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Ordinary General Shareholders

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Ordinary General Shareholders Meeting Brussels, 13 April 2011 – PowerPoint PPT presentation

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Title: Ordinary General Shareholders


1
Ordinary General Shareholders Meeting
Brussels, 13 April 2011
2
Theo Dilissen Chairman of the Board
3
Dirk Lybaert Secretary General
4
Theo Dilissen Chairman of the Board
5
Introduction Chairman
  • 2010
  • Integration of Proximus, Telindus and Skynet into
    Belgacom SA and approval of unified HR policy
  • Customer centricity at the centre of operations
  • Innovation through partnerships

6
Corporate Governance Statement
  • Changes in the composition of the Board
  • Resignation Mr. Georges Jacobs
  • Proposal to appoint Mr. Pierre De Muelenaere
  • Directors remuneration
  • Evaluation of the Board

7
Remuneration report
Remuneration policy Aims at offering fair
remuneration both to civil servants and to
contractual employees of the Group taking into
account the performance of the employee and of
the company. Executive remuneration
policy Rewards executives competitively and at
rates which are attractive in the market,
aligning the interests of management and
shareholders. Belgacom wants to position top
executive pay towards the median in the market
for base salaries, and towards the upper quartile
for total remuneration when there has been
sustained excellent performance. Annual variable
pay is calculated in relation to performance
against KPIs (financial and non financial).
8
Remuneration report
Future remuneration policy In the frame of the
new corporate governance law 25 of the variable
remuneration for members of the management
committee will be deferred for two years and
another 25 for three years. To this end the
Board has decided to rebalance the short term and
long term incentives in order to obtain an equal
weight between payment after one year and
deferred payment.
9
Didier Bellens President CEO
10
Belgacom Annual General Shareholders
meeting Full-year results 2010
Didier Bellens President and CEO
11
Belgacom Group Financials 2010 ended with solid
financial results
  • Strong Group revenue of 6.6 billion, i.e.
    10.2
  • Includes full-consolidation of BICS MTN
    contribution
  • Adjusted FY revenue slightly down -0.6 YoY or
    -37 million
  • Regulation impacted revenue by -121 million
    (-2)
  • Group EBITDA at 1.98 billion (1.5) and 30
    EBITDA margin
  • Adjusted EBITDA -1.3 or -26 million versus
    2009
  • Negative impact of regulation -26 million
  • Adjusted margin at 32.4, compared to 32.6 for
    2009

Slide 11
Adjusted for full consolidation BICS
contribution of MTN
12
734 million invested, or 11.1 of revenue
  • Belgacom continues to invest in a nation-wide
    quality network for both fixed and mobile
    services
  • 3G-network now reaching gt 97 of population
  • Business transformation project Move-to-all-IP
  • Further roll-out installation VDSL2, coverage
    of gt 76
  • Renewal content rights Belgacom TV
  • Renewal 2G license for the period 2010-2015
  • 2008 incl. exclusive Broadcasting rights Belgian
    soccer
  • 2010 incl. renewal 2G-license

13
Sound financial position maintained
  • Solid Free Cash Flow of 980 million in 2010
  • One of lowest debt positions in the sector net
    debt/EBITDA at 0.7x
  • Net financial debt decreased by 265 million to
    1.45 billion
  • Good credit ratings Standard Poors A
    Moodys A1

(in million euro)
14
A consistent long-term strategy centered around
convergence
Growth via cross sell
Move customers from single-play to multi-play
Operational excellence
High quality networks platforms
High quality networks platforms
Organic growth
Belgacom well positioned to mobile data growth
potential
Innovation
Strengthen leadership through selective
partnerships
Sustainability
CSR embedded in all operation layers
Special focus in 2010 on customer
satisfaction led to significant improvements
For 2011, customer satisfaction focus maintained
concentrate on simplification
15
Convergence, key to long-term success Continued
successful take-up of Packs
  • 311,000 Packs sold in 2010
  • 55 yoy gt 870,000 customers with a Pack
  • 45 of our customers have at least 2 Belgacom
    products
  • 9 of our customers have 4 Belgacom products

16
2010, another strong year for Belgacom TV
An international recognized success story
  • Today gt1 million Belgacom TV customers
  • Belgacom TV coverage 90
  • Digital TV penetration Belgium at 57
  • Belgacom n2 player in DTV market
  • Digital TV market share of 31
  • Share in total TV market 19

30
Slide 16
Corresponds to the number of Belgacom TV settop
boxes
17
Belgacom TV From TV-platform to
entertainment-platform






Bouquets
Soccer
VOD gt1300 movies
Rich offer 90 channels, incl HD
3D TV demo
Advanced functionalities
  • Pause TV, recording, Instant rewind

A complete competitive offer

Building a next generation TV experience,
supported by selective partnerships
  • Onlive interactive entertainment, online gaming
  • Softkinetic expertise in 3D gesture recognition
  • Jinni search-and-recommendation engine
  • blinkx video search engine
  • MUBI independent, foreign and classic films

18
Convergence, key to long-term success, for our
professional customers as well
  • Magnitude crisis impact significantly diminishing
  • Revenue showed some decline, but clearly improved
  • Rising trend in ICT revenue is confirmed
  • Fixed line erosion is contained
  • Mobile Usage in number of minutes showed recovery
    as well
  • Belgacom offers full end-to-end solutions for its
    professional customers
  • Combining telecom solutions with IT-solutions.
  • Hosted applications no need for customers to
    invest in software
  • Reinforcing convergence position in SME market
    through partnerships
  • Network of local ICT agents (PC stores,
    resellers)
  • Belgacom Bridging ICT (ICT expert channel)
  • 40 stake in hosting company ClearMedia (online
    back-up, hosted software applications)

Slide 18
19
Belgacom well positioned to benefit from Mobile
data growth potential
  • In 2010 Belgacom Group gt 500 million revenue
    from Mobile Data
  • Market leader on Mobile Internet on laptop
    182,000 customer,
  • 60 vs 2009
  • Boost of Smartphones sales and Mobile Internet
    on GSM
  • Belgacom well positioned to capture mobile data
    growth

20
Customer Centricity Change Customer Experience
Customer is King act on 3 layers


Improve operations
Simplify
Be accessible
Become Belgian operator with best service
21
Agenda
22
Questions Answers
23
Written questions
24
Oral questions
25
Vote on the proposed resolutions
26
Proposed resolution
Approval of the annual accounts with regard to
the financial year closed on 31 December 2010,
including the following allocation of the results
Profit of the period available for appropriation 324,369,280.43
Net transfers from the reserves available 401,793,828.41
Profit to be distributed 726,163,108.84
Remuneration of capital (gross dividends) 703,485,909.05
Other beneficiaries (Personnel) 22,677,199.79
For 2010, the gross dividend amounts to EUR 2.18
per share, entitling shareholders to a dividend
net of withholding tax of EUR 1.6350 per share,
from which, on 10 December 2010, an interim
dividend of EUR 0.50 (0.375 EUR per share net of
withholding tax) was paid so that a gross
dividend of EUR 1.68 EUR per share (1.26 EUR per
share net of withholding tax) will be paid on 29
April 2011. The ex-dividend date is fixed on 26
April 2011, the record date on 28 April 2011 and
the payment date on 29 April 2011.
  1. FOR 2. AGAINST 3. ABSTAIN

27
Proposed resolution
Approval of the Remuneration Report.
  1. FOR 2. AGAINST 3. ABSTAIN

28
Proposed resolution
Granting of a discharge to the members of the
Board of Directors for the exercise of their
mandate during the financial year closed on 31
December 2010.
  1. FOR 2. AGAINST 3. ABSTAIN

29
Proposed resolution
Granting of a special discharge to Mr Philip
Hampton for the exercise of his mandate until 14
April 2010.
  1. FOR 2. AGAINST 3. ABSTAIN

30
Proposed resolution
Granting of a discharge to the members of the
Joint Auditors for the exercise of their mandate
during the financial year closed on 31 December
2010.
  1. FOR 2. AGAINST 3. ABSTAIN

31
Proposed resolution
Granting of a discharge to DELOITTE Réviseurs
dEntreprises/Bedrijfsrevisoren, represented by
Mr Geert Verstraeten, for the exercise of his
mandate during the financial year closed on 31
December 2010.
  1. FOR 2. AGAINST 3. ABSTAIN

32
Proposed resolution
Granting of a discharge to Luc CALLAERT, Réviseur
dEntreprises/Bedrijfsrevisor represented by Mr
Luc Callaert, for the exercise of his mandate
during the financial year closed on 31 December
2010.
  1. FOR 2. AGAINST 3. ABSTAIN

33
Proposed resolution
Granting of a discharge to Mr Romain Lesage for
the exercise of his mandate during the financial
year closed on 31 December 2010.
  1. FOR 2. AGAINST 3. ABSTAIN

34
Proposed resolution
Granting of a discharge to Mr Pierre Rion for the
exercise of his mandate during the financial year
closed on 31 December 2010.
  1. FOR 2. AGAINST 3. ABSTAIN

35
Proposed resolution
Granting of a discharge for the consolidated
accounts of the Belgacom Group to
DELOITTE Réviseurs dEntreprises/Bedrijfsrevisoren
, represented by Mr Geert Verstraeten and Mr Luc
Van Coppenolle, for the exercise of their mandate
during the financial year closed on 31 December
2010.
  1. FOR 2. AGAINST 3. ABSTAIN

36
The annual general meeting takes note of the
resignation of Mr Georges Jacobs as member of the
Board. Mr Jacobs resigns for having reached the
age limit of 70 years.
For information
37
Proposed resolution
To appoint, upon recommendation of the Nomination
and Remuneration Committee and on nomination of
the Board of Directors, Mr Pierre De Muelenaere
as Board member for a period which will expire at
the annual general meeting of 2017.
  1. FOR 2. AGAINST 3. ABSTAIN

38
Proposed resolution
  • To set the remuneration for the mandate of Mr
    Pierre De Muelenaere as follows
  • Fixed annual remuneration of EUR 25,000
  • Attendance fee of EUR 5,000 per Board meeting
    attended
  • Attendance fee of EUR 2,500 per Board advisory
    committee meeting attended
  • EUR 2,000 per year to cover communications costs.
  1. FOR 2. AGAINST 3. ABSTAIN

39
Ordinary General Shareholders Meeting
Brussels, 13 April 2011
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