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i Basis
of preparation of the financial statements
The financial statements are
prepared under the historical cost convention and in accordance with applicable
accounting standards and the provisions of the Companies Act 1985. The group
financial statements consolidate those of the company and all of its subsidiary
undertakings. Where the financial statements of subsidiary undertakings,
associates and joint ventures do not conform with the group’s accounting
policies, appropriate adjustments are made on consolidation in order to present
the group financial statements on a consistent basis. The principal subsidiary
undertakings’ financial years are all coterminous with those of the company.
The
preparation of financial statements requires management to make 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 income and expenditure during the
reporting period. Actual results could differ from those estimates. Estimates
are used principally when accounting for interconnect income, provision for
doubtful debts, payments to telecommunication operators, long-term contracts,
depreciation, goodwill amortisation and impairment, employee pension schemes,
provisions for liabilities and charges and taxes.
ii Turnover
Group turnover net of discounts,
which excludes value added tax and other sales taxes, comprises the value of
services provided and equipment sales by group undertakings, excluding those
between them.
Total
turnover is group turnover together with the group’s share of its associates’
and joint ventures’ turnover, excluding the group’s share of transactions
between the group and its principal joint venture, Concert BV in the 2002
financial year.
Turnover
from calls is recognised in the group profit and loss account at the time the
call is made over the group’s networks. Turnover from rentals is recognised
evenly over the period to which the charges relate. Turnover from equipment
sales is recognised at the point of sale. Prepaid call card sales are deferred
until the customer uses the stored value in the card to pay for the relevant
calls. Turnover arising from the provision of other services, including
maintenance contracts, is recognised evenly over the periods in which the
service is provided to the customer.
Turnover from installation and connection activities is recognised in the
period in which its is earned. Turnover from long term contracts is recognised
throughout the duration of the contract, to the extent that the outcome of the
contract can be assessed with reasonable certainty and in accordance with the
stage of completion of contractual obligations. Turnover from classified
directories, mainly comprising advertising revenue, is recognised in the group
profit and loss account upon completion of delivery.
iii Research
and development
Expenditure on research and
development is written off as incurred.
iv Leases
Assets held under finance leases
are capitalised and depreciated over their useful lives. The capital element of
future obligations under finance leases are recognised as liabilities. The
interest element of rental obligations are charged over the period of the
finance lease and represent a constant proportion of the balance of capital
repayments outstanding.
Operating
lease rentals are charged against the profit and loss account on a
straight-line basis over the lease period except where the contractual payment
terms are considered to be a more systematic and appropriate basis.
v Interest
Interest payable, including that
related to financing the construction of tangible fixed assets, is written off
as incurred. Discounts or premiums and expenses on the issue of debt securities
are amortised over the term of the related security and included within
interest payable. Premiums payable on early redemptions of debt securities, in
lieu of future interest costs, are written off when paid.
vi Foreign
currencies
On consolidation, assets and
liabilities of foreign undertakings are translated into sterling at year end
exchange rates. The results of foreign undertakings are translated into
sterling at average rates of exchange for the year.
Exchange
differences arising from the retranslation at year end exchange rates of the
net investment in foreign undertakings, less exchange differences on borrowings
which finance or provide a hedge against those undertakings, are taken to
reserves and are reported in the statement of total recognised gains and
losses.
All other exchange gains or losses are dealt with through the profit and loss
account.
vii Intangibles
(a) Goodwill
Goodwill, arising from the purchase of
subsidiary undertakings and interests in associates and joint ventures,
represents the excess of the fair value of the purchase consideration over the
fair value of the net assets acquired.
For
acquisitions completed on or after 1 April 1998, the goodwill arising is
capitalised as an intangible asset or, if arising in respect of an associate or
joint venture, recorded as part of the related investment. Goodwill is
amortised on a straight line basis from the time of acquisition over its useful
economic life. The economic life is normally presumed to be a maximum of 20
years.
For
acquisitions on or before 31 March 1998, the goodwill is written off on
acquisition against group reserves.
If
an undertaking is subsequently divested, the appropriate unamortised goodwill
or goodwill written off to reserves is dealt with through the profit and loss
account in the period of disposal as part of the gain or loss on divestment.
(b) Other intangibles
Licence fees paid to
governments, which permit telecommunication activities to be operated for
defined periods, are amortised from the latter of the start of the licence
period or launch of service to the end of the licence period on a straight-line
basis.
viii Tangible
fixed assets
Tangible fixed assets are stated
at historical cost less depreciation.
(a) Cost
Cost in the case of
network services includes contractors’ charges and payments on account,
materials, direct labour and directly attributable overheads.
(b) Depreciation
Depreciation is provided
on tangible fixed assets on a straight line basis from the time they are
available for use, so as to write off their costs over their estimated useful
lives taking into account any expected residual values. No depreciation is
provided on freehold land.
The lives assigned to other significant
tangible fixed assets are:
| Freehold buildings – |
40 years |
| Leasehold land and buildings
– |
Unexpired portion
|
| |
of lease or
|
| |
40 years,
|
| |
whichever is
|
| |
the shorter |
| Transmission equipment: |
|
| duct – |
25 years |
| cable – |
3 to 25 years |
| radio and
repeater equipment – |
2 to 25 years |
| Exchange equipment – |
2 to 13 years |
| Computers and office
equipment – |
2 to 6 years |
| Payphones, other network
equipment, |
|
| motor vehicles and cableships
– |
2 to 20 years |
| Software – |
2 to 5 years |
ix Fixed
asset investments
Investments in subsidiary
undertakings, associates and joint ventures are stated in the balance sheet of
the company at cost less amounts written off. Amounts denominated in foreign
currency are translated into sterling at year end exchange rates.
Investments
in associates and joint ventures are stated in the group balance sheet at the
group’s share of their net assets, together with any attributable unamortised
goodwill on acquisitions arising on or after 1 April 1998.
The
group’s share of profits less losses of associates and joint ventures is
included in the group profit and loss account.
Investments
in other participating interests and other investments are stated at cost less
amounts written off.
x Asset
impairment
Intangible and tangible fixed
assets are tested for impairment when an event that might affect asset values
has occurred. Goodwill is also reviewed for impairment at the end of the first
financial year after acquisition.
An
impairment loss is recognised to the extent that the carrying amount cannot be
recovered either by selling the asset or by the discounted future cash flows
from operating the assets.
xi Stocks
Stocks mainly comprise items of
equipment, held for sale or rental, consumable items and work in progress on
long-term contracts.
Equipment
held and consumable items are stated at the lower of cost and estimated net
realisable value, after provisions for obsolescence.
Work
in progress on long-term contracts is stated at cost, after deducting payments
on account, less provisions for any foreseeable losses.
xii Debtors
Debtors are stated in the balance
sheet at estimated net realisable value. Net realisable value is the invoiced
amount less provisions for bad and doubtful debtors. Provisions are made
specifically against debtors where there is evidence of a dispute or an
inability to pay. An additional provision is made based on an analysis of
balances by age, previous losses experienced and general economic conditions.
xiii Redundancy
costs
Redundancy or leaver costs arising
from periodic reviews of staff levels are charged against profit in the year in
which the group is demonstrably committed to the employees leaving the group.
If
the estimated cost of providing incremental pension benefits in respect of
employees leaving the group exceeds any total accounting surplus based on the
latest actuarial valuation of the group’s pension scheme and the amount of the
provision for pension liabilities on the balance sheet, then the excess
estimated cost is charged against profit in the year in which the employees
agree to leave the group, within redundancy or leaver costs.
xiv Pension
schemes
The group operates a funded
defined benefit pension scheme, which is independent of the group’s finances,
for the substantial majority of its employees. Actuarial valuations of the main
scheme are carried out by an independent actuary as determined by the trustees
at intervals of not more than three years, to determine the rates of
contribution payable. The pension cost is determined on the advice of the
company’s actuary, having regard to the results of these valuations. In any
intervening years, the actuaries review the continuing appropriateness of the
contribution rates.
The
cost of providing pensions is charged against profits over employees’ working
lives with the group using the projected unit method. Variations from this
regular cost are allocated on a straight-line basis over the average remaining
service lives of current employees to the extent that these variations do not
relate to the estimated cost of providing incremental pension benefits in the
circumstances described in xiii above.
Interest
is accounted for on the provision or prepayment in the balance sheet which
results from differences between amounts recognised as pension costs and
amounts funded. The regular pension cost, variations from the regular pension
cost, described above, and interest are all charged within staff costs. The
group also operates defined contribution pension schemes and the profit and
loss account is charged with the contributions payable.
xv Taxation
Full provision is made for
deferred taxation on all timing differences which have arisen but have not
reversed at the balance sheet date. Deferred tax assets are recognised to the
extent that it is regarded as more likely than not that there will be taxable
profits from which the underlying timing differences can be deducted. No
deferred tax is provided in respect of any future remittance of earnings of
foreign subsidiaries or associates where no commitment has been made to remit
such earnings. The deferred tax balances are not discounted.
xvi Financial
instruments
(a) Debt
instruments
Debt instruments are stated at the
amount of net proceeds adjusted to amortise any discount evenly over the term
of the debt, and further adjusted for the effect of currency swaps acting as
hedges.
(b) Derivative financial
instruments
The group uses derivative
financial instruments to reduce exposure to foreign exchange risks and interest
rate movements. The group does not hold or issue derivative financial
instruments for financial trading purposes.
Criteria to qualify for
hedge accounting
The group considers its derivative
financial instruments to be hedges when certain criteria are met. For foreign
currency derivatives, the instrument must be related to actual foreign currency
assets or liabilities or a probable commitment and whose characteristics have
been identified. It must involve the same currency or similar currencies as the
hedged item and must also reduce the risk of foreign currency exchange
movements on the group’s operations. For interest rate derivatives, the
instrument must be related to assets or liabilities or a probable commitment,
such as a future bond issue, and must also change the interest rate or the
nature of the interest rate by converting a fixed rate to a variable rate or
vice versa.
Accounting for derivative
financial instruments
Principal amounts underlying
currency swaps are revalued at exchange rates ruling at the date of the group
balance sheet and, to the extent that they are not related to debt instruments,
are included in debtors or creditors.
Interest
differentials, under interest rate swap agreements used to vary the amounts and
periods for which interest rates on borrowings are fixed, are recognised by
adjustment of interest payable.
The
forward exchange contracts used to change the currency mix of net debt are
revalued to balance sheet rates with net unrealised gains and losses being
shown as part of debtors, creditors, or as part of net debt. The difference
between spot and forward rate for these contracts is recognised as part of net
interest payable over the term of the contract.
The
forward exchange contracts hedging transaction exposures are revalued at the
prevailing forward rate on the balance sheet date with net unrealised gains and
losses being shown as debtors and creditors.
Instruments
that form hedges against future fixed-rate bond issues are marked to market.
Gains or losses are deferred until the bond is issued when they are recognised
evenly over the term of the bond.
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