Vodafone 1997 Annual Report Download

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Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997
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http://www.vodafone.com/download/investor/reports/annual97/2/0.htm29/03/2007 22:28:37

Table of contents

  • Page 1
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 Feel free to browse through this site - select your chosen topic by clicking on the appropriate arrow http://www.vodafone.com/download/investor/reports/annual97/2/0.htm29/03/2007 22:28:37

  • Page 2
    ... increase of 20%. During the year, the Group's UK businesses achieved good growth and Vodafone Limited, the network operator, increased its market leadership. In particular, it extended its lead on digital services as a result not only of acquiring new customers but also of successfully moving its...

  • Page 3
    ... for strong profit growth in the years ahead. Throughout the year the Group continued to implement its strategy of developing its existing business, both in the UK and overseas. In the UK it acquired the two thirds of the share capital of General Mobile Corporation Limited, the parent company of...

  • Page 4
    ...of which he can be very proud. Chris Gent has now become Chief Executive. He joined the Group in January 1985 and, as Managing Director of Vodafone Limited, led his company to become the UK market leader, a position it has held since 1986. Chris was also instrumental in the establishment of many of...

  • Page 5
    ... worldwide. Roaming revenues which include income from Vodafone users roaming abroad and from visitors to the UK, now account for 24% of the company's digital airtime and access revenues. UK visitor income approximately doubled in the last year. Average revenue per customer for the financial year...

  • Page 6
    ... with the England and Wales Cricket Board to sponsor the England men's and women's cricket teams for a five year period. In September 1996, Vodafone became the first operator to offer a mobile phone service with no contract - Vodafone PrePay. This service provides customers with prepaid access and...

  • Page 7
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 The company is aware of its responsibilities to the community and continues to invest in and enhance the design of environmentally sensitive base stations. Vodafone has pioneered an agreement with the National Grid to use ...

  • Page 8
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 1997 Turnover Profit on ordinary activities before tax Earnings per share Dividends per share Capital expenditure and investment Proportionate subscribers £1,749m £539m 11.89p 4.81p £879m 4,016,000 1996 £1,402m £475m...

  • Page 9
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 http://www.vodafone.com/download/investor/reports/annual97/3/0.htm29/03/2007 22:32:17

  • Page 10
    ... digital network and UK customers using overseas networks. The acquisitions of Talkland, Peoples Phone and Astec did not have a material effect on turnover as their activities derive substantially from services provided by Vodafone, a fellow Group subsidiary company. In Continental Europe, turnover...

  • Page 11
    ... Group Plc Annual Report & Accounts for the year ended 31 March 1997 - Review of results Germany Greece Hong Kong Malta & Sweden Netherlands South Africa Uganda & Fiji TOTAL TOTAL International 40 101 41 33 36 107 4 2,234 673 16 57 38 20 2 84 3 1,781 412 150 77 8 65 1,700 27 33 25 63 Profit...

  • Page 12
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 - Review of results The Group's net interest cost increased by £18.5m as borrowings increased by £473.1m to finance acquisitions and fund overseas associate companies. Taxation The effective tax rate fell by 2.7% to 31...

  • Page 13
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 - Review of results Germany Greece Hong Kong Malta Netherlands South Africa Sweden Uganda 81.4 10.4 6.2 0.4 15.5 42.8 8.9 19.3 7.2 6.1 21.4 4.1 7.2 2.2 28.9 0.1 http://www.vodafone.com/download/investor/reports/annual97...

  • Page 14
    ... Reclassification as subsidiaries Disposal of investments Goodwill written-off Currency translations Share of profits in associated undertakings At 31 March 1997 £m 475.7 350.7 (153.6) (29.0) (48.1) (100.7) 23.9 518.9 Working capital http://www.vodafone.com/download/investor/reports/annual97...

  • Page 15
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 Working capital (excluding cash, overdrafts, bank loans and commercial paper) decreased by 104% as a result of an increase in creditors due within one year of £310.5m offset by a £111.9m increase in debtors due within ...

  • Page 16
    ... Group Plc Annual Report & Accounts for the year ended 31 March 1997 Germany Greece Hong Kong Malta Netherlands South Africa Sweden Uganda & Fiji TOTAL TOTAL International 94 202 79 12 96 175 59 3 4,016 1,149 43 79 70 9 19 108 36 2 3,035 585 119 156 13 33 405 62 64 50 32 96 Exchange rates Year...

  • Page 17
    ... Plc Annual Report & Accounts for the year ended 31 March 1997 Net cash flow generated from operating activities was £644.3m and was used mainly to fund capital expenditure of £351.2m, to enhance and expand the digital networks in the UK and Australia, pay tax of £150.1m and finance dividends of...

  • Page 18
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 Funding and liquidity The Group has a strong financial position demonstrated by credit ratings of A-1/P-1 short term and A+/ A2 long term from Standard and Poor's and Moody's respectively. At the year end substantial funds...

  • Page 19
    ... ratios for net interest cover, market capitalisation to net debt and gross cash flow to net debt, which establish internal limits for the maximum levels of debt. These ratios are consistent with those used by companies with very high credit ratings. At the end of the year the Group's net debt had...

  • Page 20
    .... Dividend cover of 2.5 times has been maintained. Share price The share price has shown healthy growth since the Company floated in 1988 at an issue price of 170p, which is now equivalent to 56.7p following the capitalisation issue in July 1994. http://www.vodafone.com/download/investor/reports...

  • Page 21
    ... the Group's and Company's budget for 1997/98 and other longer term plans, the directors are satisfied that, at the time of approving the financial statements, it is appropriate to adopt the going concern basis in preparing the financial statements. http://www.vodafone.com/download/investor/reports...

  • Page 22
    ... Annual Report & Accounts for the year ended 31 March 1997 Profit and loss 1997 £m Turnover Profit before taxation Taxation Profit after taxation 1,749 539 172 367 1996 £m 1,402 475 165 310 1995 £m 1,153 371 133 238 1994 £m 851 363 118 245 1993 £m 664 322 100 222 Earnings per share * Dividend...

  • Page 23
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 * As restated for 1994 capitalisation issue. http://www.vodafone.com/download/investor/reports/annual97/3/7.htm (2 of 2)29/03/2007 22:35:36

  • Page 24
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 http://www.vodafone.com/download/investor/reports/annual97/4/0.htm29/03/2007 22:36:56

  • Page 25
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 Consolidated profit & loss account Consolidated balance sheet Consolidated cash flow Consolidated statement of total recognised gains & losses Movements in equity shareholders funds Note Turnover Continuing operations ...

  • Page 26
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 Retained profit for the financial year Earnings per share 17 7 216.3 11.89p 187.2 10.15p Consolidated profit & loss account Consolidated balance sheet Consolidated cash flow Consolidated statement of total recognised ...

  • Page 27
    ... of overseas subsidiary and associated undertakings' balance sheets at the beginning of the year and equity additions and withdrawals during the financial year are dealt with as a movement in reserves. Other translation differences are dealt with in the profit and loss account. http://www.vodafone...

  • Page 28
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 Turnover Turnover represents the invoiced value, excluding value added tax, of services and goods supplied by the Group. Pensions Costs relating to defined benefit plans which are periodically calculated by professionally ...

  • Page 29
    ... overseas subsidiary and associated undertakings are remitted to the UK, except in respect of planned remittances. Leases Rental costs under operating leases are charged to the profit and loss account in equal annual amounts over the periods of the leases. http://www.vodafone.com/download/investor...

  • Page 30
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 Assets acquired under finance leases which transfer substantially all the rights and obligations of ownership are accounted... Group's balance sheet. http://www.vodafone.com/download/investor/reports/annual97/4/9.htm (4 of 4)...

  • Page 31
    ... Annual Report & Accounts for the year ended 31 March 1997 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 1 Segmental analysis The Group operates substantially in one class of business, the supply of mobile telecommunications services and products. Analyses of turnover...

  • Page 32
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 Turnover is by origin which is not materially different from turnover by destination. The directors have re-defined the segmental information to include the Pacific Rim as a separate segment due to the increased importance...

  • Page 33
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 1997 Note Fixed assets Investments Current assets Debtors Creditors: amounts falling due within one year Net current liabilities Total assets less current liabilities Creditors: amounts falling due after more than one year...

  • Page 34
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 24 June 1997 http://www.vodafone.com/download/investor/reports/annual97/4/38.htm (2 of 2)29/03/2007 22:37:21

  • Page 35
    ... Pty Limited (5) Vodafone SA Service provider Vodafone GmbH Holding company England England England Northern Ireland England Netherlands Malta Australia Australia Australia Australia France Germany 100 100 100 51 100 100 80 100 90 100 100 100 100 http://www.vodafone.com/download/investor/reports...

  • Page 36
    ... SA Panavox SA Vodafone Finance Limited Vodafone Group Services Limited Vodafone Investments Limited (7) Astec Communications Limited Vodacom Limited Emtel Europe Plc Vodafone Jersey Limited (8) Vodafone Limited (1) Vodapage Limited Air Call Communications Limited Vodastar Limited Holding company...

  • Page 37
    ... the Company and the Group as at 31 March 1997 and of the profit of the Group for the year then ended and have been properly prepared in accordance with the Companies Act 1985. Deloitte & Touche Chartered Accountants and Registered Auditors http://www.vodafone.com/download/investor/reports/annual97...

  • Page 38
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 Hill House 1 Little New Street London EC4A 3TR 24 June 1997 Review report by the auditors on corporate governance to Vodafone Group Plc In addition to our audit of the financial statements, we have reviewed the directors'...

  • Page 39
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 http://www.vodafone.com/download/investor/reports/annual97/4/49.htm (3 of 3)29/03/2007 22:37:28

  • Page 40
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 The following is a summary of the effects of the differences between US Generally Accepted Accounting Principles ('US GAAP') and UK Generally Accepted Accounting Principles ('UK GAAP') that are significant to Vodafone ...

  • Page 41
    ... the excess of the investment over Vodafone Group Plc's share in the fair value of the net assets at the date of investment. For US GAAP purposes the Group would capitalise and amortise goodwill over the estimated http://www.vodafone.com/download/investor/reports/annual97/4/8.htm (2 of 4)29/03/2007...

  • Page 42
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 period of benefit. The Group's equity in earnings of the associated undertakings is reduced by the amortisation of such goodwill. Marketable securities Under UK GAAP, quoted investments held as fixed asset investments are ...

  • Page 43
    ... ended 31 March 1996 and 1997 respectively, by 3,052,281,614 and 3,060,400,713 which are the approximate weighted average number of ordinary shares outstanding for the years ended 31 March 1996 and 1997 respectively. http://www.vodafone.com/download/investor/reports/annual97/4/8.htm (4 of 4)29/03...

  • Page 44
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 http://www.vodafone.com/download/investor/reports/annual97/5/0.htm29/03/2007 22:38:42

  • Page 45
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 CHAIRMAN and CHIEF EXECUTIVE DIRECTORS SECRETARY S R Scott MA Solicitor. Registered Office The Courtyard, 2 - 4 London Road, Newbury, Berkshire RG14 1JX http://www.vodafone.com/download/investor/reports/annual97/5/1.htm...

  • Page 46
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 http://www.vodafone.com/download/investor/reports/annual97/5/1.htm (2 of 2)29/03/2007 22:44:33

  • Page 47
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 - Report of the Directors The directors submit their annual report and audited financial statements for the year ended 31 March 1997. Review of the Group's business The Company and its subsidiary and associated ...

  • Page 48
    ... of key financial information. It is the Group's policy that its auditors be appointed as auditors of associated undertakings. Detailed post investment appraisals of all the Group's investments are conducted on a regular basis. http://www.vodafone.com/download/investor/reports/annual97/5/2.htm...

  • Page 49
    ... Group Plc Annual Report & Accounts for the year ended 31 March 1997 - Report of the Directors Monitoring process There are clear procedures for monitoring the system of internal financial control. The significant components of these are: â- Formal annual confirmation by subsidiary managing...

  • Page 50
    ... share capital of the Company is set out in note 16 of the financial statements. Results and dividends The consolidated profit and loss account is set out in the financial statements. The directors recommend a final dividend of 2.45p per ordinary share amounting to £75.3m payable on 15 August 1997...

  • Page 51
    ... offer himself for election by the shareholders. Other than their service contracts, none of the directors had a material interest in any contract of significance to which the Company or any of its subsidiaries was a party during the financial year. http://www.vodafone.com/download/investor/reports...

  • Page 52
    ... range of sports and social functions across the Group for its employees. UK all employee share schemes The directors are committed to the principle that all employees should be able to participate in the http://www.vodafone.com/download/investor/reports/annual97/5/2.htm (6 of 9)29/03/2007 22:44...

  • Page 53
    ... employees to reach their full potential and a wide variety of schemes and programmes are offered aimed at ensuring that relevant education, training and development opportunities are available. Many courses are provided by the Group's Training Services department, which has well equipped technical...

  • Page 54
    ... the health, safety and welfare of the Group's employees at work, its customers and the general public. The maintenance of safe working conditions is a high priority and a programme of regular risk assessment ensures that there are continuous improvements in safety performance. Group policies and...

  • Page 55
    ... share capital of Vodafone Group Plc which, at 12 June 1997, exceeds 3% except that FMR Corp and Fidelity International Limited and their direct and indirect subsidiaries, both being non-beneficial holders, have solely for investment purposes a holding representing 6.1%, including 4.75% in the form...

  • Page 56
    ... Group Plc Annual Report & Accounts for the year ended 31 March 1997 Company law requires the directors to prepare financial statements for each financial year which give a true and fair view of the state of affairs of the Company and the Group as at the end of the financial year and of the profit...

  • Page 57
    ..., health care benefits and a mobile telephone, all of which are subject to income tax. There are no bonuses or other incentive payments although the executive directors participate in the Company's executive share option schemes and are entitled to participate in its all-employee share schemes, the...

  • Page 58
    ... on 31 December 1996 and in respect of which residual benefits remain outstanding, the non-executive directors do not participate in any of the Company's share schemes or other employee benefit schemes, http://www.vodafone.com/download/investor/reports/annual97/5/4.htm (2 of 8)29/03/2007 22:44:51

  • Page 59
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 nor does the Company make any contribution to their pension arrangements. Sir Ernest Harrison is provided with a car. The appointments of the Chairman, Sir Ernest Harrison, and the Deputy ...

  • Page 60
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 1. C C Gent was appointed Chief Executive on 1 January 1997. 2. Salaries, fees, benefits and pension information for D Channing Williams, J M Horn-Smith and Lord MacLaurin are stated from the dates of their appointments to...

  • Page 61
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 the past under the terms of the executive scheme at prices showing a discount to the market price, has resolved that no shares will, in future grants of options, be offered at a discount, except under the savings related ...

  • Page 62
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 Savings related scheme 74.7 94.7 142.0 186.0 193.0 20,088 51,483 14,571 3,708 4,700,550 7,149 532,449 20,088 50,217 (2) 1,480,305 14,571 3,...

  • Page 63
    ... the following directors have acquired interests in shares of the Company under the Vodafone Group Profit Sharing Scheme, as follows: Interests in ordinary shares C C Gent D Channing Williams J M Horn-Smith 1,256 1,394 1,392 http://www.vodafone.com/download/investor/reports/annual97/5/4.htm (7 of...

  • Page 64
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 K J Hydon E J Peett 1,394 1,394 No director had, since 1 April 1996, any interest in the shares of any subsidiary company. Compliance In July 1995, the Report of a Study Group chaired by Sir Richard Greenbury on ...

  • Page 65
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 - Information for Investors Annual General Meeting The thirteenth Annual General Meeting of The Company will be held at The Waldorf Hotel, Aldwych, London WC2 on 24 July 1997 at 11.30am. The Notice of Meeting, together ...

  • Page 66
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 - Information for Investors Type of shareholder at 31 March 1997 Number of accounts Private individuals Banks or nominee companies Investment trusts and funds Insurance companies Commercial and industrial companies Other ...

  • Page 67
    ...Form 20F may be obtained by writing to: Investor Relations, Vodafone Group Plc, The Courtyard, 2 - 4 London Road, Newbury, Berkshire RG14 lJX, England. Dividends and ADR holders ADR holders are generally eligible for all dividends or other entitlements attaching to the underlying shares of Vodafone...

  • Page 68
    ...the financial year ended 31 March 1997: Shares go ex-dividend Offer price calculation period Record date Return date (for mandates and variations) Annual General Meeting Dividend payment date and first day of dealings in new shares 9 June 1997 9-13 June 1997 13 June 1997 16 July 1997 24 July 1997 15...

  • Page 69
    ...receive cash dividends directly into their bank or building society account should contact the Company's Registrars for a mandate form or complete the form which will be attached to dividend tax vouchers in respect of the payment of the final dividend in August 1997. Consolidation of share accounts...

  • Page 70
    ...and 110.667p respectively. Share price information The current share price for Vodafone Group Plc can be obtained in the UK by dialling the Financial Times Cityline service on 0336 435555. Calls are charged at 50p per minute. http://www.vodafone.com/download/investor/reports/annual97/6/0.htm (6 of...

  • Page 71
    Vodafone Group Plc Annual Report & Accounts for the year ended 31 March 1997 Vodafone is a leading provider of international mobile telecommunications services including cellular radio, wide area paging, packet data radio and value added network services Note: If your browser is not Java ...