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Pakistan Telecommunication Company Limited
Annual Report 2001
CONTENTS
Company Information
Notice of Sixth Annual General Meeting
Directors' Report
COMPANY ACCOUNTS
Auditors' Report
Balance Sheet
Profit and Loss Account
Statement of Changes in Equity
Cash Flow Statement
Notes to the Accounts
CONSOLIDATED ACCOUNTS
Auditors' Report
Balance Sheet
Profit and Loss Account
Statement of Changes in Equity
Cash Flow Statement
Notes to the Accounts
Pattern of Shareholding
COMPANY INFORMATION
BOARD OF DIRECTORS
Akhtar Ahmad Bajwa Zafar Ali Khan
Chairman, Managing Director,
Pakistan Telecommunication Co. Ltd. Private Power & Infrastructure Board,
Ministry of Water & Power
Muhammad Yunis Khan Arshad Mahmud
Secretary Finance, Member (Finance),
Government of Pakistan Pakistan Telecommunication Co. Ltd.
Maj. Gen. Muhammad Tariq
Signal Officer-in-Chief, GHQ
Syed Mazhar Ali Dr. Altamash Kamal
Chairman, IT Commission CEO, Xibercom
Fakir S. Aijazuddin Zafar I. Usmani
Chairman, Lahore Arts Council CEO, Mobil Askari Lubricants Ltd.
Asghar D. Habib R.D. Ahmed
Chairman, Habib Sugar Mills Partner, ORR Dignam & Company
Dr. Avais Kamal
Technical Director, LTG
Syed Zahoor Hassan
Ph.D. Professor & Dean,
Lahore University of Management, COMPANY SECRETARY
Sciences (LUMS) Iftikhar Ahmad Bashir
Company's Akhtar Ahmad Bajwa, Chairman & Member (Operations)
Management Iftikhar Ahmed Raja, Member (Administration)
Arshad Mahmud, Member (Finance)
Noor-uddin Baqai, Member (Tech) & Director General (SBP)
Muhammad Nehmatullah Toot, Director General (Accounts)
M. Mashkoor Hussain, Director General (Intl. Communication)
Capt. Zahir M. Khan, Director General (ITT&R)
Muhammad Arif, Director General (Developmen0
Tanvir Ahmad, Director General (Operations North)
Irfan Ali Khan, Director General (Operations South)
Shah Muhammad Chaudhary, Director General (Finance)
M. Sadiq Khokhar, Director General (Revenue)
Muhammad Ikram Khan, Director General (Operations) Central
Wasiq Mahmood, Director General (Marketing and Customer Care)
Company Secretary Iftikhar Ahmad Bashir
& Legal Advisor
Auditors A.F. Ferguson & Co., Chartered Accountants
Bankers ABNAMRO Bank
Standard Chartered Grindlays Bank Ltd.
Union Bank
Citibank N.A.
Deutsche Bank
Faysal Bank Ltd.
Muslim Commercial Bank Ltd.
National Bank of Pakistan
Share Registrars Khalid Majid Husain Rahman
First Floor, Modern Motors House,
Beaumount Road, Karachi- 75530, Pakistan.
Tel.: +92-21-5210516-7, 5210736, 5210765.
Fax: +92-21-5210626, 5688834.
Registered Block-E, PTCL Headquarters, G-8/4,
Office Islamabad-44000, Pakistan.
Tel: +92-51-2263732-4
Fax: +92-51-2263 733
E-mail: secptcl@isb.paknet.com.pk
NOTICE OF THE SIXTH ANNUAL GENERAL MEETING
Notice is hereby given that the Sixth Annual General Meeting of Pakistan Telecommunication Company Limited will be
held on Saturday, 29th December, 2001 at 9:30 a.m. at the S.A. Siddiqui Auditorium, Old Building, PTCL Headquarters,
G-8/4, Islamabad, to transact the following business:
Ordinary Business:
1. To receive, consider and adopt the Audited Accounts for the year ended 30th June, 2001, together with the
Auditors' and Directors' reports.
2. To approve the cash dividend @ 24% i.e. Rs. 2.40/- per share for the year ended 30th June, 2001 as
recommended by the Board of Directors.
3. To appoint Auditors for the year ending 30th June, 2002 and to fix their remuneration. The retiring Auditors
Messrs A.F. Ferguson & Co., Chartered Accountants, being eligible, offer themselves for reappointment.
Special Business:
4. To consider and pass the following resolutions under section 208 of the Companies Ordinance, 1984.
i) RESOLVED THAT Pakistan Telecommunication Company Limited (The Company) be and is
authorized to invest an aggregate sum of Rupees One Hundred and Fifty Million, in cash or in kind (assets
and promotional expenses), in Fifteen Million Ordinary Shares of Rupees Ten each in Paknet Limited,
a wholly owned subsidiary of the Company. Such investment to be made in one lump sum or in
tranches as deemed fit by the Board of Directors of the Company.
ii) RESOLVED THAT Pakistan Telecommunication Company Limited (The Company) be and is
authorized to invest an aggregate sum of Rupees One Thousand Five Hundred Million, in cash or in kind
(assets and promotional expenses), in One Hundred Fifty Million Ordinary Shares of Rupees Ten each of
Pak Telecom Mobile Limited, a wholly owned subsidiary of the Company. Such investment to be
made in one lump sum or in tranches as deemed fit by the Board of Directors of the Company.
iii) RESOLVED THAT Pakistan Telecommunication Company Limited (The Company) be and is
authorized to invest and aggregate sum of Rupees Three thousand million, in cash or in kind (assets and
promotional expenses) in Pak Telecom Mobile Limited (PTML), a wholly owned subsidiary of the
company, in the form of Long Term Loan. Such investment to be made in one lump sum or in tranches as
deemed fit by the Board of Directors of the Company by extending a credit line. The Board of Directors of
the Company are also authorized to settle the terms and conditions of this loan in line with the terms and
conditions which PTML will otherwise commit with the banks.
5. To consider and pass the following resolution:
i) RESOLVED THAT Pakistan Telecommunication Company Limited (The Company) be and is hereby
authorized to transfer PTCL land approximately 611 Kanals (Khasra No. 1175, Village Pandak, the area
measured 167 Kanals and Khasra No. 1149, Village Tullukar, the area measured 444 Kanals) in lieu of the
property being surrendered by NRTC outside the boundary limits of the said land, to the NRTC on
ownership basis for consideration and as per vesting principles keeping in view the sensitivity of the
manufacturing activity for defense purposes.
6. To transact any other business with the permission of the Chair.
Statement under section 160(1)(b) of the Companies Ordinance, 1984 is being sent to the shareholders with the notice of
meeting.
BY ORDER OF THE BOARD
Islamabad Iftikhar Ahmad Bashir
Dated: 1st December, 2001. Company Secretary
Notes:
1. Any member of the Company entitled to attend and vote at this meeting may appoint any person as his/her
proxy to attend and vote instead of him/her. Proxies in order to be effective must be received by the Company at .
the Registered Office not less than 48 hours before the time fixed for holding the meeting.
2. Share Transfer Books of the Company will remain closed from 20th December, 2001 to 29th December, 2001
(both days inclusive) for the purposes of the Sixth Annual General Meeting.
3. Members are requested to notify any change in address immediately to the Shares Registrars Messrs Khalid
Majid Husain Rahman, First Floor, Modem Motors House, Beaumont Road, Karachi.
4. Any individual Beneficial Owner of CDC, entitled to vote at this meeting, must bring his/her original NIC with
him/her to prove his/her identity, and in case of proxy, a copy of shareholder's attested NIC must be attached
with the proxy form. Representatives of corporate members should bring the usual documents required for such
purpose.
Statement under section 160(1)(b) of the Companies Ordinance, 1984.
This statement sets out the material facts concerning the Special Business to be transacted at the Sixth Annual
General Meeting of the Pakistan Telecommunication Company Limited to be held on December 29th, 2001.
Approval of Shareholders will be sought for investment in the following subsidiaries of the Pakistan
Telecommunication Company Limited.
Investee Company: Paknet Limited
Amount of Investment: Rs. 150,000,000 in 15,000,000 ordinary shares of Rs. 10 each of Paknet limited.
Purchase price of Shares: Rs. 10 each
Source of Funds: Retained Earnings
Period of Investment: Permanent capital in the wholly owned subsidiary of PTCL having an authorized
capital of Rs. 350,000,000 represented by 35,000,000 ordinary shares of Rs. l0
each and a paid up capital of Rs. 50,000,000.
Purpose of Investment: Paknet has been carrying out Data and Internet Service Providers (ISP) business
since March, 1999. Presently it serves about 76,000 internet customers in almost all
major cities of Pakistan, in addition to provision of data services. There are about 50
data operators and major ISPs in the market besides Paknet. Additional amounts are
required to Paknet for modernizing its network and smooth functioning of existing
operations.
Benefits: In view of major competition in the market and to meet the challenges of new
technologies, it is essential to bring new systems and expansion in the network for
which sizeable amounts are required. Due to low paid up capital, it is not possible to
obtain the loans from banking sector. Information technology and internet services
around the world are growing at an unprecedented rate of 40-50%. Pakistan has
also a tremendous growth in this sector. Insertion of additional paid up capital by
PTCL will help the Company to raise further funds through loans, improve its
technologies and expand its network. This will ultimately be a source of increased
profitability for the company.
Investee Company: Pak Telecom Mobile Limited
Amount of Investment: Rs. 1,500,000,000 in 150,000,000 ordinary shares of Rs. 10 each.
Purchase price of Shares: Rs. 10 each
Source of Funds: Retained Earnings
Period of Investment: Permanent capital in the wholly owned subsidiary of PTCL having an authorized
capital of Rs. 4,000,000,000 represented by 400,000,000 ordinary shares of Rs. 10
each. Existing Paid up Capital of PTML is Rs. 2,000,000,000 represented by
200,000,000 ordinary shares of Rs. 10 each.
Purpose of Investment: Consequent upon the permission granted by PTA to operate a cellular phone
network in Pakistan along with the other three operators in Pakistan, a company
under the name of Pak Telecom Mobile Limited was established. In order to
expand the network of PTML, a new project is under process which requires the
total funding of Rs. 4,500 million out of which Rs. 1,500 million is to be injected in
the form of equity.
Benefits: The world telecommunication sector is gearing towards wireless communication.
The mobile business has big growth potential. In some countries it has grown so fast
that the level of mobile penetration has crossed fixed line levels (e.g. Finland and
Sweden). In this background of growth, it was essential for PTCL to establish itself
in the cellular phone business before the exclusivity on the fixed telephony expires.
Introduction of U-fone in the major cities of Pakistan received an unprecedented
response and within a very short time, already available capacity exhausted. In
view of heavy demand of U-fone and also to provide the connectivity in the whole
country, it is essential to expand the existing network. It is expected that this
expansion project will not only increase the profitability of the company but also
help PTCL to face the challenge of exclusivity expiry.
Investee Company: Pak Telecom Mobile Limited
Amount of Investment: Rs. 3,000,000,000
Source of Funds: Retained Earnings
Nature of Investment: Long term loan to be extended to the wholly owned subsidiary of PTCL having an
authorized capital of Rs. 4,000,000,000 represented by 400,000,000 ordinary
shares of Rs. 10 each. Existing Paid up Capital of PTML is Rs. 2,000,000,000
represented by 200,000,000 ordinary shares of Rs. 10 each.
Terms & Conditions: PTCL will extend the credit line of Rs. 3 Billion on the same terms and conditions
which PTML will otherwise commit with the banks. Detailed terms and conditions
will be settled with PTML after the necessary approval by the Boards of PTML and
PTCL.
Purpose of Investment: Consequent upon the permission granted by PTA to operate a cellular phone
network in Pakistan along with the other three operators in Pakistan, a company
under the name of Pak Telecom Mobile Limited was established. In order to
expand the network of PTML, a new project is under process which requires the
total funding of Rs. 4,500 million out of which Rs. 1,500 million is to be injected in
the form of equity and remaining amount of Rs. 3,000 million is to be provided by
PTCL as a long term loan.
Benefits: The world telecommunication sector is gearing towards wireless communication.
The mobile business has big growth potential. In some countries it has grown so fast
that the level of mobile penetration has crossed fixed line levels (e.g. Finland and
Sweden). In this background of growth, it was essential for PTCL to establish itself
in the cellular phone business before the exclusivity on the fixed telephony expires.
Introduction of U-fone in the major cities of Pakistan received an unprecedented
response and within a very short time, already available capacity exhausted. In
view of heavy demand of U-forte and also to provide the connectivity in the whole
country, it is essential to expand the existing network. It is expected that this
expansion project will not only increase the profitability of the company but also
help PTCL to face the challenge of exclusivity expiry. PTCL has a surplus liquidity
which is placed at low interest rates. This investment will give PTCL an
opportunity to earn reasonable return on its investment.
Transfer of PTCL Land to National Radio Telecom Corporation (NRTC)
Brief Description:
1. Khasra No. 1175-VillagePandak (167 Kanals)
2. Khasra No. 1149-Village Tullukar (444 Kanals)
Prior to privatization of PTCL, the land of PTCL (owner) may be transferred to NRTC (transferee), which they
have occupied since 1965-66 (in erstwhile T&T Complex) at Haripur. In response to demand of NRTC, a meeting was
held on 30th August 2001 in the office of the Secretary (IT & Telecom Division), the principle shareholders to sort out the
issue of transfer of land of PTCL to NRTC. The Secretary (IT & Telecom Division) chaired the meeting and it was agreed
upon in principle that the land would be transferred to NRTC on ownership basis for consideration and as per vesting
principals keeping in view the sensitivity of the manufacturing activity for defense purposes. It was further resolved that
in view of the defense oriented nature of work of the NRTC and the desirability of unhindered functioning of NRTC, the
said land should be transferred (on cost) to NRTC by PTCL in lieu of the property being surrendered by NRTC.
All the expenditure involved in the legal documentation for transfer of land will be born by the NRTC.
PTCL Board of Directors in the meeting held on October 25th, 2001 have also accorded approval of transfer of
the said PTCL land to NRTC.
DIRECTORS' REPORT
The Directors of PTCL take pleasure in presenting to its shareholders, the Annual Report and the Audited
Accounts of Pakistan Telecommunication Company Limited for the year ended 30 June, 2001.
Company Overview:
The telecommunication sector around the world is going through a process of rapid change. Information
technology, Internet, Mobile Communications, convergence and new stream of value added services are changing the
basic complexion of telecom service. The changes in technology and the wave of liberalization and deregulation have
even transformed the basic character of the telecom business. As a result, every telecommunication company (telco) in
the world has been confronted with new challenges of restructuring and change especially since last decade. In-line with
the global trends and for meeting the emerging demand, major policy initiatives have been taken by your Company to
change the direction of the business, upgrade its network, introduce range of new value added services, develop
portfolios of information technology, internet and bandwidth related services to diversify and enhance the revenue
potential of your Company.
For years now, the telecommunications sector has been marked by fast growth and rapid changes driven by
three parallel and closely related factors i.e. globalization, accelerated technological changes and the unrelenting
reconfiguration of the business. Realizing this challenge, the Board and the Management of the Company has worked
hard to keep the Company up-to-date with the new challenges for Public Switched Telephone Network (PSTN) and
Public Switched Data Network (PSDN). Growth of mobile telephony, introduction of VoIP technology and portfolio of
bandwidth services are some of the new areas where PTCL has ventured directly or through partnerships.
Your Company is taking both short-term and long-term view of emerging trends of highly competitive markets
as its monopoly is coming to an end. Analyzing all the possible options, your Company is systematically, introducing
new services, adopting new technologies to maintain the leading role in the sector and preserve its dominant position in
the industry. The Company likes to reiterate that it will continue to play a prominent role in Telecom sector of Pakistan.
Adoptions of new technologies and the design of new service portfolio is inescapable as these offer tremendous
opportunities. Historically, telecommunication companies have always had to innovate, staking enormous investments
on futuristic developments. The results are generally impressive. Without new investments, level of development of
societies would be unthinkable. It is our firm belief that investment in new technologies and businesses will finally lead
us to high-tech developed stage of telecom business coping with worldwide trends. We hope your Company shall be able
to play its role effectively in the face of open and competitive market.
Tariff Rationalization:
One of the most important aspects of the forthcoming competitive environment is pricing and terrifying of
products and services. The new paradigm would require cost-based services with thin-profit margins but higher
volumes. Inherently PTCL services were not cost-based. There were in-built subsidies and long distance calls, both
domestic and international, were highly priced. The Company, therefore, evolved strategies of gradual price
rationalization. It heavily depended on support derived from forex settlement revenue due to imbalance of out bound to
inbound international traffic. Global competition is driving Total Accounting Rates (TAR) to be lower year by year. The
TAR for international telephone calls continued to be reduced during the current financial year also. This trend is mainly
due to competitive international market, which has further been supplemented by FCC accounting benchmarks. The
situation is further compounded by WTO regime under which global telecom markets are to be opened up under
telecommunication agreement signed in February 1997. The liberal market provisions will also apply to Pakistani
markets effective from January 2003. Reduction in Accounting Rates is, however, partly compensated by growth in
incoming traffic that was over 15% this year as compared to 1999-2000. To minimize the impact of declining TAR, the
Company has been endeavoring to diversify its portfolio of services, expand circuit capacity with other countries,
improve call success ratio and add new subscriber line to enhance international traffic.
To offset the pressure of reducing international settlement rates and be in-line with global trends, domestic and
International Leased Circuits Rates have gone through continuous rationalization since 1997. This process continued
this year also with much higher reduction. Rates for Domestic Leased Lines were reduced by 40-50%, whereas 50-70%
reduction took place in International Leased Circuits rates. The line rent and local call charges were last raised in August
2000. A fresh proposal has been submitted to the concerned authorities for rationalizing tariffs, which is in-line with
international trends to gradually remove all built4n cross subsidies in the coming years. This year GOP notified price cap
formula to regulate price rebalancing prior to opening of the market for basic telephony in 2003. This formula provides
certainty to PTCL and other PSTN operators about tariff rebalancing and inflation related adjustments in the present and
post exclusivity scenario.
Following are the highlights of major tariff initiatives taken during the year:
* Reduction in NWD and overseas call rate upto 15% and 25% respectively with special Ramzan and Hajj
Packages.
* CLI activation charges reduced from Rs. 300/- to Rs. 100/- and monthly charges reduced from Rs. 50 to Rs. 30
* PTCL drastically reduced domestic leased line tariffs for corporate, ISPs & data operators from December
2000. Reduction was upto 50% for various bit rates.
* International bandwidth tariffs last reduced by 53% in May 2000. These were further reduced by 25% in Sept 2000.
* New Tariffs at the rate of US$6,000/E1/month for Software Houses and Call Centers have been introduced.
Same rate is also applicable for educational institutions & universities (approved by the University Grants
Commission).
* International voice call charges were also reduced by 25%.
Financial Performance:
During the year under review, the Company generated a total revenue of Rs.62.04 billion as against Rs.58.64
billion of the last year showing an increase of Rs.3.40 billion or 5.8 % inspire of general slump in the economy and
stagnation in industrial activities. Operating expenses were limited to Rs.31.46 billion as against Rs.33.30 billion for the
last year. Operating expenses proportion to revenue favorably improved as compared to last year due to effective cost
control measures.
Operating profit for the year under review has been Rs.30.58 billion or 49.3 % of total revenue as compared to
Rs.25.34 billion of the last year representing 43.2% of total revenue. Other income for the year arrived at Rs. 1.55 billion
as against Rs. 1.30 billion of the last year showing an increase of 18.7 %. Due to better financial control, financial charges
declined significantly ( 19.3 %) during the year under review and came down to Rs.3.16 billion from Rs.3.92 billion of
the last year.
After adjustment of other income and financial charges, the profit before tax arrived at Rs.28.97 billion as
against Rs.22.73 billion, a remarkable increase of Rs.6.24 billion (27.5 %) over last year. The main reason for this
increase was overall increase in revenue, decline in operating cost and financial charges. After provision of tax for the
assessment year 2001-02 amounting to Rs. 10.81 billion, the net profit after tax arrived at Rs. 18.15 billion as against
Rs. 13.33 billion of last year.
The net operating fixed assets were Rs.82.04 billion as compared with Rs.74.30 billion of last year, a net
addition of Rs.7.74 billion in the operating assets. To meet with the ever-increasing demand, replacement of EMD lines
with digital ones and to further improve the telecom facilities for the general public, an amount of Rs.8.30 billion was
invested in the expansion of telecom network during the year under review.
Total current assets stood at Rs.41.81 billion as at 30 June, 2001 as compared with Rs.40.07 billion as at 30 June
2000 revealing an increase of 4.3%. This is mainly attributable to 4.2 percent increase in Cash and Bank Balances that
stood at Rs. l 7.39 billion against Rs. 16.68 billion of the last year. Stores & Spares also witnessed a declining trend during
the year and dropped to Rs.2.07 billion as against Rs.2.45 billion of last year. Trade debts revealed a nominal increase by
2.7%, over the last year. However, the percentage increase in trade debts was much less than 5.8% increase in revenue
over the previous year.
Total current liabilities stood at Rs. 46.86 billion, as against Rs. 41.70 billion at 30 June, 2000. Although, there
is decline in current maturity in long term loans, other liabilities and short term borrowings, however due to increase in
provision for taxation and increase in dividend payable, the current liabilities revealed an increase of Rs. 5.16 billion
over the last year. During the period under review, long-term liabilities were reduced to Rs. 24.01 billion from Rs. 35.58
billion.
Paid up capital remained unchanged at Rs. 51 billion. Reserves and Un-appropriated profit stood at Rs. 17.90
billion improving the total shareholders equity to Rs. 68.90 billion from Rs. 61.82 billion. Break-up value per share
increased to Rs. 13.51 from Rs. 12.12 of the last year.
Earning per share arrived to Rs.3.56 from Rs.2.61 revealing an increase of 36.4% per share over the last year.
PTCL is paying constantly cash dividends to its shareholders since its incorporation. The Board has recommended a cash
dividend of 24% per share as against 22.5% per share of last year.
Technical and Operational Performance
Despite an overall sluggish economic activity in the country, PTCL continued its pace of development with a
view to increase teledensity and enhance other telecom facilities in the country. These activities are discussed in the
succeeding paras.
Current Year's Achievement and Future Plans:
Current Year Next Year
(2000-01) (2000-02)
* New telephone connections 396,000 450,000
* Total new digital telephone exchange lines installed