants. He has vast experience in the financial services sector and was the Managing Director/Chief Executive Officer of UEM Group, an infrastructure development conglomerate, prior to his appointment as Group Chief Executive Officer of TM on 1 July 2004. He is currently a Director of Bursa Malaysia Berhad, VADS Berhad and a member of the Financial Reporting Foundation of Malaysia and the Investment Panel of Lembaga Tabung Haji. Dato’ Abdul Wahid was the recipient of the Malaysia’s CEO of the Year Award 2006 from Business Times and Maybank/American Express. 62 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 63 LEADERSHIP Group Senior Management 01 YUSOF ANNUAR YAACOB 02 CHIEF EXECUTIVE OFFICER, TM INTERNATIONAL SDN BHD KHAIRUSSALEH RAMLI 03 CHIEF OPERATING OFFICER, TM RETAIL CHIEF EXECUTIVE OFFICER, TM VENTURES Yusof Annuar, 41, is an Accountant by profession and a member of the Chartered Institute of Management Accountants and the Malaysian Institute of Accountants. Yusof has both investment banking and corporate management experience. His investment banking career included stints at S.G. Warburg & Co (now known as UBS Warburg), ING Barings Securities Singapore and the Merrill Lynch & Co affiliate in Malaysia. Prior to his appointment as Chief Executive Officer of TM International Sdn Bhd on 1 June 2005, he was an Executive Director at OCB Berhad and a Board member of a number of other public listed companies in Malaysia. Currently, he is also a Board member of several public listed and private companies, locally and internationally. Khairussaleh, 39, was appointed CEO of TM Ventures in September 2006 to manage all the non-core businesses and activities of TM Group. He has more than 16 years’ experience, primarily in financial services. He graduated from Washington University, St Louis, Missouri, in 1989 with a degree in Business Administration. He served the Public Bank Group for 7 years and gained experience in corporate banking, equity research and futures broking, where his last position was Executive Director of PB Futures. Prior to his current appointment in TM, he spent 8 years at Bursa Malaysia Berhad, his last position there being the Chief Financial Officer. DATO’ ADNAN ROFIEE Dato’ Adnan Rofiee, 52 holds a Bachelor Degree in Electronic Engineering from Brighton Polytechnic, United Kingdom. He has almost 30 years experience in the telecommunications industry where he began his career with JTM in 1977 as a Planning Engineer, Customer Access Network for the Central Region. He was later appointed as the General Manager of the Sarawak Operations Area in 1994. He was the Managing Director of Ghana Telecommunications Co Ltd, an associate company of TM, in 2000 and subsequently appointed as the CEO of TM Cellular Sdn Bhd in February 2001. He was the Senior Vice President of Major Business & Government before assuming his current position as the Chief Operating Officer of TM Retail since 1 July 2004. 04 DATUK HAMZAH YACOB CHIEF OPERATING OFFICER, TM FACILITIES SDN BHD Datuk Hamzah, 52 holds a Bachelor of Electronics degree from University Technology Malaysia (UTM). He has almost 30 years of experience in the telecommunications industry and has served TM in various positions since 1978 including as the Head of Specialised Network Services, General Manager of TM Mobile Services, Customer 01 64 02 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 03 04 Network Operations and State General Manager of Johor. He was the CEO of Fiberail Sdn Bhd, a subsidiary of TM, in year 2000 and subsequently, the General Manager, Supply Services & Contract Management in 2001. He was appointed to his current position as Chief Executive Officer of TM Facilities Sdn Bhd on 1 April 2002. Datuk Hamzah is also the Commanding Officer of “Rejimen Semboyan DiRaja Pakar Telekom (AW)” that will take charge of TM’s operations in the event of national Emergency declared by the Government. 05 DENNIS KOH SENG HUAT CHIEF EXECUTIVE OFFICER, VADS BERHAD Dennis Koh, 45 graduated with a Bachelor of Science (Engineering) degree in Computer Science from the Imperial College of Science & Technology, University of London, United Kingdom in 1984. He began his career in computer networking in 1985 with Malaysian Airlines Systems Berhad (MAS). In 1990, he moved to Paris to join Societe Internationale de Telecommunications Aeronautiques (SITA) as a Project Manager. After 2 years, he joined a new start-up company, VADS Berhad which was a joint-venture between IBM (Malaysia) Sdn Bhd and TM then. Over the following 13 years, he held various senior positions before assuming his current position as the Chief Executive Officer of VADS Berhad on 1 June 2005. 05 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 65 LEADERSHIP Group Senior Management 01 DATO’ ABDUL AZIZ ABU BAKAR SENIOR VICE PRESIDENT, GROUP HUMAN RESOURCE Dato’ Abdul Aziz, 53, holds a Bachelor of Economics (Hons) degree from the University of Malaya. He began his career in 1977 as a Fleet Planning Coordinator with Malaysian Airlines Systems Berhad. He subsequently joined Shell in 1979 where he spent the next 20 years holding several management positions in Internal Audit, Marketing Economics, Sales & Marketing, Supply/Distribution Logistics (joint-venture companies with Petronas) and Human Resource, where his last position was the General Manager for Human Resource and Transformation for ASEAN countries. He left for an international assignment in 1991-1994 with the Shell Group based in London, where he was the shareholders’ representative, overseeing Shell’s business interests in Hong Kong and China. He was the Executive Vice President, Human Resource of RHB Bank Berhad, responsible for setting the direction, formulating and overseeing the implementation of HR Strategies before joining TM in October 2004 as Senior Vice President, Group Human Resource. 02 DATO’ RANBIR SINGH NANRA SENIOR VICE PRESIDENT, GROUP MARKETING Dato’ Ranbir, 45, holds a Bachelor of Science degree from Australian National University, Canberra, a Diploma in Applied Finance and Investment from Securities Institute of Australia and a Master of Business Administration from Macquarie University, Sydney. He has extensive experience in telecommunications in the Asia-Pacific region, including sales and marketing, market/business development, 01 66 02 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 strategy and line of business management, in both the wireless and wire-line segments of the industry. He was appointed Senior Vice President, Group Marketing of TM on 1 February 2003. 03 ZAID HAMZAH SENIOR VICE PRESIDENT, GROUP REGULATORY, LEGAL & COMPLIANCE Zaid, 47, a qualified lawyer with a Bachelor of Law from National University of Singapore, he completed his Masters from Fletcher School of Law & Diplomacy, Tufts University, USA on a Fulbright Scholarship. He was appointed as the Senior Vice President, Group Regulatory, Legal & Compliance TM effective 2 April 2007. He has over 21 years of professional work experience spanning government service, legal practice and in-house counsel work with a MNC. Prior to joining TM, Zaid was a consultant to Microsoft’s Legal & Corporate Affairs, Asia Pacific, based in Singapore. A Law & Technology Strategist and author of five books on Law, Technology and Strategy, Zaid’s specialises in strategic value creation and risk management in the technology sector. He started his career with a stint with the Singapore Ministry of Foreign Affairs, where he spent almost 10 years as the Senior Assistant Director. His career achievements include the development of a strategic intellectual property initiative for Microsoft, acting as a consultant to the Malaysian Government on the development of the Malaysian National Intellectual Property policy in 2003, advising the Malaysian National ICT Security & Emergency Response Centre (NISER) on the development of their E-Security Legal Risk Management Framework and MAMPU on the commercialisation of e-government applications. 03 04 AHMAD AZHAR YAHYA GROUP CHIEF INFORMATION OFFICER Ahmad Azhar, 43, holds a Bachelor of Science in Electrical Engineering from Oklahoma State University. He began his career as an engineer in Agilent Technologies (formerly known as Hewlett Packard) in 1987. He then joined Accenture in 1990 servicing clients in Malaysia, Asia and Middle East in various industries namely communications, high technology, oil and gas and government agencies. His industry experiences include strategic planning and change management, business and operations support systems, enterprise resource management, revenue and customer relationship management. He became a Partner at Accenture in 2000 before joining TM as Group Chief Information Officer on 2 August 2004. 05 HASHIM MOHAMMED GROUP CHIEF AUDITOR Hashim, 48, has been the Group Chief Auditor since October 2002. He is also the secretary to the Board Audit Committee. He graduated with a Bachelor of Science degree from Queen Elizabeth College, University of London and holds a Masters in Business Administration (MBA) in International Management from RMIT University in Melbourne, Australia. 04 05 Hashim is the former Vice President and current Chartered Fellow of The Institute of Internal Auditors Malaysia, and a member of the Malaysian Institute of Management. He is a member of the Investigation Tribunal, Advocates and Solicitors Disciplinary Board, Bar Council Malaysia since 2004. He is a Chartered Chemist and member of the Royal Society of Chemistry, United Kingdom. Hashim spent 21 years in Shell holding various management positions spanning marketing, sales, manufacturing, operations, logistics, information technology and internal audit. His responsibilities included managing internal audit services and teams across the Asia Pacific region. 06 GAZALI HARUN GROUP CHIEF PROCUREMENT OFFICER Gazali, 49, holds a Bachelor of Science (Finance) degree from Northern Illinois University, and in 1982 obtained a Masters in Business Administration (MBA) from Governors State University. He gained vast experience in corporate banking and corporate finance while serving at a local merchant bank prior to joining TM in 1990. In TM, he was actively involved in treasury management, fund raising activities, mergers and acquisitions, investor relations and overseeing the Enterprise Risk Management Programme for the Group. Prior to his appointment as Group Chief Procurement Officer of TM on 1 June 2005, he was the Vice President, Finance of TM Wholesale. 06 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 67 LEADERSHIP Group Senior Management TM INTERNATIONAL SUBSIDIARIES/ASSOCIATED COMPANIES/AFFILIATES 01 MOHD NOOR OMAR VICE PRESIDENT, GROUP PROGRAM MANAGEMENT OFFICE Mohd Noor, 52, holds an MBA degree from the University of Wales, United Kingdom. He is also a chartered accountant and a member of the Malaysian Institute of Accountants. He was the General Manager of Strategy & Business Analysis of TM International Sdn Bhd (TM International) before assuming his current position as Vice President, Group Program Management Office of TM. Mohd Noor has contributed significantly to the development of TM International since 2004, particularly during the acquisitions in Pakistan, Indonesia, Singapore, India, Cambodia and Thailand. He started his career with PETRONAS where he spent a total of 18 years. Later, he joined Kumpulan Guthrie Berhad and was based in Indonesia. Prior to joining TM International, he was the CEO of an IT consultancy company in Singapore for 3 years. 02 MARIAM BEVI BATCHA GENERAL MANAGER, GROUP CORPORATE COMMUNICATIONS Mariam, 43, holds a Bachelor of Business (Business Administration) with Distinction from RMIT University in Melbourne, Australia and a Diploma in Public Relations 01 68 02 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 from the Institute of Public Relations Malaysia (IPRM). She is a member of IPRM and is among the first batch of PR practitioners to be accredited by IPRM in 2005. Prior to joining TM in September 2004 as General Manager, Group Corporate Communications, she served as the Head of Group Corporate Communications in Amanah Capital Partners Berhad, and later as the General Manager of Group Corporate Communications in United Engineers (Malaysia) Berhad/UEM World Berhad. 03 WANG CHENG YONG 01 HASNUL SUHAIMI 02 PRESIDENT DIRECTOR, PT EXCELCOMINDO PRATAMA TBK, INDONESIA Hasnul Suhaimi, 50, was appointed President Director of PT Excelcomindo Pratama Tbk (XL) in September 2006. Prior to that, he was a Business Advisor for TM International. He was formerly a director of PT Indosat Tbk from 2002 before assuming the post of President Director of XL in 2006. He has also previously held various senior positions in Indosat Multi Media Mobile (IM3), Telkomsel, and Indosel (a subsidiary of Indosat). COMPANY SECRETARY Yong, 52, has been the Company Secretary of TM since 1998. A qualified Company Secretary by training, she is an Associate member of the Institute of Chartered Secretaries and Administrators. She gained accounting and secretarial experience in Postel Investment Management Ltd in the United Kingdom in 1980 and subsequently, upon her return to Malaysia in 1984, as an Accountant/Company Secretary in a stock/share broking company and Corporate Secretary in the secretarial company, affiliated to the then Arthur Young International. She joined BHL Bank Berhad in 1988 and left as the Senior Secretarial Officer in 1991 to join TM’s Company Secretarial Division. 03 He graduated from the Bandung Institute of Technology, majoring in Electrical Engineering in 1981 and received his Masters of Business Administration degree from the University of Hawaii in 1992. 01 AHMAD ISMAIL MANAGING DIRECTOR TM INTERNATIONAL (BANGLADESH) LIMITED (TMIB), BANGLADESH Ahmad, 46, holds a degree in Electrical & Electronic Engineering from the University of Aston, United Kingdom and a Masters in Business Administration from Multimedia University, Malaysia. He has been with TM for 22 years, starting his career in 1985 as an Assistant Controller. Since then, he has held numerous positions as Assistant Manager, State General Manager for SBA Pulau Pinang, and Chief Executive Officer at TSSSB. In 2002, he became Chief Strategy Officer at TM Telco, acquiring skills in regulatory management, competitor management and business development. He was appointed Managing Director of TMIB on 1 September 2005. 02 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 69 LEADERSHIP Group Senior Management 01 DR SHRIDHIR SARIPUTTA HANS WIJAYASURIYA CHIEF EXECUTIVE/EXECUTIVE DIRECTOR, DIALOG TELEKOM LIMITED, SRI LANKA Dr Hans Wijayasuriya, 38, was appointed to the Board of Dialog Telekom on 19 January 2001. He graduated from Cambridge University, United Kingdom, with a Masters in Electronic Engineering. He also holds a Doctorate in Digital Mobile Communications from Bristol University, United Kingdom. He is a fellow of the Institution of Electrical Engineers (IEE), United Kingdom, and a Chartered Engineer. Dr Hans has over 13 years of experience in technologyrelated business management. He has been Chief Executive Officer of Dialog Telekom for 9 years. In addition, he has held the honorary position of Chairman of the Arthur C Clarke Institute, Sri Lanka and Directorships in the Sri Lanka Institute of Information Technology and the Information and Communication Technology Agency of Sri Lanka. 02 PRAKASH NANANI CHIEF EXECUTIVE OFFICER, SPICE COMMUNICATIONS LIMITED, INDIA Prakash Nanani, an engineering graduate from the Birla Institute of Technological Sciences in Pilani, has 34 years of experience in various senior positions in Indian multinational companies. Prior to his appointment as Chief Executive Officer of Spice Communications Limited, Prakash held the post of Chief Operating Officer for Jumbo 01 70 02 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Group, India where he was responsible for the management of their global operations. Before joining Jumbo Group, he was attached to Xerox, India, where by the end of his tenure with the Company in 1998, he held the position as Group Managing Director. He has also been credited with establishing the ‘Xerox’ brand and building up its market leadership in the country. 03 NEIL MONTEFIORE CHIEF EXECUTIVE OFFICER, MOBILEONE LIMITED (M1), SINGAPORE Neil, 54, has been Chief Executive Officer of M1 since April 1996. He was appointed to M1’s Board of Directors on 8 November 2002. He is a Fellow of the Institute of Electrical Engineers and a Fellow of the Chartered Institute of Marketing. Neil was formerly Director of Mobile Services at Hong Kong Telecom CSL Ltd, the largest cellular operator in Hong Kong, before assuming the position of Managing Director in several telecommunication companies in Hong Kong and in the United Kingdom, including Paknet Ltd which launched the world's first public packet radio data network. His earlier years at various units in the Cable and Wireless Group saw him managing and specialising in telecommunication products, projects and services in Hong Kong and the Far East, as well as in Bahrain, Saudi Arabia and the United Kingdom. 03 04 MUHAMMED YUSOFF MOHD ZAMRI CHIEF EXECUTIVE OFFICER, TELEKOM MALAYSIA INTERNATIONAL (CAMBODIA) COMPANY LIMITED (TMIC), CAMBODIA Muhammed Yusoff Mohd Zamri, 42, was appointed Chief Executive Officer of TMIC in February 2007. Prior to this, he was the Business Development Head of Bridge Wireless (M) Sdn Bhd for two years. Before joining Bridge Wireless, Yusoff was attached to various international companies such as Atos Origin, SchlumbergerSema, Lucent Technologies, American Express and Celcom. From 1996 to 2000, Yusoff was based in Tasket, Uzbekistan as Director of Marketing and Business Development with Uzmacom. He received his Engineering degree from Monash University, Australia. He is a Member of the Institute of Engineers, Australia and the Association of Professional Engineers, Australia. 05 ADNAN ASDAR CHIEF EXECUTIVE OFFICER, MULTINET PAKISTAN (PRIVATE) LIMITED, PAKISTAN One of the pioneers of Multinet, Adnan, has a Bachelor in Science (Civil Engineering) degree from Wisconsin, USA and a Masters degree in Science (Civil Engineering) from Minnesota, USA. He has over 15 years of experience in structural and forensic engineering, construction management, quality control and project management. 04 05 Adnan has conducted a series of seminars on Entrepreneurship and Marketing at the Institute of Business Administration in Karachi, as well as Project Management and Leadership seminars at NED University in Karachi. He also plays advisory roles in several nonprofit organizations which are primarily focused on Education and Health and is on the Executive Council Board Member of the Indus Valley School of Art and Architecture. 06 SEYED AHMAD SADJJADI MANAGING DIRECTOR, MOBILE TELECOMMUNICATIONS COMPANY OF ESFAHAN (MTCE), IRAN Seyed Ahmad Sadjjadi, 52, has been the Managing Director and Chairman of the Board of MTCE since 1989. He was formerly the Chairman of the Board of Directors in Kerman Industrial Communications and a Member of the Board of Directors at Industrial University of Khajed Nasir Toosi from 1981 to 1989. He graduated from the Khaheh Nasir Toosi University with a Bachelors in Telecommunications and received his Masters in System Management from the Governmental Management Education Centre in Tehran. 06 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 71 Group Senior Management 01 WATCHAI VILAILUCK 02 CHIEF EXECUTIVE OFFICER, SAMART I-MOBILE PUBLIC COMPANY LIMITED, THAILAND Watchai Vilailuck, 45, heads Samart I-Mobile as Chief Executive Officer since 2003. He was previously the Executive Director in Samart E-Trading Co. Ltd from 1995 to 2003 and still holds senior positions in other Samart subsidiaries. An Accounting graduate from Thammasat University, he also holds a Director Certification Programme from the Thai Institute of Directors Association. CHAROENRATH VILAILUCK EXECUTIVE CHAIRMAN/CHIEF EXECUTIVE OFFICER, SAMART CORPORATION PUBLIC COMPANY LIMITED (SAMART), THAILAND Charoenrath, 47, has been at the helm of the Samart Group as the Executive Chairman and Chief Executive Officer since 1995, after holding various positions in the Group. The Group, which was founded by his family more than 50 years ago, started out as a small outlet selling and repairing electric appliances. He is also the Chairman of Samart I-Mobile Public Company Limited and Executive Director of Samart Telcoms Public Company Limited, including other subsidiaries and affiliates under the Samart Group. He is an Electrical Engineering graduate from the University of Newcastle, Australia and holds a Director Certification Programme from the Thai Institute of Directors Association. ACCOUNTABILITY 01 72 02 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Statement on Corporate Governance — 74 Achieving Business Objectives by Leveraging Enterprise Risk Management (ERM) Effectiveness — 88 Code of Business Ethics — 92 Additional Compliance Information — 94 Audit Committee Report — 96 Statement on Internal Control — 103 ACCOUNTABILITY Statement on CORPORATE GOVERNANCE “TO ENSURE AN EFFECTIVE CORPORATE GOVERNANCE FRAMEWORK, IT IS NECESSARY THAT AN APPROPRIATE AND EFFECTIVE LEGAL, REGULATORY AND INSTITUTIONAL FOUNDATION IS ESTABLISHED UPON WHICH ALL MARKET PARTICIPANTS CAN BUILD THEIR PRIVATE CONTRACTUAL RELATIONS. THIS CORPORATE GOVERNANCE FRAMEWORK The Board recognises that corporate governance is about commitment to values and ethical conduct and that stakeholder expectations must be assessed and managed, and not assumed. The Board also recognises that a successful GLC is an organisation that is comparable to a non-GLC in terms of profit and efficiency, is a good employer, and at the same time, exhibits a sense of social responsibility. This can be achieved by adopting sound corporate governance practices aimed at increased efficiency, transparency and accountability. TYPICALLY COMPRISES ELEMENTS OF LEGISLATION, REGULATION, SELF-REGULATORY ARRANGEMENTS, VOLUNTARY COMMITMENTS AND BUSINESS PRACTICES THAT ARE THE RESULT OF A COUNTRY’S SPECIFIC CIRCUMSTANCES, HISTORY AND TRADITION” – Organisation for Economic Cooperation and Development (OECD) Principles of Corporate Governance, 2004. s a major Governmentlinked Company (GLC) in Malaysia, TM has, apart from abiding to the principles and best practices as set out in the Malaysian Code on Corporate Governance (the Code), also fully adhered to the principles introduced by the Putrajaya Committee on GLC High Performance (PCG) in the Guidelines to Enhance Board Effectiveness. These Guidelines, codified in the ‘Green Book’ launched on 26 April 2006, reinforce the recommendations contained in the Code. A 74 TELEKOM MALAYSIA BERHAD The PCG recommends changes and improvements to the governance of GLCs based on the following objectives: Corporate Governance – Second place for Best Corporate Governance 2006 by Malaysian Business – Third place in the Corporate Governance Survey 2006 by Minority Shareholders Watchdog Group (MSWG) • TM’s subsidiary in Indonesia, PT Excelcomindo Pratama TbK, was voted “Best Managed Company in Asia” by Finance Asia Magazine and won the Indonesia Cellular Award 2006” for the “Best GSM Operator”, organised by the Indonesian Association of Cellular Telecommunications. • TM’s subsidiary in Sri Lanka, Dialog Telekom Ltd (Dialog), won the “Service Organisations Sector Awards for Excellence in Annual Reports” from the Institute of Chartered Accountants of Sri Lanka. Dialog was also the 2nd Runner up for “Corporate Social Responsibility Reporting.” In winning these Awards, TM has gained recognition for its excellence in areas such as development, promotion of leadership and professionalism as well as its significant roles in corporate governance, corporate social responsibility and other local and international stakeholder engagement. 2006 – AN AWARD WINNING YEAR TM’s commitment to realise investor and shareholder value is evidenced by the following awards received in 2006: • National Annual Corporate Report Award (NACRA) 2006 – Overall Excellence Award • Refocus the role and mandate of GLC Boards; – Third place for Best Annual Report in Bahasa Malaysia • Strengthen GLC Board composition; – • Intensify GLC Board performance management; and Second place for the Best Designed Annual Report – • Upgrade Board structure and processes. Industry Excellence Award for the Trading and Services category ANNUAL REPORT 2006 • • CEO of the Year Award 2006 which was accorded to our Group Chief Executive Officer, Dato’ Abdul Wahid Omar. COMPLIANCE STATEMENT BUILDING A STRONG BOARD The Board will continue to enhance its role in improving governance practices effectively to safeguard the interests of shareholders and other stakeholders. The Company has fully complied with the principles and best practices of the Code. This Statement, together with the Statement on Internal Control and on Risk Management, sets out the manner in which the Company has applied the principles and best practices of the Code. BOARD COMPOSITION AND BALANCE In 2006, the Board consisted of 9 members, comprising a Non-Executive Chairman, an Executive Director designated as the Group Chief Executive Officer (Group CEO), 2 Non-Independent Non-Executive Directors and an Alternate and 5 Independent Non-Executive Directors. The Board believes that its current size, which is in line with GLC guidelines, is appropriate for its purpose. Best practices over and above the recommendations contained in the Code adopted by the TM Group are those recommended by PCG and other global standards which the Board has considered to be suitable for the Group. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 75 ACCOUNTABILITY Statement on Corporate Governance Dato’ Lim Kheng Guan is the Senior Independent Non-Executive Director, to whom concerns pertaining to the Group may be conveyed by shareholders and the public. He also represents and acts as spokesperson for the Independent Directors as a group. Directors’ biographies appearing on pages 56 to 61 inclusive, illustrate an impressive spectrum of experiences vital to the direction and management of the Group. ROLES AND RESPONSIBILITIES OF THE BOARD TM Group is led and controlled by an active and experienced Board consisting of members with a wide range of business, financial, technical and public service backgrounds. Their experiences bring depth and diversity in expertise to the leadership of a highly regulated communications business. The Board has assumed the following six specific responsibilities in discharging its stewardship: • Review and adopt strategic plans • Oversee and evaluate the conduct of the Company’s business • Identify and manage principal risks • Succession planning • Develop and implement an investor relations programme • Review adequacy and integrity of the Company’s internal controls 76 TELEKOM MALAYSIA BERHAD Apart from the above specific responsibilities, the Board also takes full independent responsibility and accountability for the smooth functioning of core processes involving board governance, business value and ethics. To facilitate effective discharge of responsibilities, dedicated board committees were established guided by clear terms of references with Directors who have committed time and effort as members. The board committees are chaired by NonExecutive Directors who exercise skillful leadership with in-depth knowledge of the relevant industry. In addition to 9 regular scheduled meetings during the year to decide on core issues, 4 interim or special meetings were held as warranted by specific circumstances. The attendance of individual Directors at the total of 13 Board Meetings held in 2006 is recorded within the Directors’ biographies appearing on pages 56 to 61 inclusive. Apart from the Board Meetings, urgent issues were considered via a total of 13 Directors’ Circular Resolutions during the year. ANNUAL REPORT 2006 ROLES OF THE CHAIRMAN, GROUP CEO AND NONEXECUTIVE DIRECTORS The roles of the Non-Executive Chairman, Tan Sri Dato’ Ir Muhammad Radzi Haji Mansor and the Group CEO, Dato’ Abdul Wahid Omar, are separate with clear distinction of responsibilities between them. The Board’s principal focus is the overall strategic direction, development and control of the Group. In support of this focus, the Board approves the Group’s strategic plan and its annual budget. Throughout the year, the Board reviews the performance of operating subsidiaries against their budgets and targets. The Group CEO is responsible for the implementation of broad policies approved by the Board and he is obliged to report and discuss at Board Meetings all material matters currently or potentially affecting the Group and its performance, including all strategic projects and regulatory developments. The Chairman is responsible for ensuring the integrity and effectiveness of the relationship between the NonExecutive and Executive Directors. His interactions with global leaders of the industry and various institutions, such as his active participation as a member of the Board of Engineers, help to bring about benefits of the engineering profession to the Group and society. The Non-Executive Directors provide considerable depth of knowledge collectively gained from experiences in a variety of public and private companies. The Independent NonExecutive Directors are independent of management and free from any business or other relationships, which could materially interfere with the exercise of their independent judgement as defined under paragraph 1.01 of the Listing Requirements of Bursa Malaysia Securities Berhad (Bursa Securities). They provide unbiased and independent views in ensuring that the strategies proposed by the management are fully deliberated and examined, in the interest of shareholders, employees, customers, and the many communities in which the Group conducts its business. The Independence of the Non-Executive Directors is under constant review against best practices and regulatory provisions. In order to ensure integrity and independence of the appraisal process, an independent Adviser has been engaged to tabulate and report to the Chairman, the results of the evaluation process. Every board member is provided with the results of the self-evaluation marked against the peer evaluation to allow for comparison. TM’s Board Effectiveness Evaluation has successfully facilitated focus of the Board’s attention in areas to be addressed. During the year, similar Board Effectiveness Evaluations were also implemented by major subsidiaries within the Group. RE-ELECTION OF DIRECTORS The Company has in place formal and transparent procedures for the appointment of new Directors. These procedures ensure that all nominees to the Board are first considered by the Nomination and Remuneration Committee, taking into account the required mix of skills and experience and other qualities before making a recommendation to the Board and major shareholders. In accordance with the Listing Requirements of Bursa Securities and the Company’s Articles of Association, all Directors are subject to re-election by rotation once at least every 3 years and a re-election of Directors shall take place at each Annual General Meeting. Executive Directors also rank for re-election by rotation. The re-election of Directors ensures that shareholders have a regular opportunity to reassess the composition of the Board. Particulars of Directors submitted to shareholders for reelection are enumerated in the Statement accompanying the Notice of Annual General Meeting (AGM). BOARD EFFECTIVENESS EVALUATION DIRECTORS’ REMUNERATION The formal Performance Evaluation Framework adopted in 2004 comprises a Board Effectiveness Assessment and a Board of Directors’ Self/Peer Assessment. The Framework is designed to maintain cohesiveness of the Board and, at the same time, serves to improve the Board’s effectiveness. The framework for the remuneration of the Executive and Non-Executive Directors is reviewed regularly against market practices. As an Executive Director, the Group CEO is paid a salary, allowances, bonuses and other customary benefits as appropriate to a senior management member. Salary reviews take into account market rates and the performance of the individual and the Group. Remuneration of Non-Executive Directors is based on a standard fixed fee. Additional allowances are also paid in accordance with the number of meetings attended during the year for NonExecutive Directors. BOARD APPOINTMENT PROCESS The broad performance indicators, on which the Board Effectiveness are evaluated, include board composition, board administration, board accountability and responsibility and board conduct. Performance indicators for individual directors include their interactive contributions, understanding of their roles and quality of input. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 77 ACCOUNTABILITY Statement on Corporate Governance Details of the remuneration of each Director of the Company, categorised into appropriate components for the financial period ended 31 December 2006, are as follows: Name of Directors Fees & Allowances (RM) Salary (RM) Benefit In Kind (RM) Bonus (RM) Total Amount (RM) EXECUTIVE DIRECTOR 1 Dato’ Abdul Wahid Omar 2 3 4 893,850.00 65,824.99 135,000 13,280.54 1,107,955.53 — 297,471.10 — 19,759.97 317,231.07 NON-EXECUTIVE DIRECTORS Tan Sri Dato’ Ir Muhammad Radzi Haji Mansor Dato’ Ahmad Haji Hashim — 60,100.00 — 1,821.95 61,921.95 Dato’ Azman Mokhtar — 48,000.00 — 1,821.95 49,821.95 Dato’ Dr Abdul Rahim Haji Daud — 183,089.00 — 14,529.95 197,618.95 Dato’ Lim Kheng Guan — 192,508.81 — 34,395.77 226,904.58 YB Datuk Nur Jazlan Tan Sri Mohamed — 104,124.00 — 1,821.95 105,945.95 Ir Prabahar NK Singam — 240,648.03 — 34,065.31 274,713.34 Rosli Man — 109,974.00 — 1,821.95 111,795.95 Leonard Wilfred Yussin [Ceased as Alternate Director to Dato’ Ahmad Haji Hashim on 8/2/2007] — 3,000.00 — 1,821.95 4,821.95 Dyg Sadiah Abg Bohan [Appointed as Alternate Director to Dato’ Ahmad Haji Hashim on 8.2.2007] — 5 ALTERNATE DIRECTORS TOTAL 893,850.00 — 1,304,739.93 — 135,000.00 — 125,141.29 — 2,458,731.22 NOTES: 1 Inclusive of Company’s contribution to provident fund (RM173,850). 2 Car allowances (RM60,000) in lieu of provision of company car, expenses and allowances chargeable to income tax (RM5,824.99). 3 Bonus for financial year ended 2005, paid in 2006. 4 Apart from the above benefits-in-kind, Dato’ Abdul Wahid Omar is entitled to Performance Link ESOS which resulted in a total cost of RM257,684 to the Company pursuant to FRS 2 Share-based Payment. 5 Paid directly to Khazanah Nasional Berhad. 78 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 BOARD COMMITTEES In accordance with TM’s Articles of Association, the Board delegates certain responsibilities to Board Committees, namely, the Audit Committee, Nomination and Remuneration Committee, Tender Committee, Employee Share Option Scheme Committee and Commercial Dispute Resolution Committee. All committees have written terms of reference and operating procedures and the Board receives reports of their proceedings and deliberations. Where Committees have no authority to make decisions on matters reserved for the Board, recommendations would be highlighted in their respective reports for the Board of Directors’ endorsement. The Chairmen of the various committees report the outcome of the committee meetings to the Board and relevant decisions are incorporated in the minutes of the Board of Directors’ meetings. The details and activities of Board Committees during the year are as follows: AUDIT COMMITTEE A full Audit Committee report enumerating its membership, its role and its activities during the year is set out in pages 96 to 102 inclusive. NOMINATION AND REMUNERATION COMMITTEE MEMBERSHIP Tan Sri Dato’ Ir Muhammad Radzi Haji Mansor (Non-Executive Chairman – ceased as Chairman on 31 July 2006) Dato’ Azman Mokhtar (Non-Executive – appointed as Chairman on 31 July 2006) Ir Prabahar NK Singam (Independent Non-Executive) Dato’ Lim Kheng Guan (Senior Independent Non-Executive) The main objectives and principal duties and responsibilities of the Nomination and Remuneration Committee (NRC) are as follows: NOMINATION FUNCTION Main Objectives • To ensure that the Directors of the Board bring characteristics to the Board, which provide a required mix of responsibilities, skills and experience. • To assist the Board to review on an annual basis the appropriate balance and size of Non-Executive participation and to establish procedures and processes towards an annual assessment of the effectiveness of the Board as a whole and contribution of each individual Director and Board Committee member. Principal Duties and Responsibilities • Recommend to the Board, candidates for directorship on the Board of the Company and its Group as well as membership of all other Board Committees. • Examine the size of the Board with a view to determine the number of Directors on the Board in relation to its effectiveness and review its required mix of skills and experience and other qualities. • Recommend suitable orientation, educational and training programmes to continuously train and equip existing and new Directors. REMUNERATION FUNCTION Main Objectives • To set the policy framework and to make recommendations to the Board on all elements of the remuneration, terms of employment, reward structure and fringe benefits for Executive Director(s) and pivotal management positions. The aim is to attract, retain and motivate individuals of the highest quality. Principal Duties and Responsibilities • Set, review, recommend and advise the policy framework on all elements of the remuneration such as reward structure, fringe benefits and other terms of employment of the Executive Director(s) having regard to the overall Group policy guidelines and framework. • Advise the Board on the performance of the Executive Director(s) and an assessment of their entitlement to performance related pay and advise the Executive Director(s) on the remuneration terms and conditions of senior management. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 79 ACCOUNTABILITY Statement on Corporate Governance • Establish and recommend a formal and transparent procedure for developing a policy on the remuneration of the Non-Executive Chairman, Non-Executive Directors and Board Committees, which recommendation shall be decided by the Board of Directors as a whole. MEETING ATTENDANCE The Nomination and Remuneration Committee met 4 times in 2006, duly attended by all Members. A total of 2 resolutions in writing were passed by the Committee during the year. AUTHORITY • The NRC has the authority to examine a particular issue and report back to the Board with recommendations. The determination of remuneration packages of Directors is a matter for the Board as a whole and individuals are required to abstain from discussion on their own remuneration. TENDER COMMITTEE MEMBERSHIP Meeting Attendance The Tender Committee met 9 times during the year, duly attended by all Members save for Dato’ Abdul Wahid Omar who attended 7 meetings and Ir Prabahar NK Singam and YB Datuk Nur Jazlan who attended 8 meetings, during the year. Dato’ Ahmad Haji Hashim (Chairman – Non-Executive) EMPLOYEE SHARE OPTION SCHEME (ESOS) COMMITTEE MAIN ACTIVITIES IN 2006 Dato’ Abdul Wahid Omar (Group CEO – Executive) MEMBERSHIP The following were some of the key NRC activities during the year: Dato’ Dr Abdul Rahim Haji Daud (Independent Non-Executive) • YB Datuk Nur Jazlan Tan Sri Mohamed (Independent Non-Executive) Facilitated the administration and conduct of the Board appraisal/evaluation process and ensuring the integrity and independence of the process. • Monitored the roll-out of the Board evaluation process by major subsidiaries. • Enhanced the Board Training Programme (BTP) Guidelines to bring more focus on industry training. Also monitored closely the status of Directors’ training. • Rosli Man (Independent Non-Executive) Ir Prabahar NK Singam (Independent Non-Executive) Leonard Wilfred Yussin (Alternate to Dato’ Ahmad Haji Hashim – ceased wef 8/2/07) Endorsed appointments of key management positions pursuant to TM Group – wide reorganised structure, effective from 1 August 2006. Dyg Sadiah Abg Bohan (Alternate to Dato’ Ahmad Haji Hashim – appointed wef 8/2/07) • Identified pivotal management positions and put in place succession planning for key positions. • Considered long-term incentive scheme for Executive Director/Group CEO. Objectives, principal duties and responsibilities • To ensure that the procurement process complies with the relevant policies and requirements. Committee membership was reviewed to be in line with recommendations of the Green Book. • • • 80 Dato’ Azman Mokhtar was appointed Chairman in place of Tan Sri Ir Muhammad Radzi bin Haji Mansor with effect from 31 July 2006 in line with the Green Book’s recommendation for a GLC Investment Company (GLIC) to chair Nomination and Remuneration Committees. TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 To consider, evaluate and approve or recommend awards which are beneficial to the Company, taking into consideration various factors such as price, usage of product and services, its quantity, duration of service and other relevant factors. Tan Sri Dato’ Ir Muhammad Radzi Haji Mansor (Chairman – Non-Executive) Dato’ Abdul Wahid Omar (Group CEO – Executive) Dato’ Ahmad Haji Hashim (Non-Executive) Dato’ Dr Abdul Rahim Haji Daud (Independent Non-Executive) Leonard Wilfred Yussin (Alternate to Dato’ Ahmad Haji Hashim – ceased wef 8/2/07) Dyg Sadiah Abg Bohan (Alternate to Dato’ Ahmad Haji Hashim – appointed wef 8/2/07) Principal duties and responsibilities To construe and interpret the ESOS and options granted under it, to define the terms therein and to recommend to the Board to establish, amend and resolve rules and regulations relating to the scheme and its administration. Authority was given to any 2 Committee members to approve allotment of shares pursuant to exercise of ESOS by employees. The ESOS Committee meets on a need basis and there were no issues, which warrant an ESOS Committee Meeting during the year. However, there was a total of 51 Circular Resolutions, passed by the ESOS Committee on share allotments in 2006. AD-HOC BOARD COMMITTEES Apart from the above, specific and ad-hoc or special purpose Board Committees, such as the Commercial Dispute Resolution Committee (CDRC), were established on a need basis to deliberate and expedite decision-making processes on specific aspects of the business. Such short term Committees were established with terms of reference duly approved by the Board. BOARD PERFORMANCE IMPROVEMENT PROGRAMME (BPIP) The Board embarked on a BPIP in March 2006 facilitated by McKinsey & Co with a view to improving the Board’s functions and structure and the alignment between Board’s priorities and the Group CEO’s mandate. Various initiatives were introduced as deliverables for BPIP to enhance Board effectiveness. BOARD TRAINING AND INJECTION OF KNOWLEDGE Bursa Securities Listing Requirements All the Directors have successfully completed the Mandatory Accreditation Programme (MAP) prescribed by Bursa Securities during the year 2006. Induction briefings, which include information on the corporate profile and activities of the Group, as well as business plan targets and group performance are organised for newly appointed Directors. Following the repeal of Practice Note No. 15 on Continuing Education Programme (CEP) prescribed by Bursa Securities, the Board of Directors of each listed issuer has a duty to evaluate and determine the training needs of its Directors on a continuous basis. The training must be one that aids the Director in the discharge of his duties as a Director. Board Training Programme (BTP) and Enhancement The Board of Directors has duly adopted a set of BTP Guidelines, effective from 1 January 2005, to address the training needs of Directors in the absence of the Bursa Securities’ CEP requirements. The BTP Guidelines impose a minimum of 24 training hours to be accomplished by the Directors within a calendar year, equivalent to the minimum number of training hours under the CEP. The BTP Guidelines allow for speaking roles at conferences to be allocated training hours. During the year, all the Directors have achieved over and above the minimum of 24 training hours by attending various seminars and international conventions to gain insight into the state of the economy as well as the latest regulatory and technological developments in relation to the Group’s business. Directors have also actively participated as speakers at local and international conventions on relevant topics. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 81 ACCOUNTABILITY Statement on Corporate Governance During the year the BTP Guidelines were enhanced to bring more focus on training in critical areas, such as industry, performance management and human capital management per the BPIP diagnostic. The minimum BTP training hours was increased from 24 hours to 36 hours, effective from 1 January 2007, whilst the total number of training hours allowed to be brought forward to the following year is maintained at 12 hours. Whilst the above training structure reflects an ideal structure for 2006, continuous efforts are being made to ensure that an appropriate training structure is in place for the Board according to business needs. As a result of the enhanced BTP guidelines, the structure of Directors’ training in 2006 has improved compared to 2005 as follows: INDUSTRY WORKSHOPS AND QUARTERLY INDUSTRY INFORMATION PACKS DIRECTORS’ TRAINING STRUCTURE IN 2006 COMPARED TO 2005 The Board is invited to Industry Workshops organised by management at quarterly intervals. Quarterly industry information packs are compiled and issued to the Board and senior management members. 2005 41% Strategy / Risk 7% Finance / Audit 2% Human Capital Management 0% Performance Management 48% Corporate Governance 2% Industry 0% Others ENSURING EFFECTIVE BOARD OPERATIONS AND INTERACTIONS The effectiveness of the Board is, to a large extent, determined by the quality of its procedures, processes and operations. The Board processes have been strengthened and enhanced during the year as follows: BOARD MEETINGS SCHEDULE AND PREDETERMINED AGENDAS 2006 82 TELEKOM MALAYSIA BERHAD 23% Strategy / Risk 4% Finance / Audit 5% Human Capital Management 8% Performance Management 12% Corporate Governance 45% Industry 3% Others ANNUAL REPORT 2006 A Board and Board Committee meetings calendar and draft agendas have been established 12 months in advance and synchronised with management’s planning cycle. The meeting agenda is communicated to management in advance and the Programme Management Office (PMO) facilitates to ensure board papers and presentations are in line with Board expectations. The Meeting Agenda is structured to address priority strategic issues aligned with the company’s aspirations, consistent with the mandate that the Board provides to the Group CEO. The said mandate, which has been provided by the Board, specifies what the CEO needs to accomplish within clear parameters. AVAILABILITY OF INFORMATION TO THE BOARD It is essential that relevant information required to make informed decisions by the Board is provided in a timely manner. The Board and its Committees are supplied with an agenda and relevant up-to-date information 5 days prior to each meeting to enable them to make informed decisions. Board papers are also disseminated via a securely encrypted electronic Board Document Management System, which acts as an efficient archival system for all Board papers and minutes of meetings. The Board welcomes the presence of managers who can provide additional insights into items being discussed. The information regularly supplied to the Board includes inter alia: • Annual business plans and budget • Monthly and Quarterly financial and operating results • Reports from meetings of major operating companies and strategic business units • Reports from meetings of board committees • Material litigations • Regulatory matters with substantial impact on the business • Details of proposed corporate exercises, acquisitions or collaboration agreements • Transactions of material nature, not in the ordinary course of business • Significant human resource issues • General notices of interest All Directors have access to the advice and services of the Company Secretary. The Board is constantly advised and updated on statutory and regulatory requirements pertaining to their duties and responsibilities. Procedures are in place for Directors and Board committees seek independent professional advice in the course of fulfilling their responsibilities, at the Company’s expense. PROMPT COMMUNICATION OF BOARD DECISIONS All Board decisions are clearly recorded in the minutes, including the rationale for each decision, clear actions to be taken and individuals responsible for implementation. Relevant Board decisions are communicated verbally to the management within 1 working day of the Board meeting and relevant extracts of the minutes are distributed within 3 – 5 working days depending on the urgency of agenda items. The Board has adopted a rating process for papers and presentations by management at each Board meeting with constructive feedback on the quality of information and analysis received. This process has enabled management to ensure that papers are of high quality and standard. Similarly, management is given the opportunity to also rate the Board at semi annual intervals, in terms of whether Board deliberations have been focused, constructive, supportive, and whether clear decisions have been arrived at based on relevant facts available. INDEPENDENT DIRECTORS’ DISCUSSION In order to ensure an adequate degree of independence, the Board has agreed on a process whereby Non-Executive Directors would meet and actively exchange views on a regular basis in the absence of management. With this practice, the Board is able to fulfil one of its principal responsibilities to effectively assess the direction of the company and the performance of the management. This practice is in line with Chapter 4 of the Code regarding Relationship of the Board and the Management. BOARD AND MANAGEMENT INTERACTIONS The Board and management acknowledge the importance of positive interaction dynamics and open communication to build trust in order to deliver significant and positive performance and shareholder value. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 83 ACCOUNTABILITY Statement on Corporate Governance BOARD CONDUCT CODE OF BUSINESS ETHICS TM’s Code of Business Ethics, which was launched in February 2004, supports the Company’s vision and core values in instilling, internalising and upholding the value of “uncompromising integrity” among the behaviour and conduct of the Board of Directors, Management, Employees and all stakeholders of the Company. The Group CEO, Management and all employees are required to declare their assets and interest according to the Code of Business Ethics. Updated declarations are required to be submitted each year. TM’s Code of Business Ethics covers the following areas: • Responsibilities of the Directors, the management and employees • Our dealings with shareholders, customers, employees, suppliers, business partners and the communities at large • Our dealings with the Government • Our dealings with competition laws/regulations • Our dealings with company assets • Trading on Insider information; and • Conflict of interest CONFLICT OF INTEREST The Directors have a continuing responsibility to determine whether they have a potential or actual conflict of interest in relation to any matter, which comes before the Board. The 84 TELEKOM MALAYSIA BERHAD Company and the Group have adopted a process whereby each Director is required to make written declarations whether they have any interest in transactions tabled at regular board meetings of the Group. The Directors are also informed at each board meeting on their statutory duties and responsibilities as Directors. RELATED PARTY TRANSACTIONS Directors recognise that they must declare their respective interest in a transaction and abstain from deliberation and voting on the relevant resolution in respect of such transaction at the Board or any general meetings convened to consider the matter. TRADING ON INSIDER INFORMATION TM’s Directors and employees are not allowed to trade in securities or any other kind of property based on price sensitive information and knowledge which have not been publicly announced. TM’s Code of Business Ethics expressly states that insider trading is an offence under the Securities Industry Act 1983 (Act 280). Quarterly reminders are disseminated to Directors and Senior Management on restrictions in trading in the Company’s securities within ‘closed periods’ as stipulated by Bursa Securities Listing Requirements. ANNUAL REPORT 2006 DIRECTORS’ INDEMNITY The Company has in place a Liabilities Insurance Policy for Directors and Officers in respect of liabilities arising from holding office as Directors and management of the Company. The Insurance does not provide coverage in the event a Director or management member is proven to have acted negligently, fraudulently or dishonestly. The Directors contribute annually towards the payment of premium for this policy. WHISTLE BLOWER POLICY The Securities Industries Act, 1983, was amended to make it mandatory for auditors and key officers of companies to report corporate misdeeds to the authorities, i.e. to allow for whistle blowing. Whistle blowing has gained prominence following the passing of the Sarbanes Oxley Act, 2002, in the US and earlier on in the Public Interest Disclosure Act, 1999, in UK. With the introduction of TM’s Code of Business Ethics, employees are more aware of what is acceptable and unacceptable business conduct as well as the channel through which reports of violation of the Code of Business Ethics could be made. Adequate protection is provided for whistle blowers against reprisals. RELATIONSHIP AND COMMUNICATION WITH SHAREHOLDERS AND INVESTORS SHAREHOLDERS/INVESTORS The Company communicates regularly and proactively with investors and shareholders. Care is taken to ensure reporting to shareholders is balanced and sufficiently comprehensive and objective to allow performance to be measured. The Board also maintains lines of communications with major shareholders to take heed of their concerns over matters on corporate governance and Group performance. ANNUAL REPORT AND ANNUAL GENERAL MEETINGS In addition to quarterly financial reports, the Company communicates with shareholders and investors through its annual report, with comprehensive and sufficient details on financial results and activities of the Group. In its effort to be cost-efficient and encourage shareholders to enhance their ICT knowledge, TM has started to despatch annual reports to shareholders in electronic format (CD-ROM) together with a summarised version of the financial statements in a readable booklet incorporating the notice of AGM and related proxy form. Shareholders are also given the option to request for hard copies of the annual report in either the English or Bahasa Malaysia versions, if required. The AGM provides an open forum at which shareholders and investors are informed of current developments and where ample time is allowed for questions to be raised to Board members and Committees’ Chairmen. The Company supports the Code’s principles to encourage shareholder participation. The Company’s Articles of Association allow a member entitled to attend and vote to appoint a proxy to attend and vote instead of the member and also provide that a proxy need not be a member of the Company. A press conference is held immediately after the AGM where the Chairman, Executive Directors and Group Chief Financial Officer are present to clarify and explain issues raised by the media. RISK MANAGEMENT TM has an integrated approach in managing risks inherent in various aspects of its business. A detailed Risk Management Report is provided in pages 88 to 91 inclusive. INVESTOR RELATIONS TM values the importance of communication with and accountability to its shareholders, and actively conducts Investor Relations activities with the aim of improving the level of disclosure and transparency to the investing community. As TM continues to evolve into a true regional communications company, it has become increasingly important to ensure that the disclosures are reflective of the multi-faceted business and diverse geographical locations in which the Group operates. TM, through its Investor Relations Unit, proactively disseminates relevant and timely information to the investment community to keep investors abreast of the Group’s strategies, performance updates, and key business activities happening at home and across the region. TM is committed to provide comprehensive and continuous disclosure in compliance with the listing rules of Bursa Securities. Contact with institutional shareholders (and with financial analysts, brokers and the media) is governed by the Investor Relations Policy and Guidelines to ensure equitable disclosure and the protection of any price-sensitive ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 85 ACCOUNTABILITY Statement on Corporate Governance information. The dissemination of material non-public information would be made firstly through an announcement to Bursa Securities, before being made available on the Company’s website and distributed to the media. As outlined by the policy, only the identified spokesperson(s) are able to issue statements regarding the company. QUARTERLY FINANCIAL RESULTS ANNOUNCEMENT AND BRIEFING Subsequent to the release of TM’s quarterly earnings disclosure to Bursa Securities, an analysts’ and fund managers’ briefing session is organised via teleconference. These sessions are chaired by the Group CEO and attended by senior management members of TM’s key operations. The briefing session is organised to explain the results to the analysts and provide an avenue for the analysts to have a better understanding of the announced results. ANNUAL ANALYSTS’ DAY TM’s Analysts’ Day is held annually subsequent to the Group’s full-year results announcement, and is a much anticipated event where analysts and fund managers from both local and foreign institutions are invited to meet and interact with TM’s senior management members, including some of the CEOs of TM’s domestic and international operations. This initiative was first started during the announcement of TM’s financial year 2005 results in February 2006, with the participation of around 60 local and international analysts and fund managers. The event was hosted by the Group CEO, and attended by key senior management personnel, including several CEOs of TM’s international operations, such as Excelcomindo, Dialog, TM International (Bangladesh) Ltd and MobileOne. The event has received positive feedback from participants, and is a boost for TM in terms of improving its disclosure and transparency whilst enhancing the understanding of the analysts providing coverage on the TM Group. TM believes that such efforts will encourage a more reflective and better valuation of the Company. TM is proud to highlight that it is one of the very few Malaysian companies to organise an Analysts Day, in efforts to improve Investor Relations in a public listed entity. ONE-ON-ONE MEETINGS, CONFERENCE CALLS AND INVESTOR CONFERENCES The Group CEO, Group Chief Financial Officer and Investor Relations team are actively involved in Investor Relations activities through regular meetings and conference calls with institutional investors. TM has participated in organised investor conferences held in Malaysia and outside Malaysia. A significant amount of the Group Chief Financial Officer’s time is spent on Investor Relations where throughout 2006, more than 200 meetings and conference calls with investors and analysts were held. FINANCIAL RESULTS PRESENTATION SLIDES Presentation slides of the announced results are prepared in an investor friendly manner to aid understanding of the Group’s results and performance. They are made available promptly on the company’s website following the earnings release to Bursa Securities. A copy of the presentation slides is also distributed by e-mail to analysts and investors who are on the Investor Relations’ database of contacts. The presentation slides highlight the Group’s financial and operating performances, as well as the performance of key domestic and international operations. 86 TELEKOM MALAYSIA BERHAD TM KLCI 10.5 1250 1200 10.1 1150 1100 9.7 1050 9.3 WEBSITE The TM website, www.tm.com.my is continuously updated, and provides an excellent medium of communication and source of information to shareholders, and the general public. The information that is updated on the website includes among others, the Group’s annual reports, financial results, investor presentations, capital structure information, press releases, and information on TM’s international operations. TM looks at the improvement of its disclosure and communication to investors as an ongoing process. We continuously listen to the investing community to enhance our Investor Relations, moving forward. ACCOUNTABILITY AND AUDIT FINANCIAL REPORTING The Board aims to provide and present a balanced and meaningful assessment of the Group’s financial performance and prospects at the end of each financial year, primarily through annual financial statements, quarterly and half-yearly announcement of results to shareholders as well as the Chairman’s Statement and review of operations in the annual report. The Board is assisted by the Audit Committee to oversee the Group’s financial reporting processes and the quality of its financial reporting. The Financial Reporting Standards (FRS) adopted by the Malaysian Accounting Standard Board took effect from 1 January 2006. However, TM had commenced preparation on the adoption of the FRS in October 2005. Relevant committees were set up to initiate and monitor adoption of various FRS affecting the Group’s financial reporting, with the assistance of PricewaterhouseCoopers. The Statement of Responsibility by Directors is as enumerated on page 217 of this annual report. INTERNAL CONTROLS The Board acknowledges its overall responsibility for maintaining a sound system of internal controls to safeguard shareholders’ investment and Group’s assets. The Statement on Internal Control is set out on pages 103 to 106 inclusive of the annual report providing an overview of the state of internal controls within the Group. RELATIONSHIP WITH AUDITORS An appropriate relationship is maintained with the Company’s Auditors through the Audit Committee. The Audit Committee has been explicitly accorded the power to communicate directly with both the external and internal Auditors. The role of the Audit Committee in relation to the Auditors is set out in the Terms of Reference on page 100 to 102 inclusive. AUDIT COMMITTEE The Audit Committee also conducts reviews of the Internal Audit Function in terms of its authority, resources and scope as defined in the Internal Audit Charter. Furthermore, it ensures the independence of the internal auditors and unrestricted access to information and people in the Group. Highlights of activities conducted by the Committee are detailed in the Audit Committee Report on page 96 to 99 inclusive. Signed on behalf of the Board of Directors 1000 950 8.9 900 850 8.5 Jan Feb 06 06 ANNUAL REPORT 2006 Mar 06 Apr 06 May 06 Jun 06 Jul 06 Aug 06 Sep 06 Oct 06 TM performance against KLCI Nov 06 Dec 06 Jan Feb 07 07 DIRECTORS’ RESPONSIBILITY STATEMENT The Directors are required by the Companies Act, 1965 to ensure that financial statements prepared for each financial year give a true and fair view of the state of affairs of the Company and the Group as at the end of the financial year and of the results and cash flow of the Group for the financial year. Tan Sri Dato’ Ir Muhammad Radzi Haji Mansor Chairman 23 February 2007 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 87 ACCOUNTABILITY Achieving Business Objectives by LEVERAGING ENTERPRISE RISK MANAGEMENT (ERM) EFFECTIVENESS ERM EVOLVEMENT IN TM INTRODUCTION he Board of Directors and senior management remain commited to drive and implement Enterprise Risk Management (ERM) within the Group throughout the 2006 financial year. Whilst the Group Executive Committee establishes the strategic objectives, Key Performance Indicators (KPI) and initiatives, ERM plays its role in the identification of strategic business risk that may impede the achievement of the established objectives. ERM is not an end in itself, but rather an important means. It cannot and does not operate in isolation in TM Group, but rather is an enabler of the internal management process. The linkage between ERM and Balanced Scorecard (BSC) is aimed at generating value to the management as evidenced by the evolvement of ERM in TM from being merely compliance driven to enhancing the decision making tools. This has lead to an excellent business strategy and performance management process being established. T The approach wherein the risks were identified in accordance with the strategic objective, aligns the risk profile of the respective Corporate Centre, Malaysia Business, Celcom, TM Ventures and TM International with the Group strategic objectives. Value is maximised when management sets strategy and objectives to strike an optimal balance between growth, return on goals and related risks, while efficiently and effectively deploying resources in pursuit of the Group’s objectives. The achievement of these objectives are subjected to the capability of business units to recognise the root causes of the events or uncertainties as well as putting in place the appropriate initiatives and resources as mitigating factors to get to the bottom of the root causes. The effectiveness of ERM to the business units requires dynamic evolvement of activities to support its implementation. The activities begin within the ERM communication plan, on through the training, consultation and workshops and to the development of ERM tools and the web portal to meet the conditions for successful implementation of ERM. TM GROUP ERM FRAMEWORK 1. Establish Context 6. Respond to Risk 2. Define Objectives MONITOR AND REVIEW 5. Assess Risks 3. Identify Risks 4. Analyse Risks 88 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 IN DEPTH ERM IMPLEMENTATION THROUGHOUT TM GROUP SYSTEM TO SUPPORT THE IMPLEMENTATION ERM Workshops remain the preferred methodology to keep risk owners abreast of new risks while at the same time reviewing the active risk profiles in the Corporate Risk Register. Continuity of risk identification and review is part of the process required under the TM ERM Framework. Throughout the financial year 2006, twenty-seven (27) ERM workshops have been completed at local and international subsidiaries. Robust ERM implementation throughout the TM Group and the optimisation of the system can be achieved with accessibility not limited to the ERM team per se but by all ERM Resource Teams throughout the Group. This feature has been incorporated into the ERM back-end system allowing accessibility by international subsidiaries, thus improving ERM implementation throughout the Group. More enhancements to the system will be carried out in the near future to reap values by maximising the usage of the system. ERM REGIONAL AWARENESS PROGRAMME ERM road shows have been continuously conducted throughout the regions aimed at inculcating risk awareness among TM staff across the organisation, and not just at Head Office level only. As risk causation cuts across all functions, the awareness at regional level will assist TM to speed up the institutionalisation of the ERM framework and methodology. Hence, throughout financial year 2006, twelve (12) ERM awareness programmes were completed covering all operating regions – Central, Northern, Southern, Eastern, Sabah and Sarawak. A total of 345 executives attended the multiple sessions. ACQUISITION DUE DILIGENCE ERM implementation and adoption within TM Group is not only limited to current operations but extended to include future undertakings in terms of mergers, acquisitions or other investments. For financial year 2006, the ERM methodology has been embedded in the acquisition due diligence process for overseas investments in India (SPICE Telecom), Cambodia (CASACOM), and Thailand (I-Samart Corporation). RISK COMMUNICATION COLLABORATION OF ERM KNOWLEDGE ENHANCEMENT PROGRAMME WITH MULTIMEDIA COLLEGE In addition to the regional awareness programme and to improve the understanding of the risk management application, ERM also collaborated with the Multimedia College (MMC) to conduct a risk management training module known as TC 3101 – Understanding Risk Management in TM for those who wished to understand the practice of ERM and Insurance Management within TM Group. An enhancement of the training module will be done in 2007, forming part of the Smart Orange Training Module within TM Group. As part of ensuring effective ERM implementation within the TM Group, ERM E-Poll & E-Forum was introduced using the existing risk management portal (www3.intra.tm/risk/) to provide a seamless and paperless ERM communication platform within TM Group. This electronic communication tool improves internal risk communication and inculcates a risk culture within the Group. BUSINESS RISKS Common in all businesses, TM Group is affected by a number of factors, not all of which are totally within the Group’s control. The externally-driven challenges coupled with internal operational risk exposures are constantly reviewed as part of the enterprise risk management programme for the Group. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 89 ACCOUNTABILITY Achieving Business Objectives by Leveraging Enterprise Risk Management (ERM) Effectiveness This section highlights some of the material risk exposures that may adversely affect our business, turnover, profit, assets, liquidity and capital resources. However, this section is not intended to provide an exhaustive analysis of the factors affecting the Group’s business where some risks may be unknown to us. There is also an uncertainty that risks that we consider currently immaterial could turn out to be material due to changes in some of the external and internal risk factors. • • Changes in Government Policy As part of nation building, the Government will continue to scrutinise and review current policy to be in line with Vision 2020. The country is developing into a high-value added and knowledge-based economy, hence the government policy direction for the year 2006-2010 will be centered around developing the core communications sector. Any changes in government policy may either create new opportunities to TM or negatively impact its business performance. Considering the limited control over this risk exposure, TM Group will continue to monitor the changes in the political environment and will try to influence the review of policy where permitted, considering that the TM Group is a key GovernmentLinked Company (GLC). 90 TELEKOM MALAYSIA BERHAD • Competition in the Industry The Malaysian regulatory regime related to the telecommunications industry has been regarded as pro-competition and technologically neutral. The National Telecommunication Policy’s main approach is to encourage a healthy and orderly competition in order to achieve efficiency and to provide excellent and quality services. While creating competition will benefit the consumer either in the form of cheaper products, advanced technology or improved quality of services, it may erode the TM Group’s profitability margin and market share. The strong competition in the cellular and data business sectors may continue to erode TM’s market share that may eventually lead to a decline in revenue generation and profitability. The intended data growth in Internet business via broadband services too has competitive risk. In addition, the government is very much encouraging more competition in the market which may have an impact on the price of services, hence causing uncertainty to Group future revenue generation. Rapid Technological Change The telecommunications industry is changing rapidly with the introduction of new technologies that will redefine markets, products and services required by customers. The challenge ahead to TM will be in its ability to compete and integrate new technologies in a timely and cost effective manner. ANNUAL REPORT 2006 Advancements in technology have seen the emergence of potentially disruptive technologies. TM needs to continually monitor the development of these potentially disruptive technologies and study their prospects to identify avenues where they could be exploited as supportive and complementary technologies. TM needs to be in a position to implement and adopt new technologies to ensure a high degree of competitiveness rather than being a late-comer. However, TM cannot predict with certainty that these new technologies, if implemented, may boost Group revenues and profitability. • Service Quality, Delivery & Restoration As technical infrastructure is vulnerable to the occurrence of natural disasters or other unanticipated operational problems, any damage to or failure of networks and delay in the restoration processes may result in service interruption. The high frequency in service disruption does not only increase risk to reputation but also increases the level of customer dissatisfaction. This may cause customers to migrate to competitors, hence adversely impacting revenues and profitability of the Group. • Staff Competency and Succession Staff competency has to be in line with the rapid changes in technology and the competitive telecommunications industry. The staff have to be equipped with the appropriate skills to be able to support any changes in the technology through training or transfer of knowledge. An equal amount of emphasis must be placed upon the positive development of behavioural skills especially in the areas of integrity, honesty and ethics. The Code of Business Ethics established and embraced within the Group has minimised the integrity risks. In addition, TM is continuously working to attract and retain qualified personnel as the loss of the services of key personnel or the inability to attract new qualified personnel or to retain existing personnel could have adverse impact on the sustainability of TM Group. • Business Transformation In responding to the need to be more competitive, TM Group has gone through phases of business transformation that may result in changes in its products, services, market and culture. As part of the transformation strategy, TM Group has targeted significant growth in new business areas such as data, broadband and cellular. In view of the likely level of competition in these areas and uncertainties regarding the level of economic activity, there can be no certainty that the transformation strategy will assist TM Group to meet its growth targets in these focused areas. These uncertainties may have adverse impact on the future Group’s revenue stream and profitability. • Business Continuity Plan Disruption to business operation can occur with or without warning due to adverse events such as natural disasters, technological failures or human error. In view of the uncertainty and in ensuring minimal disruption to services, effective Business Continuity Plan (BCP) is an essential operational tool to be implemented across the Group. However, the dynamism of the business direction and its risk factors may cause the existing BCP to be obsolete should there be delays to regularly review and update the preventive and recovery plan. This uncertainty may have adverse impact on customer’s satisfaction and retention programme of the Group. CONCLUSION TM will continue to improve any weaknesses in our journey to embrace a holistic and enterprise approach in managing business risks. In common with all business initiatives, we cannot run away from challenges and obstacles during our ERM implementation programme but what is sure is that the learning curves from these challenges will make us more mature and vigilant in the implementation and improvement process. The continued support from the Board of Directors and senior management gives us the confidence to move forward in our journey to success. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 91 ACCOUNTABILITY Code of BUSINESS ETHICS TM prides itself on maintaining high ethical standards. In 2006, it continued to infuse good values and ethics into the Group’s basic business conduct by promoting an organisational culture that encourages ethical behaviour and a firm commitment to compliance with the law. Since the Code of Business Ethics (CBE) was launched in 2004, it has progressed from the traditional compliance with “what you cannot do” to embracing “what you should do”. This is done through continuous engagement with the relevant parties and a communication strategy which ensures that: • Every employee receives a hard copy of, or ready access to, the CBE. • Every employee understands his/her personal responsibility to abide by the provisions and standards laid out in the CBE. • The organisation’s commitment to the CBE is unambiguous and clear to every employee. • Employees are exposed to an abundant of examples of the Code utility, and how common questions about its intent and application are resolved. Training was conducted to raise awareness of ethical issues, respond to questions and concerns from employees, and to reinforce the commitment to behave in accordance with the company core values. To date 90% of TM non-executive staff and senior leadership nationwide have undergone such trainings. 92 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Moving forward, the CBE will evolve to adapt and meet changing needs of the organisation globally. Flowing from the Group’s core values of respect and care, total commitment to customers and uncompromising integrity, the CBE seeks to articulate the best of the Company’s culture. These values also provide a strong base for application of the organisational ethics programme in a global context. In order to ensure that anonymous reports of misconduct is reported and concerns about ethical issues including those resounding violations of compliance standards can be raised anonymously, TM has set up an Ethics Hotline (1-800-882377) as well as complaint lines (03-22402377 or 03-22401267). Operating 24 hours a day, seven days a week and staffed by the Special Affairs Unit, the hotlines offer a platform for employees to turn to for advice on ethical issues or concerns. The Unit reports to the Board Audit Committee every quarter. The Group recognises an obligation to protect whistleblowers from being subjected to pressure or retaliation, or fear of such consequences, as a result of raising workplace concerns in good faith. As such, CBE Clause No. 13 stipulates that, “Any attempt to retaliate, victimise or intimidate against anyone (whistleblower) reporting in good faith is a serious violation of the CBE and shall be dealt with serious disciplinary action and procedures”. This clause prohibits retaliation against any person who, in good faith, provides information about suspected integrity issues. In addition, the Special Affairs Unit acts as an investigative unit of TM Group, responsible for detecting and investigating matters raised in relation to any part of the Group. It investigates allegations against TM employees, ranging from alleged malpractices to violations of TM Group polices and procedures. Headed by a general manager and backed by three managers and two assistant managers working on integrity issues and investigations, the Unit comprises former personnel of the Anti-Corruption Agency and the Police, all of whom possess vast experience in criminal investigations on fraud, including prosecution, and forensics in accounting and ICT. The Unit has two investigation teams, each headed by a manager and a group specialising in intelligence, research and forensic services. To ensure effectiveness in meeting its objective, the Unit develops and maintains a good working relationship with the relevant enforcement agencies. Although ethical issues raised and investigated were only indicative of a few “bad apples”, the Group does not rule them out and is committed to upholding ethical behaviour within the organisation. This is evident in the number of domestic inquiries conducted and proven cases of misconduct and unethical behaviour, where each of which were appropriately dealt with under the established disciplinary procedures. Through the creation of a robust ethical culture made possible through a reinforcement of the importance of ethics, TM is able to prevent malpractices and corporate crime. On 29 June 2006, the Procurement Ethics programme was launched to further enforce the provisions of the CBE, focusing on applying the provisions to individuals who are responsible for the management of procurement activities. The Procurement Ethics specifies the right conduct and decision making processes an individual should apply when confronted with ethical challenges, such as what to do when faced with ethical uncertainties, when observing ethical misconduct and when pressures are being applied to the individual or others. To ensure the success of the programme, a number of training sessions were conducted with employees involved in handling procurement decisions. TM will continue with its commitment to promote an ethical business environment within the Group while meeting its responsibilities towards all stakeholders. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 93 ACCOUNTABILITY Additional COMPLIANCE INFORMATION in accordance with Appendix 9C of the Bursa Securities Listing Requirements The following information is provided in compliance with the Bursa Securities Listing Requirements:1. Share Buy-back The Company did not make any proposal for share buy-back during the financial year. 2. American Depository Receipt (ADR) or Global Depository Receipt (GDR) Programme The Company did not sponsor any ADR or GDR programme during the financial year. 3. 4. 5. The Company has been granted exemption by the Companies Commission of Malaysia from having to disclose the list of option holders and their holdings pursuant to Section 169(11) of the Companies Act, 1965, except for information of employees who were granted options of above 100,000 shares each. Imposition of Sanctions/Penalties There were no public sanctions and/or penalties imposed on the Company and its subsidiaries, directors or management by the relevant regulatory bodies during the financial year. Non-audit Fees The amount of non-audit fees incurred for services rendered to the Group by the external auditors and their affiliated companies for the financial year ended 31 December 2006 are as follows:- None of the employees of the Company and Group were granted options representing 100,000 ordinary shares and above during the financial year ended 31 December 2006. 6. Utilisation of Proceeds from Corporate Proposals There were no proceeds raised by the Company from corporate proposals during the financial year ended 31 December 2006. 7. Variation in Results There were no profit estimations, forecasts or projections made or released by the Company during the financial year. RM a) b) PricewaterhouseCoopers, Malaysia PricewaterhouseCoopers Taxation Services Sdn Bhd 758,000 1,363,100 Total 2,121,100 Options, Warrants or Convertible Securities The Company has not issued any options, warrants or convertible securities during the financial year ended 31 December 2006 other than the granting of options under the Employees’ Share Option Scheme 3 (ESOS 3) as disclosed in Note 13 to the Financial Statements. However, the Company had on 22 March 2006 announced its Headline Key Performance Indicators (KPIs) for the financial year ended 31 December 2006 to enhance greater transparency to the public, as part of the broader performance management framework that TM has in place, and as prescribed under the Government Linked Company (GLC) Transformation Programme. 94 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 These Headline KPIs are targets or aspirations set by the Company and shall not be construed as either forecasts, projections or estimates of the Company or representation of any future performance. 8. Profit Guarantee During the financial year, the Company did not give any profit guarantee. 9. Material Contracts involving Directors’ and Major Shareholders’ Interests There were no material contracts entered into by the Company and/or its subsidiaries involving Directors and major shareholders’ interests either subsisting as at 31 December 2006 or entered into since the end of the previous financial year ended 31 December 2005, except for the following subsisting contracts/ agreements in respect of the joint venture between TM International Sdn Bhd (TM International) and our major shareholder, Khazanah Nasional Berhad (Khazanah) for the acquisition of shares in MobileOne Ltd (M1):a) Joint Venture and Shareholders’ Agreement dated 17 August 2005 between Khazanah and TM International to form SunShare Investments Ltd (SunShare), a joint venture company for the acquisition of shares in M1; b) Sale and Purchase Agreement dated 17 August 2005 between SunShare and Great Eastern Telecommunications Ltd (GET) on the acquisition of 118,526,670 fully paid up ordinary shares of Singapore Dollar (SGD) 0.20 each in M1, representing approximately 12.1% of the issued and paid-up share capital of M1 by SunShare from GET for a consideration of SGD260.8 million; c) Restated Joint Venture and Shareholders’ Agreement dated 23 September 2005 entered into by Khazanah, TM International and TM, which amended and replaced the previous Joint Venture and Shareholders’ Agreement dated 17 August 2005 to regulate the affairs of SunShare as a special purpose vehicle for the acquisition of shares in M1; and d) Subscription Agreement dated 23 September 2005 between SunShare, Khazanah and TM for the subscription of redeemable convertible preference shares of USD0.01 each in SunShare at the issue price of USD1.00 each by Khazanah and TM for a consideration of USD35,965,998 and USD37,433,992 respectively. 10. Revaluation Policy on Landed Properties The Company has not adopted any revaluation policy or carry out any revaluation exercise on its landed properties during the financial year. 11. Recurrent Related Party Transactions of a Revenue or Trading Nature (RRPT) The Company did not obtain any mandate from its shareholders to enter into RRPT, which are necessary for its day-to-day operations on terms not more favourable to the related party than those generally available to the public and are not to the detriment of the minority shareholders for the financial year ended 31 December 2006. The Company proposes to obtain Shareholders’ Mandate for RRPT at the forthcoming Extraordinary General Meeting to be held on 8 May 2007, upon conclusion of the 22nd Annual General Meeting of the Company. The details of the RRPT are set out in Appendix 1 of the Circular to Shareholders dated 16 April 2007. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 95 ACCOUNTABILITY Audit COMMITTEE REPORT MEMBERSHIP The Audit Committee comprises four Independent Non-Executive Directors and one Non-Independent Non-Executive Director of the Board as follows:- embers of the Audit Committee shall not engage in relationships, which in the opinion of the Board would interfere with the exercise of independent judgement in carrying out the functions of the Audit Committee. Members of the Audit Committee shall possess wisdom, sound judgement, objectivity, independent attitude, management experience and knowledge of the industry. M YB Datuk Nur Jazlan Tan Sri Mohamed, the Chairman of the Audit Committee and Dato’ Lim Kheng Guan, both independent non-executive directors, are members of the Malaysian Institute of Accountants (MIA). Apart from its duties as set out in its terms of reference, the Audit Committee also reviewed and deliberated on reports and updates provided by: (a) The Task Force for Best Practices (TFBP) which was established by the Audit Committee in year 2001 mainly to support them on the following:• New updates and developments of best business practices and exposure drafts, principally on Corporate Governance, statutory and regulatory requirements, compliance to accounting standards and other business guidelines. The TFBP consistently submitted their reports at every Audit Committee Meeting. • The planning, implementation and progress report of enterprise-wide risk management programmes that were identified and implemented at various major divisions and subsidiaries of the Group to institute risk management, control and governance practices by the Management to achieve business excellence and support of overall Group objectives. MEETINGS 01 02 YB Datuk Nur Jazlan Tan Sri Mohamed (Chairman) Independent Non-Executive Director Dato’ Lim Kheng Guan Senior Independent Non-Executive Director 03 Dato’ Dr Abdul Rahim Haji Daud Independent Non-Executive Director 04 Dato’ Ahmad Haji Hashim Non-Independent Non-Executive Director 05 Rosli Man Independent Non-Executive Director 06 Hashim Mohammed Group Chief Auditor/ Secretary to the Audit Committee The Audit Committee had eight (8) meetings in the financial year 2006. The meeting attendance of the Committee members was as follows: 01 Attendance YB Datuk Nur Jazlan Tan Sri Mohamed Dato’ Lim Kheng Guan Dato’ Dr Abdul Rahim Haji Daud Dato’ Ahmad Haji Hashim Rosli Man 8/8 6/8 6/8 6/8 8/8 02 Dato’ Lim Kheng Guan 03 Dato’ Dr Abdul Rahim Haji Daud 04 06 04 Dato’ Ahmad Haji Hashim Minutes of meetings of the Audit Committee are circulated to all members of the Board and significant issues are discussed at Board Meetings. 05 Rosli Man 06 Hashim Mohammed • • ANNUAL REPORT 2006 05 The Group Chief Financial Officer, other Senior Management members and the External Auditors attended these meetings upon invitation to brief the Committee on specific issues. A key feature prior to each Audit Committee Meeting is a private session between the Chairman and the Group Chief Auditor and the External Auditors (separately) without Management presence. The Audit Committee carried out its duties as set out in the terms of reference as in page 100 to 102. TELEKOM MALAYSIA BERHAD 03 01 YB Datuk Nur Jazlan Tan Sri Mohamed SUMMARY OF ACTIVITIES IN THIS FINANCIAL YEAR 96 02 Receive and review report on the adequacy, effectiveness and reliability of the system of internal controls based on control self assessment performed annually by the CEO/COO of Operating Companies/Subsidiaries through the Annual Internal Control Assurance Letter reporting and Internal Control Incidents submitted to the Group Chief Executive Officer and the Group Chief Auditor. Receive and review reports on the status of financial controls based on self-assessments conducted quarterly by CEO/CFO of Operating Companies/Subsidiaries through the Financial Controls Compliance and Assurance Letter submitted to Group CFO. • Review and deliberate on new policy updates, revisions or enhancements of the Business Process Manual and Subsidiaries Policy as recommended by Management to ascertain that the improvements made are aligned to business best practices and effective internal control processes. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 97 ACCOUNTABILITY Audit Committee Report • • (b) • (c) Any other recommendations made by the Audit Committee for Management action. The nature and root causes of control failures which have financial impact and/or affect the image and reputation of the Group. • Lateral learnings to prevent recurrence of similar incidents within the Group. • Status of actions taken by Management to remedy the control weaknesses and appropriate disciplinary actions. Reviewed and monitored the reports from Management on the following: • • 98 Management actions to resolve significant internal controls and accounting issues as highlighted by the Internal and External Auditors. The Internal Control Incident Committee which was established in year 2003, deliberates alleged major control incidents or failures based on reports submitted from Management or special investigation/ audits conducted as well as propose the next course of action. The reports are summarised by the Group Chief Auditor and updated to the Audit Committee on a quarterly basis describing the following:• (d) The implementation of the Enhanced Telekom Operation Maps (eTOM) as the telecommunications industry business framework and best practices to be used for reference by Management and internal auditors to benchmark against industry standards. The Management Audit Issues Action Committee which was established by the Audit Committee in year 2002 to update the Audit Committee on progress of: • • Monitoring and coordinating reviews on the effectiveness of the Group’s system of internal controls, through reports furnished by the Group Internal Audit, the External Auditors and Management. The extent of non-audit work performed by the External Auditors to ensure that the provision of non-audit services does not impair their independence or objectivity. The implementation preparation and progress of the major projects that have been developed in 2006 such as Group Wide Enterprise Management System (GEMS) and Customer Relationship Management (CRM). TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 (e) Strategic direction and initiatives by key divisions in the Group such as Group Human Resource, Group Procurement and Technical Project team (inclusive of NGN project). The adoption of COSO (The Committee of Sponsoring Organisations of the Treadway Commission) as the generally accepted integrated framework for internal controls which is widely recognised as the definitive standard against which the Group measures the effectiveness of their systems of internal control. During the year, the Board reviewed the Governance of the Audit Committee and subsequently approved the centralisation of Group Internal Audit. The Audit Committee Terms of Reference was reviewed and approved by the Board. GROUP INTERNAL AUDIT Group Internal Audit has emerged as an independent, objective assurance and consulting activity designed to add value and improve the Group’s operational activities. The purpose, authority and responsibility of Group Internal Audit as well as the nature of assurance and consulting activities provided to the Group is clearly articulated in the Internal Audit Charter that has been approved by the Audit Committee. Group Internal Audit reports directly to the Audit Committee. The Group Chief Auditor periodically reports the activities and key strategic and controls issues noted by Group Internal Audit to the Audit Committee. In 2006, Internal Audit activities and risk focus have been aligned to the COSO Internal Controls – Integrated Framework objectives in order to provide reasonable assurance on the adequacy, integrity and effectiveness of the Group’s overall system of internal controls, risk management and governance. The COSO objectives, which have been supported by respective audit programmes, are: 1. Effectiveness and efficiency of operations • Information Technology and Systems Reviews • SAP Implementation Review • Business process (i.e. end-to-end process) and process improvement initiatives • Post Implementation Reviews of risk assessment activities (Control Self Assessment and Enterprise Risk Management) • Revenue Assurance Audit 2. Reliability of financial reporting • Financial Reporting Review • Interim Financial Review 3. Compliance with applicable laws and regulations • Regulatory Audit review • Employee Share Options Scheme review The Audit Committee reviews and approves the Group Internal Audit’s annual budget and Human Resource requirements to ensure that the function is adequately resourced with competent and proficient internal auditors. As at 31 December 2006, Group Internal Audit has 81 auditors with a various mix of expertise and experiences as tabulated below: a) Expertise and skills GROUP INTERNAL AUDIT (GIA) TM Recognising the speed in which major risks could evolve and the impact it can create if left unattended, Group Internal Audit maintains a flexible audit approach and a dynamic audit plan that addresses the emerging risks of the day as well as potential future risks. This has enhanced the ability of Group Internal Audit to effect and facilitate the changes and foster continuous improvements within the Group. The end-to-end process audit has positioned Group Internal Audit at the forefront of positive change by recommending and facilitating the process of aligning people, processes and technology to achieve improved and sustainable Group performance. In 2006, Group Internal Audit (inclusive of subsidiaries’ Internal Audit departments) executed a comprehensive range of audit assignments covering locations at Corporate Headquarters and local and overseas operating subsidiaries focusing on strategies, business processes, human resource, and systems. Group Internal Audit also coordinates the follow-up reviews on the resolutions of both internal audit control issues and reports the status to the Audit Committee accordingly. CELCOM TMIB DIALOG XL TOTAL % Finance IT/MIS Network/Engineering Marketing General 14 8 8 8 1 5 3 2 2 2 1 — 2 1 1 5 4 2 — — 5 2 3 1 1 30 17 17 12 5 37% 21% 21% 15% 6% Total 39 14 5 11 12 81 100% b) Professional qualifications (inclusive postgraduate qualifications) GROUP INTERNAL AUDIT TM MBA/Masters CPA/ACA/ACCA/CIMA CIA CISA 15 6 4 2 CELCOM TMIB DIALOG 4 1 1 — 3 1 — — 1 3 — 2 XL TOTAL 3 2 1 — 26 13 6 4 In line with The Institute of Internal Auditors (IIA) Standards, Group Internal Audit carries out periodic and ongoing assessments on the entire spectrum of audit work performed by the internal auditors via annual internal Quality Assurance Review (QAR) processes and an external quality assessment by a qualified independent reviewer every five years. The assessment of quality assurance and improvements include the evaluation of areas such as compliance to the IIA standards and Group Internal Audit Manuals, contribution to the governance, risk assessment and control processes and performance management. Group Internal Audit generally conforms to the International Standards for the Professional Practice of Internal Auditing. STATEMENT ON EMPLOYEES’ SHARE OPTION SCHEME (ESOS) The Audit Committee hereby verifies that during the financial year under review, the allocation of option shares pursuant to the ESOS 3 Phase 3 (“Scheme”) to eligible employees had been made in accordance with the criteria of allocation of options shares as set out in the Bye-Laws and guidelines governing the Scheme. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 99 ACCOUNTABILITY Audit Committee Report TERMS OF REFERENCE OF THE AUDIT COMMITTEE 1. b. c. COMPOSITION The Audit Committee (AC) Members shall be appointed by the Board of Directors (“Board”) from amongst their members. No alternate director shall be appointed as a member of the Audit Committee. The AC must be composed of no fewer than three members and the majority shall be Independent NonExecutive Directors. All members of the AC, including the Chairman, will hold office only so long as they serve as Directors of Telekom Malaysia Berhad (TM). The composition of the AC shall meet the independence and experience requirements of the Bursa Securities Listing Requirements and other rules and regulations of the Securities Commission. The Board of Directors must review the term of office and performance of the BAC and each of its members at least once every three years to determine whether the AC has carried out its duties in accordance with Terms of Reference. Access to the minutes, reports and information of all subsidiary AC; e. Have direct communication channels with the External Auditors and person(s) carrying out the internal audit function or activity (if any); f. g. h. MEETINGS The AC shall meet at least four times a year and such additional meetings as the Chairman shall decide. In order to form a quorum, majority of the members must be present and the majority of those present must be Independent Non-Executive Directors. The Notice and agenda for the meeting shall be sent in advance to all members of the AC. The Chairman of the AC shall provide to the Board a report of the AC Meetings. 3. a. 100 Have explicit authority to investigate any matter within its terms of reference; TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Be able to obtain independent professional or other advice and to invite outsiders with relevant experience to attend the AC’s meetings (if required) and to brief the AC thereof; The attendance at any particular AC meeting by other Directors and employees of TM at the AC’s invitation and discretion and must be specific to the relevant meeting; 4. DUTIES AND RESPONSIBILITIES b) The following are the main duties and responsibilities of the AC collectively, (and shall review and report the same to the Board of Directors): Significant changes and adjustments in the presentation of financial statements; c) Compliance with laws and local and international accounting standards; d) Material fluctuations in balances in the financial statements; e) Significant variations in audit scope and approach; and f) Significant commitments or contingent liabilities. 4.1 Risk Management and Internal Control • Propose an adequate system of risk management for Management to safeguard the Group’s assets. • Review the risk profile of the Group and major initiatives having significant impact on the business. k. Have step-in rights in the situation where there is possible fraud, illegal acts or code of conduct violation is suspected involving senior management or members of the Board; l. Be able to direct the centralisation of the Group Internal Audit (GIA) and that GIA provides representation at the subsidiary AC; m. Have authority and ability for placement of internal audit resources TM Group wide; n. Require the Head of Internal Audit at subsidiary and the Group Chief Auditor to escalate and inform the AC immediately on urgent matters. • Discuss problems and reservations arising from the interim and final audits and any matter the auditor may wish to discuss in the absence of Management where necessary; • Propose best practices on disclosure in financial results and annual reports of the Company in line with the principles set out in the Malaysian Code of Corporate Governance, other applicable laws, rules, directives and guidelines. • Review the follow-up actions by Management on the weaknesses of internal accounting procedures and controls as highlighted by the External and Internal Auditors as per management letters. • Where there is an audit assignment initiated by the GIA central office that have bearing upon all subsidiaries or that the subsidiaries results would affect the audit opinion of the Group, the respective subsidiaries’ internal audit office must adhere to the request and include in its audit plan. 4.2 Financial Reporting Review • Have immediate access to reports on findings and recommendations from Group Internal Audit in respect of any fraud or irregularities discovered and referred to Group Internal Audit by the Management; Be able to seek clarification from the subsidiary Board or CEO; Review the adequacy and the integrity of the Group’s internal control systems and management information systems, including systems for compliance with applicable laws, rules, directives and guidelines. • Be able to convene meetings with External Auditors, excluding the attendance of the executive members of the AC, whenever deemed necessary; j. AUTHORITY In carrying out its duties and responsibilities, the AC shall have the following rights, in accordance with the procedures to be determined by the Board of Directors and at the cost to the Company: Have full, free and unrestricted access to any information, records, properties and personnel of TM and of any other companies within the TM Group; d. i. 2. Have the resources which are required to perform its duties; • Review the quarterly interim results, halfyearly results and annual financial statements review of the Company and the Group, focusing particularly on: a) Any changes in accounting policies and practices; b) Significant or material adjustments with financial impact arising from the audit; c) Significant unusual events or exceptional activities; d) Financial decision making with the presumptions of significant judgments; e) The going concern assumptions; and f) Compliance with approved accounting standards, stock exchange and other regulatory requirements. Review with the External Auditors the financial statements for the purpose of approval before the audited financial statements are presented to the Board for adoption including: a) Whether the auditors’ report contained any qualifications which must be properly discussed and acted upon for purposes of resolving the contentious point of disputes in the current audits and to remove the cause of the auditors’ concern in the conduct of future audits; 4.3 External Audit • Consider the appointment of a suitable accounting firm to act as External Auditors and amongst the factors to be considered for the appointment are the adequacy of the experience and resources of the firm and the persons assigned to the audit, to consider any question of resignation (including any letter of resignation) or removal and whether there is a reason (supported by grounds) to believe that the External Auditors are not suitable for re-appointment and to recommend the audit fee payable thereof. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 101 ACCOUNTABILITY Audit Committee Report Statement on • Discuss with the External Auditors before the audit commences, the audit plan, nature, approach and scope of the audit and ensure co-ordination where more than one audit firm is involved. • Monitor the extent of non-audit work to be performed by the external auditors to ensure that the provision of non-audit services does not impair their independence or objectivity. Group Internal Audit are subject to TM’s human resource policies and guidelines, including disciplinary proceedings/ investigations and actions. • The internal audit function should be independent of the activities they audit and should be performed with impartiality, proficiency and due professional care. The Board or the AC should determine the remit of the internal audit function. 4.4 Group Internal Audit (GIA) • • To approve the Internal Audit Charter, which defines the independent purpose, authority, scope and responsibility of the internal audit function in the Company and Group. • 102 • Review the Internal Audit Plan and results of the internal audit process and where necessary to ensure: a) • 4.5 Related Party Transactions That appropriate action is taken on the recommendations of the internal audit function; b) That Group Internal Audit has adequate and competent resources and that it has the necessary authority to carry out its work; and c) That the goals and objectives of Group Internal Audit are commensurate with corporate goals. Review and appraise the performance and remuneration of the Group Chief Auditor and senior staff members of Group Internal Audit, approve the appointment or termination of the Group Chief Auditor and senior staff members of Group Internal Audit and inform itself of resignations of the Group Chief Auditor and senior staff members of the Group Internal Audit and provide the resigning staff member an opportunity to submit his reasons for resigning. Be informed, referred to and agree on the initiation, commencement and mechanism of any disciplinary proceedings/investigations, including the nature and reasons for the said disciplinary proceedings/investigations, as well as the subsequent findings and proposed disciplinary actions against the Group Chief Auditor and senior staff members of Group Internal Audit. As employees of TM, the Group Chief Auditor and senior staff members of TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Consider and review any significant transactions, which are not within the normal course of business and any related party transactions and conflict of interest situations that may arise within the Company and the Group including any transaction, procedure or course of conduct that raises questions of Management integrity. 4.6 Employee Share Option Scheme (ESOS) • Verify the allocation of share options to the Group’s eligible employees in accordance to the Bursa Securities Listing Requirements at the end of each financial year. 4.7 Other Matters • • • Establish a process for dealing with complaints received by the Company and the Group regarding accounting issues, internal control matters or auditing matters and the confidential, anonymous submission by employees of concerns regarding questionable accounting or auditing matters. To report to Bursa Securities, if the AC views that a matter resulting in a breach of the Bursa Securities Listing Requirements reported by the AC to the Board has not been satisfactorily resolved by the Board. Such matters as the AC considers appropriate or as defined by the Board. INTERNAL CONTROL RESPONSIBILITY he Board of Directors (“Board”) is committed to its responsibility in maintaining a sound system of internal control which covers governance, risk management, financial, organisational, operational and compliance controls to safeguard shareholders’ investments, customers’ interests and the Group’s assets. The Board recognises and affirms its overall responsibility for the Group’s system of internal control which includes the establishment of an appropriate control environment and T framework as well as reviewing its effectiveness, adequacy and integrity. However, the Board recognises that this system is designed to manage, rather than eliminate the risk of nonachievement of the Group’s objectives. It therefore provides reasonable and not absolute assurance, against the occurrence of any material misstatement or loss. The Group has in place an on-going process for identifying, evaluating, monitoring and managing the significant risks affecting the INTERNAL CONTROL FRAMEWORK The Board’s evaluation of the internal controls is based from criteria developed under COSO (Committee of the Sponsoring Organisations of the Treadway Commission) Internal Control Integrated Framework. It is a generally accepted framework for internal control and is widely recognised as the standard against which the Group measures the effectiveness of its system of internal controls. The internal control system is intertwined with the Group’s operating activities and exists for fundamental business reasons. Under the COSO model, internal controls are segregated into five interrelated components that are designed to provide reasonable assurance on the achievement of the Group’s objectives. YB Datuk Nur Jazlan Tan Sri Mohamed Chairman achievement of its business objectives throughout the period. This process is regularly reviewed by the Board to take into consideration changes in the regulatory and business environment to ensure the adequacy and integrity of the system of internal controls. The Board is assisted by the Management in the implementation of the approved policies and procedures on risks and controls whereby Management identifies and assesses the risks faced and then designs, implements and monitors appropriate internal controls to mitigate and control these risks. This Statement on Internal Control has been prepared in compliance to the Listing Requirements of Bursa Securities. A. CONTROL ENVIRONMENT This sets the tone of the Group, influencing the control consciousness of its employees and key activities related to the area as follows: TM CORE VALUES AND CODE OF BUSINESS ETHICS • Internalisation of TM Group’s Core Values of “Total Commitment to Customers”, “Uncompromising Integrity” and “Respect and Care” sets the guiding principles of the Group’s culture. • All employees are required to sign and adhere to the Group’s Code of Business Ethics, which outlines the minimum standard of behaviour and ethical conducts expected of employees in business matters. COMMITMENT TO COMPETENCE • TM Competency – Based Development Framework, which includes the analysis of current Human Capital Development, needs and challenges and the competencies required in today’s environment, and grouped to specific job challenges. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 103 ACCOUNTABILITY Statement on Internal Control • Training and development is emphasised and supported in the Group to enhance the quality, ability and competencies of the employees in the achievement of the Group’s objectives. BOARD AND AUDIT COMMITTEES • • The Audit Committee, comprising a majority of independent nonexecutive directors, brings with them a wide ranging in-depth experience, knowledge and expertise. They continue to meet and have full and unimpeded access to both the internal and external auditors during the financial year. ORGANISATION STRUCTURE • • HUMAN RESOURCE POLICIES AND PROCEDURES • The various Board Committees, namely the Audit Committee, the Nomination and Remuneration Committee, the Tender Committee, Employee Share Option Scheme (ESOS) Committee and other adhoc Committees that are all governed by clearly defined terms of reference. An organisation structure, with clearly defined lines of responsibility and accountability aligned to business and operations requirements. The Management’s tools for enhancing self-assurance include providers such as the Risk Management Unit, Compliance Unit, Revenue Assurance Unit, Project Management Office (PMO), Fraud Management Division and Corporate Regulatory Unit. • POLICIES AND PROCEDURES Risk assessment is the identification and analysis of relevant risks to achieve the Group objectives, forming a basis for determining how the risks should be managed. Key activities involved within this area are: • Risk management is firmly embedded in the Group’s system of internal control as it is regarded by the Board to be an integral part of the operations. Managing risk is identified as a shared responsibility and therefore the management of risks are integrated within the Group. Employee’s appreciation and commitment to ERM is continually emphasised and enforced. Group Internal Audit complements the role of Risk Management Unit by performing post implementation reviews of these workshops to independently review the risk profiles, risk management strategies and adequacy and effectiveness of the controls identified and implemented in response to the identified risks. • Control Self-Assessment (CSA) is a process that allows employees in the Group to identify the risks within their business environment and examine the controls in place dealing with those risks and evaluate or assess their ANNUAL REPORT 2006 Procedures with embedded internal controls documented in a series of policies, procedures and guidelines including those relating to Financial Controls, Procurement, Network Operations, Management Information Systems, Information Technology, Marketing, Human Resources, Occupational, Health and Safety, etc. • Information Technology Governance Policy (inclusive of IT Security policy, IT Network policy, IT Application policy) that is established based on the current IT issues identified by both internal and external auditors. • adequacy. The CSA’s result will be used as one of the key information tools in identifying high-risk areas within the Group. • ENTERPRISE RISK MANAGEMENT (ERM) • • INSURANCE AND PHYSICAL SAFEGUARD B. RISK ASSESSMENT • TELEKOM MALAYSIA BERHAD Control activities are the policies and procedures that help ensure the management directives are carried out. Relevant activities are: Formal appraisals guided by Key Performance Indicators (KPIs) and driven by the Balanced Scorecard System (BSC). The BSC provides a framework to translate strategy into operational terms and is being used as a performance measurement tool. CONTROL SELF ASSESSMENT (CSA) 104 C. CONTROL ACTIVITIES Comprehensive Human Resource (HR) policies and procedures, which is available in TM HR portal. Great effort has been made by the Group to realign its existing HR policies and procedures towards the initiatives developed by the Government under the GLC transformation programme. ASSIGNMENT OF AUTHORITY AND RESPONSIBILITY Clear definition of limits of authority and responsibilities through the Group’s Business Process Manual companies’ system of internal controls and financial controls respectively. TM has adopted the COSO (Committee of the Sponsoring Organisations of the Treadway Commission) Internal Control Integrated Framework for this evaluation process. and Subsidiaries Policy that has been approved by the Board and subject to regular reviews and enhancements. • Employees are then encouraged to take on full ownership and accountability of the individual control mechanisms within their respective areas of work. Post implementation reviews of the CSAs are conducted by Group Internal Audit at the minimum 6 months after the CSA workshops to ensure agreed upon action plans are satisfactorily executed. Adequate insurance and physical safeguard on major assets in place to ensure that the assets of the Group are sufficiently covered against any mishap that will result in material losses to the Group. D. INFORMATION AND COMMUNICATION Information and Communication ensures that pertinent information is identified, captured and communicated in a form and timeframe that enables people to carry out their responsibilities. Relevant activities are as follows: INTERNAL CONTROL INCIDENT (ICI REPORTING) • ICI Reporting procedure with clear reporting guidelines. Lateral learnings from reported ICI are captured and disseminated to CEO/COO of operating companies to prevent potential recurrence in these companies. ANNUAL SELF-ASSESSMENT TASK FORCE BEST PRACTICE • • Disclosures are made by the Group’s Operating Companies’ Chief Executive Officers (CEO)/ Chief Operating Officers (COO) and Chief Financial Officers (CFO) on the overall effectiveness, reliability and adequacy of their respective Task Force for Best Practices is a Management Committee that reports to the Audit Committee. It provides updates and developments of best practices and exposure drafts on corporate governance, statutory and regulatory requirements set by all statutory bodies/relevant authorities, compliance to accounting standards and other business guidelines and issues. All requisite reminders and updates are raised through its secretariat, the Compliance Unit. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 105 Statement on Internal Control E. MONITORING Monitoring is a process that assesses the quality of the internal control system’s performance via on-going activities and separate evaluations. Relevant key activities are as follows: MANAGEMENT COMMITTEES • Management Executive Meetings are held on a regular basis to identify, discuss and resolve strategic, operational, financial and key management issues. • Management Audit Issues Action Committee, comprising members of Senior Management and CEO/COOs of major Operating Companies regularly monitors major internal and external audit issues to ensure they are promptly addressed and resolved. • Structured review of all material capital and investment acquisitions by Management Executive Committees and respective Boards of major operating companies prior to approval by the Board. • The Group Risk Management Committee (GRMC) established in 2004 is responsible for steering the Enterprise Risk Management (ERM) implementation, identification and communication to the Board, the Group’s present and potential critical risks, changes in the risk profile and the Management action plans to manage the risks. STRATEGIC BUSINESS PLANNING, BUDGETING AND REPORTING • Integrated business planning and budgeting processes driven by commercial objectives vetted and approved by the Board and cascaded throughout the organisation to ensure effective execution and follow through. Periodic reviews performed on achievement of business objectives/targets and financial performance. GROUP INTERNAL AUDIT • Group Internal Audit carries out continuing assessments of the quality of risk management and existing internal controls. It also assists in promoting effective risk management in the lines of business operations. • Group Internal Audit continues to independently and objectively monitor the compliance with policies and procedures and the effectiveness of the internal control systems. Significant findings and recommendations for improvements are highlighted to Senior Management and the Audit Committee, with periodic follow up review of actions plans. Group Internal Audit’s practices and conduct are governed by the Internal Audit Charter. SPECIAL AFFAIRS UNIT • 106 Special Affairs Unit is responsible for reviewing and monitoring the ethical conducts and practices of all employees including Senior Management. Investigations of Internal Control Incident (ICI) cases are also undertaken by the Unit (where applicable) and tabled to the ICI Committee and to the Board vide the Audit Committee. Appropriate actions are then taken based on the strengths and merits of the findings. TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 REVIEW OF THE STATEMENT BY THE BOARD OF DIRECTORS The Board considers the system of internal control described in this statement to be adequate and the risks are considered to be at an acceptable level within the context of the Group’s business environment. The Board and Management continue to take measures to strengthen the control environment. For the financial year under review, the Board is satisfied that the system of internal control was satisfactory and has not resulted in any material losses, contingencies or uncertainties. TM’s internal control system does not apply to its associated companies and joint controlled entities which falls within the control of their major shareholders. Nonetheless, the interests of TM are served through representation on the Board of Directors and Senior Management posting(s) of the associated companies and joint controlled entities through the review of management accounts received. These provide the Board with performance-related information to enable informed and timely decision making to the Group’s investments in such companies. PERSPECTIVE Chairman’s Statement — 108 Group Chief Executive Officer’s Statement — 118 PERSPECTIVE CHAIRMAN’S Statement OVERVIEW IT WAS A GOOD YEAR FOR THE MALAYSIAN ECONOMY, SO WAS IT FOR TM GROUP, AS WE CONTINUED TO MAKE TANGIBLE PROGRESS TOWARDS REALISING OUR STATED ASPIRATION OF BECOMING A REGIONAL COMMUNICATIONS COMPANY OF CHOICE. WE FORGING AHEAD WE ACHIEVED COMMENDABLE PROGRESS IN EXPANDING OUR PRESENCE IN KEY MARKETS WITHIN AND OUTSIDE THE REGION AND THE SIGNIFICANT MILESTONE OF REACHING 28.5 MILLION MOBILE CUSTOMERS ACROSS THE 13 COUNTRIES IN WHICH WE OPERATE, MORE THAN THE TOTAL POPULATION OF MALAYSIA. THIS IS A TESTIMONY OF OUR KEEN EFFORTS TO BUILD A MALAYSIAN BRAND THAT WE CAN TRULY BE PROUD OF AND HENCE COMPETE EFFECTIVELY IN THE GLOBAL MARKETPLACE. 108 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 IMPROVED OUR EFFORTS TOWARDS CONSOLIDATING OUR INTERNATIONAL EXPANSION AND ACCRUED SIGNIFICANT CONTRIBUTIONS FROM THAT SECTOR, WE MANAGED DOMESTIC CHALLENGES PRESENTED MAINLY BY THE INTENSE COMPETITION IN THE MOBILE SECTOR AND THE CONTINUING TREND TOWARDS DECLINE IN FIXED SERVICES WHICH WAS NOT UNEXPECTED. AS A MEASURE OF OUR PERFORMANCE, WE ACHIEVED THE HEADLINE KEY PERFORMANCE INDICATORS OR KPIS IN LINE WITH THE REQUIREMENTS UNDER THE GOVERNMENT-LINKED COMPANIES (GLC) TRANSFORMATION INITIATIVE. G roup profitability nearly doubled year upon year as all indicators showed, including Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA), Profit Before Tax (PBT) and Profit After Tax and Minority Interest (PATAMI). Group EBITDA exceeded 44% growth year on year to touch RM7,530 million while Group PBT exceeded 100% over the same period to RM3,133 million. Group PATAMI registered a similarly strong growth of 136.4% to RM2,069 million, attributed mainly to the higher group revenue, better cost and financial management and foreign exchange gain in 2006, and the absence of negative provisions and impairment losses as incurred in 2005. Mobile customer growth posted a strong 39.7%. Reflecting on our international operations in 2006, I would say with confidence, that we achieved commendable progress in expanding our presence in key markets within and outside the region. This is evident in the record 25% contribution by our international operations to Group revenue and the significant milestone of reaching 28.5 million mobile customers across the 13 countries in which we operate, more than the total population of Malaysia. This is a testimony of our keen efforts to serve communities in Asia and other emerging economies, and in the process, build a Malaysian brand that we can truly be proud of and hence compete effectively in the global marketplace. Domestically, while facing the challenges of fixed-to-mobile migration, we enjoyed robust growth from our mobile, data, Internet and multimedia services – thereby still retaining our pole position as the largest provider of integrated telecommunications solutions in Malaysia. It is always a challenge being a leader. One has to continually assess one’s position and innovate to ensure we remain ahead. In the process, one has to bring about change. I am pleased to report that during the year, we continued to do just that. We looked at how our customers live, work, play and what they needed. We also appraised our competitors, international ICT trends and the global marketplace. We ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 109 PERSPECTIVE Chairman’s Statement stated then that its strategy for growth was premised on a realistic understanding of the telecommunications industry in Malaysia. This is very much the current philosophy and we continue to be pragmatic in our investment strategies both for domestic and regional expansion. 20 years ago, the challenges of upgrading customer service were top of the agenda, as they are now. If anything, this demonstrates the continuing need to be always fully responsive to the expectations and demands of the marketplace. In other ways, we have taken a gigantic leap forward. The maiden financial performance of the newco STMB showed a profit-after-tax (PAT) loss of RM97 million on the back of RM1.522 billion in revenue. Our first maiden profit as STMB From the 20-year financial chart, it will be noted that we have made definite but steady progress over the years. The numbers are a stark reminder of what we used to be in terms of market size and this is not surprising, considering that our core business in the early years revolved around fixed-line with telefax and telex services, public telephones and basic mobile services (ATUR). The scope of our operations now only goes to show how complex the business of providing ICT services has become in the 21st century. Reviewing the first annual report of STMB, I am struck by how much has changed – and yet, how little. The company had Revenue (RM Million) TM GROUP - REVENUE, PAT & DIVIDEND 1987-2006 PAT (RM Million) Dividends (Sen) 16,399 46* 17.5 15 1987 1991 1996 2,302 1,705 1,894 6,000 9,673 12.5 1,080 For the year under review, the Board has recommended a final gross dividend of 30 sen per share less 27% tax, amounting to a total payout of RM744.1 million against that of RM610.9 million in the previous year. The Company paid an interim tax-exempt dividend of 16 sen per share on 18 September 2006, thereby bringing the total dividend payout for the financial year 2006 to a record RM1.135 billion. This is very much in line with our declared dividend policy which seeks to optimize value for our shareholders through dividend growth, while managing the needs and expectations of our stakeholders. Given that it has been exactly 20 years since we became a Company, it is as good a time as any to cast our minds back to the year 1987 with a view to understanding how far we have come. That year was one of great significance for Malaysia’s telecommunications industry as the management and provision of telecommunications services were transferred to a company called Syarikat Telekom Malaysia Berhad (STMB). It was the precursor to Malaysia’s first privatisation effort, driven by the Government’s desire to boost the nation’s productivity, efficiency and quality in the move towards industrialisation. 2,987 All these efforts helped us achieve a 17.6% growth in Group revenue to RM16.4 billion as compared to RM13.9 billion in 2005. Although traditional fixed services showed a decline in terms of contribution from 54.4% in 2005 to 45.6% in 2006, this was compensated by our overseas mobile services, registering more than twice its contribution, from 12.7% previously to 25.5%. It was indeed another historic moment where for the first time, revenue from our domestic and overseas mobile operations exceeded our traditional fixed line revenue, with 52.2% contribution to Group revenue. This is indeed a turning point and a reflection of TM’s evolution – from a government department not more than 20 years ago, to one of the largest public-listed companies on Bursa Securities and now a regional communications company. Not just a provider of fixed-line services, TM is also seeing more than half of its revenue coming from mobile operations. DELIVERING SHAREHOLDER VALUE PROGRESS & ACHIEVEMENTS (97) We consequently launched several transformation initiatives to bring about real and positive change – from the top, with a review of Board performance and effectiveness, to the grassroots, by way of employeeengagement and productivity-enhancement exercises. One of our most visible change programmes was the Performance Improvement Programme or PIP which has helped us achieve, if not exceed, some of the bottom-line deliverables we set ourselves at the start of the year. Equipped with PIP, we undertook a restructuring exercise to consolidate and strengthen our domestic operations under a new strategic business unit, Malaysia Business and set up another strategic business unit, TM Ventures, to manage our non-core businesses going forward. The teams under Malaysia Business are tasked to rejuvenate and revitalize the fixed-line business and work together with Celcom which spearheads our domestic mobile operation with a view to maximizing operational synergies across the length and breadth of the country and across various operations. I am pleased with the commitment of the Board and the efforts of the management team under our Group Chief Executive Officer (Group CEO) Dato’ Abdul Wahid Omar towards delivering shareholder value which remains one of the major thrusts of the GLC-transformation exercise and for which we have been recognized by the Government. We are indeed grateful to our beloved Prime Minister for publicly expressing his confidence in us and our ability to improve corporate earnings. Meanwhile, our healthy performance indicators have reinforced our leading position among the top three on Bursa Securities in terms of market capitalisation. 1,522 looked at ourselves, at our core competencies and our ability to respond to the changing environment in which we operate. 2001 2006 * Dividends of 46 sen for 2006 is made up of interim gross dividend of 16 sen and final gross dividend of 30 sen 110 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 111 PERSPECTIVE Chairman’s Statement was realised the following year, 1988, where we achieved a PAT of RM172 million. From the 20-year financial chart, it will be noted that we have made definite but steady progress over the years. The numbers are a stark reminder of what we used to be in terms of market size and this is not surprising, considering that our core business in the early years revolved around fixed-line with telefax and telex services, public telephones and basic mobile services (ATUR). The scope of our operations now only goes to show how complex the business of providing ICT services has become in the 21st century. CORPORATE GOVERNANCE Reviewing the year gone by, I would be remiss if I did not mention our progressive measures at institutionalizing good corporate governance across the organisation. In line with international best practice, and the Guidelines to Enhance Board Effectiveness stipulated by the Putrajaya Committee on GLC High Performance (PCG), TM Group submitted its board to an independent evaluation and embarked on a Board Performance Improvement Programme to enhance board effectiveness and strengthen board composition, as quality is a key aspiration for good governance. We have taken seriously other principles from the Malaysian regulatory framework governing public listed companies and begun the task of formalizing relationships and proactive communication channels with key shareholders and investors. Good investor relations practice is encouraged in the Malaysian Code of Corporate Governance, premised on the principles of transparency, efficiency and accountability. In 2006, our Group CEO and Group Chief Financial Officer met regularly with institutions and other investors to keep them informed of the Group’s strategies, performance updates, and key business activities happening at home and across the region. It is to our credit that as a result of benchmarking our shareholder communications as a public listed company, to international best practice, we won a number 112 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 of awards for our Annual Report 2005 including the Overall Excellence Award for the National Annual Corporate Report Award (NACRA) 2006 – a first time for us. As a major GLC, TM has also embraced further governance initiatives such as in the area of corporate social responsibility (CSR) where we are reviewing our commitment to our stakeholders and society at large to ensure we assess opportunities prudently and realistically. Policies that reflect good governance, ethical corporate values and corporate citizenry have been developed and are being internalised to ensure consistent responses from all business units and subsidiaries. We subscribe to a Code of Business Ethics, first launched in 2005, and last year steps were taken to help employees embrace its core principles through briefings and training sessions throughout the country. CUSTOMER RELATIONSHIP Ever mindful of the needs of customers, we reinforced our Customer Relationship Management (CRM) initiatives by strengthening our TM Points and enhancing the customer experience at these centres. The consolidation of our Malaysia Business was also a key achievement of 2006, trusting that by coordinating domestic fixed services under one administration we would be better able to derive synergies in service responsiveness and service quality. When different teams go out in local communities, they can work together to package what the customer needs in a cost-effective manner. On the overseas investment front, more milestones were reached – the highest growth of regional mobile customer base in one year (nearly 40%), largest number of mobile customers at 28.5 million, continued revenue growth from mobile, and growing contribution to Group revenue. TM is also proud of the performance of key investments in Exelcomindo in Indonesia, Dialog in Sri Lanka (both completing first financial year as listed companies) and in Bangladesh – all of which reported dynamic growth. We also strengthened our regional presence with our new investments in India, Cambodia and Thailand. 2007 OUTLOOK Ours is an industry which continues to innovate. The speed at which technologies emerge and the manner in which they touch our lives provides the adrenaline we need as a communications service provider to reach out to the global customer. To maintain our growth momentum, we have to accept the impact of innovation on our operations – be it at the product or service end, or at the backroom network end. We may sometimes find the onslaught of innovation daunting but we also welcome it as it brings us greater value, greater choices and greater opportunities for the enrichment of customer experiences. From analog we have moved to digital, now from digital we will move to Internet Protocol, and from voice we will move to data. There is no doubt that dynamism is a continuing feature of our operating environment. The macro-economic outlook in the country remains promising and all indications are that it would be another successful year for the Malaysian economy. Across the regions where we operate, growth trends are also evident and the appetite for mobile products is increasing. Given this backdrop, TM is confident that we will meet our own growth targets in the current year. We will certainly leverage these opportunities to build on our regional successes and grow new in-country brands. Going forward into 2007, under Malaysia Business, we will direct our efforts with greater vigour towards flawless execution of the strategies laid out under the PIP and meet the deliverables we have identified. These include driving broadband aggressively and providing ever-expanding choices over fixed and wireless. We also have to mitigate the decline in fixed voice through more innovative marketing and promotional strategies. Plans will revolve around entrenching our position in the enterprise market with data solutions and securing new pockets of growth in specific wholesale areas. As for Celcom, the vision for the year is to improve our revenue share of the mobile market through a keener focus on customer service, improved distribution channels and enterprise sales and also by making inroads into the growing mobile data segment. Hence the proposition to customers from 2005 continues, to add more value and data-based offerings through personalisation, ubiquitous access, speed, mobility, cost and security. All of these efforts will be well supported by continuing quality, cost and capital management. On International Business front, we expect better execution of growth strategies. As always, we will be on the lookout for competition even as we seek new investment opportunities. I believe the plan for this year includes harnessing synergies within our portfolio of investments to generate better yield and productivity in a win-win environment. We have always maintained that despite the challenges and the intense competition, the future outlook of telecommunications in Malaysia remains positive. We must always defend our market position by building on our core competencies and current core businesses, while at the same time evaluate and even divest non-core businesses that detract from achieving the goals at hand. Barring any unforeseen circumstances the Board of Directors expects the Group’s performance for the current financial year to remain favourable. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 113 PERSPECTIVE Chairman’s Statement RESPONSIBLE CORPORATE CITIZEN Guided by our commitment to our Corporate Social Responsibility (CSR) policy which states that "In everything that the TM Group does, we place importance on our obligations as a responsible corporate citizen", we maintained our efforts towards the community at large in the year 2006, investing more than RM75 million towards education, sports development and community and nationbuilding. These have always been our CSR pillars. In education, we continued to contribute towards building human capital for the nation as it seeks to expand its knowledge economy. Our ‘star’ effort in education has to be the role we play in the Multimedia University (MMU) which we set up 10 years ago and which has since produced nearly 13,000 graduates with ICT skills. Under sports development, we have been consistent in promoting football as our way of building talent at grassroots level. Our MyTeam programme was not only attractive to young football enthusiasts – garnering more than 200,000 participants – it also helped us identify 18,000 talents some of whom may go on to become serious football players. In the community sphere, many charities, institutions and causes benefited from our generous support, which included cash and in-kind donations. These efforts were also directed beyond Malaysian shores through our various companies. In particular, I should mention our humanitarian responses towards flood victims in southern Malaysia. I should also note that we are benchmarking our CSR initiatives against the Khazanah-led Silver Book Guidelines aimed at helping GLCs consolidate their CSR efforts to include CSR tracking and reporting. Additionally, TM is also approaching CSR in a much more holistic way and attempting to integrate some of its noble principles towards the internal community within the Group. ACKNOWLEDGEMENTS I wish to express my sincerest appreciation to my fellow Board members, Management and Staff of TM Group for their collective commitment in achieving a sterling performance in 2006. In particular, I wish to thank Mr Leonard Wilfred Yussin, who ceased to be the alternate director to Dato’ Ahmad Haji Hashim on 8 February 2007, for his contributions during his tenure as alternate director. Meanwhile, the Board welcomes Puan Dyg Sadiah Abg Bohan who joined us on 8 February 2007 as alternate director to Dato’ Ahmad Haji Hashim. Once again, we renew our commitment to cooperate closely as a team, to help steer the Group towards another profitable and productive year. I wish also to thank our Group CEO, Dato’ Abdul Wahid Omar, for his untiring efforts in service to the Group since he was appointed to the role in July 2004, and to congratulate him for a job well done in 2006. Dato’ Abdul Wahid was recognized for his leadership when he was honoured with an award for Malaysia’s CEO Of The Year 2006. The Board also congratulates him for having his term extended for another three years and looks forward to his stewardship for 2007 and beyond. Finally, on behalf of the Board, I would like to express my gratitude to the Government of Malaysia, regulators, and all our stakeholders, namely shareholders, customers, business partners, employees, the media and others – for their continued belief in, and support of, the TM brand. As the nation celebrates its 50 years of independence, we at TM pledge that we will continue to open up possibilities and play our role in providing the best of communications to serve the nation as we move forward in a highly competitive and globalised environment. Tan Sri Dato’ Ir Muhammad Radzi Haji Mansor Chairman 114 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 115 While we make a world of difference in peoples’ lives, it is important to remember the world makes the difference as well. The environment we work and live in is fragile. While it provides us with a place to grow and achieve, we need to make sure we nurture it appropriately and give back as much as we take. This is why TM takes an active role in protecting and conserving the world we all live in. PERSPECTIVE Group Chief For the financial year 2006, the Group recorded a Profit After Tax and Minority Interest (PATAMI) of RM2,068.8 million. The healthy performance was mainly attributed to higher group revenue, better cost and financial management and foreign exchange gains. Group revenue grew by 17.6% to RM16,399.2 million. EXECUTIVE OFFICER’S Statement TELEKOM MALAYSIA BERHAD (TM) CONTINUES TO THRIVE IN A RAPIDLY CHANGING TELECOMMUNICATIONS ENVIRONMENT. THE YEAR 2006 WAS A SIGNIFICANT ONE FOR THE GROUP – FOR THE FIRST TIME EVER, REVENUE FROM OUR DOMESTIC AND OVERSEAS MOBILE OPERATIONS EXCEEDED OUR TRADITIONAL FIXED LINE REVENUE, AND CONTRIBUTIONS FROM OUR INTERNATIONAL OPERATIONS EXPANDED TO A MEANINGFUL 25% OF TOTAL REVENUE. THIS IS INDEED A POSITIVE TREND AND A MAJOR MILESTONE IN OUR TRANSFORMATION FROM AN INCUMBENT FIXED-LINE COMPANY TO A REGIONAL COMMUNICATIONS PLAYER, WITH PARTICULAR EMPHASIS ON THE MOBILE BUSINESS. key highlight of 2006 was our sustained international expansion. We successfully completed our 49% acquisition of Spice Communications Private Limited (Spice) of India in May, giving us the opportunity to participate in the lucrative Indian telecommunications industry. Spice, which currently operates in the states of Punjab and Karnataka, has a combined customer base of 2.5 million customers. Together with our partner in India, our short to medium term focus will be to improve our position in these A 118 TELEKOM MALAYSIA BERHAD two states and roll out network infrastructure. The focus for the longer term would be to pursue a pan-Indian presence with footprint expansion in 20 new circles and ensure Spice is the leading profitable operator in these circles. Reaffirming our position in the Cambodian market, we acquired the remaining 49% equity interest in Cambodia Samart Communication Co Ltd (Casacom) from Thailand’s Samart Corporation Plc (Samart), thereby making Casacom a wholly-owned TM subsidiary. We also acquired a 24.42% ANNUAL REPORT 2006 The Group also registered healthier EBITDA of RM7,529.6 million and met its 45.9% EBITDA margin target. The headline EBITDA margin was achieved as a result of better cost and financial management, generating cost savings of more than RM200 million from lower direct costs, manpower and marketing expenses. However, there were exceptional cost items such as that arising from the voluntary stake in Samart subsidiary, Samart I-Mobile Plc. With these acquisitions, we are well-positioned to build our brand presence in both these markets as a gateway into the larger IndoChina region. At the close of the year, the TM Group had the privilege of serving 28.5 million mobile customers across eight Asian countries. Building on this record, our efforts going forward will be directed towards meeting the needs and expectations of our expanding customer base, and creating value in each of the markets that we operate. PERFORMANCE GROUP PERFORMANCE The Group delivered a strong and creditable financial performance against a backdrop of intense competition and changing dynamics. Despite environmental pressures, I am pleased to report that the Group successfully delivered two of the most important headline Key Performance Indicators (KPIs) of Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA) margin and Return on Capital Employed (ROCE), and exceeded the analysts’ forecast consensus for topline revenue. “ CREDITABLE FINANCIAL Headline KPIs Revenue Earnings before Interest, Tax, Depreciation and Amortisation (EBITDA) Margin Return on Capital Employed (ROCE)** FY2005 FY2006 FY2006 KPI RM13.9 billion RM16.4 billion RM17.0 billion 43.7%* 45.9% 45.9% 9.3% 11.7% 10.6% * Excludes provision for DeTeAsia claim ** ROCE defined as EBIT/Average capital employed The Group successfully delivered two of the most important headline Key Performance Indicators (KPIs) of Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA) margin and Return on Capital Employed (ROCE), and exceeded the analysts’ forecast consensus for topline revenue. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 119 PERSPECTIVE Group Chief Executive Officer’s Statement separation scheme, ESOS and cable theft replacement all of which partially mitigated the impact of cost savings and gains on foreign exchange. The on-target EBITDA margin coupled with better financial management contributed to a higher ROCE of 11.7% exceeding the 10.6% KPI target. In addition to the better EBITDA, lower depreciation costs also helped generate better than expected earnings. I would like to take this opportunity to commend the entire workforce of the Group whose efforts have enabled us to deliver a good year despite the challenges and setbacks we faced at the start. In the first half of the year, while our overseas operations performed credibly, domestically, we noted a declining trend of 3.7% in our fixed-line revenue which was greater than our peers and, at the same time, faced intense competition in the mobile segment. As a result of a healthy performance, we have been in a position to improve our returns to our shareholders. The Board has proposed a final gross dividend of 30 sen per share less tax of 27%, amounting to a total payout of RM744.1 million based on issued and paid up capital as at 31 December 2006. Combined with the interim dividend of 16 sen per share less tax The total dividend payout in respect of financial year 2006 would amount to RM1,135.1 million, the highest ever in TM’s history. This represents a payout ratio of 54.9% which is at the upper end of the Company’s dividend policy of 40% to 60%. “ of 28% paid on 18 September 2006, the total dividend payout in respect of financial year 2006 would amount to RM1,135.1 million, the highest ever in TM’s history. This represents a payout ratio of 54.9% which is at the upper end of the Company’s dividend policy of 40% to 60% of profit attributable to shareholders and clearly demonstrates our commitment to improve returns to the shareholders year upon year. 120 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 created TM Ventures, another SBU, led by its CEO, Khairussaleh Ramli, to separately manage a large number of non-core businesses with the objective of eventually exiting unprofitable businesses while reintegrating core business into Retail and Wholesale as appropriate. The new structure which came into effect last August sharpened our focus and aligned businesses with a common agenda to maximise synergies. Over the course of 100 days, we worked hard to improve our performance in areas such as cost-management, sales enhancement and customer service across the Group. Employee alignment was especially critical during those months and a one-month communications exercise to share the vision with all 29,000 employees throughout the organisation was mounted successfully. Through face-to-face communication, Our overseas we spent hundreds of hours in 527 subsidiaries have done employee dialogue sessions across the country and across all our well in managing the operations last year, to ensure staff challenges and also had the opportunity to understand the delivered strong challenges we were facing, to embrace the action that was necessary to bring performance in their about change and to provide feedback. respective markets. As Many excellent suggestions were received in these frank and open reflected in 2006 results, discussions that were taken on board overseas contribution and to good effect. almost doubled to 25.3% of Group revenue and 30.0% of Group profits. As part of our response, we launched a five-year Performance Improvement Plan (PIP) in August 2006 to strengthen our domestic business. One of the main thrusts was to mitigate the declining trend in fixed-line voice revenue through a series of proactive measures, as well as strengthen our position in the highly competitive mobile marketplace. Following a study, we took steps to restructure the Group to closely align ourselves to our key businesses. This involved the creation of a Strategic Business Unit (SBU) called Malaysia Business to consolidate all our domestic fixed-line and Internet and multimedia services under one CEO, Zamzamzairani Mohd. Isa, to promote greater efficiency and productivity. We also As we moved into the second half of 2006, we could already see improvement from the initiatives implemented with signs of stabilisation on both domestic fixed and mobile segments. In fixed line, we managed to contain the decline in revenue to 1% which was comparable to other incumbents, while in the mobile business, after addressing the issue of activating our customers, we saw our average daily prepaid recharge increase from RM6.7 million a day in the first half of 2006 to RM7.5 million a day in the second half of the year. While our overseas operations delivered robust growth, the Group also faced challenges that needed to be managed which included the uncertain legal and regulatory climate, political risk, and from a commercial perspective, low ARPUs, coupled with low customer loyalty. We have learnt that we need to be more sensitive to our operating environment and that sustainable relationships can only be forged by sincere engagement with the local communities. Our overseas subsidiaries have done well in managing the challenges and also delivered strong performance in their respective markets. As reflected in 2006 results, overseas contribution almost doubled to 25.3% of Group revenue and 30.0% of Group profits. We have always maintained that improving our customer service remains an important on-going challenge. To this end, the Group continued to register improvement as evident from the many accolades that we received in this area in 2006, some of which included the Frost and Sullivan Malaysia Telecoms Awards for Data Communications Service Provider of the Year, Broadband Service Provider of the Year and the coveted Overall Service Provider of the Year. Up north in Peninsular Malaysia, our TMpoint in Alor Star received the best counter service award, the “Anugerah Perkhidmatan Kaunter Terbaik” from the Ministry of Energy, Water and Communications. We understand that in order to earn and sustain investors’ confidence we have to keep improving ourselves in terms of the effectiveness of board governance, managing stakeholders’ interests, and commitment to the challenges of sustainability, transparency and compliance with disclosure matters. I would like to assure all our shareholders that corporate governance is very high on the agenda of the TM Group. TM not only abides by the principles and best practices as enshrined in the Malaysian Code on Corporate Governance but also those introduced ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 121 PERSPECTIVE Group Chief Executive Officer’s Statement by the Putrajaya Committee on GLC High Performance in the Guidelines to Enhance Board Effectiveness. TM’s efforts in this area were recognised when we clinched for the first time the Overall Excellence Award for the most outstanding Annual Report of the Year 2005 at the National Annual Corporate Awards 2006, in recognition of excellence in annual corporate reporting. We also emerged the second runner up in the Corporate Governance Survey 2005 Award from the Kuala Lumpur-based Minority Shareholders Watchdog Group (MSWG). TM was also named the second runner up in the Malaysian Business Corporate Governance Award. These achievements bear witness to our commitment towards upholding the highest standards of corporate governance, not only in Malaysia but also at an international level. GLOBAL AND REGIONAL ENVIRONMENT In the ICT space, the year was perhaps best summed up by a phrase I borrow from the ITU Telecom World event in December 2006 – Living the Digital World. Convergence is fast becoming reality. The buzzwords are still broadband and the digital home, IP-enabled services like triple play, and worldwide migration to Next Generation Networks (NGN). Now, it is no longer enough to describe us telcos as service providers; a new phrase has emerged – Experience Providers, which defines our business and a new way of living, working, playing, communicating and sharing experiences. As convergence merges telecommunications, IT and entertainment, so does it merge our worlds, fixed and mobile, traditional and new. Telcos are at the frontline of delivery of these experiences to both businesses and consumers alike. packages and “all-you-can-eat” pricing structures. The market is being bombarded with an array of choices where the key competitive advantage will clearly go to the most cost-effective integrated full service or experience provider. Meanwhile, as the search for the next killer application continues, we are seeing the rollout of different combinations of mixed service and product bundling with flat-rate voice Another trend in 2006 was usergenerated content, so much so that TIME magazine named its 2006 Person of the Year as “You” – in tribute to such community-based The global economy was fairly buoyant in 2006 at 5.1% growth with expansion momentum emerging as expected in developing Asia, which grew at 8.7% and in Europe, which maintained a slower growth of 2.8%. Inflationary pressures mounted, but their impact was less felt in Asia. The U.S. dollar weakened against the euro as well as the yen, while long-term interest rates firmed up. The OECD predicted the worldwide ICT sector’s growth at a vigorous 6% in 2006 as compared to 5.6% a year between 2000 and 2005. 122 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 The mobile sector has seen much radical transformation made possible by a slew of wireless technologies coming to the fore – Wimax, HSDPA/ HSUPA, Beyond 3G, BWA and so on. With communications becoming increasingly personalised and mobile, and the benefits it can bring to consumers across the world becoming more evident, the most exciting battles and developments have clearly been in this space. A big signal to the market was the expectation that all new notebooks will be Wimaxenabled by the end of 2008. services such as YouTube, MySpace and internet blogs. This in turn has spawned the growth of personalised mobile on-the-go broadband-enabled devices to feed the global demand to both “reach-out” and “be connected”. In the face of these developments, global attention has not wavered from the discussion as to how new technologies can best be harnessed to extend the benefits of ICT to those who still remain “unconnected”. Malaysia has always been eager to try the world’s latest available technology and services, yet paradoxically is rather slow to fully adopt and maximise usage. This presents a challenge for domestic players to roll out advanced services in a market that is very price elastic. This has prompted many governments and regulators to further liberalise ICT industries to foster greater collaboration towards a truly global information society. Hence greater pressure has been put on industry players such as ourselves to address the goals for strategic ICT development, empower rural communities, bridge the digital divide and close the knowledge gap between rich and poor. Indeed, the ITU at its 17th ITU Plenipotentiary Conference focused on ICT for socio-economic development and emphasised the need to address Internet-related public policy issues such as interoperability and convergence. The need to accelerate broadband penetration and usage puts new impetus on us to find alternative ways to deliver higher-speed Internet via both DSL and emerging wireless technologies. The wireless revolution will also call attention to the matter of spectrum as a scarce resource and of its allocation. All of this carries great implications on how we operate in the world today. DOMESTIC ENVIRONMENT In Malaysia retail telecommunication revenues recorded reasonable growth; our analysis shows a market size of RM23.9 billion which grew 11.7% over 2005. But in a saturating market both in terms of revenue and customer growth, the fight is still on for market share premised on service upgrades and price competitiveness, especially in the mobile sector which accounts for over 65.2% of overall revenue. This is further exacerbated by slowing mobile customer growth as well as the impact of prepaid registration. It is estimated that the industry saw a clean-up of approximately 2.8 million customers at the end of 2006, reducing the total number of mobile customers on the register of the regulator, the Malaysian Communications and Multimedia Commission (MCMC), to around 19 million versus MCMCreported numbers of 21.8 million in the previous quarter. Malaysia has always been eager to try the world’s latest available technology and services, yet paradoxically is rather slow to fully adopt and maximise usage. This presents a challenge for domestic players to roll out advanced services in a market that is very price elastic. The only exception has been the rapid adoption and ubiquity of the mobile phone, but even then this is limited to voice and basic data services. At 5% of total mobile customers, 3G adoption is still quite nascent. Broadband faces another set of unique challenges, not only in terms of take-up but also usage. The challenge remains to educate and create awareness of new services and deliver compelling value propositions and service quality to consumers beyond just price. From a national perspective, the Ninth Malaysia Plan, the 3rd Industrial Masterplan and MyICMs 886 continued to set the scene for ICT developments in Malaysia. A Strategic Review of the industry is also currently being undertaken to address among others, the landscape for competitions and convergence regulations. Regulatory policies are having an increasing strategic and financial impact on domestic operators. Issues being addressed include Access Deficit, LLU, Facilities-based Competition, Interconnect, and Spectrum Allocation. The rationale for increasing scrutiny of the ICT industry is well grounded, as it is a key enabler and a critical success factor for sustainable longterm economic growth of Malaysia and for the realisation of Malaysia as a strategic K-economy player. TM, along with the rest of industry, is fully committed to the goals and targets of the government to secure Malaysia’s place in the imploding global K-economy. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 123 PERSPECTIVE Group Chief Executive Officer’s Statement PERFORMANCE REVIEW I am pleased to report that the Group recorded a Profit After Tax and Minority Interest (PATAMI) of RM2,068.8 million for the financial year ended 31 December 2006. The healthy performance was mainly attributed to higher group revenue, better cost and financial management and foreign exchange gains. The Group recorded PATAMI of RM811.3 million in 2005 where the provision for a claim in respect of the award to DeTeAsia Holding GmbH of RM879.5 million that was made in the fourth quarter of 2005 caused a huge dent to the Group’s profit. Revenue in 2006 grew by 17.6% to RM16,399.2 million compared to RM13,942.4 million recorded in 2005. This was mainly driven by mobile, data services and Internet and multimedia segments of the Group’s business. Revenue composition for the financial year 2006 is as follows: FY 2005 (RM mil) 7,589.7 54.4 7,482.5 45.6 Mobile Domestic 4,281.8 30.7 4,424.0 27.0 Mobile Overseas 1,770.7 12.7 4,140.5 25.2 300.2 2.2 352.2 2.2 13,942.4 100.0 16,399.2 100.0 Others TOTAL REVENUE The Group also registered healthier Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA) of RM7,529.6 million, an improvement from RM5,213.3 million registered in 2005. EBITDA after adjusting for the provision for DeTeAsia claim in 2005 amounted to RM6,092.8 million. FIXED SERVICES (FIXED LINE, DATA, INTERNET AND MULTIMEDIA) In 2006, fixed services contributed RM7,482.5 million to Group revenue, 1.4% lower than the RM7,589.7 million contributed in 2005. This decline was however mitigated by the initiatives under PIP where TM rolled out a number of attractive packages to retain and attract customers. We continued to enhance our fixed services to make them more attractive to customers, some of which included iTalk with Mobile (VOIP call card) and the most recent one, Let’s Talk campaign, bundling fixed line and broadband services. TELEKOM MALAYSIA BERHAD Per cent Contribution Fixed Services: Fixed Line, Data, Internet & Multimedia DOMESTIC 124 Per cent FY 2006 Contribution (RM mil) ANNUAL REPORT 2006 The Group’s fixed line customers remained stable at 4.4 million as at December 2006. Broadband has been identified as the driver to re-vitalize fixed services and the Group is focused on increasing broadband penetration. TM Net continued to aggressively promote its products and services, some of which include organising TM Net Broadband Fiesta, a nationwide road show to introduce its latest offerings to the market, Streamyx shock festive promotion and member-get-member programs. These efforts bore fruit in 2006 which saw a net addition of 369,000 customers, bringing the Group’s total broadband customer base to 864,000 at the end of 2006, a growth of 74.5% from 495,000 at the end of 2005. Moving forward, with Malaysia Business which consolidated all domestic fixed services under a single leadership, the Group is better able to package its offerings to suit the needs of its customers. TM is focused on enhancing its broadband offering beyond access and introducing new contents. Malaysia’s first IPTV trials through the NGN platform began in September 2006 at selected areas, promising to give customers an enhanced experience in having the power to choose the kind of programme they want to watch and when they want to watch it. DOMESTIC MOBILE The Group’s domestic mobile business, spearheaded by Celcom, contributed RM4,424.0 million to Group revenue as compared to the RM4,281.8 million contributed in the previous year. Celcom raised its profile through innovative branding strategies last year as well as new product and service offerings. Leveraging on its partnership with Vodafone, Celcom launched Vodafone Mobile Connect 3G Broadband (HSDPA) data card and ‘Blackberry by Vodafone’. It also launched PowerTools for the enterprise market, formed an alliance with online search engine Google, and joined hands with Maybank to introduce Malaysia’s first mobile financial services, the Maybank2u Mobile Service. Mobile customers stood at 6.1 million at the end of 2006. Celcom experienced a net decline of 1.3 million customers over the course of the year as a result of prepaid registration exercise. However, their deregistration had minimal impact on revenue. The reduction in inactive customers resulted in an increase in prepaid ARPU from RM49 in Q3 2006 to RM56 in Q4 2006. INTERNATIONAL The year 2006 saw our key overseas investments in Indonesia, Sri Lanka and Bangladesh deliver significantly better performance. Overall, TM Group recorded improved contributions from all its international operations, 25.3% to our topline revenue and 30.6% to our bottomline profit versus 12.7% and 22.3% respectively in the previous year. Our regional mobile customer base grew by 39.7% over the year to 28.5 million from 20.4 million. Meanwhile, our new investments in India, Cambodia and Thailand ensured we were strongly positioned in the region. Being at the forefront of technology gives the Group the ability to delight its customers with innovative products and services. After pioneering commercial 3G services in Malaysia in 2005, the Group continued to pioneer 3G presence in Sri Lanka via Dialog and Indonesia via XL, giving customers the opportunity to enjoy greater products and services offerings with greater personalisation and richer contents. In Indonesia, our investments in network upgrades and network expansion produced results. We recorded increases in revenue and EBITDA due to a 36% year-on-year growth in mobile customers, surpassing the 9 million mark to 9.5 million. Revenue grew 50.3% from Rp 4,301 billion in 2005 to Rp 6,466 billion in 2006 while EBITDA margins recorded a parallel growth of 47%. In the year under review, we also reported healthier profit-after-tax due to the delivery of more efficient operational performance by XL and also the strengthening of the Indonesian Rupiah against the US dollar. A number of exciting marketing and promotional campaigns were also launched to improve our competitiveness and boost our image and brand awareness. At Dialog Telekom in Sri Lanka, we recorded steady revenue growth as well – a 42% increase over the previous year to SLR 25,679.5 million. This was largely due to higher call revenue accruing from a customer base of 3 million, growth in coverage and increased international traffic and associated revenues. I am pleased to note that Dialog not only maintained its market leadership but also achieved a hefty growth of 46% in its customer base. Dialog earned further recognition when its inaugural Annual Report won the overall award for the service sector and a number of other secondary awards. TMIB Bangladesh reported a 41.6% growth in revenue to BDT 13,139.6 million from BDT 9,276.3 million in the previous year. Its EBITDA and PAT were both positive, as was its customer base, reaching 5.8 million in the year under review, or an expansion of 89%. Significant investments were made in the network which saw a growth of nearly 80% in the number of base stations or BTS added over the year. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 125 PERSPECTIVE Group Chief Executive Officer’s Statement OTHER KEY INITIATIVES INTERNAL CSR using SAP applications that comprise various modules such as Financial, Human Capital Management, Enterprise Asset Management, Supply Chain Management and Strategic Enterprise Management. Having launched the PIP in about the middle of the year, the Group went on to implement specific initiatives to boost our performance in fixed line, mobile and Internet and multimedia. We believe that the success of these initiatives was a result of the dedication and commitment of our staff. Apart from using the Balanced Scorecard to align staff goals to the Group, we also introduced several incentive schemes to motivate staff to contribute towards achieving our stated PIP targets. By adhering to SAP we will be able to apply leading industry best practices throughout TM including our international subsidiaries. This common platform will help us to integrate and streamline our business processes for greater organisation flexibility and resilience to ensure prudent financial management and control. Deployment of SAP solutions at selected Group companies took place in January 2007. In the longer term, nurturing We will apply leading industry and developing skills within the best practices throughout TM organisation is critical to ensure including our international we have a pool of talents to subsidiaries. This common continue supporting the growth of the TM brand and meet its platform will help us to integrate In our quest to become a future requirements. To this end, and streamline our business customer-centric organisation, TM had in 2006 enhanced its processes for greater organisation we recognize how important it is Leadership Talent Management flexibility and resilience to ensure that we know our customers and Development Framework to prudent financial management well in terms of their needs, clearly outline the steps to be and control. preferences and lifestyles. With taken to build new leaders in the this in mind, we launched the Company. As at the end of last "RM1 Million Reward Program" year, we had identified some 400 in May last year where we rewarded our customers with talents under the program. More candidates are currently fabulous prizes, including a Grand Prize of RM1 million. being assessed so that we can provide them with the The programme ended in November with more than opportunity to display their talents and grow their careers 500,000 completed entries received, providing us with a within the Group. rich database that will be useful in our continuing efforts to deliver fresh, innovative and affordable products and As part of the effort to improve operational excellence, TM services to all our customers. launched a Group Enterprise Resource Management System (GEMS) project to standardise and integrate backoffice functions. GEMS offers a single integrated platform 126 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 TM’s CSR activities are centered around the three platforms of education, sports development and community & nation-building. However, the practice of CSR should take into account internal policies and procedures as well. At TM, we have instituted several measures in this direction centred on aspects of, enterprise risk management, corporate governance, code of conduct on business practices, performance management, employee satisfaction and health and safety. Our approach to enterprise risk management is to closely link it to our key strategic and financial objectives through our Balanced Scorecard as well as embed the practice of it into all our business operations. This has helped us to carefully mitigate risk factors and costs that may result from the running of our business operations. We have in place several measures at Board and Operational level to ensure that the Group adheres to international benchmarks of good corporate governance. These measures comprise a Board structure that includes independent non-executive directors as well as Nomination and Remuneration Committees, a management committee that oversees operational matters, and clear demarcation of Board member roles and financial authority limits at management and operating company levels. In addition to instituting a routine declaration of assets procedure, a code of conduct on ethical business practices has also been shared with all staff. To gauge employee sentiment on all aspects of the Company’s operations, TM carries out a yearly employee satisfaction survey. Our Balanced Scorecard and KPIs are cascaded throughout the organisation and monitored through the performance evaluation system for all employees (MAPS). On the health and safety front, Occupational Health & Safety (OSH) committees have been established at corporate and regional levels to oversee and escalate all relevant issues pertaining to employee health and safety. PROSPECTS The International Monetary Fund (IMF) projects the global economy to grow 4.9% in 2007; Asia 8.2% (2007), and Malaysia at 5.8% (2007). According to the World Bank, growth in developing countries reached a near record 7% in 2006. However, in 2007 and 2008, growth will probably slow down, but is still likely to exceed 6%, more than twice the rate in high-income countries. Meanwhile, Malaysia’s 2007 GDP growth is expected at 6.0% (BNM). Thus, the global and regional economic outlook is stable, with an eye on inflation, oil prices and geopolitical sensitivities. The Malaysian retail telecommunications market is expected to grow only moderately by 4.6% to RM25.1 billion partly as a result of saturating market conditions as well as the impact of prepaid mobile registration which came into effect at the end of 2006. Mobile continues to dominate retail revenue, expected to be 65.9% share in 2007 growing to 67.3% in 2010 (RM18.6 billion). Increase in VoIP voice revenue is insufficient to compensate for decline in fixed voice; however, overall revenues from fixed and Internet services remain sizeable at around RM8.5 billion, and will be defended to grow further. Execution of the PIP will be a focal point for TM in 2007 to ensure we continue to boost execution capacity and productivity and seize opportunities. To improve its domestic fixed business, TM will seek to drive broadband deployment aggressively, strengthen its position in the enterprise market with voice and data solutions whilst stimulating sales of fixed services to the retail market. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 127 Group Chief Executive Officer’s Statement Improvement of revenues and market share will be Celcom’s primary aim this year in an intense environment with potential new 3G players coming into the foray. Celcom will focus on customer centricity in its service offerings, expand enterprise channels and tap further into the growing mobile data segment. Moving forward, we also intend to continually assess the performance of our non-core businesses as well as drive efficient capital and cost management. In Malaysia, TM looks forward to further liberalisation of the regulatory environment with the awarding of additional Broadband Wireless Access (BWA) spectrum and the impending Mobile Number Portability (MNP). Elsewhere, TM will further establish its position in regional markets where it has its presence. At the same time, we will adopt an opportunistic approach with regard to investment and pace our international expansion. For instance, we will continue to identify opportunities to enlarge our regional footprint with a particular focus on Indo China. Our strategy of nurturing and building strong Asian communication brands across the breadth of the continent is beginning to show good results. We believe we are well-positioned to provide quality products and services to cater to the increasing demand for mobility in Asia. There are also valuable learning from our experiences in each country that can be applied across our holdings. For instance, in Sri Lanka we have learnt from the challenges of transformation into a convergence player at home by buying into a Pay TV company and a broadband company, thereby accelerating Dialog’s aspirations of becoming a truly integrated communications company. The countries where we have made our presence felt, particularly Indonesia and India, are mostly emerging economies with high population and low penetration rates. The economic prospects for these countries are bright indeed. While commercial considerations are important, TM’s long-term commitment is to continue to invest in these growth markets whether by way of capital, technology transfer, telecommunications infrastructure development, staff or local community development. BUSINESS REVIEW ACKNOWLEDGEMENTS I wish to thank our shareholders, TM’s Board of Directors, my colleagues on the management team, and the 29,000 members of the TM Group family, as well as all our other stakeholders including the Government, regulators, partners and suppliers, for helping us achieve our goals in the year gone by. The Board and Management of the TM Group are grateful for all the guidance, direction and support we have enjoyed to enable us to deliver on our promises. While growth and success were clearly evident in 2006, we all aspire to sustain the trend into this year and beyond. The journey of transformation continues. Dato’ Abdul Wahid Omar Group CEO 128 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Malaysia Business — 132 Celcom (Malaysia) Berhad — 140 International Operations — 146 Global Cable Services & International Investments and Presence — 162 TM Ventures — 164 International and Domestic Infrastructure & Trunk Fibre Optic Network — 176 Asian Economies and the Telecommunications Sector: Review & Outlook — 178 The potential for greatness only needs an open ear and a guiding hand. The rest will naturally follow. Education opens minds and unlocks the unlimited potential children possess. Unfortunately, to some, it is a luxury they cannot afford. This is why our CSR efforts are centralised around ensuring that as many deprived, but deserving students get the chance to get a proper education. Because by helping them realise their fullest potential, we are too. BUSINESS REVIEW Malaysia BUSINESS OVERVIEW AUGUST 2006 MARKED A SIGNIFICANT CHANGE IN TM WITH THE ESTABLISHMENT OF MALAYSIA BUSINESS, A STRATEGIC BUSINESS UNIT (SBU) THAT CONSOLIDATED ALL ITS DOMESTIC FIXED SERVICES UNDER A SINGLE LEADERSHIP TEAM. WITH A FOCUS ON ALIGNING BUSINESSES WITH A COMMON AGENDA AS WELL AS TO CAPITALISE ON SYNERGIES, MALAYSIA BUSINESS INCORPORATES TWO SEPARATE SBU’S, NAMELY TM RETAIL AND TM WHOLESALE, AND ONE OPERATING COMPANY (OPCO), TM NET. THIS INITIATIVE WAS TAKEN TO ADDRESS THE CHALLENGES THAT THE DOMESTIC OPERATIONS HAD ENCOUNTERED IN THE WAKE OF INTENSE COMPETITION IN THE RAPIDLY CHANGING TELECOMMUNICATIONS INDUSTRY. BY CREATING A SINGLE SOLID TEAM UNDER THE LEADERSHIP OF ONE CEO, TM’S STRATEGIC PRIORITIES ARE ALIGNED WHILE MAXIMISING SYNERGISTIC BENEFITS. 132 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ZAMZAMZAIRANI MOHD ISA CHIEF EXECUTIVE OFFICER Malaysia Business FINANCIAL PERFORMANCE In the financial year ended 31 December 2006, operations under Malaysia Business recorded revenue of RM7.5 billion, a reduction of 1% from 2005. This led to EBITDA of RM3.3 billion for the year, a 5% decrease compared to 2005. Voice remains the key revenue generator for Malaysia Business, contributing 68% to the SBU’s income. However, this represented a drop of 8% in revenue contributions registered in 2005 due to increasing consumer preference for mobile and internet based communications. In line with Malaysia Business’ strategic direction, revenue from the internet and multimedia segment posted a strong year-on-year growth of 44% and contributed 12% to the total operating revenue as compared to 8% in 2005. Total broadband customers comprising Streamyx, Hotspot and TM Net Direct customers, have increased to 864,358 in 2006, representing a 74% increase from the previous year. Data contributed 12% to revenue while other telecommunication and nontelecommunication services contributed the remaining 8% to Malaysia Business’ revenue. Operating costs in Malaysia Business including depreciation for the financial year ended 31 December 2006 decreased by 1% from 2005 to RM6.2 billion in 2006. The decrease in operating costs was mainly attributable to an 8% decrease in direct costs compared to 2005. However, supplies and materials costs increased by 23% from 2005 due to replacement costs required for cable theft. TM RETAIL (TMR) TM Retail’s (TMR) initiatives for the year were driven by its commitment to deliver complete and compelling telecommunication services to domestic clients. As such, numerous programmes were deployed throughout 2006 to support its voice and data business, in addition to strengthening the quality of its customer service. TMR is now better equipped to penetrate into the Voice and Data business in its three major customer segments – consumer market, business market and enterprise market – with the convergence of TM Net Sdn Bhd’s internet access division into TMR. TMR has three subsidiaries under its structure as follows: • GITN Sdn Berhad (GSB) – Established in 1996, GSB provides an integrated, dedicated, reliable and secure network infrastructure for various government agencies nationwide, playing an important role in facilitating the Government’s realisation of e-Government (EGNet) and nationwide internet connected schools (SchoolNet). • • Telekom Sales & Service Sdn Bhd (TSSSB) – TSSSB is the result of a merger between Telekom Equipment Sdn Bhd and the Outlet Business Management in 1999 and serves as a one-stop centre for communication products and services for TM customers. Telekom Applied Business Sdn Bhd (TAB) – TAB focuses on two areas i.e. telecommunication companies’ Operating Support System (OSS) and Value-added Services (VAS) to enrich TM’s product and service offerings. TM NET SDN BHD (TM NET) With a focus on delivering nationwide internet access, content, e-commerce and application services, TM Net now serves more than 3.0 million customers nationwide. As the nation’s leading Internet Service Provider (ISP), TM Net’s services cater to the demanding needs of both individuals and businesses and strive not only to fulfil end-user requirements, but also to provide quality services and extend its reach to all segments of Malaysian society. Pro-actively addressing intensive competition in the broadband services arena, TM Net is diversifying from its core competency of providing broadband services to focusing on the development of internet content. Supported by an increasing customer base, the BlueHyppo lifestyle portal is now one of the most comprehensive infotainment web portals around with mainly locally developed content and services covering music, religion, education and news. OPERATIONS CONSUMER SEGMENT TM’s emphasis is on rolling out innovative, easy-to-use services that simplify and enrich the lives of consumers. For the year under review, TM continued to offer new ranges of products and services, setting a number of industry benchmarks for creativity. VOICE SERVICES Homeline TMR embarked on several initiatives to foster customer loyalty, as well as to rejuvenate the fixed line telephony segment. A new service was introduced known as the Mobile Homeline, which allows home users to roam at any point within the assigned area code, send SMSs, connect to the internet or send faxes. Card Services Following the success of iTalk, TM launched iTalk with Mobile in 2006, a user-friendly prepaid calling card that enables customers to make National (STD) and International (IDD) calls from mobile and fixed line phones plus internet access features at very attractive prices. INTERNET ACCESS Streamyx TM saw significant growth in customer numbers for its core internet access services business in 2006, adding over 320,000 new Streamyx customers during the year, bringing the total number of broadband customers to over 860,000. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 133 BUSINESS REVIEW Malaysia Business Apart from extending the range and availability of its broadband services, TM also began offering a premium 2Mbps Streamyx broadband service package to customers in selected areas, with plans in store to expand the offering to more areas in the new future. The narrowband service offerings were also expanded with EZnet, a convenient, hassle-free “dial and surf” access service which offers a flexible and affordable way for all 4.4 million of TM’s fixed line customers to access the internet. EZnet rapidly gained over 100,000 customers after its launch in June 2006. Hotspot The wireless broadband access service also saw substantial growth with 113,000 new customers and extended TM’s reach to over 1,100 locations nationwide, demonstrating the growing popularity of wireless computing through laptops and other mobile devices. Promotions & Bundling programmes In September 2006, TM, in partnership with HewlettPackard, Intel, Microsoft and AEON Credit, launched the “EZ 2 Own Broadband PC” Programme which was the first ever initiative in Malaysia that bundled broadband internet access with a personal computer or laptop. Future plans are in place which include the extension of financial credit facilities to other local banks, as well as a salary deduction programme for government employees. CONTENT SERVICES Following in the footsteps of countries such as China, Japan and South Korea which have vibrant online content leading to high broadband subscriptions, TM is committed to delivering superior quality local online content, through its lifestyle portal www.bluehyppo.com. Accessibility to exciting media and information content through the 14 BlueHyppo content channels and services, covering news, entertainment, games, forums, religion and other areas of interest. In addition, BlueHyppo offers a platform for online interaction through user communities, forums and chat rooms, has resulted in BlueHyppo has chalked up over 1 million individual members in 2006. With the offering of new and diverse content that suits the needs of Malaysians today, the community is expected to grow rapidly. TM broke new ground with the One in a Million microsite, the official online platform for 8TV’s TM-sponsored reality talent show, which attracted over 2.2 million page views. TM also took the opportunity to develop timely and exciting microsites, such as the “football 2006” microsite developed In addition, to address the issue of affordability of broadband for lower income group, TM created an all-time low entry package for Streamyx. The RM20 per month Streamyx package has registered more than 18,000 customers as of December 2006. The Streamyx Shock Festive Promotion, held in conjunction with the different religious festivities, was another key offering in 2006. For only RM77 per month, users received 1Mbps Streamyx connection, a free modem and a few value-added services. With consumers saving more than RM500, the initiative resulted in more than 46,000 new subscriptions from its launch in September to 31 December 2006. 134 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ‘EZ 2 Own Broadband PC‘ programme – making broadband accessible in conjunction with the FIFA Soccer World Cup 2006, as well as other microsites coinciding with religious and cultural festivities. The trend of going online for news and information took another leap forward with the e-browse feature, adding more newspapers and magazines to its online publications portfolio, thus increasing the number of publications available to 25. CONSUMER SALES In 2006, there was greater focus on strengthening the consumer segment by the TM Sales team through various sales events and key initiatives conducted throughout the year. As part of efforts to improve TM’s point of presence and to serve customers better, TM Syoknya Fiesta and localised Mini Fiestas were launched, which also served as platforms to communicate and introduce to customers the full range of TM’s products. In addition, TM collaborated with computer hardware providers such as Aztech and FTEC, to kick off its nationwide broadband fiesta at eight city centres, attracting over 70,000 visitors altogether and adding 1,400 new Streamyx customers and 4,000 new BlueHyppo members to its existing customer base. Other initiatives that were introduced to reinforce TM’s position as the nation’s main provider of broadband service included the setting up of a “UUM tmnet hotspot corner” at Universiti Utara Malaysia where students can enjoy free wireless access. To reaffirm its leading position as a key enabler of public service infrastructure, TM has conducted many localised projects in collaboration with state governments such as with the Melaka state government to provide its e-Biz solution as an easyto-use and secure online transaction platform for the state’s online mall, Eniaga. Other collaborations for public infrastructure include @enstek together with Tabung Haji Properties for an integrated township set within 5,115 acres of land in Negeri Sembilan. TM has also signed a collaboration agreement with i-Berhad to provide Metro-E network services for the development of i-City, a state-of-theart ICT-based urban commercial township To extend TM’s reach into this segment, the Rakan Niaga programme was created. To date, there are about 2,000 registered sales agents under the initiative. TM also continued to work in close partnership with its Clickers Authorised Service Outlets (CASO), launching 11 new outlets and bringing its total number of 18 CASOs nationwide. BUSINESS SEGMENT In today’s increasingly competitive environment, TM is uniquely positioned to support its business and Small Medium Enterprise (SME) customers with a suite of flexible, secured and quality solutions ranging from Voice, Data, Application and Value-Added Services. PRODUCT PORTFOLIO In an effort to meet the different needs of businesses, TM has various basic services and integrated solutions, within its product portfolio suited for every size and type of business. TM’s range of services include customised call plans, such as the Merdeka Call Plans which offer attractive flat call rates that allow businesses to further optimise benefits of getting in touch with their customers and business associates. Bundled offerings such as “Biz Pac” are also offered to businesses requiring voice and broadband services. For companies which seek affordable solutions for communicating between their headquarters (HQ) and branches, TM offers a range of enterprise Virtual Private Network (VPN) to address the basic networking needs of small businesses through its ‘SMI Link’, which is deployed over ADSL broadband lines, as well as to more advanced networking requirements through TM IPVPN Premier service over dedicated leased lines. TM, through “Netmyne”, also offers Malaysian businesses a secure and reliable data hosting solution. Currently, over 3,000 customers are provided with web and server hosting services through TM’s nine data centres which are the only facilities in Malaysia that are certified with the SIRIM BS7799 Information Security Management System standards. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 135 BUSINESS REVIEW Malaysia Business CUSTOMISED SOLUTIONS AND LONG-TERM RELATIONSHIPS In today’s global networked economy, success rests on accessibility. This is why it is crucial for the enterprise segment to invest in IP-based solutions and intelligent networking such as IPVPN which allows users to access any application from anywhere in the world. TM continues to be the leading service provider for government agencies, local and foreign-based corporates including other GLCs, providing them with voice and managed data services while continuing to build long-term relationships. BUSINESS SALES Recognising the need to penetrate into the growing and important SME market, TM has forged a partnership with the Small and Medium Industries Development Corporation (SMIDEC). This collaboration has been crucial in providing TM with better insights into business customers’ requirements. To further assist the SMEs in their quest for business growth, TM launched a programme specifically for the SME community called SME Save N Grow aimed to creating loyalty and customer intimacy. SME Save N Grow members enjoy exclusive access to the SME Save N Grow Portal, which not only provides tools for business excellence but also other business information that can help them grow their businesses. A key element of its innovative marketing effort to fulfil the telecommunication needs of the SME community, Industrial Business Solution Seminars (IBSS) are conducted annually. In 2006, IBBS were held conducted at 15 locations nationwide, generating a total of RM92.64 million in revenue. In addition, TM has also continued to strengthen its distribution network through the effective management of sales agents for business, dealers and outlets (TSSSB) for data and voice products/services. ENTERPRISE & GOVERNMENT SEGMENT TM positioned itself as the leading service provider in the enterprise segment by growing with the needs of its customers for continued operational efficiency and business profitability. Citing the e-Government project as an example, TM, through its subsidiary, GITN Sdn Bhd, provides managed network connectivity and managed security services such as integrated network connectivity for intranet, extranet and internet access that enable Government agencies to communicate with each other and access to EG*Net using single connectivity. ENTERPRISE SALES In May 2006, TM implemented a major customer-service related initiative. A unified sales force named “TM Group Enterprise Sales” was set-up to serve the Enterprise segment with a view to enhance efficiency and speed of service delivery to TM’s customers, while adding to their convenience. The USF concept is expected to benefit the Group in 3 ways: leveraging group synergies, growing additional value through solutions selling, and reducing or even eliminating internal competition. The year also saw TM expand its global network presence and coverage in several more countries, with a focus on high growth regions such as China, India and the Middle East. With six decades of pioneering experience in the Malaysian telecommunications sector, TMW continues to deliver performance driven solutions to its customers around the globe. • Interconnect: In addressing the challenges of a tumultuous telecommunications market with more service providers gaining entry into the market, TMW has positioned itself well to counter the threats through its interconnect services where licensed carriers can now interconnect fixed and mobile voice services, ISDN, ISP, and fixed SMS. • Bandwidth services: As the bandwidth provider for the domestic arena, TMW continues to offer Narrowband, Broadband and Optical Bandwidth services via the reliable Managed Leased Circuit Network (MLCN), Digital Data Network (DDN), Synchronous Digital Hierarchy (SDH) and Dense Wave Division Multiplexing (DWDM). • Broadband: Targeting Internet Service Providers (ISP), Network Service Providers (NSP) and Application Service Providers (ASP), including Jaring and Hei-Tech Padu, the broadband service delivers DSL connectivity from end user Remote Terminal Units up to the TM IP network platform. At the end of 2006, TMW had delivered up to 1.38 million broadband ports nationwide. • Data services: As one of TMW’s technological breakthrough solutions, data services address the connectivity of geographically diverse sites. The domestic data services offered include Frame Relay, ATM and an MPLS based IP network to fully integrate customers’ networking needs. OPERATIONS DOMESTIC WHOLESALE TM’s commitment towards continuous advancement is evident in the size of its investments in its infrastructure which is reflected by its unmatched network coverage. For the year under review, TMW’s fibre optic cables network has recorded a 9.4% growth from 2005, totalling 789,916 km in 2006. Cable pairs also registered a 1.4% growth, totalling 32,558,673 km in 2006. The number of exchange lines remains at 8,684,000. TM will also begin a phased deployment of the TM One Network in 2007, which is aimed at transforming its core network to be fully IP oriented in support of its evolution towards new products and applications for customers. These strategic investments have sharpened TM’s competitive edge and enabled the Company to come out strong in the face of continuous business challenges with confidence. TM continues to deliver performance driven services To ensure better customer satisfaction levels, TM has designed specific services for its domestic clients, namely VoIP traffic minutes, interconnect services, bandwidth services, broadband, data services and infrastructure services. • VoIP traffic minutes: TMW provides quality voice services at competitive rates through its low cost global access as a total VoIP provider. By continuing to forge successful partnerships with Global Carriers and Application Service Providers, the highest level of service interoperability is ensured. TM WHOLESALE TM Wholesale (TMW) achieved a significant milestone in 2006, performing above expectations both financially and in terms of products and services development. With a focus on communications infrastructure solutions that are designed to fulfil customers’ business needs, TMW capitalises on the vast coverage of its sophisticated network and regional representative offices. Converging of technology – voice, data, mobile and broadband 136 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 137 BUSINESS REVIEW Malaysia Business • Infrastructure services: Infrastructure services allow for a customer’s nationwide network expansion in a timely and cost effective manner and are recognised as an effective option to build new infrastructure. Infrastructure sharing, network co-location and tenancy services provide the entire support infrastructure for customer equipment that ranges from tower space for fixed antenna and microwave dish, power supply, climate control and building management. Initiatives in support of MyICMS886 To spur the growth of the local information and communications technology (ICT) industry and to bring local ICT players on par with international players, the Government has embarked on a four-year plan through the launch of the MyICMS886 roadmap. TMW is committed to supporting MyICMS886 through the following initiatives: • Migration to Next Generation Network (NGN): TM is pursuing the migration of its legacy network onto an all IP-based NGN for the purpose of delivering high-speed broadband access to customers. In 2006, TM has completed deployment of the Metro-E platform in selected areas with FTTB to 87 condominiums around the Klang Valley. IPTV plans in terms of network, site facilities and equipment supply, will also be well supported by TMW. • 138 Universal Service Provisioning (USP): TM has conducted joint site surveys with MCMC, JKR and local authorities to implement Broadband Internet Community Centres for mainly in libraries, for rural TELEKOM MALAYSIA BERHAD TMW Continues To Deliver Competitive Global Services Following its promise to deliver the best services for its customers, TMW has designed special services and solutions that enable customers to gain a competitive edge in their specific markets. These services include International Interconnect, International Bandwidth Services and Global IPVPN. • communities in 51 TM awarded USP districts. • Multiservice Convergence Network: Planning and proof of concept (POC) for TM ONE is ongoing. • Satellite Network: TMW is involved in the commissioning of TM’s 4th Generation VSAT system in Cyberjaya. • Next Generation Internet Protocol (IPv6): IP edge transition, IPv6 Compliance for the ISP/Hypernet network, collaboration with TM R&D to utilise the IPv6 test-bed. Training and awareness programme for relevant TMW personnel. • Information & Network Security: TMW is involved with addressing network security and compliance requirements in the NGN design, incorporation of security elements in the existing products and services such as IP prepaid and the development and implementation of the Information Security Framework within TM. ANNUAL REPORT 2006 GLOBAL WHOLESALE Expanding the global network to fuel customers’ demand To provide customers with uninterrupted service, TM has made significant investments in state-of-the-art submarine cable systems infrastructure including the APCN, APCN 2, SEAME-WE 3, SEA-ME-WE 4, SAT3WASC-SAFE, CUCN, JUCN and DMCS, bringing users to a whole new horizon in the global communications era. TM currently has 43,140 international gateway exchanges and 564,196 International Private Leased (IPL) circuits already in place. TM plans to continue enhancing its global connectivity through further investments in new submarine cables to deliver ultra-fast connectivity. This will serve to boost TM’s client base regionally and globally, while positioning Malaysia as a communications hub, and TM as the preferred partner. • • Interconnect: Through its International Interconnect (bilateral) and international-to-international (hubbing) services, TMW is well positioned to deal with the intense competition in the marketplace caused by increasing numbers of participants seeking to get a piece of the pie of the international voice market. As the largest provider of fixed line services, TMW makes an ideal partner for interconnections with any Malaysian Carrier. Riding on PSTN networks and extensive bilateral agreements with terminating parties, TM offers competitive origination and termination rates with the convenience of a one-stop centre. International Bandwidth Services: Connecting to any destination in the world from Malaysia is made easy with International Bandwidth Services that provide international connectivity, backhaul, transit, interconnection at cable landing stations and IRU. Global IPVPN: As a cost-effective managed networking solution that provides a simplified, secured and scalable communication network, the Global IPVPN enables businesses to run efficiently and optimally. Readily accessible on both local and international platforms, the service’s benefits include fully meshed communications, an end-to-end Fully Managed Network, flexible pricing, end-to-end QoS, security and around the clock technical support. Enhancing regional presence through TMRO Initially established to intensify regional presence, Regional Offices of TM (TMRO), located in Asia Pacific, Europe and the United States, now generate their own revenue from clients in their respective markets. Based on outstanding performances, TMW looks forward to further collaborations with overseas providers, as well as prompting for TMROs in other strategic locations. PROSPECTS alaysia Business is confident of its continuous growth via the strategic plans that have been implemented over the year under review despite escalating competition in the domestic marketplace. The expected areas of growth are in the areas of broadband and wholesale business although focus will be on arresting the decline in the fixed business. Quality improvement activities are also high on the agenda specifically in the areas of service fulfilment and assurance, to enhance overall customer experience resulting in improved business performance. M In the context of helping to boost the country’s competitiveness for participation in the global knowledge economy, TM will continue to work closely with the industry and the Government via its support of the country’s ICT roadmap, MyICMS886. The initiative will serve to enrich the quality of life for Malaysians through technology and in turn, enable Malaysia to become a digital hub and a new hotbed for technological innovation and activities. Alongside this, TM recognises that rich online content, enhanced network functionality and innovative communications are significant in enriching the customer experience. As such, TM aims to continue delivering endless innovations coupled with consistent network quality to its customers and be the catalyst of a digital lifestyle for all Malaysians. In the execution of all the above agendas, the Performance Improvement Program (PIP) introduced in August 2006, will continue to serve as blueprint for TM’s domestic business up to 2010. With a focus on six main pillars namely, broadband revolution and deployment, pricing & sales stimulation, securing new growth in domestic and global wholesale business, quality improvements, cost efficiency, as well as improving execution capacity through the development of people and talents within Malaysia Business, the PIP initiative has made a significant positive impact to Malaysia Business. With fundamentals already in place, the team is better poised to move forward and achieve its future goals. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 139 BUSINESS REVIEW CELCOM (Malaysia) Berhad DATO’ SRI MOHAMMED SHAZALLI RAMLY CHIEF EXECUTIVE OFFICER Celcom (Malaysia) Berhad OVERVIEW CELCOM HAS EMERGED FINANCIALLY AND OPERATIONALLY STRONGER IN 2006 THROUGH A NUMBER OF STRATEGIC CHANGES AND OPERATIONAL REFORMS PUT IN PLACE DURING THE YEAR. THE SUCCESS OF ITS BRANDING CAMPAIGNS AND ITS STRATEGIC ALLIANCES WITH GLOBAL LEADERS HAS RESULTED IN NOTABLE CONTRIBUTIONS FOR TM GROUP. FOLLOWING ON THE HEELS OF THESE VARIOUS REFORMS, THE COMPANY REGISTERED IMPRESSIVE RESULTS BEGINNING IN THE THIRD QUARTER OF THE YEAR. CELCOM’S BRANDING CAMPAIGNS IN 2006 HAVE ALSO BORNE STRONG RESULTS, WITH ITS BRAND EQUITY AND RECOGNITION REACHING ITS STRONGEST LEVELS SINCE THE MERGER OF CELCOM AND TM TOUCH. elcom maintained its technology leadership in the industry with the launch of the country’s first High Speed Downlink Packet Access (HSDPA) service, Celcom 3GX. Through further capital investments in 2006, Celcom’s 3G network continued to maintain its competitive advantage in terms of both coverage and quality. The Company entered into a strategic alliance with Vodafone, the world’s leading mobile telecommunications company, culminating in the launch of a range of exclusive best-in-class services for business users and international travellers. C FINANCIAL PERFORMANCE While Group revenue rose marginally by 0.7% from RM4,495.6 million in 2005 to RM4,526.0 million in 2006, pre-tax profit saw a quantum leap by 1,957.6% to RM1,146.1 million, compared to RM55.7 million in 2005. This was attributable to the absence of the provision for a claim amounting to RM915.1 million made by DeTeAsia Holdings GmbH in 2005. Without this provision, Celcom’s pre-tax profit still maintained a healthy growth of 17.5% for the year under review. With the completion of the capital repayment exercise to its parent company in December 2006 amounting to RM700.0 million, Celcom’s earnings per share and return on capital employed for the year have increased from 29.0 sen in the previous year to 36.1 sen, and from 25.9% to 38.8%, respectively. With the support of its aggressive marketing campaigns, Celcom registered a 10.8% revenue growth in the prepaid segment for the year despite a drop of 15.8% in the number of prepaid customers to 4.8 million compared to 5.7 million a year ago, following the mandatory prepaid registration exercise that ended on 15 December 2006. OPERATIONS To remain at the forefront of technology, Celcom launched the country’s first HSDPA service and made further investments to ensure that its 3G network remained competitively superior in terms of both coverage and quality. Celcom also launched its new ‘Power’ proposition, which mirrors the customer's need to be in control and to be empowered. It also reflects the need for customers to seize opportunities and make choices that are available to them at all times. Celcom gives Malaysians that ‘Power’ by providing the most powerful mobile solutions and widest reaching network. As the Malaysian mobile market moves to more mature levels, as evidenced in the falling rate of customer growth in 2006, a more segmented marketing approach has been undertaken to attract and retain customers while avoiding outright price competition. Aside from its marketing campaigns, alternative channels were identified and reviewed, by focusing on those accounts which presented the greatest potential to grow the fastest. The subsequent interactions with these selected outlets further enhanced its relationships with them, resulting in significant increases in sales over the year. XPAX In 2006, Xpax, Celcom’s prepaid brand and a key revenue generator for the Group, was enhanced with several exciting features. These include mobile content and downloads from international artistes such as JJ Lin and Peterpan, as well as from blockbuster films such as ‘Don’ and ‘Casino Royale’. In addition, 8pax, one of its most popular services, offered customers lower rates on their calls to eight of their most important friends, relatives and associates for only 15 sen per min nationwide and 1 sen per SMS. With a view to boosting its prepaid registration, Celcom launched an aggressive campaign called Tower X, which saw a three-storey, X-shaped transparent tower being erected in front of Menara Celcom. The tower was filled with thousands of Black Ice GPRS phones to be given out as prizes to customers who registered with Celcom. In targeting the Malay market, Celcom introduced its Xpax Legenda Tan Sri P Ramlee, its collection consisting of an Xpax starter pack, one music CD with 20 of the legend’s most well-known tracks, as well as one VCD with a selection of four of his films. Meanwhile, to target the foreign market segment which largely dominates the IDD traffic, Celcom embarked on a marketing campaign to promote calls to the US, UK, Singapore, Australia, China and Hong Kong which could be made at savings of more than 90.00% anytime and anywhere in the country. This Budget IDD promotion resulted in very encouraging traffic growth. Get the power of X-Pax 140 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 141 BUSINESS REVIEW Celcom (Malaysia) Berhad MOBILE BROADBAND Celcom achieved another milestone in September 2006 when it became the first operator to launch the 3GX, Celcom’s HSDPA network which offers Malaysians true mobile broadband with data speeds of up to 1.8Mbps. The current Celcom 3G network already covers more than 50% of the country and is accessible even at the highest point in the country, the peak of Mount Kinabalu. 3GX promises corporate users secure mobile accessibility to corporate networks coupled with high-speed retrieval and downloading of confidential corporate information. Moreover, customers stand to enjoy superb quality video streaming, tele-working, gaming and easy access graphic intensive websites, appealing to the various senses for a more wholesome communications experience. Blackberry from Vodafone, launched in September 2006, was the first product to come out of Celcom’s partnership with Vodafone, along with the first 3G Blackberry device. Vodafone Mobile Connect Broadband, an HSDPA datacard with a customised software dashboard for notebook users, was concurrently launched. At the same time, preferential roaming rates across Vodafone’s subsidiaries and partner networks were made available, providing unrivalled value and convenience for Celcom’s business travellers in over 40 networks worldwide. Several innovative mobile applications were also introduced in the year under review, including the world’s first-ever SMS in Colour and SecretSMS. Celcom’s Power Tools ENTERPRISE SERVICES PowerTools was introduced during the year by Celcom’s Enterprise division as a suite of service packages for enterprise customers. This includes free calls for closed user groups, flat-rate unlimited data packages and other tailored business services. As a result, impressive sales growth was experienced during the year by the Company’s Business Solutions and Machine-to-Machine (M2M) divisions. 142 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 STRATEGIC ALLIANCES 2006 was a significant year for Celcom as it forged strategic partnerships with global and regional leaders such as Vodafone, Microsoft, HP, Google, Citibank and Air Asia. These alliances have resulted in products that deliver superior value to Celcom’s customers. As a result of the collaboration between Celcom and Vodafone, Celcom will be offering the best business product portfolio, leveraging on Vodafone’s vast and indepth experience and portfolio of services. Among the products and services introduced were a wide range of Vodafone’s international voice and data roaming services, such as GPRS Roaming and 3G Roaming. As the first official telecommunications partner in the AsiaPacific region for Google, the world’s most popular search engine, Celcom’s customers can now access Google’s search engine platform with on-net and off-net WAP and WEB capabilities. The launch of the attractive Air AsiaCelcom Prepaid Starter Pack also brought together two of Malaysia’s most recognisable brands that have made global inroads through affordable mobile telephony and air travel. PROSPECTS ore intense competition is anticipated in 2007 following the launch of two new 3G licences during the first half of 2006 coupled with a saturating marketplace. Mobile number portability (MNP), scheduled to be implemented next year, may also lead to higher customer turnover as consumers will be given the option to change networks without the inconvenience of changing their phone numbers. M Notwithstanding these challenges, Celcom is confident that it will progress from its current market position and build upon the strong upward momentum generated in the second half of 2006. In 2007 the Group is looking to: • Prioritise value retention and growth. • Improve operational efficiencies with primary emphasis on customer satisfaction and fulfilment. • Further enhance its Vodafone product portfolio, particularly for consumer segments. • Expand its market-leading Enterprise products and services portfolio with greater customisation. • Leverage on its superior 3G/HSDPA coverage and quality of service to provide segmentspecific mobile broadband and content services. • Increase penetration and usage of mobile data though innovative content, device, distribution and pricing strategies. • Strengthen existing partnerships and develop new complementary alliances. • Exploit further revenue and cost-saving synergies with other TM Group companies and affiliates. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 143 Our generation’s future is not our own, but an active preparation for the next. Tomorrow belongs to our children. So it is vital for us to adapt them as fast and as comfortably as possible to the latest technology. As part of our CSR initiatives, we not only provide scholarships for students to further their studies in ICT, but also provide equipment and conduct seminars and training camps throughout the country. BUSINESS REVIEW International OPERATIONS YUSOF ANNUAR YAACOB CHIEF EXECUTIVE OFFICER TM International Sdn Bhd • coordinate, monitor and report on programme progress to key stakeholders; • ensure that inter-dependencies across functions and/or subsidiaries are exercised effectively to support improvement objectives; • drive all implementation activities to ensure achievement of plans; and • identify risks and facilitate development of mitigation plans. OVERVIEW TM INTERNATIONAL SDN BHD (TM INTERNATIONAL), A WHOLLY OWNED SUBSIDIARY OF TM, MANAGES THE GROUP’S INTERNATIONAL INVESTMENTS IN NINE ASIAN COUNTRIES. THE YEAR 2006 PROVED TO BE ANOTHER PIVOTAL YEAR FOR THE COMPANY WITH THE SUCCESSFUL COMPLETION OF THREE ACQUISITIONS AND ONE TRANSFER, ALONG WITH A CONCERTED EFFORT TO ELEVATE THE TM BRAND TO A REGIONAL LEVEL. THE YEAR ALSO SAW THE ADDITION OF TWO NEW CEOS INTO THE COMPANY, NAMELY HASNUL SUHAIMI WHO IS PRESIDENT DIRECTOR OF PT EXCELCOMINDO PRATAMA TBK (XL) AND MUHAMMED YUSOFF MOHD ZAMRI, THE CEO OF TELEKOM MALAYSIA INTERNATIONAL (CAMBODIA) COMPANY LIMITED (TMIC). THE ORGANISATION HAS CONTINUED TO FORTIFY ITS PRESENCE IN THE REGIONAL OPERATING ENVIRONMENT. he intense acquisition activities of 2004 and 2005, which saw new acquisitions in Indonesia, Singapore and Pakistan, were followed by a year focused on the execution of strategies identified for these companies and existing markets. Strategic alliances were also forged during the year, such as with the Asian Mobility Initiative (AMI) and with Vodafone which has already entered into an active execution phase. T 146 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 An Expert Support Group (ESG) was established to facilitate the execution within TM International, as well as a new unit referred to as the Project Management Office (PMO). While the ESG is tasked with enhancing resource capabilities across all operations, the PMO is mandated to: • assist initiative leaders in overall performance targets; • facilitate resolution of issues and escalate to relevant stakeholders as and when required; The initiatives above also enabled TM International to play a proactive role in facilitating synergistic potential between its subsidiaries and affiliates by leveraging on shared assets, purchasing decisions and improved risk management. The year 2006 also saw some of our subsidiaries making news in their individual markets. For instance, TM International’s investment in Sri Lanka, Dialog Telekom Limited, undertook its own acquisitions in the broadcast and media industries. Together with its counterpart in Indonesia, PT Excelcomindo Pratama Tbk, Dialog has also made news with its Corporate Social Responsibility (CSR) programmes. TM INTERNATIONAL’S OPERATIONAL HIGHLIGHTS In 2006, there was an upsurge in TM International’s regional mobile customer base, recording an impressive growth of 64.7% in regional mobile customer numbers, rising from 13.6 million customers a year ago to 22.4 million as at end of 2006. For the financial year ended 31 December 2006, TM’s overseas investments recorded operating revenue of RM4,165.4 million compared to RM1,804.8 million in the previous year, marking a growth of 137.8%. Profit after tax and minority interest (PATAMI) contributed by overseas investments had increased to RM677.5 million in 2006 from RM178.1 million in 2005, primarily due to overall improved contribution from subsidiaries and associates especially Dialog, XL, TMIB and M1. NEW ACQUISITIONS COMPLETED With the completion of three new investments in 2006, TM International continues to fortify its presence in the regional terrain. The year saw its acquisition of a full stake in Cambodia Samart Communication Company Limited (Casacom) which has since been renamed as Telekom Malaysia International (Cambodia) Company Limited (TMIC), as well as stakes in Samart I-Mobile Public Company Limited (SIM) and Spice Communications Limited (Spice). The Company also completed the transfer of Mobile Telecommunications Company of Esfahan (MTCE) from Technology Resources Industries Berhad, a wholly owned subsidiary of Celcom (Malaysia) Berhad (Celcom) to TM International. These transactions have also intensified the Company’s investments in cellular services and widened its customer base to 22.4 million regionally. TELEKOM MALAYSIA INTERNATIONAL (CAMBODIA) COMPANY LIMITED (TMIC) On 27 March 2006, TM International completed its acquisition of TMIC, reaffirming its plan to strengthen its participation in the Cambodian telecommunications industry. The acquisition was initially announced on 17 February 2006, when TM International reached an agreement with Samart Corporation Public Company Limited (Samart) of Thailand to acquire the latter’s 49.0% stake in the then-named Casacom, for a consideration of USD29.0 million (RM107.9 million). ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 147 BUSINESS REVIEW International Operations On 3 October 2006, the Company was renamed Telekom Malaysia International (Cambodia) Company Limited (TMIC) following approvals from the Cambodian Ministry of Post & Telecommunications, Council for Development of Cambodia, and the Ministry of Commerce. SAMART I-MOBILE PUBLIC COMPANY LIMITED (SIM) In a similar move, TM International also acquired a 24.4% stake in Samart subsidiary Samart I-Mobile (SIM) for a consideration of USD32.8 million (RM124.8 million). The exercise was completed on 27 March 2006. The collaboration with SIM involves the marketing, promotion, development and integration of specific content and applications, including the selling of mobile phones bundled with such content and applications. With a target market that includes TM International’s affiliates and other third parties outside Thailand, SIM provides instant wireless information services and mobile content, in addition to distributing mobile telephones and accessories. Limited consortium for a consideration of USD178.9 million (RM659.4 million). The remaining 51.0% remains with the existing shareholders, Mcorp Global Ltd and its associates. The investment in India is in line with TM’s goal of becoming a significant mobile player in Asian markets in addition to participating in the growth opportunities of the Indian cellular market. On 28 December 2006, Spice Communications Private Limited changed its company status from a Private Limited Company to a Public Company and is now known as Spice Communications Limited. MOBILE TELECOMMUNICATIONS COMPANY OF ESFAHAN (MTCE) On 9 August 2006, Celcom completed the transfer of the 49.0% equity interest it held in Mobile Telecommunications Company of Esfahan (MTCE) to TM International, involving a consideration of USD6.0 million (RM22.1 million). The remaining 49.0% is held by Telecommunications Company of Esfahan and 2.0% by Iran Telecom Industries. Smart partnership with Vodafone SIM functions as an integrator between three main lines of business namely the mobile handset business, content and applications and interactive multimedia (including infotainment services) and is majority owned by Samart. The principal activities of MTCE include the operation and provision of mobile services in the Esfahan province of Iran in the 900 MHz GSM band. 148 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 COMPANY COUNTRY BUSINESS SHAREHOLDING PT Excelcomindo Pratama Tbk. (XL) Indonesia Cellular 59.63% 9,527,970 TM International (Bangladesh) Limited (TMIB) Bangladesh Cellular, ISP 70.00% 5,762,093 Dialog Telekom Limited (Dialog) Sri Lanka Cellular, ISP 89.62% 3,105,649 Spice Communications Limited (Spice) India Cellular 49.00% 2,450,000 MobileOne Ltd * (M1) Singapore Cellular 29.78% 1,337,000 Telekom Malaysia International (Cambodia) Company Limited (TMIC) Cambodia Cellular 100% Multinet Pakistan (Private) Limited (Multinet) Pakistan Broadband 78.00% - na - Mobile Telecommunications Company of Esfahan (MTCE) Iran Cellular 49.00% 20,459 Samart I-Mobile Public Company Limited (SIM) Thailand Mobile 24.42% - na - Thailand Holding Company 18.98% - na - Samart Corporation Public Company Limited (Samart) TOTAL * On 25 January 2006, a strategic partnership was established between TM and Vodafone through the former’s participation in the Vodafone Partner Network, thereby creating a global reach of an estimated 179 million customers worldwide. To facilitate the partnership, TM signed a Partner Network Agreement with Vodafone, while its subsidiaries – Celcom, XL and Dialog – signed separate Cooperation and Branding Agreements with Vodafone. The CUSTOMERS 228,969 22,432,140 TM International and Khazanah Nasional Berhad jointly have a shareholding in M1 through a consortium known as SunShare Investments Ltd. signing of the various agreements constitute Phase 1 of the partnership, whilst under Phase 2, the partnership will be extended to TM’s Bangladeshi and Cambodian subsidiaries. STRENTHENING THE TM BRAND IN THE REGION VODAFONE ALLIANCE SPICE COMMUNICATIONS LIMITED (SPICE) (formerly known as Spice Communications Private Limited) On 10 May 2006, the acquisition of a 49.0% stake in Spice Communications of India was completed, marking another critical piece in TM International’s regional footprint. The acquisition involved the purchase of the stake held by Deutsche Bank AG and Ashmore Investment Management As at 31 December 2006 With a focus to enhance the profile of TM’s regional investments, a regional brand building and positioning exercise was undertaken for a period of 6 months commencing July 2006. The programme was executed from an advertising & promotions (A&P) and strategic communications perspective throughout the region, where the reach and scope of TM’s regional investments were explained, in addition to highlighting in-country operations. The exercise also entailed active media engagement with both regional and local media through full media briefings, face-to-face interviews, speaker opportunities and dissemination of regional news releases. This was implemented simultaneously with a high visibility A&P component which included extensive advertising on CNN and BBC World, print ads in the Asian Wall Street Journal (AWSJ), The Economist, Fortune and Forbes as well as billboards at key strategic locations in the respective countries abroad. AFRICAN DIVESTMENT UPDATE TM’s decision to divest its remaining African investments in Guinea and Malawi was announced in line with its international strategy to focus on regions closer to home. TM’s investment in Guinea, via Societe des Telecommunications des Guinee (Sotelgui s.a.) (the Telecommunications Company of Guinea), was formed out of a strategic partnership between TM and the Government of the Republic of Guinea (GoG) on 23 December 1995, with TM and GoG holding 60.0% and 40.0% equity respectively. In a joint decision taken with GoG, TM had ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 149 BUSINESS REVIEW International Operations in December 2005, ceased all operational and managerial control of Sotelgui s.a. as the initial step to exit from Guinea. However, TM retains Board representation in Sotelgui s.a., until all other exit-related activities are finalised. To-date, TM, together with GoG, are looking for the best possible bidder for its 60.0% stake in Sotelgui s.a. Telekom Networks Malawi Limited (TNM) was set up in 1996 as a Joint Venture Company between TM and Malawi Telecommunications Ltd (MTL), with TM holding 60.0% equity and the remaining 40.0% being held by MTL. MTL exercised its pre-emptive rights and entered into a consent order with TM to obtain TM’s entire shareholding in TNM. The completion of the acquisition of all of TM's shareholding in TNM is subject to certain conditions having been fulfilled, among which include the approval from the Malawi Communications Regulatory Authority and the Reserve Bank of Malawi. FINANCIAL PERFORMANCE Indonesia PT EXCELCOMINDO PRATAMA TBK (XL) OVERVIEW h e I n d o n e s i a telecommunications industry, especially cellular, saw significant growth in 2006. As at 31 December 2006, the number of cellular customers in Indonesia has increased by a healthy 31% over the previous year to reach a total of approximately 68 million customers. Against this backdrop, XL secured excellent growth in 2006 and won various industry accolades, including the Indonesian Cellular Award 2006 (from the Indonesian Association of Cellular Telecommunication) and the Best Managed Company in Asia (from Finance Asia Magazine). T 150 TELEKOM MALAYSIA BERHAD XL delivered an improved result in the financial year ending 31 December 2006 as it recorded revenue of IDR5,777.7 billion (RM2.3 billion) and EBITDA of IDR2,553.8 billion (RM1.0 billion). Comparatively, this represents an annualised growth of 52.5% and 47.2% respectively, against revenue and EBITDA of IDR3,790.0 billion (RM1.5 billion) and IDR1,735.0 billion (RM0.7 billion) respectively achieved in the previous year. The enhanced performance was achieved on the back of sharp customer growth resulting from various promotional activities, despite decrease in ARPU which is in line with current industry trends. performance and the strengthening of the Rupiah against the US dollar, PAT has increased by IDR876.0 billion (RM0.4 billion) from a loss of IDR224.1 billion (RM0.1 billion) in 2005. With a market share of 14% of the total cellular market encompassing approximately 9.5 million customers, XL is currently the third largest cellular operator in Indonesia. Current cellular penetration level remains at 25% from a total population of 240 million. Their winning “Life Unlimited Campaign” in promoting their latest XL applications through pre-paid cards jimat, jempol and bebas, post-paid card Xplor and Business Solutions won them the well deserved awards of “The Best Innovation in Marketing” and “The Best in Marketing Campaign”. In the fourth quarter of 2006, XL introduced the widest and fastest 3G service in Indonesia, the XL 3G. By 21 September 2006, the service was available in 10 cities, going beyond the business districts of each city. XL’s is also the first 3G service over 3.5G technology utilising High Speed Downlink Packet Access (HSDPA), which offers data access speed up to 2.6 Mbps (compared to 384 Kbps of the regular 3G service). Bangladesh TM INTERNATIONAL (BANGLADESH) LIMITED (TMIB) OVERVIEW hile mobile services have been available in Bangladesh since 1991, the country’s te le co m m u n i ca t i o n s industry has accelerated only in recent years, following deregulation policies. As at end of 2006, the country had attained a mobile customer base of approximately 21.3 million, with present annual growth in cellular subscription at approximately 100%, three times the global average. W Incorporated on 15 December 1997 as a Joint Venture Company between AK Khan & Co Ltd. and TM International, FINANCIAL PERFORMANCE Mainly attributed to declining ARPU brought about by intense price competition, TMIB recorded gross revenue of BDT13,139.6 million (RM704.3 million) in the financial year 2006, representing a fall in the annual revenue growth to 41.6% from 44.7% in the previous year. EBITDA was registered at BDT5,998.1 million (RM321 million) and EBITDA margin fell from 47.5% to 45.7%. With the increase in custom duty on SIM cards, supplementary duty on scratch cards, withdrawal of tax holiday as well as the costs associated with managing a high customer growth in a low ARPU environment, the PAT margin also decreased from 42.5% in 2005 to 33.0% in 2006. In 2006, XL continued to invest aggressively in network development, with capital expenditure (Capex) amounting to USD491.2 million (RM1,801.2 million). At the end of 2006, XL’s base transceiver stations (BTS) increased by 67.9% year-onyear to 7,260 from 4,324 BTS in the previous year. With this massive expansion of its network, XL has managed to boost its services to customers via enhanced network coverage and quality. However, due to higher operating costs with respect to sales commissions as well as advertising and promotional (A&P) related expenses, EBITDA margin fell slightly from 47.8% in 2005 to 44.2% in 2006. Supported by the improved operational ANNUAL REPORT 2006 TMIB is currently the number two operator in Bangladesh, operating a GSM cellular service on the 900 and 1800 MHz frequency bands under the brand name AKTEL. OPERATIONS XL Headquarters, Jakarta Forging ahead – TMIB, Bangladesh ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 151 BUSINESS REVIEW International Operations OPERATIONS In 2006, TMIB acquired an additional 91,120 post-paid and 2.6 million prepaid customers, resulting in a total customer base of 5.8 million and representing an 88.8% growth over the previous year. In addition to basic voice service, TMIB also offers enhanced services. Towards late 2006, the Company launched its revolutionary package, ‘Aktel Phurti’, a product built from pure consumer insight to address fierce competition among operators as well as to supplement the services of Aktel “Power” and “Joy”. This was one of the most attractive pre-paid packages offered by any operator in recent times and brought in more than 800,000 customers within the month of December. In keeping with its tagline “Clearly Ahead”, TMIB put into action the deployment of a high performance network and fast development rollout to support a fast growing customer base. With an additional 1,222 BTSs on-air in 2006, the network coverage has increased to 73% in population terms and 59% in geographical terms. As part of its commitment to offer better services and achieve better resource utilisation, a few technical firsts were seen for TMIB during the year under review, such as becoming the first operator to link the southernmost and northernmost parts of the country (Teknaf to Tetulia). In addition, TMIB was also the first mobile operator in the country to exploit NGN IP Backbone technology thereby enabling TMIB to implement IP traffic and signalling that saves overall transmission resources by up to 60%. TMIB is also the only operator that has successfully implemented Frequency Load Planning (FLP) which enables TMIB to offer more capacity in its radio network despite the narrow GSM 900 spectrum it currently operates on. OVERVIEW Sri Lanka DIALOG TELEKOM LIMITED (DIALOG) ialog achieved another significant milestone in 2006 when it surpassed the 3 million customer base. Since its entry into Sri Lanka’s mobile telecommunications market industry in 1995, Dialog now commands approximately 60% market share in the mobile sector and over 40% share of the overall telecommunications market. D With a strategy that focuses on transforming mobile telephony from its exclusive positioning in 1995 to a broad-based commodity which is affordable and available to all, Dialog has been recognised as the “Most Customer Centric Organisation” within TM Group, as well as being acknowledged as the OpCo of the Year for 2006. Dialog recorded a gross profit of SLR16,857.7 million (RM595.4 million) in 2006, compared to SLR11,820.6 million (RM417.5 million) in 2005. EBITDA was SLR 13,744.9 million (RM485.5 million) in 2006 as opposed to SLR9,415.9 million (RM332.5 million) in 2005. PAT in 2006 was SLR10,118.9 million (RM357.4 million) compared to SLR7,011.9 million (RM247.6 million) in 2005. OPERATIONS In 2006, the customer base grew by 46.2% year on year accounting for a market share of close to 60%. While the post paid active customer base increased by 9.7% compared to 2005, the pre-paid active customer base surged by 55.8% to 2.6 million in 2006 from 1.7 million the previous year. With a consistent strategy of providing affordable services to low-income segments of the market, Dialog has succeeded in generating new markets from the dormant low ARPU prepaid segment. By offering competitive packages coupled with strong marketing efforts, the blended ARPU has remained above SLR600 despite aggressive tariff reductions, with over 95% of the new additions being generated from the lower ARPU prepaid segment. FINANCIAL PERFORMANCE In the financial year 2006, Dialog recorded revenue of SLR25,679.5 million (RM907.0 million). Over the past five years, revenue growth has been consistent, exhibiting a CAGR of 53.8%. This trend is driven by growth in the customer base, product and service offerings, increased international traffic and associated revenues and network coverage. On 16 August 2006, Dialog was awarded the 3G spectrum assignment by the Sri Lankan Telecommunications Regulatory Commission (TRC). The Company paid a sum of USD5 million (RM18.3 million) for the 3G spectrum, and was assigned 10MHz of FDD Duplex spectrum and 5 MHz of TDD spectrum in the UMTS band. Dialog also achieved another first during the year with the launch of the BlackBerry platform in Sri Lanka. In addition, the year also saw the Company commencing its Business Process Outsourcing (BPO) services for Sri Lankan and global enterprises. In January 2006, Dialog became the only telecommunications company in Sri Lanka to implement the world-renowned SAP Enterprise Resource Planning (ERP) System while also partnering with Vodafone, the world’s largest mobile telecommunications company. Currently operating over 900 base stations across the country on a Dual Band GSM 900 and 1800 spectrum configuration, Dialog GSM continued to expand its network across Sri Lanka during the year under review. To date, it has covered 60% of the land mass and 80% of inhabited land. In October 2006, in a strategic move to achieve quadruple play (Mobile, Fixed, Broadband, and Television Media) for Sri Lankan consumers, Dialog entered into an agreement with the shareholders of Asset Media (Pvt) Ltd. The transaction resulted in Dialog acquiring a 90.0% stake in the media company licensed to operate Television Broadcasting and Pay Television services in Sri Lanka. The Share Purchase and Joint Venture agreements were entered into on 29 September 2006 with a transaction value of SLR325.1 million (RM11.6 million). Thereafter, Dialog, through Asset Media, acquired Communiq Broadband Network (Private) Limited and CBN Sat (Private) Limited on 2 December 2006. Following thereto, Dialog has made transformational investments in Digital Broadcast infrastructure targeting digital terrestrial broadcast, Direct to Home (DTH) and Mobile Television service provisioning. Maintaining its leadership position in Sri Lanka – Dialog 152 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 153 BUSINESS REVIEW International Operations India Singapore SPICE COMMUNICATIONS LIMITED (SPICE) MOBILEONE LTD (M1) OVERVIEW OVERVIEW n 2006, there were significant regulatory developments in India such as the reduction in regulatory charges, increase in foreign ownership limit to 74%, reduction in license fees, announcement of 3G strategy and additional spectrum release. It is against this background that TM acquired a 49.0% stake in Spice Communications in March 2006. I Breaking new ground in India – Spice Telecom As shown by the capital expenditure expansion, the Company demonstrated a commitment to business growth. Capital expenditure at the end of 2006 totalled some INR2,690.7 million (RM215.1 million). OPERATIONS FINANCIAL PERFORMANCE Driven by market expansion, 2006 was a year of strong revenues and EBITDA growth for Spice. For the financial year 2006, Spice recorded revenue of INR5,337.8 million (RM430.2 million) and EBITDA of INR1,078.6 million (RM86.9 million). Due to increased prepaid customers coupled with falling tariffs, EBITDA margin fell from 23.8% to 20.2% at end of 2006. Rated as one of the best mobile telephony service providers in the country, Spice was among the first private GSM operators in India and the first to introduce mobile telephony in two of the most developed states in the country namely Punjab and Karnataka. With a customer base of 2.5 million at the end of 2006, it has the widest international roaming coverage and tie-ups with over 433 international operators across 207 countries. Domination of prepaid customers together with falling tariffs has resulted in a decline in ARPU from INR263 (RM21.2) per month to INR229 (RM18.5) in September. 154 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 In June 2006, Spice launched the Spice mobile phone in Gujarat, taking the mobile brand into the high potential western Indian market. Later in September, the Company announced an aggressive expansion plan, premised on a Pan-Indian footprint strategy. Spice applied for Unified Access Service (UAS) licenses for all of the 20 circles in India on 1 September 2006. In line with its Pan-Indian strategy, Spice also applied for National License Distance (NLD) and International Long Distance (ILD) licenses. Sporting a young, fun and innovative image, with regular corporate sponsorships of events, including knowledge based events in association with ASSOCHAM (Association of Chambers of Commerce), Spice has created high visibility and brand recognition through its Brand Ambassador, former Miss World and Bollywood star, Priyanka Chopra. 1 is a leading mobile communications provider in Singapore with over one million customers, providing a full range of mobile voice and data communications services over its 2G/3G network. M1’s mobile services encompass a wide range of voice, non-voice and value-added services provided on its nationwide dual-band GSM900/1800 and W-CDMA network. M M1 is listed on the Singapore Stock Exchange and its current major shareholders are SunShare Investments Ltd, Keppel Telecoms Pte Ltd and SPH Multimedia Private Limited. As at 31 December 2006, SunShare Investments, a joint controlled entity between TM lnternational and Khazanah Nasional, holds a 29.8% equity interest in M1. FINANCIAL HIGHLIGHTS For the year ended 31 December 2006, M1’s profit after tax for the year increased by 2.2% year-on-year to SGD164.6 million (RM380.7 million) despite challenging market conditions, while free cash flow rose by a significant 48.5% to SGD242.7 million (RM561.4 million). Earnings per share (EPS) improved 1.2% to SGD16.6 cents (RM0.4) while EBITDA margin on service revenue went up 1.4 percentage points to 48.6%. For 2006, operating revenue was fairly stable at SGD773.0 million (RM1,787.9 million). OPERATIONAL HIGHLIGHTS M1 attained a customer base of 1,337,000 at the end of the year, comprising 809,000 postpaid customers and 528,000 prepaid customers. With Singapore’s mobile penetration exceeding 100.0%, M1 continued to focus on driving usage from existing customers especially in the non-voice segment. Non-voice services contributed almost 20.5% of average revenue per user against 19.4% the previous year. The significant increase in ARPU for the third quarter of 2006 and Financial Year 2006 was due mainly to the introduction of the SGD68 (RM157.3) 3G data plan in the second quarter. The year 2006 saw various promotions of M1’s products and services. In April, a mobile channel with local 3G content from MediaCorp Studios was launched offering M1 customers access to popular MediaCorp Studios programmes from their 3G mobile phones. Whilst the local content included those that were specially produced for the MediaCorp Mobile Channel, others were adapted from the station’s TV programmes. In July 2006, M1 launched Singapore’s first 3G-enabled BlackBerry handset. In addition to voice and e-mail access, the BlackBerry 8707v enables customers to use the handset as a tethered modem to access the Internet from their laptops. Leaving its mark in Singapore’s competitive market, M1 launched Singapore's first 'group sharing' tariff plan for businesses. In August 2006, M1 launched its “TalkShare Plan”, an innovative new mobile tariff plan which caters to the needs of the enterprise market. The free incoming call plan allows users the flexibility of sharing free bundled local airtime and SMS, and this translates to greater savings for companies. For 2007, M1 expects to see continued growth in data revenue following the launch of the M1 Broadband service in December 2006. M1 will also continue to leverage on its partnership with Vodafone to extend the range of wireless business products and services for the enterprise segment. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 155 BUSINESS REVIEW International Operations Cambodia TELEKOM MALAYSIA INTERNATIONAL (CAMBODIA) COMPANY LIMITED (TMIC) OPERATIONS OVERVIEW As the third largest cellular operator in Cambodia, TMIC’s customer base at the end of 2006 stood at 228,969 customers, with 99.0% being prepaid customers. This represents an increase of 45.6% from 157,300 customers in the previous year. TMIC’s blended ARPU is currently the highest among TM International subsidiaries at USD8.9 (RM32.6) per month. Recently, the Company obtained a licence to set up its own Voice over Internet Protocol (VoIP) service, which is currently under testing and scheduled to be launched by April 2007 under the prefix “006”. ultinet’s suite of licences enables the Company to provide broadband, managed and Value Added Services (VAS), domestic access, international access, satellite services and local access (Karachi only). The Company’s flagship fibre optic backbone, Project Ittehad, is enabled principally through its Long Distance/ International (LDI) licence. With Pakistan’s telecommunications sector growing, as evident in the increase in the sector’s contribution to the country’s GDP, Multinet is ensured of a promising future. Pakistan MULTINET PAKISTAN (PRIVATE) LIMITED (MULTINET) FINANCIAL PERFORMANCE OVERVIEW In 2006, Multinet chalked up revenues of PKR155.7 million (RM9.4 million), from a range of services including Digital Subscriber Lines (DSL), MetroNET and Dialup, amongst others. DSL was the most significant contributor to revenue followed by MetroNET. M's interest in TMIC was formalised on 27 May 1998. Providing services on the GSM 900 frequency band in Cambodia, TMIC operates under a 35year cellular concession commencing 1996 from the Ministry of Posts and Telecommunications. T On 17 February 2006, TM International reached an agreement with Samart Corporation Public Company Limited to obtain its 49.0% stake in Casacom, thereby elevating the company to a wholly owned subsidiary of TM International. The acquisition was completed on 27 March 2006 and in November that year, the Cambodian subsidiary was renamed TMIC. FINANCIAL PERFORMANCE Total revenue for the financial year 2006 was RM113.3 million, a 36.1% growth compared to the previous year. It achieved the highest ever EBITDA at RM51.5 million, representing an EBITDA growth of 61.0% from RM19.5 million and an EBITDA margin of 45.5%. PAT also increased by a mammoth 286.9% against the previous year to RM25.5 million, indicating a 40.6% increase over its revised budget. The company achieved a Return on Total Assets (ROTA) above the local industry rate of 12.6% for 2006, an increase of 201.0% from 2005. TMIC currently operates under a comfortable cash balance and has achieved gearing at its lowest level of negative 12.0%. 156 TELEKOM MALAYSIA BERHAD M ANNUAL REPORT 2006 OPERATIONS The increase in broadband popularity in Pakistan has led to total Digital Subscriber Line (DSL) customers in Pakistan reaching 26,611 in June 2006 from 17,450 in December 2005. Further broadband growth is expected, driven by Pakistan Telecommunication Company Limited’s (PTCL) recent reduction in its international bandwidth tariffs. As at December 2006, Multinet’s total number of active customers stood at 3,551, with the majority of them being DSL and Internet Dial-Up users. New vistas in Cambodia – TMIC Similar to 2005, the focus in 2006 was on network expansion. To provide the Company with broader coverage and high quality network in Cambodia, TMIC has undertaken a USD15.0 million (RM55.0 million) expansion programme. This is aimed at increasing switch capacity from 180,000 to 400,000 customers. A total of 100 new base stations were installed as part of the plans to upgrade, intensify coverage and improve network quality in the country. By the end of 2006, TMIC’s network coverage was extended to all cities and provinces in Cambodia, as well as the main national roads of the country. Bright prospects in Pakistan – Multinet In 2006, Multinet secured a major customer for its fibre optic backbone through a 20-year capacity contract with Telenor Pakistan. The capacity contract will enable Telenor to utilise fibre optic cable pairs and associated co-location facilities on Multinet’s Project Ittehad, in addition to a service contract which entails maintenance and associated services from Multinet for the duration of the contract. The aggregate amount of both the capacity and service contracts is estimated to be USD40.0 million (RM146.6 million). Project Ittehad, which is currently being rolled out linking 107 cities in Pakistan with 4,100 km of fibre optics, is scheduled for completion by the third quarter of 2007. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 157 BUSINESS REVIEW International Operations FINANCIAL PERFORMANCE Thailand Iran SAMART I-MOBILE PUBLIC COMPANY LIMITED (SIM) MOBILE TELECOMMUNICATIONS COMPANY OF ESFAHAN (MTCE) OVERVIEW OVERVIEW OPERATIONS n 9 August 2006, TM International completed the transfer of a 49.0% equity interest in MTCE from Technology Resources Industries Berhad, a wholly owned subsidiary of Celcom for a consideration of USD6 million (RM22.1 million), following approvals obtained from the Iran Foreign Investment Board. MTCE commenced its operations on 24 June 2002 as the first provider of mobile pre-paid SIM cards in Iran. The Company has a licence to operate a GSM 900 MHz mobile communication service with a capacity of 35,000 customers in the Esfahan province of the Islamic Republic of Iran for a 15-year period commencing 19 May 2001. In October 2006, a network expansion exercise that included the installation of 29 new base stations and extended geographic coverage into four additional towns was completed, enabling the Company to expand its operating capacity from 20,000 customers to 35,000 customers. At the end of 2006, the Company controls a total of 61 base stations covering nine cities and towns within the Esfahan province. As at 31 December 2006, the Company registered a total of 20,459 customers. O FINANCIAL PERFORMANCE Total revenue for the financial year 2006 was IRR43.8 billion (RM17.5 million), a 0.9% growth compared to the previous year. EBITDA was recorded at IRR27.7 billion (RM11.1 million) and PAT at IRR21.3 billion (RM8.5 million). These figures represent a slight decline of 16.2% and 7.9% respectively from the previous year, mainly attributable to higher operating costs. 158 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 In meeting market demand, its network was developed to provide more applications for pre-paid SIM cards, post paid and value added-services such as international roaming, VoIP and domestic roaming, in addition to developing and improving its radio network. The objectives of MTCE’s network development is to increase its geographical coverage within Esfahan, increase network capacity to support 35,000 customers, improve network quality and enable network upgrade. The areas to be covered by MTCE under this development are Shahreza, Kashan, Ravand, Aran and Bidgol. n the first quarter of 2006, TM International obtained a 24.4% direct stake in SIM by purchasing existing shares from its parent company, Samart Corporation Public Company Limited (Samart). This is in addition to an indirect stake held through TM International’s stake in Samart. I In 2006, SIM continued to enjoy robust revenue growth, fuelled primarily by higher demand for cellular handsets, driven by both local and overseas markets. One of the key benefits of the alliance with TM is the opportunity to expand handset sales in countries where TM has a presence as an operator. In 2006, the total revenue of the Company and subsidiaries were recorded at THB24,600.2 million (RM2,370.7 million), an increase of THB11,624.5 million (RM1,120.2 million) or 89.6% over 2005. Net profit was registered at THB488.1 million (RM47.0 million), an increase of THB112.2 million (RM10.8 million) from 2005 or 29.9%. OPERATIONS SIM’s business operations totalling 77 branches located in Bangkok and other provinces are divided into three core segments: Mobile Business – Distribution of mobile phones, mobile phones bundled with content called the I-mobile Package, accessories and SIM cards. Multimedia Business – Provision of voice services under the brand name of BUG1900, BUG1113 and BUG1110, non-voice or multimedia services under the brand name of BUG2Mobile, and provision of infotainment services. International Business – Distribution of mobile phones and mobile phones bundled with content providing interactive multimedia services abroad. The sale of mobile phones is SIM’s single largest revenue contributor. SIM offers instant wireless information services and mobile content, along with the distribution of mobile telephones and accessories. SIM relies on wholesale channels such as hypermarkets (Tesco Lotus and BIGC) to push sales, while at the same time initiating co-promotion with operators in respective countries. Approximately 85.0% of total handsets sold in 2006 in the Thai market was I-mobile, resulting in I-mobile successfully retaining its number two position in the Thai handset market. The market share for I-mobile handsets increased from 15.0% in 2005 to 23.0% in 2006. Demand for voice content remained flat throughout 2006 with higher content pricing and higher revenue share with operators cited as key hurdles in stimulating demand for content. However, events such as the World Cup boosted demand for voice and non-voice content in the second quarter of 2006. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 159 BUSINESS REVIEW International Operations phones both locally and internationally, infotainment and multimedia business, turnkey projects from the government sector and private enterprises, call centre business as well as the cellular phone service, air traffic control business in Cambodia. Thailand SAMART CORPORATION PUBLIC COMPANY LIMITED (SAMART) OPERATIONS OVERVIEW amart is principally engaged in the design, implementation and installation of telecommunications systems, and the sale and distribution of telecommunications equipment. As at the end of 2006, TM International holds an 19.0% stake in the Company. TM International had in February 2006, further repositioned its business partnership with Samart by acquiring a direct 24.4% stake in Samart I-Mobile Public Company Limited (SIM), a majority owned Samart subsidiary. S At present, Samart operates through its 20 affiliates, with three of them listed on the Stock Exchange of Thailand – Samart Corporation Plc., Samart Telcoms Plc. and SIM. FINANCIAL PERFORMANCE For the year ended 31 December 2006, Samart recorded total revenue of THB31,001.6 million (RM2,987.6 million) and net profit of THB1,990.3 million (RM191.8 million), representing an increase of 64.4% and 241.0% respectively, compared to the previous year. The increase in revenue was largely attributed to sales of mobile 160 TELEKOM MALAYSIA BERHAD Underpinning Samart’s service delivery is its perseverance to provide and develop fully integrated, cutting-edge technology-based businesses. By embedding new ideas and initiatives into all aspects of its products and services, the Company is able to offer a better value proposition to its customers. The Samart Group is divided into three major business units namely: – ICT Solutions – Mobile Multimedia – Technology-related businesses Under ICT solutions and services in 2006, Samart completed the installation of School Net project covering 10,600 schools. In October, the Company secured a five-year contract to implement high speed Internet access in 8,000 villages. Other highlights include deployment of soft switch for TOT Public Company Limited. In the year under review, Samart acquired several contracts from various Government agencies and Ministries for systems integration. 2006 also saw the successful completion and handover of Airport Information Management System & ANNUAL REPORT 2006 Common User Terminal Equipment projects related to Suvarnabhumi International Airport which opened on 28 September 2006. In 2006, the Company also acquired a 100.0% stake in Portal Net Company Limited, a Company with rights to own and operate Enterprise Resources Planning system for Provincial Electricity Authority of Thailand for a period of 5 years. This acquisition is expected to be completed in 2007. Mobile Multimedia continued to enjoy robust revenue growth of 100% over the previous year, propelled mainly by higher local and overseas demand for cellular, including the countries where TM has a foothold. On the overseas front, the Company continued to solidify its position in the Malaysian market while making inroads into new markets such as Indonesia, Bangladesh and Vietnam. Increasing trading activities in other markets also drove handset sales in 2006. Samart’s technology-related business also contributed to a successful 2006, with Samart increasing its stake in Cambodia Air Traffic Services (CATS) from 90.0% to 100.0%. Total flights handled by CATS grew 9.0% in 2006 compared to the previous year. In the third quarter of 2006, Samart Engineering Company Limited, a 100.0% owned subsidiary, won a project to handle waste management at Suvarnabhumi International Airport. Africa TELEKOM NETWORKS MALAWI LIMITED (TNM) OVERVIEW NM was set up in 1996 as a Joint Venture Company between TM and Malawi Telecommunications Ltd (MTL), with TM holding 60.0% equity and the remaining 40.0% by MTL. T With an initial paid-up capital of MKW65.0 million (RM1.7 million) when it began operations on 15 December 1995, the Company currently boasts a paid up capital of MKW350.0 million (RM9.0 million). FINANCIAL PERFORMANCE TNM’s revenue grew from MKW2,835.1 million (RM91.6 million) in 2005 to MKW4,275.2 million (RM115.2 million) in 2006, registering an increase of 25.0%. Similarly, EBITDA recorded growth of 68.6% by registering EBITDA figures of MKW2,085.9 million (RM56.2 million) in 2006 compared to MKW1,237.5 million (RM33.3 million) in 2005. Net profit increased to MKW752.2 million (RM20.3 million) from MKW337.0 million (RM10.9 million) in 2005. OPERATIONS As at end of 2006, TNM’s customer base stood at 244,000 customers, an increase of 71.8% from 2005. Operational costs of TNM were met by self-generated revenue with all products made locally. PROSPECTS FOR TM INTERNATIONAL M International’s investment strategy remains focused on high growth and emerging markets that are nearer to home. Although areas such as VoIP, ISP, long distance telephony, broadband and other related businesses are increasingly being considered, investments in mobile remain a preference. T Going forward, TM International aims to consolidate its leading position in its existing regional markets. In addition, the Company intends to study in detail all new commercial opportunities in Asia, focusing on the dynamic Indochina market with a view to developing its existing regional footprint. The year 2007 will also see TM International boosting its efforts in managing and enhancing its investments in boom markets, such as India and Indonesia, which represent two of the fastest growing mobile markets in the world today. Particular attention will also be paid to the dynamic economies of Indochina, as the telecommunications sectors in these markets have great growth potential. The services offered by TMN include roaming in about 100 countries, me-to-you service, teleconferencing and a recently introduced “please call me” service that enables customers to communicate without using airtime, a handy service for emergency situations. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 161 BUSINESS REVIEW GLOBAL CABLE SERVICES & INTERNATIONAL INVESTMENTS AND PRESENCE ALASKA SWEDEN (+46) FINLAND (+358) NORWAY Seaward (Alaska) (+47) RUSSIAN FEDERATION (+7) Kristiansand Lysekil O D IN UNITED KINGDOM DENMARK (45) Blaabjerg Maade (+44) CANADA (+1) REPUBLIC OF IRELAND M EA - (+353) S RIO LONDON(2002) 3 Norden AMMSTERDAM NETHERLANDS Alkmaar (+31) Oostende Veurne BELGIUM(+32) LONDON Land's End FLAG_ATLANTIC_1 JA WE E- Goonhilly Porthcurno (+49) CZECH REP.(+420) SLOVAKIA(+421) (+352) Plerin Penmarch FLAG_ATLANTIC_1 KAZAKHSTAN (+36) ROMANIA Palo Alto (+40) MONACO Marseille (+377) SPAIN (+39) GREECE(+30) FLAG IRAN Sesimbra SEA-ME SE A Tetuan -M MALTA (+356) E-W Marmaris SEA-ME-WE 2 Chania CRETE FLAG E3 Manchester PAKISTAN(2005) CYPRUS(+357) Yeroskipos Pentaskhinos RJK SOUTH KOREA CHINA Maruyama Naoetsu Shima JUSCN NPC (+82) Pusan Keoje Island (+86) Miura Ninomiya Chikura TUNISIA FL ISRAEL(+972) CJ PAKISTAN (+92) Cairo SAUDI ARABIA (+966) BAHRAIN (+973) EGYPT (+020) Al Fujayrah BANGLADESH Karachi UNITED ARAB EMIRATES INDIA (+971) Cox's Bazar MYANMAR SA (+95) (BURMA) LAOS G (+856) (+53) PUERTO RICO(+787) APCN Da Nang THAILAND CUBA Makaha Keawaula CUSCN Pyapon (+66) -WE3 (+221) (+52) (+808) CUSCN A PCN SENEGAL MEXICO MIDWAY ISLANDS APC AG FL E2 E3 E-W E-W A-M A-M MUMBAI APCN2 (+968) SE SE TPC-5 SEA-ME (+237) N2 PHILIPPINES TPC-5 APC (+63) E3 APC N Tumon Bay Hagatna Tanguisson GUAM E-W A-M PANAMA (+507) SE E2 E-W SAFE KUALA LUMPUR Miri Bintulu MDS VENEZUELA (+58) CAMBODIA(1998) JCSAT COLOMBIA (+673) Kuching SINGAPORE(65) SINGAPORE(2002) -W E 3 N APC (+241) APC Melaka Mersing Dumai Kota Kinabalu Labuan Tungku BRUNEI ME Libreville GABON Medan MDN ASE SA T-3 3 A-M (+239) -WE SE SAFE SAO TOME & PRINCIPE Batangas (+671) Penang MALAYSIA (+60) Cherating FLAG SE A-M E H CAMEROON Douala SAT-3 A P C N2 TV FLAG Songkhla Colombo Mt. Lavinia H Vung Tau CN SRI LANKA(1995) Lagos (855) (84) TV Cotonou Sri Racha VIETNAM Satun AP Accra Phetchaburi MT (+228) (+233) (+94) AG GHANA Cochin FL TOGO (+225) Abidjan (+253) (+234) (+229) SEA-ME-WE4 SEA-ME-WE2 DJIBOUTI NIGERIA BENIN COTE D'IVOIRE E2 -W ME ASE W E3 (+220) CAMBODIA S SE A - M E - GAMBIA Madras(Chennai) SRI LANKA MD Dakar FLA OMAN N SC JU APC 5 T-3 (+91) JUSCN CUSCN CUSCN Okinawa Tan-shui Toucheng TAIWAN Guangzhou Shantou Fangshan (+886) HONG KONG(852) MACAU(853) Cheung Sha TPC- Jeddah THAILAND(1998) (+880) SOTELGUI SINGAPORE(2005) TELECOMMUNICATIONS GUINEENNES 60E 62E 66E SAT-3 Cacuaco 91.5E INTELSAT(10R) JAKARTA INDONESIA(+62) MEASAT-1 100.5E ASIASAT Legend Global Data Services Landing Point TM PoP IPLC, Frame Relay, ATM, IPVPN, IP Transit Satellite Frame Relay, ATM SA ANGOLA (+244) INDONESIA(2004) TM Overseas Presence IPVPN & IP Transit CN E3 (+262) TM International Investment CHILLE (+56) IM _E AS T AUSTRALIA CR (+61) FE PA SA FE SA (+27) BOLIVIA TM Regional Office PALAPA C2 Port Hedland St. Paul REUNION ISLAND Mtunzini SOUTH AFRICA (+51) (+591) Bay Jacotet MALAWI(1995) (+55) PERU E- W (+230) AP S E A-M MAURITIUS (+57) BRAZIL FE GUINEA(1996) SAFE Takapuna NEW ZEALAND (+64) Wellinton TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ARGENTINA Submarine Cables Perth Melkbosstrand 162 Morro Bay San Luis Obispo LOS ANGELES CUSCN CN INDIA Aqaba (+213) N JUSCN AP Suez ALGERIA FLAG_ATLANTIC_1 FLAG_ATLANTIC_1 -5 TPC C MC FLAG Alexandria CANARY ISLANDS Alta Vista Miyazaki Chongming Shanghai Nanhui Port Said CUSCN AG (+212) SA T-3 (+216) MOROCCO TAT-12/TAT-13 TAT-12/TAT-13 Ashburn C (+350) BANGLADESH(1996) Mazara Bizerte Annaba Algiers TPC-5 J US -WE3 (+81) CN FLAG Estepona TAT-10 NEW YORK Greenhill Crab Meadow Mastic Beach Long Beach UNITED(+1)STATES TOKYO JAPAN Kitaibaraki C US Palermo Pacific City Coos Bay Bandon Nakhodka RJK (+34) (+351) NPC HONG KONG(2002) ITALY E4 -W -ME 2 SE A WE M ESE A - Santander PORTUGAL GIBRALTAR Reston,VA(2002) HUNGARY San Jose A AM EW (+380) (+7) SWITZERLAND SLOVENIA(+386) (+41) FRANCE(+33) RIOJ SE UKRAINE AUSTRIA(+43) TAT-12/TAT-13 E3 (+48) GERMANY LUXEMBOURG TAT-12/TAT-13 TAT-10 POLAND APCN APCN2 CUSCN FLAG FLAG_ATLANTIC (+54) JUSCN MDSCS DMCS PACRIM_EAST R-J-K SAT3-WASC-SAFE SEA-ME-WE-3 SEA-ME-WE-4 TAT-12/TAT-13 TPC-5 TVH ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 163 BUSINESS REVIEW TM VENTURES KHAIRUSSALEH RAMLI CHIEF EXECUTIVE OFFICER TM Ventures or the year ending 2006, TM Ventures Group recorded a 7.8% growth in revenue at RM1,214.5 million (2005: RM1,126.6 million). Meanwhile, operating costs (without depreciation) went up by 9.2% to RM999.1 million (2005: RM915.1 million). TM Ventures’ earning before interest, tax, depreciation and amortisation (EBITDA) stood at RM215.4 million, an increase of 1.8% from the previous year (2005: RM211.5 million). This has resulted in a profit after tax and minority interest (PATAMI) of RM89.4 million, a growth of 63.7% compared to 2005 PATAMI (RM54.6 million). F THE MAIN STRATEGIC ROLE OF TM VENTURES, THE NEWLY FORMED SBU OF TM GROUP, IS TO ENSURE THAT THE MANDATE UNDER THE PERFORMANCE IMPROVEMENT PROGRAM (PIP) IS ACHIEVED, BY PROVIDING A STRATEGIC AND HOLISTIC APPROACH TO THE FOLLOWING: • REVIEW AND STREAMLINE BUSINESS ACTIVITIES, BUILD SCALE AND CLARIFY COMPETENCY LEVELS OF EACH SUBSIDIARY • PROVIDE BUSINESS ADVISORY AND STRATEGY TO TM VENTURES CORPORATE PORTFOLIOS • UNDERTAKE PERIODIC REVIEWS AND MONITOR THE BUSINESS PERFORMANCE OF CORPORATE PORTFOLIOS; AND • ENSURE ACCOUNTABILITY AND COMPLIANCE TM Ventures’ office is supported by three key units, namely Financial Advisory, Subsidiary Management and Program Management Office (PMO) cum Business Support. VADS BERHAD CEO TM Ventures Associates/ Investment Mutiara.Com CEO TM Ventures' Office Financial Advisory MEASAT Property Development (SBU) President Universiti Telekom (Multimedia University) CEO Telekom Smart School CEO VADS During the year, a total of RM302.3 million was spent on capital expenditure (Capex), mainly to support the acquisition of business and business assets of Petrofibre Network (M) Sdn Bhd (PFN) by Fiberail, the Rationalisation & Transformation exercise of Kedai Telekom (TMpoint), construction of the TM Annex 2 and TMR&D Complex (Cyberjaya) and the phase 2 development at Multimedia University. PMO & Business Support Subsidiary Management CEO TM Payphone CEO Fibrecomm CEO Fiberail CEO Meganet Communications CEO TM Facilities CEO TMF Autolease Total TM Ventures Staff : 4,433 CEO Menara KL In December 2006, TM Ventures successfully integrated Telekom Applied Business Sdn Bhd (TAB) into TM Malaysia Business (TMMB) to become the product development house for TMMB, especially in supporting TMMB to develop value-added services such as Voicemail and VoiceSMS. In 2007, TM Ventures’ focus will be to review and streamline the business activities of the portfolio of companies and investments under its purview, and at the same time identify opportunities and strategies for business growth, with the eventual aim of enhancing the shareholder value of TM Group. VADS strives to be a leading Managed ICT Services Provider with a focus on empowering companies to be more productive and efficient with the industry’s most advanced information, communications and technology. VADS aims to add value for its customers through professional solutions, services consulting and training in the business areas of Managed Network Services (MNS), Systems Integration Services (SIS) and Contact Centre Services (CCS). VADS strengthened its market position with its fifteenth year of uninterrupted revenue growth. This was achieved through effective cost management, improvement of overall operating margins, and growing services in tandem with customers’ needs. In 2006, VADS hit a new milestone when its revenue surpassed the RM300 million mark at RM368.1 million. This was reflected in a profit after tax (PAT) of RM32.4 million, an increase of 87.3% from the previous year. Subsidiaries CEO TM Info-Media Following the establishment of TM Ventures in September 2006, activities during the initial months centred on strengthening resource requirements under the new organisation structure. TM Ventures also formulated a high-level roadmap to chart the activities and future corporate direction for subsidiaries under its purview. CEO Telekom Applied Business Given the focus on corporate and government sector networking requirements, MNS revenue increased to RM202.1 million for 2006. Despite a challenging SIS market, VADS managed to grow its customer accounts, and SIS contributed CEO TMF Services Managed ICT Services leader – VADS 164 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 165 BUSINESS REVIEW TM Ventures RM57.6 million to the VADS Group. As one the largest contact centre service operators in Malaysia, CCS revenue has also grown by 60.1% to RM108.4 million in 2006. VADS was re-certified as Cisco’s Silver Partner which reflects its strong commitment to customer service and to enhance MNS’ value and capabilities. Total shareholders’ return in 2006 was 91.6% through encouraging share price performance and dividend payments. VADS actively collaborates with international and regional telecommunication companies to offer a portfolio of managed global and local networking services in Malaysia. In 2006, VADS added three new partnerships – Orange, Asia Netcom and Pacific Internet. These collaborations will enable VADS to capitalise on their partners’ global experience and expertise. The Board of Directors recommended to the shareholders a final tax-exempt dividend of 15 sen per share on top of the 10 sen per share interim dividend already paid. This represents a total tax-exempt dividend of 25 sen per share, translating to a dividend payout of 47.8% of PAT for the year. With the encouraging share price performance and dividend payments, total shareholders’ return in 2006 was 91.6%. Breakdown of Revenue 2005 2006 SIS 16% SIS 26% MNS 49% MNS 55% CCS 25% Total Operating Revenue: RM266.3 million CCS 29% Total Operating Revenue: RM368.1 million MANAGED NETWORK SERVICES (MNS) MNS focuses on corporate and government networking requirements with a suite of products that meet diverse customer requirements. In an effort to continuously innovate for a consistent delivery of quality technical support, network expertise and customer service, VADS enhanced its service levels and offerings for MNS and its value added services such as Managed Security, Managed IP Telephony and Managed Data Center Services. 166 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 SYSTEMS INTEGRATION SERVICES (SIS) SIS provides e-infrastructure solutions in areas such as hardware (servers and PCs), software, maintenance and performance monitoring services. The division continues to build on its skills, knowledge and experience for its products and services, whilst actively collaborating with alliances such as Microsoft and IBM to advance and empower companies in their efficiency and productivity. The Managed Messaging Service was well received by the corporate sector as messaging becomes a critical business communications tool. CONTACT CENTRE SERVICES (CCS) Through CCS, VADS helps corporations to effectively and productively manage their customer relationships. CCS provides Inbound and Outbound Customer Service and Technical Support through an integrated multi-lingual and multi-channel interaction. In addition, CCS also offers Contact Centre Technologies, Training and Consultancy. The key focus for CCS has been to ensure better service experience for customers whilst increasing the value of these interactions for clients. VADS has also started certification from the internationally recognised Customer Operations Performance Centre to ensure world class standards for CCS. GROWING OUR FUTURE VADS will continue to improve on its success by focusing on people and business growth, by upgrading human knowledge and professionalism with high quality customer service, and by keeping abreast of industry and technology developments for better innovation in service offerings. Looking at 2007, VADS is optimistic about the receptiveness of the marketplace, and the continued demand for Managed ICT Services. VADS also anticipates to secure new contracts from the corporate and government sectors as they face challenges in hiring experienced IT personnel, the increased demand for communications beyond geographical boundaries and technological changes. VADS will continue to invest in and develop innovative customer solutions, synergising with TM Group offerings in our core areas of MNS, SIS and CCS to sustain growth momentum. FIBERAIL SDN BHD Incorporated in 1992 to provide telecommunications network related services, Fiberail Sdn Bhd (Fiberail) was set up as a joint–venture company between TM (60%) and Keretapi Tanah Melayu Berhad (KTM) (40%). The Company plays a vital role in complementing TM Group’s support for the establishment of Malaysia as a global hub for communications and multimedia. In February 2006, Fiberail concluded the purchase of Petrofibre Network (M) Sdn Bhd (PFN)’s assets for RM101.8 million. As a result, PFN became a shareholder in Fiberail, holding a 10% stake, whilst TM and KTM’s shareholding were diluted to 54% and 36% respectively. This presents an opportunity for future business growth from greater synergies and combined experience. With the acquisition, Fiberail now has the exclusive usage of two corridors, namely the KTM railway corridor and Petronas’s gas pipeline corridor. Known as a “carrier’s carrier”, Fiberail provides the backbone infrastructure which comprises Dark Fibre leasing, Bandwidth services, Metro Ethernet, Ancillary services and Turnkey Network solutions. With 20 Operations Centres nationwide, the National Control Centre at KTM Railway Station Building and a 24-hour Helpdesk, Fiberail is able to cater to its customers’ needs in a timely and efficient manner. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 167 BUSINESS REVIEW TM Ventures Fiberail’s MS ISO 9001:2000 Quality Management Systems certification encompasses planning, development, operations and maintenance, business management and support services of the fibre optic network for telecommunication purposes and business development for new products. The Company strictly adheres to ISO procedures thus ensuring quality management and customer satisfaction at all times. Fiberail’s current 138,293 km fibre optic core network rides along the railway and gas pipeline corridor from Padang Besar and Bukit Kayu Hitam to Johor Bahru, and branches out from Gemas to Tumpat and Rantau Panjang, and from Segamat to Paka in Terengganu. For the financial year ended 31 December 2006, Fiberail recorded revenue of RM98.7 million, representing a significant growth of 104.6%, while profit after tax was at RM6.38 million, an increase of 81.7%. The significant growth recorded was mainly due to the acquisition of assets and business of PFN coupled with Fiberail’s growth in existing revenue. In 2006, Fiberail ventured into new locations namely Kuala Lumpur City Centre; Kompakar Data Centre, Petaling Jaya; Petronas Bangi Data Centre, Bangi; E2 Data Centre, Cyberjaya and Great Eastern Mall Data Centre, Jalan Ampang. MENARA KUALA LUMPUR SDN BHD Menara Kuala Lumpur Sdn Bhd (Menara Kuala Lumpur) operates the fourth tallest telecommunications tower in the world, which is one of the most popular destinations for tourists who visit the capital. Located atop Bukit Nanas at a breathtaking height of 421 meters, Menara Kuala Lumpur plays a vital role in broadcasting and telecommunications, with national broadcaster Radio Televisyen Malaysia (RTM) and TM as its main partners. Built to improve transmission quality, Menara Kuala Lumpur has become an icon that symbolises Malaysia as a business hub providing world class services. A Kuala Lumpur landmark – Menara KL 168 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 The year also marked another milestone for Fiberail with the granting of a nationwide operating licence by the Malaysian Communications and Multimedia Commission (MCMC). With this licence, Fiberail is able to add value to its customers via a wider network reach. As part of its sustainable growth and development, Fiberail will, together with its Strategic Global Alliances, constantly work towards improving network coverage. Intrinsic to its growth initiatives, Fiberail will continue to invest in staff training, enhance customer confidence and measure customer satisfaction to further foster a competent service culture. Menara Kuala Lumpur is dedicated to offering a complete experience and adventure for its visitors who have the opportunity to enjoy spectacular views of Kuala Lumpur city, shop and dine in comfort and grandeur while witnessing the tower’s very own culture troupe showcasing a variety of performances. Its reputation from these experiences has benefited its retail outlets as a result of extended stays by visitors. From the day it was opened in 1996, Menara Kuala Lumpur has received a total of 8,822,142 visitors. In 2006 alone, the tower attracted a total of 678,626 visitors, of which approximately 464,492 were foreigners. While Menara Kuala Lumpur tends to attract visitors predominantly from India, Saudi Arabia, Indonesia, Japan, Hong Kong, Singapore, China, United Kingdom and Australia, the majority of foreigners in 2006 were from Hong Kong. The tower is expected to receive more encouraging visitors in conjunction with Visit Malaysia Year 2007. For the financial year ended 31 December 2006, Menara Kuala Lumpur recorded total revenue of RM88.8 million (2005: RM84.6 million). Profit after tax was at RM48.8 million (2005: RM45.1 million). A Bird’s eye view of Kuala Lumpur from Menara KL Both local and international events have always been a popular attraction and a mainstay for Menara Kuala Lumpur. For the past eight years, the tower has played host to international events such as the Kuala Lumpur Tower International Jump (KLTIJ). The initiative was also extended to other states, including Sabah, Sarawak and Pulau Pinang, in an effort to promote the Visit Malaysia Year 2007. Another annual event in which Menara Kuala Lumpur plays host to is the International Towerthon, an uphill 800-meter run from the foot of the tower right to the Mega View Banquet Deck (Tower Head Level 3 or about 288 metres above sea level), via the 2,058 step stairwell of the tower. In conjunction with its 10th Anniversary Celebration, Menara Kuala Lumpur also organised a Nationwide Charity Musical Walkathon in 2006, which was endorsed by the Ministry of Women, Family & Community Development, for the benefit of Orang Kurang Upaya (OKUs). Popular local artiste Mawi was appointed as the tower’s Brand Ambassador in a bid to attract a larger crowd to the event and for them to also experience TM’s showcase of products at the various locations. About 70,000 participants, including the disabled, participated in this event. As a member of the World Federation of Great Towers (WFGT), Menara Kuala Lumpur is currently preparing to host the WFGT 2007 Conference in Kuala Lumpur from 3 – 8 September 2007. Delegates from 20 renowned towers around the world will gather at this conference. To further boost traffic to the tower, Menara Kuala Lumpur has set up a premise at the KLIA Satellite Building to provide transit packages to the tower, targeting a potential market of 4 million transit passengers. For 2007, Menara Kuala Lumpur has planned for more world-class events, including the regular KL International Jump, Towerthon, KL Tower Hunt, Tower Kidz Birthday Celebration, and Walk Down Memory Lane in conjunction with the 50th Independence Day Celebrations. New ‘Agro-tourism’ and ‘Eco-tourism’ products will also be promoted in 2007. Leveraging on its track record and experience, Menara Kuala Lumpur will be managing Menara Alor Star and Muzium Telekom in 2007. Menara Kuala Lumpur is also confident that Visit Malaysia Year 2007 will generate even more support from key industry players, and will work in partnership with the Ministry of Tourism and City Hall to help make the auspicious year a success. With the dedication and commitment of management and staff of TM Group, Menara Kuala Lumpur’s iconic status will continue to prevail. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 169 BUSINESS REVIEW TM Ventures TM INFO-MEDIA SDN BHD (TMIM) TM Info-Media, formerly known as Telekom Publications Sdn Bhd, is widely recognised as the publisher of Yellow Pages, White Pages, Malaysian Chinese Pages, Malaysia Tourist Pages, Halal Pages, Oil & Gas Directory and Corporate Agriculture Pages. Being the custodian of updated information on Malaysian businesses nationwide, TMIM’s competitive edge has brought the annual Yellow Pages to the No. 1 spot in terms of directory listings for Malaysian businesses in the country. With user-friendly listings, wide distribution and excellent client servicing, the Yellow Pages has certainly maintained its popularity. Complementing the Yellow Pages is the Internet Yellow Pages: Launched in 2006, the site proved to be a winner with an average of 65,000 page views a day. The website features comprehensive and user-friendly listings and new features such as mapping services. At company level, TMIM registered an EBITDA growth of 89.3% as well as a pretax profit of RM12.4 million for the year under review. To provide further support for advertisers of Yellow Pages TMIM launched YellowPost, a free weekly English paper in September 2006. With 100,000 copies of this contentrich media hitting the streets every Friday, YellowPost is a perfect platform for advertisers who want to target the urban population of the Klang Valley during the weekends, giving the paper a longer 'read' life than national dailies. Realising the vast information cache that has been mined over the years, TMIM’s focus in 2006 was to unleash the potential of the Company through various strategies and products that would take advantage of smart partnerships with other parties (including TM Group subsidiaries and the Government). As such, the year under review saw significant progress within TMIM’s business. In support of Visit Malaysia Year 2007, TMIM collaborated with Pempena Sdn Bhd, an agency of the Ministry of Tourism Malaysia, to produce the Malaysia Tourist Pages. Targeted for nationwide distribution in the first three months of 2007, the Malaysia Tourist Pages will have a new look and tourist-friendly content, and is positioned to be the ideal information platform for both advertisers and tourists. YellowPost has created its exclusivity by being focused on social, welfare and community issues, with the aim of fostering a better understanding and respect among Malaysians towards national unity. TMIM’s direction in providing publishing services to corporations and other government agencies is in full swing. The booklet-sized Kitar Semula directory was published for the Ministry of Housing and Local Government, with the aim of providing a listing of companies that operate in the waste recycling industry. Kitar Semula also marks TMIM's strategy to broaden its publishing services. The Company is well positioned to perform even better in 2007, and is poised to become a broad-based multichannel company that offers much more than directories. As a comprehensive media company, TMIM expects to see many more innovative products that will meet telecommunications, information and consumer needs, while pursuing collaborative efforts locally and internationally. FIBRECOMM NETWORK (M) SDN BHD Fibrecomm Network (M) Sdn Bhd (Fibrecomm) was incorporated as a Joint Venture Company between Celcom (M) Bhd and Tenaga Nasional Bhd. Fibrecomm is a 51% owned subsidiary of Celcom catering to the needs of service providers. Fibrecomm’s core business is in the provision of telecommunication network services focusing on connectivity and applications, including dark fibre, wavelength, bandwidth, IP, Ethernet and Co-location services. To-date, Fibrecomm has installed approximately 98,000 km of fibre optic cables that forms a unique transport and access network throughout Peninsular Malaysia. Despite operating in a highly competitive environment which saw a continued decrease in bandwidth prices, 2006 was a successful one for Fibrecomm, having achieved strong year-on-year growth in revenue and an increase in profit by more than twofold. The Company recorded revenue of RM49.3 million compared to RM43.4 million in the preceding year, signifying continued confidence from its customers. In an effort to expand its network and sustain competitiveness, Fibrecomm upgraded its backbone capacity in 2006 by using the state-of-the-art DWDM (Dense Wavelength Digital Multiplexer) technology, which enables Fibrecomm to increase its backbone capacity up to 40 Lambda, thus allowing the Company to offer more flexible and cost effective solutions for its customers. The DWDM platform is expected to serve as a main catalyst for growth for the Company in the future. Another milestone in 2006 was recorded when Fibrecomm’s network reach extended beyond Peninsular Malaysia, with the establishment of new Point of Interconnections (POI) at the Malaysia-Thailand border, in addition to 170 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 the current point with Singapore, as well as the extension of Fibrecomm’s reach to East Malaysia through the collaboration with Sacofa Sdn Bhd. Fibrecomm remains committed to boosting shareholder value as well as sustaining and improving its growth momentum. This will be done by further enhancing customers' experiences, developing people and accelerating profitable growth. The Company is also well positioned to offer state-of-the-art technologies and solutions to the marketplace, to live up to its core vision: To be the network carrier of choice in Malaysia and in the region. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 171 BUSINESS REVIEW TM Ventures UNIVERSITI TELEKOM SDN BHD (MULTIMEDIA UNIVERSITY) As the first fully private university to be established in Malaysia, Multimedia University (MMU) strives to be a world-class academic institution in the fields of engineering, information technology, management, creative arts and multimedia technology. The year 2006 witnessed outstanding success in positioning MMU as a major international institution, and to be profoundly engaged within the Asia-Pacific region across the full range of the university’s functions, including research, undergraduate and postgraduate education and community services. Faculties in MMU also stepped up their activities and offerings, employing the best teaching resources to offer cutting-edge degree programmes. This has brought a wealth of learning opportunities to MMU students and enhanced the market value of MMU graduates worldwide. MMU graduates are renowned for their superior quality, which has resulted in a consistently high employment rate in the industry. In 2006, MMU produced a total of 121 diploma graduates, 2,625 bachelors degree graduates, 197 masters degree graduates, 12 PhD degree graduates and 1 Honorary Doctorate. Student enrolment rose to 4,549, comprising 2,624 undergraduates and 1,925 postgraduates. MMU has a total of 19,144 students comprising 16,345 local and 2,799 international students from 81 countries. Financially, MMU continued to be a self-sustaining university throughout 2006 with healthy cash flow. For more information on MMU’s activities for 2006, please refer to Fostering a Knowledge Based Nation. TELEKOM SMART SCHOOL SDN BHD Telekom Smart School Sdn Bhd (TSS) was established on 22 July 1999 to develop and implement the Malaysian Smart School pilot project in collaboration with the Malaysian Ministry of Education (MOE) and Multimedia Development Corporation (MDeC). Since the completion of the project in December 2002, TSS, an MSC Status Company has established several key businesses in eEducation such as content development and school applications (School Management System – eSkool and Learning Management SystemseLearn). The Company is also a pioneer in eEducation solutions for schools and organisations, locally and abroad. Building Malaysia’s Smart School curriculum – TSS As Malaysia’s foremost e-Education solutions provider, TSS has completed numerous content development projects for the MOE, Ministry of Higher Education (MOHE), Multimedia College (MMC) and Brunei Ministry of Education, among others. In its effort to reinforce itself as the leading e-Learning player in the market, TSS is also dynamically involved in promoting its products and services via exhibitions and seminars to a targeted audience. For more information on TSS’ activities for 2006, please refer to Fostering a Knowledge Based Nation. MEGANET COMMUNICATIONS SDN BHD MMU – Malaysia’s leading private university 172 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Meganet Communications Sdn Bhd (Meganet) was incorporated in 1997 as a Joint Venture Company between TM (70%) and NTT Communications Corporation of Japan (30%). Meganet is a systems integrator which specialises in system solutions and project management in the areas of ICT, security and convergence technologies. Its main target markets are government agencies, GLCs and SMEs. For the financial year ended 31 December 2006, the Company recorded revenue of RM14.1 million, 42.7% lower than last year (2005: RM24.6 million). The decline in revenue was due to the effects of a highly competitive business environment. In 2006, Meganet secured projects with Lembaga Hasil Dalam Negeri, Majlis Bandaraya Shah Alam, Bank Negara Malaysia, Government Integrated Telecommunications Network (GITN) and other similar projects worth more than RM20 million. These achievements were a result of the Company’s strategic alliances with the government sector. In response to rapid technological advances and to remain competitive in the Malaysian System Integrator market, Meganet has managed to form more strategic alliances with global partners such as Huawei-3Com Technology Co. Ltd, Gallagher Security Management Systems, Air Broadband ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 173 BUSINESS REVIEW TM Ventures Communications Inc, Top Layer Networks and Exinda Networks. In its effort to further promote TM Group’s products and services, Meganet has also joined the corporate reseller programme with TM Net and also formed a partnership with TM Retail. Meganet’s tagline of ‘Smart Ideas, Smart Solutions’ translates into the Company’s creative and innovative solutions developed under the Technology Innovation Group. The innovative guard tour system (a system that tracks the movement of security personnel on duty) is a prime example of Meganet’s innovation and has been marketed overseas via Gallagher Security Management Systems, in tandem with their products. Its partnerships with other advanced technology groups worldwide have TM FACILITIES SDN BHD TM Facilities Sdn Bhd (TMF) is the management holding company of TM which owns a landbank targeted for disposal and/or joint development. In January 2006, TMF successfully completed the transfer of management of three SBUs, namely Property Development (PD), Malaysian Security (MS) and Malaysian Logistics (ML) back into TM, with the objective of streamlining the TMF Group as the service provider for TM Group’s fleet management and facility management requirements (Phase 1 of TMF transformation). In September 2006, under Phase two of TMF’s transformation, two SBUs, namely Fleet Management (FM) and Facilities Management & Infrastructure Development (FMID) were subsumed into two wholly owned TMF subsidiaries, TMF Autolease Sdn Bhd (TMFA) and TMF Services Sdn Bhd (TMFS). TMFA provides autoleasing and vehicle-related services to the TM Group while TMFS provides facilities management services. Both subsidiaries have commenced full operations effective 1 January 2007. For the financial year ended 2006, TMF registered revenue of RM50.6 million at company level, compared to RM8.8 million in 2005. Costs came to RM30.8 million (2005: RM6.5 million). Correspondingly, there was a reduction in PAT to RM14.3 million (2005: RM8.9 million loss due to RM10.7 million impairment of assets). TMF AUTOLEASE SDN BHD (formerly known as TM AUTOLEASE SDN BHD) TMF Autolease Sdn Bhd (TMFA) is the sole vehicle provider to TM Group and is responsible for management of the entire TM fleet, which stood at 6,093 units as at December 2006. This figure included 500 new units purchased during 174 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 taken Meganet to the next level, including the development of value added software and services, some of which have been adopted by its partners for worldwide distribution. Meganet will continue its efforts to grow its business, as well as strategically position itself to be one of the respected companies in the Malaysian IT industry. the year for RM51.7 million. A total of 530 vehicles were returned due to cost saving initiatives and reorganisation by various divisions within TM at the end of 2006. Light utility vehicles and saloon cars were the most popular types, accounting for 47.8% and 14.6% respectively of the total number of vehicles. TM Wholesale remained the major customer, with about 3,400 vehicles or 55.8% of TMFA’s vehicle base. With a staff strength of 225, TMFA operates from seven zone offices and manages 30 service outlets nationwide. TMF SERVICES SDN BHD (formerly known as TELEHARTA SDN BHD) TMF Services Sdn Bhd (TMFS) oversees daily operations and maintenance services for all TM facilities and installations, including office buildings, exchanges, telecommunication towers and masts. TMFS’ work comprises mainly servicing of electrical AC & DC, as well as generator and air-conditioning systems management. Others include mechanical and civil engineering services. Responsible for a total lettable area of 26 million square feet, TMFS mobilises its 693 staff to manage various types of buildings (4,054 units), cabins (1,582 units), FTTO/FTTS (4,500 units) and towers & masts (719 units). There are currently 12 zone offices located at the respective regions which manage vendors and contractors nationwide. In 2006, TMFS embarked on several quality initiatives in an effort to uphold its high standard of services, including the application for the Environment Management System (EMS) and ISO 9001 certifications. The EMS installation at Menara TM, which carries the ISO 4001 certification, is expected to be completed by March 2007. Meanwhile, TMFS is reviewing processes to expedite the completion of the ISO 9001 certification. TMFS also achieved an Internal Customer Satisfaction of 90% based on a survey conducted in December 2006. PROPERTY DEVELOPMENT As the internal advisor and custodian for land and building matters for TM Group, the Property Development (PD) division manages the Group’s land bank and assets. The key responsibilities which form a positive contribution to the Company’s profitability are as follows: • To administer TM’s land and property. • To turn idle land banks into value by disposing or developing pieces of land jointly with reputable developers, in a strategic manner. • To weigh and study options on cost saving initiatives especially in utilities consumption and related property taxes. TM PAYPHONE SDN BHD In 2006, PD unlocked RM43.0 million worth of idle landbank, namely Lorong Kuda (RM32.5 million), Manjalara (RM4.6 million) and Lengkok Setiabudi (RM5.9 million). PD also contributed savings of RM7.8 million on reductions in quit rents, lease rentals & utilities. To date, PD has successfully unlocked over 1,678 acres of land, of which 14 acres were sold off and the remaining jointly developed with other parties, with a development period ranging from three to seven years. Over the next few years, PD targets to unlock the remaining parcels of land located in Melaka, the Klang Valley, Penang, Johor, Negeri Sembilan, Sabah and Sarawak with a total acreage of about 1,500 acres. TM Payphone Sdn Bhd (TMP) is the main payphone operator in the country. For the financial year ended 31 December 2006, TMP recorded revenue of RM154.4 million, 24.4% lower than last year (2005: RM204.1 million). ARPU per phone per month stood at RM198 compared to RM264 in the previous year. As at December 2006, TMP had 57,311 sets of payphones throughout Malaysia. During the year, TMP implemented the Universal Service Provider project whereby a total of 1,413 payphones were installed in rural areas. TMP also continued with the refurbishing and repainting of the payphone booths to reflect the Group’s new brand identity. TMP also embarked on numerous initiatives in 2006, including campaigns and talks, on ways to improve overall performance and awareness on payphones. Regular anti-vandalism campaigns in schools were also held in 2006 to educate the younger generation on the safeguarding of public property. The payphone business continues to face challenges in today’s mobile fast moving communications world. To improve its competitive advantage, TMP is making efforts to provide better serviceability. For example, the introduction of Project Tumpu, based on the Group’s “Wake-up call” campaign, saw an increase in serviceability (from 96.0% to 96.7%) of payphones. TMP is also relocating low yielding payphones to serve the more lucrative areas. Furthermore, prepaid Kadfons have been promoted aggressively in schools and the National Service training centres, all of which have shown positive results. In addition to accelerating the above measures, TMP will also focus on improving revenue per phone, controlling costs and increasing efficiencies within its workforce. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 175 BUSINESS REVIEW INTERNATIONAL AND DOMESTIC INFRASTRUCTURE & TRUNK FIBRE OPTIC NETWORK Intelsat (10R) Measat-1 Thai Com1 60E 62E 64E 91.5E 120 JCSAT3 128 Thai Com5 Palapa C2 113 78.5E Kangar To Europe, Middle East & South Asia FLAG SEA-ME-WE-3 SAT-3/WASC/SAFE To Africa, India & Europe Bkt. Kayu Hitam Alor Star Bedong Sg. Petani Kuala Muda Penang Bayan Baru Pasir Mas Kota Bharu Banting Kota Kinabalu Kulim Sg. Jaya Kinarut Kuala Krai K. Terengganu Labuan Padang Hiliran Taiping Kijal Dungun Setiawan Ipoh Tg. Malim Rawang Beserah Klang Cyberjaya APCN2 Temerloh Kuantan Seremban Segamat Legends Port Dickson SEA-ME-WE-4 APCN Melaka To Europe, Middle East & South Asia DMCS Bintulu Cherating Kuala Lumpur Shah Alam Miri To ASEAN, Asia Pacific & USA Kluang Muar Mersing To ASEAN, Asia Pacific, Oceania & USA SEA-ME-WE-3 Kuching Trunk cable Satellite Malaysian domestic submarine cable system (MDSCS) Earth Station To Indonesia Batu Pahat Kota Tinggi Fibrecomm Fiberail Skudai 176 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 4 International cable landing stations 7 Domestic cable landing stations Trunk nodes Johor Bahru ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 177 BUSINESS REVIEW ASIAN ECONOMIES and the TELECOMMUNICATIONS SECTOR: Review & Outlook 500 450 400 350 300 250 200 150 100 50 0 Jan-99 By P.K. Basu, Chief Economist, Khazanah Nasional Bhd 10 8 6 4 Jan-01 Jan-03 Jan-05 Jan-07 China: Cell-phone subscribers Sources: CEIC, KNB 750 650 550 450 350 2050F 2045F 2040F 2035F 2030F 2025F 2020F 2015F 2010F 2005F China Indonesia 2000 1995 1990 1985 1980 1975 1970 ANNUAL REPORT 2006 850 1965 TELEKOM MALAYSIA BERHAD 12 2 950 1960 178 14 China: Local phone subscribers 1955 Asian telecommunications companies need to position themselves to capitalise on technological innovation in mature markets with modest growth, while also ensuring that they are adapting the low-cost and scalable solutions that will enable them to access vast opportunities in the rapidly-growing, low-penetration markets of developing Asia. While Korea, Hong Kong, Singapore and Taiwan are nearly saturated telecommunications markets (with extremely high penetration rates), Malaysia and China too have achieved relatively high penetration rates for cellular and fixed-line phones (China unusually so: for a lowincome country with per capita income of about US$1500, its cellular-phone penetration rate approaching 50% is remarkably high, resulting in relatively slower growth in new subscriptions). By contrast, India (and other economies in the subcontinent), Indonesia, Thailand and Indochina have much lower penetration rates – and the scope for rapid growth in new subscriptions. 16 Dependency ratio (Ratio of population aged 0-14 and 65+ per thousand population 15-64) 1950 Ever since the de-regulation of the global telecommunications sector began about a quarter-century ago – led in Asia by the de-regulation and privatization of Malaysia’s own telecommunications sector in 1984 – the sector has emerged as a magnet of technological innovation. The dissemination of that innovation became all the more possible as wider utilisation of technology in the developed world lowered costs and enabled the diffusion of those technologies across the developing world. In today’s Asian telecommunications landscape, the sector’s dynamics continue to be driven by the two forces of technological innovation and diffusion – with the former driving the developed/mature markets and the latter driving the developing/emerging ones. China's exports rapidly gain market share in the US (12-month moving averages) China: Phone subscriptions are still growing rapidly (total subscribers in millions) India Republic of Korea Source: KNB, based on UN projections As the economies of “Chindia” integrate more closely into the rest of Asia, they not only unleash the productive potential of their own 2.5 billion people, but the tide of their growth lifts all Asian boats. In 2006, China’s real GDP grew 10.7% while India’s grew 9% – with much faster growth in urban areas than in rural ones for both nations. For China, this represented the third consecutive year of double-digit real GDP growth, while India’s real GDP has grown 8.5% annually over that 3-year period. Both economies are well-positioned to sustain strong growth over the next 10 years, as their demographics remain favourable until about 2020. From around 2015, however, China’s dependency ratio is slated to start rising, while India’s will continue to decline through 2030. Falling dependency ratios will allow both nations to further increase national savings rates, thereby ensuring high rates of investment relative to GDP – which should ensure continued increases in productivity that are the key wellsprings of prosperity in the long-term. With India and Indonesia seeing their dependency ratios declining through 2030, the second and third largest Asian nations by population should benefit from the virtuous circle of the demographic dividend for at least 15 years more than China will – and their economies should therefore grow faster than China in the decade from 2020 to 2030 in particular. (Malaysia’s demographics also look similar to Indonesia’s). While India and Indonesia hold out the prospect of accelerated economic growth over the next two decades, they are still currently dwarfed (in terms of economic size) by China – which has benefited from the rapid diffusion of technology from Hong Kong (which has been part of China since 1997, but began investing heavily there after the Anglo-Chinese treaty of 1984) and Taiwan (the majority of whose trade and investment flows are directed to mainland China). In telecommunications, this rapid technologydiffusion (and the resulting decline in equipment costs) has enabled brisk increases in telecommunication usage in China over the past decade, with mobile subscriptions rising particularly fast. With 461 million mobile customers at end-2006, China was still adding 6 million new customers every month. Fixed-line subscriptions appear to have peaked at about 370 million (the level they have fluctuated around for the latest five months), having quadrupled over the previous 8 years. China’s manufacturing-driven growth serves as a magnet for imports from the rest of Asia – but, at the same time, China has become the key competitor to other Asian exporters in third-country markets like the US, Europe and Japan, steadily eroding their market share. Thus China runs large bilateral trade deficits with all its main Asian trading partners, but also continues to gain market share in key developed-country markets such as the US: as shown in the chart below, China’s share of US imports has risen sharply over the past 15 years, while all other Asian economies (with the exception of India) have seen their shares decline or stagnate. China now accounts for about 16% of US imports (up from 3% in 1991) while Taiwan accounts for just 2% now (down from 5% in 1991). Jan -1991 Jan -1995 Jan -1999 Jan -2003 Jan -2007 ASEAN exports: market share in US China exports: market share in US S.Korea exports: market share in US Taiwan exports: market share in US Sources: CEIC, US Customs Bureau, KNB But while China appears to be hurting other Asian exporters by snatching market-share in key markets like the US and Europe, its emergence is actually fostering a new Asia-wide supply chain that allows all of Asia to benefit from specialisation – without distributing growth evenly across the region. Final assembly is largely concentrated in China, while other Asian nations sustain niches of the and new capacity expansion across the valuechain increasingly focuses on China as well. The rest of Asia (with the exception of India and Vietnam) has suffered from something of an “investment drought” over the past decade since the Asian crisis (seeing little growth in investment spending), while China sees a boom in investment spending. Nonetheless, despite the dearth of investment growth, the rest of Asia has still been able to post reasonably good growth rates in real GDP over the past decade (5-6% for Malaysia, Singapore, Hong Kong and Korea; 4-5% for Taiwan, Thailand, the Philippines and Indonesia). While all these Asian economies are poised to sustain those growth rates over the next few years, Indonesia is clearly poised to move up to the highergrowth group (about 6% annual growth in real GDP), with the return of political and fiscal stability against the backdrop of a well-diversified export base that was able to sustain good growth even as the rest of the economy went into a tailspin post-1998. An important reason why the rest of Asia has sustained good economic growth despite the loss of export market share in key markets like the US and EU is the rapid growth of intra-Asian exports. The rest of Asia’s exports to China, in particular, have grown very rapidly in the past decade – completing the regional supply chain. Thus, while Taiwan has seen its market share in the US decline most ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 179 BUSINESS REVIEW Asian Economies and the Telecommunications Sector: Review & Outlook 10,000 %YoY, 3mma 25.00 70.00 20.00 65.00 15.00 10.00 60.00 5.00 55.00 0.00 50.00 -5.00 ISM new orders 0 -10,000 Mar-07 Mar-06 Mar-05 Mar-04 -20.00 Mar-03 35.00 Mar-02 -15.00 Mar-01 40.00 Mar-00 -10.00 Mar-99 45.00 Mar-98 China's bilateral trade balances with Asian economies US$mn, 12 month rolling sum Index, 6m lag 75.00 Mar-97 sharply among Asian economies, it has also been the biggest beneficiary of greater exports to mainland China – sustaining a bilateral trade surplus of US$67bn with China. Similarly, China’s bilateral trade deficit with Korea runs at US$45bn annually, with Japan US$24bn, and with ASEAN US$17.4bn (of which the bilateral deficit with Malaysia alone is US$10.2bn). While China’s bilateral trade balance with India has moved into a surplus, China also imports large services (particularly software services) from India. US Imports from ASIA Ex Japan (RHS) Sources: US Institute of Supply Management, CEIC, KNB -20,000 -30,000 -40,000 -50,000 -60,000 -70,000 Feb -1995 ASEAN Japan Feb -1998 Feb -2001 Taiwan Korea Feb -2004 Feb -2007 India Malaysia Sources: CEIC, KNB This pattern of symbiotic growth across Asia should be sustained into the medium-term, suffering only slightly from any global downturn. While the key leading indicator of US manufacturing (ISM new orders) suggests that US demand for Asian exports will decelerate sharply through the next half year (chart below), the downturn will be mild (stopping well short of an overall recession, with no significant contraction even in US manufacturing) – and ISM new orders also suggest the likelihood of a rebound before the final quarter of the year. Importantly, the European Union (EU) is poised to post its strongest growth in 6 years this year – as indicated by the OECD leading indicator for Europe, which has been at 6-year highs over the past 9 months. Similarly, with the end of deflation (and its negative impact on corporate balance sheets), Japan is set to see stronger growth this year and next. With the EU, Japan and emerging markets (in Asia, Latin America, eastern Europe and Africa) set for stronger growth, the impact of the likely downturn in the US this year (and possibly into 2008) should be significantly mitigated by the strength of the rest of the world. 180 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 In particular, India should sustain another year of 9%-plus growth in real GDP – its third successive year of such growth. India’s potential growth rate has risen to about 8% (the average growth rate of the past 5 years) from 6.7% (the average growth rate of the past 10 years) – partly because of a significant increase in the national savings rate to 33.2% of GDP, which enabled the gross domestic investment rate to rise to 35% of GDP last year. While there is some evidence of over-heating in the Indian economy (with inflation at 6%, and the current account deficit at 1.9% of GDP), monetary policy has responded quite aggressively to this mild over-heating. India: Real GDP growth, 5- and 10-year moving averages 12 10 8 6 4 2 0 -2 -4 -6 51/52 56/57 61/62 66/67 71/72 76/77 81/82 Real GDP, YoY% Real GDP, YoY%, 5yr mov avg 86/87 91/92 96/97 01/02 06/07 Real GDP, YoY%, 10yr mov avg Source: CEIC, CSO (Central Statistical Organisation, India), KNB In the past year, India’s central bank (RBI) has raised the repo rate by 100bp, banks’ reserve requirements by 75bp and tightened prudential norms for property lending. These measures, coupled with lower global crude-oil prices (which are likely to be 10-20% lower, on average, in 2007 relative to those in 2006) should allow inflation and the current account deficit to moderate, without significantly hurting real GDP growth – which is likely to benefit from the continued surge in investment spending that is pushing out India’s production-possibility frontier. India’s declining dependency ratio is helping to boost the national savings and investment, bolstering productivity growth. With demand for India’s services exports remaining strong, software and BPO exports should continue growing 35% annually through the next decade – ensuring that those exports will rise from 5% of GDP at present to about 10%, with attendant multiplier effects across the economy. India: 2003-2006 stock-price surge reflected a broad earnings rebound ...end-06 valuations stretched, but less than ‘94 and ‘00 16,000 14,000 12,000 10,000 8,000 6,000 4,000 2,000 India: All exports have surged, but especially services Jan-1995 80 120,000 60 100,000 40 80,000 20 60,000 0 40,000 -20 20,000 Jan-1998 BSE Sensex-30 index (LHS) -40 Sep-94 Sep-97 Sep-00 Merchandise exports, YoY% Invisible exports, US$mn, 4qrSum RHS Sep-03 0 Sep-06 "Invisible" exports: YoY% Merchandise exports, US$m, 4qRISum RHS Sources: Reserve Bank of India, CEIC, KNB The sustained strength of the Indian economy will continue to translate into strong growth in demand for telecommunications services. The number of cellular customers in India rose past 150 million in January 2007, with monthly increases of 7 million new customers in each of the first two months of the year. While fixed line subscriptions in India are a more modest 50 million, these numbers represent a remarkable transformation: just 13 years ago, the total number of telephone lines in the whole country was 7 million, while now that is the number of new mobile phone customers being added every month! The Indian department of telecommunications’ network rollout in rural India aims to increase population coverage of the wireless network to 75% by the first half of 2008; this, coupled with continuing declines in the cost of equipment, should sustain strong demand. Even with the rapid rise in new customers in recent years, the penetration rate for mobile telephones remains low, with only 13% of the population having mobile-phone access. By contrast, the cellular penetration rate in Malaysia is approaching 70%, while that in Singapore is over 99% and 83% in Korea. The Indian market should continue to grow rapidly over the next 5-8 years (with cellular penetration possibly rising to about 70% by 2015), and these prospects are well-reflected in equity prices. Jan-2001 Jan-2004 55 50 45 40 35 30 25 20 15 10 5 Jan-2007 PE Ratio: BSE Sensex (RHS) Sources: CEIC, KNB India’s overall equity market does not look particularly over-valued as of end-February 2007 despite the massive run-up in equity prices over the past 4 years – mainly because Indian corporate earnings have sustained 25-30% growth over the period, and Indian equities were probably under-valued at the start of this multi-year rally. As the chart above shows, the trailing price-earnings ratio of Indian equities was slightly below 20x at end-February 2007 – which is at the high end of the 12-year valuation range, but well below the 30x ratio reached in late-2000 or the 50x price-earnings ratio in 1994. While the broad market is not over-valued, recent benchmark M&A transactions in India’s telecommunications sector have established valuation ranges in the sector that appear quite rich, although these will be tested by two major initial public offerings (IPOs), including of Spice Telecom (in which Telekom Malaysia has a 49% stake). Indonesia: Credit growth slumped with higher interest rates -but liquid banks to resume lending this year 100 80 60 40 20 0 -20 40 -60 Jan-1995 Jan-1998 L/D Ratio (RHS) Jan-2001 Comml Bank Credit: YoY% Jan-2004 120 110 100 90 80 70 60 50 40 30 Jan-2007 Comml Bank Deposits: YoY% Sources: CEIC, KNB Indonesia should this year post real GDP growth of over 6%, the strongest growth since the Asian crisis of a decade ago – and, barring severe natural calamities, growth should ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 181 Asian Economies and the Telecommunications Sector: Review & Outlook accelerate over the next 2 years. With its banks recapitalised and liquid (with a loan-deposit ratio of just 59.6% in January 2007), credit growth should recover strongly this year – as indeed it already began to do in Q4 2006, as interest rates declined sharply with the moderation in headline inflation rates (after the impact of the October 2005 oil-price hike had been fully absorbed). Indonesia’s external sector remains a source of strength, with its welldiversified export basket continuing to post very strong growth, outpacing strong import growth and delivering monthly trade surpluses well in excess of US$3bn. Although capital flight (or non-repatriation of export proceeds) remains a significant factor, Indonesia has seen strong additions to its foreign reserves in the past half year, and this healthy backdrop should help underpin the overall growth performance. Trade surplus is still over US$3b monthly on average % YoY, 3mma 80 3mrollingsum, US$ mn 12,000 60 10,000 40 8,000 20 6,000 0 4,000 -20 2,000 -40 0 Jan-2007 -60 Jan-1998 Jan-2001 Exports Imports Jan-2004 Non-oil exports Non-oil imports Trade balance, RHS Sources: CEIC, KNB In Indonesia, too, the broad equity market does not look particularly over-valued despite the huge run-up in the Jakarta Composite Index over the past 3 years. Corporate earnings have remained strong, and the trailing P/E ratio of the market remains well below the pre-1997 levels – although it is at a post-crisis high. Indonesia: Valuations at a post-crisis peak but not excessively stretched 2,000 1,800 1,600 1,400 1,200 1,000 800 600 400 200 Feb-1992 35 30 25 While Sri Lanka and Bangladesh are slightly slowergrowing economies, TM’s subsidiaries in those markets have dominant positions – which enable them to grow at or above the growth rates within their markets. Here, too, penetration rates are extremely low, and the potential for growth is being rapidly realised. As political uncertainty is reduced in Bangladesh once the elections are held under the new regime, economic growth is likely to accelerate from the recent pace of 5-6% annually. Telekom Malaysia, has established a significant footprint across the Indian sub-continent – with Spice (the 9th largest cellular player in the fast-expanding Indian market), Dialog (TM’s 87.7%owned premier digital cellular network provider in Sri Lanka, which became the first company with a US$1 billion market capitalisation on the Colombo stock exchange), TMI Bangladesh/Aktel (with a 30% share of the Bangladesh cellular market) and Multinet (a fibre-optic backbone provider in Pakistan) providing an ecology of strong cellular assets across the Indian subcontinent, where penetration rates have considerable room to grow and are currently rising at a frenetic pace. TM’s co-branding arrangement with Vodafone should provide an additional source of revenue-generation across its growing international network throughout the ASEAN and SAARC regions, especially with Vodafone gaining a significantly expanded presence in India. And TM’s position in ASEAN – highlighted by its stakes in M1 and Excelcomindo – also position the company very strongly to take advantage of both the value-added services in a mature market like Singapore, while rolling out an expanded network in Indonesia, Cambodia and elsewhere in ASEAN. 20 15 10 5 0 Feb-1995 Feb-1998 Jakarta Composite Index : PE ratio (RHS) Feb-2001 Feb-2004 -5 Feb-2007 Jakarta Composite Index (LHS) Sources: CEIC, KNB 182 Cellular and fixed-line penetration rates in Indonesia remain low, enabling very strong growth in mobile subscription rates in particular – with reasonably strong ARPUs. However, the key feature of the Indonesian market is heightened competition, with several new entrants (including two from Malaysia!) putting pressure on existing players’ margins. Successful incumbents (including Excelcomindo, TM’s subsidiary) are investing heavily to retain their lead in their market segments (Excelcomindo capex reached US$474mn in FY06 and is slated to rise to US$700mn in FY2007, hopefully translating to revenue growth of 40% this year; in Q4 06, revenue rose 53% yoy and EBITDA 47.3%). TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Telecommunications remains a growth sector both in Malaysia and across ASEAN and the Indian subcontinent. Having meticulously built an international network, the challenger for regionalising companies like TM is to develop cross-border synergies that will lower costs across the network and allow technology- and process-sharing across the attractive agglomeration of telecommunication assets that the company has acquired and absorbed this fast-growing region. KEY INITIATIVES Building Enduring Customer Relationships Fostering a Knowledge-Based Nation Working Towards a High Performance Workforce Excellence Through Training and Organisational Development Towards Greater Innovation Safeguarding the Environment Corporate Social Responsibility — — — — — — — 186 190 196 200 202 205 207 If there is one thing we take pride in, it is our immediate response to any situation. While it may be impossible to prevent disaster and misfortune from happening, it is possible to provide relief. In fact, we feel it is our duty to do so. It is as simple as that. KEY INITIATIVES ood customer relationships are vital for business success, and in today’s highly competitive environment, Customer Relationship Management or CRM is no longer just a catch-phrase. It has become an essential strategy that is widely adopted across industries to help build and sustain customer loyalty. At TM, we believe customers are the life-blood of an organisation and we continuously strive to build enduring and mutually satisfying customer relationships based on trust. G BUILDING ENDURING CUSTOMER RELATIONSHIPS As each customer is unique with different needs and expectations, our integrated and evolving CRM programme is focused on gathering customer insights and using this knowledge to understand our customers better when meeting their needs. CUSTOMERS FIRST During the past year, TM Group has focused its energy and merged the effective deployment of appropriate strategies, processes, people and systems in acquiring, satisfying and retaining customers. The key aim of our CRM programme is to identify and target valued customers, generate quality sales leads, plan and implement marketing campaigns with clear goals and objectives that are aligned with enhancing customer relationships. 186 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Phase 1 of the Integrated Customer Allied Relationship System (iCARE) project which was launched in 2005, has been successfully completed in December 2006. The second and third phases will be implemented concurrently and the system is expected to be deployed in mid-2007. With iCARE, TM has a fully integrated CRM programme to better serve its wide customer base and to transform the entire customer value chain based on global best practices, guidelines and business processes. Once iCARE is fully deployed in 2007, it will improve the Group’s operational effectiveness, enhance customers’ experiences when they come into contact with TM, and address current operational challenges faced by call centres, TMpoint outlets, back office, field engineers and dealers. The introduction of iCARE Integrated Customer Interaction capabilities and workforce scheduling has resulted in superior management of customer interaction, while the quality of customer interactions monitored through sampling has also shown improved efficiency in call centre services. The introduction of field service workforce scheduling, visibility of order status and remote order update capabilities has also helped track the effectiveness of delivery service fulfilment which is vital for customer satisfaction. iCARE has also improved field force management techniques, which emphasise on monitoring the effectiveness and efficiency of installation and restoration. As a result of this, the most updated customer information is available to the field-force which will enable them to address and resolve customers’ complaints quickly. Apart from iCARE, TM’s upgraded Sales Force Automation, or SFA system, allows sales personnel to access real-time customer information which enables them to pursue leads and conclude transactions effectively. They can then proactively identify valuable prospects and target them with sales efforts and campaigns to generate greater returns. The SFA system also comes equipped with a Marketing Encyclopedia, which includes a product library with information on all TM's products and services. Meanwhile, the Business Intelligence Unit has successfully initiated the first season of the RM1 Million Reward ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 187 KEY INITIATIVES Building Enduring Customer Relationships Programme. Launched on 3 May 2006, this group-wide customer profile enrichment initiative is targeted at fixed line, mobile and Internet customers. The reward programme ended on 30 November 2006 with encouraging response from customers. management and servicing skills. This programme will be enhanced with Business Process Training for all front liners to further improve the customer service culture at TM. The programme, aimed at facilitating better understanding of customer profiles and behaviour, has provided valuable customer insights for TM to provide personalised business solution packages through target marketing. With this data, the Group will be able to improve the effectiveness of its marketing campaigns through customer segmentation, while increasing customer retention through predictive churn analysis, as well as loyalty and retention campaigns. CLICK ON TM ONLINE TM Online, launched in 2005, provides customers with the convenience of performing transactions through a secure and customised self-service portal. Through this customer interaction platform, customers are able to download, analyse billing information, make payments and apply for new services online. This platform has the added benefit of reducing congestion at payment counters and lowering customer service costs for TM. CUSTOMER CONTACT POINTS MADE EVEN EASIER A key initiative to further enhance our customer service and operational effectiveness was the transformation, rationalisation and consolidation of the call centre network. The rationalisation exercise was completed in the first quarter of 2006, with the relocation of the existing 19 Contact Centres to four strategic areas i.e. in Kuala Lumpur, Penang, Kuching and Malacca. Apart from the relocation exercise, TM has also streamlined key numbers that customers need to remember whenever they want to request for any service through the contact centres. These include the Single Number Access (SNA) or the ‘100’ number for these products and other services. SNA Number Purpose 100 – TM’s Products and Other Services Customers can call the ‘100’ number to enquire about products and services, fault reporting, payments and billing or to speak directly to a TM customer service representative. 101 – Domestic and International Call Assistance Services Customers only need to dial ‘101’ to be connected to either a domestic or an international number. 103 – Directory Services The directory services number ‘103’ remains unchanged. SNA will be further enhanced with the incorporation of Celcom and TM Net into the system by the second quarter of 2007. Similarly, Celcom and TM Net customers need not remember the numbers 013-1111, 03-36308888, 1300889515, and 1300881515 to contact Celcom and TM Net Call Centres. Instead, they can just have to dial ’100’ and the call will be diverted automatically to the Call Centres. 188 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 FOCUS ON CUSTOMER SERVICE EXCELLENCE A customer’s perception of TM is shaped by his or her point of contact with the Group. As such, all customer service representatives in the contact centres are being retrained in specific areas to achieve excellence in customer service delivery. TM’s subsidiary, VADS Berhad, has been assigned to provide consultancy and training services, as well as to redesign key contact centre operating processes. Throughout the year, the customer centricity programme conducted has included several modules i.e. CRM System Tools & Training (758 End Users), CRM Structured Process (202 Key Users) and Competency Based Training (5,139 Sales, Marketing, Customer Service Management and TMpoint) in an effort to change the mindset and enhance customer In October 2006, TM successfully rolled out the B2C payment gateway which enables customers to make payments online. The B2B functionality will extend these online services to business and corporate customers and is expected to be launched in the first quarter of 2007. DELIVERING COMMUNICATION NEEDS AT TMpoint Following TM’s rebranding exercise in 2005, Kedai Telekom outlets (now known as TMpoint) have undergone a transformation programme aimed at improving efficiency, productivity, customer service and customer experience (convenience, reach, grade of service and image). In 2006, a total of 94 Kedai Telekom outlets have been rationalised, including the conversion of six TM Net service centres called "Clickers" into TMpoint. The remaining outlets will be transformed in 2007. As a result of the transformation, TMpoint Alor Star won the Anugerah Perkhidmatan Kaunter Terbaik from the Ministry of Energy, Water and Communications in August 2006. The first Drive-Thru service was also introduced at TMpoint Alor Star with the second Drive-Thru counter at TMpoint Jalan Burmah, targeted for opening in early 2007. E-kiosk facilities were also deployed in selected TMpoints to provide convenience for customers to pay their TM bills 24 hours a day, seven days a week. In 2007, more e-kiosks will be made available nationwide. TMpoint – a new customer experience Meanwhile, the TMpoint dealership programme is expected to be rolled out in 2007 in an effort to expand TM’s channel reach for more customer convenience. The integration of Celcom outlets with TMpoint is also expected to take place in 2007 with the intention of establishing a one-stop customer service and retail centre for all TM customers. In June 2006, TM successfully launched the New Payment Collection System (Phase 1) for the front-end Point of Sale. This has significantly improved customer payment collection processes at all TMpoints and enabled the handling of larger volumes of transactions. As a result, the average customer waiting and serving time has improved significantly. Phase 2 of the system, which involves the back-end payment clearing house, is scheduled to be rolled out in the third quarter of 2007. When implemented, updating of customer payments will be done in real-time into the billing system, thereby providing an updated customer bill at any time. At our TMpoint outlets, every effort is made to provide customers with solutions. In line with best practices and international standards of service, our service personnel are accountable for every transaction and treat every appointment with customers as a top priority. Visitors to TMpoint can expect a friendly greeting and service that is efficient and knowledgeable. For TM, CRM is an important process that helps to bring together information about customers, sales, marketing effectiveness, responsiveness and market trends. Our efforts are geared toward establishing loyal relationships with customers that are not only profitable but enduring. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 189 KEY INITIATIVES FOSTERING A KNOWLEDGEBASED NATION DATUK PROF GHAUTH JASMON President Universiti Telekom Sdn Bhd (Multimedia University) DATUK IR AHMAD ZAINI MOHD AMIN Chief Executive Officer Multimedia College DR NAS TAMIMI IBRAHIM Chief Executive Officer Telekom Smart School Sdn Bhd (TSS) he rapid advancement in Information and Communication Technology (ICT) has resulted in an acceleration of the global economy, profoundly impacting economies of nations worldwide. Knowledge is the key to success in this intensively competitive environment. As such, to continue to thrive, the nation’s education system must ensure that there exists a wide base of knowledge and skilled workers in the country with a deep understanding and appreciation of ICT. TM’s three educational establishments, namely Multimedia University, Multimedia College and TSS, are collectively helping to nurture a whole future generation of ICT savvy Malaysians through their academic, training and curriculum development activities. T 190 TELEKOM MALAYSIA BERHAD Multimedia University (MMU) was set up in 1996 as the country’s first private university, specialising in engineering, information technology, management and multimedia technology. With a vision of becoming an acclaimed worldclass academic establishment, MMU has continued to make commendable progress in the year under review via its intense involvement in the full range of the university’s responsibilities. These include research, undergraduate and postgraduate education and community services with local and international parties, in addition to winning several notable international and local awards. ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 191 KEY INITIATIVES Fostering a Knowledge-Based Nation With continuing collaboration with some of the best teaching resources in the world, the quality of MMU faculties has been aligned to international standards, enhancing the market value of MMU degrees across the globe. Notable alliances initiated or established in 2006 include partnerships with Soongsil University in Seoul, South Korea, Warsaw School of Economics in Poland, University of Egypt and Falah International University, Saudi Arabia. As testimony to its notable standing as a respectable institution of higher learning, a number of prestigious awards were conferred to lecturers and students of MMU, namely: • • Bronze medal at the 34th International Exhibition of Inventors, New Techniques and Products 2006 (5th – 9th April 2006), Geneva, for the invention of “Synthesising the Semiconducting Nano Crystalline Material by the Novel Approach Using Microwave Solvothermal Way and Studying its Opto Electronic Properties”. The 2006 World Congress Achievement Award in Computer Science, Computer Engineering, and Applied Computing, WorldComp ’06, Las Vegas, Nevada, USA organised by WorldComp ’06. In the year under review, MMU generated a total of 121 diploma graduates, 2,625 Bachelor degree graduates, 197 Master degree graduates and 12 PhD graduates with one Honorary Doctorate. The total number of students had also increased to 19,144, of which 16,345 are local and the remaining 2,799 represent international students from a total of 81 countries. Four new courses were also approved by the Ministry of Education in 2006, namely Master of Engineering in Telecommunications (PSDC), Foundation in Biological Sciences, Bachelor of Science (Hons) in Bio Informatics and Bachelor of Science (Hons) in Medical Information Technology. (Business Idea Category) and HSBC Young Entrepreneurs Awards 2006, as well as third prize for the Intel Cup Undergraduate Electronic Design Contest 2006. As part of an effort to significantly enhance its support for the University’s scholarly pursuits and research activities, the Siti Hasmah Digital Library is committed to implementing the MS ISO 9001:2000 Quality Management System in 2007. This project covers the departments within the libraries of its two campuses. With the successful implementation of this project, MMU’s digital library would be on par with other reputable academic libraries in the country. during the year under review. The SmartOrange Programmes were also introduced in the same year where, based on a 360-degree feedback system, participants were selected and required to attend a structured training programme according to their job grades at MMC. Ranging from Business Process Re-engineering to Strategic Marketing Management, the scheme ensures that an expanding pool of technology savvy and skilled workers is in place. In addition to the Group’s extensive workforce, external groups such as TM’s suppliers, contractors, the armed forces, police personnel and other corporate customers have also benefited from MMC training courses. Established in 1948, Multimedia College (MMC) is the foremost training institution for telecommunications in the country. Since inception, it has progressed from a college that was originally responsible for providing training to staff of the nation’s Telecommunications Department to its appointment in 1980 as a training provider for other Commonwealth countries. This was achieved through its agreement with the Commonwealth Telecommunication Organisation (CTO), which has a membership of more than 130 countries. To support the Government’s call for a knowledge-based economy, a broad range of courses at diploma level are also offered at MMC that meet the precise requirements of the K-economy. Courses under its wing include Diploma in Multimedia (Business & Computing), Diploma in Multimedia Technology and Diploma in Technology (Telecommunications Engineering), which are all recognised by Lembaga Akreditasi Negara (LAN) Certification. During MMC’s 11th Convocation, 462 graduates obtained their diploma from the total of six programmes offered at the college. In line with its primary role as the provider of training and development at various levels for TM staff group-wide, MMC conducted 2,475 courses for over 41,364 trainees TM recognises the importance of education as the source of the Group’s future knowledge workforce and as such, MMC intends to continue developing and improving programmes that address the current and future needs of To inculcate an entrepreneurial spirit throughout the MMU community, the Centre for Commercialisation and Technopreneur Development (CCTD) of MMU was set up. The success of the initiative is evident in the number of awards and prizes received, such as the 2nd Runner-Up position for the MSC-IHL Business Plan Competition 2005 MMC – a leader in telecommunications training 192 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 E-learning, the future of education Human Resource Training and Development, focusing on the fields of Structured Training, Talent Development and Succession Planning. Moving forward, with a vision of becoming a “University College”, MMC aims to be a leading training provider and private higher education institution in the country, offering first-class education to all its students. Telekom Smart School Sdn Bhd (TSS), the country’s premier e-Education provider, attained the Capability Maturity Model Integration (CMMI-SW V1.1) Maturity Level 3 in June 2006, in line with its mission to become a “Leading World-Class Multimedia Education Solutions Provider”. With its success in completing and acquiring numerous projects, including one for the Brunei Ministry of Education for content development, TSS has set its sights on delivering its products and services further into the global market. During the year under review, the 88 existing smart schools nationwide, identified as benchmark schools for the Smart School National Roll-out, were equipped with enhanced TSS Smart School solutions, eSkool and eLearn. TSS has also been entrusted to carry out data migration and population for these 88 schools and to provide applications training, installation and maintenance works. A fresh retail product, designed especially for UPSR students known as eExam, was introduced in June 2006, alongside TSS’s first mass-market product launch, BestariEd. In addition, the Company was also given the mandate to supply, install and commission a series of kindergarten courseware for 40 kindergartens in Penang. To promote and expose teachers and students to novel ways of creating teaching and learning content using e-Learn, a content creation competition was organised at the Company’s adopted school, Sekolah Menengah Kebangsaan Bandar Baru Bangi. At the same time, TSS also played an active role in narrowing the technology gap through numerous initiatives such as the adoption of Sekolah Kebangsaan Batu Tujuh in Tapah, Perak, which provides primary education for the Orang Asli community. The success of the programme is evident in the improvement in the recent UPSR results for the school, where one student also scored 5As. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 193 It is the polished jewel, that shines brightest. Our employees are our most prized resource. Each and everyone of them is a valuable asset as much for their dedication as well as for the promise of their fullest potential. This is why TM conducts comprehensive training programmes and offers staff the opportunity to further their studies. By helping them to achieve their true potential we end up improving ours as well. KEY INITIATIVES ENHANCING STAFF CAPABILITIES As part of its ongoing efforts to develop its human resources, the Human Capital Development (HCD) has created an infrastructure to support this initiative. Building on its existing competency frameworks, HCD recognises that career paths need to be augmented with tested behavioural and technical competencies. In line with this, it has introduced the TM Competency Model which sets the framework of competencies to address the critical capabilities the Group needs in order to achieve business results. There are three components within the TM Competency Model, namely TM Core Values (Kristal), Functional and Behavioural competencies. or TM, 2006 was an extremely challenging year as the Group, embarked on the TM Performance Improvement Program (PIP), focusing on three major initiatives, namely Intensifying Performance Culture, Enhancing Operational Efficiency as well as Developing Leadership and Talent Pool. F 196 TELEKOM MALAYSIA BERHAD INTENSIFYING PERFORMANCE CULTURE A high performance culture organisation fosters a work environment that contributes to continuous learning and improvement and provides both accountability and fairness for all employees. In order to strengthen the performance culture, TM has taken initiatives to enhance staff capabilities ANNUAL REPORT 2006 while, at the same time, creating an environment of personal accountability for performance. This is reinforced by a system of rewards and consequences. As the 360 degree Feedback evolved, the system has been modified to link to performance. This will help the organisation to focus on career development and succession planning, as well as reinforce the current assessment practice and assessment of future talents. Besides Behavioural Competencies, HCD has also built a set of Functional Competencies for Technical, Sales and Marketing which provide Career Path structures and Functional Competencies required for each career level. The purpose of building the Functional Competencies Framework is to institutionalise best practices in the telecommunications industry especially in new technologies, such as the New Generation Network, Broadband and Internet Protocol. TM Business Strategy Business Performance Focus Business Savvy Excellence in Execution Future Focus Strategic Capability & Impact Leading Change Customer Customer Understanding Drive to Deliver Focus Total Commitment To Customers Change Focus Strategic Alignment Capability Building Working Together People Focus Respect and Care Kristal Uncompromising Integrity Functional Competencies and Core Values WORKING TOWARDS A HIGH PERFORMANCE WORKFORCE With the introduction of the SmartOrange TM Competency Based Development Framework in the fourth quarter of 2005, which highlights the required behavioural competencies for executives at various job levels, HCD has strengthened the 360-degree Feedback, its competency evaluation system. This developmental feedback is related to five behavioural competencies, which are People Focus, Customer Focus, Business Performance Focus, Change Focus and Future Focus, as outlined by the TM Competency Model. TM COMPETENCY MODEL Behavioural Competencies AS ORGANISATIONS AROUND THE WORLD STRIVE TO IMPROVE THEIR BUSINESS PERFORMANCE, THE ROLE OF HUMAN RESOURCES HAS BECOME MORE COMPLEX AND STRATEGIC. A KEY CHALLENGE IN TODAY’S EXTREMELY COMPETITIVE WORK ENVIRONMENT IS TO DELIVER A HUMAN CAPITAL STRATEGY THAT ADDRESSES THE ORGANISATION’S CHANGING TALENT REQUIREMENTS, DEMOGRAPHICS, THE LABOUR MARKET AND SOCIAL TRENDS. APART FROM BEING ABLE TO BUILDING AND STRENGTHENING THE LEADERSHIP TALENT POOL, TM’S HR DIVISION ALSO DRIVES BUSINESS STRATEGY BY CONTRIBUTING HR DATA AND ASSESSMENT TO THE ORGANISATION’S MAJOR STRATEGIC DECISIONS AND INVESTMENTS. Functional Competencies With the objective of producing a more comprehensive performance evaluation mechanism, 2006 saw an improvement in the composition of performance appraisal. Instead of evaluating an executive solely based on job performance (KPIs), the element of behavioural competencies was also taken into account in determining overall performance. For 2006, TM approved the score composition of KPIs (from Managing Performance System) against behavioral competencies (from 360-degree Feedback system) at 80% and 20% respectively. SALES INCENTIVE SCHEME In view of TM’s aspiration to become a performance driven organisation, a differentiated rewards program, the Sales Incentive Scheme (SIS), was introduced to recognise and reward efforts of sales executives in customer service and to strengthen the link between salary and performance. The scheme was launched on 1 October 2006 for executives within the different Corporate Sales Divisions in TM Retail. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 197 KEY INITIATIVES Working Towards a High Performance Workforce GROUP CEO MERIT AWARD The ever increasing complexity of the business environment and the resulting accountabilities for executives require for greater flexibility and promptness in TM’s internal reward system. To address this need, the Group CEO Merit Award continues to reward exceptional achievements or honourable deeds by employees. Apart from the Group CEO Merit Award, the TM Group Awards Nite 2006 was held as a special night to reward and recognise deserving employees and operating companies for outstanding efforts and contributions. EMPLOYEE PRODUCTIVITY ENHANCEMENT The Employee Productivity Enhancement (EPE) programme has also been introduced to complement the current Performance Management System. The focus is on managing employees identified as non-performers. The programme focuses on guiding and assisting them towards improving their work performance. ENHANCING OPERATIONAL EFFICIENCY In today’s competitive business environment, TM must enhance its efficiencies through operational excellence. In striving for operational excellence, the Group has embarked on a dynamic and continuous effort to ensure operational efficiency through process and procedures reviews, restructuring of workforce and other initiatives. RESTRUCTURING In August 2006, TM implemented the second phase of its restructuring in a move towards greater alignment of strategy and to increase the execution capacity of the organisation for profitability and growth. Following the reorganisation and in view of the impending retirement of some senior management, key personnel were appointed to head various offices on 1 October 2006. Among others, the businesses of TM Retail, TM Wholesale and TM Net were consolidated under Malaysia Business. TM Ventures, which encompasses other subsidiaries, was created to consolidate the noncore businesses of the Group. These changes were part of the continuing transformation initiatives under the Group’s Performance Improvement Program to strengthen its domestic businesses. coordinated service represents the best avenue for employee inquiries requiring personalised attention. It enhances employee morale and boosts HR efficiency. As at 31 December 2006, a total of 2,967 inquiries have been channelled to HR through the HelpDesk, of which 75% of inquiries were resolved at first contact by Customer Service Representatives. The balance was referred to the relevant specialised support staff. UNIFIED SALES FORCE In April 2006, TM Group Enterprise Sales launched a unified sales force to serve TM enterprise customers was created. Under this initiative there would be a single sales force, i.e. a single point of customer contact for products and services in all lines of business under TM Group. The OSHE policy encompasses several prevailing principles, such as OSHE commitment, hazardous materials, emergency situations, communication and consultation training, field execution, environmental impact, management and resources. To further reinforce the policy, an OSHE Management System, based on the current ISO standards of OHSAS 18001 and EMS 14001, was established in December 2006 and is ready to be adopted by the entire TM Group. HR HELPDESK To enhance operational efficiency and service delivery, the HR HelpDesk was launched on 18 July 2006 as a single point of contact for all HR inquiries and complaints. This centralised and OCCUPATIONAL SAFETY AND HEALTH Safety is of paramount importance at TM. Throughout the organisation, a high standard of management is applied in all operations to ensure occupational safety for the entire workforce. TM will endeavour to achieve global best practices in the formulation of its Occupational, Safety, Health and Environment (OSHE) policy. In the year under review, the Group achieved a good safety record with no fatality cases reported. The success of work safety initiatives undertaken by management, especially at state level, is also reflected in the drastic reduction in the corporate severity rate (SR) to 92.3 per million man hours worked, compared to the previous year’s 3,924.21 per million man hours. Consistency in communication and providing consultation on OSHE issues has also helped to underline the importance of occupational safety and health in daily operations. TM believes that the most effective method to eliminate or diminish workplace health hazards, such as chemicals, noise, radiation and heat stress, is to design and incorporate safeguards. As such, the traditional method of line supervision, procedures and worker training will gradually be replaced with such safeguards. TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 To remain competitive in today’s business environment, effective OSHE management of contractors is imperative. In line with this, TM and the National Institute for Occupational Safety and Health (NIOSH) have signed a Memorandum of Understanding on 21 November 2006 to develop the “NIOSH-TM Safety Passport” (NTMSP) programme to enhance awareness of and compliance with Occupational, Safety and Health (OSH) practices among TM’s contractors. The Memorandum of Understanding which was held in conjunction with the TM OSH Campaign and Exhibition 2006 was witnessed by Dato’ Abdul Wahid Omar with NIOSH’s Chairman, Tan Sri Dato’ Lee Lam Thye. The TM OSH Campaign and Exhibition 2006 was aimed at elevating awareness on the importance of safety and health in the work environment among TM Group employees. The three-day campaign attracted the participation of organisations, such as NIOSH, Department of Occupational Safety & Health (DOSH), Polis DiRaja Malaysia, Fire & Rescue Department, Pasukan Mencari dan Menyelamat Khas Malaysia, Ministry of Health, Tenaga Nasional Berhad, Majlis Kanser Negara (MAKNA) and PM Care Sdn Bhd. A series of talks, a blood donation drive and an exhibition themed “Realising the Safe and Healthy Working Culture” were coordinated during the drive. Health & Safety – a key component of HR practices 198 TM’s overseas subsidiaries also remain committed to the improvement of OSHE matters of its employees. PT Excelcomindo Pratama Tbk (XL) has established a comprehensive set of guidelines and initiated efforts to protect its employees as well as indigenous communities against short and long term health hazards. Efforts include periodic monitoring and analysis of work activities which may affect the health of the workforce, and ensuring that appropriate personal protective equipment is provided. As a result of the strong support from the OSHE Committees at all levels and the initiatives undertaken, TM was conferred the National Occupational Safety and Health Award for 2006, with Pulau Pinang state office receiving the Gold medal whilst the Kedah state office was awarded Silver, in recognition of the respective unit’s dedication to creating a safe and healthy workplace for their employees. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 199 KEY INITIATIVES EXCELLENCE THROUGH TRAINING AND ORGANISATIONAL DEVELOPMENT A MAJOR FOCUS IN TM GROUP TODAY IS DEVELOPING LEADERS AND TALENTS WHO CAN DELIVER THE GROUP’S VISION. HENCE, TM GROUP IS COMMITTED TO DEVELOPING ITS STRATEGIC HUMAN CAPITAL WHICH IS PARAMOUNT TO REALISING ITS VISION OF BEING THE ‘COMMUNICATIONS COMPANY OF CHOICE’ AND TO IMPROVING OPERATIONAL EFFICIENCY WITHIN THE GROUP. Management (LTM) unit of the Transformation and Development division (TDD), organised programmes, such as the Senior Management Development Programme with various organisations such as INSEAD and Harvard Business School as well as other renowned training providers. o create and nurture a talent pool, the Group has introduced a new improved assessment tool, known as ‘Presently Estimated Potential’ in mid 2006 to replace existing tools. These assessments are used as a basis to identify our future leadership and subsequent succession planning for key positions. T During the year under review, the Group has continued to invest in several training initiatives to enhance staff capabilities in the pursuit of excellence. Continuous education is critical to create a highly skilled and efficient workforce focusing on technology such as Next Generation Network (NGN) and Internet Protocol (IP), to give the Group a competitive advantage in the challenging telecommunications sphere. EXCELLENCE THROUGH LEADERSHIP AND TALENT DEVELOPMENT In line with this, several training programmes were carried out in 2006 for TM Group employees. These programmes ranged in length from 2-hour to 2-week long trainings in the areas of functional and generic skills. Functional skills training include sales and marketing, engineering, management, telecommunications and finance. Meanwhile, Under the leadership development framework, a number of programmes have been carried out in 2006. These include programmes in leadership skill enhancement and leadership role modeling. To boost the execution capability of the Group’s leaders and talents, the Leadership & Talent 200 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 In addition, Cross Posting and Internship Programme among companies within TM Group was introduced to enhance skills. This programme has produced a pool of experts support group with improved and enriched cross cultural exposure. EXCELLENCE THROUGH CONTINUOUS LEARNING with challenges such as increasing competition from businesses locally and across the world. The organisation and its workforce have been more careful on the choice of strategies and have managed to remain competitive. All employees in the organisation have demonstrated their accountability and commitment to ensuring that strategies were implemented effectively. Our experience has shown that training, strong commitment and hard work are the critical enablers, contributing towards performance management that yields results. Consequently, TM has been putting more focus on effectiveness, ensuring that systems and processes in the organisation are applied in the right way to achieve results. A major vehicle in achieving excellence through performance, was the adoption of the Balanced Scorecard methodology as a tool for performance management. Using this methodology, results across the organisation were properly aligned to achieve the overall results needed for TM to survive and thrive. generic skills training cover areas such as communication, work ethics, professionalism, leadership, integrity and career development. Under the TM Group’s competency model, employees with competency gaps were also identified and invited to attend training programmes related to the required competencies. The SmartOrange Programme which revolves around improving behavioural competencies of employees started in May 2006. Since then, more than 90 sessions have been conducted and more than 1,700 executives have attended these programmes. The SmartOrange training programmme was established to ensure that our key assets, the employees, are competent to face current and future challenges. EXCELLENCE THROUGH PERFORMANCE MANAGEMENT In support of the organisation’s Balanced Scorecard, Group Human Resource has implemented its Strategy Map. This will ensure that all HR practitioners understand their contributions towards TM’s overall goals and improve their position as strategic business partners. The strategy map focuses on realising a motivated and knowledgeable workforce that strives on operational excellence to delight the customers and working partners, which will eventually translate into increased productivity and business profitability. Moving forward, the expansion of TM Group’s businesses in the domestic and international markets will necessitate a greater pool of talent and a more responsive and highly skilled workforce. The Group will continue to move towards a productivity and performance-based culture and to focus on improvements in staff performance. Throughout the year, inculcating and intensifying performance management at all levels continued to be the primary catalyst to boost workforce performance. TM was faced ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 201 KEY INITIATIVES TOWARDS GREATER INNOVATION WITH TECHNOLOGY PROGRESSING AT BREAKNECK SPEED, THERE IS A NEED TO SUSTAIN COMPETITIVENESS THROUGH CONTINUOUS OFFERINGS OF BETTER PRODUCTS AND SERVICES IN THE MARKETPLACE. IN VIEW OF THIS, TELEKOM RESEARCH & DEVELOPMENT SDN BHD (TMR&D) WAS SET UP TO SPEARHEAD RESEARCH AND DEVELOPMENT ACTIVITIES TO BETTER POSITION THE GROUP AMIDST CONTINUOUS TECHNOLOGICAL CHALLENGES IN AN EVERCHANGING ICT ENVIRONMENT. ince its incorporation in October 2000, TMR&D has played a significant role in ensuring that TM continues to provide customised solutions to its customers, through constant identification and analysis of priority research areas in ICT. Its research and development efforts are designed to correspond with TM’s objectives and are guided by emerging technology trends, the national ICT roadmap and MyICMS886 that specify technologies of interest in the fields of services, infrastructure and growth. S 2006 was another year of strong financial performance for TMR&D where a profit after tax (PAT) of RM2.88 million was recorded for the financial year ended 31 December 2006, representing an increase of 55% from RM1.866 million in 2005. This was achieved on the back of a 6% growth in total revenue to RM87.7 million compared to RM82.6 million in the previous year. KEEPING UP WITH THE INDUSTRY THROUGH COMMERCIALISATION & QUALITY In line with the Group’s direction to move towards the commercialisation of R&D products and services, 15 products were successfully commercialised during the course of 2006 by TMR&D. It continued to actively participate in product exhibitions, international conferences, award competitions, as well as strengthen its research collaborations with international partners in its effort to stay ahead in the technology space and support its commercialisation activities. Covering essentially basic and applied research, together with experimental development in 9 research programmes, the Company’s R&D activities seek to focus on niche technologies with high returns and to bridge the gap between research and commercialisation activities. The research areas identified include High-Speed Optical Networks & NGN, High-Speed Wireless Broadband and 4G Cellular & Radio Technologies as well as Microelectronic & Nanotechnology. In 2006, a total of 69 research projects were planned and executed, of which 33 were successfully completed according to schedule. The remaining projects are scheduled for completion in 2007 and beyond. initiatives such as Capability Maturity Model Integrated (CMMI) and Product Quality Assurance (PQA) to ensure that R&D processes can be further reinforced. To demonstrate TMR&D’s commitment to excellence, several of the Company’s products were awarded with recognition in 2006, such as: • International Invention, Innovation, Industrial Design & Technology Exhibition (ITEX’06) – – Innovative Product Award for KenalMuka (Face Recognition System) Genius Prize Budapest for KenalMuka – Gold Awards for KenalMuka and XstreamX (Video-streaming engine) – Bronze Awards for EPON Network Solution & Micro Probes • International Federation of Inventors’ Associations (IFIA) Genius-Budapest International Invention Fair – Grand Genius KenalMuka Award for – Diploma (awarded by the Romanian Ministry of Education & Research) for KenalMuka INTELLECTUAL PROPERTY & COLLABORATION TO ENHANCE CAPACITY BUILDING The increased awareness of Intellectual Property as a manifestation of a company’s competitive edge has led to a 4.7% growth in the number of filed applications compared to the previous year. As of December 2006, TMR&D has successfully filed 22 patents, 24 industrial designs, 11 layout designs for integrated circuits and 54 copyrights. With a view towards creating synergies and increasing capacity building, TMR&D signed a number of collaborative agreements with several organisations in 2006, including alliances with Ericsson, ZTE and Huawei on various NGN-related network platforms and services. Among them are NGN Integration for Multivendor Platform and IP Multimedia Subsystem (IMS) Application using Service Development Studio (SDS) with Ericsson, NGN and Internet Protocol Television (IPTV) infrastructure with ZTE and local number portability over Smart Home Location Register (SHLR) with Huawei. TMR&D has also signed a Memorandum of Understanding (MoU) with PT Telekomunikasi Indonesia (Telkom RDC) for collaboration in the field of NGN. In 2006, TMR&D also signed an MoU with the Center for TeleInFrastruktur (CTIF), Aalborg University, Denmark. The MoU covers several areas including Antennas and Transmission Conditions, Cellular Systems, Digital Communication, RF Integrated Systems and Circuits, Wireless Networks, Speech and Multimedia Communication, Network Planning, Satellite, and Wireless Computing & Security. HUMAN AND INTELLECTUAL CAPITAL Recognising the importance of boosting staff strength to provide a wider intellectual network and to meet market demand, TMR&D expanded its workforce to 369 in 2006 compared to 342 in the previous year. TMR&D is mindful that, to spur creativity and innovativeness of its research team, it is essential that a culture of K-Sharing and entrepreneurship is infused in the R&D environment. In this regard, TMR&D has implemented quality Fostering innovation through Research & Development 202 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 203 KEY INITIATIVES Towards Greater Innovation • Advanced International Conference on Telecommunication (AICT'06) (French Caribbean); • Asia Pacific Conference on Communications (Korea); • IEEE TENCON 2006 (Hong Kong); • 6th International Conference Numerical Simulation of Optoelectronic Devices, Nanyang Technological University (Singapore); • OCEANS 2006 Asia Pacific IEEE (Singapore); • 6th IEEE International Conference on Computer and Information Technology (Korea); • Of the 369 personnel, 270 are researchers in the Research Division while the rest are in non-research divisions. TMR&D recognises the role of education in producing multi-skilled professionals in specialised areas and also in the development of human capital via the enhancement of their technological and business skills. As such, the PostGraduate Scheme programme (Skim Ijazah Lanjutan) was introduced in 2004 to provide opportunities for TMR&D staff to acquire postgraduate qualifications while working. As of 31 December 2006, 43 full-time employees have been offered the opportunity to pursue their studies through this scheme. As a commitment towards skill enhancing and sharing of expertise and knowledge, a number of TMR&D researchers have also been involved in industrial attachments through sabbatical programmes. • 6th International Conference Numerical Simulation of Optoelectronic Devices Nanyang Technological University (Singapore); The Fourth International Conference on Advances in Mobile Computing & Multimedia (MoMM2006) (Indonesia). GIVING BACK TO SOCIETY THROUGH KNOWLEDGE & SKILLS ENHANCEMENT The year 2006 witnessed TMR&D playing a vital role in nation-building via its commitment to providing education. During the year, 74 students of various levels were offered to participate in its internship programmes. Industrial training programmes were also conducted through collaboration with local universities throughout the country. 9th IEEE International Conference on Advanced Communication Technology (Korea); • The International Association of Science and Technology for Development (IASTED) International Conference on Networks and Communication Systems (Thailand); • Electrical Engineering/Electronics, Computer, Telecommunications and Information Technology Conference (Thailand); TM CONTINUES TO UPHOLD ITS COMMITMENT TO BUILD AND CONDUCT ITS BUSINESS RESPONSIBLY WHEREVER IT OPERATES. AS A REGIONAL ORGANISATION, THE GROUP RECOGNISES THE PROFOUND IMPACT ITS BUSINESS HAS ON THE INDIGENOUS COMMUNITIES. AS SUCH, TM CONTINUES TO ADOPT INITIATIVES AND SET GUIDELINES THAT CAN BE ADHERED TO BY THE ENTIRE GROUP TO ENSURE THE PROTECTION OF THE ENVIRONMENT IT OPERATES IN. he Group controls a great amount of equipment and network elements within its vast network. To date, there are 845 exchanges, 4,941 mobile base transceiver stations and 1,100 wireless Internet hotspot locations throughout Malaysia alone, serving a total of 4.4 million fixed line customers, 864,358 broadband Internet customers and 972,007 narrowband Internet customers. As such, a number of activities have been undertaken throughout the Group to ensure that the organisational impact on the environment is kept to a minimum. T COMPLYING WITH RADIO FREQUENCY EXPOSURE SAFETY STANDARDS TM has rigorous processes in place to ensure that the design and the operation of its mobile phone base stations comply with the national and international radio frequency exposure safety standards. In 2006, Celcom and the Malaysian Institute of Nuclear Technology (MINT) conducted a survey to measure the level of radiation and radio frequency exposure to operational and maintenance staff who performed regular inspection work at the tower. The findings indicate that the measured field strengths are well below the exposure limits set by the Malaysian Communications and Multimedia Commission (MCMC) and the International Commission of Non-Ionising Radiation Protection (ICNIRP) guidelines for workers as well as members of the public. In 2006, 90 papers were submitted by researchers at TMR&D, out of which, 51 were presented in several international conferences including: • SAFEGUARDING THE ENVIRONMENT Capability Building via Research & Development 204 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 205 KEY INITIATIVES Safeguarding the Environment MINIMISING ENVIRONMENTAL INTRUSIONS The Group also takes a meticulous approach in the selection of locations for its operational and network infrastructure. In this regard, TM’s environmental commitment is to ensure that environmental nuisances and intrusions due to its infrastructure are minimised. Procedures and guidelines, which are either aligned with or exceeding Government requirements, are established and continuously improved to ensure that the impact on landscape and biodiversity are minimised. CONTRIBUTING TOWARDS ENVIRONMENTAL RESEARCH To further independent research on the environment, TM has supported studies on the planet’s climate balance. The internationally recognised achievement of the Multimedia University Antarctica Research Team in conducting “ground truth measurements” involving field measurements in the sea ice and ice shelf areas annually since 2001, demonstrates TM’s role in research activities to preserve the planet for future generations. PROTECTING THE ENVIRONMENT TM has embarked on an awareness and conservation programme of the environment by building a 1,233 square feet retaining wall at a cost of RM430,000.00 to protect a 100-year old Jelutong tree in the forest reserve on top of Bukit Nanas, near Menara Kuala Lumpur. A wooden platform, which links to a 70-metre hanging bridge that runs through the forest 206 TELEKOM MALAYSIA BERHAD reserve, was also constructed for visitors to walk on. For additional unique eco-tourism experiences within city walls, other ecological attractions such as Boardwalk, Day and Night Tours, Forest Walk, Campings, and BBQ facilities are offered at the site. RECYCLING FOR THE FUTURE As a staunch supporter of recycling the past for the benefit of the future, Multimedia College, the Group’s training arm, has started a campaign to encourage TM’s staff to donate their old books to the college’s library, which has successfully collected over 300 books of various relevant genres. At the same time, TM, through Multimedia University, has contributed recyclable used PCs that can be put to good use by schools and charitable organisations. Apart from being a charitable deed, the drive, first initiated in 2004, allows the Group to play its part in addressing the global issue of electronic waste. During 2006, two separate events were organised, one in May and another in November, to give away 110 units of second-hand PCs to 30 schools and one charitable organisation. Compliance and Safety Unit of TM Facilities was created to ensure that regular audits are conducted on compliance with set standards in waste management. This commitment is not limited to the Group’s local establishments but also extended regionally. TM’s Indonesian subsidiary, PT Excelcomindo Pratama Tbk (XL), applies comprehensive policies and guidelines in this area. For instance, all waste oils and greases are appropriately labelled and stored in designated storage areas. Dialog Telekom, TM’s Sri Lankan subsidiary, also ensures that best practices are adhered to during network rollout and waste disposal. This ensures that its activities are conducted responsibly to protect the environment as well as the safety and health of its employees. CORPORATE SOCIAL RESPONSIBILITY TM GROUP’S LONG STANDING TRADITION OF CONTRIBUTING TO SOCIETY AND THE NATION IS DERIVED FROM ITS FIRM BELIEF IN GOOD CORPORATE GOVERNANCE AND RESPONSIBILITY. BY INTEGRATING SOCIAL RESPONSIBILITY WITH ALL ITS ACTIVITIES, THE GROUP’S EFFORTS ARE CARRIED OUT TO ACHIEVE VALUABLE OBJECTIVES, FROM HELPING TO BRIDGE THE DIGITAL DIVIDE BETWEEN RURAL AND URBAN SOCIETIES, MOVING THE NATION INTO THE DIGITAL ERA, IMPROVING EDUCATION, SPORTS DEVELOPMENT, SUPPORTING THE STAGING OF WORLD CLASS SPORTS EVENTS, TO CONTRIBUTING TO THE COMMUNITY. aintaining its CSR thrust through three major platforms, i.e. education, sports development and community & nation-building, the TM Group spent in excess of RM75 million in 2006 towards programmes and activities which are guided by its CSR policies and objectives. M WHAT DO WE STAND FOR? TM also recognises the importance of efficient vehicle waste management. With a fleet of 5,343 vehicles and 29 service centres to serve the Group’s vast transportation needs, TM has engaged professional waste disposal contractors to ensure effective waste management. To further facilitate the waste management process, the ANNUAL REPORT 2006 TM CSR POLICY ‘Companies within the TM Group shall undertake social, philanthropic or community development programmes which are aligned with their business strategies or that will benefit the broader interests of the community, while complementing the efforts of the Government towards nation-building.’ TM CSR OBJECTIVES In carrying out its CSR responsibilities, the TM Group is committed to achieving several broad objectives which serve as beacons for the planning of all activities and ensuring that all actions meet expectations of good corporate governance, ethical corporate values and corporate citizenry. The Group also ensures that its initiatives in this area bring value to society in meaningful and tangible ways, build a corporate culture of social service and responsibility as well as reinforce the Group’s brand position and business relationships. In addition, these objectives serve as useful guidelines for the Group in the evaluation of proposals received from our various stakeholders for CSR projects, programmes and activities. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 207 KEY INITIATIVES Corporate Social Responsibility SPORTS DEVELOPMENT Under this platform, the Group aims to contribute towards the building of talent at grassroots level through its support of developmental programmes especially in football. Going beyond this objective, the Group’s initiatives under this platform also serve to promote Malaysia as a preferred destination for sports tourism. OUR CORE CSR THRUSTS Within the platforms of education, sports development and community & nation-building, the Group carries out activities that create a value proposition for all parties concerned. EDUCATION Under its education platform, the Group seeks to contribute towards building human capital for the nation in the areas of ICT, multimedia and language proficiency, especially in the English language. TM’s role as the major and title sponsor of Liga Malaysia, the national professional football league, continued in 2006. Assisting human capital development through scholarships Established since 1994 and having provided financial support for over 10,000 students, Yayasan Telekom Malaysia (Yayasan TM or TM Foundation) continued to provide scholarships and educational loans in 2006 to support the cause of human capital development for the nation. The year saw the foundation allocating RM45.6 million for this purpose, forming the major portion of its activities and expenditure under the education platform. A total of 123 scholarships were awarded to students at Preparatory, Diploma, First Degree and PostGraduate levels for academic programmes in recognised local and overseas institutes of higher learning, some of which include the reputable Cambridge University, Oxford University and the London School of Economics, among others. Meanwhile, Yayasan TM also provided financial assistance to 700 needy students from government secondary schools. Overall, Yayasan TM currently sponsors 3,558 students in its various scholarship schemes. Befitting its objective of providing for human capital development, TM has also contributed to the development of its own staff. In 2006, Yayasan TM allocated RM5.26 million for staff to enroll in programmes from Diploma to PhD level, both locally and abroad. A total of 110 staff members benefited from this assistance. 208 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 With the aim of being the catalyst for the nation’s thrust into the digital era and the development of the Multimedia Super Corridor (MSC), TM had set up Multimedia University (MMU) in 1997 at a cost of more than RM800 million. As the nation’s first private university dedicated to ICT education, MMU has grown from strength to strength since its inception. MMU today enjoys the reputation as the best private university in Malaysia. With a current student population in excess of 20,000, MMU has to date produced more than 12,900 graduates with ICT skills. On the average, 93% of MMU graduates are employed within six months of graduating, with many being sought after by multinational companies locally and abroad. In supporting the government’s call for GLCs to help champion one of the eight core sports identified for further development, TM has sponsored Liga Malaysia since 2005, with an allocation of RM8.5 million a year. TM’s sponsorships have enabled all states to benefit from an injection of funds to aid the development and promotion of football in their respective areas, which has resulted in a marked increase in interest towards local football from increased gate attendance at football stadiums. Meanwhile in early 2006, the Group sponsored a football reality programme, MyTeam, aimed at identifying and nurturing football talent at grassroots level. Scouting the country for football talents, the programme garnered an interest of more than 200,000 enthusiasts, out of which 18,000 went through the trials to go head-on with Malaysia’s national team. The final match showdown saw spirit and determination in MyTeam, although it narrowly lost to the national team. The Le Tour de Langkawi international cycling event, which the Group has long been associated with, continued to receive sponsorship and organisational assistance from the Group. Over the years, this event has not only helped put the nation on the world map, but more importantly has spurred the development of home grown cycling talents able to compete at international level. In addition to these major sponsorships, TM Group also provided cash and inkind contributions for other sports events such as the Monsoon Cup, an international world-class match-race sailing regatta in Terengganu, the FEI World Cup Show Jumping, SUKMA XI Kedah, the North-Pole expedition, TM Forest Towerthon Challenge and the Mount Kinabalu International Climbathon. COMMUNITY/NATION-BUILDING Under its community/nation-building platform, the Group seeks to enrich the lives of the needy and less fortunate through its sponsorship assistance to NGOs, charitable organisations and welfare institutions. In the sphere of nation-building, the Group supports activities, community development programmes and national events that aim to enhance national unity, economic development and bridge the digital divide. Service to the community and the nation ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 209 KEY INITIATIVES Corporate Social Responsibility A major initiative under this platform was the Certificate in Business English & Communication Skills Programme (CiBEC), intended to provide skills training to unemployed graduates. With an allocation of RM2 million, TM targeted a total of 1,000 graduates and provided them with intensive English language and communication skills training. At the end of the training session, each participant received a certificate issued by the Business Advanced Technology Centre (BATC) of Universiti Teknologi Malaysia (UTM). TM also continued its support and involvement in school adoption programmes in 2006. Its collaboration with the Ministry of Energy, Water & Communications’ Sekolah Angkat Programme saw TM adopting the rural SMK Ayer Lanas school in Jeli, Kelantan, for a period of three years since 2004. Under this programme, the Group’s involvement included the installation of ICT infrastructure, facilities and training for teachers, students and the local community, resulting in marked improvements in students’ ICT skills and understanding. A total of 1,200 students, 86 teachers and the PIBG were provided with ICT training. In late 2006, Khazanah Nasional coordinated a similar programme to help rural schools in Penang under its PINTAR Programme. With an allocation of close to RM1 million, TM Group adopted two rural primary schools for a period of three years beginning early 2007, in Penang. Assistance will be in the form of providing ICT support such as PCs and hardware, broadband 210 TELEKOM MALAYSIA BERHAD The Group also spent in excess of RM500,000 to support National Day celebrations, through sponsorship and distribution of the national flags, national parade, TV clips, banners and buntings. infrastructure, ICT training, motivational courses, financial assistance and scholarships to students with academic potential. Educational visits are also planned, as well as financial and inkind assistance for school repairs and infrastructural needs. BEYOND CORE CSR PLATFORMS In its belief that CSR should take on a holistic approach, TM Group has also placed emphasis on its commitment to internal CSR practices. These include adherence to good corporate governance principles, risk management, performance measurement, employee satisfaction monitoring, staff training as well as health and safety issues. Celcom and TM Net, the Group’s mobile and Internet arms respectively, also played a key role in community/ nation building with school and community benefit programmes. The Celcom Xchange Programme was created to empower youth through the element of community service. With a yearly allocation of RM1.5 million, the programme, involving 20 students per school from 140 schools throughout the country, enabled students to develop creative community service ideas for implementation. The programme was created with the ultimate objective of instilling a culture of community service and caring values. TM Net, meanwhile, continued its national level Cyberschool Community Project involving 17 schools throughout the country. This three-year Streamyx sponsorship programme which began in 2004 saw TM Net providing broadband access, PCs and ICT training to the schools. In addition, and in support of the nation’s broadband agenda, the ‘TM Net Goes to School’ initiative saw the Company embrace programmes to educate students on leveraging the benefits of broadband. The programme saw participation from more than 5,000 students from over 100 schools in Negeri Sembilan, Melaka, Selangor and Kelantan. ANNUAL REPORT 2006 On the corporate governance front, TM has established positions for independent non-executive directors on its Board. A clear demarcation of the roles of the Board and the Management Committee has provided for smooth running of Group operations. Strict financial authority limits have been set for management personnel throughout the Group. A code of conduct covering ethical business practices for employee behaviour and procurement processes has also been published and provided for staff reference. Enterprise risk management practices have been introduced and embedded into daily business operations through the Group’s Balanced Scorecard process. This has helped to mitigate risk and cost in the Group’s conduct of its business activities. Building a brighter future for football In line with its yearly commitment, TM continued its sponsorship of school students to the Formula 1 Grand Prix in Sepang. TM sponsored the full cost of tickets, F&B and transport for 400 students from 10 schools in Wilayah Persekutuan and Selangor to witness the world-renowned sporting event. TM Group has always been sensitive towards the plight of the less fortunate and the needy. In view of this, TM continued to provide financial assistance to NGOs, charitable and welfare organisations. Beneficiaries included senior citizens, the disabled, the orphaned and the abused. Other notable contributions from the Group included cash and in-kind contributions (prepaid cards) to the Armed Forces for the Hari Raya celebrations, assistance to Tabung Haji pilgrims in the form of prepaid cards and prayer amenities, cash contributions for Workers Day and Warriors Day celebrations as well as sponsorship support for Federation of Malaysian Consumer Association’s (FOMCA) consumer education activities. The Group’s performance targets or Key Performance Indicators (KPIs) are cascaded throughout the organisation through the Balanced Scorecard process. It is against this backdrop that staff performance evaluations are carried out through the Group’s online measurement system called MAPS, which is accessible to employees. An online employee satisfaction survey conducted on a yearly basis helps to gauge employee satisfaction and sentiments at the workplace. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 211 KEY INITIATIVES Corporate Social Responsibility With training as an important component for development, all staff of the Group are required to undergo at least 40 hours of training yearly. Through the Group’s SmartOrange initiative, all staff are assessed on their competencies on a yearly basis, where gaps are identified and directed towards the appropriate training and skills development programmes. Health and safety steering and working committees have been established at corporate and regional levels to allow for effective monitoring and escalation of health and safety related issues throughout the Group. CSR BEYOND MALAYSIAN SHORES With business operations and investments in nine countries that include Indonesia, Singapore, Thailand, Cambodia, Sri Lanka, Bangladesh, India, Pakistan and Iran, CSR practices within TM Group extend beyond Malaysian shores. For example, under the banner of XL Care, PT Excelcomindo Pratama TBK (XL), TM’s Indonesian subsidiary, carried out a host of CSR programmes throughout Indonesia. Focusing its CSR activities primarily on ICT education and community support, XL provided assistance in the form of computer donations, construction of labs, training and support for IT competitions for schools and organisations around the country. In terms of community support, XL provided cash and in-kind assistance such as food, medicine and telecommunication services to disaster victims of the earthquake in Jogjakarta, Sumatran floods and the mini tsunami in Western Java. The Change Trust Fund established in 1999 by Dialog Telekom Limited, TM’s Sri Lankan subsidiary, has established itself as one of the company’s key CSR initiatives. Funded through a unique one-to-one matching donations framework between the Company and its customers, the trust fund provides support through numerous charitable initiatives to marginalised segments of Sri Lankan society. A major project in 2006 included the setting up of a ‘listening library’ to enhance the capabilities of visually-impaired soldiers. Other notable contributions include the establishment of a teaching studio at the Ministry of Education for the transmission of lectures to remote schools via microwave radio communications (Digital Bridge), and the development of a mass alert disaster warning system for Sri Lanka in the wake of the 2004 tsunami using GSM communications technology (DEWN). HUMANITARIAN ASSISTANCE In its commitment to humanitarian efforts in times of national and international calamities, TM Group mobilised its resources in aid of the flood victims in the hard-hit state of Johor and other affected parts of the country. Contributing over RM1.2 million for this cause, the Group provided in-kind assistance and essential items for victims at the various relief centres. The Group also deployed its fleet of vehicles at the disposal of relief and rescue personnel. Celcom, TM’s mobile arm, ran an SMS-based donation drive while providing relief workers and its affected customers with airtime reload cards. Some 200 TM staff affected by the floods in Johor, Melaka and Pahang were also provided with an immediate cash contribution of RM500 each. Meanwhile, an internal staff donation drive was organised to raise funds to further assist affected staff. Heeding the government’s call for its ‘Village Adoption Programme’, TM Group adopted five flood-affected villages in the district of Muar. Over 200 TM staff were mobilised to provide assistance to the villagers to clean-up their homes, schools, mosques and community centres. In addition, Celcom also provided cash and in-kind contributions to families in affected villages, including RM150 each to families in affected villages. In-kind contributions of clothing and prayer items were also provided to flood victims in the respective villages. SILVER BOOK GUIDELINES Towards the third quarter of 2006, Khazanah Nasional, the government’s investment arm, came up with a series of guidelines called the Silver Book Guidelines governing social contributions by GLCs. TM has taken steps to streamline, enhance and implement the areas recommended for improvement by the end of the first quarter of 2007. Overall, 2006 saw TM Group maintain its CSR efforts on all its three major platforms, while also paying attention to internal programmes. The assessment by Khazanah Nasional on TM’s management of its CSR activities in line with the Silver Book Guidelines proves that the Group is well on track towards having an effective social contributions programme. The TM Group is proud of its rich and long tradition of fulfilling its social contributions and its track record of good corporate governance. It stands committed to the practice of good CSR activities for the benefit of Company, community and nation. Based on these guidelines, the TM Group was assessed and was found to have a well-managed CSR contribution structure and process in place. Areas for further improvements were recommended, including the need for the introduction of standard cost-benefit assessment tools, the roll-out of the contributions policy and institutionalising a standardised CSR tracking and reporting system. TM’s other subsidiaries in Bangladesh and Cambodia as well as affiliate companies in Thailand and Singapore continued their contributions through various programmes such as scholarship support for deserving students, support for sports development, community and global social responsibility initiatives, educational, vocational and IT development. CSR activities by our regional subsidiaries 212 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 213 Once lit it is impossible to take passion away. It is far better to fan its flames. Football is more than just a game. It is a symbol that ignites passion and instils pride amongst multitudes of Malaysians. More importantly, it is a shining example of what can be achieved through discipline, perseverance and unity. As a firm supporter of the Liga Malaysia, it is our aim that this sport continues to inspire and bring out the best in all Malaysians. STATEMENT OF RESPONSIBILITY BY DIRECTORS Statement of RESPONSIBILITY BY DIRECTORS IN RESPECT OF THE PREPARATION OF THE ANNUAL AUDITED FINANCIAL STATEMENTS he Directors are required by the Companies Act, 1965 to prepare financial statements for each financial year which have been made out in accordance with the applicable approved accounting standards in Malaysia and give a true and fair view of the state of affairs of the Group and the Company at the end of the financial year and of the results and cash flows of the Group and the Company for the financial year. T FINANCIAL STATEMENTS • prepared financial statements on the going concern basis as the Directors have a reasonable expectation, having made enquiries, that the Group and the Company have adequate resources to continue in operational existence for the foreseeable future. The Directors have the responsibility to ensure that the Group and the Company keeps accounting records which disclose with reasonable accuracy the financial position of the Group and the Company and which enable them to ensure the Statement of Responsibility by Directors Directors’ Report Significant Accounting Policies Income Statements Balance Sheets Consolidated Statement of Changes in Equity Company Statement of Changes in Equity Cash Flow Statements Notes to the Financial Statements Statement by Directors Statutory Declaration Report of the Auditors General Information — — — — — — — — — — — — — 217 218 223 239 240 241 243 244 245 347 347 348 349 In preparing the financial statements, financial statements comply with the Companies the Directors have: Act, 1965. • adopted appropriate accounting policies and applied them consistently; • made judgements and estimates that are reasonable and prudent; • ensured that all applicable approved accounting standards have been followed; and The Directors have the overall responsibilities to take such steps as are reasonably open to them to safeguard the assets of the Group and for establishment and implementation of appropriate accounting and internal control systems for the prevention and detection of fraud and other irregularities. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 217 DIRECTORS’ REPORT DIRECTORS’ REPORT DIRECTORS’ REPORT for the year ended 31 December 2006 for the year ended 31 December 2006 1. The Directors have pleasure in submitting their annual report and the audited financial statements of the Group and the Company for the year ended 31 December 2006. EMPLOYEES’ SHARE OPTION SCHEME 6. PRINCIPAL ACTIVITIES 2. Details of the Company’s Employees’ Share Option Scheme (ESOS 3) are as disclosed in note 13(a) to the financial statements. The expiry date of ESOS 3 is 31 July 2007. The Company has been granted an exemption by the Companies Commission of Malaysia via a letter dated 19 January 2007 from having to disclose in this report the names of the persons to whom options have been granted during the period and details of their holdings pursuant to Section 169(11) of the Companies Act, 1965, except for information on employees who were granted options representing 100,000 ordinary shares and above. The principal activities of the Company during the year are the establishment, maintenance and provision of telecommunication and related services under the licence issued by the Ministry of Energy, Water and Communications. The principal activities of the subsidiaries are set out in note 50 to the financial statements. There was no significant change in the nature of these activities during the year. None of the employees of the Group and the Company were granted options representing 100,000 ordinary shares and above during the year ended 31 December 2006. RESULTS 3. The results of the operations of the Group and the Company for the year were as follows: The Group The Company RM million RM million 4. Profit for the year attributable to: – Equity holders of the Company – Minority interests 2,068.8 233.5 534.7 — Profit for the year 2,302.3 534.7 Since the end of the previous year, the dividends paid, declared or proposed on ordinary shares by the Company are as follows: (a) (b) (c) During the year, the issued and fully paid-up share capital of the Company was increased by the issuance of 6,139,500 ordinary shares of RM1 each for cash under ESOS 3, detailed as follows: Number of shares issued Exercise price per share 5,995,000 1,000 46,000 97,500 RM7.09 RM8.02 RM9.32 RM9.22 These shares rank pari-passu in all respects with the existing issued ordinary shares of the Company. MOVEMENTS ON RESERVES AND PROVISIONS RM million 218 7. In the opinion of the Directors, the results of the operations of the Group and the Company during the year were not substantially affected by any item, transaction or event of a material and unusual nature. DIVIDENDS 5. SHARE CAPITAL 8. All material transfers to or from reserves or provisions during the year have been disclosed in the financial statements. STATUTORY INFORMATION ON THE FINANCIAL STATEMENTS 9. Before the financial statements of the Group and the Company were prepared, the Directors took reasonable steps to: In respect of the year ended 31 December 2005, a final gross dividend of 25.0 sen per share less tax at 28% was paid on 20 June 2006 610.9 (a) In respect of the year ended 31 December 2006, an interim gross dividend of 16.0 sen per share less tax at 28% was paid on 18 September 2006 ascertain that actions had been taken in relation to the writing off of bad debts and the making of allowance for doubtful debts and satisfied themselves that all known bad debts had been written off and that adequate allowance had been made for doubtful debts; and 391.0 (b) ensure that any current assets which were unlikely to be realised at their book value in the ordinary course of business had been written down to their expected realisable values. In respect of the year ended 31 December 2006, the Directors now recommend a final gross dividend of 30.0 sen per share less tax at 27% (2005: a final gross dividend of 25.0 sen per share less tax at 28%) subject to the shareholders’ approval at the forthcoming Annual General Meeting of the Company. TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 219 DIRECTORS’ REPORT DIRECTORS’ REPORT DIRECTORS’ REPORT for the year ended 31 December 2006 for the year ended 31 December 2006 STATUTORY INFORMATION ON THE FINANCIAL STATEMENTS (continued) DIRECTORS’ INTEREST 10. At the date of this report, the Directors are not aware of any circumstances which: 16. In accordance with the Register of Directors' Shareholdings, the Directors who held office at the end of the year and have interest in shares and options over shares in the Company and subsidiaries are as follows: (a) (b) would render the amounts written off for bad debts or the amount of allowance for doubtful debts in the financial statements of the Group and the Company inadequate to any substantial extent or the values attributed to current assets in the financial statements of the Group and the Company misleading; and have arisen which render adherence to the existing method of valuation of assets or liabilities of the Group and the Company misleading or inappropriate. Interest in the Company Tan Sri Dato’ Ir. Muhammad Radzi Haji Mansor Dato’ Dr. Abdul Rahim Haji Daud Number of ordinary shares of RM1 each Balance at Balance at 1.1.2006 Bought Sold 31.12.2006 123,500 145,000 — — — — 123,500 145,000 11. In the interval between the end of the year and the date of this report: (a) (b) no items, transactions or other events of material and unusual nature has arisen which, in the opinion of the Directors, would substantially affect the results of the operations of the Group and the Company for the year in which this report is made; and no charge has arisen on the assets of any company in the Group which secures the liability of any other person nor has any contingent liability arisen in any company in the Group. 12. No contingent or other liability of any company in the Group has become enforceable or is likely to become enforceable within the period of twelve (12) months after the end of the year which, in the opinion of the Directors, will or may affect the ability of the Group or the Company to meet their obligations when they fall due. 13. At the date of this report, the Directors are not aware of any circumstances not otherwise dealt with in this report or the financial statements of the Group and the Company, which would render any amount stated in the financial statements misleading. DIRECTORS 14. The Directors in office since the date of the last report are as follows: Directors Alternate Director Tan Sri Dato’ Ir. Muhammad Radzi Haji Mansor Dato’ Abdul Wahid Omar Dato’ Ahmad Haji Hashim Leonard Wilfred Yussin (ceased on 8 February 2007) Dyg Sadiah Abg Bohan (appointed on 8 February 2007) Dato’ Azman Mokhtar Dato’ Dr. Abdul Rahim Haji Daud Dato’ Lim Kheng Guan YB. Datuk Nur Jazlan Tan Sri Mohamed Ir. Prabahar NK Singam Rosli Man Interest in the Company Dato’ Abdul Wahid Omar Number of options over ordinary shares of RM1 each Balance at Balance at 1.1.2006 Granted Exercised 31.12.2006 53,700* — — 53,700 * Options granted and vested under the Performance Linked ESOS Scheme on 6 September 2005 as detailed in note 13(a) to the financial statements. Interest in VADS Berhad Tan Sri Dato’ Ir. Muhammad Radzi Haji Mansor Dato’ Dr. Abdul Rahim Haji Daud Number of ordinary shares of RM1 each Balance at Balance at 1.1.2006 Bought Sold 31.12.2006 15,000 15,000 — — — — 15,000 15,000 17. In accordance with the Register of Directors' Shareholdings, none of the other Directors who held office at the end of the year have any direct or indirect interests in the shares and options over ordinary shares in the Company and its related corporations during the year. DIRECTORS’ BENEFITS 18. Since the end of the previous year, none of the Directors have received or become entitled to receive any benefit (except for the Directors’ fees, remuneration and other emoluments as disclosed in note 6 to the financial statements) by reason of a contract made by the Company or a related corporation with the Director or with a firm of which he is a member or with a company in which he has a substantial financial interest and any benefit that may deem to have been received by certain Directors. Neither during nor at the end of the year was the Company or any of its related corporations, a party to any arrangement with the object(s) of enabling the Directors to acquire benefits by means of the acquisition of shares in, or debentures of the Company or any other body corporate. 15. According to Article 103 of the Company’s Articles of Association, Tan Sri Dato’ Ir. Muhammad Radzi Haji Mansor and Ir. Prabahar NK Singam shall retire from the Board at the Company’s Twenty-Second Annual General Meeting and being eligible offer themselves for re-election. 220 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 221 FINANCIAL STATEMENTS SIGNIFICANT ACCOUNTING POLICIES DIRECTORS’ REPORT for the year ended 31 December 2006 for the year ended 31 December 2006 AUDITORS 19. The auditors, PricewaterhouseCoopers, have expressed their willingness to continue in office. The following accounting policies have been used consistently in dealing with items that are considered material in relation to the financial statements, and have been consistently applied to all the years presented, unless otherwise stated. 1. BASIS OF PREPARATION OF THE FINANCIAL STATEMENTS In accordance with a resolution of the Board of Directors dated 23 February 2007. The financial statements of the Group and the Company have been prepared in accordance with Financial Reporting Standards (FRSs), the Malaysian Accounting Standards Board (MASB) approved accounting standards in Malaysia for Entities Other Than Private Entities and the provisions of the Companies Act, 1965. During the year, the Group and the Company had adopted new and revised FRSs which are mandatory for financial year beginning on or after 1 January 2006 as described in (a) below. TAN SRI DATO’ Ir. MUHAMMAD RADZI HAJI MANSOR Chairman The financial statements have been prepared under the historical cost convention except as disclosed in the Significant Accounting Policies below. The preparation of financial statements in conformity with FRSs, the MASB approved accounting standards in Malaysia for Entities Other Than Private Entities and the provisions of the Companies Act, 1965, requires the use of certain critical accounting estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of the revenue and expenses during the reported period. It also requires Directors to exercise their judgement in the process of applying the Group’s accounting policies. Although these estimates and judgement are based on the Directors’ best knowledge of current events and actions, actual results may differ. DATO’ ABDUL WAHID OMAR Group Chief Executive Officer The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the Group’s and the Company’s financial statements are disclosed in note 2 to the financial statements. (a) Standards, amendments to published standards and Interpretations Committee (IC) interpretations that are effective The new accounting standards, amendments to published standards and IC interpretations to existing standards effective for the Group’s and the Company’s financial year beginning on 1 January 2006 are as follows: FRS FRS FRS FRS FRS FRS FRS FRS FRS FRS FRS FRS FRS FRS FRS FRS FRS FRS 222 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 1 2 3 5 101 102 108 110 116 121 127 128 131 132 133 136 138 140 First-time Adoption of Financial Reporting Standards Share-based Payment Business Combinations Non-Current Assets Held for Sale and Discontinued Operations Presentation of Financial Statements Inventories Accounting Policies, Changes in Accounting Estimates and Errors Events After the Balance Sheet Date Property, Plant and Equipment The Effects of Changes in Foreign Exchange Rates Consolidated and Separate Financial Statements Investments in Associates Interests in Joint Ventures Financial Instruments: Disclosure and Presentation Earnings per Share Impairment of Assets Intangible Assets Investment Property ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 223 FINANCIAL STATEMENTS SIGNIFICANT ACCOUNTING POLICIES SIGNIFICANT ACCOUNTING POLICIES for the year ended 31 December 2006 for the year ended 31 December 2006 1. 1. BASIS OF PREPARATION OF THE FINANCIAL STATEMENTS (continued) (a) Standards, amendments to published standards and IC interpretations that are effective (continued) (b) Standards, amendments to published standards and IC interpretations to existing standards that are not yet effective and have not been early adopted (continued) Amendment to FRS 119 Employee Benefits – Actuarial Gains and Losses, Group Plans and Disclosures – in relation to the “asset ceiling” test IC IC IC IC IC IC IC IC IC IC IC 107 110 112 113 115 121 125 127 129 131 132 Introduction of the Euro Government Assistance – No Specific Relation to Operating Activities Consolidation – Special Purpose Entities Jointly Controlled Entities – Non-Monetary Contributions by Venturers Operating Leases – Incentives Income Taxes – Recovery of Revalued Non-Depreciable Assets Income Taxes – Changes in Tax Status of an Entity or its Shareholders Evaluating the Substance of Transactions Involving the Legal Form of a Lease Disclosure – Services Concessions Arrangement Revenue – Barter Transactions Involving Advertising Services Intangible Assets – Website Costs (c) All changes in the accounting policies have been made in accordance with the transitional provisions in the respective standards, amendments to the published standards and IC interpretations. All standards, amendments to the published standards and IC interpretations adopted by the Group and the Company (where applicable) require retrospective application other than: FRS 2 – retrospective application on all equity instruments granted after 31 December 2004 and not vested as at 1 January 2006; FRS 3 – prospectively for business combination with agreements dated on or after 1 January 2006; FRS 5 – prospectively for non-current assets or disposal groups that meet the criteria to be classified as held for sale and operations that meet the criteria to be classified as discontinued on or after 1 January 2006; FRS 116 – the exchange of property, plant and equipment is accounted at fair value prospectively; and FRS 121 – prospective accounting for goodwill and fair value adjustments as part of foreign operations. A summary of the impact of the new accounting standards, amendments to the published standards and IC interpretations to existing standards on the financial statements of the Group and the Company is set out in note 49 to the financial statements. (b) Standards, amendments to published standards and IC interpretations to existing standards that are not yet effective and have not been early adopted The new standards, amendments to published standards and IC interpretations that are mandatory for the Group’s financial year beginning on 1 January 2007, which the Group has not early adopted, are as follows: • 224 BASIS OF PREPARATION OF THE FINANCIAL STATEMENTS (continued) 2. • FRS 124 Related Party Disclosures (effective for accounting period beginning on or after 1 October 2006). This standard will affect the identification of related parties and some other related party disclosures. The Group will apply this standard from financial year beginning 1 January 2007. The Group has not disclosed the financial impact of the application of this standard following the transitional provision which provides exemption from early disclosure of the financial impact prior to its effective date. • FRS 139 Financial Instruments: Recognition and Measurement (effective date yet to be determined by MASB). This new standard establishes principles for recognising and measuring financial assets, financial liabilities and some contracts to buy and sell non-financial items. Hedge accounting is permitted only under strict circumstances. The Group will apply this standard when effective. Standards that are not yet effective and not relevant or material for the Group’s operations • FRS 6 Exploration for and Evaluation of Mineral Resources (effective for accounting year beginning on or after 1 January 2007). FRS 6 is not relevant to the Group’s operations as the Group does not carry out exploration for and evaluation of mineral resources. • Amendment to FRS 119 Employee Benefits – Actuarial Gains and Losses, Group Plans and Disclosures (effective for accounting periods beginning on or after 1 January 2007). This amendment introduces the option of an alternative recognition approach for actuarial gains and losses. It may impose additional recognition requirements for multi-employer plans where insufficient information is available to apply defined benefit accounting. It also adds new disclosure requirements. The Group will apply this amendment from financial year beginning 1 January 2007, where applicable. ECONOMIC ENTITIES IN THE GROUP (a) Subsidiaries Subsidiaries are those corporations or other entities (including special purpose entities) in which the Group has power to exercise control over the financial and operating policies so as to obtain benefits from their activities, generally accompanying a shareholding of more than one half of the voting rights. 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 consolidated using the purchase method of accounting. Under the purchase method of accounting, subsidiaries are fully consolidated from the date on which control is transferred to the Group and are excluded from consolidation from the date that control ceases. The cost of an acquisition is measured as the fair value of the assets given, equity instruments issued and liabilities incurred or assumed at the date of exchange, plus costs directly attributable to the acquisition. FRS 117 Leases (effective for accounting period beginning on or after 1 October 2006). This standard requires the classification of leasehold land as prepaid lease payment. The Group will apply this standard from financial year beginning on 1 January 2007. The Group has not disclosed the financial impact of the application of this standard following the transitional provision which provides exemption from early disclosure of the financial impact prior to its effective date. TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 225 FINANCIAL STATEMENTS SIGNIFICANT ACCOUNTING POLICIES SIGNIFICANT ACCOUNTING POLICIES for the year ended 31 December 2006 for the year ended 31 December 2006 2. 2. ECONOMIC ENTITIES IN THE GROUP (continued) (a) Subsidiaries (continued) Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at the acquisition date, irrespective of the extent of any minority interest. The excess of the cost of acquisition over the fair value of the Group’s share of the identifiable net assets acquired at the date of acquisition is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the subsidiary acquired, the difference is recognised directly in the Consolidated Income Statement (see Significant Accounting Policies note 3(a)). Minority interests represent that portion of the profit or loss and net assets of subsidiaries attributable to equity interest that are not owned, directly or indirectly through the subsidiaries by the parent. It is measured at the minorities’ share of the fair values of the subsidiaries’ identifiable assets and liabilities at the acquisition date and the minorities’ share of changes in subsidiaries’ equity since that date. Separate disclosure is made of minority interests. Where more than one exchange transaction is involved, any adjustment to the fair value of the subsidiary’s identifiable assets, liabilities and contingent liabilities relating to previously held interests of the Group is accounted for as a revaluation. Intragroup transactions, balances and unrealised gains or losses on transactions between Group companies are eliminated. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the accounting policies adopted by the Group. The gain or loss on disposal of a subsidiary is the difference between the net disposal proceeds and the Group’s share of the subsidiary’s net assets as of the date of disposal, including the cumulative amount of any exchange differences that relate to that subsidiary which were previously recognised in equity, and is recognised in the Consolidated Income Statement. (b) Transactions with Minority Interests The Group applies a policy of treating transactions with minority interests as transactions with equity owners of the Group. For purchases from minority interests, the difference between any consideration paid and the relevant share of the carrying value of net assets of the subsidiary acquired is deducted from equity. For disposal to minority interests, differences between any proceeds received and the relevant share of minority interests are also recorded in equity. (c) Jointly Controlled Entities Jointly controlled entities are corporations, partnerships or other entities over which there is contractually agreed sharing of control by the Group with one or more parties where the strategic financial and operation decisions relating to the entity requires unanimous consent of the parties sharing control. The Group’s interest in jointly controlled entities is accounted for in the consolidated financial statements using the equity method of accounting. Equity accounting involves recognising the Group’s share of the post acquisition results of the jointly controlled entities in the Consolidated Income Statement and its share of post acquisition movement within reserve in reserves. The cumulative post acquisition movements are adjusted against the cost of the investment and includes goodwill on acquisition (net of accumulated impairment loss). 226 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ECONOMIC ENTITIES IN THE GROUP (continued) (c) Jointly Controlled Entities (continued) Equity accounting is discontinued when the Group ceases to have joint control in the jointly controlled entities. The Group recognises the portion of gains or losses on the sale of assets by the Group to the jointly controlled entities that is attributable to the other venturers. The Group does not recognise its share of profits or losses from the jointly controlled entities that result from the purchase of assets by the Group from the jointly controlled entities until it resells the assets to an independent party. However, a loss on the transaction is recognised immediately if the loss provides evidence of a reduction in the net realisable value of current assets or an impairment loss. Where necessary, in applying the equity method, adjustments are made to the financial statements of jointly controlled entities to ensure consistency of the accounting policies with those of the Group. (d) Associates Associates are corporations, partnerships or other entities in which the Group exercises significant influence but which it does not control, generally accompanying a shareholding of between 20% and 50% of the voting rights. Significant influence is the power to participate in the financial and operating policy decisions of the associates but not control over those policies. Investments in associates are accounted for in the consolidated financial statements using the equity method of accounting. Equity accounting is discontinued when the Group ceases to have significant influence over the associates. The Group’s investments in associates includes goodwill identified on acquisition, net of any accumulated impairment loss (see Significant Accounting Policies note 3(a)). The Group’s share of its associates’ post-acquisition profits or losses is recognised in the Consolidated Income Statement, and its share of post-acquisition movements in reserves is recognised within reserves. The cumulative post-acquisition movements are adjusted against the carrying amount of the investments. When the Group’s share of losses in an associate equals or exceeds its interest in the associate, including any other unsecured receivables, the Group’s interest is reduced to nil and recognition of further loss is discontinued except to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate. The results of associates are taken from the most recent financial statements of the associates concerned, made up to dates not more than three months prior to the end of the financial year of the Group. Unrealised gains on transactions between the Group and its associates are eliminated to the extent of the Group’s interest in the associates; unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred. Where necessary, in applying the equity method, appropriate adjustments are made to the financial statements of the associates to ensure consistency of accounting policies with those of the Group. Dilution gains and losses are recognised in the Income Statement. For incremental interest in associates, the date of acquisition is the date at which significant influence is obtained. Goodwill is calculated at each purchase date based on the fair value of assets and liabilities identified. The previously acquired stake is stepped up to fair value and the share of profits and equity movements for the previously acquired stake are not recognised since they are embedded in the step up. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 227 FINANCIAL STATEMENTS SIGNIFICANT ACCOUNTING POLICIES SIGNIFICANT ACCOUNTING POLICIES for the year ended 31 December 2006 for the year ended 31 December 2006 3. 4. INTANGIBLE ASSETS (a) Goodwill PROPERTY, PLANT AND EQUIPMENT (continued) (b) Depreciation Goodwill represents the excess of the cost of acquisition of subsidiaries, jointly controlled entities and associates over the Group’s share of the fair value of the identifiable net assets including contingent liabilities of subsidiaries, jointly controlled entities and associates at the date of acquisition. Goodwill on acquisition occurring on or after 1 January 2002 in respect of a subsidiary is included in the Consolidated Balance Sheet as an intangible asset. Freehold land is not depreciated as it has an infinite life. Leasehold land is amortised in equal instalments over the period of the respective leases. Long term leasehold land has an unexpired lease period of fifty years and above. Other property, plant and equipment are depreciated on a straight line basis to write off the cost of the assets to their residual values over their estimated useful lives in years as summarised below: Telecommunication network Movable plant and equipment Computer support systems Buildings Goodwill is carried at cost less accumulated impairment losses. Goodwill is tested for impairment at least annually, or when events or circumstances occur indicating that an impairment may exist. Impairment of goodwill is charged to the Consolidated Income Statement as and when it arises. Impairment losses on goodwill are not reversed. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity disposed. Goodwill is allocated to cash-generating units for the purpose of impairment testing. Each cash-generating unit or a group of cash-generating units represents the lowest level within the Group at which goodwill is monitored for internal management purposes and which are expected to benefit from the synergies of the combination. The Group allocates goodwill to each business segment in each country in which it operates. 20 8 5 40 The assets’ residual values and useful lives are reviewed and adjusted as appropriate at each balance sheet date. (c) Impairment At each balance sheet date, the Group assesses whether there is any indication of impairment. If such indication exists, an analysis is performed to assess whether the carrying value of the asset is fully recoverable. A write down is made if the carrying value exceeds the recoverable amount (see Significant Accounting Policies note 8 on Impairment of Assets). (d) Gains or Losses on Disposal Gains or losses on disposal are determined by comparing the proceeds with the carrying amount of the related asset and are included in the Income Statement. (b) Licences Acquired licences are shown at cost. Licences have finite useful lives and are carried at cost less accumulated amortisation. Amortisation is calculated using straight line method, from the effective date of commercialisation of services, subject to impairment, to the end of the assignment period. Licences are not revalued. – – – – Depreciation on property, plant and equipment under construction commences when the property, plant and equipment are ready for their intended use. Depreciation on property, plant and equipment ceases at the earlier of derecognition and classification as held for sale. Goodwill on acquisition of jointly controlled entities and associates occurring on or after 1 January 2002 is included in the investments in jointly controlled entities and associates respectively. Such goodwill is tested for impairment as part of the overall balance. Goodwill on acquisitions that occurred prior to 1 January 2002 was written off against reserves in the year of acquisition. 3 5 3 5 (e) Asset Exchange Transaction Property, plant and equipment may be acquired in exchange for a non-monetary asset or for a combination of monetary and non-monetary assets and is measured at fair values unless; 4. PROPERTY, PLANT AND EQUIPMENT (i) the exchange transaction lacks commercial substance; or Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses. Cost includes expenditure that is directly attributable to the acquisition of the items. (ii) the fair value of neither the assets received nor the assets given up can be measured reliably. (a) Cost The acquired item is measured in this way even if the Group cannot immediately derecognise the assets given up. If the acquired item is not measured at fair value, its cost is measured at the carrying amount of the asset given up. Cost of telecommunication network comprises expenditure up to and including the last distribution point before the customers' premises and includes contractors' charges, materials, direct labour and related overheads. The cost of other property, plant and equipment comprises their purchase cost and any incidental cost of acquisition. These costs include the costs of dismantling, removal and restoration, the obligation which was incurred as a consequence of installing the asset. Subsequent cost is included in the carrying amount of the asset or recognised as appropriate only when it is probable that the future economic benefit associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying value of the replaced part is derecognised. All other repairs and maintenance are charged to the Income Statement during the period in which they are incurred. 228 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 (f) Repairs and Maintenance Repairs and maintenance are charged to the Income Statement during the period in which they are incurred. The cost of major renovations is included in the carrying amount of the asset when it is probable that future economic benefits in excess of the originally assessed standard of performance of the existing asset will flow to the Group. This cost is depreciated over the remaining useful life of the related asset. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 229 FINANCIAL STATEMENTS SIGNIFICANT ACCOUNTING POLICIES SIGNIFICANT ACCOUNTING POLICIES for the year ended 31 December 2006 for the year ended 31 December 2006 5. 7. INVESTMENT PROPERTIES Investment properties, principally comprising land and office buildings, are held for long term rental yields or for capital appreciation or for both, and are not occupied by the Group or the Company. INVESTMENTS (continued) On disposal of an investment, the difference between the net disposal proceeds and its carrying amount is charged/credited to the Income Statement. Investment properties are carried at cost less accumulated depreciation and impairment losses. 8. Investment properties are depreciated on a straight line basis to write off the cost of the investment properties to their residual values over their estimated useful lives in years as summarised below: Leasehold land Buildings Assets that have an indefinite useful life are not subject to amortisation and are tested for impairment annually, or as and when events or circumstances occur indicating that an impairment may exist. Property, plant and equipment and other non-current assets, including intangible assets with definite useful life, are reviewed for impairment losses whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the carrying amount of the asset exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less cost to sell and value-in-use. For the purpose of assessing impairment, assets are grouped at the lowest level for which there is separately identifiable cash flows (cash-generating units). Assets other than goodwill that suffered an impairment are reviewed for possible reversal at each reporting date. over the period of the respective leases 5 – 40 On disposal of an investment property, or when it is permanently withdrawn from use and no future economic benefits are expected, then it shall be derecognised (eliminated from balance sheet). The difference between the net disposal proceeds and the carrying amount is recognised as profit or loss in the period of the retirement or disposal. 6. LAND HELD FOR PROPERTY DEVELOPMENT Land held for property development consists of land on which no significant development work has been undertaken or where development activities are not expected to be completed within the normal operating cycle. Such land is classified as non-current asset and is stated at cost less accumulated impairment losses. Cost associated with the acquisition of land includes the purchase price of the land, professional fees, stamp duties, commissions, conversion fees and other relevant levies. Where an indication of impairment exists, the carrying amount of the asset is assessed and written down immediately to its recoverable amount (see Significant Accounting Policies note 8 on Impairment of Assets). Land held for property development is transferred to property development cost (under current assets) when development activities have commenced and where the development activities can be completed within the Company’s normal operating cycle of two to five years. IMPAIRMENT OF ASSETS 9. GOVERNMENT GRANTS Grants from the government are recognised at their fair value where there is a reasonable assurance that the grant will be received and the Group will comply with all attached conditions. Government grants relating to costs are deferred and recognised in the Income Statement over the financial period necessary to match them with the costs they are intended to compensate. Government grants relating to the purchase of assets are included in non-current liabilities as deferred income and are credited to the Income Statement on the straight line basis over the estimated useful lives of the related assets. 10. INVENTORIES Inventories are stated at lower of cost and net realisable value. 7. INVESTMENTS Investments in subsidiaries, jointly controlled entities and associates are stated at cost less accumulated impairment losses. Where an indication of impairment exists, the carrying amount of the investment is assessed and written down immediately to its recoverable amount (see Significant Accounting Policies note 8 on Impairment of Assets). Investments in International Satellite Organisations, quoted shares within non-current assets and other unquoted shares are stated at cost and an allowance for permanent diminution in value is made where, in the opinion of the Directors, there is a decline other than temporary in the value of such investments. Such allowance for permanent diminution in value is recognised as an expense in the period in which the diminution is identified. Marketable securities (within current assets) are carried at the lower of cost and market value, determined on an aggregate portfolio basis by category of investment. Cost is derived at based on the weighted average basis. Market value is calculated by reference to stock exchange quoted selling prices at the close of business on the balance sheet date. Increases/decreases in the carrying amount of marketable securities are credited/charged to the Income Statement. 230 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Cost is determined on a weighted average basis and comprises all cost of purchase and other cost incurred in bringing the inventories to their present location. The cost of finished goods and work in progress comprises design costs, raw materials, direct labour, other direct costs and related production overheads (based on normal operating capacity). It excludes borrowing costs. Net realisable value represents the estimated selling price in the ordinary course of business, less all estimated costs to completion and applicable variable selling expenses. In arriving at the net realisable value, due allowance is made for all obsolete and slow moving items. Inventories include maintenance spares acquired for the purpose of replacing damaged or faulty plant or spares and supplies used in constructing and maintaining the network. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 231 FINANCIAL STATEMENTS SIGNIFICANT ACCOUNTING POLICIES SIGNIFICANT ACCOUNTING POLICIES for the year ended 31 December 2006 for the year ended 31 December 2006 11. NON-CURRENT ASSETS (OR DISPOSAL GROUP) CLASSIFIED AS ASSETS HELD FOR SALE 15. BONDS, NOTES, DEBENTURES AND BORROWINGS Non-current assets (or disposal group) are classified as assets held for sale if their carrying amount will be recovered principally through a sale transaction rather than through a continuing use. Bonds, notes and debentures, are stated at the net proceeds received on issue. The finance costs which represent the difference between the net proceeds and the total amount of the payments of these borrowings are allocated to periods over the term of the borrowings at a constant rate on the carrying amount and are charged to the Income Statement. Assets held for sale are stated at the lower of carrying amount and fair value less cost to sell. Interests, dividends, losses and gains relating to a financial instrument, or a component part, classified as a liability is reported within finance cost in the Income Statement. 12. TRADE RECEIVABLES Trade receivables are carried at anticipated realisable value. Bad debts are written off and specific allowances are made for trade receivables considered to be doubtful of collection. In addition, a general allowance based on a percentage of trade receivables is made to cover possible losses which are not specifically identified. 13. CASH AND CASH EQUIVALENTS For the purpose of the Cash Flow Statements, cash and cash equivalents comprise cash on hand, deposits held at call with banks, other short term, highly liquid investments with original maturities of three months or less and bank overdrafts. Deposits held as pledged securities for term loans granted are not included as cash and cash equivalents. Bank overdrafts are included within borrowings in current liabilities in the balance sheet. Borrowing cost incurred in connection with financing the construction and installation of property, plant and equipment is capitalised until the property, plant and equipment are ready for their intended use. All other borrowing costs are charged to the Income Statement. 16. OPERATING LEASES Leases of assets where a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the Income Statement on the straight line basis over the lease period. When an operating lease is terminated before the lease period has expired, any payment required to be made to the lessor by way of penalty is recognised as an expense in the period in which termination takes place. 14. SHARE CAPITAL (a) Classification Ordinary share and non-redeemable preference shares with discretionary dividends are classified as equity. Other shares are classified as equity and/or liability according to the economic substance of the particular instrument. Distribution to holders of a financial instrument classified as an equity instrument is charged directly to equity. (b) Share issue costs Incremental external costs directly attributable to the issuance of new shares or options are shown in equity as a deduction, net of tax from the proceeds. (c) Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least twelve months after the balance sheet date. Dividend to shareholders of the Company Dividends on redeemable preference shares are recognised as a liability and expressed on an accrual basis. Other dividends are recognised as a liability in the period in which they are declared. 17. INCOME TAXES Current tax expense is determined according to the tax laws of each jurisdiction in which the Group operates and include all taxes based upon the taxable profits, including withholding taxes payable by foreign subsidiaries, jointly controlled entities or associates on distributions of retained earnings to companies in the Group, and real property gains taxes payable on disposal of properties. Deferred tax is recognised in full, using the liability method, on temporary differences arising between the amounts attributed to assets and liabilities for tax purposes and their carrying amounts in the financial statements. However deferred tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at that time of the transaction affects neither accounting nor taxable profit or loss. Deferred tax assets are recognised to the extent that it is probable that taxable profit will be available against which the deductible temporary differences or unutilised tax losses can be utilised. Deferred tax is recognised on temporary differences arising on investments in subsidiaries, jointly controlled entities and associates except where the timing of the reversal of the temporary difference can be controlled and it is probable that the temporary difference will not reverse in the foreseeable future. 232 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 233 FINANCIAL STATEMENTS SIGNIFICANT ACCOUNTING POLICIES SIGNIFICANT ACCOUNTING POLICIES for the year ended 31 December 2006 for the year ended 31 December 2006 17. INCOME TAXES (continued) 19. CONTINGENT LIABILITIES AND CONTINGENT ASSETS (continued) The Group’s share of income taxes of jointly controlled entities and associates are included in the Group’s share of results of jointly controlled entities and associates. Deferred tax is determined using tax rates (and tax laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled. Subsequent to the initial recognition, the Group measures the contingent liabilities that are recognised separately at the date of acquisition at the higher of the amount that would be recognised in accordance with the provisions of FRS 137 and the amount initially recognised less, when appropriate, cumulative amortisation recognised in accordance with FRS 118. 20. REVENUE RECOGNITION 18. PROVISIONS Provisions are recognised when the Group and the Company have a present legal or constructive obligation as a result of past events, when it is probable that an outflow of resources will be required to settle the obligation, and when a reliable estimate of the amount can be made. Where the Group expects a provision to be reimbursed (for example, under an insurance contract), the reimbursement is recognised as a separate asset but only when the reimbursement is virtually certain. Provisions are not recognised for future operating losses. Where there are a number of similar obligations, the likelihood that an outflow will be required in a settlement is determined by considering the class of obligations as a whole. A provision is recognised even if the likelihood of an outflow with respect to any one item included in the same class of obligations may be small. Operating revenue comprises the fair value of the consideration received or receivables for the sale of products and rendering of services net of returns, duties, sales discounts and sales taxes paid, after eliminating sales within the Group. Operating revenue is recognised or accrued at the time of the provision of the products or services. Dividend income from investment in subsidiaries, jointly controlled entities, associates and other investments is recognised when a right to receive payment is established. Interest income includes income from deposits with licensed banks, finance companies, other financial institutions and staff loans, and is recognised on an accrual basis. 21. EMPLOYEE BENEFITS Provisions are measured at the present value of the expenditures expected to be required to settle the obligation using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time is recognised as interest expense. 19. CONTINGENT LIABILITIES AND CONTINGENT ASSETS The Group does not recognise a contingent liability but discloses its existence in the financial statements. A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by uncertain future events beyond the control of the Group or a present obligation that is not recognised because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in the extremely rare circumstance where there is a liability that cannot be recognised because it cannot be measured reliably. A contingent asset is a possible asset that arises from past events whose existence will be confirmed by uncertain future events beyond the control of the Group. The Group does not recognise a contingent asset but discloses its existence where inflows of economic benefits are probable, but not virtually certain. In the acquisition of subsidiaries by the Group under a business combination, the contingent liabilities assumed are measured initially at their fair values at the acquisition date, irrespective of the extent of any minority interest. (a) Short Term Employee Benefits Wages, salaries, paid annual leave and sick leave, bonuses and non-monetary benefits are accrued in the period in which the associated services are rendered by employees of the Group. (b) Contribution to Employees Provident Fund (EPF) The Group’s contributions to EPF are charged to the Income Statement in the period to which they relate. Once the contributions have been paid, the Group has no further payment obligations. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available. (c) Termination Benefits Termination benefits are payable whenever an employee’s employment is terminated before the normal retirement date or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Group recognises termination benefits when it is demonstrably committed to either terminate the employment of current employees according to a detailed formal plan without possibility of withdrawal or to provide termination benefits as a result of an offer made to encourage voluntary redundancy. Benefits falling due more than twelve months after the balance sheet date are discounted to present value. The Group recognises separately the contingent liabilities of the acquirees as part of allocating the cost of a business combination where their fair values can be measured reliably. Where the fair values cannot be measured reliably, the resulting effect will be reflected in the goodwill arising from the acquisitions. 234 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 235 FINANCIAL STATEMENTS SIGNIFICANT ACCOUNTING POLICIES SIGNIFICANT ACCOUNTING POLICIES for the year ended 31 December 2006 for the year ended 31 December 2006 21. EMPLOYEE BENEFITS (continued) 22. FOREIGN CURRENCIES (continued) (d) Share-Based Compensation (c) The Group has applied the provision of FRS 2 to all equity instruments granted after 31 December 2004 but not yet vested as at 1 January 2006, the effective date the Group adopted this FRS. The Group operates an equity settled, share-based compensation plan for the employees of the Group. The fair value of the employee services received in exchange for the grant of the share options is recognised as an expense in the Income Statement over the vesting periods of the grant with a corresponding increase in equity. The total amount to be expensed over the vesting periods is determined by reference to the fair value of the options granted, excluding the impact of any non-market vesting conditions. Non-market vesting conditions are included in the assumptions about the number of options that are expected to vest. At each balance sheet date, the Group revises its estimates of the number of options that are expected to vest. It recognises the impact of the revision of original estimates, if any, in the Income Statement, and a corresponding adjustment to equity. For options granted to subsidiaries, the expense will be recognised in the subsidiaries’ financial statements over the vesting periods of the grant. Group Companies (continued) On consolidation, exchange differences arising from the translation of the net investment in foreign operations are taken to shareholders’ equity. When a foreign operation is disposed of or sold, such exchange differences that were recorded in equity are recognised in the Income Statement as part of the gain or loss on disposal. Goodwill and fair value adjustments arising on the acquisition of a foreign entity completed on or after 1 January 2006 are treated as assets and liabilities of the foreign entity and are recorded in the functional currency of the foreign entity and translated at the exchange rate prevailing at balance sheet date. For acquisition of foreign entities completed prior to 1 January 2006, goodwill and fair value adjustments continued to be recorded at the exchange rates at the respective date of acquisitions. (d) Closing Rates The principal closing rates (units of Malaysian Ringgit per foreign currency) used in translating significant balances at year end are as follows: Foreign Currency The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium when the options are exercised. US Dollar Japanese Yen Sri Lanka Rupee Bangladesh Taka Indonesian Rupiah Pakistani Rupee 22. FOREIGN CURRENCIES (a) Functional and Presentation Currency Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (‘the functional currency’). The consolidated financial statements are presented in Ringgit Malaysia, which is the Company’s functional and presentation currency. (b) Transactions and Balances Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the Income Statement. (c) Group Companies The results and financial position of all the group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows: (i) (ii) assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet; income and expenses for each Income Statement are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the dates of the transactions); and 31.12.2006 31.12.2005 3.52700 0.02964 0.03284 0.05107 0.00039 0.05807 3.77900 0.03205 0.03705 0.05709 0.00039 0.06328 Foreign Currency Singapore Dollar Thai Baht Indian Rupee Gold Franc Special Drawing Rights 31.12.2006 31.12.2005 2.29967 0.09958 0.07996 1.73361 5.30659 2.27281 0.09214 0.08403 1.76499 5.40263 23. FINANCIAL INSTRUMENTS (i) Description A financial instrument is any contract that gives rise to both a financial asset of one enterprise and a financial liability or equity instrument of another enterprise. A financial asset is any asset that is cash, a contractual right to receive cash or another financial asset from another enterprise, a contractual right to exchange financial instruments with another enterprise under conditions that are potentially favourable, or an equity instrument of another enterprise. A financial liability is any liability that is a contractual obligation to deliver cash or another financial asset to another enterprise, or to exchange financial instruments with another enterprise under conditions that are potentially unfavourable. (ii) Financial Instruments Recognised on the Balance Sheet The particular recognition and measurement method for financial instruments recognised on the balance sheet is disclosed in the individual significant accounting policy statements associated with each item. (iii) all resulting exchange differences are recognised as a separate component of equity. 236 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 237 FINANCIAL STATEMENTS SIGNIFICANT ACCOUNTING POLICIES for the year ended 31 December 2006 INCOME STATEMENTS for the year ended 31 December 2006 The Group 23. FINANCIAL INSTRUMENTS (continued) (iii) Financial Instruments Not Recognised on the Balance Sheet Financial derivative hedging instruments are used in the Group’s risk management of foreign currency and interest rate exposures of its financial liabilities. Hedge accounting principles are applied for the accounting of the underlying exposures and their hedge instruments. These hedge instruments are not recognised in the financial statements on inception. Exchange gains and losses relating to hedge instruments are recognised in the Income Statement in the same period as the exchange differences on the underlying hedged items. No amounts are recognised in respect of future periods. (iv) Fair Value Estimation for Disclosure Purposes The fair value of publicly traded financial instruments is based on quoted market prices at the balance sheet date. The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows. The fair value of forward foreign exchange contracts is determined using forward exchange market rates at the balance sheet date. In assessing the fair value of non-traded financial instruments, the Group uses a variety of methods and makes assumptions that are based on market conditions existing at each balance sheet date. Quoted market prices are used if available or other techniques, such as estimated discounted value of future cash flows, are used to determine fair value. In particular, the fair value of financial liabilities is estimated by discounting the future contractual cash flows at the current market interest rate available to the Group for similar financial instruments. The carrying values for financial assets and liabilities with a maturity of less than one year are assumed to approximate their fair values. All amounts are in millions unless otherwise stated Note Segment reporting is presented for the enhanced assessment of the Group’s risks and returns. A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. A geographical segment is engaged in providing products or services within a particular economic environment that are subject to risks and returns that are different from other geographical segments. Segment revenue, expense, assets and liabilities are those amounts resulting from the operating activities of a segment that are directly attributable to the segment and the relevant portion that can be allocated on a reasonable basis to the segment. Segment revenue, expense, assets and liabilities are determined before intra-group balances and intra-group transactions are eliminated as part of the consolidation process, except to the extent that such intragroup balances and transactions are between group enterprises within a single segment. Inter-segment pricing is based on similar terms as those available to other external parties. 2006 RM 2005 RM 2006 RM 2005 RM OPERATING REVENUE 4 16,399.2 13,942.4 6,753.5 6,948.4 OPERATING COSTS – depreciation and amortisation – provision for a claim – other operating costs 5 6 (4,039.0) — (9,048.1) (3,444.5) (879.5) (8,393.5) (2,202.0) — (3,951.7) (2,192.8) — (4,344.2) OTHER OPERATING INCOME 7 OPERATING PROFIT BEFORE FINANCE COST 178.5 543.9 292.8 504.8 3,490.6 1,768.8 892.6 916.2 FINANCE INCOME FINANCE COST 8 8 234.0 (621.9) 313.0 (663.4) 100.5 (376.0) 197.2 (538.9) NET FINANCE COST 8 (387.9) (350.4) (275.5) (341.7) JOINTLY CONTROLLED ENTITIES – share of results (net of tax) 10.6 (3.7) — — ASSOCIATES – share of results (net of tax) – gain on dilution/disposal 19.9 — 14.2 91.5 — — — — 3,133.2 1,520.4 617.1 574.5 (664.9) (82.4) (166.1) PROFIT BEFORE TAXATION 24. SEGMENT REPORTING The Company TAXATION 9 (830.9) PROFIT FOR THE YEAR 2,302.3 855.5 534.7 408.4 ATTRIBUTABLE TO: – equity holders of the Company – minority interests 2,068.8 233.5 811.3 44.2 534.7 — 408.4 — PROFIT FOR THE YEAR 2,302.3 855.5 534.7 408.4 61.0 60.8 23.9 23.9 EARNINGS PER SHARE (sen) – basic – diluted 10 10 These accounting policies form an integral part of the financial statements set out on pages 239 to 346. The above Income Statements are to be read in conjunction with the Significant Accounting Policies on pages 223 to 238 and the Notes to the Financial Statements on pages 245 to 346. Report of the Auditors – Page 348. 238 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 239 FINANCIAL STATEMENTS BALANCE SHEETS CONSOLIDATED STATEMENT OF CHANGES IN EQUITY as at 31 December 2006 for the year ended 31 December 2006 The Group All amounts are in millions unless otherwise stated SHARE CAPITAL SHARE PREMIUM RESERVES Note 12 14 TOTAL CAPITAL AND RESERVES ATTRIBUTABLE TO EQUITY HOLDERS OF THE COMPANY MINORITY INTERESTS TOTAL EQUITY Borrowings Payable to subsidiaries Deferred tax liabilities Provision for liabilities NET CURRENT ASSETS 2005 RM 3,397.6 3,941.9 12,571.6 3,391.5 3,904.2 11,691.7 3,397.6 3,941.9 8,243.4 3,391.5 3,904.2 8,685.6 19,911.1 836.5 18,987.4 654.0 15,582.9 — 15,981.3 — 15,981.3 10,282.8 — 2,261.9 64.6 10,801.7 — 2,368.7 65.0 2,368.0 4,747.0 1,434.0 — 3,279.7 4,873.2 1,694.8 — 12,609.3 13,235.4 8,549.0 9,847.7 33,356.9 32,876.8 24,131.9 25,829.0 20 21 22 23 24 25 26 27 28 18 7,059.1 24,026.5 — 168.4 — 807.5 220.6 226.7 557.7 115.6 6,971.7 22,320.9 — 170.7 — 137.5 102.7 258.0 595.8 196.5 43.6 11,931.9 179.8 — 9,836.8 141.2 — 220.5 557.3 — 47.4 12,519.4 191.4 — 9,949.4 141.2 1.5 220.9 595.4 — 29 30 31 32 33 24.0 172.8 3,464.1 320.1 4,680.4 — 204.2 3,536.0 274.7 6,415.6 24.0 68.4 2,498.0 318.4 2,035.3 — 100.2 2,831.3 273.5 2,210.5 8,661.4 10,430.5 4,944.1 5,415.5 5,740.9 718.9 1,803.1 223.7 5,980.9 730.2 1,414.1 182.3 2,348.7 590.3 736.0 48.3 2,306.8 598.3 247.2 100.8 8,486.6 8,307.5 3,723.3 3,253.1 174.8 2,123.0 1,220.8 2,162.4 33,356.9 32,876.8 24,131.9 25,829.0 34 35 15 CURRENT LIABILITIES 2006 RM 15,582.9 CURRENT ASSETS Trade and other payables Customer deposits Borrowings Current tax liabilities 2005 RM 19,641.4 DEFERRED AND LONG TERM LIABILITIES Non-current asset held for sale Inventories Trade and other receivables Short term investments Cash and bank balances 2006 RM 20,747.6 15 16 18 19 INTANGIBLE ASSETS PROPERTY, PLANT AND EQUIPMENT INVESTMENT PROPERTY LAND HELD FOR PROPERTY DEVELOPMENT SUBSIDIARIES JOINTLY CONTROLLED ENTITIES ASSOCIATES INVESTMENTS LONG TERM RECEIVABLES DEFERRED TAX ASSETS The Company Attributable to equity holders of the Company Issued and Fully Paid of RM1 each Special Share*/ Ordinary Shares All amounts are in millions unless otherwise stated At 1 January 2006 – as previously reported – change in accounting policy Note Share Capital RM Currency Share Translation Premium Differences RM RM ESOS Reserve RM Retained Profits RM Minority Interests RM Total Equity RM 3,391.5 — 3,904.2 — (251.2) — — — 12,339.6 (396.7) 654.0 — 20,038.1 (396.7) 3,391.5 3,904.2 (251.2) — 11,942.9 654.0 19,641.4 — — (31.2) — — (2.5) (33.7) — — (31.2) — — (2.5) (33.7) Profit for the year — — — 2,068.8 233.5 2,302.3 Total recognised (expense)/income for the year — — — 2,068.8 231.0 2,268.6 Transaction with minority interests — — — — Acquisition of equity interest in subsidiaries — — — — Dilution of equity interest in subsidiaries — — — — 49(c)(viii) – as restated Currency translation differences arising during the year Net loss not recognised in the Income Statement 27(a) — (31.2) (180.8) (77.4) (258.2) — 28.1 28.1 — 23.6 23.6 Final dividends paid for the year ended 31 December 2005 11 — — — — (610.9) — (610.9) Interim dividends paid for the year ended 31 December 2006 11 — — — — (391.0) — (391.0) — — — — — (33.6) (33.6) 6.1 — 37.7 — — — — 25.0 — — — 10.8 43.8 35.8 3,397.6 3,941.9 25.0 12,829.0 836.5 20,747.6 Dividends paid to minority interests Employees’ share option scheme (ESOS) – shares issued – options granted At 31 December 2006 (282.4) The above Balance Sheets are to be read in conjunction with the Significant Accounting Policies on pages 223 to 238 and the Notes to the Financial Statements on pages 245 to 346. Report of the Auditors – Page 348. 240 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 241 FINANCIAL STATEMENTS CONSOLIDATED STATEMENT OF CHANGES IN EQUITY COMPANY STATEMENT OF CHANGES IN EQUITY for the year ended 31 December 2006 for the year ended 31 December 2006 Attributable to equity holders of the Company Issued and Fully Paid of RM1 each Issued and Fully Paid of RM1 each All amounts are in millions unless otherwise stated At 1 January 2005 – as previously reported – change in accounting policy – as restated Currency translation differences arising during the year Net gain/(loss) not recognised in the Income Statement Profit for the year Note 49(c)(viii) 49(c)(viii) Total recognised income for the year Acquisition of equity interest in subsidiaries Partial disposal of equity interest in a subsidiary Dilution of equity interest in subsidiaries Final dividends paid for the year ended 31 December 2004 11 Interim dividends paid for the year ended 31 December 2005 11 Dividends paid to minority interests Employees' share option scheme (ESOS) – shares issued Issue of shares to minority interests At 31 December 2005 * 3,382.4 — Currency Share Translation Premium Differences RM RM 3,848.5 — (258.3) — ESOS Reserve RM — — Retained Profits RM 12,480.7 (332.8) Minority Interests RM 287.8 — Total Equity RM 3,391.5 3,904.2 — 8,685.6 15,981.3 — — — 534.7 534.7 — — (391.0) (391.0) 6.1 37.7 — — 43.8 — — 8.0 — 8.0 — — 17.0 — 17.0 3,397.6 3,941.9 25.0 8,218.4 15,582.9 3,382.4 — 3,848.5 — — — 9,626.3 (332.8) 16,857.2 (332.8) 3,382.4 3,848.5 — 9,293.5 16,524.4 (25.1) (18.0) — — — — 7.1 — — — — 811.3 (25.1) 44.2 (18.0) 855.5 — — 7.1 — 811.3 19.1 837.5 — — — — — 304.7 304.7 — — — — — 24.5 24.5 — — — — — 27.9 27.9 Profit for the year Employees' share option scheme (ESOS) – shares issued – options granted to employees of the Company – options granted to employees of the subsidiaries 24 At 31 December 2006 At 1 January 2005 – as previously reported – change in accounting policy 49(c)(viii) (677.3) – as restated — — — — — — — — (339.0) — — (22.6) (339.0) (22.6) 9.1 — 55.7 — — — — — — — — 12.6 64.8 12.6 19,641.4 Issued and fully paid shares include the Special Rights Redeemable Preference Share (Special Share) of RM1. Refer to note 12 to the financial statements for details of the terms and rights attached to Special Share. Profit for the year 49(c)(viii) — — — 408.4 408.4 Final dividends paid for the year ended 31 December 2004 11 — — — (677.3) (677.3) Interim dividends paid for the year ended 31 December 2005 11 — — — (339.0) (339.0) 9.1 55.7 — — 64.8 3,391.5 3,904.2 — 8,685.6 15,981.3 Employees' share option scheme (ESOS) – shares issued At 31 December 2005 * The above Consolidated Statement of Changes in Equity is to be read in conjunction with the Significant Accounting Policies on pages 223 to 238 and the Notes to the Financial Statements on pages 245 to 346. Report of the Auditors – Page 348. 16,378.0 (396.7) — — 654.0 9,082.3 (396.7) 11 — 11,942.9 — — (610.9) 7.1 — 3,904.2 — (610.9) — (251.2) 3,391.5 — — — 3,904.2 Total Equity RM — 19,408.3 3,391.5 Retained Profits RM — 287.8 — ESOS Reserve RM 11 12,147.9 (677.3) Share Premium RM Interim dividends paid for the year ended 31 December 2006 — — 49(c)(viii) Share Capital RM Final dividends paid for the year ended 31 December 2005 (258.3) — At 1 January 2006 – as previously reported – change in accounting policy Note – as restated 3,848.5 — All amounts are in millions unless otherwise stated 19,741.1 (332.8) 3,382.4 — Distributable Special Share*/ Ordinary Shares Special Share*/ Ordinary Shares Share Capital RM Non-Distributable Issued and fully paid shares include the Special Rights Redeemable Preference Share (Special Share) of RM1. Refer to note 12 to the financial statements for details of the terms and rights attached to Special Share. The above Company Statement of Changes in Equity is to be read in conjunction with the Significant Accounting Policies on pages 223 to 238 and the Notes to the Financial Statements on pages 245 to 346. Report of the Auditors – Page 348. 242 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 243 FINANCIAL STATEMENTS CASH FLOW STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 The Group All amounts are in millions unless otherwise stated Note The Company All amounts are in millions unless otherwise stated 2006 RM 2005 RM 2006 RM 2005 RM CASH FLOWS FROM OPERATING ACTIVITIES 36 5,339.8 5,504.3 2,592.7 2,251.3 CASH FLOWS USED IN INVESTING ACTIVITIES 37 (6,503.2) (6,513.7) (1,531.9) (3,716.9) CASH FLOWS USED IN FINANCING ACTIVITIES 38 (501.8) (1,329.2) (1,205.0) (1,738.4) (1,665.2) (2,338.6) (144.2) (3,204.0) (69.4) (32.8) (31.0) (25.9) 1. The principal activities of the Company during the year are the establishment, maintenance and provision of telecommunication and related services under the licence issued by the Ministry of Energy, Water and Communications. The principal activities of the subsidiaries are set out in note 50 to the financial statements. There was no significant change in the nature of these activities during the year. 2. NET DECREASE IN CASH AND CASH EQUIVALENTS EFFECT OF EXCHANGE RATE CHANGES EFFECT OF EXCLUSION FROM CONSOLIDATION OF A FORMER SUBSIDIARY 27(b)(i) CASH AND CASH EQUIVALENTS AT BEGINNING OF THE YEAR — (18.7) — — 6,401.0 8,791.1 2,210.5 5,440.4 4,666.4 6,401.0 2,035.3 2,210.5 PRINCIPAL ACTIVITIES CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS Estimates and judgements are continually evaluated by the Directors and are based on historical experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. 2.1 Critical judgements in applying the entity’s accounting policies In determining and applying accounting policies, judgement is often required in respect of items where the choice of specific policy could materially affect the reported results and financial position of the Group. The following accounting policies require subjective judgements, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. (i) CASH AND CASH EQUIVALENTS AT END OF THE YEAR 33 Intangible Assets The Group has applied judgement in determining the treatment of the annual fees payable over ten (10) years in respect of a 3G spectrum licence granted to a foreign subsidiary. The annual fee is charged to the Income Statement when incurred based on management’s judgement that future annual fees will no longer be payable upon the decision by the subsidiary to return the licence. Management considers the annual payment to be usage fees based on interpretation of the licence conditions, written confirmation from the Directorate General of Post and Telecommunication, Indonesia and current year assessment of 3G operations. The annual fees are therefore not considered part of the acquisition cost of the licence. Should the regulations and conditions with regards to the payment of the annual fees be amended in the future with the consequence that payment of the remaining outstanding annual fees cannot be avoided upon the subsidiary surrendering the licence, the Group will recognise an intangible asset and a corresponding liability at the present value of the remaining annual fees at that point in time. (ii) The above Cash Flow Statements are to be read in conjunction with the Significant Accounting Policies on pages 223 to 238 and the Notes to the Financial Statements on pages 245 to 346. Classification between investment properties and property, plant and equipment The Group has developed certain criteria based on FRS 140 in making judgement whether a property qualifies as an investment property. Investment property is a property held to earn rentals or for capital appreciation or both. Some properties comprise a portion that is held to earn rentals or for capital appreciation and another portion that is held for use in the production or supply of goods or services or for administrative purposes. If these portions could be sold separately (or leased out separately under a finance lease), the Group would account for the portions separately. If the portions could not be sold separately, the property is an investment property only if an insignificant portion is held for use in the production or supply of goods or services or for administrative purposes. Judgement is made on an individual property basis to determine whether ancillary services are so significant that a property does not qualify as an investment property. Report of the Auditors – Page 348. 244 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 245 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 2. 2. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (continued) 2.1 Critical judgement in applying the entity’s accounting policies (continued) (ii) Classification between investment properties and property, plant and equipment (continued) During the year, the Group has temporarily sub-let several vacant warehouses but has decided not to recognise these properties as investment properties because it is not the Group's intention to hold these properties in the long term for capital appreciation or rental income. Accordingly, these properties continue to be classified as property, plant and equipment. 2.2 Critical accounting estimates and assumptions The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, rarely equal the related actual results. To enhance the information content of the estimates, certain key variables that are anticipated to have material impact to the Group’s results and financial position are tested for sensitivity to changes in the underlying parameters. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next year are mentioned below. (i) (ii) Impairment of Goodwill The Group tests goodwill for impairment annually in accordance with its accounting policy or whenever events or change in circumstances indicate that this is necessary. The assumptions used, results and conclusion of the impairment assessment are stated in note 20 to the financial statements. Impairment of Property, Plant and Equipment, Intangible Assets (other than goodwill) and Investments The Group assesses impairment of the assets mentioned above whenever the events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable i.e. the carrying amount of the asset is more than the recoverable amount. Recoverable amount is measured at the higher of the fair value less cost to sell for that asset and its value-in-use. The value-in-use is the net present value of the projected future cash flow derived from that asset discounted at an appropriate discount rate. Projected future cash flows are based on Group’s estimates calculated based on historical, sector and industry trends, general market and economic conditions, changes in technology and other available information. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS (continued) 2.2 Critical accounting estimates and assumptions (continued) (iv) Taxation (a) Income taxes The Group is subject to income tax in numerous jurisdictions. Judgement is involved in determining the group-wide provision for income taxes. There are certain transactions and computations for which the ultimate tax determination is uncertain during the ordinary course of business. The Group recognises liabilities for tax matters based on estimates of whether additional taxes will be due. If the final outcome of these tax matters result in a difference in the amounts initially recognised, such differences will impact the income tax and/or deferred tax provisions in the period in which such determination is made. (b) (v) Deferred tax assets Deferred tax asset is recognised to the extent that it is probable that future taxable profit will be available against which temporary differences can be utilised. This involves judgement regarding future financial performance of a particular entity in which the deferred tax asset has been recognised. Share-based Payments Equity settled share-based payments (share options) are measured at fair values at the grant dates. In addition, the Group revises the estimated number of performance linked share options that participants are expected to receive based on non-market conditions at each balance sheet date. The assumptions used in the valuation to determine these fair values are explained in note 13 to the financial statements. (vi) Contingent Liabilities Determination of the treatment of contingent liabilities is based on management’s view of the expected outcome of the contingencies after consulting legal counsel for litigation cases and experts internal and external to the Group for matters in the ordinary course of business. Please refer to note 41(b) to (m) to the financial statements for legal proceedings that the Group is involved as at 31 December 2006. (iii) Estimated Useful Lives of Property, Plant and Equipment The Group reviews annually the estimated useful lives of property, plant and equipment based on factors such as business plan and strategies, expected level of usage and future technological developments. Future results of operations could be materially affected by changes in these estimates brought about by changes in the factors mentioned. A reduction in the estimated useful lives of property, plant and equipment would increase the recorded depreciation and decrease the property, plant and equipment. 246 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 247 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 3. 3. SIGNIFICANT ACQUISITIONS (a) Acquisition of additional interest in PT Excelcomindo Pratama Tbk (XL) In 2005, the Group through TM International (L) Limited (TMIL), a wholly owned subsidiary, acquired 56.9% equity interest in XL through various stage of acquisitions as summarised below. XL became a subsidiary of the Group on 27 October 2005. % of equity interest acquired Completion Date 23.1 11 January 2005 4.2 15 June 2005 (iii) Subscription of new shares issued during the Initial Public Offering (IPO) 3.2 29 September 2005 (iv) Dilution of equity interest as a result of the IPO (5.5) 29 September 2005 (v) Exercise of call options 31.9 27 October 2005 Effective equity interest as at 27 October 2005 56.9 (i) (ii) Acquisition of 523,215 ordinary shares through the acquisition of Indocel Holding Sdn Bhd Acquisition of additional 95,130 ordinary shares As an associate RM As a subsidiary RM Total RM Operating revenue Operating costs — — 293.6 (207.6) 293.6 (207.6) Operating profit Other operating income — — 86.0 0.3 86.0 0.3 Operating profit before finance cost Net finance cost Share of results of associate — — (12.5) 86.3 (19.1) — 86.3 (19.1) (12.5) (Loss)/profit before taxation Taxation (12.5) 10.2 67.2 (14.1) (Loss)/profit after taxation Minority interests (2.3) — Profit attributable to shareholders (2.3) TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 (a) Acquisition of additional interest in PT Excelcomindo Pratama Tbk (XL) (continued) The effect of the acquisition of XL on the Group's financial position at the previous year end was as follows: 2005 RM Non-current assets (including goodwill on acquisition of XL) Current assets Non-current liabilities Current liabilities 5,249.4 546.4 (1,371.4) (855.6) Total net assets Minority interests Less: Amount accounted for as an associate at 26 October 2005 3,568.8 (319.5) (230.7) Increase in Group’s net assets Goodwill on acquisition offset against gain on dilution 3,018.6 126.2 Actual increase in Group’s net assets* 3,144.8 * The effect of the acquisition of XL to the financial results of the Group as reported in the previous year is disclosed below. Period from Period from 11 January 2005 to 27 October 2005 to 26 October 2005 31 December 2005 248 SIGNIFICANT ACQUISITIONS (continued) including the amount relating to the fair value adjustments attributable to interest held in XL at balance sheet date. Details of net assets acquired, goodwill and cash flow arising from the acquisition in previous year were as follows: At date of acquisition RM Property, plant and equipment Deferred tax assets Inventories Trade and other receivables Cash and bank balances Trade and other payables Current tax liabilities Borrowings 2,076.4 12.6 10.6 216.0 455.1 (436.7) (1.0) (1,644.9) Fair value of total net assets as at 27 October 2005 Minority interests at 43.1% Less: Amount accounted for as an associate as at 26 October 2005 688.1 (296.6) (230.7) Fair value of net assets acquired as at 27 October 2005 Goodwill on acquisition offset against gain on dilution Goodwill on acquisition retained as an asset 160.8 126.2 2,827.4 54.7 (3.9) Cost of acquisition (comprising purchase consideration and expenses directly attributable to the acquisition) 3,114.4 53.1 (22.9) 50.8 (22.9) Purchase consideration discharged by cash Expenses directly attributable to the acquisition, paid by cash Less: Cash and cash equivalents of subsidiary acquired 3,096.8 17.6 (455.1) 30.2 27.9 Cash outflow of the Group on acquisition 2,659.3 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 249 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 3. 3. SIGNIFICANT ACQUISITIONS (continued) (a) Acquisition of additional interest in PT Excelcomindo Pratama Tbk (XL) (continued) The fair value of the net assets acquired at 27 October 2005 was provisional as at 31 December 2005 pending finalisation of the fair value determination of XL's telecommunication plant and equipment and certain assets and liabilities. Following the completion of the fair value determination in 2006, the provisional fair value of net assets acquired increased by RM104.1 million. SIGNIFICANT ACQUISITIONS (continued) (b) Acquisition of the remaining 49.0% equity interest in Telekom Malaysia International (Cambodia) Company Limited (formerly known as Cambodia Samart Communication Company Limited) (Casacom) (continued) RM On 7 June 2006, TMIL, entered into an agreement with AIF (Indonesia) Limited (AIF) to purchase 195,605,400 ordinary shares of Indonesian Rupiah 100 each in XL, representing approximately 2.8% of the issued and paidup share capital of XL from AIF (the AIF Purchased Shares) for a cash consideration of USD39.7 million. The acquisition of the AIF Purchased Shares was completed on 12 June 2006. Consequently, the Group's effective equity interest in XL increased from 56.9% to 59.7%. RM Purchase consideration: Cash consideration Expenses directly attributable to the acquisition 144.7 0.2 Carrying value of net assets acquired 144.9 (29.6) Difference between purchase consideration over net assets acquired 115.3 The acquisition of additional shares was treated as a transaction with minority shareholders and thus the difference between the consideration paid and the Group’s share of the carrying value of net assets as at 12 June 2006 was taken directly to equity. The Group's effective equity interest in XL was reduced to 59.6% following the sale of 3,507,000 of XL shares through the Jakarta Stock Exchange. (b) Acquisition of the remaining 49.0% equity interest in Telekom Malaysia International (Cambodia) Company Limited (formerly known as Cambodia Samart Communication Company Limited) (Casacom) As at 1 January 2006, the Group held 51.0% equity interest in Casacom through its wholly owned subsidiary, TM International Sdn Bhd (TMI). On 17 February 2006, TMI entered into a Share Sale and Purchase Agreement with Samart Corporation Public Company Limited (Samart), a company incorporated in Thailand, for the acquisition of 1,038,700 ordinary shares of USD4.00 each representing the remaining 49.0% equity interest in Casacom from Samart for a consideration of USD29.0 million (RM107.9 million). Casacom became a wholly owned subsidiary of the Group upon completion of the transaction on 27 March 2006. 250 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Purchase consideration: cash consideration expenses directly attributable to the acquisition 107.2 0.7 Carrying value of net assets acquired 107.9 (50.7) Difference between purchase consideration over net assets acquired 57.2 The acquisition of additional shares was treated as a transaction with minority shareholders and thus the difference between the consideration paid and the Group’s share of the carrying value of net assets as at 27 March 2006 was taken directly to equity. This acquisition has no material effect to the results of the Group in the current year. On 3 October 2006, Casacom changed its name to Telekom Malaysia International (Cambodia) Company Limited. (c) Acquisition of 24.42% equity interest in Samart I-Mobile Public Company Limited (SIM) On 17 February 2006, TMI entered into a Share Sale and Purchase Agreement with Samart for the acquisition of 105 million ordinary shares of Thai Baht (THB)1.00 each representing 24.42% equity interest in SIM from Samart for a consideration of THB1,312.5 million (RM124.8 million). SIM became an associate of the Group upon completion of the transaction on 27 March 2006. The goodwill on acquisition arising from the above transaction was RM62.0 million, being the excess of the purchase price over the Group’s share of the fair value of SIM’s identifiable net assets as at 27 March 2006. The above goodwill is included in the cost of investment in associates. This acquisition has no material effect to the results of the Group in the current year. (d) Acquisition of 49.0% equity interest in Spice Communications Limited (formerly known as Spice Communications Private Limited) (Spice) through the acquisition of the entire equity interest in TMI India Ltd (TMI India) (formerly known as Distacom Communications (India) Limited) (DCIL) TMI Mauritius Ltd (TMIM), a wholly owned subsidiary of the Group, held via TMI, acquired a 100% equity interest in DCIL, pursuant to the Share Sale and Purchase Agreement on 10 March 2006, for a cash consideration of USD178.8 million (RM659.4 million). DCIL is an investment holding company having a 49.0% equity interest in Spice. DCIL became a wholly owned subsidiary and Spice became a jointly controlled entity of the Group upon completion of the acquisition on 10 May 2006. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 251 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 3. 4. SIGNIFICANT ACQUISITIONS (continued) (d) Acquisition of 49.0% equity interest in Spice Communications Limited (formerly known as Spice Communications Private Limited) (Spice) through the acquisition of the entire equity interest in TMI India Ltd (TMI India) (formerly known as Distacom Communications (India) Limited) (DCIL) (continued) The goodwill on acquisition arising from the above transaction was RM691.1 million, being the excess of the purchase price over the Group’s share of the provisional fair value of Spice’s identifiable net assets as at 10 May 2006. The above goodwill is included in the cost of investment in jointly controlled entities. This acquisition has no material effect to the results of the Group in the current year. The Group On 22 August 2006 and 28 December 2006, DCIL and Spice changed their names to TMI India Ltd and Spice Communications Limited respectively. (e) Acquisition of business and business assets of Petrofibre Network (M) Sdn Bhd (PFN) During the year, Fiberail Sdn Bhd (Fiberail), a 60.0% owned subsidiary of the Group, acquired the business and business assets of PFN for RM101.9 million via a cash consideration of RM89.1 million and share consideration of RM12.8 million. Consequently, the Group’s equity interest in Fiberail reduced to 54.0%. This acquisition has no material effect to the results of the Group in the current year. (f) OPERATING REVENUE (continued) 2006 RM 2005 RM 2006 RM 2005 RM Calls/usage Rentals Interconnect and international inpayment Messaging and roaming Others 5,402.4 171.8 957.5 1,801.7 231.1 3,928.0 356.5 629.2 985.5 153.3 — — — — — — — — — — Total cellular 8,564.5 6,052.5 — — 869.9 352.2 608.0 300.2 — — — — 16,399.2 13,942.4 6,753.5 6,948.4 Internet and multimedia Non-telecommunication related services TOTAL OPERATING REVENUE During the year, the Group also acquired the following companies for a total consideration of RM56.6 million: (i) 90.0% equity interest in Asset Media (Pvt) Ltd for USD3.15 million (RM11.6 million). (ii) 100% stake in Communiq Broadband Network (Private) Limited for USD3.51 million (RM18.3 million). 5. (iii) 100% stake in CBN SAT (Private) Limited for USD1.39 million (RM6.7 million). (v) Additional 10.0% equity interest in an associate, Fibrecomm Network Sdn Bhd (Fibrecomm) for a consideration of RM7.4 million. Consequently, Fibrecomm became a 51.0% owned subsidiary of the Group. PROVISION FOR A CLAIM The provision for a claim in the previous year, comprised the potential satisfaction of the DeTeAsia Holdings GmbH which included arbitration costs, legal, interest, other related costs and tax thereon. (iv) Additional 20.0% equity interest in a subsidiary, Celcom Timur Sabah for a consideration of RM12.6 million. 6. OTHER OPERATING COSTS The above acquisitions have no material effect to the results of the Group in the current year. 4. The Group 2006 RM OPERATING REVENUE The Group 252 The Company The Company 2006 RM 2005 RM 2006 RM 2005 RM Calls/usage Rentals Interconnect and international inpayment Others 2,966.8 1,415.6 615.4 128.7 3,448.4 1,481.8 488.8 139.2 2,933.6 1,435.6 576.8 129.3 3,256.6 1,495.9 549.5 139.4 Total fixed line Data services Other telecommunication related services 5,126.5 870.4 615.7 5,558.2 878.7 544.8 5,075.3 1,374.8 303.4 5,441.4 1,209.2 297.8 Total fixed line, data services and other telecommunication related services 6,612.6 6,981.7 6,753.5 6,948.4 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Allowance for doubtful debts (net of bad debt recoveries) Allowance for diminution in value of an associate Allowance for amount owing by subsidiaries Charges and agencies commissions Domestic interconnect and international outpayment Impairment of land held for property development Impairment of property, plant and equipment (PPE) Maintenance Marketing, advertising and promotion Net loss/(gain) on foreign exchange – realised Net (gain)/loss on foreign exchange – unrealised 303.9 — — 132.0 1,962.1 — 4.1 731.8 1,133.7 72.3 (433.3) The Company 2005 RM 497.5 — — 76.1 1,781.5 14.3 82.6 692.4 918.6 46.0 54.6 ANNUAL REPORT 2006 2006 RM 111.2 1.5 134.7 165.1 1,183.7 — — 310.1 142.6 (0.3) (260.4) 2005 RM 154.9 — — 110.7 1,298.6 — 6.5 361.1 156.8 (6.7) 22.4 TELEKOM MALAYSIA BERHAD 253 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 6. 6. OTHER OPERATING COSTS (continued) The Group The Company 2006 RM 2005 RM 2006 RM 2005 RM 243.0 42.9 44.1 — 188.3 21.5 32.5 — 92.7 29.5 6.1 76.9 84.2 26.4 3.0 83.7 (28.7) 10.6 (28.1) 10.3 Rental – land and buildings Rental – equipment Rental – others Research and development (Reversal of)/allowance for diminution in value of quoted investments (Reversal of)/allowance for diminution in value of long term investments Reversal of allowance for doubtful debts Reversal of impairment of land held for property development Reversal of impairment of PPE Staff costs Staff costs capitalised in PPE Supplies and inventories Transportation and travelling Universal Service Provision Utilities Write off of PPE Others (10.3) — 105.7 (140.5) (10.3) — 84.2 (140.5) (3.6) (7.4) 1,991.4 (74.9) 619.1 128.7 398.4 295.3 2.0 1,501.5 — (76.0) 1,810.9 (61.5) 524.8 107.0 307.9 235.7 9.3 1,153.7 — (3.9) 1,126.1 (60.6) 273.5 42.3 113.7 172.9 — 332.7 — — 1,155.0 (58.5) 239.9 42.6 124.5 161.8 8.7 414.6 TOTAL OTHER OPERATING COSTS 9,048.1 8,393.5 3,951.7 4,344.2 1,555.0 38.8 210.0 149.4 35.5 1,354.0 161.0 190.5 103.2 — 875.2 37.2 145.3 58.7 7.7 846.0 114.7 137.7 55.1 — 0.8 1.6 — 0.3 0.8 1.2 0.2 — 0.4 1.3 — 0.3 0.3 1.0 0.2 — Staff costs include: – salaries, allowances, overtime and bonus – termination benefit – contribution to Employees Provident Fund (EPF) – other staff benefits – ESOS expense – remuneration of Directors of the Company – fees – salaries, allowances and bonus – contribution to EPF – ESOS expense OTHER OPERATING COSTS (continued) The Group Others include: – audit fees – PricewaterhouseCoopers Malaysia – current year – in respect of prior year – PricewaterhouseCoopers Malaysia’s affiliates – others (a) 7. TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 2006 RM 2005 RM 2006 RM 2005 RM 2.2 — 1.1 0.3 2.0 0.2 0.7 0.2 0.9 — — — 0.7 — — — Estimated money value of benefits of Directors amounted to RM125,141 (2005: RM115,052) for the Group and RM40,729 (2005: RM33,611) for the Company. OTHER OPERATING INCOME The Group Compensation for loss of exclusive rights Dividend income from subsidiaries Dividend income from quoted shares Dividend income from unquoted shares Gain on dilution/partial disposal of subsidiaries Interest income from subsidiaries Other income from subsidiaries Penalty on breach of contract Profit on disposal of property, plant and equipment Profit/(loss) on disposal of long term investments Loss on disposal of fixed income securities Loss on disposal of short term investments Rental income from buildings Rental income from vehicles Revenue from training and related activities Sale of scrap stores Others TOTAL OTHER OPERATING INCOME 254 The Company The Company 2006 RM 2005 RM 2006 RM 2005 RM — — 4.5 2.7 13.8 — — 10.7 12.4 68.5 (0.2) (1.7) 9.2 — 13.2 7.4 38.0 137.0 — 4.2 0.5 259.0 — — 3.3 14.8 40.8 — (10.9) 14.8 — 13.1 7.4 59.9 — 142.4 3.3 2.7 — 8.0 16.7 6.4 11.7 (8.9) (0.2) (1.7) 39.7 14.7 14.1 7.2 36.7 137.0 151.3 4.2 0.5 — 15.3 6.2 9.6 20.2 40.8 — (10.9) 51.8 9.5 14.4 7.4 47.5 543.9 292.8 504.8 178.5 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 255 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 8. 9. NET FINANCE COST 2006 2005 Islamic Foreign Domestic Principles RM RM RM 256 Total RM The Group Islamic Foreign Domestic Principles RM RM RM Total RM THE GROUP Finance income 80.9 110.5 42.6 234.0 152.0 105.7 55.3 313.0 TOTAL FINANCE INCOME 80.9 110.5 42.6 234.0 152.0 105.7 55.3 313.0 Finance cost from borrowings Amortisation of fair value adjustment on borrowings Accretion of finance income Amortisation of discounts (500.4) (90.6) (79.0) (670.0) (392.4) (188.3) (111.1) (691.8) 19.2 10.8 — 18.6 1.0 (1.5) 37.8 11.8 (1.5) 3.2 — — 25.4 — (0.2) — — — 28.6 — (0.2) TOTAL FINANCE COST (470.4) (72.5) (79.0) (621.9) (389.2) (163.1) (111.1) (663.4) NET FINANCE COST (389.5) 38.0 (36.4) (387.9) (237.2) (57.4) (55.8) (350.4) — — — THE COMPANY Finance income 30.5 52.7 17.3 100.5 121.0 49.7 26.5 197.2 TOTAL FINANCE INCOME 30.5 52.7 17.3 100.5 121.0 49.7 26.5 197.2 (22.4) (307.7) (330.2) — (33.7) (363.9) (78.6) 11.8 (1.5) — — — (174.8) — (0.2) — — — (174.8) — (0.2) Finance cost from borrowings Dividend for redeemable preference shares Accretion of finance income Amortisation of discounts (285.3) — 10.8 — (78.6) 1.0 (1.5) TOTAL FINANCE COST (274.5) (79.1) (22.4) (376.0) (330.2) (175.0) (33.7) (538.9) NET FINANCE COST (244.0) (26.4) (5.1) (275.5) (209.2) (125.3) (7.2) (341.7) TELEKOM MALAYSIA BERHAD — ANNUAL REPORT 2006 TAXATION — — — The Company 2006 RM 2005 RM 2006 RM 2005 RM 413.7 269.8 448.9 (105.6) 255.3 87.9 261.6 (154.0) (95.7) (54.3) 130.1 — (141.5) (119.3) 58.5 — 533.5 473.4 82.4 166.1 23.0 3.7 — — — — 266.7 164.8 — — 297.4 191.5 — — TOTAL TAXATION 830.9 664.9 82.4 166.1 Current taxation: Current year Under/(over) accrual in prior years (net) 444.8 269.4 471.9 (101.9) 255.3 87.9 261.6 (154.0) 393.0 339.0 (208.9) 58.5 (157.2) (64.8) (54.3) (127.1) — 83.0 — (51.9) — — — — 830.9 664.9 82.4 The taxation charge for the Group and the Company comprise: Malaysia Income Tax Current year Prior year Deferred Tax (net) Current year Prior year Overseas Income Tax Current year Prior year Deferred Tax (net) Current year Deferred taxation: Origination and reversal of temporary differences Benefit from previously unrecognised deductible temporary differences and tax losses Change in tax rate (Over)/under accrual of deferred tax 31.1 (0.4) ANNUAL REPORT 2006 166.1 TELEKOM MALAYSIA BERHAD 257 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 9. 10. EARNINGS PER SHARE (continued) TAXATION (continued) The explanation of the relationship between taxation expense and profit before taxation is as follows: Numerical reconciliation between taxation expense and the product of accounting profit multiplied by the Malaysian tax rate: The Group The Company Profit Before Taxation 2006 RM 2005 RM 2006 RM 2005 RM 3,133.2 1,520.4 617.1 574.5 877.3 425.7 172.8 160.9 Taxation calculated at the applicable Malaysian taxation rate of 28% Tax effects of: – shares of results of jointly controlled entities and associates – different taxation rates in other countries – expenses not deductible for taxation purposes – income not subject to taxation – expenses allowed for double deduction – previously unrecognised temporary differences – tax incentives – change in tax rate – current year tax losses not recognised – (over)/under accrual of deferred tax (net) – under/(over) accrual of income tax (net) (b) Diluted earnings per share For the diluted earnings per share calculation, the weighted average number of ordinary shares in issue is adjusted to assume conversion of all dilutive potential ordinary shares. For ESOS 3 offered since 2002 and PLES offered since 2005, a calculation is done to determine the number of shares that could have been acquired at fair value (determined as the average annual share price of the Company's shares) based on the monetary value of the subscription rights attached to outstanding share options. This calculation serves to determine the unexercised shares to be added to the ordinary shares in issue for the purpose of computing the dilution. No adjustment is made to profit attributable to equity holders for the share options calculation. For details of the Company’s Employees' Share Option Scheme, please refer to note 13(a) to the financial statements. The Group 1.0 45.4 192.7 (260.2) (11.4) (157.2) (17.0) (64.8) 10.0 (54.3) 269.4 6.7 28.1 708.4 (346.3) (15.7) (127.1) — — 4.0 83.0 (101.9) — — 107.9 (86.6) (11.4) — (17.0) (51.9) — (119.3) 87.9 — — 293.2 (118.3) (15.7) — — — — — (154.0) 830.9 664.9 82.4 166.1 TOTAL TAXATION 2006 2005 Profit attributable to equity holders (RM million) 2,068.8 811.3 Weighted average number of ordinary shares in issue (million) 3,394.0 3,387.6 7.3 13.6 3,401.3 3,401.2 60.8 23.9 Adjustment for ESOS 3 (million) Weighted average number of ordinary shares for computation of diluted earnings per share (million) Diluted earnings per share (sen) 11. DIVIDENDS IN RESPECT OF ORDINARY SHARES Dividends approved and paid in respect of ordinary shares: The Group and Company 10. EARNINGS PER SHARE 2006 (a) Basic earnings per share Basic earnings per share of the Group is calculated by dividing the profit attributable to equity holders by the weighted average number of ordinary shares of the Company in issue during the year. Gross Amount of dividend dividend, net per share of 28% tax Sen RM The Group Profit attributable to equity holders (RM million) Weighted average number of ordinary shares in issue (million) Basic earnings per share (sen) 258 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 2006 2005 2,068.8 3,394.0 811.3 3,387.6 61.0 23.9 2005 Gross dividend per share Sen Amount of dividend, tax-exempt RM Interim dividends in respect of the year ended: – 31 December 2005 – 31 December 2006 Final dividends in respect of the year ended: – 31 December 2004 – 31 December 2005 — 16.0 — 391.0 10.0 — 339.0 — — 25.0 — 610.9 20.0 — 677.3 — DIVIDEND RECOGNISED AS DISTRIBUTION TO ORDINARY EQUITY HOLDERS OF THE COMPANY 41.0 1,001.9 30.0 1,016.3 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 259 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 11. DIVIDENDS IN RESPECT OF ORDINARY SHARES (continued) 12. SHARE CAPITAL (continued) The Board now recommends a final gross dividend of 30.0 sen per share less tax at 27% (2005: a final gross dividend of 25.0 sen per share less tax at 28%) for shareholders’ approval at the forthcoming Annual General Meeting of the Company. The total dividend payout for the current year based on issued share capital as at 31 December 2006 is approximately RM1,135.1 million, representing 54.9% of the profit attributable to equity holders of the Company. This is in line with the dividend payout policy of between 40% to 60% of profit attributable to shareholders. These financial statements do not reflect this final dividend which will only be accrued as a liability when approved by shareholders. (a) The Special Rights Redeemable Preference Share (Special Share) of RM1 would enable the Government through the Minister of Finance to ensure that certain major decisions affecting the operations of the Company are consistent with the Government's policy. The Special Shareholder, which may only be the Government or any representative or person acting on its behalf, is entitled to receive notices of meetings but does not carry any right to vote at such meetings of the Company. However, the Special Shareholder is entitled to attend and speak at such meetings. Certain matters, in particular, the alteration of the Articles of Association of the Company relating to the rights of the Special Shareholder, the dissolution of the Company, any substantial acquisitions and disposal of assets, amalgamation, merger and takeover, require the prior consent of the Special Shareholder. 12. SHARE CAPITAL The Group and Company 2006 Authorised: Ordinary shares of RM1 each Special share of RM1 (sub-note a) Class A Redeemable Preference Shares of RM0.01 each (sub-note b) Class B Redeemable Preference Shares of RM0.01 each (sub-note b) The Special Shareholder has the right to require the Company to redeem the Special Share at par at any time. In a distribution of capital in a winding up of the Company, the Special Shareholder is entitled to the repayment of the capital paid-up on the Special Share in priority to any repayment of capital to any other member. The Special Share does not confer any right to participate in the capital or profits of the Company. 2005 Number of shares RM Number of shares RM 5,000.0 — 5,000.0 — 5,000.0 — 5,000.0 — — — — — — — — — (b) These comprise 1,000 Class A Redeemable Preference Shares (RPS) (TM RPS A) of RM0.01 each and 1,000 Class B RPS (TM RPS B) of RM0.01 each, which were issued to Rebung Utama Sdn Bhd, a special purpose entity of the Company, at a premium of RM0.99 each over the par value of RM0.01 each. TM RPS A and TM RPS B rank pari-passu amongst themselves but below the Special Share and ahead of the ordinary shares of the Company in a distribution of capital in the event of the winding up or liquidation of the Company. TM RPS A and TM RPS B have been classified as liabilities. The details of TM RPS A and TM RPS B are set out in note 16(a) to the financial statements. Issued and fully paid: Ordinary shares of RM1 each At 1 January Exercise of share options At 31 December Special share of RM1 (sub-note a) At 1 January and 31 December TOTAL ISSUED AND FULLY PAID-UP SHARE CAPITAL 260 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 (c) 3,391.5 6.1 3,391.5 6.1 3,382.4 9.1 3,382.4 9.1 3,397.6 3,397.6 3,391.5 3,391.5 — — — — 3,397.6 3,397.6 3,391.5 3,391.5 During the year, the issued and fully paid-up share capital of the Company was increased by the issuance of 6,139,500 ordinary shares of RM1 each for cash under ESOS 3, detailed as follows: Number of shares issued Exercise price per share 5,995,000 1,000 46,000 97,500 RM7.09 RM8.02 RM9.32 RM9.22 These shares rank pari-passu in all respects with the existing issued ordinary shares of the Company. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 261 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 13. EMPLOYEES' SHARE OPTION SCHEME 13. EMPLOYEES' SHARE OPTION SCHEME (continued) Total expense recognised arising from share-based payments amounted to RM35.8 million and RM8.0 million for the Group and the Company respectively as disclosed in note 6 to the financial statements. No expense is recognised for outstanding share options granted before 31 December 2004 or share options granted after 31 December 2004 but vested before 1 January 2006. (a) Employees’ Share Option Scheme (ESOS) of the Company The Company's existing Employees' Share Option Scheme (ESOS 3) was approved by the shareholders at an Extraordinary General Meeting held on 21 May 2002. The expiry date of ESOS 3 is 31 July 2007. Options to subscribe for ordinary shares of RM1 each under ESOS 3 was granted in various phases, as follows: Exercise price (RM) Scheme Grant date ESOS 3 (phase 1) 1 August 2002 7.09 20 May 2004 8.02 ESOS 3 (phase 2) 10 March 2005 6 September 2005 ESOS 3 (phase 3) 18 December 2006 Number of options granted Eligibility Executives and Non-Executives of the Company and its subsidiaries Non-Executives of the Company 259,014,000 9.32 9.22 Executives of the Company Executives and Non-Executives of the Company and its subsidiaries 3,365,000 19,439,000 8.69 Executives and Non-Executives of the Company and its subsidiaries 5,470,000 48,000 (a) Employees’ Share Option Scheme (ESOS) of the Company (continued) General features of ESOS 3 and PLES (i) The eligibility for participation in ESOS is at the discretion of the Option Committee appointed by the Board of Directors. (ii) The total number of shares to be offered shall not exceed 10% of the total issued and paid-up shares of the Company. (iii) No option shall be granted for less than 100 shares nor more than 1,200,000 shares unless so adjusted pursuant to item (v) below. (iv) The subscription price of each RM1 share shall be the average of the middle market quotation of the shares as shown in the daily official list issued by the Bursa Malaysia Securities Berhad for the five (5) trading days preceding the date of offer with a 10% discount, except for PLES options, which were granted without discount. (v) In the event of any alteration in capital structure of the Company during the option period which expires on 31 July 2007, such corresponding alterations shall be made in: (i) the number of new shares in relation to ESOS so far as unexercised; (ii) and/or the subscription price. Specific features of ESOS 3 (vi) Subject to item (v) above, an employee may exercise his options subject to the following limits: (a) On 6 September 2005, the Company also implemented a Performance Linked Employee Options Scheme (PLES) for Senior Management of the Company and its subsidiaries. The scheme is an extension of the existing ESOS 3 and expires on 31 July 2007. Percentage of options exercisable (%) Number of options granted The maximum number of PLES options granted and the vesting period is as follows: Below 20,000 20,000 – 99,999 100,000 and above Vesting Period/Maximum Options Granted Performance Condition In respect of any options granted and remained unexercised prior to 17 May 2005, being the effective date of the 2005 amendments to the ESOS by-law: 1 May 2005 1 May 2006 1 May 2007 Performance for financial year: – 2004 – 2005 – 2006 Aggregated performance for 2004-2006 5,991,200 — — — — 5,991,200 — — — — 5,991,200 11,982,400 Total 5,991,200 5,991,200 17,973,600 Year 1 Year 2 Year 3 Year 4 Year 5 100 *40 20 — 30 20 — **30 20 — — 20 — — 20 * 40% or 20,000 options, whichever is higher ** 30% or the remaining number of options unexercised (b) In respect of options granted after 17 May 2005 (not inclusive of PLES options), the number of options which a grantee may exercise in a relevant year shall be evenly distributed over the number of unexpired years of the scheme, as calculated on the date of acceptance of the option, save as determined otherwise by the Option Committee. The options granted do not confer any right to participate in any share issue of any other company. Options granted under PLES are conditional grants and are based on the performance of the Group and individuals for the respective years. Options under PLES have an exercise price of RM10.24. The number of options a grantee may exercise will be notified to the grantee through a letter of notification after the end of the respective financial years. Options to which the grantees are not qualified to exercise shall lapse, be null and void. 262 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 263 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 13. EMPLOYEES' SHARE OPTION SCHEME (continued) 13. EMPLOYEES' SHARE OPTION SCHEME (continued) (a) Employees’ Share Option Scheme (ESOS) of the Company (continued) The movement during the year in the number of options over the ordinary shares of RM1 each of the Company is as follows: Fair Exercise At 1 At 31 value at Option Scheme Price January Granted Exercised Forfeited December grant date (ESOS 3) (RM) (’000) (’000) (’000) (’000) (’000) (RM) 2006 Phase Phase Phase Phase Phase 1 1 2 2 3 7.09 8.02 9.32 9.22 8.69 Total 2005 Phase Phase Phase Phase 1 1 2 2 7.09 8.02 9.32 9.22 Total 28,798.0 14.0 3,176.0 19,356.5 — — — — — 5,470.0 (5,995.0) (1.0) (46.0) (97.5) — — — (38.0) (421.0) (327.0) 22,803.0 13.0 3,092.0 18,838.0 5,143.0 51,344.5 5,470.0 (6,139.5) (786.0) 49,889.0 37,675.0 23.0 — — — — 3,365.0 19,439.0 (8,874.0) (9.0) (189.0) (5.0) (3.0) — — (77.5) 28,798.0 14.0 3,176.0 19,356.5 37,698.0 22,804.0 (9,077.0) (80.5) 51,344.5 —* —* —* 1.61 1.07 —* —* —* 1.61 (a) Employees’ Share Option Scheme (ESOS) of the Company (continued) Details relating to options exercised during the year are as follows: Exercise date Fair value of shares at exercise date Exercise price/ Number of options exercised (’000) RM/share RM7.09 RM8.02 RM9.32 RM9.22 9.50-9.95 8.90-9.10 9.30-9.70 2,292.0 1,687.0 2,016.0 — 1.0 — 42.0 — 4.0 41.5 — 56.0 5,995.0 1.0 46.0 97.5 2,209.0 1,329.0 563.0 2,706.0 1,238.0 829.0 7.0 — — 2.0 — — — — 2.0 164.0 22.0 1.0 — — — — — 5.0 8,874.0 9.0 189.0 5.0 2006 RM million 2005 RM million Ordinary share capital – at par Share premium 6.1 37.7 9.1 55.7 Proceeds received on exercise of share options 43.8 64.8 Fair value at exercise date of shares issued 58.0 96.1 2006 January to May 2006 June to October 2006 November to December 2006 2005 January 2005 February to March 2005 April to May 2005 June to August 2005 September to October 2005 November to December 2005 11.35 10.35-10.65 9.60-10.05 10.25-10.80 10.10-10.25 9.40-9.55 At 31 December Option Scheme (PLES) Exercise Price (RM) 2006 Performance for: – 2004 – 2005 – 2006 Aggregate 10.24 10.24 10.24 10.24 Total 2005 Performance for: – 2004 – 2005 – 2006 Aggregate Total 10.24 10.24 10.24 10.24 At 1 January (’000) Granted (’000) Exercised (’000) Forfeited (’000) Vested (’000) Fair Not yet value at vested grant date (’000) (RM) 1,629.0 5,991.2 5,991.2 11,982.4 — — — — — — — — (26.8) (5,991.2) — — 1,602.2 — n/a n/a n/a n/a 5,991.2 11,982.4 25,593.8 — — (6,018.0) 1,602.2 17,973.6 — — — — 5,991.2 5,991.2 5,991.2 11,982.4 — — — — (4,362.2) — — — 1,629.0 n/a n/a n/a n/a 5,991.2 5,991.2 11,982.4 — 29,956.0 — (4,362.2) 1,629.0 23,964.8 —* 1.14 1.14 1.14 —* 1.14 1.14 1.14 * FRS 2 not applicable for these tranches n/a Not applicable The above unexercised options remain in force until 31 July 2007. 264 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 265 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 13. EMPLOYEES' SHARE OPTION SCHEME (continued) 13. EMPLOYEES' SHARE OPTION SCHEME (continued) (a) Employees’ Share Option Scheme (ESOS) of the Company (continued) The fair value of shares issued on the exercise of options is the mean market price at which the Company's share were traded on the Bursa Malaysia Securities Berhad on the day prior to the exercise of the options. (b) ESOS of VADS Berhad (VADS) (continued) The principal features of ESOS are as follows (continued): (v) Subject to item (vi) below, an employee may exercise his options subject to the following limits: The fair values of options granted in which FRS 2 applies, was determined using the Black Scholes Valuation model. The significant inputs into the model are as follows: Percentage of options exercisable (%) ESOS 3 Exercise price Option life (number of days to expiry) Weighted average share price at grant date Expected dividend yield Risk free interest rates (Yield of Malaysian Government securities) Expected volatility TM share historical volatility period: From To Year 1 Year 2 Year 3 Year 4 Year 5 20 20 20 20 20 Number of options granted Phase 2 RM9.22 Phase 3 RM8.69 PLES RM10.24 649 225 649 (a) the number of new shares in relation to ESOS so far as unexercised; RM10.10 RM9.65 RM10.10 (b) and/or the subscription price. 3.0% 3.0% 3.0% 3.18% 3.21% 3.18% 23.27% 15.74% 23.27% 24.10.2003 14.10.2005 18.12.2004 18.12.2006 24.10.2003 14.10.2005 The volatility measured at the standard deviation of continuously compounded share return is based on statistical analysis of daily share prices over the last two (2) years from the grant date. (b) ESOS of VADS Berhad (VADS) The ESOS was approved by VADS's shareholders at an Extraordinary General Meeting held on 28 January 2005. The principal features of ESOS are as follows: (i) The eligibility for participation in ESOS is at the discretion of the Option Committee appointed by the Board of Directors of VADS. (ii) The total number of shares to be offered shall not exceed 15% of the total issued and paid-up shares of VADS. (iii) No option shall be granted for less than 1,000 shares nor more than 500,000 shares unless so adjusted pursuant to item (vi) below. (iv) The subscription price of each RM1 share shall be the average of the middle market quotation of the shares as shown in the daily official list issued by the Bursa Malaysia Securities Berhad for the five (5) trading days preceding the date of offer with a 10% discount. (vi) In the event of any alteration in capital structure of VADS during the option period which expires on 31 March 2010, such corresponding alterations shall be made in: These options granted do not confer any right to participate in any share issue of any other company. The movement during the year in the number of options over the ordinary shares of RM1 each of VADS are as follows: Grant date 2006 14 April 2005 31 August 2005 30 November 2005 19 January 2006 28 April 2006 28 July 2006 20 October 2006 Exercise Price (RM) 2.65 2.76 2.94 3.08 3.69 3.82 5.75 Total 2005 14 April 2005 31 August 2005 30 November 2005 Total 2.65 2.76 2.94 At 1 January (’000) Granted (’000) Exercised (’000) Forfeited (’000) At 31 December (’000) 4,761.0 400.0 220.0 — — — — — — — 800.0 848.0 504.0 628.0 (1,242.0) (104.0) (82.0) (248.0) (136.0) (100.0) (18.0) (344.0) (40.0) — (200.0) (54.0) (24.0) (56.0) 3,175.0 256.0 138.0 352.0 658.0 380.0 554.0 5,381.0 2,780.0 (1,930.0) (718.0) 5,513.0 — — — 5,455.0 400.0 220.0 (178.0) — — (516.0) — — 4,761.0 400.0 220.0 — 6,075.0 (178.0) (516.0) 5,381.0 Fair value at grant date (RM) 0.62 0.86 0.74 0.63 1.02 0.88 1.41 0.62 0.86 0.74 The above unexercised options remain in force until 31 March 2010. 266 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 267 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 13. EMPLOYEES' SHARE OPTION SCHEME (continued) 13. EMPLOYEES' SHARE OPTION SCHEME (continued) (b) ESOS of VADS Berhad (VADS) (continued) The fair values of options granted in which FRS 2 applies, was determined using the Black Scholes Valuation model. The significant inputs into the model are as follows: Exercise price Option life (number of days to expiry) Weighted average share price at grant date Expected dividend yield Risk free interest rates (Yield of Malaysian Government securities) Expected volatility VADS share historical volatility period: From To RM5.75 RM3.82 RM3.69 RM3.08 RM2.94 RM2.76 RM2.65 1,259 1,343 1,434 1,533 1,581 1,673 1,812 (c) ESOS of Dialog Telekom Limited (Dialog) (continued) (iii) Options are conditional on an employee satisfying the following: – – – (iv) No options shall be granted for more than 8.0 million shares. (v) RM6.60 RM4.26 RM4.42 RM3.42 RM3.28 RM3.38 RM2.84 3.5% 3.5% 3.5% 3.5% 3.5% 3.5% 3.5% 3.76% 4.22% 4.07% 3.56% 3.68% 3.28% 3.70% 24.04% 23.08% 22.20% 20.59% 26.00% 26.00% 26.00% 30.6.2003 20.10.2006 30.6.2003 28.7.2006 30.8.2002 28.4.2006 30.8.2002 30.8.2002 19.1.2006 30.11.2005 30.8.2002 31.8.2005 30.8.2002 14.4.2005 has attained the age of eighteen (18) years; is employed full-time by and on the payroll of a company within Dialog Group; and has been in the employment of Dialog Group for a period of at least one (1) year of continuous service prior to and up to the offer date, including service during the probation period. An employee may exercise his options subject to the following limits: Percentage of options exercisable (%) Number of options granted Year 1 Year 2 Year 3 100 50 50 — 50 30 — — 20 Support and Operative Supervisory and Middle Management Management and Senior Management The movement during the year in the number of ESOS shares outstanding is as follows: Grant date Exercise price (SLR) At 1 January (’000) Granted (’000) Exercised (’000) Forfeited (’000) (649.0) 2006 11 July 2005 12 87,725.0 — (38,341.0) 2005 11 July 2005 12 — 88,841.0 (1,116.0) At 31 December (’000) Fair value at grant date (SLR) 48,735.0 4.4 87,725.0 4.4 The volatility measured at the standard deviation of continuously compounded share return is based on statistical analysis of daily share prices over the last two (2) to four (4) years from the grant date. (c) ESOS of Dialog Telekom Limited (Dialog) On 11 July 2005, the Board of Directors of Dialog resolved and issued 199,892,741 ordinary shares of Dialog at the Initial Public Offering (IPO) price of Sri Lanka Rupee (SLR) 12 to an ESOS Trust, being 2.7% of the issued share capital of Dialog. Of the total ESOS shares that were transferred to the ESOS Trust, 88,841,218 shares (44.4%) were granted at the point of the IPO with the exercise price equals to IPO price. The balance 111,051,523 shares (56.6%) are accounted as treasury shares of Dialog as at 31 December 2006 and shall be granted to employees as an ongoing performance incentive mechanism in four (4) further tranches. — The fair values of options granted in which FRS 2 applies, was determined using the Black Scholes Valution model. The significant inputs into the model are as follows: Exercise price SLR12 Option life (number of days to expiry) 1,826 Weighted average share price at grant date SLR12 Expected dividend yield The principal features of ESOS are as follows: (i) The eligibility for participation in ESOS is at the discretion of the ESOS Committee appointed by the Board of Directors of Dialog. (ii) Except the existing tranche, the exercise price of the granted ESOS shares will be based on the five (5) days weighted average market price of Dialog’s shares immediately preceding the offer date for options, with the ESOS Committee having the discretion to set an exercise price up to 10% lower than that derived weighted average market price. 2.1% Risk free interest rates (Yield of treasury bond of Central Bank of Sri Lanka) 10.00% Expected volatility 28.24% The above volatility rate was devived after considering the patent and level of historical volatility of entities in the same industry since Dialog does not have sufficient information on historical volatility as it was only listed on the Colombo Stock Exchange in July 2005. The volatility measured at the standard deviation of continuously compounded share return is based on statistical analysis of daily share prices of these entities over the last two (2) years from the grant date. 268 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 269 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 13. EMPLOYEES' SHARE OPTION SCHEME (continued) 15. BORROWINGS (d) Employee share allocation scheme of PT Excelcomindo Pratama Tbk (XL) Based on the Resolution of an Extraordinary General Meeting of Shareholders, as stated in Deed No. 127, dated 19 July 2005, XL’s shareholders approved the plan to implement an employees’ stock option program through the Employee Stock Allocation (ESA) which was realised together with XL’s initial stock public offering. The members of ESA received free shares from XL totalling 5,000,000 shares which were distributed proportionally to XL’s employees based on their respective working periods and positions. This program is only valid for permanent employees who have been working for a minimum of twelve (12) months on the date of stock listing on the Jakarta Stock Exchange (Stock Exchange). The IPO price of Indonesian Rupiah 2,000 was deemed the fair value of the free shares. The shares from the ESA program will be returned to XL if the employees resign or have their contracts terminated within one (1) year from the date on which the shares were recorded. Shares for this program cannot be sold within one (1) year of the stock listing on the Stock Exchange and cannot be taken as cash by the member of the ESA. 14. RESERVES The Group The Company 2006 RM 2005 RM 2006 RM 2005 RM Retained profits ESOS reserve Currency translation differences arising from translation of foreign subsidiaries/jointly controlled entities/associates 12,829.0 25.0 11,942.9 — 8,218.4 25.0 8,685.6 — (251.2) — — TOTAL RESERVES 12,571.6 11,691.7 8,243.4 8,685.6 (282.4) Subject to agreement with the Inland Revenue Board, the Company has sufficient tax credit under Section 108 of the Income Tax Act, 1967 and tax-exempt income under Section 8 of the Income Tax (Amendment) Act, 1999 at 31 December 2006 to frank the payment of net dividends out of all (2005: all) its retained profits without incurring additional taxation. 270 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 2006 2005 Total RM Weighted Average Rate of Finance Long Term RM Short Term RM Total RM 113.8 113.8 5.27% 113.8 113.7 227.5 210.3 400.0 610.3 8.10% 628.9 300.0 928.9 7.72% 210.3 513.8 724.1 7.54% 742.7 413.7 1,156.4 5.88% 3,000.0 — 3,000.0 5.84% 3,000.0 — 3,000.0 4.74% 10.0 50.2 60.2 4.00% — 5.1 5.1 5.07% 243.0 207.9 450.9 5.19% 443.0 246.0 689.0 5.76% 3,253.0 258.1 3,511.1 5.72% 3,443.0 251.1 3,694.1 Total Domestic 6.10% 3,463.3 771.9 4,235.2 6.16% 4,185.7 664.8 4,850.5 FOREIGN Secured Borrowings from financial institutions (sub-note b) Other borrowings (sub-note c) Bank overdrafts (sub-note d) 7.90% 498.0 301.4 799.4 8.88% 178.2 29.4 207.6 1.96% 14.00% 200.9 — 12.0 1.7 212.9 1.7 — 12.00% 113.3 — — 1.9 113.3 1.9 6.66% 698.9 315.1 1,014.0 5.78% 291.5 31.3 322.8 7.00% 6,013.6 — 6,013.6 7.00% 5,516.4 264.9 5,781.3 6.72% 1.26% 17.34% 98.3 8.7 — 712.7 1.4 2.0 811.0 10.1 2.0 2.58% 1.25% — 797.9 10.2 — 451.9 1.2 — 1,249.8 11.4 — 6.96% 6,120.6 716.1 6,836.7 6.20% 6,324.5 718.0 7,042.5 Total Foreign 6.92% 6,819.5 1,031.2 7,850.7 6.19% 6,616.0 749.3 7,365.3 TOTAL BORROWINGS 6.63% 10,282.8 1,803.1 12,085.9 6.17% 10,801.7 1,414.1 12,215.8 THE GROUP DOMESTIC Secured Borrowings from financial institutions (sub-note a) Borrowings under Islamic Banking facilities (sub-note a) Unsecured Redeemable Bonds (note 16(c)) Borrowings from financial institutions Borrowings under Islamic Banking facilities Unsecured Notes and Debentures (sub-note e) Borrowings from financial institutions Other borrowings Bank overdrafts Weighted Average Rate of Finance Long Term RM Short Term RM 5.70% — 8.10% ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 271 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 15. BORROWINGS (continued) 15. BORROWINGS (continued) 2006 Domestic RM 2005 Foreign RM Total RM Domestic RM 2006 Foreign RM Total RM The Group's long term borrowings are repayable as follows: After After After After 463.3 2,000.0 1,000.0 — 3,078.2 2,680.4 0.8 1,060.1 3,541.5 4,680.4 1,000.8 1,060.1 1,185.7 2,000.0 1,000.0 — 3,481.0 2,006.0 0.8 1,128.2 4,666.7 4,006.0 1,000.8 1,128.2 3,463.3 6,819.5 10,282.8 4,185.7 6,616.0 10,801.7 2006 THE COMPANY Long Term RM 2005 Short Term RM Total RM Weighted Average Rate of Finance After After After After Total RM Domestic RM Foreign RM Total RM Short Term RM 243.0 — — — 1,062.0 2.1 0.8 1,060.1 1,305.0 2.1 0.8 1,060.1 443.0 — — — 1,705.1 2.6 0.8 1,128.2 2,148.1 2.6 0.8 1,128.2 243.0 2,125.0 2,368.0 443.0 2,836.7 3,279.7 Total RM 5.16% 243.0 200.0 443.0 5.19% 443.0 246.0 689.0 Total Domestic 5.16% 243.0 200.0 443.0 5.19% 443.0 246.0 689.0 FOREIGN Unsecured Notes and Debentures (sub-note e) Borrowings from financial institutions Other borrowings 7.80% 2,116.3 — 2,116.3 7.87% 2,259.6 — 2,259.6 5.55% 1.26% — 8.7 534.6 1.4 534.6 10.1 3.38% 1.25% 566.9 10.2 — 1.2 566.9 11.4 Total Foreign 7.32% 2,125.0 536.0 2,661.0 6.94% 2,836.7 1.2 2,837.9 TOTAL BORROWINGS 7.02% 2,368.0 736.0 3,104.0 6.60% 3,279.7 247.2 3,526.9 Ringgit Malaysia US Dollar Bangladesh Taka Sri Lanka Rupee Other currencies (a) ANNUAL REPORT 2006 one year and up to five years five years and up to ten years ten years and up to fifteen years fifteen years The Group Long Term RM DOMESTIC Unsecured Borrowings under Islamic Banking facilities TELEKOM MALAYSIA BERHAD Foreign RM The currency exposure profile of borrowings is as follows: The Company 2006 RM 2005 RM 2006 RM 2005 RM 4,235.2 7,259.3 322.7 188.8 79.9 4,850.5 7,107.4 11.4 233.2 13.3 443.0 2,650.9 — — 10.1 689.0 2,826.5 — — 11.4 12,085.9 12,215.8 3,104.0 3,526.9 Syndicated term loan facilities and Islamic Private Debt securities issued by Celcom (Malaysia) Berhad (Celcom), a wholly owned subsidiary. The borrowings are secured by deed of assignment over Celcom's key bank collection accounts and designated bank accounts which requires Celcom to deposit a proportion of its cash flows into designated bank accounts from which funds can be utilised only for interest and principal repayments on these borrowings. Under the respective debt covenants, Celcom is required to comply with certain conditions which includes not to be in breach of certain agreed financial ratios summarised as follows: – – – – (b) 272 Domestic RM The Company's long term borrowings are repayable as follows: one year and up to five years five years and up to ten years ten years and up to fifteen years fifteen years Weighted Average Rate of Finance 2005 debt equity ratio of not more than 1.25; debt over EBITDA ratio of not more than 2.5; EBITDA over finance cost ratio of more than 5; and finance service coverage ratio of more than 1.2. Secured by way of fixed charge on property, plant and equipment of subsidiaries (note 21 to the financial statements). ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 273 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 15. BORROWINGS (continued) 16. PAYABLE TO SUBSIDIARIES (continued) (c) Consists of USD60.0 million (2005: USD29.2 million) supplier credit that bears 0% interest during the first two (2) years and is repayable from 2007 to 2012. This supplier credit is secured by way of fixed charge on property, plant and equipment of a foreign subsidiary (note 21 to the financial statements). (d) The bank overdrafts were secured by way of fixed charge over property, plant and equipment of a subsidiary and interests were payable at rates which varied according to the lenders' prevailing base lending rates. Interest rate during the year was 14% per annum (2005: 12% per annum) (note 21 to the financial statements). (e) Consists of the following: (ii) On 22 September 2004, the Company's wholly owned subsidiary, TM Global Incorporated, a company incorporated in the Federal Territory of Labuan, under the Offshore Companies Act, 1990, issued a 10-year USD500.0 million Guaranteed Notes. The Notes carry an interest rate of 5.25% per annum payable semiannually in arrears on 22 March and September commencing in March 2005. The Notes will mature on 22 September 2014. Proceeds from the transaction are being utilised to refinance the Company’s maturing debt and general working capital. The Notes are unconditional and irrevocably guaranteed by the Company. Listed below are the effects of the transactions to the Company: The Group USD70.0 million London Interbank Offer Rate (LIBOR) plus 2.25% Floating Rate Notes due 2006 USD250.0 million 7.125% Notes due 2013 USD350.0 million 8.0% Notes due 2009 USD300.0 million 8.0% Guaranteed Notes due 2010 USD500.0 million 5.25% Guaranteed Notes due 2014 USD300.0 million 7.875% Debentures due 2025 The Company 2006 RM 2005 RM 2006 RM 2005 RM — 868.0 1,265.8 1,058.2 1,763.5 1,058.1 264.9 — 1,367.1 1,133.8 1,889.7 1,125.8 — — — 1,058.2 — 1,058.1 — — — 1,133.8 — 1,125.8 6,013.6 5,781.3 2,116.3 2,259.6 16. PAYABLE TO SUBSIDIARIES (i) 274 On 12 December 2003, the Company issued for cash 1,000 Class A Redeemable Preference Shares (RPS) (TM RPS A) and 1,000 Class B RPS (TM RPS B) to Rebung Utama Sdn Bhd (RUSB), a special purpose entity of the Company, at a premium of RM0.99 each over the par value of RM0.01 each. The Company Payable to a subsidiary company, RUSB TM RPS A of RM1,000 (sub-note a) TM RPS B of RM1,000 (sub-note a) 10-year redeemable unsecured bonds due 2013 (Tranche 1) (sub-note b) 15-year redeemable unsecured bonds due 2018 (Tranche 2) (sub-note b) (ii) Payable to a subsidiary company, TM Global Incorporated 2006 RM 2005 RM — — 1,983.5 1,000.0 1,763.5 — — 1,983.5 1,000.0 1,889.7 4,747.0 4,873.2 (i) (a) TM RPS A and TM RPS B TM RPS A and TM RPS B issued by the Company to RUSB have been classified as liabilities and accordingly, dividends on these preference shares are recognised in the Income Statement as interest expense. The salient terms of the RPS are as follows: (i) The preference shares, 1,000 RPS A and 1,000 RPS B are both issued at RM0.01 par value and a premium of RM0.99 each. Subsequently, on 30 December 2003, the Company issued RM1,983.5 million nominal value 10-year redeemable unsecured bonds due 2013 (Tranche 1) and RM1,000.0 million nominal value 15-year redeemable unsecured bonds due 2018 (Tranche 2) (collectively referred to as TM bonds) to RUSB. (ii) TM RPS A and TM RPS B rank pari-passu amongst themselves but below the Special Share and ahead of the ordinary shares of the Company in a distribution of capital in the event of the winding up or liquidation of the Company. As part of an overall cost efficient funding structure, the funds for the subscription of the Company’s RPS and bonds were raised by RUSB vide the issuance of RM2,987.0 million RPS (RUSB RPS) to Tekad Mercu Berhad (Tekad Mercu), another special purpose entity of the Company. (iii) The non-cumulative dividends, when declared by the Board of Directors of the Company, are payable in arrears at the end of every six (6) month period commencing from the date of issue of the RPS of 12 December 2003, the amount which will be at the discretion of the Directors. Tekad Mercu had, in turn, issued RM2,000.0 million nominal value 10-year redeemable unsecured bonds due 2013 (Tranche 1) and RM1,000.0 million nominal value 15-year redeemable unsecured bonds due 2018 (Tranche 2) (collectively referred to as Tekad Mercu bonds) to investors on 30 December 2003 to finance the subscription of the RUSB RPS (sub-note c). (iv) The RPS is not convertible and shall not confer on the holder thereof any right to participate on a return in excess of capital on liquidation, winding up or otherwise of the Company, other than on redemption, up to the redemption price of RM1.00 for each RPS A and RPS B. TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 (v) Both RPS A and RPS B do not have fixed maturity dates and may be redeemed in cash at the option of the Company at any time, at a redemption price of RM1.00 per share. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 275 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 16. PAYABLE TO SUBSIDIARIES (continued) 16. PAYABLE TO SUBSIDIARIES (continued) (b) TM Bonds The principal features of the bonds issued by the Company to RUSB are as follows: (i) (ii) Unless previously redeemed, purchased and cancelled, the bonds are redeemable by the Company on 30 December 2013 and 28 December 2018 respectively at nominal amount together with accrued and unpaid interest. The bonds may also be redeemed by the Company at any time after the issue date by private arrangement with RUSB. Payment of coupon on the bonds may either be: (a) (b) – – – – interest of 6.25% per annum payable semi-annually in arrears on the Tranche 1 bonds, and interest of 5.25% per annum payable semi-annually in arrears on the Tranche 2 bonds, with the option to reset these rates after the fifth year; or net dividends on both TM RPS A and TM RPS B, which shall be equal to the interest on Tranche 1 and Tranche 2 of the bonds less any amounts in the Designated Accounts, being accounts designated to capture all collections of dividends and tax refunds by the authorities, and a nominal interest of 0.01% per annum payable semi-annually. (iii) The bonds will constitute direct, unconditional and unsecured obligations of the Company and will at all times rank pari-passu, without discrimination, preference or priority amongst themselves and at least paripassu with all other present and future unsecured and unsubordinated obligations of the Company, subject to those preferred by law or the transaction documents. (iv) The bonds are not convertible, not transferable and not tradeable. (c) Tekad Mercu Bonds The principle features of the bonds issued by Tekad Mercu are as follows: (i) (ii) Unless previously redeemed, purchased and cancelled, the bonds are redeemable by Tekad Mercu on 30 December 2013 and 28 December 2018 respectively at nominal amount together with accrued and unpaid interest. In respect of Tranche 2 only, (a) (b) Tekad Mercu has the right to redeem all of the outstanding Tekad Mercu bonds (Tranche 2) on the tenth and the twentieth coupon payment date (‘Optional Redemption Date’) with advance notice to the bondholders at nominal amount together with accrued and unpaid interest (up to but excluding the relevant Optional Redemption Date) in respect thereof. If on the day falling 20 business days prior to any Optional Redemption Date, the rating of the Tekad Mercu bonds (Tranche 2) shall be below AAA or its equivalent as confirmed by the Calculation Agent, then Tekad Mercu shall be obliged to redeem all outstanding Tekad Mercu bonds (Tranche 2) on the relevant Optional Redemption Date. Redemption of the Tekad Mercu bonds (Tranche 2) shall be at their nominal value together with all accrued interest (up to but excluding the relevant Optional Redemption Date) in respect thereof. (iii) The bonds may also be purchased, in whole or in part, by the Company, at any time at any price in the open market or by private treaty. 276 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 (c) Tekad Mercu Bonds (continued) (iv) Payment of coupon on the bonds Interest rate of 6.20% per annum payable semi-annually in arrears on the Tranche 1 bonds and interest rate of 5.25% per annum payable semi-annually in arrears on the Tranche 2 bonds with the option to reset these rates after the fifth year. (v) The bonds will constitute direct, unconditional and unsecured obligations of Tekad Mercu and will at all times rank pari-passu without discrimination, preference or priority amongst themselves and at least paripassu with all other present and future unsecured and unsubordinated obligations of Tekad Mercu, subject to those preferred by law or the transaction documents. (vi) The bonds are not convertible but transferable, subject to certain selling restrictions. (vii) The Company has granted a Put Option in favour of the security trustee of the bonds for the benefit of the holders of the bonds. The Put Option will allow the holders of the bonds to have direct recourse on the Company for the following circumstances: (a) on a pre-agreed time frame, there is insufficient amounts in the relevant Designated Account to meet coupon payments and/or principal redemption of the bonds on the relevant due date for payment; (b) an event of default has been declared under the bonds; and (c) an event of default has been declared under the Put Option. None of the TM RPS, TM bonds, Tekad Mercu bonds and TM Global Incorporated Notes have been redeemed, purchased or cancelled during the year. 17. HEDGING TRANSACTIONS (a) Long Dated Swap Underlying Liability USD300.0 million 7.875% Debentures Due 2025 In 1998, the Company entered into a long dated swap, which will mature on 1 August 2025. Hedging Instrument The Company made a payment of USD5.0 million and is obliged to pay fixed amounts of JPY209.9 million semiannually on each 1 February and 1 August, up to and including 1 August 2025. Prior to 1 February 2004, the counter-party was not obliged to agree to any request by the Company to terminate the transaction. Commencing from 1 February 2004, the Company has the right to terminate the transaction at a rate mutually agreed with the counter-party. However, the Company intends to hold the contract to maturity. On 1 August 2025, the Company will receive RM750.0 million from the counter-party. These proceeds will be swapped for USD300.0 million at a pre-determined exchange rate of RM2.5 to USD1.0, which will be used for the repayment of the USD300.0 million 7.875% redeemable unsecured Debentures. The effect of this transaction is to effectively build up a sinking fund with an assured value of USD300.0 million on 1 August 2025 for the repayment of the Debentures. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 277 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 17. HEDGING TRANSACTIONS (continued) 17. HEDGING TRANSACTIONS (continued) (b) Cross-currency Interest Rate Swap (CCIRS) Underlying Liability USD150.0 million Unsecured Syndicated Term Loan On 29 June 2000, the Company refinanced its former USD350.0 million syndicated term loan into two (2) tranches comprising USD200.0 million due on 30 June 2003 and USD150.0 million due on 29 June 2007. The first tranche of USD200.0 million has been fully paid in 2003. Hedging Instrument On 26 July 2001, the Company entered into a USD150.0 million CCIRS. The swap has the following new terms whereby, the Company will receive USD150.0 million in return for the payment of JPY17,324.0 million on maturity of the USD150.0 million tranche of the syndicated term loan on 29 June 2007. The swap entitles the Company to receive floating interest at 6-month USD LIBOR, and obliges it to pay interest at 6-month USD LIBOR less 1.504% per annum. The net effect of the CCIRS is to convert the Company’s USD150.0 million debt obligation into JPY at the principal exchange rate of JPY115.4933 at the maturity date of 29 June 2007. On 2 April 2004, the Company restructured its existing USD150.0 million CCIRS. Following the restructuring of the CCIRS, the Company will now receive USD150.0 million in return for payment of JPY17,134.5 million on maturity of the underlying syndicated term loan on 29 June 2007. The restructured swap entitles the Company to receive a floating interest rate of 6-month USD LIBOR per annum and obliges it to pay interest at a floating rate of 6-month USD LIBOR-in-arrears minus 1.504%. The objective of this transaction is effectively to convert the principal loan amount from USD liability into JPY liability and reducing the interest payable on the USD150.0 million outstanding syndicated term loan. The Company terminated this transaction on 18 September 2006. (c) Interest Rate Swap (IRS) Underlying Liability USD300.0 million 8.0% Guaranteed Notes Due 2010 In the year 2000, the Company issued USD300.0 million 8.0% Guaranteed Notes due 2010. The Notes are redeemable in full on 7 December 2010. Hedging Instrument On 1 April 2004, the Company entered into an IRS agreement with a notional principal of USD150.0 million that entitles it to receive interest at a fixed rate of 8.0% per annum and obliges it to pay interest at a floating rate of 6-month USD LIBOR-in-arrears plus 5.255%. The swap was due to mature on 7 December 2006. On 7 June 2005, the Company restructured the existing USD150.0 million IRS into a range accrual swap. Following the restructuring, the Company will now receive interest at a rate of 8.0% times N1/N2 (where N1 is the number of the days when the reference floating rate, i.e. the 6-month USD LIBOR in this transaction, stays within a predetermined range, while N2 is the total number of days in the calculation period). In exchange, the Company will pay interest at a floating rate of 6-month USD LIBOR plus 2.15%. The restructured swap will mature on 7 December 2010. (d) Interest Rate Swap (IRS) Underlying Liability USD300.0 million 7.875% Debentures Due 2025 In 1998, the Company issued USD300.0 million 7.875% Debentures due 2025. Hedging Instrument On 2 April 2004, the Company entered into an IRS agreement with a notional principal of USD150.0 million that entitles it to receive interest at a fixed rate of 7.875% per annum and obliges it to pay interest at a floating rate of 6-month USD LIBOR-in-arrears plus 5.05%. The swap was to mature on 1 August 2006. On 1 August 2005, the Company restructured its existing USD150.0 million IRS into a range accrual swap. Following the restructuring, the Company will now receive interest at a rate of 7.875% times N1/N2 (where N1 is the number of the days when the reference floating rate, i.e. the 6-month USD LIBOR in this transaction, stays within a predetermined range, while N2 is the total number of days in the calculation period). In exchange, the Company will pay interest at a floating rate of 6-month USD LIBOR plus 1.85%. The restructured swap was to mature on 1 August 2010. On 5 December 2005, the Company restructured its existing USD150.0 million IRS range accrual swap. Following the restructuring, the Company will receive interest at a rate of 7.875% times N1/N2 (where N1 is the number of the days when the reference floating rate, i.e. the 6-month USD LIBOR in this transaction, stays within a predetermined range, while N2 is the total number of days in the calculation period). In exchange, the Company will now pay interest at a floating rate of 6-month USD LIBOR plus 2.24%. The restructured swap will mature on 1 August 2010. (e) Interest Rate Swap (IRS) Underlying Liability RM1,000.0 million 5.25% Bond Due 2018 In 2003, the Company issued RM1,000.0 million 5.25% Bond due 2018. Hedging Instrument On 2 April 2004, the Company entered into an IRS agreement with a notional principal of RM200.0 million that entitles it to receive interest at a fixed rate of 5.25% per annum and obliges it to pay interest at a floating rate of 6-month USD Kuala Lumpur Interbank Offer Rate (KLIBOR)-in-arrears plus 1.78%. The swap has matured on 13 June 2006. Subsequently, on 22 April 2004, the Company entered into another IRS agreement with a notional principal of RM200.0 million that entitles it to receive interest at a fixed rate of 5.25% per annum and obliges it to pay interest at a floating rate of 6-month USD KLIBOR-in-arrears plus 1.62%. The swap has matured on 13 June 2006. On 25 January 2006, the Company further restructured the above USD150.0 million IRS range accrual swap. The Company will now pay interest at a floating rate of 6-month USD LIBOR plus 2.35% for a new predetermined range. The maturity date remains the same. 278 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 279 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 18. DEFERRED TAX 18. DEFERRED TAX (continued) Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when the deferred taxes relate to the same tax authority. The following amounts, determined after appropriate offsetting, are shown in the balance sheet: The Group Breakdown of cumulative balances by each type of temporary difference: The Group 2006 RM 2005 RM 2006 RM 2005 RM 96.2 18.3 731.1 355.3 198.5 253.5 — — 267.2 — — 233.9 845.6 (730.0) 807.3 (610.8) 267.2 (267.2) 233.9 (233.9) 115.6 196.5 — — 2,984.4 7.5 2,979.5 — 1,701.2 — 1,928.7 — Offsetting 2,991.9 (730.0) 2,979.5 (610.8) 1,701.2 (267.2) 1,928.7 (233.9) Total Deferred Tax Liabilities After Offsetting 2,261.9 2,368.7 1,434.0 1,694.8 THE GROUP 2006 RM 2005 RM At 1 January Current year provision Over accrual of provision in respect of previous year 65.0 8.0 (7.6) — 65.0 — Utilised during the year 65.4 (0.8) 65.0 — At 31 December 64.6 65.0 The Company 2006 RM 2005 RM 2006 RM 2005 RM Subject to income tax: Deferred tax assets Deferred tax liabilities 115.6 2,261.9 196.5 2,368.7 — 1,434.0 — 1,694.8 TOTAL DEFERRED TAX 2,146.3 2,172.2 1,434.0 1,694.8 Offsetting At 1 January Current year charged/(credited) to Income Statement arising from: – property, plant and equipment – tax losses – intangible assets – others 2,172.2 1,895.2 1,694.8 1,636.3 Total Deferred Tax Assets After Offsetting – acquisition of subsidiaries – currency translation differences At 31 December 395.0 180.2 — (458.5) 116.7 (120.6) (22.0) 2,146.3 513.6 (124.1) (14.0) (80.6) 294.9 (12.6) (5.3) 2,172.2 (227.5) — — (33.3) (260.8) — — 1,434.0 146.6 — (14.0) (74.1) 58.5 — — The Company (a) Deferred Tax Assets Property, plant and equipment Tax losses Others (b) Deferred Tax Liabilities Property, plant and equipment Others 1,694.8 19. PROVISION FOR LIABILITIES The tax effect of deductible temporary differences and unutilised tax losses of subsidiaries for which no deferred tax asset is recognised in the balance sheet are as follows: The Group Deductible temporary differences Unutilised tax losses 2006 RM 2005 RM 544.3 189.3 701.5 179.3 733.6 880.8 The provision for liabilities relates to provision for dismantling costs of existing telecommunication network and equipment of a subsidiary. 280 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 281 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 20. INTANGIBLE ASSETS 20. INTANGIBLE ASSETS (continued) Goodwill RM THE GROUP Net Book Value At 1 January 2006 Addition Currency translation differences Acquisition of subsidiaries (including adjustments to initial fair value accounting) Amortisation Licences RM Total RM 6,891.3 — (1.5) 80.4 184.5 (8.9) 6,971.7 184.5 (10.4) (63.7) — — (23.0) (63.7) (23.0) At 31 December 2006 6,826.1 233.0 7,059.1 At 1 January 2005 Acquisition of subsidiaries Amortisation 4,022.7 2,868.6 — 50.0 33.0 (2.6) 4,072.7 2,901.6 (2.6) At 31 December 2005 6,891.3 80.4 6,971.7 At 31 December 2006 Cost Accumulated amortisation Accumulated impairment 6,870.8 — (44.7) 258.6 (25.6) — 7,129.4 (25.6) (44.7) Net Book Value 6,826.1 233.0 7,059.1 At 31 December 2005 Cost Accumulated amortisation Accumulated impairment 6,936.0 — (44.7) 83.0 (2.6) — 7,019.0 (2.6) (44.7) Net Book Value 6,891.3 80.4 6,971.7 Goodwill RM Licences RM Total RM THE COMPANY Net Book Value At 1 January 2006 Amortisation — — 47.4 (3.8) 47.4 (3.8) At 31 December 2006 — 43.6 43.6 Net Book Value At 1 January 2005 Amortisation — — 50.0 (2.6) 50.0 (2.6) At 31 December 2006 — 47.4 47.4 At 31 December 2006 Cost Accumulated amortisation — — 50.0 (6.4) 50.0 (6.4) Net Book Value — 43.6 43.6 At 31 December 2005 Cost Accumulated amortisation — — 50.0 (2.6) 50.0 (2.6) Net Book Value — 47.4 47.4 The remaining amortisation period of acquired licences ranged from two (2) years to twelve (12) years. Impairment tests for goodwill The Group undertakes an annual test for impairment of its cash-generating units. No impairment loss was required for the carrying amount of goodwill assessed as at 31 December 2006 as their recoverable amounts were in excess of their carrying amounts. Goodwill is allocated to the Group’s cash-generating units identified according to business segment and the country of operations. 282 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 283 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 20. INTANGIBLE ASSETS (continued) 20. INTANGIBLE ASSETS (continued) Impairment tests for goodwill (continued) The following cash-generating units, being the lowest level of asset for which there are separately identifiable cash flows, have carrying amounts of goodwill that are considered significant in comparison with the Group’s total goodwill: Cellular Malaysia Indonesia Cellular and Others Multiple units without significant goodwill 2006 RM 2005 RM 4,022.7 2,722.9 4,022.7 2,827.4 6,745.6 6,850.1 80.5 41.2 6,826.1 6,891.3 Impairment tests for goodwill (continued) b. Impact of possible change in key assumptions Changing the assumptions selected by management, in particular the discount rate assumptions used in the discounted cash flow model could significantly affect the Group’s results. The Group’s review includes an impact assessment of changes in key assumptions. Based on the sensitivity analysis performed, management has concluded that no reasonable change in the base case key assumptions would cause the carrying amounts of the cash-generating units to exceed their recoverable amounts. If the following pre-tax discount rates are applied to the cash flow forecasts and projections of the Group’s cashgenerating units, the carrying amounts of the cash-generating units including goodwill will equal the corresponding recoverable values, assuming all other variables remain unchanged. Pre-tax discount rate Malaysia % Indonesia % 26.7 20.0 21. PROPERTY, PLANT AND EQUIPMENT Buildings RM Capital Work-InProgress RM Total Property, Plant and Equipment RM 571.5 — 106.3 3.6 (0.3) — (34.8) — 3.9 2.5 16.9 3,273.6 — 35.6 63.0 (0.7) — (228.4) — — (3.1) (54.4) 1,960.9 3.8 3,716.0 (3,243.9) — — — (0.6) 3.5 — — 22,320.9 156.3 5,739.8 — (29.0) (2.0) (4,016.0) (4.1) 7.4 (126.1) — — 3.3 — — 3.3 — — — (24.0) — (24.0) 16,445.5 589.8 817.0 672.9 3,061.6 2,439.7 24,026.5 At 31 December 2006 Cost Accumulated depreciation Accumulated impairment 43,824.9 (26,728.5) (650.9) 1,822.6 (1,226.7) (6.1) 4,572.3 (3,738.0) (17.3) 815.9 (124.8) (18.2) 4,719.3 (1,622.2) (35.5) 2,494.6 — (54.9) 58,249.6 (33,440.2) (782.9) Net Book Value 16,445.5 589.8 817.0 672.9 3,061.6 2,439.7 24,026.5 The amount of goodwill initially recognised is dependent upon the allocation of the purchase price to the fair value of identifiable assets acquired and the liabilities assumed. The determination of the fair value of the assets and liabilities is based, to a considerable extent, on management’s judgement. Telecommunication Network RM Movable Plant and Equipment RM 15,132.3 147.0 1,718.4 2,740.1 (27.1) (0.1) (3,157.2) (3.5) — (110.3) 5.9 581.0 3.7 91.1 47.6 (0.9) (0.3) (150.7) — — (13.3) 31.6 801.6 1.8 72.4 389.6 — (1.6) (444.9) — — (1.9) — — — — At 31 December 2006 THE GROUP a. Key assumptions used in the value-in-use calculations The recoverable amounts of the cash-generating units including goodwill in these tests are determined based on value-in-use calculations. This value-in-use calculations apply a discounted cash flow model using cash flow projections based on forecasts and projections approved by management covering a five-year period for the cellular business in Malaysia and a ten-year period for the cellular business in Indonesia. These forecasts and projections reflect management’s expectation of revenue growth, operating costs and margins for each cash-generating unit based on past experience. Cash flows beyond the fifth year for the cellular business in Malaysia and tenth year for the cellular business in Indonesia are extrapolated using estimated terminal growth rates. These rates have been determined with regards to projected growth rates for the respective markets in which the cash-generating units participate and are not expected to exceed the long term average growth rates for those markets. The value-in-use calculation for the Group's cash-generating unit in Indonesia reflects the low penetration of mobile telecommunications in that country and the expectation of strong revenue growth throughout the ten-year plan. Discount rates applied to the cash flow forecasts are derived from the cash-generating unit’s pre-tax weighted average cost of capital plus a reasonable risk premium at the date of the assessment of the respective cashgenerating units. The following assumptions have been applied in the value-in-use calculations: Pre-tax discount rate Terminal growth rate 284 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Malaysia % Indonesia % 13.1 1.5 18.5 4.0 Net Book Value At 1 January 2006 Acquisition of subsidiaries Additions Assetisation Disposals Write off Depreciation Impairment Reversal of impairment Currency translation differences Reclassification Reclassified from land held for property development (note 23) Reclassified to non-current asset held for sale (note 29) Computer Support Land Systems (sub-note e) RM RM ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 285 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 21. PROPERTY, PLANT AND EQUIPMENT (continued) 21. PROPERTY, PLANT AND EQUIPMENT (continued) Buildings RM Capital Work-InProgress RM Total Property, Plant and Equipment RM 509.5 165.0 17.6 9.2 (0.7) — (5.4) (22.1) — 1.1 (7.4) 3,230.7 9.9 27.0 209.5 (0.6) (3.5) (156.7) (33.8) — (3.7) — 1,481.2 367.6 3,228.4 (3,058.4) — — — (24.0) — — 7.4 19,645.7 2,114.4 4,279.6 — (46.2) (9.3) (3,441.4) (82.6) 76.0 (30.4) — — (91.5) — — (91.5) (3.0) (2.3) (3.8) (5.2) (41.3) (93.4) 581.0 801.6 571.5 3,273.6 1,960.9 22,320.9 Telecommunication Network RM Movable Plant and Equipment RM At 1 January 2005 Acquisition of subsidiaries Additions Assetisation Disposals Write off Depreciation Impairment Reversal of impairment Currency translation differences Reclassification Reclassified to land held for property development (note 23) Exclusion from consolidation of a former subsidiary 13,183.0 1,509.9 673.4 2,510.7 (43.8) (5.8) (2,706.8) (1.3) 76.0 (25.2) — 398.9 30.8 222.5 70.1 (1.0) — (134.6) (1.4) — (1.3) — 842.4 31.2 110.7 258.9 (0.1) — (437.9) — — (1.3) — — — (37.8) At 31 December 2005 15,132.3 THE GROUP Computer Support Land Systems (sub-note e) RM RM At 31 December 2005 Cost Accumulated depreciation Accumulated impairment 39,819.9 (24,038.2) (649.4) 1,714.1 (1,127.0) (6.1) 4,246.8 (3,427.9) (17.3) 659.3 (65.7) (22.1) 4,829.8 (1,520.7) (35.5) 2,018.7 — (57.8) 53,288.6 (30,179.5) (788.2) Net Book Value 15,132.3 581.0 801.6 571.5 3,273.6 1,960.9 22,320.9 Net book value of property, plant and equipment of certain subsidiaries pledged as security for borrowings (note 15(b), (c) and (d) to the financial statements): Telecommunication network Movable plant and equipment Computer support systems Land Buildings 2006 RM 2005 RM 1,838.2 75.2 23.9 4.2 51.3 1,457.0 131.7 28.5 3.0 22.2 1,992.8 286 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Buildings RM Capital Work-InProgress RM Total Property, Plant and Equipment RM 213.1 2.1 — — — (0.3) 3.9 2,258.4 — 48.4 — — (122.3) — 797.2 1,503.3 (1,683.9) — — — — 12,519.4 1,621.0 — (0.1) (1.7) (2,186.6) 3.9 — — — (10.9) (24.0) 10.9 — — (24.0) — 371.8 466.4 207.9 2,171.4 616.6 11,931.9 30,073.4 (21,759.8) (215.8) 1,201.8 (830.0) — 3,321.8 (2,855.4) — 215.1 (4.6) (2.6) 3,503.8 (1,332.4) — 616.6 — — 38,932.5 (26,782.2) (218.4) Net Book Value 8,097.8 371.8 466.4 207.9 2,171.4 616.6 11,931.9 At 1 January 2005 Additions Assetisation Disposals# Write off Depreciation Impairment Reclassified to investment property (note 49(c)(viii)) Reclassification 8,704.0 22.5 1,695.9 (224.9) (5.2) (1,711.3) — 249.2 137.3 36.2 (2.0) — (81.1) — 470.2 18.0 219.8 (3.1) — (274.8) — 275.0 0.2 9.2 (49.4) — (0.5) (6.5) 2,352.5 11.5 204.1 — (3.5) (122.3) — 1,157.2 1,803.2 (2,165.2) (5.4) — — — 13,208.1 1,992.7 — (284.8) (8.7) (2,190.0) (6.5) — — — — — — (7.5) (7.4) (183.9) — — 7.4 (191.4) — At 31 December 2005 8,481.0 339.6 430.1 213.1 2,258.4 797.2 12,519.4 28,916.0 (20,219.2) (215.8) 1,171.1 (831.5) — 3,058.5 (2,628.4) — 223.9 (4.3) (6.5) 3,489.3 (1,230.9) — 797.2 — — 37,656.0 (24,914.3) (222.3) 8,481.0 339.6 430.1 213.1 2,258.4 797.2 12,519.4 THE COMPANY Net Book Value At 1 January 2006 Additions @ Assetisation Disposals Write off Depreciation Reversal of impairment Reclassified to non-current asset held for sale (note 29) Reclassification At 31 December 2006 At 31 December 2006 Cost Accumulated depreciation Accumulated impairment At 31 December 2005 Cost Accumulated depreciation Accumulated impairment Net Book Value Telecommunication Network RM Movable Plant and Equipment RM Computer Support Land Systems (sub-note e) RM RM 8,481.0 15.3 1,292.5 — — (1,691.0) — 339.6 78.9 31.3 (0.1) (0.2) (77.7) — 430.1 21.4 311.7 — (1.5) (295.3) — — — — — 8,097.8 @ Included in additions for 2006 was RM22.3 million being telecommunication network assets, computer support system and land transferred from subsidiaries. # Included in disposals for 2005 was RM283.8 million being telecommunication network assets and land transferred to subsidiaries. There was no disposal to subsidiaries in 2006. 1,642.4 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 287 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 21. PROPERTY, PLANT AND EQUIPMENT (continued) 21. PROPERTY, PLANT AND EQUIPMENT (continued) (a) (b) Included in property, plant and equipment of the Group and the Company are fully depreciated assets which are still in use costing RM19,100.6 million (2005: RM16,451.8 million) and RM15,359.2 million (2005: RM13,091.9 million) respectively. During the year, a subsidiary had reviewed the estimated useful life of certain telecommunication network and equipment. The revision was accounted for as a change in accounting estimates and resulted in an accelerated depreciation of RM46.5 million. (c) During the year, the Group incurred impairment losses of RM4.1 million following impairment assessments performed by subsidiaries. The allowance for impairment losses relates primarily to the write down of certain telecommunication network assets. (d) During the year, the Group reversed impairment losses amounting to RM7.4 million comprising RM3.5 million in relation to capital work-in-progress which was previously made by a subsidiary on long outstanding projects which are now completed. The remaining RM3.9 million was in relation to a piece of land of the Company. (e) Details of land are as follows: Freehold RM Long term leasehold RM Short term leasehold RM Other RM Total RM 235.3 0.3 3.5 — — 3.9 (1.4) 0.5 6.8 63.2 — — (0.3) (0.9) — — 0.4 19.6 186.7 106.0 0.1 — (33.8) — 3.9 (0.1) 1.4 86.3 — — — (0.1) — — (0.8) (10.9) 571.5 106.3 3.6 (0.3) (34.8) 3.9 2.5 — 16.9 3.3 — — — 3.3 At 31 December 2006 252.2 82.0 264.2 74.5 672.9 At 31 December 2006 Cost Accumulated depreciation Accumulated impairment 262.8 — (10.6) 94.9 (6.1) (6.8) 382.8 (117.8) (0.8) 75.4 (0.9) — 815.9 (124.8) (18.2) Net Book Value 252.2 82.0 264.2 74.5 672.9 THE GROUP Net Book Value At 1 January 2006 Additions Assetisation Disposals Depreciation Reversal of impairment Currency translation differences Reclassification Reclassified from/(to) building Reclassified from land held for property development (note 23) 288 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 (e) Details of land are as follows: (continued) Freehold RM Long term leasehold RM Short term leasehold RM Other RM Total RM At 1 January 2005 Acquisition of subsidiaries Additions Assetisation Disposals Depreciation Impairment Currency translation differences Reclassification Reclassified to land held for property development (note 23) Exclusion from consolidation of a former subsidiary 259.3 0.4 0.9 — (0.7) — (14.5) (2.3) — 161.1 — — — — (0.6) (6.8) — (3.4) 4.2 164.6 16.5 — — (4.6) (0.8) 3.4 3.4 84.9 — 0.2 9.2 — (0.2) — — (7.4) 509.5 165.0 17.6 9.2 (0.7) (5.4) (22.1) 1.1 (7.4) (4.0) (87.1) — (0.4) (91.5) (3.8) — — — (3.8) At 31 December 2005 235.3 63.2 186.7 86.3 571.5 At 31 December 2005 Cost Accumulated depreciation Accumulated impairment 249.8 — (14.5) 75.2 (5.2) (6.8) 247.2 (59.7) (0.8) 87.1 (0.8) — 659.3 (65.7) (22.1) Net Book Value 235.3 63.2 186.7 86.3 571.5 THE COMPANY Net Book Value At 1 January 2006 Additions Depreciation Reversal of impairment Reclassification Reclassified to building 88.9 2.1 — 3.9 0.5 — 32.0 — (0.1) — 0.4 — 5.9 — (0.1) — (0.1) — 86.3 — (0.1) — (0.8) (10.9) 213.1 2.1 (0.3) 3.9 — (10.9) At 31 December 2006 95.4 32.3 5.7 74.5 207.9 THE GROUP ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 289 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 21. PROPERTY, PLANT AND EQUIPMENT (continued) 22. INVESTMENT PROPERTY (e) Details of land are as follows: (continued) Freehold RM Long term leasehold RM Short term leasehold RM Other RM Total RM At 31 December 2006 Cost Accumulated depreciation Accumulated impairment 98.0 — (2.6) 34.3 (2.0) — 7.4 (1.7) — 75.4 (0.9) — 215.1 (4.6) (2.6) Net Book Value 95.4 32.3 5.7 74.5 207.9 At 1 January 2005 Additions Assetisation Disposals Depreciation Impairment Reclassified to investment property Reclassification 95.4 — — — — (6.5) — — 90.5 — — (49.0) (0.2) — (7.5) (1.8) 4.2 — — — (0.1) — — 1.8 84.9 0.2 9.2 (0.4) (0.2) — — (7.4) 275.0 0.2 9.2 (49.4) (0.5) (6.5) (7.5) (7.4) At 31 December 2005 88.9 32.0 5.9 86.3 213.1 THE COMPANY At 31 December 2005 Cost Accumulated depreciation Accumulated impairment 95.4 — (6.5) 33.9 (1.9) — 7.5 (1.6) — 87.1 (0.8) — 223.9 (4.3) (6.5) Net Book Value 88.9 32.0 5.9 86.3 213.1 The title deeds pertaining to other land have not yet been registered in the name of the Company and a subsidiary. Pending finalisation with the relevant authorities, these land have not been classified according to their tenure. 290 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 THE COMPANY 2006 RM 2005 RM Net Book Value At 1 January Transfer from property, plant and equipment (note 49(c)(viii)) Depreciation 191.4 — (11.6) — 191.4 — At 31 December 179.8 191.4 At 31 December Cost Accumulated depreciation 229.1 (49.3) 229.1 (37.7) Net Book Value 179.8 191.4 The fair value of the property was estimated at RM180.0 million based on a valuation performed by an independent professionally qualified valuer. Valuation was based on current price in an active market. 23. LAND HELD FOR PROPERTY DEVELOPMENT THE GROUP 2006 RM 2005 RM Net Book Value At 1 January Transfer (to)/from property, plant and equipment (note 21) Transfer to land held for sale Reversal of impairment/(impairment) 170.7 (3.3) (2.6) 3.6 93.5 91.5 — (14.3) At 31 December 168.4 170.7 At 31 December Land at cost Accumulated impairment 179.1 (10.7) 185.0 (14.3) Net Book Value 168.4 170.7 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 291 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 24. SUBSIDIARIES 25. JOINTLY CONTROLLED ENTITIES 2006 Malaysia RM THE COMPANY Quoted investment, at cost Unquoted investments, at cost Allowance for diminution in value Options granted to employees of subsidiaries 19.5 1,116.8 (9.0) 2005 Overseas RM — 37.1 — Total RM 19.5 1,153.9 (9.0) 2006 Malaysia RM Overseas RM Total RM 19.5 1,117.3 (9.0) — 23.9 — 19.5 1,141.2 (9.0) Malaysia RM Overseas RM Total RM Malaysia RM Overseas RM Total RM Share of net assets of jointly controlled entities 175.5 632.0 807.5 137.5 — 137.5 THE COMPANY Unquoted shares, at cost 141.2 — 141.2 141.2 — 141.2 THE GROUP 17.0 — 17.0 — — — 1,144.3 37.1 1,181.4 1,127.8 23.9 1,151.7 — — — — — — Net investments 1,144.3 37.1 1,181.4 1,127.8 23.9 1,151.7 Amount owing by subsidiaries (sub-note b) Allowance for loans and advances 9,216.1 (672.4) 111.7 — 9,327.8 (672.4) 9,030.0 (540.9) 308.6 — 9,338.6 (540.9) Revenue Other income Expenses excluding tax Share of results of an associate (net of tax) Amount owing by subsidiaries after allowance 8,543.7 111.7 8,655.4 8,489.1 308.6 8,797.7 Profit/(loss) after tax TOTAL INTEREST IN SUBSIDIARIES 9,688.0 148.8 9,836.8 9,616.9 332.5 9,949.4 266.9 — 266.9 143.5 — 143.5 Unquoted investments, at written down value (sub-note a) 2005 The Group's share of the revenue and results of the jointly controlled entities are as follows: 2006 RM 2005 RM 227.5 6.7 (281.4) 57.8 — — (7.5) 3.8 10.6 (3.7) 2006 RM 2005 RM The Group's share of the assets and liabilities of the jointly controlled entities are as follows: Market value of quoted investment (a) Investments in certain subsidiaries have been written down to recoverable amount of RM1 each. (b) The amount owing by subsidiaries represents shareholder loans and advances for working capital purposes. These loans and advances are unsecured and bear interest ranging from 0% to 8.9% (2005: 0% to 8.2%) and are principally with no fixed repayment terms. However, the Company has indicated that it will not demand substantial repayment within the next twelve (12) months. Shareholder loans and advances provided to overseas subsidiaries are in US Dollar. The Group's equity interest in the subsidiaries, their respective principal activities and countries of incorporation are listed in note 50 to the financial statements. Non-current assets Current assets Current liabilities Non-current liabilities 1,807.8 203.8 (98.2) (1,105.9) Net assets 807.5 608.1 46.5 (517.1) — 137.5 During the year, the Group acquired 49.0% interest in a jointly controlled entity, Spice Communications Limited as detailed in note 3(d) to the financial statements. The Group's equity interest in the jointly controlled entities, their respective principal activities and countries of incorporation are listed in note 51 to the financial statements. 292 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 293 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 26. ASSOCIATES 26. ASSOCIATES (continued) 2006 2005 Malaysia RM Overseas RM Total RM Malaysia RM Overseas RM Total RM THE GROUP Share of net assets of associates Quoted Unquoted (sub-note a) — 15.1 197.2 8.3 197.2 23.4 — 46.0 50.1 6.6 50.1 52.6 TOTAL 15.1 205.5 220.6 46.0 56.7 102.7 — 361.5 361.5 — 137.4 137.4 The Group has excluded the amount that would otherwise have been accounted for in respect of the current and cumulative year share of (losses)/profit after taxation of associates amounting to (RM0.3 million) (2005: RM1.7 million) and (RM2.2 million) (2005: (RM1.9 million)) respectively from the financial statements as the carrying amount of these investments have been fully eroded. The Group has no obligation to finance any further losses. The Group's equity interest in the associates, their respective principal activities and countries of incorporation are listed in note 52 to the financial statements. 27. INVESTMENTS The Group Market value of quoted investments THE COMPANY Unquoted investment, at cost Allowance for diminution in value TOTAL (a) 1.5 (1.5) — — — — 1.5 (1.5) — 1.5 — 1.5 — — — 1.5 — 1.5 During the year, a former associate, Fibrecomm Network (M) Sdn Bhd became a 51.0% owned subsidiary of the Group. Details as disclosed in note 3(f)(v) to the financial statements. Investments in International Satellite Organisations, at cost Allowance for permanent diminution in value Investments in quoted shares, at cost Allowance for permanent diminution in value The Company 2006 RM 2005 RM 2006 RM 2005 RM 79.1 (77.7) 79.1 (77.7) 79.1 (77.7) 79.1 (77.7) 1.4 1.4 1.4 1.4 251.9 (75.0) 252.3 (75.0) 251.9 (75.0) 252.3 (75.0) 176.9 177.3 176.9 177.3 78.7 (30.3) 119.9 (40.6) 192.8 (150.6) 203.1 (160.9) 48.4 79.3 42.2 42.2 226.7 258.0 220.5 220.9 — — — — TOTAL INVESTMENTS AFTER ALLOWANCE 226.7 258.0 220.5 220.9 Market value of quoted investments 159.7 103.7 159.7 103.7 Investments in unquoted shares, at cost (sub-note a) Allowance for permanent diminution in value The Group's share of revenue and profit of associates are as follows: 2006 RM Revenue Profit after taxation 537.8 19.9 2005 RM 362.4 14.2 The Group's share of assets and liabilities of associates are as follows: 2006 RM 2005 RM 250.7 350.5 (250.7) (129.9) 240.5 193.4 (155.6) (175.6) 220.6 102.7 Investments in unquoted shares, at written down value (sub-note b) (a) Non-current assets Current assets Current liabilities Non-current liabilities Net assets 294 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 During the year, the Group recognised the disposal of its investment in Ghana Telecommunications Company Limited, resulting in a gain of RM77.4 million, which includes the realisation of foreign exchange loss of RM83.6 million. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 295 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 27. INVESTMENTS (continued) 28. LONG TERM RECEIVABLES (continued) (b) (i) The following corporations in which the Group owns more than one half of the voting power, which, due to permanent loss of control or significant influence, have been accounted as investments and written down to recoverable amounts of RM1 each. (a) Held by the Company – Societe Des Telecommunications De Guinee Held by Celcom Group – TRI Telecommunication Tanzania Limited – TRI Telecommunication Zanzibar Limited* – Tripoly Communication Technology Corporation Ltd (i) Housing loans – twenty-five (25) years or upon employees attaining fifty-five (55) years of age, whichever is earlier (ii) Vehicle loans – maximum of eight (8) years for new cars and six (6) years for second hand cars (iii) Computer loans – three (3) years In view of the above, the financial statements of the respective companies have not been consolidated nor equity accounted for. The Directors are of the view that the amounts would be insignificant to the Group results. * On 13 March 2006, the Group through a subsidiary had obtained an order from the High Court of Zanzibar to wind up the company. (ii) Staff loans comprise housing, vehicle, computer and club membership loans offered to employees with financing cost of 4.0% per annum on a reducing balance basis except for club membership loans which are free of financing cost. There is no single significant credit risk exposure as the amount is mainly receivable from individuals. Staff loans inclusive of financing cost are repayable in equal monthly instalments as follows: The Ministry of Commerce of Cambodia vide its Letter of Confirmation dated 2 October 2006 approved the deletion of TRI Celullar Communications Cambodia Company (TRICELCAM), a joint venture company between Celcom (Malaysia) Berhad (Celcom) and Ministry of Posts and Telecommunications of Cambodia (MPTC) from the trade list upon the date of signing of the above letter. Consequently, TRICELCAM has ceased to be an investee company of Celcom from 2 October 2006. The deletion of TRICELCAM did not have any significant impact to the Group. (b) Other long term receivables of the Company are in respect of education loans provided to undergraduates and are convertible to scholarships if certain performance criteria are met. The loans are interest free and if not converted to scholarship will be repayable over a period of not more than eight (8) years. During the year, RM3.9 million (2005: RM11.6 million) was converted to scholarship and expensed off to the Income Statement. 29. NON-CURRENT ASSET HELD FOR SALE During the year, the Company entered into a Sale and Purchase Agreement (SPA) with University of Malaya (UM), for the disposal of a twenty-five (25) storey office building known as Wisma TM at Jalan Pantai Baharu, Kuala Lumpur for a total consideration of RM70.0 million. Consequently, the carrying value of the building was reclassified as non-current asset held for sale as follows: The Group and Company 28. LONG TERM RECEIVABLES The Group 296 2006 RM 2005 RM 2006 RM 2005 RM Staff loans under Islamic principles Staff loans 441.4 120.1 457.3 157.9 441.4 119.0 457.3 157.2 Total staff loans (sub-note a) Other long term receivables (sub-note b) Allowance for other long term receivables 561.5 66.8 (7.4) 615.2 58.0 (7.4) 560.4 66.8 (7.4) 614.5 58.0 (7.4) 620.9 665.8 619.8 665.1 Staff loans receivable within twelve months included under other receivables (note 31) (63.2) (70.0) (62.5) (69.7) TOTAL LONG TERM RECEIVABLES 557.7 595.8 557.3 595.4 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Carrying amount immediately before classification RM The Company Amount transferred from property, plant and equipment (note 21) Carrying Allocation of amount as at remeasurement 31 December 2006 RM RM 24.0 — 24.0 The Company was subsequently informed that the Ministry of Higher Education has requested for the asset to be in the name of Pesuruhjaya Tanah Persekutuan (PTP) instead of UM. Consequently, PTP has instructed UM to request the Company to amend the SPA where the new SPA is to be executed between the Company and PTP which is currently in progress. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 297 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 30. INVENTORIES 31. TRADE AND OTHER RECEIVABLES (continued) The Group Cables and wires Network materials Telecommunication equipment Spares and others Land held for sale TOTAL INVENTORIES The Company 2006 RM 2005 RM 2006 RM 2005 RM 39.1 33.8 14.1 84.8 1.0 48.5 48.3 14.8 91.2 1.4 39.1 19.0 7.3 3.0 — 48.5 32.0 10.0 9.7 — 172.8 204.2 68.4 100.2 The Group The Company 2006 RM 2005 RM 2006 RM 2005 RM 2,079.2 690.6 202.0 166.2 137.9 114.7 73.5 2,415.8 486.5 151.5 96.4 202.1 116.9 66.8 1,694.6 670.3 — — 132.1 — 1.0 2,225.3 443.7 — — 162.0 — 0.3 3,464.1 3,536.0 2,498.0 2,831.3 1,838.3 654.7 — 1,946.7 548.4 — 1,217.9 245.2 562.6 1,338.6 258.4 594.7 2,493.0 2,495.1 2,025.7 2,191.7 The currency exposure profile of trade and other receivables after allowance is as follows: Ringgit Malaysia US Dollar Indonesian Rupiah Sri Lanka Rupee Special Drawing Rights Bangladesh Taka Other currencies 31. TRADE AND OTHER RECEIVABLES The Group 2006 RM 2005 RM 2006 RM 2005 RM Receivables from telephone customers Receivables from non-telephone customers Receivables from subsidiaries 2,639.8 1,805.1 — 2,617.7 1,895.5 — 1,522.1 1,073.1 562.6 1,411.1 1,252.1 594.7 Advance rental billings 4,444.9 (394.9) 4,513.2 (370.9) 3,157.8 (368.9) 3,257.9 (365.9) 4,050.0 (1,557.0) 4,142.3 (1,647.2) 2,788.9 (763.2) 2,892.0 (700.3) 2,493.0 2,495.1 2,025.7 2,191.7 Allowance for doubtful debts Total trade receivables after allowance Deposit for additional investment Prepayments Tax recoverable Staff loans (note 28) Other receivables from subsidiaries Other receivables from associates Other receivables (sub-note a) Allowance for doubtful debts Total other receivables after allowance TOTAL TRADE AND OTHER RECEIVABLES AFTER ALLOWANCE 298 The Company TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 — 246.0 15.1 63.2 — 19.0 787.2 (159.4) 142.9 182.7 102.0 70.0 — 25.0 700.3 (182.0) — 29.0 15.1 62.5 27.1 1.1 465.4 (127.9) 142.9 18.7 102.0 69.7 78.6 0.6 374.3 (147.2) 971.1 1,040.9 472.3 639.6 3,464.1 3,536.0 2,498.0 2,831.3 The following table represents credit risk exposure of trade receivables, net of allowances for doubtful debts and without taking into account any collateral taken: Business Residential Subsidiaries (a) Included in other receivables are amounts owing from a former subsidiary amounting to RM83.9 million (2005: RM83.9 million) and RM70.0 million (2005: RM70.0 million) for the Group and the Company respectively as at 31 December 2006, which has been fully provided for. The Group and the Company are not exposed to major concentrations of credit risk due to the diversed customer base. In addition, credit risk is mitigated to a certain extent by cash deposits and bankers' guarantee obtained from customers. The Group and the Company consider the allowance for doubtful debts at balance sheet date to be adequate to cover the potential financial loss. Credit terms of trade receivables excluding advance rental billing range from 30 to 90 days (2005: 30 to 90 days). Other receivables from subsidiaries and associates are unsecured and interest free with no fixed repayment terms. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 299 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 32. SHORT TERM INVESTMENTS 33. CASH AND BANK BALANCES (continued) The Group The Company 2006 RM 2005 RM 2006 RM 2005 RM Shares quoted on the Bursa Malaysia Securities Berhad Quoted fixed income securities 125.3 194.8 106.1 168.6 123.6 194.8 104.9 168.6 TOTAL SHORT TERM INVESTMENTS 320.1 274.7 318.4 273.5 Market value of quoted shares Market value of fixed income securities 125.3 194.8 106.1 168.6 123.6 194.8 104.9 168.6 The Group The Group 2005 RM 2006 RM 2005 RM Deposits with: Licensed banks Licensed finance companies Other financial institutions Deposits under Islamic principles 2,388.0 20.1 392.1 1,096.0 4,057.5 68.4 837.5 973.2 1,197.8 — 259.3 296.2 1,897.6 28.5 176.6 41.8 Total Deposits Cash and bank balances Cash and bank balances under Islamic principles 3,896.2 705.2 79.0 5,936.6 433.2 45.8 1,753.3 282.0 — 2,144.5 66.0 — TOTAL CASH AND BANK BALANCES Less: Bank overdraft (note 15) Deposits pledged 4,680.4 6,415.6 2,035.3 2,210.5 (1.9) (12.7) — — — — 6,401.0 2,035.3 2,210.5 (3.7) (10.3) 4,666.4 The currency exposure profile of cash and bank balances is as follows: 300 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 The weighted average interest rate of deposits (excluding deposits under Islamic principles) as at 31 December 2006 is 4.14% (2005: 3.71%) and 3.85% (2005: 3.37%) for the Group and the Company respectively. The Company 2006 RM Ringgit Malaysia US Dollar Indonesian Rupiah Bangladesh Taka Sri Lanka Rupee Other currencies The deposits are placed mainly with a number of creditworthy financial institutions. There is no major concentration of deposits in any single financial institution. Deposits have maturity range from overnight to 365 days (2005: from overnight to 360 days) and from overnight to 91 days (2005: from 9 to 182 days) for the Group and the Company respectively. Bank balances are deposits held at call with banks. 34. TRADE AND OTHER PAYABLES 33. CASH AND BANK BALANCES TOTAL CASH AND CASH EQUIVALENTS AT END OF THE YEAR Deposits of the Group included RM377.3 million (2005: RM314.6 million) being funds earmarked for principal and interest repayments under terms of borrowings of Celcom as mentioned in note 15(a) to the financial statements. 3,537.8 817.8 143.2 77.8 15.3 88.5 4,909.5 1,005.2 86.0 190.0 179.8 45.1 1,510.3 525.0 — — — — 1,678.2 532.3 — — — — 4,680.4 6,415.6 2,035.3 2,210.5 The Company 2006 RM 2005 RM 2006 RM 2005 RM Trade payables Provision for a claim (sub-note a) Accruals for Universal Service Provision Deferred revenue Finance cost payable Duties and other taxes payable Deposits and trust monies Other payables to subsidiaries Other payables to associates Other payables (sub-note b) 3,683.7 — 294.6 386.6 182.8 48.0 42.1 — — 1,103.1 3,106.1 879.5 288.2 281.1 161.6 38.9 44.1 — 1.2 1,180.2 1,440.1 — 183.2 — 91.3 53.2 20.9 116.5 — 443.5 1,408.1 — 194.1 — 91.6 38.6 25.6 53.3 — 495.5 TOTAL TRADE AND OTHER PAYABLES 5,740.9 5,980.9 2,348.7 2,306.8 3,696.5 970.9 445.4 178.5 165.7 160.3 123.6 4,371.1 735.6 272.3 124.7 155.1 245.1 77.0 1,798.1 399.4 — 147.8 — — 3.4 1,820.7 377.0 — 94.0 — — 15.1 5,740.9 5,980.9 2,348.7 2,306.8 The currency exposure profile of trade and other payables is as follows: Ringgit Malaysia US Dollar Indonesian Rupiah Special Drawing Rights Sri Lanka Rupee Bangladesh Taka Other currencies ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 301 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 34. TRADE AND OTHER PAYABLES (continued) 37. CASH FLOWS USED IN INVESTING ACTIVITIES (a) This was in respect of a provision made for legal claim as detailed in note 5 to the financial statements. (b) Included in other payables is government grant of RM27.2 million (2005: RM21.7 million) for the Group and RM11.6 million (2005: RM9.4 million) for the Company. Credit terms of trade and other payables vary from 30 to 180 days (2005: from 30 to 180 days) depending on the terms of the contracts. Other payables to subsidiaries and associates are unsecured, interest free and have no fixed terms of repayment. 35. CUSTOMER DEPOSITS The Group The Company 2006 RM 2005 RM 2006 RM 2005 RM Telephones Cellular services Data services Others 559.4 128.6 30.9 — 567.3 131.8 30.8 0.3 559.4 — 30.9 — 567.2 — 30.8 0.3 TOTAL CUSTOMER DEPOSITS 718.9 730.2 590.3 598.3 Telephone customer deposits are subjected to rebate at 5% per annum in accordance with Telephone Regulations, 1996. The Group 2006 RM The Company 2005 RM 2006 RM 2005 RM Disposal of property, plant and equipment Purchase of property, plant and equipment Payment of intangible asset (telecommunication and spectrum licence) Disposal of long term investments Disposal of short term investments Purchase of short term investments Acquisition of subsidiaries (net of cash acquired) Additional investment in subsidiaries Partial disposal of a subsidiary Investment in a jointly controlled entity Acquisition of an associate Redemption of preference shares in a subsidiary Payments to subsidiaries Repayments from subsidiaries Advances to subsidiaries Advances from subsidiaries Repayments of loans by employees Loans to employees Interest received Dividend received 41.4 (5,698.7) 61.0 (4,160.6) 11.8 (1,699.1) 11.4 (2,081.9) (192.5) 157.3 147.0 (166.2) (39.4) (265.4) 3.5 (659.4) (124.8) — — — — — 112.2 (52.2) 226.8 7.2 (8.0) 61.8 81.0 (227.4) (2,750.5) (3.5) 185.2 (141.2) — — — — — — 116.9 (70.3) 337.2 4.7 (8.0) 1.7 147.0 (166.2) — — — — — — (30.6) 1,043.1 (1,113.3) 9.3 112.2 (51.3) 99.1 112.4 (8.0) 61.8 81.0 (227.4) — — — (141.2) — 80.0 (1,799.6) 1,267.8 (1,620.2) 261.2 116.9 (70.3) 195.6 156.0 TOTAL CASH FLOWS USED IN INVESTING ACTIVITIES (6,503.2) (6,513.7) (1,531.9) (3,716.9) 36. CASH FLOWS FROM OPERATING ACTIVITIES The Group 2006 RM Receipts from customers Payments to suppliers and employees Payment of compensation Payment of finance cost Payment of income taxes Tax refund TOTAL CASH FLOWS FROM OPERATING ACTIVITIES 2005 RM The Company 2006 RM 38. CASH FLOWS USED IN FINANCING ACTIVITIES The Group 2005 RM 16,180.9 (8,787.4) (874.0) (648.8) (530.9) — 13,750.2 (6,978.8) — (700.5) (621.2) 54.6 6,897.0 (3,632.9) — (386.6) (284.8) — 6,757.6 (3,631.9) — (557.8) (371.2) 54.6 5,339.8 5,504.3 2,592.7 2,251.3 2006 RM Issue of share capital Issue of share capital to minority interests Proceeds from borrowings Repayments of borrowings Dividends paid to shareholders Dividends paid to minority interests TOTAL CASH FLOWS USED IN FINANCING ACTIVITIES 302 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 The Company 2005 RM 2006 RM 2005 RM 43.8 20.7 2,344.9 (1,875.7) (1,001.9) (33.6) 64.8 142.6 786.5 (1,284.2) (1,016.3) (22.6) 43.8 — — (246.9) (1,001.9) — 64.8 — — (786.9) (1,016.3) — (501.8) (1,329.2) (1,205.0) (1,738.4) ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 303 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 39. SIGNIFICANT NON-CASH TRANSACTIONS 40. CAPITAL AND OTHER COMMITMENTS (continued) The Company Significant non-cash transactions during the year are as follows: The Group (a) Conversion of amount owing into paid-up capital of a subsidiary The Company 2006 RM 2005 RM 2006 RM 2005 RM — — 13.2 649.0 (c) (b) (c) (d) (e) (f) (g) Contra settlements with subsidiaries between receivables and payables Transfer of telecommunication network assets, computer support system and land from subsidiaries Transfer of telecommunication network assets and land to subsidiaries Contra settlements with a subsidiary between amount owing by subsidiaries and other payables Purchase of business and business assets by a subsidiary satisfied by the issuance of shares (note 3(e)) Disposal of an associate satisfied by issuance of shares and novation of debt — — — — — — 105.2 162.3 22.3 — Non-cancellable operating lease commitments Not later than one year Later than one year and not later than five years 2006 Future minimum lease payments RM 2005 Future minimum lease payments RM 52.4 74.3 52.4 126.7 126.7 179.1 — The above lease payments relate to the non-cancellable operating lease of a telecommunication tower from a wholly owned subsidiary. 293.6 — — — 10.9 12.8 — — — — 43.4 — — (d) Other Commitments On 21 April 2006, a Deed of Undertaking has been signed between Spice Communications Limited (Spice) (formerly known as Spice Communications Private Limited), the Company, TM International Sdn Bhd (TMI) and DBS Bank Ltd in connection with the provision of limited sponsor support for a USD215.0 million Indian Rupee facility and a USD50.0 million USD facility. Under the terms, TMI, failing which the Company, is required to make payment of any outstanding principal and/or interest under the facilities to the lenders upon occurrence of a specified trigger event. TMI’s and the Company’s obligation on behalf of Spice give the Group the rights to exercise a call option under the terms of a shareholders’ agreement to acquire additional shares in Spice from the existing shareholder, namely Modi Wellvest. 41. CONTINGENT LIABILITIES (UNSECURED) (a) 40. CAPITAL AND OTHER COMMITMENTS The Group (a) Property, plant and equipment Commitments in respect of expenditure approved and contracted for Commitments in respect of expenditure approved but not contracted for (b) Donation to Yayasan Telekom Amount approved and committed 304 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 The Company 2006 RM 2005 RM 2006 RM 2005 RM 3,817.2 3,988.5 1,594.3 2,602.4 1,226.7 382.2 — — 62.4 120.1 62.4 120.1 On 6 October 2005, TM International (L) Limited (TMIL) had executed a blanket counter indemnity in favour of a financial institution in Labuan for all facilities offered. As at 31 December 2006, the amount outstanding is USD16.6 million. A summary of the facilities offered by the financial institution is as follows: (i) Issuance of USD10.0 million Standby Letter of Credit (SBLC) to a financial institution in Karachi on behalf of TMIL on 6 October 2005 to counter guarantee a USD10.0 million SBLC to Pakistan Telecommunication Authority (PTA) on behalf of a subsidiary, Multinet Pakistan (Private) Limited (Multinet). This SBLC was part of a requirement in awarding a long distance international licence to Multinet. The tenure of the SBLC is three (3) years and is subject to an annual review. (ii) Offering of an additional SBLC facility of up to USD33.0 million to TMIL on 18 December 2006, to counter guarantee a financial institution in Karachi for Bank Gurantee (BG) issuances on behalf of Multinet to Telenor Pakistan (Private) Limited (Telenor). Multinet and Telenor had entered into a twenty (20) years Indefeasible Right of Use agreement which requires a BG favouring Telenor to be issued by Multinet. A financial institution in Karachi has issued a BG to Telenor on behalf of Multinet. The BG is to be issued in three (3) tranches. As at 31 December 2006, a USD6.6 million SBLC was issued, being the first tranche. The tenure of the SBLC is one (1) year and is subject to an annual review. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 305 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 41. CONTINGENT LIABILITIES (UNSECURED) (continued) 41. CONTINGENT LIABILITIES (UNSECURED) (continued) (b) (i) On 11 August 2003, the Company jointly with TM Info-Media Sdn Bhd (TMIM) (formerly known as Telekom Publications Sdn Bhd), a wholly owned subsidiary, instituted legal proceedings against Buying Guide (M) Sdn Bhd (BGSB) relating to an infringement of the Company’s and TMIM’s copyright and passing off. (c) BGSB filed their defence and counterclaim on 15 October 2003 for RM114.3 million being special damages for the suspension of BGSB’s corporate exercise. BGSB also claimed for general, aggravated and exemplary damages, interests and costs against TMIM. On 27 July 2004, BGSB filed a notice of appeal against the assistant registrar’s decision in dismissing BGSB’s application for further and better particulars against the Company with costs. On 8 April 2005, the Court dismissed the said appeal with costs. On 10 June 2005, the Company and/or TMIM filed their reply to BGSB’s statement of defence and defence to BGSB’s counterclaim. The matter was fixed for further case management on 6 March 2006. The arbitration hearing dates fixed from 5 August 2005 to 8 August 2005 and 12 September 2005 to 15 September 2005 had been adjourned to another date to be fixed by the Arbitrator. On the continued hearing date of 18 December 2006, both counsel addressed the Arbitrator on the lists of payments that have been made by the Company to KPT for the works carried out in Terengganu as the instructions by the Arbitrator. The case management fixed on 14 February 2007 has been adjourned to 11 June 2007 for the parties to prepare an “Agreed and Non-Agreed Bundle of Document”. The Company’s solicitors are of the view that the quantum of damages claimed by KPT is grossly inflated and that KPT may fail to prove a substantial part of its case. Based on legal advice, the quantum of damages that will be recoverable by the Company, by way of counterclaim, is currently uncertain. The Directors, based on legal advice, are of the view that the Company and TMIM have a reasonably good chance of success in winning and defending the said claim and BGSB's counterclaim. (ii) The Company and TMIM filed an application for an injunction against BG Online Sdn Bhd (BGO) and BG Media Sdn Bhd (BGM) on 10 August 2004 to prevent them from publishing any telephone directories including the “Super Pages” directory comprising the “Yellow Pages” mark and/or the Yellow Pages Get-Up as set out in the relevant application papers to the High Court or a mark or get-up which is confusingly similar thereto. On 9 August 2005, the High Court allowed the Company’s and TMIM’s application for an interim injunction. The said interim injunction would be effective and valid until the full trial of the case. At the current moment, no trial dates have been fixed by the High Court. On 29 August 2005, BGO and BGM filed an appeal at the Court of Appeal against the decision of the High Court dated 9 August 2005. The Court has yet to fix the hearing date for the said appeal. Meanwhile on 25 January 2006, the Court granted leave for the Company and TMIM to file committal proceedings against the directors of BGM and BGO due to BGM’s and BGO’s failure to comply with the Court Order of 9 August 2005. A notice of motion for committal was filed against the said directors on 27 January 2006 by the Company and TMIM. On 15 February 2007, an alleged contemnors’ application to cross examine the deponent of plaintiff’s supporting affidavit (the said application) has been fixed for mention on 8 March 2007 and 22 March 2007 for the parties to file submissions. On the same day, the plaintiffs’ application to commit the directors of BGM and BGO to prison for the contempt of the court’s order has been kept in abeyance pending the hearing of the said application. The Court has also fixed 26 April 2007 for the hearing of the said application and as mention date for the plaintiffs’ application for committal and case management. The Directors, based on legal advice, are of the view that the Company and TMIM have a reasonably good chance of success in establishing the said claim. 306 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Kabel Pantai Timur Sdn Bhd (KPT) had suspended remedial work contracted resulting in termination of their service under the “Perlaksanaan Projek Rangkaian Tempatan secara JKH for Pahang, Terengganu & Kelantan”. The Company had called for the performance bond in the form of a BG in view of KPT’s failure to rectify the works in accordance with the required specifications. The Company also demanded KPT to return materials supplied under the contract. KPT challenged the above action taken by the Company by initiating arbitration proceedings in accordance with the contract and claimed for an amount of RM10.4 million plus further damages, interests and costs. By a letter dated 6 June 2005 from KPT, KPT quantified its total claims as at the date of the letter at RM90.2 million. The Company has also filed its counterclaim for RM19.1 million in damages, interests and costs. The Directors, based on legal advice, are of the view that the Company has a good chance of defending their claim. (d) Bukit Lenang Development Sdn Bhd (BLDSB) had instituted legal proceeding against the Company, Tenaga Nasional Berhad (TNB) and SAJ Holdings Sdn Bhd (SAJ Holdings) (collectively referred to as the “Parties and/or Defendants”) by way of a writ of summons dated 27 November 2004 and statement of claim dated 15 December 2004 in the High Court of Malaya at Kuala Lumpur. BLDSB is seeking special damages for the sum of RM29.4 million and other damages and relief from the Parties for: (i) wrongfully conspiring with the occupants on Mukim Plentong, Daerah Johor Bahru, Johor Darul Takzim (the Land) by facilitating the occupants with telecommunications, electricity and water services and illegally assisting the occupants in their occupation with the obvious and foreseeable consequence of adversely affecting and seriously prejudicing BLDSB; (ii) joint tortfeasor with the occupants in the commission of the wrongs committed by the occupants; (iii) jointly and independently trespassing and continue to trespass the Land by reason of emplacement of the telecommunication, electricity and water equipments to the occupants; (iv) wrongfully and/or unconscionably derived and still deriving pecuniary benefits from its wrongful actions and the wrongful use of the Land and that the same amount to unjust enrichment of the law; and (v) loss of opportunity in that the plaintiff has been wrongfully prevented from developing the Land and as such has not had the benefit of the full potential of the development and the advantageous economic circumstances in the period immediately following the acquisition of the Land by the plaintiff. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 307 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 41. CONTINGENT LIABILITIES (UNSECURED) (continued) 41. CONTINGENT LIABILITIES (UNSECURED) (continued) (d) On 23 January 2006, the Court granted an order in terms for the Company's application to transfer this matter from Kuala Lumpur High Court to Johor Bahru High Court and as directed by the High Court, the Company filed its statement of defence in the Kuala Lumpur High Court on 21 February 2006. (f) On 10 November 2006, the plaintiff’s solicitors had served the Company with the unsealed notice to attend pre-trial case management. However, the plaintiff’s solicitors have yet to serve the Company with the sealed copy of the said notice. On 10 December 2001, vide Civil Case No. 427 of 2001 (the Suit) VIPEM claimed a sum of USD18.6 million as its share of loss of profits for mismanagement of Tritel. TRI through its solicitors asserted that the Court has no jurisdiction to hear the Suit because of the arbitration clause in the JVA and applied for a stay of proceedings. The Court concurred with TRI’s contention. TRI then filed a petition to stay the proceedings pending reference of the dispute to arbitration. Subsequently, on 17 July 2003 the Court adjourned the Suit sine die pending completion of the liquidation of Tritel. In light of the winding up order made against Tritel, on 22 July 2003, TRI filed its claims of RM123.4 million with the liquidator of Tritel. The Directors, based on legal advice, are of the view that the Company has a reasonably good chance of success in defending its case against BLDSB. (e) Acres & Hectares Sdn Bhd (AHSB) had instituted legal proceeding against the Company by way of a writ of summons dated 22 April 2005 and statement of claim dated 7 April 2005 in the High Court of Malaya at Kuala Lumpur. In the said statement of claim, AHSB claimed that the Company was indebted to AHSB in the judgement sum of RM2.9 million plus 8% interest per annum on the said sum from 29 November 2004 (Notice of Demand) until the date of full settlement for consultancy works rendered to TM Facilities Sdn Bhd (TMF), a wholly owned subsidiary of the Company in respect of the management and development of the Company’s land. Further, AHSB claimed for damages in the sum of RM26.9 million plus 8% interest per annum on the said sum from date of the statement of claim until date of full settlement for alleged losses suffered by AHSB due to the Company’s failure to proceed with the said project and cost. On 15 June 2005, the Company filed its statement of defence disputing the appointment of AHSB as the Company’s consultant in relation to the said project and put AHSB to strict proof thereof. In addition, the Company contended that the preliminary reports prepared by AHSB were part of the requirements to be fulfilled by AHSB prior to the selection of the appointment of a consultant to be approved by TMF Board of Directors. On 7 July 2005, the Company filed an interlocutory application to strike out AHSB’s claim and the matter was originally fixed for hearing on 29 September 2005. The Court heard the said application on 17 October 2005 and then adjourned the said hearing to 22 December 2005. On 22 December 2005, the Court directed the Company and AHSB to file their written submission on 6 January 2006 and 20 January 2006 respectively and the decision was fixed on 10 February 2006. However, on 10 February 2006, the Court dismissed the Company's application with costs on grounds that there were triable issues to be decided before a full and proper hearing. Meanwhile, AHSB had served a notice to attend for pre-trial case management on the Company and this notice is fixed for hearing on 6 March 2006. On 6 March 2006, the Court had fixed this matter for hearing on 10 December 2007 to 12 December 2007. The Court has also directed the parties to file the necessary cause papers before the said hearing dates. The Directors, based on legal advice, are of the view that the Company has a reasonably good chance of success in defending its case against AHSB. By a Joint Venture Agreement dated 13 September 1993 (JVA), Technology Resources Industries Berhad (TRI) and VIP Engineering and Marketing Limited (VIPEM) agreed to establish TRI Telecommunications Tanzania Limited (Tritel) as a joint venture company, to provide telecommunications services in Tanzania. The Directors, based on legal opinion received, are of the view that on the allegations of mismanagement, unless more evidence can be produced, the allegations are rhetorical and unsubstantiated. In view of the winding up proceedings, there is also a possibility that VIPEM will not pursue its claim. Hence, no provision has been made in the financial statements for the claim made by VIPEM. (g) On 16 February 2005, Rego Multi-Trades Sdn Bhd (Rego), a wholly owned subsidiary of TRI, which is also a subsidiary of Celcom (Malaysia) Berhad (Celcom), filed a claim against Aras Capital Sdn Bhd (Aras Capital) and Tan Sri Dato’ Tajudin Ramli (TSDTR) for RM261.8 million, as at 30 November 2004, together with interest and cost. The claim was made for recovery of the said sums pursuant to: (i) an investment management agreement dated 10 January 1997 (the investment agreement) and a supplemental agreement dated 21 April 1997 (the supplemental agreement) between Rego and Aras Capital; and (ii) a letter of indemnity dated 1 April 1998 (the letter of indemnity) given by TSDTR to Rego relating to the investments made by Rego under the investment agreement and the supplemental agreement. On 13 May 2005, TSDTR filed its defence and instituted a counterclaim against Rego, TRI and its directors. In the counterclaim, TSDTR seeks, inter alia, (i) a declaration that the letter of indemnity given by TSDTR to Rego relating to the investments made by Rego under the investment agreement and the supplemental agreement between Rego and Aras Capital is void or alternatively is avoided, (ii) rescission of the letter of indemnity, (iii) the return of the sum of RM100.0 million as being a sum allegedly paid by TSDTR to Rego and (iv) general, exemplary and aggravated damages to be assessed. The claim against the Rego/TRI directors is for general, exemplary and aggravated damages to be assessed arising from a claim of alleged conspiracy. On 4 July 2005, Rego filed its reply and defence to counterclaim while TRI and the directors filed their respective defences to the counterclaim. Subsequently Rego, TRI and the directors filed their respective application to strike out TSDTR’s counterclaim on 19 July 2005. The striking out applications were fixed for hearing on 8 December 2005. On 18 May 2006, the Registrar dismissed Rego, TRI and the directors striking out applications. On 29 May 2006, Rego, TRI and the directors filed their respective appeals against the Registrar’s decision on the striking out application to the Judge in Chambers (Appeals) and the Appeals for Rego, TRI and the directors are fixed for hearing on 12 July 2007, 27 July 2007 and 17 August 2007 respectively. The Directors, based on legal advice received, are of the view that there are good prospects of striking out the counterclaim against the Group. 308 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 309 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 41. CONTINGENT LIABILITIES (UNSECURED) (continued) 41. CONTINGENT LIABILITIES (UNSECURED) (continued) (h) On 24 November 2005 and 29 November 2005, Celcom was served with two (2) writs of summons and statement of claim by MCAT GEN Sdn Bhd (MCAT). The claims instituted were for (i) libel based on certain alleged press releases made by Celcom which appeared in the New Straits Times, Utusan Malaysia, Harian Metro and Berita Harian (First Suit) and (ii) breach of contract on an alleged resellers agreement between Celcom and MCAT (Second Suit). In the First Suit, MCAT is seeking, amongst others, damages for libel in the sum of RM1.0 billion, aggravated and exemplary damages, an injunction restraining Celcom from further publishing any similar defamatory words, a public apology, interests and costs. In the Second Suit, MCAT seeks, amongst others, specific performance of the alleged resellers agreement, damages in the sum of RM609.7 million, damages in lieu or in addition to specific performance, interests and costs. On 24 January 2007, the Court allowed MCAT’s amendment application, primarily to amend its claim for damages from RM609.7 million to RM765.1 million. Subsequently on 13 December 2005, Celcom was served with a writ of summons and statement of claim by MCAT’s directors, whereby the directors have pleaded a cause of action for libel against Celcom based on certain alleged press releases which appeared in the New Straits Times, Utusan Malaysia, Harian Metro and Berita Harian. The directors are seeking, amongst others, damages for libel totalling RM1.01 billion, aggravated and exemplary damages, an injunction restraining Celcom from further publishing any similar defamatory words, a public apology, interests and costs (Third Suit). On 16 January 2006, Celcom filed its statement of defence in the Third Suit and instituted a counterclaim against the fifth plaintiff, Mohd Razi bin Adam, the Chief Executive Officer of MCAT claiming damages and other reliefs for breach of fiduciary duty and breach of confidential information. The fifth plaintiff was an employee of Celcom before joining MCAT on 31 May 2005. On 9 January 2006, Celcom filed its statement of defence for both the First Suit and the Second Suit. Celcom instituted a counterclaim in the First Suit against MCAT for passing off and filed a striking out application to strike out MCAT’s claim in the First Suit on the grounds that the statement of claim discloses no cause of action, is frivolous, vexatious and an abuse of the process of the Court. The striking out application is now fixed for hearing on 22 March 2007. On the direction of the Court, Celcom filed an application to consolidate the First Suit with the Third Suit. On 11 December 2006, the Court allowed Celcom’s application to consolidate and ordered that the Third Suit be transferred to the First Suit’s Court. The Third Suit will be heard after the First Suit has been disposed off by the Court. In respect of the Second Suit, MCAT’s application for an interim injunctive relief was heard and dismissed with costs on 13 April 2006. MCAT filed an appeal to the Court of Appeal. On 30 August 2006 the appeal was dismissed with costs. Subsequently, MCAT has filed a motion for leave to appeal to the Federal Court. On 31 October 2006, Celcom filed an application for security of costs in the Federal Court seeking RM150,000 for security. (i) On 29 June 2006, the Company, Telekom Enterprise Sdn Bhd (TESB), Celcom and Technology Resources Industries Berhad (TRI) (hereinafter collectively referred to as “TM Group”) were each served with a copy of a defence and counterclaim by TSDTR’s solicitors making TM Group parties to the above legal proceedings via counterclaim. Subsequently, on 13 July 2006 TSDTR filed an amended defence and counterclaim and served a copy of the same on TM Group's Solicitors. In the amended counterclaim, TSDTR is seeking from TM Group and twenty (20) others jointly and/or severally the following reliefs: (i) the sum of RM6.2 billion (TRI shares at RM24.00 per share); (ii) general damages to be assessed; (iii) aggravated and exemplary damages to be assessed; (iv) damages for conspiracy to be assessed; (v) an account of all sums paid under the facility agreement and/or to Danaharta by TSDTR including all such sums received by Danaharta including as a result of the sale of the TRI shares and the Naluri Berhad shares; (vi) an assessment of all sums due to be repaid by Danaharta to TSDTR as a result of overpayment by TSDTR to Danaharta; (vii) an order that Danaharta forthwith pays all sums adjudged to be paid to TSDTR under prayer (vi); (viii) an account of all dividends and/or payments received by the Company arising out of or in relation to the TRI (now Celcom) Shares; (ix) an order that the Company forthwith pays all sum adjudged to be paid to TSDTR under prayer (viii); (x) damages for breach of contract against Danaharta to be assessed. In addition, TSDTR is also seeking, inter alia, from all twenty-four (24) defendants to the counterclaim the following reliefs: (i) the sum of RM7.2 billion; (ii) damages for conspiracy to be assessed; (iii) a declaration that the vesting certificates are illegal and ultra vires that the Danaharta Act and/or unconstitutional against the provisions of the Federal Constitution and/or against Public Policy and void; (iv) a declaration that the settlement agreement is illegal and ultra vires the Danaharta Act and/or the Federal Constitution and is void and unenforceable pursuant to Section 24 of the Contracts Act 1950 inter alia as being against Public Policy; (v) a declaration that all acts and deeds carried out and all agreements executed by Danaharta is illegal and unenforceable; Celcom had filed an application to strike out certain paragraphs in MCAT’s amended statement of claim due to MCAT’s failure to comply with the Court’s direction to furnish further and better particulars to the Company. The Court has directed parties to file written submission and fixed the same for clarification/decision on 23 February 2007. Case management is fixed for mention on 2 March 2007. (vi) an order that all contracts, agreements, transfers, conveyances, dealings, acts or deeds whatsoever carried out and executed by Danaharta hereby declared as null and void and set aside; In respect of the Third Suit, in light of Celcom’s consolidation application, which was allowed by the Court in the First Suit, the Court will inform the parties on the next hearing date for the striking out application. Case management is fixed for hearing on 9 March 2007. (viii) damages to be assessed; The Directors, based on legal advice received, are of the view that the crystallisation of liability from the three (3) cases above is remote. (vii) all necessary and fit orders and directions as may be required to give full effect to the aforesaid declarations and orders; (ix) aggravated and exemplary damages to be assessed; (x) interest at the rate of 8% per annum on all sums adjudged to be paid by the respective defendants to the counterclaim to TSDTR from the date such loss and damage was incurred to the date of full payment; (xi) costs. 310 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 311 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 41. CONTINGENT LIABILITIES (UNSECURED) (continued) 41. CONTINGENT LIABILITIES (UNSECURED) (continued) (i) On 20 July 2006, TM Group’s Solicitors filed two (2) separate summonses in chambers on behalf of the Company/TESB and Celcom/TRI respectively to strike out TSDTR’s amended defence and counterclaim (SIC to Strike Out). The Court has fixed 6 June 2007 as the mention date in respect of the Company/TESB’s SIC to Strike Out. Meanwhile, Celcom/TRI’s SIC to Strike Out is fixed for mention on 11 July 2007. On 2 February 2007, TSDTR’s solicitors served on TM Group’s Solicitors a sealed copy of a summons in chambers containing TSDTR’s application to re-amend his amended defence and counterclaim (SIC to ReAmend). Under the SIC to Re-Amend, TSDTR intends to include fourteen (14) new defendants to its counterclaim, of which eleven (11) are directors/former directors/officers of TM Group. The hearing date of the SIC to Re-Amend is fixed for mention on 6 June 2007. The Directors, based on legal advice received, are of the view that the crystallisation of liability from the above is remote. (j) On 6 July 2006, Celcom was served with a writ of summons and statement of claim by the plaintiff, Dato’ Saizo Abdul Ghani (trading under the name and style of Airtime Telecommunication). The plaintiff seeks against Celcom and Kamsani bin Hj Ahmad (Kamsani), an employee of Celcom, general damages in the sum of RM15.0 million for the alleged libel and breach of contract, a further sum of RM15.0 million in exemplary and aggravated damages for the alleged libel and an injunction to prevent Celcom and Kamsani from distributing or publishing any letters or content similar thereto, interests and costs. A memorandum of appearance and a statement of defence was filed on 7 July 2006 and 21 July 2006 respectively on behalf of Celcom and Kamsani (Defendants). On 28 August 2006, the Defendants filed a striking out application and the same has been fixed for hearing on 5 February 2007, which was later adjourned to 16 April 2007. Based on legal advice, the Defendants have a reasonably good chance of success in defending the claims by the plaintiff. (k) On 6 July 2006, Celcom was served with a writ of summons and statement of claim by the plaintiff, Asmawi bin Muktar (trading under the name and style of GM Telecommunication & Trading). The plaintiff seeks against Celcom and Kamsani, general damages in the sum of RM10.0 million for the alleged libel and breach of contract, a further sum of RM9.0 million in exemplary and aggravated damages for the alleged libel and an injunction to prevent Celcom and Kamsani from distributing or publishing any letters or content similar thereto, and interests and costs. (l) TRI filed a claim against TSDTR, Bistamam Ramli and Dato’ Lim Kheng Yew (Defendants), being former directors of TRI for the recovery of a total sum of RM55.8 million which was paid to the Defendants as compensation for loss of office and incentive payment and also the return of two (2) luxury vehicles which were transferred to the first two (2) Defendants. On 18 September 2006, TRI was served with a copy of the first and second Defendants’ defence and counterclaim. This matter is fixed for case management on 23 April 2007 and trial dates have been fixed for 2 March 2009 to 5 March 2009. The Directors have been advised that TRI has a good chance of success in respect of the claim. (m) A public interest litigation was filed in July 2006, impugning arbitrary determination of tariff value of SIM cards for the purpose of the Government of Bangladesh’s decision of imposition of Value Added Tax (VAT) on SIM cards in Bangladesh. The Honorable High Court Division by a judgement dated 24 August 2006 made the rule absolute and declared that determination of tariff value of SIM card for the purpose of imposition of VAT was without lawful authority and of no legal effect. A civil petition for leave to appeal was filed by the National Board of Revenue and the Government of Bangladesh respectively before the Appellate Division of the Supreme Court of Bangladesh, which is still pending for hearing. Meanwhile, there is no order of stay of the judgement dated 24 August 2006. The Directors, based on legal advice received, are of the view that the crystallisation of liability from the above is remote. Apart from the above, the Directors are not aware of any other proceedings pending against the Company and/or its subsidiaries or of any facts likely to give rise to any proceedings which might materially affect the position or business of the Company and/or its subsidiaries. There were no other contingent liabilities or material litigations or guarantees other than those arising in the ordinary course of the business of the Group and the Company and on these no material losses are anticipated. 42. SIGNIFICANT EVENT DURING THE YEAR There were no other significant events during the year that have not been reflected in the audited financial statements. A memorandum of appearance and a statement of defence was filed on 7 July 2006 and 21 July 2006 respectively on behalf of Celcom and Kamsani (Defendants). On 28 August 2006, the Defendants filed a striking out application and the same has been fixed for mention on 17 October 2006 and later fixed for hearing on 2 February 2007, which was later adjourned to 7 February 2007. On the hearing date, the Court has fixed 22 February 2007 for clarification/decision. On 22 February 2007, the Court dismissed the striking out application. Based on legal advice, the Defendants have a reasonably good chance of success in defending the claims by the plaintiff. 312 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 313 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 43. SIGNIFICANT SUBSEQUENT EVENTS 44. SEGMENTAL REPORTING (continued) (i) (ii) At an Extraordinary General Meeting of shareholders of a foreign subsidiary on 22 December 2006, the shareholders approved the subsidiary’s plan to obtain new borrowings in the aggregate amount not exceeding USD430.0 million through one or a number of transactions in the form of bilateral credit facility, syndicated credit facility, and/or through issuances of bonds and/or other debts instruments, denominated in foreign currencies and/or Indonesian Rupiah (IDR) for fiscal year 2007. Currently, the subsidiary is in the process of issuing an IDR Bond amounting to IDR1.5 trillion. On 3 January 2007 to 5 January 2007, a foreign subsidiary entered into several foreign currency contracts to hedge the US Dollar Bond payment, which will mature in 2009 and 2013. The notional amount of the contract is USD125.0 million. The premium on the foreign currency contract will be paid semi-annually. (iii) On 8 January 2007, a foreign subsidiary entered into a credit agreement with a foreign bank amounting to USD50.0 million. The facility will be available for drawdown commencing on 8 January 2007 up to the termination date on 30 May 2007. Based on the contract, the subsidiary agreed to pay a floating rate of interest at quarterly intervals of USD London Interbank Offer Rate (LIBOR) plus 1.05% margin per annum. The loan will mature in thirty-six (36) months from the first drawdown date. (iv) On 15 January 2007, a foreign subsidiary entered into a credit agreement with a foreign bank amounting to USD50.0 million. The facility will be available for drawdown commencing on 30 January 2007 up to 30 April 2007. Based on the contract, the subsidiary agreed to pay a floating rate of interest at quarterly intervals of USD LIBOR plus 0.95% margin per annum. The loan will mature on 29 January 2010. On 30 January 2007, the subsidiary made its first drawdown of USD25.0 million. There were no other material events subsequent to the end of the year that have not been reflected in the audited financial statements. 44. SEGMENTAL REPORTING By Business The Group is organised on a worldwide basis in four main business segments: (a) Fixed line and data – represents fixed line, data and other telecommunication related services (b) Internet and multimedia – represents Internet related services (c) Cellular – represents mobile telecommunication services (d) Non-telecommunication related services (others) – represents services provided by subsidiaries with core business in education, printing and publication of directories, property management and other activities, none of which is of a sufficient size to be reported separately. 314 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Segment results represent segment operating revenue less segment expenses. Unallocated income includes interest income, dividend income and gain or loss on disposal of investments. Unallocated costs represent corporate expenses and net foreign exchange differences arising from revaluation of corporate borrowings. The accounting policies used to derive reportable segment results are consistent with those as described in the Significant Accounting Policies. Segment assets disclosed for each segment represent assets directly managed by each segment, primarily include intangibles, property, plant and equipment, receivables, inventories and cash and bank balances. Unallocated corporate assets mainly include staff loans, other long term receivables, investments, deferred tax assets and property, plant and equipment of the Company's corporate centre including training centre. Segment liabilities comprise operating liabilities and exclude borrowings, interest payable on borrowings, current tax and deferred tax liabilities. Segment capital expenditure comprises additions to intangibles, property, plant and equipment, including additions resulting from acquisition of subsidiaries as shown in note 20 and 21 to the financial statements. Significant non-cash expenses comprise mainly allowances and unrealised foreign exchange losses (excluding net foreign exchange differences arising from revaluation of borrowings) as shown in note 6 to the financial statements. Fixed line Internet and and data* multimedia* RM RM Cellular Malaysia Overseas RM RM Others* RM Total RM Year Ended 31 December 2006 Operating Revenue Total operating revenue Inter-segment** 7,352.1 (739.5) 881.2 (11.3) 4,528.7 (104.7) 4,154.9 (14.4) 747.0 (394.8) 17,663.9 (1,264.7) External operating revenue 6,612.6 869.9 4,424.0 4,140.5 352.2 16,399.2 1,271.0 65.6 1,129.9 1,254.1 33.9 Results Segment results Unallocated income Corporate expenses Foreign exchange gains Operating profit before finance cost Finance income Finance cost Jointly controlled entities – share of results (net of tax) Associates – share of results (net of tax) Profit before taxation Taxation 3,754.5 155.5 (721.8) 302.4 3,490.6 234.0 (621.9) — — — 10.6 — 10.6 17.8 — (7.5) 9.6 — 19.9 (97.4) (19.4) (398.7) (296.1) Profit for the year (19.3) 3,133.2 (830.9) 2,302.3 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 315 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 44. SEGMENTAL REPORTING (continued) 44. SEGMENTAL REPORTING (continued) Fixed line Internet and and data* multimedia* RM RM At 31 December 2006 Segment assets Jointly controlled entities Associates Unallocated corporate assets 17,206.9 — 80.8 384.6 — 0.5 Cellular Malaysia Overseas RM RM 9,679.9 — 14.5 10,766.1 807.5 124.8 Others* RM 1,526.0 — — Total assets 39,563.5 807.5 220.6 1,251.9 41,843.5 Segment liabilities Borrowings Unallocated liabilities 2,627.4 130.1 1,779.3 1,576.6 228.2 Total liabilities 6,341.6 12,085.9 2,668.4 21,095.9 Year Ended 31 December 2006 Other Information Capital expenditure – additions during the year – acquisition of subsidiaries (including fair value adjustments) Depreciation and amortisation Write off of property, plant and equipment Impairment of property, plant and equipment Reversal of impairment of property, plant and equipment Significant non-cash expenses Fixed line Internet and and data* multimedia* RM RM Total RM Results Segment results Unallocated income Corporate expenses*** Foreign exchange gains Operating profit before finance cost Finance income Finance cost Jointly controlled entities – share of results (net of tax) Associates – share of results (net of tax) – gain on dilution/disposal Profit before taxation Taxation 1,819.6 39.3 857.1 3.1 2,268.7 — 32.3 146.6 808.2 1.8 — 0.2 0.1 — 0.5 (3.9) 186.3 — 35.9 (3.5) 77.5 3,137.1 71.2 5,924.3 — 112.1 92.6 4,039.0 — — 2.0 3.5 — 4.1 (57.1) 817.7 — (118.0) — 5.5 (7.4) 187.2 Year Ended 31 December 2005 Operating Revenue Total operating revenue Inter-segment** 7,511.9 (530.2) 617.8 (9.8) 4,495.7 (213.9) 1,770.7 — 812.9 (512.7) 15,209.0 (1,266.6) External operating revenue 6,981.7 608.0 4,281.8 1,770.7 300.2 13,942.4 1,208.6 20.2 Cellular Malaysia Overseas RM RM 1,129.2 579.2 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Total RM (32.8) 2,904.4 388.6 (1,559.7) 35.5 1,768.8 313.0 (663.4) — — — (3.7) — (3.7) 20.6 0.4 (11.1) 4.3 — 14.2 91.5 (170.4) (8.3) (257.6) (194.3) (34.3) 1,520.4 (664.9) Profit for the year At 31 December 2005 Segment assets Jointly controlled entities Associates Unallocated corporate assets 855.5 18,214.9 — 50.1 386.2 — 0.5 10,585.9 — 45.5 8,649.6 137.5 6.6 1,628.7 — — Total assets Segment liabilities Borrowings Unallocated liabilities 39,465.3 137.5 102.7 1,478.8 41,184.3 2,932.1 75.4 2,460.3 992.9 Total liabilities 316 Others* RM 153.8 6,614.5 12,215.8 2,712.6 21,542.9 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 317 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 44. SEGMENTAL REPORTING (continued) 44. SEGMENTAL REPORTING (continued) Fixed line Internet and and data* multimedia* RM RM Year Ended 31 December 2005 Other Information Capital expenditure – additions during the year – acquisition of subsidiaries (including fair value adjustments) Depreciation and amortisation Write off of property, plant and equipment Impairment of property, plant and equipment Significant non-cash expenses * Cellular Malaysia Overseas RM RM Operating Revenue Others* RM Total RM 2,110.3 31.3 730.7 1,355.7 51.6 4,279.6 124.2 2,245.0 — 46.8 — 864.2 4,891.8 231.8 — 56.7 5,016.0 3,444.5 8.7 — — 0.6 — 9.3 6.5 150.5 — 44.2 72.9 151.8 2.5 74.8 0.7 56.9 82.6 478.2 Segmental information of overseas entities with respect to fixed line and data and other segments were not disclosed as they are insignificant. ** Inter-segment operating revenue has been eliminated in arriving at respective segment operating revenue. The intersegment operating revenue was entered into in the normal course of business and at prices available to third parties or at negotiated terms. *** Included in the unallocated corporate expenses of the previous year is the one-off provision for a claim as disclosed in note 5 to the financial statements. By Geographical Location The Group operates in many countries as shown in note 50 to the financial statements. Accordingly, the segmentisation of Group operation by geographical location is segmentised to Malaysia and overseas. The overseas operation is further segregated into Indonesia and others as no other individual overseas country contributed more than 10% of consolidated operating revenue or assets. In presenting information for geographical segments of the Group, sales are based on the country in which the customers are located. Total assets and capital expenditure are determined based on where the assets are located. Malaysia Overseas – Indonesia (sub-note a) – Others Jointly controlled entities Associates Unallocated corporate assets Total assets (a) Total Assets Capital Expenditure 2006 RM 2005 RM 2006 RM 2005 RM 2006 RM 2005 RM 12,087.4 12,002.7 30,387.0 30,539.9 2,865.2 2,864.9 2,296.1 2,015.7 293.6 1,646.1 6,081.2 3,095.3 5,223.5 3,701.9 1,900.7 1,251.0 5,886.6 544.1 16,399.2 13,942.4 39,563.5 39,465.3 6,016.9 9,295.6 807.5 220.6 1,251.9 137.5 102.7 1,478.8 41,843.5 41,184.3 Current year include full year results as compared to two (2) months results in 2005. 45. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES The main risks arising from the Group's financial assets and liabilities are foreign exchange, interest rate, credit and liquidity risk. The Group's overall risk management seeks to minimise potential adverse effects of these risks on the financial performance of the Group. The Group has established risk management policies, guidelines and control procedures to manage its exposure to financial risks. Hedging transactions are determined in the light of commercial commitments. Derivative financial instruments are used only to hedge underlying commercial exposures and are not held for speculative purposes. Foreign Exchange Risk The foreign exchange risk of the Group arises from borrowings denominated in foreign currencies. The Group has long dated and interest rate swaps that are primarily used to hedge selected long term foreign currency borrowings to reduce the foreign currency exposures on these borrowings. The main currency exposure is US Dollar. The Group also has subsidiaries and associates operating in foreign countries, which generate revenue and incur costs denominated in foreign currencies. The main currency exposures are Sri Lanka Rupee, Bangladesh Taka and Indonesian Rupiah. The Group's foreign exchange objective is to achieve the acceptable level of foreign exchange fluctuation on the Company’s assets and liabilities and manage the consequent impact to the income statement. To achieve this objective, the Group targets a composition of currencies based on assessment of the existing exposure and desirable currency profile. To obtain this composition, the Group uses various types of hedging instruments such as cross-currency swaps. 318 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 319 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 45. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) 46. INTEREST RATE RISK (continued) Interest Rate Risk The Group has cash and bank balances and deposits placed with creditworthy licensed banks and financial institutions. The Group manages its interest rate risk by placing such balances on varying maturities and interest rate terms. The Group’s debts include bank overdrafts, bank borrowings, bonds, notes and debentures. The Group's interest rate risk objective is to manage the acceptable level of rate fluctuation on the interest expense. In order to achieve this objective, the Group targets a composition of fixed and floating debt based on assessment of its existing exposure and desirable interest rate profile. To obtain this composition, the Group uses various types of hedging instruments such as interest rate swaps and range accrual swaps. Credit Risk Financial assets that potentially subject the Group to concentrations of credit risk are primarily trade receivables, cash and bank balances, marketable securities and financial instruments used in hedging activities. Due to the nature of the Group’s business, customers are mainly segregated into business and residential. The Group has no significant concentration of credit risk due to its diverse customer base. Credit risk is managed through the application of credit assessment and approval, credit limit and monitoring procedures. Where appropriate, the Group obtains deposits or bank guarantees from customers. The Group places its cash and cash equivalents and marketable securities with a number of creditworthy financial institutions. The Group’s policy limits the concentration of financial exposure to any single financial institution. All hedging instruments are executed with creditworthy financial institutions with a view to limiting the credit risk exposure of the Group. The Group, however, is exposed to credit-related losses in the event of non-performance by counterparties to financial derivative instruments, but does not expect any counterparties to fail to meet their obligations. Liquidity Risk In the management of liquidity and cash flow risk, the Group monitors and maintains a level of cash and cash equivalents deemed adequate by management to finance the Group's operations and mitigate the effects of fluctuations in cash flows. Due to the dynamic nature of the underlying business, the Group aims at maintaining flexibility in funding by keeping both committed and uncommitted credit lines available. 46. INTEREST RATE RISK The table below summarises the Group's and the Company's exposure to interest rate risk. Included in the tables are the Group's and the Company's financial assets and liabilities at carrying amounts, categorised by the earlier of repricing or contractual maturity dates. The off-balance-sheet gap represents the net notional amounts of all interest rate sensitive derivative instruments. Sensitivity to interest rates arises from mismatches in the repricing dates, cash flows and other characteristics of assets and their corresponding liability funding. Maturing or repriced in TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 1 year or less RM >1 - 2 years RM >2 - 3 years RM >3 - 4 years RM — — — — — — — — 226.7 — 226.7 — — 4.00% — — 0.8 — — 2.0 — — 11.2 — — 5.8 — — 9.8 — — 89.4 — — 119.0 — 60.5 — 441.4 — — 441.4 60.5 119.0 — 7.37% — 50.7 — — — — — — — — — — — 50.7 3,350.2 — — — 3,350.2 50.7 — 4.67% — 194.8 — — — — — — — — — — — 194.8 125.3 — — — 125.3 194.8 — — 4.14% — — 2,800.2 — — — — — — — — — — — — — — — — — 2,800.2 — 705.2 — 1,175.0 — — 1,175.0 705.2 2,800.2 3,046.5 2.0 11.2 5.8 9.8 89.4 3,164.7 4,467.9 1,616.4 9,249.0 — — 724.9 409.5 — — — — 5.5 119.1 — — — — — 1,329.7 — — — — 611.2 529.1 — — — — 127.2 25.9 — — — — 972.1 6,165.5 — — — — 2,440.9 8,578.8 — — — 5.0 — — 718.9 5,740.9 1,061.2 — — — — — 1,061.2 5.0 2,440.9 8,578.8 718.9 5,740.9 1,134.4 124.6 1,329.7 1,140.3 153.1 7,137.6 11,019.7 6,464.8 1,061.2 18,545.7 1,912.1 (122.6) (1,318.5) (1,134.5) Total Financial Liabilities Borrowings – balances under Islamic principles – non-interest sensitive – floating interest rate – fixed interest rate Customer Deposits Trade and Other Payables Total On-balance-sheet interest sensitivity gap Off-balance-sheet interest sensitivity gap Total interest sensitivity gap 320 W.A.R.F.* THE GROUP 2006 Financial Assets Investments Staff Loans and Other Long Term Receivables – balances under Islamic principles – non-interest sensitive – fixed interest rate Trade and Other Receivables (excluding short term staff loans) – non-interest sensitive – floating interest rate Short Term Investments – non-interest sensitive – fixed interest rate Cash and Bank Balances – balances under Islamic principles – non-interest sensitive – fixed interest rate Balances Total Nonunder >4 - 5 More than interest interest Islamic years 5 years sensitive sensitive principles RM RM RM RM RM — — 7.04% 6.46% — — — 1,912.1 — — — (122.6) (1,318.5) (1,134.5) Total RM (143.3) (7,048.2) — — (143.3) (7,048.2) ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 321 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 46. INTEREST RATE RISK (continued) 46. INTEREST RATE RISK (continued) Maturing or repriced in W.A.R.F.* THE GROUP 2005 Financial Assets Investments Staff Loans and Other Long Term Receivables – balances under Islamic principles – non-interest sensitive – fixed interest rate Trade and Other Receivables (excluding short term staff loans) – non-interest sensitive – floating interest rate Short Term Investments – non-interest sensitive – fixed interest rate Cash and Bank Balances – balances under Islamic principles – non-interest sensitive – fixed interest rate Total On-balance-sheet interest sensitivity gap Off-balance-sheet interest sensitivity gap Total interest sensitivity gap >1 - 2 years RM >2 - 3 years RM >3 - 4 years RM The table below summarises the weighted average rate of finance as at 31 December by major currencies for each class of financial asset and liability: 2006 2005 Total RM THE GROUP — — — — — — — — 258.0 — 258.0 Financial Assets Staff Loans Trade and Other Receivables (excluding short term staff loans) Short Term Investments Cash and Bank Balances — — 4.00% — — 4.8 — — 1.8 — — 3.6 — — 14.3 — — 8.9 — — 123.8 — — 157.2 — 51.3 — 457.3 — — 457.3 51.3 157.2 Financial Liabilities Borrowings Maturing or repriced in — 6.70% — 92.2 — 50.7 — — — — — — — — — 142.9 3,323.1 — — — 3,323.1 142.9 — 4.56% — 168.6 — — — — — — — — — — — 168.6 106.1 — — — 106.1 168.6 — — 3.71% — — 5,026.0 — — — — — — — — — — — — — — — — — 5,026.0 — 370.6 — 1,019.0 — — 1,019.0 370.6 5,026.0 5,291.6 52.5 3.6 14.3 8.9 123.8 5,494.7 4,109.1 Total Financial Liabilities Borrowings – balances under Islamic principles – non-interest sensitive – floating interest rate – fixed interest rate Customer Deposits Trade and Other Payables 1 year or less RM Balances Total Nonunder >4 - 5 More than interest interest Islamic years 5 years sensitive sensitive principles RM RM RM RM RM — — 6.35% 5.97% — — 1,476.3 11,080.1 — — 266.9 414.0 — — — — 886.0 22.1 — — — — — 92.3 — — — — — 1,369.1 — — — — 1,236.3 1.8 — — — — 1,252.6 5,051.1 — — — — 3,641.8 6,950.4 — — — 5.7 — — 730.2 5,980.9 1,617.9 — — — — — 680.9 908.1 92.3 1,369.1 1,238.1 6,303.7 10,592.2 6,716.8 1,617.9 18,926.9 4,610.7 (855.6) (88.7) (1,354.8) (1,229.2) (6,179.9) — — 4,610.7 (855.6) — — — — (88.7) (1,354.8) (1,229.2) (6,179.9) 1,617.9 5.7 3,641.8 6,950.4 730.2 5,980.9 Total * 322 RM USD RM — 4.00% — 4.00% 7.37% — 4.90% — 4.67% 3.52% 6.70% — 4.10% — 4.56% 2.97% 6.47% 5.86% 6.14% 5.80% Balances Total Nonunder >4 - 5 More than interest interest Islamic years 5 years sensitive sensitive principles RM RM RM RM RM W.A.R.F.* 1 year or less RM >1 - 2 years RM >2 - 3 years RM >3 - 4 years RM — 5.60% 2.97% — — — — — — — — — — 9.1 7.7 — — 34.7 — — — — — — — — 103.0 — — 43.8 110.7 — 8,500.9 — — 220.5 — — — — 8,500.9 43.8 110.7 220.5 — — 4.00% — — 0.8 — — 2.0 — — 11.2 — — 5.8 — — 9.8 — — 89.4 — — 119.0 — 59.4 — 441.4 — — 441.4 59.4 119.0 — 7.37% — 50.7 — — — — — — — — — — — 50.7 2,384.8 — — — 2,384.8 50.7 — 4.67% — 194.8 — — — — — — — — — — — 194.8 123.6 — — — 123.6 194.8 — — 3.85% — — 1,457.1 — — — — — — — — — — — — — — — — — 1,457.1 — 282.0 — 296.2 — — 296.2 282.0 1,457.1 1,703.4 2.0 28.0 40.5 9.8 192.4 THE COMPANY 2006 Financial Assets Amount Owing by Subsidiaries, net of allowances – non-interest sensitive – floating interest rate – fixed interest rate Investments Staff Loans and Other Long Term Receivables – balances under Islamic principles – non-interest sensitive – fixed interest rate Trade and Other Receivables (excluding short term staff loans) – non-interest sensitive – floating interest rate Short Term Investments – non-interest sensitive – fixed interest rate Cash and Bank Balances – balances under Islamic principles – non-interest sensitive – fixed interest rate USD 1,976.1 11,571.2 Total RM 737.6 14,284.9 W.A.R.F. – Weighted Average Rate of Finance as at 31 December TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 323 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 46. INTEREST RATE RISK (continued) 46. INTEREST RATE RISK (continued) Maturing or repriced in W.A.R.F.* THE COMPANY 2006 Financial Liabilities Borrowings – balances under Islamic principles – non-interest sensitive – floating interest rate – fixed interest rate Payable to Subsidiaries – fixed interest rate Customer Deposits Trade and Other Payables >3 - 4 years RM Total RM — — — — — — — — — — 529.1 529.1 — — — — — — 529.1 534.1 — — 1,592.8 1,063.2 — 5.0 — — 443.0 — — — 443.0 5.0 1,592.8 1,063.2 5.67% — — — — — — — — — — — — — — — — — 4,747.0 — — 4,747.0 — — — 590.3 2,348.7 — — — 4,747.0 590.3 2,348.7 534.6 — — 1,058.2 — 5,810.2 7,403.0 2,944.0 Total interest sensitivity gap TELEKOM MALAYSIA BERHAD >2 - 3 years RM — — 534.6 — On-balance-sheet interest sensitivity gap Off-balance-sheet interest sensitivity gap 324 >1 - 2 years RM Maturing or repriced in — — 6.96% 7.87% Total 2005 Financial Assets Amount Owing by Subsidiaries, net of allowances – non-interest sensitive – floating interest rate – fixed interest rate Investments Staff Loans and Other Long Term Receivables – balances under Islamic principles – non-interest sensitive – fixed interest rate Trade and Other Receivables (excluding short term staff loans) – non-interest sensitive – floating interest rate 1 year or less RM Balances Total Nonunder >4 - 5 More than interest interest Islamic years 5 years sensitive sensitive principles RM RM RM RM RM — 7.32% 2.97% — — — 4.00% 1,168.8 2.0 — — 1,168.8 2.0 — 94.7 — — — — 4.8 — — — — — — 1.8 28.0 (1,017.7) — — 28.0 (1,017.7) — — — — — — 3.6 — 29.9 7.7 — — — 14.3 — — — 8.9 — — 103.0 — — — 123.8 — 160.2 110.7 — — — 157.2 8,526.8 — — 220.9 — 50.6 — — — — — 457.3 — — 8,526.8 160.2 110.7 220.9 457.3 50.6 157.2 Total On-balance-sheet interest sensitivity gap Off-balance-sheet interest sensitivity gap Total interest sensitivity gap * — 6.70% — 92.2 — 50.7 ANNUAL REPORT 2006 — — — — — — — — — 142.9 2,618.7 — >1 - 2 years RM >2 - 3 years RM >3 - 4 years RM — 4.56% — 168.6 — — — — — — — — — — — 168.6 104.9 — — — 104.9 168.6 — — 3.37% — — 2,102.7 — — — — — — — — — — — — — — — — — 2,102.7 — 66.0 — 41.8 — — 41.8 66.0 2,102.7 2,463.0 52.5 3.6 51.9 44.5 226.8 2,842.3 11,587.9 499.1 14,929.3 — — 6.74% 7.74% — — — — — — 566.8 — — — — — — — — — — — 566.9 566.9 — — 566.9 564.7 — — 1,700.6 1,131.6 — 5.7 — — 689.0 — — — 689.0 5.7 1,700.6 1,131.6 4.96% 5.69% — — — — — — — — — — — — — — — — — — — — — — 400.0 4,473.2 — — 400.0 4,473.2 — — — — 598.3 2,306.8 — — — — 400.0 4,473.2 598.3 2,306.8 — 566.8 — — 1,133.8 6,004.8 7,705.4 2,910.8 2,463.0 (514.3) 3.6 51.9 — — — — 2,463.0 (514.3) 3.6 51.9 Total Financial Liabilities Borrowings – balances under Islamic principles – non-interest sensitive – floating interest rate – fixed interest rate Payable to Subsidiaries – floating interest rate – fixed interest rate Customer Deposits Trade and Other Payables 9.8 (5,617.8) — 35.6 — — 1 year or less RM Total RM 443.0 10,790.0 9.8 (5,617.8) — W.A.R.F.* THE COMPANY 2005 Financial Assets (continued) Short Term Investments – non-interest sensitive – fixed interest rate Cash and Bank Balances – balances under Islamic principles – non-interest sensitive – fixed interest rate Balances Total Nonunder >4 - 5 More than interest interest Islamic years 5 years sensitive sensitive principles RM RM RM RM RM — — 689.0 11,305.2 (1,089.3) (5,778.0) — — (1,089.3) (5,778.0) W.A.R.F. – Weighted Average Rate of Finance as at 31 December 2,618.7 142.9 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 325 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 46. INTEREST RATE RISK (continued) 48. FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES The table below summarises the weighted average rate of finance as at 31 December by major currencies for each class of financial asset and liability: 2006 THE COMPANY 2005 USD RM USD RM Financial Assets Amount Owing by Subsidiaries, net of allowances Staff Loans Trade and Other Receivables (excluding short term staff loans) Short Term Investments Cash and Bank Balances 5.60% — 2.97% 4.00% 7.31% — 2.97% 4.00% 7.37% — 5.31% — 4.57% 3.52% 6.70% — 4.42% — 4.56% 3.01% Financial Liabilities Borrowings Payable to Subsidiaries 7.35% 5.25% — 5.91% 6.97% 5.25% — 5.88% The fair value of a financial instrument is assumed to be the amount at which the instrument could be exchanged or settled between knowledgeable and willing parties in an arm's length transaction, other than in forced or liquidation sale. Quoted market prices, when available, are used as the measure of fair values. However, for a significant portion of the Group and the Company's financial instruments, quoted market prices do not exist. For such financial instruments, fair values presented are estimates derived using the net present value or other valuation techniques. These techniques involve uncertainties and are significantly affected by the assumptions used and judgements made regarding risk characteristics of various financial instruments, discount rates, estimates of future cash flows, future expected loss experience and other factors. Changes in assumptions could significantly affect these estimates and the resulting fair values. (a) On-balance-sheet The carrying amounts of the financial assets and liabilities of the Group and the Company at the balance sheet date approximated their fair values except as set out below: The Group 47. CREDIT RISK For on-balance-sheet financial instruments, the main credit risk exposure has been disclosed elsewhere in the financial statements. Off-balance-sheet financial instruments The Group and the Company are exposed to credit risk where the fair value of the contract is favourable, where the counterparty is required to pay the Group or the Company in the event of contract termination. The following table summarises the favourable fair values of the contracts, indicating the credit risk exposure. Financial liabilities Borrowings (excluding redeemable bonds) Redeemable bonds/ Payable to subsidiaries The Group and Company 2006 Long dated swap 326 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Contract or notional principal amount RM 1,058.1 Financial assets Investments Staff loans 2005 Favourable fair value RM Contract or notional principal amount RM Favourable fair value RM 64.2 1,133.7 71.4 The Company 2006 2005 2006 2005 Carrying Net amount fair value RM RM Carrying Net amount fair value RM RM Carrying Net amount fair value RM RM Carrying Net amount fair value RM RM 226.7 119.0 290.6 110.0 258.0 157.2 237.8 145.9 220.5 119.0 284.4 110.0 220.9 157.2 200.7 145.9 8,024.7 8,255.5 7,597.9 7,856.1 2,661.0 2,821.4 2,837.9 3,069.3 3,000.0 3,164.2 3,000.0 3,138.8 4,747.0 4,898.7 4,873.2 5,010.5 The above carrying amounts and net fair values of borrowings exclude swaps, which are disclosed in sub-note (b). ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 327 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 48. FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES (continued) 48. FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES (continued) Financial assets The fair value of publicly traded financial instruments is based on quoted market prices at the balance sheet date. In assessing the fair value of non-traded financial instruments, the Group uses a variety of methods and makes assumptions that are based on market conditions existing at each balance sheet date. Where allowances of permanent diminution in value or impairment, where applicable, is made in respect of any investment, the carrying amount net of allowance made is deemed to be a close approximation of its fair value. (b) Off-balance-sheet The financial derivative instruments are used to hedge foreign exchange and interest rate risks associated with certain long term foreign currency borrowings. The contract notional principal amounts of the derivative and the corresponding fair value adjustments are analysed as below: The Group and Company 2006 The fair value of staff loans have been estimated by discounting the estimated future cash flows using the prevailing market rates for similar credit risks and remaining period to maturity. The fair value of staff loans is lower than carrying amount at the balance sheet date as the Company and its subsidiaries charged interest rates on staff loans at below current market rates. The Directors consider the carrying amount fully recoverable as they do not intend to realise the financial asset via exchange with another counterparty but to hold it to contract maturity. Collaterals are taken for these loans and the Directors are of the opinion that the potential losses in the event of default will be covered by the collateral values on individual loan basis. For educational loans, amount owing by subsidiaries and associates and customer deposits, it is not practicable to determine the fair values of these balances as they are mainly interest free and do not have fixed repayment terms. However, the carrying amounts recorded are anticipated to approximate their fair values at the balance sheet date. Financial liabilities The fair value of quoted bonds has been estimated using the respective quoted offer price. For unquoted borrowings with fixed interest rate, the fair values have been estimated by discounting the estimated future cash flows using the prevailing market rates for similar credit risks and remaining period to maturity. For unquoted borrowings with floating interest rate, the carrying values are generally reasonable estimates of their fair values. The financial liabilities will be realised at their carrying values and not at their fair values as the Directors have no intention to settle these liabilities other than in accordance with their contractual obligations. For all other short term on-balance-sheet financial instruments maturing within one (1) year or are repayable on demand, the carrying values are assumed to approximate their fair values. Contract or notional principal amount RM Off-Balance-Sheet Financial Derivative Instruments Long dated swap Cross-currency interest rate swap Interest rate swaps 1,058.1 — 1,058.1 2005 Net fair value Favourable Unfavourable RM RM 64.2 — — Contract or notional principal amount RM — — (55.0) 1,133.7 566.9 1,540.0 Net fair value Favourable Unfavourable RM RM 71.4 — — — (5.5) (87.3) Fair values of financial derivative instruments are the present values of their future cash flows and are arrived at based on valuations carried out by the Company's bankers. Favourable fair value indicates amount receivable by the Company if the contracts are terminated as at 31 December 2006 or vice versa. 49. CHANGES IN ACCOUNTING POLICIES The following describes the impact of the new accounting standards, amendments to the published standards and IC interpretations adopted by the Group for financial year beginning on 1 January 2006 as listed in note 1(a) of the Significant Accounting Policies on Basis of Preparation of the Financial Statements. (a) Irrelevant or immaterial effect on financial statements The adoption of FRS 1, 102, 108, 110, 128, 131, 132, 133, 140 and the ‘assets ceiling’ amendments to FRS 119 did not result in significant changes to the Group’s accounting policies. In summary: • FRS 1 is not relevant to the Group's operation. • FRS 102, 108, 110, amendment to FRS 119, 128, 131, 132, 133 and 140 and IC interpretations had no material impact on the Group’s accounting policies. (b) Reclassification of prior year comparatives Set out below are changes in accounting policies that resulted in the reclassification of prior year comparatives but did not affect the recognition and measurement of Group’s net assets: 328 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 • FRS 101 has affected the presentation of minority interests. Minority interests are now presented within total equity, separately from the parent shareholders equity in the Consolidated Balance Sheet and as an allocation from net profit for the year in the Consolidated Income Statement. The movement of minority interests is now presented in the Consolidated Statement of Changes in Equity. • Under FRS 101, the Group’s share of results of jointly controlled entities and associates are now presented net of tax in the Consolidated Income Statement. ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 329 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 49. CHANGES IN ACCOUNTING POLICIES (continued) 49. CHANGES IN ACCOUNTING POLICIES (continued) (c) Relevant effect from adoption of new accounting policies or changes in accounting policies (i) FRS 2 “Share-based Payment” The adoption of FRS 2 had resulted in a change in accounting policy for share-based payment. In the previous year, the provision of share options to employees did not result in a charge in the Income Statement. Upon adoption of FRS 2, the Group recognises the fair value of such share options as an expense in the Income Statement over the vesting period of the grant with a corresponding increase in equity. The Company and its following subsidiaries have Employees’ Share Option Scheme (ESOS) whereby share options are granted to eligible employees: • • • VADS Berhad Dialog Telekom Limited (a company listed on the Colombo Stock Exchange) PT Excelcomindo Pratama Tbk (a company listed on the Jakarta Stock Exchange) The new accounting policy has been applied retrospectively in respect of equity instruments granted after 31 December 2004 and not yet vested as at 1 January 2006. The financial impact to the Group arising from the retrospective application is not material and hence, no restatement of retained earnings is performed. The impact of the application of FRS 2 to the financial results of the Group and the Company in the current year was RM35.8 million and RM8.0 million respectively. (ii) FRS 3 “Business Combination”, FRS 136 “Impairment of Assets” and FRS 138 “Intangible Assets” Goodwill and Negative Goodwill The adoption of FRS 3, FRS 136 and FRS 138 had resulted in the extension of accounting policy for goodwill to cover the following: • Recognition of contingent liabilities and intangible assets as part of allocation of the cost of acquisition in determining goodwill arising from acquisition; • Recognition of the excess in fair value of the net identifiable assets acquired over the cost of acquisition immediately to the Consolidated Income Statement; • Allocation of goodwill to cash-generating units for the purpose of impairment testing. Each cashgenerating unit represents the lowest level within the Group at which goodwill is monitored for internal management purposes and which are expected to benefit from the synergies of the combination; and • Impairment of goodwill is charged to Consolidated Income Statement as and when it arises and reversal is not allowed. Business Combination The adoption of FRS 3, FRS 136 and FRS 138 had also resulted in change in the accounting policy for business combinations with agreement dated on or after 1 January 2006. (c) Relevant effect from adoption of new accounting policies or changes in accounting policies (continued) (ii) FRS 3 “Business Combination”, FRS 136 “Impairment of Assets” and FRS 138 “Intangible Assets” (continued) Business Combination (continued) Previously, intangible assets acquired in a business combination are recognised if, and only if, the probability recognition criterion was met. Under FRS 3, the probability recognition criterion for intangible assets is always considered to be satisfied. In addition, the cost of business combinations is now also allocated to contingent liabilities of the entity acquired. The above changes in accounting policy have been applied prospectively for business combinations with agreement dated on or after 1 January 2006. This change in accounting policy has no material financial impact on the Group's consolidated financial statements. Reassessment of the Useful Lives of Intangible Assets The Group has reassessed the useful lives of its recognised intangible assets in accordance with the transitional provisions of FRS 138. No adjustment resulted from this assessment. (iii) FRS 5 “Non-current Assets Held For Sale and Discontinued Operations” The adoption of FRS 5 requires a non-current asset (or disposal group) to be classified as held for sale if its carrying amount will be recovered principally through a sale transaction rather than through continuing use. These assets may be a component of an entity, a disposal group or an individual non-current asset. Non-current asset held for sale is measured at the lower of its carrying amount and fair value less costs to sell. The Group has applied FRS 5 prospectively on or after 1 January 2006. As a consequence of the adoption of FRS 5, the Group has reclassified the carrying amount of a building to non-current assets held for sale. (iv) FRS 116 “Property, Plant and Equipment” The adoption of FRS 116 had resulted in an extension of the accounting policy on property, plant and equipment as follows: • The cost of property, plant and equipment includes costs of dismantling, removal and restoration, the obligation incurred as a consequence of installing the assets; • The assets’ residual values and useful life are reviewed and adjusted as appropriate at least at each financial year-end; and • Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance are charged to the Income Statement during the financial period in which they are incurred. The Group has applied the aforesaid and no material adjustment resulted from this assessment. Previously, where shares were issued as cost of a business combination, the measurement of the shares issued were that valued by independent advisers and agreed upon by the parties to the acquisition. Under FRS 3, the fair value of the shares at the date of exchange is used instead. 330 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 331 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 49. CHANGES IN ACCOUNTING POLICIES (continued) 49. CHANGES IN ACCOUNTING POLICIES (continued) (c) Relevant effect from adoption of new accounting policies or changes in accounting policies (continued) (v) FRS 121 “The Effects of Changes in Foreign Exchange Rates” Functional Currency Previously, the results and financial position of Group entities were measured in local currency and where applicable, translated into Ringgit Malaysia upon consolidation. Exchange differences arising thereon were taken directly to currency translation reserve. Under FRS 121, the concept of functional currency is emphasised as being the currency of the primary economic environment in which the Group entities operate. The functional currency of each Group entity has been re-evaluated and as a result, the results and financial position of certain Group entities are now measured in the functional currency which is not the presentation currency. This change in accounting policy has no material impact on the consolidated financial statements as majority of the Group entity have the same functional currency as their measurement currency. Goodwill and Fair Value Adjustments Previously, goodwill arising on the acquisition of foreign operations and fair value adjustments to the carrying amounts of assets and liabilities arising on such acquisition were deemed to be assets and liabilities of the parent company and were translated using the exchange rate at the date of acquisition. On adoption of FRS 121, goodwill and fair value adjustment arising from acquisition of foreign entities are now treated as assets and liabilities of the acquiring entity and are translated at the closing rate. The Group has applied this change in accounting policy prospectively to all acquisitions completed on or after 1 January 2006 in accordance with the transitional provision of FRS 121. This change in accounting policy has no material impact on the Group’s consolidated financial statements. Translation Using Spot Rate Previously, the Group translated foreign currency transactions and monetary items at contracted rates if those amounts are hedged by forward foreign exchange contracts. FRS 121 only allows exchange rates at date of transactions to be used in translating foreign currency transactions and exchange rates at balance sheet date for translation of monetary items. This change in accounting policy has been applied retrospectively. The effects of the change in accounting policy are illustrated in sub-note (viii). (vi) FRS 127 “Consolidated and Separate Financial Statements” The adoption of FRS 127 has resulted in a change in accounting policy on recognition of subsidiaries by the inclusion of existence and effect of potential voting rights that are currently exercisable in assessing control. The Group has applied FRS 127 retrospectively. This FRS does not have any financial impact on the Group’s consolidated financial statements. 332 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 (c) Relevant effect from adoption of new accounting policies or changes in accounting policies (continued) (vii) FRS 140 “Investment Property” The adoption of FRS 140 has resulted in a change in accounting policy for investment properties. The definition of investment properties under FRS 140 has resulted in identification of assets of the Group and the Company that meet the definition of investment properties. The identified assets will be classified into a separate asset category on the balance sheet. Previously, investment properties were included in property, plant and equipment. This change in accounting policy has been applied retrospectively. Consequent from the adoption of FRS 140, the Company has reclassified the carrying amount of an office building that is occupied by a subsidiary as an investment property as illustrated in sub-note (viii). (viii) Effects of change in accounting policies The effects of the change in accounting policies as mentioned in (v) and (vii) above are illustrated below: Effects of change in accounting policies As previously reported RM FRS 121 RM FRS 140 RM As restated RM (8,329.6) 1,584.3 919.4 875.2 (63.9) (63.9) (63.9) (63.9) — — — — (8,393.5) 1,520.4 855.5 811.3 25.8 25.7 (1.9) (1.8) — — 23.9 23.9 12,480.7 12,339.6 10,405.0 (332.8) (396.7) 396.7 — — — 12,147.9 11,942.9 10,801.7 Income statement for the year ended 31 December 2005 Other operating costs Profit before taxation Profit for the year Profit attributable to equity holders of the Company (4,280.3) 638.4 472.3 472.3 (63.9) (63.9) (63.9) (63.9) — — — — (4,344.2) 574.5 408.4 408.4 Balance sheet as at 31 December 2005 Retained profits as at 1 January 2005 Retained profits as at 31 December 2005 Long term borrowings Property, plant and equipment Investment property 9,626.3 9,082.3 2,883.0 12,710.8 — (332.8) (396.7) 396.7 — — — — — (191.4) 191.4 9,293.5 8,685.6 3,279.7 12,519.4 191.4 THE GROUP Income statement for the year ended 31 December 2005 Other operating costs Profit before taxation Profit for the year Profit attributable to equity holders of the Company Earnings per share (sen) – basic – diluted Balance sheet as at 31 December 2005 Retained profits as at 1 January 2005 Retained profits as at 31 December 2005 Long term borrowings THE COMPANY ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 333 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 50. LIST OF SUBSIDIARIES AS AT 31 DECEMBER 2006 50. LIST OF SUBSIDIARIES AS AT 31 DECEMBER 2006 (continued) The subsidiaries are as follows: % of Shareholdings Name of Company Fiberail Sdn Bhd 54 2005 60 Paid-up Capital 2006 Million 2005 Million Principal Activities RM15.8 RM14.2 Installation and maintenance of optic fibre telecommunication system along the railway corridor in Peninsular Malaysia Paid-up Capital Name of Company 2006 2005 2006 Million 2005 Million Principal Activities Telekom Malaysia-Africa Sdn Bhd 100 100 RM0.1 RM0.1 Investment holding Telekom Malaysia (Hong Kong) Limited** 100 100 HKD18.5 HKD18.5 Provision of international telecommunication services GITN Sdn Berhad 100 100 RM50.0 RM50.0 Provision of managed network services and enhanced value added telecommunication and information technology services Telekom Malaysia (S) Pte Ltd** 100 100 SGD# SGD# Provision of international telecommunication services Intelsec Sdn Bhd 100 100 RM3.0 RM3.0 Dormant Telekom Malaysia (UK) Limited** 100 100 STR# STR# Provision of international telecommunication services Mediatel (Malaysia) Sdn Bhd 100 100 RM# RM# Investment holding 100 100 USD3.5 USD# Meganet Communications Sdn Bhd 70 70 RM11.0 RM11.0 Provision of interactive multimedia communication services and solution Telekom Malaysia (USA) Inc** Provision of international telecommunication services 100 100 RM1.7 RM1.7 Menara Kuala Lumpur Sdn Bhd 100 Telekom Multi-Media Sdn Bhd Investment holding and provision of interactive multimedia communication services and solutions Telekom Networks Malawi Limited** 60 60 MKW350.0 MKW350.0 Provision of telecommunication and related services in the Republic of Malawi Telekom Payphone Sdn Bhd 100 100 RM9.0 RM9.0 Investment holding Telekom Research & Development Sdn Bhd 100 100 RM20.0 RM20.0 Provision of research and development activities in the areas of telecommunication and multimedia, hi-tech applications and products and services in related business Telekom Sales and Services Sdn Bhd 100 100 RM14.5 RM14.5 Trading in customer premises equipment and maintaining telecommunication equipment Telekom Technology Sdn Bhd 100 100 RM13.0 RM13.0 Dormant Telesafe Sdn Bhd 100 100 RM4.0 RM4.0 Dormant Mobikom Sdn Bhd 334 2006 % of Shareholdings 100 100 100 RM91.0 RM260.0 RM91.0 RM260.0 Management and operation of the telecommunication and tourism tower of Menara Kuala Lumpur Provision/transmission of voice and data through the cellular system Parkside Properties Sdn Bhd 100 100 RM0.1 RM0.1 Dormant Rebung Utama Sdn Bhd 100 100 RM# RM# Special purpose entity Tekad Mercu Berhad 100 100 RM# RM# Special purpose entity Telekom Applied Business Sdn Bhd 100 100 RM1.6 RM1.6 Provision of software development and sale of software products Telekom Consultancy Sdn Bhd 51 51 RM# RM# Dormant Telekom Enterprise Sdn Bhd 100 100 RM0.6 RM0.6 Investment holding Telekom Infotech Sdn Bhd+ — 100 RM— RM0.5 Dormant TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 335 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 50. LIST OF SUBSIDIARIES AS AT 31 DECEMBER 2006 (continued) 50. LIST OF SUBSIDIARIES AS AT 31 DECEMBER 2006 (continued) % of Shareholdings % of Shareholdings Paid-up Capital Name of Company 2006 2005 2006 Million 2005 Million Principal Activities Name of Company TM Cellular (Holdings) Sdn Bhd 100 100 RM0.1 RM0.1 Dormant Subsidiaries held through Telekom Enterprise Sdn Bhd TM Global Incorporated 100 100 USD# USD# Investment holding TM Facilities Sdn Bhd 100 100 RM2.3 RM2.3 Provision of facilities management services and property development activities TM Info-Media Sdn Bhd (formerly known as Telekom Publications Sdn Bhd) 100 100 RM6.0 RM6.0 Provision of printing and publications services TM International (Cayman) Ltd 100 100 USD# USD# Dormant TM International Leasing Incorporated+ — TM International Sdn Bhd 100 100 USD— USD# Investment holding RM35.7 RM35.7 Investment holding and provision of telecommunication and consultancy services on an international scale TM Net Sdn Bhd 100 100 RM180.0 RM180.0 Provision of Internet related services TM Payphone Sdn Bhd 100 100 RM65.0 RM65.0 Provision of national payphone network and related services Universiti Telekom Sdn Bhd 100 100 RM650.0 RM650.0 Managing and administering a private university known as Multimedia University RM62.1 RM60.2 Provision of international and national managed network services for businesses and organisations 2005 2006 Million 2005 Million Principal Activities Celcom (Malaysia) Berhad 100 100 RM1,767.9 RM2,357.2 Provision of network capacity and services Mobitel Sdn Bhd 100 100 RM8.0 RM8.0 Dormant Subsidiaries held through Telekom Multi-Media Sdn Bhd TM Orion Sdn Bhd+ — 100 RM— RM# Dormant Telekom Smart School Sdn Bhd 51 51 RM15.0 RM15.0 Implementation of government smart school project, provision of multimedia education systems and software, portal services and other related services RM2.7 Dormant Subsidiary held through TM Info-Media Sdn Bhd (formerly known as Telekom Publications Sdn Bhd) Cybermall Sdn Bhd 100 2006 Paid-up Capital 100 100 RM2.7 Subsidiaries held through TM Facilities Sdn Bhd TM Land Sdn Bhd 100 100 RM# RM# Property development activities TMF Services Sdn Bhd (formerly known as Teleharta Sdn Bhd) 100 — RM# RM— Provision of facilities management services TMF Autolease Sdn Bhd (formerly known as TM Autolease Sdn Bhd) 100 — RM# RM— Provision of fleet management and services Subsidiaries held through TM International Sdn Bhd VADS Berhad 336 TELEKOM MALAYSIA BERHAD 67.16 69.31 ANNUAL REPORT 2006 TM International (L) Limited 100 100 USD78.4 USD78.4 Investment holding Telekom Management Services Sdn Bhd 100 100 RM0.1 RM0.1 Provision of consultancy and engineering services in telecommunication and related area TMI Mauritius Ltd## 100 100 USD# USD# Investment holding ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 337 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 50. LIST OF SUBSIDIARIES AS AT 31 DECEMBER 2006 (continued) 50. LIST OF SUBSIDIARIES AS AT 31 DECEMBER 2006 (continued) % of Shareholdings Name of Company 2006 2005 % of Shareholdings Paid-up Capital 2006 Million 2005 Million Principal Activities Subsidiaries held through TM International Sdn Bhd (continued) 100 100 CED455.0 CED455.0 Investment holding Telekom Malaysia International (Cambodia) Company Limited (formerly known as Cambodia Samart Communication Company Limited)## 100 51 USD8.5 USD8.5 Provision of mobile telecommunication services in Cambodia Subsidiary held through TMI Mauritius Ltd 100 — USD72.7 USD— Investment holding 338 89.62 90.10 SLR7,243.0 SLR7,204.7 Provision of mobile telecommunication services in Sri Lanka TESS International Ltd 100 100 USD# USD# Dormant TM International (Bangladesh) Limited## 70 70 TK3,060.0 TK3,060.0 Provision of mobile telecommunication services in Bangladesh TM International Lanka (Private) Limited## 100 100 SLR222.0 SLR222.0 Investment holding Indocel Holding Sdn Bhd 100 100 RM0.1 RM0.1 Investment holding Multinet Pakistan (Private) Limited** 78 78 PKR1,000.0 PKR1,000.0 Provision of cable television services, information technology (including software development), telecommunication and multimedia services in Pakistan TELEKOM MALAYSIA BERHAD 2005 2006 Million 2005 Million Principal Activities PT Excelcomindo Pratama Tbk## 59.63 56.92 IDR709,000 Provision of mobile telecommunication services in Republic of Indonesia SLR823.7 SLR823.7 Provision of voice and data communication systems, radio and television broadcasting systems and mobile radio communication systems in Sri Lanka SLR# SLR— Provision of television broadcasting station and a television broadcasting network in Sri Lanka IDR709,000 Subsidiaries held through Dialog Telekom Limited Dialog Broadband Networks (Private) Limited (formerly known as MTT Network (Private) Limited)## 100 100 Asset Media (Private) Limited## 90 — Subsidiaries held through Asset Media (Private) Limited Subsidiaries held through TM International (L) Limited Dialog Telekom Limited## 2006 Subsidiary held through Indocel Holding Sdn Bhd G-Com Limited** TMI India Ltd (formerly known as Distacom Communications (India) Limited)## Name of Company Paid-up Capital Communiq Broadband Network (Private) Limited## 100 — SLR50.0 SLR— Provision of information technology including data, content transmission services, audio visual services and television programmes services CBN Sat (Private) Limited## 100 — SLR# SLR— Provision of manufacturing, assembling, importing and exporting of electronic consumer products and audio visual goods RM1.0 Adopting research ideas from Multimedia University for further development and prototyping, directing consultancy project to faculties and centres at Multimedia University and collaborating with other business partners in joint exercise Subsidiary held through Universiti Telekom Sdn Bhd Unitele Multimedia Sdn Bhd ANNUAL REPORT 2006 100 100 RM1.0 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 339 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 50. LIST OF SUBSIDIARIES AS AT 31 DECEMBER 2006 (continued) 50. LIST OF SUBSIDIARIES AS AT 31 DECEMBER 2006 (continued) % of Shareholdings Name of Company 2006 2005 % of Shareholdings Paid-up Capital 2006 Million 2005 Million Principal Activities Subsidiary held through Unitele Multimedia Sdn Bhd MMU Creativista Sdn Bhd (formerly known as Lensa MMU JV Sdn Bhd) 100 100 RM# Name of Company 2006 2005 Paid-up Capital 2006 Million 2005 Million Principal Activities Subsidiaries held through Celcom (Malaysia) Berhad (continued) RM# Business of digital video and film production and post production utilising technology made available in the related industry Technology Resources Industries Berhad 100 100 RM# RM# Investment holding Celcom Mobile Sdn Bhd 100 100 RM1,565.0 RM1,565.0 Provision of mobile communications services, network services, application services and content 100 100 RM# RM# Property investment Subsidiaries held through VADS Berhad VADS e-Services Sdn Bhd 100 100 RM1.0 RM1.0 Contact centre and related services VADS Solutions Sdn Bhd 100 100 RM1.5 RM1.5 Provision of system integration services Alpha Canggih Sdn Bhd VADS Professional Services Sdn Bhd 100 100 RM# RM# Provision of personnel for contact centre services Subsidiary held through Celcom Transmission (M) Sdn Bhd Provision of managed contact centre services Subsidiaries held through Technology Resources Industries Berhad Fibrecomm Network (M) Sdn Bhd (note 3(f)(v)) 51 — RM75.0 RM— Provision of fibre optic transmission network services Subsidiary held through VADS e-Services Sdn Bhd VADS Contact Centre Services Sdn Bhd 100 — RM# RM— Subsidiaries held through Celcom (Malaysia) Berhad Alpine Resources Sdn Bhd 100 100 RM2.5 RM2.5 Dormant Freemantle Holdings (M) Sdn Bhd^ 100 100 RM13.5 RM13.5 Dormant — 62.4 RM— RM0.7 Ceased operations Celcom Academy Sdn Bhd< 100 100 RM# RM# Dormant Celcom Multimedia (Malaysia) Sdn Bhd 100 100 RM# RM# Dormant Malaysian Motorhomes Sdn Bhd@ Celcom Technology (M) Sdn Bhd 100 100 RM2.0 RM2.0 Provision of telecommunication value added services through cellular or other forms of telecommunications network Rego Multi-Trades Sdn Bhd 100 100 RM2.0 RM2.0 Dealing in marketable securities Technology Resources Management Services Sdn Bhd 100 100 RM# RM# Dormant Technology Resources (Nominees) Sdn Bhd 100 100 RM# RM# Dormant TR Components Sdn Bhd 100 100 RM# RM# Investment holding TR International Limited** 100 100 HKD# HKD# Investment holding RM0.3 Dormant Celcom Timur (Sabah) Sdn Bhd Celcom Transmission (M) Sdn Bhd 80 100 Celcom Trunk Radio (M) Sdn Bhd 100 CT Paging Sdn Bhd 100 60 100 100 100 RM7.0 RM25.0 RM# RM0.5 RM7.0 RM25.0 RM# RM0.5 Provision of fibre optic transmission network Provision of network transmission related services Dormant Dormant Subsidiary held through TR Components Sdn Bhd Aseania Plastics Sdn Bhd**> 340 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 99 99 RM0.3 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 341 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 50. LIST OF SUBSIDIARIES AS AT 31 DECEMBER 2006 (continued) 50. LIST OF SUBSIDIARIES AS AT 31 DECEMBER 2006 (continued) All subsidiaries are incorporated in Malaysia except the following: Name of Company Place of Incorporation Asset Media (Private) Limited Communiq Broadband Network (Private) Limited CBN Sat (Private) Limited Dialog Telekom Limited Dialog Broadband Networks (Private) Limited G-Com Limited Multinet Pakistan (Private) Limited PT Excelcomindo Pratama Tbk Telekom Malaysia (Hong Kong) Limited Telekom Malaysia (S) Pte Ltd Telekom Malaysia (UK) Limited Telekom Malaysia (USA) Inc Telekom Malaysia International (Cambodia) Company Limited Telekom Networks Malawi Limited TESS International Ltd TM International (Bangladesh) Limited TM International (Cayman) Ltd TM International Lanka (Private) Limited TMI Mauritius Ltd TMI India Ltd TR International Limited – – – – – – – – – – – – – – – – – – – – – # Sri Lanka Sri Lanka Sri Lanka Sri Lanka Sri Lanka Ghana Pakistan Indonesia Hong Kong Singapore United Kingdom USA Cambodia Republic of Malawi Republic of Mauritius Bangladesh British West Indies, USA Sri Lanka Republic of Mauritius Republic of Mauritius Hong Kong Amounts less than 0.1 million in their respective currency ## Audited by a member firm of PricewaterhouseCoopers International Limited which is a separate and independent legal entity from PricewaterhouseCoopers Malaysia ** Not audited by PricewaterhouseCoopers ^ Undergoing members' voluntary winding up pursuant to Section 254(1) of the Companies Act, 1965 (CA) since 2 August 2006 > Undergoing members' voluntary winding up pursuant to Section 254(1) of the CA since 14 July 2005 < Undergoing members' voluntary winding up pursuant to Section 254(1) of the CA since 25 April 2006 + Dissolved during the year pursuant to members' voluntary winding up under Section 272(5) of the CA @ Dissolved pursuant to Section 239(a), (c) and (d) of the CA effective 3 November 2006 CED HKD IDR MKW PKR SGD SLR STR TK USD Ghanaian Cedi Hong Kong Dollar Indonesian Rupiah Malawi Kwacha Pakistani Rupee Singapore Dollar Sri Lanka Rupee Pound Sterling Bangladesh Taka US Dollar 51. LIST OF JOINTLY CONTROLLED ENTITIES AS AT 31 DECEMBER 2006 The jointly controlled entities are as follows: Name of Company % of Shareholdings 2006 2005 Principal Activities Jointly controlled entity held through TM International Sdn Bhd SunShare Investments Ltd (sub-note a) 51 51 Investment holding company — Licensed Mobile Cellular Telecommunications Service Provider in the state of Punjab and Karnataka in India Jointly controlled entity held through TMI India Ltd (formerly known as Distacom Communications (India) Limited) Spice Communications Limited (formerly known as Spice Communications Private Limited)**(note 3(d)) 49 Name of Company Place of Incorporation SunShare Investments Ltd Spice Communications Limited – Federal Territory, Labuan – India (a) The Group has an 80.0% interest in the ordinary shares of SunShare Investments Ltd (SunShare), a jointly controlled entity incorporated in the Federal Territory of Labuan, which is an investment holding company. Notwithstanding the ordinary shareholding, the economic benefit of the Group in SunShare is 51.0%. SunShare in turn owns a 29.78% stake in an associate, MobileOne Limited (M1), a company incorporated in Singapore and listed on the Singapore Stock Exchange. M1 provides mobile and other related telecommunication services as well as development of mobile telecommunication products and services. ** Not audited by PricewaterhouseCoopers All jointly controlled entities have co-terminous financial year end with the Company except for Spice Communications Limited with financial year end on 30 June. 342 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 343 FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 for the year ended 31 December 2006 52. LIST OF ASSOCIATES AS AT 31 DECEMBER 2006 52. LIST OF ASSOCIATES AS AT 31 DECEMBER 2006 (continued) The associates are as follows: % of Shareholdings 2006 2005 Name of Company mySPEED.com Sdn Bhd 16.22 16.22 Sistem Iridium Malaysia Sdn Bhd Name of Company % of Shareholdings 2006 2005 Principal Activities Associate held through Technology Resources Industries Berhad Creating, implementing and operating ebusiness activities including electronic commerce delivery services, multimedia related activities and other computerised or electronic services Mobile Telecommunications Company of Esfahan (sub-note a) — Principal Activities 49 Planning, designing, installing, operating and maintaining a GSM cellular telecommunication network to customers in the province of Esfahan, Iran 41 Provision of fibre optic transmission network services Associate held through Celcom Transmission (M) Sdn Bhd 40 40 Dormant Fibrecomm Network (M) Sdn Bhd (note 3(f)(v)) — 49 49 Development, management and marketing of educational products offered by local and overseas educational institutions electronically All associates are incorporated in Malaysia except the following: Associates held through Telekom Multi-Media Sdn Bhd Mahirnet Sdn Bhd Mutiara.Com Sdn Bhd 30 30 Provision of promotion of Internet-based communication services Associates held through TM International Sdn Bhd Samart Corporation Public Company Limited Samart I-Mobile Public Company Limited 18.98 19.24 Design, implementation and installation of telecommunication systems and the sale and distribution of telecommunication equipment in Thailand 24.42 — Mobile phone distributor accessories and bundled with content and administration of the distribution channels for and management of customer care and billing system of I900MHz mobile phone 49 — Planning, designing, installing, operating and maintaining a GSM cellular telecommunication network to customers in the province of Esfahan, Iran 20 20 Trade or business of a telecommunications infrastructure and services company Name of Company Place of Incorporation Mobile Telecommunications Company of Esfahan Samart Corporation Public Company Limited Samart I-Mobile Public Company Limited – Iran – Thailand – Thailand All associates have co-terminous financial year end with the Company except for mySPEED.com Sdn Bhd and Mobile Telecommunications Company of Esfahan with financial year end on 31 January and 20 March respectively. (a) On 7 December 2005, Celcom (Malaysia) Berhad (Celcom), signed a Share Sale Agreement (SSA) with TM International (L) Limited (TMIL) to transfer all its equity holding in Mobile Telecommunications Company of Esfahan (MTCE) for a consideration of USD6.0 million. The completion of the transfer in accordance with the SSA was on 3 August 2006 and consequently MTCE ceased to be an associate of Celcom and became an associate of TMIL. Associate held through TM International (L) Limited Mobile Telecommunications Company of Esfahan (sub-note a) Associate held through Celcom (Malaysia) Berhad Sacofa Sdn Bhd 344 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 345 FINANCIAL STATEMENTS STATEMENT BY DIRECTORS NOTES TO THE FINANCIAL STATEMENTS for the year ended 31 December 2006 pursuant to Section 169(15) of the Companies Act, 1965 53. COMPARATIVES In addition to the restatement of the comparative financial statements as disclosed in note 49(c)(viii) to the financial statements, summarised below are other comparatives that were restated: (i) (ii) During the year, the Group had reviewed and changed the grouping of segmental reporting information for Internet and multimedia, fixed line and data and other segments to give a fairer presentation of the results of operations. The comparatives have been restated to conform with current year classification. As a consequence, the presentation of operating revenue in note 4 to the financial statements has been changed and comparatives are restated. We, Tan Sri Dato’ Ir. Muhammad Radzi Haji Mansor and Dato’ Abdul Wahid Omar being two of the Directors of Telekom Malaysia Berhad, state that, in the opinion of the Directors, the financial statements on pages 223 to 346 are drawn up so as to exhibit a true and fair view of the state of affairs of the Group and the Company as at 31 December 2006 and of the results and the cash flows of the Group and the Company for the year ended on that date in accordance with Financial Reporting Standards, the MASB approved accounting standards in Malaysia for Entities Other than Private Entities and the provisions of the Companies Act, 1965. In accordance with a resolution of the Board of Directors dated 23 February 2007. The following balances as at 31 December 2005 for the Group and the Company were also reclassified to conform with current year presentation: The Group Non-current liabilities Customer deposits Provision for liabilities Current liabilities Trade and other payables Customer deposits As previously reported RM Reclassified RM 598.4 — 6,177.7 — The Company As restated RM As previously reported RM Reclassified RM As restated RM (598.4) 65.0 — 65.0 598.3 — (598.3) — — — (196.8) 730.2 5,980.9 730.2 — — — 598.3 — 598.3 TAN SRI DATO’ Ir. MUHAMMAD RADZI HAJI MANSOR Chairman DATO’ ABDUL WAHID OMAR Group Chief Executive Officer STATUTORY DECLARATION 54. CURRENCY All amounts are expressed in Ringgit Malaysia (RM). 55. APPROVAL OF FINANCIAL STATEMENTS I, Bazlan bin Osman, being the Officer primarily responsible for the financial management of Telekom Malaysia Berhad, do solemnly and sincerely declare that to the best of my knowledge and belief, the financial statements set out on pages 223 to 346 are correct, and I make this solemn declaration conscientiously believing the same to be true and by virtue of the provisions of the Statutory Declarations Act, 1960. The financial statements have been approved for issuance in accordance with a resolution of the Board of Directors on 23 February 2007. Subscribed and solemnly declared at Kuala Lumpur this 23 February 2007. ) ) ) BAZLAN BIN OSMAN Before me: T. THANAPALASINGAM Commissioner for Oaths Kuala Lumpur 346 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 347 FINANCIAL STATEMENTS REPORT OF THE AUDITORS GENERAL INFORMATION to the Members of Telekom Malaysia Berhad (Company No. 128740-P) as at 31 December 2006 We have audited the financial statements set out on pages 223 to 346. These financial statements are the responsibility of the Company’s Directors. Our responsibility is to form an independent opinion, based on our audit, on the financial statements and to report our opinion to you, as a body, in accordance with Section 174 of Companies Act, 1965 and for no other purpose. We do not assume responsibility to any other person for the content of this report. 1. Telekom Malaysia Berhad is a public limited liability Company, incorporated and domiciled in Malaysia, and listed on the main board of the Bursa Malaysia Securities Berhad. 2. The address of the registered office of the Company is: We conducted our audit in accordance with approved Auditing Standards in Malaysia. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by the Directors, as well as evaluating the overall financial statements presentation. We believe that our audit provides a reasonable basis for our opinion. Level 51, North Wing Menara TM Jalan Pantai Baharu 50672 Kuala Lumpur 3. Menara TM Jalan Pantai Baharu 50672 Kuala Lumpur In our opinion: (a) the financial statements have been prepared in accordance with the provisions of the Companies Act, 1965 and Financial Reporting Standards, the MASB approved accounting standards in Malaysia for Entities Other than Private Entities so as to give a true and fair view of: (i) the matters required by section 169 of the Companies Act, 1965 to be dealt with in the financial statements; and (ii) the state of affairs of the Group and the Company as at 31 December 2006 and of the results and the cash flows of the Group and the Company for the year ended on that date; and (b) The principal office and place of business of the Company is: 4. The number of employees at the end of the year amounted to: 2006 2005 Group 35,824 34,552 Company 19,094 19,643 the accounting and other records and the registers required by the Act to be kept by the Company and by the subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions of the Act. The names of the subsidiaries of which we have not acted as auditors are indicated in note 50 to the financial statements. We have considered the financial statements of these subsidiaries and the auditors’ reports thereon. We are satisfied that the financial statements of the subsidiaries that have been consolidated with the Company's financial statements are in form and content appropriate and proper for the purposes of the preparation of the consolidated financial statements and we have received satisfactory information and explanations required by us for those purposes. The auditors' reports on the financial statements of the subsidiaries were not subject to any material qualification and did not include any comment made under subsection (3) of section 174 of the Act. PRICEWATERHOUSECOOPERS (AF: 1146) Chartered Accountants DATO’ AHMAD JOHAN BIN MOHAMMAD RASLAN [1867/09/08(J)] Partner Kuala Lumpur Date: 23 February 2007 348 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 349 OTHER INFORMATION SHAREHOLDING STATISTICS as at 6 March 2007 ANALYSIS OF SHAREHOLDINGS Share Capital Authorised Share Capital : Issued and Paid-up Capital : Voting Rights 5,000,000,021 RM3,407,963,101 comprising 3,407,963,080 ordinary shares of RM1.00 each, one (1) Special Rights Redeemable Preference Share (RPS) of RM1.00 each, : 1,000 Class A RPS of RM0.01 each, and 1,000 Class B RPS of RM0.01 each. : One vote per ordinary share. The Special Share has no voting right other than those referred to in note 12(a) to the financial statements. DISTRIBUTION OF SHAREHOLDINGS Size of Shareholdings Less than 100 100 – 1,000 1,001 – 10,000 10,001 – 100,000 100,001 – 170,398,253 (less than 5% of paid-up capital) above 170,398,253 OTHER INFORMATION Shareholding Statistics — 351 List of Top 30 Shareholders — 352 Authorised and Issued Share Capital — 354 Net Book Value of Land & Buildings — 356 Usage of Properties — 357 Group Directory — 358 Glossary — 369 Proxy Form — ••• TOTAL Shareholders Malaysian Foreign No. % No. % Shares Malaysian No. % Foreign No. % 477 7,028 8,604 868 2.51 37.01 45.31 4.57 15 736 557 224 0.08 3.88 2.93 1.18 2,964 6,108,575 28,876,154 23,858,305 0.00 0.18 0.85 0.70 560 467,779 1,924,156 8,335,957 0.00 0.01 0.06 0.24 236 4 1.24 0.02 240 0 1.27 0.00 770,197,526 2,122,052,473 22.60 62.27 446,140,632 0 13.09 0.00 17,217 90.66 1,772 9.34 2,951,095,997 86.60 456,869,084 13.40 DIRECTORS’ DIRECT AND DEEMED INTERESTS IN THE COMPANY AND ITS RELATED CORPORATION AS AT 6 MARCH 2007 In accordance with the Register of Directors’ Shareholdings, the directors’ direct and deemed interests in shares in the Company and its related corporation are as follows:- Name of Directors Tan Sri Dato’ Ir Muhammad Radzi Haji Mansor Dato’ Dr Abdul Rahim Haji Daud * Telekom Malaysia Berhad Direct Indirect % 122,000 145,000 — — 0.003* 0.004* Direct 15,000 15,000 VADS Berhad Indirect — — % 0.024* 0.024* Less than 0.1% ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 351 OTHER INFORMATION LIST OF TOP 30 SHAREHOLDERS LIST OF TOP 30 SHAREHOLDERS as at 6 March 2007 as at 6 March 2007 No. Name 1. Khazanah Nasional Berhad 2. Share Held Percentage (%) 1,191,326,073 34.96 Employees Provident Fund Board 416,723,000 12.23 3. Amanah Raya Nominees (Tempatan) Sdn Bhd Skim Amanah Saham Bumiputera 262,323,400 7.70 4. Bank Negara Malaysia 251,680,000 7.39 5. Cimsec Nominees (Tempatan) Sdn Bhd Security Trustee (KCW Issue 2) 169,549,600 4.98 6. CIMB Investment Bank Berhad CLR for Hibiscus Investments Pte Ltd 114,281,900 7. HSBC Nominees (Asing) Sdn Bhd Exempt An for JPMorgan Chase Bank, National Association (U.S.A.) 8. 9. No. Name Share Held Percentage (%) 23. Cartaban Nominees (Asing) Sdn Bhd Investors Bank And Trust Company for iShares Inc. 11,592,000 0.34 24. Cartaban Nominees (Tempatan) Sdn Bhd Amanah SSCM Nominees (Tempatan) Sdn Bhd for Employees Provident Fund Board (JF404) 11,000,000 0.32 25. HSBC Nominees (Asing) Sdn Bhd Exempt An for JPMorgan Chase Bank, National Association (U.A.E) 7,964,489 0.23 26. Cartaban Nominees (Asing) Sdn Bhd Government of Singapore Investment Corporation Pte Ltd for Government of Singapore 7,790,800 0.23 3.35 91,086,500 2.67 27. Citigroup Nominees (Asing) Sdn Bhd GSCO for Indus Asia Pacific Master Fund Ltd 7,136,100 0.21 Kumpulan Wang Amanah Pencen 72,963,800 2.14 7,100,876 0.21 Lembaga Tabung Haji 47,116,136 1.38 28. HSBC Nominees (Asing) Sdn Bhd Exempt An for Morgan Stanley & Co Incorporated 10. Permodalan Nasional Berhad 37,867,500 1.11 29. Lembaga Tabung Angkatan Tentera 6,730,200 0.20 11. Cartaban Nominees (Asing) Sdn Bhd SSBT Fund GB01 for Harbor International Fund 36,750,000 1.08 30. Citigroup Nominees (Tempatan) Sdn Bhd ING Insurance Berhad (INV-IL PAR) 6,678,100 0.20 12. Amanah Raya Nominees (Tempatan) Sdn Bhd Amanah Saham Malaysia 29,317,300 0.86 2,968,989,415 87.13 13. Amanah Raya Nominees (Tempatan) Sdn Bhd Amanah Saham Wawasan 2020 28,549,400 0.84 14. Malaysia Nominees (Tempatan) Sendirian Berhad Great Eastern Life Assurance (Malaysia) Berhad (Par 1) 28,000,000 0.82 TOTAL SUBSTANTIAL SHAREHOLDERS’ HOLDING 5% AND ABOVE AS PER REGISTER OF SUBSTANTIAL SHAREHOLDERS No. Name Direct Share Held Indirect Percentage (%) Direct Indirect 15. Valuecap Sdn Bhd 21,837,400 0.64 16. Cartaban Nominees (Asing) Sdn Bhd SSBT Fund HG09 International Fund (AM Fund Ins SR) 21,665,000 0.64 17. Citigroup Nominees (Asing) Sdn Bhd Exempt An for American International Assurance Malaysia Company Limited 16,087,300 0.47 18. Citigroup Nominees (Asing) Sdn Bhd GSI for Perry Partners Inter Inc 14,671,041 0.43 19. HSBC Nominees (Tempatan) Sdn Bhd Nomura Asset Mgmt SG for Employees Provident Fund 13,642,000 0.40 20. HSBC Nominees (Asing) Sdn Bhd TNTC for Saudi Arabian Monetary Agency 13,578,600 0.40 Khazanah Nasional Berhad (Khazanah) is deemed to have indirect interest by virtue of TM Shares held by CIMSEC Nominees (Tempatan) Sdn Bhd on behalf of Khazanah under Section 6A of the Companies Act, 1965 (CA 1965). 21. Pertubuhan Keselamatan Sosial 12,321,500 0.36 ** Employees Provident Fund Board (EPF) is deemed to have indirect interest by virtue of TM Shares managed by other portfolio managers on behalf of EPF under Section 6A of the CA 1965. 22. Citigroup Nominees (Tempatan) Sdn Bhd Exempt An for Prudential Assurance Malayisa Berhad 11,659,400 0.34 352 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 1. 2. 3. 4. * Khazanah Nasional Berhad Employees Provident Fund Board Bank Negara Malaysia Amanah Raya Nominees (Tempatan) Sdn Bhd – Skim Amanah Saham Bumiputera 1,203,141,373 421,373,000 251,680,000 262,823,400 169,549,600* 47,849,000** — — 35.30 12.36 7.39 7.71 4.98 1.40 — — TOTAL 2,139,017,773 217,398,600 62.76 6.38 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 353 OTHER INFORMATION AUTHORISED AND ISSUED SHARE CAPITAL AUTHORISED AND ISSUED SHARE CAPITAL AUTHORISED SHARE CAPITAL ISSUED AND PAID-UP SHARE CAPITAL (continued) The authorised share capital as at 6 March 2007 is RM5,000,000,021 divided into 5,000,000,000 ordinary shares of RM1.00 each; One Special Rights Redeemable Preference Share of RM1.00; 1,000 Class A Redeemable Preference Shares (“RPS”) of RM0.01 each and 1,000 Class B RPS of RM0.01 each. The changes in the authorised share capital are as follows: Date Increase in Authorised Share Capital (RM) Date 12/10/1984 06/08/1984 11/09/1990 31/03/2003 31/03/2003 1,000,000.00 4,999,000,000.00 1.00 10.00 10.00 Type of Share Ordinary shares Ordinary shares Special Share Class A RPS Class B RPS Total Authorised Share Capital (RM) 1,000,000.00 5,000,000,000.00 5,000,000,001.00 5,000,000,011.00 5,000,000,021.00 ISSUED AND PAID-UP SHARE CAPITAL The issued and paid-up capital as at 6 March 2007 is RM3,407,963,101.00 comprising 3,407,963,080 ordinary shares of RM1.00 each; One Special Rights RPS of RM1.00; 1,000 Class A RPS of RM0.01 each and 1,000 Class B RPS of RM0.01 each. No. of Shares Allotted Description Total (RM) 31/12/1994 3,555,000 Issued pursuant to the exercise of options under the ESOS 1,989,371,001 31/12/1995 2,832,000 Issued pursuant to the exercise of options under the ESOS 1,992,203,001 31/12/1996 6,877,000 Issued pursuant to the exercise of options under the ESOS 1,999,080,001 06/06/1997 10,920 Eurobond – Conversion of 4% Convertible Bonds Due 2004 1,999,090,921 20/06/1997 999,545,460 Bonus issue on the basis of one (1) ordinary share for every two (2) existing ordinary shares held 2,998,636,381 31/12/1998 398,500 Issued pursuant to the exercise of options under the ESOS 2,999,034,881 31/12/1999 22,408,000 Issued pursuant to the exercise of options under the ESOS 3,021,442,881 31/12/2000 65,876,500 Issued pursuant to the exercise of options under the ESOS 3,087,319,381 31/12/2001 13,996,000 Issued pursuant to the exercise of options under the ESOS 3,101,315,381 31/12/2002 65,692,000 Issued pursuant to the exercise of options under the ESOS 3,167,007,381 01/01/2003 – 11/12/2003 71,503,000 Issued pursuant to the exercise of options under the ESOS 3,238,510,381 The changes in the issued and paid-up share capital are as follows on annual basis:No. of Shares Allotted Date Description Total (RM) 31/12/1984 2 Cash 2 31/12/1986 9,999,998 Cash 10,000,000 31/12/1987 490,000,000 11/09/1990 1,000,000,000 11/09/1990 1 29/10/1990 – 31/12/1990 470,500,000 Bonus issue on the basis of forty nine (49) ordinary shares for every one (1) existing ordinary share held 500,000,000 Bonus issue on the basis of two (2) ordinary shares for every one (1) existing ordinary share held 1,500,000,000 Special Rights Redeemable Preference Share 1,500,000,001 Issued pursuant to the exercise of options under the Employees Share Option Scheme (ESOS) 1,970,500,001 12/12/2003 1,000 Class A RPS 3,238,510,391 12/12/2003 1,000 Class B RPS 3,238,510,401 12,222,000 Issued pursuant to the exercise of options under the ESOS 3,250,732,401 31/12/2004 131,708,000 Issued pursuant to the exercise of options under the ESOS 3,382,440,401 31/12/2005 9,077,000 Issued pursuant to the exercise of options under the ESOS 3,391,517,401 31/12/2006 6,139,500 Issued pursuant to the exercise of options under the ESOS 3,397,656,901 10,306,200 Issued pursuant to the exercise of options under the ESOS 3,407,963,101 15/12/2003 – 31/12/2003 04/01/2007 – 06/03/2007 3,407,965,081 31/12/1992 9,249,000 Cash 1,979,749,001 31/12/1993 6,067,000 Issued pursuant to the exercise of options under the ESOS 1,985,816,001 354 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 355 OTHER INFORMATION NET BOOK VALUE OF LAND & BUILDINGS USAGE OF PROPERTIES as at 31 December 2006 as at 31 December 2006 Location No. of Lots Freehold Area (’000 sq ft) No. of Lots Leasehold Area (’000 sq ft) Other Land* No. of Area Lots (’000 sq ft) Net Book Net Book Value Value of Excepted Land** of Land Buildings No. of Area RM RM Lots (’000 sq ft) (million) (million) Kedai TM/ Primatel/ Business Resort Centre Telecommunication/ Tourism University Tower Exchanges Transmission Stations Office Buildings Residential Federal Territory a. Kuala Lumpur b. Labuan 28 3 6 2 24 1 39 4 19 12 1 2 — — — — — — 1 — 11 20 — 42 — — 3 1 — Location 1. 1. Satellite/ Submarine Stores/ Cable Warehouses Stations Federal Territory a. Kuala Lumpur b. Labuan 26 — 1,271 — 9 2 774 443 12 4 1,257 427 — — — — 97.3 — 1,536.7 — 2. Selangor 85 2. Selangor 11 10,163 20 25,213 5 324 78 15,928 203.7 545.6 3. Perlis 10 — — 2 1 — — 1 — — 3. Perlis — — 4 52 — — 11 605 0.6 3.7 4. Perak 70 22 32 81 42 — — 2 — — 4. Perak 5 61 17 679 5 297 109 9,603 5.9 79.7 5. Pulau Pinang 29 — 18 33 24 2 1 3 — — 5. Pulau Pinang 8 18 19 1,049 — — 32 7,523 8.1 65.3 6. Kedah 48 11 5 26 11 — 1 2 — 1 6. Kedah 8 433 15 1,319 — — 37 2,566 10.9 87.1 7. Johor 90 17 6 51 22 1 — 6 — — 7. Johor 11 148 27 1,325 16 538 103 13,079 9.5 110.2 8. Melaka 19 2 5 23 6 2 — 1 1 — 8. Melaka 8 1,074 22 62,293 2 152 24 4,070 16.4 142.1 9. Negeri Sembilan 31 15 4 16 — 1 2 1 — — 9. Negeri Sembilan 10 47,523 9 321 6 317 55 4,098 2.6 35.7 10. Terengganu 33 17 5 15 6 2 — — — — 10. Terengganu — — 21 1,585 3 121 40 5,660 1.4 49.3 11. Kelantan 23 6 7 18 13 — — 1 — — 11. Kelantan — — 11 463 4 173 34 2,502 0.8 26.2 12. Pahang 45 34 14 49 17 3 4 1 — — 12. Pahang 4 80 45 2,095 16 664 72 5,368 10.7 93.3 13. Sabah 45 33 21 22 22 2 1 3 — — 13. Sabah — — 18 351 6 655 68 31,123 6.9 102.4 14. Sarawak 72 43 23 47 25 1 — 1 — — 14. Sarawak 7 522 29 858 9 342 90 11,095 25.9 110.5 15. Sri Lanka — 13 7 — 2 — — — — — 15. Sri Lanka 14 498 — — — — — — 8.4 35.5 16. Republic of Malawi 1 121 — — — 1 — — — — 16. Republic of Malawi — — 18 92 18 108 — — 3.6 6.6 17. Bangladesh — 201 — — — — — — — — 17. Bangladesh 130 960 — — — — — — 3.7 16.9 18. Cambodia 1 — — — — — — — — — 18. Cambodia — — — — — — — — — 1.2 19. Indonesia — — 10 — — — — — — — 19. Indonesia — — 6,763 16,880 — — — — 256.5 13.6 242 62,751 7,049 115,792 106 5,375 753 113,220 672.9 3,061.6 TOTAL No revaluation has been made on any of the land and buildings. * The title deeds pertaining to other land have not yet been registered in the name of the Company. Pending finalisation with the relevant authorities, the land have not been classified according to their tenure and land areas are based on estimation. ** Excepted land are land situated outside the Federal Territory which are either alienated land, reserved land owned by the Federal Government or land occupied, used, controlled and managed by the Federal Government for federal purposes (in Melaka, Pulau Pinang, Sabah and Sarawak) as set out in Section 3(2) of the Telecommunication Services (Successor Company) Act, 1985. The Government has agreed to lease these land to Telekom Malaysia Berhad for a term of 60 years with an option to renew, under article 85 and 86 of the Federal Constitution. 356 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 357 OTHER INFORMATION GROUP DIRECTORY GROUP DIRECTORY HEAD OFFICE: Level 51, North Wing, Menara TM Jalan Pantai Baharu 50672 Kuala Lumpur, Malaysia Tel. : 03-2240 9494 : 101 Operator Assisted Calls (Domestic and International) : 103 Directory Enquiry Services : 100 For Everything else TM Fax : 03-2283 2415 Website : www.tm.com.my MALAYSIA BUSINESS HEAD OFFICE Level 5, South Wing, Menara TM Jalan Pantai Baharu 50672 Kuala Lumpur Tel : 03-2240 9494 Fax : 03-2283 2415/03-7958 5533 CUSTOMER CARE Level 3, Menara TM Annex 1 Jalan Pantai Baharu 50672 Kuala Lumpur SERVICE ASSURANCE CENTRE Ground Floor, IDC Building TM Cyberjaya Complex 3300 Lingkaran Usahawan 1 Timur 63000 Cyberjaya Selangor TM NET SERVICE CENTRE CASO Wangsa Maju No. 48, Jalan 1/27F Pusat Bandar Wangsa Maju 53300 Wangsa Maju Kuala Lumpur CASO Sri Petaling 43, Jalan Radin Anum 1 Sri Petaling 57000 Kuala Lumpur 358 TELEKOM MALAYSIA BERHAD CASO Taman Connaught No. 118, Jalan Cerdas Taman Connaught 56000 Kuala Lumpur CASO Melaka Raya No. 674, Jalan Melaka Raya 8 Taman Melaka Raya 75000 Melaka CASO Damansara Utama No. 84, Jalan 21/35 Damansara Utama 47400 Petaling Jaya Selangor CASO Alor Star 260E, Jalan Dato' Kumbar 05300 Alor Star Kedah CASO Subang No. 85, Jalan SS15/5A 47500 Subang Selangor CASO egate 1-01-09, Ground Floor, e-gate Lebuh Tunku Kudin 2 11700 Gelugor Pulau Pinang CASO Shah Alam 40, Jalan Badminton 13/29 Section 13 40100 Shah Alam Selangor CASO Seberang Jaya 42, Ground Floor, Jalan Todak 2 Bandar Sunway Seberang Jaya 13700 Seberang Jaya Pulau Pinang CASO Bukit Tinggi 26-00-1, Lorong Batu Nilam 4A Bandar Bukit Tinggi 41200 Klang Selangor CASO Bukit Mertajam 456, Ground Floor Jalan Permatang Rawa Bandar Perda 14000 Bukit Mertajam Pulau Pinang CASO Taman Setia Indah No. 8, Jalan Setia 3/6 Taman Setia Indah 81100 Johor Bahru ANNUAL REPORT 2006 CASO Medan Ipoh 25, Jalan Medan Ipoh 3 Bandar Medan Ipoh 31400 Ipoh Perak CASO Kota Bharu 150-D, Hadapan Bangunan IPK Kelantan, Jalan Bayam 15200 Kota Bharu Kelantan Taman Maluri Lot 1 & 2, Block 154 Maluri Business Centre Jalan Jejaka, Taman Maluri 55100 Kuala Lumpur CASO Kuching Lot 418, Ground Floor Travilion Commercial Centre Section 54, KTLD Jalan Padungan 93100 Kuching Sarawak Menara TM Ground Floor, Menara TM Jalan Pantai Baharu 50672 Kuala Lumpur CASO Tawau Block A, TB4482 Ba Zhong Commercial Centre Jalan Tawau Lama 91000 Tawau Sabah CASO Luyang Lot No. 3, Ground Floor Jalan Kolam Luyang Phase 1 88300 Kota Kinabalu Sabah TELEKOM SALES & SERVICES SDN BHD HEAD OFFICE Level 18, Menara Mutiara Bangsar Jalan Liku off Jalan Riong, Bangsar 59100 Kuala Lumpur Tel : 03-2297 1200 Fax : 03-2282 7799 TMpoint KUALA LUMPUR Muzium Bangunan Muzium TM Jalan Raja Chulan 50200 Kuala Lumpur Jalan TAR No. 374, Ground Floor Wisma CS Holiday Jalan Tuanku Abdul Rahman 50100 Kuala Lumpur Banting No. 1-1-1A, Jalan Suasa 1 42700 Banting Selangor Kuala Selangor Bangunan TM, Jalan Klinik 45000 Kuala Selangor Selangor Bangsar No. 8 & 10, Ground Floor Jalan Telawi 5 Bangsar Baru 59100 Kuala Lumpur Sabak Bernam 27, Jalan Raja Chulan 45200 Sabak Bernam Selangor Setapak Ibu sawat TM Setapak 44, Persiaran Kuantan 53200 Kuala Lumpur Kepong No. 67, Jalan Metro Perdana Barat 1 Taman Usahawan Kepong Utara 52100 Kepong Kuala Lumpur SELANGOR Shah Alam Bangunan TM Shah Alam Persiaran Damai, Section 11 40150 Shah Alam Selangor Ampang 42, Jalan Mamanda 7 Ampang Point 68000 Ampang Selangor Rawang Lot 21, Jalan Maxwell 48000 Rawang Selangor Kuala Kubu Bahru Level 1, Ibu sawat TM Kuala Kubu Bahru 44000 Kuala Kubu Bahru Selangor Bukit Raja Jalan Meru 41050 Klang Selangor Port Klang Lot 2.1, Level 2 Bangunan Hentian Pelabuhan Klang 41672 Jalan Perbandaran, Klang Selangor Damansara Utama No. 91-93, Jalan SS 21/1A Damansara Utama 47400 Petaling Jaya Selangor Petaling Jaya No. 22 & 24, Jalan Yong Shook Lin 46050 Petaling Jaya Selangor Kajang Batu 141⁄2, Jalan Cheras 43400 Kajang Selangor Cyberjaya Ground Floor, TM IT Complex 3300 Lingkaran Usahawan 1 Timur 60000 Cyberjaya Selangor ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 359 OTHER INFORMATION GROUP DIRECTORY GROUP DIRECTORY MALAYSIA BUSINESS (CONT’D.) Kelana Jaya Unit 109B, Ground Floor Kelana Park View Tower No. 1 Jalan SS 6/2 47301 Kelana Jaya Selangor Subang Jaya No. 27 & 29, Jalan USJ 10/1A 47620 Subang Jaya Selangor JOHOR Johor Bahru Jalan Abdullah Ibrahim 80672 Johor Bahru Johor Plaza Pelangi Unit 1.19A, Ground Floor (Main Entrance) Plaza Pelangi Jalan Kuning 80400 Johor Bahru Johor Skudai Ground Floor, Ibu sawat TM Batu 91⁄2 Jalan Skudai 81300 Skudai Johor Pontian Level 1, Ibu sawat TM Jln Alsagoff 82000 Pontian Johor Kluang Jalan Sultanah 86000 Kluang Johor Segamat No. 22, Jalan Sultan 85000 Segamat Johor Muar No. 5-5 & 5-6, Ground Floor Jalan Ibrahim 84000 Muar Johor Port Dickson No. 25, Jalan Mahajaya PD Center Point 71000 Port Dickson Negeri Sembilan Jitra 19A, Jalan PJ 1 Pekan Jitra 2 06000 Jitra Kedah Kota Tinggi No. 2 & 4, Jalan Indah Taman Medan Indah 81900 Kota Tinggi Johor Kuala Pilah Jalan Bahau 72000 Kuala Pilah Negeri Sembilan Langkawi Jalan Pandak Mayah 6 07000 Pekan Kuah Langkawi Kedah Kulai Lot 435, Jalan Kenanga 29/11 Taman Indah Putra 81100 Kulai Johor Pelangi Wisma TM Pelangi Jalan Sutera 3, Taman Sentosa 80150 Johor Bahru Johor Mersing Lot 384, Jalan Ismail 86800 Mersing Johor Yong Peng No. 18, Ground Floor Jalan Bayan, Taman Semberong 83700 Yong Peng Johor Pasir Gudang No. 23A, Ground Floor Jalan Bandar Pusat Perdagangan 81700 Pasir Gudang Johor TELEKOM MALAYSIA BERHAD MELAKA Seremban No. 176 & 177, Ground Floor Jalan Dato' Bandar Tunggal 70000 Seremban Negeri Sembilan ANNUAL REPORT 2006 Sungai Petani Bangunan TM, Jalan Petani 08000 Sungai Petani Kedah Melaka 527 & 529A, Plaza Melaka Jalan Gajah Berang 75200 Melaka Kulim No. 4 & 5, Jalan Tunku Asaad 09000 Kulim Kedah Alor Gajah Batu 141⁄2, Jalan Melaka Kendong 78000 Alor Gajah Melaka PULAU PINANG Menara Pertam Ground Floor Menara Pertam, Jalan Batu Berendam BBP 2 Taman Batu Berendam Putra 75350 Melaka KEDAH/PERLIS Kangar Jalan Bukit Lagi Pekan Kangar 01000 Kangar Perlis NEGERI SEMBILAN Batu Pahat 39, Jalan Rahmat 83000 Batu Pahat Johor 360 Tampin Jalan Besar 73000 Tampin Negeri Sembilan Alor Star Kristal Complex Jalan Kolam Air 05672 Alor Star Kedah Parit Buntar 36, Persiaran Perwira Pusat Bandar 34200 Parit Buntar Perak Bukit Mertajam Jalan Arumugam Pillai 14000 Bukit Mertajam Pulau Pinang Sungai Bakap 1282, Jalan Besar 14200 Sungai Bakap Pulau Pinang Kuala Kangsar Bangunan TM Jalan Raja Chulan 33000 Kuala Kangsar Perak PERAK Ipoh Wisma Wisma TM Jalan Sultan Idris Shah 30672 Ipoh Perak Gerik Wisma Kosek Jalan Takong Datoh 33300 Gerik Perak Batu Gajah Bangunan TM Jalan Dewangsa 31000 Batu Gajah Perak Sungai Siput No. 188, Jalan Besar 31100 Sungai Siput Perak Bayan Baru No. 68, Jalan Mahsuri 11950 Bayan Baru Pulau Pinang Ipoh Tasek Jalan Sultan Azlan Shah Utara 31400 Ipoh Perak Jalan Burmah Jalan Burmah 10150 Georgetown Pulau Pinang Kampar Bangunan TM Jalan Baru 31900 Kampar Perak Sungai Nibong No. 12-14, Block 1, Ground Floor Lebuh Bukit Kecil 6, Krystal Point 2 11900 Sungai Nibong Pulau Pinang Lebuh Downing Bangunan Syed Putra Lebuh Downing 10300 Pulau Pinang Butterworth Wisma TM Butterworth Ground Floor, Jalan Bagan Luar 12000 Butterworth Pulau Pinang Taiping Bangunan TM Jalan Berek 34672 Taiping Perak Teluk Intan Bangunan TM Jalan Jawa 36672 Teluk Intan Perak Sitiawan 179 & 180, Taman Sitiawan Maju 32000 Sitiawan Perak Tapah Bangunan TM Jalan Stesyen 35672 Tapah Perak Tanjung Malim No. 27, Jalan Cahaya Taman Anggerik Desa 35900 Tanjung Malim Perak KELANTAN Kota Bharu Jalan Doktor 15000 Kota Bharu Kelantan Pasir Mas 606, Jalan Masjid Lama 17000 Pasir Mas Kelantan ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 361 OTHER INFORMATION GROUP DIRECTORY GROUP DIRECTORY MALAYSIA BUSINESS (CONT’D.) Tanah Merah 4088, Jalan Ismail Petra 17500 Tanah Merah Kelantan Kuala Krai Lot 1522 Jalan Tengku Zainal Abidin 18000 Kuala Krai Kelantan Pasir Puteh 258B, Jalan Sekolah Laki-laki 16800 Pasir Puteh Kelantan TERENGGANU Kuala Terengganu Level 1, Bangunan TM Jalan Sultan Ismail 20200 Kuala Terengganu Terengganu Kemaman Jalan Masjid, Chukai 24000 Kemaman Terengganu Dungun Jalan Nibong 23000 Dungun Terengganu Jerteh Level 1, Ibu sawat TM Jerteh Jalan Zainal Abidin 22000 Jerteh Terengganu PAHANG Kuantan Bangunan TM No. 168, Jalan Besar 25000 Kuantan Pahang Jalan Tun Ismail B30 Lorong Tun Ismail 11 Jalan Tun Ismail 25000 Kuantan Pahang Pekan No. 87 Jalan Sultan Abdullah 26600 Pekan Pahang Mentakab Jalan Tun Razak 28400 Mentakab Pahang Bentong 111, Bangunan Persatuan Bola Sepak Jalan Ah Peng 28700 Bentong Pahang Kuala Lipis 10, Jalan Bukit Bius 27200 Kuala Lipis Pahang Raub Jalan Kuala Lipis 27600 Raub Pahang SARAWAK Batu Lintang Jalan Batu Lintang 93200 Kuching Sarawak Padang Merdeka Ground Floor Bangunan Yayasan Sarawak Lot 2, Section 24 Jalan Barrack/Masjid 93000 Kuching Sarawak Pending Jalan Gedong 93450 Pending Sarawak 362 TELEKOM MALAYSIA BERHAD ANNUAL REPORT 2006 Sri Aman Jalan Club 95000 Sri Aman Sarawak Miri Jalan Post 98000 Miri Sarawak Limbang Jalan Kubu 98700 Limbang Sarawak Lawas Jalan Punang 98850 Lawas Sarawak Bintulu Jalan Law Gek Soon 97000 Bintulu Sarawak Sibu Persiaran Brooke 96000 Sibu Sarawak Sarikei Jalan Berek 96100 Sarikei Sarawak Kapit Jalan Kapit By Pass 96800 Kapit Sarawak SABAH Sadong Jaya Ground Floor, Lot 68 & 69, Block J Sadong Jaya, Karamunsing 88100 Kota Kinabalu Sabah Tanjung Aru Lot B3, B3A & B5, Ground Floor Plaza Tanjung Aru Jalan Mat Salleh, Tanjung Aru 88100 Kota Kinabalu Sabah Tawau TB 307, Block 35 Fajar Complex Jalan Perbandaran 91000 Tawau Sabah Lahad Datu Ground Floor, MDLD 3307 Fajar Complex Jalan Segama 91100 Lahad Datu Sabah Sandakan Level 6, Wisma Khoo Siak Chiew Jalan Buli Sim Sim 90000 Sandakan Sabah Mailing address Locked Bag 44 90009 Sandakan Sabah Keningau Commercial Centre Jalan Arusap, Off Jalan Masak Block B7, Lot 13 & 14 89007 Keningau Sabah Beaufort Choong Street P.O. Box 269 89807 Beaufort Sabah Kudat Jalan Wan Siak P.O. Box 340 89058 Kudat Sabah GITN SDN BERHAD HEAD OFFICE Level 31, Menara TM Jalan Pantai Baharu 50672 Kuala Lumpur Tel : 03-2240 0708 Fax : 03-2240 0709 CYBERJAYA OFFICE Level 2, TM IT Complex 3300 Lingkaran Usahawan 1 Timur 63000 Cyberjaya Selangor Tel : 03-8318 1706 Fax : 03-8318 1721 NETWORK OPERATION CENTRE Level 2, TM IT Complex 3300 Lingkaran Usahawan 1 Timur 63000 Cyberjaya Selangor Tel : 1-300-88-2888 Fax : 03-8319 4775 TM REGIONAL OFFICE TELEKOM RESEARCH & DEVELOPMENT SDN BHD HEAD OFFICE Idea Tower, UPM-MTDC Technology Incubation Centre Lebuh Silikon 43400 Serdang Selangor Tel : 03-8944 1820 Fax : 03-8945 1591 CUSTOMER SERVICE CENTRE Marketing & Business Development Division TM Research & Development Idea Tower, UPM-MTDC Technology Incubation Centre Lebuh Silikon 43400 Serdang Selangor Tel : 03-8944 1820 Fax : 03-8944 1246 TELEKOM APPLIED BUSINESS SDN BHD USA Telekom Malaysia (US) Inc. Elden Professional Building 209, Elden Street Herndon VA 20170 Tel : +1 703 467 5962 Fax : +1 703 467 5966 UNITED KINGDOM Telekom Malaysia (UK) Limited St. Martin’s House 16 St. Martin’s Le Grand London EC1A 4EN Tel : +44 (0) 207 397 8579 Fax : +44 (0) 207 397 8400 HONG KONG Telekom Malaysia (Hong Kong) Limited Room 1612, 16th Floor Tower 1, Silvercard 30 Canton Road, Tsimshatsui Kowloon, Hong Kong Tel : +852 2992 0190 Fax : +852 2992 0570 SINGAPORE Telekom Malaysia (S) Pte Ltd 65 Chulia Street No. 39-02 OCBC Centre Singapore 049513 Tel : +65 6532 6369 Fax : +65 6532 3742 HEAD OFFICE Level 16, Menara 2, Faber Tower Jalan Desa Bahagia, Taman Desa Off Jalan Klang Lama 58100 Kuala Lumpur Tel : 03-7984 4989 Fax : 03-7980 1605 ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 363 OTHER INFORMATION GROUP DIRECTORY GROUP DIRECTORY CELCOM (MALAYSIA) BERHAD KUALA LUMPUR HEAD OFFICE Celcom (Malaysia) Berhad (167469-A) Level 15, Menara Celcom 82, Jalan Raja Muda Abdul Aziz 50300 Kuala Lumpur CENTRAL REGIONAL OFFICE Level 2, Menara TR 161B, Jalan Ampang 50450 Kuala Lumpur Tel : 03-2848 1201 Fax : 03-2848 1202 Menara Celcom Ground Floor, Menara Celcom 82, Jalan Raja Muda Abdul Aziz 50300 Kuala Lumpur Taman Segar 62, Jalan Manis 3 Taman Segar, Cheras 56100 Kuala Lumpur Selayang No. 101, Jalan 2/3A Pusat Bandar Utara, Selayang 68100 Kuala Lumpur Jalan Ampang Level 1 & 2, Podium Block 161B, Menara Naluri Jalan Ampang 50450 Kuala Lumpur Pekeliling Pekeliling Business Centre Ground Floor Pharmacare Building Lot 14 (129), Jalan Pahang Barat Off Jalan Pahang 53000 Kuala Lumpur 364 TELEKOM MALAYSIA BERHAD Taman Tun Dr Ismail No. AB 40, Jalan Tun Mohd Fuad Taman Tun Dr Ismail 60000 Kuala Lumpur SELANGOR Petaling Jaya Ground Floor, Menara PKNS PJ No. 17, Jalan Yong Shook Lin 46050 Petaling Jaya Selangor Bandar Baru Klang No. 1, Lorong Tiara 1A Bandar Baru Klang 41150 Klang Port Klang Lot 1-3, Level 1 Hentian Pelabuhan Klang 42000 Klang Selangor Kajang Lot No. 1, Taman Sri Saga Jalan Sungai Chua 43000 Kajang Selangor Shah Alam No. 1 Jalan Tengku Ampuan Zabedah B 9/B, Section 9 40000 Shah Alam Selangor KLIA Lot MTBAP NA 1 Arrival Hall, Level 3 Main Terminal Building KL International Airport 64000 KLIA Selangor ANNUAL REPORT 2006 NEGERI SEMBILAN KEDAH JOHOR PAHANG Seremban Lot 1520 & 1521, Ground Floor Jalan Tun Dr Ismail 70200 Seremban Negeri Sembilan Alor Star Level 2 & 3 Menara Bina Darul Aman Berhad Lebuhraya Darul Aman 05100 Alor Star, Kedah PULAU PINANG Langkawi No. 53, Langkawi Mall Jalan Kelibang 07000 Kuah Langkawi, Kedah SOUTHERN REGIONAL OFFICE Lot G1, 1st Floor, Bangunan Ang No. 1, Jalan Jeram Taman Tasek 80200 Johor Bahru Johor Tel : 07-234 6200 Fax : 07-237 3631 EASTERN REGIONAL OFFICE Wisma Celcom No. 7, Persiaran Sultan Abu Bakar Kawasan Perindustrian Ringan IM3 Bandar Indera Mahkota 25200 Kuantan Pahang Tel : 09-559 3902 Fax : 09-573 2019 NORTHERN REGIONAL OFFICE Wisma Celcom No. 245, Jalan Burmah 10350 Pulau Pinang Tel : 04-242 1902/010-401 6011 Fax : 04-228 8903 Pulau Pinang Ground & 1st Floor, Wisma Celcom No. 245, Jalan Burmah 10350 Pulau Pinang Sungai Petani No. 23-D, Jalan Kampung Baru 08000 Sungai Petani Kedah PERAK Bayan Baru No. 29, Persiaran Mahsuri 1/3 Sunway Tunas, Bayan Lepas 11900, Pulau Pinang Ipoh No. 2, Persiaran Greentown 3 Greentown Business Centre 30450 Ipoh Perak Seberang Jaya No. 31, Jalan Todak 4 Bandar Seberang Jaya 13700 Seberang Perai Pulau Pinang Taiping No. 430, Ground & 1st Floor Jalan Kemunting, Taman Saujana 34600 Kemunting, Taiping Perak Bukit Mertajam No. 22, Level Ciku 1 Taman Ciku 14000 Bukit Mertajam Pulau Pinang Teluk Intan Lot 12, Medan Sri Intan Jalan Sekolah 36000 Teluk Intan Perak Johor Bahru Lot G-1, Ground Floor Bangunan Ang No. 1, Jalan Jeram Taman Tasek 80200 Johor Bahru Johor Kuantan A93 & A95 Sri Dagangan Business Centre Jalan Tun Ismail 25000 Kuantan Pahang Taman Molek 1-3, Jalan Molek 1/9 Taman Molek 81100 Johor Bahru Johor Temerloh No. 62, Jalan Ahmad Shah 1 28000 Temerloh Pahang KELANTAN Batu Pahat No. 22 Jalan Maju, Taman Maju 83000 Batu Pahat Johor MELAKA Melaka No. 233, Taman Melaka Raya 75000 Melaka Kota Bharu Lot 825 & 826 Section 27, Jalan Seri Cemerlang 15300 Kota Bharu Kelantan Tanah Merah Bangunan Merdeka Jaya Jalan Taman Hiburan 17500 Tanah Merah Kelantan PERLIS Kangar Lot 1, Ground & 1st Floor Taman Simpang Tiga Persiaran Jubli Emas 01000 Kangar Perlis ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 365 OTHER INFORMATION GROUP DIRECTORY GROUP DIRECTORY CELCOM (MALAYSIA) BERHAD (CONT’D.) TM INTERNATIONAL SUBSIDIARIES & AFFILIATES COMPANY Damai Wisma CTF, Lot 4 Block B, Damai Plaza Phase 3 P.O. Box 20005 88757 Damai Plaza Luyang Kota Kinabalu, Sabah TERENGGANU Kuala Terengganu 6C & 6D, Jalan Air Jernih 20300 Kuala Terengganu Terengganu Kemaman K 9709 & 9710, Taman Chukai Utama Jalan Kubang Kurus 24000 Kemaman Terengganu SABAH SARAWAK SABAH REGIONAL OFFICE Lot 2-7-1/2, Level 7 Plaza Wawasan 88000 Kota Kinabalu, Sabah Tel : 088-291 701 Fax : 088-317 261 SARAWAK REGIONAL OFFICE Level 2, Wisma NAIM Lot 2679, Block 10 KCLD, Jalan Rock 93200 Kuching Sarawak Kota Kinabalu Wawasan Plaza Level 1 & 2 88000 Kota Kinabalu Sabah Kota Kinabalu International Airport Level 2, KKIA 88200 Kota Kinabalu Sabah Sandakan Lot 9 & 10 Ground & Mezzanine Floor Block B, Phase 2 Taman Grand View 90000 Sandakan, Sabah 366 TELEKOM MALAYSIA BERHAD Tawau TB 309, Ground to 3rd Floor Block 36, Jalan St. Patrick Fajar Complex 91000 Tawau, Sabah Central Park Ground Floor, No. 322, Lot 2734 Central Park Commercial Centre 3rd Mile Jalan Tun Ahmad Zaidi Adruce 93150 Kuching Sarawak Jalan DAAR Ground Floor, Lot 445 Sub Lot 6, Section 64, KTLD Jalan Dato Abang Abdul Rahim 93450 Kuching, Sarawak Bintulu Ground to 3rd Floor, Lot 22 Park City Commercial Square Phase 3, Jalan Tun Ahmad Zaidi 97000 Bintulu Sarawak ANNUAL REPORT 2006 Kuching Wisma Lim Kim Soon Lot 609, Block 195, Jalan Satok 93400 Kuching Sarawak Miri Ground Floor & 3rd Floor, Lot 935 Block 9, MCLD Jalan Asmara 98000 Miri, Sarawak Sibu Service Centre No. 44, Lot 1557, Jalan Keranji Off Jalan Tuanku Osman 96000 Sibu Sarawak WILAYAH PERSEKUTUAN LABUAN Labuan Ground to 2nd Floor Lot 6, Jalan Anggerik 87007 Wilayah Persekutuan Labuan Dialog Telekom Limited No. 475, Union Place Colombo 2 Sri Lanka Tel : +94 11 267 8700 Fax : +94 11 267 8703 Website : www.dialog.lk Multinet Pakistan (Private) Limited 239 Staff Lines Fatima Jinnah Road Karachi 75530 Pakistan Tel : +92 (21) 530 1391/2/3/4/5 Fax : +92 (21) 536 1573 Website : www.multinet.net.pk Samart Corporation Public Company Limited No. Bor.Nor Jor 92 99/1 Moo 4 Software Park Level 35, Chaengwattana Road Klong Gluar, Pak-Kred Nonthaburi, 11120 Thailand Tel : +66 2 502 6000 Fax : +66 2 502 6043 Website : www.samartcorp.com TM International (Bangladesh) Limited Brac Centre, 9th Floor 75 Mohakali Commercial Area Dhaka 1212 Bangladesh Tel : +880 2 988 7149/50/51/52 Fax : +880 2 988 5463 Website : www.aktel.com PT Excelcomindo Pratama Tbk GrahaXL JL Mega Kuningan, Lot E4-7 No. 1, Kawasan Mega Kuningan Jakarta 12950 Indonesia Tel : +62 21 575 61881 Fax : +62 21 575 61880 Website : www.xl.co.id Samart I-Mobile Public Company Limited No. Bor.Nor Jor 92 99/13 Moo 4 Software Park 33rd Floor, Chaengwattana Road Klong Gluar, Pak-Kred Nonthaburi, 11120 Thailand Tel : +66 2 5026071 Tel : +66 2 5026072 Website : www.samartimobile.com Telekom Malaysia International (Cambodia) Company Limited No. 56, Preah Norodom Blvd Sangkat Chey Chumneah Khan Doun Penh Phnom Penh Kingdom of Cambodia Tel : +855 16 810003/2/1 Fax : +855 16 810004 Website : www.hellogsm.com.kh Spice Communications Limited (Formerly known as Spice Communication Private Limited) D-1, Sector-3, Noida-201 301 Uttar Pradesh, India Tel : +91 120 4320 467 Fax : +91 120 4363 600 Website : www.spiceindia.com MobileOne Ltd 10 International Business Park Singapore 609928 Tel : +(65) 6895 1111 Fax : +(65) 6899 3200 Website : www.m1.com.sg Mobile Telecommunications of Esfahan P.O Box 81655-1446 Esfahan Iran Tel : +98 311 324 4040 Fax : +98 311 324 0024 Website : www.mtce.ir ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 367 OTHER INFORMATION GROUP DIRECTORY GLOSSARY TM VENTURES – SUBSIDIARIES & ITS ASSOCIATE/AFFILIATE COMPANY 3G Third Generation Mobile System. The generic term for the next generation of wireless mobile communications networks TM Ventures Level 11, South Wing, Menara TM Jalan Pantai Baharu 50672 Kuala Lumpur Tel : 03-2240 1355 Fax : 03-7960 3359 TM Facilities Sdn Bhd 6th Floor, Wisma TM Taman Desa Jalan Desa Utama 58100 Kuala Lumpur Tel : 03-7987 4905 Fax : 03-7987 4303 TMF Services Sdn Bhd (Formerly known as Teleharta Sdn Bhd) Lot 1, Persiaran Jubli Perak Section 17, 40000 Shah Alam Tel : 03-5548 9400 Fax : 03-5541 2141 TELEKOM MALAYSIA BERHAD TM Info-Media Sdn Bhd (Formerly known as Telekom Publications Sdn Bhd) 10th Floor, Menara D Persiaran MPAJ Jalan Pandan Utama, Pandan Indah 55100 Kuala Lumpur Tel : 03-4292 1111/03-4289 1222 Fax : 03-4291 9191 Telekom Smart School Sdn Bhd 45-8, Level 3, Block C Plaza Damansara Jalan Medan Setia 1 Bukit Damansara 50490 Kuala Lumpur Tel : 03-2092 5252 Fax : 03-2093 4993 Fibrecomm Network (M) Sdn Bhd Level 37, Menara TM Jalan Pantai Baharu 50672 Kuala Lumpur Tel : 03-2240 1843 Fax : 03-2240 5001 ASSOCIATE/AFFILIATE COMPANY Property Development 11th Floor, Wisma TM Taman Desa Jalan Desa Utama 58100 Kuala Lumpur Tel : 03-7987 5040 Fax : 03-7983 6390 368 VADS Berhad 15th Floor, Plaza VADS No. 1, Jalan Tun Mohd Fuad Taman Tun Dr Ismail 60000 Kuala Lumpur Tel : 03-7712 8888 Fax : 03-7728 2584 Universiti Telekom Sdn Bhd Jalan Multimedia 63000 Cyberjaya Selangor Tel : 03-8312 5031 Fax : 03-8312 5022 TMF Auto Lease Sdn Bhd (Formerly known as TM Autolease Sdn Bhd) Lot 1, Persiaran Jubli Perak Section 17, 40000 Shah Alam Tel : 03-5548 9412 Fax : 03-5510 0286 Menara Kuala Lumpur Sdn Bhd No. 2 Jalan Punchak Off Jalan P. Ramlee 50250 Kuala Lumpur Tel : 03-2020 5421 Fax : 03-2072 8409 TM Payphone Sdn Bhd 7A Floor, Menara PKNS No. 17, Jalan Yong Shook Lin 46050 Petaling Jaya Selangor Tel : 03-7968 8000/8020 Fax : 03-7968 8022 Meganet Communications Sdn Bhd Level 14, Wisma Pantai Off Jalan Pantai Baharu 59200 Kuala Lumpur Tel : 03-2284 5515 Fax : 03-2284 3464 Fiberail Sdn Bhd 7th & 8th Floor, Wisma TM Jalan Desa Utama Pusat Bandar Taman Desa 58100 Kuala Lumpur Tel : 03-7980 9696 Fax : 03-7980 9900 Mutiara.com Sdn Bhd 114-F, Bangunan JKPSB Jalan Sungai Pinang 10150 Pulau Pinang Tel : 04-281 1600/2600 Fax : 04-281 8600 MEASAT Global Berhad Level 39, Menara Maxis 50088 Kuala Lumpur Tel : 03-8213 2188 Fax : 03-8213 2233 ADSL Asymmetric Digital Subscriber Line, which is designed to deliver more bandwidth from the central office to the customer site APCN Asia Pacific Cable Network Group Telekom Malaysia Berhad and its Local & International Subsidiaries/ Associated Companies/Affiliates ARPU Average Revenue Per User. The average revenue generated per customer unit per month GSM Global System for Mobile communications. It is the standard digital cellular phone service that is commonly used in Europe, Japan, Australia and elsewhere – a total of 85 countries Bandwidth The width of a communications channel. In digital communications, bandwidth is typically measured in bits per second HSDPA High Speed Downlink Packet Access Broadband Any circuit significantly faster than a dial-up phone line BTS Base Transceiver Station CAGR Compounded Annual Growth Rate CDMA Code Division Multiple Access is a digital, spread spectrum, packetbased access technique generally used in radio frequency systems CJ China Japan CMC Chikura-Miyazaki Cable CRM Customer Relationship Management CUCN China-US Cable Network DMCS Dumai-Malacca Cable System EBITDA Earning Before Interest, Taxes, Depreciation and Amortization ESOS Employee Share Option Scheme FLAG Fibre Link Around the Globe FLAG-ATLANTIC Fibre Link Around the Globe – Atlantic GLC Government-Linked Companies ANNUAL REPORT 2006 GPRS General Packet Radio Service. It is the always-on packet data service for GSM, which is the cell phone standard that is used by most countries in the world. GPRS will be most useful for data applications such as mobile internet, browsing and e-mail IBSS Industrial Business Solution Seminar ICT Information and Communication Technology IDD International Direct Dialing. The capability to directly dial an overseas phone number from one’s own home or office telephone IP Internet Protocol. A software that keeps track of the internet’s addresses for different nodes, routes outgoing messages and recognises incoming messages IPLC International Private Leased Circuit IPVPN Internet Protocol Virtual Private Network. It is a private network for a corporation or an institution connecting any number of end points using a combination of private and public circuits ISDN Integrated Services Digital Network. ISDN is a set of international standards set by the ITU-T (International Telecommunications Services Sector for a circuit-switched digital network that supports access to any type of service (e.g. voice, data and video) over a single, integrated local loop from the customer premises to the network edge ISP Internet Service Provider. A vendor who provides access for customers (companies and private individuals) to the internet and the World Wide Web JUCN Japan-US Cable Network LAN Local Area Network. A communication network connecting personal computer workstations, printer, file servers and other devices inside a building ANNUAL REPORT 2006 TELEKOM MALAYSIA BERHAD 369 PROXY FORM (Company No.: 128740-P) (Incorporated in Malaysia) GLOSSARY I/We (NAME AS PER NRIC/PASSPORT/CERTIFICATE OF INCORPORATION IN CAPITAL LETTERS) MB Malaysia Business. A Strategic Business Unit that consolidates all TM’s domestic fixed services under a single leadership team Mbps Million bits per second, the speed of a telcommunications, networking or local area networking transmission facility MCMC Malaysian Communications and Multimedia Commission MDSCS Malaysia Domestic Submarine Cable System MMS Multimedia Messaging Service, a service that allows cell phone users to send pictures, movie clips, cartoons and other graphic materials from one cell phone to another SMIDEC Small and Medium Industries Development Corporation with SMS Short Message Service. A means to send or receive short messages to or from mobile telephones (PASSPORT NO.) TMR TM Retail of TMW TM Wholesale or failing him/her, NIOSH National Institute of Occupational Safety and Health USF Unified Sales Force NPC North Pacific Cable VoIP Voice Over Internet Protocol. The technology used to transmit voice converations over a data network using the internet protocol VPN Virtual Private Network. With VPN an individual can lock into a distant corporate local area network, server or corporate intranet over the internet PIP Performance Improvement Programme R-J-K Russia-Japan-Korea ROCE Return on Capital Employed SAT3-WASC-SAFE South Atlantic 3-Western Africa Submarine Cable-South Asia Far East SBU Strategic Business Unit SEA-ME-WE South East Asia-Middle East-Western Europe Submarine Cable System SME Small and Medium Entreprise 370 TELEKOM MALAYSIA BERHAD (FULL ADDRESS) with TVH Thailand, Vietnam, Hong Kong PATAMI Profit after tax and minority interest of TM Telekom Malaysia Berhad (Company No. 128740-P) MPLS Multi Protocol Label Switching OSHA Occupational Safety and Health Association (COMPANY NO.) being a Member/Members of TELEKOM MALAYSIA BERHAD hereby appoint TPC Trans Pacific Cable OSH Occupational Safety and Health (OLD NRIC NO.) TAT Trans Atlantic MNP Mobile Number Portability Opco Operating Company (NEW NRIC NO.) VSAT Very Small Aperture Terminal. A relatively small satellite antenna, typically 1.5 to 3.0 metres in diameter used for satellite-based pointto-multipoint data communications applications (NAME AS PER NRIC/PASSPORT IN CAPITAL LETTERS) (NEW NRIC NO.) (OLD NRIC NO.) (FULL ADDRESS) (NAME AS PER NRIC/PASSPORT IN CAPITAL LETTERS) with (NEW NRIC NO.) (OLD NRIC NO.) (PASSPORT NO.) of (FULL ADDRESS) or failing him/her, the Chairman of the Meeting, as my/our proxy/proxies to vote for me/us on my/our behalf at the Twenty-Second Annual General Meeting of Telekom Malaysia Berhad (128740-P) (Company) to be held at Multi Purpose Hall, Menara TM, Jalan Pantai Baharu, 50672 Kuala Lumpur, Malaysia on Tuesday, 8 May 2007 at 10:00 a.m.; or at any adjournment thereof. My/Our proxy/proxies is/are to vote as indicated below: (Please indicate with an “X” in the appropriate box against each resolution how you wish your proxy to vote. If no instruction is given, this form will be taken to authorise the proxy to vote at his/her discretion) Resolutions 1. 2. For To receive the Audited Financial Statements and Reports for the financial year ended 31 December 2006 – Ordinary Resolution 1 Declaration of a final dividend of 30 sen per share (less 27% Malaysian Income Tax) – Ordinary Resolution 2 Re-election of Tan Sri Dato’ Ir Muhammad Radzi Haji Mansor pursuant to Article 103 – Ordinary Resolution 3 VSS Voluntary Separation Scheme 3. WAN Wide Area Network. A public voice or data network that extends beyond the metropolitan area. 4. Re-election of Ir Prabahar NK Singam pursuant to Article 103 – Ordinary Resolution 4 5. Approval of payment of Directors’ fees WCDMA Wideband CDMA. A high speed 3G mobile wireless technology that works by transmitting the input signals in a coded, spread spectrum mode over a range of frequencies 6. Re-appointment of Messrs PricewaterhouseCoopers as Auditors and to authorise the Directors to fix their remuneration – Ordinary Resolution 6 Wi-Fi Wireless Fidelity. Wi-Fi runs in the 2.4GHz wireless range at speeds of up to 11 Mbps WiMAX Worldwide Interoperabilty For Microwave Access 7. Special Business: Authority under Section 132D of the Companies Act, 1965 for the Directors to issue shares Signed this day of 2007 Against – Ordinary Resolution 5 – Ordinary Resolution 7 No. of shares held CDS* Account No. * CDS – Central Depository System WLL Wireless Local Loop ANNUAL REPORT 2006 (PASSPORT NO.) Signature(s)/Common Seal of Member(s) Notes: 1. A Member entitled to attend and vote at the above Meeting is entitled to appoint a proxy to attend and vote in his/her stead. A proxy need not be a Member of the Company and the provision of Section 149(1)(b) of the Companies Act, 1965 shall not apply to the Company. 2. A Member shall not be entitled to appoint more than two (2) proxies to attend and vote at the Meeting provided that where a Member of the Company is an authorised nominee as defined in accordance with the provisions of the Securities Industry (Central Depositories) Act, 1991, it may appoint at least one (1) proxy in respect of each securities account it holds with ordinary shares in the Company standing to the credit of the said securities account. 3. Where a Member appoints two (2) proxies, the appointments shall be invalid unless the proportion of the holding to be represented by each proxy is specified. 4. This instrument appointing a proxy shall be in writing under the hand of the appointer or his attorney duly appointed under a power of attorney or if such appointer is a corporation, either under its common seal or under the hand of an officer or attorney duly appointed under a power of attorney. If this Proxy Form is signed under the hand of an officer duly authorised, it should be accompanied by a statement reading “signed as authorised officer under an Authorisation Document which is still in force, no notice of revocation having been received”. If this Proxy Form is signed under the attorney duly appointed under a power of attorney, it should be accompanied by a statement reading “signed under a Power of Attorney which is still in force, no notice of revocation having been received”. A copy of the Authorisation Document or the Power of Attorney, which should be valid in accordance with the laws of the jurisdiction in which it was created and is exercised, should be enclosed with this Proxy Form. 5. A corporation which is a Member, may by resolution of its Directors or other governing body authorise such person as it thinks fit to act as its representative at the Meeting, in accordance with Article 92 of the Company’s Articles of Association. 6. This instrument appointing the proxy together with the duly registered power of attorney referred to in Note 4 above, if any, must be deposited at the office of the Share Registrars, Tenaga Koperat Sdn Bhd, 20th Floor, Plaza Permata, Jalan Kampar, Off Jalan Tun Razak, 50400 Kuala Lumpur, Malaysia not less than 48 hours before the time appointed for holding the Meeting or any adjournment thereof, or, in the case of a poll, not less than 24 hours before the time appointed for the taking of the poll. 1. Fold here 2. Fold here STAMP THE SHARE REGISTRARS TENAGA KOPERAT SDN BHD 20th Floor, Plaza Permata Jalan Kampar, Off Jalan Tun Razak 50400 Kuala Lumpur Malaysia 3. Fold here