Professional Documents
Culture Documents
Annual
Report
Maxis Berhad (867573-A) 2010 Annual Report 2010
Maxis Berhad (867573-A)
ANNUAL
REPORT
2010
HELLO TOMORROW
Annual Report 2010
This annual report is printed on 100% recycled and environmentally friendly paper
maxis berhad annual report 2010
Annual Report 2010
Contents
OUR COMPANY
Maxis Berhad (“Maxis” or “the Company”) is In comparison with global mobile operators, Maxis
now an integrated communications service is a leading provider of non-voice services, with
provider in Malaysia with 13.95 million 38.1% of its total mobile revenue derived from such
mobile subscriptions as at 31 December 2010. services and with 7.2 million active mobile data users.
Together with its subsidiaries, Maxis provides Its partnerships with leading global content and
a full suite of communications services on applications companies such as Western Union, PayPal
multiple platforms to meet the growing needs and the Barclays Premier League are central to delivery
of individual subscribers, families, small and of the leading-edge services that its customers have
medium enterprises, large corporations and the come to expect. Its activities also contribute towards
government in Malaysia. building a local content eco-system to encourage the
Malaysian content industry.
Maxis was listed on the Main Market of Bursa
Malaysia Securities Berhad in November 2009. Maxis’ track record of enabling innovation, delivering
excellent customer experiences and adding value to
As an industry pioneer, Maxis has led the Malaysian stakeholders has earned the Company recognition
market in offering innovative mobile products and over the years. In 2010, Maxis was one of five finalists
services since its inception in 1995. It was the first to in the Best Mobile Operator category at the World
launch 3G services, Maxis3G, in March 2005. In 2006 Communication Awards, being the only Malaysian
it was among the first mobile service providers to use company to be nominated for this prestigious award.
HSDPA, a high-speed feature of the 3G network. In Maxis also won Asia’s Best Employer Award 2010 from
2009 it was the first to introduce HSPA+, the latest Singapore’s Employer Branding Institute.
advancement in 3G/HSPA network capabilities, to
enhance the delivery of wireless broadband services to In its pursuit of Corporate Responsibility, Maxis has
the market. played a role in serving local communities. Since 2002,
Maxis has been dedicated to working in collaboration
Maxis was also the first telecommunication services with the Ministry of Information Communications
provider to introduce a range of smartphones to and Culture of Malaysia (“KPKK”) and the Malaysian
Malaysia including the BlackBerry™ and the Apple Communications and Multimedia Commission
iPhone™. In 2010 it set an industry milestone by (“SKMM”) on the Bridging Communities programme
building the largest 3G network with 76% population to widen Malaysia’s access to digital platforms.
coverage and by signing the landmark HSBA
agreement with Telekom Malaysia Berhad as well
as the infrastructure share agreement with Tenaga
Nasional Berhad.
OUR MISSION
OUR VISION
AND VALUES
Our vision
Our values
SIMPLE
CREATIVE
TRUSTWORTHY
BRAVE
PERFORMANCE
HIGHLIGHTS
RM8.9 b
42% revenue share (1)
2010
• Revenue growth driven by strong net adds, innovative
data services and strong smartphone take-up
Non-voice (2) • Over 50% of non-voice revenue from mobile data and
wireless broadband
revenue
usage
• 7.2 million active mobile data users
22% growth
13.9 m
13.5% growth
• Solid prepaid momentum from youth, migrant segments
and emerging markets
• Wireless broadband take up more than doubled to
nearly 600,000 subscriptions. Share of net adds 42% since
the 3rd quarter of 2009
• Continued leading position in the Corporate and SME
mobile sectors
RM4.4 b
49.8% margin
• EBITDA margin of 50.6% in the 4th quarter of 2010
• Strong control measures on operating expenses and bad
debt
RM2.3 b
25.9% margin
• Healthy balance maintained between optimising
earnings from maturing mobile business, while
continuing to invest prudently in growing data revenues
RM1.4 b
16.3% of revenue
• Continued investment begun in 2009 into expanding and
enhancing 3G footprint, transmission networks, fixed
access, quality and modernisation
• Agreement with Telekom Malaysia Berhad to have access
to their High Speed Broadband network to complement
select own fibre network build-out
Free Cash Flow (4) • RM3 billion dividends declared or proposed for 2010
• Net debt (5) to EBITDA (3) ratio at 1.04x
RM2.3 b
21.5% growth
Notes
Financial
Highlights
The financial highlights set out on pages 10 to 13 are prepared on the assumption that the business combination comprising the
acquisitions of the Malaysian businesses by the Company from its immediate holding company had been effected on 1 January
2006. This is to provide a meaningful comparison of the financial performance between the reported periods.
Financial Highlights
Financial Indicators
Financial Ratios
EBITDA margin (4) 49.8% 50.4% -0.6%
PBT margin (5) 35.3% 34.9% 0.4%
PAT margin (6) 25.9% 25.9% –
Interest cover ratio (7) 13.9 39.7 -65.0%
Earnings per ordinary share (sen)
- basic (8) 30.6 29.8 2.7%
- fully diluted (9) na na n/a
RM’m RM’m
53.8% 52.1%
50.4% 49.8%
10,000 5,000 46.7%
8,611 8,869 4,402 4,416
8,450 4,337
8,000 7,690 4,000 3,743
6,957 3,590
6,000 3,000
4,000 2,000
2,000 1,000
06 07 08 09 10 06 07(2) 08 09 10
RM’m Sen
2,500 2,400 35
2,295 32.0
2,232 30.6
28.1 29.8
2,105 1,980
2,000 28 26.4
1,500 21
1,000 14
500 7
Notes
(1) EBITDA is defined as profit before finance income, finance cost, taxation, depreciation and amortisation, allowance for write down of identified network costs and
one time costs in relation to Maxis' listing and quotation exercise ("Listing").
(2) Includes a one-off Equivalent Cash Consideration charge of RM505 million, being options settlement cost arising from the privatisation and delisting of Maxis
Communications Berhad.
(3) Includes one-time costs of RM103 million comprising (i) the discount for shares issued to retail investors in relation to the Listing of RM53 million and (ii) the Listing
and related expenses of RM50 million.
(4) EBITDA margin is defined as EBITDA divided by revenue.
(5) Profit before tax (PBT) margin is defined as PBT divided by revenue.
(6) Profit after tax (PAT) margin is defined as PAT divided by revenue.
(7) Interest cover ratio is defined as profit from operations divided by finance costs.
(8) Basic earnings per ordinary share is defined as profit attributable to shareholders divided by 7,500 million shares.
(9) Not applicable as there are no outstanding instruments convertible into new ordinary shares.
OPERATING
PERFORMANCE
INDICATORS
Operating Performance Indicators
Notes
(1) Defined as customers who have subscribed to data plans via a modem.
(2) Average monthly MOU per subscription excludes roaming partner minutes but includes free minutes effective June 2007.
SEGMENTAL
ANALYSIS
Segmental Analysis
Segment Revenue
Notes
FINANCIAL
CALENDAR
Announcement of the unaudited Payment of the first interim single- Entitlement date for the second
consolidated results for the first tier tax exempt dividend of 8.0 sen interim single-tier tax exempt
quarter and three months ended per ordinary share in respect of the dividend of 8.0 sen per ordinary
31 March 2010. financial year ended 31 December share for the financial year ended
2010. 31 December 2010.
Announcement of the first interim
single-tier tax exempt dividend
of 8.0 sen per ordinary share in 15 July 2010 30 September 2010
respect of the financial year ended
31 December 2010.
Payment of final single-tier tax Payment of the second interim
exempt dividend of 3.0 sen per single-tier tax exempt dividend
15 June 2010 ordinary share in respect of the of 8.0 sen per ordinary share in
financial year ended 31 December respect of the financial year ended
2009. 31 December 2010.
First Annual General Meeting.
Entitlement date for the third interim Entitlement date for the fourth
single-tier tax exempt dividend of interim single-tier tax exempt
8.0 sen per ordinary share for the dividend of 8.0 sen per ordinary
financial year ended 31 December share for the financial year ended
2010. 31 December 2010.
AWARDS AND
RECOGNITION
Marks of success
Top Five Best Mobile Operators Best Postpaid Telco Gold Award – Best In-House
Contact Centre (Above 100 seats)
Corporate Nationhood Best CSR in Malaysia
Initiatives Award 2010
SMI & SME Worldwide Gold Award – Best CRM
Corporate Nationhood Award Network Programme Implementation
(Open) in Malaysia
Asia’s Best Employer Brand Communications Service Provider
Award of the Year Silver Award
Mystery Shopper Results
Employer Branding Institute, Reader's Digest Trusted In-House Contact Centre
CMO Asia & Strategic Partner Brand Award
CMO Council 2010 Silver Award – Best Contact Centre
Phone Service (Fixed Line/ Mobile) Professional (Above 100 seats)
Putra Brand Awards 2011
National Award for Bronze Award – Best Contact
Management Accounting – Centre Team Leader (Open)
The People’s Choice NAfMA
Brand of the Year Bronze Award – Best Contact
Excellence Award 2010 Centre Professional (Over 100
The People’s Choice seats)
Gold KLIFF Islamic Finance
Communication Networks Awards 2010 Bronze Award – Best Contact
Centre Support Professional (Over
Most Outstanding Islamic 100 seats)
Finance Product -Maxis Islamic IPO
US$3.3 bil
MILESTONES 2010
UiTM wins Grand Prize for Maxis Maxis launches Unity Solutions Maxis expands 3G in Sabah and
Mobile Content Challenge 2009 Maxis launched Unity Solutions, Sarawak
The Maxis Mobile Content Malaysia’s first mobile unified Maxis pledged to build 180
Challenge (“MCC”) 2009, communications service for new sites in Sabah and 125
designed to present young Enterprise and SMEs. new sites in Sarawak, for better
students with an opportunity network coverage of the Sabah
to develop content for mobile and Sarawak population.
phones through a competition, 8 February These sites would expand 3G
came to a close. Maxis awarded coverage in major towns in
the grand prize for its MCC2009 Sabah and Sarawak and improve
competition to Team UTMobile Maxis & Macro Lynx sign network coverage in the areas of
from Universiti Teknologi Malaysia strategic agreement Nambawan, Sook and Sapulut
for its Flyer Composer application. Licensed internet-related service in Sabah and Borneo Trunk Road
provider Macro Lynx signed between Sematan and Miri
an agreement with Maxis to in Sarawak.
20 January pursue a strategic collaborative
relationship to provide ICT services The expansion was subsequently
to GTower, located in the Kuala completed in December 2010.
Maxis & LUCT in partnership Lumpur City Centre.
Maxis entered into a partnership
with LimKokWing University of Under the terms of the
Creative Technology ("LUCT") to agreement, Maxis and Macro
enhance mobile learning at the Lynx will provide a full suite of
tertiary level. This partnership was end-to-end solutions to tenants
significant in that the use of the of GTower, including fixed voice,
iPhone was incorporated into a fixed data, IP services and Metro
university curriculum for the first E business ethernet and internet.
time in Asia.
Partnering with LimKokWing University, a Customers at the launch of Unity Solutions, Engaging with our customers at the S.H.E.
leading design and creativity in multimedia the first mobile unified communications pop concert
college service
S.H.E in Malaysia, courtesy of Reaching out to the visually- Android™ handset launch
Hotlink impaired Maxis introduced five Android™
Popular Taiwanese all-female group Maxis reached out to the visually- handset models, representing
S.H.E. performed at Bukit Jalil impaired community by hosting the entire Android™ range, to
Stadium to an audience of over a gathering to demonstrate the our customers. The models were
15,000 fans, which included 120 attributes of its new iPhone 3GS the Samsung Galaxy i7500, the
Maxis and Hotlink users. As part of to members of the Malaysian HTC Legend, the LG GW620, the
the event sponsored by Hotlink, Association of the Blind. Special Motorola Milestone and the Sony
an autograph-signing session introductory packages were made Ericsson Xperia X10. They were
was arranged, which saw the available to this group. packaged cost-effectively with
participation of more than 1,000 Maxis’ Value Plans.
fans, including 600 Hotlink and
Maxis customers. 6 April
6 May
3 June
17 June
5 October
Another first: launch of the much Hosting a Hari Raya Open House for
anticipated iPhone4 in Malaysia underprivileged communities
Samsung Galaxy Tab Launch HD7 for priority customers Maxis and TM ink landmark
Maxis and Samsung Malaysia The HTC HD7 was introduced to agreement
jointly launched the Samsung priority customers at a prestigious Maxis Broadband Sdn Bhd and
Galaxy Tab GT-P1000, the first event hosted in the Kuala Lumpur Telekom Malaysia Berhad ("TM")
Android™ tablet in Malaysia. City Centre. signed a landmark 10-year
agreement to provide Maxis
with enhanced data access. The
28 October 1 December agreement provides for Maxis
to leverage on TM's extensive
HSBB network, initially to reach
Maxis sweeps CRM Awards Students from the ASEAN region more than 700,000 homes, with
A total of eight awards were at our CyberKids camp potential to grow to 1.3 million
presented to Maxis at the Together with the Ministry of homes by the end of 2012.
11th Customer Relationship Information Communications and
Management and Contact Culture Malaysia and the Malaysian On this day, Maxis also announced
Centre Association 2010 Annual Communications & Multimedia that it would be extending
Awards event, recognising our Commission, Maxis hosted 91 broadband coverage to Sabah
achievements in customer service ASEAN students between the ages at an investment cost of RM80
and contact-centre operations. of 13 and 16 years and their teachers million, to ensure wireless
at the CyberView Lodge and Spa broadband services are available
in Putrajaya under our continuing to the towns of Labuan, Keningau,
29 October Maxis Asean Cyberkids initiative. Sandakan, Lahad Datu and Tawau.
Launch of the ONEMusic platform, designed Donating motorboats for flood rescue
for access to music in four languages operations in Kelantan
CORPORATE
STRUCTURE
As at 5 April 2011
100% 100%
Maxis Mobile Sdn Bhd Maxis Mobile (L) Ltd
100% 100%
Maxis Broadband Sdn Bhd Maxis Online Sdn Bhd
100% 100%
Maxis International Sdn Bhd Maxis Asia Access Pte Ltd
100%
Maxis Collections Sdn Bhd
100%
Maxis Multimedia Sdn Bhd
Note
The above structure represents Maxis Berhad and its subsidiaries. Please refer to pages 178 and 179 for principal activities of the subsidiaries.
CORPORATE
INFORMATION
Raja Tan Sri Dato’ Seri Arshad Dipak Kaur Tel : +603 2330 7000
bin Raja Tun Uda (LS 5204)
Chairman / Stock Exchange Listing
Independent Non-Executive Director Auditors
Main Market of Bursa Malaysia
Robert William Boyle Pricewaterhouse Coopers Securities Berhad
Independent Non-Executive Director Level 10, 1 Sentral Listed since 19 November 2009
Jalan Travers Stock Code : 6012
Dato’ Mokhzani bin Mahathir Kuala Lumpur Sentral
Independent Non-Executive Director 50710 Kuala Lumpur Enquiries/Assistance
Malaysia
Asgari bin Mohd Fuad Stephens Tel : +603 2173 1188 Toll-Free Number : 1 800 828 001
Independent Non-Executive Director Fax : +603 2173 1288 Valid from 9 May 2011 to 1 June 2011
Only pertaining to Form of Proxy
Ghassan Hasbani Share Registrar and matters relating to the
Non-Executive Director Second Annual General Meeting
Symphony Share Registrars Sdn Bhd
Dr. Zeyad Thamer H. AlEtaibi Level 6, Symphony House
Non-Executive Director Block D13, Pusat Dagangan Dana 1
Jalan PJU 1A/46
Dr. Fahad Hussain S. Mushayt 47301 Petaling Jaya
Non-Executive Director Selangor, Malaysia
Tel : +603 7841 8000
Augustus Ralph Marshall Fax : +603 7841 8008
Non-Executive Director
Registered Office
Chan Chee Beng
Non-Executive Director Maxis Berhad
(Company No. 867573-A)
Sandip Das Level 18, Menara Maxis
Chief Executive Officer / Kuala Lumpur City Centre
Executive Director Off Jalan Ampang
50088 Kuala Lumpur
Malaysia
Tel : +603 2330 7000
Fax : +603 2330 0590
Website : www.maxis.com.my
e-mail : corpinfo@maxis.com.my
Board of
directors
01 02
03 04
07 08 09
Dr. Fahad Hussain S. Mushayt Augustus Ralph Marshall Chan Chee Beng
10
Sandip Das
BOARD OF
DIRECTORS
PROFILES
01
Raja Tan Sri Dato’ Seri Arshad bin Raja Tun Uda
Raja Tan Sri Dato’ Seri Arshad bin Raja Tun Uda,
aged 64, a Malaysian, was appointed as Chairman
and Director of Maxis on 16 October 2009.
Robert William Boyle, aged 63, a British citizen, Dato’ Mokhzani bin Mahathir, aged 50, a
was appointed as a Director of Maxis on 17 Malaysian, was appointed as a Director of Maxis
September 2009. on 16 October 2009.
BOARD OF
DIRECTORS
PROFILES
Continued
04 05
Asgari bin Mohd Fuad Stephens Ghassan Hasbani
Asgari bin Mohd Fuad Stephens, aged 50, a Ghassan Hasbani, aged 38, a British citizen,
Malaysian, was appointed as a Director of Maxis was appointed as a Director of Maxis on
on 16 October 2009. 25 September 2009.
He is a Director and founding member of Intelligent He is the Chief Executive Officer of the International
Capital Sdn Bhd (“Intelligent Capital”). He is the Operations group of Saudi Telecom Company ("STC").
Chairman and an independent Non-Executive Director He joined STC from the global management consulting
of Mudajaya Group Berhad. He also serves as Non- firm Booz & Company, where he led the firm’s Middle
Executive Director on the boards of JayCorp Berhad East Communications and Technology practice. He
(formerly known as Yeok Aik Resources Berhad) has more than 16 years of experience with telecom
and Privasia Technology Berhad. He has extensive operators in the Middle East, Asia, Europe and Africa.
experience in both public and private equity investing He brings a wide spectrum of capabilities covering all
in Malaysia. He has been involved in several start-up aspects of the telecommunications industry including
companies as an angel investor and has been actively investment strategies, mergers and acquisitions,
involved in building their businesses as mentor. A post merger integration, marketing, product and
number of these companies have gone public. He service development, organisational restructuring and
started his career working in general management in governance, technology plans, retail and distribution,
companies involved in a wide range of industries. He channel strategy and management, customer care,
joined Usaha Tegas Sdn Bhd (“UTSB”) in 1988 where business development and Chief Financial Officer and
he worked in various capacities. He left in 1990 to Chief Executive Officer agendas. He has worked with
join the stockbroking industry. He returned to work leading organisations in the telecommunication and
in UTSB in 1992 before leaving in 1995 to co-found technology industries, including Nortel Networks and
Kumpulan Sentiasa Cemerlang Sdn Bhd (“KSC”), an Cable & Wireless and spent the past 10 years operating
investment advisory and fund management group. He within the Middle East Region. In addition to the Middle
took a year off to work with the National Economic East, his global experience includes markets such as
Action Council (“NEAC”) in 1998. After his period Europe, South East Asia, Africa and Latin America.
at the NEAC, he started two venture capital firms,
Intelligent Capital and iSpring Venture Management He is the President Commissioner of PT Natrindo Telepon
Sdn Bhd, while continuing to work with KSC. He was Seluler in Indonesia and Vice Chairman of Viva Bahrain
previously the Chairman of the Malaysian Venture BSC (C) in Bahrain. He also serves on various Boards
Capital Association. of Directors, including MCB (the holding company of
Maxis), Binariang GSM Sdn Bhd, BGSM Capital Sdn Bhd,
He holds a Bachelor of Commerce (Honours) from the Kuwait Telecom Company in Kuwait, Turk Telecom and
University of Melbourne in Australia and a Masters of OJER telekomünikasyon anonim sirketi in Turkey.
c
Non-Executive Director
BOARD OF
DIRECTORS
PROFILES
Continued
08 09
Augustus Ralph Marshall Chan Chee Beng
Augustus Ralph Marshall, aged 59, a Malaysian, Chan Chee Beng, aged 55, a Malaysian,
was appointed as a Director of Maxis on was appointed as a Director of Maxis on
7 August 2009. 7 August 2009.
He has more than 30 years of experience in financial He has more than 30 years' experience in investment
and general management. He is an Executive Director banking, financial management and accounting
of UTSB, a Director and Chief Executive Officer of including stints with Ernst & Young and Morgan
ASTRO Holdings Sdn Bhd group and an Executive Grenfell & Co. Ltd prior to joining the UTSB Group in
Director of Tanjong Public Limited Company, in which 1992 as head of corporate finance. He is presently an
UTSB has significant interests. He also serves as a Executive Director of UTSB and serves on the Boards
Non-Executive Director on the Boards of Directors of Directors of several other companies in which
of several other companies in which UTSB also has UTSB has significant interests, viz. Sri Lanka Telecom
significant interests viz. MCB (the holding company of PLC (listed on the Colombo Stock Exchange), Bumi
Maxis) and Johnston Press plc (listed on the London Armada Berhad and MCB (the holding company
Stock Exchange plc). In addition, he is also a Director of Maxis). He is also a Director in a non-executive
in an independent non-executive capacity and the capacity and a member of the Audit Committee of
Chairman of the Audit Committee of KLCC Property MEASAT Global Berhad.
Holdings Berhad (listed on the Bursa Securities) and a
Non-Executive Director of MEASAT Global Berhad. He holds a Degree in Economics and Accounting from
the University of Newcastle-upon-Tyne in the UK and
He is an Associate of the Institute of Chartered is a Fellow of the Institute of Chartered Accountants in
Accountants in England and Wales and a member of England and Wales.
the Malaysian Institute of Certified Public Accountants.
He is a member of the Audit and Nomination
He is a member of the Remuneration Committee. Committees.
Notes
CHAIRMAN’S
statement
Dear Shareholders,
CHAIRMAN’S
STATEMENT
Continued
Financial Performance
Save for the Consolidated Statement of Financial Meanwhile, we invested RM1.444 billion to enhance
Position, the comparatives presented in the financial our telecommunications network and support
statements on pages 123 to 218 are not comparable infrastructure to continually improve our coverage and
because of the accounting treatment adopted for the the quality of our service.
business combination of Maxis which was completed
on 1 October 2009. Consequently, the comparative
results referred to in this Annual Report other than in Dividends
the audited financial statements (including references
to revenue, EBITDA and profit after taxation) are
presented on a pro forma basis as if the Malaysian The Board of Directors is pleased to recommend for
businesses had been acquired by Maxis from its shareholders’ approval at the forthcoming Annual
holding company on 1 January 2006. General Meeting a single-tier tax-exempt final
dividend of 8.0 sen per ordinary share in respect of
We brought the year to a close with revenues of the financial year ended 31 December 2010. The four
RM8.869 billion, EBITDA of RM4.416 billion and interim dividends paid and the recommended final
profits after tax (“PAT”) of RM2.295 billion. dividend will bring the total dividend for 2010 to 40.0
sen. If approved, your Company would have declared
Our subscription base increased to 13.95 million and delivered a total of 55.0 sen in cumulative
mobile subscriptions, representing a growth of 13.5% dividends since the IPO, amounting to a net payout of
over 2009. The prepaid base reached 10.69 million RM4.125 billion to shareholders.
subscriptions including growth from under-served
markets. We also recorded significant improvements in The Company will continue to adopt a progressive
wireless broadband and non-voice or data revenues. At dividend policy which seeks, through active capital
year end, we had gained a 42% revenue market share(1) management, to return to shareholders excess cash
and achieved the largest 3G footprint covering 76% of not required to support its business needs after taking
the population. into account available reserves, short and longer-term
capital requirements and market conditions.
Corporate Governance
The Board is committed to upholding and Additionally, together with KPKK and the Malaysian
implementing the highest standards of corporate Communications and Multimedia Commission
governance and international best practices (“SKMM”), we played a part in developing Malaysia’s
throughout the length and breadth of our business. content industry through the annual Maxis Mobile
Details of our corporate governance initiatives and the Content Challenge whereby students are encouraged
internal control policies we employ are detailed in the to deliver creative mobile content applications.
relevant sections of this Annual Report. We also continued to fulfil our role in helping the
Malaysian government achieve higher broadband
penetration across the country.
Corporate Responsibility
CHAIRMAN’S
STATEMENT
Continued
Acknowledgements
On behalf of the Board of Directors, I wish to I also wish to congratulate the leadership team at
extend our appreciation to several parties for their Maxis and all our staff for their efforts which have
contributions to our successes in the year under review. assured us of another good year.
We thank our shareholders and subscribers who have It is my privilege to thank my fellow Board members
continued to support us and to give us the confidence for lending their counsel, both to myself and the
to work hard to meet their expectations. CEO Mr Sandip Das, during 2010. In particular, I
wish to place on record the contributions of our
We thank our partners, including bankers and outgoing member Eng. Saud Majed A. AlDaweesh
financiers, business partners such as Telekom Malaysia who resigned during the year. In his place, I welcome
Berhad and Tenaga Nasional Berhad, suppliers, Dr Zeyad Thamer H. AlEtaibi, who joined the Board on
vendors and others who have collaborated with us 10 February 2011.
over the past year.
CEO’S
STATEMENT
Chief Executive Officer’s Statement
Sandip Das
Dear Shareholders,
2010 was our first full year of operations, At Maxis, given our healthy subscriber base,
following the successful listing of our Company, growing network footprint, data business
Maxis Berhad, on Bursa Malaysia Securities momentum and leadership position, we see an
Berhad in November 2009. opportunity to broaden our service offerings
as the natural next step to meet the future
It was a significant year for us at Maxis. We needs of our customers. Thus, in 2009, we took
continued to build on our leadership position in a strategic decision to transform ourselves from
the mobile communications market, but were a mobile service company into an integrated
also able to lay the foundations for emerging communications service provider.
business streams that we believe will generate
new revenues in the future. We took firm steps in this direction. We
realigned our organisation structure. We built
For sometime now, we have been acutely aware critical skills. We invested in strategic areas
of the need to review our ongoing business of our network and operations. We forged
model, considering that voice revenues are partnerships and alliances in key elements of
slowing (with mobile subscription penetration the ‘integrated communications ecosystem’ (i.e.
levels having crossed 117%) and demand access, devices and content).
for data and broadband multiplying. The
Malaysian demographics suggest that more When we look back at 2010, it has been a truly
than half of our population is under the age gratifying year, as in the quest to transform
of 25, with a pronounced affinity for internet ourselves, we did not lose sight of our existing
content and services. Even now, large parts mobile business and we delivered good results.
of the country, particularly the East Coast of
peninsular Malaysia, Sabah and Sarawak, are
geographically under-served by communications
networks. Put together, these are critical factors
that point towards what could be the shape and
size of future services.
CEO’s
statement We are reaching 76% of the
Continued population with our 3G/HSPA
network coverage
The highlights of our performance in 2010 are During the year, our postpaid business remained
summarised as follows: largely stable, with growth primarily coming
from our wireless broadband subscriptions. Our
• Highest revenues to date, of RM8.9 billion wireless broadband business grew during the year,
a turnaround from our position in 2009. However,
• Subscription base increase of 13.5% to 13.95 overall subscriptions in the market were driven by
million the now familiar trend of growth in prepaid business.
Maxis led the market with 1.4 million net prepaid
• Non-voice revenues contribution of 38% additions, increasing by 14.7% over last year and
exceeding the overall growth of the industry as a
• An EBITDA of RM4.42 billion, EBITDA margin of whole. We were pleased with the steady growth of
49.8%, and a profit of RM2.3 billion our data business, vindicating our continuing strategy
of producing a pipeline of innovative products,
• Wireless broadband revenues grew to RM354 encouraging data usage adoption and seeding the
million; 42% share of net adds since the 3rd use of a growing range of smartphones like iPhone™,
quarter of 2009 Blackberry™ and Android™ devices.
• Maxis chosen as one of the top 5 Best Global In 2010, competition in the Malaysian
Operators, by World Communication Awards communications market was severe, with the full
complement of mobile service operators, MVNOs and
Our overall performance continued to underscore Wimax licensees becoming commercially operational.
our traditional strengths in postpaid and prepaid Fixed-line service providers also pushed ahead to gain
businesses, non-voice revenues, network and a foothold in the home business sector, particularly
customer service quality, operational efficiency and the incumbent Telekom Malaysia Berhad ("TM")
financial discipline. who took steps towards offering triple to quad play
offerings, broadening their traditional fixed-line voice
and broadband services.
" All of us at Maxis have a role MAXIS BUSINESS SERVICES: Offers communications
to play in revitalising the solutions to government establishments, large
brand. People who are not corporations and small and medium enterprises.
customer-facing are just as These solutions include regular fixed and mobile telco
important in helping to fulfill our services, managed data services, and future services
vision of improving and enriching (ie. M2M, data centres, cloud computing).
lives. There is nothing more
powerful than word of mouth
from satisfied, happy customers."
Mei Cheong
Head of Brand
CEO’s
statement
Continued
A Brave and Driven Organisation We have also hired key fresh talent with specialised
skills in new business areas to reinforce existing core
In 2010, we also took steps to revitalise our brand, competences in the organisation. During the year,
in order to identify a new core value which would we appointed a Chief Talent Officer to augment our
inspire us to raise our performance culture to a new existing Human Resource team and to accelerate the
threshold, complementing our body of core values talent build-up process.
of SIMPLICITY, CREATIVITY and TRUST. We chose the
new value BRAVE. We understood BRAVE to be an It was gratifying that, for our efforts, we were
attribute that once embraced would help lead us to try awarded the title of Asia Best Employer by the
new things and have the courage to do what is right Employer Branding Institute, Singapore.
for our customers.
We are encouraging our people through our Investing in Infrastructure for Malaysia’s
communications services and employee engagements Tomorrow
to live these values in their daily lives, creating a
workplace that will make us even more energetic and Reaching out to the Malaysian Population
high performing.
Having embarked on our transformation journey from
Talent at the Heart of Transformation within as a first step, the next stage was to build a
strong wireless and fixed access network to create a
Maxis has been a nursery for talent and this is amply nationwide footprint reaching large sections of the
demonstrated in our continued leadership in a Malaysian population.
fiercely competitive market. Every year we take a step
forward in strengthening talent in the Company. We As a result we made serious investments in our
recruit well-rounded young Malaysians graduating infrastructure, rolling out a record 1,250 3G sites
from premier universities from across the world. We to create a sizeable high-speed network footprint
identify talented managers and bring them under across the country. We upgraded our transmission
the Company’s Leadership Development Engine systems, laying the foundation for powerful data
programme. We send senior management to the networks of the future. We have pursued a customer
highest-ranked Business Schools in the world for satisfaction programme, investing in quality initiatives,
Advanced Management courses. The Maxis Academy modernising our network and enhancing indoor
continues to play a pivotal role in the organisation coverage. In the process, we also doubled our 3G
through customised training across all levels of the population coverage in Sabah and Sarawak and
Company. To encourage continuous learning, we also substantially augmented networks in the East Coast.
offer scholarships to our staff to further their studies at We strengthened our major networks in metropolitan
top universities and return to impart knowledge across Kuala Lumpur, Penang, Johor Baru and the West
the organisation. This year has been no exception. Coast. At the end of the year, we achieved our goal of
spreading our high-speed 3G/HSPA network coverage
to reach over 76% of the population of Malaysia, in
addition to the 95% of the population we already
cover on our 2G network.
During the year, we signed a landmark agreement Content can be driven through IPTV, interactive TV,
with TM, which has been tasked by the government video-on-demand, fixed and wireless broadband,
of Malaysia with building a nationwide High Speed mobile computing and e-learning to include travel,
Broadband (“HSBB”) backbone to hasten broadband talks, games, home surveillance, interactive and life
penetration across the country. This gives us access to services. We believe the future of these services would
more than 700,000 homes for a start, with a potential extend to areas of cloud computing and machine-to-
of growing to 1.3 million households by the end of machine solutions.
2012. In addition, we also entered into an agreement
with the nation's energy provider, Tenaga Nasional During the year, we introduced many “firsts”,
Berhad (“TNB”), to provide us with last-mile access including Pocket Doctor (the world’s first health
to households and base stations over outdoor electric reference mobile service), Finder301 (Malaysia’s
poles across their nationwide power infrastructure. In first location-based directory), myDeals (a mobile
addition to this, we have ourselves rolled out fibre-to- advertising platform, operating in Asia for the first
the-home (“FTTH”) to key commercial properties and time) and entered into a key partnership with PayPal,
multi-dwelling units. the first collaboration in the world between a mobile
operator and an online payment service to provide
With the combination of our 3G/HSPA network, value-added services.
fixed access across the TM and TNB infrastructure
and our own targeted FTTH deployments, we have We also launched a wide range of smart devices
now created the nation's widest fixed and wireless including iPhone™ 4GS, Nokia N8, Windows 7 and the
footprint to access our customers irrespective of their Samsung Galaxy tablet, besides extending our range
location, across their homes, workplaces or wherever of Android™ and Blackberry™ devices.
they are on the move.
Building on our strong track record of launching
Delivering Integrated Communications innovative content and data services, we are also
working on developing new ‘Life Services’ that go
As an integrated communications service provider, we beyond the traditional telco offerings and open new
are excited about being able to offer a wide range and exciting frontiers in the fields of Heath, Education
of services, from fixed and wireless voice, data and and Security to name a few.
broadband services to interactive life services. Our
customers will now be able to seamlessly enjoy these
services over a wide range of devices including mobile
phones, PCs, tablets, TV screens and smart data
terminals. They will do this through set-top boxes or
dongles, no matter where they are. Maxis is creating
a pipeline of innovative products and services in the
work, home and lifestyle markets. These offerings will
be customised for users through partnerships with
premier content providers and aggregators.
CEO’s
statement
Continued
Outlook
The current outlook for the Malaysian economy is to medium term, devices will have to be seeded in the
steady. The government has embarked on a promising market through contracted data bundle packages.
new economic transformation programme which is This will encourage early adoption, lower entry
designed to spur growth across many industries. One of barriers and bring forward data revenues. We have
the core initiatives is to harness telecom infrastructure been encouraged by the outcomes we have seen with
effectively for overall development, something which the introduction of such initiatives as the iPhone™,
augurs well for the telecom industry. Blackberry™ and a range of Android™-based devices.
Though growth in voice revenues was sluggish during As networks approach low-yielding rural geographies,
2010, the Malaysian telecom industry is on the we foresee operators becoming partial to sharing
threshold of its next development phase, largely driven more infrastructure. This will help conserve excessive
by demand for broadband services. While the voice capital deployment while rationalising industry spends.
business has matured, the growth is by no means over. Network-sharing will also provide the insurance for
marginal future revenues until such time as new
Our primary focus at Maxis will be to continue to businesses mature. On our part, we continue to
consolidate our leadership position on the mobile side strengthen and modernise our networks while looking
of our business, optimising our earnings. At the same to build on the extensive passive infrastructure-sharing
time we believe that investments we have made in we are already undertaking. We expect to continue
enhancing our data networks while providing a stream to invest prudently in networks to keep delivering the
of innovative data products and a growing range quality of services that customers expect from our
of smart devices to our customers will enrich their brand. We have conducted successful trials on LTE and
internet experience and give us a foothold in gaining are in a position to migrate our networks to the next
future communications revenues. In the short level, when suitable spectrum is allotted.
Mark Dioguardi
Executive Vice President
Head of Maxis Network and Technology
We have gained valuable experience over the last few Maxis has always been about its employees, who put
months in connecting our customers' homes with in enormous hours of dedicated hard work. They are
fixed access, complementing the access network we proud of their Company and our market leadership
have built for our corporate clients. We expect 'home' bears testimony to their ability and diligence.
revenues to build up by the end of the year. In the
meanwhile, we are pleased to have made progress Our dealers and distributors, some of whom have been
in the areas of interactive services, health, education with Maxis for years, form the bedrock of our market-
and machine-to-machine applications, all of which are share success. We acknowledge their strong support.
important components of our Life services of the future.
A special mention must be made of TNB for agreeing
to our usage of their power pole infrastructure, and to
Acknowledgements TM for a historic agreement that will have a significant
impact on the broadband and multiple play ambition
of our nation.
We have always believed that we not only have
nearly 14 million customer subscriptions, but We wish to express our sincere appreciation for
probably as many relationships. Our customers live the continued support and encouragement we
in a challenging world and it is our task to provide have received as an enterprise from the highest
them with innovative, enabling and reliable services authorities in the government, the Ministry of
that meet their aspirations and make their lives easy. Information Communications and Culture of
We thank them for their trust in Maxis as we remain Malaysia, and the Malaysian Communications and
committed to their dreams. Multimedia Commission.
SENIOR
MANAGEMENT
01 02 03
04 05 06
07 08 09
13 14 15
16
Dipak Kaur
Company Secretary
SENIOR
MANAGEMENT
PROFILES
01 02
Sandip Das Jean Pascal Van Overbeke
Sandip Das was appointed as Chief Executive Jean-Pascal joined Maxis in October 2009. He is
Officer of Maxis on 1 October 2009. He became a responsible for the overall commercial business
Director of Maxis on 17 September 2009. with direct oversight for the Maxis and Hotlink
brands, consumer, enterprise, carrier, SME and
Sandip Das’ profile is contained in the “Board of broadband businesses, product development,
Directors” section as set out on page 35 of this as well as customer service. In addition, he is
Annual Report. responsible for providing leadership on IT.
For the purposes of this section (Senior Management Profiles), all reference to 'Maxis' prior to 7 August 2009 refers to Maxis
Communications Berhad.
Nasution joined Maxis in January 2011 and was He holds a Bachelor of Engineering (Honours) degree
appointed Chief Financial Officer on 15 April in Electronic and Electrical Engineering from the
2011. He plays a strategic role of partnering University of Melbourne in Australia and a Masters in
the business in understanding the relative Business Administration from the Melbourne Business
economics of different parts of the operations School, University of Melbourne, in Australia.
and integrating resources across business
functions to deliver high performance across
Maxis. Concurrently, he is responsible for 05
financial reporting, governance and compliance,
corporate finance, treasury, procurement, Mohamed Fitri bin Abdullah
regulatory, administration and facilities.
Senior Vice President, Business Services
Nasution has 17 years of wide business experience in
Malaysia and overseas. Prior to joining Maxis, Nasution
was the Managing Director/CEO of Penerbangan Fitri joined Maxis in January 2006. He is
Malaysia Berhad (“PMB”). Prior to PMB, he was an responsible for the Corporate, Small and Medium
Executive Director at UDA Holdings Berhad. Nasution Enterprise as well as Carrier Business segments
started his career with KPMG in Australia and encompassing both fixed and mobile products of
subsequently joined the Corporate Finance Division of Maxis. Initially the Head of Enterprise Business,
Amanah Merchant Bank Berhad. He then moved on to his role was subsequently expanded to include
Pengurusan Danaharta Nasional Berhad (“Danaharta”). the Carrier Business segment in January 2009.
Subsequent to Danaharta, Nasution joined KPMG
Malaysia where he was Head of the Audit Department. Fitri has over 23 years of working experience in the
ICT industry and prior to joining Maxis, he was with
Nasution holds a Bachelor of Commerce degree from Hewlett-Packard Malaysia (“HP”) for over nine years
University of New South Wales, Australia and is a where he held various management positions in HP’s
member of the Institute of Chartered Accountants in Consulting and Systems Integration division, with
Australia (ICAA). the last role as Head of Division for South-East Asian
business. Prior to joining HP, he was a Consulting
Manager with Ernst & Young. He started his career
with BULL Worldwide Information Systems in Phoenix,
USA as a Principal Software Engineer in 1989.
SENIOR
MANAGEMENT
PROFILES
Continued
06 07
Maurice Tan Sophia Lim Chooi Kuan
Senior Vice President, Personal Services Senior Vice President, Sales and Services
Maurice joined Maxis in November 2010. He Sophia joined Maxis in January 2011. She is
is responsible for leading Personal Services responsible for leading and managing sales,
to deliver revenue and subscriber growth operations and services functions through all
in personal mobile and wireless broadband channels, developing new customer touch-points
services through acquisition of new quality and raising the overall threshold of the Maxis
customers and the retention of, and up-selling brand of service.
to, existing customers.
Sophia joined Maxis with more than 25 years of MNC,
Maurice brings with him more than 19 years of FMCG and consumer/pharmaceutical experience,
experience across FMCG automotive and mobile / IT coupled with in-depth understanding of consumer
industries. Prior to Maxis, Maurice was with Microsoft, retail markets across Asia. Prior to Maxis, she was with
where he was Managing Director of Entertainment the IDS Group, where she was the Country Managing
and Devices for the Greater China Region. Maurice Director for Singapore. Sophia has also held senior
has also held senior positions covering China, Hong positions in MNCs, including Boots Healthcare Far
Kong, Taiwan and the APAC Region in multinational East, Philips Malaysia, Bausch & Lomb Malaysia,
companies such as Goodyear, Nokia and PepsiCo. Jordan AS and Diethelm Malaysia.
Maurice holds an Executive MBA from China Europe Sophia holds a Bachelor of Economics degree
International Business School (CEIBS, Shanghai) and (Honours) from the University of Malaya, Malaysia.
a Bachelor of Business Administration degree in
Marketing from the National University of Singapore.
Senior Vice President, Home Services Senior Vice President, Human Resources
Harold joined Maxis in August 2010. He is Azmi joined Maxis in September 1992. He is
responsible for leading Home Services to responsible for the overall management of
develop, market and sell products and services human capital, internal communication and the
which will transform the home environment into Maxis Academy, which is the in-house centre for
a hub from which subscribers can experience staff learning and leadership development.
next generation broadband, IPTV and family-
oriented voice and data packages. He was appointed Head of Human Resources in
October 1999. He has over 24 years of experience and
Harold has over 28 years of experience in all aspects prior to joining Maxis, he was a Dealer Representative
of the telecommunications industry and has led at Seagrott & Campbell, a stockbroking firm, for a
the launch of fixed, mobile, global managed and year, having spent seven years at Standard Chartered
convergent services for the consumer, enterprise and Bank Berhad as a Covenanted Officer/National Officer
wholesale markets. He has held senior commercial in banking operations and human resources.
positions in “GO” Etihad Atheeb Telecom in Saudi
Arabia, “du” Emirates Integrated Telecom in the He holds a Bachelor of Science degree in Finance and
United Arab Emirates, StarHub in Singapore, Concert a Masters of Business Administration degree from
Communications (BT & MCI) in the Asia Pacific region Indiana State University in the USA.
as well as Macquarie Telecom and Telstra in Australia.
10 11
Stephen Mead Chow Chee Yan
Senior Vice President, General Counsel Senior Vice President, Internal Audit
Stephen joined Maxis in June 2009. He is Chee Yan joined Maxis in June 2002. He is
responsible for managing the legal requirements responsible for managing the Internal Audit
of Maxis which includes litigation, developing function and the development and execution of
legal strategies, ensuring legal compliance, the audit process from a strategic perspective.
overseeing due diligence activities, handling
major contractual, corporate and finance Chee Yan has over 30 years of experience which
contracts and managing Maxis' in-house includes 13 years with the Schlumberger Group
legal team. as International Financial Controller in Singapore,
Indonesia and the USA. Prior to joining Maxis, he
Stephen has over 21 years of experience and prior to was the Director of Risk Management of MEASAT
joining Maxis, he was with Mallesons Stephen Jaques Broadcast Network Systems Sdn Bhd. He was
(“MSJ”), a leading legal firm in Australia, where previously with Ernst & Whinney in Singapore from
he was a mergers and acquisitions partner. He has 1981 to 1982 and Turquands Barton Mayhew in
extensive general commercial legal experience, having Manchester from 1977 to 1981.
acted for clients in a wide variety of legal issues. While
at MSJ, he was seconded to Telstra Corp., Australia, He holds a Masters of Business Administration degree
where he held several positions including that of from Cranfield Institute of Science and Technology
Deputy General Counsel and Competition Counsel. in the UK and is a Chartered Accountant (England
& Wales).
He holds a LLB (Honours) qualification from the
Queensland University of Technology in Australia.
SENIOR
MANAGEMENT
PROFILES
Continued
12 13
Kala Kularajah Sundram Tan Lay Han
Senior Vice President, Chief Talent Officer Vice President, Business Transformation
Kala joined Maxis in August 2010. She is Tan Lay Han joined Maxis in October 1999. He is
responsible for driving talent management, responsible for strategic business transformation
leadership development and creating a pool of initiatives for the Company. In addition, he is
future leaders drawn from local talent. also responsible for business and customer
intelligence, operations planning and revenue
Kala has over 19 years of experience. She spent 14 and profit enhancement functions.
years with the Hay Group, where her last position
was Regional Director of Reward Practice Business for Lay Han joined Maxis as Head of Sales and Distribution
Asia Pacific Africa. As part of this role, she also served and was subsequently appointed as Head of Channel
in the Regional Leadership Team. Prior to joining the Distribution and Customer Service in February
Hay Group, Kala worked for the Kuala Lumpur Stock 2004 and later as Head of Consumer Marketing
Exchange (now known as Bursa Securities). in September 2006. In September 2009, he was
appointed Head of Planning. Lay Han was appointed
Kala holds a Masters of Business Administration Vice President of Business Transformation in May
(Summa Cum Laude) degree from Boston University, 2010. Prior to joining Maxis, he was General Manager
a CPA from the Australian Society of CPAs and a at Tanjong Golden Village Sdn Bhd (now known
Bachelor of Economics (Accounting) degree from as TGV Cinemas Sdn Bhd). He was also involved in
Monash University, Australia. various business development projects for Tanjong plc,
including the establishment of the TGV business. Lay
Han was previously with BP Malaysia Sdn Bhd where
he held various marketing and operations positions
for nine years.
Lee Chuan Yew joined Maxis in February 2011 Mariam joined Maxis in September 2010. She
and was appointed Chief Information Officer on is responsible for the overall planning and
16 May 2011. He is responsible for the overall implementation of corporate communications
management of the Information Services activities, providing strategic PR counsel to
Division and IT Transformation. the Senior Management team, formulating
communication policies and procedures, as well
Chuan Yew has more than 25 years of regional and as developing and driving sustainable corporate
global experience. He joins Maxis from Courts Asia responsibility activities.
Pte Ltd in Singapore where he held the position of
Regional Chief Information Officer. Prior to Courts Asia, Mariam has over 20 years of experience gained from a
he was the Senior Technology Advisor in DHL Express number of positions with listed companies in Malaysia. She
Worldwide as well as held senior positions in DHL’s was previously from Telekom Malaysia Berhad where she
Global IT services organisation. He also spent a number was Vice President, Group Corporate Communications,
of years at Standard Chartered Bank, Accenture, Oracle with key responsibilities for providing strategic PR counsel
Corporation and Unisys Corporation. to the management team and the overall planning and
implementation of corporate communications and
Chuan Yew holds a Bachelor of Science degree corporate responsibility activities. Prior to that, she served
majoring in Computer Science & Telecommunications as the Head of Group Corporate Communications and
from LaTrobe University, Australia. Investor Relations in Amanah Capital Partners Berhad
and later as the General Manager of Group Corporate
Communications in United Engineers (Malaysia) Berhad/
UEM World Berhad.
16
Mariam holds a Bachelor of Business degree in Business
Dipak Kaur Administration with Distinction from RMIT University in
Melbourne, Australia and a Diploma in Public Relations
from the Institute of Public Relations Malaysia (IPRM).
Company Secretary
With almost 14 million subscriptions, Maxis has Our customers are individuals, families and
the largest mobile customer base in Malaysia. We businesses, each with their own unique attitudes,
value these crucial relationships highly and continue values and interests. We have three programmes in
to nurture them, while attracting new customers. place to optimise our commitment to deliver more
Meeting a wide range of their needs is a core part personalised customer experiences and to create
of the mission in our journey from being Malaysia’s relevant products for these customers.
leading mobile operator to a leading integrated
services provider. The first was launched towards the end of 2010
to develop a new multi-layered segmentation
Maxis has long enjoyed the leading position in voice framework. The research and analysis covered
and data. During 2010, our mobile business grew voice, data, internet usage and, more importantly,
both revenues and subscriptions, ending the year with considered needs and services beyond traditional
a 40.1%(1) subscription market share for prepaid and telecom services. These insights will allow us to bring
47.5% (1) for postpaid (excluding wireless broadband) even more relevant and differentiated offerings to our
– 16.7% points higher than our nearest competitor. customers in the future.
We believe we are now strongly positioned to create a
sizeable wireless broadband business, after more than The second is the launch of an innovative series of
doubling our subscriptions to nearly 600,000 by the “Hot Tickets” for Hotlink customers that offer a new
end of 2010. way for customers to recharge their prepaid services
based on their usage, thus customised to their needs.
Our focus on growing under-represented areas such These recharge vouchers are highly segmented and
as the East Coast of Peninsular Malaysia, Sabah and flexible and encourage the use of new services.
Sarawak has been effective with over 20% growth Examples include special Hot Tickets targeted to
in each, supported by new sub-distributors, localised migrant segments and students. Segmented offerings
promotions and strong on-ground presence through for postpaid and wireless broadband are being
programmes like Jom Heboh. launched throughout 2011.
We believe Maxis remained the leader in the Thirdly, we have built a highly granular geo-marketing
Corporate and SME mobile sectors. We were also capability which gives district, street and even door-
among the top in the Government & Government- by-door insights into customers and opportunities for
Linked Company sectors. The business mobile product penetration and sales channel development.
revenues registered strong double-digit growth in
2010, fuelled by strong momentum in SME customer
acquisitions and significant take-up of smartphones
and new SME-targeted data services.
Note:
(1) Among top 3 operators in Malaysia based on published results.
Maxis has the largest footprint of retail channels in Maxis has also grown its non-traditional touch points,
Malaysia with over 21,000 outlets, a year-on-year such as ATMs, online banking and self-serve kiosks,
increase of 51%. We are also taking the lead in the to nearly 16,000 with a year-on-year increase of
introduction of new digital channels to meet customer 52%, to provide a wider choice of payment options
needs and expectations in the best possible way. and convenience. For instance, we introduced a new
payment collection point concept to support the
We have always valued the strong relationships with strong growth of Maxis postpaid business in the East
our exclusive channel partners as they provide an Coast, Sabah and Sarawak.
essential local presence for our Maxis and Hotlink
brands well beyond our 31 company-owned Maxis During 2010, we also ventured further afield into
stores. By the end of 2010, we added an additional 50 the area of non-traditional touch points, establishing
outlets to close the year with 584 exclusive stores (a service channels utilising the mobile device, internet
combination of Maxis Stores, Maxis Exclusive Partners’ and social media platforms. We are leveraging the
outlets and Hotlink Exclusive Dealers). All these stores power of online and other self-service channels,
provide a broad range of sales and services. including social networking, to respond to customers’
changing preferences while at the same time reducing
We are pressing on with expansion of our distribution our cost to serve.
footprint through a new network of sub-distributors
focusing on the East Coast, Sabah and Sarawak, which Hosting mobile virtual network operators (“MVNO”s)
enables us to extend our reach in an efficient and cost- and selling access to our network on a wholesale level
effective manner. We added more local entrepreneurs are additional channels to reach customers. For instance,
with local networks and area knowledge to our sub- our reseller partner OKTel addresses the migrants
distributor network. This was the main driver behind segment from India, Bangladesh, Nepal and Pakistan.
the five-fold expansion of the number of prepaid top
up points, especially for non-exclusive Hotlink outlets. Salamfone is our latest MVNO partner targeting the
Muslim population, mainly in the East Coast and
While we expand our reach and footprint, we also northern states of Malaysia. A contract was signed on
ensure that our existing channels are more efficient 6 October 2010 to supply Salamfone with radio access
and are looking at ways to leverage them effectively and core network. Salamfone services were made
for new products such as wireless and home commercially available to the public on 29 March 2011
broadband as well as life services. and the brand was officially launched on 6 April 2011
during the World Halal Research Summit.
CUSTOMERS
Continued
Our customer service staff won a total of eight awards at the 11th
CCAM Annual Awards
The consistency and standard of our customer service At Maxis, we go the extra mile for our customers and
are strengthened each year. that includes our engagement through priority events
and third-party promotional activities.
In 2010, we leveraged on IP call management
capabilities launched in 2009, so that our frontline Maxis customers continued to benefit from Maxis
consultants could provide superior advice regarding Rewards, a programme which brings together a suite
smartphones and to deliver up-selling and cross-selling of offers that they can download onto their mobile
in the inbound environment. devices, thereby enjoying real savings whenever
they shop or dine. Furthermore, Maxis 1 Club Elite
We invested in improving training capabilities with customers were given device-related privileges
another onsite training facility at the Sunway call ranging from ‘preview specials’, which appeal to
centre and a retail simulation centre at the Maxis the early adopters, to special package deals. On
Academy in Kuala Lumpur Sentral. A total of 17 the prepaid side, we forged new partnerships with
leaders in our centres received certification from the retailers and brands in the fast-moving consumer
Call Centre Industry Advisory Council. goods category to bring excitement to the market.
We have set internal benchmarks for the We invited customers to the musical West Side
responsiveness of our frontline service consultants on Story and the 10th year of Maxis Team Golf, one
the commitments they make to customers. We are of Malaysia’s best-known amateur competitions
now reaching targets in over 98% of occasions up exclusively designed for Maxis' postpaid customers.
from 95% in the previous year.
We also connected with younger users, leveraging
Over the years, Maxis has received recognition of its movies, music and games services on mobile devices
efforts in customer service. In 2010 we added more which helped strengthen social networking among
awards to our gallery, including a total of eight awards teens. Alice in Wonderland, Clash of the Titans, Iron
collected at the 11th Contact Centre Association Man, Shrek and Twilight Eclipse were among the
of Malaysia (CCAM) Annual Awards event. Among movies offered. We complemented this with another
these were the top two categories for corporates, targeted teen initiative called My 1st Mobile which
Best Customer Centre (Gold) and Best CRM helped drive non-voice adoption through trial services.
Implementation (Gold).
Our customer engagement efforts have proven
The media has also recognised Maxis’ commitment effective and will be continually refined and enhanced.
to customer care. As a result of being nominated by
our corporate customers, the leading IT magazine
Computer World Malaysia presented Maxis with the
Best Customer Care Award in the Telecommunications
category for 2010.
INNOVATION
At Maxis, innovation goes beyond new ideas or Maxis’ portal is called MyLaunchPad. Why
the leveraging of new technologies. Innovation MyLaunchPad? Apart from the obvious link to
is evident in new approaches to business, such personalised “my” services and the “my Maxis”
as the forging of unprecedented partnerships, network identifier, we believe MyLaunchPad
or new ways to enhance our network reach and addresses the content and services that Malaysians
customer access. It means finding original ways to desire – localised, global and relevant. Among these
build talent and enhance the skills of our team. It are news, sports and entertainment on their PCs
extends into product and service offerings for our and mobile devices – and in the future on TV as well.
customers, to enrich their lives and businesses in Furthermore with the myMaxis inbox, our customers
line with our brand promise. have the opportunity to discover information and
services that enhance their lives while getting all their
By this measure, 2010 was a remarkable year. social messages in one place. MyLaunchPad is an
Maxis delivered an unprecedented build-out of example of how we bring innovative products and
our network and new network technologies: services to our customers.
successful LTE field trials; a range of
partnerships that provided us with the broadest The results are encouraging. MyLaunchPad is the
reach of all companies in fixed broadband to the 6th most visited Malaysian website and overall the
home; and several innovative service launches 12th most popular website in Malaysia, including
constituting some firsts in Malaysia, in the international websites*.
region and even globally.
In 2010, Maxis continued to bring many more
innovative products and services to the market.
Fashionista! is the first-ever portal developed for Maxis has laid the groundwork to seize and unlock
Malaysian designers to showcase and sell their work the exciting potential offered by Malaysia’s broadband
to a global audience. The site allows users to view agenda and market demand for high-speed
designer collections and vote for their favourites. broadband, both fixed and wireless. The creation of
Home Services as a new business unit represents our
Pocket Doctor Health Portal is one of the first global concerted effort to extend our reach and penetration
health reference services. A one-stop information into households.
centre on a wide range of health topics, it is offered on
multiple platforms. At the heart of Maxis Home Services is Fibre-To-The-
Home (“FTTH”) technology which offers fast and
Devices introduced by Maxis includes a number of reliable internet access. Subscribers are able to work
first and exclusive offerings in tablets, Android™ and with bandwidth exceeding 40Mbps, allowing them to
Windows 7 devices. enjoy video calls, seamless video streaming, real time
online messaging, IPTV and much more. With such
Bridge Data is a service that allows our Smartphone bandwidth, our aspiration of providing Life Services
and Tablet PC-enabled customers to surf while such as education, health, entertainment as well
travelling abroad. Roaming charges are sent via SMS as interactivity and transaction capability, across all
to those who have not signed up for this service when screens in a seamless fashion, is achievable.
their data roaming charges go above a certain point.
Maxis Home Services was first rolled out in Bandar
During 2010, we also trialled other innovative Utama 11 & 12 as well as Sierramas, both premier
products and services for launch in 2011. These locations in the Klang Valley, on 1 September 2010.
comprised home services, including IPTV, IP-based As of 31 March 2011, Maxis Home Services was
telephony and remote home surveillance. On the officially launched with 1,017 customers already
business services front, a new managed M2M connected to our FTTH network.
(Machine-to-Machine) offering was launched in
January 2011 and additional managed services such as Home Services’ potential goes beyond FTTH and HSBB
data centres, cloud computing and hosted call centre access. We continue to look for innovative ways
services will be introduced to the market later in 2011. to deliver services to a potential base of 6.6 million
homes in Malaysia.
Kugan Thirunavakarasu,
Vice President
Product, Device and Innovation
Our network, the largest in the country, is the Wireless data usage on the Maxis network exceeded
backbone of Maxis, giving us an extensive and 14,950 terabytes in 2010. This is the equivalent of
formidable footprint for mobile technology and value- 2.5 billion MP3 songs, 10 million movie downloads,
added services and for fixed and wireless broadband. or 8 billion photo uploads. The surge in demand was
driven by wireless broadband take up, more than
During 2010, Maxis invested RM1.44 billion to build doubling to nearly 600,000 subscriptions in 2010.
upon the significant modernisation first begun in Over 75% of newly-added devices on the network
2009, expanding the reach and capacity of our were smartphones.
networks and support infrastructure.
Independent benchmark tests were carried out in
A total of 720 2G base stations were rolled out 2010 on our wireless services. The first test, conducted
with special emphasis on the East Coast, Sabah and by Alan Dick International, declared Maxis to be the
Sarawak, thereby increasing mobile coverage to market leader for 3G data quality. A second test,
94.5% of the population. In addition, over 1,260 3G conducted by leading publication Mobile World,
base stations were rolled out nationwide, resulting in ran broadband road tests on several mobile services
4,654 3G sites with the entire footprint now enabled provided by different operators and placed Maxis top
for High Speed Packet Access (“HSPA”). This focus on in 13 of the 16 tests performed.
network expansion resulted in the largest 3G footprint
that now covers 76% of Malaysia’s population as of Apart from expanding the capacity of our networks,
the end of 2010, up from 57% at the end of 2009 and customer experience was further enhanced with data
with enhanced coverage over secondary and tertiary optimisation techniques such as compression engines,
towns including Labis, Gemencheh, Palong, Sik, web cache and local peering with Google.
Hutan Melintang, Beaufort, Kuala Penyu, Keningau,
Tambunan, Kota Marudu, Ptas, Bera, Semantan,
Jengai, Sipitang, Tuaran, Bau-Lundu, Betong,
Kanowit-Julau, Limbang-Lawas, Marudi, Meradong-
Dalat, Mukah, Niah, Padawan, Saratok, Sarikei,
Serian, Sri Aman, Tatau. The capacity of our wireless
data network increased to 6.8 Gbps. This focus on network expansion
resulted in the largest 3G network in
Malaysia with a footprint that covers
76% of Malaysia’s individual population
as at the end of 2010.
INNOVATION
Continued
Maurice Tan
Senior Vice President
Personal Services
Cost efficiency has always been a key focus and for Furthermore, through our agreement with Telekom
the year 2010, we delivered network spend savings Malaysia Berhad we now have HSBB access to about
of RM32 million for Capex, RM44 million for Opex 750,000 homes and up to 1.3 million homes by 2012.
and procurement savings of RM293 million. Some of This 10-year agreement is expected to give us HSBB
the cost-efficiency initiatives that we have embarked access to about 3 million homes within a few years.
upon include:
Maxis was also the first mobile operator in Malaysia to
• Conversion of leased line to own-built successfully conduct trials for the latest standards in
infrastructure mobile technology, Long-Term Evolution ("LTE"). Also
known as 4G, LTE is an evolution from GSM/EDGE and
• Local Google peering UMTS/HSPA network technologies and is expected
to enable continued growth in advanced wireless
• Conversion of diesel generators to commercial TNB data products. The LTE trial was completed with peak
power download speeds of 60 – 120 Mbps achieved and is
continuing into 2011.
• Increased infrastructure-sharing on base station
sites, resulting in over 54% of all base station sites Efforts will continue to provide capacity for future
being shared growth, with data network capacity expected to grow
from current 6.8 Gbps to 75Gbps in 2015, and to
• Compression on satellite bandwidth and internet build a future-proof architecture. The current year will
traffic bring about the emergence of new technologies to
enhance data speed with technologies such as HSPA+
• Expansion on the radio network via the 900 Mhz (dual carrier) and LTE. The latter will increase data rates
spectrum up to 2 to 4 times the speeds of HSPA+. We are also
embarking on an initiative to further enhance the core
In pushing the boundaries, Maxis went “Green” and network with the introduction of new technologies,
as a result avoided 28,000 tonnes of C02 emissions. which will further reduce the number of touch
We also introduced various tools into our network to points in the network. We are building what we call
enhance the productivity and efficiency of our day-to- our “smart network”, which sees expansion of the
day operations. These include advanced engineering network capabilities, policy controls and routing policy.
planning systems, roll out and logistics systems and
Internet Protocol ("IP") probes. Maxis will continue to deploy the latest technological
advances in our networks and to explore and
Through selective implementation of FTTH invest in new methods to enhance our customer
technology, Maxis launched high-speed fixed home experience. Our efforts have solidified our status
broadband services. as first-movers in providing the latest network
enhancements to our customers.
INNOVATION
Continued
Jeff Chong
Vice President
Regional Sales & Services
As at 31 December 2010, Maxis had over 3,200 Maxis offers an attractive proposition for professionals
full-time employees, more than 80% of whom are and recognises, rewards and retains talent. Recognising
graduates and professionals. Our people are not talent as a competitive advantage, we put people at
only diverse in the experiences that they bring the heart of everything we do. In our determination
to Maxis, but also with respect to their ethnic to equip Maxis for the business of tomorrow, we
and cultural backgrounds, age and gender. In continued to assemble a team of individuals with
2010, we underwent the first stage of cultural proven track record whom we empowered to lead,
transformation driven by our new vision to thereby building an institution of talent.
become a leading integrated communications
service provider. This involved the introduction of Thus we spared no effort in our search for talented
an additional core value and increased employee- individuals, a search which is founded on principles
engagement activities to bring about a new of diversity and inclusion and which has resulted in an
vitality at the workplace. eclectic mix of returning Malaysian expatriate and local
talent in management positions enterprise-wide. We
also partnered successfully with an international search
Recognising talent as a competitive advantage, firm in a global mapping of Malaysian talents, which
culminated in six senior hires in 2010.
we put people at the heart of everything we do.
This is reflected in our determination to assemble Our senior leadership team, most of whom have global
a team of individuals with proven track record experience, is culturally-diverse, with six nationalities
represented, of which almost a fourth are women. In
whom we empower to lead. the spirit of gender and age diversity, women make
up nearly 44% of our employees, while 31.5% of our
employees are below the age of 30.
OUR PEOPLE
Continued
Our employees have always been leaders and The Maxis Leadership Development Engine
pioneers. Our achievements have been made possible ("LDE") identifies, engages and develops a pool of
by this inherent quality. Such qualites need to be future leaders carefully selected on merit. As part of
nurtured for us to move beyond mobile into the future our efforts to develop high potential employees, the
of integrated play. LDE Accelerator Programme, which was first launched
in 2009, provides our people with continuing
At Maxis, we continually create leaders from within exposure to business simulations, mastery workshops,
and forge a culture premised on leadership attributes. change and transformation projects, as well as other
Our On-Board with Maxis programme provides new projects of excellence.
employees the opportunity to interact with senior
leaders in informal settings to allow uninhibited sharing The Maxis Academy, our internal learning centre
of ideas and experiences early in their work lives. The established in 2001 in Kuala Lumpur, provides us with
programme also allows new employees to experience an accessible and stimulating learning environment
serving customers at call centres and retail centres. We with which to enhance competencies. The Academy
also inculcate brand values to help them fulfil their roles has a busy calendar driven by the mission to inspire
as brand ambassadors. people to embrace learning. Recently we provided
a new Retail Simulation Centre with hands-on
The Maxis Management Associate Programme experiences to simulate retail market conditions and
("MAP") is a leadership-development initiative, the develop 'Go to Market' programmes that can be
objective of which is to source fresh talent from top- effectively implemented.
ranking global universities. In 2010, we recruited 13
Management Associates who are now part of the The Maxis Internship Programme continued
“feeder pool” of senior talent and who will be groomed in 2010, whereby undergraduates from local and
through professional competency development and foreign universities joined us as interns, providing us
accelerated career progression moves over a period of with insights into the pipeline of future leaders. Our
two years. In 2011, we would be recruiting our 20th internship programme provides practical knowledge
batch of MAPs. and the opportunity to learn about high-performance
organisations and the communications industry, as
The Next Generation Manager Programme, a well as the chance to strengthen personal networks.
core leadership development programme for Maxis In 2010, we supported over 90 interns and plan to
managers, was established in 2006. It has continued to increase the numbers in 2011.
play a role in the development of our managers across
the enterprise. For top management, we continued our We innovate through rigorous competency assessment
partnerships with Harvard Business Publishing, IBM, and management appraisal exercises, whereby
and the Indian Institute of Management Ahmedabad. feedback on key talent competencies are provided and
These collaborations enabled selected members of the through which individual developmental needs are
Senior Leadership Team to attend executive education identified. Such programmes underline our professional
courses abroad, some of which were customised for approach to talent-building, which includes the usage
our requirements. of contemporary metrics.
OUR PEOPLE
Continued
Refreshing Culture and extending our Core Earning Recognition for Hr Practices
Values
The Maxis culture has been founded on our core values: In 2010, we received the Gold Award in the HR
Simple, Trustworthy and Creative. Last year, we added Innovation Category at the Malaysia HR Awards 2010
a fourth value, Brave, which we believed was necessary ahead of other leading companies. Our win highlighted
to ensure we were well-positioned for change and our innovation in transformational learning through
to achieve our aspirations as an integrated player. In the Maxis Academy. In July 2010 we received Asia’s Best
introducing this new value, we recognised the Maxis Employer Brand Award which pays tribute to employers
legacy of pioneering leadership. who create a culture of innovation at work and in the
HR industry.
Our culture is also being refreshed as a way to remain
relevant to the needs of the future. As part of the Maxis was also the recipient of the Asia HRD Congress
evolution, there are initiatives in place to inject a 2010 Award, whereby our Senior Vice President of
greater sense of fun at the workplace, including Human Resources, Azmi Hj. Ujang, was acknowledged
celebration of Malaysian festivals, an electronic as a role model for his contributions to the HR
employee newsletter, and employee-wellness community. We believe these awards underscore our
initiatives to increase awareness of health matters and efforts to continuously strengthen our Employer Value
to help achieve work-life balance aspirations. Proposition to attract, engage, nurture and retain the
very best talent the industry is able to offer.
Employee engagement plays a vital role in keeping our
employees energised, aligned and fully involved in the
success of the organisation. Our senior management
is committed to engaging with employees regularly to
share information and build camaraderie across the
organisation. The Voice of Maxis survey is an annual
measure of employee satisfaction engagement,
conducted by a leading independent research house.
This provides continuing feedback on the level and
quality of employee engagement. We have maintained
high levels of engagement each year compared to local
Malaysian companies as well as benchmarked against
global telcos.
Usha Kanagaratnam
PhD Sociology, Oxford University
Maxis Scholarship for Excellence recipient
CORPORATE
RESPONSIBILITY
As a responsible business, we have embedded the Being Malaysia’s leading integrated communications
principles of corporate responsibility (“CR”) in our service provider, we believe we can best enrich
day-to-day operations. Sustainable and ethical communities by focusing our efforts in the areas of
ways of doing business have been at the core of continuous education, technology and the pursuit
Maxis' initiatives. of excellence.
To achieve business success over the long-term, we Our community efforts are clustered around the Maxis
recognise that we must continue to foster and nurture Bridging Communities programme which we have
meaningful relationships with our stakeholders. Among successfully run since 2002. This programme is built on
our core values is the attribute of trustworthiness, the four important pillars of bridging the digital divide,
which requires that we subscribe to high business ethics education and development, employee volunteerism
which is vital to building stakeholder trust. and protecting the environment.
• Conducting our business responsibly in the Our flagship community project, Maxis Cyberkids
marketplace; Camp, is a series of Camps designed to bridge
the digital divide by harnessing the twin engines
• Nurturing our talents and developing their of information technology (“IT”) and education.
potential in the workplace; Launched in 2002 in collaboration with the Ministry of
Information Communications and Culture (“KPKK”),
• Contributing towards the communities that we Maxis Cyberkids has thus far benefitted a community
serve; and of 8,425 students and teachers from 1,431 schools
across Malaysia.
• Doing our part to mitigate the impact of our
operations on the environment.
Working with Maxis Cyberkids, drawn from ASEAN Cyberkids Camp – Given its effectiveness,
communities with very low internet penetration, the Maxis Cyberkids Camp is now being showcased at
we create awareness of computer skills, improve the ASEAN level starting in 2008 to include students
understanding and usage of the internet and build from the region. In 2010, 91 students and teachers
appreciation for technology. In this way, we help to from 11 ASEAN member countries and Sri Lanka
align rural communities with Malaysia’s mainstream attended the Camp.
development agenda.
Maxis Mobile Content Challenge
In 2010, schoolchildren aged between 13 to 16 years
old and their teachers from 56 secondary schools In 2007 the Maxis Mobile Content Challenge was
participated in our Camps. launched with the objective of nurturing Malaysia’s
content industry. Held annually in collaboration
Maxis Cyberkids has resulted in spin-off activities with KPKK and the Malaysian Communications &
as follows: Multimedia Commission (“MCMC”), Maxis provides
students from higher-learning institutions with a
Maxis Cyberkids National Challenge – a platform to design, develop and deliver creative
Malaysia-wide contest providing Maxis Cyberkids mobile content applications. Thus far, 461 new ideas
with opportunities to innovate, develop and promote have been generated to help spur the growth of our
projects arising out of the Camps. This offers the indigenous mobile content industry.
following activities: a Cyberkids Club for members,
the propagation of IT learning to other schools via In 2009, we introduced the Nurturing and
a Cyberkids “Train the Trainer” programme and a Commercialisation Support Programme to assist
platform for school and personal blogsites by both past Maxis Mobile Content Challenge winners and
Cyberkids members and Club members. finalists to turn their prototypes into commercially-
viable products. Our programme features workshops,
Maxis Cyberkids Portal – a tool for continuing IT product-testing, hands-on guidance, coaching
education and social networking amongst post-camp and product trials. We continued to nurture past
participants who wish to keep abreast of the latest winners and finalists in 2010, supporting these young
trends and to stay in touch with one another. developers in new areas of content based on integrated
service offerings to customers.
Maxis Cyberkids with Community – outside the
mainstream Camps, Maxis also conducts smaller camp
activities to serve the under-privileged communities.
Four such camps involving 22 community groups
throughout rural Malaysia were held in 2010.
CORPORATE
RESPONSIBILITY
Continued
Our Scholarships for Excellence Awards has been an In November 2010, Maxis assisted in flood-relief
annual activity since 2005. Through it, we recognise operations by contributing school uniforms, bags and
outstanding students and their pursuit of knowledge stationery to over 1,200 children from rural areas in the
by offering scholarships tenable for both postgraduate northern state of Kedah affected by floods. We also
and undergraduate courses at leading universities. donated motorboats to facilitate rescue operations in
Since the Awards began, 100 talented Malaysians have the north-eastern state of Kelantan.
been provided with this opportunity.
Employee Volunteerism
In 2010, 48 scholarships were awarded:
The Maxis Volunteer Brigade encourages our own
• Maxis Scholarship for Excellence Award for Post- employees to identify with community service for
Graduate Studies (4 recipients); which they can volunteer their time through an active
programme of volunteerism. Our activities aim to foster
• Maxis Undergraduate Scholarship Programme for closer relationships with the local community and
Postpaid Customers, a scholarship tenable at local contribute towards improving the social and economic
and foreign institutions of learning (40 recipients); status of under-privileged communities. Participation
and in this area at Maxis is on the rise. In 2010, 562 Maxis’
volunteers clocked in approximately 2,500 volunteer
• Maxis Undergraduate Scholarship Programme for hours, more than doubling the 169 volunteers and
children of Maxis’ employees (4 recipients). 1,026 volunteer hours in 2009.
Our business is centred on our customers and our goal As a market leader, we know that our customers expect
is to offer them innovative services, delivered as widely us to delight them with continuous innovations. To
as possible and seamlessly, on any smart screen. We this end, we are building a comprehensive eco-system
believe that an ongoing focus on innovation and on that includes supporting the development of local
continually exceeding our customers’ expectations is content as well as partnering with various global and
vital to business growth. By conducting our business device manufacturers to deliver a range of enriching
responsibly and building sustainable relationships product and service experiences to customers. At the
in the marketplace, i.e. with vendors, suppliers and more fundamental level, we continue to innovate and
contractors as well as the business community at large, invest in the quality of life of Malaysians by extending
we will be well-positioned to deliver on our promises to connectivity to under-served regions.
our customers.
In 2010, Maxis invested more than RM80 million in
We are guided by the Maxis Code of Business network coverage, widening its footprint over remote
Practice ("Code") which requires all employees to areas of Sarawak, enhancing network quality in towns
conduct themselves honestly and with integrity in all and suburbs in Sabah and expanding broadband
their dealings. We also put in place processes and coverage to industrial and commercial areas in north
guidelines to ensure those doing business with us Borneo, which is an under-served frontier. Beyond
meet our expectations. As part of our Supply Chain our commercial roll-out, we also made the effort to
Management process, our vendors are required include under-privileged communities in our service
to sign a declaration that they will comply with our offerings. We offered a significant discount off the
Code. We also introduced a Vendor Development iPhone™ 3GS' retail price with a sign-up to a Maxis
Programme in 2004 to ensure that local contractors iValue plan for the visually-impaired. Seventy members
have the requisite capacity and capability to deliver of the Malaysian Association of the Blind were included
and succeed in a competitive environment. From only in our promotional campaign. By making the iPhone™
18 vendors at the start, we have now registered 102 3GS affordable and accessible, we enabled this
vendors who have cumulatively benefitted from our community to experience the device’s built-in features,
vendor programme at the end of 2010. such as its voiceover function, digital compass and a
visual impairment-friendly Global Positioning System
programme with local maps, all of which proved
particularly useful to them.
CORPORATE
RESPONSIBILITY
Continued
Nurturing our Talents and Developing their Doing our Part to Reduce our Impact on the
Potential in the Workplace Environment
Reducing our Carbon Footprint Through initiatives of the past two years,
Our efforts to reduce our carbon footprint began we achieved a cumulative reduction of
with modernisation of our end-to-end network about 28,000 tons of CO2 emission, the
equipment for better energy efficiency. Our ambitious
network transformation programme has resulted in equivalent of saving over 21,520 trees.
replacement of key network elements with best-in-class
technologies which are energy-efficient at the same
time, such as 3G single radio access network (“Single
RAN”) and the Mobile Soft Switch (“MSS”) system. We
have since migrated to a new Intelligent Network (“IN”)
platform. Additionally, we have adopted more energy-
efficient DC rectifiers and outdoor shelters which are
innovative systems to manage heat in existing shelters
and to drive down energy deployment. We have also
drawn on renewable energy solutions such as solar to
replace diesel powered remote base stations and we
have advocated network-sharing, with over 54% of our
base station sites shared with other operators.
AUDIT COMMITTEE
REPORT
The Board of Maxis is pleased to present the Audit Committee Report (the “Committee”) for the financial year
ended 31 December 2010.
Robert William Boyle, Chairman of the Committee Non-Executive Director Yes 8 out of 8
(Appointed as Chairman on 16.10.09)
During the financial year, the Committee conducted Minutes of the meetings of the Committee
eight meetings. The Group’s internal and were circulated to all members of the Board and
external auditors and certain members of senior significant issues were discussed at Board meetings.
management attended all the meetings during
the financial year. The Committee also held four Details of the Committee members’ profiles are
separate private sessions with internal and external contained in the “Board of Directors” section set out
auditors without the presence of management. on pages 28 to 35 of this Annual Report.
• Reviewed with the appropriate officers of the • Evaluated the overall adequacy and effectiveness
Group, the quarterly financial results and annual of the system of internal controls through a review
audited financial statements of the Group, of the results of work performed by internal and
including the announcements pertaining thereto, external auditors and discussions with key senior
before recommending to the Board for their management.
approval and the release of the Group’s results
to Bursa Securities focusing on the matters External Audit
set out in Section 8 of the Terms of Reference,
“Responsibilities and Duties of the Committee” • Reviewed with the external auditors, their terms
under the heading “Financial Reporting” as well as of engagement, proposed audit remuneration
the following areas, where relevant: and the audit plan for the financial year ended on
31 December 2010 to ensure that their scope of
– Main Market Listing Requirements (“MMLR”) work adequately covers the activities of the Group;
of Bursa Securities;
• Reviewed the results and issues arising from the
– Provisions of the Companies Act, 1965 and external auditors' review of the quarterly and
other legal and regulatory requirements; and audit of the year-end financial statements and the
resolution of issues highlighted in their report to
– MASB-approved accounting standards in the Committee;
Malaysia for entities other than private entities.
• Reviewed the independence, objectivity and
cost effectiveness of the external auditors before
recommending to the Board their re-appointment
and remuneration; and
AUDIT COMMITTEE
REPORT
Continued
• Reviewed with the internal auditors, their audit • Reviewed related party transactions for compliance
plan for the financial year ended 31 December with the MMLR of Bursa Securities and the
2010 ensuring that principal risk areas and Group’s policies and procedures as well as the
key processes (identified by the Enterprise Risk appropriateness of such transactions before
Management department and Internal Audit recommending them to the Board for its approval;
department) were adequately identified and and
covered in the plan;
• Reviewed the procedures for securing the
• Reviewed the recommendations by the internal shareholders’ mandate for Recurrent Related Party
auditors, representations made and corrective Transactions.
actions taken by management in addressing and
resolving issues and ensured that all issues were Others
adequately addressed on a timely basis;
• Reviewed with management, the quarterly
• Reviewed the results of ad-hoc investigations reports on new laws and regulations, material
performed by the internal auditors and the actions litigation, revenue assurance and Enterprise Risk
taken relating to those investigations; Management;
• Reviewed the adequacy of resources and the • Reviewed the Employee Code of Business Practice,
competencies of staff within the internal audit the Whistle-Blowing policy and the outcome of any
department to execute the plan, as well as the defalcation cases investigated;
audit programmes used in the execution of the
internal auditors’ work and the results of their • Reviewed the Report of the Audit Committee, the
work; Statement of Internal Control and the Statement
of Corporate Governance prior to their inclusion in
• Reviewed the performance of internal audit the Company’s Annual Report;
department staff;
• Reviewed the adequacy of the terms of reference
• Reviewed the results of the internal assessment of the Committee; and
performed on the internal audit function; and
• Conducted a self-assessment to monitor the
• Reviewed the adequacy of the terms of reference Committee’s overall effectiveness in meeting its
of the internal audit function. responsibilities and reported the results as well as
the improvements to procedures to the Board.
The Group has an independent internal audit function, The Committee is governed by the following terms
the primary responsibility of which is to undertake of reference which have been applied by the Group
regular and systematic reviews of the system of internal throughout the year:
controls so as to provide reasonable assurance that
the system continues to operate satisfactorily and 1. Function of the Committee
effectively within the Group. The internal audit function
adopts a risk-based audit methodology, which is The Committee is a committee of the Board with the
aligned with the risks of the Group to ensure that the function of assisting the Board in fulfilling its oversight
relevant controls addressing those risks are reviewed on responsibilities. The Committee will review the Group’s
a rotational basis. financial reporting process, the system of internal
controls and management of enterprise risk, the
The activities carried out by the internal audit audit process and the Group’s process for monitoring
department include amongst others, the review of compliance with laws and regulations and its own code
the adequacy and effectiveness of risk management of business conduct, as well as such other matters,
and the system of internal controls, compliance with which may be specifically delegated to the Committee
established rules, guidelines, laws and regulations, by the Board.
reliability and integrity of information and the means of
safeguarding assets. 2. Composition of the Committee
The Head of the Internal Audit department is The Committee shall consist of at least three (3)
responsible for enhancing the quality assurance non-executive Board members, a majority of whom
and improvement programme of the internal audit shall be independent Directors. Alternate Directors
function. In order to achieve this, the monitoring of its will not be appointed to the Committee. In order
effectiveness is done through internal self-assessment to form a quorum in respect of a meeting of the
tools and independent external assessment. The results Committee, the majority of members present must be
will then be communicated to the Committee. The independent Directors.
Head of the Internal Audit department reports directly
to the Chairman of the Committee. The Chairman shall be an independent non-executive
Director elected by the members of the Committee.
The total costs incurred for the internal audit function The Chairman will, in consultation with the other
for the financial year ended 31 December 2010 members of the Committee, be responsible for calling
amounted to RM3.6 million, which included the cost of meetings of the Committee, establishing its agenda
co-sourcing activities amounting to RM110,950. and supervising the conduct thereof. The Board will
review the composition of the Committee, as well
as the term of office, performance and effectiveness
of each member of the Committee annually, to
determine whether the Committee and its members
have carried out their duties in accordance with their
terms of reference.
AUDIT COMMITTEE
REPORT
Continued
• Be a member of the Malaysian Institute of The Committee may retain, at such times and on
Accountants; or such terms as the Committee determines in its sole
discretion and at the Company’s expense, special legal,
• Have at least three (3) years working experience accounting, or other consultants to advise and assist it
and have passed the examinations specified in in complying with its responsibilities.
Part I of the 1st Schedule of the Accountants Act,
1967; or be member of one of the associations of 5. Training
accountants specified in Part II of the 1st Schedule
of the Accountants Act, 1967; or The Committee shall be provided with appropriate
and timely training, both in the form of an induction
• Fulfill such other requirements as prescribed or programme for new members and on an ongoing basis
approved by Bursa Securities. for all members.
In the event of any vacancy in the Committee resulting 6. Secretary of the Committee
in non-compliance of Committee composition
requirements, the Board must fill the vacancy within The Company Secretary shall be the Secretary of
three (3) months. the Committee. The Secretary shall ensure that the
Committee receives information and papers in a timely
3. Meetings of the Committee manner to enable full and proper consideration to
be given to issues; record, prepare and circulate the
The Committee shall meet at least four (4) times minutes of the Committee meetings promptly to all
during each financial year and may regulate its own members of the Board; and ensure that the minutes are
procedures including convening a meeting by means properly kept and produced for inspection if required.
of video or teleconference in place of a meeting
in person. In addition to its four (4) meetings each 7. Authority of the Committee
financial year, the Committee may take action by way
of circular resolutions. The Committee is authorised by the Board, in
accordance with the procedures to be determined by
The Committee may request to meet other Board the Board (if any) and at the cost of the Company, to:
members, any officer or employee of the Group,
external legal counsel, internal or external auditors • Investigate any matter within its terms of reference;
and consultants and if necessary, in separate private
sessions. The Committee shall meet with the external • Have adequate resources to perform its duties;
and internal auditors in separate private sessions at
least twice in each financial year without executive • Have full and unrestricted access to the Group’s
Board members and senior management present. The information;
Chairman of the Committee shall provide to the Board
a report of the Committee meetings. • Have direct communication channels with external
and internal auditors and all employees of the Group;
statement on
corporate
governance
Board of Directors
The Board of Maxis (“the Board”) is committed 1. Principal Responsibilities of the Board
to upholding the highest standards of corporate
governance throughout the Group as expressed The Board adopted the following six (6) specific
in the Principles of and Best Practices in Corporate responsibilities for effective discharge of its functions:
Governance set out in the Malaysian Code on
Corporate Governance (“the Code”). • Reviewing and adopting a strategic business plan
for the Group;
The Code has served as a fundamental guide to
the Board in discharging its principal duty to act • Overseeing the conduct of the Group’s business
in the best interests of the Company as well as to evaluate whether the business is being properly
in managing the businesses and affairs of the managed;
Group efficiently. Given the Group’s mission to
be a premier integrated communications service • Identifying principal risks and ensuring the
provider, the Board acknowledges the corporate implementation of appropriate systems to manage
governance tenets of transparency, accountability, these risks;
integrity and corporate performance as the
prerequisites of a responsible corporate citizen. • Succession planning, including appointing,
training, fixing the compensation of and where
The Board is pleased to share the manner in which appropriate, replacing key management;
the Principles of the Code have been applied
within the Group in respect of the financial year • Developing and implementing an investor relations
ended 31 December 2010 and the extent to which programme or shareholder communications policy
the Company has complied with the Best Practices for the Group; and
of the Code during the financial year ended 31
December 2010. The Board believes that the • Reviewing the adequacy and integrity of the
Principles and the Best Practices set out in the Group’s systems of internal control and of
Code have, in all material respects, been adhered management information, including systems for
to and complied with. compliance with applicable laws, regulations, rules,
directives and guidelines.
The Board comprises members with the diverse The Chairman’s main responsibility is to ensure
professional backgrounds, skills, extensive experience effective conduct of the Board and that all Directors,
and knowledge in the areas of telecommunications, Executive and Non-Executive, have unrestricted and
information and technology, entertainment, finance, timely access to all relevant information necessary for
business, general management and strategy required informed decision-making. The Chairman encourages
for the successful direction of the Group. participation and deliberation by Board members to
tap their collective wisdom and to promote consensus
With its diversity of skills, the Board has been able to building as much as possible.
provide clear and effective collective leadership to the
Group and has brought informed and independent The CEO has overall responsibilities over the Group’s
judgment to the Group’s strategy and performance so operational and business units, organisational
as to ensure that the highest standards of conduct and effectiveness and implementation of Board policies,
integrity are always at the core of the Group. None of directives, strategies and decisions. In addition, the
the Non-Executive Directors participate in the day-to- CEO also functions as the intermediary between the
day management of the Group. Board and Management.
The presence of the Independent Non-Executive Matters which are reserved for the Board’s approval
Directors is essential in providing unbiased and and delegation of powers to the Board Committees,
independent opinions, advice and judgements to the CEO and Management are expressly set out in an
ensure that the interests, not only of the Group, but approved framework on limits of authority. Business
also of shareholders, employees, customers, suppliers affairs of the Group are governed by the Group’s
and other communities in which the Group conducts Manual on Limits of Authorities. Any non-compliance
its business are well represented and taken into issues are brought to the attention of the Management,
account. The Independent Non-Executive Directors Audit Committee and/or the Board, for effective
thus play a key role in corporate accountability. supervisory decision-making and proper governance.
A brief description of the background of each Director As the Group is expanding and its business growing,
is contained in the “Board of Directors’ Profile” section the division of authority is constantly reviewed
as set out on pages 28 to 35 of this Annual Report. to ensure that Management’s efficiency and
performance remain at its level best.
statement on
corporate
governance
Continued
4. Board Meetings and Supply of Information Eight (8) Board meetings were held during the
financial year ended 31 December 2010 and details of
The Board intends to meet at least four (4) times a the attendance of each Director are as follows:
year, with additional meetings convened as and when
the Board’s approval and guidance is required. Upon
consultation with the Chairman and the CEO, due
notice shall be given of proposed dates of meetings
during the financial year and standard agenda and
matters to be tabled to the Board. Additional meetings
are convened on an ad-hoc basis.
Number of
Director Designation Meetings Attended Percentage
During the Year
Raja Tan Sri Dato’ Seri Arshad bin Raja Tun Uda Chairman, Independent 8 out of 8 100%
Non-Executive Director
Robert William Boyle Independent 8 out of 8 100%
Non-Executive Director
Dato’ Mokhzani bin Mahathir Independent 7 out of 8 87.5%
Non-Executive Director
Asgari bin Mohd Fuad Stephens Independent 8 out of 8 100%
Non-Executive Director
statement on
corporate
governance
Continued
In accordance with the Company’s Articles, all The Board is always encouraged to attend seminars,
Directors who are appointed by the Board may only conferences and briefings in order to enhance its
hold office until the next following Annual General skills and knowledge and to keep abreast of the latest
Meeting (“AGM”) subsequent to their appointment developments in the industry and marketplace.
and shall then be eligible for re-election but shall not
be taken into account in determining the Directors Orientation and familiarisation programmes which
who are to retire by rotation at that AGM. The Articles include visits to the Group’s business operations
also provide that one-third (1/3) of the Directors are and meetings with key management are, where
subject to retirement by rotation at every AGM but appropriate, organised for newly-appointed Directors
are eligible for re-election provided always that all to facilitate their understanding of the Group’s
Directors including Managing Directors and Executive operations and businesses. Regular talks are scheduled
Directors shall retire from office once at least in each on various topics for the Board and these sessions are
three (3) years. held together with Senior Management in order to
encourage open discussion and comments.
Pursuant to Section 129(2) of the Companies Act,
1965, the office of a director of or over the age of Directors evaluate their training needs on a
seventy (70) years becomes vacant at every AGM continuous basis, by determining areas that would
unless he is re-appointed by a resolution passed at best strengthen their contributions to the Board.
such an AGM of which no shorter notice than that Regular briefings/updates (some by external advisers)
required for the AGM has been given and the majority on various subjects including the following are held at
by which such resolution is passed is not less than Board meetings:
three-fourths of all members present and voting at
such an AGM. • Market and industry;
Directors who are due for retirement by rotation and • Regulatory and legal developments;
eligible for re-election pursuant to Article 114 of
the Company’s Articles at the forthcoming AGM are • Technology trends;
Robert William Boyle, Augustus Ralph Marshall and
Chan Chee Beng. The profiles of the Directors who are • Information on significant changes in business risks
due for re-election are set out on pages 31 to 34 of and procedures instituted to mitigate such risks;
this Annual Report.
• Corporate matters or new acquisitions by the
The Director who pursuant to Article 121 of the Group; and
Company’s Articles is subject to retirement but eligible
for re-election at the forthcoming AGM is Dr. Zeyad • New developments in law, regulations and
Thamer H. AlEtaibi. His profile is set out on page 33 of Directors’ duties and obligations.
this Annual Report.
The Company Secretary facilitates and organises the The Board delegates certain responsibilities to the
yearly Board Effectiveness Assessment for assessment respective Committees of the Board which operate
and evaluation of the Board of Directors’ and Board within clearly-defined terms of reference. These
Committees’ effectiveness. The objective is to improve Committees have the authority to examine particular
the Board’s effectiveness, identify gaps, maximise issues and report to the Board with their proceedings
strengths and address weaknesses of the Board. The and deliberations. On Board reserved matters,
Chairman of the Board oversees the overall evaluation Committees shall deliberate and thereafter state their
process. Responses are analysed by the Nomination recommendations to the Board for its approval.
Committee, before being constructively tabled
and communicated to the Board. Self assessment During Board meetings, the Chairmen of the various
and peer assessment methodologies are used and Committees provide summary reports of the decisions
issues for assessment are presented in a customised and recommendations made at respective committee
questionnaire. During the year, the Board of Directors meetings and highlight to the Board any further
and Board Committees were assessed and the results deliberation that is required at Board level. These
were shared with the Board. Committee reports and deliberations are incorporated
into the minutes of the Board meetings.
statement on
corporate
governance
Continued
The Company has three (3) principal Board • Reviewing and recommending to the Board:
Committees: (i) the optimum size of the Board;
(ii) the required mix of skills, knowledge,
(a) Audit Committee expertise, experience and other qualities,
including core competencies of Non-
The composition, terms of reference and a Executive Directors; and
summary of the activities of the Audit Committee (iii) appointments to, and membership of,
are set out separately in the Audit Committee other Board committees.
Report as laid out on pages 84 to 89 of this
Annual Report. In addition, the Nomination Committee has the
function of assessing:
(b) Nomination Committee
• The transparency of procedures for proposing
The Nomination Committee of the Board consists new nominees to the Board and Committees
of the following Non-Executive Directors, the of the Board;
majority of whom are independent: • The effectiveness of the Board as a whole and
the contribution of each individual Director
• Raja Tan Sri Dato’ Seri Arshad bin Raja Tun and Board Committee member; and
Uda (Independent Non-Executive Director and • Whether the investments of the minority
Chairman of the Nomination Committee); shareholders are fairly reflected through
• Robert William Boyle (Independent Non- Board representation.
Executive Director);
• Dato’ Mokhzani bin Mahathir (Independent The Nomination Committee meets as and when
Non-Executive Director); necessary and can also make decisions by way of
• Ghassan Hasbani (Non-Executive Director); circular resolutions. The Nomination Committee
and held two meetings during the financial year
• Chan Chee Beng (Non-Executive Director). ended 31 December 2010.
• Ghassan Hasbani (Non-Executive Director) The objectives of the Group’s policy on Directors’
(appointed on 10 February 2011); remuneration are to attract and retain Directors of
• Eng. Saud Majed A. AlDaweesh (Non- the calibre needed to run the Group successfully.
Executive Director) (resigned on 10 February In Maxis, the component parts of remuneration for
2011); and the Executive Directors are structured so as to link
• Augustus Ralph Marshall (Non-Executive rewards to corporate and individual performance.
Director). In the case of Non-Executive Directors, the level of
remuneration reflects the experience, expertise and
The Remuneration Committee is entrusted with level of responsibilities undertaken by the particular
the following responsibilities: Non-Executive Director concerned.
The Remuneration Committee meets as and The determination of the remuneration packages
when necessary and can also make decisions by of Non-Executive Directors (whether in addition
way of circular resolutions. The Remuneration to, or in lieu of, their fees as Directors), is a matter
Committee held two meetings during the for the Board as a whole. Individual Directors do
financial year ended 31 December 2010. not participate in decisions regarding their own
remuneration packages.
statement on
corporate
governance
Continued
The remuneration package of the Directors is as The Group operates a bonus scheme for all
follows: employees, including the Executive Directors.
The criteria for the scheme is dependent on the
(a) Basic salary level of profits achieved from certain aspects
of the Group’s business activities as measured
The basic salary of the Executive Director is against targets, together with an assessment of
fixed for the duration of his contract. Any each individual’s performance during the period.
revision to the basic salary will be reviewed and Bonuses payable to the Executive Directors are
recommended by the Remuneration Committee, reviewed by the Remuneration Committee and
taking into account the individual performance, approved by the Board.
the inflation price index and information from
independent sources on the rates of salary for (d) Benefits-in-kind
similar positions in other comparable companies.
Other customary benefits (such as private
(b) Fees medical cover, car, etc) are made available to
Directors as appropriate.
In accordance with the Company’s Articles, the
total fees of all the Directors in any year shall (e) Service contract
be a fixed sum not exceeding in aggregate
RM6,000,000.00 unless otherwise determined The notice period for the termination of an
by an ordinary resolution of the Company in Executive Director’s service contract is six (6)
general meeting. months on either side.
1. Shareholders and Investor Relations The Board has identified Dato’ Mokhzani bin Mahathir
as the Senior Independent Director to whom queries
The Board believes that the Group should be or concerns regarding the Group may be conveyed.
transparent and accountable to its shareholders
and investors. i. Dato’ Mokhzani bin Mahathir can be
contacted as follows:
In ensuring this, Maxis has been actively Telephone number : +603 2330 7000
communicating with its shareholders and stakeholders
through the following medium: Queries or concerns regarding the Group may also be
conveyed to the following persons:
• Release of financial results on a quarterly basis;
ii. Nasution Mohamed
• Press releases and announcements to Bursa Chief Financial Officer (appointed on 15 April
Securities and subsequently to the media; 2011), for financial related matters.
Telephone number : +603 2330 7000
• A dedicated investor relations team which has the Facsimile number : +603 2330 0555
task of dealing with all queries from shareholders
and investors and facilitating responses; and iii. Lim Ming Juan
Head of Investor Relations, for investor relations
• An online Investor Relations section and online matters.
Press Room known as the “Maxis Media Centre” Telephone number : +603 2330 7000
which can be accessed by shareholders and the Facsimile number : +603 2330 0588
general public via the Company’s website located
at http://www.maxis.com.my. iv. Dipak Kaur
Company Secretary, for shareholders’ enquiries.
The Group’s website is updated from time to time to Telephone number : +603 2330 7000
provide current and comprehensive information about Facsimile number : +603 2330 0590
the Group.
statement on
corporate
governance
Continued
Code of ethics
2. Annual General Meeting (“AGM”) The Group’s Code of Business Practice declaration
applies to all officers and employees who are
The AGM is the principal forum for dialogue with required to affirm on a yearly basis their commitment
all shareholders who are encouraged and are given to observe the Code of Business Practice. The Code
sufficient opportunity to enquire about the Group’s of Business Practice serves as documentation of the
activities and prospects as well as to communicate employees’ commitment to do business in a manner
their expectations and concerns. Shareholders are also that is efficient, effective and fair and is meant as
encouraged to participate in the Question and Answer a reference for all levels of employees as well as all
session on the resolutions being proposed or about parties that are engaged in business dealings with
the Group’s operations in general. Shareholders who the Group.
are unable to attend are allowed to appoint proxies
in accordance with the Company’s Articles to attend The Code of Business Practice is a guide to assist the
and vote on their behalf. The Chairman and the Board Group’s employees in living up to the Group’s high
members are in attendance to provide clarification ethical business standards and how employees should
on shareholders’ queries. Where appropriate, the conduct themselves when dealing with other parties
Chairman of the Board will endeavour to provide the doing business with the Group.
shareholders with written answers to any significant
questions that cannot be readily answered during the It also provides guidelines for the manner in which
AGM. Shareholders are welcome to raise queries by all employees should conduct themselves in the
contacting Maxis at any time throughout the year and workplace while performing their daily duties for
not only at the AGM. Maxis and as a Maxis employee.
In presenting the annual financial statements and The role of the Audit Committee in relation to both
quarterly announcement of results to shareholders, the internal and external auditors is described in the
the Directors will endeavour to present a clear, Audit Committee Report as set out on pages 84 to 89
balanced and understandable assessment of of this Annual Report.
the Group’s financial position, performance and
prospects. This also applies to other price-sensitive
public reports and reports to regulators. The
assessment is provided in this Annual Report through
the Statement by Directors pursuant to Section
169(15) of the Companies Act, 1965 as set out on
page 220 of this Annual Report.
2. Internal Control
INTERNAL
control
statement
The Board is pleased to share the key aspects of the The Board of Maxis in discharging its responsibilities
Group’s internal control system in respect of the is fully committed to the maintenance of a sound
financial year ended 31 December 2010. internal control environment to safeguard shareholders’
investments and the Group’s assets. The Board has an
The Group in discharging its stewardship responsibilities overall responsibility for the Group’s system of internal
has established procedures of internal control that are control and its effectiveness, as well as reviewing its
in accordance with the guidance provided to Directors adequacy and integrity. The system of internal control
as set out in the “Statement on Internal Control: is designed to manage risks that may impede the
Guidance for Directors of Public Listed Companies”. achievement of the Group’s business objectives rather
These procedures, which are subject to regular than to eliminate these risks. Internal control systems
review by the Board, provide an ongoing process for can only provide reasonable and not absolute assurance
identifying, evaluating and managing significant risks against material mis-statement or loss.
faced by the Group that may affect the achievement of
its business objectives.
The Board regards risk management as an integral The Board and management have established
part of the Group’s business operations. There is numerous processes for identifying, evaluating and
an established structured process for identifying, managing the significant risks faced by the Group.
analysing, measuring, monitoring and reporting on These processes include updating the system of internal
the significant risks that may affect the achievement controls when there are changes to the business
of its business objectives. Maxis also has an automated environment or regulatory guidelines. The key elements
system for the purpose of complementing the of the Group’s control environment include:
establishment and implementation of the Enterprise
Risk Management process. 1. Organisation Structure
Management is responsible for creating a “risk-aware The Board is supported by a number of established
culture” and for ensuring that the necessary knowledge Board committees in the execution of its responsibilities,
for risk management is present. The Enterprise Risk namely the Audit, Nomination and Remuneration
Management department, in conjunction with the Committees. Each Committee has clearly defined
Group’s operational managers, continuously monitors terms of reference. Responsibility for implementing
and evaluates the progress of the identified risks and the Group’s strategies and day-to-day businesses are
reports the results to Senior Management. The Audit delegated to management. The organisation structure
Committee is also provided with a quarterly report sets out clear segregation of roles and responsibilities,
on the enterprise risk map and the status of progress lines of accountability and levels of authority to ensure
towards mitigating key risk areas. effective and independent stewardship.
INTERNAL
control
statement
Continued
The Audit Committee comprises non-executive The Internal Audit department continues to
members of the Board, the majority of whom are independently review key processes, monitor
independent Directors. The Audit Committee evaluates compliance with policies and procedures, evaluate the
the adequacy and effectiveness of the Group’s risk adequacy and effectiveness of internal control and
management and internal control systems and reviews risk management systems and highlight significant
internal control issues identified by internal auditors, findings and corrective measures in respect of any
external auditors and management. Throughout the non-compliance on a timely basis. These are also
financial year, the Audit Committee members are reported to the Audit Committee on a quarterly
briefed on corporate governance practices, updates basis. Its work practices are governed by the Internal
of Malaysian Financial Reporting Standards, as well as Audit Charter, which is subject to revision on an
legal and regulatory requirements in addition to key annual basis. The annual audit plan, established
matters affecting the financial statements of the Group. primarily on a risk-based approach, is reviewed and
approved by the Audit Committee annually before
The Audit Committee also reviews and reports to the commencement of the following financial year
the Board the engagement and independence of and an update is given to the Audit Committee every
the external auditors and their audit plan, nature, quarter. The Audit Committee oversees the Internal
approach, scope and other examinations of the external Audit department’s function, its independence,
audit matters. It also reviews the effectiveness of the scope of work and resources. The Internal Audit
internal audit function which is further described in department also maintains a quality assurance and
the following section on Internal Audit. The current improvement programme and continuously monitors
composition of the Audit Committee consists of its overall effectiveness. At least once every five years,
members who bring with them a wide variety of an external assessment of the Internal Audit function
knowledge, expertise and experience from different is carried out. The Internal Audit function meets the
industries and backgrounds. They continue to meet requirements of the latest International Standards for
regularly and have full and unimpeded access to the the Professional Practice of Internal Auditing of the
internal and external auditors and all employees of the Institute of Internal Auditors Inc. Further activities of
Group. The Audit Committee also reviewed its terms the Internal Audit function are set out in the Audit
of reference and the Internal Audit Charter during Committee Report on pages 84 to 89.
the financial year. Revisions were made to adopt best
corporate governance practices. The Audit Committee
also conducted self assessment of its effectiveness
during the year.
INTERNAL
control
statement
Continued
The Regulatory function reports to the Chief There is extensive documentation of policies,
Financial Officer. It ensures compliance with the procedures, guidelines and service level agreements
Communications and Multimedia Act 1998 (“CMA”) in manuals and on the Group’s intranet site including
and its subsidiary legislation, which regulate the those relating to Financial, Contract Management,
Group’s core business in the communications and Marketing, Procurement, Human Resources,
multimedia sector in Malaysia. As a licensee under the Information Systems, Network Operations, Legal,
CMA, the Group adheres to its licensing conditions, System and Information Security Controls. Continuous
as well as economic, technical, social and consumer control enhancements are made in line with Maxis’
protection regulations embedded in the CMA and its new and growing business strategy including the
subsidiary legislation. The Group actively participates in strengthening of controls over device management.
new regulatory and industry development consultations
initiated by the regulator SKMM. The Regulatory 12. Financial and Operational Information
function also frequently engages the SKMM and the
Ministry of Information Communications and Culture in A detailed budgeting and reporting process has been
discussions on pertinent industry issues. established. Comprehensive budgets are prepared by
the operating units and presented to the Board before
9. Legal the commencement of a new financial year. Upon
approval of the budget, the Group’s performance
The Legal department plays a pivotal role in ensuring is then tracked and measured against the approved
that the interests of the Group are preserved and budget on a monthly basis. Reporting systems which
safeguarded from a legal perspective. It also plays a key highlight significant variances against plan are in place
role in advising the Board and management on legal to track and monitor performance. These variances in
and strategic matters. The Board is briefed through financial as well as operational performance indices
reports to the Audit Committee as and when there are are incorporated in detail in the monthly management
any changes in applicable provisions of the law. reports. On a quarterly basis, the results are reviewed by
the Board to enable them to gauge the Group’s overall
10. Limits of Authority performance compared to the approved budgets and
prior periods.
A Limits of Authority (“LOA”) manual sets out
the authorisation limits for various levels of Maxis’
management and staff and also those matters requiring
Board approval to ensure accountability, segregation
of duties and control over the Group’s financial
commitments. The LOA manual is reviewed and
updated periodically to reflect business, operational
and structural changes.
The processes adopted to monitor and review the For the financial year under review and up to the date
effectiveness of the system of internal controls include: of issuance of the financial statements, the Board is
satisfied with the adequacy, integrity and effectiveness
1. Management Representation to the of the Group’s system of risk management and
Board by the Chief Executive Officer on the internal control. No material losses, contingencies
control environment of the Group, based on or uncertainties have arisen from any inadequacy
representations made to him by management or failure of the Group’s system of internal control
on the control environment in their respective that would require separate disclosure in the Group’s
areas. Any exceptions identified are highlighted Annual Report.
to the Board.
DIRECTORS’
RESPONSIBILITY
STATEMENT
The Companies Act, 1965 (“the Act”) requires In undertaking the responsibility placed upon them by
the Directors to prepare financial statements for law, the Directors have relied upon the Group’s system
each financial year in accordance with Malaysian of internal controls to provide them with reasonable
Accounting Standards Board (“MASB”) Approved grounds to believe that the Group’s accounting records,
Accounting Standards in Malaysia for Entities Other as well as other relevant records, have been maintained
than Private Entities, the provisions of the Act and the by the Group in a manner that enables them to
Main Market Listing Requirements of Bursa Securities, sufficiently explain the transactions and financial
and to lay these before the Company at its Annual position of the Group. This also enables the Directors
General Meeting. to ensure that true and fair financial statements and
documents that are required by the Act to be attached
The Act places responsibility on the Directors to ensure are prepared for the financial year to which these
that the financial statements provide a true and financial statements relate.
fair view of the financial position of the Group and
the Company as at 31 December 2010 and of their Incorporated on pages 123 to 218 of this Annual
financial performance and cash flows for the financial Report are the financial statements of the Group
year then ended. and the Company for the financial year ended
31 December 2010.
The Act also requires the Directors to cause the
Company to keep such accounting and other records in
such manner that enables the Directors to sufficiently
explain the transactions and financial position of the
Company and the Group and to prepare true and fair
financial statements and any documents required to be
attached, as well as to enable such accounting records
to be audited conveniently and properly.
risk
management
The Board is pleased to share the activities of Maxis' The Enterprise Risk Management process is based on
Enterprise Risk Management in relation to the Group the following principles:
(which comprises Maxis Berhad and its subsidiaries) in
respect of the financial year ended 31 December 2010. • Consider and manage risks enterprise-wide;
The Maxis Group operates in a highly competitive and • Integrate risk management into business activities;
technology-based environment. The major risks which
the Group is exposed to are strategic, operational, • Manage risks in accordance with the risk
regulatory, financial, market, technological and management framework;
reputational risks. These risks are proactively reviewed,
monitored and managed by Maxis through the • Tailor responses to business circumstances; and
Enterprise Risk Management process.
• Communicate risks and responses to management.
Maxis Enterprise Risk Management adopts a structured
and integrated approach in managing key business risks Risk management is firmly embedded within the
in line with the risk management framework and best business units through the annual strategic and
practices. The risk management framework is consistent budget processes. The business units, being the
with the Committee of Sponsoring Organisations first line of defence against risks, are responsible for
("COSO") Enterprise Risk Management framework identifying, mitigating and managing risks within their
and involves the systematic identification and analysis lines of business. These units are to ensure that their
of risks which impact the organisation’s objectives, day-to-day business activities are carried out within the
formulation of response strategies and monitoring established risk policies, procedures and limits.
and reporting of the risk management progress on a
regular basis. The implementation of the enterprise All risks identified are assessed to determine the risk
risk management framework ensures that major areas ranking and they are displayed on a 5x5 risk matrix (see
of risks are identified, managed and controlled or diagram on page 112. With this visual representation,
mitigated effectively. the business owners and Senior Management team are
able to prioritise their efforts and manage the different
classes of risks appropriately.
risk
management
Continued
The ongoing effectiveness of the risk management • Conduct risk awareness and review sessions with
framework is confirmed by Internal Audit through relevant heads of departments / risk owners to
annual audit and review procedures. promote a proactive risk management culture and
track risk implementation issues;
There is a dedicated independent risk management
department responsible for managing the risk • Provide assistance to key business units to ensure
management process in the Group. The following risk management is firmly embedded as a process
list of activities are carried out by the department, and that all key risks are identified and appropriate
amongst others, in the discharge of its duties and mitigating actions and controls are in place;
responsibilities as set out in the Charter:
• Analyse risk assessment reports from all business
• Steer the Group’s Risk Management programme units and conduct quarterly presentations at the
and ensure timely updates of risk profiles by the Senior Leadership team meeting (chaired by the
respective business units; CEO or CFO in the CEO’s absence), for deliberation
of risks that impact the annual operating plans and
• Provide quarterly reports to the audit committee objectives by Senior Management;
on the consolidated risks faced by the respective
business units and action plans to mitigate such • Monitor the results of the Enterprise Risk Management
risks; department's key performance indicators; and
• Present a summary of key risks to the audit • Provide relevant information on risk management
committee on a quarterly basis; to all Maxis staff through the internal website.
05
Catastrophic HIGH
04
Major
03
MEDIUM
IMPACT
Moderate
02
Minor
01
LOW
Insignificant
LIKELIHOOD OF OCCURENCE
Robert Boyle
Chairman
Audit Committee
In addition to the risk management function, Maxis Annually, company-wide crisis simulation exercises
has put in place disaster recovery and business involving core divisions of operations are conducted,
continuity plans which are tested regularly to ensure whereby the response of the CMT members are put to
prompt recovery of critical business functions in the test. In addition, an average of 50 simulation tests
the event of major business or system disruptions. of various complexities are conducted annually on
This is carried out via the establishment of a Crisis core divisions and their respective critical equipment.
Management Team (“CMT”) to ensure uninterrupted Ongoing awareness programmes are also conducted
service to our customers in Malaysia. To preserve for CMT coordinators and staff nationwide.
shareholder value, Maxis is committed to ensuring the
timely recovery of its core business and its continuity The progress of these initiatives are reported monthly
in the event of a disaster at any location. Business to Management and presented twice yearly to the
Continuity (“BC”) is of paramount importance to the Business Continuity Programme ("BCP") Steering
Company and this focus is maintained by a dedicated Committee which is chaired by the Chief Operating
team of certified BC practitioners. Maxis is certified Officer. In addition, key risks are highlighted to the
under the British Standard BS 25999 (Business Audit Committee in conjunction with the Enterprise
Continuity Management). Therefore key BC disciplines Risk Management process. Where necessary the
such as risk evaluation, development of BC strategies Group mitigates the risk of high-impact loss events
and infrastructure plus testing of response plans are in through appropriate insurance coverage.
line with international BC best practices.
03 06 07 10
Business Impact Analysis Response plan Awareness/ Audit Review
Training
DIRECTORS'
REPORT
The Directors hereby submit their Report to the members together with the audited financial statements of the Group and of the
Company for the financial year ended 31 December 2010.
PRINCIPAL ACTIVITIES
The principal activity of the Company is investment holding, whilst the principal activities of the Group, comprising of the Company
and its subsidiaries, are the provision of mobile, fixed line and international gateway telecommunications services as well as internet
and broadband services and corporate support functions for the Group. Details of the principal activities of the subsidiaries are
shown in Note 18 to the financial statements.
There have been no significant changes in the nature of the principal activities of the Group and of the Company during the
financial year.
FINANCIAL RESULTS
Group Company
RM’000 RM’000
Save for the Consolidated Statement of Financial Position, the comparatives presented in the financial statements of the Group are
not comparable because of the accounting treatment adopted for the business combination by the Group which was completed
on 1 October 2009.
The Directors draw attention to the basis of preparation in Note 2 to the financial statements which states that the audited financial
statements for the previous financial year were prepared using the purchase method of accounting as the Company had completed
the acquisition of its subsidiaries on 1 October 2009 and sets out the implication on the financial statements.
Note 33(a) to the financial statements sets out additional proforma on comparable financial results in respect of financial years
ended 31 December 2009 and 31 December 2008, on the assumption that the business combination had been effected on 1
January 2008.
The dividends on ordinary shares paid by the Company since the end of the previous financial year were as follows:
RM’000
a) First interim single tier tax exempt dividend of 6.0 sen per ordinary share, paid on 15 January 2010 450,000
b) Second interim single tier tax exempt dividend of 6.0 sen per ordinary share, paid on 30 March 2010 450,000
c) Final single tier tax exempt dividend of 3.0 sen per ordinary share, paid on 15 July 2010 225,000
1,125,000
a) First interim single tier tax exempt dividend of 8.0 sen per ordinary share, paid on 30 June 2010 600,000
b) Second interim single tier tax exempt dividend of 8.0 sen per ordinary share, paid on 30 September 2010 600,000
c) Third interim single tier tax exempt dividend of 8.0 sen per ordinary share, paid on 30 December 2010 600,000
1,800,000
Subsequent to the financial year, on 28 February 2011, the Board of Directors declared a fourth interim single tier tax exempt
dividend of 8.0 sen per ordinary share in respect of the financial year ended 31 December 2010, amounting to RM600,000,000
which was paid on 30 March 2011. The financial statements for the financial year ended 31 December 2010 do not reflect these
dividends. Upon declaration, the cash dividend payment will be accounted for in equity as an appropriation of retained earnings
during the financial year ending 31 December 2011.
The Directors recommend the payment of a final single tier tax exempt dividend of 8.0 sen per ordinary share, amounting to
RM600,000,000 in respect of the financial year ended 31 December 2010, which is subject to shareholders’ approval at the
forthcoming Annual General Meeting to be paid on a date to be determined.
All material transfers to or from reserves and provisions during the financial year have been disclosed in the financial statements.
DIRECTORS'
REPORT
Continued
SHARE CAPITAL
There were no changes in the authorised, issued and paid-up capital of the Company during the financial year.
DIRECTORS
The Directors who have held office during the period since the date of the last report are as follows:
Non-executive Directors
Raja Tan Sri Dato’ Seri Arshad bin Raja Tun Uda
Robert William Boyle
Dato’ Mokhzani bin Mahathir
Asgari bin Mohd Fuad Stephens
Eng Saud Majed A AlDaweesh (resigned with effect from 10 February 2011)
Ghassan Hasbani
Dr Zeyad Thamer H. AlEtaibi (appointed with effect from 10 February 2011)
Dr Fahad Hussain S. Mushayt
Augustus Ralph Marshall
Chan Chee Beng
Executive Director
Sandip Das
DIRECTORS' BENEFITS
During and at the end of the financial year, no arrangements subsisted to which the Company is a party, being arrangements
with the object or objects of enabling Directors of the Company to acquire benefits by means of the acquisition of shares in, or
debentures of, the Company or any other body corporate.
Since the end of the previous financial year, no Director has received or become entitled to receive a benefit (other than remuneration
received or due and receivable by the Directors as shown in Note 8 to the financial statements) by reason of a contract made by
the Company or a related corporation with the Director or with a firm of which he is a member, or with a company in which he
has a substantial financial interest.
According to the Register of Directors’ shareholdings, particulars of interests of the Directors who held office at the end of the
financial year in shares in the Company are as follows:
As at As at
1.1.2010 Bought Sold 31.12.2010
Raja Tan Sri Dato’ Seri Arshad bin Raja Tun Uda 750,000 (1) 0 0 750,000 (1)
(1) Held through a nominee, namely CIMSEC Nominees (Tempatan) Sdn Bhd
(2) Held through a nominee, namely CIMSEC Nominees (Asing) Sdn Bhd
Other than as those disclosed above, according to the Register of Directors’ shareholdings, none of the Directors in office at the
end of the financial year held any interest in shares and options over shares of its related corporations during the financial year.
The Directors regard Maxis Communications Berhad as the immediate holding company and Binariang GSM Sdn Bhd as the
ultimate holding company. Both companies are incorporated and domiciled in Malaysia.
Before the income statements, statements of comprehensive income and statements of financial position of the Group and of the
Company were made out, the Directors took reasonable steps:
(a) to ascertain that proper action had been taken in relation to the writing off of bad debts and the making of allowance for
impairment and satisfied themselves that all known bad debts had been written off and that adequate allowance had been
made for impairment; and
(b) to ensure that any current assets, other than debts, which were unlikely to realise in the ordinary course of business, their
values as shown in the accounting records of the Group and of the Company had been written down to an amount which
they might be expected so to realise.
DIRECTORS'
REPORT
Continued
At the date of this Report, the Directors are not aware of any circumstances:
(a) which would render the amounts written off for bad debts or the amount of the allowance for impairment in the financial
statements of the Group and of the Company inadequate to any substantial extent; or
(b) which would render the values attributed to current assets in the financial statements of the Group and of the Company
misleading; or
(c) which have arisen which render adherence to the existing method of valuation of assets or liabilities of the Group and of the
Company misleading or inappropriate.
No contingent or other liability has become enforceable or is likely to become enforceable within the period of twelve months after
the end of the financial year which, in the opinion of the Directors, will or may affect the ability of the Group or of the Company
to meet their obligations when they fall due.
(a) any charge on the assets of the Group and of the Company which has arisen since the end of the financial year which secures
the liability of any other person; or
(b) any contingent liability of the Group and of the Company which has arisen since the end of the financial year.
At the date of this Report, the Directors are not aware of any circumstances not otherwise dealt with in this Report or the financial
statements which would render any amount stated in the financial statements misleading.
(a) the results of the Group’s and of the Company's operations during the financial year were not substantially affected by any
item, transaction or event of a material and unusual nature; and
(b) there has not arisen in the interval between the end of the financial year and the date of this Report any item, transaction
or event of a material and unusual nature likely to affect substantially the results of the operations of the Group or of the
Company for the financial year in which this Report is made.
AUDITORS
Signed on behalf of the Board of Directors in accordance with their resolution dated 20 April 2011.
RAJA TAN SRI DATO’ SERI ARSHAD BIN RAJA TUN UDA SANDIP DAS
DIRECTOR DIRECTOR
Kuala Lumpur
INCOME
STATEMENTS
For The Financial Year Ended 31 December 2010
The financial results for the Group presented below are not comparable because of the accounting treatment adopted for the
business combination by the Group which was completed on 1 October 2009. Refer to Notes 2 and 33(a) to the financial statements
for the basis of preparation and comparable financial results respectively.
Group Company
7.8.2009^ to
Note 2010 2009 2010 31.12.2009
RM’000 RM’000 RM’000 RM’000
Attributable to:
Equity holders 2,295,414 1,577,786
Minority interests 0 0
2,295,414 1,577,786
- Diluted (sen) * *
The notes on pages 133 to 218 form part of these financial statements.
STATEMENTS OF
COMPREHENSIVE
INCOME
For The Financial Year Ended 31 December 2010
Group Company
7.8.2009^ to
Note 2010 2009 2010 31.12.2009
RM’000 RM’000 RM’000 RM’000
Attributable to:
Equity holders 2,196,592 1,646,991
Minority interests 0 0
2,196,592 1,646,991
The notes on pages 133 to 218 form part of these financial statements.
STATEMENTS OF
FINANCIAL
POSITION
As At 31 December 2010
Group Company
Restated
Note 2010 2009 2010 2009
RM’000 RM’000 RM’000 RM’000
ASSETS
NON-CURRENT ASSETS
Property, plant and equipment 15 5,007,046 4,561,775 0 0
Intangible assets 16 11,019,419 11,018,865 0 0
Investments in subsidiaries 18 0 0 35,012,760 35,012,760
Loans to subsidiaries 20 0 0 1,522,717 0
Deferred tax assets 21 95,906 85,597 0 0
CURRENT ASSETS
Inventories 22 214,098 133,412 0 0
Receivables, deposits and prepayments 23 936,329 790,244 1,372 340
Amount due from a subsidiary 17 0 0 0 941
Amount due from a fellow subsidiary 20 10 0 0 0
Amount due from immediate holding
company 20 266 297 0 0
Amounts due from related parties 24 13,792 9,447 0 0
Tax recoverable 40,723 6,402 490 0
Dividends receivable 0 0 0 400,000
Cash and cash equivalents 25 897,621 1,192,068 79,554 267,107
The notes on pages 133 to 218 form part of these financial statements.
STATEMENTS OF
FINANCIAL
POSITION
As At 31 December 2010
Continued
Group Company
Restated
Note 2010 2009 2010 2009
RM’000 RM’000 RM’000 RM’000
NON-CURRENT LIABILITIES
Borrowings 30 5,060,667 21,139 5,043,647 0
Provisions for liabilities and charges 28 126,536 115,620 0 0
Payables and accruals 29 46,206 7,499 0 0
Loan from immediate holding company 20 0 4,992,009 0 3,807,850
Loan from a related party 24 33,205 0 0 0
Derivative financial liabilities 31 348,452 0 348,452 0
Deferred tax liabilities 21 620,317 405,807 0 0
EQUITY
The notes on pages 133 to 218 form part of these financial statements.
STATEMENTS OF
CHANGES IN
EQUITY
For The Financial Year Ended 31 December 2010
Reserve
arising from
Merger reverse Other
Number Nominal relief acquisition reserves Retained Total
Group Note of shares value (Note 27(a)) (Note 27(b)) (Note 27(c)) earnings equity
’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
The notes on pages 133 to 218 form part of these financial statements.
STATEMENTS OF
CHANGES IN
EQUITY
For The Financial Year Ended 31 December 2010
Continued
Reserve
arising from
Merger reverse Other
Number Nominal Share relief acquisition reserves Retained Total
Group Note of shares value premium (Note 27(a)) (Note 27(b)) (Note 27(c)) earnings equity
’000 RM’000 RM'000 RM’000 RM’000 RM’000 RM’000 RM’000
(1)
Represents issued and fully paid ordinary shares of RM1.00 of Maxis Mobile Services Sdn. Bhd.
(2)
Represents issued and fully paid ordinary shares of RM0.10 of Maxis Berhad
The notes on pages 133 to 218 form part of these financial statements.
Other Merger
Number Nominal reserves relief Retained
Company Note of shares value (Note 27(c)) (Note 27(a)) earnings Total
’000 RM’000 RM’000 RM’000 RM’000 RM’000
As at 7 August 2009 * * 0 0 0 0
Share-based payments in
relation to the Listing 0 0 53,074 0 0 53,074
* The Company was incorporated on 7 August 2009 with issued and paid-up capital of RM0.20 represented by 2 ordinary shares.
The notes on pages 133 to 218 form part of these financial statements.
STATEMENTS OF
CASH FLOWS
For The Financial Year Ended 31 December 2010
Group Company
Restated 7.8.2009^ to
2010 2009 2010 31.12.2009
RM’000 RM’000 RM’000 RM’000
Adjustments for:
Allowance for:
- impairment of receivables, deposits and
prepayments 7,164 124,578 0 0
- inventories obsolescence 13,424 2,742 0 0
Amortisation of intangible assets 74,592 46,939 0 0
Bad debts written off 204,312 83,231 0 0
Bad debts recovered (9,351) (7,237) 0 0
Depreciation of property, plant and equipment 975,848 310,397 0 0
Dividend income 0 0 (2,615,000) (690,000)
Finance costs 239,600 73,340 220,118 34,651
Finance income (28,758) (21,051) (61,019) (30)
Gain on disposal of a subsidiary 0 (875,778) 0 0
Gain on disposal of property, plant and
equipment (839) (8) 0 0
Property, plant and equipment written off 22,673 7,427 0 0
Provision for:
- staff incentive scheme 49,699 13,194 0 0
- site rectification and decommissioning works 47 3,749 0 0
Reversal of allowance for:
- impairment of receivables, deposits and
prepayments (92,955) (40,518) 0 0
- inventories obsolescence (7,826) (994) 0 0
Share of results of jointly controlled entity 0 275,159 0 0
Share-based payments in relation to the Listing 0 53,074 0 53,074
Tax expenses 837,088 361,211 910 0
Unrealised gain on foreign exchange (2,930) (2,271) 0 0
Write-back of provision for:
- staff incentive scheme (11,420) (4,562) 0 0
- site rectification and decommissioning works (3,814) (7,807) 0 0
The notes on pages 133 to 218 form part of these financial statements.
Restated 7.8.2009^ to
Note 2010 2009 2010 31.12.2009
RM’000 RM’000 RM’000 RM’000
Net cash flow from operating activities 4,090,556 1,349,822 3,021,324 281,617
Net cash flow (used in)/from investing activities (1,455,215) 498,228 (1,514,500) (14,510)
The notes on pages 133 to 218 form part of these financial statements.
STATEMENTS OF
CASH FLOWS
For The Financial Year Ended 31 December 2010
Continued
Group Company
Restated 7.8.2009^ to
Note 2010 2009 2010 31.12.2009
RM’000 RM’000 RM’000 RM’000
NET (DECREASE)/INCREASE IN
CASH AND CASH EQUIVALENTS (294,313) (4,973) (187,553) 267,107
The notes on pages 133 to 218 form part of these financial statements.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
1 GENERAL INFORMATION
The principal activity of the Company is investment holding, whilst the principal activities of the Group, comprising of the
Company and its subsidiaries, are the provision of mobile, fixed line and international gateway telecommunications services
as well as internet and broadband services, and corporate support functions for the Group. Details of the principal activities
of the subsidiaries are shown in Note 18 to the financial statements.
There have been no significant changes in the nature of the principal activities of the Group and of the Company during the
financial year.
The Directors regard Maxis Communications Berhad (“MCB”) as the immediate holding company and Binariang GSM Sdn.
Bhd. as the ultimate holding company. Both companies are incorporated and domiciled in Malaysia.
2 BASIS OF PREPARATION
The financial statements of the Group and of the Company have been prepared in accordance with the provisions of the
Companies Act, 1965 and Financial Reporting Standards (“FRS”), Malaysian Accounting Standards Board (“MASB”) Approved
Accounting Standards in Malaysia for Entities Other than Private Entities. The financial statements have been prepared under
the historical cost convention except as disclosed in the summary of significant accounting policies in Note 3 to the financial
statements.
The preparation of financial statements in conformity with FRS requires the use of critical accounting estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the
financial statements, and the reported amounts of revenues and expenses during the reported financial year. It also requires
Directors to exercise their judgment in the process of applying the Group’s and the Company’s accounting policies. Although
these estimates are based on the Directors’ best knowledge of current events and actions, actual results may differ.
The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to
the financial statements, are disclosed in Note 4 to the financial statements.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Prior to the Listing of the Company’s shares on the Main Market of Bursa Malaysia Securities Berhad, MCB implemented
a restructuring exercise to consolidate its telecommunications operations in Malaysia under the Company (“Pre-Listing
Restructuring”). On 1 October 2009, the Company acquired the entire issued and paid-up share capital of Maxis Broadband
Sdn. Bhd. (“MBSB”) (which wholly owns Maxis Online Sdn. Bhd.), Maxis International Sdn. Bhd. (“MISB”) (which wholly owns
Maxis Asia Access Pte. Ltd.), Maxis Mobile Sdn. Bhd. (“MMSB”) (which wholly owns Maxis Mobile (L) Ltd.), Maxis Mobile
Services Sdn. Bhd. (“MMSSB”), Maxis Collections Sdn. Bhd., Maxis Multimedia Sdn. Bhd., and 75% of the issued and paid-up
share capital of Advanced Wireless Technologies Sdn. Bhd. (which wholly owns UMTS (Malaysia) Sdn. Bhd.) (collectively known
as “Subsidiaries”) held by MCB for a total purchase consideration of RM34,998,250,000, of which RM31,190,400,000 was
satisfied by issuance of shares to MCB and RM3,807,850,000 constituted an amount payable by the Company to MCB
which was subsequently fully repaid in 2010. The business combination has been accounted as a reverse acquisition using
the purchase method of accounting under FRS 3 as in substance MMSSB, the provider of telecommunications products and
services, is the accounting acquirer whilst the Subsidiaries other than MMSSB (“Other Subsidiaries”) are mainly involved in
provision of network facilities services and operation of international gateway.
As part of the Pre-Listing Restructuring, on 30 September 2009, MMSSB disposed off Althem B.V. (“ABV”), which held 44%
equity interest in PT Natrindo Telepon Seluler (“NTS”), to MCB for a total cash consideration of RM1,018,853,000 which was
equivalent to its cost of investment in ABV.
Save for the Consolidated Statement of Financial Position, the comparatives presented in the consolidated financial statements
are not comparable with the financial year ended 31 December 2010. Additional proforma on comparable Group’s financial
results on the assumption that the business combination had been effected on 1 January 2008 is set out in Note 33(a) to the
financial statements.
The following accounting treatment has been applied in the consolidated financial statements in respect of the reverse
acquisition which was effected during 2009:
(i) the assets and liabilities of the accounting acquirer, MMSSB, are recognised and measured in the consolidated financial
statements at the pre-combination carrying amounts, without restatement to fair value;
(ii) the retained earnings and other equity balances of the Group immediately before the business combination, and the
results of the period from 1 January 2009 to the date of the business combination are those of MMSSB Group; and
(iii) the equity structure, however, reflects the equity structure of the Company, including the equity instruments issued to
effect the business combination.
The 2009 Consolidated Income Statement comprises MMSSB Group’s results for the 9 months ended 30 September
2009 and the Group’s results for the 3 months ended 31 December 2009.
The 2009 Consolidated Statement of Financial Position represents the financial position of the Group as at 31 December
2009 after reflecting the effects of the acquisitions of the Subsidiaries.
• The equity balance of MMSSB Group at the beginning of the financial year.
• MMSSB Group’s transactions for the 9 months ended 30 September 2009 and the Group’s transactions for the 3
months ended 31 December 2009.
• The equity balance of the Group at the end of the financial year.
• The cash balance of MMSSB Group at the beginning of the financial year.
• MMSSB Group’s transactions for the 9 months ended 30 September 2009 and the Group’s transactions for the 3
months ended 31 December 2009.
• The cash balance of the Group at the end of the financial year.
(i) Standards, amendments to published standards and Issues Committee (“IC”) Interpretations to existing
standards that are effective and applicable to the Group
The Group has adopted the following new standards, amendments to standards and IC Interpretations as of 1 January
2010:
• FRS 7 “Financial Instruments: Disclosures” (effective from 1 January 2010) provides information to users of financial
statements about an entity’s exposure to risks and how the entity manages those risks. The amendment to FRS 7
clarifies that entities must not present total interest income and expense as a net amount within finance costs on
the face of the income statement. Application of the standard does not have an impact on the financial results and
position as the changes only result in additional disclosures.
• FRS 8 "Operating Segments" (effective from 1 July 2009) replaces FRS 1142004 Segment Reporting. The new
standard requires a ‘management approach’, under which segment information is reported in a manner that is
consistent with the internal reporting provided to the chief operating decision-maker. The amendment to FRS 8
(effective from 1 January 2010) clarifies that the entities that do not provide information about segment assets to
the chief operating decision-maker will no longer need to report this information. The adoption has resulted in
removal of segment assets and liabilities information as these information are not provided to the chief operating
decision maker as reflected in Note 5 to the financial statements.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
(i) Standards, amendments to published standards and Issues Committee (“IC”) Interpretations to existing
standards that are effective and applicable to the Group (continued)
The Group has adopted the following new standards, amendments to standards and IC Interpretations as of 1 January
2010 (continued):
• The revised FRS 101 “Presentation of Financial Statements” (effective from 1 January 2010) prohibits the
presentation of items of income and expenses (that is “non-owner changes in equity”) in the statement of changes
in equity. “Non-owner changes in equity” are to be presented separately from owner changes in equity. All non-
owner changes in equity will be required to be shown in a performance statement, but entities can choose whether
to present one performance statement (the statement of comprehensive income) or two statements (the income
statement and statement of comprehensive income). The Group has elected to present two separate statements
which are the income statement and the statement of comprehensive income. Comparative information has been
re-presented to conform to the revised standard. As the change in accounting policy only impacts presentation
aspects, there is no impact on earnings per share.
• FRS 123 "Borrowing Costs" (effective from 1 January 2010) which replaces FRS 1232004, requires an entity to
capitalise borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset
(one that takes a substantial period of time to get ready for use or sale) as part of the cost of that asset. The option
of immediately expensing those borrowing costs is removed. The amendment to FRS 123 (effective 1 January
2010) clarifies that the definition of borrowing costs includes interest expense calculated using the effective interest
method defined in FRS 139 “Financial Instruments: Recognition and Measurement”. The change in accounting
policy has no material impact on earnings per share.
• FRS 139 “Financial Instruments: Recognition and Measurement” (effective from 1 January 2010) establishes
principles for recognising and measuring financial assets, financial liabilities and some contracts to buy and sell
non-financial items. Hedge accounting is permitted under strict circumstances. The amendments to FRS 139
provide further guidance on eligible hedged items. The amendments provide guidance for two situations. On the
designation of a one-sided risk in a hedged item, the amendments conclude that a purchased option designated in
its entirety as the hedging instrument of a one-sided risk will not be perfectly effective. The designation of inflation
as a hedged risk or portion is not permitted unless in particular situations. The amendment to FRS 139 clarifies that
the scope exemption in FRS 139 only applies to forward contracts but not options for business combinations that
are firmly committed to being completed within a reasonable timeframe.
• IC Interpretation 9 "Reassessment of Embedded Derivatives" (effective from 1 January 2010) requires an entity to
assess whether an embedded derivative is required to be separated from the host contract and accounted for as
a derivative when the entity first becomes a party to the contract. Subsequent reassessment is prohibited unless
there is a change in the terms of the contract that significantly modifies the cash flows that otherwise would be
required under the contract, in which case reassessment is required.
• IC Interpretation 10 "Interim Financial Reporting and Impairment" (effective from 1 January 2010) prohibits the
impairment losses recognised in an interim period on goodwill and investments in equity instruments and in
financial assets carried at cost to be reversed at a subsequent reporting date. Application of this IC Interpretation
has no impact on the financial results and position.
(i) Standards, amendments to published standards and Issues Committee (“IC”) Interpretations to existing
standards that are effective and applicable to the Group (continued)
The Group has adopted the following new standards, amendments to standards and IC Interpretations as of 1 January
2010 (continued):
• IC Interpretation 13 "Customer Loyalty Programmes" (effective from 1 January 2010) clarifies that where goods
or services are sold together with a customer loyalty incentive (for example, loyalty points or free products), the
arrangement is a multiple-element arrangement and the consideration receivable from the customer is allocated
between the components of the arrangement using fair values. Application of this IC Interpretation has no
significant impact on the financial results and position.
• Amendments to FRS 2 “Share-based Payment Vesting Conditions and Cancellations” (effective from 1 January
2010) clarify that vesting conditions are service conditions and performance conditions only. Other features of a
share-based payment are not vesting conditions. These features would need to be included in the grant date fair
value for transactions with employees and others providing similar services; they would not impact the number of
awards expected to vest or valuation thereof subsequent to grant date. All cancellations, whether by the entity or
by other parties, should receive the same accounting treatment. The amendments do not have any impact on the
financial results and position.
• Amendments to FRS 127 "Consolidated and Separate Financial Statements: Cost of an Investment in a Subsidiary,
Jointly Controlled Entity or Associate" (effective from 1 January 2010) removes the definition of the cost method
from FRS 127 and replaces it with a requirement to present dividends as income in the separate financial statements
of the investor. The amendment has resulted in distribution of dividends from profits prior to the date of acquisition
being recognised as dividend income in the Company’s financial statements.
• Certain amendments to FRSs contained in a document entitled “Improvements to FRSs (2009)” (effective from
1 January 2010) are applicable to the Group but do not have any significant impact on the financial statements
except for:
– Amendment to FRS 107 “Statement of Cash Flows” (effective from 1 January 2010) requires expenditure
resulting in recognition of assets to be categorised as a cash flow from investing activities. The reclassification
has been made retrospectively and comparative statement of cash flows has been restated to conform to the
revised standard as disclosed in Note 37 to the financial statements.
– Amendment to FRS 117 “Leases” (effective from 1 January 2010) requires reassessment on the classification
of leasehold land as finance lease or operating lease based on the extent of risks and rewards associated
with the land. The Group has concluded that the leasehold lands are finance leases and reclassified them
to property, plant and equipment. The reclassification has been made retrospectively and the comparative
consolidated statement of financial position has been restated to conform to the revised standard as disclosed
in Note 37 to the financial statements.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
(i) Standards, amendments to published standards and Issues Committee (“IC”) Interpretations to existing
standards that are effective and applicable to the Group (continued)
The Group has applied the transitional provision in the respective standards below which exempts entities from disclosing
the possible impact arising from the initial application of the standards on the financial statements of the Group.
(ii) Standards, amendments to published standards and IC Interpretations to existing standards that are
applicable to the Group but not yet effective
The Group has not early adopted the following standards, amendments to standards and IC Interpretations that have
been issued as these are effective for financial period beginning on or after 1 January 2011.
• The revised FRS 3 "Business Combinations" (effective prospectively from 1 July 2010). The revised standard
continues to apply the acquisition method to business combinations, with some significant changes. There is a
choice on an acquisition-by-acquisition basis to measure the non-controlling interest in the acquiree at fair value
or at the non-controlling interest’s proportionate share of the acquiree’s net assets. All acquisition-related costs
should be expensed. Amendments to FRS 3 (effective from 1 January 2011) clarifies that the choice of measuring
non-controlling interests at fair value or at the proportionate share of the acquiree’s net assets applies only to
instruments that represent present ownership interests and entitle their holders to a proportionate share of the
net assets in the event of liquidation. All other components of non-controlling interest are measured at fair value
unless another measurement basis is required by FRS. The Group will apply the revised FRS 3 and amendments
prospectively to all business combination from 1 January 2011.
• The revised FRS 124 “Related Party Disclosures” (effective from 1 January 2012) removes the exemption to disclose
transactions between government-related entities and the government, and all other government-related entities.
The following new disclosures are now required for government-related entities:
– The name of the government and the nature of the relationship;
– The nature and amount of each individually significant transaction; and
– The extent of any collectively significant transactions, qualitatively or quantitatively.
The revised FRS is not expected to have any material impact on the financial results and position.
(ii) Standards, amendments to published standards and IC Interpretations to existing standards that are
applicable to the Group but not yet effective (continued)
The Group has not early adopted the following standards, amendments to standards and IC Interpretations that have
been issued as these are effective for financial period beginning on or after 1 January 2011 (continued).
• The revised FRS 127 "Consolidated and Separate Financial Statements” (effective prospectively from 1 July 2010)
requires the effects of all transactions with non-controlling interests to be recorded in equity if there is no change
in control and these transactions will no longer result in goodwill or gains and losses. When this standard is
effective, all earnings and losses of the subsidiary are attributed to the parent and the non-controlling interest,
even if the attribution of losses to the non-controlling interest results in a debit balance in the shareholders’ equity.
Profit or loss attribution to non-controlling interests for prior years is not restated. The standard also specifies the
accounting when control is lost. Any remaining interest in the entity is re-measured to fair value, and a gain or
loss is recognised in profit or loss. The Group will apply the revised FRS 127 prospectively to transactions with
non-controlling interests from 1 January 2011. The revised FRS is not expected to have any material impact on the
financial results and position.
• Amendments to FRS 2 (effective from 1 July 2010) clarify that contributions of a business on formation of a joint
venture and common control transactions are outside the scope of FRS 2. Amendments to FRS 2 “Share-based
payment: Group cash-settled share-based payment transactions” (effective from 1 January 2011) clarify that an entity
that receives goods or services in a share-based payment arrangement must account for those goods or services no
matter which entity in the group settles the transaction, and no matter whether the transaction is settled in shares or
cash. The amendments also incorporate guidance previously included in IC Interpretation 8 “Scope of FRS 2” and IC
Interpretation 11 “FRS 2 – group and treasury share transactions”, which shall be withdrawn upon application of this
amendment. The amendments are not expected to have any material impact on the financial results and position.
• Amendments to FRS 5 “Non-current Assets Held for Sale and Discontinued Operations” (effective from 1 July 2010)
clarify that all of a subsidiary's assets and liabilities are classified as held for sale if a partial disposal sale plan results
in loss of control. Relevant disclosure should be made for this subsidiary if the definition of a discontinued operation
is met. The amendments are not expected to have any material impact on the financial results and position.
• Amendments to FRS 7 "Financial Instruments: Disclosures” (effective from 1 January 2011) require enhanced
disclosures about fair value measurement and liquidity risk. In particular, the amendment requires disclosure of fair
value measurements by fair value measurement hierarchy. The amendments are not expected to have any material
impact on the financial results and position.
• Amendments to FRS 7 "Financial Instruments: Disclosures”, FRS 132 “Financial Instruments: Presentation” and
FRS 139 “Financial Instruments: Recognition and Measurement” (effective from 1 January 2011) eliminate the
exemption for contingent consideration, do not apply to contingent consideration that arose from business
combinations whose acquisition date precede the application of revised FRS 3 “Business Combination” (2010).
Those contingent consideration arrangements are to be accounted for in accordance with the guidance in FRS 3
“Business Combination” (2005). The amendments are not expected to have any material impact on the financial
results and position.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
(ii) Standards, amendments to published standards and IC Interpretations to existing standards that are
applicable to the Group but not yet effective (continued)
The Group has not early adopted the following standards, amendments to standards and IC Interpretations that have
been issued as these are effective for financial period beginning on or after 1 January 2011 (continued).
• Amendments to FRS 101 “Presentation of financial statements” (effective from 1 January 2011) clarify that an entity
shall present an analysis of other comprehensive income for each component of equity, either in the statement of
changes in equity or in the notes to the financial statements. The amendment is not expected to have any material
impact on the financial results and position.
• Amendments to FRS 121 “The Effects of Changes in Foreign Exchange Rates” (effective from 1 January 2011)
clarify the effective date and transitional provisions of the FRS. The amendments are not expected to have any
material impact on the financial results and position.
• Amendments to FRS 134 “Interim Financial Reporting” (effective from 1 January 2011) require disclosure of
additional significant events and transactions and other disclosures in the Group’s interim financial report. The
amendments will require additional disclosures in the interim financial report but are not expected to have any
material impact on the financial results and position.
• Amendments to FRS 138 “Intangible Assets” (effective from 1 July 2010) clarify that a group of complementary
intangible assets acquired in a business combination may be recognised as a single asset if each asset has similar
useful lives. The amendments are not expected to have any material impact on the financial results and position.
• IC Interpretation 4 "Determining Whether an Arrangement contains a Lease" (effective from 1 January 2011)
requires the Group to identify any arrangement that does not take the legal form of a lease, but conveys a right to
use an asset in return for a payment or series of payments. This interpretation provides guidance for determining
whether such arrangements are, or contain, leases. The assessment is based on the substance of the arrangement
and requires assessment of whether the fulfillment of the arrangement is dependent on the use of a specific asset
and the arrangement conveys a right to use the asset. If the arrangement contains a lease, the requirements of
FRS 117 “Leases” should be applied to the lease element of the arrangement. No material impact on the financial
results and position arising from application of this IC interpretation.
• Amendments to IC Interpretation 9 (effective from 1 July 2010) clarify that this interpretation does not apply to
embedded derivatives in contracts acquired in a business combination, businesses under common control or the
formation of a joint venture. The amendments are not expected to have any material impact on the financial results
and position.
• Amendments to IC Interpretation 13 “Customer Loyalty Programmes” (effective from 1 January 2011) clarify the
estimation of the fair value of the award credits. The amendments are not expected to have any material impact on
the financial results and position.
The following accounting policies have been applied consistently in dealing with items that are considered material in relation
to the financial statements.
(i) Subsidiaries
Subsidiaries are those corporations or entities in which the Group has power to exercise control over the financial
and operating policies so as to obtain benefits from their activities, generally accompanying a shareholding of more
than one half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or
convertible are considered when assessing whether the Group controls another entity. Subsidiaries are consolidated
using the purchase method of accounting.
Under the purchase method of accounting, the results of subsidiaries acquired or disposed during the financial year
are included in the consolidated income statement from the date of acquisition or the date on which control is
transferred to the Group, up to the date of their disposal or the date on which control ceases.
At the date of acquisition, the fair values of the subsidiaries’ identifiable assets, liabilities and contingent liabilities are
determined and these values are reflected in the consolidated financial statements. At the same time, the cost of an
acquisition is measured as fair value of the assets given and liabilities incurred or assumed, plus costs directly attributable
to the acquisition. The excess of the cost of acquisition over the fair value of the Group’s share of the subsidiaries’
identifiable net assets at the date of acquisition is reflected as goodwill on consolidation. Goodwill is included in the
statements of financial position as an intangible asset. See accounting policy Note 3(d) on intangible assets.
Minority interests at the reporting date, being the portion of the net assets of subsidiaries attributable to equity
interests that are not owned by the Company, whether directly or indirectly through subsidiaries, are presented
in the statements of financial position and statement of changes in equity within equity, separately from equity
attributable to the equity holders of the Company. Minority interests in the results of the Group are presented on
the face of the consolidated income statement as an allocation of the total profit or loss for the year between
minority interests and the equity holder of the Company.
Where losses applicable to the minority exceed the minority’s interests in the equity of a subsidiary, the excess, and
any further losses applicable to the minority, are charged against the Group’s interest except to the extent that the
minority has a binding obligation to, and is able to, make additional investment to cover the losses. If the subsidiary
subsequently reports profits, the Group’s interest is allocated all such profits until the minority’s share of losses
previously absorbed by the Group has been recovered.
All intragroup transactions, balances and unrealised gains on transactions between Group companies are
eliminated. Unrealised losses are also eliminated unless the transactions provide evidences of an impairment of
the asset transferred. Where necessary, adjustments are made to the financial statements of subsidiaries to ensure
consistency of accounting policies with those of the Group.
Gain or loss on disposal of a subsidiary is determined by comparing the net disposal proceeds and the Group’s share
of its net assets at the date of disposal. The difference is included in the consolidated income statement.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
The Group applies a policy of treating transactions with minority interests as transactions with parties external
to the Group. For purchases of additional interests from minority interests, the excess of the cost of acquisition
over the relevant share of the carrying value of net assets of the subsidiary acquired is reflected as goodwill.
Negative goodwill is recognised immediately in the income statement. For disposal to minority interests, differences
between any proceeds received and the relevant share of minority interests and goodwill are included in the income
statement.
The Group’s interest in jointly controlled entity is accounted for in the consolidated financial statements using the
equity method of accounting. Equity accounting involves recognising the Group’s share of the post-acquisition
results of the jointly controlled entity in the consolidated income statement and its share of post-acquisition
movements within reserves in reserves. The cumulative post-acquisition movements are adjusted against the cost
of the investment and include goodwill on acquisition (net of accumulated impairment loss). Equity accounting is
discontinued when the Group ceases to have joint control over the jointly controlled entity.
Where necessary, adjustments have been made to the financial statements of the jointly controlled entity to ensure
consistency of accounting policies with those of the Group.
Items included in the financial statements of each of the Group’s entities are measured using the currency of the
primary economic environment in which the entity operates (the “functional currency”). These financial statements
are presented in Ringgit Malaysia (“RM”), which is the Company’s functional and presentation currency.
When there is a change in an entity’s functional currency, the entity shall apply the translation procedures applicable
to the new functional currency prospectively from the date of the change.
Transactions in foreign currencies are translated to the respective functional currencies of the Group entities using
the exchange rates prevailing at the date of the transactions.
Monetary assets and liabilities in foreign currencies at the reporting date are translated into the functional currency
at exchange rates ruling at the date.
Exchange differences arising from the settlement of foreign currency transactions and the translation of monetary
assets and liabilities denominated in foreign currencies at year end are recognised in the income statement.
(iii)
Group companies
The results and financial position of all the Group entities (none of which has the currency of a hyperinflationary
economy) that have a functional currency different from the presentation currency are translated into the
presentation currency as follows:
• assets and liabilities for each statement of financial position presented are translated at the closing rate at the
date of that statement of financial position;
• income and expenses for each income statement are translated at average exchange rates (unless this average
is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in
which case income and expenses are translated at the rate on the dates of the transactions); and
• all resulting exchange differences are recognised as a separate component of equity.
On consolidation, exchange differences arising from the translation of the net investment in foreign operations are
taken to shareholders’ equity. When a foreign operation is disposed of, exchange differences that were recorded in
equity are recognised in the income statement as part of the gain or loss on sale.
(iv)
Closing rates
The principal closing rates used in translation of foreign currency amounts were as follows:
* Represents the closing international accounting settlement rate with international carriers.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Property, plant and equipment are stated at cost less accumulated depreciation and impairment losses. Cost includes
expenditure that is directly attributable to the acquisition of property, plant and equipment. The cost of certain property,
plant and equipment items include the costs of dismantling and removing the item and restoring the sites on which these
items are located. These costs are due to obligations incurred either when the items were installed or as a consequence
of having used these items during a particular period.
Certain telecommunication assets are stated at the amount of cash or cash equivalent that would have to be paid if the
same or an equivalent asset was acquired. Included in telecommunications equipment are purchased computer software
costs which are integral to such equipment.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate, only when
it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can
be measured reliably. The carrying amount of the replaced part is derecognised. All other repairs and maintenance are
charged to the income statement during the year in which they are incurred.
Leasehold lands and buildings held for own use are classified as operating or finance leases in the same way as leases
of other assets.
Long term leasehold land is land with a remaining lease period exceeding fifty years. Leasehold land is amortised over
the lease term on a straight line method, summarised as follows:
All property, plant and equipment are depreciated on the straight line method to write off the cost of each category of
assets to its residual value over its estimated useful life, summarised as follows:
Buildings 42 – 50 years
Telecommunications equipment 4 – 20 years
Submarine cables (included within telecommunications equipment) 10 – 25 years
Site decommissioning works
(included within telecommunications equipment) 15 years
Motor vehicles 5 years
Office furniture, fittings and equipment 3 – 7 years
Capital work-in-progress comprising mainly telecommunications equipment, submarine cables and renovations are not
depreciated until they are ready for their intended use.
Residual values and useful lives are reassessed and adjusted, if appropriate, at each reporting date.
At each reporting date, the Group assesses whether there is any impairment. Where an indication of impairment exists,
the carrying amount of the asset is assessed and written down immediately to its recoverable amount. See accounting
policy Note 3(g) on impairment of assets.
Gains and losses on disposals are determined by comparing proceeds with carrying amounts and are included in the
income statement.
The Group acquires other intangible assets either as part of a business combination or through separate acquisition.
Intangible assets acquired in a business combination are recorded at their fair value at the date of acquisition and
recognised separately from goodwill. On initial acquisition, management judgment is applied to determine the
appropriate allocation of purchase consideration to the assets being acquired, including goodwill and identifiable
intangible assets.
Intangible assets that are considered to have a finite life are amortised on a straight line basis over the period of
expected benefit. Intangible assets that are considered to have an infinite economic useful life are not amortised
but tested for impairment in accordance with Note 3(g) on an annual basis, or where an indication of impairment
exists. The acquired intangible assets include telecommunication licences with allocated spectrum rights which have
infinite economic useful life.
Management assesses the infinite economic useful life assumption applied to the acquired intangible assets annually.
(ii) Goodwill
Goodwill arises on the acquisitions of subsidiaries and it represents the excess of the cost of the acquisition over the
Group’s interest in the fair value of the net identifiable assets, liabilities and contingent liabilities of the acquiree at
the date of acquisition.
Goodwill is measured at cost less any accumulated impairment losses. Negative goodwill is recognised immediately
in the income statement.
Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.
Goodwill is allocated to cash-generating units for the purpose of impairment testing and is tested annually for
impairment or more frequently if events or changes in circumstances indicate that it might be impaired. See
accounting policy Note 3(g) on impairment of assets. Each cash-generating unit or a group of cash-generating units
represents the lowest level within the Group at which goodwill is monitored for internal management purposes and
which are expected to benefit from the synergies of the combination.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Expenditures incurred in providing the customer a free or subsidised handset, provided the customer signs a non-
cancellable contract for a predetermined contractual period, are capitalised as intangible assets and amortised over
the contractual period on a straight line method. Handset subsidies are assessed at each reporting date whether there
is any indication that the handset subsidies may be impaired. See accounting policy Note 3(g) on impairment of assets.
Investments in subsidiaries are stated at cost. Where an indication of impairment exists, the carrying amount of the
investment is assessed and written down immediately to its recoverable amount. See accounting policy Note 3(g) on
impairment of assets.
A financial instrument is any contract that gives rise to both a financial asset of one enterprise and a financial liability or
equity instrument of another enterprise.
A financial asset is any asset that is cash, a contractual right to receive cash or another financial asset from another
enterprise, a contractual right to exchange financial instruments with another enterprise under conditions that are
potentially favourable, or an equity instrument of another enterprise.
A financial liability is any liability that is a contractual obligation to deliver cash or another financial asset to another
enterprise, or to exchange financial instruments with another enterprise under conditions that are potentially unfavourable.
Financial assets
The Group classifies its financial assets in the following categories: at fair value through profit or loss, held-to
maturity, loans and receivables, and available-for-sale. The classification depends on the purpose for which the
financial assets were acquired. Management determines the classification of its financial assets at initial recognition.
The Group does not hold any financial assets carried at fair value through profit or loss, held-to-maturity and
available-for-sale.
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted
in an active market. Financial assets in this category are initially recognised at fair value plus transaction costs and
subsequently carried at amortised cost using the effective interest method. Changes in the carrying value of these
assets are recognised in the income statement.
Financial assets are classified as current assets; except for maturities greater than 12 months after the reporting
date, in which case they are classified as non-current assets.
The Group’s loans and receivables comprise receivables, cash and cash equivalents in the statements of financial position.
Financial liabilities
The Group classifies its financial liabilities in the following categories: at fair value through profit or loss, other
financial liabilities and financial guarantee contracts. Management determines the classification of its financial
liabilities at initial recognition.
The Group does not hold any financial liabilities carried at fair value through profit or loss and financial guarantee
contracts.
Other financial liabilities are non-derivative financial liabilities. Other financial liabilities are initially recognised at
fair value plus transaction costs and subsequently carried at amortised cost using the effective interest method.
Changes in the carrying value of these liabilities are recognised in the income statement.
The Group’s other financial liabilities comprise payables and borrowings in the statements of financial position.
Financial liabilities are classified as current liabilities; except for maturities greater than 12 months after the reporting
date, in which case they are classified as non-current liabilities.
Financial assets and financial liabilities are recognised when the Group becomes party to the contractual provisions
of the instrument.
Financial assets are derecognised when the risks and rewards relating to the financial assets have expired or have
been fully transferred or have been partially transferred with no control over the same.
Financial liabilities are derecognised when the liability is either discharged, cancelled, has expired or has been
restructured with substantially different terms.
Financial assets and financial liabilities are offset and the net amount reported in the statements of financial position
when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a
net basis, or realise the net asset and settle the liability simultaneously.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment.
Assets that have a finite economic useful life are subject to amortisation and are reviewed for impairment whenever
events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment
loss is recognised for the amount by which the carrying amount of the asset exceeds its recoverable amount.
The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purpose of
assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows
(cash-generating units). Non-financial assets other than goodwill that suffered impairment are reviewed for possible
reversal of the impairment at each reporting date.
Any impairment loss is charged to the income statement. Impairment losses on goodwill are not reversed. In respect
of other assets, any subsequent increase in recoverable amount is recognised in the income statement to the extent
that the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of
depreciation and amortisation, if no impairment loss had been recognised.
(ii)
Financial assets
Fnancial assets carried at amortised cost are impaired when there is objective evidence as a result of one or more
events that the present value of estimated discounted future cash flows is lower than the carrying value. Any
impairment losses are recognised immediately in the income statement.
Financial assets are continuously monitored and allowances applied against financial assets consist of both specific
impairments and collective impairments based on the Group’s historical loss experiences for the relevant aged
category and taking into account general economic conditions. Historical loss experience allowances are calculated
by line of business in order to reflect the specific nature of the financial assets relevant to that line of business.
If, in a subsequent period, the amount of the impairment loss decreases and the decrease can be related objectively
to an event occurring after the impairment was recognised, the reversal of the previously recognised impairment
loss is recognised in the income statement.
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently
remeasured at their fair value. The method of recognising the resulting gain or loss depends on whether the derivative
is designated as a hedging instrument, and if so, the nature of the item being hedged.
The Group designates and documents at the inception of the transaction the relationship between hedging instruments
and hedged items, as well as its risk management objectives and strategy for undertaking various hedging transactions.
The Group assesses both at hedge inception and on an ongoing basis, whether the derivatives that are used in hedging
transactions are highly effective in offsetting changes in fair values cash flows of hedged items and applies hedge accounting
only where effectiveness tests are met on both a prospective and retrospective basis. The full fair value of a hedging
derivative is classified as a non-current asset or liability when the remaining maturity of the hedged item is more than 12
months, and as a current asset or liability when the remaining maturity of the hedged item is less than 12 months.
The Group does not have any fair value hedges and net investment hedges.
The Group uses cash flow hedges to mitigate the risk of variability of future cash flows attributable to foreign currency
and interest rate fluctuations over the hedging period on the foreign currency borrowings. Where a cash flow hedge
qualifies for hedge accounting, the effective portion of gains and losses on remeasuring the fair value of the hedging
instrument are recognised directly in equity in the cash flow hedging reserve until such time as the hedged items affect
profit or loss, then the gains or losses are transferred to the income statement. Gains or losses on any portion of the
hedge determined to be ineffective are recognised immediately in the income statement. The application of hedge
accounting will create some volatility in equity reserve balances.
Where a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge
accounting, any cumulative gains or losses existing in equity at that time remain in equity and are recognised when
the forecast transaction is ultimately recognised in the income statement. Where a forecast transaction is no longer
expected to occur, the cumulative gains or losses that were reported in equity are immediately transferred to the income
statement.
The fair value of the derivative and financial assets and financial liabilities are estimated for recognition and measurement
or for disclosure purposes.
In assessing the fair value of financial instruments, the Group makes certain assumptions and applies the estimated
discounted value of future cash flows to determine the fair value of financial instruments. The fair values of financial
assets and financial liabilities are estimated by discounting future cash flows at the current interest rate available to the
respective companies.
The face values for financial assets and financial liabilities with a maturity of less than one year are assumed to be
approximately equal to their fair values.
For derivative financial instruments that are measured at fair value, the fair values are determined using a valuation
technique which utilises data from recognised financial information sources. Assumptions are based on market conditions
existing at each reporting date. The fair value is calculated as the present value of estimated future cash flow using an
appropriate market based yield curve.
(j) Inventories
Inventories, which comprise telecommunications components, incidentals and devices, are stated at the lower of cost
and net realisable value. Cost includes the actual cost of materials and incidentals in bringing the inventories to their
present location and condition, and is determined on a weighted average basis. Net realisable value is the estimated
selling price in the ordinary course of business, less the estimated costs of completion and selling expenses.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
(k) Receivables
Receivables are carried at invoice amount and/or income earned less an allowance for impairment. The allowance is
established when there is objective evidence that the Group will not be able to collect all amounts due according to
the original terms of receivables. When the debt becomes uncollectible, it is written off against the allowance account.
Subsequent recoveries of amounts previously written off are recognised in the income statement.
(l) Cash and cash equivalents
Cash and cash equivalents comprise cash on hand, deposits held at call with licensed banks, other short term, highly
liquid investments with original maturities of three months or less and bank overdrafts. Bank overdrafts are included
within borrowings in current liabilities on the statements of financial position. For the purposes of the statements of cash
flows, cash and cash equivalents are presented net of pledged deposits.
(i) Classification
Ordinary shares and redeemable preference shares with discretionary dividends are classified as equity. Other
shares are classified as equity and/or liability according to the economic substance of the particular instrument.
Distributions to holder of a financial instrument classified as an equity instrument are charged directly to equity.
External costs directly attributable to the issue of new shares are deducted, net of tax, against proceeds and shown
in equity.
Dividend distribution to the Company’s shareholders is recognised as a liability in the period they are declared.
(n) Payables
Payables, including accruals, represent liabilities for goods received and services rendered to the Group prior to the end
of the financial year and which remain unpaid. Payables are classified as current liabilities if payment is due within one
year or less. If not, they are presented as non-current liabilities.
Payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest
method.
(o) Borrowings
Borrowing costs that are directly attributable to the acquisition, construction or production of a qualifying asset are
capitalised as part of the cost of the assets. Other borrowing costs are recognised as an expense in the income statement
when incurred.
Fees paid on the establishment of loan facilities are recognised as transaction costs of the loan to the extent that it
is probable that some or all of the facility will be drawn down. In this case, the fee is deferred until the draw-down
occurs. To the extent there is no evidence that it is probable that some or all of the facility will be drawn down, the fee is
capitalised as a prepayment for liquidity services and amortised over the period of the facility to which it relates.
Interest, dividends, losses and gains relating to a financial instrument, or a component part, classified as a liability is
reported within finance cost in the income statement.
Borrowings are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-
current liabilities.
Borrowings subject to cash flow hedges are recognised initially at fair value based on the applicable spot price plus
any transaction costs that are directly attributable to the issue of borrowing. These borrowings are subsequently
carried at amortised costs, translated at applicable spot exchange rate at reporting date. Any difference between
the final amount paid to discharge the borrowing and the initial proceeds is recognised in the income statement
over the borrowing period using the effective interest method.
Currency gains or losses on the borrowings are recognised in the income statement, along with the associated
gains or losses on the hedging instrument, which have been transferred from the cash flow hedging reserve to the
income statement.
Borrowings not in a designated hedging relationship are initially recognised at fair value plus transaction costs that
are directly attributable to the issue of borrowing. These borrowings are subsequently carried at amortised costs.
Any difference between the final amount paid to discharge the borrowing and the initial proceeds is recognised in
the income statement over the borrowing period using the effective interest method.
Provisions are recognised when the Group has a present legal or constructive obligation as a result of past events, when
it is probable that an outflow of resources will be required to settle the obligation and when a reliable estimate of the
amount can be made. Provisions are measured at the present value of the expenditures expected to be required to settle
the obligation by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments
of the time value of money and the risks specific to the obligation. The increase in the provision due to passage of time
is recognised as interest expense.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Provision for site rectification works is based on management’s best estimate and the past trend of costs for
rectification works to be carried out to fulfil new regulatory guidelines and requirements imposed after network
cell sites were built.
Provision for decommissioning works is the estimated costs of dismantling and removing the structures on identified
sites and restoring these sites. This obligation is incurred either when the items are installed or as a consequence of
having used the items during a particular period.
Provisions for network construction costs and settlements are made in respect of network construction projects
which are under notices of termination, legal claims, negotiations for settlements and costs in respect of obligations
under network construction contracts.
Provision for staff incentive scheme is based on management’s best estimate of the amount payable as at reporting
date based on the performance of individual employees and financial performance of the Group.
Current tax expenses are determined according to the tax laws of each jurisdiction in which the Group operates and
include all taxes based upon the taxable profits (including withholding taxes payable by foreign subsidiaries or jointly
controlled entity on distribution of retained earnings to companies in the Group), and real property gains taxes payable
on disposal of properties.
Deferred tax is recognised in full, using the liability method, on temporary differences arising between the amounts
attributed to assets and liabilities for tax purposes and their carrying amounts in the financial statements. However,
deferred tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a
business combination that at the time of the transaction affects neither accounting nor taxable profit or loss.
Deferred tax assets are recognised to the extent that it is probable that future taxable profit will be available against
which the deductible temporary differences or unused tax losses can be utilised.
Deferred tax is recognised on temporary differences arising on investments in subsidiaries and jointly controlled entity
except where the timing of the reversal of the temporary difference can be controlled and it is probable that the
temporary difference will not reverse in the foreseeable future.
Deferred tax is determined using tax rates (and tax laws) that have been enacted or substantively enacted by the reporting
date and are expected to apply when the related deferred tax asset is realised or the deferred tax liability is settled.
The measurement of deferred tax liabilities and deferred tax assets shall reflect the tax consequences that would follow
from the manner in which the entity expects, at the reporting date, to recover or settle the carrying amount of its assets
and liabilities.
Finance leases are capitalised at the inception of the lease at the lower of the fair value and the present value of the
minimum lease payments. Each lease payment is allocated between the liability and finance charges so as to achieve a
constant rate of interest on the finance lease balance outstanding. The corresponding rental obligations, net of finance
charges, are included in borrowings. The interest element of the finance charge is charged to the income statement over
the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each
period.
Property, plant and equipment acquired under finance leases or hire purchase agreements are depreciated over the
shorter of the estimated useful life of the asset and the lease term.
Leases of assets where a significant portion of risks and rewards of ownership are retained by the lessor are classified as
operating leases. Payments made under operating leases are charged to the income statement on a straight line basis
over the lease period.
Wages, salaries, paid annual leaves, bonuses and non-monetary benefits are accrued in the financial year in which
the associated services are rendered by employees including full-time Executive Directors of the Group. The Group
recognises a provision where contractually obliged or where there is a past practice that has created a constructive
obligation.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
(ii)
Post-employment benefits
A defined contribution plan is a pension plan under which the Group pays fixed contributions into a separate entity
and will have no legal or constructive obligations to pay further contributions if the fund does not hold sufficient
assets to pay all employee benefits relating to employee service in the current and prior periods.
The Group’s contributions to defined contribution plans are charged to the income statement in the period to
which they relate. Once the contributions have been paid, the Group has no further payment obligations.
(iii)
Termination benefits
Termination benefits are payable whenever an employee’s employment is terminated before the normal retirement
date or whenever an employee accepts voluntary redundancy in exchange for these benefits. The Group recognises
termination benefits when it is demonstrably committed to either terminate the employment of current employees
according to a detailed formal plan without possibility of withdrawal or to provide termination benefits as a result
of an offer made to encourage voluntary redundancy. Benefits falling due more than 12 months after the reporting
date are discounted to present value.
Revenue comprises the fair value of the consideration received or receivable for the sale of goods and services in the
ordinary course of the Group’s activities. Revenue is shown net of service tax, returns, rebates, discounts and after
eliminating sales within the Group.
The Group recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic
benefits will flow to the entity and specific criteria have been met for each of the Group’s activities as described below.
The amount of revenue is not considered to be reliably measurable until all contingencies relating to the sale have been
resolved. The Group bases its estimates on historical results, taking into consideration the type of customer, the type of
transaction and the specifics of each arrangement.
Revenues of mobile postpaid services and fixed line services are recognised at the time of customer usage and when
services are rendered. Service discounts and incentives are accounted as a reduction of revenue when granted.
Unutilised amounts on certain mobile postpaid rate plans are deferred up to one month. Unutilised amounts
exceeding one month are recognised as breakage revenue.
Revenue of mobile prepaid services comprises sales of starter packs and prepaid top-up tickets. Revenue from sales
of starter packs is recognised at the point of sale to third parties. Revenue from sales of prepaid top-up tickets is
recognised when services are rendered. The credits on prepaid top-up tickets can be deferred up to the point of
customer churn, after which such amounts are recognised as revenue.
Unutilised credits of prepaid top-up tickets sold to customers and distributors and unutilised airtime on certain
postpaid rate plans which have been deferred as described above are recognised as deferred revenue.
Revenue for provision of network facilities, public switched services, internet services and internet application
services are recognised at the time of customer usage and when services are rendered. Service discounts and
incentives are accounted as a reduction of revenue when granted.
Revenue earned from carriers for international gateway services is recognised at the time the calls occur and when
services are rendered.
Revenue from the sale of device is recognised upon the transfer of significant risks and rewards of ownership of the
goods to the customer which generally coincides with delivery and acceptance of the goods sold.
Where the Group’s role in a transaction is that of a principal, revenue is recognised on a gross basis. This 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 Group’s role in a transaction is that of an agent, revenue is
recognised on a net basis and represents the margin earned.
(ii)
Dividend income
Dividend income is recognised when the Group’s right to receive payment is established.
(iii)
Interest income
Interest income is recognised on a time proportion basis, taking into account the principal outstanding and the
effective interest rate over the period to maturity, when it is determined that such income will accrue to the Group.
As a Universal Service Provider (“USP”), the Group is entitled to claim certain qualified expenses from the relevant
authorities in relation to USP projects. The claim qualifies as a government grant and is recognised at its fair value where
there is reasonable assurance that the grant will be received and the Group will comply with all the attached conditions.
Government grants relating to costs are deferred and recognised in the income statement over the financial period
necessary to match them with the costs they are intended to compensate.
Government grants relating to the purchase of assets are included as deferred income and are credited to the income
statement on the straight line basis over the expected useful lives of the related assets.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
The Group does not recognise a contingent liability but discloses its existence in the financial statements. A contingent
liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence of one or
more uncertain future events beyond the control of the Group or a present obligation that is not recognised because it is
not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in the
extremely rare circumstance where there is a liability that cannot be recognised because it cannot be measured reliably.
In the acquisition of subsidiaries by the Group under a business combination, the contingent liabilities assumed are
measured initially at their fair value at the acquisition date, irrespective of the extent of any minority interests.
The Group recognises separately the contingent liabilities of the acquiree as part of allocating the cost of a business
combination where their fair values can be measured reliably. Where the fair values cannot be measured reliably, the
resulting effect will be reflected in the goodwill arising from the acquisition.
Subsequent to the initial recognition, the Group measures the contingent liabilities that are recognised separately at the
date of acquisition at the higher of the amount that would be recognised in accordance with the provisions of FRS 137 and
the amount initially recognised less, when appropriate, cumulative amortisation recognised in accordance with FRS 118.
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating
decision-makers. The chief operating decision-makers are responsible for allocating resources, assessing performance of
the operating segments and making strategic decisions.
Segment revenues and expenses are those amounts resulting from the operating activities of a segment that are directly
attributable to the segment and the relevant portion that can be allocated on a reasonable basis to the segment.
Segment revenues and expenses are determined before intragroup balances and intragroup transactions are eliminated
as part of the consolidation process, except to the extent that such intragroup balances and transactions are between
group companies within a single segment.
Estimates and judgments are continually evaluated by the Directors and are based on historical experience and other factors,
including expectations of future events that are believed to be reasonable under the circumstances.
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition,
rarely equal the related actual results. To enhance the information content of the estimates, certain key variables that are
anticipated to have material impact on the Group’s results and financial position are tested for sensitivity to changes in the
underlying parameters. The estimates and assumptions that have a significant risk of causing a material adjustment to the
carrying amounts of assets and liabilities within the next financial year are outlined below.
The telecommunications licences with allocated spectrum rights are not subject to amortisation and are tested annually
for impairment as the Directors are of the opinion that the licences can be renewed in perpetuity at negligible cost and
the associated spectrum rights, similar to land, have an infinite economic useful life. Correspondingly, deferred tax has
not been recognised.
The estimated economic useful life reflects the Group’s expectation of the period over which the Group will continue to
recover benefits from the licence.
The economic useful life is periodically reviewed, taking into consideration such factors as changes in technology and
regulatory environment.
The Group reviews annually the estimated useful lives of property, plant and equipment based on factors such as
business plans and strategies, expected level of usage and future technological developments. It is possible that future
results of operations could be materially affected by changes in these estimates brought about by changes in the factors
mentioned. A reduction in the estimated useful lives of property, plant and equipment would increase the recorded
depreciation and decrease the carrying value of property, plant and equipment. See Note 15 to the financial statements
for the impact on the changes in the estimated useful lives of property, plant and equipment.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
5 SEGMENT REPORTING
For management purposes, the Group is organised into business units based on their products and services, and has three
reportable operating segments as follows:
(i) mobile services comprise postpaid mobile, prepaid mobile, mobile data, broadband and roaming services;
(ii) fixed line services comprise a full suite of voice services, data services, VSAT services and IP and managed services to
consumers and business customers; and
(iii) international gateway services comprise services to international telecommunications carriers for termination of traffic
into Malaysia, services to send the Group’s own international traffic abroad and bandwidth leasing services.
The Group also provides other services which are currently not significant enough to be reported separately.
Inter-segment revenues comprise network services and management services rendered to other business segments within the
Group. Some transactions are transacted at normal commercial terms that are no more favourable than that available to other
third parties whilst the rest are allocated based on an equitable basis of allocation. There have been no significant changes to
the basis of pricing inter-segment transfers.
The Group assesses the performance of the operating segments based on measure of revenue and profit from operations.
Finance income and costs are not allocated to segments, as this type of activity is driven by the central treasury function, which
manages the cash position of the Group. Tax expenses are not allocated to segments, as this type of activity is measured at
entity based rather than taxation on segments.
Additions to non-current assets are the total costs incurred during the financial year to acquire property, plant and equipment
and intangible assets.
Inter-
Fixed national
Mobile line gateway Other
services services services operations
Elimination Group
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
SEGMENT REVENUE
SEGMENT RESULTS
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Inter-
Fixed national
Mobile line gateway Other
services services services operations
Elimination Group
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
SEGMENT REVENUE
SEGMENT RESULTS
Group
2010 2009
RM’000 RM’000
177,535 (643,935)
The Group’s business segments operate substantially in Malaysia. In determining the geographical segments of the
Group, revenues are based on the country in which the customer or international operator is located. Non-current assets
by geographical segments are not disclosed as all operations of the Group are based on Malaysia.
Group
2010 2009
RM’000 RM’000
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
6 REVENUE
Group Company
7.8.2009^ to
2010 2009 2010 31.12.2009
RM’000 RM’000 RM’000 RM’000
The following items have been charged/(credited) in arriving at the profit from operations:
Group Company
(Restated) 7.8.2009^ to
Note 2010 2009 2010 31.12.2009
RM’000 RM’000 RM’000 RM’000
Allowance for:
- impairment of receivables,
deposits and prepayments 7,164 124,578 0 0
- inventories obsolescence 13,424 2,742 0 0
Amortisation of intangible assets 16 74,592 46,939 0 0
Auditors’ remuneration:
- fees for statutory audits:
- auditors of the Group 928 523 40 20
- others 32 9 0 0
- fees for audit related services 1,234 (1) 5,699
(3)
707 (1) 5,293 (3)
- fees for other services (2) 979 705 150 325
Bad debts written off 204,312 83,231 0 0
Bad debts recovered (9,351) (7,237) 0 0
Depreciation of property, plant and
equipment 15 975,848 310,397 0 0
Gain on disposal of a subsidiary 33(c) 0 (875,778) 0 0
Gain on disposal of property,
plant and equipment (839) (8) 0 0
The following items have been charged/(credited) in arriving at the profit from operations (continued):
Group Company
Restated 7.8.2009^ to
Note 2010 2009 2010 31.12.2009
RM’000 RM’000 RM’000 RM’000
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Fees incurred in connection with performance of quarterly reviews, agreed-upon procedures and regulatory compliance
(1)
reporting paid or payable to PricewaterhouseCoopers (“PwC”) Malaysia, auditors of the Group and of the Company.
(2)
Fees incurred for assisting the Group in connection with tax compliance and advisory services paid or payable to member
firms of PwC Malaysia, auditors of the Group and of the Company.
The amounts in 2009 include fees for reporting accountant in relation to the Listing of the Company of RM5,100,000.
(3)
This amount has also been included in the auditors’ remuneration as disclosed above.
(4)
Network facilities expenses comprised payments to a fellow subsidiary which was acquired by the Group on 1 October
2009.
The Audit Committee, in ensuring the independence of the Group’s external auditors is consistently maintained, has set out
clear policies and guidelines as to the type of non-audit services that can be offered as well as a structured approval process
that has to be adhered to before any such non-audit services are commissioned. Under these policies and guidelines, non-
audit services can be offered by the Group’s external auditors if the Group can realise efficiencies and value-added benefits
from such services.
8 DIRECTORS’ REMUNERATION
The Directors of the Company in office during the financial year are as follows:
Non-executive Directors
Raja Tan Sri Dato’ Seri Arshad bin Raja Tun Uda
Robert William Boyle
Dato’ Mokhzani bin Mahathir
Asgari bin Mohd Fuad Stephens
Eng Saud Majed A AlDaweesh (resigned with effect from 10 February 2011)
Ghassan Hasbani
Dr Fahad Hussain S. Mushayt
Augustus Ralph Marshall
Chan Chee Beng
Executive Director
Sandip Das
The aggregate amount of emoluments received/receivable by Directors of the Company during the financial year is as follows:
Group Company
7.8.2009^ to
2010 2009 2010 31.12.2009
RM’000 RM’000 RM’000 RM’000
Non-executive Directors
Salaries and other short-term employee benefits 0 51 0 0
Fees 2,760 720 2,760 720
Share-based payments in relation to the Listing (2) 0 962 0 962
Executive Director
Salaries and other short-term employee benefits 4,988 2,604 91 602
ESOS – Equivalent Cash Consideration (1) 5,060 2,749 0 0
Share-based payments in relation to the Listing (2) 0 188 0 188
Estimated monetary value of
benefits-in-kind 270 369 5 112
(1)
In prior years, the immediate holding company operated an equity-settled, share-based compensation plan for eligible
employees and full-time Executive Directors pursuant to its Employee Share Option Scheme.
(2)
Share-based payments are in relation to the preferential shares allocation pursuant to the Listing.
The remuneration of the Company's Directors analysed in bands of RM50,000 are as follows:
RM250,001 – RM300,000 0 6
RM300,001 – RM350,000 0 1
RM350,001 – RM400,000 0 1
RM400,001 – RM450,000 0 1
RM10,300,001 – RM10,350,000 1 0
* Remuneration paid to the Directors of the Company include fees, salaries, other emoluments including bonus, employer’s
contribution to retirement benefits and other benefits, share-based payments and estimated monetary value of benefits-
in-kind.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
The aggregate amount of emoluments received/receivable by key management personnel of the Group and of the Company
during the financial year is as follows:
Group Company
7.8.2009^ to
2010 2009 2010 31.12.2009
RM’000 RM’000 RM’000 RM’000
Salaries and other short-term employee benefits 28,772 6,730 1,089 211
Defined contribution plan 1,288 394 71 10
ESOS – Equivalent Cash Consideration (1) 283 1,515 0 4
Share-based payments in relation to the Listing (2) 0 375 0 375
Estimated monetary value of benefits-in-kind 2,795 588 69 14
(1)
In prior years, the immediate holding company operated an equity-settled, share-based compensation plan for eligible
employees and full-time Executive Directors pursuant to its Employee Share Option Scheme.
(2)
Share-based payments are in relation to the preferential shares allocation pursuant to the Listing.
10 STAFF COST
Group Company
7.8.2009^ to
2010 2009 2010 31.12.2009
RM’000 RM’000 RM’000 RM’000
386,133 189,551 0 0
Group Company
7.8.2009^ to
Note 2010 2009 2010 31.12.2009
RM’000 RM’000 RM’000 RM’000
(b)
Finance costs
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
12 TAX EXPENSES
Group Company
7.8.2009^ to
Note 2010 2009 2010 31.12.2009
RM’000 RM’000 RM’000 RM’000
Current tax
- Malaysian – current year 633,329 277,055 910 0
– (over)/under accrual in
prior years (442) 4,131 0 0
Deferred tax
- Origination and reversal
of temporary differences 21 204,201 80,025 0 0
204,201 80,025 0 0
The Malaysian income tax is calculated at the statutory tax rate of 25% (2009: 25%) on the estimated chargeable profit for
the financial year. Taxes in foreign jurisdictions are calculated at the rates prevailing in the respective jurisdictions.
The explanation of the relationship between the tax expense and profit before tax is as follows:
Group Company
7.8.2009^ to
2010 2009 2010 31.12.2009
% % % %
The gazetted Finance Act 2007 introduced a single tier company income tax system with effect from year of assessment 2008.
Under the single tier system, companies are not required to have tax credits under Section 108 of the Income Tax Act 1967
for dividend payment purposes. Dividends paid under this system are tax exempt in the hands of the shareholder. The Section
108 tax credit as at 31 December 2007 will be available to the companies until such time the credit is fully utilised or upon
expiry of the 6-year transitional period on 31 December 2013, whichever is earlier, unless the company opts to disregard the
Section 108 credits to pay single tier dividends under the special transitional provisions of the Finance Act 2007.
Subject to agreement by the tax authorities, a subsidiary of the Group has sufficient Section 108 tax credits to frank
approximately RM7,239,000 (2009: RM7,239,000) of its retained earnings if paid out as dividends.
Basic earnings per share of the Group is calculated by dividing the profit attributable to ordinary equity holders of the
Company for the financial year by the weighted average number of ordinary shares in issue during the financial year.
Group
2010 2009
Based on the weighted average of 5,213,167,000 shares issued by the Company to the owners of legal subsidiary for
(1)
the reverse acquisition for 9 months ended 30 September 2009 and 7,500,000,000 shares in issue on 1 October 2009
pursuant to the Pre-Listing Restructuring.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
14 DIVIDENDS
2010
Amount of
Gross dividends,
dividend single tier
per share tax exempt
Sen RM’000
9.00 675,000
24.00 1,800,000
Dividend per share recognised as distribution to ordinary equity holders of the Company 33.00 2,475,000
Group Company
2009 2009
Amount of Amount of
Gross dividends, Gross dividends,
dividend single tier dividend single tier
per share tax exempt per share tax exempt
Sen RM’000 Sen RM’000
MMSSB:
- First interim ordinary 37.10 480,000 0 0
- Second interim ordinary 29.52 382,000 0 0
- Third interim ordinary 7.43 96,162 0 0
74.05 958,162 0 0
(1)
Dividends of RM958,162,000 were paid to MCB as part of the Pre-Listing Restructuring of the Company prior to listing of
the Company on the Main Market of Bursa Malaysia Securities Berhad.
Subsequent to the financial year, on 28 February 2011, the Directors declared a fourth interim single tier tax exempt dividend
of 8.0 sen per ordinary share in respect of the financial year ended 31 December 2010, amounting to RM600,000,000 which
was paid on 30 March 2011.
The Directors recommend the payment of a final single tier tax exempt dividend of 8.0 sen per ordinary share, amounting to
RM600,000,000 in respect of the financial year ended 31 December 2010, which subject to the shareholders' approval at the
forthcoming Annual General Meeting will be paid on a date to be determined.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Restated Currency
as at Reclassi- Assets translation As at
1.1.2010 Additions fications Disposals written off difference 31.12.2010
RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
2010
Group
At cost
Long term leasehold land 3,111 0 0 0 0 0 3,111
Short term leasehold land 3,490 0 0 0 0 0 3,490
Freehold land 18,260 0 0 0 0 0 18,260
Buildings 76,756 0 0 0 0 0 76,756
Telecommunications equipment 4,166,032 7,695 1,299,826 0 (23,990) (3) 5,449,560
Motor vehicles 4,325 736 0 (386) (44) 0 4,631
Office furniture, fittings and equipment 265,115 18,926 69,086 (4) (1,321) 0 351,802
2010
Group
Accumulated depreciation
Long term leasehold land 10 38 0 0 0 0 48
Short term leasehold land 20 80 0 0 0 0 100
Buildings 976 1,998 0 0 0 0 2,974
Telecommunications equipment 347,760 884,353 0 0 (2,167) 0
1,229,946
Motor vehicles 767 2,630 0 (238) (44) 0 3,115
Office furniture, fittings and equipment 129,765 86,749 0 0 (1,056) 0 215,458
2009
Group
At cost
Long term
leasehold land 0 350 350 3,111 0 0 (350) 0 0 3,111
Short term
leasehold land 0 0 0 3,490 0 0 0 0 0 3,490
Freehold land 3,400 0 3,400 17,427 0 0 (2,567) 0 0 18,260
Buildings 4,020 0 4,020 75,941 0 0 (3,205) 0 0 76,756
Telecommunications
equipment 199,558 0 199,558 3,659,605 8,288 318,403 0 (19,821) (1) 4,166,032
Motor vehicles 0 0 0 4,325 0 0 0 0 0 4,325
Office furniture,
fittings and
equipment 158,560 0 158,560 47,148 56,276 6,766 0 (3,635) 0 265,115
365,538 350 365,888 3,811,047 64,564 325,169 (6,122) (23,456) (1) 4,537,089
Capital work-in-
progress 8,176 0 8,176 284,295 537,365 (325,169) 0 (683) 0 503,984
373,714 350 374,064 4,095,342 601,929 0 (6,122) (24,139) (1) 5,041,073
Included in the 2009 additions was RM29,680,000 in relating to adjustment for changes in costs estimate on provision for site
decommissioning works (Note 28 to the financial statements).
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
2009
Group
Accumulated
depreciation
Long term leasehold
land 0 86 86 0 10 0 (86) 0 0 10
Short term leasehold
land 0 0 0 0 20 0 0 0 0 20
Buildings 2,029 0 2,029 0 578 0 (1,631) 0 0 976
Telecommunications
equipment 82,116 0 82,116 0 278,890 0 0 (13,246) 0 347,760
Motor vehicles 0 0 0 0 767 0 0 0 0 767
Office furniture,
fittings and
equipment 103,099 0 103,099 0 30,132 0 0 (3,466) 0 129,765
187,244 86 187,330 0 310,397 0 (1,717) (16,712) 0 479,298
Group
Restated
2010 2009
RM’000 RM’000
5,007,046 4,561,775
Capital work-in-progress is reclassified to the respective categories of property, plant and equipment on completion.
The Group revised the useful lives of certain telecommunications equipment and office equipment ranging from 3 years 10
months to 15 years to a remaining useful lives ranging from 2 months to 20 years as part of the network modernisation
programme to support the business. During the year, the revision was accounted as a change in accounting estimate and as
a result, the depreciation charge for the current financial year has increased by RM4,124,000.
Additions in property, plant and equipment during the year include purchases by means of finance leases and deferred
payment schemes amounting to RM14,469,000 (2009: RM39,180,000) and RM42,270,000 (2009: Nil) respectively.
The net book value of property, plant and equipment held under finance leases at the reporting date are as follows:
Group
2010 2009
RM’000 RM’000
61,064 58,708
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
16 INTANGIBLE ASSETS
Telecommu-
nications
licences with
allocated
spectrum Handset
Note Goodwill rights subsidies Total
Group RM’000 RM’000 RM’000 RM’000
2010
2009
The remaining amortisation periods of handset subsidies as at financial year end ranged from 1 to 23 months (2009: 1 to 23
months).
For the purpose of impairment testing, carrying amount of goodwill is allocated to the Group’s cash-generated units (“CGU”)
identified as mobile services.
The recoverable amount of a CGU is determined based on value in use calculations. These calculations use pre-tax cash flow
projections based on internal approved financial budgets covering a five-year period which reflect management’s expectations
of revenue and EBITDA margin based on past experience and future expectations of business performance.
The key assumptions used in the value in use calculations are as follows:
(a) 5 years financial budget period; and
(b) pre tax discount rate of 14.6% derived in accordance with the requirements of FRS 136 "Impairment of Assets" using
the Group's post-tax discount rate of 8.5%.
The key assumptions represent management’s assessment of future trends in the regional mobile telecommunications industry
and are based on both external sources and internal sources.
The discount rates used are pre-tax and reflect specific risks relating to the mobile services.
The forecasts are most sensitive to changes in discount rates in the forecast period. Based on the sensitivity analysis performed,
the management has concluded that any variation of ten percent in the base case assumptions would not cause the carrying
amount of the CGU to exceed its recoverable amount.
17 INTEREST IN SUBSIDIARIES
Company
2010 2009
Note RM’000 RM’000
Non-current assets:
- Investments in subsidiaries, at cost 18 35,012,760 35,012,760
Current assets:
- Amount due from a subsidiary 0 941
Current liabilities:
- Amount due to a subsidiary (963) (1,242)
35,011,797 35,012,459
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
18 INVESTMENTS IN SUBSIDIARIES
Company
2010 2009
Note RM’000 RM’000
As at 1 January 35,012,760 0
Acquisition of subsidiaries 33(b) 0 34,998,250
Expenses directly attributable to acquisition of subsidiaries 0 14,510
Group’s effective
Name Principal activities equity interest Paid-up capital
2010 2009 2010 2009
Incorporated in Malaysia
Advanced Wireless Provider of wireless multimedia related 75% 75% RM3,333,336 RM3,333,336
Technologies Sdn. Bhd. services
(517551-U)
Maxis Broadband Sdn. Bhd. Operator of a national public switched 100% 100% RM1,000,002 RM1,000,002
(234053-D) network and provider of internet
and internet application services and
include owning, maintaining, building
and operating radio facilities and
associated switches
Maxis Collections Sdn. Bhd. Collector of telecommunications 100% 100% RM2 RM2
(383275-M) revenue for fellow subsidiaries
Maxis International Sdn. Bhd. Operator of an international gateway 100% 100% RM2,500,002 RM2,500,002
(240071-T)
Group’s effective
Name Principal activities equity interest Paid-up capital
2010 2009 2010 2009
Maxis Mobile Sdn. Bhd. Operator of mobile telecommunications, 100% 100% RM2,500,002 RM2,500,002
(229892-M) provider of corporate support and
service functions and hire purchase
facility for the Group as well as carrying
out special niche project(s) such as
Universal Service Provision
Maxis Mobile Services Provider of mobile telecommunications 100% 100% RM1,293,884,000 RM1,293,884,000
Sdn. Bhd. (73315-V) products and services
Maxis Multimedia Sdn. Bhd. Provider of multimedia related services 100% 100% RM2 RM2
(530188-A) (dormant)
Subsidiary of Advanced
Wireless Technologies Sdn. Bhd.
UMTS (Malaysia) Sdn. Bhd. 3G spectrum assignment holder 75% 75% RM2,500,002 RM2,500,002
(520422-D)
Subsidiary of Maxis Broadband
Sdn. Bhd.
Maxis Online Sdn. Bhd. Holder of investments (dormant) 100% 100% RM2 RM2
(235849-A)
Subsidiary of Maxis Mobile
Sdn. Bhd.
Maxis Mobile (L) Ltd Holder of investments 100% 100% USD10,000 USD10,000
(LL-01709) (i)
Incorporated in the
Republic of Singapore
Subsidiary of Maxis
International Sdn. Bhd.
Maxis Asia Access Pte Ltd Provider of international 100% 100% SGD2 SGD2
(200001826C) #(ii) telecommunications services
Notes:
# Not audited by PricewaterhouseCoopers
(i) Maxis Mobile (L) Ltd is a company registered under the Offshore Companies Act, 1990, with shares issued in USD.
(ii) Maxis Asia Access Pte Ltd is a company established under the Companies Act, Cap. 50 of the Republic of Singapore, with shares
issued in Singapore Dollar (“SGD”).
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Group Company
Financial assets:
Financial liabilities:
Group Company
Non-current assets:
- Loans to subsidiaries (b)(i) 0 0
1,522,717 0
Current assets:
- Amount due from a fellow subsidiary (a) 10 0 0 0
- Amount due from immediate holding
company (a) 266 297 0 0
Current liabilities:
- Amount due to a fellow subsidiary (a) (1,203) (1,243) 0 0
- Amount due to immediate holding
company (a) (119) (38,352) 0 (34,681)
Non-current liabilities:
- Loan from immediate holding company (b)(ii) 0 (4,992,009) 0 (3,807,850)
The amounts due from/(to) a fellow subsidiary and immediate holding company are unsecured and with 30 days credit
period (2009: 30 days).
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Company
1,200,000 1,205,854 RM
The loan is repayable based on a scheduled repayment
as below:
Months after the first drawdown Instalment %
72 27.8
78 35.1
84 37.1
314,500 316,863 RM The loan is repayable in one lump sum on 13 August
2020.
1,514,500 1,522,717
The loans to subsidiaries are unsecured and carry interest rates ranging from 5.0% to 5.8% per annum as at the
reporting date.
Group Company
Principal Loans Principal Loans Currency
amount outstanding amount outstanding denomination Repayment terms
RM’000 RM’000 RM’000 RM’000
Loan from immediate holding company was unsecured and carried an interest rate of 3.65% per annum as at the
reporting date. The loan represents the amount owing to MCB pursuant to the Pre-Listing Restructuring which comprised:
The loan from immediate holding company was fully repaid in 2010.
Deferred tax assets and liabilities are offset when there is legally enforceable right to set off current tax assets against
current tax liabilities and when the deferred taxes relate to the same tax authority. The following amounts, determined after
appropriate offsetting, are shown in the statements of financial position:
Group
2010 2009
RM’000 RM’000
(524,411) (320,210)
The movements in deferred tax assets/(liabilities) during the financial year comprise the following:
Property,
plant and Intangible Deferred Investment
Note equipment assets income Provisions allowance Others Total
Group RM’000 RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Group
2010 2009
RM’000 RM’000
343,817 339,748
Offsetting (247,911) (254,151)
(868,228) (659,958)
Offsetting 247,911 254,151
22 INVENTORIES
Group
2010 2009
RM’000 RM’000
214,098 133,412
The Group reversed RM7,826,000 (2009: RM994,000) in respect of part of an inventory write down that was not required
subsequently as the Group was able to utilise those inventories.
Group Company
(95,051) (180,842) 0 0
The Group’s credit policy provides trade receivables with 30 days credit period (2009: 30 days). The Group has no
significant exposure to any individual customer, geographical location or industry category. Significant credit and recovery
risks associated with receivables have been provided for in the financial statements.
Given the varied nature of the Group’s customer base, the following analysis of trade receivables by type of customer is
considered the most appropriate disclosure of credit concentrations.
Group
2010 2009
RM’000 RM’000
Subscribers:
- Individual 325,184 407,012
- Corporate 112,936 109,885
Interconnect and roaming:
- Domestic 90,248 82,463
- International 50,719 63,281
Distributors 106,336 65,789
685,423 728,430
Trade receivables are secured by subscribers’ deposits and bank guarantees of RM50,888,000 (2009: RM53,569,000)
and RM58,950,000 (2009: RM43,500,000) respectively.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Group
2010 2009
RM’000 RM’000
537,744 506,150
Impaired (1) (2) 147,679 222,280
685,423 728,430
(1) Certain trade receivables are secured by deposits of RM14,952,000 (2009: RM14,809,000).
(2) Represents gross trade receivables which have been either partially or fully impaired.
With respect to the trade receivables that are neither past due nor impaired, there is no indication as of the reporting
date that the debtors will not meet their payment obligations since the Group selects the highest possible quality
creditworthy counter parties. The quality of these trade receivables is such that management believes no impairment
provision is necessary, except in situations where they are part of individually impaired trade receivables.
No allowance for impairment was made in respect of these past due trade receivables based on the past historical
collection trends.
Movement on the Group allowance for impairment of receivables and deposits is as follows:
Group
2010 2009
RM’000 RM’000
Group Company
Current assets:
- Amounts due from related parties (a) 13,792 9,447 0 0
Current liabilities:
- Amounts due to related parties (a) (42,944) (18,635) 0 (2)
- Loan from a related party (b) 0 (31,492) 0 0
Non-current liabilities:
- Loan from a related party (b) (33,205) 0 0 0
(a) The amounts due from/(to) related parties are trade in nature, unsecured, interest free and ranging from 1 to 60 days
credit period (2009: 1 to 60 days).
(b) Loan from a related party is unsecured and is denominated in Ringgit Malaysia. The principal and interest of the loan
are repayable at the end of 5 years from the drawdown date of 9 December 2005. The loan has been extended during
the current financial year for another 5 years, expiring on 9 December 2015. The outstanding interest on the loan at the
extension date has been capitalised. The effective interest rate as at the reporting date is 7.30% per annum (2009: 6.55%).
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Group Company
Deposits with licensed banks are held in short term money market and fixed deposits.
Deposits with licensed banks of the Group and of the Company at the end of the financial year have an average maturity of
9 days (2009: 12 days) and 10 days (2009: 13 days) respectively. Bank balances are deposits held at call with banks.
The credit quality of bank balances and deposits with licensed banks can be assessed by reference to external credit ratings
as follows:
Group Company
2009
Group Company
Authorised:
27 RESERVES
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
27 RESERVES (CONTINUED)
Share based
payments in Currency
relation to Capital Cash flow translation
Note the Listing redemption hedging differences Total
Group RM’000 RM’000 RM’000 RM’000 RM’000
2010
2009
Share based
payments in
relation to Cash flow
Note the Listing hedging Total
Company RM’000 RM’000 RM’000
2010
2009
As at 7 August 2009^ 0 0 0
Share-based payments 53,074 0 53,074
The share-based payments reserve represents discount on shares issued to retail investors in relation to the Listing.
The capital redemption reserve was created for the reduction of shares pursuant to the debt restructuring scheme in
MMSSB in prior years. The amount was reversed upon completion of reverse acquisition in 2009.
The cash flow hedging reserve represents the deferred fair value losses relating to derivative financial instruments used
to hedge certain borrowings of the Group.
The currency translation differences reserve comprises all foreign exchange differences arising from the translation of the
financial statements of foreign entities.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Group
Site Network
rectification construction Staff
and decommi- cost and incentive
Note ssioning works settlements scheme Total
RM’000 RM’000 RM’000 RM’000
Represented by:
Descriptions of the above provisions are as disclosed in Note 3(p) to the financial statements.
In the current financial year, a provision of RM137,063,000 (2009: RM132,286,000) has been recognised for dismantlement,
removal and site restoration costs. The provision is estimated using the assumption that decommissioning will only take place
upon the expiry of the lease terms (inclusive of secondary terms) of 15 to 30 years (2009: 15 years). The provision has been
estimated based on the current conditions of the sites, at the estimated costs to be incurred upon the expiry of lease terms
and discounted at the current market interest rate available to the Group. The provisions will be utilised over the remaining
lease periods which range from 1 to 16 years (2009: 1 to 15 years).
In the Directors’ opinion, the outcome of the notices of termination, legal claims, negotiations for settlements and costs in
respect of obligations under network construction contracts will not give rise to any significant loss beyond the amounts
provided at the reporting date.
Group Company
Current
Non-current
46,206 7,499 0 0
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Current trade payables and other payables of the Group and of the Company carry credit period up to 120 days (2009:
150 days). The non-current trade payables include an amount of RM25,704,000 which is payable under deferred payment
schemes, repayable half yearly basis for 5 years commencing 30 months from the drawdown date and carry an interest rate
of 2.21% per annum as at the reporting date.
Other accruals include lease equalisation for office buildings. The lease period for office buildings range from 1 to 2 years
(2009:1 to 3 years).
30 BORROWINGS
Group Company
Current
Secured
Finance lease liabilities (a) 13,201 22,046 0 0
Non- current
Secured
Finance lease liabilities (a) 17,020 21,139 0 0
Unsecured
Syndicated term loans (b) 2,595,934 0
2,595,934 0
Term loan (c) 2,447,713 0
2,447,713 0
5,060,667 21,139
5,043,647 0
5,073,868 43,185
5,043,647 0
The Group leases office equipment and motor vehicles under finance leases with lease terms of 3 to 5 years.
Office equipment leased under the finance lease comprise mainly of Information Technology assets. The remaining lease
terms are between 1 to 5 years (2009: 2 to 5 years). The Group has an option for extension for 2 further successive
periods of up to 12 months. Contingent rental is based on a revenue sharing model and are charged as expenses in the
period in which they are incurred. At the end of the lease term, title to the assets will be transferred to the Group upon
full payment being made.
The finance lease for motor vehicles has a remaining lease term of 1 year (2009: 1 to 2 years). The lease has an option
for renewal for 1 year with no arrangement for contingent rental. At the end of the lease term, the Group has the option
to purchase the motor vehicles at a discounted rate from market price which shall be agreed by both lessee and lessor.
The weighted average effective interest rate of the Group’s finance lease liabilities is 14.37% (2009: 17.36% per annum).
(i) the rights to the leased motor vehicles revert to the lessor in the event of defaults; and
(ii) the title to the office equipment remain with the lessor until payment of the termination and/or exit charges.
Finance lease liabilities represent outstanding obligations payable in respect of office equipment and motor vehicles
acquired under finance lease commitment and are analysed as follows:
Group
2010 2009
RM’000 RM’000
40,650 59,118
Less: Future finance charges (10,429) (15,933)
30,221 43,185
This loan has a tenor of 7 years from the draw down date, 24 February 2010, and is hedged by using cross currency
interest rate swap (“CCIRS”) as disclosed in Note 31 to the financial statements to hedge against fluctuation in the
USD/RM exchange rate and fluctuations in LIBOR on its syndicated term loan. The loan is repayable semi-annually
commencing 24 August 2014.
This loan has a tenor of 10 years from the draw down date, 13 August 2010, and is hedged by using cross currency
interest rate swap (“CCIRS”) as disclosed in Note 31 to the financial statements to hedge against fluctuation in the
USD/RM exchange rate and fluctuations in LIBOR on its syndicated term loan. It is repayable in one lump sum at the
end of the tenure, 13 August 2020.
On 24 February 2010, the Company drew down RM2,450,000,000 of the RM2,500,000,000 term loan facility. The term
loan facility has a tenor of 2 years from the draw down date and is repayable in one lump sum at the end of the tenure.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
30 BORROWINGS (CONTINUED)
Contractual
interest rate Functional
at reporting currency/ Total
date currency carrying Maturity profile
Group (per annum) exposure amount < 1 year 1-2 years 2-5 years > 5 years
% RM’000 RM’000 RM’000 RM’000 RM’000
At 31 December 2010
Secured
Finance lease liabilities RM/RM 30,221 13,201 6,880 10,140 0
Unsecured
Syndicated term loan 1.35% - 1.60% + LIBOR (1) RM/USD 2,595,934 0 0 1,129,400 1,466,534
Term loan 1.15% + COF (2) RM/RM 2,447,713 0 2,447,713 0 0
5,073,868
13,201 2,454,593 1,139,540 1,466,534
At 31 December 2009
Secured
Finance lease liabilities RM/RM 43,185 22,046 8,685 12,454 0
Company
At 31 December 2010
Unsecured
Syndicated term loans 1.35% - 1.60% + LIBOR(1) RM/USD 2,595,934 0 0 1,129,400 1,466,534
Term loan 1.15% + COF(2) RM/RM 2,447,713 0 2,447,713 0 0
5,043,647
0 2,447,713 1,129,400 1,466,534
(1)
LIBOR denotes London Interbank Offered Rate.
(2)
COF denotes Cost of Funds.
2010 RM’000
Non-current liabilities:
The details of the CCIRSs are set out as below:
Commencement Contract/
Date Notional amount Exchange Rate Interest Rate
RM’000
24 Feb 2010 2,550,000 The Group and Company pay RM The Group and Company pay a
in exchange for receiving USD at a fixed interest rate of 4.75% per
predetermined exchange rate of RM3.40 annum in exchange for receiving
to USD1.00 according to the scheduled LIBOR plus a spread on the
principal and interest repayment of amortising outstanding principal
the syndicated loan in which principal amount.
exchange occurs semi-annually
commencing from the fourth year of the
syndicated loan.
13 Aug 2010 314,500 The Group and Company pay RM in The Group and Company pay a
exchange for receiving USD at a pre- fixed interest rate of 5.25% per
determined exchange rate of RM3.145 annum in exchange for receiving
to USD1.00 for its principal and interest LIBOR plus a spread on the
in which at the end of the tenure notional principal amount.
principal is on bullet repayment basis.
At the reporting date, the Group has recognised derivative financial liabilities of RM348,452,000 on remeasuring the fair
values of the derivative financial instruments. The corresponding increase has been included in equity in the cashflow hedging
reserve of which RM249,595,000 for the current year was transferred to the income statements to offset the unrealised gain
of RM240,125,000 which arose from the strengthening of RM against USD and to recognise additional interest expense of
RM9,470,000 as the underlying interest rates were lower than the hedged interest rates on the USD850,000,000 syndicated
loans. This has resulted in a debit balance in the cashflow hedging reserve as at 31 December 2010 of RM98,857,000.
The gains or losses recognised in the cash flow hedging reserve in equity as at 31 December 2010 will be continuously
released to the income statement within finance cost until the underlying borrowings are repaid.
As the Group and the Company intend to hold the syndicated term loans and associated derivative instruments to maturity,
any changes to the fair values of the derivative instruments will not impact the income statements and will be taken to the
cash flow hedging reserve in equity.
The method and assumption applied in determining the fair value of derivatives are disclosed in Note 3(i) to the financial
statements.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
The Group’s activities expose it to a variety of financial risks, including market risk (interest rate risk and foreign exchange
risk), credit risk, liquidity risk and capital risk. The Group’s overall risk management programme focuses on the unpredictability
of financial markets and seeks to minimise potential adverse effects on the Group’s financial performance. The Group uses
derivative financial instruments to hedge designated risk exposures of the underlying hedge items and does not enter into
derivative financial instruments for speculative purposes.
Financial risk management is carried out by the Chief Financial Officer in consultation with the relevant departments under
policies/mandates approved by the Board of Directors. The policy provides written principles for overall risk management, as
well as written policies covering specific areas, such as foreign exchange risk, interest rate risk, credit risk and use of derivative
financial instruments.
Market risk is the risk that the fair value or future cash flow of the financial instruments that the Group has will fluctuate
because of changes in market prices. The various components of market risk that the Group is exposed to are discussed
below.
The objectives of the Group’s currency risk management policies are to allow the Group to effectively manage the
foreign exchange fluctuation against its functional currency that may arise from future commercial transactions
and recognised assets and liabilities. Forward foreign currency exchange contracts are used to manage foreign
exchange exposures arising from all known material foreign currency denominated commitments as and when they
arise and to hedge the movements in exchange rates by establishing the rate at which a foreign currency monetary
item will be settled. Gains and losses on foreign currency forward contracts entered into as hedges of foreign
currency monetary items are recognised in the financial statements when the exchange differences of the hedged
monetary items are recognised in the financial statements. Cross currency interest rate swap contracts are also used
to hedge the volatility in the cash flow attributable to variability in the foreign currency denominated borrowings
at the inception to maturity of the borrowings.
The currency exposure of financial assets and financial liabilities of the Group and Company that are not
denominated in the functional currency of the respective companies are set out below. Currency risks in respect of
intragroup receivables and payables have been included in the Group’s currency exposure table as this exposure is
not eliminated at the Group level.
Functional currency
Ringgit Malaysia
CCIRS
- Syndicated term loans 0
2,595,934 0 0 0
Functional currency
Ringgit Malaysia
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Functional currency
Ringgit Malaysia
Gross exposure 0
(2,595,933) 0 0 0
CCIRS
- Syndicated term loans 0
2,595,934 0 0 0
Net exposure 0 1 0 0 0
The sensitivity of the Group’s profit before tax for the year and equity to a reasonably possible change in the USD
exchange rates against the Group’s functional currency, Ringgit Malaysia, with all other factors remaining constant
and based on the composition of assets and liabilities at the reporting date are set out as below.
Impact on profit before tax for the year Impact on equity (1)
Group and
Group Company Company
USD/RM
The impacts on profit before tax for the year are mainly as a result of foreign currency gains/losses on translation
of USD denominated receivables, deposits and bank balances and payables. For USD denominated borrowings, as
these are effectively hedged, the foreign currency movements will not have any impact on the income statement.
Other balances denominated in foreign currencies are not significant and hence, profit is not materially impacted.
The Group’s interest rate risk arises from deposits with licensed banks, deferred payment creditors, borrowings
and loan from a related party carrying fixed and variable interest rates. The objectives of the Group’s interest risk
management policies are to allow the Group to effectively manage the interest rate fluctuation through the use
of fixed and floating interest rate debt and derivative financial instruments. The Group adopts a non-speculative
stance which favours predictability over short term interest rate fluctuations. The interest rate profile of the Group’s
borrowings is also regularly reviewed against prevailing and anticipated market interest rates to determine whether
refinancing or early repayment is warranted.
The Group manages its cash flow interest rate risk by using cross currency interest rate swaps. Such swaps have the
economic effect of converting borrowings from floating rates to fixed rates.
The net exposure of financial assets and financial liabilities of the Group and of the Company to interest rate
risk (before and after taking effect of cross currency interest rate swap contract) and the periods in which the
borrowings mature or reprice (whichever is earlier) are as follows:
Weighted
average effective Floating
interest rate at Total interest
31 December carrying rate Fixed interest rate
(per annum) amount < 1 year < 1 year 1-2 years 2-5 years > 5 years
% RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Group
At 31 December 2010
CCIRS
- Syndicated term loans 4.81 0 2,595,934 0 0 (1,129,400) (1,466,534)
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Weighted
average effective Floating
interest rate at Total interest
31 December carrying rate Fixed interest rate
(per annum) amount < 1 year < 1 year 1-2 years 2-5 years > 5 years
% RM’000 RM’000 RM’000 RM’000 RM’000 RM’000
Group
At 31 December 2009
Company
At 31 December 2010
Gross exposure
(3,441,516)
(5,043,647) 79,414 0 0
1,522,717
CCIRS
- Syndicated term loans 4.81 0
2,595,934 0 0
(1,129,400)
(1,466,534)
At 31 December 2009
The sensitivity of the Group’s profit before tax for the year and equity to a reasonably possible change in Ringgit
Malaysia and US Dollar interest rates with all other factors held constant and based on composition of liabilities with
floating interest rates at the reporting date are as follows:
Impact on profit before tax for the year Impact on equity (1)
Group and
Group Company Company
Ringgit Malaysia
- increased by +0.5% (2009: +0.5%) (12,405) (25,118) (12,239) 0 0 0
- decreased by -0.5% (2009: -0.5%) 12,405 25,118 12,239 0 0 0
US Dollar
- increased by +0.5% (2009: +0.5%) (129) 0 0 0 54,171 0
- decreased by -0.5% (2009: -0.5%) 129 0 0 0 (54,171) 0
(1)
Represents cashflow hedging reserve
The impacts on profit before tax for the year are mainly as a result of interest expenses/income on floating rate
payables, loan from a related party, loan from immediate holding company and borrowings not in a designated
hedging relationship. For borrowings in a designated hedging relationship, as these are effectively hedged, the
interest rate movements will not have any impact on the income statement.
The objectives of the Group’s credit risk management policies are to manage its exposure to credit risk from deposits,
cash and bank balances, receivables and derivative financial instruments. It does not expect any third parties to fail to
meet their obligations given the Group’s policy of selecting creditworthy counter parties.
The Group has no significant concentration of credit risk as the Group’s policy limits the concentration of financial
exposure to any single counterparty. Credit risk of trade receivables is controlled by the application of credit approvals,
limits and monitoring procedures. Credit risks are minimised and monitored via limiting the Group’s dealings with
creditworthy business partners and customers. Trade receivables are monitored on an on-going basis via the Group’s
management reporting procedures.
For deposits, cash and bank balances, the Group seeks to ensure that cash assets are invested safely and profitably
by assessing counterparty risks and allocating placement limits for various creditworthy financial institutions. As for
derivative financial instruments, the Group enters into the contracts with various reputable counterparties to minimise
the credit risks. The Group considers the risk of material loss in the event of non-performance by the above parties to
be unlikely. The Group’s maximum exposure to credit risk is equal to the carrying value of those financial instruments.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
The undiscounted contractual cash flow payables under the financial instruments as at the reporting date are as follows:
Group
At 31 December 2010
(1) As the amounts included in the table are the contractual undiscounted cash flows, these amounts will not reconcile
with the amounts disclosed in the statements of financial position.
(2) Based on contractual interest rates as at the reporting date.
Group
At 31 December 2009
Company
At 31 December 2010
(1) As the amounts included in the table are the contractual undiscounted cash flows, these amounts will not reconcile
with the amounts disclosed in the statements of financial position.
(2)
Based on contractual interest rates as at the reporting date.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
The undiscounted contractual cash flow payables under the financial instruments as at the reporting date are as follows
(continued):
Total(1) < 1 year 1-2 years 2-5 years > 5 years
RM’000 RM’000 RM’000 RM’000 RM’000
Company
At 31 December 2009
4,563,367
512,576
4,050,791 0 0
(1) As the amounts included in the table are the contractual undiscounted cash flows, these amounts will not reconcile
with the amounts disclosed in the statements of financial position.
(2) Based on contractual interest rates as at the reporting date.
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 and to maintain an optimal capital structure
to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders,
issue new shares or return capital to shareholders.
The Group is also required by the external lenders to maintain financial covenant ratios on net debt to EBITDA and
EBITDA to interest expense. These externally imposed capital requirement and financial covenant ratios have been fully
complied with by the Group for the financial year ended 31 December 2010.
The Group monitors capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total
equity. Net debt is calculated as total interest bearing financial liabilities (including deferred payment creditors, loan from
a related party, loan from immediate holding company, current and non-current borrowings and derivative financial
liabilities as shown in the statement of financial position and Note 29 to the financial statements respectively) less cash
and cash equivalents. Total equity is calculated as ‘equity’ as shown in the statement of financial position. The gearing
ratios at 31 December 2010 and 2009 were as follows:
2010 2009
Note RM’000 RM’000
The increase in the gearing ratio during the year resulted primarily from lower cash and cash equivalents and higher
borrowings as at 31 December 2010.
(e) Fair value estimation
The carrying amounts of non-current financial assets and liabilities of the Group and of the Company at the reporting
date approximated their fair values except as set out below:
Group Company
At 31 December 2010
Financial assets:
Loans to subsidiaries 20 0 0 1,522,717 1,577,622
Financial liabilities:
Payables and accruals 29 4,322 3,934 0 0
Borrowings
- Finance lease liabilities 30(a) 17,020 15,048 0 0
At 31 December 2009
Financial liabilities:
Borrowings
- Finance lease liabilities 30(a) 21,139 24,681 0 0
The basis for determining fair values is disclosed in Note 3(i) to the financial statements.
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
33 BUSINESS COMBINATIONS
The following unaudited proforma summary presents the Group as if the Subsidiaries had been acquired on 1 January
2008. The proforma amounts include the consolidated results of the Subsidiaries and do not include any possible
synergies from the acquisition. The proforma information is provided for comparative purposes only and does not
necessarily reflect the actual results that would have occurred, nor is it necessarily indicative of future results of operations
of the Subsidiaries.
Proforma
2009 2008
RM’000 RM’000
In relation to the Listing, the Group has recognised the following non-recurring costs during the financial year ended 31
December 2009:
(i) share-based payments of RM53,074,000 for discount on shares issued to retail investors; and
Upon completion of the acquisition of the Subsidiaries, the Company became the legal parent of the Subsidiaries.
MMSSB has been identified as the accounting acquirer under the terms of FRS 3 since the substance of the business
combination is that MMSSB acquired the Company and the Other Subsidiaries in a reverse acquisition.
Group
As at
Note 1.10.2009
RM’000
The difference between issued equity of the Company and issued equity of
MMSSB together with deemed purchase consideration of the Other Subsidiaries (18,921,051)
Cash distribution to immediate holding company 20 (3,807,850)
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Details of net assets acquired, goodwill and cash flows as of 1 October 2009 arising from business combination are as
follows:
Acquirees’
carrying
Note Fair value amount
RM’000 RM’000
The goodwill recognised on the acquisition is mainly attributable to the growth expected of the acquired business.
210 maxis berhad annual report 2010
33 BUSINESS COMBINATIONS (continued)
On 30 September 2009, MMSSB disposed of ABV, which held 44% equity interest in NTS, to MCB for a total cash
consideration of RM1,018,853,000, which was equivalent to its cost of investment in ABV.
Details of net assets disposed and cash flows arising from the disposal are as follows:
Group
As at
Note 30.9.2009
RM’000
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
34 CAPITAL COMMITMENTS
Capital expenditure for property, plant and equipment approved by the Directors and not provided for in the financial
statements as at the reporting date is as follows:
Group
2010 2009
RM’000 RM’000
1,546,368 204,600
Generally, the Group leases a number of network infrastructure, offices and customer service centres under operating leases.
The leases run for a period of 2 to 15 years (2009: 3 to 15 years). Certain operating leases contain renewal options with
market review clauses. The Group does not have the option to purchase the leased assets at the expiry of the lease period.
The future minimum lease payments under non-cancellable operating leases are as follows:
Group
2010 2009
RM’000 RM’000
758,982 739,092
Included in the future minimum lease payments are lease commitments for network infrastructure which are subject to
variation based on the number of co-sharing parties for each individual site.
In addition to related party disclosures mentioned elsewhere in the financial statements, set out below are other significant
transactions and balances. The related party transactions described below were carried out on agreed terms with the related
parties. None of these balances are secured.
Group
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
Group
- STC 2
(roaming and international calls) 15,005 1,666 (4,367) (5,283)
- MCB 8
(ESOS – Equivalent Cash Consideration) 1,372 1,965 0 0
The Group has entered into the above related party transactions with parties whose relationships are set out below.
Usaha Tegas Sdn. Bhd. (“UTSB”), Saudi Telecom Company (“STC”) and Harapan Nusantara Sdn. Bhd. (“Harapan Nusantara”)
are related parties to the Company, by virtue of having joint control over MCB via Binariang GSM Sdn. Bhd. (“BGSM”),
pursuant to a shareholders’ agreement in relation to BGSM. MCB is the immediate holding company of the Company.
UTSB is ultimately controlled by PanOcean Management Limited (“PanOcean”), via Excorp Holdings N.V. and Pacific States
Investment Limited, the intermediate and immediate holding companies of UTSB respectively. PanOcean is the trustee of a
discretionary trust, the beneficiaries of which are members of the family of Ananda Krishnan Tatparanandam (“TAK”) and
foundations including those for charitable purposes. Although PanOcean and TAK are deemed to have an interest in the
shares of the Company through UTSB’s deemed interest in BGSM and MCB, they do not have any economic or beneficial
interest in the shares as such interest is held subject to the terms of the discretionary trust.
TAK also has a deemed interest in the shares of the Company via an entity which is a direct shareholder of BGSM and held by
companies ultimately controlled by TAK.
1
Subsidiary of ASTRO ALL ASIA NETWORKS plc (“ASTRO”), a wholly owned-subsidiary of Astro Holdings Sdn. Bhd., an
associate of UTSB
2
A major shareholder of BGSM, who has joint control over BGSM, the ultimate holding company of the Company
3
Subsidiaries of MCB
4
Associate of UTSB
5
Subsidiary of UTSB
6
A company controlled by TAK
7
Subsidiary of the Company and associate of ASTRO. The transaction values and outstanding balances are eliminated in the
consolidated financial statements
8
The immediate holding company of the Company
Company
2010 2009
RM’000 RM’000
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
(a) Restatement of the statements of financial position as at 31 December 2009 and 31 December 2008
The following disclose the reclassifications that have been made in accordance with the transitional and new provisions
of the FRS 117 to each line item in the Group statements of financial position for the financial year ended 31 December
2009 and 31 December 2008.
As
previously Amendment As
Note stated to FRS 117 restated
RM’000 RM’000 RM’000
Group
At 31 December 2009
Property, plant and equipment 15 4,555,204 6,571 4,561,775
Prepaid lease payments 6,571 (6,571) 0
At 31 December 2008
Property, plant and equipment 15 186,470 264 186,734
Prepaid lease payments 264 (264) 0
(b) Restatement of the statement of cash flows for the financial year ended 31 December 2009
The following disclose the reclassifications that have been made in accordance with the transitional and new provisions
of the FRS 107 to each line item in the Group statement of cash flows for the financial year ended 31 December 2009.
As
previously Amendment As
stated to FRS 107 restated
RM’000 RM’000 RM’000
Group
In the normal course of business, the Group and the Company incur certain contingent liabilities arising from legal recourse
sought by its customers. No material losses are anticipated as a result of these transactions.
The following contingent liabilities have not been provided for in the financial statements, as it is not anticipated that any
material liabilities will arise from these contingencies.
Group
2010 2009
RM’000 RM’000
(c) Others
(for bank guarantees issued to mainly local authorities
for the purpose of infrastructure works, utility companies and others) 41,085 30,009
115,319 109,527
NOTES TO THE
FINANCIAL
STATEMENTS
31 December 2010
Continued
39 SUBSEQUENT EVENTS
On 28 February 2011, the Group and the Company drew down term loans facilities of USD100 million and SGD70 million
for general corporate funding purposes and/or financing the operating, capital expenditure and general working capital
requirements of the Group.
The Group and the Company entered into cross currency swaps on 28 February 2011 to hedge against fluctuation in the
USD/RM exchange rate on the USD100 million term loans and SGD/RM exchange rate on the SGD70 million term loan. The
initial exchange consists of:
(a) the Group and the Company will pay RM in exchange for receiving USD at pre-determined exchange rates of RM3.048
to USD1.00 and RM3.050 to USD1.00 on its principal and interest on each USD50 million respectively and will pay
KLIBOR plus a spread for receiving LIBOR plus a spread on the notional principal amount; and
(b) the Group and the Company will pay RM in exchange for receiving SGD at a pre-determined exchange rate of RM2.39
to SGD1.00 for its principal and interest on the SGD70 million term loan and will pay KLIBOR plus a spread for receiving
Singapore Offer Rate plus a spread on the notional principal amount.
The financial statements have been approved for issue in accordance with a resolution of the Board of Directors on 20 April 2011.
supplementary
information
The following analysis of realised and unrealised retained earnings at the legal entity level is prepared in accordance with Guidance
on Special Matter No.1, Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa
Malaysia Securities Berhad (“Bursa Malaysia”) Listing Requirements, as issued by the Malaysian Institute of Accountants whilst the
disclosure at the group level is based on the prescribed format by the Bursa Malaysia.
Group Company
2010 2010
RM’000 RM’000
Comparative figures are not required in the first financial year of complying with the realised and unrealised profit/losses disclosure.
The disclosure of realised and unrealised profits/(losses) above is solely for compliance with the directive issued by the Bursa
Malaysia and should not be used for any other purpose.
STATEMENT BY
DIRECTORS
Pursuant To Section 169(15) Of The Companies Act, 1965
We, Raja Tan Sri Dato’ Seri Arshad bin Raja Tun Uda and Sandip Das, being two of the Directors of Maxis Berhad, do hereby
state that, in the opinion of the Directors, the accompanying financial statements set out on pages 123 to 218 are drawn up in
accordance with MASB Approved Accounting Standards in Malaysia for Entities Other than Private Entities and the Companies Act,
1965 in Malaysia so as to give a true and fair view of the financial position of the Group and of the Company as at 31 December
2010 and of their financial performance and cash flows for the year then ended.
The supplementary information set out on page 219 have been prepared in accordance with the Guidance on Special Matter No.1,
Determination of Realised and Unrealised Profits or Losses in the Context of Disclosure Pursuant to Bursa Malaysia Securities Berhad
Listing Requirements, as issued by the Malaysian Institute of Accountants.
Signed on behalf of the Board of Directors in accordance with their resolution dated 20 April 2011.
RAJA TAN SRI DATO’ SERI ARSHAD BIN RAJA TUN UDA SANDIP DAS
DIRECTOR DIRECTOR
Kuala Lumpur
STATUTORY
DECLARATION
Pursuant To Section 169(16) Of The Companies Act, 1965
I, Rossana Annizah bt Ahmad Rashid, the officer primarily responsible for the financial management of Maxis Berhad, do solemnly
and sincerely declare that the financial statements set out on pages 123 to 218 and supplementary information set out on page
219 are, to the best of my knowledge and belief, correct, and I make this solemn declaration conscientiously believing the same to
be true, and by virtue of the provisions of the Statutory Declarations Act, 1960.
Subscribed and solemnly declared by the above named Rossana Annizah bt Ahmad Rashid at Kuala Lumpur in Malaysia on 20 April
2011, before me.
AHMAD B. LAYA
(No.: W 259)
COMMISSIONER FOR OATHS
INDEPENDENT
AUDITORS’ REPORT
To The Members Of Maxis Berhad
(Incorporated in Malaysia)
(Company No. 867573-A)
We have audited the financial statements of Maxis Berhad on pages 123 to 218 which comprise the statements of financial position
as at 31 December 2010 of the Group and of the Company, and the statements of income, comprehensive income, changes in
equity and cash flows of the Group and of the Company for the year then ended, and a summary of significant accounting policies
and other explanatory notes, as set out on Notes 1 to 40.
The directors of the Company are responsible for the preparation of financial statements that give a true and fair view in accordance
with MASB Approved Accounting Standards in Malaysia for Entities Other than Private Entities and the Companies Act, 1965, and
for such internal control as the directors determine are necessary to enable the preparation of financial statements that are free
from material misstatement, whether due to fraud or error.
Auditors’ Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance
with approved standards on auditing in Malaysia. Those standards require that we comply with ethical requirements and plan and
perform the audit to obtain reasonable assurance whether the 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 our judgment, including the assessment of risks of material misstatement of the financial
statements, whether due to fraud or error. In making those risk assessments, we consider internal control relevant to the entity’s
preparation of financial statements that give a true and fair view 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 the
directors, 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 financial statements have been properly drawn up in accordance with MASB Approved Accounting Standards
in Malaysia for Entities Other than Private Entities and the Companies Act, 1965 so as to give a true and fair view of the financial
position of the Group and of the Company as of 31 December 2010 and of their financial performance and cash flows for the
year then ended.
In accordance with the requirements of the Companies Act, 1965 in Malaysia, we also report the following:
(a) In our opinion, the accounting and other records and the registers required by the Act to be kept by the Company and its
subsidiaries of which we have acted as auditors have been properly kept in accordance with the provisions of the Act.
(b) We have considered the financial statements and the auditor's report of the subsidiary of which we have not acted as
auditors, which is indicated in note 18 to the financial statements.
(c) We are satisfied that the financial statements of the subsidiaries that have been consolidated with the Company’s financial
statements are in form and content appropriate and proper for the purposes of the preparation of the financial statements of
the Group and we have received satisfactory information and explanations required by us for those purposes.
(d) The audit reports on the financial statements of the subsidiaries did not contain any qualification or any adverse comment
made under Section 174(3) of the Act.
The supplementary information set out on page 219 is disclosed to meet the requirement of Bursa Malaysia Securities Berhad
and is not part of the financial statements. The directors are responsible for the preparation of the supplementary information in
accordance with Guidance on Special Matter No. 1, Determination of Realised and Unrealised Profits or Losses in the Context of
Disclosure Pursuant to Bursa Malaysia Securities Berhad Listing Requirements, as issued by the Malaysian Institute of Accountants
(“MIA Guidance”) and the directive of Bursa Malaysia Securities Berhad. In our opinion, the supplementary information is prepared,
in all material respects, in accordance with the MIA Guidance and the directive of Bursa Malaysia Securities Berhad.
OTHER MATTERS
This report is made solely to the members of the Company, as a body, in accordance with Section 174 of the Companies Act, 1965
in Malaysia and for no other purpose. We do not assume responsibility to any other person for the content of this report.
Kuala Lumpur
20 April 2011
SIZE OF
SHAREHOLDINGS
As At 5 April 2011
Share Capital
Note:
Information in the above table is based on Record of Depositors dated 5 April 2011.
CATEGORY OF
SHAREHOLDERS
As At 5 April 2011
Note:
Information in the above table is based on Record of Depositors dated 5 April 2011.
DIRECTORS’
INTEREST IN
SHARES
As At 5 April 2011
Based on the Register of Directors' Shareholdings, the interests of the Directors in the shares of the Company (both direct and
indirect) as at 5 April 2011 are as follows:
Name
Raja Tan Sri Dato’ Seri Arshad bin Raja Tun Uda 750,000 (1) — 0.01 —
Robert William Boyle 100,000 (2) — #
—
Dato’ Mokhzani bin Mahathir 750,000 — 0.01 —
Asgari bin Mohd Fuad Stephens 750,000 — 0.01 —
(1)
Ghassan Hasbani — — — —
Dr. Zeyad Thamer H. AlEtaibi — — — —
Dr. Fahad Hussain S. Mushayt — — — —
Augustus Ralph Marshall 750,000 — 0.01 —
(1)
* Subscription of Maxis Shares under the preferential share allocation scheme pursuant to Initial Public Offering of Maxis
# Negligible
(1) Held through a nominee, namely CIMSEC Nominees (Tempatan) Sdn Bhd
(2) Held through a nominee, namely CIMSEC Nominees (Asing) Sdn Bhd
30 LARGEST
SHAREHOLDERS
As At 5 April 2011
30 LARGEST
SHAREHOLDERS
As At 5 April 2011
Continued
Note:
Information in the above table is based on Record of Depositors dated 5 April 2011.
Information ON
Substantial
shareholders
As At 5 April 2011
The shareholders holding more than 5% interest, direct and indirect, in the ordinary shares of RM0.10 each in the Company
(“Shares”) based on the Register of Substantial Shareholders of the Company as at 5 April 2011 are as follows:
Direct indirect
No. of % No. of %
Shares Held Shares Held
Analysis of Shareholdings
Information ON
Substantial
shareholders
As At 5 April 2011
Continued
Notes:
* Negligible
1. BGSM’s deemed interest in all of the Shares arises by virtue of its direct equity interests of 100% in MCB.
2. UTE’s deemed interest in all of the Shares arises by virtue of its direct equity interest of 100% in each of Wilayah Bintang Sdn Bhd, Tegas Mahsuri Sdn Bhd, Besitang (M)
Sdn Bhd and Besitang Utara Sdn Bhd which in turn wholly-own Wilayah Resources Sdn Bhd, Tegas Puri Sdn Bhd, Besitang Barat Sdn Bhd and Besitang Selatan Sdn Bhd
(collectively, “UT Subsidiaries”) respectively. The UT Subsidiaries hold in aggregate 37% direct equity interest in BGSM, and therefore via such aggregate interest, UTE
has a deemed interest over all the Shares held by MCB. See Note (1) above for BGSM’s interest in the Shares.
3. Usaha Tegas is deemed to have an interest in all of the Shares in which UTE has an interest, by virtue of Usaha Tegas being entitled to exercise 100% of the votes
attached to the voting shares of UTE. See Note (2) above for UTE’s interest in the Shares.
4. PSIL is deemed to have an interest in all of the Shares in which Usaha Tegas has an interest, by virtue of PSIL being entitled to exercise 99.999% of the votes attached to
the voting shares of Usaha Tegas. See Note (3) above for Usaha Tegas’ interest in the Shares.
5. The shares in PSIL are held by Excorp which is in turn held by PanOcean. See Note (4) above for PSIL’s interest in the Shares. PanOcean is the trustee of a discretionary
trust, the beneficiaries of which are members of the family of TAK and foundations including those for charitable purposes. Although PanOcean and TAK are deemed to
have an interest in the Shares in which PSIL has an interest, they do not have any economic or beneficial interest over such shares, as such interest is held subject to the
terms of the discretionary trust.
b. his controlling interest in Eridanes International N.V. (“EINV”), the immediate holding company of East Asia Telecommunications Ltd (“EAT”), Global Multimedia
Technologies (BVI) Ltd (“GMT”) and Worldwide Communications Technologies Ltd (“WCT”) which in turn collectively own Maxis Holdings Sdn Bhd (“MHSB”).
EINV has a 53.50% equity interest in Shield Estate N.V. (“SENV”) via MHSB;
c. his controlling interest in MAI Holdings Sdn Bhd (“MAIH”), the immediate holding company of Pacific Fortune Sdn. Bhd which in turn has a direct equity interest
of 100% in each of Ria Utama Sdn. Bhd. (“RUSB”) and Tetap Emas Sdn. Bhd. (“TESB”) respectively. MAIH has a 34.27% equity interest in SENV via RUSB and
TESB; and
d. his controlling interest in MAI Sdn. Berhad (“MAI”), the immediate holding company of Terang Equity Sdn Bhd, which in turn has a direct equity interest of
100% in Wangi Terang Sdn Bhd (“WTSB”). MAI has a 12.23% equity interest in SENV via WTSB, and SENV has an 8% equity interest in BGSM which in turn
wholly-owns MCB. MCB owns 70% direct equity interest in the Company.
7. Harapan Nusantara is deemed to have an interest in all of the Shares in which Mujur Anggun Sdn Bhd, Cabaran Mujur Sdn Bhd, Anak Samudra Sdn Bhd, Dumai Maju
Sdn Bhd, Nusantara Makmur Sdn Bhd, Usaha Kenanga Sdn Bhd and Tegas Sari Sdn Bhd (collectively, “Harapan Nusantara Subsidiaries”) have an interest, by virtue
of Harapan Nusantara being entitled to control the exercise of 100% of the votes attached to the voting shares in each of the Harapan Nusantara Subsidiaries. The
Harapan Nusantara Subsidiaries hold in aggregate 30% direct equity interest in BGSM and therefore, via such aggregate interest, Harapan Nusantara has a deemed
interest over all the Shares held by MCB. See Note (1) above for BGSM’s interest in the Shares.
The Shares held via the Harapan Nusantara Subsidiaries are held under discretionary trusts for Bumiputera objects. As such, Harapan Nusantara does not have any
economic interest in the Shares via the Harapan Nusantara Subsidiaries, as such interest is held subject to the terms of the discretionary trusts for Bumiputera objects.
8. Deemed to have an interest in the Shares in which Harapan Nusantara has an interest, by virtue of his 25% direct equity interest in Harapan Nusantara. However, he
does not have any economic interest in the Shares held via the Harapan Nusantara Subsidiaries as such interest is held subject to the terms of the discretionary trusts for
Bumiputera objects. See Note (7) above for the Harapan Nusantara’s interest in the Shares.
9. STCM is deemed to have an interest in the Shares by virtue of its direct 25% equity interest in BGSM. See Note (1) above for BGSM’s interest in the Shares.
11. Saudi Telecom is deemed to have an interest in all of the Shares in which STCAT has an interest, by virtue of its direct 100% equity interest in STCAT. See Note (10)
above for STCAT’s interest in the Shares.
12. PIF is deemed to have an interest in all of the Shares in which Saudi Telecom has an interest, by virtue of its direct 70% equity interest in Saudi Telecom. See Note (11)
above for Saudi Telecom’s interest in the Shares.
13. EPF is deemed to have an interest in 17,328,300 Shares held through nominees.
LIST OF Properties
Held BY Maxis
Berhad
As At 31 December 2010
Item Postal Address Approximate Tenure / Remaining Current Use Land Area Built-up Area Net Book
Age of Date of Lease Period (sq metre) (sq metre) Value as
Building Acquisition (Expiry of at 31 Dec
Lease) 2010 (RM’000)
1. Plot 12155 (Lot 13), Jalan Delima 1/1 15 years Freehold — Telecommunications 11,235 10,061 22,775
Subang Hi - Tech Industrial Park 9 May 1994 operations
40000 Shah Alam centre and
Selangor office
2 .
Lot 4059, Jalan Riang 20 18 years Freehold — Telecommunications 2,201 2,531 5,154
Taman Gembira Industrial Estate
21 July 1994 operations
81100 Johor Bahru centre and
office
3.
Lot 2537 & 2538, Lorong Jelawat 6 14 years Leasehold 63 years Telecommunications 3,661 2,259 6,777
Kawasan Perusahan Seberang Jaya
5 January 1995 (18 August operations
13700 Seberang Jaya 2073) centre and
Penang office
4. PT 31093, Taman Perindustrian Tago 13 years Freehold — Central 2,830 3,290 2,672
Jalan KL - Sg.Buluh 2 July 1996 technical
Mukim Batu office
Gombak
5. No.1, Taman Perindustrial Subang 16 years Freehold — Warehouse 17,721 1,886 8,520
(Lion Industrial Park), Seksyen 22 24 October 1995
40000 Shah Alam
Selangor
6. Lot 943 & 1289 13 years Freehold — Central 10,611 1,535 3,367
(No.Lot Pemaju - 46) 12 April 1997 technical
Rawang Integrated Industrial Park office
Selangor
7. 8101, Taman Desa Jasmin 13 years Freehold — Central 2,378 1,736 1,358
Block 12B, Bandar Baru Nilai 28 December 1996 technical
Labu, Negeri Sembilan office
8. Lot 25, Lorong Burung Keleto 10 years Leasehold 86 years Telecommunications 16,149 3,372 9,837
Inanam Ind. Estate, Inanam 11 May 2000 (31 December operations
88450 Kota Kinabalu 2096) centre and
Sabah office
9. Lot 2323, Off Jalan Daya 10 years Leasehold 32 years Telecommunications 10,122 3,382 19,596
Pending Industrial Estate, Bintawa 28 September 2000 (17 February operations
93450 Kuching 2042) centre and
Sarawak office
10. Lot 11301, Jalan Lebuhraya 11 years Sub-Lease 15 years Telecommunications 11,592 5,634 17,303
Kuala Lumpur - Seremban 9 August 1999 (28 July 2025) operations
Batu 8, Mukim Petaling centre and
57000 Kuala Lumpur office
11. No. 26, Jalan Perdagangan 10 16 years Freehold — BTS 2,294 409 1,136
Taman Universiti 2 March 1995
81300 Skudai
Johor Darul Takzim
Note:
Revaluation of properties have not been carried out on any of the above properties to date.
DISCLOSURE
OF RECURRENT
RELATED party
transactions
At an Extraordinary General Meeting held on 15 June 2010, Maxis Berhad ("Maxis" or "the Company") obtained a mandate from its
shareholders (“Shareholders’ Mandate”) for recurrent related party transactions (“RRPTs”) of a revenue or trading nature.
Under the Main Market Listing Requirements of Bursa Malaysia Securities Berhad such Shareholders’ Mandate is subject to disclosure
in the Annual Report of RRPTs conducted pursuant to the mandate during the financial year ended 31 December 2010 where the
aggregate value of such RRPTs is equal to or more than RM1 million or 1% of the relevant percentage ratio for such transactions,
whichever is the higher.
Set out below are all the RRPTs for which Shareholders' Mandate had been obtained together with a breakdown of the aggregate
value of the RRPTs which had been conducted pursuant to the Shareholders' Mandate. To facilitate reference, mandated RRPTs which
had not been conducted in 2010 or whose aggregate values had been below the prescribed thresholds have also been included.
Company Transacting Nature of Transaction Interested Related Parties Nature of Value Value Aggregate Value
in the Parties Relationship Incurred Incurred from of Transactions
Maxis from 1 Jan 15 Jun 2010 Incurred During
Group 2010 to 14 to 31 Dec the Financial
No Involved Jun 2010 2010 Year
(RM’000) (RM’000) (RM’000)
1. Maxis Airtime Provision of services and content Major Shareholders Please refer to 161 130 291
Mobile Management and to MMSSB to provide premium Usaha Tegas Sdn Bhd (“UTSB”), Note 1
Services Programming Sdn SMS/WAP/MMS content to Maxis Pacific States Investment Limited
Sdn Bhd Bhd (“AMP”) subscribers (“PSIL”), Excorp Holdings N.V.
(“MMSSB”) (“Excorp”), PanOcean Management
Limited (“PanOcean”), Ananda
Krishnan Tatparanandam (“TAK”),
Tun Haji Mohammed Hanif bin
Omar (“THO”), Dato’ Haji Badri
bin Haji Masri (“Dato’ Badri”) and
Mohamad Shahrin bin Merican
(“MSM”)
Director
Augustus Ralph Marshall (“ARM”)
2. MMSSB AMP Provision of voice contents for voice Major Shareholders Please refer to NA Nil Nil
portal services to MMSSB UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
THO, Dato’ Badri and MSM
Director
ARM
3. MMSSB Digital Five Sdn Provision for External Content Major Shareholders Please refer to NA Nil Nil
Bhd (“DFSB“) Provider Aggregator services to UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
MMSSB which enable premium THO, Dato’ Badri and MSM
SMS/WAP/MMS/CRT/3G content to
Maxis subscribers by linking their Director
content server to Maxis – SMSC, ARM
WAP gateway, MMSC and E-STK
4. MMSSB DFSB Provision of services and content Major Shareholders Please refer to 2,872 5,318 8,190
to MMSSB to promote services via UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
SMS/WAP/MMS THO, Dato’ Badri and MSM
Director
ARM
5. MMSSB DFSB Provision of use of WAP-STK Major Shareholders Please refer to 164 141 305
platform that allows subscribers UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
to request/send services/ contents THO, Dato’ Badri and MSM
via SMS and/or acquisition of
technology by MMSSB Director
ARM
6. MMSSB DFSB Provision of Electronic Bill Major Shareholders Please refer to 213 234 447
Presentment and payment services UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
(including enhancements) by THO, Dato’ Badri and MSM
MMSSB
Director
ARM
7. Maxis MEASAT Broadcast Rental payable on monthly basis to Major Shareholders Please refer to 4 5 9
Mobile Network Systems MMSB for usage of Maxis’ contact UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
Sdn Bhd Sdn Bhd (“MBNS”) centre located at Menara Sunway as THO, Dato’ Badri and MSM
(“MMSB”) MBNS’ backup call centre
Director
ARM
8. Maxis MBNS Provision of 1300 Inbound Major Shareholders Please refer to 1,752 2,109 3,861
Broadband telephony solutions by MBSB UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
Sdn Bhd THO, Dato’ Badri and MSM
(“MBSB”)
Director
ARM
DISCLOSURE
OF RECURRENT
RELATED party
transactions
Continued
Company Transacting Nature of Transaction Interested Related Parties Nature of Value Value Aggregate Value
in the Parties Relationship Incurred Incurred from of Transactions
Maxis from 1 Jan 15 Jun 2010 Incurred During
Group 2010 to 14 to 31 Dec the Financial
No Involved Jun 2010 2010 Year
(RM’000) (RM’000) (RM’000)
9. MBSB MBNS Provision of managed Major Shareholders Please refer to 3,172 8,568 11,740
communication services by MBSB UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
THO, Dato’ Badri and MSM
Director
ARM
10. MBSB MBNS, DFSB Provision of VSAT services by MBSB Major Shareholders Please refer to 36 81 117
and ASTRO ALL UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
ASIA NETWORKS THO, Dato’ Badri and MSM
plc (“ASTRO”)’s
affiliates Director
ARM
11. MBSB MBNS and Astro's Provision of secured location and Major Shareholders Please refer to Nil 355 355
affiliates internet bandwidth by MBSB for UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
MBNS’ online business and solution THO, Dato’ Badri and MSM
needs
Director
ARM
12. MMSSB MBNS Provision of services and content Major Shareholders Please refer to Nil Nil Nil
to MMSSB to provide premium UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
SMS/WAP/MMS content to Maxis THO, Dato’ Badri and MSM
subscribers
Director
ARM
13. MMSSB MBNS Sponsorship of Golf Tournament Major Shareholders Please refer to NA Nil Nil
organised by MMSSB UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
THO, Dato’ Badri and MSM
Director
ARM
14. MMSSB MBNS Purchase of services by MMSSB - Major Shareholders Please refer to 913 537 1,450
development of video streaming UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
services across 2.5G and 3G THO, Dato’ Badri and MSM
Network including platform/
hosting fee, video content fee and Director
production fee ARM
15. MBSB MBNS, DFSB, Provision of leased circuits/DIA/ Major Shareholders Please refer to 2,181 3,661 5,842
AMP and ASTRO’s Metro-E by MBSB UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
affiliates THO, Dato’ Badri and MSM
Director
ARM
16. MMSSB ASTRO Provision of services and contents Major Shareholders Please refer to Nil Nil Nil
Entertainment Sdn to MMSSB to provide premium UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
Bhd (“AESB”) SMS/WAP/MMS content to Maxis THO, Dato’ Badri and MSM
subscribers
Director
ARM
17. MBSB Kristal-Astro Sdn Provision of VSAT services and IPLC Major Shareholders Please refer to 57 65 122
Bhd (“KASB”) solutions by MBSB UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
THO, Dato’ Badri and MSM
Director
ARM
18. MMSSB Maestro Talent Provision of services and contents Major Shareholders Please refer to 7 8 15
and Management to MMSSB to provide premium UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
Sdn Bhd SMS/WAP/MMS content to Maxis THO, Dato’ Badri and MSM
(“Maestro”) subscribers
Director
ARM
19. MBSB MBNS, ASTRO Provision of bandwidth solutions Major Shareholders Please refer to Nil 1,177 1,177
and/or its affiliates by MBSB UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
THO, Dato’ Badri and MSM
Director
ARM
20. MMSSB MBNS Sponsorship of events organised/ Major Shareholders Please refer to 9,100 24,230 33,330
aired by MBNS UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
THO, Dato’ Badri and MSM
Director
ARM
21. MMSSB MBNS Provision of mobile and online Major Shareholders Please refer to 3,900 10,384 14,284
content and related services by UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
MBNS THO, Dato’ Badri and MSM
Director
ARM
22. MBSB AMP Provision of leased line services/ DIA/ Major Shareholders Please refer to 118 NA 118
Metro-E by MBSB UTSB, PSIL, Excorp, PanOcean, TAK, Note 1
THO, Dato’ Badri and MSM
Director
ARM
DISCLOSURE
OF RECURRENT
RELATED party
transactions
Continued
Company Transacting Nature of Transaction Interested Related Parties Nature of Value Value Aggregate Value
in the Parties Relationship Incurred Incurred from of Transactions
Maxis from 1 Jan 15 Jun 2010 Incurred During
Group 2010 to 14 to 31 Dec the Financial
No Involved Jun 2010 2010 Year
(RM’000) (RM’000) (RM’000)
23. MMSB Tanjong City Rental of signage space at both Major Shareholders Please refer to 301 429 730
Centre Property sides of the facade of Menara UTSB, PSIL, Excorp, PanOcean, TAK Note 2
Management Sdn Maxis by MMSB and Maxis’ naming and MSM
Bhd (“TCCPM”) rights to the building payable on
monthly basis Directors
Asgari bin Mohd Fuad Stephens
(“Asgari”), ARM and Chan Chee
Beng (“CCB”)
24. MMSB TCCPM Rental and service charge payable Major Shareholders Please refer to 695 734 1,429
on monthly basis by MMSB for an UTSB, PSIL, Excorp, PanOcean, TAK Note 2
approximately 16,000 sq.ft. at Levels and MSM
24 and 25, Menara Maxis
Directors
Asgari, ARM and CCB
25. MMSB TCCPM Rental and service charge payable Major Shareholders Please refer to 13,150 13,868 27,018
on monthly basis by MMSB for an UTSB, PSIL, Excorp, PanOcean, TAK Note 2
approximately 190,000 sq.ft. at and MSM
Levels 8 and 10 to 23, Menara Maxis
Directors
Asgari, ARM and CCB
26. MMSB TCCPM Rental and service charge payable Major Shareholders Please refer to 863 1,171 2,034
on monthly basis by MMSB for UTSB, PSIL, Excorp, PanOcean, TAK Note 2
an approximately 8,000 sq.ft. at and MSM
Ground Floor, Menara Maxis
Directors
Asgari, ARM and CCB
27. MMSSB TGV Cinema Sdn Provision of e-money service by Major Shareholders Please refer to Nil Nil Nil
Bhd (“TGV”) MMSSB that allows users to make UTSB, PSIL, Excorp, PanOcean, TAK Note 2
payment for products and services and MSM
via mobile phones
Directors
Asgari, ARM and CCB
28. MMSSB TGV Provision of mobile payment Major Shareholders Please refer to NA Nil Nil
solutions to MMSSB UTSB, PSIL, Excorp, PanOcean, TAK Note 2
and MSM
Directors
Asgari, ARM and CCB
29. MMSSB TGV 3-dimensional (3D) equipment Major Shareholders Please refer to NA Nil Nil
sponsorship by MMSSB UTSB, PSIL, Excorp, PanOcean, TAK Note 2
and MSM
Directors
Asgari, ARM and CCB
30. MMSSB TGV Purchase of movie tickets by MMSSB Major Shareholders Please refer to NA Nil Nil
– subsidized for high value Maxis UTSB, PSIL, Excorp, PanOcean, TAK Note 2
One Club customers and MSM
Directors
Asgari, ARM and CCB
31. MMSSB Pan Malaysian Provision of e-money service by Major Shareholders Please refer to NA Nil Nil
Pools Sdn Bhd MMSSB that allows users to make UTSB, PSIL, Excorp, PanOcean, TAK Note 2
(“PMP”) payment for products and services and MSM
via mobile phones
Directors
Asgari, ARM and CCB
32. MBSB PMP and/or its Provision of leased circuits by MBSB Major Shareholders Please refer to Nil Nil Nil
affiliates UTSB, PSIL, Excorp, PanOcean, TAK Note 2
and MSM
Directors
Asgari, ARM and CCB
33. Maxis PMP and/or its Provision of mobile wireless solutions Major Shareholders Please refer to Nil Nil Nil
and/or its affiliates by Maxis and/or its affiliates UTSB, PSIL, Excorp, PanOcean, TAK Note 2
affiliates and MSM
Directors
Asgari, ARM and CCB
34. MBSB PMP and/or its Provision of secured location and Major Shareholders Please refer to NA Nil Nil
affiliates internet bandwidth by MBSB for UTSB, PSIL, Excorp, PanOcean, TAK Note 2
PMP and/or its affiliates’ online and MSM
business and solution needs
Directors
Asgari, ARM and CCB
35. MBSB Tanjong and/or its Provision of leased line services/DIA/ Major Shareholders Please refer to Nil Nil Nil
affiliates Metro-E/ MPLS by MBSB UTSB, PSIL, Excorp, PanOcean, TAK Note 2
and MSM
Directors
Asgari, ARM and CCB
DISCLOSURE
OF RECURRENT
RELATED party
transactions
Continued
Company Transacting Nature of Transaction Interested Related Parties Nature of Value Value Aggregate Value
in the Parties Relationship Incurred Incurred from of Transactions
Maxis from 1 Jan 15 Jun 2010 Incurred During
Group 2010 to 14 to 31 Dec the Financial
No Involved Jun 2010 2010 Year
(RM’000) (RM’000) (RM’000)
36. MBSB MEASAT Satellite Rental of assets – Transponder lease Major Shareholders Please refer to 8,035 8,912 16,947
Systems Sdn Bhd rentals payable on quarterly basis TAK and THO Note 3
(“MSS”) by MBSB
Directors
ARM and CCB
37. MBSB MSS Rental of assets – Lease rentals of Major Shareholders Please refer to 280 317 597
NSS Ku Band earth station facility TAK and THO Note 3
payable on monthly basis by MBSB
Directors
ARM and CCB
38. MBSB MSS Rental of premises – Rental payable Major Shareholders Please refer to 13 15 28
on monthly basis by MBSB for TAK and THO Note 3
BTS site
Directors
ARM and CCB
39. MBSB MSS Rental of assets – Lease rentals of Major Shareholders Please refer to 471 529 1,000
MSS’ teleport facility payable on TAK and THO Note 3
quarterly basis by MBSB
Directors
ARM and CCB
40. MBSB MSS Participation in IP Transit Project Major Shareholders Please refer to 426 499 925
between MBSB and MSS where TAK and THO Note 3
MBSB provides internet bandwidth
pipe to MSS for MSS’ customers Directors
ARM and CCB
41. MBSB MSS Provision of bandwidth solutions Major Shareholders Please refer to NA Nil Nil
by MBSB TAK and THO Note 3
Directors
ARM and CCB
42. MBSB MSS Rental of assets – Transponder Major Shareholders Please refer to NA 846 846
(Global Beam) lease rentals for TAK and THO Note 3
satellite services payable on quarterly
basis by MBSB Directors
ARM and CCB
43. MBSB MSS Provision of leased line services/DIA/ Major Shareholders Please refer to NA 16 16
Metro-E or any related IP solutions TAK and THO Note 3
by MBSB
Directors
ARM and CCB
44. MBSB MEASAT Global Provision of leased circuits by MBSB Major Shareholders Please refer to Nil Nil Nil
Berhad (“MGB”) TAK and THO Note 3
and/or its affiliates
Directors
ARM and CCB
Aggregate Value of Transactions with MGB Group 9,225 11,134 20,359
45. MMSB UT Hospitality Provision of food and beverage Major Shareholders Please refer to 23 3 26
and/or its Services Sdn Bhd services at Level 24 to MMSB and/ UTSB, PSIL, Excorp, PanOcean, TAK Note 4
affiliates (“UTHSB”) or its affiliates and rental of space and MSM
at Level 24 and auditorium at Level
25, Menara Maxis for internal and Directors
external briefings and promotions by ARM and CCB
MMSB and/or its affiliates
46. MBSB UTSB, UTSB Provision of business voice services Major Shareholders Please refer to Nil Nil Nil
Management Sdn by MBSB UTSB, PSIL, Excorp, PanOcean, TAK Note 4
Bhd (“UTSBM”), and MSM
UT Projects Sdn
Bhd (“UTP”), Directors
UT Energy ARM and CCB
Services Sdn Bhd
(“UTESSB”) and/or
its affiliates
47. MMSB UTHSB Provision of facilities and amenities Major Shareholders Please refer to NA Nil Nil
and/or its at Levels 24 and 25, Menara Maxis UTSB, PSIL, Excorp, PanOcean, TAK Note 4
affiliates to MMSB and MSM
Directors
ARM and CCB
48. MBSB UTSB and/or its Provision of equipment and business Major Shareholders Please refer to Nil Nil Nil
affiliates voice value added services by MBSB UTSB, PSIL, Excorp, PanOcean, TAK Note 4
and MSM
Directors
ARM and CCB
49. MMSB UTSBM and/or its Engagement of UTSBM and/or Major Shareholders Please refer to 11,958 14,292 26,250
affiliates its affiliates to provide strategic UTSB, PSIL, Excorp, PanOcean, TAK Note 4
consultancy services and MSM
Directors
ARM and CCB
50. MBSB UTSBM Provision of leased circuits/DIA and Major Shareholders Please refer to 123 146 269
Metro-E by MBSB UTSB, PSIL, Excorp, PanOcean, TAK Note 4
and MSM
Directors
ARM and CCB
51. MMSSB SRG Asia Purchase of services – the provision Major Shareholders Please refer to 11,201 11,449 22,650
Pacific Sdn Bhd of call handling and other tele- UTSB, PSIL, Excorp, PanOcean, TAK Note 4
(“SRGAP”) marketing services to MMSSB and MSM
Directors
ARM and CCB
DISCLOSURE
OF RECURRENT
RELATED party
transactions
Continued
Company Transacting Nature of Transaction Interested Related Parties Nature of Value Value Aggregate Value
in the Parties Relationship Incurred Incurred from of Transactions
Maxis from 1 Jan 15 Jun 2010 Incurred During
Group 2010 to 14 to 31 Dec the Financial
No Involved Jun 2010 2010 Year
(RM’000) (RM’000) (RM’000)
52. MBSB SRGAP Provision of leased line services/DIA Major Shareholders Please refer to 97 116 213
and Metro-E by MBSB UTSB, PSIL, Excorp, PanOcean, TAK Note 4
and MSM
Directors
ARM and CCB
53. Maxis SRGAP Provision of mobility services - SMS/ Major Shareholders Please refer to Nil Nil Nil
and/or its Enterprise SMS by Maxis and/or its UTSB, PSIL, Excorp, PanOcean, TAK Note 4
affiliates affiliates and MSM
Directors
ARM and CCB
54. MBSB SRGAP Provision of 1300 toll free and call Major Shareholders Please refer to 99 126 225
centre project by MBSB UTSB, PSIL, Excorp, PanOcean, TAK Note 4
and MSM
Directors
ARM and CCB
55. MBSB SRGAP Provision of Maxis IP Contact Centre Major Shareholders Please refer to NA Nil Nil
Services by MBSB UTSB, PSIL, Excorp, PanOcean, TAK Note 4
and MSM
Directors
ARM and CCB
56. Maxis Bumi Armada Provision by Maxis and/or its Major Shareholders Please refer to
and/or its Berhad (“BAB”) affiliates of: UTSB, PSIL, Excorp, PanOcean Note 5
affiliates - VSAT services and TAK Nil Nil Nil
- Internet and email infrastructure Nil Nil Nil
- 8Mbps Metro-E Director 28 Nil 28
CCB
57. MBSB BAB and/or its Provision of leased line services/DIA/ Major Shareholders Please refer to 64 Nil 64
affiliates Metro-E by MBSB UTSB, PSIL, Excorp, PanOcean Note 5
and TAK
Director
CCB
58. Maxis Mobitel • Interconnect revenue to MISB Major Shareholders Please refer to 1 564 565
International (Private) Limited • Interconnect expenses paid by UTSB, PSIL, Excorp, PanOcean Note 6 1,056 1,231 2,287
Sdn Bhd (“Mobitel”) MISB and TAK
(“MISB”)
Directors
CCB and Sandip Das ("SD")
59. MMSSB Mobitel • Roaming partner revenue to Major Shareholders Please refer to NA 47 47
MMSSB UTSB, PSIL, Excorp, PanOcean and Note 6
• Roaming partner expenses paid TAK NA 311 311
by MMSSB
Directors
CCB and SD
60. MISB Sri Lanka Telecom • Interconnect revenue to MISB Major Shareholders Please refer to 981 908 1,889
PLC (“SLT”) • Interconnect expenses paid by UTSB, PSIL, Excorp, PanOcean and Note 6 5,526 5,154 10,680
MISB TAK
Directors
CCB and SD
Aggregate Value of Transactions with UTSB Group and its affiliates 31,157 34,347 65,504
61. MMSB UMTS (Malaysia) Provision of corporate support Major Shareholders Please refer to 782 927 1,709
Sdn Bhd (“UMTS”) services by MMSB. Corporate UTSB, PSIL, Excorp, PanOcean, TAK, Note 7
support services include services such THO, Dato’ Badri and MSM
as support functions for accounting,
regulatory, taxation, company Directors
secretarial and human resources Dr. Fahad, ARM, CCB, SD and RR
matters, rental of office space,
stationery & printing costs, repair &
maintenance of office furniture &
fittings, cleaning services for office
buildings and rental of IT equipment
62. MBSB UMTS Provision by MBSB as the mobile Major Shareholders Please refer to 9,688 15,259 24,947
network operator to design, UTSB, PSIL, Excorp, PanOcean, TAK, Note 7
procure, build and operate a 3G THO, Dato’ Badri and MSM
network as per the service level
agreement between MBSB and Directors
UMTS Dr. Fahad, ARM, CCB, SD and RR
Aggregate Value of Transactions with UMTS, a 75% subsidiary of Maxis 10,470 16,186 26,656
63. MMSB Maxis Provision of corporate services by Major Shareholders Please refer to 1,367 1,633 3,000
Communications MMSB. Corporate support services MCB, Binariang GSM Sdn Bhd Note 8
Berhad (“MCB”) include services such as support ("BGSM"), Usaha Tegas Equity Sdn
functions for accounting, regulatory, Bhd ("UTES"), UTSB, PSIL, Excorp,
taxation, company secretarial and PanOcean, TAK, Harapan Nusantara
human resources matters, rental of Sdn Bhd ("HNSB"), THO, Dato'
office space, stationery & printing Badri, MSM, STC Malaysia Holding
costs, repair & maintenance of office Ltd ("STCM"), STC Asia Telecom
furniture & fittings, cleaning services Holding Ltd ("STCAT"), Saudi
for office buildings and rental of IT Telecom Company ("STC") and Public
equipment Investment Fund ("PIF")
Directors
Eng. Saud, Dr. Fahad, GH, ARM, CCB
and SD
DISCLOSURE
OF RECURRENT
RELATED party
transactions
Continued
Company Transacting Nature of Transaction Interested Related Parties Nature of Value Value Aggregate Value
in the Parties Relationship Incurred Incurred from of Transactions
Maxis from 1 Jan 15 Jun 2010 Incurred During
Group 2010 to 14 to 31 Dec the Financial
No Involved Jun 2010 2010 Year
(RM’000) (RM’000) (RM’000)
64. MISB Dishnet Wireless • Interconnect revenue to MISB Major Shareholders Please refer to 7,340 30,237 37,577
Limited (“DWL”) • Interconnect expenses paid by MCB, BGSM, UTES, UTSB, PSIL, Excorp, Note 9 11,825 29,941 41,766
and/or Aircel MISB PanOcean, TAK, HNSB, THO, Dato'
Limited (“Aircel Badri, MSM, STCM, STCAT, STC and PIF
Group”)
Directors
CCB and SD
65. MMSSB DWL • Roaming partner revenue to Major Shareholders Please refer to 85 1 86
MMSSB MCB, BGSM, UTES, UTSB, PSIL, Excorp, Note 9
• Roaming partner expenses paid PanOcean, TAK, HNSB, THO, Dato' 482 10 492
by MMSSB Badri, MSM, STCM, STCAT, STC and PIF
Directors
CCB and SD
66. MMSSB Aircel Limited and/ • Roaming partner revenue to Major Shareholders Please refer to NA 49 49
or its affiliates MMSSB MCB, BGSM, UTES, UTSB, PSIL, Excorp, Note 9
• Roaming partner expenses paid PanOcean, TAK, HNSB, THO, Dato' NA 151 151
by MMSSB Badri, MSM, STCM, STCAT, STC and PIF
Directors
CCB and SD
67. MMSSB Bridge Mobile • Regional bid coordination Major Shareholders Please refer to 473 501 974
Pte Ltd (“Bridge services to MMSSB whereby MCB, BGSM, UTES, UTSB, PSIL, Excorp, Note 10
Mobile”) Bridge Mobile acts as a single PanOcean, TAK, HNSB, THO, Dato'
point of contact and coordinator Badri, MSM, STCM, STCAT, STC and PIF
to provide competitive
bid/business offerings to Director
corporations within the region SD
that requires telecommunications
services
• Preferred roaming services to Nil Nil Nil
MMSSB
Aggregate Value of Transactions with mcb Group and its affiliates 21,572 62,523 84,095
68. MMSB STC • Roaming partner income to Major Shareholder Please refer to 1,305 2,664 3,969
MMSSB STC Note 11
• Roaming partner expenses paid 493 502 995
by MMSSB Directors
Eng. Saud, Dr. Fahad and GH
69. MISB STC and/or its • Interconnect revenue to MISB Major Shareholder Please refer to 2,010 5,001 7,011
affiliates • Interconnect expenses paid by STC Note 11
MISB 3,422 10,589 14,011
Directors
Eng. Saud, Dr. Fahad and GH
70. MMSSB Cell C (Pty) Ltd • Roaming partner income to Major Shareholder Please refer to NA 6 6
(“Cell C”) MMSSB STC Note 12
• Roaming partner expenses paid NA 43 43
by MMSSB
71. MMSSB Kuwait Telecom • Roaming partner income to Major Shareholder STC is a Major NA 17 17
Company (“KTC”) MMSSB STC Shareholder by
• Roaming partner expenses paid virtue of its deemed NA 25 25
by MMSSB equity interest of
25% in BGSM
which in turn
wholly- owns MCB.
STC holds 26%
interest in KTC.
72. MMSSB AVEA lietisim
c • Roaming partner income to Major Shareholder Please refer to NA 34 34
Hizmetleri A.S.
c MMSSB STC Note 13
(“AVEA”) • Roaming partner expenses paid NA 169 169
by MMSSB
Directors
Eng. Saud, Dr. Fahad, GH, CCB
and SD
74. MISB NTS • Interconnect expenses paid by Major Shareholders Please refer to NA Nil Nil
MISB MCB, BGSM, UTES, UTSB, PSIL, Excorp, Note 14
PanOcean, TAK, HNSB, THO, Dato'
Badri, MSM, STCM, STCAT, STC and PIF
Directors
Eng. Saud, Dr. Fahad, GH, CCB
and SD
Aggregate Value of Transactions with NTS, a company of which stc and MCB, both are major shareholders of Maxis,
have 51% and 44% equity interests respectively 811 835 1,646
75. MBSB Communications Provision of leased circuits /DIA and Major Shareholders Please refer to Nil Nil Nil
and Satellite Metro-E by MBSB TAK and MSM Note 15
Services Sdn Bhd
(“CSS”)
76. MBSB Malaysian Jet Provision of business voice services Major Shareholder Please refer to NA Nil Nil
Services Sdn Bhd by MBSB TAK Note 16
(“MJS”)
Aggregate Value of Transactions with a company directly or indirectly controlled by or associated
with TAK in which he is deemed to have an interest, is deemed a major shareholder of Maxis Nil Nil Nil
DISCLOSURE
OF RECURRENT
RELATED party
transactions
Continued
Company Transacting Nature of Transaction Interested Related Parties Nature of Value Value Aggregate Value
in the Parties Relationship Incurred Incurred from of Transactions
Maxis from 1 Jan 15 Jun 2010 Incurred During
Group 2010 to 14 to 31 Dec the Financial
No Involved Jun 2010 2010 Year
(RM’000) (RM’000) (RM’000)
77. MBSB Malaysian Landed BTS rental and electricity charges Major Shareholders Please refer to Note 17 NA 38 38
Property Sdn Bhd payable on monthly basis by MBSB TAK, PanOcean and MSM
(“MLP”)
Aggregate Value of Transactions with a company related to certain Major Shareholders Nil 38 38
Dato’ Mokhzani, a
78. MBSB Kompakar CRC BTS rental and electricity charges Director Director, is also a major NA 17 17
Sdn Bhd (“KCRC”) payable on quarterly basis by MBSB Dato' Mokhzani bin Mahathir shareholder of KCRC by
("Dato' Mokhzani") having a deemed equity
interest of 36.66%
in KCRC. He is also a
shareholder of Maxis by
virtue of his direct equity
interest over 750,000
Shares representing
0.01% of the share
capital in Maxis held
personally.
79. MBSB Flobright BTS rental and electricity charges Director Asgari, a Director, is also NA 26 26
Advertising Sdn payable on monthly basis by MBSB Asgari a director of FASB. He
Bhd (“FASB”) is also a shareholder of
Maxis by virtue of his
direct equity interest
over 750,000 Shares
representing 0.01%
of the share capital in
Maxis held through a
nominee and a major
shareholder of FASB by
virtue of his deemed
equity interest of 50.0%
in FASB.
80. Maxis Agensi Pekerjaan Provision of headhunting, executive Director Asgari, a Director, is also NA 52 52
and/or its Talent2 search and talent mapping services Asgari a director of Talent2. He
affiliates International Sdn to Maxis and/or its affiliates is also a shareholder of
Bhd (“Talent2”) Maxis by virtue of his
direct equity interest
over 750,000 Shares
representing 0.01%
of the share capital in
Maxis held through a
nominee and a major
shareholder of Talent2
by virtue of his deemed
equity interest of 30.0%
in Talent2.
Notes:
1. ASTRO Group
DFSB, MBNS, AMP, AESB and Maestro are wholly-owned subsidiaries of ASTRO whilst KASB is a 48.9% associated company
of ASTRO. ASTRO is a wholly-owned subsidiary of Astro Holdings Sdn Bhd (“AHSB”).
UTSB, PSIL, Excorp and PanOcean who are Major Shareholders with each having a deemed equity interest over
5,250,000,000 Shares representing 70.0% of the issued and paid-up share capital in Maxis in which BGSM has an interest,
by virtue of their deemed equity interest in BGSM which in turn wholly-owns MCB, are also major shareholders of ASTRO
with each having a deemed equity interest over 1,957,209,311 ordinary shares of 10 pence each (“ASTRO Shares”)
representing 100% of the issued and paid-up share capital in ASTRO in which AHSB has an interest, by virtue of their
deemed interest in AHSB.
Excorp is 100% owned by PanOcean and it has a 100% direct controlling interest in PSIL, which in turn has a 99.999%
direct controlling interest in UTSB. PanOcean is the trustee of a discretionary trust, the beneficiaries of which are members of
the family of TAK and foundations, including those for charitable purposes. UTSB’s wholly-owned subsidiaries, Usaha Tegas
Entertainment Systems Sdn Bhd and All Asia Media Equities Ltd hold in aggregate direct equity interest of 34.01% in AHSB.
TAK who is a Major Shareholder with a deemed equity interest over 5,250,000,000 Shares representing 70.0% of the
issued and paid-up share capital in Maxis, is also a major shareholder of ASTRO with a deemed equity interest over
1,957,209,311 ASTRO Shares representing 100% of the issued and paid-up share capital in ASTRO in which AHSB has an
interest. In addition, TAK is also a director of PanOcean, Excorp, PSIL and UTSB. Although TAK and PanOcean are deemed
to have interests in the Shares in which PSIL has an interest, they do not have any economic or beneficial interest over these
Shares as such interest is held subject to the terms of the discretionary trust.
ARM who is a Director, is also a director of PanOcean, Excorp, PSIL and an executive director of UTSB. He does not have
any equity interest in UTSB or in PanOcean, Excorp or in PSIL. In addition, ARM is also the deputy chairman and group chief
executive officer of ASTRO and a director of several subsidiaries of ASTRO including MBNS, AMP and AESB. ARM has a
direct equity interest over 750,000 Shares representing 0.01% of the issued and paid-up share capital in Maxis. ARM does
not have any equity interests in MMSSB, MBSB, MMSB, ASTRO, DFSB, MBNS, AMP, AESB, KASB and Maestro.
THO, Dato’ Badri and MSM are Major Shareholders with each having a deemed equity interest over 5,250,000,000
Shares representing 70.0% of the issued and paid-up share capital in Maxis in which BGSM has an interest, by virtue of
their respective 25% direct equity interest in Harapan Nusantara Sdn Bhd (“Harapan Nusantara”). Harapan Nusantara’s
deemed interest in the voting shares in Maxis in which BGSM has an interest, arises by virtue of Harapan Nusantara being
entitled to control the exercise of 100% of the votes attached to the voting shares in each of Mujur Anggun Sdn Bhd,
Cabaran Mujur Sdn Bhd, Anak Samudra Sdn Bhd, Dumai Maju Sdn Bhd, Nusantara Makmur Sdn Bhd, Usaha Kenanga Sdn
Bhd and Tegas Sari Sdn Bhd (collectively, “Harapan Nusantara Subsidiaries”).
The Harapan Nusantara Subsidiaries hold in aggregate 30% direct equity interest in BGSM and therefore, via such
aggregate interest, Harapan Nusantara has a deemed interest over all the Shares held by MCB in Maxis. The Maxis Shares
held via Harapan Nusantara Subsidiaries are held under discretionary trusts for Bumiputera objects. As such, they do not
have any economic interest in those Shares held by the Harapan Nusantara Subsidiaries as such interest is held subject to
the terms of the discretionary trusts for Bumiputera objects. Further, as THO, Dato’ Badri and MSM exercise or control the
exercise of at least 15% of the votes attached to the voting shares in Maxis, they are deemed to have an interest in the
shares of Maxis’ subsidiaries.
DISCLOSURE
OF RECURRENT
RELATED party
transactions
Continued
THO, Dato’ Badri and MSM are major shareholders of AHSB with each having a deemed equity interest over 177,446,535
ordinary shares of RM0.10 each representing 12.58% of the issued and paid-up share capital in AHSB (“AHSB Shares”)
in which Harapan Terus Sdn Bhd (“HTSB”) has an interest, by virtue of their respective 25% direct equity interest in HTSB.
HTSB is deemed to have an interest in the voting shares in AHSB in which Berkat Nusantara Sdn Bhd, Nusantara Cempaka
Sdn Bhd, Nusantara Delima Sdn Bhd, Mujur Nusantara Sdn Bhd, Gerak Nusantara Sdn Bhd and Sanjung Nusantara Sdn Bhd
(collectively, “HTSB Subsidiaries”) have an interest, by virtue of HTSB being entitled to control the exercise of 100% of the
votes attached to the voting shares in the immediate holding companies in each of HTSB Subsidiaries viz Nusantara Barat
Sdn Bhd, Nusantara Kembang Sdn Bhd, Prisma Mutiara Sdn Bhd, Nada Nusantara Sdn Bhd, Cermat Delima Sdn Bhd and
Cermat Deras Sdn Bhd respectively.
The HTSB Subsidiaries hold in aggregate 12.58% direct equity interest in AHSB and therefore, via such aggregate interest,
HTSB has a deemed interest over all the shares held by the HTSB Subsidiaries in AHSB. The AHSB Shares held via the HTSB
Subsidiaries are held under discretionary trusts for Bumiputera objects. As such, they do not have any economic interest
in those shares held by the HTSB Subsidiaries as such interest is held subject to the terms of the discretionary trusts for
Bumiputera objects. Further, as THO, Dato’ Badri and MSM do not exercise or control the exercise of at least 15% of the
votes attached to the voting shares in ASTRO, they are not deemed to have an interest in the shares of DFSB, MBNS, AMP,
AESB, KASB and Maestro.
Dato’ Badri who is the Chairman and a director of ASTRO, is also a director of MBNS, KASB and several other subsidiaries of
ASTRO.
MSM has a direct equity interest over 11,000 Shares representing 0.0001% of the issued and paid-up share capital in
Maxis. Please refer to Note 4 for MSM’s interests in the UTSB Group.
Dato’ Mohamed Khadar bin Merican (“Dato’ Khadar”), a director of ASTRO is a person connected to MSM. Dato’ Khadar
has a direct equity interest over 20,800 Shares representing 0.0003% of the issued and paid-up share capital in Maxis.
2. Tanjong Group
TCCPM, TGV and PMP are wholly-owned subsidiaries of Tanjong. Tanjong in turn is a wholly-owned subsidiary of Tanjong
Capital Sdn Bhd ("TCSB").
UTSB has a direct equity interest over 71,000,000 shares of RM1.00 each representing 37.49% of the issued and paid-up
share capital of TCSB and an indirect equity interest over 53,688,000 shares of RM1.00 each representing 28.35% of the
issued and paid-up share capital of TCSB held via its wholly-owned subsidiary, Usaha Tegas Resources Sdn Bhd ("UTRSB").
PSIL, Excorp and PanOcean each has a deemed equity interest over 124,688,000 shares of RM1.00 each representing
65.84% of the issued and paid-up share capital of TCSB.
TAK has a deemed equity interest over 124,863,000 TCSB shares representing 65.93% of the issued and paid-up share
capital of TCSB.
Although TAK and PanOcean have deemed interest in the TCSB shares, they do not have any economic or beneficial interest
over such shares, as such interest is held subject to the terms of a discretionary trust.
Asgari who is a Director with a direct equity interest over 750,000 Shares representing 0.01% of the issued and paid-up
share capital in Maxis, has a deemed equity interest over 6,406,000 TCSB shares representing 3.38% of the issued and
paid-up share capital of TCSB.
MSM also has a deemed equity interest over 8,596,000 TCSB shares representing 4.54% of the issued and paid-up share
capital of TCSB. Please refer to Note 1 above for details of MSM's interests in Maxis.
3. MGB Group
TAK is a major shareholder of MGB with a deemed equity interest over 389,933,155 ordinary shares of RM0.78 each
representing 100% of the issued and paid-up share capital of MGB held via MEASAT Global Network Systems Sdn Bhd,
a wholly-owned subsidiary of MAI Holdings Sdn Bhd in which he has a 99.999% direct equity interest. MSS is a wholly-
owned subsidiary of MGB. Hence, TAK also has deemed equity interest over MSS. Please refer to Note 1 above for details of
TAK’s interests in Maxis.
THO is also a director of MSS. Please refer to Note 1 above for details of THO’s interests in Maxis. THO does not have any
equity interest in the shares of MGB or MSS.
ARM and CCB are directors of MGB whilst CCB is also a director of MSS. ARM and CCB do not have any equity interest in
the shares of MGB or MSS. Please refer to Notes 1 and 2 above for ARM's and CCB’s interests in Maxis respectively.
4. UTSB Group
UTHSB is a wholly-owned subsidiary of UTSBM. UTSBM, UTP, UTESSB and SRGAP are wholly-owned subsidiaries of UTSB.
UTSB, PSIL, Excorp, PanOcean and TAK are also major shareholders of UTSBM, UTHSB, UTP, UTES and SRGAP (collectively,
“UTSB Group”). Please refer to Note 1 above for details of their interests in Maxis.
ARM and CCB are also executive directors of UTSB. ARM and CCB do not have any equity interest in the shares of UTSB or
UTSB Group. Please refer to Notes 1 and 2 above for ARM's and CCB’s interests in Maxis respectively.
MSM is also a director of certain subsidiaries of UTSB and an employee of the UTSB Group. MSM does not have any equity
interest in the shares of the UTSB Group. Please refer to Note 1 above for details of MSM’s interests in Maxis.
DISCLOSURE
OF RECURRENT
RELATED party
transactions
Continued
5. BAB Group
BAB is an associated company of UTSB. UTSB has a 49% deemed equity interest in BAB.
Major Shareholders, UTSB, PSIL, Excorp, PanOcean and TAK are also major shareholders of BAB and its subsidiaries with
each having a deemed equity interest of 49% in BAB. Please refer to Note 1 above for their respective interests in Maxis.
CCB is also a director of BAB and certain subsidiaries of BAB. CCB does not have any equity interest in the shares of BAB.
Please refer to Notes 2 and 4 for CCB's interests in Maxis and UTSB.
6. SLT and Mobitel
Mobitel is a wholly-owned subsidiary of SLT. UTSB has a 44.98% deemed equity interest in SLT and a 100% deemed equity
interest in Mobitel.
Major Shareholders, UTSB, PSIL, Excorp, PanOcean and TAK each has a deemed equity interest of 44.98% in SLT and
a 100% deemed equity interest in Mobitel. Please refer to Note 1 above for interests in Maxis of UTSB, PSIL, Excorp,
PanOcean and TAK.
CCB and SD who are Directors, are also directors of MMSSB, MISB and certain subsidiaries of Maxis, as well as of SLT and
Mobitel but do not have any equity interests in the shares of SLT or Mobitel. SD has a direct equity interest over 750,000
Shares representing 0.01% of the issued and paid-up share capital in Maxis. ARM is a director of Global Telecommunications
Holdings NV through which entity UTSB holds its equity interest in SLT. Please refer to Notes 2 and 4 for CCB's interests in
Maxis and UTSB and Notes 1 and 4 for ARM’s interests in Maxis and UTSB respectively.
7. UMTS
UMTS is a wholly-owned subsidiary of Advanced Wireless Technologies Sdn Bhd (“AWT”) which in turn is a 75% subsidiary
of Maxis. The remaining 25% equity interest in AWT is held by MBNS Multimedia Technologies Sdn Bhd (“MMT”), which in
turn is wholly-owned by ASTRO.
Major Shareholders, UTSB, PSIL, Excorp, PanOcean and TAK each has a deemed equity interest of 100% in UMTS whilst
THO, Dato’ Badri and MSM each has a deemed equity interest of 75% in UMTS. Please refer to Note 1 above for their
respective interests in Maxis and ASTRO.
Dr. Fahad, CCB and SD who are Directors are also directors of MBSB, MMSB and several other subsidiaries of Maxis. Dr.
Fahad and SD are also directors of AWT and UMTS. Dr. Fahad does not have any equity interest in the shares in Maxis.
Please refer to Notes 1 and 4 for ARM’s interests in Maxis and UTSB, Notes 2 and 4 for CCB's interests in Maxis and UTSB
and Note 6 for SD’s interest in Maxis respectively.
RR who is a director of AWT and UMTS, is also a director of MBSB, MMSB and certain subsidiaries of Maxis. RR has a direct
equity interest over 375,000 Shares representing 0.005% of the issued and paid-up share capital in Maxis.
9. Aircel Group
MCB holds 74% effective equity interest in Aircel Limited and DWL.
All Substantial Shareholders as set out in pages 229 to 231 of this Annual Report (except for EPF) are also Major
Shareholders of Aircel Group. Please refer to the notes (1) to (12) as set out in pages 230 to 231 of this Annual Report for
the interests of the interested Major Shareholders.
Directors, Eng. Saud, Dr. Fahad, GH, ARM, CCB and SD are also directors of MCB. CCB and SD are also directors of Aircel
Limited and DWL. Eng. Saud, Dr. Fahad, GH, ARM, CCB and SD do not have any equity interest in the shares of Aircel
Limited or DWL. Please refer to Notes 1, 2 and 6 above for interests in Maxis of ARM, CCB and SD respectively and Note 8
above for interests in Maxis of Eng. Saud, Dr. Fahad and GH respectively.
All Substantial Shareholders as set out in pages 229 to 231 of this Annual Report (except for EPF) are also Major
Shareholders of Bridge Mobile. Please refer to the notes (1) to (12) as set out in pages 230 to 231 of this Annual Report for
the interests of the interested Major Shareholders.
SD is also a director of Bridge Mobile and he does not have any equity interest in the shares of Bridge Mobile. Please refer
to Notes 6 and 8 above for SD’s interests in Maxis and MCB respectively.
11. STC
STC is a Major Shareholder by virtue of its deemed equity interest of 25% in BGSM which in turn wholly-owns MCB.
Directors, Eng. Saud, Dr. Fahad and GH are also employees of STC. Eng. Saud is also the group chief executive officer of
STC whilst Dr. Fahad is also a director of MMSSB, MISB and several other subsidiaries of Maxis and the head of Strategic
Investments Unit of STC. GH is also the chief executive officer (International) of STC. Please refer to Note 8 above for
interests in Maxis of Eng. Saud, Dr. Fahad and GH respectively.
DISCLOSURE
OF RECURRENT
RELATED party
transactions
Continued
12. Cell C
STC is a Major Shareholder by virtue of its deemed equity interest of 25% in BGSM which in turn wholly-owns MCB.
STC through STC Turkey Holding Ltd (“STC Turkey”) holds 35% interest in Oger Telecom Limited (“Oger”). Oger holds
75% interest in 3C Telecommunications (Proprietary) Limited, which in turn holds 100% interest in Cell C.
13. AVEA
STC is a Major Shareholder by virtue of its deemed equity interest of 25% in BGSM which in turn wholly-owns MCB.
STC through STC Turkey holds 35% interest in Oger, which in turn holds 99% interest in Oger Telekomunikasyon A.S.
(“OTAS”). OTAS holds 55% interest in Turk Telekom, which in turn holds 81% interest in AVEA.
14. NTS
STC has a 51% equity interest in NTS while MCB has a 44% equity interest in NTS.
All Substantial Shareholders as set out in pages 229 to 231 of this Annual Report (except for EPF) are also Major
Shareholders of NTS. Please refer to the notes as set out in pages 230 to 231 of this Annual Report for the interests of the
interested Major Shareholders.
Directors, Eng. Saud, Dr. Fahad, GH, CCB and SD are also Commissioners of NTS. Dr. Fahad, CCB and SD are also directors
of MMSSB and MISB. Eng. Saud, Dr. Fahad, GH, CCB and SD do not have any equity interest in MMSSB, MISB or NTS.
Please refer to Notes 2, 6 and 8 above for interests in Maxis of CCB, SD, Eng. Saud, Dr. Fahad and GH, respectively and
Note 11 above for interests in STC of Eng. Saud, Dr. Fahad and GH.
15. CSS
Major Shareholders, TAK and MSM are also major shareholders of CSS each with a deemed equity interest of 49% and
51% in CSS respectively. Please refer to Note 1 above for their respective interests in Maxis.
16. MJS
Maya Krishnan Tatparanandam (“TMK”), a major shareholder of MJS, is a person connected to TAK. TMK is not a director
of MJS. Please refer to Note 1 above for details of TAK's interests in Maxis.
17. MLP
Major Shareholders, TAK and PanOcean are also major shareholders of MLP with each having a deemed equity interest of
100% in MLP. Please refer to Note 1 above for their respective interests in Maxis.
MSM is a director of MLP and does not have any equity interest in the shares of MLP. Please refer to Note 1 above for details
of MSM’s interests in Maxis.
Some of the media airtimes, publications and programme sponsorship arrangements (“Media Arrangements”) of the Maxis group are
concluded on normal commercial terms with independent media buying agencies whose role is to secure advertising or promotional
packages for their clients. These Media Arrangements may involve companies in the Astro group which are licensed to operate
satellite Direct-to-Home television and FM radio services, and undertakes a number of other multimedia services in Malaysia. The
transactions between the media buying agencies and the Astro group are based on terms consistent with prevailing rates within
the media industry. For the financial year ended 2010 the value of such transactions, which are not related party transactions entered
into by the Maxis Group and the Astro group and excluded from the related party transactions disclosed elsewhere in this Annual
Report, amounted to RM3,393,000.00.
additional
disclosureS
Material contracts of Maxis Berhad ("Company") and its subsidiaries, involving Directors’ and Major shareholders’
interests, either still subsisting at the end of financial year 2010 or, if not then subsisting, entered into since the end of
financial year 2009
1. Licence Agreement 20 October 2009 The Company Grant by MCB to the Company and its
subsidiaries of a perpetual, royalty-free licence
Maxis Communications Berhad to use in Malaysia, trademarks and service
(“MCB”) marks that are registered in the name of MCB
2. Transponder Lease 17 October 2007 Maxis Broadband Sdn. Bhd. (“MB”) Leasing of transponders for Measat-3 by MB
for Measat 3, for use of bandwidth capacity
supplemented by Supplemental letter Measat Satellite Systems Sdn. Bhd.
supplemental letters no. 1: 20 May 2009 (“MSS”)
nos. 1 – 4
Supplemental letter
no. 2: 9 June 2009
Supplemental letter
no. 3: 17 February
2010
Supplemental letter
no. 4: 17 June 2010
3. Teleport Services 17 October 2007 MB Lease rentals of MSS teleport and earth station
Agreement (Lease facility by MB
rentals of Measat MSS
earth station facility)
The consideration of each party for the agreement Fulfilment of promises and cash of RM10 MCB is a major shareholder of the
is the exchange of promises and a cash payment of Company. The Company is a 70%
RM10 payable by the Company subsidiary of MCB
Service fee payable by MB to MSS Cash Please see Note 2 below for further details
on the relationship between MB and MSS
Rental fee payable by MB to MSS Cash Please see Note 2 below for further details
on the relationship between MB and MSS
additional
disclosureS
Continued
5. (a) Agreement for 11 April 2008 MB The agreements in 5(a) and (b) provide for
3G Service Level for arrangements relating to the migration by
design, build and UMTS (Malaysia) Sdn. Bhd. UMTS of provision of 3G wholesale services to
operation of 3G (“UMTS”) MB for MB to provide 3G wholesale services
MBSB Network and to licensees under the Communications and
Migration of 3G Multimedia Act 1998 who are authorised to
Wholesale Services provide 3G mobile services to end users
Provision
6. Services Agreement 14 February 2011 Maxis Mobile Services Sdn. Bhd. Procurement of customer call handling and
(“MMS”) telemarketing services by MMS from SRG
7*. Extension Agreement 15 December 2010 Maxis Mobile Sdn. Bhd. (“MM”) Agreement for the extension of the term
of a shareholder’s loan amounting to
Advanced Wireless Technologies Sdn. RM104,923,583.64 owing by AWT to MM, for
Bhd. (“AWT”) a further period of 5 years from 24 November
2010
Undertakings and agreements in the agreements Fulfilment of undertakings and agreements Please see Note 3 below for further details
in the agreements on the relationship between MB and UMTS
Consideration passing from MMS to SRG is Cash MMS is a wholly-owned subsidiary of the
RM113.8 million Company
Undertakings and agreements in the agreements Fulfilment of undertakings and agreements MM and AWT are subsidiaries of the
in the agreements Company
additional
disclosureS
Continued
8.* Extension Agreement 15 December 2010 MBNS Multimedia Technologies Sdn. Agreement for the extension of the term
Bhd. (“MMT”) of a shareholder’s loan amounting to
RM33,059,601.83 owing by AWT to MMT, for
AWT a further period of 5 years from 9 December
2010
No. Contract Name of lender Relationship between borrower Purpose of the loan
and borrower and Director or Major Shareholder
(if Director or Major Shareholder is
not the borrower)
1. Extension agreement Lender: MM Please refer to Notes 1 and 3 below To provide capital support for AWT, the holding
between MM and for further details on the relationship company of UMTS
AWT Borrower: AWT between MM and AWT
2. Extension agreement Lender: MMT Please refer to Note 3 below for To provide capital support for AWT, the holding
between MMT and further details on the relationship company of UMTS
AWT Borrower: AWT between MMT and AWT
Undertakings and agreements in the agreements Fulfilment of undertakings and agreements Please see Note 3 below for further details
in the agreements on the relationship between AWT and
MMT
Amount of the loan Interest rate Terms as to payment of interest and Security provided
repayment of principal
RM104,923,583.64 1% per annum above the The loan together with interest accrued Nil
base lending rate of Malayan shall be repaid on 24 November 2015
Banking Berhad
RM33,059,601.83 1% per annum above the The loan together with interest accrued Nil
base lending rate of Malayan shall be repaid on 9 December 2015
Banking Berhad
additional
disclosureS
Continued
Notes:
1. Binariang GSM Sdn Bhd, Usaha Tegas Equity Sdn Bhd, Usaha Tegas Sdn Bhd (“UTSB”), Pacific States Investment Limited
(“PSIL”), Excorp Holdings N.V. (“Excorp”), PanOcean Management Limited (“PanOcean”), Ananda Krishnan Tatparanandam
(“TAK”), Harapan Nusantara Sdn Bhd, Tun Haji Mohammed Hanif bin Omar ("THO"), Dato’ Haji Badri bin Haji Masri (“Dato’
Badri”), Mohamad Shahrin bin Merican (“MSM”), STC Malaysia Holding Ltd, STC Asia Telecom Holding Ltd, STC and Public
Investment Fund, who are Major Shareholders of the Company are also major shareholders of MCB. The Company is a 70%
subsidiary of MCB.
Ghassan Hasbani (“GH”), Dr Zeyad Thamer H. AlEtaibi (“ZT”), Dr Fahad Hussain S. Mushayt (“FH”), Augustus Ralph Marshall
(“ARM”), Chan Chee Beng (“CCB”) and Sandip Das (“SD”) are Directors of MCB and the Company. FH, CCB, SD and Rossana
Annizah Ahmad Rashid ("RR") are also Directors of MMS, MB and MM. FH, SD and RR are Directors of AWT and UMTS. ZT, FH
and GH are also employees of STC. ZT is the Vice President of Network Sector of STC, FH is the head of Strategic Investments
Unit of STC and GH is also the chief executive officer (International) of STC. In addition, ARM, CCB, SD and RR are the
shareholders of the Company.
2. MSS is a wholly-owned subsidiary of MGB. TAK who is a Major Shareholder of the Company is also a major shareholder of
MGB.
THO who is a Major Shareholder of the Company is also a director of MSS.
ARM and CCB are directors of MGB whilst CCB is also a director of MSS. Please refer to Note 1 above for the relationships and
interests of ARM and CCB in the Company.
3. UMTS is a wholly-owned subsidiary of AWT which in turn is a 75% subsidiary of the Company. The remaining 25% equity
interest in AWT is held by MBNS Multimedia Technologies Sdn Bhd (“MMT”), which in turn is wholly-owned by ASTRO Malaysia
Holdings Sdn Bhd ("AMH"). AMH is a wholly-owned subsidiary of ASTRO Networks (Malaysia) Sdn Bhd which in turn is wholly-
owned by ASTRO Holdings Sdn Bhd ("AHSB").
UTSB, PSIL, Excorp, PanOcean, TAK, THO, Dato’ Badri and MSM who are Major Shareholders of the Company are also major
shareholders of AMH.
ARM is also a director of AHSB and AMH. Please refer to Note 1 above for the relationships and interests of FH, ARM, CCB, SD
and RR in the Company, MCB, AWT and UMTS.
Dato’ Mohamed Khadar bin Merican ("Dato' Khadar"), a director of AMH is a person connected to MSM. Dato' Khadar is also
a shareholder of the Company.
4. SRGAP is a wholly-owned subsidiary of UTSB.
UTSB, PSIL, Excorp, PanOcean and TAK are also major shareholders of SRGAP. Please refer to Note 1 above for details of their
interests in the Company.
ARM and CCB are also executive directors of UTSB. Please refer to Note 1 for ARM's and CCB’s interests in the Company
respectively.
MSM is also a director of certain subsidiaries of UTSB. Please refer to Notes 1 and 3 above for details of MSM’s interests in the
Company.
GLOSSARY
GLOSSARY
Continued
MAxis
centreS
MAXIS
EXCLUSIVE
PARTNERS
MAXIS
EXCLUSIVE
PARTNERS
Continued
One To One Plantronics Segamat Tian Huat Takacom Cellular Sdn Bhd
Communications Sdn Bhd Communications Sdn Bhd Lot No. F30, Giant
No. 61, Jalan Ss2/75 30, Jalan Murni 25/61 No. 1, Jalan Batu Anam Hypermarket Putra Heights
47300 Petaling Jaya Taman Sri Muda 73400 Gemas Mukim Damansara
Selangor 40000 Shah Alam, Selangor Negeri Sembilan Daerah Petaling
Tel: 03-7873 5887 Tel: 03-51229966 07-9326326 46150 Petaling Jaya
Selangor
One To One P & D Mobile Center Takacom Cellular Sdn Bhd Tel: 03-21444079
Communications Sdn Bhd Sdn Bhd F13, Giant Hypermarket
Lot G42, Ground Floor Lg 5, Lower Ground Floor Bandar Kinrara The Hello Station (M)
Selayang Mall, Jalan Su9 Plaza Metro Kajang Jalan Bk5A/1, Bandar Kinrara Sdn Bhd
Taman Selayang Utama Jalan Tun Abdul Aziz 47100 Puchong, Selangor Lot 2F-21B, 2nd Floor
68100 Batu Caves, Selangor 43000 Kajang, Selangor 03-80701266 Bangsar Village II
Tel: 03-79877121 Tel: 03-87393799 2, Jalan Telawi Satu
Takacom Cellular Sdn Bhd Bangsar Baru
One To One Pd Tele-Zone Lot S-043b, 2nd Floor 59100 Kuala Lumpur
Communications Sdn Bhd No. 37, Raja Aman Shah Mid Valley Mega Mall 03-21411800
L2-08, Second Floor 71000 Port Dickson Lingkungan Syed Putra
Tropicana City Mall Negeri Sembilan 58000 Kuala Lumpur The Hello Station (M)
No. 3, Jalan 20/27 Tel: 06-6464696 Tel: 03-22870255 Sdn Bhd
47400 Petaling Jaya, Selangor Lot F137, 1St Floor
Tel: 03-79877121 Speed Power Mobileworld Takacom Cellular Sdn Bhd Bangsar Shopping Centre
Sdn Bhd Lot A30, Ground Floor 285, Jalan Maarof
Orange Mobile (M) No. 15, Jalan Maxwell Giant Hypermarket Bukit Bandaraya
Sdn Bhd 48000 Rawang, Selangor Shah Alam 59000 Kuala Lumpur
No. 90, Lorong Mamanda 1 Tel: 03-60926266 Lot 2, Persiaran Sukan 03-21411800
Ampang Point Seksyen 13, 40100
68000 Ampang, Selangor Speed Power Mobileworld Shah Alam, Selangor Uni Pacific
Tel: 03-42511733 Sdn Bhd Tel: 03-21444079 117-G, Jalan Tmn Komersial
No. 41, Jalan Meranti 1A Senawang 6
Phone Star Marketing Bandar Utama Batang Kali Takacom Cellular Sdn Bhd Taman Komersial Senawang
Sdn Bhd 44300 Batang Kali, Selangor No. A03, Ground Floor 70400 Seremban
No. 5, Jalan Pjs 8/5 Tel: 03-60571124 Giant Hypermarket Negeri Sembilan
Bandar Sunway Lot 10243, Jalan Batu Caves, Tel: 06-6781279
46150 Petaling Jaya Speed Dial Sdn Bhd Bandar Selayang
Selangor Lot LG220 68100 Selayang, Selangor Vs Com Sdn Bhd
03-56351878 Lower Ground Floor Tel: 03-21444079 Lot 08, 1st Floor
Promenade, One Utama Terminal 1 Shopping Centre
Power Vantage Cellular Shopping Complex Takacom Cellular Sdn Bhd No. 20B Jalan Lintang
Sdn Bhd No. 1 Lebuh Bandar Utama Lot F29, Giant Hypermarket 70200 Seremban
No. 61, Ground & 1st Floor Bandar Utama Kota Damansara Negeri Sembilan
Jalan Usj 10/1A, Taipan 47800 Petaling Jaya No. 16, Jalan PJU5/1 Tel: 06-6736226
Triangle, Uep Subang Jaya Selangor 47810 Petaling Jaya
47620 Subang Jaya, Selangor Tel: 03-77255686 Selangor Web Caterpillar Sdn Bhd
Tel: 03-56377133 Tel: 03-21444079 No. 50, Jalan 2/23A
Danau Kota
Off Jalan Genting Kelang
53300 Kuala Lumpur
Tel: 03-41438828
MAXIS
EXCLUSIVE
PARTNERS
Continued
Golden Eagle Telecomm Mega-Star Enterprise Northern Point Cellular & Optimus Enterprise
Enterprise Sk1-Sk4, 2nd Floor Accessories No. 1205, Jalan Datuk Haji
21, Jalan Raja Sunway Carnival Shopping G33-34, Ground Floor Ahmad Badawi
35000 Tapah, Perak Mall, Seberang Jaya Prangin Mall-Komtar 13200 Kepala Batas
Tel: 05-4010828 13700 Prai Jalan Dr Lim Chwee Leong Pulau Pinang
Pulau Pinang 10100 Pulau Pinang Tel: 04-5780111
Genting North Tel: 04-3900498 Tel: 04-2632929
Telekomunikasi Pusat Komunikasi Tm
Jerai Plaza, Lot 37 Mega-Star Enterprise Northern Point Cellular & No. 13, Jalan Bunga Raya
No. 1, Taman Jerai Maju No. 111, Jalan Taiping Accessories 35900 Tanjong Malim, Perak
Tel: 05-4583435
08300 Gurun, Kedah 34200 Parit Buntar, Perak 170-3-15, Persiaraan Gurney
Tel: 04-4685001 Tel: 04-3900498 3rd Floor Gurney Plaza
Phone Global Enterprise
10250 Pulau Pinang
No. 136, Jalan Sukamari
Kedai Telekomunikasi Metro Comm Marketing Tel: 04-210 3232
06700 Pendang, Kedah
Yu Yee Enterprise Tel: 04-7712054
No. 49, Sungai Batu 71, Jalan Sultan Abdul Jalil Northern Point Cellular &
34900 Pantai Remis, Perak 30300 Ipoh, Perak Accessories Polycall Sdn Bhd
Tel: 05-677 3117 Tel: 05-2433288 G-25, Aeon Seberang Prai No. 104
City Shopping Centre Jalan Pandak Mayah 5
Khai Shan Enterprise Metro Comm Marketing Bandar Perda Pekan Pandak Mayah, Kuah
No. 9, Lorong Mara Enterprise 14000 Bukit Mertajam 07000 Langkawi, Kedah
Pokok Sena 35, Lebuh Dewangsa Pulau Pinang Tel: 04-9663388
06400 Alor Star, Kedah 31000 Batu Gajah Tel: 04-2103233
Tel: 04-7825654 Perak Qq Kedai Telekomunikasi
Tel: 05-3651688 Northern Point Cellular & No. 13, Jalan Panggung
Lbl Multi Trading Accessories Wayang
No. 1 , Jalan Keruing Million Tele-Communication Lot 1-2-08, Tesco Penang 35500 Bidor, Perak
Kaw Perniagaan Simpang Sdn Bhd No. 1, Lebuh Tengku Kudin Tel: 05-4342233
Ampat, 14100 Simpang No. 80 Jalan Kampar Bandar Jelutong
Ampat, Pulau Pinang 30250 Ipoh, Perak 11700 Gelugor, Pulau Pinang Rayson Communication
Tel: 04-5681111 Tel: 05-2424333 Tel: 04-6595929 & Trading
6965, Jalan Ong Yi How
12300 Butterworth
Lsy Gold Million Tele- Nss Automation Trading
Pulau Pinang
Telecommunication Communication Sdn Bhd 27G, Jalan Intan 2
Tel: 04-3329111
Sdn Bhd No. 28, Ground Floor Bandar Baru Teluk Intan
No. 142, Ground Floor Medan Sibilin 36000 Teluk Intan, Perak Rayson Communication
Jalan Simpang Kuala 30300 Ipoh, Perak Tel: 05-6236439 & Trading
Bandar Baru Simpang Kuala Tel: 05-5261388 Lot K, Ground Floor
05400 Alor Star, Kedah Nss Automation Trading Tesco Extra Sungai Dua
Tel: 04-7771688 Minitel Enterprise No. 183, Taman Sitiawan 11700 Gelugor, Pulau Pinang
G-06, Jitra Mall Maju, Jalan Lumut Tel: 04-5393888
Mega-Star Enterprise 06000 Jitra, Kedah 32000 Sitiawan, Perak
Megamal Pinang Tel: 04-9163533 Tel: 05-6914328 Rayson Communication
Lot G, 10 Ground Floor & Trading
Ft 1 2828 Jalan Baru Met One Marketing Netra Communication 1F-39, Landmark Central
Bandar Prai Jaya No. 23, Kedai Belakang Kfc Sdn Bhd Shopping Centre
13600 Seberang Prai Jalan Pasar 8 Jalan Teoh Moo Soo No. 1, Jalan Klc 1
Pulau Pinang 09100 Baling, Kedah 09000 Kulim, Kedah 09000 Kulim, Kedah
Tel: 04-3900498 Tel: 04-4700199 Tel: 04-4901778 Tel: 04-5393888
MAXIS
EXCLUSIVE
PARTNERS
Continued
Takacom Cellular Sdn Bhd Cinitron Tele & Electric Incomm Marketing Mix Mobile
No. 49, Jalan Ahmad Shah 1 F14, 1st Floor Kluang Parade Sdn Bhd Telecommunications (M)
Lurah Temerloh No. 2, Jalan Sentol S48 2nd Floor Sdn Bhd
28000 Temerloh, Pahang 86000 Kluang, Johor Jusco Aeon Shopping Centre No. 10, Jalan Delima Raya 1
Tel: 03-21444079 Tel: 07-7711919 Taman Bukit Indah Taman Delima Raya
81200 Johor Bahru, Johor Bukit Baru
Tct Sales & Services Cinitron Tele & Electric Tel: 07-2328815 75150 Melaka
Sdn Bhd No. 166, Jalan Besar Tel: 06-2311311
Kcp 43, Kemaman Centre 83700 Yong Peng, Johor Incomm Marketing
Point, Fasa 1 Jalan Limbong Tel: 07-4677611 Sdn Bhd Mu Communications Centre
24000 Kemaman 151, Jalan Sutera Sh47, Jalan Besar
Terengganu Cosmos Communications Taman Sentosa 81500 Pekan Nenas, Johor
Tel: 09-8582862 No 97-3, Jalan Rahmat 80150 Johor Bahru, Johor Tel: 07-6992131
83000 Batu Pahat, Johor Tel: 07-3338555 M Tel Mobile & Services
The One Mobile Sdn Bhd 07-4383000 No. 18, Jalan Dedap 20
G-11, Tingkat Bawah Le Vantage Cellular Comm Taman Johor Jaya
Plaza Paya Bunga Denwaki Trading Sdn Bhd 81100 Johor Bahru, Johor
21000 Kuala Terengganu No. 60, Jalan Tengah G43 Ground Floor Tel: 07-3513135
Terengganu Bukit Bakri Tesco Desa Tebrau
Tel: 09-2901818 84200 Muar, Johor H.S (D) 439286, Lot Ptd Net Two Communications
Tel: 06-9868687 140212 Mukim Tebrau No. 10, Jalan Kasih 1
Ww Tele Communication 81100 Johor Bahru, Johor Taman Kasih
Enterprise Friendship Tel: 07-3578728 86200 Simpang Rengam
No. 6, Jalan Besar Telecommunication Johor
Cameron Highlands Sdn. Bhd. Le Vantage Cellular Tel: 07-7555522
39000 Tanah Rata, Pahang 40, Jalan Perwira 1 Communication Sdn Bhd
Tel: 05-4915733 Taman Ungku Tun Aminah Lot B16 One Two Call
Skudai, 81300 Johor Bahru Giant Plentong Hypermarket Telecommunications
SOUTHERN REGION Johor Jalan Masai Lama Lot G15, Ground Floor
Tel: 07-5563633 81750 Masai, Johor Kompleks Melaka Mall
Asiatel Technology Sdn Tel: 07-3863086 Leboh Ayer Keroh
Bhd Galaxy Phone (M) Sdn Bhd 75450 Air Keroh, Melaka
No. 1, Jalan Sialang, Tangkak A9, Giant Hypermarket Le Vantage Cellular Comm Tel: 06-2324333
84900 Tangkak, Johor Tampoi Sdn Bhd
Tel: 06-9788877 Lot 54, Jalan Skudai, Tampoi 9, Jalan Permas 10/1 Shining Telecommunication
81200 Johor Bahru, Johor Bandar Baru Permas Jaya Sdn Bhd
B Jaya Telecommunications Tel: 07-3326393 81100 Johor Bahru, Johor Lot 1.23, Plaza Pelangi
SSu 1441 Tel: 07-3863086 Jalan Kuning, Taman Pelangi
Jalan Masjid Tanah Ria Utama G-One Communication 80400 Johor Bahru, Johor
Taman Masjid, Tanah Ria Sdn Bhd Lt Phone Centre Tel: 07-3330900
78300 Masjid Tanah, Melaka No. 7, Jalan Suria 3 No. 78 Jalan Omar, Muar
Tel: 06-3845005 Bandar Baru Seri Alam 84150 Parit Jawa, Johor Shining Telecommunication
81750 Masai, Johor Tel: 06-9873115 Sdn Bhd
Cinitron Tele & Electric Tel: 07-2526733 G63, Ground Floor, IOI Mall
10, Jalan Dato Rauf Bandar Putra, Lebuh Putra
86000 Kluang, Johor Utama Bandar Putra
Tel: 07-7768222 81000 Kulai, Johor
Tel: 07-5985988
NOTICE OF ANNUAL
GENERAL MEETING
NOTICE IS HEREBY GIVEN THAT the Second Annual General Meeting of MAXIS BERHAD (“the Company”) will be held on Tuesday,
31 May 2011 at 10.00 am at the Grand Ballroom, Level 1, Mandarin Oriental, Kuala Lumpur City Centre, 50088 Kuala Lumpur,
Malaysia for the following purposes:-
AGENDA
1 To consider the Audited Financial Statements of the Company and of the Group for the financial year ended
31 December 2010 and the Reports of the Directors and Auditors thereon. Please refer to Note A.
2 To declare a final single-tier tax exempt dividend of 8 sen per ordinary share for the financial year ended 31 Resolution 1
December 2010.
3 To re-elect the following Directors who retire pursuant to Article 114(1) of the Company’s Articles of
Association and who being eligible, have offered themselves for re-election:
(i) Robert William Boyle Resolution 2
(ii) Augustus Ralph Marshall Resolution 3
(iii) Chan Chee Beng Resolution 4
4 To re-elect Dr. Zeyad Thamer H. AlEtaibi who was appointed to the Board on 10 February 2011 and retires Resolution 5
pursuant to Article 121 of the Company’s Articles of Association.
5 To re-appoint Messrs. PricewaterhouseCoopers as Auditors of the Company to hold office from the Resolution 6
conclusion of this meeting until the conclusion of the next annual general meeting and to authorise the
Directors to fix their remuneration.
NOTICE IS HEREBY GIVEN THAT subject to the approval of shareholders at the Second Annual General Meeting
to be held on 31 May 2011, a final single tier tax exempt dividend of 8 sen per ordinary share for the financial
year ended 31 December 2010 will be paid on 6 July 2011 to Depositors registered in the Record of Depositors
at the close of business on 22 June 2011.
A Depositor shall qualify for entitlement to the dividend only in respect of:
(a) shares transferred to such Depositor’s securities account before 4.00 p.m. on 22 June 2011 in respect of
transfers; and
(b) shares bought on Bursa Malaysia Securities Berhad on a cum entitlement basis according to the Rules of
Bursa Malaysia Securities Berhad.
DIPAK KAUR
LS 5204
Company Secretary
9 May 2011
Kuala Lumpur
NOTICE OF ANNUAL
GENERAL MEETING
Continued
NOTES:
A. This Agenda item is meant for discussion only as under the provisions of Section 169(1) of the Companies Act, 1965 (“Act”) and the
Company’s Articles of Association, the audited accounts do not require the formal approval of shareholders and hence, the matter
will not be put forward for voting.
Proxy
1. A member of the Company entitled to attend and vote at this meeting is entitled to appoint one or more proxies to attend and
vote for him/her provided that the number of proxies appointed shall not be more than two except in the circumstances set out in
notes 2 and 3. A proxy may but need not be a member of the Company, and the provision of section 149(1)(b) of the Act shall not
apply to the Company.
2. Where a member of the Company is also a substantial shareholder (within the meaning of the Act) per the Record of Depositors,
such member shall be entitled to appoint up to (but not more than) five proxies.
3. Where a member of the Company is an authorised nominee, it may appoint at least one proxy in respect of each securities account
it holds to which ordinary shares in the Company are credited. Each appointment of proxy by an authorised nominee shall be by
a separate instrument of proxy which shall specify the securities account number and the name of the beneficial owner for whom
the authorised nominee is acting.
5. Where a member appoints more than one proxy the appointment shall be invalid unless he/she specifies the proportions of his/her
holdings to be represented by each proxy.
6. The instrument appointing a proxy must be deposited at the registered office of the Company at Level 18, Menara Maxis, Kuala
Lumpur City Centre, Off Jalan Ampang, 50088 Kuala Lumpur, Malaysia, not less than 48 hours before the time appointed for
holding the meeting or adjourned meeting or in the case of a poll, not less than 24 hours, before the time appointed for the taking
of the poll; otherwise the instrument of proxy shall not be treated as valid and the person so named shall not be entitled to vote in
respect thereof. Fax copies of the duly executed form of proxy are not acceptable.
7. A proxy may vote on a show of hands and on a poll. If the form of proxy is returned without an indication as to how the proxy shall
vote on any particular matter the proxy may exercise his discretion as to whether to vote on such matter and if so, how.
8. The lodging of a form of proxy does not preclude a member from attending and voting in person at the meeting should the
member subsequently decide to do so.
Toll-Free Line
A toll-free line has been set up to attend to all queries from shareholders pertaining to the Form of Proxy and matters relating to the
Second Annual General Meeting. The toll-free number is 1800 828 001 and will be valid from 9 May 2011 to 1 June 2011.
of……………………………………………………………………………………………………………………………..……..................…………………..
(ADDRESS)
telephone no. ………..…………..…………………..............………............. being a member of Maxis Berhad (“the Company”), hereby appoint
of……………………………………………………………………………………………………………………………..……..............………………....…..
(ADDRESS)
of……………………………………………………………………………………………………………………………..……..............……..…………….....
(ADDRESS)
of……………………………………………………………………………………………………………………………....……..............………………...…..
(ADDRESS)
of……………………………………………………………………………………………………………….……………..……..............………………….....
(ADDRESS)
of……………………………………………………………………………………………………………………………..……..............………………….......
(ADDRESS)
or failing *him/*her, THE CHAIRMAN OF THE MEETING as *my/*our proxy/*proxies to vote for *me/*us and on *my/*our behalf at the Second Annual
General Meeting of the Company to be held on 31 May 2011 at 10.00 am at the Grand Ballroom, Level 1, Mandarin Oriental, Kuala Lumpur City
Centre, 50088 Kuala Lumpur, Malaysia and at any adjournment thereof. *I/*We indicate with an “ 3 “ or “5“ in the spaces below how *I/*we wish
*my/*our vote to be cast:
AGENDA
1 To consider the Audited Financial Statements and the Reports of the Directors and Auditors thereon.
ORDINARY RESOLUTIONS FOR AGAINST
2 Declaration of final dividend (Resolution 1)
3 (i) Re-election of Robert William Boyle (Resolution 2)
3 (ii) Re-election of Augustus Ralph Marshall (Resolution 3)
3 (iii) Re-election of Chan Chee Beng (Resolution 4)
4 Re-election of Dr. Zeyad Thamer H. AlEtaibi (Resolution 5)
5 Re-appointment of Auditors (Resolution 6)
Subject to the abovestated voting instructions, *my/*our proxy may vote or abstain from voting on any resolution as *he/*she/*they may think fit.
If appointment of proxy is under hand No of shares held : ……………….…..….......
Percentage : …..…..............................…....% (ii) in the case of a corporation, be either under its common seal or signed by its attorney or by an
officer on behalf of the corporation.
5. Where a member appoints more than one proxy the appointment shall be invalid unless he/she specifies
Fifth Proxy the proportions of his/her holdings to be represented by each proxy.
No. of Shares : ……...............……..........…... 6. The instrument appointing a proxy must be deposited at the registered office of the
Company at Level 18, Menara Maxis, Kuala Lumpur City Centre, Off Jalan Ampang, 50088
Percentage : …..…..............................…....%
Kuala Lumpur, Malaysia, not less than 48 hours before the time appointed for holding the
meeting or adjourned meeting or in the case of a poll, not less than 24 hours, before the time
appointed for the taking of the poll; otherwise the instrument of proxy shall not be treated as valid and
the person so named shall not be entitled to vote in respect thereof. Fax copies of the duly executed
form of proxy are not acceptable.
7. A proxy may vote on a show of hands and on a poll. If the form of proxy is returned without an
indication as to how the proxy shall vote on any particular matter the proxy may exercise his discretion
as to whether to vote on such matter and if so, how.
8. The lodging of a form of proxy does not preclude a member from attending and voting in person at the
meeting should the member subsequently decide to do so.
Company Secretary
Maxis Berhad
(Company No. 867573-A)
Level 18, Menara Maxis
Kuala Lumpur City Centre
Off Jalan Ampang
50088 Kuala Lumpur
Malaysia