TDE.L Regulatory News (TDE)

23 Jun 2005 16:32

Cesky Telecom A.S.23 June 2005 > PRESS RELEASE > 23. 6. 2005 RESULTS OF CESKY TELECOM'S REGULAR GENERAL MEETING This year's regular general meeting of the shareholders of CESKY TELECOM, a.s.took place on June 23rd, 2005 in Prague with shareholders holding more than 61%of the company's shares, the general meeting had a quorum. The highest corporate body of CESKY TELECOM, a.s. approved the company's regularunconsolidated financial statements for 2004 prepared in accordance with theCzech Accounting Standards and consolidated financial statements according tothe International Financial Reporting Standards (IFRS), recommended forapproval by the Supervisory Board. The company's financial statements wereaudited by PricewaterhouseCoopers. The IFRS financial statements for 2004reflected a 100% consolidation of Eurotel Praha, spol.s.r.o. According to the financial statements for 2004, the company recorded aconsolidated profit of CZK 5.568 billion. The company's unconsolidated netprofit for 2004 according to the Czech Accounting Standards amounted to CZK8.091 billion. The general meeting decided on the distribution of the net profitin line with the proposal of the Board of Directors. Given the recent changes inthe company's ownership structure related to the acquisition of the 51.1% stakeby Telefonica, S.A. from the National Property Fund and with the aim to ensurean equal treatment of all shareholders, the Board of Directors decided not topropose any dividend for 2004. At the regular general meeting therefore, the netprofit distribution has been approved as follows: an amount of CZK 404.6 millionwill be contributed to the reserve fund and an amount of CZK 25 million to thesocial fund. The general meeting recalled the following members of the Supervisory Board:Stanislav Belehradek, Martin Fassmann, Zdenek Hruby, Jiri Hurych, Jan Juchelka,Martin Kovar, Ivana Krynesova-Gage, Pavel Kuta, Petr Polak a Petr Zatloukal andthe following members were newly ellected: Javier Aguilera Arauzo, AntonioViana-Baptista, Angel Vila Boix, Luis Lada Diaz, Alfonso Alonso Duran, JulioLinares Lopez, Jose Maria Alvarez-Pallete Lopez, Santiago Fernandez Valbuena,Guillermo Fernandez Vidal a Petr Zatloukal. The brief curriculum vitae of eachnew Supervisory Board members are in the appendix to this press release. The general meeting has not adopted any changes to the rules of compensation ofthe members of the Board of Directors and the Supervisory Board of CESKYTELECOM. Subsequently, the general meeting approved the amount of the annualremuneration for members of the Board of Directors and for members of theSupervisory Board. In addition, the closing of an agreement with the new membersof the Supervisory Board on the performance of the Supervisory Board memberresponsibilities has been approved by the general meeting. For further information, please contact: VLASTIMIL SRSENPress SpokesmanTel: +420 271 463 359Fax: +420 271 469 896e-mail: tiskovy.odbor@ct.cz CESKY TELECOM, a. s., is the leading telecommunications company in the CzechRepublic. Through its subsidiary company Eurotel Praha, spol. s r.o., it alsohas a significant presence in the Czech mobile services market. Furtherinformation about the firm and the services it offers is available atwww.telecom.cz, which was rated as BestWeb 2003 in the WebTop100 survey. Signum Temporis has consistently awarded CESKY TELECOM for being one of thedomestic capital market's most transparent firms in terms of providinginformation. Based on an open vote of specialists, members of the press and anine-member committee, CESKY TELECOM placed first in 2003, just as it did in2001. CESKY TELECOM ranks among the most prominent firms on the Czech capital marketin terms of capitalization and trading volumes. Its shares are also traded onthe London Stock Exchange in the form of GDRs. CESKY TELECOM's credit rating isthe highest a Czech corporation can receive from top international ratingagencies. About Telefonica, S.A. Telefonica is Europe's leading integrated telecom company and second biggest inthe world. Its activities are centered mainly on the fixed and mobile telephonybusinesses with broadband as the key tool for the development of both of these. The company is operating in 40 countries and together with CESKY TELECOM has acustomer base that amounts to more than 140 million access. Telefonica has astrong presence in Latin America, where the company concentrates part of itsgrowth strategy. Telefonica is a 100% listed company, with more than 1.5 million directshareholders. Its share capital currently comprises 4,921,130,397 ordinaryshares traded on the Spanish Stock Market (Madrid, Barcelona, Bilbao andValencia) and on those in London, Paris, Frankfurt, Tokyo, New York, Lima,Buenos Aires, Sao Paulo and the SEAQ International Exchange in London. Appendix: Curriculum Vitae of New Members of the Supervisory Board JAVIER AGUILERA ARAUZO Chairman Telefonica Publicidad e Informacion Chairman since April 2005 of T.P.I., he is Electromechanical Engineer(University Politecnica of Madrid, 1976) and Master in Business Administration(Insead-Euroforum - 1993). He has developed his professional career linked toTelefonica's Group in the last 25 years, being his latest posts: in 1993 wasChairman Telefonica Payphones (Cabitel); in 1998 Chief Commercial Officer ofTelefonica Wireline Spain; in 2000 Chief Operator Officer Telefonica MovilesEspana and in 2001 Chief Executive Officer Telefonica Moviles Espana. ANTONIO VIANA-BAPTISTA Chairman and CEO of Telefonica Moviles, S.A Antonio Viana-Baptista is the Chairman and CEO of Telefonica Moviles, S.A. sinceAugust, 2002. Telefonica Moviles S.A. is the fourth largest wireless Telephone Companyworldwide, with more than 81 million managed customers in 15 countries and witha market capitalization over 39 Billion US Dollars. Antonio is also a member of the Board of Directors, the Delegate Committee andthe Executive Committee of Telefonica S.A., the holding company of theTelefonica Group; and Board Member of Portugal Telecom SGPS. Up to July, 2002 he had held the position of President of TelefonicaInternacional, and Executive President of Telefonica Latinoamerica. Previously, from 1991 to 1996, he was Executive Director and Board Member ofBanco Portugues de Investimento (BPI). Between 1985 y 1991 he was a Principal Partner with McKinsey & Co. at the Madridand Lisbon offices. Antonio Viana-Baptista, 47, holds an economics degree from the CatholicUniversity of Lisbon (1980). He also holds a post graduate degree in EuropeanEconomics from the Portuguese Catholic University (1981) and an MBA with honorsand distinction from INSEAD in Fontainebleau, (1983). ANGEL VILA BOIX General Manager of Corporate Development at Telefonica, S.A. Mr. Vila graduated in Industrial Engineering from the Universidad Politecnica deCataluna (1988) and also got a MBA from Columbia University (1990). After a stage as a Financial Analyst at Citibank NA and Consultant at McKinsey& Company, he developed his professional career at Ferrovial and Pacsa, twoSpanish companies from the construction and services sector. In 1997 Mr. Vila joined Telefonica as Group Controller, being promoted in 1998to General Manager of Finance and Control at Telefonica Internacional and,subsequently, to General Manager of Corporate Development at Telefonica SA. Mr. Vila is member of the Executive Commitee of Telefonica and also of theBoard of Directors of Banco Bilbao Vizcaya Argentaria and Endemol NV. LUIS LADA DIAZ Member of the Board of Directors General Manager for Development, Planning and Regulatory Affairs Luis Lada Diaz serves as a director in the Telefonica S.A. Board. He iscurrently General Manager for Development, Planning and Regulatory Affairs. In1989, Mr. Lada was Deputy General Manager for Technology, Planning andInternational Services when he left the Telofonica Group to join Amper Group, atelecommunications systems and equipment manufacturer, as General Manager forPlanning and Control. Mr. Lada returned to the Telofonica Group in 1993 asController of the Subsidiaries and Participated Companies. In 1994, he wasappointed as Chief Executive Officer of Telefonica Moviles S.A. and in September2000 was promoted to the position of Chairman and CEO of Telefonica Moviles S.A.He served as Chairman until July 2002, after which he accepted his presentposition. He also serves on the boards of directors of Telefonica Moviles, S.A.,Telofonica International S.A. and Sogecable S.A. . He holds a degree intelecommunications engineering and joined the Telefonica Group in 1973 in theResearch and Development Department, rising through the ranks to hold variousmanagerial and executive positions and currently is a member of A.P.D.Supervisory Board and member of the Advisory Board of the UOC University. ALFONSO ALONSO DURAN General Manager Planning and Management Control Mr. Duran holds Bachelor degree in Economics, Universidad Autonoma, Madrid. Mr.Duran started his professional career at Banco de Bilbao as Supervisor/Manager.He joined Telefonica as Economist in several Departments: Accounts,Infrastructure, International Communications, Economic Control and CostManagement, Economic-Financial Information System, etc. In 1999 he went fromTelefonica de Espana to Telefonica, S.A. (Corporate Area) as Deputy GeneralManager Planning and Management Control. Currently he works as General ManagerPlanning and Management Control. JULIO LINARES LOPEZ Executing Chairman of Telefonica de Espana Julio Linares is a telecommunications engineer who joined Telefonica's R&DCentre in May 1970 and held various positions there before being appointed Headof Telefonica's Technology department in 1984. In April 1990 he was appointed General Manager of Telefonica Investigacion yDesarrollo (Telefonica I + D). In December 1994 he became Deputy General Managerof Telefonica's Marketing and Services Development department, in the commercialarea, subsequently moving to the position of Deputy General Manager forCorporate Marketing. In July 1997 he was appointed CEO of Telefonica Multimedia, and President ofTelefonica Cable and Producciones Multitematicas. In May 1998 he was appointedGeneral Manager of Strategy and Technology in Telefonica, S.A.'s CorporateCentre. He has been Executive Chairman of Telefonica de Espana since January2000, as well as a member of the board of Telefonica Data Corp. He is also a member of the board of The Social Council, Complutense Universityof Madrid. JOSE MARIA OLVAREZ-PALLETE LOPEZ Chairman and CEO of Telefonica International He was appointed Chairman and CEO of Telefonica Internacional on 24 July 2002.He has a degree in Economics from the Universidad Complutense of Madrid. He began his professional career with the auditors Arthur Young in 1987, beforejoining Benito & Monjardin/Kidder, Peabody & Co. in 1988. After Kidder, Peabody& Co. In 1995 Mr. Alvarez-Pallete joined Cia. Valenciana de Cementos Portland(Cemex) and in 1996 he was promoted to Financial Manager for Spain, and in 1998,to General Manager for Administration and Finance responsible for the CEMEXgroup's interests in Indonesia and member of the board of Cemex Asia, Ltd. Jose Maria Alvarez-Pallete joined Telefonica in February 1999 as General Managerfor Finance of Telefonica Internacional. In September of the same year, hebecame Chief Financial Officer of Telefonica, S.A. In July 2002, he was promotedto Chairman and Chief Executive Officer of Telefonica Internacional, S.A., thewireline division of Telefonica in Latin America. SANTIAGO FERNANDEZ VALBUENA Chief Financial Officer and General Manager for Shared Resources Born in Madrid in 1958, Fernandez Valbuena is a PhD in Economics & Finance fromBoston's Northeastern University and also has a degree in Economics from theComplutense University of Madrid. He has taught at the Manchester BusinessSchool, the Instituto de Empresa and Madrid's Complutense University. From 1989 to 1994 he worked at Beta Capital where he was Head of Research,Equity director and a member of the Investment Committee. From 1994 to 1996 hewas General Manager of Societe Generale Valores. In January 1997, he became Vice-Chairman and Chief Executive of Fonditel,Telefonica's pension fund manager. In June 2000, Fernandez Valbuena wasappointed chair of the Training and Research Committee of the Spanish InvestmentAnalysts Association and Head of the Portfolio Management Area for theCertificate in International Investment Analysis (CIIA). In July 2002 he was appointed Chief Financial Officer. In December 2003, he tookon additional responsibilities as General Manager for Shared Resources. GUILLERMO FERNANDEZ VIDAL General Manager of Commercial Development and Affiliates of Telefonica S.A. Guillermo Fernandez Vidal, was born in 1946 and has Bachelor degree inIndustrial Engineering and Computer Science, he is currently General Manager ofCommercial Development and Affiliates of Telefonica S.A. He joined Telefonica in1989, firstly holding the post of Manager, later Commercial General Manager ofTelefonica (1992 - 1995), General Manager of Companies of Telefonica (1995 -1999). In 1999 he was Chief Executive Officer (CEO) of Telefonica Data andPresident of Telefonica Data Espana. In the same year he was a emmber ofstatutory bodies of Telefonica Moviles, Telefonica of Espana, Via Digital,Portugal Telecom, CTC-Chile. ING. PETR ZATLOUKAL Nominated based on an agreement between the Czech National Property Fund and Telefonica (has been a member of the Supervisory Board of CESKY TELECOM also in the previous tenure) He graduated from the Transport and Communications University in ilina, theSlovak Republic. From 1994 to 2001, he worked at MICOS Prostijov as Head of theBidding Department, and later as Head of the Commercial Department; since 1997,he managed the whole division. From July 2001 till February 2005, he wasDirector of the Department for Communications and Information Services of theMinistry of Interior of the Czech Republic. Since December 2002, he has been amember of the Supervisory Board of CESKY TELECOM, a.s. Since April 2004, he hasalso been a member of the Supervisory Board of Eurotel Praha, spol. s r.o. Atpresent, he works in the area of security and investment consultancy This information is provided by RNS The company news service from the London Stock Exchange