ANNUAL REPORT
Transcription
ANNUAL REPORT
ANNUAL REPORT 2006-2008 З думкою про вас Greetings from The President of Kyivstar Igor Lytovchenko President of Kyivstar 3 Dear Kyivstar’s stakeholders, customers, partners and friends! The years 2006-2008 was a time when the Ukrainian mobile communication market reached its climax. The penetration rate of mobile communication reached nearly 120%. The key task for Kyivstar was the strengthening of its leading position, maintaining the perfect quality of services for our clients as well as developing new directions within the telecommunication business. These years were hard, dynamic and extremely exciting for us. Thanks to the professionalism of our team, Kyivstar is one of the most successful Ukrainian companies, the best taxpayer and employer, and the market leader in revenues and #1 in subscribers. Every second Ukrainian citizen uses Kyivstar’s services. In over 10 years of work we have managed to create the most powerful telecommunication company in Ukraine — a real model of Ukrainian success in business. We have always found the right solutions to achieve our goals, successfully chosen market strategies, launched practical innovations, confronted any situation appropriately and always followed the company’s values: to understand, inspire, be the best, keep our word and to create joy. Kyivstar today combines steady success with the unique skill to quickly adapt to new needs; it is a company with a unique corporate culture and a fantastic working capacity. I believe that the future of Kyivstar is exciting and full of new opportunities. The market of Internet services, digital music, and multimedia services has great potential. Even today, the Internet is one the most challenging and dynamic segments. That’s why one of Kyivstar’s main developments in the future will be providing fixed-line and mobile access to the Internet all over Ukraine. Any innovative technology or service that may improve the life of our customers now and will always be a priority for us. 3 З думкою про вас «Kyivstar» in 2006-2008 «Kyivstar» is the leader in the Ukrainian mobile communication market. 22,303,000 Ukrainian citizens trust with us their communication needs (as for 09.01.2009). Our network covers an area which totals 99.9% of the population of Ukraine, including all big cities and small towns, more than 28 thousand villages, all major national and regional roads as well as the main parts of the Ukrainian coast and rivers. In this period we earned almost UAH 11 billion 350 million. This is half of the overall revenue of the Ukrainian telecom market. We confidently hold the leading position in the market in both total revenue and in taxes paid to the state budget. 2006 was the year the company renewed both its brand and working principles. The changes reflected the new role of our company on the market — the role of an undeniable, steadily developing leader. The corporate colours became brighter and the logo refreshed. Such external renewal was the reflection of inner processes that were taking place throughout all In December 2006 Kyivstar’s network was joined by our 20 millionth subscriber. Kyivstar’s activities. Rebranding symbolized a new stage of our development. In 2006 we continued partnerships with more than 100 companies working within the area of mobile content. Thus, Kyivstar’s clients had the opportunity to use more than 600 quick numbers to access a variety of different content. 5 Our achievements in 2006 were acknowledged by international institutions: the international long-term credit rating of Kyivstar was upgraded from «B+» level to «BB-«. While the international rating agency Moody’s Investors Service improved the prediction of Kyivstar’s international rating from «steady» to «positive» (B1 level). 2007 was an anniversary year for Kyivstar. 10 years of activity was marked with the extensive program «Communication for the Future». The main objective of the company is to inspire every Ukrainian citizen to think about their own future and to envisage tomorrow through peaceful communication and understanding. We carried out a number of TV projects as well as a large-scale survey, «The Way Ukrainians See their Future», organized in partnership with The Kyiv International Institute of Sociology. The program was followed by the «A Blueprint of the Future of Ukrainians», a general view of Ukrainians and the effect their values have in shaping their future. First in this blueprint was the family followed by children. Health, financial security, confidence, self-development, career, education, self-awareness and culture were also of great importance. In the year of its tenth anniversary, Kyivstar introduced the new brand «Mobilych» which offered free calls to its subscribers and loyal terms of services for those who do not often use their mobile phones. That year Kyivstar upgraded its credit rating. The International rating agency Moody’s Investors Service raised this index from B1 up to Ва3. 2008 The major event of was the program «Communication for the Future». This time the program was centred on the lack of communication between parents and their children. Research carried out by The Kyiv International Institute of Sociology, showed that every fourth Ukrainian child has trouble communicating with their own parents. To solve this problem Kyivstar launched a broad campaign that comprised of an Art sculpture project on Independence Square illustrating the loneliness that children can feel and their desire to communicate more with their parents. In 24 cities of Ukraine we launched «Kyivstar Family Holidays» campaign and presented a music project «Warmth of Words» with participation of the singer Gaitana. Thanks to various activities «Communication for the Future 2008» reached more than 20 million people. З думкою про вас The Highest Quality — a Key Principle of Kyivstar’s Work. Providing a high level of service is the basic approach of doing business at Kyivstar. Following this principle the company has developed and expanded «Kyivstar’s Quality Declaration». The quality of work as the basis of doing business earns customer loyalty, which in turn makes Kyivstar the undeniable telecommunications leader in Ukraine. The Quality Declaration is a daily reminder to every employee to create the highest quality products and services for our customers. It is way of interacting within our teams and the basis of professional relationships. The whole text of Kyivstar’s Quality Declaration is available on www.kyivstar.ua under the section «About the Company». 7 Our Customers For Kyivstar the most successful measure of our company is the satisfaction of our clients. We do our best to provide our customers with first-class telecommunication services. This means that we provide high class communication, offer the best and strive for the highest quality of service. Our aim is to meet all our customer’s needs and to do it as quickly and professionally as possible. «My Kyivstar/ My DJUICE» is a unique self-service system for subscribers that has no equivalent in Ukraine. Openness, honesty and customer-orientation are the main principles of our daily activities. Every subscriber is unique for Kyivstar. Through 2006-2008 Kyivstar unquestionably held the lead among mobile carriers in the number of subscribers. The number of Kyivstar’s customers: 21,5 million 2006 23,1 million 2007 23,3 million 2008 З думкою про вас The Highest Quality of Customer Service Kyivstar customers are provided with an efficient, friendly and professional service at all sales points, service centers as well as complete customer telephone support. Clients are offered the fastest connection to Kyivstar’s telephone support operators as well as a user-friendly automatic support system «My Kyivstar/My Djuice», which is constantly being updated to meet the needs of subscribers. In 2008 there were 155 service centers throughout Ukraine. The company is always committed to developing friendly relations with customers. Therefore it is important to have quality and convenient telephone support. All customers can contact telephone support just by dialing 466. Support is provided 24 hours a day, 365 days a year without weekends or holidays. Interactive Voice Response (IVR) and operators are at the customers’ disposal. Telephone support is provided by four branches, which are integrated into one electronic Call Center. The branches are located in Kyiv, Dnipropetrivsk and Lviv. The total number of Call Center employees is more than 1400 and it is the largest department in Kyivstar. More than 600 operators receive calls from customers during peak hours. On the average we answer 150,000 calls everyday. It’s important that at the preference of the clients, services can be provided in Russian, Ukrainian or English. In 2008 the following figures of service quality were achieved: the average waiting time for an operator was 12 sec, the average talk time was 120 sec and the rate of answered calls was 97%. Average waiting time to connect a customer with a Call Center operator takes 12 sec Throughout the 11 years of company activity an internal quality control system has been developed and implemented. However, paramount is what the customers think about us. To allow subscribers to evaluate our level of customer service, Kyivstar has created an interactive quality evaluation system. By calling a free short number 466*55 every subscriber, in IVR mode, can voice their opinion regarding our quality of service. Customers can evaluate the quality of telephone support provided by Call Center employees as well as the Company’s service at large. This system has proved to be an effective tool for communicating with clients. 9 Furthermore it is important to mention the implementation of a multi-line self-service system «My Kyivstar/My Djuice», which includes web and wap services and self-service kiosks that are available to customers. These facilities are used by approximately 950,000 of customers (as of 31.12.08) Over the last few years we have been developing long-term customer relations through regular targeted information campaigns. Customers are kept informed of company marketing events through SMS and MMS messages as well as the calls from operators. Convenient services, such as the ability for prepaid customers to change their SIM-card whilst retaining their number, are becoming more popular. Every month more than 60,000 customers use this service, staying in touch and maintaining their useful personal contacts. Especially for «Kyivstar Business» subscribers, small and medium businesses, we are issuing a magazine «Your Number», which will not only guide you through Kyivstar’s business services, but also keep you abreast of the events in our country and the world. Kyivstar’s overall performance was highly considered by independent research. In 2008 Kyivstar was acknowledged to be the mobile communication leader in customer services in Ukraine. This finding has significant basis — it was confirmed both by TRIM (April-May 2008) and CATI research results (1, 2 and 3 quarters of 2008). Customers’ evaluation of service quality for the period June `07 — June `08: Average Customer Evaluation 5 4 Steadily high evaluation 2 0 Call Center1 Call Center2 9 З думкою про вас The Highest Network Quality and Coverage During 2006-2008 Kyivstar’s network achieved the highest quality indexes. A development program by Kyivstar was carried out in 2006. More than 3,500 base stations were built, whilst 3.513 km of fiber-optic trunk and zone lines were put into operation. Kyivstar’s network is able to support 4 million simultaneous conversations between two communication centers As of 01.01.2007 the network transmission coverage encompassed 99.9% of Ukrainian territory. 457 cities, 883 urban centres and 27,178 villages and neighborhoods are covered by a wireless network. Despite the significant growth in our subscriber base in 2005-2006 (it has doubled every year), the quality of network operation and connection was the highest in Ukraine. In fact Kyivstar’s network was built with a significant power margin. In order to provide quality mobile communication experts from Kyivstar regularly monitor the network using special mobile laboratories. In 2007-2008 Kyivstar undertook a project of network upgrading using DWDM technology. As a result, the network bandwidth has increased 8 fold and traffic has become more fail-safe. The necessity of using DWDM technologies was caused by: the growing number of subscribers over the last few years, traffic volume inside the network and Kyivstar’s concern to provide service quality and ease for its customers. The newly created system provides customers with the following options: • Network capacity is 320 Gb/sec. This allows the support of around four million subscribers simultaneously communicating between two communication centers • Kyivstar’s extensive and effective trunk network is one of the biggest in Ukraine and connects wirelessly all corners of the country. • 8 fold increase in network capacity (since 2006) and up to 64 times more than when we started; this in the future allows subscribers unrestricted use of voice and non-voice operator services; 11 Call traffic is failure protected, particularly when making inter-city and international calls. MPD (Minutes per Drop) rate of Kyivstar’s network increased twice last year. In the first quarter of 2008 it was 216 min. Every Ukrainian region has its own specific base station. For instance, in the Crimea on the Cape of Sarych is Kyivstar’s southernmost base station. In general, Kyivstar’s Crimean onshore base stations cover a 10 km wide zone off the coast. At the end of April 2006 the Ministry of Transport and Communication of Ukraine requested Kyivstar to include Zmiinyi Island in its coverage map, Even though the island is populated by only 30 people, Kyivstar carried out all the necessary engineering works and installed a transmitter that covered 17 ha of the territory. The transmitter antenna was installed on a lighthouse and the equipment inside the border post. In 2008 the Network failure protection system allowed calls with a duration of more than 3.5 hours. In the Transcarpathian area, in the village of Solomonove, Uzhgorod region, Kyivstar has its «most European» base station which covers the custom post of «Tysa» and passes to Melachovtsy (Slovakia) and Nyiregyhaza (Hungary). In 2006 Kyivstar installed the first underground station in Ukraine. It is situated 288 meters deep in the salt tunnel of a disused mine in the town of Soledar in Donetsk region. Soledar is famous for its cave health resort «Salt Symphony», the museum of «Artemsil’» production, as well as its unique underground concert hall. Facts and Figures Concerning the Quality of Kyivstar’s Network (as of the end of 2008): Number of base stations more than 12,121 Number of transmitters more than 101,179 Coverage — an area populated by 99.9% of the Ukrainian population Length of main fiber-optic lines more than 20,039 km З думкою про вас International Roaming Kyivstar is constantly improving its international roaming service for its customers as well as increasing the number of countries where our subscribers can use this service. During 2006–2008, roaming agreements for post-paid subscribers were signed with 85 foreign operators. Additionally, prepaid subscribers had the opportunity to use roaming in 58 foreign operator networks. As a result, by the end of 2008 an international roaming service for post-paid subscribers was offered in 373 operator networks in 194 countries. For pre-paid customers this number was 82 operators in 82 countries. Within this period international GPRS-roaming has become available in 235 operator networks in 133 countries. Also by the end of 2008 CAMEL-based roaming had spread in up to 63 countries. Subscribers of 97 mobile operators from those countries can use roaming in Kyivstar’s network. In 2007, taking into account subscribers’ requests whilst aiming to simplify the terms of conditions of the communication services in foreign operators’ networks, Kyivstar changed its procedure for providing roaming service. Thanks to «Call Me Back in Roaming» subscribers can freely communicate without having money on their account at the other subscribers’ expense in Ukraine Now the roaming service offers unified and clear rules and rates in six charging zones: in each zone, rates are set that remain in force regardless of the country of stay or the operator’s network that serves the customer during roaming. It enables our customers to anticipate their mobile communication expenses abroad and stay one mobile call away wherever they are. International roaming for Kyivstar subscribers Based on yearly results 2006 2007 2008 GSM-roaming 321 operators in 171 countries 348 operators in 184 countries 373 operators in 194 countries GPRS/EDGE-roaming 160 operators in 94 countries 199 operators in 116 countries 235 operators in 133 countries 13 Popular Tariffs The company’s tariff policy is based on the principles of simplicity and availability. Kyivstar’s clients may easily choose, clearly understand and enjoy mobile communication. When offering each new tariff we are sure that it will be of better value and provide even more opportunities for our clients. New or updated tariffs as of the end of 2008 Tariffs for Youth DJUICE Fun A special offer for young people who communicate with a wide circle of friends. This tariff plan allows DJUICE subscribers to call to subscribers of any mobile operator within Ukraine for a uniform tariff of UAH/min 0.65. DJUICE Talk A special offer for DJUICE subscribers communicating mostly within the DJUICE network — DJUICE Talk tariff plan. An extremely low tariff for calls between DJUICE subscribers — UAH/ min 0.20. Tariff for calls to subscribers of other mobile operators — UAH/min 0.85. Tariffs for Maximum Economy Friendly A tariff plan for Mobilych subscribers offering 10 free minutes per day for calls between Mobilych subscribers for a daily subscriber’s fee of UAH 0.30. Tariff for calls to subscribers of other networks within Ukraine — UAH/min 0.80. З думкою про вас Corporate Clients Simple Business 10, Business 50, Business 100 A tariff for business clients without compulsory payment and with a low uniform tariff for calls between subscribers within the subscriber’s group — UAH/min 0.05. Tariff for calls to subscribers of other networks — UAH/min 0.50. Kyivstar Business tariff plans offer from 200 to 1,100 free minutes per month for calls within Ukraine without a set-up fee. 15 Private Subscribers Unlimited All Networks This tariff plan offers even more opportunities for using mobile communication services: up to 4,500 free minutes per month for calls within Ukraine and an extensive package of free services: SMS, ММS, Internet and WAP-access. A tariff plan with a uniform rate for all calls – UAH/min 0.45 without set-up fee for contract subscribers. Universal Tariff for contract subscribers, offering 200 free minutes per month for calls to subscribers of all mobile operators, except for life:), Beeline, Intertelecom and Ecotel/MTC (+380991, +380996, +380997) for a monthly fee of UAH/min 0.70, and to subscribers of fixed-line operators within Ukraine for UAH/min 0.50. No set-up fee. Family and Friends A contractual tariff with the subscriber’s fee of UAH 100.00; offering the client 1,000 free minutes for calls between Kyivstar subscribers. Tariff for calls to subscribers of other networks — UAH/ min 0.45. No set-up fee. З думкою про вас Classic For contract and prepaid subscribers. Tariff for calls between Kyivstar subscribers — UAH/min 0.10. Tariff for calls to subscribers of other networks — UAH/min 0.85. Better with Us A special tariff with a low fee for calls between Kyivstar subscribers on days-off and holidays. Thus, on Saturday, Sunday and official holidays the tariff for calls between Kyivstar subscribers — UAH/min 0.03. Other days — UAH/min 0.15. 17 Data Packages This tariff line was developed for convenient access to the Internet for clients who have different levels of need. From now on, depending on the duration of Internet connection one may choose the best tariff among four options. Mobile Internet XL This is for those who use mobile Internet a lot. For a daily subscriber’s fee of UAH 5.00 the client may use the Internet without limits, paying only UAH 0.05 per 1 Mb of traffic. Internet 20 For a monthly subscriber’s fee of UAH 20.00 the client obtains 20 Mb of free traffic. Internet 100 Subscriber’s fee — UAH 50.00. 100 Mb of free traffic. Internet 1000 For a subscriber’s fee of UAH 99.00 the client obtains 1 Gb of traffic. З думкою про вас A highly professional team that works, understands, inspires, gives joy and always keeps its word Kyivstar employs the best telecommunication experts — people who really care for what they do. We have reached the leading position first of all thanks to our team, who do all their best to create the optimal working environment for all our employees and their professional growth. In 2008 we affirmed our status as the best employer in Ukraine. According to the results of an independent survey by ‘Dilovyi’ and ‘Correspondent’ magazines, Kyivstar was recognized as the best employer among telecommunication companies as well as in the general ranking of enterprises. In addition, in October 2008, Kyivstar was again acknowledged the winner of the industry poll, «The Best Employers of Ukraine» conducted by an international HR-management consulting company. The first place in several external polls and the excellent image of the company, have been confirmed by our own domestic survey, which was based on annual internal research. In 2008, 93% of our employees said that they would recommend Kyivstar as a good place of work and 94% feel proud to work for Kyivstar. The objective evaluation of our work — the recognition and appreciation of excellence — are important components of Kyivstar’s management. Our company appreciates the time, energy and inspiration given by our team and offers fair wages. Our labour remuneration system comprises two components — fixed compensation (salary and other set payments) and variable compensation (quarterly and annual bonuses). The motivation system in Kyivstar is based on two elements — transparency and fairness. 19 We understand that in our fast and changing world the ability to embrace new information is a recipe for success. Working well is just not enough. The concept of an organization that is continuously learning, progressing and setting new standards in all its activities has become the development philosophy of Kyivstar. A dynamic movement toward success, can be only achieved by a company whose team is able to acquire new knowledge and use it in their work. Our company pays great attention to the development of its staff. In 2008 we successfully continued the competencies development program. This has been developed by considering the results of our annual performance assessment, the company’s strategic targets and individual goals for every position. We also successfully run a Staff Potential Development Program and a corporate library. In 2008 we created an online educational portal for informing our employees about training courses and ways to develop within Kyivstar. With the help of this portal all employees can train in a remote format which is flexible and convenient for them. The Company has a social benefits system including a medical insurance program, accident insurance, pension fund, an emergency fund, corporate cell phones, ‘Mobile Family’ service (special rates for family members and relatives), travels for the account of the Social Insurance Fund and individual compensation plans for managers and the top professionals within our company. 94% employees feel proud to work for Kyivstar Kyivstar has excellent sporting traditions. In 2008 10 football teams from the head office and all regional branches took part in a corporate tournament. Kyivstar’s corporate team successfully performs in the futsal championship «Business League». З думкою про вас “ One of the instruments for governing appropriate conduct of business is the Compliance Function. Its main goal is to ensure the conformity of the company’s operations to the laws of Ukraine, the Corporate Code of Conduct and general norms of business ethics. Assisting this task, we give every employee the opportunity to be heard if any abuse comes to light and we take all necessary measures to rectify any negative situation. ” Volodymyr Zhmak, adviser to the President of Kyivstar 21 Fruitful Partnership For many years, Ericsson, a global leader in innovative technologies, has been Kyivstar’s consistant partner in supplying telecommunication equipment. In 2006 the companies signed an agreement to supply equipment and services for the further expansion and development of Kyivstar’s GSM/GPRS/EDGE network. According to the terms of the contract, Ericsson will supply equipment for Kyivstar’s main network as well as its transmission network, which is the another step in the long-lasting relationship between the two partners. In addition to supplying the infrastructure equipment, the contract provides service agreement, staff training, hard and software upgrades of the GSM/EDGE network as well as professional support in the development, implementation and marketing of voice and non-voice services — the most attractive service for Kyivstar’s subscribers. Kyivstar works with its partners according to the principles of maximum transparency of relations and fair competition. Our distributors are our equal business partners, whom we try to offer every opportunity to successfully develop their business in collaboration with Kyivstar. Fostering the standards of the Corporate Code of Conduct our company has developed the Principles of Suppliers’ Operation. Working together we set clear demands for our suppliers, requiring them to be responsible for the product they offer. We can guarantee fairness and objectiveness while choosing a supplier of products or services. Our Company implements a system of electronic tenders that enables convenient and efficient purchases. We see our principal task (and that of all the telecom market) in providing the secure use of mobile Internet services by children and teenagers. This initiative is actively backed by the International Telecommunication Union and the GSM Congress. Thus we not only keep our word in terms of corporate social responsibility, but also set respectable guidelines for development of the content market. З думкою про вас Work with Dealers The major goal of the Indirect Sales Department is providing development and control over the channels of indirect sales. This comprises of a network of dealers brand-shops as well as nonprofile shops, network companies (gas stations, supermarkets, entertainment centers, fast food restaurants), banks and other financial institutions. It is essential to keep to the «principle of stretching hand» — an opportunity to purchase a start package or a scratch-card without leaving your village or going to a town or regional centre. During the second half of 2006 and the first half of 2007 we changed or renovated the signboards of Kyivstar’s brand-shops. This was the result of rebranding. In 2007 electronic payment exploded onto the market. The terminals for recharging accounts allow customers a simple and convenient system of paying without having to buy top-up cards. In 2007 there were nearly UAH 10 billion in top-up electronic payments. Number of contracts signed (including dealers) Year 2006 2007 2008 Number of contracts signed (including dealers) 486 816 238 329 275 148 23 New Technologies for a Comfortable Mobile Life The implementation of a new technology is a complex process, which involves most departments of a company. It includes several stages of research, development and equipment testing. The technologies that were offered by Kyivstar to its customers in 2006–2008, were projected not only to meet their needs in new technologies today, but often they exceeded their time and served as a decisive force in the development of the whole telecommunications market. З думкою про вас 2006 SIM-Pair In 2006 a revolutionary technology was introduced when a new unique service called SIMpair was offered to customers. This moved us to a whole new level. Now a customer can clone his SIM-card and use it in two different mobile devices. However, both SIM-cards can be registered on the Internet simultaneously or use «Mobile Radio» service! LBS (Local Based Service) — a technology which locates a customer with the help of a mobile phone In November 2006 Kyivstar was the first company to provide its customers with the opportunity to use new services based on LBS (Local Based Service) technology. This makes it possible to define one’s location with the help of a mobile phone. Using this technology each Kyivstar or DJUICE client can identify his location and send this data to a friend by SMS, MMS message or e-mail. Also they are able to find a desired address or the nearest location, such as hotel, cafe, cash machine, pharmacy, service station, cinema etc. Besides this they can identify a route to that location also taking into account the conditions of road traffic. Based on this technology, a new service «Mobile Map» and a new advanced mobile game «Spy Games» were developed and offered to the customers. Automatic identification of the mobile telephone models and settings recognition for high- technology services Kyivstar has implemented a unique high-technology solution in the domestic market — an operator’s interactive voice response identifies the model of a mobile telephone and automatically sends the settings for using high-technology services. The provision of this solution is intended to lower the barrier for customers in using these services. 2007 Automatic activation of GPRS technology In 2008 all subscribers that registered with Kyivstar network for the first time, automatically connected to a data transfer service based on GPRS/EDGE protocol. From now on all GPRS/ EDGE-related services are available to our customers after switching on their mobiles for the first time. 2008 SIM-Pair In 2008 the SIM-card managing tool of SIMpair service was optimized in order to make the switching process extremely quick and easy. 25 Effective and Innovative Services Kyivstar provides its customers with reliable and easy-to-use products that meet their needs. Their innovativeness improves people‘s lives. With the help of Kyivstar services our customers can use mobile communication possibilities in a more effective manner and save time. In addition services developed for business customers, help to expand their business. 2006 «My Kyivstar» «Mobile Map» The innovative and unique service «My Kyivstar» was launched onto the market — a simple and reliable self-service tool for all our company’s customers. In 2006 business customers were able to control their mobile communication expenses. «My Kyivstar» service allows expenses data to be viewed — optimizing, planning and analyzing expense history through personal accounts and subscriber numbers. The benefits of «My Kyivstar» are cost reductions for the company as well as simplicity and ease of access and use. «Mobile Map» is a unique location based service. It helps customers to receive data about their current location and send it as an SMS or MMS to another phone or E-mail; to find the closest location, such as a cafe, cash machine, pharmacy etc; to plan a route to a desired location whilst taking into account road traffic conditions. The service is available with the help of SMS, USSD and MMS or by visiting WAP-sites wap.starport.com.ua and wap.djuice.com.ua under the «Mobile Map» section. З думкою про вас SIM-card change while retaining the mobile phone number A service is available for all customers in all service centers of the company. It helps customers to retain their personal contacts if a SIM-card is lost. If lost, each Kyivstar customer can easily renew their mobile phone number. Wi-Fi Network Since October 9, 2006 Kyivstar has provided a wireless Internet access service using Wi-Fi technology. In Wi-Fi locations Kyivstar subscribers can take advantages of fast Mobile Internet. For this purpose users need only a smartphone, laptop or pocket PC, equipped with a Wi-Fi adapter. «Mobile Manager» In spring 2006 Kyivstar presented a new and unique service «Mobile Manager» which offered corporate subscribers a convenient way of managing their own mobile corporations. Now new options are provided, including two new features called «Calls Interception» and «Virtual Secretary». These two features were specially developed to ensure effective and continuous communication between Kyivstar’s corporate clients and their partners. «Calls Interception» guarentees you never miss a call from a partner, even out of work hours or days off. «Virtual Secretary» would help business partners get in touch with a desired employee in easiest and most convenient manner. «WAP-Cameras» On November 1, 2006 Kyivstar launched a unique and innovative service called «WAP-Cameras». Thanks to WAP-cameras installed in the different parts of Ukraine, subscribers can get a real view of a desired street, bridge or crossroads and choose the optimal route to travel. WAP-cameras are located in Kyiv, Odessa, Dnipropetrivsk, Zaporizhya, Kharkiv, Chernivtsi, Ivano-Frankivsk and Uzhhorod. The number of cities where the «WAP-cameras» service is available is increasing, as well as the number of locations where cameras are installed. In order to use «WAP-cameras» customers should use only a mobile phone that supports WAP, MMS or Mobile ТV services. Switching from pre-paid service Ace&Base to post-paid service while retaining your number («Migration») With this service if a customer switches to a post-paid plan all the subscriber’s history in the Kyivstar network and all connected services (if they are available for the post-paid plan). are retained. Money on the account will be transferred to the post-paid account of the subscriber. Besides this, the subscriber’s history is also retained. In order to use the service one should have had an ACE&BASE service history for at least half year. 27 2007 «Find a friend» and «Beacon» «WEB-Navigator» These two services are based on the technology of identifying a customer’s location with the help of a mobile phone (LBS). At any time they allow the customer to define the location of friends and family members. Thanks to this service you can always locate your child or a person you care about. Clients that have telephones without built-in web-browsers can normally view web-pages and manage E-mails directly from the mobile phones. «eSMS+eMMS» This service allows the customers of Kyivstar to create and send text and multimedia messages from PCs. You need to download software and it will be automatically installed during start-up. З думкою про вас «Call Me Back» and «Call Me Back in Roaming» «Call me back» service allows a customer to inform his relatives or friends free of charge that they need to contact him or her. And if our customer in roaming needs to contact someone without being charged for his call, he can use «Call Me Back in Roaming» and stay in touch even if he does not have enough on his account to make a call. «Separate Bills» «Separate Bills» service allows a business customer to split personal and work-related expenses using special pricing conditions. These conditions can be set by different criteria at the discretion of the customer. In particular they include: separating charges by certain numbers, subscriber groups, communication regions (intercity or international), mobile network operators and call time as well as additional services types that are used. 29 «Mobile RADIO» «Who Called» This service for Kyivstar network subscribers is a voice data transfer based on Push-to-Talk technology. «Mobile Radio» from Kyivstar is designed for those who want to make their lives easier. This service is very useful for collective communication in so far as it supports up 20 parties staying in touch simultaneously! Low talk-rates, simple and quick organization of the group communication and unrestricted operating range, have resulted in a key service for a target business audience! If a customer has turned off his phone, the battery is low or he cannot be reached due to some other reasons, then «Who Called» service will inform them about all missed calls that they have received on their number. Missed call data will be sent to a customer by SMS from Kyivstar, indicating the phone number from which the attempt was made, the number of calling attempts and time and date of the last attempt. Since December 8, 2008 «Who Called» service has been provided in a more convenient form. «Migration» This service allows switching between post-paid and pre-paid service plans. Now all DJUICE and pre-paid mobile communication subscribers who have been using Kyivstar for more than 6 months can switch to post-paid or business service plan free of charge without losing their mobile numbers. From then on missed call data will be received as a standard SMS message from the contact that tried to call you, not from Kyivstar as it was before. If you missed calls from more than 4 different contacts, all calls will be grouped into one message for more convenient viewing. З думкою про вас 2008 «3G Internet» «Navigator» Apprehending world trends in high-speed data transmission and generally anticipating peoples’ growing demand for data, Kyivstar offered its clients 3.6 Mb/sec Internet wireless access, based on 3G technology. This service is a result of the cooperation between CJSC «Kyivstar GSM» and JSC «Ukrtelecom». This location based service allows monitoring and coordinationg of vehicle, goods and freight movement as well as employees direct from the office computer. The service can be easily connected with a help of «My Kyivstar» system and used through a convenient interface. Using «Navigator» will enable Kyivstar business customers to receive information directly and promptly about the movement of freight or courier. In return it will help avoid unintended use of vehicles. «Inform Me» and «Inform About Me»» Taking care to provide communication quality, Kyivstar has developed the «Inform Me» service which allows customer to save time when making calls to those that are out of reach. After the implementation of this service customers will not have to waste time continually dialing recipients’s numbers and waiting for them to join the network. The system will inform the caller that the call recipient is back in the network by sending them an SMS. «Inform About Me» is an additional functionality of the service, which sends an SMS informing those callers who tried to call a customer that he is back in the network. At the discretion of the customer this service can be deactivated. 31 «Traffic Manager» Especially for «Mobile Internet XL» users. This service was launched to enable faster web browsing. Faster downloading is due to a reduction of the amount of data received. «Internet Center» For an easier and faster set up of Internet access from a PC, a service called «Internet Center» was launched. It is free software, which automatically identifies the installed operating system, telephone or modem connected to the computer, and installs all settings needed to access the Internet. Short Numbers Provided by «Mobile manager» Service Short numbers extension range allows corporate customers and business users to enjoy a convenient and simple way of dialing their colleagues’ numbers. When making calls corporate customers can use the short numbers they assigned themselves to communicate with each other. Call Waiting/Hold and Conference Calls for Pre-Paid Customers Activating the standard call waiting/call hold and conference calls for pre-paid customers enables them to hold several subscribers without missing any important calls. Transfer of Money Kyivstar has enabled its customers to transfer money between their accounts. The minimal amount that can be transfered is 1 UAH making this service more convenient and comfortable to use. «Convenient Switch» To switch service providers always involves changing a mobile phone number which you’ve got used to and is held by others. Taking this into account, Kyivstar has developed a free service called «Convenient Switch». With its help customers of other cellular networks can switch to the Kyivstar without losing time or calls. From now on anyone dialing the old number will be informed of a customer’s new contact. З думкою про вас The Development of the Market of Non-Mobile Services As well as providing high quality mobile services, Kyivstar has proved to be a telecommunication operator that is competent in different market segments. Being a reliable partner, we have developed a portfolio of non-mobile telecommunication services to address the growing demands of our corporate subscribers. Providing digital data transmission channels still remains the largest demand. Connection may be made through cutting-edge technologies such as LLC, MPLS and DWDM. The growth of income from providing these services was 39.7% in 2007 (22.7% in 2006) and the demand is still growing. As the Ukrainian mobile market has saturated, Kyivstar has overcame the problem of maintaining profitability by increasing additional profits from new business activities, often determined by the needs of our corporate subscribers. To support these activities we created the department of integrated solutions, which in 2007 successfully provided following services: Fixed-line telephony is of great interest among subscribers from both the B2B and B2C segments, 84% of which are the clients of LA level. Developing convergent services of fixed-line and mobile communication may win Kyivstar the leading position on both the mobile and fixedline telephony market. • Leasing national and international data transmission channels for corporate clients, national and international carriers. • Fixed-line Internet access. • Fixed-line telephony, which stresses the policy of combining fixed-line and corporate mobile networks. At the end of 2007 we launched a large-scale program aimed at defining our business abilities in the fixed-line communication market. It was aimed at defining clear target segments and technologies for providing these services. 33 Kyivstar Honors and Awards 2006 November December «Choice 2006», Kyivstar — the Best Mobile Operator Kyivstar Communication Programs Received Three Awards «EFFIE Awards Ukraine 2006» At the end of autumn Kyivstar was chosen as the best mobile operator of the year according to the results of «Choice 2006». This international competition «Choice of the Year» is recognised as an unbiased and extensive annual poll that chooses the best market players in over 100 nominations on the basis of comprehensive industry research. December Igor Lytovchenko — One of Three Best Top Managers in Ukraine Igor Lytovchenko, the President of Kyivstar, is one of the three best top managers in the country according to Comp&nion magazine. The magazine identified his outstanding managerial skills, which have enabled Kyivstar to become the leader in mobile operators. EFFIE global awards are granted for high achievements and best practices in the sphere of advertising and PR-technologies. The Competition «EFFIE Awards Ukraine» was created by an international advertising coalition and was presented in Ukraine for the first time. Kyivstar’s communication programs, debuting in the competition, were awarded three nominations: Gold EFFIE — for the advertising campaign «Better Country — Better Coverage». Silver EFFIE — for the communication program «Ukraine — the Heart of Europe». Bronze EFFIE — for the campaign in launching the youth brand DJUICE. З думкою про вас 2007 May July Kyivstar — the Most Expensive Brand in Ukraine Kyivstar — One of the Most Attractive Employers Kyivstar is recognized as the most expensive brand in the nomination «FMCG» (fast-moving consumer goods) according to the rating «Brand Gvardia» compiled by the Ukrainian Rating Agency and Publishing House «Halytski Kontrakty». Jury members admired the company’s achievements, quality of coverage and subscribers’ servicing, market proposals and social activity. According to the results of research carried out by Robota International, Kyivstar was second in the list of the most attractive employers — one place higher than the preceding month. The popularity rating is based on the number of visits to an employers’ page on www.rabota.ua. May September Andrew Simmons — One of the Ten Best Financial Directors in Ukraine Kyivstar — the Leader in the Category of Inspiring Companies Andrew Simmons, Kyivstar’s Financial Director, took fourth place among the ten best financial directors in the country according to Comp&nion magazine. The magazine admired his modern methods of financial management and the highly proficient financial analysis, which has allowed Kyivstar to become the leader among Ukrainian mobile operators. Kyivstar was ranked first in the annual survey «10 Inspiring Companies», compiled by Comp&nion magazine. Experts state that Kyivstar inspires with its aspiration for leadership, corporate strategy, customer focus, reputation, staff policy, nonstandard marketing solutions and social responsibility. 35 November November Kyivstar — the Best Employer in Ukraine The President of Kyivstar − One of the Best Top-Managers in Ukraine In a specialized survey by GfK Ukraine for Correspondent Weekly magazine, experts named Kyivstar as the best employer in the country. Kyivstar was recognized not only to be the best employer among telecommunication companies, but also took honorable first in a short poll of all industries. Also, according to the results of a survey by Dilovyi magazine, Kyivstar was named «The Best Employer in Ukraine», having won twice as many votes as its immediate competitor. Igor Lytovchenko is among the three best top managers in the survey «The Best TopManagers of Ukraine» compiled by Comp&nion business magazine. His strengths include: charisma, business efficiency, professionalism, full participation in business processes, corporate and managerial potential. 2008 March March Kyivstar — the Best Employer in Ukraine According to Dilovyi Magazine Kyivstar – the Leader of CSR Kyivstar was recognized as the best in the survey «50 Best Employers» compiled by Dilovyi magazine in all categories and findings — according to top, middle and low management representatives. Kyivstar took first place, leaving other companies far behind in the number of votes it received. In the category «The Best Employer among Telecommunication Companies», the national operator took first place as well. Kyivstar attained the highest marks from experts in the survey «Companies of Social Responsibility» compiled by the Ukrainian wide Rating Program «Gvardia». Kyivstar received А+ in all categories: attitude to the product, attitude to the state, attitude to the consumer, attitude to society, attitude to employees and attitude to corporate structure, and took the position of one of the leading CSR. З думкою про вас April October Kyivstar — the Most Innovative Company among Mobile Operators Kyivstar — the Best Tax Payer in Kyiv Kyivstar took first place among mobile communication operators in the category of innovators compiled by the Ukrainian Wide Rating Program «Gvardia». Experts named the fact that Kyivstar offers beneficial innovations to subscribers as one of its main competitive advantages . Kyivstar was ranked first in a survey of the best tax payers during the first eight months of 2008 compiled by the State Tax Administration of Ukraine. June November Kyivstar — the Most Expensive Brand in Ukraine Kyivstar — the Best Employer of Ukraine Kyivstar ranked first in a survey of the most expensive brands in Ukraine compiled by the Ukrainian Wide Rating Program «Gvardia». In the opinion of experts, the high level of brand management allows Kyivstar not only to hold leading positions in the market, but also to actively strengthen them. Kyivstar took first place among employers in the industry and in a general survey by Correspondent magazine, and thus affirming its status as the best employer in Ukraine. September November Kyivstar — the Leader in a Survey of Inspiring Companies The President of Kyivstar — the Best Top Manager in Ukraine In the annual survey «10 Inspiring Companies» compiled by Comp&nion magazine, Kyivstar took first place for the second time running. In the opinion of the panel, the company has not only the image of a telecommunication company, but also of an intermediary in the communication between people. Igor Lytovchenko, the President of Kyivstar, took first place in the annual survey «10 Best Top Managers in Ukraine» compiled by Comp&nion magazine. In the opinion of the panel, knowledge of his professional and personal qualities is enough to understand the reasons for his success — the best at school, university and business — an absolutely consistent course in life. Closed Joint Stock Company Kyivstar G.S.M. INDEPENDENT AUDITORS’ REPORT TO THE SHAREHOLDERS OF CLOSED JOINT STOCK COMPANY KYIVSTAR G.S.M. The accompanying notes form an integral part of the consolidated financial statements 5 We have audited the accompanying consolidated financial statements of Closed Joint Stock Company Kyivstar G.S.M. (hereinafter referred to as the ‘the Company’) and its subsidiary (hereinafter together referred to as the ‘the Group’), which comprise the consolidated balance sheets as at 31 December 2007 and 2006 and the consolidated income statements, consolidated statements of changes in equity and consolidated cash flow statements for the years then ended, and a summary of significant accounting policies and other explanatory notes. Management’s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. Auditors’ Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditors’ judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Group as at 31 December 2007 and 2006, and its financial performance and its cash flows for the years then ended in accordance with International Financial Reporting Standards. 25 May 2009 The accompanying notes form an integral part of the consolidated financial statements 5 Closed Joint Stock Company Kyivstar G.S.M. CONSOLIDATED INCOME STATEMENTS For the years ended 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) Notes 2007 2006 2005 Revenues 7 10,923,716 8,638,715 5,798,145 Costs of materials and traffic charges 7 (1,820,424) (1,230,349) (918,961) Salaries and personnel costs 7 (644,000) (435,721) (337,552) Other operating expenses 7 (2,034,040) (1,893,839) (1,289,613) Other income and expenses 7 (51,399) (8,909) (9,474) Depreciation and amortisation 7 (1,486,732) (1,174,011) (887,073) Impairment of property, plant and equipment 7 (79,182) (24,460) (11,617) 4,807,939 3,871,426 2,343,855 Finance income 7 244,152 113,815 31,953 Finance costs 7 (304,234) (255,885) (238,266) Foreign exchange gain, net 22,704 5,534 98,281 Profit before tax 4,770,561 3,734,890 2,235,823 (1,248,662) (980,350) (591,026) 3,521,899 2,754,540 1,644,797 329.54 257.74 153.90 Income tax expense 8 Profit for the year Earnings per share, UAH 30 Signed and authorised for release on behalf of Closed Joint Stock Company Kyivstar G.S.M. on 25 May 2009: Igor Lytovchenko, President Andrew Simmons, Chief Financial Officer The accompanying notes form an integral part of the consolidated financial statements Lesya Samoylovich, Deputy Chief Financial Officer, Chief Accountant at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 7 CONSOLIDATED BALANCE SHEETS As at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) Notes 2007 2006 2005 Property, plant and equipment 9 6,603,393 6,236,985 4,859,854 Intangible assets 10 1,390,421 1,316,353 1,036,623 Derivative financial instrument 21 969 Other non-current assets 11 147,654 123,490 29,417 Deferred tax asset 8 241,424 160,381 136,779 8,383,861 7,837,209 6,062,673 ASSETS Non-current assets – – Current assets Inventories 52,290 62,827 92,448 292,640 283,684 393,481 Trade and other receivables 12 Prepaid taxes, other than income tax 13 8,970 6,771 5,015 Prepayments 14 110,015 96,923 73,232 137,053 221,489 Deferred connection costs 16 107,606 Short-term deposits 17 764,338 Cash and cash equivalents 18 4,611,689 2,598,949 929,776 5,947,548 3,186,207 1,715,441 170,268 – 6,117,816 3,186,207 1,715,441 14,501,677 11,023,416 7,778,114 Assets of disposal group classified as held for sale TOTAL ASSETS 29 – – – The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. CONSOLIDATED BALANCE SHEETS (continued) As at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) Notes 2007 2006 2005 19 656,499 656,499 656,499 9,523,448 6,001,549 3,247,009 10,179,947 6,658,048 3,903,508 – 2,535,777 2,520,927 – EQUITY AND LIABILITIES Equity attributable to equity holders of the parent Share capital Retained earnings Non-current liabilities Interest-bearing loans and borrowings 20 Derivative financial instrument 21 Employee benefit liability 22 36,960 33,484 17,561 9,578 3,110 17,561 2,582,315 2,557,521 Current liabilities Interest-bearing loans and borrowings 20 2,280,436 46,039 47,581 Derivative financial instrument 21 7,513 8,142 575 Employee benefit liability 22 1,469 1,289 981 Deferred revenue 23 848,532 814,847 640,745 Provisions 24 3,325 – – Income tax payable Taxes payable, other than income tax 25 103,853 64,105 85,697 90,963 57,182 60,160 Trade and other payables 26 671,560 579,398 308,289 Advances received 27 133,030 93,165 82,564 Other current liabilities 28 163,488 118,886 90,493 4,304,169 1,783,053 1,317,085 14,501,677 11,023,416 7,778,114 TOTAL EQUITY AND LIABILITIES The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 9 CONSOLIDATED CASH FLOW STATEMENTS For the years ended 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) Notes 2007 2006 2005 3,734,890 2,235,823 Cash flows from operating activities Profit before tax 4,770,561 Adjustments for: Depreciation of property, plant and equipment 1,144,943 877,676 686,604 Impairment of property, plant and equipment 79,182 24,460 11,617 Amortisation of intangible assets 341,789 296,335 200,469 Loss on disposal of property, plant and equipment and intangibles 48,507 11,489 170 Interest income (231,042) (113,815) (31,953) Interest expense related to bank loans 304,234 243,231 230,932 Loss (gain) on derivative financial instrument (13,110) 12,654 6,684 Movements in provisions and defined employee benefit liability 11,488 6,777 4,091 Unrealised foreign exchange gain (loss) 19,343 (2,396) (81,540) Operating profit before working capital changes 6,475,895 5,091,301 3,262,897 Inventories 10,537 29,621 (39,577) Trade and other receivables and prepayments (9,685) 91,399 (120,538) Short-term deposits (764,338) – – Deferred connection costs 29,447 84,435 93,531 Trade and other payables (84,342) 502,085 (297,920) Deferred revenue 33,685 174,103 127,376 Advances received 39,865 10,601 7,686 Other liabilities 78,382 25,415 51,812 Cash from operations 5,809,446 6,008,960 3,085,267 Interest received 216,736 105,756 31,953 Interest paid (215,959) (236,734) (212,424) Income taxes paid (1,289,957) (1,025,544) (632,692) Net cash from operating activities 4,520,266 4,852,438 2,272,104 Change in: The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. CONSOLIDATED CASH FLOW STATEMENTS (continued) For the years ended 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) Notes 2007 2006 2005 Purchase of property, plant and equipment (1,609,496) (2,576,648) (2,223,594) Purchase of intangible assets (449,804) (598,840) (472,955) Proceeds from sale of property, plant and equipment 3,602 2,463 2,154 Net cash used in investing activities (2,055,698) (3,173,025) (2,694,395) Proceeds from loans and borrowings – – 1,262,500 Repayment of loans and borrowings (393,900) – (204,545) Repayment of domestic corporate bonds – – (25,938) Payment of financial fees (18,035) (5,418) (14,903) Proceeds arising on derivative financial instrument – – 14,095 Payments arising on derivative financial instrument (20,550) (7,218) Net cash (used in)/from financing activities (432,485) (12,636) 1,031,209 Net increase in cash and cash equivalents 2,032,083 1,666,777 608,918 Net foreign exchange difference (19,343) 2,396 18,832 Cash flows from investing activities Cash flows from financing activities – Cash and cash equivalents as at 1 January 18 2,598,949 929,776 302,026 Cash and cash equivalents as at 31 December 18 4,611,689 2,598,949 929,776 Notes Non cash transactions Deferral of connection and subscription fees The accompanying notes form an integral part of the consolidated financial statements 2007 2006 2005 174,074 204,343 256,334 at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 11 CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY For the years ended 31 December 2007 and 2006 (у тисячах гривень) Attributable to equity holders of the parent Share capital (Note 19) Retained earnings Total equity Balance at 1 January 2005 656 499 1 602 212 2 258 711 Profit for the year – 1 644 797 1 644 797 Balance at 31 December 2005 656 499 3 247 009 3 903 508 Profit for the year – 2 754 540 2 754 540 Balance at 31 December 2006 656 499 6 001 549 6 658 048 Profit for the year – 3 521 899 3 521 899 Balance at 31 December 2007 656 499 9 523 448 10 179 947 The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 1. Corporate information Closed Joint Stock Company Kyivstar G.S.M. (hereinafter referred to as ‘Kyivstar G.S.M.’ or ’the Company’) was established and registered on 3 September 1997 under the laws of Ukraine. The Company is involved in the design, construction and operating of a dedicated cellular telecommunications network and provides a wide range of mobile communication services in Ukraine. using the GSM standard for 15 years from the commencement of operations. In addition, the Company was granted other licences that give the Company the right to develop and operate wireless, long-distance, local wire networks, and a data transfer network throughout the country. These licences are provided for a 13 to 15 year period. In October 1997, the Company was granted a 900 MHz (GSM) cellular licence for operation in Ukraine. In addition to that, during 2002 and 2003, the Company obtained 1800 MHz (GSM) cellular licences for operations in defined regions of Ukraine and started providing GSM-1800 services in those regions. These licences give the Company the right to operate The Company began commercial operations on 9 December 1997 in Kyiv. During the period since inception, the Company has expanded its network and as at 31 December 2007 operated in more than 28 thousand of large cities and towns in Ukraine from 6 branches located in Kyiv, Dnipropetrovsk, Odessa, Kharkiv, Lviv and Simferopol. As at 31 December 2005, 2006 and 2007 the Company’s shareholders and their respective declared interests were as follows: Interest Number of shares Telenor Mobile Communications AS (Norway) 56.52% 6,040,262 Storm LLC (Ukraine) 43.48% 4,647,127 100.00% 10,687,389 The Company has one wholly owned subsidiary – Joint Stock Company ‘Staravto’, which was established in order to provide transportation services to the Company. The Company and its subsidiary are hereinafter together referred to as ‘the Group’. The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 13 2. Operating environment, risks and economic conditions in Ukraine The Ukrainian economy while deemed to be of market status, continues to display certain characteristics consistent with that of an economy in transition. These characteristics include, but are not limited to, low levels of liquidity in the capital markets, high inflation and the existence of currency controls which cause the national currency to be illiquid outside of Ukraine. The stability of the Ukrainian economy will be significantly impacted by the Government’s policies and actions with regard to administrative, legal, and economic reforms. As a result, operations in Ukraine involve risks that are not typical for developed markets. The Ukrainian economy is vulnerable to market downturns and economic slowdowns elsewhere in the world. The ongoing global financial crisis has resulted in considerable instability in the capital markets, significant deterioration in the liquidity of banks, much tighter credit conditions where credit is available, and significant devaluation of the national currency against major currencies. Furthermore, in the fourth quarter of 2008, international agencies began to downgrade the country’s credit ratings. Whilst the Ukrainian Government is introducing various stabilisation measures aimed at providing liquidity and supporting debt refinancing for Ukrainian banks, there continues to be uncertainty regarding access to capital and its cost for the Group and its counterparties. These factors could affect the Group’s financial position, results of operations and business prospects. Whilst management believes it is taking appropriate measures to support the sustainability of the Group’s business in the current circumstances, unexpected further deterioration in the areas described above could negatively affect the Group’s results and financial position in a manner not currently determinable. 3. Basis of preparation The consolidated financial statements have been prepared on a historical cost basis, except for derivative financial instruments measured at fair value, and certain financial instruments measured in accordance with the requirements of IAS 39 Financial instruments: recognition and measurement. The carrying values of recognised liabilities that are hedged items in fair value hedges that would otherwise be carried at amortised cost are adjusted to record changes in the fair values attributable to the risks that are being hedged. These consolidated financial statements are presented in Ukrainian Hryvnia (‘UAH’) thousands and all values are rounded off to the nearest thousand except where otherwise indicated. Statement of compliance The consolidated financial statements of the Group have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). For all periods including the year ended 31 December 2005, the Group prepared its consolidated financial statements in accordance with accounting standards generally accepted in the United States of America (US GAAP). These consolidated financial statements are the first the Group has prepared in accordance with IFRS. In preparing these consolidated financial statements, the Group’s consolidated opening balance sheet was prepared on 1 January 2005, the Group’s date of transition to IFRS. As a first-time adopter of IFRS, the Group applied IFRS 1, First-Time Adoption of International Financial Reporting Standards. In accordance with IFRS 1, the Group used the same accounting policies throughout all periods presented in its first IFRS consolidated financial statements. Those accounting policies comply with each IFRS effective at the reporting date for its first IFRS financial statements (i.e., as at 31 December 2007). In addition, the Group has also early adopted the following IFRS and IFRIC interpretation as at 1 January 2005: The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. • IAS 23 Borrowing Costs (Revised) effective 1 January 2009 • IFRIC 13 Customer Loyalty Programmes effective 1 July 2008 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS • IAS 16 Property, Plant and Equipment: Replace the term ‘net selling price‘ with ‘fair value less costs to sell’. The Group amended its accounting policy accordingly, which did not result in any change in the financial position. The principal effects of adopting these IFRS and • IAS 23 Borrowing Costs: IFRIC are as follows: The definition of borrowing costs is revised to consolidate the two types of IAS 23 Borrowing Costs (Revised) items that are considered components of ‘borrowing costs’ into one – the interest The IASB issued an amendment to IAS 23 in April expense calculated using the effective interest 2007. The revised IAS 23 requires capitalisation of rate method calculated in accordance borrowing costs that are directly attributable to the with IAS 39. The Group has amended its acquisition, construction or production of a qualifying accounting policy accordingly, asset. Therefore, the Group capitalises borrowing which did not result in any change costs on qualifying assets with a commencement in its financial position. date on or after 1 January 2005. • IAS 36 Impairment of Assets: IFRIC 13 Customer Loyalty Programmes When discounted cash flows are used to estimate The IFRIC issued IFRIC 13 in June 2007. This interpre‘fair value less cost to sell’ additional disclosure tation requires customer loyalty credits to be accountis required about the discount rate, consistent ed for as a separate component of the sales with disclosures required, when the discounted transaction in which they are granted. A portion of the cash flows are used to estimate ‘value in use’. fair value of the consideration received is allocated to This amendment has no immediate impact on the award credits and deferred. This is then recogthe financial statements of the Group because nised as revenue over the period that the award credthe recoverable amount of its cash generating its are redeemed. units is currently estimated using ‘value in use’. Improvements to IFRSs In the course of transition to IFRS, the Group did not In May 2008 IASB issued its first omnibus of amend- use any of the exemptions provided by IFRS 1 for the ments to its standards, primarily with a view to remov- first-time adopters. ing inconsistencies and clarifying wording. There are The reconciliation of the Group’s equity as at 1 separate transitional provisions for each standard. January 2005 and 31 December 2005 and profit for The Company has early adopted the following amend- the year then ended between US GAAP and IFRS is as follows: ments to standards: The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 15 Equity as at 1 January 2005 Net profit for the year of 2005 Comprehensive income for the year ended 31 December 2005 Equity as at 31 December 2005 US GAAP (audited), thousands of US dollars, as reported 425 738 322 852 23 733 772 323 US GAAP, translated to UAH 2 258 711 1 641 523 125 914 4 026 148 Transition from USD to UAH as presentation currency – – (125 914) (125 914) Measurement of financial liabilities – 4 365 – 4 365 Deferred tax – (1 091) – (1 091) IFRS (audited) 2 258 711 1 644 797 – 3 903 508 Basis of consolidation Foreign currency translation The consolidated financial statements comprise the financial statements of the Company and its whollyowned subsidiary. The subsidiary’s financial statements are prepared as at the same reporting date as the Company’s, using consistent accounting policies. Transactions denominated in currencies other than the relevant functional currency (foreign currencies) are initially recorded in the functional currency at the rate in effect at the date of transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the functional-currency rate of All intra-group balances, income and expenses and exchange in effect at the balance sheet date. Nonunrealised gains and losses resulting from intra-group monetary items that were measured in terms of histransactions are eliminated in full. torical cost in a foreign currency are translated using the exchange rate as at the date of the initial transacFunctional and presentation tion. Non-monetary items measured at fair value in a foreign currency are translated using the exchange currencies rates at the date when the fair values were deterThe Group’s functional and presentation currency is mined. The resulting gains and losses are recognised Ukrainian Hryvnia. in income statement. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 4. Summary of significant accounting policies Revenue recognition and measurement Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenues are measured at the fair value of the consideration received or receivable, excluding discounts, rebates and sales taxes. These taxes are regarded as collected on behalf on the authorities. Revenues primarily comprise sales of: • Services: revenue from air time charges, interconnection fees, subscription and connection fees, fees for data network services; • Customer equipment: telephony handsets, modems, etc. Air time revenue The Company earns air time revenue by providing its prepaid and post-paid subscribers with access to the cellular network and routing their calls through the network and its roaming partners’ networks. Subscription fees Subscription fees mainly consist of various supplementary subscriptions and also include change of subscription type and transfer of subscriptions from one location to another. One time subscription fees that are linked to other elements in a way that the commercial effect cannot be understood without reference to the other transactions are deferred and recognised over the periods that the fees are earned, which is the expected period of the customer relationship and approximates 3 years. Periodic subscription fees are recognised in the period when the respective service is rendered. Sales of telephony handsets and modems Revenues from sales of handsets and modems are normally recognised, when the related significant risks and rewards are transferred to the buyer. Discounts Discounts are often provided in the form of cash discount, free products or services delivered by the Company or by external parties. Discounts are recorded on a systematic basis over the period the discount is earned. Cash discounts or free products are recorded as revenue reductions. Free products or services delivered by external parties are recorded as expenses. Revenue from interconnection Revenue from interconnection represents the revenue earned for the termination of calls from other telecom- Presentation munications service providers’ networks on the Where the Company’s role in a transaction is a principal, Company’s network. revenue is recognised on a gross basis. The evaluation Air time and interconnection revenue is recognised in of whether the Company is acting as principal or agent is based on an evaluation of the substance of the transthe period when the respective service is rendered. action, the responsibility for providing the goods or services and setting prices and the underlying financial risk Connection fees Connection fees are paid by subscribers for the first and rewards. This requires revenue to comprise the time activation of network service. Revenues from gross value of the transaction billed to the customer, connection that are linked to other elements in a way after trade discounts, with any related expenditure that the commercial effect cannot be understood charged as an operating cost. Where the Company’s without reference to the other transactions are role in a transaction is that of an agent, revenue is recogdeferred and recognised over the periods that the nised on a net basis and represents the margin earned. fees are earned, which is the expected period of the Interest income customer relationship and approximates 3 years. The expected period of the customer relationship is based Interest income is recognised as interest accrued on past history of churn and expected development of (using the effective interest method). Interest income is included in finance income in the income statement. the Company. The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 17 Deferred revenue Depreciation is calculated on a straight-line basis over the estimated remaining useful life of the asset as Cellular service revenue is recognised on the basis of follows: actual airtime usage by the end customer. Unused time on sold prepaid cards is recognised as deferred revenue until the related services have been provided Asset category Useful life to the subscribers or the prepaid card has expired. Loyalty programs Customer loyalty credits are accounted for as a separate component of the sales transaction, in which they are granted. A portion of the fair value of the consideration received is allocated to the award credits and deferred, based on estimated number of award credits that will actually be earned by the customer. This is then recognised as revenue over the period that the award credits are redeemed. Costs related to connection fees Initial direct costs incurred in earning connection fees are deferred over the same period as the revenue, limited to the amount of the deferred connection fees. Costs incurred consist primarily of the cost of the SIM card and dealers’ bonuses. In some cases costs associated with connection fees exceed the revenues and the amount of connection costs exceeding the amount of deferred connection fees is expensed. Advertising costs, marketing and sales commissions (years) Local, regional & trunk networks 20 Mobile telephone network and switches 3–15 Radio installations 7 Buildings 15–30 Corporate administrative assets 3–4 Depreciation method, estimated useful life and residual value are evaluated at least annually and adjusted prospectively, if appropriate. Residual value is estimated to be zero for most assets, except for vehicles, which are included in corporate administrative assets, that the Group does not expect to use for the assets’ whole economic life. Changes in estimates are accounted for prospectively. Depreciation commences on the first day of the month following the date of putting the item into operation. Freehold land is not depreciated. An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the item) is included in the Property, plant and equipment income statement in the year the item is derecogProperty, plant and equipment is stated at cost less nised. accumulated depreciation and any accumulated impairment losses. Cost includes professional fees and, for Assets held under finance leases and leasehold qualifying assets, borrowing costs are capitalised. improvements are depreciated over their expected Depreciation is calculated to reduce the cost of assets, useful lives on the same basis as owned assets or, other than land, to their estimated residual value, if any, where shorter, the term of the relevant lease. over their estimated useful lives. Depreciation commenc- Construction in progress es, when the assets are ready for their in-tended use. Assets in the course of construction are capitalised as Repair and maintenance is expensed as incurred. If a separate component of property, plant and equipnew parts are capitalised, replaced parts are derecog- ment. On completion, the cost of construction is nised and any remaining net book value is recorded transferred to the appropriate category. Construction to operating profit (loss) as loss on disposal. in progress is not depreciated. Advertising costs, marketing and sales commissions are expensed as incurred, unless they form part of the costs that are deferred in relation to deferral of connection fees as described above. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. Dismantled equipment When equipment, which was used by the Group, is temporarily dismantled or transferred from one location to another, it is continued to be depreciated on a straight-line basis over the estimated remaining useful life, which was established for this equipment before dismantling. This is based on the fact that telecommunication equipment is subject to moral (functional) depreciation due to technical innovation rather than physical (wear and tear) depreciation. When the dismantled equipment is put back in service, the cost of the base station, into which it is included, is increased by the cost of the previously dismantled equipment and accumulated depreciation is increased by the amount of depreciation of the previously dismantled equipment, accumulated for the period, during which the item was accounted for as dismantled equipment. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS and the present value of the minimum lease payments at inception of the lease, less accumulated depreciation and impairment losses. Leased assets are depreciated over the useful life of the asset. Operating leases payments are charged to profit or loss on a straight-line basis over the term of the relevant lease. Benefits received and incentives to enter into an operating lease are also amortised on a straight-line basis over the lease term. Prepaid lease payments made on entering into operating leases or acquiring leaseholds are amortised over the lease term in accordance with the pattern of benefits provided and included in the line item ‘depreciation and amortisation’ in the income statement. Borrowing costs Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the respective assets. All other borrowing costs are expensed in the period they occur. Borrowing costs Land consist of interest and other costs that an entity incurs Freehold land to which the Group has due legal title is in connection with the borrowing of funds. included in the Group’s balance sheet at its historical Intangible assets cost. Freehold land is not depreciated. Intangible assets acquired are initially measured at Leases cost. Following initial recognition, intangible assets Leases are classified as finance leases whenever the are carried at cost less any accumulated amortisation terms of the lease transfer substantially all the risks and and any accumulated impairment losses. rewards of ownership to the lessee. All other leases are Intangible assets with finite useful lives are amortised classified as operating leases. The evaluation is based over the useful economic lives. Useful lives and amortion the substance of the transaction. However, situa- sation method for intangible assets is reviewed at least tions that individually would normally lead the Group to annually, and adjusted prospectively if appropriate. classify a lease as a finance lease is if the lease term is more than 75 percent of the estimated economic life or Amortisation is provided using the straight-line basis the present value of the minimum lease payments over the estimated useful lives of the related assets as exceeds 90 percent of the fair value of the leased asset. follows: Uninstalled equipment Uninstalled equipment represents equipment purchased by the Group, but not yet put into operation. Uninstalled equipment is not depreciated. The Group may enter into an arrangement that does not Asset category Useful life (years) take the legal form of a lease but conveys a right to use 10–15 an asset in return for a payment or series of payments. Operational licences Determining whether an arrangement is, or contains, a Network and billing software 5 lease is based on the substance of the arrangement and requires an assessment of whether: (a) fulfilment of the arrangement is dependent on the use of a specific asset; Gains and losses arising from derecognition of an and (b) the arrangement conveys a right to use the asset. intangible asset are measured as the difference between the net disposal proceeds and the carrying The Group as lessee amount of the asset and are recognised as other Plant and equipment acquired by way of finance lease expenses in the income statement as a part of opeis capitalised and carried at the lower of its fair value rating profit. The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) Impairment of non-financial assets The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Group makes an estimate of the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount of an asset or cash generating unit exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses of continuing operations are recognised in the income statement. A cash generating unit is the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. In identifying whether cash inflows from an asset (or group of assets) are largely independent of the cash inflows from other assets (or group of assets), the management considers various factors including how management monitors the entity’s operations (such as by product or service lines, businesses, geographical areas). Based on the specifics of the Group’s operations, the management has identified that the Group has one cash generating unit, which is the Company’s network as a whole. An assessment is made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the case the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in profit or loss. After such a reversal the depreciation charge is adjusted in future periods to allocate the asset’s revised carrying amount, less 19 any residual value, on a systematic basis over its remaining useful life. Financial assets Initial recognition Financial assets within the scope of IAS 39 are classified as financial assets at fair value through profit or loss, loans and receivables, held-to-maturity investments, available-for-sale financial assets, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Group determines the classification of its financial assets at initial recognition. Financial assets are recognised initially at fair value plus, in the case of investments not at fair value through profit or loss, directly attributable transaction costs. Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the marketplace (regular way purchases) are recognised on the trade date, i.e., the date that the Group commits to purchase or sell the asset. The Group’s financial assets include cash and shortterm deposits, trade and other receivables, loans, and derivative financial instruments. Subsequent measurement The subsequent measurement of financial assets depends on their classification as follows: Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss include financial assets held for trading and financial assets designated upon initial recognition at fair value through profit or loss. Financial assets are classified as held for trading if they are acquired for the purpose of selling in the near term. This category includes derivative financial instrument entered into by the Group that do not meet the hedge accounting criteria as defined by IAS 39. Financial assets at fair value through profit and loss are carried in the balance sheet at fair value with gains or losses recognised in the income statement. Loans and receivables Loans and receivables are non derivative financial assets with fixed or determinable payments that are not quoted in an active market. Such financial assets are carried at amortised cost using the effective interest rate method. Gains and losses are recognised in the consolidated income statement when the loans and receivables are derecognised or impaired, as well as through the amortisation process. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Held-to-maturity investments Non derivative financial assets with fixed or determinable payments and fixed maturities are classified as held-to-maturity, when the Group has the positive intention and ability to hold it to maturity. After initial measurement held-to-maturity investments are measured at amortised cost using the effective interest method. This method uses an effective interest rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset. Financial liabilities at fair value through profit or loss includes financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading if they are acquired for the purpose of selling in the near term. This category includes derivative financial instruments entered into by the Group that do not meet the hedge accounting criteria as defined by IAS 39. Gains or losses on liabilities held for trading are recognised in the income statement. Available-for-sale financial assets Loans and borrowings Available-for-sale financial assets are non-derivative After initial recognition, interest bearing loans and financial assets that are designated as available-for- borrowings are subsequently measured at amortised sale or are not classified in any of the three preceding cost using the effective interest rate method. categories. After initial measurement, available-forsale financial assets are measured at fair value with Gains and losses are recognised in the income stateunrealised gains or losses recognised directly in equity ment when the liabilities are derecognised as well as until the investment is derecognised, at which time the through the amortisation process. cumulative gain or loss recorded in equity is recognised in the income statement, or determined to be Offsetting of financial instruments impaired, at which time the cumulative loss recorded Financial assets and financial liabilities are offset and in equity is recognised in the income statement. the net amount reported in the consolidated balance The Group did not have any available-for-sale finan- sheet if, and only if, there is a currently enforceable cial assets during the years ended 31 December legal right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the 2007, 2006 and 2005. assets and settle the liabilities simultaneously. Financial liabilities Initial recognition Financial liabilities within the scope of IAS 39 are classified as financial liabilities at fair value through profit or loss, loans and borrowings, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Group determines the classification of its financial liabilities at initial recognition. Fair value of financial instruments The fair value of financial instruments that are actively traded in organised financial markets is determined by reference to quoted market bid prices at the close of business on the balance sheet date. For financial instruments where there is no active market, fair value is determined using valuation techniques. Such techniques may include using recent arm’s length market transactions; reference to the current fair value of another instrument that is substantially the same; disFinancial liabilities are recognised initially at fair value counted cash flow analysis or other valuation models. plus in the case of loans and borrowings, directly attributable transaction costs. Amortised cost of The Group’s financial liabilities mainly include trade financial instruments and other payables, loans and borrowings, and deriv- Amortised cost is computed using the effective interest ative financial instruments. method less any allowance for impairment and principal repayment or reduction. The calculation takes into Subsequent measurement account any premium or discount on acquisition and The measurement of financial liabilities depends on includes transaction costs and fees that are an integral their classification as follows: part of the effective interest rate. The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 21 Fair value hedges Gains and losses resulting from the use of actuarial The Group uses fair value hedge primarily to hedge valuation methodologies to calculate post-employinterest rate risk of fixed-rate interest-bearing liabilities. ment benefits are recognised when the cumulative unrecognised actuarial gains or losses for the plan at Fair value hedges are hedges of the Group’s expo- the end of the previous reporting pariod exceed 10% sure to changes in the fair value of a recognised asset of defined benefit obligation at that date. These gains or liability or an unrecognised firm commitment, or an or losses are recognised as income or expense over identified portion of such, that is attributable to a par- the expected average remaining working lives of the ticular risk and could affect profit or loss. For fair value employees participating in the plan. Any actuarial hedges, the carrying amount of the hedged item is gains or losses relating to jubilee benefits are recogadjusted for gains and losses attributable to the risk nised in the income statement in the period in which being hedged. The derivative is also measured at fair they arise. value and gains and losses from both the instrument The past service cost is recognised as an expense on and the item are recognised in profit or loss. a straight-line basis over the average period until the For fair value hedges relating to items earlier carried benefits become vested. If the benefits are already at amortised cost, the adjustment from carrying vested following the introduction of, or changes to, a amount to fair value is amortised through profit or loss pension plan, past service cost is recognised immeover the remaining time to maturity. diately. The Group discontinues fair value hedge accounting if the hedging instrument expires or is sold, terminated or exercised, the hedge no longer meets the criteria for hedge accounting or the Group revokes the designation. The defined benefit liability is the aggregate of the present value of the defined benefit obligation and actuarial gains and losses not recognised reduced by past service cost not yet recognised. Management uses actuarial techniques in calculating the liabilities related to these employee benefits at The Group makes defined contributions to the State each balance sheet date. Actual results could vary Pension fund at the relevant statutory rates in force from estimates made to date. during the year, based on gross salary payments; such an expense is charged in the period when the Taxes related salaries are earned. Current income tax In addition to the above, employees of the Group are Current tax assets and liabilities for the current and entitled to jubilee and post-employment benefits. prior periods are measured at the amount expected Jubilee benefits are paid out on occasion of anniver- to be recovered from or paid to the taxation authorisary, while post-employment benefits are paid out as ties. The tax rates and tax laws used to compute the a one-off benefit upon retirement. The amount of amount are those that are enacted or substantively those benefits depends on the number of years of enacted by the balance sheet date. employment and the average salary. The benefits Deferred income tax payable under these arrangements are unfunded. Deferred income tax is provided using the liability The expected cost of providing employee benefits is method on temporary differences at the balance determined annually using the projected unit credit sheet date between the tax bases of assets and liabilactuarial valuation method to calculate the net present ities and their carrying amounts for financial reporting value of benefit obligations at the balance sheet date. purposes. The balance of employee benefit obligations equals discounted payments to be made in the future and accounts Deferred tax liabilities are recognised for all taxable for staff turnover and relates to the period to the balance temporary differences, except: sheet date. Demographic information and information on staff turnover are based on historical data. Employee benefits The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. • where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and • in respect of taxable temporary differences NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority. Value-added tax Revenues, expenses and assets are recognised net of the amount of value-added tax (“VAT”) except: associated with investments in subsidiaries, where the timing of the reversal of the temporary differences can be controlled and • where VAT incurred on a purchase of assets or it is probable that the temporary differences services is not recoverable from the taxation will not reverse in the foreseeable future. authority, in which case VAT is recognised as part of the cost of acquisition of the asset or Deferred income tax assets are recognised for all as part of expense item as applicable; and deductible temporary differences and carry-forward of unused tax losses, to the extent that it is probable that taxable profit will be available against which the • receivables and payables are stated with the amount of VAT included. deductible temporary differences, and the carry-forThe net amount of VAT recoverable from, or payable ward of unused tax losses can be utilised except: to, the taxation authority is disclosed in the notes to the consolidated balance sheet. • where the deferred income tax asset relating to the deductible temporary difference Current/non-current arises from the initial recognition of an asset or liability in a transaction that is not a classification business combination and, at the time of the An asset/liability is classified as current, when it is transaction, affects neither the accounting expected to be realised (settled) or is intended for profit nor taxable profit or loss; and sale or consumption in, the Group’s normal operating • in respect of deductible temporary differences cycle, it is held primarily for the purpose of being tradassociated with investments in subsidiaries, ed, or it is expected/due to be realised or settled withdeferred tax assets are recognised only to the in twelve months after the balance sheet date. Other extent that it is probable that the temporary assets/liabilities are classified as non-current. Finandifferences will reverse in the foreseeable future cial instruments are classified based on expected life, and taxable profit will be available against which except for the trading instruments, and consistent the temporary differences can be utilised. with the underlying hedged item. Deferred revenues The carrying amount of deferred income tax assets is and respective costs for connection are classified as reviewed at each balance sheet date and reduced to current or non-current depending on the period, when the extent that it is no longer probable that sufficient they are expected to be realised. taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Unrecognised Cash and cash deferred income tax assets are reassessed at each equivalents balance sheet date and are recognised to the extent that it has become probable that future taxable profit Cash and cash equivalents include cash at banks and on hand and short-term deposits with an original will allow the deferred tax asset to be recovered. maturity of three monts or less. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the For the purpose of consolidated cash flow statement, year when the asset is realised or the liability is settled, cash and cash equivalents consists of cash and cash based on tax rates (and tax laws) that have been enact- equivalents as defined above, net of outstanding ed or substantively enacted at the balance sheet date. bank overdrafts. The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) Provisions Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Where the Group expects some or all of 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. The expense relating to any provision is presented in the income statement net of any reimbursement. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost. 23 Contingent liabilities are not recognised in the financial statements unless it is probable that an outflow of economic resources will be required to settle the obligation and it can be reasonably estimated. They are disclosed unless the possibility of an outflow of resources embodying economic benefits is remote. Inventories Inventories are valued at the lower of cost or net realisable value for products that will be sold as a separate product. Inventories that will be sold as part of a transaction with several components, which the Group expects to earn net income from, are valued at cost even if the selling price of the inventory is below cost price. Cost is determined using the FIFO method. Events after the balance sheet date Events after the balance sheet date that provide additional information on the Group’s position at the balContingent assets and liabilities ance sheet date (adjusting events) are reflected in the A contingent asset is not recognised in the financial consolidated financial statements. Events after the statements but disclosed when an inflow of economic balance sheet date that are not adjusting events are disclosed in the notes when material. benefits is probable. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. 5. Critical accounting judgements and key sources of estimation uncertainty NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS revenue, e.g. some connection fees, which means that the management has to estimate the average customer relationship period. Employee benefits The cost of long-term employee benefits and other post employment benefits is determined using actuarial valuations. The actuarial valuation involves making assumptions about discount rates, future salary Key sources of estimation increases and future pension increases. All assumpuncertainty – critical tions are reviewed at each reporting date. In determining the discount rate, the management considers accounting estimates the market yields on government bonds. The turnover Certain amounts included in or affecting the consoli- rate is calculated based on the past experience. dated financial statements and related disclosures must be estimated, requiring management to make Further details about the assumptions used are given assumptions with respect to values or conditions in Note 22. which cannot be known with certainty at the time the consolidated financial statements are prepared. A Deferred tax assets ‘critical accounting estimate’ is one, which is both Deferred tax assets are recognised for all deductible important to the portrayal of the Group’s financial temporary differences to the extent that it is probable condition and results and requires management’s that taxable profit will be available against which the most difficult, subjective or complex judgments, losses can be utilised. Significant management judgoften as a result of the need to make estimates about ment is required to determine the amount of deferred the effect of matters that are inherently uncertain. tax assets that can be recognised, based upon the Management evaluates such estimates on an ongo- likely timing and the level of future taxable profits ing basis, based upon historical results and experi- together with future tax planning strategies. Please ence, consultation with experts, trends and other refer to Note 8 for additional information on the methods, which management considers reasonable Group’s tax position. in the particular circumstances, as well as the forecasts as to how these might change in the future. However, uncertainty about these estimates could Depreciation and amortisation result in outcomes that require a material adjustment Depreciation and amortisation is based on manageto the carrying amount of the asset or liability affect- ment estimates of the future useful life of property, plant and equipment and intangible assets. Estimates ed in future periods. may change due to technological developments, competition, changes in market conditions and other Revenue recognition factors and may result in changes in the estimated The main part of the Group’s revenues is based on useful life and in the amortisation or depreciation usage, such as traffic or periodic subscriptions. The charges. Technological developments are difficult to Company has many subscribers and offers a number predict and the Group’s views on the trends and pace of different services with different price plans. The of development may change over time. Some of the Company provides discounts of various types, often assets and technologies, in which the Group invested in connection with different campaigns. Management several years ago, are still in use and provide the has to make a number of estimates related to recog- basis for the new technologies. The useful lives of nising revenues. To some extent, management has to property, plant and equipment and intangible assets rely on information from other operators on amounts are reviewed at least annually taking into considerof services delivered. For some services, the other ation the factors mentioned above and all other imporparties may dispute the prices charged. Management tant factors. In case of significant changes in estimated makes estimates of the final outcome. Some revenues useful lives, depreciation and amortisation charges are recorded in the balance sheet as deferred are adjusted prospectively. The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) Impairment of non-financial assets The Group has made significant investments in property, plant and equipment and intangible assets. These assets are tested, as described, for impairment annually or when circumstances indicate there may be a potential impairment. Factors considered important which could trigger an impairment evaluation include the following: significant fall in market values; significant underperformance relative to historical or projected future operating results; significant changes in the use of assets or the strategy for the Group’s overall business, including assets that are decided to be phased out or replaced and assets that are damaged or taken out of use, significant negative industry or economic trends and significant cost overruns in the development of assets. 25 Legal proceedings, claims and regulatory discussions The Group is a subject to various legal proceedings and claims including regulatory discussions, the outcomes of which are subject to significant uncertainty. Management evaluates, among other factors, the degree of probability of an unfavourable outcome and the ability to make a reasonable estimate of the amount of loss. Unanticipated events or changes in these factors may require to increase or decrease the amount to be accrued for any matter or accrue for a matter that has not been previously accrued because it was not considered probable or a reasonable estimate could not be made. Estimating recoverable amounts of assets must in part be based on management’s evaluations, including determining appropriate cash generating units, estimates of future performance, revenue generating capacity of the assets, assumptions of the future market conditions and the success in marketing of new products and services. Changes in circumstances and in management’s evaluations and assumptions may give rise to impairment losses in the relevant pe-riods. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. 6. IFRSs and IFRIC Interpretations not yet effective The Group has not adopted the following IFRS and IFRIC interpretations published but not yet effective. Adoption of these standards and interpretations will not have any effect on the financial performance or position of the Group. They will however give rise to additional disclosures, including revisions to accounting policies. • Amendments to IFRS 1 First-time Adoption of International Financial Reporting Standards and IAS 27R Consolidated and Separate Financial Statements • IFRS 3R Business Combinations • IAS 1 Presentation of Financial Statements (Revised) • IAS 32 Financial Instruments: Presentation and IAS 1 Presentation of Financial Statements – Puttable Financial Instruments and Obligations Arising on Liquidation • IAS 39 Financial Instruments: Recognition and Measurement – Eligible Hedged Items • IFRS 2 Share-based payments (Revised) • IFRS 8 Operating Segments • IFRIC 11 IFRS 2 Group and Treasury Share Transactions • IFRIC 12 Service Concession Arrangements • IFRIC 14 IAS 19 – The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction • IFRIC 15 Agreement for the Construction of Real Estate • IFRIC 16 Hedges of a Net Investment in a Foreign Operation • IFRIC 17 Distributions of Noncash Assets to Owners • FRIC 18 Transfers of Assets from Customers • Certain improvements to IFRS issues by IASB in its first omnibus of amendments The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Amendments to IFRS 1 First-time Adoption of International Financial Reporting Standards and IAS 27 Consolidated and Separate Financial Statements The amendments to IFRS 1 allows an entity to determine the ‘cost’ of investments in subsidiaries, jointly controlled entities or associates in its opening IFRS financial statements in accordance with IAS 27 or using a deemed cost. The amendment to IAS 27 requires all dividends from a subsidiary, jointly controlled entity or associate to be recognised in the income statement in the separate financial statement. Both revisions will be effective for financial years beginning on or after 1 January 2009. The revision to IAS 27 will have to be applied prospectively. The new requirements affect only the parent’s separate financial statement and do not have an impact on the consolidated financial statements. IFRS 3R Business Combinations and IAS 27R Consolidated and Separate Financial Statements The revised standards were issued in January 2008 and become effective for financial years beginning on or after 1 July 2009. IFRS 3R introduces a number of changes in the accounting for business combinations occurring after this date that will impact the amount of goodwill recognised, the reported results in the period that an acquisition occurs, and future reported results. IAS 27R requires that a change in the ownership interest of a subsidiary (without loss of control) is accounted for as an equity transaction. Therefore, such transactions will no longer give rise to goodwill, nor will it give rise to a gain or loss. Furthermore, the amended standard changes the accounting for losses incurred by the subsidiary as well as the loss of control of a subsidiary. Other consequential amendments were made to IAS 7 Statement of Cash Flows, IAS 12 Income Taxes, IAS 21 The Effects of Changes in Foreign Exchange Rates, IAS 28 Investment in Associates and IAS 31 Interests in Joint Ventures. The changes by IFRS 3R and IAS 27R will affect future acquisitions or loss of control. The standards may be early applied. However, the Group does not intend to take advantage of this possibility. at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) IAS 1 Presentation of Financial Statements (Revised) The revised Standard was issued in September 2007 and becomes effective for financial years beginning on or after 1 January 2009. The Standard separates owner and non-owner changes in equity. The statement of changes in equity will include only details of transactions with owners, with non-owner changes in equity presented as a single line. In addition, the Standard introduces the statement of comprehensive income: it presents all items of recognised income and expense, either in one single statement, or in two linked statements. The Group is still evaluating whether it will have one or two statements. 27 IFRS 2 Share-based payment (Revised) This amendment to IFRS 2 was published in January 2008 and becomes effective for financial years beginning on or after 1 January 2009. The Standard restricts the definition of ’vesting condition’ to a condition that includes an explicit or implicit requirement to provide services. Any other conditions are non-vesting conditions, which have to be taken into account to determine the fair value of the equity instruments granted. In case that the award does not vest as the result of a failure to meet a non-vesting condition that is within the control of either the Group of the counterparty, this must be accounted for as a cancellation. The Group has not entered into share-based payment schemes and, therefore, the Standard will not have impact on the financial position or performance of the Group. IAS 32 Financial Instruments: Presentation and IAS 1 Presentation of Financial Statements – Puttable IFRS 8 Operating Segments IFRS 8 was issued in November 2006. It sets out Financial Instruments and requirements for disclosure of information about an Obligations Arising on Liquidation entity’s operating segments and also about the entiThese amendments to IAS 32 and IAS 1 were issued in February 2008 and become effective for financial years beginning on or after 1 January 2009. The revisions provide a limited scope exception for puttable instruments to be classified as equity if they fulfil a number of specified features. The amendments to the standards will have no impact on the financial position or performance of the Group, as the Group has not issued such instruments. IAS 39 Financial Instruments: Recognition and Measurement – Eligible Hedged Items These amendments to IAS 39 were issued in August 2008 and become effective for financial years beginning on or after 1 July 2009. The amendment addresses the designation of a one-sided risk in a hedged item, and the designation of inflation as a hedged risk or portion in particular situations. It clarifies that an entity is permitted to designate a portion of the fair value changes or cash flow variability of a financial instrument as hedged item. The Group has concluded that the amendment will have no impact on the financial position or performance of the Group, as the Group has not entered into any such hedges. ty’s products and services, the geographical areas in which it operates, and its major customers. This IFRS replaces IAS 14 Segment Reporting. An entity shall apply this IFRS in its annual financial statements for periods beginning on or after 1 January 2009. Segment information for prior years that is reported as comparative information for the initial year of application shall be restated to conform to the requirements of this IFRS, unless the necessary information is not available and the cost to develop it would be excessive. The Group expects that this standard will not result in additional disclosures as the Group’ s structure is non-complex and it has only one reportable segment. IFRIC 11 IFRS 2 Group and Treasury Share Transactions IFRIC 11 addresses the issue of whether certain transactions should be accounted for as equity-settled or as cash-settled under the requirements of IFRS 2 Share-based Payment, and concerns the accounting treatment for share-based payment arrangements that involve two or more entities within the same group. An entity shall apply this interpretation for annual periods beginning on or after 1 March 2007. The Group has not issued instruments caught by this interpretation. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. IFRIC 12 Service Concession Arrangements IFRIC 12 applies to public-to-private service concession arrangements and gives guidance on the accounting by operators for public-to-private service concession arrangements. An entity shall apply this interpretation for annual periods beginning on or after 1 January 2008. No member of the Group is a service concession operator and, therefore, this interpretation will have no impact on the Group. IFRIC 14 IAS 19 The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction IFRIC Interpretation 14 was issued in July 2007 and becomes effective for annual periods beginning on or after 1 January 2008. This Interpretation provides guidance on how to assess the limit on the amount of surplus in a defined benefit scheme that can be recognised as an asset under IAS 19 Employee Benefits. The Group’s defined benefit schemes are unfunded, therefore, the adoption of this interpretation will have no impact on the financial position or performance of the Group. IFRIC 15 Agreement for the Construction of Real Estate IFRIC 15 was issued in July 2008 and becomes effective for financial years beginning on or after 1 January 2009. The interpretation is to be applied retrospectively. It clarifies when and how revenue and related expenses from the sale of a real estate unit should be recognised if an agreement between a developer and a buyer is reached before the construction of the real estate is completed. Furthermore, the interpretation provides guidance on how to determine whether an agreement is within the scope of IAS 11 or IAS 18. IFRIC 15 will not have an impact on the consolidated financial statements because the Group does not conduct such activity. IFRIC 16 Hedges of a Net Investment in a Foreign Operation IFRIC 16 was issued in July 2008 and becomes effective for financial years beginning on or after 1 October 2008. The interpretation is to be applied prospectively. IFRIC 16 provides guidance on the accounting for a The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS hedge of a net investment. As such it provides guidance on identifying the foreign currency risks that qualify for hedge accounting in the hedge of a net investment, where within the group the hedging instruments can be held in the hedge of a net investment and how an entity should determine the amount of foreign currency gain or loss, relating to both the net investment and the hedging instrument, to be recycled on disposal of the net investment. IFRIC 16 will not have an impact on the financial statements, because the Company does not have investments in foreign operations. IFRIC 17 Distributions of Noncash Assets to Owners IFRIC 17 was issued in November 2008 and becomes effective for financial years beginning on or after 1 July 2009 with early application permitted. This interpretation should be applied prospectively. IFRIC 17 provides guidance on accounting for distributions of non-cash assets to owners. As such it provides guidance on when to recognise a liability, how to measure it and the associated assets, and when to derecognise the asset and liability and the consequences of doing so. IFRIC 17 will have no impact on the financial position or performance of the Group, as the Group does not distribute non-cash assets to its owners. IFRIC 18 Transfers of Assets from Customers IFRIC 18 was issued in January 2009 and becomes effective for financial years beginning on or after 1 July 2009 with early application permitted, provided valuations were obtained at the date those transfers occurred. This interpretation should be applied prospectively. IFRIC 18 provides guidance on accounting for agreements in which an entity receives from a customer an item of property, plant and equipment that the entity must then use either to connect the customer to a network or to provide the customer with ongoing access to a supply of goods or services or to do both. The interpretation clarifies the circumstances in which the definition of an asset is met, the recognition of the asset and its measurement on initial recognition, the identification of the separately identifiable services, the recognition of revenue and the accounting for transfers of cash from customers. IFRIC 18 will have no impact on the financial position or performance of the Group, as the Group does not receive assets from customers. at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) Improvements to IFRS As stated in Note 3 the Group has early adopted some of the amendments to standards following the 2007 ‘Improvement to IFRSs’ project. The Group has not yet adopted the following amendments to standards and anticipates that these changes will have no material effect on the consolidated financial statements: 29 received and the discounted amount is accounted for as government grant. Also, revised various terms used to be consistent with other IFRS. IAS 27 Consolidated and Separate Financial Statements: When a parent entity accounts for a subsidiary at fair value in accordance with IAS 39 in its separate financial statements, this treatment continues when the IAS 1 Presentation of Financial Statements: Assets and liabilities classified as held for trading in subsidiary is subsequently classified as held for sale. accordance with IAS 39 Financial Instruments: IAS 29 Financial Reporting in Recognition and Measurement are not automatically Hyperinflationary Economies: classified as current in the balance sheet. Revised the reference to the exception to measure assets and liabilities at historical cost, such that it IFRS 7 Financial Instruments: Disclosures: Removal of the reference to ‘total interest income’ as notes property, plant and equipment as being an example, rather than implying that it is a definitive list. a component of finance costs. Also, revised various terms used to be consistent with other IFRS. IAS 8 Accounting Policies, Change in Accounting Estimates and Errors: IAS 34 Interim Financial Reporting: Clarification that only implementation guidance that is an integral part of an IFRS is mandatory when select- Earnings per share is disclosed in interim financial reports if an entity is within the scope of IAS 33. ing accounting policies. IAS 39 Financial Instruments: IAS 10 Events after the Reporting Period: Recognition and Measurement: Clarification that dividends declared after the end of Changes in circumstances relating to derivatives do the reporting period are not obligations. not result in reclassifications and therefore derivatives when circumstances related to them change may be IAS 16 Property, Plant and Equipment: Items of property, plant and equipment held for rental either removed from, or included in, the ‘fair value that are routinely sold in the ordinary course of busi- through profit or loss’ classification after initial recogness after rental, are transferred to inventory when nition. Removed the reference in IAS 39 to a ‘segment’ when determining whether an instrument rental ceases and they are held for sale. qualifies as a hedge. Require the use of the revised effective interest rate when remeasuring a debt instruIAS 18 Revenue: ment on the cessation of fair value hedge accounting. Replacement of the term ‘direct costs’ with ‘transaction costs’ as defined in IAS 39. IAS 40 Investment Property: IAS 19 Employee Benefits: Revision of the scope such that property under conRevised the definition of ‘past service costs’, ‘return struction or development for future use as an investon plan assets’ and ‘short term’ and ‘other long-term’ ment property is classified as investment property. employee benefits. Amendments to plans that result If fair value cannot be reliably determined, the investin a reduction in benefits related to future services are ment under construction will be measured at cost until accounted for as curtailment. Deleted the reference such time as fair value can be determined or conto the recognition of contingent liabilities to ensure struction is complete. Also, revised of the conditions consistency with IAS 37. for a voluntary change in accounting policy to be consistent with IAS 8 and clarified that the carrying IAS 20 Accounting for Government Grants and amount of investment property held under lease is Disclosures of Government Assistance: the valuation obtained increased by any recognised Loans granted in the future with no or low interest liability. rates will not be exempt from the requirement to impute interest. The difference between the amount The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS IAS 41 Agriculture: Removed the reference to the use of a pre-tax discount rate to determine fair value. Removed the prohibition to take into account cash flows resulting from any additional transformations when estimating fair value. Also, replaced of the term ‘point-of-sale costs’ with ‘costs to sell’. IAS 38 Intangible Assets: Expenditure on advertising and promotional activities is recognised as an expense when the Company either has the right to access the goods or has received the service. The Group has amended its accounting policy accordingly which did not result in any change in its financial position. IAS 28 Investment in Associates: If an associate is accounted for at fair value in accordance with IAS 39, only the requirement of IAS 28 to disclose the nature and extent of any significant restrictions on the ability of the associate to transfer funds to the entity in the form of cash or repayment of loans applies. This amendment has no impact on the Group as it does not have investments in associates. The reference to there being rarely, if ever, persuasive evidence to support an amortization method of intangible assets other than a straight-line method has been removed. The Group reassessed the useful lives of its intangible assets and concluded that the straight-line method was still appropriate. The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 31 7. Revenues and expenses Revenues 2007 2006 2005 Air time charges 6 330 195 4 801 207 2 984 079 Interconnection revenue 2 213 091 1 821 677 1 497 818 Subscription fees 843 936 639 984 363 252 Value added services 816 846 786 248 492 349 Connection fees 298 646 251 041 166 541 Roaming revenue (subscribers) 199 159 133 493 89 135 Roaming and access to network 185 952 184 920 167 224 Fixed lines 10 980 7 308 22 404 Other revenue 24 911 12 837 15 343 10 923 716 8 638 715 5 798 145 Air time charges include revenue from providing prepaid and post-paid subscribers with access to the cellular network and routing their calls through the network. Connection fees consist of revenues from initial connection and supplementary subscriptions, which are realised in the current period, and also include change of subscription type and transfer of subscriptions from one location to another. Interconnection includes revenues earned for the termination of calls from other telecommunications ser- Roaming revenue (subscribers) includes revenue vice providers’ networks on the Company’s network. from services provided to the Company’s subscribers within the networks of the Company’s roaming partSubscription fees include periodic fees for subscrip- ners. tion to new tariff plans and periodic fees for supplementary subscriptions such as subscription to Roaming and access to network includes revenue voicemail, itemised invoice etc. from services provided to subscribers of other operators and termination of incoming calls. Value added services include outgoing SMS and MMS, circuit of switched data and packet switched Fixed lines include revenue from fixed network operadata (WAP, GPRS, EDGE etc.) tions. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. Costs of materials and traffic charges 2007 2006 2005 Interconnection 1 471 901 924 509 651 872 Roaming expenses 183 881 119 208 88 204 Cost of materials 157 795 168 756 130 406 Leased line costs 6 847 17 876 48 479 1 820 424 1 230 349 918 961 2007 2006 2005 Salaries and holiday pay 508 359 349 227 270 824 Social security taxes 105 962 60 194 40 284 Medical insurance 13 451 9 656 6 924 Training 8 462 10 034 15 430 Other personnel costs 7 766 6 610 4 090 644 000 435 721 337 552 Salaries and personnel costs The average number of employees of the Group in 2007 was 3,567 (2006: 2,902, 2005: 2,366). The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 33 Other operating expenses 2007 р. 2006 р. 2005 р. Marketing and sales commission 753 991 813 966 495 242 Advertising 446 865 386 918 293 343 Repair and maintenance 424 018 281 542 192 357 Operating leases of building, land and equipment 154 593 97 648 54 614 Insurance 60 989 53 322 32 702 Local taxes and non-refundable VAT 50 694 60 302 43 809 Consultancy fees and external personnel 30 201 22 486 30 305 Materials and supplies 25 565 32 298 25 514 Business trip expenses 25 398 27 159 20 887 License and research fees 21 234 53 000 39 345 Bad debts 13 650 13 165 21 652 Bank charges 6 445 6 846 7 488 Postage, freight, distribution and telecommunication 2 611 10 752 7 918 Other operating expenses 17 786 34 435 24 437 2 034 040 1 893 839 1 289 613 Other income and expenses 2007 р. 2006 р. 2005 р. Contributions and donations paid 4 628 6 268 12 113 Loss on disposal of property, plant and equipment and intangible assets 48 507 11 489 170 Other income (1 736) (8 848) (2 809) 51 399 8 909 9 474 The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. Amortisation, depreciation and impairment losses Details of amortisation, depreciation and impairment losses are as follows: Depreciation and amortisation Impairment losses Property, plant and equipment Intangible assets 2007 2007 р. 2006 р. 2005 р. 341 789 296 335 200 469 – – – 341 789 296 335 200 469 2006 2005 1,144,943 877,676 686,604 79,182 24,460 11,617 902 136 698 221 1 224 125 The impairment losses in 2007, 2006 and 2005 were recognised based on internal indications of impairment of various components of network equipment. Accordingly, the carrying values of the respective components of network equipment were reduced to their recoverable amounts. Finance income Interest income Net gain on financial instrument at fair value through profit and loss (i) 2007 2006 2005 231,042 113,815 31,953 13,110 244 152 The accompanying notes form an integral part of the consolidated financial statements – 113 815 – 31 953 at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 35 Finance costs Interest expenses related to bank loans Net loss on fair value hedge Other finance costs Less – interest capitalised i. (i) 2007 2006 2005 321,615 261,069 251,273 – 12,654 6,684 – – 650 321,615 273,723 258,607 (17,381) (17,838) (20,341) 304 234 255 885 238 266 i) Net gain on financial instrument at fair value through profit and loss and net loss on fair value hedge relate to change in fair value of interest rate swap with Citibank N.A. designated to hedge the Company’s risk of changes in the fair value of one of the loans received from Dresdner Bank. In 2006 and 2005 the hedge was effective and the change in fair value of the interest rate swap has been recognised in finance costs and offset with a similar change in fair value on the hedged item. In 2007 the hedge was ineffective and did not fulfill the requirements for hedge accounting according to IAS 39. Respective net gain on change in fair value of interest rate swap in 2007 was recognised in finance income. See Note 21 for details. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 8. Income tax The Group’s income was subject to taxation in Ukraine only. During the years ended 31 December 2007, 2006 and 2005 Ukrainian corporate income tax was levied on taxable income less allowable expenses at a rate of 25%. The major components of income tax expense for the year ended 31 December 2007, 2006 and 2005 are: 2007 2006 2005 Current income tax charge 1,329,705 1,003,952 666,171 Deferred tax related to origination and reversal of temporary differences (81,043) (23,602) (75,145) Income tax expense 1,248,662 980,350 591,026 Reconciliations between tax expense and the product of accounting profit multiplied by the tax rate for the years ended 31 December 2007, 2006 and 2005, are as follows: 2007 2006 2005 Profit before tax 4,770,561 3,734,890 2,235,823 Income tax at statutory rate of 25% 1,192,640 933,723 558,956 Non-tax deductible expenses 56,022 46,627 32,070 Income tax expense 1,248,662 980,350 591,026 The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 37 Deferred tax assets and liabilities relate to the following items in 2007: 31-Dec-07 Charged to Income Statement Property, plant and equipment and intangible assets (i) 39 737 (27 068) 66 805 Deferred connection costs (iii) 26 901 (7 362) 34 263 Prepayments (iii) 15 462 6 743 8 719 Inventories (ii) 595 316 279 Interest-bearing loans and borrowings (iv) – (23 150) 23 150 Trade and other payables (v) 444 444 – 83 139 (50 077) 133 216 9 820 8 559 1 261 31-Dec-06 Deferred tax liabilities: Deferred tax assets: Trade and other receivables (v) Other current liabilities (v) 39 604 9 883 29 721 Employee benefits (v) 4 757 2 040 2 717 Trade and other payables (v) – (117) 117 Advances received and deferred revenue (iii) 268 746 20 240 248 506 Derivative financial instrument (iv) 1 636 (9 639) 11 275 324 563 30 966 293 597 241 424 81 043 160 381 Net deferred tax asset The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. Deferred tax assets and liabilities relate to the following items in 2006: 31-Dec-06 Charged to Income Statement 31-Dec-05 Property, plant and equipment and intangible assets (i) 66,805 58,164 8,641 Deferred connection costs (iii) 34,263 (21,109) 55,372 11,484 Deferred tax liabilities: Prepayments (iii) 8,719 (2,765) Inventories (ii) 279 279 Interest-bearing loans and borrowings (iv) 23,150 (3,226) 26,376 Trade and other receivables (v) – (3,709) 3,709 133,216 27,634 105,582 1,261 1,261 – (5,690) 5,690 – Deferred tax assets: Trade and other receivables (v) Inventories (ii) – Other current liabilities (v) 29,721 7,098 22,623 Employee benefits (v) 2,717 1,694 1,023 Trade and other payables (v) 117 117 – Advances received and deferred revenue (iii) 248,506 36,774 211,732 Derivative financial instrument (iv) 11,275 9,982 1,293 293,597 51,236 242,361 160,381 23,602 136,779 Net deferred tax asset The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 39 Deferred tax assets and liabilities relate to the following items in 2005: 31-Dec-05 Charged to Income Statement 1-Jan-05 Property, plant and equipment and intangible assets (i) 8,641 (4,683) 13,324 Prepayments (iii) 11,484 7,580 3,904 Deferred connection costs (iii) 55,372 55,372 – Deferred tax liabilities: Interest-bearing loans and borrowings (iv) 26,376 9,839 Trade and other receivables (v) 3,709 3,709 16,537 – 105 582 71 817 33 765 5 690 (10 032) 15 722 Deferred tax assets: Inventories (ii) Other current liabilities (v) 22 623 13 025 9 598 Employee benefits (v) 1 023 1 023 – Advances received and deferred revenue (iii) 211 732 144 022 67 710 Derivative financial instrument (iv) 1 293 (1 076) 2 369 242 361 146 962 95 399 136 779 75 145 61 634 Net deferred tax asset The nature of the temporary differences is as follows: i. Property, plant and equipment and intangible assets – differences in depreciation and amortisation patterns and estimates of the remaining useful lives, differences in capitalisation principles; ii. Inventories – differences in inventories valuation models and the periods of recognition; iii. (Advances received and deferred revenue, prepayments and deferred connection costs – differences in period of recognition; iv. Interest-bearing borrowings and derivative financial instrument – differences in valuation models (cost vs. fair values or amortised cost); v. Other liabilities and receivables – differences in valuation and recognition principles. As at 31 December 2006 the Group has not recognised deferred tax liability in respect of UAH 2,400 thousand (2007: nil, 2005: nil) temporary difference associated with its investment in subsidiary as the Group is able to control the timing of the reversal of this temporary difference and does not intend to reverse it in the foreseeable future. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 9. Property, plant and equipment The movement of property, plant and equipment is as follows: Construction in progress, uninstalled and dismantled equipment (iii) Total 616 847 3 775 789 Local, regional& trunk networks Mobile telephone network and switches Radio installations Buildings Land Corporate administrative assets At 1 January 2005 206 710 1 846 248 898 484 28 051 9 874 169 575 Additions (i) 104 420 43 250 21 239 308 3 713 95 353 2 175 758 2 444 041 (1 681) (37) (972) – (7 072) (578) (10 340) – Cost: Disposals – Transfers 13 366 1 160 553 586 378 121 044 18 616 (1 899 957) – At 31 December 2005 324 496 3 048 370 1 506 064 148 431 13 587 276 472 892 070 6 209 490 Additions (i) 110 987 11 147 20 749 1 312 172 59 577 2 088 842 2 292 786 – Disposals (57) – (913) – (12 524) (42 870) (56 364) Transfers 21 706 656 741 724 043 86 236 – 83 543 (1 572 269) – At 31 December 2006 457 132 3 716 258 2 250 856 235 066 13 759 407 068 1 365 773 8 445 912 Additions (i) 8 430 23 592 92 516 814 1 347 12 016 1 653 251 1 791 966 Disposals (91) (3 357) (8 271) (167) (29) (6 235) (95 283) (113 433) Transfers and reclassifications (ii) 107 817 678 429 (70 169) 209 438 28 65 643 (1 250 416) (259 230) At 31 December 2007 573 288 4 414 922 2 264 932 445 151 15 105 478 492 1 673 325 9 865 215 i. The amount of borrowing costs capitalised for the year ended 31 December 2007 comprised UAH 17,381 thousand (2006: UAH 17,838 thousand, 2005: UAH 20,341 thousand) (Note 7). ii. In 2007 equipment for exchange was reclassified to assets held for sale (Note 29). iii. Dismantled equipment is continued to be depreciated over the estimated remaining useful life. The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 41 Land Corporate administrative assets Construction in progress, uninstalled and dismantled equipment (iii) Total 7 768 – 81 740 2 900 659 431 7 119 – 58 346 19 987 686 604 – – 11 617 11 617 – (5 796) (252) (8 016) Local, regional& trunk networks Mobile telephone network and switches Radio installations Buildings 12 474 360 405 194 144 Depreciation charge for the year 11 042 381 861 208 249 Impairment (Note 7) – – – – Disposals – (991) (9) (968) Transfers (1) (51 904) (24 011) – (27) 75 943 At 31 December 2005 23 515 689 371 378 373 13 919 – 134 263 110 195 1 349 636 Depreciation charge for the year 16 468 453 872 278 551 12 964 – 65 274 50 547 877 676 Impairment (Note 7) – – – – – – 24 460 24 460 Accumulated depreciation and impairment losses: At 1 January 2005 – – Disposals (8) – – (793) – (9 529) (32 515) (42 845) Transfers (4) (89 099) (36 296) – – 11 125 388 – At 31 December 2006 39 971 1 054 144 620 628 26 090 – 190 019 278 075 2 208 927 Depreciation charge for the year 22 899 599 055 318 014 24 582 – 99 060 81 333 1 144 943 Impairment (Note 7) – – – – – – 79 182 79 182 Disposals (21) (1 533) (3 641) (167) – (3 757) (73 149) (82 268) Transfers and reclassifications (ii) (7 001) (116 700) (79 738) 1 322 – (12 710) 125 865 (88 962) At 31 December 2007 55 848 1 534 966 855 263 51 827 – 272 612 491 306 3 261 822 194 236 1 485 843 704 340 20 283 9 874 87 835 613 947 3 116 358 At 31 December 2005 300 981 2 358 999 1 127 691 134 512 13 587 142 209 781 875 4 859 854 At 31 December 2006 417 161 2 662 114 1 630 228 208 976 13 759 217 049 1 087 698 6 236 985 At 31 December 2007 517 440 2 879 956 1 409 669 393 324 15 105 205 880 1 182 019 6 603 393 Net book value: At 1 January 2005 The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 10. Intangible assets The movement of intangible assets is as follows: Licenses Network and billing software Total At 1 January 2005 345,058 696,611 1,041,669 Additions 23,358 487,671 511,029 Disposals – (3,669) (3,669) At 31 December 2005 368,416 1,180,613 1,549,029 Additions 17,424 559,074 576,498 Cost: Disposals – (15,492) (15,492) At 31 December 2006 385,840 1,724,195 2,110,035 Additions 1,335 435,466 436,801 Disposals – (50,988) (50,988) At 31 December 2007 387,175 2,108,673 2,495,848 Accumulated depreciation and impairment losses: At 1 January 2005 77,640 237,966 315,606 Amortisation charge for the year 23,640 176,829 200,469 (3,669) (3,669) 411,126 512,406 Disposals – At 31 December 2005 101,280 Amortisation charge for the year 26,871 269,464 296,335 Disposals – (15,059) (15,059) At 31 December 2006 128,151 665,531 793,682 Amortisation charge for the year 25,715 316,074 341,789 – (30,044) (30,044) 951,561 1,105,427 Disposals At of 31 December 2007 153,866 At 1 January 2005 267,418 458,645 726,063 At 31 December 2005 267,136 769,487 1,036,623 At 31 December 2006 257,689 1,058,664 1,316,353 At 31 December 2007 233,309 1,157,112 1,390,421 The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 43 11. Other non-current assets Other non-current assets as at 31 December were as follows: 2007 2006 2005 Prepayments for property, plant and equipment 135,726 97,658 20,368 Prepayments for intangible assets 6,872 20,523 4,749 Other non-current assets 5,056 5,309 4,300 147,654 123,490 29,417 12. Trade and other receivables Trade and other receivables consisted of the following as at 31 December, including amounts due from related parties (see Note 31): 2007 2006 2005 Trade receivables – interconnection and access to network 181,176 163,111 194,748 Trade receivables – dealers for prepaid cards and packages 35,318 64,987 160,891 Trade receivables – dealers for post-paid subscriber's advances 1,093 3,514 7,754 Trade receivables – subscribers 49,923 41,183 33,493 Trade receivables – roaming 38,479 47,292 32,173 Interest receivable 23,365 8,059 – Other receivables 18,954 1,058 670 348,308 329,204 429,729 (55,668) (45,520) (36,248) 292,640 283,684 393,481 Allowance for impairment The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. Trade and other receivables, net of allowance for impairment as at 31 December were denominated in the following currencies: 2007 2006 2005 UAH 126,051 206,217 310,331 USD 91,254 42,455 73,565 EUR 75,335 35,012 9,585 292 640 283 684 393 481 As at 31 December 2007, 2006 and 2005 trade and other receivables are non-interest bearing and are settled in the normal course of business. 13. Prepaid taxes, other than income tax Prepaid taxes, other than income tax consisted of the following as at 31 December: 2007 2006 2005 8,276 – – 694 6,771 5,015 8 970 6 771 5 015 Prepayments to State Pension Fund for mobile services (i) Other taxes prepaid i. The Law “On mandatory contribution to the Pension Fund” establishes a 7.5% contribution for mandatory state pension insurance on the price of mobile services. The subscribers of mobile services are defined as payers of this contribution, while the providers of mobile services act as their tax agents. The Company includes 7.5% surcharge in the price of its mobile services and pays contributions to State Pension Fund. The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 45 14. Prepayments Prepayments as at 31 December were denominated in the following currencies: 2007 2006 2005 UAH 104,967 95,132 71,032 USD 1,173 1,534 1,733 EUR 3,871 – – RUR 4 257 467 110 015 96 923 73 232 15. Reconciliation of allowance accounts The reconciliation of changes in allowance accounts during the years 2007, 2006 and 2005 is as follows: Trade and other receivables Prepayments Total As at 1 January 2005 14,614 – 14,614 Charge for the year 21,652 – 21,652 Utilised – – – Unused amounts reversed (19) – (19) As at 31 December 2005 36,248 – 36,248 Charge for the year 13,165 – 13,165 Utilised (53) – (52) Unused amounts reversed (3,840) – (3,840) As at 31 December 2006 45,520 – 45,520 Charge for the year 13,607 43 13,650 Utilised (3,271) – (3,271) Unused amounts reversed (188) – (188) As at 31 December 2007 55,668 43 55,711 The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 16. Deferred connection costs As at 31 December 2007, 2006 and 2005 deferred connection costs mainly consisted of costs of start packages and dealers’ bonuses for connection of new subscribers. 17. Short-term deposits Short-term deposits are made for varying periods of between three months and one year depending on the Group’s immediate cash requirements. Short-term deposits earn interest at the respective short-term deposit rates. As at 31 December short-term deposits split by currency, contractual maturity and interest rate earned was as follows, including amounts due from related parties (see Note 31): Currency Maturity Interest rate p.a. 2007 UAH 6 months 12–14.2% 600,000 USD 6 months 8.75–10.5% 138,370 EUR 6 months 8.5–8.75% 25,968 764 338 18. Cash and cash equivalents Cash and cash equivalents consisted of the following as at 31 December: 2007 2006 2005 Short-term deposits 4,185,223 2,163,250 660,870 Cash at bank 426,444 435,689 268,897 Cash on hand 22 10 9 4 611 689 2 598 949 929 776 The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 47 As at 31 December cash on hand and cash at bank were denominated in the following currencies: 2007 2006 2005 UAH 415,597 424,651 257,440 USD 8,960 7,509 5,228 EUR 1,909 3,539 6,213 – 25 CHF – 426 466 435 699 268 906 As at 31 December short-term deposits split by contractual maturity, currency and interest rate earned was as follows: Currency Maturity Interest rate p.a 2007 2006 2005 UAH 0–30 days 6–11% 170,000 405,000 21,001 31–60 days 4.25–10.25% 1,600,000 505,000 – 61–90 days 4–12.5% 1,455,007 415,029 – 3,225,007 1,325,029 21,001 USD EUR 0–30 days 3.8–6.5% 16,160 119,180 110,090 31–60 days 4–8.5% 666,600 387,840 380,265 61–90 days 5.5–8% 76,760 229,775 136,376 759,520 736,795 626,731 0–30 days 2.75% 31–60 days 5–7% 61–90 days 3.5–7% 5,935 – – 24,276 – 13,138 194,761 77,150 – 200 696 101 426 13 138 4 185 223 2 163 250 660 870 Short-term deposits are made for varying periods of between one and three months, depending on the immediate cash requirements of the Group and earn interest at the respective deposit rates. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 19. Share capital As at 31 December 2007, 2006 and 2005 the authorised and fully paid share capital comprised 10,687,389 ordinary shares at a par value of UAH 50 each. thousand being the foreign exchange difference, which arose before 1 May 2004, when the Company’s functional currency was US dollar. As at 31 December 2007, 2006 and 2005 share capital is stated at consideration received. Consideration received differs from share capital at par for the amount of UAH 122,130 The Group did not declare any dividends during the years 2007, 2006 and 2005. 20. Interest-bearing loans and borrowings Interest-bearing loans and borrowings consisted of the following as at 31 December: 2007 2006 2005 Interest-bearing borrowings 2,214,021 – – Current Interest accrued 66,415 – – Current portion of non-current loans and borrowings – 46,039 47,581 Unamortized debt issue costs – – – 2,280,436 46,039 47,581 – 2,575,342 2,580,950 Non-current Interest-bearing borrowings Interest accrued – 66,496 66,111 Unamortized debt issue costs – (60,022) (78,553) Less: current portion of non-current loans and borrowings – (46,039) (47,581) – 2,535,777 2,520,927 2,280,436 2,581,816 2,568,508 Total interest-bearing loans and borrowings The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 49 Non-current interest-bearing loans and borrowings are repayable as follows: 2006 2005 Within 2 years 445,246 66,111 2 to 3 years 1,312,842 378,750 3 to 5 years – 1,318,450 Over 5 years 883,750 883,750 Unamortised debt issue costs (60,022) (78,553) 2 581 816 2 568 508 As at 31 December effective interest rate and currency split for interest-bearing loans and borrowings was as follows: Bank Currency Effective interest rate 2007 2006 2005 Dresdner bank USD Fixed Rate 7.93% – 12.22% 2,280,436 2,203,872 2,193,055 Citibank N.A. USD Floating Rate 3m LIBOR +2.5 – 377,944 375,453 2 280 436 2 581 816 2 568 508 The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. Loans from Dresdner bank As at 1 January 2005 the Company’s loans obtained from Dresdner bank comprised the following: • Loan of USD 266,420 thousand (UAH 1,413,465 thousand) bearing an interest at 10.375% per annum and maturing on 17 August 2009; • Loan of USD 40,504 thousand (UAH 214,890 thousand) bearing an interest at 12.75% per annum, which was repaid in November 2005 according to the maturity schedule. Both of these loans were funded by loan participation notes (‘Eurobonds’) issued by, but without recourse to, Dresdner Bank, for the sole purpose of funding the loans to the Company. On 19 April 2005 the Company made an Offer of USD 175,000 thousand of new loan participation notes issued by, but without recourse to, Dresdner Bank for the purpose of funding a USD 175,000 thousand loan to the Company, bearing interest at 7.75% p.a. and maturing on 27 April 2012. The Dresdner bank loan agreements contain numerous affirmative, financial and negative covenants and restrictions. In the event that the Company breaches any covenant or is not in compliance with any of the restrictions, the lender has the right, at its discretion, to claim immediate repayment of indebtedness under the respective loan agreement. Among other restrictions, contained in the loan agreements, the most significant are as follows: • the Company is required to maintain adequate insurance covering losses and risks in such amounts that are prudent and customary in the business in which it is engaged; • the Company is restricted in making investments; merging or consolidating; or declaring and paying dividends in the amount greater than 75% of the net income for the period; • the Company shall not create, issue, incur, assume, guarantee or in any manner become directly or indirectly liable with respect to any debt, other than permitted debt, unless the ratio of total outstanding consolidated debt to annualised consolidated cash flows, as defined in the loan agreement, is less than 5 to 1. On 22 May 2007 and 5 July 2007 the Company signed amendments to its USD 266,420 thousand and USD 175,000 thousand loan agreements. According to these amendments, both loan agreements were changed by including an early demand feature, whereby the The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Company agreed to pay on demand at any time up to and including 30 April 2008 all or any part of the principal loan together with accrued but unpaid interest thereon. In return the Company received an extension under the covenants, provided by the loan agreements. In particular, the Company was granted permission to submit audited IFRS consolidated financial statements as at 31 December 2006 and for the year then ended by 30 April 2008. In the consolidated balance sheet as at 31 December 2007 the oustanding balances of the abovementioned loans and interest accrued thereon in the total amount of UAH 2,280,436 thousand were presented as current interest-bearing loans and stated at their nominal amounts. On 27 March 2008 and 16 April 2008 the Company signed Consent Memorandums and new amendments to its USD 266,420 thousand and USD 175,000 thousand loan agreements. According to the Consent Memorandums and new amendments, the Company agreed to pay on demand at any time up to and including 17 August 2009 all or any part of the principal loan together with accrued but unpaid interest thereon. In return the Company was granted permission to submit audited IFRS consolidated financial statements as at 31 December 2006, 2007 and 2008 and for the years then ended by 17 August 2009. Citibank loan facility On 12 May 2005 the Company entered into a USD 150,000 thousand three-year syndicated bank facility, arranged by Citibank N.A. and comprising both a term loan and a revolving credit facility. In 2005 the Company drew USD 75,000 thousand under the term loan facility maturing on 12 May 2008 and bearing an interest of USD 3 month LIBOR plus 2.5% per annum. Financial covenants under the facility agreement with Citibank N.A. include the following (all as defined in the facility agreement): • the ratio of ‘Net Debt’ to ’Income/(loss) before financial and other income/ (expenses), provisions for income taxes and depreciation and amortisation expense (EBITDA)’ shall not exceed 1.75; • the ratio of ‘EBITDA’ to ’Interest expenses’ shall not be lower than 5; • the ratio of ’Net Debt’ to ’Net Capitalisation’ shall not exceed 0.9. In February 2007 the Company fully repaid the facility. at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 51 21. Derivative financial instrument The derivative financial instrument as at 31 December was classified as follows: 2007 2006 2005 969 – – 969 – – – (36,960) (33,484) – (36,960) (33,484) (7,513) (8,142) (575) (7 513) (8 142) (575) (6 544) (45 102) (34 059) Non-current assets Fair value of derivative financial instrument Non-current liabilities Fair value of derivative financial instrument Current liabilities Interest accrued on derivative financial instrument On 12 October 2004, the Company entered into a ‘pay floating – receive fixed’ interest rate swap agreement with Citibank N.A. (‘Citibank’) for the nominal amount of USD 266,420 thousand effective until 17 August 2009 to manage the risk of changes in the fair value of one of the loans received from Dresdner Bank. Under initial terms of the swap agreement, Citibank was making fixed rate payments at a rate of 4.195%, and the Company was making floating rate payments at a rate of USD 6 month LIBOR in arrears. Payments were to be made semi-annually in arrears, starting on 17 February 2005. In February 2005, the Company agreed to change the terms of the swap agreement. The fixed rate of 4.195% was changed to 4.0% and the floating rate was changed to the lower of 7% or USD 6 month LIBOR rate determined two business days prior to the calculation period, as defined in the original agreement. Prior to 1 May 2005 the swap was not eligible for hedge accounting according to IAS 39. With effect from 1 May 2005, the hedging instrument became effective and was designated by the Company as a fair value hedge. Accordingly, in the consolidated balance sheet as at 31 December 2005 derivative financial instrument is stated at the fair value of UAH 33,484 thousand, being the fair value of swap of UAH 35,734 thousand reduced by the fair value of the embedded cap of UAH 1,675 thousand and interest payable in amount of UAH 575 thousand. As at 31 December 2005 derivative financial instrument at fair value is included in non-current liabilities, while interest payable on derivative financial instrument is included in current liabilities. The amortised cost of the hedged item as at 31 December 2005 was adjusted by UAH 26,972 thousand, being the change in its fair value for the period since 1 May 2005 (the date when the swap became an effective hedging instrument) through 31 December 2005. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. In the consolidated balance sheet as at 31 December 2006 the derivative financial instrument is stated at the fair value of UAH 36,960 thousand, being the fair value of swap of UAH 45,351 thousand reduced by the fair value of the embedded cap of UAH 249 thousand, and interest payable in amount of UAH 8,142 thousand. As at 31 December 2006 derivative financial instrument at fair value is included in non-current liabilities, while interest payable on derivative financial instrument is included in current liabilities. In the consolidated balance sheet as at 31 December 2007 the derivative financial instrument is recognised at fair value of swap in amount of UAH 969 thousand, included in non-current assets and interest payable in amount of UAH 7,513 thousand, included in current liabilities. In 2007, 2006 and 2005 the net change in fair value of interest rate swap was recognised in finance costs or finance income (see Note 7). Since February 2007 the interest rate swap ceased to be effective and, accordingly, the Company discontinued hedge accounting. 22. Employee benefit liability The Group, pursuant to the terms of personnel motivation programme, has established post-employment benefit pension plan, covering substantially all of its employees, who achieve regular pension age and retire from the Group companies. In addition, the Group pays jubilee benefits to its employees. Defined employee benefit liability as at 31 December consisted of the following: 2007 2006 2005 Post-employment defined benefit liability 8,763 4,700 2,029 Jubilee payments 10,267 6,167 2,062 19,030 10,867 4,091 Less: Current portion (1,469) (1,289) (981) Defined employee benefit liability – noncurrent portion 17,561 9,578 3,110 The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 53 Post-employment defined employee benefits As at 31 December 2007 4,147 employees (2006: 3,197 employees, 2005: 2,359 employees) were entitled to benefits under post-employment defined employee benefits. Changes in the present value of the defined benefit obligation as at 31 December were as follows: 2007 2006 2005 Defined benefit obligation at 1 January 8,789 1,773 1,491 Interest cost 562 167 134 Current service cost 3,435 2,691 521 Benefits paid (63) (185) (116) Actuarial loss (gain) for the year 1,133 4,343 (257) Defined benefit obligation at 31 December 13,856 8,789 1,773 Unrecognised actuarial loss (gain) (5,093) (4,089) 256 Defined benefit liability at 31 December 8,763 4,700 2,029 Defined benefit liability – current portion 336 471 563 Defined benefit liability – non-current 8,427 4,229 1,466 Classified as Benefit expense 2007 2006 2005 Interest cost 562 167 134 Current service cost 3,434 2,692 520 Net actuarial losses (gains) recognised in the year 130 (3) – Total expenses recognised in the income statement 4,126 2,856 654 The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. Benefit liability 2007 2006 2005 Net liability at 1 January 4,700 2,029 1,491 Benefits expense 4,126 2,856 654 Benefits paid (63) (185) (116) Net liability at 31 December 8,763 4,700 2,029 Jubilee payments As at 31 December 2007 3,963 employees were entitled to jubilee benefits (2006: 3,135 employees, 2005: 2,310 employees). 2007 2006 2005 10,267 6,167 2,062 Benefit liability – current portion 1,133 818 419 Benefit liability – non-current 9,134 5,349 1,643 10 267 6 167 2 062 Present value of unfunded obligations Classified as The principal assumptions used in determining the post-employment defined employee benefits are shown below: 2007 2006 2005 Discount rate 6.40% 9.40% 9.00% Future benefit increases 12.15% 15.20% 4.33% 2007 2006 2005 965 299 (472) Experience adjustment The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 55 23. Deferred revenue As at 31 December deferred revenue consisted of the following: 2007 2006 2005 Deferred revenue – dealers and subscribers (ii) 575,233 489,468 309,502 Deferred connection and subscription fees (i) 248,645 300,172 315,660 Customer loyalty programs (iii) 24,654 25,207 15,583 848 532 814 847 640 745 i. ii. Deferred connection and subscription fees – mainly consist of fees for initial connection to the network and one-off payments for subscription to additional services. Deferred connection and subscription fees are recognised in the income statement over the periods that the fees are earned; Deferred revenue – dealers – represents deferred revenue from unused time on prepaid cards, which were sold to dealers, but have not yet been activated by subscribers. Deferred revenue – dealers is recognised in the balance sheet until the prepaid cards have been activated by subscribers or the prepaid card has expired. Deferred revenue – subscribers – mainly consists of deferred revenue from unused time on prepaid cards, which were activated by subscribers. Deferred revenue – subscribers is recognised as revenue in the income statement on the basis of actual airtime usage by subscribers. iii. Customer loyalty programs – represent various loyalty programs, established by the Company, whereby enrolled subscribers are eligible for bonuses, which may then be used for discount on future calls or purchase of mobile handsets. The movements in deferred connection and subscription fees are as follows: 2007 2006 2005 At 1 January 300,172 315,660 225,867 Deferred during the year 174,074 204,343 256,334 Released to the income statement (225,601) (219,831) (166,541) At 31 December 248,645 300,172 315,660 The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 24. Provisions As at 31 December 2007 the Group recognised provision in respect of potential penalties, which may arise on VAT paid to suppliers at 20% rate on purchase of assets and services in amount of UAH 3,325 thousand. The management believes that the risk of accrual of such penalties by the tax authorities upon the next tax review is probable. 25. Taxes payable, other than income tax Taxes payable, other than income tax consisted of the following as at 31 December: 2007 2006 2005 VAT payable 88,554 39,812 57,100 Pension fund for mobile services – 15,632 1,279 Miscellaneous other taxes 2,409 1,738 1,781 90 963 57 182 60 160 26. Trade and other payables As at 31 December trade and other payables consisted of the fol- As at 31 December trade and other payables lowing, including amounts due to related parties (see also Note 31): were denominated in the following currencies: 2007 2006 Interconnection 276,155 40,412 24,850 Equipment and construction works 197,381 400,538 176,129 Software 78,529 51,876 45,308 Dealers 42,690 39,251 24,731 Rent 13,422 5,309 13,473 Roaming 33,580 13,909 12,530 Management fees 2,509 2,065 1,262 Due to employees 161 37 55 Other payables 27,133 26,001 9,951 671 560 579 398 308 289 The accompanying notes form an integral part of the consolidated financial statements 2007 2006 2005 UAH 325,526 304,945 126,909 USD 306,894 259,619 165,609 EUR 39,140 14,834 15,771 671,560 579,398 308,289 2005 As at 31 December 2007, 2006 and 2005 trade and other payables are non-interest bearing and settled in the normal course of business. at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 57 27. Advances received As at 31 December advances received consisted of the following: 2007 2006 2005 Advances received from subscribers 103,456 90,100 82,564 Advances received from partners 21,763 – – Advances received from dealers 7,510 3,065 – Other advances received 301 – – 133 030 93 165 82 564 As at 31 December 2007, 2006 and 2005 advances received were denominated in UAH. 28. Other current liabilities As at 31 December other current liabilities consisted of the following: 2007 2006 2005 Bonuses accrued 125,840 89,487 64,728 Accrual for unused vacations 33,288 17,620 10,127 Accruals for future dealers' reimbursement 4,341 11,776 12,814 Other 19 3 2,824 163 488 118 886 90 493 As at 31 December 2007, 2006 and 2005 other current liabilities are non-interest bearing and denominated in UAH. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 29. Assets of disposal group classified as held for sale On 4 July 2007 the Company entered into an assets swap (‘buy back’) agreement (‘the swap agreement’) with Ericsson AB. Based of the terms and conditions of this agreement, Ericsson AB supplies to the Company new telecommunication equipment for mobile telephone network in exchange for the used mobile telecommunication equipment acquired from Ericsson AB in the past for the total amount of USD 57,848 thousand. The Company exchanged part of the network equipment subsequent to the balance sheet date (see Note 35). In the consolidated balance sheet as at 31 December 2007 the equipment for exchange under the swap agreement is classified as held for sale with a carrying value of UAH 170,268 thousand. 30. Earnings per share Basic earnings per share amounts are calculated by equity holders of the parent by the weighted ave-rage dividing net profit for the year attributable to ordinary number of ordinary shares outstanding during the year. Basic earnings per share for the years ended 31 December is as follows: 2007 2006 2005 Net profit attributable to ordinary equity holders of the parent for basic earnings 3,521,899 2,754,540 1,644,797 Weighted average number of ordinary shares for basic earnings per share 10,687,389 10,687,389 10,687,389 Basic earnings per share, UAH 329.54 257.74 153.90 As at 31 December 2007, 2006 and 2005 there are no shares between the reporting dates and the date of potential ordinary shares. There have been no trans- issue of these consolidated financial statements. actions involving ordinary shares or potential ordinary The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 59 31. Related party disclosure The Group’s transactions with its related parties for the years ended 31 December were as follows: 2007 Cost of materials and traffic charges Revenue (Note 7) (Note 7) Salaries and personnel costs (Note 7) Finance income (Note 7) Entities affiliated with Telenor Mobile Communications AS 19 701 4 637 – – Key management personnel of the Group – – 39 223 – Entities affiliated with Storm LLC 356 194 309 801 – 31 046 375 895 314 438 39 223 31 046 Cost of materials and traffic charges Revenue (Note 7) (Note 7) Salaries and personnel costs (Note 7) Finance income (Note 7) 6 946 6 635 – – – 35 085 2006 Entities affiliated with Telenor Mobile Communications AS Key management personnel of the Group Entities affiliated with Storm LLC – – 190 199 70 168 – 13 235 197 145 76 803 35 085 13 235 The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. Revenue (Note 7) 2005 Entities affiliated with Telenor Mobile Communications AS 7 009 Key management personnel of the Group – Entities affiliated with Storm LLC Cost of materials and Salaries and Finance traffic charges personnel costs income (Note 7) (Note 7) (Note 7) 5 581 – – – 24 940 97 386 53 174 104 395 58 755 – – 939 24 940 939 The outstanding balances from related parties as at 31 December were as follows: 2007 Trade and other receivables (Note 12) Short–term deposits (Note 17) Prepayments (Note 14) Cash and cash equivalents (Note 18) Total Entities affiliated with Telenor Mobile Communications AS 2 794 Entities affiliated with Storm LLC 36 719 99 366 5 982 518 853 660 920 39 513 99 366 5 982 518 853 663 714 – The accompanying notes form an integral part of the consolidated financial statements – – 2 794 at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 61 2006 Trade and other Cash and cash receivables equivalents (Note 12) (Note 18) Total Entities affiliated with Telenor Mobile Communications AS 961 Entities affiliated with Storm LLC 19 985 433 713 453 698 20 946 433 713 454 659 – 961 2005 Trade and other receivables (Note 12) Cash and cash equivalents (Note 18) Total Entities affiliated with Telenor Mobile Communications AS 419 – 419 Entities affiliated with Storm LLC 4 863 195 242 200 105 5 282 195 242 200 524 The outstanding amounts due to entities affiliated with Storm LLC as at 31 December were as follows: Trade and other payables (Note 26) 2007 23 217 2006 2 153 2005 3 098 The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. Terms and conditions of transactions with related parties Outstanding balances on settlements with related parties at the year-end are unsecured, interest free and settlement occurs in cash. There have been no financial guarantees provided to or received from any related party. For the years ended 31 December 2007, 2006 and 2005, the Group has not recorded any impairment of receivables as regards to the amounts owed by related parties. Revenue and trade receivables In 2007 the Group sold to domestic and overseas telecom operators, being the Group’s related parties, roaming services, access to network and interconnection services in total amount of UAH 375,895 thousand (2006: UAH 197,145 thousand, 2005: UAH 104,395 thousand). NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Trade payables to entities affiliated with Storm LLC comprise amounts due for interconnection services. Trade payables to related parties are non-interest bearing and are settled in the normal course of business. Finance income In 2007 finance income included UAH 31,046 thousand of interest on deposit received from Ukrainian bank affiliated with Storm LLC (2006: UAH 13,235 thousand, 2005: UAH 939 thousand). Short-term deposits and cash and cash equivalents As at 31 December 2007, 2006 and 2005 short-term deposits and cash and cash equivalents were placed Trade receivables as at 31 December 2007, 2006 in Ukrainian bank affiliated with Storm LLC. and 2005 due from related parties are non-interest Compensation bearing, unsecured and are settled in the normal to management personnel course of business. As at 31 December 2007 key management personnel Cost of materials and traffic charges and trade payables consisted of 38 top executives of the Group (2006: 39, Cost of materials and traffic charges from related par- 2005: 36). For the years ended 31 December total ties include roaming and interconnection services, compensation to key management personnel included provided by entities affiliated with Telenor Mobile in salaries and personnel costs comprised: Communications AS and Storm LLC. 2007 2006 2005 Short-term employee benefits 39,120 34,773 24,870 Long-term employee benefits 103 312 70 Total compensation to key management personnel 39,223 35,085 24,940 The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 63 32. Commitments and contingencies (i) Tax risks Ukrainian legislation and regulations regarding taxation and other operational matters, including currency exchange control and custom regulations, continue to evolve. Legislation and regulations are not always clearly written and are subject to varying interpretations by local, regional and national authorities, and other governmental bodies. Instances of inconsistent interpretations are not unusual. Management believes that the Group has complied with all regulations, and paid and accrued all taxes that are applicable. Where the risk of outflow of resources is probable, the Group has accrued provisions based on management’s best estimate. The Group identified certain possible tax contingencies, which are not required to be accrued in the financial statements. Such possible tax contingencies could materialise and require the Group to pay additional amounts of tax. 2007 the Group’s exposure to presented third parties’ claims is UAH 1,000 thousand (2006: UAH 1,000 thousand, 2005: nil). Management believes that the ultimate liability, if any, arising from such claims and complaints, both presented and potential, will not have a material adverse effect on the Group’s financial position or the results of its future operations and is less than probable, accordingly no corresponding accrual was provided in these consolidated financial statements. (iii) Other capital commitments As at 31 December 2007 the Group had outstanding commitments in respect of purchase and construction of property, plant and equipment in amount of UAH 95,247 thousand (2006: UAH 153,846 thousand, 2005: UAH 876,621 thousand). As at 31 December 2007 the Group had outstanding commitments in respect of purchasing intangible assets in amount of UAH 1,239 thousand (2006: UAH As at 31 December 2007 management estimates 31,075 thousand, 2005: UAH 22,558 thousand). such tax contingencies to be approximately UAH 68,125 thousand (2006: 1,725 thousand, 2005: 46,571 (iv) Lease commitments thousand). Operating lease – group as a lessee (ii) Legal matters Future minimum rentals payable under a nonIn the ordinary course of business, the Group is sub- cancellable operating lease as at 31 December were ject to legal actions and complaints. As at 31 December as follows: 2007 2006 2005 Within one year 7,805 9,222 8,741 After one year but not more than five years 51,857 17,109 10,252 More than five years 19,371 21,493 828 79,033 47,824 19,821 The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. 33. Fair value of financial instruments NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 34. Financial instruments and risk management As at 31 December 2007, 2006 and 2005 the carrying The Group’s principal financial instruments, other that value of the Group’s financial instruments approxi- derivatives comprise bank loans and borrowings, cash in mates their fair values. bank and short-term deposits. The Group has various other financial instruments, such as trade payables and In assessing the fair value of financial instruments, the trade receivables, which arise directly from its operations. Group uses a variety of methods and makes assumptions based on market conditions existing at the bal- The Group enters into derivative transactions to ance sheet date. Quoted market prices or dealer hedge its interest rate risk arising on interest-bearing quotes for the specific or similar instruments or the loans and borrowings. It is the Group’s policy not to discounted value of future cash flows are used for trade with financial instruments. long-term debt. To determine the fair value of the remaining long-term financial instruments, the dis- The Group is exposed to market risk, credit risk and liquidity risk. counted values of future cash flows are used. The face values of financial assets and liabilities with a The Group’s overall risk management program focusmaturity of less than one year, less any estimated credit es on the unpredictability and inefficiency of the Ukrainian financial markets and seeks to minimize adjustments, are assumed to be their fair values. potential adverse effects on the financial performance The fair value of financial liabilities is estimated by dis- of the Group. The Group’s senior management overcounting the future contractual cash flows at the cur- sees the management of these risks. The Group’s rent market interest rate available to the Group for senior management is supported by a risk committee similar financial instruments. that advises on financial risks and the appropriate financial risk governance framework for the Group. Fair value of the interest rate swap is estimated by the The financial risk committee provides assurance to present value of future cash flows, calculated by using the Group’s senior management that the Group’s quoted swap curves and exchange rates as at the financial risk-taking activities are governed by approbalance sheet date. priate policies and procedures and that financial risks are identified, measured and managed in accordance with group policies. The policies for managing each of these risks are summarized below. The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 65 Market risk Interest rate risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprise three types of risk: interest rate risk, currency risk and other price risk. Financial instruments affected by market risk include loans and borrowings, deposits and derivative financial instruments. The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s long-term debt obligations with floating interest rates and derivatives. Interest income and interest expense in the income statement are influenced by changes in interest rates in the market. The objective for interest rate risk management is to minimise interest cost and at the same time keep the volatility of future interest payments within acceptable limits. The sensitivity analyses in the following sections relate to the position as at 31 December 2007, 2006 and 2005. The following table demonstrates the sensitivity to a reasonably possible change in interest rates, with all other variThe sensitivity analyses have been prepared on the basis ables held constant, of the Group’s profit before tax (through that the amount of net debt, the ratio of fixed to floating the impact on floating rate borrowings). There is no impact interest rates of the debt and derivatives and the proportion on the Group’s equity. of financial instruments in foreign currencies are all constant and on the basis of the hedge designations in place at 31 December 2007, 2006 and 2005. The analyses exclude the impact of movements in market variables on the carrying value of post-retirement obligations and provisions. The following assumptions have been made in calculating the sensitivity analyses: • The balance sheet sensitivity relates only to derivatives. • The sensitivity of the income statement is the effect of the assumed changes in interest rates on the net interest income for one year, based on the floating rate non-trading financial assets and financial liabilities held at 31 December 2007, 2006 and 2005 including the effect of hedging instruments. 2007 Increase/ Effect (decrease) on profit in basis points before tax Change in USD LIBOR +0,75 Change in USD LIBOR –1,25 (2 064) 3 441 The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 2006 Increase/ (decrease) in basis points Effect on profit before tax Change in USD LIBOR +0,50 Change in USD LIBOR –1,00 2005 Increase/ (decrease) in basis points Effect on profit before tax (2 062) Change in USD LIBOR +1.00 (2,188) 4 125 Change in USD LIBOR –0.50 4,377 The Group has entered into the interest rate swap agreement to manage the risk of changes in the fair value of one of the loans received from Dresdner Bank (Note 21). The table below shows the effective and the ineffective parts of the Group’s fair value hedges. 2007 2006 2005 Net gain recognised in income statement on hedged item – 5,607 17,039 Net loss recognised in income statement on hedging instrument – (2,051) (24,218) Amount of hedge ineffectiveness – 3,556 (7,179) Effect of de-designation – object re-measured at principal amount (Note 20) (17,277) – – The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 67 Foreign currency risk Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Group’s exposure to the risk of changes in foreign exchange rates relates primarily to the Group’s financing activities (when interest-bearing borrowings are denominated in different currency from the Group’s functional currency). In common with many other businesses in Ukraine, foreign currencies, in particular the US dollar (‘USD’) and the Euro (‘EUR’) play a significant role in the underlying economics of the Group’s business transactions. The exchange rates for foreign currencies, in which the Group’s financial assets and liabilities were denominated, against Ukrainian hryvnia (‘UAH’), as declared by the National Bank of Ukraine (‘NBU’) as at the dates stated, were as follows: USD EUR 1 January 2005 5.3054 7.2175 Average for 2005 5.1247 6.3899 31 December 2005 5.0500 5.9716 Average for 2006 5.0500 6.3369 31 December 2006 5.0500 6.6508 Average for 2007 5.0500 6.9179 31 December 2007 5.0500 7.4195 The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. The following tables demonstrate the sensitivity to a of the Group’s profit before tax (due to changes in the reasonably possible change in the corresponding fair value of monetary assets and liabilities). There is exchange rates, with all other variables held constant, no impact on the Group’s equity. 2007 Increase/(decrease) in basis points Effect on profit before tax Change in USD exchange rate +3.10 (77,098) Change in EUR exchange rate +10.10 1,235 Change in USD exchange rate –2.90 72,124 Change in EUR exchange rate –8.40 (1,156) Зміна обмінного курсу євро –8,40 (1 156) 2006 Increase/(decrease) in basis points Change in USD exchange rate +3.00 (83,744) Change in EUR exchange rate +10.30 711 Change in USD exchange rate –2.80 78,161 Change in EUR exchange rate –8.50 (664) The accompanying notes form an integral part of the consolidated financial statements Effect on profit before tax at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 69 2005 Increase/(decrease) in basis points Effect on profit before tax Change in USD exchange rate +3.10 (97,411) Change in EUR exchange rate +11.70 (23,300) Change in GBP exchange rate +8.90 (109) Change in CHF exchange rate +10.50 14 Change in RUR exchange rate +7.20 (12) Change in USD exchange rate –3.10 97,411 Change in EUR exchange rate –11.70 23,300 Change in GBP exchange rate –8.90 109 Change in CHF exchange rate –10.50 (14) Change in RUR exchange rate –7.20 12 Liquidity risk The Group’s objective is to maintain continuity and flexibility of funding through the use of credit terms provided by suppliers and bank loans and borrowings. The Group analyses the aging of its assets and the maturity of its liabilities and plans its liquidity depending on the expected repayment of various instruments. The Group emphasises financial flexibility. An important part of this emphasis is to minimise liquidity risk through ensuring access to a diversified set of funding sources. The Group uses cash and credit facilities to manage short-term liquidity. Long term liquidity needs are managed by raising funds in the capital markets. The tables below show the maturity profile of the Group’s financial liabilities, other than derivative financial instrument, as at 31 December based on contractual undiscounted payments. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 2007 On demand Less than 3 months 3 to 6 months 6 to 12 months 1 to 5 years Total Interest–bearing loans and borrowings 2,280,436 69,794 34,245 104,039 379,305 2,867,819 597,647 15,597 14,998 43,318 671,560 2,280,436 667,441 49,842 119,037 422,623 3,539,379 2006 Less than 3 months 3 to 6 months 6 to 12 months 1 to 5 years More than 5 Total years Interest–bearing loans and borrowings 129,858 55,889 119,430 2,287,563 917,995 Trade and other payables 533,101 8,908 32,026 5,363 662,959 64,797 151,456 2,292,926 Trade and other payables – – 3,510,735 579,398 917,995 4,090,133 2005 Less than 3 months 3 to 6 months 6 to 12 months 1 to 5 years More than 5 Total years Interest–bearing loans and borrowings 128,698 55,407 119,128 2,457,753 986,486 Trade and other payables 301,337 472 6,480 430,035 55,879 125,608 The accompanying notes form an integral part of the consolidated financial statements – 2,457,753 – 986,486 3,747,472 308,289 4,055,761 at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 71 Cash flows arising on the Group’s interest rate swap, The following tables show the reconciliation of gross recognised in the consolidated balance sheet as a and net expected cash flows from derivative financial derivative financial instrument, are settled on net instrument as at 31 December: basis (Note 21). 2007 Less than 3 month 3 to 12 month 1 to 5 years Total Inflows 26,908 26,908 26,908 80,724 Outflows (37,476) (20,086) (11,869) (69,431) Net (10,568) 6,822 15,039 11,293 2006 Less than 3 month 3 to 12 month 1 to 5 years Total Inflows 26,908 26,908 80,724 134,540 Outflows (38,543) (35,823) (69,431) (143,797) Net (11,635) (8,915) 11,293 (9,257) 2005 Less than 3 month 3 to 12 month 1 to 5 years Total Inflows 26,908 26,908 134,540 188,356 Outflows (27,687) (33,349) (143,797) (204,833) Net (779) (6,441) (9,257) (16,477) Credit risk Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily for trade receivables) and from its financing activities, including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments. Financial instruments, which potentially expose the Group to significant concentrations of credit risk, consist principally of cash in bank, short-term deposits and trade and other receivables. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. The Group’s maximum credit risk exposure at 31 December comprised: 2007 2006 2005 Cash and cash equivalents 4,611,689 2,598,949 929,776 Short–term deposits 764,338 Trade and other receivables 292,640 283,684 393,481 5,668,667 2,882,633 1,323,257 – – The Group’s cash is primarily held with major repu- basis. Credit evaluations are performed of all customtable banks located in Ukraine. ers requiring credit over a certain amount. Credit risk arising from financial transactions is reduced through Accounts receivable are presented net of allowances. diversification, through accepting counterparties with The Group does not require collateral in respect of high credit ratings only and through defining limits on financial assets. Concentrations of credit risk with aggregated credit exposure towards each counterrespect to trade receivables are limited by the fact party. The Group’s credit risk exposure is monitored that the Company’s customer base contains signifi- and analysed on a case-by-case basis, and the cant number of small customers, which are consi- Group’s management believes that credit risk is dered unrelated. appropriately reflected in impairment allowances Management has a credit policy in place and the recognised against assets. exposure to credit risk is monitored on an ongoing As at 31 December 2007, 2006 and 2005, the ageing of the Group’s trade receivables and other receivables was as follows: Total Fully impaired Neither past due, nor impaired Past due, but not impaired 30–60 days 60–90 days 90–120 days More than 120 days днів 2007 г. 292 640 55 667 203 201 56 610 29 255 1 986 10 1 578 2006 г. 283 684 45 521 199 410 68 758 343 230 681 14 262 2005 г. 393 481 36 249 319 767 57 202 156 662 – 15 694 Financial derivatives also represent credit risk. The Group’s maximum exposure for financial derivative instruments is described in the liquidity table above. The accompanying notes form an integral part of the consolidated financial statements at 31 December 2007 and 2006 (in thousands of Ukrainian Hryvnia) 73 Capital management The Group considers debt and shareholders’ equity as primary capital sources. The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders as well as to provide financing of its Interest-bearing loans and borrowings (Note 20) operating requirements, capital expenditures and further the Group’s development strategy. The Group’s capital management policies aim to ensure and maintain an optimal capital structure to reduce the overall cost of capital and flexibility relating to the Group’s access to capital markets. 2007 2006 2005 2,280,436 2,581,816 2,568,508 Trade and other payables (Note 26) 671,560 579,398 308,289 Less cash and cash equivalents (4 611 689) (2 598 949) (929 776) (Note 18) (4,611,689) (2,598,949) (929,776) Net debt (1,659,693) 562,265 1,947,021 Total equity 10,179,947 6,658,048 3,903,508 Capital and net debt 8,520,254 7,220,313 5,850,529 Gearing ratio n/a 8% 33% Management believes that the gearing ratio up to and may adjust its capital management policies and 35% is acceptable to the Group. Management moni- targets following changes in its operating environtors on a regular basis the Group’s capital structure ment, market sentiment or its development strategy. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. 35. Events after the balance sheet date (i) The assets swap agreement for exchange of network equipment with Ericsson AB On 21 February 2008 the Company signed Amendment 2 to the assets swap agreement with Ericsson AB. According to the provisions of the Amendment 2 the composition of assets for exchange was changed and the contract amount was reduced to USD 56,492 thousand. Subsequent to the date of Amendment 2 to the assets swap agreement with Ericsson AB the Company exchanged network equipment for the amount of USD 32,860 thousand. The Company plans to exchange the remaining part of network equipment under the swap agreement till the end of 2009. (ii) Shareholders’ Meetings On 16 December 2008 the General Meeting of the Shareholders of the Company approved distribution of the profits for the years of 2004 and 2005 in amount of UAH 3,460,000 thousand among the shareholders in the form of dividends pro rata to the number of shares held by them. Dividends proposed were paid by the Company in cash. On 16 December 2008 the General Meeting of the Shareholders of the Company also approved election of new members of Board of Directors and amendments to the Company’s Charter. (iii) Repayment of interestbearing loans and borrowings Subsequent to the balance sheet date the Company repaid significant part of loans, funded by participation notes, in amount of USD 379,289 thousand. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. Independent Auditors’ Report TO THE SHAREHOLDERS OF CLOSED JOINT STOCK COMPANY KYIVSTAR G.S.M. The accompanying notes form an integral part of the consolidated financial statements 5 We have audited the accompanying consolidated financial statements of Closed Joint Stock Company Kyivstar G.S.M. and its subsidiary (hereinafter together referred to as the ‘the Group’), which comprise the consolidated balance sheet as at 31 December 2008 and the consolidated income statement, consolidated statement of changes in equity and consolidated cash flow statement for the year then ended, and a summary of significant accounting policies and other explanatory notes. Management’s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. Auditors’ Responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion 5 In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Group as at 31 December 2008, and its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards. 30 July 2009 The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. CONSOLIDATED INCOME STATEMENT For the year ended 31 December 2008 (in thousands of Ukrainian Hryvnia) Notes 2008 2007 Revenues 8 12,711,111 10,923,716 Costs of materials and traffic charges 8 (2,142,745) (1,820,424) Salaries and personnel costs 8 (786,954) (644,000) Other operating expenses 8 (2,267,021) (2,034,040) Other income and expenses 8 6,782 (51,399) Depreciation and amortisation 8 (1,635,566) (1,486,732) Impairment losses 8 (83,636) (79,182) 5,801,971 4,807,939 Finance income 8 1,023,585 244,152 Finance costs 8 (190,505) (304,234) Foreign exchange gain, net 298,447 22,704 Profit before tax 6,933,498 4,770,561 (1,860,045) (1,248,662) 5,073,453 3,521,899 474.71 329.54 Income tax expense 9 Profit for the year Earnings per share, UAH 31 Signed and authorised for release on behalf of Closed Joint Stock Company Kyivstar G.S.M. on 30 July 2009: Igor Lytovchenko, President Andrew Simmons, Chief Financial Officer The accompanying notes form an integral part of the consolidated financial statements Lesya Samoylovich, Deputy Chief Financial Officer, Chief Accountant 7 CONSOLIDATED BALANCE SHEET As at 31 December 2008 (in thousands of Ukrainian Hryvnia) Notes 2008 2007 Property, plant and equipment 10 6,883,797 6,603,393 Intangible assets 11 1,205,023 1,390,421 Derivative financial instrument 22 Other non-current assets Deferred tax asset ASSETS Non-current assets – 969 12 88,599 147,654 9 110,934 241,424 8,288,353 8,383,861 Current assets 58,330 52,290 Trade and other receivables Inventories 13 628,244 292,640 Derivative financial instrument 22 37,014 – 5,776 – Prepaid income tax Prepaid taxes, other than income tax 14 38,305 8,970 Prepayments 15 57,070 110,015 Deferred expenses 17 93,227 107,606 Short-term deposits 18 3,063,312 764,338 Cash and cash equivalents 19 5,068,369 4,611,689 Assets of disposal group classified as held for sale 30 TOTAL ASSETS 9,049,647 5,947,548 90,267 170,268 9,139,914 6,117,816 17,428,267 14,501,677 The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. CONSOLIDATED BALANCE SHEET (continued) As at 31 December 2008 (in thousands of Ukrainian Hryvnia) Notes 2008 2007 EQUITY AND LIABILITIES Equity attributable to equity holders of the parent Share capital 20 Retained earnings 656,499 656,499 11,136,901 9,523,448 11,793,400 10,179,947 19,798 17,561 19,798 17,561 Non-current liabilities Employee benefit liability 23 Current liabilities Interest-bearing loans and borrowings 21 985,055 2,280,436 Derivative financial instrument 22 – 7,513 Employee benefit liability 23 4,453 1,469 Deferred revenue 24 730,331 848,532 Provisions 25 4,891 3,325 34,848 103,853 Income tax payable Taxes payable, other than income tax 26 92,300 90,963 Dividends payable to equity holders of the parent 20 2,905,653 – Trade and other payables 27 530,997 671,560 Advances received 28 121,453 133,030 Other current liabilities 29 205,088 163,488 5,615,069 4,304,169 17,428,267 14,501,677 TOTAL EQUITY AND LIABILITIES The accompanying notes form an integral part of the consolidated financial statements 9 CONSOLIDATED CASH FLOW STATEMENT For the year ended 31 December 2008 (in thousands of Ukrainian Hryvnia Notes 2008 2007 6,933,498 4,770,561 Depreciation of property, plant and equipment 1,232,665 1,144,943 Impairment of property, plant and equipment 83,636 79,182 Amortisation of intangible assets 402,901 341,789 Loss on disposal of property, plant and equipment and intangibles 50,026 48,507 Gain on disposal of assets, classified as held for sale (46,307) – Interest income (992,763) (231,042) Interest expense related to bank loans 172,012 285,636 Other finance costs 18,493 18,598 Gain on derivative financial instrument (30,822) (13,110) Movements in provisions and defined employee benefit liability 6,787 11,488 Unrealised foreign exchange gain 205,253 19,343 (Increase)/decrease in inventories (6,040) 10,537 Increase in trade and other receivables and prepayments (123,995) (9,685) Increase in short-term deposits (2,298,974) (764,338) Decrease in deferred expenses 14,379 29,447 Decrease in trade and other payables (24,597) (84,342) OPERATING ACTIVITIES Profit before tax Adjustments to reconcile profit before tax to net cash flows: Working capital adjustments: (Decrease)/increase in deferred revenue (118,201) 33,685 (Decrease)/increase in advances received (11,577) 39,865 Increase in other liabilities 42,935 78,382 Interest received 866,534 216,736 Interest paid (232,111) (215,959) Income taxes paid (1,804,335) (1,289,957) Net cash flows from operating activities 4,339,397 4,520,266 The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. CONSOLIDATED CASH FLOW STATEMENT (continued) For the year ended 31 December 2008 (in thousands of Ukrainian Hryvnia) Notes 2008 2007 Purchase of property, plant and equipment (1,631,654) (1,609,496) Purchase of intangible assets (294,016) (449,804) Proceeds from sale of property, plant and equipment 10,745 3,602 Proceeds from disposal of assets, classified as held for sale 77,655 – Net cash flows used in investing activities (1,837,270) (2,055,698) Investing activities Financing activities Dividends paid to equity holders of the parent (543,996) – Withholding tax paid on dividends (10,351) – Repayment of loans and borrowings (1,777,464) (393,900) Payment of financial fees (16,331) (18,035) Proceeds from derivative financial instrument 6,546 – Payments on derivative financial instrument (10,568) (20,550) Net cash flows used in financing activities (2,352,164) (432,485) Net increase in cash and cash equivalents 149,963 2,032,083 Net foreign exchange difference 306,717 (19,343) 4,611,689 2,598,949 5,068,369 4,611,689 Non-cash transactions 2008 2007 Release to the income statement of deferred connection and subscription fees 207,967 225,601 Release to the income statement of deferred connection costs (65,782) (99,056) Cash and cash equivalents as at 1 January 19 Cash and cash equivalents as at 31 December 19 NOTES The accompanying notes form an integral part of the consolidated financial statements 11 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the year ended 31 December 2008 (in thousands of Ukrainian Hryvnia) Attributable to equity holders of the parent Share capital (Note 20) Retained earnings Total equity Balance at 1 January 2007 656,499 6,001,549 6,658,048 Profit for the year – 3,521,899 3,521,899 Balance at 31 December 2007 656,499 9,523,448 10,179,947 Profit for the year – 5,073,453 5,073,453 Dividends declared (Note 20) – (3,460,000) (3,460,000) Balance at 31 December 2008 656,499 11,136,901 11,793,400 The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 1. Corporate information Closed Joint Stock Company Kyivstar G.S.M. (hereinafter referred to as ‘Kyivstar G.S.M.’ or ’the Company’) was established and registered on 3 September 1997 under the laws of Ukraine. The Company is involved in the design, construction and operating of a dedicated cellular telecommunications network and provides a wide range of mobile communication services in Ukraine. In October 1997, the Company was granted a 900 MHz (GSM) cellular licence for operation in Ukraine. In addition to that, during 2002 and 2003, the Company obtained 1800 MHz (GSM) cellular licences for operations in defined regions of Ukraine and started providing GSM-1800 services in those regions. These licences give the Company the right to operate using the GSM standard for 15 years from the commencement of operations. In addi- tion, the Company was granted other licences that give the Company the right to develop and operate wireless, long-distance, local wire networks, and a data transfer network throughout the country. These licences are provided for a 13 to 15 year period. The Company began commercial operations on 9 December 1997 in Kyiv. Currently, it operates through 6 branches located in Kyiv, Dnipropetrovsk, Odessa, Kharkiv, Lviv and Simferopol. The Company’s registered legal address is at 51, Chervonozoryanyy Av., Kyiv, 03110, Ukraine. The Company’s head office and principal place of business is at 53, Degtyrivska St., Kyiv, 03113, Ukraine. As at 31 December 2007 and 2008 the Company’s shareholders and their respective declared interests were as follows: 2008 2007 Interest Number of shares Interest Number of shares Telenor Mobile Communications AS (Norway) 56.52% 6,040,255 56.52% 6,040,258 Storm LLC (Ukraine) 43.48% 4,647,124 43.48% 4,647,127 Other shareholders less than 0.01% 10 less than 0.01% 4 100.00% 10,687,389 100.00% The Company has one wholly owned subsidiary – Joint Stock Company ‘Staravto’, which was established in order to provide transportation services to the Company. The Company and its subsidiary are hereinafter together referred to as ‘the Group’. The accompanying notes form an integral part of the consolidated financial statements 10,687,389 at 31 December 2008 (in thousands of Ukrainian Hryvnia) 13 2. Operating environment, risks and economic conditions in Ukraine The Ukrainian economy while deemed to be of market status, continues to display certain characteristics consistent with that of an economy in transition. These characteristics include, but are not limited to, low levels of liquidity in the capital markets, high inflation and the existence of currency controls which cause the national currency to be illiquid outside of Ukraine. The stability of the Ukrainian economy will be significantly impacted by the Government’s policies and actions with regard to administrative, legal, and economic reforms. As a result, operations in Ukraine involve risks that are not typical for developed markets. The Ukrainian economy is vulnerable to market downturns and economic slowdowns elsewhere in the world. The ongoing global financial crisis has resulted in considerable instability in the capital markets, significant deterioration in the liquidity of banks, much tighter credit conditions where credit is available, and significant devaluation of the national currency against major currencies. Furthermore, in the fourth quarter of 2008, international agencies began to downgrade the country’s credit ratings. Whilst the Ukrainian Government is introducing various stabilisation measures aimed at providing liquidity and supporting debt refinancing for Ukrainian banks, there continues to be uncertainty regarding access to capital and its cost for the Group and its counterparties. These factors could affect the Group’s financial position, results of operations and business prospects. Whilst management believes it is taking appropriate measures to support the sustainability of the Group’s business in the current circumstances, unexpected further deterioration in the areas described above could negatively affect the Group’s results and financial position in a manner not currently determinable. 3. Basis of preparation The consolidated financial statements have been prepared on a historical cost basis, except for derivative financial instruments measured at fair value, and certain financial instruments measured in accordance with the requirements of IAS 39 Financial instruments: recognition and measurement. Statement of compliance The consolidated financial statements of the Group have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). • IAS 23 Borrowing Costs (Revised) The Group has early adopted the following IFRS and IFRIC interpretation since 1 January 2005, the date of the Group’s transition to IFRS: The principal effects of adopting these IFRS and IFRIC are as follows: effective 1 January 2009 • IFRIC 13 Customer Loyalty Programmes effective 1 July 2008 The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. IAS 23 Borrowing Costs (Revised) The IASB issued an amendment to IAS 23 in April 2007. The revised IAS 23 requires capitalisation of borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset. Therefore, the Group capitalises borrowing costs on qualifying assets with a commencement date on or after 1 January 2005. IFRIC 13 Customer Loyalty Programmes The IFRIC issued IFRIC 13 in June 2007. This interpretation requires customer loyalty credits to be accounted for as a separate component of the sales transaction in which they are granted. A portion of the fair value of the consideration received is allocated to the award credits and deferred. This is then recognised as revenue over the period that the award credits are redeemed. Improvements to IFRSs In May 2008 IASB issued the first omnibus of amendments to its standards, primarily with a view to removing inconsistencies and clarifying wording. There are separate transitional provisions for each standard. The Group has early adopted the following amendments to standards: • IAS 16 Property, Plant and Equipment: Replace the term ‘net selling price‘ with ‘fair value less costs to sell’. The Group amended its accounting policy accordingly, which did not result in any change in the financial position and performance. • IAS 23 Borrowing Costs: The definition of borrowing costs is revised to consolidate the two types of items that are considered components of ‘borrowing costs’ into one – the interest expense calculated using the effective interest rate method in accordance with IAS 39. The Group has amended its accounting policy accordingly, which did not result in any change in its financial position and performance. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS • IAS 36 Impairment of Assets: When discounted cash flows are used to estimate ‘fair value less cost to sell’ additional disclosure is required about the discount rate, consistent with disclosures required, when the discounted cash flows are used to estimate ‘value in use’. This amendment has no immediate impact on the financial statements of the Group because the recoverable amount of its cash generating units is currently estimated using ‘value in use’. These consolidated financial statements are presented in thousands of Ukrainian Hryvnia (‘UAH’) and all values are rounded off to the nearest thousand except where otherwise indicated. Basis of consolidation The consolidated financial statements comprise the financial statements of the Company and its wholly-owned subsidiary. The subsidiary’s financial statements are prepared as at the same reporting date as the Company’s, using consistent accounting policies. All intra-group balances, income and expenses and unrealised gains and losses resulting from intra-group transactions are eliminated in full. Functional and presentation currencies The Group’s functional and presentation currency is Ukrainian Hryvnia. Foreign currency translation Transactions denominated in currencies other than the relevant functional currency (foreign currencies) are initially recorded in the functional currency at the rate in effect at the date of transaction. Monetary assets and liabilities denominated in foreign currencies are translated at the functional-currency rate of exchange in effect at the balance sheet date. Non-monetary items that were measured in terms of historical cost in a foreign currency are translated using the exchange rate as at the date of the initial transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair values were determined. The resulting gains and losses are recognised in income statement. at 31 December 2008 (in thousands of Ukrainian Hryvnia) 15 4. Changes in accounting policies The accounting policies adopted are consistent with those of the previous financial year except as follows: The Group has adopted the following new and amended IFRS and IFRIC interpretations during the year. Adoption of these revised standards and interpretations did not have an effect on the financial performance or position of the Group. • IFRIC 11 IFRS 2 – Group and Treasury Share Transactions • IFRIC 12 – Service Concession Arrangements • IFRIC 14 IAS 19 – The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction The principal effects of these changes are as follows: IFRIC 11 IFRS 2 – Group and Treasury Share Transactions The Group has adopted IFRIC Interpretation 11 insofar as it applies to consolidated financial statements. This interpretation requires arrangements whereby an employee is granted rights to an entity’s equity instruments to be accounted for as an equity-settled scheme, even if the entity buys the instruments from another party, or the shareholders provide the equity instruments needed. The Group amended its accounting policy accordingly. The Group has not issued instruments caught by this interpretation. IFRIC 12 – Service Concession Arrangements The IFRIC issued IFRIC 12 in November 2006. This interpretation applies to service concession operators and explains how to account for the obligations undertaken and rights received in service concession arrangements. No member of the Group is an operator and, therefore, this interpretation has no impact on the Group. IFRIC 14 IAS 19 – The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction IFRIC Interpretation 14 provides guidance on how to assess the limit on the amount of surplus in a defined benefit scheme that can be recognised as an asset under IAS 19 Employee Benefits. The Group amended its accounting policy accordingly. The Group’s defined benefit plans are unfunded, therefore, the adoption of this interpretation had no impact on the financial position or performance of the Group. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 5. Summary of significant accounting policies Revenue recognition and measurement Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue can be reliably measured. Revenues are measured at the fair value of the discounts, rebates and sales taxes. These taxes are regarded as collected on behalf on the authorities. Revenues primarily comprise sales of: • Services: revenue from air time charges, interconnection fees, subscription and connection fees, fees for data network services; • Customer equipment: telephony handsets, modems, etc. Air time revenue The Company earns air time revenue by providing its prepaid and post-paid subscribers with access to the cellular network and routing their calls through the network and its roaming partners’ networks. Revenue from interconnection Revenue from interconnection represents the revenue earned for the termination of calls from other telecommunications service providers’ networks on the Company’s network. Air time and interconnection revenue is recognised in the period when the respective service is rendered. Connection and subscription fees Connection fees are paid by subscribers for the first time activation of network service. Revenues from connection that are linked to other elements in a way that the commercial effect cannot be understood without reference to the other transactions are deferred and recognised over the periods that the fees are earned, which is the expected period of the customer relationship and approximates 3 years. The expected period of the customer relationship is based on past history of churn and expected development of the Company. The accompanying notes form an integral part of the consolidated financial statements Subscription fees mainly consist of various supplementary subscriptions and also include change of subscription type and transfer of subscriptions from one location to another. One time subscription fees that are linked to other elements in a way that the commercial effect cannot be understood without reference to the other transactions are deferred and recognised over the periods that the fees are earned, which is the subscription validity period or, in case of no validity period, the expected period of the customer relationship, which approximates 3 years. Periodic fees Periodic fees are recognised in the period when the respective service is rendered. Sales of telephony handsets and modems Revenues from sales of handsets and modems are normally recognised, when the related significant risks and rewards are transferred to the buyer. Discounts Discounts are often provided in the form of cash discount, free or discounted products or services delivered by the Company or by external parties. Discounts are recorded on a systematic basis over the period the discount is earned. Cash discounts or free products are recorded as revenue reductions. Free products or services delivered by external parties are recorded as expenses. Presentation Where the Company’s role in a transaction is a principal, revenue is recognised on a gross basis. The evaluation of whether the Company is acting as principal or agent is based on an evaluation of the substance of the transaction, the responsibility for providing the goods or services and setting prices and the underlying financial risk and rewards. This evaluation requires revenue to comprise the gross value of the transaction billed to the customer, after trade discounts, with any related expenditure charged as an operating cost. Where the Company’s role in a transaction is that of an agent, revenue is recognised on a net basis and represents the margin earned. at 31 December 2008 (in thousands of Ukrainian Hryvnia) Interest income Interest income is recognised as interest accrued (using the effective interest method). Interest income is included in finance income in the income statement. Deferred revenue Cellular service revenue is recognised on the basis of actual airtime usage by the end customer. Unused time on sold prepaid cards is recognised as deferred revenue until the related services have been provided to the subscribers or the prepaid card has expired. Loyalty programs Customer loyalty credits are accounted for as a separate component of the sales transaction, in which they are granted. A portion of the fair value of the consideration received is allocated to the award credits and deferred, based on estimated number of award credits that will actually be earned by the customer. This is then recognised as revenue over the period that the award credits are redeemed. Costs related to connection fees Initial direct costs incurred in earning connection fees are deferred over the same period as the revenue, limited to the amount of the deferred connection fees. Costs incurred consist primarily of the cost of the SIM card and dealers’ bonuses. In some cases costs associated with connection fees exceed the revenues and the amount of connection costs exceeding the amount of deferred connection fees is expensed. Advertising costs, marketing and sales commissions Advertising costs, marketing and sales commissions are expensed as incurred, unless they form part of the costs that are deferred in relation to deferral of connection fees as described above. Property, plant and equipment Property, plant and equipment is stated at cost less accumulated depreciation and any accumulated impairment losses. Cost includes professional fees and, for qualifying assets, borrowing costs are capitalised. Depreciation is calculated 17 to reduce the cost of assets, other than land, to their estimated residual value, if any, over their estimated useful lives. Depreciation commences, when the assets are ready for their intended use. Repair and maintenance is expensed as incurred. If new parts are capitalised, replaced parts are derecognised and any remaining net book value is recorded to operating profit (loss) as loss on disposal. Depreciation is calculated on a straightline basis over the estimated remaining useful life of the asset as follows: Asset category Useful life (years) Local, regional & trunk networks 20 Mobile telephone network and switches 3 –15 Radio installations 7 Buildings 15 –30 Corporate administrative assets 3 –4 Depreciation method, estimated useful life and residual value are evaluated at least annually and adjusted prospectively, if appropriate. Residual value is estimated to be zero for most assets, except for vehicles, which are included in corporate administrative assets, that the Group does not expect to use for the assets’ whole economic life. Changes in estimates are accounted for prospectively. Depreciation commences on the first day of the month following the date of putting the item into operation. Freehold land is not depreciated. An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the item) is included in the income statement in the year the item is derecognised. Assets held under finance leases and leasehold improvements are depreciated over their expected useful lives on the same basis as owned assets or, where shorter, the term of the relevant lease. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. Construction in progress Assets in the course of construction are capitalised as a separate component of property, plant and equipment. On completion, the cost of construction is transferred to the appropriate category. Construction in progress is not depreciated. Dismantled equipment When equipment, which was used by the Group, is temporarily dismantled or transferred from one location to another, it is continued to be depreciated on a straight-line basis over the original estimated useful life. This is based on the fact that telecommunication equipment is subject to moral (functional) depreciation due to technical innovation rather than physical (wear and tear) depreciation. When the dismantled equipment is put back in service, the cost of the base station, into which it is included, is increased by the cost of the previously dismantled equipment and accumulated depreciation is increased by the amount of depreciation of the previously dismantled equipment, accumulated for the period, during which the item was accounted for as dismantled equipment. Uninstalled equipment Uninstalled equipment represents equipment purchased by the Group, but not yet put into operation. Uninstalled equipment is not depreciated. Land Freehold land to which the Group has due legal title is included in the Group’s balance sheet at its historical cost. Freehold land is not depreciated. Leases Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases. The evaluation is based on the substance of the transaction. However, situations that individually would normally lead the Group to classify a lease as a finance lease is if the lease term is more than 75 percent of the estimated economic life or the present value of the minimum lease payments exceeds 90 percent of the fair value of the leased asset. The Group may enter into an arrangement that does not take the legal form of a lease but conveys a right The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS to use an asset in return for a payment or series of payments. Determining whether an arrangement is, or contains, a lease is based on the substance of the arrangement and requires an assessment of whether: (a) fulfilment of the arrangement is dependent on the use of a specific asset; and (b) the arrangement conveys a right to use the asset. The Group as lessee Plant and equipment acquired by way of finance lease is capitalised and carried at the lower of its fair value and the present value of the minimum lease payments at inception of the lease, less accumulated depreciation and impairment losses. Leased assets are depreciated over the useful life of the asset. Operating lease payments are charged to profit or loss on a straight-line basis over the term of the relevant lease. Benefits received and incentives to enter into an operating lease are also amortised on a straight-line basis over the lease term. Prepaid lease payments made on entering into operating leases or acquiring leaseholds are amortised over the lease term in accordance with the pattern of benefits provided and included in the line item ‘depreciation and amortisation’ in the income statement. Borrowing costs Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the respective assets. All other borrowing costs are expensed in the period they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds. Intangible assets Intangible assets acquired are initially measured at cost. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and any accumulated impairment losses. Intangible assets with finite useful lives are amortised over the useful economic lives. Useful lives and amortisation method for intangible assets is reviewed at least annually, and adjusted prospectively if appropriate. at 31 December 2008 (in thousands of Ukrainian Hryvnia) 19 Amortisation is provided using the straightline basis over the estimated useful lives of the related assets as follows: Asset category Useful life (years) Licences 10–15 Network and billing software 5 Gains and losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognised as other expenses in the income statement. Impairment of non-financial assets The Group assesses at each reporting date whether there is an indication that an asset may be impaired. If any such indication exists, or when annual impairment testing for an asset is required, the Group makes an estimate of the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or groups of assets. Where the carrying amount of an asset or cash generating unit exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. Impairment losses of continuing operations are recognised in the income statement. A cash generating unit is the smallest identifiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. In identifying whether cash inflows from an asset (or group of assets) are largely independent of the cash inflows from other assets (or group of assets), the management considers various factors including how management monitors the entity’s operations (such as by product or service lines, businesses, geographical areas). Based on the specifics of the Group’s operations, the management has identified that the Group has one cash generating unit, which is the Company’s network as a whole. An assessment is made at each reporting date as to whether there is any indication that previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the recoverable amount is estimated. A previously recognised impairment loss is reversed only if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss was recognised. If that is the case the carrying amount of the asset is increased to its recoverable amount. That increased amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognised for the asset in prior years. Such reversal is recognised in profit or loss. After such a reversal the depreciation charge is adjusted in future periods to allocate the asset’s revised carrying amount, less any residual value, on a systematic basis over its remaining useful life. Financial assets Initial recognition Financial assets within the scope of IAS 39 are classified as financial assets at fair value through profit or loss, loans and receivables, held-tomaturity investments, available-for-sale financial assets, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Group determines the classification of its financial assets at initial recognition. Financial assets are recognised initially at fair value plus, in the case of investments not at fair value through profit or loss, directly attributable transaction costs. Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the marketplace (regular way purchases) are recognised on the trade date, i.e., the date that the Group commits to purchase or sell the asset. The Group’s financial assets include cash and short-term deposits, trade and other receivables, loans, and derivative financial instruments. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. Subsequent measurement The subsequent measurement of financial assets depends on their classification as follows: Financial assets at fair value through profit or loss Financial assets at fair value through profit or loss include financial assets held for trading and financial assets designated upon initial recognition at fair value through profit or loss. Financial assets are classified as held for trading if they are acquired for the purpose of selling in the near term. This category includes derivative financial instrument entered into by the Group that do not meet the hedge accounting criteria as defined by IAS 39. Financial assets at fair value through profit and loss are carried in the balance sheet at fair value with gains or losses recognised in the income statement. Loans and receivables Loans and receivables are non derivative financial assets with fixed or determinable payments that are not quoted in an active market. Such financial assets are carried at amortised cost using the effective interest rate method. Gains and losses are recognised in the consolidated income statement when the loans and receivables are derecognised or impaired, as well as through the amortisation process. Held-to-maturity investments Non derivative financial assets with fixed or determinable payments and fixed maturities are classified as held-to-maturity, when the Group has the positive intention and ability to hold it to maturity. After initial measurement held-to-maturity investments are measured at amortised cost using the effective interest method. This method uses an effective interest rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset. Gains and losses are recognised in the consolidated income statement, when the investments are derecognised or impaired, as well as through the amortisation process. The Group did not have any held-to-maturity investments during the years ended 31 December 2008 and 2007. Available-for-sale financial assets Available-for-sale financial assets are non-derivative financial assets that are designated as availablefor-sale or are not classified in any of the three The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS preceding categories. After initial measurement, available-for-sale financial assets are measured at fair value with unrealised gains or losses recognised directly in equity until the investment is derecognised, at which time the cumulative gain or loss recorded in equity is recognised in the income statement, or determined to be impaired, at which time the cumulative loss recorded in equity is recognised in the income statement. The Group did not have any availablefor-sale financial assets during the years ended 31 December 2008 and 2007. Financial liabilities Initial recognition Financial liabilities within the scope of IAS 39 are classified as financial liabilities at fair value through profit or loss, loans and borrowings, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Group determines the classification of its financial liabilities at initial recognition. Financial liabilities are recognised initially at fair value plus in the case of loans and borrowings, directly attributable transaction costs. The Group’s financial liabilities mainly include trade and other payables, loans and borrowings, and derivative financial instruments. Subsequent measurement The measurement of financial liabilities depends on their classification as follows: Financial liabilities at fair value through profit or loss Financial liabilities at fair value through profit or loss includes financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading if they are acquired for the purpose of selling in the near term. This category includes derivative financial instruments entered into by the Group that do not meet the hedge accounting criteria as defined by IAS 39. Gains or losses on liabilities held for trading are recognised in the income statement. at 31 December 2008 (in thousands of Ukrainian Hryvnia) Loans and borrowings After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate method. Gains and losses are recognised in the income statement when the liabilities are derecognised as well as through the amortisation process. Offsetting of financial instruments Financial assets and financial liabilities are offset and the net amount reported in the consolidated balance sheet if, and only if, there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously. Fair value of financial instruments The fair value of financial instruments that are actively traded in organised financial markets is determined by reference to quoted market bid prices at the close of business on the balance sheet date. For financial instruments where there is no active market, fair value is determined using valuation techniques. Such techniques may include using recent arm’s length market transactions; reference to the current fair value of another instrument that is substantially the same; discounted cash flow analysis or other valuation models. Amortised cost of financial instruments Amortised cost is computed using the effective interest method less any allowance for impairment and principal repayment or reduction. The calculation takes into account any premium or discount on acquisition and includes transaction costs and fees that are an integral part of the effective interest rate. Impairment of financial assets The Group assesses at each balance sheet date whether there is any objective evidence that a financial asset or a group of financial assets is impaired. A financial asset or a group of financial assets is deemed to be impaired if, and only if, there is objective evidence of impairment as a result of one or more events that has occurred after the initial recognition of the asset (an incurred ‘loss event’) 21 and that loss event has an impact on the estimated future cash flows of the financial asset or the group of financial assets that can be reliably estimated. Evidence of impairment may include indications that the debtors or a group of debtors is experiencing significant financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganisation and where observable data indicate that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults. Assets carried at amortised cost For assets carried at amortised cost, the Group first assesses individually whether objective evidence of impairment exists for financial assets that are individually significant, or collectively for financial assets that are not individually significant. If the Group determines that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics and collectively assesses them for impairment. Assets that are individually assessed for impairment and for which an impairment loss is, or continues to be, recognised are not included in a collective assessment of impairment. If there is objective evidence that an impairment loss has been incurred, the amount of the loss is measured as the difference between the asset’s carrying amount and the present value of estimated future cash flows (excluding future expected credit losses that have not yet been incurred). The carrying amount of the asset is reduced through the use of an allowance account and the amount of the loss is recognised in the income statement. Interest income continues to be accrued on the reduced carrying amount based on the original effective interest rate of the asset. Loans and receivables together with the associated allowance are written off when there is no realistic prospect of future recovery and all collateral has been realised or has been transferred to the Group. If, in a subsequent year, the amount of the estimated impairment loss increases or decreases because of an event occurring after the impairment was recognised, the previously recognised impairment loss is increased or reduced by adjusting the allowance account. If a future write-off is later recovered, the recovery is recognised in the income statement. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. The present value of the estimated future cash flows is discounted at the financial asset’s original effective interest rate. If an instrument has a variable interest rate, the discount rate for measuring any impairment loss is the current effective interest rate. Available-for-sale financial investments For available-for-sale financial investments, the Group assesses at each balance sheet date whether there is objective evidence that an investment or a group of investments is impaired. In the case of equity investments classified as available-for-sale, objective evidence would include a significant or prolonged decline in the fair value of the investment below its cost. Where there is evidence of impairment, the cumulative loss – measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that investment previously recognised in the income statement – is removed from equity and recognised in the income statement. Impairment losses on equity investments are not reversed through the income statement; increases in their fair value after impairment are recognised directly in equity. In the case of debt instruments classified as available-for-sale, impairment is assessed based on the same criteria as financial assets carried at amortised cost. Interest continues to be accrued at the original effective interest rate on the reduced carrying amount of the asset. If, in a subsequent year, the fair value of a debt instrument increases and the increase can be objectively related to an event occurring after the impairment loss was recognised in the income statement, the impairment loss is reversed through the income statement. Derecognition of financial instruments Financial assets A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is derecognised when: • the rights to receive cash flows from the asset have expired; or The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS • the Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset. When the Group has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, and has neither transferred nor retained substantially all the risks and rewards of the asset nor transferred control of the asset, a new asset is recognised to the extent of the Group’s continuing involvement in the asset. Continuing involvement that takes the form of a guarantee over the transferred asset, is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Group could be required to repay. When continuing involvement takes the form of a written and/or purchased option (including a cash settled option or similar provision) on the transferred asset, the extent of the Group’s continuing involvement is the amount of the transferred asset that the Group may repurchase, except that in the case of a written put option (including a cash settled option or similar provision) on an asset measured at fair value, the extent of the Group’s continuing involvement is limited to the lower of the fair value of the transferred asset and the option exercise price. Financial liabilities A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in the income statement. at 31 December 2008 (in thousands of Ukrainian Hryvnia) Employee benefits The Group makes defined contributions to the State Pension fund at the relevant statutory rates in force during the year, based on gross salary payments; such an expense is charged in the period when the related salaries are earned. In addition to the above, employees of the Group are entitled to jubilee and post-employment benefits. Jubilee benefits are paid out on occasion of anniversary, while post-employment benefits are paid out as a one-off benefit upon retirement. The amount of those benefits depends on the tenure with the Company and the average salary. The benefits payable under these arrangements are unfunded. The expected cost of providing employee benefits is determined annually using the projected unit credit actuarial valuation method to calculate the net present value of benefit obligations at the balance sheet date. The balance of employee benefit obligations equals discounted payments to be made in the future and accounts for staff turnover and relates to the period to the balance sheet date. Demographic information and information on staff turnover are based on historical data. Gains and losses resulting from the use of actuarial valuation methodologies to calculate postemployment benefits are recognised when the cumulative unrecognised actuarial gains or losses for the plan at the end of the previous reporting period exceed 10% of defined benefit obligation at that date. These gains or losses are recognised as income or expense over the expected average remaining working lives of the employees participating in the plan. Any actuarial gains or losses relating to jubilee benefits are recognised in the income statement in the period in which they arise. The past service cost is recognised as an expense on a straight-line basis over the average period until the benefits become vested. 23 If the benefits are already vested following the introduction of, or changes to, a pension plan, past service cost is recognised immediately. The defined benefit liability is the aggregate of the present value of the defined benefit obligation and actuarial gains and losses not recognised reduced by past service cost not yet recognised. Taxes Current income tax Current tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted by the balance sheet date. Deferred income tax Deferred income tax is provided using the liability method on temporary differences at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes. Deferred tax liabilities are recognised for all taxable temporary differences, except: • where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and • in respect of taxable temporary differences associated with investments in subsidiaries, where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. Deferred income tax assets are recognised for all deductible temporary differences and carry-forward of unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carryforward of unused tax losses can be utilised except: • where the deferred income tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; in respect of deductible temporary differences associated with investments in subsidiaries, deferred tax assets are recognised only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilised. The carrying amount of deferred income tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Unrecognised deferred income tax assets are reassessed at each balance sheet date and are recognised to the extent that it has become probable that future taxable profit will allow the deferred tax asset to be recovered. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance sheet date. Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Value-added tax Revenues, expenses and assets are recognised net of the amount of value-added tax (“VAT”) except: • where VAT incurred on a purchase of assets or services is not recoverable from the taxation authority, in which case VAT is recognised as part of the cost of acquisition of the asset or as part of expense item as applicable; and • receivables and payables are stated with the amount of VAT included. The net amount of VAT recoverable from, or payable to, the taxation authority is disclosed in the notes to the consolidated balance sheet. Current/ non-current classification An asset/liability is classified as current, when it is expected to be realised (settled) or is intended for sale or consumption in, the Group’s normal operating cycle, it is held primarily for the purpose of being traded, or it is expected/due to be realised or settled within twelve months after the balance sheet date. Other assets/liabilities are classified as non-current. Financial instruments are classified based on expected life, except for the trading instruments, and consistent with the underlying hedged item. Deferred revenues and respective costs of connection are classified as current. Cash and cash equivalents Cash and cash equivalents include cash at banks and on hand and short-term deposits with an original maturity of three months or less. For the purpose of consolidated cash flow statement, cash and cash equivalents consists of cash and cash equivalents as defined above, net of outstanding bank overdrafts. at 31 December 2008 (in thousands of Ukrainian Hryvnia) 25 Provisions Inventories Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Where the Group expects some or all of 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. The expense relating to any provision is presented in the income statement net of any reimbursement. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost. Inventories are valued at the lower of cost or net realisable value for items that will be sold as a separate product. Inventories that will be sold as part of a transaction with several components, which the Group expects to earn net income from, are valued at cost even if the selling price of the inventory is below cost price. Cost is determined using the FIFO method. Contingent assets and liabilities A contingent asset is not recognised in the financial statements but disclosed when an inflow of economic benefits is probable. Contingent liabilities are not recognised in the financial statements unless it is probable that an outflow of economic resources will be required to settle the obligation and it can be reasonably estimated. They are disclosed unless the possibility of an outflow of resources embodying economic benefits is remote. Events after the balance sheet date Events after the balance sheet date that provide additional information on the Group’s position at the balance sheet date (adjusting events) are reflected in the consolidated financial statements. Events after the balance sheet date that are not adjusting events are disclosed in the notes when material. Change in presentation of comparative information Certain reclassifications have been made to the 2007 amounts in order to conform with the 2008 information. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. 6. Critical accounting judgements and key sources of estimation uncertainty Key sources of estimation uncertainty – critical accounting estimates Certain amounts included in or affecting the consolidated financial statements and related disclosures must be estimated, requiring management to make assumptions with respect to values or conditions which cannot be known with certainty at the time the consolidated financial statements are prepared. A ‘critical accounting estimate’ is one, which is both important to the portrayal of the Group’s financial condition and results and requires management’s most difficult, subjective or complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. Management evaluates such estimates on an ongoing basis, based upon historical results and experience, consultation with experts, trends and other methods, which management considers reasonable in the particular circumstances, as well as the forecasts as to how these might change in the future. However, uncertainty about these estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods. Revenue recognition The main part of the Group’s revenues is based on usage, such as traffic or periodic subscriptions. The Company has many subscribers and The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS offers a number of different services with different price plans. The Company provides discounts of various types, often in connection with different campaigns. Management has to make a number of estimates related to recognising revenues. To some extent, management has to rely on information from other operators on amounts of services delivered. For some services, the other parties may dispute the prices charged. Management makes estimates of the final outcome. Some revenues are recorded in the balance sheet as deferred revenue, e.g. some connection fees, which means that the management has to estimate the average customer relationship period. Employee benefits The cost of long-term employee benefits and other post employment benefits is determined using actuarial valuations. The actuarial valuation involves making assumptions about discount rates, future salary increases and future pension increases. All assumptions are reviewed at each reporting date. In determining the discount rate, the management considers the market yields on government bonds. The turnover rate is calculated based on the past experience. Further details about the assumptions used are given in Note 23. Deferred tax assets Deferred tax assets are recognised for all deductible temporary differences to the extent that it is probable that taxable profit will be available against which the losses can be utilised. Significant management judgment is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits together with future tax planning strategies. Please refer to Note 9 for additional information on the Group’s tax position. at 31 December 2008 (in thousands of Ukrainian Hryvnia) Depreciation and amortisation Depreciation and amortisation is based on management estimates of the future useful life of property, plant and equipment and intangible assets. Estimates may change due to technological developments, competition, changes in market conditions and other factors and may result in changes in the estimated useful life and in the amortisation or depreciation charges. Technological developments are difficult to predict and the Group’s views on the trends and pace of development may change over time. Some of the assets and technologies, in which the Group invested several years ago, are still in use and provide the basis for the new technologies. The useful lives of property, plant and equipment and intangible assets are reviewed at least annually taking into consideration the factors mentioned above and all other important factors. In case of significant changes in estimated useful lives, depreciation and amortisation charges are adjusted prospectively. 27 significant changes in the use of assets or the strategy for the Group’s overall business, including assets that are decided to be phased out or replaced and assets that are damaged or taken out of use, significant negative industry or economic trends and significant cost overruns in the development of assets. Estimating recoverable amounts of assets must in part be based on management’s evaluations, including determining appropriate cash generating units, estimates of future performance, revenue generating capacity of the assets, assumptions of the future market conditions and the success in marketing of new products and services. Changes in circumstances and in management’s evaluations and assumptions may give rise to impairment losses in the relevant periods. Legal proceedings, claims and regulatory discussions The Group is a subject to various legal proceedings and claims including regulatory discussions, the outcomes of which are subject to significant The Group has made significant investments in uncertainty. Management evaluates, among other property, plant and equipment and intangible factors, the degree of probability of an unfavourable assets. These assets are tested, as described, for outcome and the ability to make a reasonable estiimpairment annually or when circumstances indicate mate of the amount of loss. Unanticipated events or there may be a potential impairment. Factors conchanges in these factors may require to increase or sidered important which could trigger an impairment decrease the amount to be accrued for any matter evaluation include the following: significant fall in or accrue for a matter that has not been previously market values; significant underperformance relative accrued because it was not considered probable to historical or projected future operating results; or a reasonable estimate could not be made. Impairment of non-financial assets The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. 7. IFRSs and IFRIC Interpretations not yet effective The Group has not adopted the following IFRS and IFRIC interpretations published but not yet effective. Adoption of these standards and interpretations will not have any effect on the financial performance or position of the Group. They will however give rise to additional disclosures, including revisions to accounting policies. • Amendments to IFRS 1 First-time Adoption of International Financial Reporting Standards and IAS 27 Consolidated and Separate Financial Statements • IFRS 3R Business Combinations and IAS 27R Consolidated and Separate Financial Statements • IAS 1 Presentation of Financial Statements (Revised) • IAS 32 Financial Instruments: Presentation and IAS 1 Presentation of Financial Statements – Puttable Financial Instruments and Obligations Arising on Liquidation • IAS 39 Financial Instruments: Recognition and Measurement – Eligible Hedged Items • IFRS 2 Share-based payments (Revised) • IFRS 8 Operating Segments • IFRIC 15 Agreement for the Construction of Real Estate • IFRIC 16 Hedges of a Net Investment in a Foreign Operation • IFRIC 17 Distributions of Non-cash Assets to Owners • IFRIC 18 Transfers of Assets from Customers • Certain improvements to IFRS issues by IASB in its first omnibus of amendments The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Amendments to IFRS 1 Firsttime Adoption of International Financial Reporting Standards and IAS 27 Consolidated and Separate Financial Statements The amendments to IFRS 1 allows an entity to determine the ‘cost’ of investments in subsidiaries, jointly controlled entities or associates in its opening IFRS financial statements in accordance with IAS 27 or using a deemed cost. The amendment to IAS 27 requires all dividends from a subsidiary, jointly controlled entity or associate to be recognised in the income statement in the separate financial statements. Both revisions will be effective for financial years beginning on or after 1 January 2009. The revision to IAS 27 will have to be applied prospectively. The new requirements affect only the parent’s separate financial statement and do not have an impact on the consolidated financial statements. IFRS 3R Business Combinations and IAS 27R Consolidated and Separate Financial Statements The revised standards were issued in January 2008 and become effective for financial years beginning on or after 1 July 2009. IFRS 3R introduces a number of changes in the accounting for business combinations occurring after this date that will impact the amount of goodwill recognised, the reported results in the period that an acquisition occurs, and future reported results. IAS 27R requires that a change in the ownership interest of a subsidiary (without loss of control) is accounted for as an equity transaction. Therefore, such transactions will no longer give rise to goodwill, nor will it give rise to a gain or loss. Furthermore, the amended standard changes the accounting for losses incurred by the subsidiary as well as the loss of control of a subsidiary. Other consequential amendments were made to IAS 7 Statement of Cash Flows, IAS 12 Income Taxes, IAS 21 The Effects of Changes in Foreign Exchange Rates, IAS 28 Investment in Associates and IAS 31 Interests in Joint Ventures. The changes by IFRS 3R and IAS 27R will affect future acquisitions or loss of control. The standards may be early applied. However, the Group does not intend to take advantage of this possibility. at 31 December 2008 (in thousands of Ukrainian Hryvnia) 29 IAS 1 Presentation of Financial Statements (Revised) IFRS 2 Share-based payment (Revised) The revised Standard was issued in September 2007 and becomes effective for financial years beginning on or after 1 January 2009. The Standard separates owner and non-owner changes in equity. The statement of changes in equity will include only details of transactions with owners, with non-owner changes in equity presented as a single line. In addition, the Standard introduces the statement of comprehensive income: it presents all items of recognised income and expense, either in one single statement, or in two linked statements. The Group is still evaluating whether it will have one or two statements. This amendment to IFRS 2 was published in January 2008 and becomes effective for financial years beginning on or after 1 January 2009. The Standard restricts the definition of ’vesting condition’ to a condition that includes an explicit or implicit requirement to provide services. Any other conditions are non-vesting conditions, which have to be taken into account to determine the fair value of the equity instruments granted. In case that the award does not vest as the result of a failure to meet a non-vesting condition that is within the control of either the Group of the counterparty, this must be accounted for as a cancellation. The Group has not entered into share-based payment schemes and, therefore, the Standard will not have impact on the financial position or performance of the Group. IAS 32 Financial Instruments: Presentation and IAS 1 Presentation of Financial Statements – Puttable IFRS 8 Operating Segments Financial Instruments and IFRS 8 was issued in November 2006. It sets out Obligations Arising on Liquidation requirements for disclosure of information about These amendments to IAS 32 and IAS 1 were issued in February 2008 and become effective for financial years beginning on or after 1 January 2009. The revisions provide a limited scope exception for puttable instruments to be classified as equity if they fulfil a number of specified features. The amendments to the standards will have no impact on the financial position or performance of the Group, as the Group has not issued such instruments. IAS 39 Financial Instruments: Recognition and Measurement – Eligible Hedged Items These amendments to IAS 39 were issued in August 2008 and become effective for financial years beginning on or after 1 July 2009. The amendment addresses the designation of a one-sided risk in a hedged item, and the designation of inflation as a hedged risk or portion in particular situations. It clarifies that an entity is permitted to designate a portion of the fair value changes or cash flow variability of a financial instrument as hedged item. The Group has concluded that the amendment will have no impact on the financial position or performance of the Group, as the Group has not entered into any such hedges. an entity’s operating segments and also about the entity’s products and services, the geographical areas in which it operates, and its major customers. This IFRS replaces IAS 14 Segment Reporting. An entity shall apply this IFRS in its annual financial statements for periods beginning on or after 1 January 2009. Segment information for prior years that is reported as comparative information for the initial year of application shall be restated to conform to the requirements of this IFRS, unless the necessary information is not available and the cost to develop it would be excessive. The Group expects that this standard will not result in additional disclosures as the Group’s structure is noncomplex and it has only one reportable segment. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. IFRIC 15 Agreement for the Construction of Real Estate FRIC 15 was issued in July 2008 and becomes effective for financial years beginning on or after 1 January 2009. The interpretation is to be applied retrospectively. It clarifies when and how revenue and related expenses from the sale of a real estate unit should be recognised if an agreement between a developer and a buyer is reached before the construction of the real estate is completed. Furthermore, the interpretation provides guidance on how to determine whether an agreement is within the scope of IAS 11 or IAS 18. IFRIC 15 will not have an impact on the consolidated financial statements because the Group does not conduct such activity. IFRIC 16 Hedges of a Net Investment in a Foreign Operation IFRIC 16 was issued in July 2008 and becomes effective for financial years beginning on or after 1 October 2008. The interpretation is to be applied prospectively. IFRIC 16 provides guidance on the accounting for a hedge of a net investment. As such it provides guidance on identifying the foreign currency risks that qualify for hedge accounting in the hedge of a net investment, where within the group the hedging instruments can be held in the hedge of a net investment and how an entity should determine the amount of foreign currency gain or loss, relating to both the net investment and the hedging instrument, to be recycled on disposal of the net investment. IFRIC 16 will not have an impact on the financial statements, because the Company does not have investments in foreign operations. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS IFRIC 17 Distributions of Non-cash Assets to Owners IFRIC 17 was issued in November 2008 and becomes effective for financial years beginning on or after 1 July 2009 with early application permitted. This interpretation should be applied prospectively. IFRIC 17 provides guidance on accounting for distributions of non-cash assets to owners. As such it provides guidance on when to recognise a liability, how to measure it and the associated assets, and when to derecognise the asset and liability and the consequences of doing so. IFRIC 17 will have no impact on the financial position or performance of the Group, as the Group does not distribute non-cash assets to its owners. IFRIC 18 Transfers of Assets from Customers IFRIC 18 was issued in January 2009 and becomes effective for financial years beginning on or after 1 July 2009 with early application permitted, provided valuations were obtained at the date those transfers occurred. This interpretation should be applied prospectively. IFRIC 18 provides guidance on accounting for agreements in which an entity receives from a customer an item of property, plant and equipment that the entity must then use either to connect the customer to a network or to provide the customer with ongoing access to a supply of goods or services or to do both. The interpretation clarifies the circumstances in which the definition of an asset is met, the recognition of the asset and its measurement on initial recognition, the identification of the separately identifiable services, the recognition of revenue and the accounting for transfers of cash from customers. IFRIC 18 will have no impact on the financial position or performance of the Group, as the Group does not receive assets from customers. at 31 December 2008 (in thousands of Ukrainian Hryvnia) Improvements to IFRS As stated in Note 3 the Group has early adopted some of the amendments to standards following the 2007 ‘Improvement to IFRSs’ project. The Group has not yet adopted the following amendments to standards and anticipates that these changes will have no material effect on the consolidated financial statements: IAS 1 Presentation of Financial Statements: • Assets and liabilities classified as held for trading in accordance with IAS 39 Financial Instruments: Recognition and Measurement are not automatically classified as current in the balance sheet. IFRS 7 Financial Instruments: Disclosures: 31 IAS 20 Accounting for Government Grants and Disclosures of Government Assistance: • Loans granted in the future with no or low interest rates will not be exempt from the requirement to impute interest. The difference between the amount received and the discounted amount is accounted for as government grant. Also, revised various terms used to be consistent with other IFRS. IAS 27 Consolidated and Separate Financial Statements: • When a parent entity accounts for a sub- • Removal of the reference to ‘total interest income’ as a component of finance costs. IAS 8 Accounting Policies, Change in Accounting Estimates and Errors: sidiary at fair value in accordance with IAS 39 in its separate financial statements, this treatment continues when the subsidiary is subsequently classified as held for sale. IAS 29 Financial Reporting in Hyperinflationary Economies: • Clarification that only implementation guidance • Revised the reference to the exception to that is an integral part of an IFRS is mandatory when selecting accounting policies. IAS 10 Events after the Reporting Period: • Clarification that dividends declared after the end of the reporting period are not obligations. IAS 16 Property, Plant and Equipment: measure assets and liabilities at historical cost, such that it notes property, plant and equipment as being an example, rather than implying that it is a definitive list. Also, revised various terms used to be consistent with other IFRS. IAS 34 Interim Financial Reporting: • Earnings per share is disclosed in interim financial reports if an entity is within the scope of IAS 33. rental that are routinely sold in the ordinary course IAS 39 Financial Instruments: of business after rental, are transferred to invento- Recognition and Measurement: ry when rental ceases and they are held for sale. • Changes in circumstances relating to derivatives IAS 18 Revenue: do not result in reclassifications and therefore derivatives when circumstances related to • Replacement of the term ‘direct costs’ with them change may be either removed from, or ‘transaction costs’ as defined in IAS 39. included in, the ‘fair value through profit or loss’ IAS 19 Employee Benefits: classification after initial recognition. Removed the reference in IAS 39 to a ‘segment’ when • Revised the definition of ‘past service costs’, determining whether an instrument qualifies as a ‘return on plan assets’ and ‘short term’ hedge. Require the use of the revised effective and ‘other long-term’ employee benefits. interest rate when remeasuring a debt instrument Amendments to plans that result in a reducon the cessation of fair value hedge accounting. tion in benefits related to future services are • Items of property, plant and equipment held for accounted for as curtailment. Deleted the reference to the recognition of contingent liabilities to ensure consistency with IAS 37. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS IAS 40 Investment Property: IAS 28 Investment in Associates: • Revision of the scope such that property under • If an associate is accounted for at fair value in construction or development for future use as an investment property is classified as investment property. If fair value cannot be reliably determined, the investment under construction will be measured at cost until such time as fair value can be determined or construction is complete. Also, revised the conditions for a voluntary change in accounting policy to be consistent with IAS 8 and clarified that the carrying amount of investment property held under lease is the valuation obtained increased by any recognised liability. IAS 41 Agriculture: • Removed the reference to the use of a pre-tax discount rate to determine fair value. Removed the prohibition to take into account cash flows resulting from any additional transformations when estimating fair value. Also, replaced of the term ‘point-of-sale costs’ with ‘costs to sell’. The accompanying notes form an integral part of the consolidated financial statements accordance with IAS 39, only the requirement of IAS 28 to disclose the nature and extent of any significant restrictions on the ability of the associate to transfer funds to the entity in the form of cash or repayment of loans applies. This amendment has no impact on the Group as it does not have investments in associates. IAS 38 Intangible Assets: • Expenditure on advertising and promotional activities is recognised as an expense when the Company either has the right to access the goods or has received the service. • The reference to there being rarely, if ever, persuasive evidence to support an amortisation method of intangible assets other than a straight-line method has been removed. The Group reassessed the useful lives of its intangible assets and concluded that the straight-line method was still appropriate. at 31 December 2008 (in thousands of Ukrainian Hryvnia) 33 8. Revenues and expenses Revenues 2008 2007 7,212,434 6,330,195 Interconnection revenue 2,696,400 2,213,091 Periodic fees 1,225,790 916,981 Value added services 872,544 816,846 Air time charges Connection and subscription fees 207,967 225,601 Roaming revenue (subscribers) 214,048 199,159 Roaming and access to network 230,840 185,952 Fixed lines 17,241 10,980 Other revenue 33,847 24,911 12,711,111 10,923,716 Air time charges include revenue from providing prepaid and post-paid subscribers with access to the cellular network and routing their calls through the network. Interconnection includes revenues earned for the termination of calls from other telecommunications service providers’ networks on the Company’s network. Periodic fees include periodic fees for subscription to new tariff plans and periodic fees for supplementary subscriptions such as periodic subscription to voicemail, itemised invoice etc. Value added services include outgoing SMS and MMS, circuit of switched data and packet switched data (WAP, GPRS, EDGE etc.). Connection and subscription fees consist of revenues from initial connection and one-time fees for supplementary subscriptions, which are realised in the current period, and also include change of subscription type and transfer of subscriptions from one location to another. Roaming revenue (subscribers) includes revenue from services provided to the Company’s subscribers within the networks of the Company’s roaming partners. Roaming and access to network includes revenue from services provided to subscribers of other operators and termination of incoming calls. Fixed lines include revenue from fixed network operations. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. Costs of materials and traffic charges 2008 Interconnection 1,779,840 2007 1,471,901 Roaming expenses 188,565 183,881 Cost of materials 169,392 157,795 Leased line costs 4,948 6,847 2,142,745 1,820,424 2008 2007 Salaries and holiday pay 609,723 508,359 Social security taxes 133,782 105,962 Medical insurance 25,772 13,451 Training 14,056 8,462 Other personnel costs 3,621 7,766 786,954 644,000 Salaries and personnel costs The average number of employees of the Group in 2008 was 5,311 (2007: 4,885). The accompanying notes form an integral part of the consolidated financial statements at 31 December 2008 (in thousands of Ukrainian Hryvnia) 35 Other operating expenses 2008 2007 Repair and maintenance 654,395 424,018 Marketing and sales commission 597,840 753,991 Advertising 392,754 446,865 Operating leases of building, land and equipment 225,181 154,593 Local taxes and VAT 124,244 41,436 Insurance 61,029 60,989 Consultancy fees and external personnel 52,107 30,201 Materials and supplies 35,178 25,565 Business trip expenses 31,491 25,398 License and research fees 28,981 21,234 Bad debts 22,720 13,650 Postage, freight, distribution and telecommunication 12,756 11,869 Bank charges 9,335 6,445 Other operating expenses 19,010 17,786 2,267,021 2,034,040 2008 2007 Gain on disposal of assets, classified as held for sale 46,307 – Other income and expenses Other income 13,244 1,736 Contributions and donations (2,743) (4,628) Loss on disposal of property, plant and equipment and intangible assets (50,026) (48,507) 6,782 (51,399) The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. Amortisation, depreciation and impairment losses Details of amortisation, depreciation and impairment losses are as follows: Property, plant and equipment Intangible assets 2008 2007 2008 2007 Depreciation and amortisation 1,232,665 1,144,943 402,901 341,789 Impairment losses 83,636 79,182 – – 1,316,301 1,224,125 402,901 341,789 The impairment losses in 2008 and 2007 were recognised based on internal indications of impairment of various components of network equipment. Accordingly, the carrying values of the respective components of network equipment were reduced to their recoverable amounts. The recoverable amounts were based on value in use as determined for individual assets. Finance income 2008 2007 Interest income 992,763 231,042 Net gain on financial instrument at fair value through profit and loss 30,822 13,110 1,023,585 244,152 Finance costs 2008 2007 Interest expenses related to bank loans 191,348 303,017 Other finance costs 18,493 18,598 209,841 321,615 (19,336) (17,381) 190,505 304,234 Less – interest capitalised The accompanying notes form an integral part of the consolidated financial statements at 31 December 2008 (in thousands of Ukrainian Hryvnia) 37 9. Income tax The Group’s income was subject to taxation in Ukraine only. During the years ended 31 December 2008 and 2007 Ukrainian corporate income tax was levied on taxable income less allowable expenses at a rate of 25%. The major components of income tax expense for the year ended 31 December 2008 and 2007 are: 2008 2007 Current income tax charge 1,729,555 1,329,705 Deferred tax related to origination and reversal of temporary differences 130,490 (81,043) Income tax expense 1,860,045 1,248,662 Reconciliations between tax expense and the product of accounting profit multiplied by the tax rate for the years ended 31 December 2008 and 2007, are as follows: 2008 2007 Profit before tax 6,933,498 4,770,561 Income tax at statutory rate of 25% 1,733,375 1,192,640 Non-tax deductible expenses 78,071 56,022 Reassessment of temporary differences 48,599 – Income tax expense 1,860,045 1,248,662 The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. Deferred tax assets and liabilities relate to the following items in 2008: 31-Dec-08 Charged to Income Statement 31-Dec-07 68,672 28,935 39,737 Deferred expenses (iii) 23,307 (3,594) 26,901 Prepayments (iii) 18,311 2,849 15,462 Deferred tax liabilities: Property, plant and equipment and intangible assets (i) Inventories (ii) – (595) 595 Derivative financial instrument (iv) 9,254 9,254 – Trade and other payables (v) 8,990 8,546 444 128,534 45,395 83,139 Trade and other receivables (v) 13,272 3,452 9,820 Other current liabilities (v) 6,740 (32,864) 39,604 Employee benefits (v) 6,062 1,305 4,757 Advances received and deferred revenue (iii) 213,394 (55,352) 268,746 Deferred tax assets: Derivative financial instrument (iv) NET DEFERRED TAX ASSET The accompanying notes form an integral part of the consolidated financial statements – (1,636) 1,636 239,468 (85,095) 324,563 110,934 (130,490) 241,424 at 31 December 2008 (in thousands of Ukrainian Hryvnia) 39 Deferred tax assets and liabilities relate to the following items in 2007: 31-Dec-07 Charged to Income Statement 31-Dec-06 Deferred tax liabilities: Property, plant and equipment and intangible assets (i) 39,737 (27,068) 66,805 Deferred expenses (iii) 26,901 (7,362) 34,263 Prepayments (iii) 15,462 6,743 8,719 Inventories (ii) 595 316 279 Interest-bearing loans and borrowings (iv) – (23,150) 23,150 Trade and other payables (v) 444 444 83,139 (50,077) 133,216 – Deferred tax assets: Trade and other receivables (v) 9,820 8,559 1,261 Other current liabilities (v) 39,604 9,883 29,721 Employee benefits (v) 4,757 2,040 2,717 Trade and other payables (v) – (117) 117 Advances received and deferred revenue (iii) 268,746 20,240 248,506 Derivative financial instrument (iv) 1,636 (9,639) 11,275 324,563 30,966 293,597 241,424 81,043 160,381 Net deferred tax asset The nature of the temporary differences is as follows: (i) Property, plant and equipment and intangible assets – differences in depreciation and amortisation patterns and estimates of the remaining useful lives, differences in capitalisation principles; (ii) Inventories – differences in inventories valuation models and the periods of recognition; (iii) Advances received and deferred revenue, prepayments and deferred expenses – differences in period of recognition; (iv) Interest-bearing borrowings and derivative financial instrument – differences in valuation models (cost vs. fair values or amortised cost); (v) Other liabilities and receivables – differences in valuation and recognition principles. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 10. Property, plant and equipment The movement of property, plant and equipment is as follows: Land Corporate administrative assets Construction in progress, uninstalled and dismantled equipment (iii) Total 235,066 13,759 407,068 1,365,773 8,445,912 92,516 814 1,347 12,016 1,653,251 1,791,966 (3,357) (8,271) (167) (29) (6,235) (95,283) (113,433) 107,817 678,429 (70,169) 209,438 28 65,643 (1,250,416) (259,230) 573,288 4,414,922 2,264,932 445,151 15,105 478,492 1,673,325 9,865,215 Additions (i) 6,684 39,393 10,207 341 88,182 15,594 1,504,354 1,664,755 – (14,092) (143,714) (173,974) Local, regional& trunk networks Mobile telephone network and switches Radio installations Buildings 457,132 3,716,258 2,250,856 Additions (i) 8,430 23,592 Disposals (91) Transfers and reclassifications (ii) At 31 December 2007 Cost: At 1 January 2007 Disposals – (5,043) (11,125) – Transfers and reclassifications (ii) 98,948 567,417 118,029 276,440 117 86,719 (1,149,173) (1,503) At 31 December 2008 678,920 5,016,689 2,382,043 721,932 103,404 566,713 1,884,792 11,354,493 The accompanying notes form an integral part of the consolidated financial statements at 31 December 2008 (in thousands of Ukrainian Hryvnia) Local, regional& trunk networks 41 Mobile telephone network and switches Radio installations Buildings Land Corporate administrative assets Construction in progress, uninstalled and dismantled equipment (iii) Total Accumulated depreciation and impairment losses: At 1 January 2007 39,971 1,054,144 620,628 26,090 – 190,019 278,075 2,208,927 Depreciation charge for the year 22,899 599,055 318,014 24,582 – 99,060 81,333 1,144,943 Impairment (Note 8) – – – – – – 79,182 79,182 Disposals (21) (1,533) (3,641) (167) – (3,757) (73,149) (82,268) Transfers and reclassifications (ii) (7,001) (116,700) (79,738) 1,322 – (12,710) 125,865 (88,962) At 31 December 2007 55,848 1,534,966 855,263 51,827 – 272,612 491,306 3,261,822 Depreciation charge for the year 31,667 645,837 307,132 50,800 – 111,137 86,092 1,232,665 Impairment (Note 8) – – – – – – 83,636 83,636 Disposals – (4,385) (1,823) – – (6,081) (106,994) (119,283) Transfers and reclassifications (ii) (30) (76,777) (67,085) (1,078) – (3,763) 160,589 11,856 At 31 December 2008 87,485 2,099,641 1,093,487 101,549 – 373,905 714,629 4,470,696 Net book value: At 1 January 2007 417,161 2,662,114 1,630,228 208,976 13,759 217,049 1,087,698 6,236,985 At 31 December 2007 517,440 2,879,956 1,409,669 393,324 15,105 205,880 1,182,019 6,603,393 At 31 December 2008 591,435 2,917,048 1,288,556 620,383 103,404 192,808 1,170,163 6,883,797 (i) The amount of borrowing costs capitalised for the year ended 31 December 2008 comprised UAH 19,336 thousand (2007: UAH 17,381 thousand) (Note 8). (ii) In 2008 and 2007 equipment for exchange was reclassified from property, plant and equipment to assets held for sale and vice versa (Note 30). (iii) Dismantled equipment is continued to be depreciated over the estimated remaining useful life. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 11. Intangible assets The movement of intangible assets is as follows: Licenses Network and Total billing software COST: At 1 January 2007 385,840 1,724,195 2,110,035 Additions 1,335 435,466 436,801 Disposals – (50,988) (50,988) At 31 December 2007 387,175 2,108,673 2,495,848 Additions 22,563 201,020 223,583 Disposals – (19,248) (19,248) At 31 December 2008 409,738 2,290,445 2,700,183 ACCUMULATED AMORTISATION AND IMPAIRMENT LOSSES: At 1 January 2007 128,151 665,531 793,682 Amortisation charge for the year 25,715 316,074 341,789 – Disposals (30,044) (30,044) At 31 December 2007 153,866 951,561 1,105,427 Amortisation charge for the year 22,242 380,659 402,901 Disposals – (13,168) (13,168) At 31 December 2008 176,108 1,319,052 1,495,160 At 1 January 2007 257,689 1,058,664 1,316,353 At 31 December 2007 233,309 1,157,112 1,390,421 At 31 December 2008 233,630 971,393 1,205,023 12. Other non-current assets Other non-current assets as at 31 December were as follows: 2008 2007 Prepayments for property, plant and equipment 79,815 135,726 Prepayments for intangible assets 3,486 6,872 Other non-current assets 5,298 5,056 88,599 147,654 The accompanying notes form an integral part of the consolidated financial statements at 31 December 2008 (in thousands of Ukrainian Hryvnia) 43 13. Trade and other receivables Trade and other receivables consisted of the following as at 31 December: 2008 2007 Trade receivables – interconnection and access to network 234,202 181,176 Trade receivables – dealers for prepaid cards and packages 88,810 35,318 Trade receivables – dealers for post-paid subscriber's advances 314 1,093 Trade receivables – subscribers 52,956 49,923 Trade receivables – roaming 94,242 38,479 Accounts receivable – for assets sold under buy-back agreement 62,012 – Interest receivable 149,594 23,365 Other receivables 10,965 18,954 693,095 348,308 Allowance for impairment (64,851) (55,668) 628,244 292,640 Trade and other receivables, net of allowance for impairment as at 31 December were denominated in the following currencies: 2008 2007 UAH 259,879 126,051 USD 243,137 91,254 EUR 125,228 75,335 628,244 292,640 As at 31 December 2008 and 2007 trade and other receivables are non-interest bearing and are settled in the normal course of business. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 14. Prepaid taxes, other than income tax Prepaid taxes, other than income tax consisted of the following as at 31 December: 2008 2007 31,407 8,276 Withholding tax prepaid 5,590 – Other taxes prepaid 1,308 694 38,305 8,970 Prepayments to State Pension Fund for mobile services (i) (i) The Law “On mandatory contribution to the Pension Fund” establishes a 7.5% contribution for mandatory state pension insurance on the price of mobile services. The subscribers of mobile services are defined as payers of this contribution, while the providers of mobile services act as their tax agents. The Company includes 7.5% surcharge in the price of its mobile services and pays contributions to State Pension Fund. 15. Prepayments Prepayments as at 31 December were denominated in the following currencies: 2008 2007 UAH 56,867 104,967 EUR 162 3,871 USD 33 1,173 RUR 8 4 57,070 110,015 The accompanying notes form an integral part of the consolidated financial statements at 31 December 2008 (in thousands of Ukrainian Hryvnia) 45 16. Reconciliation of allowance accounts The reconciliation of changes in allowance accounts during the years 2008 and 2007 is as follows: Trade and other receivables Prepayments Total As at 1 January 2007 45,520 – 45,520 Charge for the year 13,607 43 13,650 Utilised (3,271) – (3,271) Unused amounts reversed (188) – (188) As at 31 December 2007 55,668 43 Charge for the year 21,196 1,524 Utilised (10,301) – (10,301) Unused amounts reversed (1,712) – (1,712) As at 31 December 2008 64,851 55,711 22,720 1,567 66,418 17. Deferred expenses As at 31 December deferred expenses consisted of the following: 2008 2007 Deferred connection costs (i) 78,954 86,486 Deferred costs of start packages and scratch-cards (ii) 14,273 21,120 93,227 107,606 (i) As at 31 December 2008 and 2007 deferred connection costs mainly consisted of costs of start packages and dealers’ bonuses for connection of new subscribers. (ii) Deferred costs of start packages and scratch-cards represent costs of start packages and scratch-cards sold to dealers, but not yet activated by subscribers. The movement in deferred connection costs is as follows: 2008 2007 At 1 January 86,486 137,053 Deferred during the year 58,250 48,489 Released to the income statement (65,782) (99,056) At 31 December 78,954 86,486 The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 18. Short-term deposits Short-term deposits are made for varying periods of between three months and one year depending on the Group’s immediate cash requirements. As at 31 December short-term deposits split by currency, contractual maturity and interest rate earned was as follows: Currency Contractual maturity Interest rate p.a. 2008 UAH 6 months 12–18.5% 1,325,000 600,000 USD 6 months 8.75–13.2% 1,456,070 138,370 EUR 6 months 8.5–13% 282,242 25,968 3,063,312 764,338 2007 19. Cash and cash equivalents As at 31 December cash on hand and cash at bank were denominated in the following currencies: Cash and cash equivalents consisted of the following as at 31 December: 2008 2007 2008 2007 Short-term deposits 4,964,457 4,185,223 UAH 88,187 415,597 Cash at bank 103,889 426,444 USD 11,548 8,960 Cash on hand 23 22 EUR 4,177 1,909 5,068,369 4,611,689 103,912 426,466 As at 31 December short-term deposits split by contractual maturity, currency and interest rate earned was as follows: Currency Maturity date Interest rate p.a. 2008 2007 UAH 0–30 days 6–36% 235,000 170,000 31–60 days 4.25–36% 2,085,000 1,600,000 61–92 days 4–28% 1,810,000 1,455,007 4,130,000 3,225,007 0–30 days 3.8–6.5% – 16,160 31–60 days 4–12.5% 245,630 666,600 61–92 days 5.5–12.25% 266,420 76,760 512,050 759,520 – 5,935 USD EUR 0–30 days 2.75% 31–60 days 5–13% 61–92 days 3.5–16% 113,982 – 208,425 194,761 322,407 200,696 4,964,457 4,185,223 The accompanying notes form an integral part of the consolidated financial statements at 31 December 2008 (in thousands of Ukrainian Hryvnia) 47 20. Share capital As at 31 December 2008 and 2007 the authorised and fully paid share capital comprised 10,687,389 ordinary shares at a par value of UAH 50 each. As at 31 December 2008 and 2007 share capital is stated at consideration received. Consideration received differs from share capital at par for the amount of UAH 122,130 thousand being the foreign exchange difference, which arose before 1 May 2004, when the Company’s functional currency was US dollar. On 16 December 2008 the General Meeting of the Shareholders of the Company approved distribution of the profits for the years of 2004 and 2005 in amount of UAH 3,460,000 thousand among the shareholders in the form of dividends pro rata to the number of shares held by them (UAH 323.75 per share). In 2008 the Company paid in cash dividends to its shareholders in amount of UAH 543,996 thousand, net of withholding tax. 21. Interest-bearing loans and borrowings Interest-bearing loans and borrowings consisted of the following as at 31 December: 2008 2007 Interest-bearing borrowings from Dresdner Bank (USD-denominated) 956,232 2,214,021 Interest accrued 28,823 66,415 985,055 2,280,436 As at 31 December 2007 the Company’s loans obtained from Dresdner bank comprised the following: • Loan of USD 266,420 thousand (UAH 1,345,421 thousand)bearing an interest at 10.375% per annum with initial maturity on 17 August 2009; • Loan of USD 172,000 thousand (UAH 868,600 thou- Both of these loans were funded by loan participation notes (‘Eurobonds’) issued by, but without recourse to, Dresdner Bank, for the sole purpose of funding the loans to the Company. During 2007 and 2008, several amendments to the loan agreements with Dresdner Bank were signed, whereby the Company agreed to pay on demand at any time up to and including 17 August 2009 all or any part of the principal loan together with accrued but unpaid interest thereon. In return the Company received an extension under the covenants, provided by the loan agreements. In particular, the Company was granted permission to submit audited IFRS consolidated financial statements as at 31 December 2006, 2007 and 2008 and for the years then ended by 17 August 2009. Following the agreed amendments to the loan agreements, USD 314,234 thousand of the loans were repaid by the Company in 2008. The Dresdner bank loan agreements contain numerous affirmative, financial and negative covenants and restrictions. In the event that the Company breaches any covenant or is not in compliance with any of the restrictions, the lender has the right, at its discretion, to claim immediate repayment of indebtedness under the respective loan agreement. Among other restrictions, contained in the loan agreements, the most significant are as follows: • the Company is required to maintain adequate insurance covering losses and risks in such amounts that are prudent and customary in the business in which it is engaged; • the Company is restricted in making invest- ments; merging or consolidating; or declaring and paying dividends in the amount greater than 75% of the net income for the period; • the Company shall not create, issue, incur, assume, guarantee or in any manner become directly or indirectly liable with respect to any debt, other than permitted debt, unless the ratio of total outstanding consolidated debt to annualised consolidated cash flows, as defined in the loan agreement, is less than 5 to 1. sand) bearing an interest at 7.75% per annum with initial maturity on 27 April 2012. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 22. Derivative financial instrument Company was making floating rate payments at a rate of USD 6 month LIBOR in arrears. Payments were to be made semi-annually in arrears, starting on 17 February 2005. In February 2005, the Company agreed to change the terms of the swap agreement. The fixed rate of 4.195% was changed to 4.0% and the floating rate was changed to the lower of 7% or USD 6 month LIBOR rate determined two business days prior to the calculation period, as defined in the original agreement. The derivative financial instrument as at 31 December was classified as follows: 2008 2007 – 969 – 969 Fair value of derivative financial instrument 30,565 – Interest accrued on derivative financial instrument 6,449 – 37,014 – – (7,513) The Group, pursuant to the terms of personnel motivation programme, has established post-employment benefit pension plan, covering substantially all of its employees, who achieve regular pension age and retire from the Group companies. In addition, the Group pays jubilee benefits to its employees. – (7,513) Employee benefit liability as at 31 December consisted of the following: Non-current assets Fair value of derivative financial instrument Current assets Current liabilities Interest accrued on derivative financial instrument The interest rate swap agreement was designated by the Company as a fair value hedge and was accounted for as such till February 2007, when the instrument ceased to be effective in achieving offsetting changes in fair value attributable to the hedged risk. In 2008 and 2007 the net change in fair value of interest rate swap was recognised in finance income (see Note 8). 23. Employee benefit liability 37,014 (6,544) On 12 October 2004, the Company entered into a ‘pay floating – receive fixed’ interest rate swap agreement with Citibank N.A. (‘Citibank’) for the nominal amount of USD 266,420 thousand effective until 17 August 2009 to manage the risk of changes in the fair value of one of the loans received from Dresdner Bank. Under initial terms of the swap agreement, Citibank was making fixed rate payments at a rate of 4.195%, and the The accompanying notes form an integral part of the consolidated financial statements 2008 2007 Post-employment defined benefit liability 13,177 8,763 Jubilee payments 11,074 10,267 24,251 19,030 Less: Current portion (4,453) (1,469) Defined employee benefit liability – noncurrent portion 19,798 17,561 at 31 December 2008 (in thousands of Ukrainian Hryvnia) 49 Post-employment defined employee benefits As at 31 December 2008 4,412 employees (2007: 4,147 employees) were entitled to benefits under post-employment defined employee benefits. Changes in the present value of the defined benefit obligation as at 31 December were as follows: 2008 2007 Defined benefit obligation at 1 January 13,856 8,789 Interest cost 2,162 562 Current service cost 2,099 3,435 Benefits paid – (63) Actuarial loss (gain) for the year (5,483) 1,133 Defined benefit obligation at 31 December 12,634 13,856 Unrecognised actuarial gain/(loss) 543 (5,093) Defined benefit liability at 31 December 13,177 8,763 Defined benefit liability – current portion 2,636 336 Defined benefit liability – non-current 10,541 8,427 Benefit expense 2008 2007 Classified as Interest cost 2,162 562 Current service cost 2,099 3,434 Net actuarial losses recognised in the year 153 130 Total expenses recognised in the income statement 4,414 4,126 Net benefit expense was included into Salaries and personnel costs, except for interest cost charged to Finance costs. Benefit liability 2008 2007 Net liability at 1 January 8,763 4,700 Benefits expense 4,414 4,126 – (63) Benefits paid Net liability at 31 December 13,177 8,763 The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. Jubilee payments As at 31 December 2008 4,344 employees were entitled to jubilee benefits (2007: 3,963 employees). 2008 2007 11,074 10,267 Benefit liability – current portion 1,817 1,133 Benefit liability – non-current 9,257 9,134 Present value of unfunded obligations Classified as The principal assumptions used in determining the post-employment defined employee benefits are shown below: 2008 2007 Discount rate 15.60% 6.40% Future benefit increases 17.00% 12.15% Experience adjustment 2008 2007 2006 2005 (549) 965 299 (472) 24. Deferred revenue As at 31 December deferred revenue consisted of the following: 2008 2007 Deferred revenue – dealers and subscribers (i) 524,754 575,233 Deferred connection and subscription fees (ii) 173,240 248,645 Customer loyalty programs (iii) 32,337 24,654 730,331 848,532 (i) Deferred revenue – dealers – represents deferred revenue from unused time on prepaid cards, which were sold to dealers, but have not yet been activated by subscribers. Deferred revenue – dealers is recognised in the balance sheet until the prepaid cards have been activated by subscribers or the prepaid card has expired. Deferred revenue – subscribers – mainly consists of deferred revenue from unused time on prepaid cards, which were activated by subscribers. Deferred revenue – subscribers is recognised as revenue in the income statement on the basis of actual airtime usage by subscribers. (ii) Deferred connection and subscription fees – mainly consist of fees for initial connection to the network and one-off payments for subscription to additional services. Deferred connection and subscription fees are recognised in the income statement over the periods that the fees are earned; (iii) Customer loyalty programs – represent various loyalty programs, established by the Company, whereby enrolled subscribers are eligible for bonuses, which may then be used for discount on future calls or purchase of mobile handsets. The accompanying notes form an integral part of the consolidated financial statements at 31 December 2008 (in thousands of Ukrainian Hryvnia) 51 The movements in deferred connection and subscription fees are as follows: 2008 2007 At 1 January 248,645 300,172 Deferred during the year 132,562 174,074 Released to the income statement (207,967) (225,601) At 31 December 173,240 248,645 25. Provisions The movement in provisions is as follows: At 1 January 2008 2007 3,325 – Arising during the year (i) 4,891 3,325 Unused amounts reversed (ii) (3,325) – 4,891 3,325 At 31 December (i) As at 31 December 2008 the Group recognised provision in amount of UAH 4,891 thousand in respect of legal proceeding against the Company initiated by its counterparty in respect of consulting services provided by the counterparty, but not accepted by the Company. The management believes that the risk of loss of the case is probable. (ii) As at 31 December 2007 the Group recognised provision in respect of potential penalties, which might have arisen on VAT paid to suppliers at 20% rate on purchase of assets and services in amount of UAH 3,325 thousand. As at 31 December 2007 the management considered that the risk of accrual of such penalties by the tax authorities upon the next tax review was probable. (iii) As at 31 December 2008 the management revised its estimates and considered that the risk of accrual of penalties on VAT paid to suppliers by the tax authorities is remote and the respective provision was reversed. 26. Taxes payable, other than income tax Taxes payable, other than income tax consisted of the following as at 31 December: 2008 2007 VAT payable 90,155 88,554 Miscellaneous other taxes 2,145 2,409 92,300 90,963 The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 27. Trade and other payables 28. Advances received As at 31 December trade and other payables consisted of the following: As at 31 December advances received consisted of the following: 2008 2007 233,641 275,788 Software 89,425 163,244 Professional fees 47,700 60,164 Accounts payable for roaming 44,040 Dealers 2008 2007 Advances received from subscribers 100,068 103,456 33,504 Advances received from partners 13,990 21,763 32,876 42,690 Advances received from dealers 6,495 7,510 Content services 20,494 19,618 Other advances received 900 301 Rent 12,829 13,422 Interconnection 10,781 19,724 Handsets 10,082 3,978 Management fees 3,188 2,509 Insurance 1,538 508 Due to employees 41 165 Other payables 24,362 36,246 Equipment and construction works 530,997 671,560 As at 31 December trade and other payables were denominated in the following currencies: 121,453 133,030 As at 31 December 2008 and 2007 advances received were denominated in UAH. 29. Other current liabilities As at 31 December other current liabilities consisted of the following: 2008 2007 Bonuses accrued 167,189 125,840 Accrual for unused vacations 37,069 33,288 2008 2007 UAH 386,113 327,352 Accruals for future dealers' reimbursement 808 4,341 USD 111,288 306,818 Other 22 19 EUR 31,987 37,390 GBR 602 – RUR 1,007 – 530,997 671,560 As at 31 December 2008 and 2007 trade and other payables are non-interest bearing and settled in the normal course of business. The accompanying notes form an integral part of the consolidated financial statements 205,088 163,488 As at 31 December 2008 and 2007 other current liabilities are non-interest bearing and denominated in UAH. at 31 December 2008 (in thousands of Ukrainian Hryvnia) 53 30. Assets of disposal group classified as held for sale On 4 July 2007 the Company entered into an assets swap (‘buy back’) agreement with Ericsson AB (‘the swap agreement’). Based on the terms and conditions of the swap agreement, Ericsson AB supplies to the Company new telecommunication equipment for mobile telephone network and agrees to buy back the used mobile telecommunication equipment for the total consideration of USD 57,848 thousand to be paid in cash. On 21 February 2008 the Company signed the amendment to the swap agreement, whereby the composition of used assets to be sold to Ericsson AB was changed and the consideration was reduced to USD 56,492 thousand. tion of UAH 30,550 thousand, previously included in assets held for sale, was reclassified to property, plant and equipment. Conversely, additional network equipment, identified for sale by amendment to the swap agreement, with a total cost of UAH 80,087 thousand and accumulated depreciation of UAH 18,694 thousand was reclassified from property, plant and equipment to assets held for sale. During 2008, a portion of the used network equipment identified for sale under the swap agreement was sold to Ericsson AB for the total consideration of USD 26,874 thousand. The respective gain on disposal in amount of UAH 46,307 thousand was recognised in other income (see Note 8). Consequently, network equipment with a cost of UAH 78,584 thousand and accumulated deprecia- 31. Earnings per share Basic earnings per share amounts are calculated by dividing net profit for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. Basic earnings per share for the years ended 31 December is as follows: 2008 2007 Net profit attributable to ordinary equity holders of the parent for basic earnings 5,073,453 3,521,899 Weighted average number of ordinary shares for basic earnings per share 10,687,389 10,687,389 Basic earnings per share, UAH 474.71 329.54 As at 31 December 2008 and 2007 there are no potential ordinary shares. There have been no transactions involving ordinary shares or potential ordinary shares between the reporting dates and the date of issue of these consolidated financial statements. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. 32. Related party disclosure The Group’s transactions with its related parties for the years ended 31 December were as follows: 2008 Revenue Cost of materials and traffic charges Salaries and personnel costs Finance income Entities affiliated with Telenor Mobile Communications AS 26,039 5,813 – – Key management personnel of the Group – – 51,378 – Entities affiliated with Storm LLC 659,902 481,969 – 172,698 685,941 487,782 51,378 172,698 2007 Revenue Cost of materials and traffic charges Salaries and personnel costs Finance income Entities affiliated with Telenor Mobile Communications AS 19,701 4,637 – – Key management personnel of the Group – – 39,223 – Entities affiliated with Storm LLC 356,194 309,801 – 31,046 375,895 314,438 39,223 31,046 The outstanding balances from related parties as at 31 December were as follows: 2008 Trade and other receivables Short-term deposits Prepayments Cash and cash equivalents Total Entities affiliated with Telenor Mobile Communications AS 6,635 – – – 6,635 Entities affiliated with Storm LLC 68,023 796,105 2 640,916 1,505,046 74,658 796,105 2 640,916 1,511,681 2007 Trade and other receivables Short-term deposits Prepayments Cash and cash equivalents Total Entities affiliated with Telenor Mobile Communications AS 2,794 – – – 2,794 Entities affiliated with Storm LLC 36,719 99,366 5,982 518,853 660,920 39,513 99,366 5,982 518,853 663,714 The accompanying notes form an integral part of the consolidated financial statements at 31 December 2008 (in thousands of Ukrainian Hryvnia) 55 The outstanding amounts due to related parties as at 31 December were as follows: 2008 2007 Entities affiliated with Telenor Mobile Communications AS 277 – Entities affiliated with Storm LLC 1,656 23,217 1,933 23,217 Terms and conditions of transactions with related parties Outstanding balances on settlements with related parties at the year-end are unsecured, interest free and settlement occurs in cash. There have been no financial guarantees provided to or received from any related party. For the years ended 31 December 2008 and 2007, the Group has not recorded any impairment of receivables as regards to the amounts owed by related parties. Revenue and trade receivables In 2008 the Group sold to domestic and overseas telecom operators, being the Group’s related parties, roaming services, access to network and interconnection services in total amount of UAH 685,941 thousand (2007: UAH 375,895 thousand). Trade receivables as at 31 December 2008 and 2007 due from related parties are non-interest bearing, unsecured and are settled in the normal course of business. Finance income In 2008 finance income included UAH 172,698 thousand of interest on deposit placed in Ukrainian bank affiliated with Storm LLC (2007: UAH 31,046 thousand). Short-term deposits and cash and cash equivalents As at 31 December 2008 and 2007 short-term deposits and cash and cash equivalents were placed in Ukrainian bank affiliated with Storm LLC. Compensation to management personnel As at 31 December 2008 key management personnel consisted of 38 top executives of the Group (2007: 38). For the years ended 31 December total compensation to key management personnel included in salaries and personnel costs comprised: Cost of materials and traffic charges and trade payables Cost of materials and traffic charges from related parties include roaming and interconnection services, provided by entities affiliated with Telenor Mobile Communications AS and Storm LLC. Trade payables to entities affiliated with Storm LLC comprise amounts due for interconnection services. 2008 2007 Short-term employee benefits 51,289 39,120 Long-term employee benefits 89 103 Total compensation to key 51,378 management personnel 39,223 Trade payables to related parties are non-interest bearing and are settled in the normal course of business. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 33. Commitments and contingencies (i) Tax risks (iii) Other capital commitments Ukrainian legislation and regulations regarding taxation and other operational matters, including currency exchange control and custom regulations, continue to evolve. Legislation and regulations are not always clearly written and are subject to varying interpretations by local, regional and national authorities, and other governmental bodies. Instances of inconsistent interpretations are not unusual. As at 31 December 2008 the Group had outstanding commitments in respect of purchase and construction of property, plant and equipment in amount of UAH 125,710 thousand (2007: UAH 95,247 thousand). Management believes that the Group has complied with all regulations, and paid and accrued all taxes that are applicable. Where the risk of outflow of resources is probable, the Group has accrued provisions based on management’s best estimate. The Group identified certain possible tax contingencies, which are not required to be accrued in the financial statements. Such possible tax contingencies could materialise and require the Group to pay additional amounts of tax. As at 31 December 2008 the Group had outstanding commitments in respect of purchasing intangible assets in amount of UAH 51,231 thousand (2007: UAH 1,239 thousand). (iv) Lease commitments Operating lease – the Group as a lessee Future minimum rentals payable under a non-cancellable operating lease as at 31 December were as follows: As at 31 December 2008 management estimates such tax contingencies to be approximately UAH 342,780 thousand (2007: 68,125 thousand). (ii) Legal matters In the ordinary course of business, the Group is subject to legal actions and complaints. As at 31 December 2008 the Group’s exposure to presented third parties’ claims is UAH 1,000 thousand (2007: UAH 1,000 thousand). Management believes that the ultimate liability, if any, arising from claims and complaints, both presented and potential, will not have a material adverse effect on the Group’s financial position or the results of its future operations and is less than probable, accordingly no corresponding accrual was provided in these consolidated financial statements. The accompanying notes form an integral part of the consolidated financial statements 2008 2007 Within one year 82,694 7,805 After one year but not more than five years 28,188 51,857 More than five years 3,013 19,371 113,895 79,033 at 31 December 2008 (in thousands of Ukrainian Hryvnia) 34. Fair value of financial instruments As at 31 December 2008 and 2007 the carrying value of the Group’s financial instruments approximates their fair values. The face values of financial assets and liabilities with a maturity of less than one year, less any estimated credit adjustments, are assumed to be their fair values. 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. Fair value of the interest rate swap is estimated by the present value of future cash flows, calculated by using quoted swap curves and exchange rates as at the balance sheet date. 35. Financial instruments and risk management The Group’s principal financial instruments, other that derivatives, comprise interest-bearing loans and borrowings, cash in bank and short-term deposits. The Group has various other financial instruments, such as trade payables and trade receivables, which arise directly from its operations. The Group enters into derivative transactions to hedge its interest rate risk arising on interestbearing loans and borrowings. It is the Group’s policy not to trade with financial instruments. The Group is exposed to market risk, credit risk and liquidity risk. The Group’s overall risk management program focuses on the unpredictability and inefficiency of the Ukrainian financial markets and seeks to minimise potential adverse effects on the financial 57 performance of the Group. The Group’s senior management oversees the management of these risks and financial risk-taking activities are governed by appropriate policies and procedures so that financial risks are identified, measured and managed in accordance with group policies. The policies for managing each of these risks are summarised below. Market risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprise three types of risk: interest rate risk, currency risk and other price risk. Financial instruments affected by market risk include loans and borrowings, deposits and derivative financial instruments. The sensitivity analyses in the following sections relate to the position as at 31 December 2008 and 2007. The sensitivity analyses have been prepared on the basis that the amount of net debt, the ratio of fixed to floating interest rates of the debt and derivatives and the proportion of financial instruments in foreign currencies are all constant at 31 December 2008 and 2007. The analyses exclude the impact of movements in market variables on the carrying value of post-retirement obligations and provisions. The following assumptions have been made in calculating the sensitivity analyses: • The balance sheet sensitivity relates only to derivatives. • The sensitivity of the income statement is the effect of the assumed changes in interest rates on the net interest income for one year, based on the floating rate non-trading financial assets and financial liabilities held at 31 December 2008 and 2007. The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. Interest rate risk The Group’s exposure to the risk of changes in market interest rates relates primarily to the Group’s derivatives. Interest expense in the income statement are influenced by changes in interest rates in the market. The objective for interest rate risk management is to minimise interest cost and at the same time keep the volatility of future interest payments within acceptable limits. The following table demonstrates the sensitivity to a reasonably possible change in interest rates, with all other variables held constant, of the Group’s profit before tax (through the impact on derivatives). 2008 Increase/ (decrease) in basis points Effect on profit before tax Change in USD LIBOR +0.55% (7,522) Change in USD LIBOR –0.55% 7,522 2007 Increase/ (decrease) in basis points Change in USD LIBOR Change in USD LIBOR underlying economics of the Group’s business transactions. The exchange rates for foreign currencies, in which the Group’s financial assets and liabilities were denominated, against Ukrainian hryvnia (‘UAH’), as declared by the National Bank of Ukraine (‘NBU’) as at the dates stated, were as follows: RUR USD EUR 1 January 2007 0.1918 5.0500 6.6508 Average for 2007 0.1980 5.0500 6.9179 31 December 2007 0.2058 5.0500 7.4195 Average for 2008 0.2113 5.2672 7.7080 31 December 2008 0.2621 7.7000 10.8555 The following tables demonstrate the sensitivity to a reasonably possible change in the corresponding exchange rates, with all other variables held constant, of the Group’s profit before tax (due to changes in the fair value of monetary assets and liabilities). 2008 Effect on profit before tax Increase/ (decrease) in basis points Effect on profit before tax Change in USD exchange rate +33.80 49,553 Change in EUR exchange rate +39.70 24,480 +0.75 (2,064) Change in RUR exchange rate +36.40 (1,388) –1.25 3,441 Change in USD exchange rate –33.80 Foreign currency risk Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Group’s exposure to the risk of changes in foreign exchange rates relates primarily to the Group’s financing activities (when interest-bearing borrowings are denominated in different currency from the Group’s functional currency). In common with many other businesses in Ukraine, foreign currencies, in particular the US dollar (‘USD’) and the Euro (‘EUR’) play a significant role in the The accompanying notes form an integral part of the consolidated financial statements (49,553) Change in EUR exchange rate –39.70 (24,480) Change in RUR exchange rate –36.40 1,388 2007 Increase/ (decrease) in basis points Effect on profit before tax Change in USD exchange rate +3.10 (77,098) Change in EUR exchange rate +10.10 1,235 Change in USD exchange rate –2.90 72,124 Change in EUR exchange rate –8.40 (1,156) at 31 December 2008 (in thousands of Ukrainian Hryvnia) 59 Liquidity risk The Group’s objective is to maintain continuity and flexibility of funding through the use of credit terms provided by suppliers and bank loans and borrowings. The Group analyses the aging of its assets and the maturity of its liabilities and plans its liquidity depending on the expected repayment of various instruments. The Group emphasises financial flexibility. An important part of this emphasis is to minimise liquidity risk through ensuring access to a diversified set of funding sources. The Group uses cash and credit facilities to manage shortterm liquidity. Long-term liquidity needs are managed by raising funds in the capital markets. The tables below show the maturity profile of the Group’s financial liabilities, other than derivative financial instrument, as at 31 December based on contractual undiscounted payments. 2008 On demand Less than 3 months 3 to 6 months 6 to 12 months Total Interest-bearing loans and borrowings 985,055 – – – 985,055 Dividends payable to equity holders of the parent – 2,905,653 – – 2,905,653 Trade and other payables – 522,352 985,055 3,428,005 7,860 Less than 3 months 7,860 3 to 6 months 785 530,997 785 4,421,705 2007 On demand Interest-bearing loans and borrowings 2,280,436 – – 2,280,436 Trade and other payables – 597,647 15,597 58,316 671,560 2,280,436 597,647 15,597 58,316 2,951,996 – 6 to 12 Total months The accompanying notes form an integral part of the consolidated financial statements NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Closed Joint Stock Company Kyivstar G.S.M. Cash flows arising on the Group’s interest rate swap, recognised in the consolidated balance sheet as a derivative financial instrument, are settled on net basis (Note 22). The following tables show the reconciliation of gross and net expected cash flows from derivative financial instrument as at 31 December: 2008 Less than 3 month 3 to 12 month 1 to 5 years Total Inflows 41,029 41,029 Outflows (31,983) (18,098) – (50,081) 82,058 Net 9,046 22,931 – 31,977 2007 Less than 3 month 3 to 12 month 1 to 5 years Total Inflows 26,908 26,908 26,908 80,724 Outflows (37,476) (20,086) (11,869) (69,431) Net (10,568) 6,822 15,039 11,293 Credit risk Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Group is exposed to credit risk from its operating activities (primarily for trade receivables) and from its financing activities, including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments. Financial instruments, which potentially expose the Group to significant concentrations of credit risk, consist principally of cash in bank, short-term deposits and trade and other receivables. The Group’s maximum credit risk exposure at 31 December comprised: 2008 2007 Cash and cash equivalents 5,068,369 4,611,689 Short-term deposits 3,063,312 764,338 Trade and other receivables 628,244 292,640 8,759,925 5,668,667 The accompanying notes form an integral part of the consolidated financial statements at 31 December 2008 (in thousands of Ukrainian Hryvnia) 61 The Group’s cash is primarily held with major reputable banks located in Ukraine. requiring credit over a certain amount. Credit risk arising from financial transactions is reduced through diversification, through accepting counterparties with high credit ratings only and through defining limits on aggregated credit exposure towards each counterparty. The Group’s credit risk exposure is monitored and analysed on a case-by-case basis, and the Group’s management believes that credit risk is appropriately reflected in impairment allowances recognised against assets. As at 31 December 2008 and 2007, the ageing of the Group’s trade receivables and other receivables was as follows: Accounts receivable are presented net of allowances. The Group does not require collateral in respect of financial assets. Concentrations of credit risk with respect to trade receivables are limited by the fact that the Company’s customer base contains significant number of small customers, which are considered unrelated. Management has a credit policy in place and the exposure to credit risk is monitored on an ongoing basis. Credit evaluations are performed for all customers Total Fully impaired Neither past due, nor impaired Past due, but not impaired Less than 30 days 30–60 days 60–90 days 90–120 days More than 120 days 2008 628,244 64,851 515,498 47,254 63,635 1,225 450 182 2007 292,640 55,668 203,201 56,610 29,255 1,986 10 1,578 Financial derivatives also represent credit risk. The Group’s maximum exposure for financial derivative instruments is described in the liquidity table above. Capital management The Group considers debt and shareholders’ equity as primary capital sources. The Group’s objectives when managing capital are to safeguard the Group’s ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders as well as to provide financing of its operating require- ments, capital expenditures and sustain the Group’s development strategy. The Group’s capital management policies aim to ensure and maintain an optimal capital structure to reduce the overall cost of capital and flexibility relating to the Group’s access to capital markets. 2008 2007 Interest-bearing loans and borrowings (Note 21) 985,055 2,280,436 Trade and other payables (Note 27) 530,997 671,560 Dividends payable to equity holders of the parent 2,905,653 – Less cash and cash equivalents (Note 19) (5,068,369) (4,611,689) Net debt (646,664) (1,659,693) Total equity 11,793,400 10,179,947 Capital and net debt 11,146,736 8,520,254 Gearing ratio n/a n/a Management believes that the gearing ratio up to 35% is acceptable to the Group. Management monitors on a regular basis the Group’s capital structure and may adjust its capital management policies and targets following changes in its operating environment, market sentiment or its development strategy. The accompanying notes form an integral part of the consolidated financial statements Closed Joint Stock Company Kyivstar G.S.M. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 36. Events after the balance sheet date (i) Shareholders’ Meetings On 1 June 2009 the General Meeting of the Shareholders of the Company approved distribution of the profits for the years of 2006 and 2007 in amount of UAH 4,600,000 thousand among the shareholders in the form of dividends pro rata to the number of shares held by them(UAH 430.41 per share). Dividends proposed were paid by the Company in cash. (ii) Repayment of interestbearing loans and borrowings Subsequent to the balance sheet date the Company repaid significant part of loans, funded by participation notes, in amount of USD 75,760 thousand. (iii) The assets swap agreement for exchange of network equipment with Ericsson AB On 7 May 2009 the Company signed new amendment to the assets swap agreement with Ericsson AB. According to the provisions of the new amendment, the composition of assets for exchange was changed and the contract amount was increased to USD 56,627 thousand. Subsequent to the balance sheet date the Company exchanged network equipment for the amount of USD 5,986 thousand. The Company plans to exchange the remaining part of network equipment under the swap agreement till the end of 2009. (iv) Interconnection dispute with Ukrtelecom Subsequent to the balance sheet date the Company has entered into legal proceeding with OJSC Ukrtelecom (‘Ukrtelecom’). The case was initiated by Ukrtelecom in respect of stepped up decrease in ‘fixed-mobile’ interconnect charge, based on the new tariffs enforced by Ukrtelecom since 1 January 2009. Management of the Group believes that the dispute will not have backdate effect, accordingly no allowance for impairment was made for trade receivables due from Ukrtelecom as at 31 December 2008. The accompanying notes form an integral part of the consolidated financial statements CONTENTS Why is CSR Important for Kyivstar? 4 Kyivstar’s Mission, Vision and Values 6 Collaboration with the United Nations 7 Our Contribution to the Social Development of Ukraine in 2006-2008 «Communication for the Future 2007-2008» All-Ukrainian School Football Championship ‘DJUICE-GO:OAL’ Kyivstar: Territory Of Mobile Culture Environmental Care Corporate Charity 9 16 18 26 28 Думая о вас Отчет о корпоративной социальной ответственности компании «Киевстар» Kyivstar is a Responsible Business Igor Lytovchenko President of Kyivstar 3 We are glad to present Kyivstar’s corporate citizenship report for 2006-2008. What does corporate citizenship mean to us? It means acting in a responsible manner with respect to the state, its institutions and its organizations, as well as its citizens. We are striving to make our contribution to the social and economic development of Ukraine and build our business processes in accordance with this principle. Kyivstar is a successful company — the leader among telecommunication companies in Ukraine. So we are conscious of our role as an example to be followed by the other market players. And that’s why we are dedicated to the development and prosperity of Ukraine. «Mobile Culture at the Wheel». We started a program for the reduction of CO2 emissions. We run a wide-scale campaign, «Talk More to your Children», that aims to help parents better understand their children, talk to them more and assist them further in developing their lives. We demonstrate our approach in practice. We implemented numerous projects aimed at delivering help for physically handicapped people, orphaned children, isolated elderly people and at strengthening family values, developing a culture of communication and preserving the environment. In Kyivstar’s trusteeship, there are 25 orphanages and 11 residential homes all over Ukraine. In 2008, we provided physically handicapped children in 7 specialized schools with the equipment they needed. Together with DAI (Ukrainian traffic police) we implemented a program called Our mission — to be the indisputable leader, deserving the highest trust. And this mission remains unchanged despite the difficult economic situation in the country and the world. According to a survey by «Gvardiya» magazine, Kyivstar is second among the leaders in corporate social responsibility. Still the most important for us is that every second Ukrainian, i.e. all Kyivstar’s subscribers, supports our efforts in corporate social responsibility and respects our position: taking care of people and the development of Ukraine. 3 Отчет о корпоративной социальной ответственности компании «Киевстар» Думая о вас Why is CSR Important for Kyivstar? The social responsibility of the business is one of the principles of Kyivstar’s work, which means that our company considers it essential to take part in the development of Ukrainian society. We choose this principle because Ukraine is our home, where our parents and children live. By developing our country we guarantee the stable development of our business in the future. When bringing into life different areas of CSR, we are guided by the principles of the corporate management of Kyivstar. We follow the Corporate Code of Conduct, the United Nations Global Convention, the conclusions of the Social Responsible Business Fund (our company is one of its founders) as well as our mission, vision and values. 5 Думая о вас Отчет о корпоративной социальной ответственности компании «Киевстар» Our Mission We improve life by providing telecommunication services of the highest quality. Our Vision To be the best company in Ukraine that deserves the highest trust. Our Values To be the best: we are aiming at continuous improvement and the highest quality. Every action works for our customer. To keep our word: in any situation we operate straight and fair. We do what we promise. Our promises do not disagree with our actions. To inspire: we open possibilities and inspire to gain new experiences. We make the life of people around us better. To understand: we are a close-knit team. We always try to be the best at understanding our customers, colleagues and partners. We are active and ready for cooperation. To give joy: we want to impress our customers — by understanding their needs, with the quality of our communication, diversity of our services, our enthusiasm and opportunities! We give pleasure with our work. 7 Collaboration with the United Nations Kyivstar Joins the United Nations Global Alliance Developing in the direction of the international standards of Corporate Social Responsibility, Kyivstar joined the United Nations Global Alliance in 2006. This document makes an appeal to business circles to follow the nine framework principles in the area of human rights, labour relations and environmental protection. Kyivstar’s accession to the above treaty demonstrates that our company is ready to increase its activity in the area of social and civil responsibility, to take an active part in the development of a just society and fight for Environment Protection. Besides this, we consider this admission as a chance to use the possibilities of the market to its maximum by relying more on social factors when strategically planning or implementing proven methods of management and business affairs. Supporting an initiative to prevent human traffic On April 25, 2007, Kyivstar, the Mission of International Organization for Migration (IOM) and UNO’s agency in Ukraine signed the Memorandum of Understanding with the aim of establishing the efficient collaboration to prevent human traffic in Ukraine. As the first step, the parts initiated a free short mobile number 527 that operates on the non-commercial basis. Calling this number, subscribers can get reliable information on realias and potential threats which migrants may experience beyond Ukraine. Думая о вас Отчет о корпоративной социальной ответственности компании «Киевстар» Our Contribution to the Social Development of Ukraine in 2006-2008 9 Ukraine-Wide Program «Communication for the Future» 2007-2008 The year 2007 marked an anniversary for Kyivstar. The tenth anniversary celebrations of its activity were accompanied by a large-scale program «Communication for the Future», which began in 2007 and lasted for 2 years. The prime goal of the program, launched in 2007, is to inspire every Ukrainian to think about their own future and, through the harmony of communication and mutual understanding, take a firm step into the future. The goal of the program in 2008 was to draw the attention of Ukrainians to the importance of healthy as well as quality communication with children for the sake of a better future. Thanks to various activities «Communication for the Future 2008» reached more than 20 million people, i.e. every second Ukrainian. 9 Отчет о корпоративной социальной ответственности компании «Киевстар» Думая о вас 2007: «Communication for the Future» 2007 was an anniversary year for Kyivstar. 10 years of activity was marked with the extensive program «Communication for the Future». The main objective of the company is to inspire every Ukrainian citizen to think about their own future and to envisage tomorrow through peaceful communication and understanding. June 2007 June 2007 The Launch of the Program. Conquest of New Heights 10 Historical Films The Citizens of Kyiv enjoyed the breathtaking official opening of the first stage of the Program on June 25th, when the world famous «spiderman» Alain Robert climbed to the top of the 63-meter headquarters of Kyivstar. This symbolic climb performed by the French urban climber demonstrated how perseverance and motivation help in reaching a set goal. Alain Robert climbing 63 meter high building of Kyivstar’s head office Throughout June Channel «1+1» broadcasted the series «Your Story», which reminded us all of the many events which we have witnessed during the last 10 years. June–July 2007 62 TV Stories — Vision of the future The second part of the project run with Channel «1+1» was called «Your Future». This was a further series of TV clips, in which Ukrainians from different parts of the country expressed their vision of the future. Anyone who sent a letter to Kyivstar with a short description of his/her project of the future could become the star of a clip. This part of the program was momentous, since it was the first program to give an opportunity to envisage a Ukrainian-like vision of the future. 11 National communication To inspire Ukrainian people to think together with Kyivstar about our future, we carried out an extensive nation-wide information campaign which included thousands of billboards and hundreds of TV promos. August 2007 Public Discussions About a Better Future Within the framework of the anniversary program, Kyivstar initiated a series of brainstorming public debates, aimed at imagining the future in the Ukrainian society, through initiating discussions in public and in the media. Professionals and experts from various areas — from philosophers and artists to TV journalists and businessmen — took part in these debates. Among the participants were such opinion-makers as the President of «Kyivstar» Igor Lytovchenko, TV presenter Yuriy Makarov, Ukrainian Minister of Culture Vasyl Vovkun, artist Yevgeniya Gapchynska, Ukrainian NAS Academic Myroslav Popovych and many others. July-August 2007 Ukraine-Wide Sociological Survey of the Expectations and Ambitions of Ukrainians Along with the above ‘brainstorming’, Kyivstar conducted, in collaboration with Kyiv International Institute of Sociology, a large-scale Ukraine-wide survey among the various tiers of society — ‘The Vision of Future by the People of Ukrainian’. According to the results of the survey and discussion a ‘Blueprint of the Future of Ukrainians’ was drafted, representing a generalized picture of the views of Ukrainians of their future, their ambitions, and the factors affecting the improvement of their tomorrow. The Blueprint shows the values that are the most significant for Ukrainians. Family and children took first place. Health and material benefits are also of great importance. Ukrainians then mentioned the importance of confidence and self- development, career, education, spirituality and culture on their future. Professionals and experts from various areas took part in public discussions about the future of the Ukrainian society Думая о вас Отчет о корпоративной социальной ответственности компании «Киевстар» August 2007 September 2007 TV Programs about the Success Stories of Famous People Show on the Singing Field The Way to Success’ Project, implemented by Kyivstar jointly with «24» News TV channel, is a series of programs, which tell the success stories of prominent people and how they reached the top and see their future. Participants in the TV programs were editor-inchief of the «Outstanding Ukrainians» Project on «Inter» channel Vahtang Kipiani; designers Andre Tan and Diana Dorozhkina; principal singer in the National Opera of Ukraine, Susana Chahoyan; popular singer Olena Vinnytska, scientist Sergiy Sytko and producer Denys Ivanov, as well as many others, whose professional and personal achievements can be examples for Ukrainians. Mega-show on the Singing Field in Kyiv was the climax of the nation-wide project The climax of the ‘Communication for the Future’ Program was a mega-show on the Singing Field in Kyiv. Nothing on this scale had been seen before: with spectacular video effects; fireworks and fire, light and water shows. On the day the stage saw: the National Symphonic Orchestra of Ukraine and the National Academic Choir ‘Dumka’; the ballets ‘Freedom’, ‘Quest’ and ‘Va-bank’; the mime theatre ‘Chernoenebobeloe’; drummers ‘Ars Nova’; the principal singer of the Prague Opera Mykola Nekrasov; the lead singer of the ‘Dumka’ choir Mykhailo Tyschenko and principal singer of the National Opera of Ukraine Susana Chahoyan. This theatrical and spectacular fairy tale was the climax of the nationwide project, which was designed to join people and their dreams together in hope of each of us finding our own way to a better future. 13 2008: «Talk More To Your Children» Artistic Sculpture Project All-Ukrainian Social Advertising Campaign On August 16th as part of the «Communication for the Future 2008» program Kyivstar started a large-scale social advertising campaign designed to draw society’s attention to the problem of communication between parents and children. It lasted till November 15th and involved TV and outdoor advertising. Preparing this campaign we wanted to do something more than the usual advertisement does: to help people, and primarily children, improve their lives. Artistic Sculpture Project «Communication for the Future» is a creative rethinking of a child’s loneliness. The opening of the project on August 7th at Independence Square in Kyiv marked the start of the Communication for the Future 2008 program. The sculptural group represents the world of children and grown-ups in the form of generalized figures: twelve children and two grownups, a father and a mother. Each of the twelve figures in the composition represents an actual child that feels lonely. Six children hold mirrors to reflect the child’s dreams: to be together with their mum and dad, read books together and go for a walk as a family. Each of the child figures can talk. If you come closer, at a distance of two metres, the figures start talking as if calling for the attention of their mum and dad. The Artistic Sculptural Project Communication for the Future is a unique combination of modern art and the latest technical developments. Its message to everyone is to come closer to children and help parents and children understand each other and establish healthy communication in families. Отчет о корпоративной социальной ответственности компании «Киевстар» Думая о вас «Kyivstar Family Holidays» «Kyivstar Family Holidays» project is a practical step towards improving the understanding between parents and children in Ukrainian families and establishing full-fledged communication in a family. Such holidays took place in 24 Ukrainian cities and towns from August till October. The concept of «Kyivstar Family Holidays» assumes that in all the contests and quizzes children should take part together with their parents. The total area of entertainment parks in every city reached 4 square km. Every park was divided into different amusement zones. There were quizzes and dance contests, computer entertainment, Segway races, ghost shooting, funny body-art and much more. During the course of the project more than 80,000 Ukrainian families took part in the «Kyivstar Family Holidays». “ Children are our future. It’s important not only to declare it, but also to do everything so our children can grow happily. Kyivstar is a socially responsible company. And we strive to help parents and children communicate to the fullest extent. Because there’s nothing more important and essential in our life than the personal and trusted contact with a child. ” Igor Lytovchenko, President of Kyivstar 15 «Warmth of Words» Musical Project The song «Warmth of Words», which was presented together with a video clip on August 26th, was written by the popular Ukrainian singer Gaitana especially for the «Communication for the Future 2008» program. She used her own childhood memories when writing it. The song and the clip tell about the wish of parents and children to spend more time together. Children lack communication with parents, while busy parents don’t find time for their kids. Communication gives joy and makes all the family happy. “ I had a strong desire to record an album for children. In my childhood I listened to many children’s songs and that was wonderful. But now almost nobody writes songs for kids, while the old classical children’s songs are not up-to-date. ” Gaitana, a singer Отчет о корпоративной социальной ответственности компании «Киевстар» Думая о вас Ukrainian Wide School Football Championship «DJUICE-GO:OAL» The target audience of the youth brand DJUICE is made up of mainly children and teenagers. In taking care of the future generation, we aim to become a healthy lifestyle trendsetter for them. And the ‘DJUICE-GO:OAL’ Championship, supported by the Ministry of Education and Science of Ukraine, is intended to improve pupils’ team spirit and to motivate their ambitions of success. Teams of pupils from the 7th, 8th and 9th form, who submitted an application to participate at their school, could enlist in the Championship. The number of the teams that participated in ‘DJUICE-GO:OAL’ Championship Year 2006 2007 2008 Number of teams 900 1731 2380 Number of cities 45 61 64 “ The majority of DJUICE users are young people. These are people that are just entering into adult life. And we feel marketing responsibility for this audience. The goal of DJUICE is to become a pioneer of a healthy lifestyle and to make wholesome things become trendy and interesting. Nelya Us, head of the youth segment business unit ” 17 Championship is held in 4 rounds: qualification, local, regional rounds and the national final in Kyiv, which makes ‘DJUICE-GO:OAL’ very similar to a professional football tournament. Every year for two and a half months, teams compete for the right to be named the best school team in Ukraine. Throughout the rounds, football players are awarded exclusive DJUICE branded gifts from Kyivstar. The schools, which hold the qualification rounds and other stages of the Championship, receive sports equipment. Concurrently with the ‘DJUICE-GO:OAL’ Championship in 2008 was a tournament of girls’ teams, DJUICЕ-FAN. That year the winners of the tournament were girls from school #55 in Kherson. The main prize for the winning team was a masterclass by the leading Ukrainian dancer Vlad Yama. Winners of ‘DJUICE-GO:OAL’ Championship 2006 Winner: «Gloria» team from Ivano-Frankivsk school #1 Main prize: a trip to London to meet Andriy Shevchenko 2007 Winner: Sykhiv upper secondary school team from Lviv Main prize: a trip to the home of football — Great Britain 2008 Winner: a team from Ternopil school #27 Main prize: A trip to Milan Думая о вас Отчет о корпоративной социальной ответственности компании «Киевстар» Kyivstar: Territory Of Mobile Culture Kyivstar is the first communications operator in Ukraine to run organised events to develop and build a culture of mobile communication. The ‘Mobile Culture’ Program was designed by the Company in 2005 to foster the practical and appropriate use of mobile communications in Ukrainian society. During the implementation of this program Kyivstar paid special attention to helping the younger generation develop a social mobile culture. 19 Program Development Stages: 2005 Launch of the Program The first step was to shape the public understand- atres and cinemas, where a number of special ing of a need to make the use of mobile phones in audio and video clips were shown and posters dispublic places more courteous, particularly in the- played to promote a mobile communication culture. 2006 Mobile Culture at the Wheel. First stage. In 2006, the Program was complemented with a municating on mobiles whilst driving. The pronew aim: ‘Driving: Mobile Security Activated!’ Its gram was promoted in public places, including goal is to draw attention to the dangers of com- the city transport. 2007 Initiative ‘For Mobile Communication in Ukraine!’ In 2007, the Program became widely advertised and acquired new teammates. Famous personalities including public figures, art and show business promoters and sociologists joined Kyivstar’s Initiative. The Ukrainian wide social research ‘The Impact of Mobile Communication on Behavioural Norms in Ukrainian Society’, carried out by the Institute of Sociology of the National Academy of Sciences of Ukraine and sponsored by Kyivstar, highlighted the need to implement guidelines in civilized communication. The research findings were also examined by representatives of the Ministry of Culture and Tourism of Ukraine, State Traffic Inspectorate Department of the Ministry of Internal Affairs of Ukraine and members of scientific organizations as well as by show business stars. This research led to the ‘Appropriate Rules of Mobile Communication Usage’ which outlines the principal recommendations of how to use a cell phone, making a balanced combination between personal freedom and respect for others. The Rules are available on Kyivstar’s official site under the Section ‘About Company’, then click ‘Social Responsibility’ — ‘Commitment to Product’ — ‘Mobile Communication Usage Ethics’. Думая о вас Mobile Culture At Schools Отчет о корпоративной социальной ответственности компании «Киевстар» Positive public recognition and research output led to a new development stage of ‘Mobile Culture’ Program. In July 2007, the Ukrainian Ministry of Education and Science and Kyivstar entered into the Memorandum of Cooperation. An educational course for pupils of the 5th — 8th form, in line with the National Curriculum, was introduced at all 20 thousand Ukrainian schools. In Ethics and extracurricular reading classes pupils learnt about the importance of appropriate cell phone usage in public places, about technologies to enable them to keep talking without disturbing others and about respecting private information stored on a cell phone. To put this program in practice parents and teachers were provided with precise guidelines. These guides were prepared by the best psychologists and specialists in the Ukrainian Ministry of Education and Science as well as by the Ukrainian Association of Parents’ Community. This guide is recommended for educational use (classified by the Ministry of Education and Science of Ukraine No. 1.4/18-Г-2232 as of 14.12.2007). As a part of Mobile Culture program, pupils of 5-8 forms had Ethics and extracurricular reading classes Pupils received colourful illustrative materials — posters engagingly showing the rules of mobile conduct. Currently the methodological guides and posters are distributed among the 22,000 schools in Ukraine. 21 Mobile Culture for Air Travellers In 2007, the «Mobile Culture» Program enlisted the help of Ukraine’s biggest airline company, Aerosvit. The partnership between the two national companies, both leaders in their respective fields, is an extremely important stage in the establishment of a public mobile culture. This part of the program deals with the respect, comfort and safety of travellers in the air. The results of this cooperation encompassed a three-month information campaign on board of all Aerosvit’s planes. Думая о вас Отчет о корпоративной социальной ответственности компании «Киевстар» Mobile Culture at the Wheel Statistics shows that 5 to 10 percent of car accidents in Ukraine happen due to the use of mobile phones by drivers while driving. In order to draw the attention of society to the dangers of communicating on mobiles whilst driving, Kyivstar with the support of the Traffic Police of the Ministry of Internal Affairs of Ukraine has started a new program called «Mobile Culture at the Wheel» under the slogan «Either Drive or Talk!» A social advertising campaign was held during 2008 in 37 cities and along 5 major roads. It informed the general public about the rules of talking safely on a mobile while driving using a clear example, thus facilitating traffic safety, preventing violations of traffic laws and decreasing the quantity of car accidents due to people talking on their mobile phones. 23 Explanatory Work on Advising on the Aspects of Mobile Communications Operation The goal of this program, run by Kyivstar since 2005, is to inform the public on the nature of radio waves and the operating principles of mobile communications. As with any technology, mobile communications raise a lot of questions, such as how they work, do they influence the environment and human beings, and what is the nature of electromagnetic waves generally. Regular dialogue with the mass media and independent experts allows us to provide the public with comprehensive information on the nature of mobile communications, the operating principles of telecommunication equipment and norms and standards for base stations used in Ukraine and in the world. “ In order to give comprehensive and open information on its business related to the use of highfrequency equipment, Kyivstar organized several tours for media representatives to see the operator’s base stations in operation. Journalists could get details on the operating principles of a base station. Using measuring instruments they could ascertain that the base station’s radio-frequency emission level was safe and obtain answers to any questions from Kyivstar specialists and independent experts. By this initiative Kyivstar tries to inform the population of Ukraine of the mobile communications operating principles and prevent «radiophobia» among people. Driving and talking on a mobile without a hands-free set caused a significant number of car accidents. That’s why we readily support this Kyivstar program as it is aimed at road accident prevention and fostering a culture of communication among our drivers. Our mutual advisory work will allow for a decrease in the accident levels on Ukrainian roads, Sergiy Budnik, Deputy Head of the Department of Traffic Police and this is extremely important both for drivers and pedestrians. ” Отчет о корпоративной социальной ответственности компании «Киевстар» Думая о вас Mobile Culture in Public Places During July and August a social advertising campaign was held in 23 Ukrainian cities with the goal of drawing the public’s attention to the necessity of respecting the etiquette of mobile phone use in public places such as theaters, cinemas and transport. The aim of this campaign is to increase the level of mobile culture “ in society. The advertisement, with a message to respect mobile culture, was placed on citylights near public transport stops, theaters and cinemas. The formation of a mobile culture in Ukrainian society at a European level is the main task being undertaken by Kyivstar and the Ministry of Culture and Tourism of Ukraine. Shaping the integral cultural and informational space of the state is the priority of the new policy of the Ukrainian Ministry of Culture and Tourism. Our target is creating social partnership and high level culture of our society. Solving tasks essential for society, we want to rely on the state sector as well as on social environment and national business. We are supporting Kyivstar’s social program — «Mobile Culture» as it will encourage better Vasyl Vovkun, Ukrainian Minister of Culture and Tourism business and social communication of Ukrainians. ” 25 Rules of Mobile Culture Mastering knowledge of and sticking to the rules of a mobile culture constitute a sign of intelligence and a high communication culture among people. Kyivstar advises all subscribers to observe the recommendations that help resolutely to combine personal freedom and respect for others’ interests. • In the office or during business meetings one should switch to ‘meeting’ or ‘vibro’ profile, unless otherwise agreed. • In the theatre, cinema, or library one should switch the sound off. • Please set a minimum cell phone volume in public places, e.g. in a cafe or a restaurant. • Speak quietly and briefly in public transport. • In places with security requirements, e.g. when travelling by plane or staying in a hospital, please switch off your cell phone. • It is recommended that you test the volume and select a ring tone on your cell phone whilst at home, not in public places. Думая о вас Отчет о корпоративной социальной ответственности компании «Киевстар» Environmental Care In 2008 Kyivstar joined the global «Green movement» and started implementing a program of environmental preservation and increasing energy efficiency. Kyivstar is a nonindustrial business, but as a large and forward-looking company we can’t avoid the threat of climate change and global warning. 27 Kyivstar’s ecological program supposes the implementation of energy-saving technologies in different business sections. It covers electric power supply, building and janitorial services, IT, transportation, etc. Having explored this ques- Kyivstar’s «Green Office» This program was worked out in 2008 and is being implemented in 2009. It supposes the implementation of a CO2 emission reduction system. For example, we have installed videoconferencing equipment in our office, which allows us to reduce the number of business trips. Another example — our internal communication program «Green Office» that reminds employees to turn off electric appliances and PC s at the end of the working day and to use printing paper sparingly. tion we found out that the implementation of advanced technologies allows us to reduce our annual CO2 emission by 16% and thus increase business efficiency and help to prevent the climate change. Думая о вас Отчет о корпоративной социальной ответственности компании «Киевстар» CORPORATE CHARITY — «For People, for Country» 29 The charitable initiative called «For People, for Country», which provides systematic support for disadvantaged people, has been run by the company since 2004. It covers 25 orphanages and 11 residential homes and includes the provision of special equipment for physically handicapped people. Talented university students receive special scholarships from the company. Help for Victims of Flood in Western Ukraine After the flooding that happened in the western regions of Ukraine in the end of July, 2008, Kyivstar’s subscribers donated about UAH 2 million to help the victims of flood. They used free call numbers and SMS which were started for this aim. Kyivstar donated more than UAH 1 million for reconstruction of two village schools and acquired four ambulance cars for regional hospitals in the most flooded territories. Restoration works were completed in the December of 2008. School in the village of Kosmyryn in the Ternopil region after redecoration sponsored by Kyivstar. Думая о вас Отчет о корпоративной социальной ответственности компании «Киевстар» Patronage Program to Overcome Loneliness and Marginalization of Elderly People The Program has been in operation since 2005. We continually take care of 3.5 thousand lonely elderly people, by applying an integral approach to overcoming the problems of marginalization. Kyivstar improves living conditions and arranges leisure activities for veterans and the elderly, as well as lending material aid to more specialized organizations. Specially organized concerts by Nina Matvienko with ‘Zoloti Klyuchi’ (‘Golden Clefs’) marked a key 2007 event for the residents in these centers. During the concert they were delighted to hear their favourite songs sung by a national Ukrainian artist, have warm conversations with Nina Matvienko, who took her time to significantly express her sympathy and support. In this period residential homes were provided with all necessary facilities: wheelchairs, specialised equipment, TV sets, refrigerators and furniture, whilst medical care facilities were completely redecorated. Concerts, organized by the operator, became a real highlight of the project. All were truly loved by people and gave them the pleasure of true communication. It is of vital importance for elderly people to be integrated into public life. For this reason, apart from material aid supplied to centres, Kyivstar pays for magazine and newspaper subscriptions. Now, as pointed out by one of the senior staff, residents have become more interested in life around them with articles providing stimulus, regular topics to discuss and even creative inspiration. Nina Matvientko’s concert in the senior centre of Borodyanka, 2007 31 Taking Care of Veterans Paying an enormous honour to the great deed, heroism and commitment of the war veterans, Kyivstar launched a social project as a part of the program «For the people, for the country!» Which supports World War II veterans. Thanks to the initiative of Kyivstar in 2006 veteran organizations and hospitals received material help. In honour of Victory Day veterans received gifts and were also able to visit celebrations devoted to such an important day. On Victory Day, May 9, 2006, Kyivstar prepared a special gift for veterans — «Signallers» offer. On that day thanks to Kyivstar’s «Signallers» offer veterans had the opportunity to communicate with their fellow soldiers from other cities, recall battlefield events and send compliments to each other. In addition, for the last 3 years Kyivstar has been running a traditional campaign on the Victory Day, May 9 — ‘Call Your Battlefield Companion’. On this day Kyivstar representatives perform honour guard duties in the Park of Glory and Memory and offer veterans the opportunity to make calls to their battlefield companions and fellow soldiers. In 2008 in the central parks of 26 Ukrainian cities, veterans could call their friends in Ukraine, Russia and Belarus free of charge. This initiative allowed the veterans to greet their battle comrades on Victory Day and recall those times when they fought shoulder to shoulder. The veterans received a lot of greetings and kind words, listened to wartime songs and even took part in the concerts themselves. On the 9th of May 2007 Kyivstar launched a Ukrainian wide campaign «A Letter to a Veteran». Students of higher education establishments in Ukraine came forward and wrote letters expressing warm words of gratitude to veterans of World War II and respect for their heroic deeds. 16 higher education institutions from 10 cities of Ukraine joined the campaign. Several thousand messages were sent. All letters of congratulation were addressed to the World War II veterans by Kyivstar Company. Celebrations dedicated to the Victory day (Kyiv, 2006 May, 9) Отчет о корпоративной социальной ответственности компании «Киевстар» Думая о вас Orphans’ and Parentless Children’s Aid Program The program covers 15 children’s homes and boarding schools. Alongside regular material aid to these institutions Kyivstar aids with the children’s development. Kyivstar regularly arranges various events, which help children see something of the outside life and learn to feel more fully integrated into society. In 2006 Kyivstar and the computer academy «Krok» initiated the course «Communicate with Internet» for graduates of 9-11 forms in the sponsored schools. It allowed children the opportunity to broaden their worldview and social circle. They learned how to communicate via E-mails, Internetpagers (ICQ) and Internet telephony (Skype). Taking into account the particularities of work in the boarding schools, in 2006 the number “ of academic hours was doubled. The new program, with more information, allowed children to learn material easier. The program orientation provides a practical approach to learning and the possibility to use this knowledge in work, study or daily life. Also Kyivstar covered all the Internet expenses of the boarding schools during the academic year. In the academic year 2006/2007 around 500 children from these schools were able to gain basic computer skills and build upon what they had learnt earlier. On New Year the children were visited by Disney’s «Cars» — the most popular cartoon film of 2006 — meeting the famous Ukrainian actors who had dubbed the cartoon and real racing drivers. I want to express my gratitude to Kyivstar for the support it gives our school. New equipment, room renovations, festive events and the feelings that we are needed — this all is very important for every child. Moreover, educational programs by volunteers from Kyivstar help our graduates enter into their own separate lives, not fearing self-reliance. Valentyn Vyrkovskiy, Director of the Volodymyr-Volynsky orphan school ” 33 Gaitana’ New Year concert for all patronage orphanages, 2008 In December 2007 Kyivstar organized a series of lectures for the graduates of the sponsored children’s homes and boarding schools. The lectures were by teachers of Ukrainian academies. They explained the entry requirements for higher educational establishments; about the assistance the residents of children’s homes and boarding schools have during entrance and studies; clarified the particularities of educational institutions and faculties; advised about the prospects of employment after graduation from educational institutions as well as the tendencies on the labour market on the whole. In 2008 graduates of 10 orphanages received a special gift from Kyivstar on their graduation dinner — a concert with the finalists of Chance TV-project and show-biz stars such as Ostap Stupka, Olga Sumska and Alyona Vinnitskaya taking part. Besides the performance, concert participants talked with the graduates telling them their success stories. Thus the former pupils could see that everyone who works hard can achieve success. The goal of this event was to show children that everyone has their chance in life and that these opportunities shouldn’t be missed. In December 2008 the popular Ukrainian singer Gaitana together with Kyivstar presented a children’s album called «Kookaburra». Her first listeners and guests at the album’s release were about 500 orphan children from 11 boarding schools which are in Kyivstar’s trusteeship. The album was created by Gaitana together with Kyivstar and Lavina Music. Отчет о корпоративной социальной ответственности компании «Киевстар» Думая о вас Aid Program for Physically Challenged Children Since 2004 Kyivstar has been lending assistance and equipment to rehabilitation centers, educational institutions and medical care establishments for children and adults all over Ukraine. In 2006, within the framework of the large-scale social program «Mobile Ambulance», Kyivstar provided more than 500 mobile teams from the 25 regional first-aid stations in the different regions of Ukraine with special lightweight mobile medical kits. The equipment is designed for field doctors. Kyivstar also provided Kyiv municipal first-aid station with computers. In 2006 Kyivstar equipped a specialized computer classroom in the Institute of Correctional Pedagogy and Psychology of National M. Dragomanov Pedagogical University. Blind and deaf students, and also those students who work in educational institutions for the study of children with disabilities, use this classroom. Also on the Day of Physically Disabled People 6 specialized institutions all over Ukraine were given assistance. In November 2007 Kyivstar supplied medical equipment to 3 rehabilitation centers for disabled children in Crimea, Lviv region and Kyiv. Yevpatoria central children’s clinic resort, «Strumochok», rehabilitation centre; «Nadiya» («Hope»), Brody regional voluntary society for the protection of handicapped children and the social & medical rehabilitation unit for ICP children in the Solomyansky public care centre. Kyiv received physical therapy, electrical stimulation and electrotherapeutics, as well as magnetic-laser therapy facilities. The National Technical University of Ukraine «KPI» and 8 public disabled organizations were equipped with computers installed with special workstations for physically disabled students. Sets of special equipment were acquired for blind and visually impaired children in 8 cities of Ukraine. Sponsored by Kyivstar, Scientific Society for the Disabled, the «Institute of Social Policy» created and released special information and education on www.isp. rehab.org.ua. In 2007, Kyivstar worked out a solution to allow hearing and speaking impaired people to call an ambulance by means of SMS. The Company developed technical solutions and a dedicated speed dial number — 10003. By sending an SMS to this number, those with a hearing or speaking impairment can make use of an extra channel of SMS and call ambulance without anybody’s assistance. In 2008, on the International Day for Persons with Disabilities (December, 3) Kyivstar presented electronic enlargers to seven Ukrainian schools for children with sight problems. These devices allow children to read texts, even those with only 2% of sight remaining. Kyivstar also installed a computer classroom in Kyiv specialized school #168, where physically challenged children study along side ordinary pupils. The new classroom is equipped with special equipment and software for correcting speech abnormality. 35 Partnership Program between Kyivstar and the Zoos and Dolphinariums of Ukraine Zoos in Ukraine are unique places for family days out. Visiting zoos is a good tradition in many Ukrainian families. Since 2006 Kyivstar has been helping to preserve and improve zoos not only in Kyiv, but also in Kharkiv, Odesa, Mykolayiv and Mena, in addition to dolphinariums in Yalta, Evpatoria, Odesa and Sevastopol. Holiday events ‘Family Weekend’, organized by Kyivstar in the zoos and dolphinariums in Ukraine, started in Kyiv and Kharkiv. On International Family Day the company presented a gift to visitors of the Kyiv zoo — an outdoor cinema and a unique exhibition called «If…» The displays in this astonishing exhibition were fantasy household goods for animals: A comb for the lion, a barrel of honey for the bear, a scarf for the giraffe, a thermos for the camel and a rucksack for the kangaroo. Thanks to this program zoos and dolphinariums in Ukraine have managed to improve the conditions of animals, to equip territories with proper facilities and to introduce new animals to the public. In 2007, zoos in Ukraine organized the festive event ‘Family Weekend’. Also held were children’s traditional birthday celebrations and giraffes, an adult favourite, were brought to the capital’s zoo with the help of Kyivstar. Special guests of this event were residents of children’s homes from Zaporizhzhya and Kirovograd both sponsored by Kyivstar. In 2007, visitors to Kyiv zoo could take part in the educational tours ‘Family Traditions with Kyivstar’ and ‘Family Traditions of Living Nature’. Season opening in Kyiv Zoo, 2007 Думая о вас Отчет о корпоративной социальной ответственности компании «Киевстар» Additional information about Kyivstar’s corporate social responsibility is available at our corporate site: www.kyivstar.ua/responsibility Contacts: Email for your propositions and comments about CSR — csr@kyivstar.net