Annual Report 2012 - Dialog

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106 l Dialog Axiata PLC l Annual Report 2012 Notes to the Financial Statements 17 Stated capital contd. (b) Movement in shares Number of Number of Total number ordinary shares in of Shares shares ESOS Trust less shares in ESOS At 1 January 2011 8,143,778,405 (158,572,462) 7,985,205,943 Issue of shares Nil Nil Nil At 31 December 2011 8,143,778,405 (158,572,462) 7,985,205,943 At 1 January 2012 8,143,778,405 (158,572,462) 7,985,205,943 Issue of shares Nil Nil Nil At 31 December 2012 8,143,778,405 (158,572,462) 7,985,205,943 Employee Share Option Scheme [ESOS] The Board of Directors of the Company established an Employee Share Option Scheme (ESOS), in 2005, immediately preceding the Initial Public Offering (‘IPO’) of the Company, in order to align the interest of the employees of the Company with those of the shareholders, and further created the ESOS Trust to administer the ESOS. Accordingly, the Board resolved and issued 199,892,741 ordinary shares of the Company at the IPO price of Rs. 12 each to the Trust, representing 2.7% of the ordinary share capital of the Company at that time. Further, pursuant to the Rights Issue in 2007, the ESOS Trust sold 5,668,600 shares out of its entitlement of 15,452,020 shares in the stock market and thereafter upon the Trustees’ approval, accepted and exercised the remaining rights entitlement amounting to 9,783,420 shares. The Trustees of the ESOS Trust as at 31 December 2012 were as follows: Datuk Azzat Kamaludin – Chairman Mr. Moksevi Prelis Mr. Arittha Wikramanayake Mr. Darke Mohamed Sani - appointed on 19 November 2012 Out of the shares which were issued to the ESOS Trust, 88,841,218 shares (44.44%) were allocated to Tranche 0, and the balance 111,051,523 shares (56.6%) were set aside for future allocation to employees as an ongoing performance incentive. 88,649,900 options were granted in June 2005 under Tranche 0 to eligible employees at Rs. 12 each. The exercise price of the options granted was based on the five (5) days weighted average market price of the Company’s shares immediately preceding the offer date for the options, with the ESOS committee having the discretion to set an exercise price up to 10% lower than that of the derived weighted average market price. Eligibility was determined upon an employee satisfying the following: attainment of the age of eighteen (18) years; been in the full-time employment by and on the payroll of the Company within the Group; and been in the employment of the Group for a period of at least one (1) year of continuous service as of the offer date, including service during the probation period. Trust
Annual Report 2012 l Dialog Axiata PLC l 107 As at 31 December 2012, out of the total number of share options granted under Tranche 0, 51,103,699 options have been exercised and a total of 11,172,801 options have been forfeited to date. No options have been exercised by the employees during the financial year. Thus, 26,373,400 share options remain unexercised and are exercisable before October 2014. 2012 2011 Average Options Average Options exercise (thousands) exercise (thousands) price in Rs. price in Rs. per share per share As at 1 January 12 28,030 12 28,335 Options forfeited during the year 12 (1,466) 12 (305) Options exercised during the year Nil Nil 26,564 28,030 Unallocated shares in Tranche 0 (191) (191) Number of unexercised options as at 31 December 26,373 27,839 Number of options forfeited to date 11,173 9,707 Unallocated shares remaining in the Trust 111,052 111,052 Unallocated shares in Tranche 0 191 191 Shares allotted to the ESOS Trust via the rights issue Total number of shares remaining in the ESOS 9,783 9,783 Trust as at 31 December 158,572 158,572 18 Retained earnings Group Company 2012 2011 2012 2011 At 1 January 6,789,148 3,529,415 15,794,723 11,582,673 Total comprehensive income for the year 6,021,425 4,888,489 6,190,045 5,840,806 Direct cost on share Issue (37,500) Nil Nil Nil Dividend to equity holders (2,035,945) (1,628,756) (2,035,945) (1,628,756) At 31 December 10,737,128 6,789,148 19,948,823 15,794,723
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Dialog Axiata PLC l Annual Report 2
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Introduction to the Company Dialog
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Annual Report 2012 l Dialog Axiata
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Mr. Moksevi Prelis Independent, Non
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Mr. James Maclaurin Non-Independent
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Group NPAT Rs. Mn +23% 7,000 6,000
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Gross Debt to Equity 2.0 1.5 1.0 0.
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Dialog Axiata PLC - Financial Revie
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EBITDA Annual Report 2012 l Dialog
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Table 1: Market information on DIAL
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Figure 4: Trend in Composition of S
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Financial Reports Annual Report of
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