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2CONTENTS
Vodafone Group Plc
Annual Report & Accounts
for the year ended
31 March 2001
Fin an cial High lights 3
Fin an cial Review 4
Directors’ Report 8
Corporate Govern an ce 11
Boards Report to Sh areh olders on Directors’ Rem un eration 14
Statemen t of Directors Responsibilities 23
Report of th e Auditors 24
Con solidated P rofit an d Loss Accoun t 25
Con solidated Balance Sheet 26
Con solidated Cash Flow 27
Con solidated Statem en t of Total Recogn ised Gain s an d Losses 28
Movem en ts in Equity Sh areh olders Funds 28
Statemen t of Accoun tin g Policies 29
Notes to th e Con solidated Fin an cial Statem en ts 31
Com pan y Balan ce Sh eet 56
Notes to th e Com p an y Balance Sheet 57
Subsidiary Un dertakin gs 59
Join t Ven tures, Associated Un dertakin gs an d Investm ents 60
Un ited States Accoun tin g P rin cip les 61
Un au dited P ro Forma P roportionate Fin ancial In formation 64
This publication includes the Financial Review, the Directors’ Report, the Corporate Governance Statement, the Board’s Report to
Shareholders on Directors’ Remuneration, the Financial Statements and the Report of the Auditors for the year ended 31 March 2001.
The Chairmans, Chief Executive’s and Group Chief Operating Officer’s Statements are contained in a separate report entitled Annual
Review and Summary Financial Statement 2001.
This publication and the Annual Review & Summary Financial Statement 2001 comprise the full Annual Report and Accounts of
Vodafone Group Plc for the year ended 31 March 2001, prepared in accordance with the Companies Act 1985.
This document contains certain forward-looking statements concerning future performance, costs, revenues and growth of Vodafone, industry growth, mobile penetration
rates and certain other forward-looking data and some of our plans and objectives with respect to these items. By their nature, forward-looking statements are inherently
predictive, speculative and involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There are a number of factors
that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements. These factors include, but are
not limited to, changes in economic conditions in markets served by the operations of the Vodafone Group that would adversely affect the level of demand for mobile
telephone services; greater than anticipated competitive activity requiring reduced pricing and/or new product offerings or resulting in higher costs of acquiring new
customers or slower customer growth; greater than expected growth in customers and usage and greater than anticipated costs associated with the provisions of 3G
services, requiring increased investment in network capacity; the impact on capital spending from the deployment of new technologies, or the rapid obsolescence of existing
technology; the possibility that technologies, including mobile telephone internet platforms, will not perform according to expectations or that vendors’ performance will not
meet Vodafone’s requirements; Vodafone’s ability to develop competitive data content and services which will attract new customers and increase average usage; any
conditions imposed in connection with regulatory approvals sought in connection with pending acquisitions and dispositions; the ability to realise benefits from entering into
partnerships for developing data and internet services; changes in the regulatory framework in which the Vodafone Group operates; and changes in exchange rates, including,
in particular, the exchange rate of pounds sterling to the Euro. All subsequent written or verbal forward-looking statements attributable to Vodafone or any member of the
Vodafone Group or persons acting on their behalf are expressly qualified in their entirety by the factors referred to above.