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ADDITIONAL INFORMATION FINANCIAL STATEMENTS REPORT OF THE DIRECTORS BUSINESS AND FINANCIAL REVIEWS OVERVIEW
BT GROUP PLC ANNUAL REPORT & FORM 20-F
BT Group plc
Annual Report
& Form 20-F
2009
ADDITIONAL INFORMATION FINANCIAL STATEMENTS REPORT OF THE DIRECTORS BUSINESS AND FINANCIAL REVIEWS OVERVIEW
2Financial summary
3Chairman’s message
4Chief Executive’s statement
5This is BT
6How we are structured
8Business review
26 Other matters
32 Financial review
50 Board of Directors and Operating
Committee
52 The Board
54 Report of the Audit Committee
56 Report of the Nominating Committee
56 Report of the Committee for Responsible
and Sustainable Business
57 Report on directors’ remuneration
70 Directors’ information
71 Business policies
74 Shareholders and Annual General
Meeting
76 Statement of directors’ responsibilities
77 Report of the independent auditors
– consolidated financial statements
79 Consolidated financial statements
136 Glossary of terms and US equivalents
137 Report of the independent auditors
– parent company
138 Financial statements of BT Group plc
141 Subsidiary undertakings and associate
142 Quarterly analysis of revenue and profit
143 Selected financial data
145 Financial statistics
146 Operational statistics
148 Information for shareholders
160 Cross reference to Form 20-F
163 Glossary of terms
166 Index
BT Group plc is a public limited company registered in England and Wales and listed on the London and New York stock
exchanges. It was incorporated in England and Wales on 30 March 2001 as Newgate Telecommunications Limited with
the registered number 4190816. Its registered office address is 81 Newgate Street, London EC1A 7AJ. The company
changed its name to BT Group plc on 11 September 2001. Following the demerger of O2 in November 2001, the
continuing activities of BT were transferred to BT Group plc.
British Telecommunications plc is a wholly owned subsidiary of BT Group plc and encompasses virtually all the
businesses and assets of the BT group. The successor to the statutory corporation British Telecommunications, it was
incorporated in England and Wales as a public limited company, wholly owned by the UK Government, as a result of
the Telecommunications Act 1984. Between November 1984 and July 1993, the UK Government sold all of its
shareholding in British Telecommunications plc in three public offerings.
This is the Annual Report for the year ended 31 March 2009. It complies with UK regulations and is the Annual
Report on Form 20-F for the US Securities and Exchange Commission to meet US regulations. This Annual Report has
been sent to shareholders who have elected to receive a copy. A separate Summary financial statement & notice of
meeting 2009 has been issued to all shareholders.
In this Annual Report, references to ‘BT Group’, ‘BT’, ‘the group’, ‘the company’, ‘we’ or ‘our’ are to BT Group plc
(which includes the continuing activities of British Telecommunications plc) and its subsidiaries and lines of business, or
any of them as the context may require.
References to a year are to the financial year ended 31 March of that year, eg ‘2009’ refers to the year ended
31 March 2009. Unless otherwise stated, all non-financial statistics are at 31 March 2009. Please see cautionary
statement regarding forward-looking statements on page 148.
A number of measures quoted in this Annual Report are ‘non-GAAP’ measures. The Directors believe these
measures provide a more meaningful analysis of the trading results of the group and are consistent with the way
financial performance is measured by management. These include EBITDA, adjusted EBITDA, adjusted operating profit,
adjusted profit before taxation, adjusted earnings per share, net debt and free cash flow. The rationale for using non-
GAAP measures and reconciliations to the most directly comparable IFRS indicator are provided on pages 33 to 35, 39,
41, 47 and 48.