2023

Annual Report

Live the Difference

Contact: Office of the Registrar:
Noor Bukamal Bahrain Clear, Bahrain Financial Harbour
Director Corporate Governance & Board Secretary Harbour Mall – 4th floor,
P.O. Box 14, P.O. Box 3203,
Manama, Kingdom of Bahrain Manama, Kingdom of Bahrain
Tel: +973 17884485 Tel: +973 17108833 Fax: +973 17228061
GBS@beyon.com Registry@bahrainclear.com
www.beyon.com www.bahrainbourse.com
Late Amir His Majesty His Royal Highness
His Highness King Hamad bin Isa Prince Salman bin Hamad
Shaikh Isa bin Salman Al Khalifa Al Khalifa Al Khalifa

The King of The Crown Prince and Prime Minister

the Kingdom of Bahrain of the Kingdom of Bahrain
Strategic Report Who we are

Who we are A global technology group

born in the Kingdom of Bahrain
to reach out to the region and
beyond. Bringing technology
closer to people and businesses
with best in class connectivity
and digital solutions.

Beyon.
Live the Difference.

02 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Table of Contents Strategic Report

04 Strategy, Purpose & Values
06 Annual Highlights
08 Board of Directors
12 Chairman’s Statement
16 Beyon Management
18 Batelco Management
19 Digital Growth Management
20 CEO’s Message
26 Human Resources Report
30 Sustainability and Social Impact
34 Batelco Report
38 Digital Growth Report
42 BNET Report
44 Subsidiaries and affiliates

Corporate Governance
52 Corporate Governance

Financial Statements
77 Chairman’s Report
79 Independent Auditors’ Report
83 Consolidated Statement of Financial Position
84 Consolidated Statement of Comprehensive Income
85 Consolidated Statement of Cash Flows
86 Consolidated Statement of Changes in Equity
87 Notes to the Consolidated Financial Statements

Beyon - Annual Report 2023 03

Strategic Report About Beyon

Beyon

Our Strategy We are focused on creating an

international thriving and diverse
digital growth portfolio that spans
across a variety of sectors including
financial services, ICT solutions &
cybersecurity, gov-tech, ed-tech, and
much more.
At the same time, we will continue
to invest in our telco connectivity
businesses to connect the world,
provide innovative solutions to our
customers and offer the best-in-
class customer experiences. With
these priorities – digital growth
and connectivity – we are proud to
contribute to Bahrain’s Vision 2030.

Our Purpose Accelerate the digital future for

better lives and prosperity.

Our Values Think beyon limits

Deliver beyon excellence
Care beyon now

04 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Beyon at a glance

1864 1981 2022

Bahrain’s first international Batelco (Bahrain Beyon introduced as the parent
telecommunications link Telecommunications Company) company of Batelco, Beyon Money,
established, beginning a rich established, with many Beyon Cyber, Beyon Solutions,
heritage of providing innovative milestone achievements over Beyon Connect, and international
services for people in Bahrain, the years, including bringing investments, beginning a new
keeping everyone connected to modern technologies to era in our journey to be a global
each other and to the world. Bahrain, such as mobile and technology group.
internet services.

Headquartered in

Manama, Bahrain

We operate across

12
International geographies:
Jordan
Maldives
Guernsey
Jersey
Isle of Man
Diego Garcia
St. Helena
Ascension Island
Falkland Islands
Saudi Arabia
Yemen
Egypt

Beyon is listed on the Bahrain Bourse

Beyon - Annual Report 2023 05

Strategic Report Annual Highlights

Annual Highlights

40%
EBITDA Margin

Net Profit Margin

17%
2022 : 17%
2022 : 41%

Net Profit

BD72.0m
2022 : BD70.3m

06 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Revenue EBITDA
(2022 : BD402.8m) (2022 : BD165.4m)

BD424.9m BD171.1m

Operating Profit EPS

(2022 : BD93.6m) (2022 : 42.5 fils)

BD104.0m 43.6 fils

Net Assets Cash and Bank Balance

(2022 : BD542.3m) (2022 : BD253.8m)

BD582.5m BD235.8m

Beyon - Annual Report 2023 07

Strategic Report Board of Directors

Board of Directors

Shaikh Abdulla bin Khalifa Al Khalifa Shaikh Ali bin Khalifa Al Khalifa
Chairman Deputy Chairman

Mr. Abdulla Abdulrazak Bukhowa Mr. Ahmad Mazhar Mr. Ahmed Abdulwahed Abdulrahman
Director Director Director

08 Beyon - Annual Report 2023

 Strategic Report Corporate Governance Financial Statements

Dr. Daniel Ritz Ms. Fatema Ghazi Alarayedh Mr. Khalid Hussain Taqi
Director Director Director

Mr. Saleh Romeih Brig. Gen Waleed Abdulrahman Bin Hindi

Director Director

Beyon - Annual Report 2023 09

Strategic Report Beyon Digital

Beyon Digital

Playing a pivotal
role in Beyon’s
transformation into
a global technology
group
We are focussed on establishing new digital entities,
developing groundbreaking products and services, expanding
into new geographies, and delivering our wide portfolio
across the Middle East and internationally.

10 Beyon - Annual Report 2023

 Beyon Money

Launched in UAE

Beyon Cyber

Fastest growing
cyber security
company in M.E.
by Deloitte

Beyon Solutions

Acquisition of
Insomea

Beyon Connect

Joint Venture
‘Bareedi’
with Egypt Post

Beyon - Annual Report 2023 11

Strategic Report Chairman’s statement

Chairman’s statement

“ Beyon has an ambitious

strategy to grow outside
of Bahrain through
strategic acquisitions and
partnerships and by taking
our digital brands into new
regional and international
markets”

Shaikh Abdulla bin Khalifa Al Khalifa

Chairman of the Board

12 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

On behalf of the Board of Directors, it gives me great pleasure to present the 42nd
Annual Report of the Bahrain Telecommunications Company BSC (Beyon) and its
subsidiaries and affiliates, for the year ended 31st December 2023.

Beyon achieved a number of the year with substantial cash and bank Beyon is committed to delivering
milestone achievements during 2023, balances of BD235.8M (US$625.5M) and excellent returns to its shareholders and
accomplished in line with its continuous a robust Net Debt to EBITDA ratio of accordingly, the Board of Directors has
transformation journey with a vision to 0.7x. recommended a full year cash dividend
be a digital powerhouse recognised in of BD64.7M (US$171.6M), at a value of
the region and internationally. Proposed Appropriations 39.0 fils per share which includes the
Based on the financial results, the Board regular dividend of 32.5 fils per share
Beyon ended 2023 with strong financial of Directors has recommended for the plus an additional special dividend
results with a 2% year-on-year increase approval of shareholders, the following of 6.5 fils per share, to be agreed at
in net profit attributable to equity appropriations for the year 2023. the Annual General Meeting. The 2023
holders of BD72.0M (US$191.0M). Gross interim dividend of 13.5 fils per share
revenues for the year of BD424.9M was already paid during the third
BD millions 2023 2022
(US$1,127.1M) are 5% above 2022, quarter of 2023 with the remaining
while EBITDA of BD171.1M (US$453.8M) Final cash dividends 25.5 fils to be paid following the AGM
increased by 3% YoY with a healthy proposed 31.55 31.60 in March 2024.
margin of 40%. Operating profit in 2023
stood at BD104.0M (US$275.9M), 11% Exceptional one-time
above the prior year. cash dividend 10.80 -
Interim cash dividends
Beyon’s balance sheet remains paid 22.35 22.33
strong with total assets of BD1,165.4M
Donations 3.60 1.98
(US$3,091.2M) and net assets
of BD582.5M (US$1,545.1M) as of Transfer to statutory
31 December 2023. The Company ended reserve - -

Beyon - Annual Report 2023 13

Strategic Report Chairman’s statement continues

Board remuneration includes acquisitions by Beyon Cyber

and Beyon Solutions, while Beyon
The total Board remuneration received Connect established a joint venture in
during the year 2023 amounted to partnership with Egypt Post, and Beyon
BD 586,611, this includes the annual Money entered the UAE market.
board remuneration of the Company,
its subsidiaries, sitting fees and other To support the acceleration of Bahrain’s
amounts paid to the Board of Directors. digital transformation, Beyon undertook
The details of the Board remuneration its biggest investment ever in advanced
are illustrated in the table on page 77 of data centres and subsea cables,
this report as part of the consolidated including becoming a consortium
financial statements. partner in the SMW6 cable. These
achievements are possible due to the
Executive Management Remuneration
establishment of an ecosystem that
The total remuneration paid to the 6 encourages the growth of the digital
highest paid executive management in sector and the economic prosperity
the Company during 2023 is BD1,731,971, in the Kingdom of Bahrain under the
illustrated in the table on page 78 of leadership of His Majesty King Hamad
this report as part of the consolidated bin Isa Al Khalifa and with the support
financial statements. of His Royal Highness Prince Salman bin
Hamad Al Khalifa, the Crown Prince and
While Beyon continues on its Prime Minister.
transformation journey, we are still
achieving excellent results reflected by a Whilst we engage in expansion
5% increase in revenues year over year and development of new services,
and improved Earnings per Share of 43.6 sustainability continues to be important,
fils for the year compared to an EPS of and we remain committed to supporting
42.5 for 2022. The Board of Directors the Kingdom’s vision of achieving zero
is pleased with the solid performance carbon neutrality by 2060. In line with
which emphasizes the importance this, we were pleased to announce the
placed on meeting shareholders’ completion of the second phase of
expectations. Beyon Solar Park, and our Data Centre
at Beyon Data Oasis became the first in
Beyon has an ambitious strategy Bahrain to rely entirely on clean energy
to grow outside of Bahrain through generated from our Solar Park.
strategic acquisitions and partnerships
and by taking our digital brands into
new regional and international markets.
The Board of Directors is proud of
the good progress achieved which

14 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

“ To support the
acceleration of
On behalf of my colleagues on the
Board, I extend appreciation to our
shareholders for their trust. My personal
thanks to my colleagues on the Board
Auditors
The Board of Directors will recommend
the re-appointment of KPMG Fakhro as
Bahrain’s digital for their support during a very busy Beyon’s auditors for the financial year
ending 31st December 2024.
year as Beyon continues to elevate
transformation, its growth and development plans.
Beyon undertook its I also offer grateful thanks to all
members of the Beyon family for
biggest investment their contributions leading to a strong
performance for 2023.
ever in advanced
Looking ahead we will continue our
data centres and journey, focusing on implementing Abdulla bin Khalifa Al Khalifa
Chairman of the Board
the next steps in our transformation
subsea cables.” strategy. The success of the past year Bahrain Telecommunications Company
BSC
gives us confidence that we are on the
right path and that we have created a February 27th, 2024
solid platform to achieve our goals.

Beyon - Annual Report 2023 15

Strategic Report Beyon Management

Beyon Management

* Maitham Abdulla held the role of Batelco Chief Operating Officer until February 29, 2024
* Shaikh Mohamed bin Khalifa Al Khalifa held the role of Chief Digital Growth Officer until February 29. 2024
* Isa Alsabea held the role of Director of Mergers and Acquisitions until February 29, 2024

16 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

1. Mikkel Vinter 5. Shaikh Bader bin Rashid Al Khalifa 9. Isa Alsabea

CEO Chief Communications and Sustainability Chief Investment Officer*
Officer
2. Reem Altajer 10. Miguel-Angel Fuentes
Chief Financial Officer 6. Buddhadeb Samanta Acting Chief Legal Officer
Chief Internal Audit
3. Maitham Abdulla 11. Saurabh Gupta
CEO Batelco* 7. Christopher Hild Chief Technology Officer
Chief Strategy Officer
4. Shaikh Mohamed bin Khalifa Al Khalifa
CEO Beyon Digital Growth* 8. Faisal Al Jalahma
Chief Human Resources Officer

* Faisal Qamhiyah served as Beyon CFO until 9 May 2023 and is now the CEO of Umniah

Beyon - Annual Report 2023 17

Strategic Report Batelco Management

Batelco Management

1. Maitham Abdulla 4. Hani Askar

CEO Batelco* Chief Global Business Officer
2. Abdulla Danesh 5. Rashid Mohamed
General Manager Enterprise General Manager Technology
3. Aseel Mattar
General Manager Consumer

* Maitham Abdulla held the role of Batelco Chief Operating Officer until February 29, 2024

18 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Digital Growth Management

1. Shaikh Mohamed bin Khalifa Al Khalifa 4. Nicholas Toon

CEO Beyon Digital Growth* CEO Beyon Solutions*
2. Christian Rasmussen 5. Roberto Mancone
CEO Beyon Connect CEO Beyon Money
3. Dr. Shaikh Khalid bin Daij Al Khalifa
CEO Beyon Cyber

* Nicholas Toon served as Beyon Solutions Group COO until February 29th, 2024
* Shaikh Mohamed bin Khalifa Al Khalifa held the role of Chief Digital Growth Officer until February 29. 2024

Beyon - Annual Report 2023 19

Strategic Report CEO Message

CEO Message

“ During 2023, Beyon

continued with
ambitious regional
digital expansion plans
via organic growth plus
strategic partnerships
and acquisitions.”

Mikkel Vinter
CEO Beyon

20 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

We are proud of the excellent progress made during 2023 as we pushed forward with
our plans for transforming the company, with many notable achievements that are taking
us closer to our vision of becoming a global technology group.

Investing in Future Proof Connectivity a key role in maintaining Batelco’s Furthermore, we were pleased to boost
leadership position in Bahrain’s telecoms our digital portfolio through carefully
We recognise the importance of sector. Read more about Batelco’s selected acquisitions, adding DTS
developing connectivity that will enable achievements on pages 34 and 36. Solution, a leading regional Cyber
us to strengthen our core services Security Advisory firm, and Insomea,
and support regional and international Growth Across our Digital Companies a leading regional cloud IT solution
reach for the future, and to that end consultancy and managed services
During 2023, Beyon continued with
Batelco joined a consortium of other provider, specialized in Microsoft
ambitious regional digital expansion
leading telecom companies to build technology. Read more about Beyon’s
plans via organic growth plus strategic
the SEA-ME-WE 6 subsea cable linking Digital Companies’ achievements on
partnerships and acquisitions. In line
Asia, the Middle East and Europe. pages 38 to 41.
with this, Beyon Money launched its
Batelco also committed to building
innovative customer-focused financial
the Al Khaleej subsea cable, which will
services in the UAE, taking a range of its Important Milestones Achieved by our
connect Bahrain to other countries Overseas Operations
value-added services to this important
across the Middle East. Beyon’s overseas operations span a wide
regional market. Beyon Connect’s joint
Our significant investment in new venture with Egypt Post to establish geographic reach and our subsidiaries
infrastructure and numerous customer the ‘Bareedi’ platform in Egypt made Umniah, Dhiraagu and Sure achieved
centric initiatives during 2023 reflects significant progress, and we look forward numerous accomplishments during 2023,
the immense importance we place on to the service being launched in 2024. focussed on the development of 5G
not only meeting the requirements of services and fiber broadband, supporting
customers but also in elevating their their diverse customer bases.
experience with us, and this played

Beyon - Annual Report 2023 21

 Strategic Report CEO Message continues

“ The many milestone Umniah significantly advanced the certification-ready data centre at
telecommunications landscape in the Dhiraagu Head Office, and a new
achievements of Jordan with the launch of 5G services,
becoming the country’s first operator to
Security Operations Centre, in line with
the Company’s aims to deliver advanced
2023 are a testament do so, and throughout the year, rapidly
expanded its 5G network across Jordan.
services to its customers.

to our ability to Umniah also made good progress

In the Channel Islands, Sure’s ambition
to advance connectivity across its
towards expanding its Fiber service via
execute and advance the Fibertech JV, which now reaches
island communities was demonstrated
by the partnership with the States of
over 1.4 million homes and businesses.
our major strategic Guernsey aiming to connect fibre to
In the Maldives, Dhiraagu’s commitment every property on the island by the
projects.” to technological advancement was end of 2026. Meanwhile, in the South
reflected by the delivery of strengthened Atlantic, Sure has achieved the major
5G coverage in the greater Male area, milestone of connecting St Helena to
while fiber broadband services were the Equiano subsea fibre cable system,
expanded and now reach 94% of enabling Sure to offer transformational
households nationwide. Furthermore, improvements in broadband services for
investment in new infrastructure its local customers. Read more about
was high on Dhiraagu’s agenda and the international operations on pages
included the establishment of a Tier III 44 to 50.

22 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

4th Year as a Great Place to Work thanks to our customers for continuing
to choose our products and services.
I take particular pride in the Beyon My personal thanks to the management
team that work diligently to achieve teams and all team members across the
our milestones, and we are focusing Beyon companies for their efforts which
on our team members, which played a helped to ensure a successful year.
crucial role in Beyon being recognised
for the 4th consecutive year as a Great Looking Forward to a Promising Year
Workplace by Great Place to Work®, and Ahead
additionally being selected for the 2023 The many milestone achievements of
Best Workplaces in Asia List, accolades 2023 are a testament to our ability to
that we are extremely proud of. execute and advance our major strategic
projects. Based on this strong position,
Supporting Environmental & Community
Across the Group we have exciting plans for the year
ahead and I look forward to working
Across all our operations Beyon alongside Beyon’s teams across the
continues to develop sustainability group to add another successful year to
programmes aimed at reducing the Beyon transformation journey.
any impact we have on our local
environments. As a result of our efforts,
following the completion of the second
phase of Beyon Solar Park, our data
centre at Beyon Data Oasis is now
Mikkel Vinter
powered entirely on energy generated
Chief Executive Officer
by the solar park, and in Jordan
up to 45% of Umniah’s total power
consumption is now coming from
renewable energy resources.
As part of our commitment to
fostering education and supporting the
development of tomorrow’s industry
leaders, Dhiraagu held the ‘Girls to Code’
programme, aiming to address
the gender gap in technology and
inspire women to join technology fields
by teaching them how to code.

Appreciation for Trust and Support

I take this opportunity to extend
appreciation to Beyon Chairman Shaikh
Abdulla bin Khalifa Al Khalifa and
members of the Board of Directors for
their guidance and invaluable support.
On behalf of Beyon’s team, I offer

Beyon - Annual Report 2023 23

Strategic Report Beyon Telecom

Beyon Telecom

Investing to build future

proof communications
connectivity to support
digital acceleration.

We are committed to strengthening our core services to enable

us to deliver best-in-class digital solutions, and ensure a seamless
and elevated experience for our customers.

24 Beyon - Annual Report 2023

 Batelco

Bahrain’s #1 Network for

the 3rd successive year

Umniah

First to launch 5G in
Jordan

Dhiraagu

Fiber Broadband
reaching 94% of
households in the
Maldives

Sure

Market-leading Fiber
Broadband speeds of 2 Gbps
in Channel Islands

Beyon - Annual Report 2023 25

Strategic Report Human Resource Report

Human Resource Report

Elevating the company culture

through diverse initiatives

Training & Development, reward programmes and

engagement opportunities were given prominence during
2023 as part of Beyon’s plans, which place the needs and
well-being of team members at the heart of everything.
The company’s initiatives led to a global accolade with
Beyon being included on the Best Workplaces in Asia list
as a Great Place to Work.

Learning & Development Beyon Executive Education Programme Beyon Graduate Trainee Programme
A first of its kind executive training Beyon continued to play a prominent
programme tailored to meet Beyon’s role in developing young Bahrainis
continual progression as a leading through its graduate trainee programme
technology company was carried with the latest group of talented
Average Training Hours out in collaboration with Strathclyde young graduates completing a year-
Per Team Member Business School, one of the UK’s leading long programme based on their degree

34
technology universities, and delivered specializations. During the year they
by the University’s seasoned faculty were emersed in the world of technology
members. Twenty-two team members and provided with practical and technical
from Beyon’s Digital companies, training, enabling them to develop a
Batelco, and Beyon’s international sister range of skills designed to kick start their
companies, Dhiraagu and Umniah, careers in the technology sector.
Total Training Hours completed the programme which took

32,779
Reflecting the quality of the training
place at the Beyon Campus, Hamala,
offered and the dedication of the young
Bahrain. The executive programme was
graduates in working hard to achieve
designed to equip management with
their assigned goals, 100% of the 2022-
the skills and knowledge needed to
2023 graduates secured roles across
develop and implement strong strategies
the Beyon companies. The Graduate
that can support Beyon’s ambitious
Trainee programme highlights Beyon’s
plans, and enable Beyon to seize the
commitment to the development of
opportunities driven by the changing
Bahrain’s brightest graduates,
trends in the technology industry.

26 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Beyon Graduate Trainees

Beyon - Annual Report 2023 27

Strategic Report Human Resource Report continues

Beyon Chairman, CEO and CHRO

with the top 3 Chairman Award
winners

Chairman’s Award and Beyon Beyon Chairman Presents Annual

Awards
Ambassadors Programme
Average Age of new joiners The Chairman’s Award serves to
in 2023: Beyon continued to recognise high applaud and reward team members

27years
performing team members through who have not only achieved remarkable
its ambassador programme, with one accomplishments but also consistently
person selected and rewarded each embodied Beyon’s values. Following
month of the year. Those individuals a rigorous process of assessments
singled out, exhibit outstanding and interviews, three individuals were
performance, consistently going above chosen from the 12 Beyon Ambassadors,
Average Years of Service to
and beyond in their daily tasks to based on their exceptional contributions
the Company:

8years
positively impact the company’s to the company. The top three were
success. Moreover, they serve as great presented with trophies and cash prizes
examples to their peers. by Beyon Chairman Shaikh Abdulla bin
Khalifa Al Khalifa. The winners for 2023
are in 1st place Beyon Cyber Sr. Security
Average Age of Employees: Architect Isa Almannai, Beyon Acting

36years
Head Business Planning & Reporting
Ali Alshakhoori in 2nd place and Beyon
Sustainability Specialist, Lulwa Almerbati
in 3rd place.

28 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Ghabga: The annual Ghabga held

during Ramadan, with all Bahrain based
Beyon team members invited, is one
of the highlights on the company’s
yearly calendar. The event gives team
members the opportunity to socialize
outside of the workplace in one of
Bahrain’s finest hotels.
Family Fun Day: Beyon’s second annual
Family Fun Day was a huge success
bringing together hundreds of team
members and their families to enjoy a
wonderful day of entertainment which
included bouncy castles, a climbing
wall, digital game zone, carnival games,
science show, quizzes and a raffle. In a
post event survey, attendees reported
88% satisfaction rate.

Best Workplaces in Asia, by

Great Place To Work®
Beyon was included in the 2023 Best
Workplaces in Asia List, by Great Place
To Work®, the global authority on
workplace culture. Beyon was ranked
15th in the top performing 70 large
enterprises on the list, which featured
200 organizations of all sizes that were
Engagement with Team Bmajlis: B Majlis is a series of informal chosen after surveying over 2 million
sessions that provide team members employees across Asia and the Middle
Members with the opportunity to openly East about their experience in the
Beyon engages with team members discuss a variety of topics with the workplace.
through various platforms such as open HR team. During 2023, a number of
2023 was the third consecutive year
discussions, workshops and company sessions took place covering a variety
that the company achieved high
events, including the following in 2023: of themes such as Culture Initiatives,
honours for its workplace culture,
Future Beyon, Customer Experience
Town Hall: Beyon’s annual Town Hall with Batelco, part of the Beyon Group,
and AI Technologies, with more than
brings all Bahrain based team members being ranked the number one certified
65 ideas generated. and 28 ideas being
together for an inspiring session organization in the telecommunications
reviewed for implementation in 2024.
where Beyon CEO and members of sector across the GCC in the Great Place
the executive team highlight the Beyon Values Workshop: Seven to Work® Institute Middle East lists
achievements of the previous year workshops were delivered during 2023 for 2021 and 2022. Advancing to the
and outline the new strategy for for team members who completed the continent level and being recognised
the year ahead. Beyon Values Path in LinkedIn, helping in the vast Asian category reflects the
to enrich the participants general Company’s successful transformation
understanding about Beyon’s values and journey which put the needs of its
ensuring the values are embedded in team members in sharp focus, while
their day-to-day workflow. also helping to position Beyon as a
benchmark for global tech companies.

Beyon - Annual Report 2023 29

Strategic Report Sustainability and Social Impact

Sustainability and Social Impact

2023 ESG
One of Beyon’s core values is ‘Care Beyon Now’,
encapsulating our unwavering commitment to embed ‘care’
into the way we operate our businesses and interact with
our local communities.

Our dedication is brought to life through Championing Sustainability Initiatives

strategic initiatives, key partnerships for the Long-term
and community engagements, with
During 2023 Beyon championed
an investment of over BD2M during
sustainability focused initiatives
2023 in infrastructure, technologies and
that support the company’s current
community support that fall within the
needs while laying strong foundations
parameters of our ESG pillars and pave
for the long-term. Central to the
the way for a more sustainable and
comprehensive plans is clean energy
promising future.
production achieved through investment

30 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

in renewable energy projects. In line As a result of its sustainability Solar Park contributing to
with this, phase 2 of Beyon Solar Park initiatives, Beyon won an Exceptional power consumption

13%
at Beyon Data Oasis was completed Products & Services Achievement
and phase 3 at Beyon’s Hamala Data Award in the Sustainability Programmes
Centre is set to go live by the end of Category of the MEA Business
Q1, 2024. Combined, the three phases Achievement Awards, announced during
of the solar park will contribute a total GITEX 2023 in Dubai.
solar generation of 6.1 GWh. which is
Beyon’s efforts and commitments
equivalent to 13% of our total power
extend to our subsidiaries as well,
consumption used in 2023, and will
where considerable advancements have
result in an annual carbon footprint
been made in managing emissions and
reduction of around 4,000 tons annually
reducing carbon footprint. Umniah’s
going forward.
solar farm has increased its reliance
Our commitment extends beyond on clean energy, with 45% of total
power generation and keeping our power consumption coming from
company’s automation strategy in mind, renewable energy resources. Dhiraagu
we’re deploying robots to clean the has also invested in renewable solar
solar parks. This smart solution not only energy with a 1.1 MWp PV Solar system
saves 200,000 liters of water every installed in 2023 where 14% of the
year but also boosts our solar
generation by 14%.

Beyon - Annual Report 2023 31

Strategic Report Sustainability and Social Impact continues

2023 ESG continues

power consumption was from renewable University of Bahrain (AUBH). This Dhiraagu aiming to support
energy. Dhiraagu anticipates an particular initiative is very dear to us electricity consumption

18%
additional capacity which is expected as it uplifts deserving Bahraini high
to provide up to 18% of its electricity school graduates and gives them the
consumption during 2024. opportunity of an international style
university education.
Fostering Education for a Brighter
Future We also teamed up again with Brinc
By aligning with various leading MENA, a hands-on Internet of Things
organisations, Beyon aims to make (IoT) accelerator to enable Brinc-
meaningful contributions that support Batelco IOT Hub to continue offering
education, sports and local community opportunities for students and aspiring
endeavours. entrepreneurs to access mentorship,
product design and development
Among our significant community guidance, manufacturing, and also
investments is Beyon’s 4-Year gain exposure to regional and global
Scholarship programme which continued investors and markets.
for the third year in 2023, carried
out in partnership with the American

32 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Our continued collaboration with INJAZ and camaraderie. During 2023

Bahrain underscores our commitment to we collaborated with the Bahrain
nurturing young Bahrainis and preparing International Circuit which hosts Batelco
them to assume leadership roles in Fitness on Track, which welcomes
the future. Many Beyon team members walkers, runners and cyclists to enjoy
volunteer their time to help enrich the the wide-open space offered by the
learning experience for the programme’ F1 track. The IRONMAN 70.3 Middle
s participants across various verticals, East Championship Bahrain has
including digitalisation. These dedicated become a fixture on Beyon’s calendar,
Beyon team members play a pivotal role and continues to grow in popularity
in sharing their expertise, insights, and attracting many Bahrainis of all ages
real-world experiences. Beyon remains both male and female reflecting the
dedicated to creating lasting impacts in inclusivity of this challenging event.
education, fostering a brighter future for We are proud that our support has
individuals and society at large. helped to solidify Bahrain’s position on
the global map as a prime location for
Furthermore, our subsidiaries have
IRONMAN competitions.
always been socially responsible and
consistent in providing support to Our subsidiary Dhiraagu held Dhiraagu
a wide array of community-focused Maldives Road Race (DMRR), the
initiatives. Umniah Forsa Project is the largest run in the Maldives. The race is
largest community project in partnership dedicated to raising funds for causes
with Jordan’s Ministry of Education; The related to children and these funds and
project aims to rehabilitate and restore contributions have been awarded to
playgrounds in public schools in Jordan. partnered NGOs committed to children’s
welfare.
Dhiraagu held the ‘Girls to Code’
programme in partnership with the NGO Additionally, as part of our commitment
Women in Tech Maldives, aiming to to support health initiatives, Beyon
addresses the gender gap in technology donated to the Bahrain Defense Force
and inspire women to join technology Hospital to support their aims to
Beyon is steadfast in fields by teaching them how to code. improve the quality of health care
its support, investment services, technology and facilities.
Our subsidiary Sure has an established
and commitment to Sure Community Foundation that Conclusion
programmes and projects primarily provides financial support to Beyon is steadfast in its support,
that align with our values local registered charities aimed at aiding investment and commitment to
and assisting local communities for a programmes and projects that align
of Think Beyon Limits, better future. with our values of Think Beyon Limits,
Deliver Beyon Excellence Promoting Healthy Lifestyles in our Deliver Beyon Excellence and Care
and Care Beyon Now. Communities Beyon Now. Through collaborative
efforts, we aspire to enhance the well-
The sports programmes that Beyon
being of the communities we serve and
supports annually align with our
create a lasting and positive legacy for
keenness to promote a healthy and
generations to come.
active lifestyle. We recognise the
importance of sports not only in
enhancing individual health but also
in building a sense of community

Beyon - Annual Report 2023 33

Strategic Report Batelco Report

Batelco Report

During 2023, major investment in

international and regional cables,
innovative products and services for
consumers & enterprises, special deals
and prize-winning campaigns helped
ensure a year of achievements and
milestones to be proud of at Batelco. Our
collective efforts with priority placed on
exceeding our customers’ expectations
helped Batelco to maintain its leading
position in Bahrain’s highly competitive
Telecom market.

Investing in Infrastructure
Batelco committed to major investments
in subsea cable systems during 2023
which included our participation in a
consortium of leading global telecom
companies to build the SEA-ME-WE
6 cable which will connect several
countries from Asia to Europe, helping
to significantly boost our global
infrastructure. A second cable and
something we are very proud of is the
Al Khaleej cable, as this is our first fully
owned subsea cable which will connect
Bahrain to other regional countries and
be a major asset in addressing the
ever-growing data demands and internet
traffic requirements in the region.
Supporting our global base of customers
is extremely important to us and in
line with that Batelco quadrupled its
international capacity service with the
launch of ‘Bwave’ to offer wavelength
service of 400G capacity high-speed
connectivity, the first provider in Bahrain
to offer the service, elevating solutions
capabilities for customers including

Maitham Abdulla,
CEO Batelco*

*Maitham Abdulla held the role of Batelco Chief Operating Officer until February 29, 2024

34 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

We also continued to invest in our local networks which ensured Batelco was named the
Kingdom of Bahrain’s #1 network for a third consecutive year.

wholesalers, hyperscalers, data centre customers but also to organisations to deliver and pride ourselves on our
operators and content providers. In in the private and public sector that quality of service and reliability. Keeping
another first, Batelco also introduced require multilingual support around the with this trend and setting new industry
‘Mobile Peering’ for members of the clock, such as government and financial standards in Bahrain, we were the first
Manama IX platform enabling them to entities, logistical carriers, restaurants telco to open standalone digital shops
securely exchange their global mobile and delivery services. with three launched during 2023 in
roaming data resulting in a superior prime locations, with more to come. This
roaming experience for their end users. Digitisation of the Customer Journey means that at any time to suit their
In line with Batelco’s commitment to busy lifestyles, customers can use our
We also continued to invest in our digital shops to complete a wide range
local networks which ensured Batelco innovation and customer-centricity,
game changing digital solutions and of their telecom transactions seamlessly
was named the Kingdom of Bahrain’s and conveniently, in just a few minutes.
#1 network for a third consecutive digitisation of the customer journey
year, through providing the fastest continued to be central themes in 2023. In another first in Bahrain, Batelco
5G mobile network experience with With a focus on digital transformation in introduced ‘Instant Activation’ so that
100% nationwide coverage, best video the Enterprise sector, Batelco launched mobile customers can obtain a new
streaming and high voice quality. a Business Portal, serving as a digital service entirely remotely following the
one-stop-shop to provide customers latest enhancements to the Batelco
Best-in-Class Customer Service Contact Mobile App. Through a complete
Centre with an overview of all their services,
and allowing them to manage their end-to-end digital journey including
Batelco has built a strong reputation usage and consumption as well as apply completing the fingerprint process
for excellent customer service over for new services, making the telecom digitally, customers can instantly
many years supported by a call centre journey more functional and effective activate a Batelco Postpaid, Prepaid or
operating every day of the year, to for this sector. Mobile Broadband service, and get an
respond immediately to our customers’ eSIM within one minute.
requests for support. We are thrilled to We realise that having access to the
be taking this service to new heights latest telecom technologies coupled
with the introduction of TOTAL CX a with hassle free convenience, is very
new player in the local customer service important to our customers, so we
sector that is catering to not only our always strive to be among the first

Beyon - Annual Report 2023 35

Strategic Report Batelco Report continues

Batelco Report continues

Everything we do is with our valued customers in mind, placing

their requirements as a top priority

Furthermore, Batelco was the first in Unmatched Prizes and Rewards for our To help us gain better insight into
Bahrain to enable eSIM technology in Customers our customers experience and their
BMW vehicles. This followed the signing perspectives on the Batelco brand,
of a partnership with BMW Middle One of the highlights of the year was we invited a selected group of
East to enable eSIM technology for the much-anticipated announcement customers from various age groups and
the latest models available in Bahrain of the winner of Batelco’s ‘Win your nationalities to participate in a focus
in 2023. The milestone achievement Forever Home’ campaign at the group conducted by our Brand and
also placed us amongst 9 operators beginning of 2023. We saw the joy Marketing teams, with this helping us to
worldwide to enable the eSIM service that the campaign brought to our enhance our customer communication
for BMW vehicles. eSIM technology customers, so we couldn’t resist rolling strategies.
allows a seamless integration between out a new campaign, this time offering
the vehicle and the mobile network, a luxurious waterfront villa in one of Everything we do is with our valued
providing the user with connectivity Diyar Al Muharraq’s most prestigious customers in mind, placing their
at all times. developments, and once again the requirements as a top priority. We
opportunity was available to all our appreciate their ongoing trust in us and
As a result of these initiatives for Home Broadband customers. We know their loyalty to Batelco’s products and
Batelco’s Mobile App and its eSIM that a win like this can set a family services. For the year ahead we already
collaboration with BMW, Batelco received up for life, so we were absolutely have many exciting plans in place that
recognition from MEA Business in its thrilled to reveal the winner during are designed to elevate their telecom
annual Technology Achievement Awards. a special celebratory event held at journey with us even higher.
The awards programme highlights Batelco’s premium fully digital shop
organisations for their exceptional at Marassi Galeria.
innovation, leadership, and excellence in
technology in the Middle East and Africa During the year, we also introduced
region. Batelco won the Outstanding Jawaher, a digital loyalty programme to
Sector Leadership and Growth award enable our customers to earn points,
in the Software category for Batelco’s which can be redeemed for exciting
Mobile App while Batelco’s collaboration rewards. Jawaher also includes great
with BMW won the Innovative partner offers with exciting deals and
Collaborations and Partnerships award discounts from a wide selection of
in the Telecoms category. local shops and restaurants, with this
being our special way to reward our
customers’ loyalty and trust in us.

36 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Beyon - Annual Report 2023 37

Strategic Report Digital Growth Report

Digital Growth Report

In 2023, our digital entities experienced

remarkable growth across every facet
of our operations. Revenues doubled,
our operations expanded to encompass
seven countries, and we successfully
completed two strategic acquisitions.
Moreover, our product and service
portfolio significantly widened.
Our unwavering focus on establishing
new digital ventures, introducing
groundbreaking products, and
penetrating emerging markets of the
Middle East, North Africa, and the Asia
Pacific regions, underscores the pivotal
role the Beyon digital companies are
playing in Beyon’s transformation into a
regional technology powerhouse.
With accelerated drive and passion,
each entity has clocked up a long list
of achievements and I am proud of
the many milestones, that they have
accomplished.

Beyon Money
Beyon Money’s progress over the
past year has been marked by
strategic expansion, innovative service
introductions, and a strong focus
on customer-centric solutions. The
company’s endeavors have set a new
benchmark in the financial services
landscape of the Middle East, positioning
it as a leader in the fintech domain.
A key milestone in Beyon Money’s
journey during 2023 was obtaining a
Financial Services Permission from the
Financial Services Regulatory Authority

Shaikh Mohamed bin Khalifa Al Khalifa

CEO Beyon Digital Growth*

* Shaikh Mohamed bin Khalifa Al Khalifa held the role of Chief Digital Growth Officer until February 29. 2024

38 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

With accelerated drive and passion, each entity has clocked up a long list of achievements
and I am proud of the many milestones, that they have accomplished.

in the Abu Dhabi Global Market, As a result of its delivery of innovative ranked among the top 3 MSSPs in the
enabling the launch of the Beyon Money and in demand services, Beyon Money region by MSSP Alert, and identified as
SuperApp in the UAE, showcasing its witnessed a sixfold increase in the a ‘Major Player for Managed Security
dedication to revolutionizing the digital volume of payments and a tenfold Services’ by IDC (International Data
financial experience. This initiative rise in its customer base compared Corporation).
marked a crucial step in the Company’s to the previous year. This remarkable
Beyon Cyber’s client portfolio is
regional expansion plans, and has growth underscores the effectiveness of
equally impressive, serving the largest
significantly advanced its position in the Beyon Money’s strategic initiatives and
organizations in the Kingdom, including
Middle Eastern financial services sector. the increasing trust of customers in
six of the top ten financial institutions.
their services.
The support of financial authorities in Its acquisition strategy, leading to the
the Kingdom of Bahrain is crucial to Beyon Cyber successful acquisition of DTS Solution,
our progress and in line with that the a leading regional Cyber Security firm,
Central Bank of Bahrain awarded Beyon Cyber which is building a strong has enabled the addition of reputable
Beyon Money a Class 2 investment reputation as the leading managed regional clientele to the company’s
Company license, a significant security services provider in Bahrain, roster, such as leading regional banks,
endorsement that enables the company has grown at a rate 2.5 times that educational establishments and airlines.
to introduce a variety of new services. of the market year on year. Beyon
Cyber’s impressive growth can also be All these achievements were
This recognition further cements Beyon
attributed to successful acquisitions and accomplished within just 24 months
Money’s position as a frontrunner in
alliances, expanding its operations and of operations, marking just the
the fintech industry. Leading from this,
reach from just Bahrain, to managing beginning for Beyon Cyber. Looking
Beyon Money introduced Flexi Invest,
projects and operations across seven to the future, the company is poised
an innovative and flexible investment
countries including the UAE, Kuwait, to revolutionize its sector with Beyon
product in partnership with SICO. This
Saudi Arabia, Oman, Jordan, and Cyber Labs, focusing on developing its
product, a first in the MENA region,
the Maldives. Beyon Cybers’ rapid own technology stack in-house. This
represents Beyon Money’s commitment
expansion and performance have not move is aimed at enabling Beyon Cyber
to offering competitive financial
gone unnoticed; it has been recognized to compete with the most established
solutions to its customers.
as the fastest-growing cybersecurity global players in the industry, signaling
company in the Middle East by Deloitte, a new era of innovation and growth.

Beyon - Annual Report 2023 39

Strategic Report Digital Growth Report continues

Digital Growth Report continues

At the heart of our Digital entities’ growth lies our dynamic and talented workforce.
Since our establishment in 2022, our team has expanded exponentially, now
boasting over 150 employees

Showcasing Beyon Cyber’s commitment covering the full scope of the portfolio furthering Beyon Connect’s dedication
to local talent development, a number was launched. This initiative will provide to revolutionizing postal systems
of Beyon Cyber’s security operation proactive management and support with advanced technology. The
centre’s team were hired as Bahraini to customers, distinguishing Beyon establishment of digital post solutions
graduates. Solutions in a highly competitive is expected to significantly reduce the
market. This move emphasises a volume of physical mail in Egypt which
Beyon Solutions strong commitment to innovation and supports the country’s 2030 vision with
Beyon Solutions’ accomplishments for excellence in serving customers by a focus on digital transformation within
2023 have far exceeded expectations enabling them to focus on their main the postal sector.
and we are delighted to report a business strategy and initiatives.
Beyon Connect also launched an
projected year-over-year revenue Looking ahead, Beyon Solutions is e-Business communication platform,
growth of 180%. This remarkable setting its sights on several strategic OneExpress, tailored for the business
achievement stems from the dedication initiatives aimed at establishing sector with a special focus on
and collaboration across the entire centres of excellence across key e-Invoicing. This innovative platform,
team in strengthening client technology specialisations, broadening was first introduced in the Kingdom of
relationships and crafting innovative its geographical footprint, and forging Saudi Arabia, setting a new standard in
solutions backed by seamless technical partnerships with global vendors. These meeting the intricate requirements of
and operational support. endeavors are designed to enhance KSA’s Zakat and Tax Authority (ZATCA).
A highlight of the year was Beyon service offerings not just in Bahrain Going forward Beyon Connect aims to
Solutions’ announcement at GITEX but across an expanding market expand OneExpress across the GCC and
2023 to acquire Insomea, a renowned presence. With Data & AI being at the Middle East, aligning with the region’s
specialist regional Microsoft solutions forefront of everyone’s mind, at the accelerated transformation for digital
provider. Insomea’s reputation end of 2023 Beyon Solutions confirmed businesses and their communication
underscores its expertise in areas critical its partnership with a leading Data with clients from the region and globally.
for digital transformation, including specialist to provide transformative data
A notable achievement during the
Modern Workplace, Cloud migration/ solutions supported by an in-house
past year was Beyon Connects’
optimization, app modernization, and team, which is an area of development
admission as a gold member of the UPU
security across the MENA region. This for 2024.
(Universal Postal Union) Consultative
acquisition is a testament to the quality Committee, which aligns with our growth
and ambition of Beyon Solutions, Beyon Connect
objectives for OneBox, and enables
signaling its commitment to expanding A significant highlight of 2023 was Beyon Connect to contribute to and
services and geographical reach. the establishment of a Joint Venture align with global postal standards. The
between Beyon Connect and the year also saw Beyon Connect’s official
As part of Beyon Solutions quest
Egyptian National Postal Organization acceptance into the World Bank’s
to continuously enhance its service
leading to the introduction of ‘Bareedi’ Govtech Provider Forum.
offerings, a Managed Services desk
digital registered mail platform,

40 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Furthermore, in line with our continuous

journey towards achieving excellence in
information security, and reflecting our
dedication to upholding and surpassing
the highest standards in data security
and privacy practices, Beyon Connect
successfully renewed its ISO 27001 and
ISO 27018 Certifications. Additionally,
the deployment of a managed Security
Operations Center (SOC) together with
Beyon Cyber ensures round-the-clock
monitoring and rapid response to any
security incidents to give customers
added peace of mind.

Moving forward from a solid foundation

At the heart of our Digital entities’
growth lies our dynamic and talented
workforce. Since our establishment
in 2022, our team has expanded
exponentially, now boasting over 150
employees. Our vision is to serve as
a beacon, drawing in local talent and
nurturing them into the next generation
of digital leaders. I am proud of the
exceptional team performance and take
this opportunity to extend appreciation
to the Digital Growth team, the CEOs of
the digital companies Roberto Mancone,
Dr. Shaikh Khalid Al Khalifa, Nicholas
Toon and Christian Rasmussen, and
all their team members, helping to
delivering a year to be proud of.
The year 2023 has been a
transformative period for Beyon’s digital
companies, characterized by significant
growth, strategic acquisitions, and a
steadfast commitment to innovation
and excellence. Our achievements this
year have laid a solid foundation for
future growth, driven by the dedication
and hard work of our team. As we look
forward to the opportunities ahead,
we remain dedicated to driving digital
transformation for our clients and
expanding our impact across the MENA
region and beyond.

Beyon - Annual Report 2023 41

Strategic Report BNET Report

BNET Report

At BNET, we contribute to the future

of Bahrain’s economy. Our national
broadband network is far more than
cables and connections; it’s the
foundation for a diversified, tech-driven
future. By powering every business and
home, we’re unlocking unimaginable
possibilities for growth and innovation
across every sector. This is about
more than just connectivity; it’s about
empowering our nation to reach its full
potential.
Building a prosperous future, BNET’s
strategy bridges the gap between the
sixth National Telecommunication Plan
(NTP6) and its goal to ensure ubiquitous
fiber broadband access to unlock the
benefits of improved quality of life
through access to advanced, high-
capacity digital services.
2023 was a year of extraordinary
milestones for BNET, reflecting the
unwavering commitment to building a
prosperous community where everyone
is connected. With remarkable 95.4%
coverage, connecting 414,000 inhabited
addresses and 60,000 new covered
addresses BNET has brought the fiber
optic network closer than ever to the
very pulse of the Kingdom. But the
numbers, while impressive, only tell part
of the story.
Starting with a global win, BNET was
awarded the “Best Fiber Deployment
Award”, this comes as a testament
to BNET’s ongoing commitment to
developing its fiber optic services,
and relentless pursuit of technological

Ahmed Jaber Aldoseri

CEO BNET

42 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

The road ahead is paved with exciting possibilities. We are poised to push
the boundaries of connectivity, explore emerging technologies, and continue
nurturing a culture of Innovation.

innovation and infrastructure investment. Majesty the King’s Representative

BNET, the owner and operator of for Humanitarian Works, and Youth
the fiber network, has also joined Affairs, this is a true testament to our
as a member in the International ongoing commitment to nurturing and
Telecommunication Standardization empowering environments where every
Sector (ITU-T). This membership grants individual can prosper.
BNET access to a dynamic platform The road ahead is paved with exciting
where we can collaborate with global possibilities. We are poised to push
experts and shape the future of the boundaries of connectivity, explore
telecommunications standards. emerging technologies, and continue
Moreover, BNET was awarded “Best nurturing a culture of Innovation. As we
Application of Premium Home enter 2024, I am confident that BNET,
Experience” and “Best Application for All together with its exceptional team and
Optical Metro” further underscoring our unwavering leadership, will continue
solid devotion to expanding fiber optic to connect communities, exceed
services and technical applications to expectations, and weave a brighter
support the network services in terms future for all.
of high reliability and adherence to the In conclusion, I would like to take
latest global automation standards in this opportunity to extend profound
the field of fiber optic network services. appreciation to BNET’s Chairman of
These achievements are powerful the Board of Directors, His Excellency
validations of our vision, our expertise, Shaikh Ali bin Khalifa Al Khalifa, and the
and the incredible talent driving members of the Board of Directors for
BNET forward. their invaluable guidance and strategic
Speaking of talent, I am honored vision which have been instrumental
to receive an award for our team’s in every milestone we achieved, as well
excellence in human resource as BNET employees for their dedication
management by His Highness Shaikh that led to the success.
Nasser bin Hamad Al Khalifa, His

Beyon - Annual Report 2023 43

Strategic Report Subsidiaries & Affiliates

Subsidiaries

Umniah
Jordan
Since its inception in June 2005,
Umniah, a subsidiary of the Bahraini
Beyon Group, has strategically
established itself as a pivotal player
within the Jordanian telecommunications
sector. The company has consistently
demonstrated a steadfast commitment
to innovation and service excellence,
evidenced by its delivery of high-
quality mobile, internet, and enterprise
solutions. Umniah’s dedication to
enhancing connectivity infrastructure
is manifest in its expanding B2C and
B2B business segments, particularly
exemplified by the launch of its 5G
services and Fiber offerings.

Advancing Connectivity
In 2023, Umniah significantly advanced
the telecommunications landscape
with the launch of its 5G services in
April, becoming the country’s first
operator to do so. Following the launch,
the company rapidly expanded its 5G
network, setting up over 700 sites in
key governorates including Amman,
Zarqa, Irbid, and Aqaba. This expansion,
leveraging Ericsson’s 64T64R Massive
MIMO technology, focused on densely
populated areas, ensuring extensive
and reliable coverage. Umniah invested
around $100 million in 5G for 2023, with
plans to further its investment over the
next five years.
Continuing its pursuit of technological
advancement and enhanced user
experience across the Kingdom, Umniah
has significantly augmented its digital
presence. This expansion is marked
by a strategic broadening of its Fiber
Faisal Qamhiyah service, now reaching over 1.4 million
CEO homes and commercial establishments.
The introduction of Fiber to the Room
(FTTR) and Gigabit speeds further
underscores Umniah’s commitment to
delivering cutting-edge solutions and
unparalleled connectivity.

44 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Continuing its pursuit of technological advancement and enhanced user

experience across the Kingdom, Umniah has significantly augmented its
digital presence.

Lastly, Umniah also launched the Voice 3,500 schools and 112 directorates and Umniah’s commitment to the
over Wi-Fi (VoWi-Fi) service, a first in administrative buildings. This initiative community has received numerous
Jordan’s telecommunications market, seeks to improve productivity and offer accolades over the years, and 2023
demonstrating its commitment to integrated communication solutions was no exception. Umniah received the
offering advanced telecom and internet within schools to enhance educational Silver Category award for Buildings for
services. This innovative service enables outcomes and prepare students with the Persons with Disabilities, recognizing its
Umniah subscribers to make local skills needed for their future endeavors. efforts to create inclusive and accessible
and international calls over any environments. Earlier in the year,
Wi-Fi network, significantly improving Reimagining Finance with UWallet Umniah launched the 114-emergency call
call quality and reception in areas with 2023 saw Umniah’s UWallet charge application for subscribers with hearing
poor or no cellular coverage, such as ahead in digital finance by bringing impairments, showcasing its dedication
remote locations, high-rise buildings, convenient QR code cash withdrawals to integrating individuals with
and lower floors. and boosting merchant e-payment disabilities and enhancing accessibility.
options and security with the support
Strategic Partnerships in Enterprise of partners. UWallet also expanded Reaching People with The 8Log
Throughout 2023, Umniah continued its financial services and streamlined Launched in 2019, Umniah’s tech
to leverage various global platforms logistics payments backed by the blog, The 8Log, has carved a niche in
to expand its portfolio of strategic Central Bank of Jordan. These the digital content world. With over
partnerships. This includes a partnership collaborations solidified UWallet’s role 2.8 million views and 1,200 articles
with Huawei to develop customized in driving financial inclusion and published, it’s become a go-to source
wired and wireless network solutions, innovation across Jordan, setting the for engaging tech articles. This success
and a ground-breaking agreement with stage for regional expansion. reflects Umniah’s commitment to
Microsoft focusing on cloud solutions, delivering high-quality, diverse content,
AI, and 5G network devices. Umniah Advancing Social Responsibility and underscores its dedication to
also launched Cloud ERP in collaboration Throughout 2023, Umniah maintained expanding its digital reach and fostering
with CorporateStack, providing a its unwavering commitment to social wider engagement.
comprehensive cloud software solution responsibility by undertaking a series
for integrated business management. of impactful initiatives. Notably, the
Meanwhile, the Ministry of Education company completed the rehabilitation of
and the Special Communications 17 government school playgrounds across
Commission has extended the Jordan which included 7 playgrounds
Connectivity Project partnership with revamped under the “Forsa” initiative.
Umniah, which was initiated in 2016, These playgrounds have positively
for three more years, to establish the impacted over 11,400 students and
necessary infrastructure for integrating 45,000 local residents, fostering a
technology into the education process, more vibrant and enriching
enhancing efficiency across more than educational environment.

Beyon - Annual Report 2023 45

Strategic Report Subsidiaries & Affiliates continues

Dhivehi Raajjeyge Gulhun Plc (DHIRAAGU)

Maldives
As Dhiraagu celebrates its 35th
anniversary, the company takes pride
in its rich history of providing essential
digital and telecommunication services
to the Maldives. Since its inception,
Dhiraagu has been at the forefront
of delivering innovative solutions,
fostering digital communities, and, in
2023, the commitment to core values
was renewed by integrating sustainable
practices across the entire company.
The commitment to sustainability goes
beyond a mere declaration, representing
a fundamental shift in our approach
towards Environmental, Social, and
Governance (ESG).
In a significant achievement for
information security management,
Dhiraagu obtained ISO/IEC 27001:2013
certification in 2023. This not only
reinforces the security of customers’
data but also establishes Dhiraagu’s
position as a trusted provider of
connectivity in line with international
standards. Furthermore, the company
invested in a Tier III certification-ready
data centre at the Dhiraagu Head
Office, established a new Security
Operations Centre (SOC), and upgraded
the existing Network Operations Centre
(NOC) to enhance resiliency and provide
exceptional service to customers.
Throughout the year, Dhiraagu expanded
its high-speed Fibre Broadband network,
reaching 94% of national households.
Simultaneously, the domestic
submarine cable system was upgraded,
incorporating four additional segments
to bolster network dependability
and robustness. The commitment to
technological advancements is evident

Ismail Rasheed
CEO & Managing Director

46 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Throughout the year, Dhiraagu expanded its high-speed Fibre Broadband

network, reaching 94% of national households. Simultaneously, the domestic
submarine cable system was upgraded, incorporating four additional segments
to bolster network dependability and robustness.

in the strengthened 5G coverage in the paramount focus on safeguarding and With the strongest digital presence
Greater Male’ Area, serving 50% of the preserving the natural environment. across the Maldives, Dhiraagu has
population, and the launch of 5G Turbo With 17% of its energy needs been established 100% mobile coverage in
WiFi plans complementing 5G services. met through renewable energy, the nation along with the largest high-
Dhiraagu distinguishes itself as one speed fibre broadband network providing
Responding to the growing demand of the Maldivian enterprises that has service to 94% of national households.
for security services, Dhiraagu embraced renewable energy in its daily In order to provide customers with the
partnered with Beyon Cyber to launch operations, showcasing a commitment most superior service, the company
cybersecurity services, conducting to ocean conservation and a reduction has nine strategically located operation
awareness sessions for key enterprise in carbon footprint. Key Corporate centres with 24/7 customer support
customers. Social Responsibility highlights also channels, as well as the largest
Dhiraagu also provided various network include the 14th edition of Dhiraagu distribution and retail network across
and voice solutions for corporate Maldives Road Race (DMRR) 2023; the the country.
customers, including the provision and largest and only international run in
the Maldives, dedicated towards child Dhiraagu is a signatory to the United
digital set up of the Psychological First Nations Global Compact (UNGC) and
Aid Helpline managed by the Ministry of protection through which Dhiraagu
made significant contributions to 12 upholds its universal principles in
Education. the areas of human rights, labour,
partner NGOs who work in the area of
In 2023, Dhiraagu received notable supporting and protecting children to the environment, and anti-corruption.
recognition, including being help their initiatives and programmes Our CSR initiatives during the year
acknowledged as the ‘Maldives’ across the country. particularly supported the United
Fastest Mobile Network’ by, Ookla® Nations Sustainable Development Goals.
for the second consecutive year. The Incorporated in the Maldives in 1988
partnership with EGUARDIAN earned and listed on the Maldives Stock
Dhiraagu the title of ‘Outstanding Exchange, Dhiraagu is the leading
Partner of the Year.’ digital services and telecommunications
provider in the Maldives. Beyon
Recognising the susceptibility of the acquired 52% shareholding of the
Maldives to climate change, Dhiraagu company in 2013.
has proactively implemented substantial
measures to secure a sustainable future
for the nation. The company places a

Beyon - Annual Report 2023 47

Strategic Report Subsidiaries & Affiliates continues

Sure Group

The Sure Group comprises a number

of geographically diverse operations,
which are wholly owned subsidiaries of
Beyon, acquired in 2013. Headquartered
in Guernsey, the Sure Group provides
telecommunications and related services
across the Channel Islands, the Isle
of Man and in the British Overseas
Territories of Ascension, the Falkland
Islands, Saint Helena and Diego Garcia.
In Guernsey, Sure is the leading full-
service operator with market-leading
propositions in fixed voice, mobile,
broadband, Cloud and cybersecurity
services. We are the prime competitor
in Jersey and the Isle of Man where
we challenge the incumbent operators
through innovative solutions, value and
customer service. In the British Overseas
Territories, Sure operates under exclusive
licences with full feature networks
delivering voice, broadband data
services and, in certain markets, TV.
Sure’s purpose is to connect our island
communities for a better future and
this is best demonstrated through our
partnership with the States of Guernsey
to connect fibre to every property on
the island by the end of 2026. The
project is ahead of schedule having
achieved the major milestone of half
of all Guernsey properties now being
able to connect to the state-of-the-art
network. Take-up rates are surpassing
60%, driven by our comprehensive
communications programme. During
2023 Sure also increased fibre
broadband speeds to a market-leading
2 Gigabits per second, as well as

Alistair Beak
CEO

48 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Sure’s purpose is to connect our island communities for a better future and
this is best demonstrated through our partnership with the States of Guernsey
to connect fibre to every property on the island by the end of 2026.

equalising upload and download speeds, VMWare and Mimecast as well as the Games, we provided upgraded
capitalising on the latest XGS-PON fibre the reassurance provided by our key connectivity to 25 event sites, including
technology being deployed. This makes accreditations of ISO22301 for business public WiFi, which enabled the
Guernsey a leading fibre jurisdiction in continuity and ISO27001 for information equivalent of 250,000 photos to be
island regions, the British Isles and the security. shared during the Games and leaves a
rest of the world. permanent legacy in terms of improved
In the South Atlantic Sure has achieved
broadband services. Our support of the
For consumer mobile services across the major milestone of connecting St
Isle of Man TT races – as the Official
the Channel Islands and Isle of Man, Helena to the Equiano subsea fibre
Telecommunications Partner – entered
including unlimited, shareable, and cable system. This has enabled Sure to
its 17th year, demonstrating our ongoing
roaming-inclusive plans in our product offer transformational improvements in
commitment to the island’s major
suite, has driven pay monthly subscriber broadband services; moving to unlimited
annual event which attracts up to
growth to its strongest level in five plans and reducing pricing, whilst also
50,000 visitors.
years. extending the licence issued by the St
Helena Government. Similarly, in Diego
Business customers’ demand for digital
Garcia Sure connected to a new fibre
services continued to grow with Sure’s
optic subsea cable, enabling significant
Hybrid Cloud proving particularly
improvements to broadband services.
popular with customers across multiple
In the Falkland Islands, having renewed
sectors including financial services,
our partnership with the Government
crypto and retail. Customers are
at the end of 2022, faster broadband
attracted to our unique combination
speeds and more generous packages
of providing managed public and
for residential customers have been
private Cloud, data sovereignty, high-
deployed.
performance computing and enterprise-
grade networks. More generally, business Sure was proud to sponsor the very
customers are attracted to Sure’s successful 2023 NatWest International
professional services and managed Island Games in Guernsey, attended by
solutions deployed through partnerships more than 3,000 visiting competitors,
with global brands including Cisco, officials and spectators. In our role
Hewlett Packard Enterprise, Microsoft, as the Official Technology Partner of

Beyon - Annual Report 2023 49

Strategic Report Subsidiaries & Affiliates continues

SABAFON ETIHAD ATHEEB TELECOM BATELCO EGYPT

YEMEN SAUDI ARABIA COMMUNICATIONS (S.A.E.)
EGYPT

Sabafon, in which Beyon has a minority Etihad Atheeb Telecommunications Batelco Egypt is wholly owned
shareholding of 26.94%, is a GSM Company (Atheeb) was established in by Beyon. The company was
operator in Yemen offering national 2008 and is a publicly listed company established in 2003 with a focus on
coverage across the country. The in the Kingdom of Saudi Arabia, in providing end-to-end worldwide data
company started its operations in which Beyon holds a 15% stake. communication solutions to corporates,
2001 with the vision to establish a multinational customers and global
The company operates under the “GO”
strong, dynamic and flexible organization telecommunication providers.
brand and has a broad portfolio of
to serve and benefit the people of
products and services for both business Over recent years Beyon’s global
Yemen with the latest GSM technology
and retail customers including but connectivity to Egypt has been
and services.
not limited to VOIP communication upgraded significantly to accommodate
Sabafon has been operating in a solutions, high-speed data services, the increasing demand to and from
challenging environment due to the wireless broadband internet, fixed line Egypt, allowing Beyon to secure several
existing political instability. Nonetheless, telephony, hosting cloud solutions and global contracts. Through partnerships
Beyon continues to believe that Sabafon enterprise connectivity services. and alliances with other leading
has solid business fundamentals and providers Beyon is gaining strength in
During 2023, the company became
will be in a leading position to seize Egypt’s enterprise sector among local
one of the fastest-growing players
opportunities once the geopolitical and multinational companies.
in Saudi Arabia and with ambitious
position improves.
development plans aims to become Batelco Egypt is contributing towards
more competitive in the promising Beyon’s strategy of building a cloud
Saudi telecommunications market. centric platform by introducing
relevant services and enhancing its
infrastructure. Such initiatives are
serving to broaden the company’s
portfolio, boost its competitiveness
and enrich its service offerings in and
out of Egypt.

50 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Beyon - Annual Report 2023 51

Corporate Governance

Corporate Governance

Contents
1. Descriptions of the actions taken to complete the Corporate Governance Code during the year 2023
in the Company and how they were applied 53
2. Transactions of Directors and Executive Management trading during the year 2023 55
3. Composition of the Board 56
4. External Auditors 72
5. Board Committees Structure 72
6. Corporate Governance Officer 73
7. Details of any irregularities committed during the financial year 73
8. Cash and in-kind contributions made by the Company during the year 2023 74
9. Ownership Structure 74
10. Compliance with the provisions of the Corporate Governance Code, as follows 75
11. Any disclosures required by the regulatory authorities 75

52 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

1. Descriptions of the actions taken to complete the Corporate Governance Code during the year 2023 in the Company and how
they were applied
As a Bahrain-based public joint stock Company, the Company is subject to the Corporate Governance standards of Bahrain
Commercial Companies Law; and in line with the Corporate Governance Code 2018 (“the Code”) of the Ministry of Industry and
Commerce (“MOIC”) and its amendments. In addition to that, considering that the Company is listed on the Bahrain Stock Exchange;
the Company also complies with the Central Bank of Bahrain (“CBB”) Volume 6 – Capital markets High-level controls corporate
governance module.
The Company aspires to the highest standards of ethical conduct based on sound Corporate Governance, in accordance with its
commitment to both meeting legal and regulatory requirements and adhering to international best practices, the Company has put
in place a comprehensive Corporate Governance framework to maximize operational efficiency and protect shareholders’ rights.
The Company regards the guiding principles of its Corporate Governance framework to be fairness, transparency, accountability and
responsibility, and is committed to complying with the ten principles of the Corporate Governance Code.
The Board of Directors undertook measures and ensured that for the year ended 31 December 2023, the company was compliant
with the provisions of the Code (please refer to page number 75 of the report). The Board of Directors continuously strive to
enhance the Company’s practices to establish a sound corporate governance framework, this is evident through the various
initiatives taken by the Board to set up the proper policies and procedures to comply with the Code and in line with best practices.

Key Persons Policy

As part of their policies to maintain a fair, orderly and transparent securities market, the Bahrain Bourse and the Central Bank
of Bahrain (CBB) enforced the stipulation of “Key Persons’ Dealing Policy” on listed companies. The policy regulates the trading
of securities by members of the Board of Directors, Executive Management and other members of staff in the Company that are
defined as Key Persons. The Directors have access to sensitive information that if exposed to the market, may directly or indirectly
affect the value or price of the securities. The Company ensures the adherence to the Key Persons Policy and reports on a regular
basis to the CBB and Bahrain Bourse as required and on any irregular activities that may occur from a key person within the
Company. A copy of the policy can be reviewed on the Company’s website.

Code of Conduct and Whistle Blowing Policy

The Board of Directors developed a Code of Conduct and Ethics policy for the Board of Directors, which is in line with the
regulations of the MOIC Corporate Governance Code. The Code of Conduct and Ethics has also been revised and approved by the
Board of Directors during 2023 to reflect the recent initiatives taken towards conducting ethical practices. The Board of Directors
have also developed a whistle blowing policy which has been communicated to the employees of the Company to guide them and
promote ethical behavior, honesty and integrity in their normal daily activities; and to safeguard and uphold the reputation of the
Company at all times. The policies can be reviewed on the Company’s website.

Elections of the Board of Directors, its Term, Induction and Orientation

According to Article (27) of the Company’s Articles of Association the Term of Directors membership on the Board shall not exceed
3 years. The recent term begun in March 2023 and the start of the new term will be in March 2026.
The Board placed formal, rigorous and transparent procedures for the appointment of new directors to the Board, and the
Company ensures its compliance with relevant laws and guidelines related to the elections, announcement of the nominees and
communication with shareholders. The Nomination Committee handles the responsibility of overseeing the process of nomination
to the Board and in order to ensure that the nomination process is handled efficiently, the Nomination committee approved the
Board appointment, election and nomination procedure, which sets out the processes and procedures taken when Board nomination
takes place, which adheres to the applicable laws and regulations in the Kingdom of Bahrain. When reviewing candidates for board
nomination, all candidates are identified against a criterion set by the Company which is in line with Article (28) of the Company’s
Articles of Association.
Upon the approval from the Annual General Assembly Meeting (AGM) in the year 2023, the new board composition was announced.
The Company with support from the Board Secretary handled the induction and orientation of the new Directors to familiarize
them with the organization and their duties and responsibilities as Directors. The Directors are also provided with a comprehensive
handbook inclusive of all important information about the Company structure, purpose, values and strategy in addition to the
various policies that require their attention. An Orientation Day was held for the new directors led by the Chief Executive Officer
and members of the Executive Management team. The Directors were also briefed about the terms and conditions of their
directorship, the annual remuneration, and entitlement to reimbursement of expenses and access to independent professional advice
when needed, not to mention any directorship in the Board sub committees or Opco’s.

Termination of Directors
The membership of the Directors is terminated upon the expiry of the term upon which the director shall be subject to re-election.
The termination of directorship can also take effect if any Director is in breach of the conditions outlined in Article (29) of the
Company’s Articles of Association.

Beyon - Annual Report 2023 53

Corporate Governance continues

1. Descriptions of the actions taken to complete the Corporate Governance Code during the year 2023 in the Company and how
they were applied (Continued)

Performance Evaluation
In line with the governing laws of the Kingdom, the Board members undergo an annual performance evaluation of the Board, Board
Committees’, and their individual performance. The evaluation is designed to determine whether the Board, its Committees, and its
directors are capable of providing high level of judgment.
The Evaluation process is administered by the Board Secretary and handled by the Nomination Committee where the results
of the evaluation are discussed and the overall performance of the Board and Committee’s is reviewed, and proposals for any
enhancements are recommended to the Board of Directors.
For the year 2023, All directors have effectively completed their performance evaluations and the result of the Board Performance
evaluation was 89.04% (Excellent) as per the approved evaluation rating criteria and shall be announced at the next AGM meeting
for the shareholders’ approval. The next performance evaluation of the Board is scheduled for 2024.

Board Independency Evaluation

On an annual basis the Company conducts an independency evaluation on the members of the Board of Directors to determine
their independency status during the year. This exercise is conducted at least once every financial year.
The evaluation is conducted in line with the criteria set out in the Code in appendix 1 to determine the Board of Directors
independency. A statement shall be prepared by the Board and announced in the next AGM meeting.
In its ongoing efforts the Board has resolved that it shall investigate any non-compliance or deviations from its Corporate
Governance Guidelines which have been established and is available on the Company’s website; or can be obtained from the
Corporate Governance Officer.

Actions taken to enhance Corporate Governance during 2023

In the past year, the Board of Directors validated their commitment to enhancing corporate governance practices in the Company.
Two new policies were introduced to the Board, a conflict-of-interest policy that outlined the Directors responsibility to declare their
conflict on matters of interest and the process of disclosure. The Board also introduced the Appointment, election and nomination
procedure which outlines the processes and applicable laws to be followed. These were a recent edition to a well-established
governance framework in the Company which is continuously reviewed by the management.
As part of the continuous monitoring, during the year the Board also reviewed and approved the revised Board and Committee
charters in addition to the Delegation of Authority (DOA). This revision was conducted to ensure that the Company’s charters and
policies are up to date with the recent amendments in the Corporate Governance Code and strengthening of governance practices
within the Company. In addition to the above the Board has also reviewed and approved a revised Board Code of Conduct and
Ethics policy and the Board’s gifts policy.
These initiatives exemplify the Company’s commitment to strengthening corporate governance, promoting transparency, ethical
behavior, and cultivating diverse leadership within our organization.

54 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

2. Transactions of Directors and Executive Management trading during the year 2023

The following table provides details of shares owned by the Board of Directors and Executive Management during the year 2023. For further details, kindly
refer to note 38 in the Financial Statements

Shares Total Sale Total Purchase

held at Transaction Transaction
No Name Position/kinship 31/12/2023 in 2023 in 2023

1 *Raed Abdulla Fakhri Deputy Chairman 5,240 Nil Nil

2 Mikkel Vinter Chief Executive Officer 628,829 Nil 628,829
3 Maitham Hasan Chief Operating Officer Batelco 15,400 Nil 15,400
4 Shaikh Bader Rashed Alkhalifa Chief Communications
49,622 Nil 49,622
& Sustainability Officer
5 Faisal Aljalahma Chief Human Resources Officer 57,522 Nil 57,522
6 Christopher Hild Chief Strategy Officer 51,175 Nil 51,175
7 Shaikh Mohamed Khalifa Al Khalifa Chief Digital Growth Officer 53,108 20,000 73,108
8 Saurabh Gupta Chief Technical and Information
64,375 Nil 64,375
Officer
9 Rashed Mohamed Rashed GM Technology 48,799 Nil 48,799
10 Reem Altajer Chief Financial Officer 5,987 Nil Nil
11 ** Faisal Qamhiyah Chief Financial Officer 329,860 Nil 329,860
12 Batelco Employee Benefit Trust Trust 1,656,110 127,760 2,349,995
Purchase (979,897)
Transfer (1,370,098)

* The Director served on the Board until March 2023.

** This member of Executive Management served as Chief Financial Officer in the Company until May 2023.

Beyon - Annual Report 2023 55

Corporate Governance continues

3. Composition of the Board

The Board of the Company comprises of 10 Directors, 7 who are Non- Executive Independent Directors, below are their details:

Name Shaikh Abdulla bin Khalifa Al Khalifa - Chairman

Type Non – Executive Independent

Qualification and Experience Qualification:

Bachelor of Science in Business Administration from the George Washington University, USA.
Experience:
• Arab Banking Corporation B.S.C.
• Head of Wealth Management at Standard Chartered Bank, Bahrain.
Over 25 years of experience

Appointment and Term of Appointed by Mumtalakat since June 2018 until the end of term. Was reappointed in AGM
Directorship 2023 for a period of 3 years.

Directorships and positions in • Chairman of Edamah

other companies • Chairman of BTC Sure Group Limited Company (UK)
• Board Member – Economic Development Board

Positions in any key regulatory, Chief Executive Officer at Mumtalakat Holding Company
government or commercial entities

Name Shaikh Ali Bin Khalifa Al Khalifa - Deputy Chairman

Type Non – Executive Independent

Qualification and Experience Qualification:

• Bachelor of Science in Mechanical Engineering from The George Washington University, D.C.
• Master’s degree in business administration from DePaul Graduate program at BIBF, Bahrain.
Over 27 years of experience.

Appointment and Term of Appointed by Amber Holdings since June 2018 until the end of term.
Directorship Was reappointed in AGM 2023 for a period of 3 years.

Directorships and positions in • Chairman of BNET Company (Bahrain)

other companies • Chairman of Beyon Cyber W.L.L (Bahrain)
• President of Bahrain Football Association.
Board Membership:
• Bahrain Cycling Association
• Bahrain Olympic Committee
• Asian Football Association Executive Committee

Positions in any key regulatory, Joined the Bahrain Defense Force in June 1996 and currently holds the rank of Lieutenant
government or commercial entities Colonel. He has held various positions within the organization.

56 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

3. Composition of the Board (Continued)

Name Mr. Abdulla Abdulrazaq Bukhowa - Director

Type Non – Executive Independent

Qualification and Experience Chief Executive Officer of Bahrain Commercial facilities company.
Qualification:
Bachelor of Business from the University of Texas, USA.
Experience:
• Chief Executive Officer of Standard Chartered Bank Bahrain
• Chief Executive Officer of Standard Chartered Bank Qatar
• Lead of Financial Markets and Corporate and Institutional Banking segments- Standard
Chartered Bahrain
• Head of Global Markets and co-Head of Wholesale Bank- Standard Chartered Bahrain
Over 23 years of experience.

Appointment and Term of Appointed by Social Insurance Organization at the AGM in 2020 and was reappointed by the
Directorship shareholder in the AGM 2023 for a period of 3 years.

Directorships and positions in Board Membership:

other companies • Bahrain Association of Banks
• Future Generation Reserve
• National Motors Company
• Tasheelat Insurance Services Company (TISCO)

Positions in any key regulatory, Nil

government or commercial entities

Name Mr. Ahmad Mazhar - Director

Type Non – Executive Independent

Qualification and Experience Qualification:

• Bachelor of Engineering in Electrical Engineering from Georgia Institute of Technology
• MBA in Finance and Entrepreneurship from the University of Pennsylvania, The Wharton
School.
Experience:
• Managing Director at Helios Fairfax Partners
• Over 16 years of experience in private equity with a strong track record in sourcing,
executing, and managing portfolio companies across a diverse range of industries in MENA,
Southeast Asia, and Sub-Saharan Africa.

Appointment and Term of Appointed by Mumtalakat in AGM 2023 for a period of 3 years.
Directorship

Directorships and positions in Board Membership:

other companies • Prime Magnetic Holding
• Bahrain Flour Mills

Positions in any key regulatory, Executive Director – Strategic Investments at Mumtalakat Holding Company
government or commercial entities

Beyon - Annual Report 2023 57

Corporate Governance continues

3. Composition of the Board (Continued)

Name Mr. Ahmed Abdulwahed Abdulrahman - Director

Type Non – Executive Independent

Qualification and Experience Chief Executive Officer of Esterad Investment Company B.S.C
Qualification:
Bachelor’s Degree (Hons) in Business Systems & Information Technology from University of
Northumbria, Newcastle
Experience:
• Founder & Managing Partner of Clan Partners Advisory
• CEO and Managing Director of Beacon Capital Management
• Head of Private Equity for GCC, Levant and Turkey at Bank Al Khair
• Relationship Manager at Ahli United Bank – Offshore Unit
• Relationship Manager at Kuwait Finance House – Bahrain
• BDO Jawad Habib as an analyst in the Financial Advisory Services unit
Over 21 years of experience in Investment Banking, Mergers & Acquisitions and Private Equity

Appointment and Term of Elected by the shareholders in the AGM 2020 and was reappointed in AGM 2023 for a period
Directorship of 3 years.

Directorships and positions in • Deputy Chairman of the Board and Chairman of the Audit Committee in Dhiraagu
other companies Telecommunications Company (Maldives).
• Vice Chairman of the Board and Board Member of the Nomination, Remuneration and
Corporate Governance Committee in Venture Capital Bank B.S.C.
Board Membership:
• Saudi Venture Capital Investments Co.
• Native Land investment.
• Beacon capital management

Positions in any key regulatory, Nil

government or commercial entities

Name Mr. Daniel Ritz - Director

Type Non – Executive

Qualification and Experience Spokesperson of the Management Board at Walter Group

Qualification:
• Master’s degree Business Administration from University of St. Gallen
• Ph.D. in Business Administration from University of St. Gallen
• Ph.D. student at Harvard Business School
Experience:
CEO of Tele Colombus (Germany), CEO of PTCL (Pakistan) and CSO of Etisalat Group (UAE)

Appointment and Term of Appointed by Mumtalakat in AGM 2023 for a period of 3 years.
Directorship

Directorships and positions in Board Member and Audit Committee Member in BNET (Bahrain)
other companies

Positions in any key regulatory, Nil

government or commercial entities

58 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

3. Composition of the Board (Continued)

Name Ms. Fatema Ghazi Alarayedh - Director

Type Non – Executive

Qualification and Experience Attorney at the law firm of Debevoise & Plimpton LLP in London
Qualification:
• B.A. with honors in Political Science from Yale University
• J.D. from Columbia Law School where she was a Harlan Fiske Stone Scholar.
• Admitted to the Bar in New York
Experience:
• Practiced law at the offices of Cleary Gottlieb Steen & Hamilton LLP in New York.
• Worked on economic development projects at the Clinton Foundation in New York and at
the Economic Development Board in Bahrain

Appointment and Term of Appointed by Mumtalakat at the AGM in 2020 and was reappointed by Social Insurance
Directorship Organization in 2023 for a period of 3 years.

Directorships and positions in Nil

other companies

Positions in any key regulatory, Nil

government or commercial entities

Name Mr. Khalid Hussain Taqi - Director

Type Non – Executive Independent

Qualification and Experience Qualification:

• Bachelor of Commerce degree in Finance- Concordia University, Montreal – Canada.
• Master’s degree in finance from DePaul University’s Kellstadt Graduate School of Business.

Experience:
Transaction Advisory Services Team at Ernst & Young – Bahrain.
17 years of experience.

Appointment and Term of Appointed by Social Insurance Organization since January 2019 until the end of term.
Directorship Was reappointed in AGM 2023 for a period of 3 years.

Directorships and positions in • Deputy Chairman and Chairman of the Audit Committee in BNET (Bahrain)
other companies • Deputy Chairman in Bank of Bahrain and Kuwait

Positions in any key regulatory, Chief Investment Officer at Osool Asset Management.
government or commercial entities

Beyon - Annual Report 2023 59

Corporate Governance continues

3. Composition of the Board (Continued)

Name Mr. Saleh Romeih - Director

Type Non – Executive

Qualification and Experience Senior Partner and Global Managing Partner at Safanad Holding Company and the Founding
Managing partner of the Softbank Vision Fund and Senior Advisor in Mundi Ventures

Qualification:
• B.A. with honors in Science in Business Administration from Georgetown University.
• MBA Concentration in Accounting and Finance from University of Pennsylvania, USA.
Experience:
• Managing Director at Goldman Sachs in London.
• Head of Corporate Coverage at Deutsche Bank.

Appointment and Term of Appointed by Mumtalakat in AGM 2023 for a period of 3 years.
Directorship

Directorships and positions in Board Membership:

other companies • The Abraaj Group
• The Board of Advisors in Georgetown University, McDonough School of Business
• Deutsche Securities Saudi Arabia

Positions in any key regulatory, Nil

government or commercial entities

Name Brig. Gen. Waleed bin Hindi - Director

Type Non – Executive Independent

Qualification and Experience Qualification:

• Bachelor’s degree in Business Management from University of Mutah, Jordan
• He graduated from the Military College of Kuwait in 1989.

Appointment and Term of Appointed by Amber Holdings in AGM 2023 for a period of 3 years.
Directorship

Directorships and positions in Nil

other companies

Positions in any key regulatory, Commander of the Royal Communications Unit with the rank of Colonel in Bahrain Defense
government or commercial entities Force.

60 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

3. Composition of the Board (Continued)

Previous members who served in 2023

The below directors have served as Board members in the Company until March 2023 when their term ended, and their directorship
positions in the Company’s subsidiary boards have also been terminated upon the end of their term.

Name Mr. Abdulla Abdulhameed Alhammadi - Director

Type Non – Executive

Qualification and Experience Regional Business Lead for Snapchat MENA

Qualification:
B.A. with honors from Georgetown University in finance and international business
Experience:
• Senior Engagement Manager with McKinsey & Company
• Member of the founding team in Careem
• Lead of small business marketing in Google -Saudi Arabia
Over 13 years of experience in management consultancy, tech and startups

Appointment and Term of Appointed by Mumtalakat at the AGM in 2020 for a period of 3 years.
Directorship The Director’s term expired in March 2023.

Directorships and positions in Previous Memberships:

other companies • Deputy Chairman of Batelco Financial Services B.S.C (Closed)
• Deputy Chairman of Batelco Remittance Service B.S.C (Closed)

Positions in any key regulatory, Nil

government or commercial entities

Name Major General Ali Saqer Al Noaimi - Director

Type Non – Executive Independent

Qualification and Experience Qualification:

Graduated from the Military College, Kuwait, in November 1978.
Experience:
• Military officer with the rank of Major General in Bahrain Defense Force appointed as
Director of Logistics & Supplies in BDF.
• Held the position of a commandant of Isa Royal Military College
Over 44 years of experience.

Appointment and Term of Appointed by Amber Holdings on 31 March 2020 until the end of term.
Directorship The Director’s term expired in March 2023.

Directorships and positions in President of Bahrain Golf Association

other companies Previous Memberships:
Board Member and Audit Committee Member of BNET (Bahrain)

Positions in any key regulatory, Director of Logistics & Supplies in BDF.

government or commercial entities

Beyon - Annual Report 2023 61

Corporate Governance continues

3. Composition of the Board (Continued)

Name Mr. Jean Christophe Durand - Director

Type Non – Executive Independent

Qualification and Experience Chief Executive Officer of National Bank of Bahrain.

Qualification:
ESSEC (Ecole Superieure des Sciences Economiques et Commerciales), French Business School
in Paris.
Experience:
• Global Head of BNP Paribas MEA (Middle East & Africa) region for Corporate and Institutional
Banking and Asset Management for over 15 years.
• Several years of experience in Bahrain working with Banque Indosuez and BNP Paribas.
Over 42 years of experience in the banking and finance sector.

Appointment and Term of Elected by the shareholders in 2017 and served for a period of 3 years. Was re-elected in the
Directorship AGM 2020 for a period of 3 years.
The Director’s term expired in March 2023.

Directorships and positions in Chairman of the French Chamber of Commerce and Industries in Bahrain (FCCIB)
other companies Previous Memberships:
• Chairman of Umniah Mobile and Telephone Company (Jordan)
• Deputy Chairman of Bahrain Islamic Bank (BISB)
• Board Member - Gulf Air

Positions in any key regulatory, Nil

government or commercial entities

Name Mr. Raed Abdulla Fakhri - Deputy Chairman

Type Non – Executive Independent

Qualification and Experience Group Chief Executive Officer of Bahrain National Holding B.S.C.
Qualification:
Executive MBA from the University of Bahrain, and Bachelor of Science in Electronics
Engineering Technology from the University of Central Florida, Orlando, USA.
Experience:
• Co-founded BDI Partners in 2010 and headed the firm as a Managing Director.
• Head of Investment Department in Capivest Investment Bank.
• Batelco Senior Manager in New Business Development Unit.
• Control Systems Engineer and Project Engineer in Gulf Petrochemical Industries Company
(GPIC).
Over 29 years of experience mainly in business development and investments.

Appointment and Term of Appointed by Mumtalakat and served as a board member since 2014.
Directorship Was reappointed in AGM 2020 for a period of 3 years.

Directorships and positions in other Board Membership:

companies • Investrade
• National Finance House B.S.C Closed
Previous Membership:
• Gulf Air Group Holding
• Gulf Aviation Academy
• Bahrain Airport Company W.L.L
• Bahrain National Dredging Company
• ELM Education Fund
• American University Bahrain
• LE University Bahrain
• Khairat Al Bahrain Holding
• Prodrive international Company

Positions in any key regulatory, Nil

government or commercial entities

62 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

3. Composition of the Board (Continued)

A statement of Board membership statistics according to their gender in the year 2023
The Board of Directors is comprised of 10 Directors, 90% of the directors are male and 10% are female.

Total Remuneration paid to the directors for the year 2022 and 2023
The Company ensures that the Board of Directors are remunerated fairly in consideration of their responsibility towards fulfilling the
duties of the Board, it’s Committees in addition to their representation on the Company’s subsidiary Boards. Board remuneration
distribution is in line with Article 188 of the commercial companies law and any other sitting fees or expenses paid are in
accordance with the Board remuneration and the Board Travel and expenses policies approved by the Board of Directors.
For the year 2022, Directors remuneration as approved by the AGM is BD 540,768.
For the year 2023, Directors remuneration proposed for AGM approval is BD 530,861. The total board remuneration for 2023 including
the annual Board remuneration, sitting fees, remuneration paid for the Board members serving as directors on the Company’s
subsidiaries Boards and other additional expenses incurred is BD 586,611.
Kindly refer to note 38 in the Financial Statements.

Sitting fees paid to the directors for attendance of the Board’s committees for the year 2023

Name of Committee Number of Meetings Total amount paid to Directors (BD)

Audit Committee 5 10,250

Remuneration, Nomination, Donation and Corporate

7 15,250
Governance Committee

Executive Committee 10 21,500

Board Meetings
According to the Governance laws and applicable laws, the Board are required to meet during each financial year for at least
4 times. During the year 2023, the Board has met on 8 occasions on the following dates:

Attendance 21 2 2 9 25 12 31 6
Members % Feb Mar Apr May Jul Oct Oct Dec

Sh. Abdulla Al Khalifa (Chairman) 100% call call call call call call call call
Sh. Ali Al Khalifa (Deputy Chairman) 88% call call_end call call call call call call
Mr. Khalid Taqi (Member) 100% call call call call call call call call
Mr. Abdulla Bukhowa (Member) 100% call call call call call call call call
Ms. Fatema Alarayedh (Member) 100% call call call call call call call call
Mr. Ahmed Abdulrahman (Member) 100% call call call call call call call call
Mr. Saleh Romeih (Member) 83% – – call call call call_end call call
Mr. Daniel Ritz (Member) 100% – – call call call call call call
Mr. Ahmad Mazhar (Member) 100% – – call call call call call call
Col. Waleed Binhindi (Member) 83% – – call call call call call_end call
Mr. Raed Fakhri (Previous Member) 50% call_end call – – – – – –

Mr. Jean Christophe Durand (Previous Member) 100% call call – – – – – –

Mr. Abdulla Alhammadi (Previous Member) 100% call call – – – – – –

Maj. Gen. Ali AlNoaimi (Previous Member) 100% call call – – – – – –

Previous members served on the Board of Directors until 29 March 2023.

Beyon - Annual Report 2023 63

Corporate Governance continues

3. Composition of the Board (Continued)

Board’s Duties and Responsibilities

The Board of Directors are responsible for monitoring and overseeing the overall performance of the Company; and to ensure best
practices are adopted to guarantee the best interest of the shareholders and stakeholders. Also, to ensure the effective execution of
their responsibilities; the Board has the trust of the established sub committees and executive management to offset some of their
duties as below:
• Represent the shareholder interests and optimizing long term financial returns.
• Establishing the Company’s policies and strategy and regularly monitoring the performance of executive management against it.
• Oversight, performance evaluation and succession planning of executive management
• Preparation and fair presentation of the financial statements in accordance with the applicable financial reporting standards.
• Supervision of Risk recognition and assessment to ensure that the Company’s operations are measured, monitored and controlled
by appropriate, effective and prudent risk management systems.
• Approve and monitor the progress of major capital expenditure, capital management, and loans, including the sale of movable and
immovable property, granting permission for withdrawal of money and securities.
• Establishing policies to manage potential conflicts of interest including matters such as related party transactions.
• Establishing and disseminating to all employees and appointed representatives of the Company a corporate code of conduct.

Related party transactions during the year 2023

It is the policy and practice of the Company that all related party and intra-group transactions are done on an arm’s length
basis in the ordinary course of business and are approved by the Executive Management of the Company, please refer the note
38 (Transactions with Related Parties) of the Financial Statements for the details of related party transactions Directors and
Management trading of the Company shares during the year.
Below is a summary of the related party transactions held in 2023 that were relevant to the Board Members:

Details of Transaction Type of Transaction Amount paid in 2023 (BD)

BNET Services fees 25,680,558

Bahrain Football association Donation 100,000

Market Making agreement with SICO Business 57,419

Edamah Rental Expenses 36,085

American University of Bahrain Donation 8,354

Batelco Financial Services Business 2,490

64 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

3. Composition of the Board (Continued)

Conflict of Interest
The Company has ensured that all Board Members are aware of their obligation to adhere to the Company’s strict policy to disclose
any conflict of interest that may arise before a discussion of a certain agenda item, or any external appointment made that may
affect their judgment. Additionally, the Board has the duty to avoid any circumstances that may result in a conflict. In all cases, all
matters of conflict must be declared and approved by the Board.
During the year 2023, the Board Members have declared conflict in discussions and refrained from voting on the below:

No Date Meeting Conflict of Interest Matter Declared by

Shaikh Abdulla Al Khalifa
Shaikh Ali Al Khalifa
Corporate Governance Update
Mr. Khalid Taqi
Maj. Gen Ali Al Noaimi
1 21 February 2023
Shaikh Abdulla Al Khalifa
Mr. Khalid Taqi
Cables Funding
Mr. Jean Christophe
Durand
Mr. Ahmed Abdulrahman
2 2 March 2023 Board Nominees Profiles
Mr. Abdulla Bukhowa
Shaikh Abdulla Al Khalifa
Mr. Ahmad Mazhar
Sponsorship/Donation Proposal
Mr. Saleh Romeih
Mr. Daniel Ritz
Shaikh Abdulla Al Khalifa
3 9 May 2023 Shaikh Ali Al Khalifa
Mr. Ahmad Mazhar
Project J Update Mr. Saleh Romeih
Mr. Daniel Ritz
Board Meeting
Brig. Gen. Waleed
Binhindi
Shaikh Abdulla Al Khalifa
Mr. Ahmad Mazhar
DC Finance Structure
Mr. Saleh Romeih
Mr. Daniel Ritz
4 25 July 2023
Shaikh Abdulla Al Khalifa
Mr. Ahmad Mazhar
Sponsorship/Donation
Mr. Saleh Romeih
Mr. Daniel Ritz
Shaikh Abdulla Al Khalifa
Sponsorship/Donation
5 12 October 2023 Mr. Ahmad Mazhar
Partnership
Mr. Daniel Ritz
Shaikh Abdulla Al Khalifa
DC Approval
Mr. Ahmad Mazhar
Shaikh Abdulla Al Khalifa
6 31 October 2023
Mr. Ahmad Mazhar
Sponsorship/Donation Proposal
Mr. Saleh Romeih
Mr. Daniel Ritz
Shaikh Abdulla Al Khalifa
7 9 February 2023 Remuneration, Nomination, Donations Corporate Governance Update
Mr. Khalid Taqi
and Corporate Governance Committee
Meeting Sponsorship/Donation Shaikh Abdulla Al Khalifa
8 12 October 2023
Partnership Mr. Ahmad Mazhar
Mr. Khalid Taqi
9 19 February 2023 Cables Funding
Mrs. Reem Altajer
Executive Committee
10 23 July 2023 DC – Financial Structure Mr. Ahmad Mazhar
11 30 October 2023 DC Mr. Ahmad Mazhar

Beyon - Annual Report 2023 65

Corporate Governance continues

3. Composition of the Board (Continued)

Beyon Organizational Structure

Beyon’s Organization structure is comprised of several levels, the below structure highlights some of the main Key Executive
Management in the Company:

Director Corporate
Governance & Board Chief Executive Officer Chief of Internal Audit
Secretary

Chief Chief Chief Chief

Chief Chief Chief Chief
Chief Legal Communications Human Executive Executive
Investment Financial Strategy Technology
Officer & Sustainability Resources Officer Officer Digital
Officer Officer Officer Officer Officer
Officer Batelco Growth

Below is a summary of the Key Executive Management Profiles:

Name and Position Mikkel Vinter - Chief Executive Officer

Previous Experience Mr. Vinter has 20 plus years of international experience gained with telecom operators and digital
companies in the middle east, Asia, and Europe, including several greenfield mobile start-up operations.
He founded virgin mobile, middle east & Africa in 2006 and served as its chief executive officer until
2016. Prior to that Mr. Vinter was chief commercial officer at Nawras Oman.

Directorships/ Other Roles

• Chairman of Beyon Solutions Company W.L.L
• Chairman of Digital City Company W.L.L.
Member of the Board of Directors:
• Batelco Financial Services B.S.C. Closed
• Batelco Remittance Service B.S.C. Closed
• Beyon Money Investments B.S.C. Closed
• Batelco Financial Services Ltd (UAE)
• Beyon Connect B.S.C. Closed
• Umniah Mobile Company Plc
• BTC Sure Group Limited
• Dhiraagu (Dhivehi Raajjeyge Gulhun Plc) where he is also on the RNG Committee
• Member of the Al Waha Fund of Funds, Limited Partner Advisory Committee

Education • Master’s degree in economics and business administration - Copenhagen Business School.
• Completed Marketing and Management Programme With McGill University.

Date of Joining 2019

66 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

3. Composition of the Board (Continued)

Beyon Organizational Structure (Continued)

Name and Position Reem Altajer - Chief Financial Officer

Previous Experience Mrs. Altajer has gained experience through a number of roles including Internal Audit Manager,
Subsidiaries Finance Manager and Director of Treasury, Planning and Assurance. Prior to Beyon, she
worked with Ernst & Young as an external auditor.

Directorships/ Other Roles

• BTC Sure Group Limited
• Beyon Solutions Company W.L.L.
• Batelco Financial Services B.S.C. Closed
• Batelco Remittance Service B.S.C. Closed
• Beyon Money Investments B.S.C. Closed
• Batelco Financial Services LTD ADGM (UAE)
• Batelco Middle East Company B.S.C. Closed
• Batelco International Company B.S.C. Closed
• Batelco International Infrastructure Company W.L.L.
• Umniah Mobile Company PLC
• Digital City Company W.L.L.

Education • Fellowship of the Institute of Chartered Accountants in England and Wales

• Certified Internal Auditor
• Certified Investor Relations Officer

Date of Joining 2004

Name and Position *Maitham Abdulla - Chief Executive Officer - Batelco

Previous Experience Mr. Abdulla has held the role of Batelco Chief Operating Officer since 2022, and prior to that was General
manager of Batelco’s Consumer Division since 2020. His experience gained over 17 years with Batelco and
Beyon spans digital transformation, telecom product development, mobile & fixed technology, Data Centers
and content services.

Directorships/ Other Roles

• Call Center Company C3 W.L.L. “Total CX”
• BTC Sure Group Limited
• Umniah Mobile Company PLC
• Etihad Atheeb Telecom (GO)

Education • MBA in Marketing & Business Management from Al-Ahlia University

• BSc in Management Information Systems from NYIT

Date of Joining 2006

*Maitham Abdulla held the role of Batelco Chief Operating Officer until February 29, 2024

Beyon - Annual Report 2023 67

Corporate Governance continues

3. Composition of the Board (Continued)

Beyon Organizational Structure (Continued)

Name and Position Shaikh Bader bin Rashid Al Khalifa - Chief Communications & Sustainability Officer

Previous Experience Shaikh Bader has over 26 years’ experience across diverse fields including people management,
communications and sustainability which serve him well in his role as Beyon Chief Communications &
Sustainability Officer. Shaikh Bader held several managerial and executive roles, since joined the company
in 2010. Shaikh Bader is responsible for Beyon’s Corporate and Marketing Communications, Beyon Creative
Lab, and Sustainability Functions.

Directorships/ Other Roles

• INJAZ Bahrain
• Umniah Mobile Company PLC.
• Batelco International Company B.S.C. Closed

Education • BA in Business Administration - New England College, USA.

• Master of Science in Management - Boston University, USA.

Date of Joining 2010

Name and Position Buddhadeb Samanta - Chief Internal Audit

Previous Experience Mr. Samanta has over 21 years of experience in the international telecommunications industry, having
established the Internal Audit functions for mobile operators in Indonesia, Dubai and India. Among his
previous roles he was Chief Internal Auditor of Smartfren Telecom (Indonesia) and held various roles with
Du Telecom (Dubai) including the post of Director Internal Audit.

Directorships/ Other Roles

Nil

Education • Bachelor’s degree in commerce - St Xavier’s College, Calcutta University.

• Chartered Accountant qualifications from the Institute of Chartered Accountants of India.

Date of Joining 2019

Name and Position Christopher Hild - Chief Strategy Officer

Previous Experience With over 16 years’ experience in strategy development and execution, Mr. Hild’s previous roles include
senior positions in strategy consulting, leading projects related to digital transformation, customer
experience, topline growth, operational excellence, and cost optimization, for a number of telecom
operators in the Middle East, Europe, Africa and Asia.

Directorships/ Other Roles

• Member of the Board of Directors and Chairman of Audit committee in BTC Sure Group Limited.
• Member of the Board of Directors in Call Center Company C3 W.L.L. “Total CX”

Education • BA in Public Management & Governance - Zeppelin University, Germany

Date of Joining 2019

68 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

3. Composition of the Board (Continued)

Beyon Organizational Structure (Continued)

Name and Position Faisal Al Jalahma - Chief Human Resources Officer

Previous Experience Mr. Al Jalahma is responsible for developing Beyon’s HR strategy with a focus on employee centricity and
evolving Beyon to be Bahrain’s employer of choice. Prior to his current role, Mr. Al Jalahma held the CHRO
role at Beyon. Previously, he held various roles including Director of Finance, IT and HR at the Bahrain
Telecommunications Regulatory Authority (TRA). The role included transformational projects to digitalise
and automate systems at the TRA.

Directorships/ Other Roles

• Chairman of Call Center Company C3 W.L.L. “Total CX”
• Chairman of Batelco Middle East Company B.S.C. Closed
• Chairman of Batelco International Company B.S.C. Closed
Member of the Board of Directors:
• Beyon Cyber Company W.L.L.
• Dhiraagu (Dhivehi Raajjeyge Gulhun PLC).

Education • MBA - University of Strathclyde, UK

• Several executive qualifications from Harvard Business School and Harvard University, John F. Kennedy
School of Government

Date of Joining 2018

Name and Position *Isa Alsabea - Chief Investment Officer

Previous Experience Isa has 15 years of experience in mergers and acquisitions, and investments gained in multiple investment
banking, private equity, and corporate M&A roles.
He also served as Beyon Director of Mergers and Aquisitions and also worked as an investment banker
at UBS Investment Bank where he held various positions in London and Dubai, most recently serving as
a Director of Middle East Investment Banking. In this role, he was responsible for advising corporate and
financial clients on a broad range of mergers, acquisitions and capital markets transactions. Isa started his
career as a private equity analyst at Arcapita in 2009

Directorships/ Other Roles

• Batelco Financial Services B.S.C. Closed
• Batelco Remittance Service B.S.C. Closed
• Beyon Money Investments B.S.C. Closed
• Beyon Connect B.S.C. Closed
• Batelco Middle East Company B.S.C. Closed

Education • MSc (Distinction) in Economics from the London School of Economics

• BA (Hons) in Philosophy, Politics and Economics from Balliol College, University of Oxford.

Date of Joining 2020

*Isa Alsabea held the role of Director of Mergers and Acquisitions until February 29, 2024

Beyon - Annual Report 2023 69

Corporate Governance continues

3. Composition of the Board (Continued)

Beyon Organizational Structure (Continued)

Name and Position Miguel-Angel Fuentes - A/Chief Legal Officer

Previous Experience Mr. Fuentes has over 20 years wide ranging experience as a corporate lawyer and has gained a strong
knowledge in key areas including mergers & acquisitions, telecommunications infrastructure deals,
and digital business. His previous roles include Batelco Group General Counsel, legal and regulatory
and Associate General Counsel Corporate of Beyon. Prior to the Beyon Group, Mr. Fuentes held a
number of senior legal roles within Zain Group, in Africa and the Middle East. Prior to this, he was
Legal and Regulatory Director at Intercel Madagascar, and he worked as an independent consultant in
telecommunications regulation for clients such as the IFC.

Directorships/ Other Roles

• Batelco Middle East Company B.S.C. Closed
• Batelco International Company B.S.C. Closed
• Batelco International Infrastructure Company W.L.L.

Education • Master’s degree in French and Spanish Corporate Law / European Law from the University of X-Nanterre,
France
• Executive Management Programme with Witts Business School, South Africa

Date of Joining 2017

Name and Position *Shaikh Mohamed bin Khalifa Al Khalifa - Chief Executive Officer - Digital Growth

Previous Experience Shaikh Mohamed established the Digital Growth team in Beyon Group, which is responsible for investing
in and developing the Beyon portfolio of digital companies, with the aim of growing their footprint in
scale and scope. Since 2020 the team has been responsible for developing Beyon Solutions, Beyon
Cyber, Beyon Connect, Beyon Money and Beyon Money Business; as well as the acquisitions of Insomea
Computer Solutions and DTS Solution.
Prior to Beyon, Shaikh Mohamed was Head of Strategic Projects, and ICT Business Development at the
Bahrain Economic Development Board. His role revolved around public and private sector cloud adoption,
Blockchain, startups and enhancing infrastructure development across the GCC. Previously, Shaikh
Mohamed was advisor to the Minister of Foreign Affairs.

Directorships/ Other Roles

• Chairman of Beyon Connect B.S.C. Closed
• Chairman of Batelco International Infrastructure Company W.L.L.
Member of the Board of Directors:
• Umniah Mobile Company PLC.
• Batelco Financial Services B.S.C. Closed
• Batelco Remittance Service B.S.C. Closed
• Beyon Money Investments B.S.C. Closed
• Beyon Solutions Company W.L.L
• Beyon Cyber Company W.L.L.

Education • Bachelor’s degree in politics - American University, Washington DC, USA.

• MSC in Middle East Politics - School of Oriental and African Studies, UK.

Date of Joining 2020

*Shaikh Mohamed bin Khalifa Al Khalifa held the role of Chief Digital Growth Officer until February 29, 2024

70 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

3. Composition of the Board (Continued)

Beyon Organizational Structure (Continued)

Name and Position Saurabh Gupta - Chief Technology Officer

Previous Experience Mr. Gupta is focused on driving new technology developments and capabilities throughout the Beyon
Group. Previously he worked with Vodafone for over 8 years across UK, Germany, and Czech Republic
where he held the role of Chief Information Officer. Prior to that, he spent over 10 years with Unilever in
India and the UK in a number of technology delivery and management roles.

Directorships/ Other Roles

• Member of the Board of Directors:
- BTC Sure Group Limited
- Beyon Cyber W.L.L.
- Beyon Solutions W.L.L.
- Beyon Connect B.S.C. Closed
- Digital Transformation Solution

Education • Engineering degree - IIT (Indian Institute of Technology) Roorkee, India

• Post-graduate in Management - IIM (Indian Institute of Management) Ahmedabad, India
• Technology Excellence Programme - Imperial College Business School London, UK.

Date of Joining 2020

Name and Position *Noor Bukamal - Director Corporate Governance and Board Secretary

Previous Experience Ms. Bukamal, with over 10 years of experience in governance and as a Board Secretary, previously served
as Beyon Head Corporate Governance. Her diverse roles also include positions in the insurance and
industrial sectors, showcasing her versatility and expertise.

Directorships/ Other Roles

Nil

Education Master’s degree in human resources management - Leeds Metropolitan University

Date of Joining 2014

*Noor Bukamal held the role of Board Secretary and Head Corporate Governance until February 29, 2024

Beyon - Annual Report 2023 71

Corporate Governance continues

3. Composition of the Board (Continued)

Beyon Organizational Structure (Continued)

Total Remuneration paid to the Key Executive Management for the year 2023
The Company has a framework in place to monitor and evaluate the performance of the executive management and employees
of the Company. An equitable and transparent system of limits and performance metrics is in place which is used to reward the
employees of the Company for their accomplishments during the year. The executive management under the guidance of the
Remuneration Committee is responsible for administering the employee performance process. The total of the highest paid six key
executive management compensation was recorded at BD 1,731,971 which includes salaries, benefits, allowances and increases.
4. External Auditors
KPMG has had a presence in the Kingdom of Bahrain for nearly 50 years. From a small local accounting firm, founded in 1968
by university friends Jassim M. Fakhro and Hussain Kasim, KPMG in Bahrain has become one of the largest and most prestigious
professional services firms in the country. KPMG in Bahrain employs over 300 professional staff and partners. They also provide
clients a suite of locally supported Audit, Tax and Advisory services.

Name of the Audit Firm KPMG Fakhro

Years of service as the Company’s External Auditor Since 1993
Name of the Partner in Charge of the Company’s Audit Salman Manjlai
The Partner’s years of service as the partner in charge of the Company’s audit 4th year
Total audit fees for the financial statements for the year 2023 (BD)
BD 491,716
Note: Total amount includes fees for audit services (BD 448,963) and audit related services (BD 42,753).
Other special fees and charges for non-audit services other than auditing the financial statements for the year
BD 97,859
2023 (BD) if any. In the absence of such fees, this shall be expressly stated

5. Board Committees Structure

In line with the Code of Governance the Board have set up sub committees to oversee some of their responsibilities which are
clarified in each Committee’s charter, below is the Company’s Board Committee’s Structure:

Board of Directors

Remuneration, Nomination, Donation

Audit Committee Executive Committee
and Corporate Governance Committee

Audit Committee
The Audit Committee assists the Board in fulfilling its responsibility in overseeing of the quality and integrity of the financial
reporting, internal controls, the internal audit function, the external auditors, and the best practices related to international financial
reporting standards. They also oversee the compliance and risk management functions in the Company.
As per the Charter of the Audit Committee, the Directors are required to meet at least 4 times in a given financial year to
discharge its responsibilities effectively. During the year 2023, the Audit Committee consisting of 3 Independent, Non- Executive
Board members and 1 Executive member and has met on 5 occasions on the following dates:

31 20 7 25 30
Members Jan Feb May July Oct
Mr. Abdulla Bukhowa (Chairman) call call call call call
Sh. Ali Al Khalifa (Deputy Chairman) call_end call call call call
Mr. Daniel Ritz (Member) – – call call call
Brig. Gen. Waleed Binhindi (Member) – – call call call_end
Jean Christophe Durand (Previous Member) call call – – –
Maj. Gen. Ali AlNoaimi (Previous Member) call call – – –
Previous members served as committee members until 29 March 2023.

72 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

5. Board Committees Structure (Continued)

Remuneration, Nomination, Donation and Corporate Governance Committee

The Committee assists the Board in formulating policies and frameworks for the nomination, and remuneration of the Directors
and Executive Management of the Company. In addition to monitoring the corporate governance and ensuring that the company
is in compliance with the applicable laws and regulations. Moreover, the Committee is responsible for reviewing Beyon’s social and
charitable donations in line with the Company’s social responsibilities.
As per the Charter the Directors are required to meet at least 2 times in a given financial year to discharge its responsibilities
effectively.
During the year 2023, the Committee consisting of 3 Independent, Non- Executive Board members and 1 Non- Executive member
and has met on 7 occasions on the following dates:

9 16 1 13 13 12 31
Members Feb Feb Mar Apr Jun Oct Oct

Sh. Abdulla Al Khalifa (Chairman) call call call call call call call
Mr. Khalid Taqi (Deputy Chairman) call call call call call call call
Ms. Fatema Alarayedh (Member) call call call call call call call
Mr. Ahmad Mazhar (Member) – – – call call call call
Mr. Raed Fakhri (Previous Member) call call call_end – – – –

Previous members served as committee members until 29 March 2023.

Executive Committee
The Executive Committee assists the Board in overseeing and reviewing Beyon’s annual business plan, performance goals, financial
performance, capital and operational expenditure M&A and the Company’s Investment Portfolio review.
As per the Charter of the Executive Committee, the Directors are required to meet at least 4 times in a given financial year to
discharge its responsibilities effectively.
During the year 2023, the Executive Committee consisting of 3 Independent, Non- Executive Board members and 1 Non- Executive
member and has met on 10 occasions on the following dates:

29 19 9 25 23 26 21 4 30 29
Members Jan Feb May Jun Jul Jul Sep Oct Oct Nov

Mr. Khalid Taqi (Chairman) call call call call call call call call call call
Mr. Ahmad Mazhar (Deputy Chairman) call call call call call call call call call call
Mr. Ahmed Abdulrahman (Member) – – call call call call call call call call
Mr. Saleh Romeih (Member) – – call call call call call_end call_end call call
Mr. Raed Fakhri (Previous Member) call call – – – – – – – –

Mr. Abdulla Alhammadi (Previous Member) call call – – – – – – – –

Previous members served as committee members until 29 March 2023.

6. Corporate Governance Officer

The Company appointed Ms. Noor Bukamal as Corporate Governance Officer in December 2018; she has a master’s degree in human
resources management from Leeds Metropolitan University.

7. Details of any irregularities committed during the financial year

Nil

Beyon - Annual Report 2023 73

Corporate Governance continues

8. Cash and in-kind contributions made by the Company during the year 2023
The AGM last year approved a budget of BD 1.98M for the purpose of donation. The amount mentioned has been donated to
different societies and causes that aimed to better the local community. Major contributions were given towards the Health,
Community, Environment, Sports and Youth domains.

9. Ownership Structure
The Company is a Public Listed Company which its share capital is owned by various Government, Organizations and the General
Public from different regions. The table below displays the details of the shareholders’ equity and distribution:

Number of Percentage of shares Shareholder

Name Shares held held 5% or more Type Classification
1. Mumtalakat Holding Company 609,840,000 36.67% Government Local
2. Amber Holding Company 332,640,000 20% Organization Foreign
3. Social Insurance Organization 337,835,705 20.31% Government Local
Individuals, corporate, Local, Gulf, Arab,
4. Public 382,884,295 23.02%
government and organizations and Foreign

Shareholders who hold 5% or more of the Company’s share capital as at 31/12/2023

According to the Company’s share register as at 31/12/2023, there is no individual that holds over 5% of the Company’s share
capital.

Shareholders Distribution by Size of Ownership

The table below shows the distribution of Ownership of The Company shares by Size of Ownership:

Shareholding Amount Number of Shareholders Number of shares held Percentage of shares held
Less than 50,000 9,797 32,510,205 1.95%
50,000 to 500,000 664 93,171,771 5.60%
500,000 to 5,000,000 113 143,486,933 8.63%
More than 5,000,000 9 1,394,031,091 83.82%
Total 10,583 1,663,200,000 100%

Significant events that occurred during the year 2023

In 2023, Beyon has established the following companies in which it owns a majority shareholding stake. The names of the
established companies are as follows:
1) Beyon Money Investments B.S.C. Closed
2) Batelco Financial Services LTD (Located in Abu Dhabi)
3) Digital City Company W.L.L.

In 2023, the Company completed a couple of Merger & Acquisition transactions signing deals as follows:
1) Acquisition of Digital Transformation Solutions Holding Ltd by Beyon Cyber (Company Subsidiary)
2) Acquisition of Insomea by Beyon Solutions (Company Subsidiary)

74 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

10. Compliance with the provisions of the Corporate Governance Code, as follows

Non- Partially Fully Explanation in case

Principle Compliant Compliant Compliant of non-compliance

Principle 1:
The Company shall be headed by an effective, qualified and 
expert board.

Principle 2:
The directors and executive management shall have full loyalty 
to the company.

Principle 3:
The Board shall have rigorous controls for financial audit and 
reporting, internal control, and compliance with law.

Principle 4:
The Company shall have effective procedures for appointment, 
training, and evaluation of the directors

Principle 5:
The Company shall remunerate directors and senior officers fairly 
and responsibly.

Principle 6:
The Board shall establish a clear and efficient management
structure for the Company and define the job titles, powers, roles 
and responsibilities.

Principle 7:
The Company shall communicate with shareholders, encourage 
their participation, and respect their rights.

Principle 8:
The Company shall disclose its corporate governance. 
Principle 10:
The Board shall ensure the integrity of the financial statements
submitted to shareholders through appointment of external 
auditors.

Principle 11:
The Company shall seek through social responsibility to exercise 
its role as a good citizen.

*Principle 9: Not
Companies which offer Islamic services shall adhere to the Applicable
principles of Islamic Shari’a. * to The
Company

* Applicable only to the companies offering Islamic services.

11. Any disclosures required by the regulatory authorities

Nil

Beyon - Annual Report 2023 75

Financial Statements

Notes to the Consolidated

Consolidated Financial Statements
Financial Statements (Continued)
31
ForDecember
the year ended
2023 31 December 2023 BD’000

Contents
77 Chairman’s Report
79 Independent Auditors’ Report
83 Consolidated Statement of Financial Position
84 Consolidated Statement of Comprehensive Income
85 Consolidated Statement of Cash Flows
86 Consolidated Statement of Changes in Equity
87 Notes to the Consolidated Financial Statements

76 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Chairman’s Report
For the year ended 31 December 2023

Chairman’s Statement
On behalf of the Board of Directors, it gives me great pleasure to present the 42nd Annual Report of the Bahrain Telecommunications Company BSC (Beyon)
and its subsidiaries and affiliates, for the year ended 31st December 2023.
Beyon achieved a number of milestone achievements during 2023, accomplished in line with its continuous transformation journey with a vision to be a digital
powerhouse recognised in the region and internationally.
Beyon ended 2023 with strong financial results with a 2% year-on-year increase in net profit attributable to equity holders of BD72.0M (US$191.0M). Gross
revenues for the year of BD424.9M (US$1,127.1M) are 5% above 2022, while EBITDA of BD171.1M (US$453.8M) increased by 3% YoY with a healthy margin of 40%.
Operating profit in 2023 stood at BD104.0M (US$275.9M), 11% above the prior year.
Beyon’s balance sheet remains strong with total assets of BD1,165.4M (US$3,091.2M) and net assets of BD582.5M (US$1,545.1M) as of 31 December 2023. The
Company ended the year with substantial cash and bank balances of BD235.8M (US$625.5M) and a robust Net Debt to EBITDA ratio of 0.7x.
Proposed Appropriations
Based on the financial results, the Board of Directors has recommended for the approval of shareholders, the following appropriations for the year 2023.
BD millions 2023 2022
Final cash dividends proposed 31.55 31.60
Exceptional one-time cash dividend 10.80 -
Interim cash dividends paid 22.35 22.33
Donations 3.60 1.98
Transfer to statutory reserve - -

Beyon is committed to delivering excellent returns to its shareholders and accordingly, the Board of Directors has recommended a full year cash dividend of
BD64.7M (US$171.6M), at a value of 39.0 fils per share which includes the regular dividend of 32.5 fils per share plus an additional special dividend of 6.5 fils per
share, to be agreed at the Annual General Meeting. The 2023 interim dividend of 13.5 fils per share was already paid during the third quarter of 2023 with the
remaining 25.5 fils to be paid following the AGM in March 2024.
Board and Management Remuneration
1. Board Remuneration
The total Board remuneration received during the year 2023 amounted to BD 586,611, this includes the annual board remuneration of the Company, its
subsidiaries, sitting fees and other amounts paid to the Board of Directors. The table below includes the details of the Board remuneration for the year 2023:
(All amounts in BD)
Fixed remunerations Variable remunerations

Expenses Allowance
expense allowance)
Aggregate amount
(Does not include
Remunerations of
the chairman and

of the chairman
Remunerations

Incentive plans
mittee meetings

End-of-service
Board and com-
Total allowance

Name
for attending

and BOD

Others
Others

award
Total

Total
BOD

First: Independent Directors:

*Shaikh Abdulla bin Khalifa Al Khalifa - Chairman 100,910 5,250 - 106,160 - - - - - 106,160 -
*Shaikh Ali bin Khalifa Al Khalifa – Deputy Chairman 54,773 2,000 - 56,773 - - - - - 56,773 -
*Khalid Husain Taqi – Director 50,455 14,250 - 64,705 - - - - - 64,705 -
Abdulla Abdulrazak Bukhowa – Director 52,955 3,250 - 56,205 - - - - - 56,205 -
Ahmed Abdulwahed Abdulrahman – Director 50,455 8,000 - 58,455 - - - - - 58,455 -
*Ahmad Mazhar– Director 34,091 6,000 - 40,091 - - - - - 40,091 -
*Waleed bin Hindi– Director 28,409 1,000 - 29,409 - - - - - 29,409 -
**Previous Members
*Raed Abdulla Fakhri – Deputy Chairman 5,682 2,500 - 8,182 - - - - - 8,182 -
Jean Christophe Durand – Director 13,864 1,500 - 15,364 - - - - - 15,364 -
*Major General Ali Saqer Al Noaimi – Director 12,614 2,000 - 14,614 - - - - - 14,614 -
Second: Non-Executive Directors:
*Fatema Ghazi Alarayedh – Director 45,455 3,500 - 48,955 - - - - - 48,955 -
*Saleh Romeih– Director 30,743 3,000 - 33,743 - - - - - 33,743 -
*Daniel Ritz– Director 37,841 2,500 - 40,341 - - - - - 40,341 -
**Previous Members
*Abdulla Abdulhameed Alhammadi – Director 12,614 1,000 - 13,614 - - - - - 13,614 -
Total 530,861 55,750 - 586,611 - - - - - 586,611 -

Notes:
1) The Board Remuneration included in the above table is inclusive of the Annual Board Remuneration for the Directors and any Remuneration paid to the Directors serving
on any of the company’s subsidiary Boards.
2) *Annual Board Remuneration shall be paid to the entity (shareholder) in which the board members represent.
3) **Previous Members have served on the Board of Directors until March 2023.
Beyon - Annual Report 2023 77
Financial Statements continues

Chairman’s Report (continued)

For the year ended 31 December 2023

2. Executive Management Remuneration

Below is the total amount of remuneration paid to the 6 highest paid executives in the Company:
(All amounts in BD)

Total paid salaries Total paid remuneration Any other cash/ in kind Aggregate
Executive management and allowances (Bonus) remuneration for 2023 Amount

*Top 6 remunerations for executives,

including CEO and CFO
919,081 474,405 338,485 1,731,971

* Any other cash/in kind remuneration includes shares given to the top 6 executive in line with the costs incurred by the Company during the year. The shares vested during
the year amounted to BD 563,790.

While Beyon continues on its transformation journey, we are still achieving excellent results reflected by a 5% increase in revenues year over year and
improved Earnings per Share of 43.6 fils for the year compared to an EPS of 42.5 for 2022. The Board of Directors is pleased with the solid performance
which emphasizes the importance placed on meeting shareholders’ expectations.
Beyon has an ambitious strategy to grow outside of Bahrain through strategic acquisitions and partnerships and by taking our digital brands into new
regional and international markets. The Board of Directors is proud of the good progress achieved which includes acquisitions by Beyon Cyber and
Beyon Solutions, while Beyon Connect established a joint venture in partnership with Egypt Post, and Beyon Money entered the UAE market.
To support the acceleration of Bahrain’s digital transformation, Beyon undertook its biggest investment ever in advanced data centres and subsea
cables, including becoming a consortium partner in the SMW6 cable. These achievements are possible due to the establishment of an ecosystem that
encourages the growth of the digital sector and the economic prosperity in the Kingdom of Bahrain under the leadership of His Majesty King Hamad
bin Isa Al Khalifa and with the support of His Royal Highness Prince Salman bin Hamad Al Khalifa, the Crown Prince and Prime Minister.
Whilst we engage in expansion and development of new services, sustainability continues to be important, and we remain committed to supporting
the Kingdom’s vision of achieving zero carbon neutrality by 2060. In line with this, we were pleased to announce the completion of the second phase of
Beyon Solar Park, and our Data Centre at Beyon Data Oasis became the first in Bahrain to rely entirely on clean energy generated from our Solar Park.
On behalf of my colleagues on the Board, I extend appreciation to our shareholders for their trust. My personal thanks to my colleagues on the Board
for their support during a very busy year as Beyon continues to elevate its growth and development plans. I also offer grateful thanks to all members
of the Beyon family for their contributions leading to a strong performance for 2023.
Looking ahead we will continue our journey, focusing on implementing the next steps in our transformation strategy. The success of the past year gives
us confidence that we are on the right path and that we have created a solid platform to achieve our goals.
Auditors
The Board of Directors will recommend the re-appointment of KPMG Fakhro as Beyon’s auditors for the financial year ending 31st December 2024.

Abdulla bin Khalifa Al Khalifa Ali bin Khalifa Al Khalifa

Chairman of the Board Deputy Chairman of the Board
Bahrain Telecommunications Company BSC Bahrain Telecommunications Company BSC
February 27 , 2024
th
February 27th, 2024

78 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

KPMG Fakhro Telephone +973 17224807

Audit Telefax +973 17227443
12th Floor, Fakhro Tower, Website: www.kpmg.com/bh
P.O.Box 710, Manama, CR No. 6220 - 2
Kingdom of Bahrain

Independent Auditors’ Report to the Shareholders of

Bahrain Telecommunications Company BSC
Manama, Kingdom of Bahrain

Opinion
We have audited the consolidated financial statements of Bahrain Telecommunication Company BSC (the “Company”) and its subsidiaries (together
the “Group”), which comprise the consolidated statement of financial position as at 31 December 2023, the consolidated statements of profit or loss,
comprehensive income, changes in equity and cash flows for the year then ended, and notes, comprising material accounting policies and other
explanatory information.
In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the consolidated financial position of the
Group as at 31 December 2023, and its consolidated financial performance and its consolidated cash flows for the year then ended in accordance with
IFRS Accounting Standards as issued by the International Accounting Standards Board (IFRS Accounting Standards).

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (ISAs). Our responsibilities under those standards are further described
in the Auditors’ responsibilities for the audit of the consolidated financial statements section of our report. We are independent of the Group in
accordance with the International Ethics Standards Board for Accountants International Code of Ethics for Professional Accountants (including
International Independence Standards) (IESBA Code), together with the ethical requirements that are relevant to our audit of the consolidated financial
statements in the Kingdom of Bahrain, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the IESBA
Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements
of the current period. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matter 1: Revenue recognition

Refer to the use of estimate and management judgement in note 5, the material accounting policies in note 8 (c) and disclosure in note 26 to the
consolidated financial statements.

The key audit matter How the matter was addressed in our audit
We focused on this area because: Our audit approach included controls testing and substantive procedures for key revenue
– There is an inherent risk around the accuracy of streams covering, in particular:
revenue recorded given the complexity of systems – testing the IT environment in which rating, billing and other relevant support systems
involved in processing revenue transactions reside, including the change control procedures in place around systems that bill
and the impact of changing pricing models to material revenue streams;
revenue recognition (tariff structures, incentive
arrangements, discounts, etc.). – testing the controls and governance processes over reconciliation from business
support systems to rating and billing systems to the general ledger;
– The application of revenue recognition accounting
standards is complex and involves a number of key – performing tests on the accuracy of customer bill generation including credits and
judgements and estimates. discounts applied to customer bills on a sample basis;

– performing tests on allocation of revenue for bundled contracts and recognition of

revenue on multi-element contracts;

– performing tests on accuracy of allocation and recording unbilled revenue representing

good and service obligations performed but not billed yet; and

– evaluating the adequacy of the Group disclosures related to revenue recognition by

reference to the relevant accounting standards.

Beyon - Annual Report 2023 79

Financial Statements continues

Independent Auditors’ Report to the Shareholders of (continued)

Bahrain Telecommunications Company BSC
Manama, Kingdom of Bahrain

Key audit matter 2: Carrying value of goodwill

Refer to the use of estimate and management judgement in note 5 and material accounting policy in note 8(n)(ii) and disclosure in note 11 to the
consolidated financial statements.
The key audit matter How the matter was addressed in our audit

As at 31 December 2023, the Group’s consolidated Our audit procedures, amongst others, included:
financial statements includes recognised goodwill of – understanding of the Group’s budgeting process upon which the forecasts are based;
BD 137.8 million which arose from the acquisition of
subsidiaries. – we involved our own valuation specialists to assist us in:
– Impairment charges on goodwill have been • evaluating the appropriateness of the methodology used by the Group to assess
recognized in the prior periods. An assessment impairment of goodwill; and
is required annually to establish whether this
• evaluating key inputs and assumptions in cash flow projections used by the Group
goodwill should continue to be recognized or if any
in comparison to externally derived data as well as our own assessments of investee
impairment is required. The impairment assessment
specific circumstances and experience in the related industry, in particular its
relies on determining the recoverable amount of the
derivation of discount rates, long term growth rates, revenue and EBITDA margins
investment in the subsidiary or a cash generating
and comparing progress against stated business plans.
unit using valuation techniques such as discounted
cash flows. The estimation of future cash flows and – evaluating the adequacy of the Group disclosures related to goodwill impairment by
the rate at which they are discounted is inherently reference to the relevant accounting standards.
uncertain and requires significant judgement and
hence has been identified as a key area of audit
focus.

Key audit matter 3: Capitalisation and useful lives of network assets and telecom equipment, and other intangible assets

Refer to the use of estimate and management judgement in note 5, material accounting policy in notes 8(d) and 8(f) and disclosures in note 9 and
12 to the consolidated financial statements.
The key audit matter How the matter was addressed in our audit

We focused on this area because there are a number Our audit procedures, amongst others, included:
of areas where management judgement impacts
– we tested controls in place over the fixed asset cycle, the acquisition process and
the carrying value of network assets and telecom
evaluated the appropriateness of capitalisation policies, and assessed the timeliness
equipment, and other intangible assets and their
of the transfer of assets in the course of construction;
respective depreciation/ amortisation profiles. These
include: – we assessed the nature of costs incurred and capitalised in capital projects through
testing of amounts recorded and assessing whether the expenditure incurred met
– The decision to capitalise or expense costs;
capitalisation criteria;
– The timeliness of the transfer from assets in the
– we tested the controls over the annual review of useful life of assets. In addition,
course of construction/ deployment to relevant
we tested whether the Group’s decisions on useful life of asset are appropriate by
capitalized asset categories; and
considering our knowledge of the business and practice in the wider telecoms industry;
– The annual review of the useful life of the assets and
including the impact of changes in the Group’s
– evaluating the adequacy of the Group disclosures related to capitalisation and useful
strategy.
life of network assets and telecom equipment and other intangible assets by reference
to the relevant accounting standards.

80 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Independent Auditors’ Report to the Shareholders of (continued)

Bahrain Telecommunications Company BSC
Manama, Kingdom of Bahrain

Other Information
The board of directors is responsible for the other information. The other information comprises the annual report but does not include the
consolidated financial statements and our auditors’ report thereon. Prior to the date of this auditors’ report, we obtained the chairman’s report which
forms part of the annual report, and the remaining sections of the annual report are expected to be made available to us after that date.
Our opinion on the consolidated financial statements does not cover the other information and we do not and will not express any form of assurance
conclusion thereon.
In connection with our audit of the consolidated financial statements, our responsibility is to read the other information identified above and, in doing
so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the
audit, or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information that we have obtained prior to the date of this auditors’ report, we conclude that
there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Board of Directors for the Consolidated Financial Statements

The board of directors is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with IFRS
Accounting Standards, and for such internal control as the board of directors determines is necessary to enable the preparation of consolidated
financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the board of directors is responsible for assessing the Group’s ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the board of directors
either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement,
whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not
a guarantee that an audit conducted in accordance with ISAs will always detect a material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions
of users taken on the basis of these consolidated financial statements.
As part of an audit in accordance with ISAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
– Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform
audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk
of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery,
intentional omissions, misrepresentations, or the override of internal control.
– Obtain an understanding of internal control relevant to the audit 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 Group’s internal control.
– Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the
board of directors.
– Conclude on the appropriateness of the board of directors’ use of the going concern basis of accounting and, based on the audit evidence obtained,
whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the
consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.
– Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the
consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
– Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an
opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the group audit. We remain
solely responsible for our audit opinion.

Beyon - Annual Report 2023 81

Financial Statements continues

Independent Auditors’ Report to the Shareholders of (continued)

Bahrain Telecommunications Company BSC
Manama, Kingdom of Bahrain

We communicate with the board of directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings,
including any significant deficiencies in internal control that we identify during our audit.
We also provide the board of directors with a statement that we have complied with relevant ethical requirements regarding independence, and
communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable,
actions taken to eliminate threats or safeguards applied.
From the matters communicated with the board of directors, we determine those matters that were of most significance in the audit of the consolidated
financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law
or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of
such communication.
Report on Other Regulatory Requirements
1) As required by the Commercial Companies Law, we report that:
a) the Company has maintained proper accounting records and the consolidated financial statements are in agreement therewith;
b) the financial information contained in the chairman’s report is consistent with the consolidated financial statements;
c) we are not aware of any violations during the year of the Commercial Companies Law or the terms of the Company’s memorandum and articles
of association that would have had a material adverse effect on the business of the Company or on its financial position; and
d) satisfactory explanations and information have been provided to us by management in response to all our requests.
2) As required by the Ministry of Industry and Commerce in their letter dated 30 January 2020 in respect of the requirements of Article 8 of Section 2
of Chapter 1 of the Corporate Governance Code, we report that the Company has:
a) a corporate governance officer; and
b) a Board approved written guidance and procedures for corporate governance.
The engagement partner on the audit resulting in this independent auditors’ report is Salman Manjlai.

KPMG Fakhro
Partner Registration Number 213

27 February 2024

82 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Consolidated Statement of Financial Position

As at 31 December 2023
BD’000

Note 2023 2022

ASSETS
Non-current assets
Property and equipment 9 366,838 304,210
Right-of-use assets 10 55,606 56,845
Goodwill 11 137,775 134,738
Other intangible assets 12 162,461 147,646
Equity accounted investees 13 8,541 7,160
Deferred tax assets 14 6,375 6,671
Investments 16 35,371 17,063
Other non-current assets 6,706 5,076
Total non-current assets 779,673 679,409
Current assets
Inventories 7,433 5,582
Trade and other receivables 17 142,201 159,493
Investments 16 291 3,537
Cash and bank balances 18 235,767 253,844
Total current assets 385,692 422,456
Total assets 1,165,365 1,101,865

LIABILITIES
Non-current liabilities
Trade and other payables 19 60,769 45,051
Lease liabilities 10 45,776 47,815
Loans and borrowings 21 244,198 229,603
Deferred tax liabilities 14 5,729 6,141
Total non-current liabilities 356,472 328,610

Current liabilities
Trade and other payables 19 207,027 218,272
Lease liabilities 10 8,627 8,066
Loans and borrowings 21 10,696 4,595
Total current liabilities 226,350 230,933
Total liabilities 582,822 559,543

Net assets 582,543 542,322

EQUITY
Share capital 23 166,320 166,320
Statutory reserve 24 86,188 84,060
General reserve 24 44,000 44,000
Other reserves (28,173) (47,602)
Treasury shares 25 (4,428) (4,932)
Retained earnings 268,404 254,521
Total equity attributable to equity holders of the Company 532,311 496,367
Non-controlling interest 50,232 45,955
Total equity (Page 86) 582,543 542,322

The consolidated financial statements were approved by the Board of Directors on 27 February 2024 and signed on its behalf by:

Abdulla bin Khalifa Al Khalifa Ali bin Khalifa Al Khalifa Mikkel Vinter
Chairman Deputy Chairman Chief Executive Officer

The accompanying notes 1 to 41 form an integral part of these consolidated financial statements.

Beyon - Annual Report 2023 83

Financial Statements continues

Consolidated Statement of Comprehensive Income

For the year ended 31 December 2023 BD’000

Note 2023 2022

Revenue 26 424,904 402,823

Expenses
Network operating expenses 27 (150,040) (130,242)
Staff costs (55,518) (53,246)
Depreciation, amortisation and intangible assets impairment 9,10,12 (67,088) (71,758)
Impairment loss on trade receivables and contract assets 17 (1,877) (2,881)
Other operating expenses 28 (46,416) (51,066)
Total expenses (320,939) (309,193)
Results from operating activities 103,965 93,630
Finance and related income 8,265 5,142
Finance and related expenses (23,403) (15,633)
Other income - net 29 1,062 4,909
Share of profit from equity accounted investees (net) 1,079 21
Profit before taxation 90,968 88,069
Income tax expense 14 (8,932) (7,711)
Profit for the year 82,036 80,358
Other comprehensive income
Items that are or may be reclassified subsequently to profit or loss
Foreign currency translation differences - foreign operations 3,375 (8,763)
Investment fair value changes (debt securities) 28 (162)
3,403 (8,925)
Items that will never be reclassified to profit or loss:
Investment fair value changes (equity securities) 16,171 (3,180)
16,171 (3,180)
Total other comprehensive income, net of tax 19,574 (12,105)
Total comprehensive income for the year 101,610 68,253

Profit for the year attributable to:

Equity holders of the Company 72,049 70,324
Non-controlling interest 9,987 10,034
82,036 80,358
Total comprehensive income for the year attributable to:
Equity holders of the Company 91,623 58,219
Non-controlling interest 9,987 10,034
101,610 68,253
Basic and diluted earnings per share (Fils) 30 43.6 42.5

Abdulla bin Khalifa Al Khalifa Ali bin Khalifa Al Khalifa Mikkel Vinter
Chairman Deputy Chairman Chief Executive Officer

The accompanying notes 1 to 41 form an integral part of these consolidated financial statements.

84 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Consolidated Statement of Cash Flows

For the year ended 31 December 2023 BD’000

Note 2023 2022

Operating Activities
Profit for the year 82,036 80,358
Adjustment for:
Non-operating items, including tax 23,008 13,293
Share of profit from equity accounted investees (net) 13 (1,079) (21)
Depreciation, amortisation and intangible asset impairment 67,088 71,758
Impairment loss on trade receivables and contract assets 17 1,877 2,881
172,930 168,269
Working capital changes:
Decrease / (increase) in trade and other receivables 6,499 (19,357)
(Increase) / decrease in inventories (1,797) 3,104
(Decrease) / increase in trade and other payables (801) 17,137
Cash generated from operating activities 176,831 169,153
Taxes paid (8,600) (7,512)
Payment to charities (2,809) (1,805)
Net cash from operating activities 165,422 159,836

Investing Activities
Acquisition of property, equipment and intangibles, net of disposals (125,109) (64,789)
Acquisition of business, net of cash acquired 35 (880) -
Net cash from sale of investments 10,043 42,606
Interest and investment income received 9,043 7,551
Net cash used in investing activities (106,903) (14,632)

Financing Activities
Dividend paid (57,325) (59,448)
Payment of lease liabilities (11,744) (11,614)
Interest paid (17,171) (10,047)
Borrowings drawn, net 21,704 6,435
Sale / (acquisition) of treasury shares, net 312 (260)
Sale / (purchase) of market making share, net 192 (94)
Net cash used in financing activities (64,032) (75,028)

(Decrease) / increase in cash and cash equivalents during the year (5,513) 70,176
Cash and cash equivalents at 1 January 18 208,903 138,727
Cash and cash equivalents at 31 December 18 203,390 208,903

The accompanying notes 1 to 41 form an integral part of these consolidated financial statements.

Beyon - Annual Report 2023 85

Financial Statements continues

Consolidated Statement of Changes in Equity

For the year ended 31 December 2023 BD’000

Equity attributable to equity holders of the Company

Other Reserves Treasury shares
Share
2023 Foreign based
currency Investment Share based Market payment Non-
Share Statutory General translation fair value payment making treasury Retained controlling Total
Note capital reserve reserve reserve reserve reserve shares shares earnings Total interest equity
At 1 January 2023 166,320 84,060 44,000 (23,636) (24,670) 704 (3,791) (1,141) 254,521 496,367 45,955 542,322
Profit for the year - - - - - - - - 72,049 72,049 9,987 82,036
Other comprehensive
income
Foreign currency translation
differences - - - 3,375 - - - - - 3,375 - 3,375
Investment fair value
changes - - - - 16,199 - - - - 16,199 - 16,199
Total other comprehensive
income - - - 3,375 16,199 - - - - 19,574 - 19,574
Total comprehensive
income for the year - - - 3,375 16,199 - - - 72,049 91,623 9,987 101,610
Contributions and
distributions
Final dividends declared
for 2022 31 - - - - - - - - (31,447) (31,447) - (31,447)
Interim dividend declared
for 2023 31 - - - - - - - - (22,345) (22,345) - (22,345)
Donations approved for 2022 - - - - - - - - (2,246) (2,246) - (2,246)
Sale of market making
shares 25 - - - - - - 192 - - 192 - 192
Acquisition of treasury
shares - - - - - - - (453) - (453) - (453)
Equity-settled share-based
payment 25 - - - - - (145) - 765 - 620 - 620
Transfer to statutory reserve 24 - 2,128 - - - - - - (2,128) - - -
Non-controlling interest
recognised on acquisition 35 - - - - - - - - - - 828 828
Dividends to non-controlling
interest - - - - - - - - - - (6,538) (6,538)
Total contributions and
distributions - 2,128 - - - (145) 192 312 (58,166) (55,679) (5,710) (61,389)
At 31 December 2023 166,320 86,188 44,000 (20,261) (8,471) 559 (3,599) (829) 268,404 532,311 50,232 582,543

Equity attributable to equity holders of the Company

Other Reserves Treasury shares
Share
2022 Foreign based
currency Investment Share based Market payment Non-
Share Statutory General translation fair value payment making treasury Retained controlling
Note capital reserve reserve reserve reserve reserve shares shares earnings Total interest Total equity
At 1 January 2022 166,320 83,285 44,001 (14,873) (21,328) 533 (3,697) (881) 236,236 489,596 41,087 530,683
Profit for the year - - - - - - - - 70,324 70,324 10,034 80,358
Other comprehensive
income
Foreign currency translation
differences - - - (8,763) - - - - - (8,763) - (8,763)
Investment fair value
changes - - - - (3,342) - - - - (3,342) - (3,342)
Total other comprehensive
income - - - (8,763) (3,342) - - - - (12,105) - (12,105)
Total comprehensive income
for the year - - - (8,763) (3,342) - - - 70,324 58,219 10,034 68,253
Contributions and
distributions
Final dividends declared
for 2021 31 - - - - - - - - (27,443) (27,443) - (27,443)
Interim dividend declared
for 2022 31 - - - - - - - - (22,175) (22,175) - (22,175)
Donations approved for 2021 - - - - - - - - (1,647) (1,647) - (1,647)
Purchase of market making
shares 25 - - - - - - (94) - - (94) - (94)
Acquisition of treasury
shares - - - - - - - (361) - (361) - (361)
Equity-settled share-based
payment 25 - - - - - 171 - 101 - 272 - 272
Transfer from General
reserve 24 - 1 (1) - - - - - - - - -
Transfer to Statutory reserve 24 - 774 - - - - - - (774) - - -
Dividends to non-controlling
interest - - - - - - - - - - (5,166) (5,166)
Total contributions and
distributions - 775 (1) - - 171 (94) (260) (52,039) (51,448) (5,166) (56,614)
At 31 December 2022 166,320 84,060 44,000 (23,636) (24,670) 704 (3,791) (1,141) 254,521 496,367 45,955 542,322

The accompanying notes 1 to 41 form an integral part of these consolidated financial statements.

86 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements

For the year ended 31 December 2023 BD’000

1. Reporting Entity
Bahrain Telecommunications Company BSC (the “Company”, the “Parent”) was incorporated as public shareholding company registered under
commercial registration number 11700 in the Kingdom of Bahrain in the year 1981 and is engaged in the provision of public telecommunications and
associated products and services. The consolidated financial statements for the year ended 31 December 2023 comprise the financial statements
of the Company, and its subsidiaries (together referred to as the “Group”, “Beyon” and individually as “Beyon entities”) and the Beyon’s interest
in associates. The registered office of the Company is P.O. Box 14, Manama, Kingdom of Bahrain. Unless otherwise stated, the subsidiaries as listed
below have share capital consisting solely of ordinary shares, which are held directly by the Group and the proportion of ownership interests held
equals to the voting rights held by Group. The country of incorporation or registration is also their principal place of business. The significant
subsidiaries and equity accounted investees of the Group included in these consolidated financial statements are as follows:
Country of 2023 Share 2022 Share
Company incorporation Principal activity Holding (%) Holding (%)
Subsidiaries

Bahrain Network (BNET) B.S.C Closed Kingdom of Bahrain Telecommunication services 100 100
Batelco Financial Services Company B.S.C (c) Kingdom of Bahrain Digital financial services 100 100
Batelco Remittance Service B.S.C (c) Kingdom of Bahrain Digital financial services 100 100
Beyon Connect Company B.S.C (c) Kingdom of Bahrain Digital services 100 100
Beyon Cyber W.L.L. Kingdom of Bahrain Digital security services 100 100
Beyon Solutions W.L.L. Kingdom of Bahrain Digital solution services 100 100
Beyon Money Investments B.S.C. Closed Kingdom of Bahrain Investment Business Firm 100 100
Batelco International Infrastructure Company W.L.L Kingdom of Bahrain Selling and buying shares and securities 100 100
Call Center Company C3 W.L.L Kingdom of Bahrain Call center activities 100 100
Batelco Financial Services Ltd United Arab Emirates Digital financial services 100 100
Public Square KSA Kingdom of Saudi Arabia Digital financial services 100 100
Digital Transformation Solution Holding United Arab Emirates Transformation Solution Holding 60* -
DTS Solution LLC Republic of Armenia IT Services 60* -
Information technology consultancy
DTS Solution Cyber Security Limited United Kingdom 60* -
activities
DTS Solution for Computer and Electronic
Kuwait Computer devices and electric devices 60* -
Equipment Company .WLL
Computer Infrastructure Establishment,
Delta Information Technologies LLC United Arab Emirates 60* -
Institution and Maintenance
Computers and peripheral equipment
DTS Solution LLC United Arab Emirates 60* -
trading
Digital City Company W.L.L Kingdom of Bahrain Real estate services 100 100
Batelco Middle East Holding Co. B.S.C (c) Kingdom of Bahrain Holding Company 100 100
Batelco International Company B.S.C (c) Kingdom of Bahrain Holding Company 100 100
Hashemite Kingdom of
Batelco Middle East Jordan LLC Holding Company 100 100
Jordan
Hashemite Kingdom of
Umniah Mobile Company PSC Telecommunication services 96 96
Jordan
Hashemite Kingdom of
Batelco Jordan PSC Telecommunication services 96 96
Jordan
Hashemite Kingdom of
Urcell Telecom & Technologies Services LLC Telecommunication services 96 96
Jordan
Hashemite Kingdom of
Umniah for Renewable energy Renewable energy 96 96
Jordan
Al-Huloul Al-Malyeh Leldafea Belhatef Anaqal Hashemite Kingdom of
Digital services 63.36 63.36
(“Alhuloul”) Jordan

Beyon - Annual Report 2023 87

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

1. Reporting Entity (continued)

Country of 2023 Share 2022 Share

Company incorporation Principal activity Holding (%) Holding (%)
Delmon for Telecommunications and Internet Hashemite Kingdom of
Telecommunications and Internet Services 100 100
Services Jordan
Dhivehi Raajjeyge Gulhun Plc (Dhiraagu) Republic of Maldives Telecommunication services 52 52
Dhiraagu Fintech PVT Limited Republic of Maldives Digital financial services 52** -
Sure (Guernsey) Limited Guernsey Telecommunication services 100 100
Sure (Jersey) Limited Bailiwick of Jersey Telecommunication services 100 100
Foreshore Limited Bailiwick of Jersey Telecommunication services 100 100
Sure (Isle of Man) Limited Isle of Man Telecommunication services 100 100
Sure (Diego Garcia) Limited Bermuda Telecommunication services 100 100
Sure South Atlantic Limited Falkland Islands Telecommunication services 100 100
BMIC Limited Republic of Mauritius Holding Company 100 100

Batelco Egypt Communications (S.A.E.) Arab Republic of Egypt Telecommunication services

100 100
Batelco International Group Holding Limited Bailiwick of Jersey Holding Company 100 100
Batelco International Finance No1 Limited Cayman Islands Holding Company 100 100
BTC Islands Limited United Kingdom Holding Company 100 100
BTC Sure Group Limited United Kingdom Holding Company 100 100
Equity accounted investees
Yemen Company for Mobile Telephony Y.S.C
(“Sabafon”) Republic of Yemen Telecommunication services 26.94 26.94
The Jordanian Company for Advanced Optical Hashemite Kingdom of
Fiber - (FiberTech) Jordan Telecommunication services 49 49
Advanced Regional Communication Solutions
Holding Limited (ARC) United Arab Emirates Telecommunication services 50 50
Post Connect for Information Technology and
communication S.A.E. Arab Republic of Egypt Digital Services 20*** -

*Refer note 35 for the acquisition of Digital Transformation Solutions

** Pertains to new subsidiary formed on 31 December 2023 in Maldives
***Refer note 13 for the investment in Post Connect for Information Technology

2. Statement of Compliance
The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”), and the
requirements of the Commercial Company Law and Central Bank of Bahrain’s Disclosure requirements for listed entities. They were authorised for
issue by the Company’s board of directors on 27 February 2024.
Details of the Group’s material accounting policies, including changes thereto, are included in note 8.

3. Functional and presentation currency

The consolidated financial statements are presented in Bahraini Dinars (“BD”), which is also the Company’s functional currency. All amounts have been
rounded to the nearest thousand (BD ‘000), unless otherwise indicated.

4. Basis of measurement
The consolidated financial statements have been prepared under the historical cost convention except for measurement of certain investments that
are stated at their fair values.

88 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

5. Use of estimates and judgment

The preparation of consolidated financial statements in conformity with IFRS requires management to make judgments, estimates and assumptions
that affect the application of the Group’s material accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual
results could differ from these estimates.
Estimates and underlying assumptions are reviewed on an on-going basis. Revisions to estimates are recognised prospectively.

a) Assumptions and estimation uncertainties

Information about assumptions and estimation uncertainties at 31 December 2023 that have a significant risk of resulting in a material adjustment to
the carrying amounts of assets and liabilities within the next financial year is included in the following notes:

• Note 8 (c) Revenue recognition: estimates of expected returns;

• Note 8 (a)(v) Impairment of carrying value of associates;

• Note 8 (n)(ii) Impairment of intangible assets and goodwill: key assumptions underlying recoverable amounts;

• Note 8 (n)(i) Measurement of Expected Credit Loss (“ECL”) allowance for trade receivables and contract assets: key assumptions
underlying ECL allowance calculation;

• Note 8 (m) Recognition and measurement of provisions and contingencies: key assumptions about the likelihood and
magnitude of an outflow of resources; and

• Note 8 (r) Recognition of deferred tax assets: availability of future taxable profits against deductible temporary difference
and tax losses carried forward can be utilised.

b) Judgements
Information about judgements made in applying material accounting policies that have the most significant effects on the amounts recognised in the
financial statements is included in the following notes:

• Note 8 (c) Revenue recognition, identification of performance obligation and whether revenue from contracts with customers
should be recognised over time or at a point in time;

• Note 8 (a) Equity-accounted investees: whether the Group has significant influence over an investee;

• Note 8 (a) Consolidation: whether the Group has de facto control over an investee;

• Note 8 (d),(f) Useful life of property, equipment, and other intangible assets; and

• Note 8 (g) Lease term Right-of-use assets: whether the Group is reasonably certain to exercise extension options.

c) Measurement of fair values

A number of the Group’s material accounting policies and disclosure require the measurement of fair values, for both financial and non-financial assets
and liabilities.
Significant valuation issues are reported to the Group’s audit committee.
When measuring the fair value of an asset or a liability, the Group uses observable market data as far as possible. Fair values are categorised into
different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows.
• Level 1: quoted market price (unadjusted) in an active market for an identical assets and liabilities.
• Level 2: inputs other than quoted prices included in Level 1 that are observable for the assets and liability, either directly (i.e. as prices) or indirectly
(i.e. derived from prices).
• Level 3: inputs for the asset and liability that are not based on observable market data (unobservable inputs).
If the input used to measure the fair value of an asset or liability fall into different levels of the fair value hierarchy, then the fair value measurement is
categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.
The Group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.
Further information about the assumptions made in measuring fair values is included in the following notes:

• Note 32 & 33 Financial instruments

• Note 16 Investments
• Note 15 (c) Share based payment arrangements

Beyon - Annual Report 2023 89

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

6. Changes in material accounting policies

The details of the material accounting policies are set out in note 8. There were no significant changes in the material accounting policies during the
year.

7. New standards, amendments and interpretations issued but not yet effective
A number of new standards, amendments and interpretations to standards are effective for annual periods beginning after 1 January 2023 and earlier
application is permitted, however; the Group has not early applied the following new standards, amendments and interpretations in preparing these
consolidated financial statements.
The following new and amended standards are not expected to have a significant impact on the Group’s consolidated financial statements:
• IFRS 17 Insurance Contracts
• Definition of Accounting Estimates – Amendments to IAS 8
• Disclosure Initiative: Accounting Policies – Amendments to IAS 1 Presentation of Financial Statements
• Deferred Tax Related to Assets and Liabilities Arising from a Single Transaction – Amendments to IAS 12 Income Taxes

8. Material accounting policies

The material accounting policies set out below have been applied consistently to all periods presented in these consolidated financial statements by
the Group entities.

a) Basis of consolidation

i) Business combinations
The Group accounts for business combinations using the acquisition method when the acquired set of activities and assets meets the definition of
a business and control is transferred to the Group. In determining whether a particular set of activities and assets is a business, the Group assesses
whether the set of assets and activities acquired includes, at a minimum, an input and substantive process and whether the acquired set has the ability
to produce outputs.
The Group has an option to apply a ‘concentration test’ that permits a simplified assessment of whether an acquired set of activities and assets is not a
business. The optional concentration test is met if substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable
asset of group of similar assets.
The consideration transferred in acquisition is generally measured at its fair value, as are the identifiable net assets acquired. Any goodwill that arises is
tested annually for impairment. Any gain on a bargain purchase is recognised in profit or loss immediately. Transaction costs are expensed as incurred,
except if related to the issue of debt or equity securities
The consideration transferred does not include amounts related to settlement of pre-existing relationships. Such amounts are generally recognised in
the consolidated profit or loss.
Any contingent consideration is measured at fair value at the date of acquisition. If an obligation to pay contingent consideration that meets the
definition of a financial instrument is classified as equity, then it is not remeasured and settlement is accounted for within equity. Otherwise, other
contingent consideration is remeasured at fair value at each reporting date and subsequent changes in the fair value of the contingent consideration
are recognised in profit or loss.

ii) Subsidiaries
Subsidiaries are entities controlled by the Group. The Group ‘controls’ an entity if it is exposed to, or has rights to, variable returns from its involvement
with the entity and has the ability to affect those returns through
its power over the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date on which control
commences until the date on which control ceases.

iii) Non-controlling interests (NCI)

NCI are measured initially at their proportionate share of the acquiree’s identifiable net assets at the acquisition date.
Changes in the Group’s interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.

iv) Loss of control

When the Group loses control over a subsidiary, it derecognises the assets and liabilities of the subsidiary, and any related NCI and other components
of equity. Any resulting gain or loss is recognised in profit or loss. Any interest retained in the former subsidiary is measured at fair value when control
is lost.

90 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

8. Material accounting policies (continued)

v) Interest in equity-accounted investees
The Group interest in equity-accounted investees comprises interest in associates and a joint venture.
An associate is an entity in which the Group has significant influence, but not control or joint control, over the financial and operating policies. A joint
venture is an arrangement in which the Group has joint control, whereby the Group has rights to the net assets of the arrangement, rather than rights
to its assets and obligations for its liabilities.
Interest in associates and joint venture are accounted for using the equity method. They are initially recognised at cost which includes transaction
costs. Subsequent to initial recognition, the consolidated financial statements include the Group’s share of income and expenses and OCI of equity-
accounted investees, until the date on which significant influence or joint control ceases. Associates are assessed for impairment.
The net investment in an associate or joint venture is impaired and impairment losses are incurred if there is objective evidence of impairment as a
result of one or more events that occurred after the initial recognition of the net investment (a ‘loss event’) and that loss event (or events) has an impact
on the estimated future cash flows from the net investment that can be reliably estimated.

vi) Transactions eliminated on consolidation

Intra-group balances and transactions, and any unrealised income and expenses (except for foreign currency transaction gains and losses) arising
from intra-group transactions, are eliminated. Unrealised gains arising from transactions with equity-accounted investees are eliminated against the
investment to the extent of the Group’s interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the
extent that there is no evidence of impairment.
b) Foreign currency

(i) Foreign currency transactions

Transactions in foreign currencies are translated to the respective functional currencies of Group entities at exchange rates at the dates of the
transactions.
Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the exchange rate at reporting date.
The foreign currency gain or loss on monetary items is the difference between amortised cost in the functional currency at the beginning of the period,
adjusted for payments during the period, and the amortised cost in foreign currency translated at the exchange rate at the end of the reporting period.
Exchange differences arising on the settlement of monetary items and on retranslation are recognised in profit or loss.
Non-Monetary assets and liabilities that are measured at fair value in a foreign currency are translated into the functional currency at the exchange
rate when the fair value was determined. Non-monetary items that are measured based on historical cost in a foreign currency are translated at the
exchange rate at the date of the transaction. Foreign currency differences are generally recognised in profit or loss and presented within finance costs.
However, foreign currency differences arising from the translations of an investment in equity securities designated as at FVOCI (except on impairment,
in which case foreign currency differences that have been recognised in OCI) are classified to profit or loss.

(ii) Financial statements of foreign operations

The assets and liabilities of the Group’s subsidiaries and associates based outside the Kingdom of Bahrain (“foreign operations”), including goodwill
and fair value adjustments arising on acquisition, are translated into Bahraini Dinars at the exchange rates at the reporting date. The income and
expenses of foreign operations are translated into Bahraini Dinars at average exchange rates prevailing during the year.
Foreign currency differences are recognised in the other comprehensive income and presented in equity as a foreign currency translation reserve.
Foreign currency differences are accumulated into foreign currency translation reserve in owners’ equity, except to the extent the translation difference
is allocated to NCI.
When foreign operation is disposed of in its entirety or partially such that control, significant influence or join control is lost, the cumulative amount
in the translation reserve is reclassified to consolidated profit or loss as part of the gain or loss on disposal.

c) Revenue from contracts with customers

Revenue is measured based on the consideration specified in a contract with a customer. The Group recognises revenue when it transfers control over
a good or service to a customer.

Nature of goods and service

(i) Sale of equipment

Revenue from handset and other equipment sales is recognised when the product is delivered, and on transfer of control to the customer.
If revenue arrangements from bundled contracts include more than one Performance Obligation (PO), the arrangement consideration is allocated to
each performance obligation based on their relative standalone selling price (SSP).
For equipment sold with the right of return after the control has been passed onto the customer, the Group defers revenue based on the expected
returns per the historical return data for the last 24 months. Such revenue will need to be recognized only when the related return period expires.

Beyon - Annual Report 2023 91

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

8. Material accounting policies (continued)

(ii) Provision of Network Services
Revenue for access charges, airtime usage and messaging by contract customers is recognised as services are performed, with unbilled revenue
resulting from services already provided accrued at the end of each period and unearned revenue from services to be provided in future periods
deferred.
Revenue from the sale of prepaid credit is deferred until such time as the customer uses the airtime, or the credit expires. Deferred revenue related
to unused airtime is recognised when utilised by the customer. Upon termination of the customer contract, all deferred revenue for unused airtime is
recognised in the profit or loss.
Revenue from interconnect fees is recognised at the time the services are performed. Revenue from data services is recognised when the Group has
performed the related service and, depending on the nature of the service, is recognised either at the gross amount billed to the customer or the
amount receivable by the Group as commission for facilitating the service.

(iii) Contract Costs

Contract costs that are incremental in obtaining a contract with a customer are capitalized and amortised over the period of related revenues. Applying
the practical expedient per IFRS15, the Group recognises incremental cost of obtaining a contract as an expense when incurred if the amortisation
period of the assets that the Group otherwise would have recognised is one year or less.

(iv) Contract assets

The contract assets primarily relate to the Group’s rights to consideration for work completed but not billed at the reporting date. The contract assets
are transferred to receivables when the rights become unconditional. This usually occurs when the Group issues an invoice to the customer.

(v) Contract liabilities

The contract liabilities primarily relate to the advance consideration received from customers for which revenue is recognised over time as the related
performance obligations are fulfilled.

d) Property and equipment

(i) Recognition and measurement

Items of property and equipment are measured at cost, which includes capitalised borrowing costs, less accumulated depreciation and any
accumulated impairment losses.
The cost includes expenditures that are directly attributable to the acquisition cost of the asset. The cost of self-constructed assets includes the
following:
• the cost of materials and direct labour;
• any other costs directly attributable to bringing an asset to its working condition for their intended use;
• when the Group has an obligation to remove the assets or restore the site, an estimate of the costs of dismantling and removing the items and
restoring the site on which they were located; and
• capitalised borrowing costs.
Purchased software that is integral to the functionality of the related equipment is capitalised as part of that equipment. Where parts of an item of
property and equipment have different useful lives, they are accounted for as separate items (major components) of property and equipment.
Any gains and losses on disposal of an item of property and equipment are determined by comparing the proceeds from disposal with the carrying
amount of property and equipment and are recognised in profit or loss.

(ii) Subsequent expenditure

Subsequent expenditure is capitalised only when it is probable that the future economic benefits associated with the expenditure will flow to the
Group. On-going repair and maintenance are expensed as incurred.

(iii) Depreciation and useful life assessment

Depreciation is charged to the profit or loss on a straight-line basis over the estimated useful lives of each part of an item of a property and equipment.
Assets are depreciated from the date they are available for use or, in respect of self-constructed assets, from the time an asset is completed and ready
for service. Freehold land, projects in progress and inventories held for capital projects are not depreciated. The estimated useful lives for the current
and comparative period are as follows:

92 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

8. Material accounting policies (continued)

Asset class Current Estimated useful life (Years)

Buildings 5 - 50
Network assets & telecom equipment 2 - 40
Motor vehicles, furniture, fittings & office equipment 2 - 10
Depreciation methods, useful lives and residual values, are reassessed and adjusted, if appropriate, at the year end.

(iv) Impairment
Where there has been an indication of impairment in value such that the recoverable amount of an asset falls below its net book value, provision is
made for such impairment. Wherever possible, individual assets are tested for impairment. However, impairment can often be tested only for groups
of assets because the cash flows upon which the calculation is based do not arise from the use of a single asset.
In these cases, impairment is measured for the smallest group of assets (the cash generating unit) that produces a largely independent income stream,
subject to constraints of practicality and materiality.

e) Investment property
Investment property is property held either to earn rental income or for capital appreciation or for both and that is not occupied by the Group for
use in rendering of its services or for administrative purposes. Investment property is initially measured at cost (using the cost model), including
related transaction costs and borrowing costs incurred for the purpose of acquiring, constructing or producing a qualifying investment property, less
accumulated depreciation and impairment losses, if any. Subsequent expenditure is capitalised to the asset’s carrying amount only when it is probable
that future economic benefits associated with the expenditure will flow to the Group and the cost of the item can be measured reliably.
Rental income from investment property is recognised as other income in straight-line basis over the term of the lease. Lease incentives granted are
recognised as an integral part of the total rental income, over the term of the lease.

f) Goodwill and other intangible assets

Goodwill
Goodwill arising on the acquisition of subsidiaries is measured at cost less any accumulated impairment losses. Goodwill is not amortised but tested
for impairment annually at the balance sheet date.

Research and development

Expenditure on research activities is recognised in profit or loss as incurred.
Development expenditure is capitalised only if the expenditure can be measured reliably, the product or process is technically and commercially
feasible, future economic benefits are probable and the Group intends to and has sufficient resources to complete development and to use or sell
the asset. Otherwise, it is recognised in profit or loss as incurred. Subsequent to initial recognition, development expenditure is measured at cost less
accumulated amortisation and any accumulated impairment losses.

Other intangible assets

License fees, trade name, customer relationships & associated assets, non-network software and Indefeasible Rights of Use (IRUs). acquired or incurred
by the Group have finite useful lives and are measured at cost less accumulated amortisation and any accumulated impairment losses.
Subsequent expenditure is capitalised only when it increases future economic benefits embodied in specific asset to which it relates. All other
expenditure, including expenditure on internally generated goodwill is recognised in profit or loss as incurred.

(i) Amortisation and useful life assessment

Amortisation is recognised in the profit or loss on a straight line basis over the estimated useful lives of the intangible assets from the date they are
available for use. The estimated useful lives for the current and comparative periods are as follows:

Asset class Estimated useful life (Years)

License fees 7 - 20
Trade name, customer relationships, non-network software and IRUs 3 - 20

Amortisation methods, useful lives and residual values, are reviewed at each reporting date and adjusted, if appropriate.

g) Leases
At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or contains, a lease if the contract conveys the
right to control the use of an identified asset for a period of time in exchange for consideration.

Beyon - Annual Report 2023 93

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

8. Material accounting policies (continued)

As a lessee
At commencement or on modification of a contract that contains a lease component, the Group allocates the consideration in the contract to each
lease component on the basis of its relative stand-alone prices. However, for the leases of property the Group has elected not to separate non-lease
components and account for the lease and non-lease components as a single lease component.
The Group recognises a right-of-use asset and a lease liability at the lease commencement date. The right-of-use asset is initially measured at cost,
which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial
direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it
is located, less any lease incentives received.
The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease term, unless
the lease transfers ownership of the underlying asset to the Group by the end of the lease term or the cost of the right-of-use asset reflects that the
Group will exercise a purchase option. In that case the right-of-use asset will be depreciated over the useful life of the underlying asset, which is
determined on the same basis as those of property and equipment. In addition, the right-of-use asset is periodically reduced by impairment losses, if
any, and adjusted for certain remeasurements of the lease liability.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the
interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental borrowing rate. Generally, the Group uses its
incremental borrowing rate as the discount rate.
The Group determines its incremental borrowing rate by obtaining interest rates from various external financing sources and makes certain
adjustments to reflect the terms of the lease and type of the asset leased.
Lease payments included in the measurement of the lease liability comprise the following:
• fixed payments, including in-substance fixed payments;
• variable lease payments that depend on an index or a rate, initially measured using the index or rate as at the commencement date;
• amounts expected to be payable under a residual value guarantee; and
• the exercise price under a purchase option that the Group is reasonably certain to exercise, lease payments in an optional renewal period if the
Group is reasonably certain to exercise an extension option, and penalties for early termination of a lease unless the Group is reasonably certain
not to terminate early.
The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments
arising from a change in an index or rate, if there is a change in the Group’s estimate of the amount expected to be payable under a residual
value guarantee, if the Group changes its assessment of whether it will exercise a purchase, extension or termination option or if there is a revised
in-substance fixed lease payment.
When the lease liability is remeasured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded
in profit or loss if the carrying amount of the right-of-use asset has been reduced to zero.
Short term leases and lease of low-value assets
The Group has elected not to recognise right-of-use assets and lease liabilities for leases of low-value assets and short-term leases, including IT
equipment. The Group recognises the lease payments associated with these leases as an expense on a straight-line basis over the lease term.
Extension options
Some leases contain extension options exercisable by the Group up to one year before the end of the non-cancellable contract period. Where
practicable, the Group seeks to include extension options in new leases to provide operational flexibility. The extension options held are exercisable
only by the Group and not by the lessors. The Group assesses at lease commencement date whether it is reasonably certain to exercise the options if
there is a significant event or significant changes in circumstances within its control.

Leases as lessor
The Group leases out its investment property consisting of its owned commercial properties as well as leased property (see Note 10). All leases are
classified as operating leases from a lessor perspective.

94 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

8. Material accounting policies (continued)

h) Operating profit
Operating profit is the result generated from the continuing principal revenue-producing activities of the Group as well as other income and expenses
related to operating activities. Operating profit excludes net finance costs, impairment and share of profit of equity-accounted investees and income
taxes.

i) Financial instruments
(i) Recognition and initial measurement
All “regular way” purchases and sales of financial assets are recognised on the settlement date, i.e. the date that the Group receives or delivers the asset.
Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the timeframe generally established by
regulation or convention in the market place.
Trade receivables and debt securities issued are initially recognised when they are originated. All other financial assets and financial liabilities are
initially recognised when the Group becomes a party to the contractual provisions of the instruments.
A financial asset (unless it is a trade receivable without a significant financing component) or financial liability is measured initially at fair value plus,
for an item not at fair value through profit and loss (FVTPL), transaction costs that are directly attributable to its acquisition or issue. A trade receivable
without a significant financial component is initially measured at the transaction price.
(ii) Classification and subsequent measurement

Financial assets
On initial recognition, a financial asset is classified as measured at: amortised cost, fair value through other comprehensive income (FVOCI) or fair value
through profit and loss (FVTPL).
A financial asset (which is not an equity instrument) is measured at amortised cost if it meets both of the following conditions and is not designated
as at FVTPL:
• The asset is held within a business model whose objective is to hold assets to collect contractual cash flows; and
• The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the
principal amount outstanding.
A debt instrument is measured at FVOCI only if it meets both of the following conditions and is not designated as at FVTPL:
• The asset is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets; and
• The contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the
principal amount outstanding.
On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in fair value
in OCI. This election is made on an investment-by-investment basis.
In addition, on initial recognition, the Group may irrevocably designate a financial asset that otherwise meets the requirements to be measured at
amortised cost or at FVOCI, at FVTPL if doing so eliminates or significantly reduces an accounting mismatch that would otherwise arise.
All other financial assets are classified as measured at FVTPL.
The Group currently classified all its receivables and financial liabilities at amortised cost except for contingent consideration payable which is
measured at FVTPL and investments (debt and equity) which are carried at either FVTPL or FVOCI.

Beyon - Annual Report 2023 95

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

8. Material accounting policies (continued)

Business model assessment

The Group makes an assessment of the objective of a business model in which an asset is held at a portfolio level because this best reflects the way
the business is managed and information is provided to management. The information considered includes:
• The stated policies and objectives for the portfolio and the operation of those policies in practice. In particular, whether management’s strategy
focuses on earning contractual interest revenue, maintaining a particular interest rate profile, matching the duration of the financial assets to the
duration of the liabilities that are funding those assets or realising cash flows through the sale of the assets;
• How the performance of the portfolio is evaluated and reported to the Group’s management;
• The risks that affect the performance of the business model (and the financial assets held within that business model) and how those risks are
managed;
• How managers of the business are compensated - e.g. whether compensation is based on the fair value of the assets managed or the contractual
cash flows collected; and
• The frequency, volume and timing of sales in prior periods, the reasons for such sales and its expectations about future sales activity. However,
information about sales activity is not considered in isolation, but as part of an overall assessment of how the Group’s stated objective for
managing the financial assets is achieved and how cash flows are realised.
Financial assets that are held for trading or managed and whose performance is evaluated on a fair value basis are measured at FVTPL because they
are neither held to collect contractual cash flows nor held both to collect contractual cash flows and to sell financial assets.

Assessment whether contractual cash flows are solely payments of principal and interest
For the purposes of this assessment, ‘principal’ is defined as the fair value of the financial asset on initial recognition. ‘Interest’ is defined as
consideration for the time value of money and for the credit risk associated with the principal amount outstanding during a particular period of time
and for other basic lending risks and costs (e.g. liquidity risk and administrative costs), as well as profit margin.
In assessing whether the contractual cash flows are solely payments of principal and interest, the Group considers the contractual terms of the
instrument. This includes assessing whether the financial asset contains a contractual term that could change the timing or amount of contractual cash
flows such that it would not meet this condition. In making the assessment, the Group considers:
• Contingent events that would change the amount and timing of cash flows;
• Leverage features;
• Prepayment and extension terms;
• Terms that limit the Group’s claim to cash flows from specified assets (e.g. non-recourse asset arrangements); and

• Features that modify consideration of the time value of money - e.g. periodical reset of interest rates.

Reclassifications
Financial assets are not reclassified subsequent to their initial recognition, except in the period after the Group changes its business model for
managing financial assets.

Financial liabilities
The Group classifies its financial liabilities, other than financial guarantees and loan commitments, as measured at amortised cost.

Derecognition

Financial assets
The Group derecognises a financial asset when the contractual rights to the cash flows from the financial asset expire, or the Group has transferred its
rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party
under a ‘pass-through’ arrangement; and either (a) the Group has transferred substantially all the risks and rewards of ownership or (b) when it has
neither transferred or retained substantially all the risks and rewards and when it no longer has control over the financial asset, but has transferred
control of the asset.
On derecognition of a financial asset, the difference between the carrying amount of the asset (or the carrying amount allocated to the portion of
the asset derecognised) and the sum of (i) the consideration received (including any new asset obtained less any new liability assumed) and (ii) any
cumulative gain or loss that had been recognised in OCI is recognised in profit or loss.
Any cumulative gain/ loss recognised in OCI in respect of equity investment securities designated as at FVOCI is not recognised in profit or loss on
derecognition of such securities. Any interest in transferred financial assets that qualify for derecognition that is created or retained by the Group is
recognised as a separate asset or liability.

96 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

8. Material accounting policies (continued)

Write-off
A financial asset is written off (either partially or in full) when there is no realistic prospect of recovery. This is generally the case when the Group
determines that the obligor does not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject to the
write-off. However, financial assets that are written off could still be subject to enforcement activities in order to comply with the Group’s procedures
for recovery of amounts due.

Financial liabilities
The Group derecognises a financial liability when its contractual obligations are discharged or cancelled, or expired.
The Group currently has certain debt securities measured at FVOCI and equity investment designated as at FVOCI. For debt securities measured at
FVOCI, gains and losses are recognised in OCI, except for the following, which are recognised in profit or loss in the same manner as for financial assets
measured at amortised cost:
• Interest expense using the effective interest method;
• Expected Credit Losses (ECL) and reversals; and
• Foreign exchange gains and losses.
When debt security measured at FVOCI is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to profit
or loss.
The Group elects to present in OCI changes in the fair value of certain investments in equity instruments that are not held for trading. The election
is made on an instrument-by-instrument basis on initial recognition and is irrevocable. Gains and losses on such equity instruments are never
reclassified to profit or loss and no impairment is recognised in profit or loss. Dividends are recognised in profit or loss, unless they clearly represent a
recovery of part of the cost of the investment, in which case they are recognised in OCI. Cumulative gains and losses recognised in OCI are transferred
to retained earnings on disposal of an investment.

j) Government grant
Government grants that compensate the Group for expenses incurred are recognised in profit or loss as a reduction of associated cost in the periods
in which the expenses are recognised.

k) Share capital
The Company has one class of equity shares. Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction
from equity. The Group classifies capital instruments as financial liabilities or equity instruments in accordance with the substance of the contractual
terms of the instruments.

l) Inventories
Inventories are stated at the lower of cost and net realisable value. Cost is determined on a weighted average basis and includes expenditure incurred in
bringing them to their existing location and condition. Net realisable value is the estimated selling price in the ordinary course of business, less selling
expenses. Inventories comprise of mobile handsets, cable and wires and other inventories.

m) Provisions
Provisions are recognised when the Group has a present obligation as a result of a past event and it is probable that the Group will be required to settle
that obligation. Provisions are measured at the management’s best estimate of the expenditure required to settle the obligation at the year end and
are discounted to present value where the effect is material.
A provision for onerous contracts is recognised when the expected benefits to be derived by the Group from the contract are lower than the unavoidable
cost of meeting its obligations under the contract. The provision is measured at the present value of the lower of the expected cost of terminating the
contract and the expected net cost of continuing with the contract.

Beyon - Annual Report 2023 97

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

8. Material accounting policies (continued)

n) Impairment

(i) Financial assets

The Group measures loss allowances for its trade and other receivables arising from its revenue generating activities at an amount equal to lifetime
Expected Credit Loss (ECL) using the simplified approach permitted under Financial Instruments (“IFRS 9”). For other financial instruments, the Group
applies the general approach, where if credit risk has not increased significantly since their initial recognition, impairment is measured as 12-month
ECL and for all other instances lifetime ECL is recognised.
For trade and other receivables including contract asset, the Company has applied the standard’s simplified approach and has calculated ECLs based
on lifetime expected credit losses. The Company has established a provision matrix that is based on the Company’s historical credit loss experience,
adjusted for forward-looking factors specific to the debtors and the economic environment.
Under the general approach, the Group applies three-stage approach to measuring ECL on financial assets carried at amortised cost (including long
term loans included within the carrying value of investment in associates) and debt instruments classified as FVOCI. Assets migrate through the
following three stages based on the change in credit quality since initial recognition.

a) Measurement of ECLs
ECLs are a probability-weighted estimate of credit losses. Credit losses are measured as the present value of all cash shortfalls (i.e. the difference
between the cash flows due to the entity in accordance with the contract and the cash flows that the Group expects to receive). ECLs are discounted at
the effective interest rate of the financial asset.

b) Stage Classification: General approach

Stage 1: 12 months ECL

For exposures where there has not been a significant increase in credit risk since initial recognition, the portion of the lifetime ECL associated with the
probability of default events occurring within next 12 months is recognised.

Stage 2: Lifetime ECL – not credit impaired

For credit exposures where there has been a significant increase in credit risk since initial recognition but that are not credit impaired, a lifetime ECL
is recognised.

Stage 3: Lifetime ECL – credit impaired

Financial assets are assessed as credit impaired when one or more events that have a detrimental impact on the estimated future cash flows of that
asset have occurred.

(ii) Non-financial assets

The carrying amounts of the Group’s non-financial assets, other than inventories and deferred tax assets, are reviewed at each reporting date to
determine whether there is any indication of impairment. If any such indication exists, then the asset’s recoverable amount is estimated. For goodwill
and intangible assets that have indefinite lives or that are not yet available for use, the recoverable amount is estimated at each reporting date.
The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value
in use, the estimated future cash flows are discounted to their present value using a discount rate that reflects current market assessments of the
time value of money and the risks specific to the asset. For the purpose of impairment testing, assets are grouped together into the smallest group
of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (the
“cash-generating unit”).
The goodwill acquired in a business combination, for the purpose of impairment testing, is allocated to cash-generating units that are expected to
benefit from the synergies of the combination.
An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its estimated recoverable amount. Impairment
losses are recognised in profit or loss. Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying
amount of any goodwill allocated to the units and then to reduce the carrying amount of the other assets in the unit (group of units) on a pro rata
basis. An impairment loss in respect of goodwill is not reversed. In respect of other assets, impairment losses recognised in prior periods are assessed
at each reporting date for any indications that the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change
in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset’s carrying amount does
not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.

98 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

8. Material accounting policies (continued)

o) Employee benefits

(i) Short term employee benefits

Short term employee benefits are expensed as the related service is provided. A liability is recognised for the amount expected to be paid if the
Group has a present legal or constructive obligation to pay this amount as a result of past service provided by the employee and the obligation can
be estimated reliably.

(ii) Local employees

Pension rights and other social benefits for the Group’s employees are covered by the applicable social insurance scheme of the countries in which
they are employed are considered as a defined contribution scheme. The employees and employers contribute monthly to the scheme on a fixed-
percentage-of-salaries basis.
(iii) Expatriate employees
Expatriate employees on limited-term contracts are entitled to leaving indemnities payable under the respective labour laws of the countries in which
they are employed, based on length of service and final remuneration. Provision for this unfunded commitment has been made by calculating the
notional liability had all employees left at the reporting date.
(iv) Defined benefit scheme
The Group’s net obligation of defined benefit plans is calculated separately for each plan by estimating the amount of future benefit that employees
have earned in the current and prior periods, discounting that amount and deducting the fair value of any plan assets.
The calculation of defined benefit obligations is performed annually by a qualified actuary using the projected unit credit method. When the calculation
results in a potential asset for the Group, the recognised asset is limited to the present value of economic benefits available in the form of any future
refunds from the plan or reductions in future contributions to the plan. To calculate the present value of economic benefits, consideration is given to
any applicable minimum funding requirements.
Remeasurements of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets (excluding interest) and the
effect of the asset ceiling (if any, excluding interest), are recognised immediately in OCI. The Group determines the net interest expense (income) on
the net defined benefit liability (asset) for the period by applying the discount rate used to measure the defined benefit obligation at the beginning of
the annual period to the then-net defined benefit liability (asset), taking into account any changes in the net defined benefit liability (asset) during the
period as a result of contributions and benefit payments. Net interest expense and other expenses related to the defined benefit plans are recognised
in profit or loss.
When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past service or the gain or loss
on curtailment is recognised immediately in profit or loss. The Group recognizes gains and losses on the settlement of a defined benefit plan when
settlement occurs.
(v) Defined contribution plans
Obligations for contributions to defined contribution plans are expensed as the related service is provided. Prepaid contributions are recognised as an
asset to the extent that a cash refund or a reduction in future payments is available.
(vi) Employee savings scheme
The Company has a voluntary employees saving scheme. The employees and employers contribute monthly on a fixed-percentage-of-salaries-basis
to the scheme. The scheme is a defined contribution plan.
(vii) Employee share awards
The fair value of share awards granted under the Group Employee Share Awards Plan (“Plan”) is recognised as an employee benefits expense, with a
corresponding increase in equity. The total amount to be expensed is determined by reference to the fair value of the awards granted.
The total expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied. At
the end of each period, the entity revises its estimates of the number of awards that are expected to vest. It recognises the impact of the revision to
original estimates, if any, in profit or loss, with a corresponding adjustment to equity.
The Plan is administered by the Employee Share Trust (“Trust”), which is consolidated in accordance with the principles defined in note 15. When the
shares are granted at the end of vesting period, the Trust transfers the appropriate amount of shares to the employee. The difference between the value
of shares transferred to the employee and treasury shares purchased earlier for this purpose is credited or debited to retained earnings.

Beyon - Annual Report 2023 99

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

8. Material accounting policies (continued)

(viii) Termination benefits
Termination benefits are expensed at the earlier of when the Group can no longer withdraw the offer of those benefits and when the Group recognises
costs for a restructuring. If benefits are not expected to be settled wholly within 12 months of the reporting date, then they are discounted.
p) Finance and related income
The Group’s finance and related income includes:
‐ interest income;
‐ dividend income;
‐ foreign currency gain on financial assets and financial liabilities;
‐ net gain on financial assets at FVTPL; and
‐ gain on remeasurement to fair value of any pre-existing interest in an acquiree in a business combination.
Interest income is recognised using the effective interest method. Dividend income is recognised in profit or loss on the date on which the Group’s right
to receive payment established.
The ‘effective interest rate’ is the rate that exactly discounts estimated future cash receipts through the expected life of the financial instrument to the
gross carrying amount of the financial asset.
In calculating interest income, the effective interest rate is applied to the gross carrying amount of asset (when the asset is not credit-impaired).
However, for financial assets that have become credit-impaired subsequent to initial recognition, interest income is calculated by applying the effective
interest rate to the amortised cost of the financial asset. If the asset is no longer credit-impaired, then the calculation of interest income reverts to the
gross basis.
q) Finance and related expenses
The Group’s finance and related expense includes:
‐ interest expense;
‐ foreign currency loss on financial liabilities; and
‐ net loss on financial assets at FVTPL.
Interest expense is recognised using the effective interest method. The ‘effective interest rate’ is the rate that exactly discounts estimated future cash
payments through the expected life of the financial instrument to the gross carrying amount of the financial liability.
In calculating interest expense, the effective interest rate is applied to the gross carrying amount of the amortised cost of the liability.
Borrowing costs are recognised as an expense in the period in which they are incurred, except to the extent where borrowing costs are directly
attributable to the construction of an asset that takes a substantial period to get ready for its intended use or sale, in which case borrowing costs are
capitalised as part of that asset.
r) Tax
Tax expense comprises current and deferred tax. Income tax expense is recognised in the profit or loss except to the extent that it relates to items
recognised directly in equity or in other comprehensive income, in which case it is recognised in equity or other comprehensive income.
(i) Current tax
Current tax is the expected tax payable on taxable income for the year, using tax rates enacted or substantively enacted at reporting date, and any
adjustment to tax payable in respect of previous years.
(ii) Deferred tax
Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes
and the amounts used for taxation purposes. Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences
when they reverse, based on the laws that have been enacted or substantively enacted by the reporting date. Deferred tax assets and liabilities are
offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority
on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and
liabilities will be realised simultaneously.
A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which the temporary difference
can be realised. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax
benefit will be realised. Additional income taxes that arise from the distribution of dividends are recognised at the same time as the liability to pay
the related dividend is recognised.

100 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

8. Material accounting policies (continued)

s) Earnings per share
The Group presents basic earnings per share (“EPS”) data for its ordinary shares. Basic EPS is calculated by dividing the profit or loss attributable to
ordinary shareholders of the Company by the weighted average number of ordinary shares outstanding during the period. The diluted earnings per
share is the same as the basic earnings per share as the Group does not have any dilutive instruments in issue.
t) Segment reporting
An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses, including
revenues and expenses that relate to transactions with any of the Group’s other components. All operating segments’ operating results are reviewed
by the Group’s Board of Directors to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete
financial information is available (refer to note 40). The Group primarily identifies its segment on the basis of geographical operations that are
managed as a single performance unit for the purpose of internal reporting to its Board of Directors.
u) Fair value measurement
Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the
measurement date in the principal, or in its absence, the most advantageous market to which the Group has access at that date. The fair value of a
liability reflects its non-performance risk.
When available, the Group measures the fair value of an instrument using the quoted price in an active market for that instrument. A market is regarded
as active if transactions for the asset or liability take place with sufficient frequency and volume to provide pricing information on an ongoing basis.
When there is no quoted price in an active market, the Group uses valuation techniques that maximize the use of relevant observable inputs and
minimize the use of unobservable inputs. The chosen valuation technique incorporates all the factors that market participants would take into account
in pricing a transaction.
The Group recognises transfers between levels of the fair value hierarchy as of the end of the reporting period during which the change has occurred.
v) Asset held-for-sale
(i) Classification
The Group classifies non-current assets as held-for-sale if its carrying amount is expected to be recovered principally through a sale transaction rather
than through continuing use and a sale is considered highly probable in accordance with IFRS 5 “Non-current Assets Held-for-Sale and Discontinued
Operations”.
(ii) Measurement
Non-current assets classified as held-for-sale are measured at the lower of its carrying amount and fair value less costs to sell.
If the criteria for classification as held-for-sale are no longer met, the Group ceases to classify the asset as held-for-sale and measures the asset at the
lower of its carrying amount before the asset was classified as held-for-sale, adjusted for any depreciation, amortisation or revaluations that would
have been recognised had the asset not been classified as held-for-sale and its recoverable amount at the date of the subsequent decision not to sell.
w) Asset under management
Beyon entity acts as a trustee in other fiduciary capacities that result in the holding and placing of assets on behalf of individuals. These assets and
income arising thereon are excluded from these consolidated financial statements, as they are not assets or income of the Group.

Beyon - Annual Report 2023 101

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

9. Property and Equipment

Motor vehicles,
Network assets & furniture,
Land and telecom fittings & office Assets under
2023 buildings equipment equipment construction Total
Cost
At 1 January 84,214 547,162 95,679 80,473 807,528
Additions - 35,985 1,968 65,804 103,757
Projects completed 408 30,293 6,295 (36,996) -
Acquisition through business combination (note
35) - - 9 - 9
Disposals (284) (35,950) (3,975) (2) (40,211)
Reclassification to other intangible assets - - - (2,120) (2,120)
Effect of movements in exchange rates 251 2,337 1,295 350 4,233
At 31 December 84,589 579,827 101,271 107,509 873,196

Depreciation
At 1 January (57,964) (367,224) (78,130) - (503,318)
Charge for the year (933) (32,656) (5,405) - (38,994)
Disposals 246 34,796 3,927 - 38,969
Effect of movements in exchange rates (218) (1,755) (1,042) - (3,015)
At 31 December (58,869) (366,839) (80,650) - (506,358)

Net book value At 31 December 25,720 212,988 20,621 107,509 366,838

For a list of properties owned and rented by the Company, please refer to note 41.

Motor vehicles,
Network assets furniture,
Land and & telecom fittings & office Assets under
2022 buildings equipment equipment construction Total
Cost
At 1 January 84,389 672,130 52,570 60,863 869,952
Additions - 9,238 484 51,116 60,838
Projects completed 354 22,744 3,106 (26,204) -
Disposals (37) (10,083) (1,341) (62) (11,523)
Reclassification from/ (to) other intangible
assets 46 (141,715) 43,586 (4,822) (102,905)
Effect of movements in exchange rates (538) (5,152) (2,726) (418) (8,834)
At 31 December 84,214 547,162 95,679 80,473 807,528

Depreciation
At 1 January (57,222) (473,002) (39,234) - (569,458)
Charge for the year (1,043) (33,171) (5,379) - (39,593)
Disposals 25 8,927 1,297 - 10,249
Reclassification (from)/ to other intangible
assets (62) 126,266 (36,919) - 89,285
Effect of movements in exchange rates 338 3,756 2,105 - 6,199
At 31 December (57,964) (367,224) (78,130) - (503,318)

Net book value At 31 December 26,250 179,938 17,549 80,473 304,210

102 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

10. Right-of-Use Assets and Lease Liabilities

The Group leases telecom sites, retail shops and others, with an option to renew the lease after that date. Lease payments are renegotiated at the
time of signing the new contract to reflect market rentals. Some leases provide for additional rent payments that are based on changes in local price
indicators. For certain leases, the Group is restricted from entering into any sub-lease arrangement. .

a) Right-of-Use Assets
Information about leases for which the Group is a lessee is presented below. Right-of-use assets relate to leased properties that do not meet the
definition of investment property.

Network assets Motor vehicles,

Land and and telecom furnitures, fittings &
2023 buildings equipment office equipment Total
Balance at 1 January 56,132 407 306 56,845
Additions 7,807 38 - 7,845
Amortisation charge for the year (8,680) (122) - (8,802)
Adjustments* (504) - (306) (810)
Effect of movements in exchange rates 528 - - 528

Balance at 31 December 55,283 323 - 55,606

Network assets Motor vehicles,

Land and and telecom furnitures, fittings &
2022 buildings equipment office equipment Total
Balance at 1 January 54,319 545 306 55,170
Additions 12,164 - 41 12,205
Amortisation charge for the year (8,671) (113) (41) (8,825)
Adjustments* (585) (25) - (610)
Effect of movements in exchange rates (1,095) - - (1,095)

Balance at 31 December 56,132 407 306 56,845

* These balances represent cancellations of leases before the contract expiry.

b) Lease Liabilities
2023 2022
Non-current 45,776 47,815
Current 8,627 8,066
Balance at 31 December 54,403 55,881

2023 2022
Amounts recognised in profit or loss
Interest on leases liabilities 3,397 3,424
Expenses relating to short-term leases/ low value leases (note 27) 4,650 5,017

c) Leases as lessor
The Group leases out its owned commercial properties on agreed commercial terms, and leases are classified as operating leases..

Beyon - Annual Report 2023 103

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

11. Goodwill
2023 2022
At 1 January 134,738 137,259
Goodwill recognized during the year* 1,972 -
Exchange rate adjustments 1,065 (2,521)
At 31 December 137,775 134,738
* Goodwill recognized during the year relates to the acquisition of a group of companies by the Group. See note 35..

a) Analysis of Goodwill
Goodwill has been allocated to the following operating segments/ cash generating units (CGUs):

2023 2022
Bahrain (note 35) 1,972 -
Jordan 91,710 91,757
Maldives 21,871 21,871
Sure Group 22,188 21,077
Others 34 33
137,775 134,738

b) Impairment of goodwill
(i) The Group tests for impairment of goodwill annually or more frequently if there are any indications that impairment may have arisen. The
recoverable amount of a Cash Generating Unit (CGU) has been determined based on fair value less costs to sell. Fair value less costs to sell is
estimated by using a combination of the capitalised earnings approach and a market approach comparing the same with those of other telecom
companies within the region.
(ii) The key assumptions for the fair value less costs to sell calculations are those relating to discount rates, the long-term growth rates, penetration
and market share assumptions, average revenues per user, earnings before interest, taxation, depreciation and amortisation (“EBITDA”) and capital
expenditure to sales ratio. These calculations use cash flow projections based on financial budgets approved by management, covering the period
of the validity of the telecom license (typically 5 years). Cash flows are extrapolated using the estimated growth rate of 1.2% to 2.6%. The weighted
average growth rates are consistent with forecasts. The post-tax discount rates used for the calculations range between 8% to 15.5%.
(iii) The above estimates were tested by the Group for sensitivity in the following areas:

‐ An increase / decrease in the discount rate and the long-term growth rates used

‐ A change in market share

‐ A decrease in future planned revenues and EBITDA margins

‐ An increase in capex to sales ratio forecasts

The results of the sensitivity testing revealed that the fair values less costs to sell calculations is sensitive to changes in the above variables, and
any adverse change in key assumptions could result in a materially significant change in the carrying value of the goodwill and related assets. The
recoverable amount of the CGUs was more than the carrying value and accordingly no impairment loss has been recognised in 2023 (2022: Nil) in
respect of goodwill allocated to the CGUs. Refer note on segment reporting (note 40) for details of net assets (including goodwill and intangibles)
attributable to each CGU.

104 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

12. Other Intangible Assets

2023 Licenses Others Total

Cost
At 1 January 225,487 239,266 464,753
Additions during the year 13,489 16,666 30,155
Projects completed 2,542 (2,542) -
Acquisition through business combination (note 35) - 1,108 1,108
Disposals during the year - (4,983) (4,983)
Reclassification from property and equipment - 2,120 2,120
Effect of movements in exchange rates and others 1,717 1,509 3,226
At 31 December 243,235 253,144 496,379

Amortisation
At 1 January (123,739) (193,368) (317,107)
Charge for the year (7,852) (11,440) (19,292)
Disposals during the year - 4,983 4,983
Effect of movements in exchange rates and others (1,279) (1,223) (2,502)
At 31 December (132,870) (201,048) (333,918)

Net book value

At 31 December 110,365 52,096 162,461

2022 Licenses Others Total

Cost
At 1 January 213,221 118,658 331,879
Additions during the year 16,239 17,185 33,424
Disposals during the year (70) (251) (321)
Impairment - (24) (24)
Reclassification from property and equipment 50 102,855 102,905
Effect of movements in exchange rates and others (3,953) 843 (3,110)
At 31 December 225,487 239,266 464,753

Amortisation
At 1 January (114,914) (91,083) (205,997)
Charge for the year (11,503) (11,837) (23,340)
Disposals during the year 70 155 225
Reclassification from/ (to) property and equipment 11 (89,296) (89,285)
Effect of movements in exchange rates and others 2,597 (1,307) 1,290
At 31 December (123,739) (193,368) (317,107)

Net book value

At 31 December 101,748 45,898 147,646

Others includes trade name, customer relationship and associated assets, non-network softwares, capital work in progress and indefeasible right to
use (IRU) including those recognised as part of acquisition accounting.

Beyon - Annual Report 2023 105

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

13. Equity Accounted Investees

2023 2022
Investment in ARC (i) 1,208 1,446
Investment in FiberTech (ii) 7,027 5,714
Investment in Post Connect (iii) 306 -
8,541 7,160

i. This represents a joint venture with another regional operator to provide telecom infrastructure services within the GCC region. During the year, the
Group recorded a loss of BD 237 (2022: BD 786) as its share of losses of this joint venture.
ii. This represents 49% of share capital of The Jordanian Company for Advanced Optical Fiber (“FiberTech”). The principal activities of FiberTech are to
provide mass high-speed internet services to telecommunications companies and internet service providers operating in Jordan. During the year,
the Group made no additional capital contribution (2022: BD Nil) to this venture and also recognized a gain of BD 1,316 (2022: BD 807) in respect of
its share of gain from this associate.
iii. This represents Group’s 20% ownership in Post Connect for Information Technology and Communication S.A.E (“Post Connect”). The principal
activities of Post Connect is to characterize, analyse and design work for software, databases, and applications of all kinds and producing electronic
content in different forms of voice, image, and data. The amount represents the investment value as at 31 December 2023. Company has not started
the operations therefore no gain / loss is recognized during 2023.

14. Income Taxes

Amounts recognised in profit or loss for the year

2023 2022
Current tax expense 9,703 8,892
Deferred tax credit (net) (771) (1,181)
Tax expense for the year 8,932 7,711
Corporate income tax is not levied in the Kingdom of Bahrain for telecommunication companies and accordingly the effective tax rate for the corporate
income tax is 0% (2022: 0%). The table below reconciles the difference between expected tax expense of Nil (2022: Nil) and the Group’s tax charge for
the year. Subsidiaries are taxed at the combination of various tax rates ranging from 15% to 27%.

Reconciliation of actual to expected tax charge

2023 2022
Profit before tax 90,968 88,069
Corporation tax rate of 0% in Bahrain (2022: 0%) - -
Effect of different tax rates of subsidiaries operating in other jurisdictions (8,932) (7,711)
Tax expense for the year (8,932) (7,711)
Profit after tax for the year 82,036 80,358
The following represent the movements in deferred tax liabilities recognised by the Group:

2023 2022
At 1 January 6,141 7,701
Credit to the consolidated profit or loss (610) (1,042)
Other movements 2 -
Exchange differences 196 (518)
At 31 December 5,729 6,141
The recognised deferred tax asset of BD 6,375 (2022: BD 6,671) is attributable to the temporary differences related to Group’s operations in Jordan,
Maldives and Channel Islands jurisdictions.

Global Minimum Tax

To address concerns about uneven profit distribution and the tax challenges of the large multinational corporations, various agreements have
been reached at the global level, including an agreement by over 135 jurisdictions to introduce a global minimum tax of 15%. In December 2021, the
Organization for Economic Cooperation and Development (OECD) released a draft legislation framework, followed by detailed guidance released in
March 2022, that is expected to be used by individual jurisdictions that signed the agreement to amend their local tax laws. Management is closely
monitoring the progress of the legislation in the Kingdom of Bahrain as well as other jurisdiction where it operates.
As at 31 December, the Group did not have sufficient information to determine the potential quantitative impact.

106 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

15. Post-Employment Benefit Assets

a) Unfunded Defined benefits

The provision for leaving indemnity in respect of employees amounted to BD 1.5 million (2022: BD 1.5 million) and is included under Trade and Other
Payables.

b) Defined contribution plan

The Group’s contributions during the year in respect of employees against their pension rights and other social benefits amounted to BD 5.3 million
(2022: BD 4.6 million).

c) Share-based payments
During 2020, the Group established the Employee Option Plan (“Plan”). The Plan is designed to provide long-term incentives for selected management
personnel to deliver long-term financial KPIs. Under the Plan, participants are granted shares (awards), which only vest if certain performance standards
are met. Participation in the Plan is at the board’s discretion, and no individual has a guaranteed contractual right to participate in the Plan or to receive any
guaranteed benefits.
Shares are granted under the Plan for no consideration and carry no dividend or voting rights. The grant share price is the average of Beyon’s share price
quoted on Bahrain Bourse for each trading day during the month of January preceding the grant date of 1 April. Shares granted to participants are held
by a trustee in a trust established solely for these share awards until vesting. The number of shares that will vest after 3 years (“Vesting Period”) depends
on cumulative achievement of Group’s financial targets over a three-year period. The vesting date relating to every Vesting Period is 1 April following the
completion of the Vesting Period. All awards are vested to participants on the vesting date.
During the year, the Group awarded 711,984 shares (2022: 744,883 shares) to its employees under the Plan. The assessed fair value at grant date of shares
granted during the year ended 31 December 2023 was BD 0.463 per share (2022: BD 0.580 per share). The number of shares forfeited during the year was Nil
(2022: Nil). Weighted average remaining contractual life of shares outstanding at end of the year was 1.43 years (2022: 1.21 years).

16. Investments
2023 2022
I. Investments securities
a. At Fair Value Through Other Comprehensive Income (at FVOCI)
- Debt securities (i) 291 3,537
- Equity securities (ii) 28,224 11,805
b. At Fair Value Through Profit and Loss (at FVTPL)
- Equity securities (iii) 1,900 11
30,415 15,353
II. Investment properties (iv) 5,247 5,247
35,662 20,600

Investments are classified as follows: 2023 2022

Non-current assets 35,371 17,063
Current assets 291 3,537
35,662 20,600

(i) Debt securities comprise Group’s investment in:

‐ Bahrain Sovereign Bonds amounting to BD Nil (2022: BD 3.4 million). These bonds have matured during 2023 and were carrying a fixed semi-annual
coupon interest at 6.125% per annum on the face value.
‐ Treasury bills amounting to BD 0.3 million (2022: BD 0.1 million). These bills have maturity dates up to 3 months and carry interest ranging from
6.0%% to 6.6% per annum on the face value. At 31 December 2023, all of these bills were classified under current assets as maturing within 12 months.

Beyon - Annual Report 2023 107

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

16. Investments (Continued)

(ii) Equity securities at FVOCI include:
‐ BD 23.0 million (2022: BD 6.3 million) representing market value of equity investment in Etihad Atheeb Telecommunications Company (“Atheeb”), a
company listed on Saudi Stock Exchange.
‐ BD 5.3 million (2022: BD 5.5 million) representing Group’s investment in Al Waha Venture Capital Fund of Funds, which is closed ended Bahrain
domiciled PIU managed by Bahrain Development Bank. The carrying value represents the net asset value of the fund which approximates its fair
value.
(iii) Equity securities at FVTPL include Group’s investment in certain funds and other investments which are fair valued through profit and loss
(iv) Investment properties comprise Group’s investment in certain land plots in an overseas territory that were acquired during 2018 as part of an
exchange transaction and are fair valued at 31 December 2023 based on management estimates.

17. Trade Receivables and Other Assets

2023 2022
Trade receivables 78,167 84,679
Contract assets (unbilled revenue) 31,031 32,660
Less impairment allowance (24,210) (26,136)
84,988 91,203
Prepaid expenses 10,014 8,853
Other receivables 47,199 59,437
142,201 159,493

The maximum exposure to credit risk for trade and other receivables at the reporting date by type of counterparty was as follows:
2023 2022
Customer accounts 37,104 40,681
Telecom operators 16,853 17,862
Contract assets (unbilled revenue) (note 26) 31,031 32,660
84,988 91,203

The movement on the allowance for impairment was as follows:

2023 2022
At 1 January 26,136 28,047
Impairment loss recognized for the year 1,877 2,881
Effect of movements in exchange rates 63 (77)
Written-off during the year (3,866) (4,715)
At 31 December 24,210 26,136
The impairment allowances as at 31 December 2023 and 2022 represent life-time ECL on trade receivables and contracts assets (refer to note 33 (b)).

18. Cash and Bank Balances

2023 2022
Cash in hand 415 875
Bank balances 235,352 252,969
235,767 253,844

Less:
Short-term deposits with maturities exceeding three months (22,828) (31,017)
Unclaimed Dividends (481) (3,909)
Other restricted cash and bank balances (9,068) (10,015)
Cash and cash equivalents 203,390 208,903

108 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

19. Trade and Other Payables

2023 2022
Trade payables 131,242 128,468
Amounts due to telecommunications operators 2,961 5,972
Provisions, accrued expenses and other payables 97,768 85,529
Contract liabilities (note 26 (b)) 27,602 19,343
Customer deposits and billings in advance 3,215 19,698
Current tax liability 5,008 4,313
267,796 263,323

Trade and other payables are classified as follows:

2023 2022
Non-current liabilities 60,769 45,051
Current liabilities 207,027 218,272
267,796 263,323

Significant changes in the contract liabilities balances during the year are as follows:
2023 2022
At 1 January 19,343 9,481
Contract liabilities recognized during the year 53,294 112,883
Transferred to revenue during the year (45,054) (102,965)
Effect of movements in exchange rates 19 (56)
At 31 December 27,602 19,343

20. Provisions
Included within provisions, accrued expenses and other payables are amounts provided for voluntary employee retirement program and asset
retirement obligation. The movement in provisions is as follows:

Voluntary employee Asset retirement

retirement program obligation
2023 2022 2023 2022
At 1 January - 2,120 3,548 3,417
Amounts provided during the year - - 104 131
Amounts paid during the year - (2,120) - -
At 31 December - - 3,652 3,548

Asset Retirement Obligation

The provision for asset retirement obligations represents the provisions made for the best estimate of the present value of the unavoidable future cost
of dismantling and removing the items of property and equipment and restoring the sites on which they are located. The following assumptions have
been used to calculate the asset retirement obligation at reporting date:

2023 2022
Expected rate of increase of the dismantling cost 3.5% 3.5%
Discount rate 10% 10%

Beyon - Annual Report 2023 109

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

21. Loans and Borrowings

2023 2022

a) Non-current 244,198 229,603

(i)
Term financing facilities
244,198 229,603

b)    Current
Term financing facilities (i) 7,853 1,206
Import loan facility (ii)
2,843 3,389

10,696 4,595
254,894 234,198

i) Term financing facilities include:

a) Long term loan facility with a total available amount of BD 58.5 million (2022: BD 58.5 million) has been utilised by a Beyon entity to fund the
company’s working capital and license fees and is due to be settled by 2031. As at 31 December 2023, a total amount of BD 24.4 million (2022: BD
24.4 million) is outstanding against this facility out of which BD 3.5 million (2022: BD Nil) is classified under current liabilities being due within the
next 12 month;
b) Long term loan facility with a total available amount of BD 8.0 million (2022: BD 8.0 million) has been obtained by a Beyon entity to fund the
company’s infrastructure and network requirements and is due to be settled by 2031. As at 31 December 2023, a total amount of BD 6.8 million
(2022: BD 6.8 million) is outstanding against this facility out of which BD 1.0 million (2022: BD Nil) is classified under current liabilities being due
within the next 12 months;
c) Long term loan facility with a total available amount of BD 12.8 million (2022: BD 12.8 million) has been obtained by a Beyon entity to fund the
company’s license fees and is due to be settled by 2031. As at 31 December 2023, a total amount of BD 12.7 million (2022: BD 12.7 million) is
outstanding against this facility of which BD 1.8 million (2022: BD Nil) is classified under current liabilities being due within the next 12 months;
d) Long term loan facility with a total available amount of BD 8.0 million (2022: BD 8.0 million) has been obtained by a Beyon entity to fund the
company’s share in a joint venture and is due to be settled by 2031. As at 31 December 2023, a total amount of BD 8.0 million (2022: BD 8.0 million)
is outstanding against this facility of which BD 1.1 million (2022: BD Nil) is classified under current liabilities being due within the next 12 months;
e) Long term loan facility with a total available amount of BD 3.0 million (2022: BD 3.0 million) has been obtained by a Beyon entity in 2021 to finance
the deferred capital payments and is due to be settled by May 2024. As at 31 December 2023, a total amount of BD 0.5 million (2022: BD 1.6 million)
is outstanding against this facility of which BD 0.5 million (2022: BD 1.2 million) is classified under current liabilities being due within the next 12
months;
f) Long term loan facility with a total available amount of BD 6.0 million (2022: BD 6.0 million) has been obtained by a Beyon entity in 2022. As at 31
December 2023, a total amount of BD 6.0 million (2022: BD 5.0 million) is outstanding against this facility of which full amount is classified under
non-current liabilities being due from April 2025;
g) Long term loan facility with a total available amount of BD 3.4 million (2022: BD 3.4 million) has been obtained by a Beyon entity in 2022. As at 31
December 2023, a total amount of BD 3.4 million (2022: BD 2.1 million) is outstanding against this facility of which full amount is classified under
non-current liabilities being due from April 2025;
h) Long term loan facilities with a total available amount of BD 11.3 million (2022: Nil) has been obtained by a Beyon entity in 2023. As at 31 December
2023, a total amount of BD 7.2 million (2022: Nil ) is outstanding against this facility of which full amount is classified under non-current liabilities
being due from April 2025.
i) Long term loan facility with a total available amount of BD 169.4 million (2022: 169.7 million), of which BD 169.7 million is outstanding as of
31 December 2023 (2022: BD 169.7 million) was obtained by the Company to fund its bond repayment in May 2020 and is due to be settled by one
bullet payment in 2025; and
j) Long term loan facility with a total available amount of BD 75.4 million (2022: Nil), of which BD 14.1 million is outstanding as of 31 December 2023
(2022: Nil) was obtained by the Company to fund its project for regional connectivity starting from May 2023. 55% of the principal amount is to be
repaid on quarterly basis starting from end of the Grace period of 3 years and 45% of the principal amount is to be settled by bullet payment in
2033..

ii) Import loan facility include.

a) The import loan facility with a total available amount of BD 4.5 million (2022: BD 4.5 million) is obtained by a Beyon entity to support its capital
expenditure requirements and is due to be settled within 365 days from the amounts drawn down. The amount drawn at the balance sheet date
amounted to BD 2.8 million (2022: BD 3.4 million) and is classified under current liabilities.
The above facilities carry interest rate at SOFR or relevant benchmarks plus margins. The interest rates ranged from 7.3% to 12.0% at 31 December 2023
(2022: 6.2% to 11.2%)..

110 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

22. Reconciliation of Movements of Liabilities to Cash Flows Arising from Financing Activities
Liabilities Equity NCI Total
Bank overdrafts Retained
used for cash Other earnings, other
management loans and Share reserves and
2023 purposes borrowings capital treasury shares
Balance at 1 January 3,389 230,809 166,320 330,047 45,955 776,520

Changes from financing cash flows

Borrowings (net) (582) 22,286 - - - 21,704
Sale of market making shares - - - 192 - 192
Grant of treasury shares - - - 312 - 312
Dividend paid - - - (53,792) (6,961) (60,753)
Total changes from financing cash flows (582) 22,286 - (53,288) (6,961) (38,545)
Effect of changes in foreign exchange rates 36 (543) - 3,375 - 2,868
Other liability-related changes (501) - 423 (78)
Profit for the year - - - 72,049 9,987 82,036
Other equity-related changes (net) - - - 13,808 828 14,636

Balance at 31 December 2,843 252,051 166,320 365,991 50,232 837,437

Liabilities Equity NCI Total

Bank overdrafts Retained
used for cash Other earnings, other
management loans and Share reserves and
2022 purposes borrowings capital treasury shares
Balance at 1 January 2,516 224,357 166,320 323,276 41,087 757,556

Changes from financing cash flows

Borrowings (net) 860 5,575 - - - 6,435
Purchase of market making shares - - - (94) - (94)
Purchase of treasury shares - - - (361) - (361)
Equity settled share-based payment - - - 101 - 101
Dividend paid - - - (49,618) (6,338) (55,956)
Total changes from financing cash flows 860 5,575 - (49,972) (6,338) (49,875)
Effect of changes in foreign exchange rates 13 94 - (8,763) - (8,656)
Other liability-related changes - 783 - - 1,172 1,955
Profit for the year - - - 70,324 10,034 80,358
Other equity-related changes (net) - - - (4,818) - (4,818)

Balance at 31 December 3,389 230,809 166,320 330,047 45,955 776,520

Beyon - Annual Report 2023 111

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

23. Share Capital

2023 2022
a) Authorised
2,000 (2022: 2,000) million shares of 100 fils each 200,000 200,000

b) Issued and fully paid:

1,663 (2022: 1,663) million shares of 100 fils each 166,320 166,320
Names and nationalities of the major shareholders and the number of equity shares held in which they have an interest of 5% or more of outstanding
shares are as follows:

Number of shares % of share

Name Nationality (thousands) holding
Bahrain Mumtalakat Holding Company BSC (c) Bahrain 609,840 37
Amber Holdings Limited Cayman Islands 332,640 20
Social Insurance Organisation Bahrain 337,836 20

Distribution schedule of equity shares:

Number of shares Number of % of total

Categories (thousands) shareholders outstanding shares
Less than 1% 314,485 10,578 19
1% up to less than 5% 68,399 2* 4
20% up to less than 50% 1,280,316 3 77
1,663,200 10,583 100
* Includes Group holdings of the treasury shares

24. Statutory and General Reserve

a) Statutory reserve
The Commercial Companies Law 2001 (as amended) requires all companies incorporated in Bahrain to transfer 10% of net profit for the year to a
statutory reserve, until such reserve reaches a minimum of 50% of the paid-up capital. Transfer to statutory reserve, effected by the subsidiaries in
accordance with the applicable law of the country of incorporation, is retained in the subsidiary concerned and included as part of Group statutory
reserve. The reserve is not available for distribution, except in the circumstances stipulated in the applicable law of each country.
For the year ended 31 December 2023 (2022: nil), no transfer to statutory reserves was proposed by the Board of Directors. However, a net transfer of
BD 2,128 (2022: 775) was made to statutory reserve by the Group companies which is reflected in these consolidated financial statements.

b) General reserve
The general reserve is distributable only upon a resolution of the shareholders at the Annual General Meeting. During the year no transfer was made
from general reserve by any of the Group Companies.

25. Treasury Shares

a) Market making shares 2023 2022
As at 31 December (Amount) 3,599 3,791
Number of market making shares as at 31 December 8,778,766 9,263,711

b) Share based payment treasury shares

As at 31 December (Amount) 829 1,141
Number of share based payment treasury shares as at 31 December 1,656,110 2,174,071
Total treasury shares (Amount) 4,428 4,932
Total number of treasury shares 10,434,876 11,437,782

Beyon is carrying out market making activities through a designated market maker, in accordance with the regulations promulgated by the Central
Bank of Bahrain and the Bahrain Bourse. As per the regulations, the designated market maker of Beyon cannot hold more than 3% of Beyon’s issued
share capital at any time. .

112 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

26. Revenue

a) Disaggregation of revenue from contracts with customers

In the following table, revenue is disaggregated by major products/service lines and timing of revenue recognition. The table also includes a
reconciliation of the disaggregated revenue with the Group’s four strategic divisions, which are its operating segments.

Reportable segments
Total
Sure reportable
2023 Bahrain Jordan Maldives Group Others segments Elimination Total
Major products/service lines
Mobile Telecommunication Services 85,393 62,294 33,660 19,033 - 200,380 (14) 200,366
Data Communication Circuits 37,572 5,845 14,085 7,572 - 65,074 (37) 65,037
Fixed Broadband 33,485 21,842 10,061 12,096 - 77,484 - 77,484
Fixed Line Telecommunication Services 9,295 - 2,358 6,887 - 18,540 - 18,540
Wholesale Services 24,613 3,343 735 2,549 - 31,240 (804) 30,436
Adjacent Services 14,741 6,580 3,459 8,581 - 33,361 (320) 33,041
205,099 99,904 64,358 56,718 - 426,079 (1,175) 424,904

Timing of recognition
Products transferred at a point in time
(Equipment revenue) 25,124 5,486 1,209 3,905 - 35,724 - 35,724
Products and services transferred over time
(Revenue from provision of network and long-
term digital services) 179,975 94,418 63,149 52,813 - 390,355 (1,175) 389,180
205,099 99,904 64,358 56,718 - 426,079 (1,175) 424,904
For a further break down of total revenue by the Group’s key geographical segments, please refer to note 40.

a) Disaggregation of revenue from contracts with customers (continued)

Reportable segments
Total
Sure reportable
2022 Bahrain Jordan Maldives Group Others segments Elimination Total
Major products/service lines
Mobile Telecommunication Services 77,505 60,365 32,267 17,952 - 188,089 (20) 188,069
Data Communication Circuits 38,058 5,482 13,357 7,393 - 64,290 (31) 64,259
Fixed Broadband 34,029 22,740 9,478 11,486 13 77,746 - 77,746
Fixed Line Telecommunication Services 10,217 - 2,535 7,103 - 19,855 - 19,855
Wholesale Services 21,279 2,443 797 2,478 - 26,997 (29) 26,968
Adjacent Services 8,278 5,079 4,794 8,135 - 26,286 (360) 25,926
189,366 96,109 63,228 54,547 13 403,263 (440) 402,823

Timing of recognition
Products transferred at a point in time
(Equipment revenue) 18,675 5,659 1,309 3,726 - 29,369 - 29,369
Products and services transferred over time
(Revenue from provision of network services) 170,691 90,450 61,919 50,821 13 373,894 (440) 373,454
189,366 96,109 63,228 54,547 13 403,263 (440) 402,823

Beyon - Annual Report 2023 113

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

26. Revenue (continued)

b) Contract Balances
The following table provides information about receivables, contract assets and contract liabilities from contracts with customers

2023 2022
Trade receivables (before impairment allowance) 78,167 84,679
Contract assets 31,031 32,660
Contract liabilities 27,602 19,343
The contract assets primarily relate to the Group’s rights to consideration for work completed but not billed at the reporting date. The contract assets
are transferred to receivables when the rights become unconditional. This usually occurs when the Group issues an invoice to the customer. The
contract liabilities primarily relate to the advance consideration received from customers for which revenue is recognised over time as the related
performance obligations are fulfilled within 1 year.

c) Contract cost
During the year, the Group capitalized incremental commission fees paid to intermediaries as a result of obtaining contracts as contract costs
amounting BD 3,437 (2022: BD 1,355). Such capitalized commission fees are amortised when the related revenues are recognized. The amortisation
amounted to BD 1,220 in 2023 (2022: BD 928).

27. Network Operating Expenses

2023 2022
Outpayments to telecommunications operators 49,866 46,018
Cost of sales of equipment and services 63,855 53,428
Maintenance and support /others 22,344 17,195
License fee 9,325 8,584
Operating lease rentals 4,650 5,017
150,040 130,242

28. Other Operating Expenses

2023 2022
Marketing, advertising and publicity 16,212 16,382
IT operations and maintenance 11,602 17,125
Professional fees 4,842 4,192
Office rentals, office utilities and office expenses 5,025 4,897
Other expenses 8,735 8,470
46,416 51,066

29. Other Income - net

2023 2022
Other non-operating income 1,038 4,314
Foreign exchange (loss)/gain (33) 55
Gain on disposal of assets 128 435
Other non-operating expenses (460) (308)
Rental income 389 413
1,062 4,909

114 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

30. Earnings Per Share (“EPS”)

2023 2022
Profit for the year attributable to equity holders of the Company 72,049 70,324
Weighted average number of shares outstanding during the year (in million) 1,653 1,653
Basic earnings per share (Fils) 43.6 42.5
Diluted earnings per share have not been presented separately as the Group has no commitments that would dilute earnings per share.

31. Dividends
The dividends paid in 2023 were BD 53.7 million (BD 32.5 Fils per share) and in 2022 were BD 49.6 million (BD 30 Fils per share). The dividends paid
in 2023 include BD 31.4 million relating to the final dividend for the year ended 31 December 2022 and interim dividend of BD 22.3 million for the year
2023. The total dividend in respect of the year ended 31 December 2023 of 39.0 Fils per share which includes the regular dividend of 32.5 Fils per share
plus an additional special dividend of 6.5 Fils per share, amounting to BD 64.7 million (including final dividend of BD 42.4 million) is being proposed by
the Board of Directors and is to be put forward for approval at the Annual General Meeting on 27 March 2024. These consolidated financial statements
do not reflect the final dividend payable.

32. Financial Instruments

a) Accounting Classifications
The following table shows the carrying amounts and fair values of financial assets and financial liabilities including their levels in the fair value
hierarchy. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a
reasonable approximation of fair value.

At amortised At At Total carrying

31 December 2023 cost FVOCI FVTPL amount
Financial assets
Investments at fair value - 28,515 1,900 30,415
Trade receivables and contract assets - net 84,988 - - 84,988
Other receivables 47,199 - - 47,199
Cash and bank balances 235,767 - - 235,767
367,954 28,515 1,900 398,369

Financial liabilities
Trade payables 131,242 - - 131,242
Accrued expenses, contract liabilities and other payables 125,371 - - 125,371
Amounts due to telecommunications operators 2,961 - - 2,961
Lease liabilities 54,403 - - 54,403
Loans and borrowings 254,894 - - 254,894
568,871 - - 568,871

Beyon - Annual Report 2023 115

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

32. Financial instruments (continued)

At amortised At At Total carrying

31 December 2022 cost FVOCI FVTPL amount
Financial assets
Investments at fair value - 15,342 11 15,353
Trade receivables and contract assets - net 91,203 - - 91,203
Other receivables 59,437 - - 59,437
Cash and bank balances 253,844 - - 253,844
404,484 15,342 11 419,837

Financial liabilities
Trade payables 128,468 - - 128,468
Accrued expenses, contract liabilities and other payables 104,872 - - 104,872
Amounts due to telecommunications operators 5,972 - - 5,972
Lease liabilities 55,881 - - 55,881
Loans and borrowings 234,198 - - 234,198
529,391 - - 529,391

b) Fair Value Hierarchy

The Group’s financial assets and financial liabilities are measured at amortised cost except for certain investments which are carried at fair value.
The table below analyses financial instruments that are measured at fair value, by the level in the fair value hierarchy into which the fair value
measurement is categorised:

Fair value
Total
Total carrying
31 December 2023 Level 1 Level 2 Level 3 fair value amount
Financial assets at fair value through Profit and Loss (FVTPL)
Investments - equity securities - - 1,900 1,900 1,900
Financial assets at fair value through OCI
Investments - debt and equity securities 22,952 295 5,268 28,515 28,515

Fair value
Total
Total carrying
31 December 2022 Level 1 Level 2 Level 3 fair value amount
Financial assets at fair value through Profit and Loss (FVTPL)
Investments - equity securities - - 11 11 11
Financial assets at fair value through OCI
Investments - debt and equity securities 9,729 148 5,465 15,342 15,342

There was no transfer from level 3 or level 2 to level 1 in either direction during the year and there was transfer from level 3 to level 1 during 2022 for
Group’s investment in an equity securities. The debt securities have been fair valued using its quoted prices. Other loans and borrowings are repriced at
frequent intervals and hence the carrying value is a reasonable approximation of its fair value. The Group has not disclosed the fair value for financial
instruments such as short-term trade and other receivables, trade and other payables and cash and bank balances, because their carrying amounts
are a reasonable approximation of fair values.

The following table shows a reconciliation from the opening balances to closing balances for Level 3 fair values for debt and equity securities.

2023 2022
Balance at 1 January 5,476 4,133
Additions to equity securities 2,141 735
(Decrease) / increase in fair value of equity securities (449) 608
Balance at 31 December 7,168 5,476

116 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

33. Financial Risk Management

The Group has exposure to the following risks from its use of financial instruments:

• Credit risk
• Liquidity risk
• Market risk
• Capital management

a) Risk management framework

The Board of Directors has overall responsibility for the establishment and oversight of the Group’s risk management framework. The Board of
Directors of the Group, through its various committees, oversees how management monitors compliance with the Group’s risk management policies
and procedures and reviews the adequacy of the risk management framework in relation to the risks faced by the Group.
The Group’s risk management policies are established to identify and analyse the risks faced by the Group, to set appropriate risk limits and controls,
and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions
and the Group’s activities. The Group, through its training and management standards and procedures, aims to develop a disciplined and constructive
control environment in which all employees understand their roles and obligations.
The Group has established an Audit Committee which is assisted by Group’s Internal Audit Department. Internal Audit undertakes both regular and
ad-hoc reviews of risk management controls and procedures, the results of which are reported to the Audit Committee.
The Group has also established a centralised Group treasury function which works under the overall supervision of the Board of Directors of the
Group and provides support to the Group for funding, foreign exchange, interest rate management and counterparty risk management. Treasury
operations are conducted within a framework of policies and guidelines authorised and reviewed by the Group’s Board of Directors. The Group’s
accounting function provides regular reports of the treasury activity to the Board of Directors. The Group’s internal auditors review the internal control
environment regularly. There has been no significant change during the financial year, or since the end of the year, to the types of financial risks faced
by the Group or the Group’s approach to the management of those risks.

b) Credit risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations
and arises principally and materially from the Group’s trade receivables, contract assets, other receivables, long term financing to associates, debt
investment securities and cash at bank.

(i) Trade receivables and contract assets

The Group’s trade receivables are monitored based on its customer segmentation and geographical areas. The Group has an established credit policy
under which each new customer is analysed individually for creditworthiness before the Group’s standard payment and delivery terms and conditions
are offered. Credit limits are established for each customer, which represents the maximum open amount without requiring approval. Strict credit
control is maintained for both credit period and credit limits, both of which are monitored continuously by management. Customers that fail to meet
the Group’s benchmark creditworthiness may transact with the Group only on a prepayment basis.
Concentrations of credit risk with respect to trade receivables are limited due to the Group’s customer base being large and unrelated. The majority
of the Group’s net trade receivables are due for payment within 90 days and largely comprise amounts receivable from consumers and business
customers. The Group obtains deposits for providing services to some customers.
The Group establishes an allowance for impairment that represents its estimate of life time expected losses in respect of trade receivables and contract
assets. The main components of this allowance are a specific loss component that relates to individually significant exposures, and a collective loss
component established for groups of similar assets aggregated based on customer segment and days past due. For receivables from telecom operators
and government accounts in the customer segment, the net position after considering payables is assessed based on a variety of data that are
determined to be predictive of the risk of loss (including external credit ratings, financial statements and available external information) and applying
experienced credit judgement. For receivables and contract assets from customers, accounts are segmented by type of exposure such as consumer,
enterprise, and others accounts and collective life-time ECL allowance is determined based on historical flow rates, data on payment statistics, actual
credit loss experience and management estimates of recoveries based on current status of negotiations and settlement with the customers. The
historic loss experience is adjusted to reflect differences between economic conditions during the period over which historic data has been collected,
current conditions and the Group’s view of economic conditions over the remaining life-time of the receivables. Management believes there is no
further credit risk provision required in excess of the normal impairment on receivables and contract assets (refer to note 17).

(ii) Other receivables

Other receivables primarily include receivables on sale of certain investments and financial assets representing contractual rights and claims by the
Group. The Group evaluates the recoverable amount of each receivable and recognizes a provision where the expected present value of the cash flow
from the financial asset is below the carrying value of the financial asset and has been fully impaired.

Beyon - Annual Report 2023 117

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

33. Financial Risk Management (continued)

(iii) Debt investments and bank balances

The Group manages credit risk on its debt investments and bank balances by ensuring that these are made only after credit evaluation of the issuer.
Term deposits are placed with commercial banks after credit evaluation of those banks and considering their external credit ratings. The Group limits
its exposure to credit risk by investing in liquid securities, which offers low risk returns.
The calculated expected credit loss of bank balances and sovereign debt issuances is not material for recognition purposes.

(iv) Exposure to credit risk and credit quality

The carrying amount of financial assets (excluding equity investments) represents the maximum credit exposure. The maximum exposure to credit
risk at the reporting date was:

2023 2022
Trade receivables - customer accounts 37,104 40,681
Contract assets - customer accounts 31,031 32,660
Total trade receivables and contract assets - customer accounts 68,135 73,341
Trade receivables - telecom operators 16,853 17,862
Other receivables 47,199 59,437
Investments (debt securities) 287 3,537
Cash at bank 235,767 253,844
368,241 408,021

2023 2022
Specific Specific
Gross carrying Life-time ECL, Gross carrying Life-time ECL,
Trade receivables - telecom operators amount credit impaired amount credit impaired
Externally rated
Low risk (BBB- to AAA) 6,694 (395) 5,521 (283)
Medium risk (B- to BB+) 13,255 (3,620) 14,690 (3,443)
Higher risk (below C) 139 (27) 816 (86)
Unrated 874 (67) 707 (60)

20,962 (4,109) 21,734 (3,872)

118 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

33. Financial Risk Management (continued)

Movement in impairment allowance in respect of trade receivables and contract assets during the year are as follows:

2023 2022
Specific Specific
Collective life-time ECL, Collective life-time ECL,
life-time ECL credit impaired Total life-time ECL credit impaired Total
At 1 January 3,778 22,358 26,136 2,981 25,066 28,047
Written off during the year - (3,866) (3,866) - (4,715) (4,715)
Impairment loss recognised during the
year (314) 2,191 1,877 805 2,076 2,881
Effect of movements in exchange rates
and other movements (90) 153 63 (8) (69) (77)
Balance at 31 December 3,374 20,836 24,210 3,778 22,358 26,136

Receivables from government, enterprise customers/telecom operators and other receivables beyond 365 days, 180 days and 90 days past due
respectively are considered triggers for credit impairment and are specifically assessed for establishing ECL..

(v) Customer accounts including contract assets

The maximum exposure to credit risk classified by operating segment sharing common economic characteristics with respect to credit risk is as follows:

2023 2022
Operating segment
Bahrain 39,863 47,599
Jordan 14,560 14,485
Maldives 10,941 9,126
Sure 2,737 2,088
Other countries 34 43
68,135 73,341

The maximum exposure to credit risk classified by customer segments sharing common economic characteristics (except government accounts) with
respect to credit risk is as follows:

2023 2022
Customer segment
Consumer 23,267 30,745
Enterprise 24,347 22,003
Government 9,717 13,247
Others 10,804 7,346
68,135 73,341

Beyon - Annual Report 2023 119

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

33. Financial Risk Management (continued)

2023 2022
Life-time Net Life-time Net
Customer accounts Gross exposure ECL amount Gross exposure ECL amount
Current (0 - 30 days) 47,149 (806) 46,343 50,501 (899) 49,602
31 - 90 days 13,747 (1,501) 12,246 12,182 (1,495) 10,687
91 - 365 days 13,025 (4,916) 8,109 15,410 (4,456) 10,954
More than 1 year 14,315 (12,878) 1,437 17,512 (15,414) 2,098
Balance as at 31 December 88,236 (20,101) 68,135 95,605 (22,264) 73,341
Consumer and other receivables balances that are past due for more than 90 days are considered to be in default and credit impaired. Receivables
from government and enterprise customers/telecom operators beyond 365 days and 180 days past due respectively are considered triggers for credit
impairment and are specifically assessed for establishing ECL. The gross exposure for credit impaired amounts in the customer accounts as at 31
December 2023 is BD 22,707 (2022: BD 23,035) carrying a life-time ECL provision of BD 17,488 (2022: BD 18,622).

(vi) Amounts due from telecom operators including contract assets

The maximum exposure to credit risk (net of ECL provisions) for amounts due from telecommunications operators by type of customer is as follows:

2023 2022
Telecom operators
International operators 2,864 8,272
Local operators 13,989 9,590
16,853 17,862

c) Liquidity Risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering
cash or another financial asset. The Group’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity
to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Group’s
reputation. Liquidity risk may result from an inability to sell a financial asset quickly at close to its fair value. A major portion of the Group’s funds
are invested in cash and cash equivalents which are readily available to meet expected operational expenses, including the servicing of financial
obligations.
The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and
include estimated interest payments and exclude the impact of netting agreements:

Carrying Contractual Within 1-5 More than

Non-derivative financial liabilities at 31 December 2023 amount cash flows one year Years five years
Trade payables 131,242 131,242 80,089 - 51,153
Accrued expenses, contract liabilities and other payables 125,371 125,371 119,937 - 5,434
Amount due to telecommunications operators 2,961 2,961 2,961 - -
Lease liabilities 54,403 62,091 11,111 20,635 30,345
Loans and borrowings 254,894 273,005 184,548 66,816 21,641
568,871 594,670 398,646 87,451 108,573

Carrying Contractual Within 1-5 More than

Non-derivative financial liabilities at 31 December 2022 amount cash flows one year Years two years
Trade payables 128,468 128,468 91,447 - 37,021
Accrued expenses, contract liabilities and other payables 104,872 104,872 101,323 - 3,549
Amount due to telecommunications operators 5,972 5,972 5,972 - -
Lease liabilities 55,881 75,344 11,540 34,396 29,408
Loans and borrowings 234,198 258,019 9,135 217,035 31,849
529,391 572,675 219,417 251,431 101,827

120 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

33. Financial instruments - Financial Risk Management (continued)

d) Market Risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Group’s income or
the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within
acceptable parameters, while optimising the return on risk. The Group incurs financial liabilities, in order to manage market risks. All such transactions
are carried out within the guidelines set by the Group Treasury Function.

(i) Currency risk

Currency risk is the risk that the value of a financial instrument will fluctuate due to changes in foreign exchange rates. The Group entities are exposed
to currency risk on sales and purchases that are denominated in a currency other than the respective functional currencies of Group entities, primarily
the Bahraini Dinar, Jordanian Dinar, Maldivian Rufiyaa (which are pegged to the US Dollar) and British Pounds. The Group’s exposures to currency risk
is limited as the majority of its investments, due to and from international operators are denominated in US Dollar or denominated in currencies which
are pegged to US Dollar. The net exposure to other foreign currencies is not significant.
The Group seeks to manage currency risk by continually monitoring exchange rates and by maintaining an adequate level of foreign currencies to cover
its expected commitment to international telecommunication operators. These amounts are placed significantly in short-term fixed deposit accounts.
In respect of other monetary assets and liabilities denominated in foreign currencies, the Group ensures that its net exposure is kept to an acceptable
level by buying or selling foreign currencies at spot rates when necessary to address short-term imbalances.

Interest Rate Benchmark Reform:

A fundamental review and reform of major interest rate benchmarks is being undertaken globally. The majority of LIBOR and other Interbank Offer
Rates are discontinued after 31 December 2022 and replaced with certain Alternative Reference Rates (“ARRs”), with the exception of certain USD LIBOR
rates where cessation is delayed until 30 June 2023. As at 31 December 2023, there were no USD LIBOR based contracts,
The Group’s Investment in its subsidiaries is not hedged as those currency positions are considered to be long-term in nature. In respect of other
monetary assets and liabilities denominated in foreign currencies, considering the nature of its financial instruments, the Group currently is not
engaged in hedging of foreign currency risk. Please refer to note 21 for details of Group’s outstanding loan contracts linked to benchmark rated and
related outstanding amounts..

(ii) Interest rate risk

Interest rate risk is the risk that the value of a financial instrument will fluctuate due to changes in market interest rates. Under the Group’s interest rate
management policy, interest rates on monetary assets and liabilities denominated in Bahraini Dinars and Jordanian Dinars are maintained on a floating
rate basis. The average interest rate yield from bank deposits and debt securities during 2023 was 4.43% (2022: 2.82%).
At the reporting date, the interest rate profile of the Group’s interest-bearing financial instruments was:

2023 2022
Fixed rate instruments
Financial assets 7,019 3,537
Financial liabilities - -
Variable rate instruments
Financial assets 82,528 111,298
Financial liabilities 254,894 233,494

Fair value sensitivity analysis for fixed rate instruments

The Group does not account for any fixed rate financial assets and liabilities at fair value through the profit or loss. Therefore, a change in interest rates
at the reporting date would not affect the profit or loss. Increase or decrease in equity resulting from variation in interest rates will be insignificant..

Cash flow sensitivity analysis for variable rate instrument

A change of 100 basis points in interest rates at the reporting date would have increased/ (decreased) equity and profit or loss by BD 1,695 (2022: BD
1,221). This analysis assumes that all other variables, in particular foreign currency rates, remain constant.
.

Beyon - Annual Report 2023 121

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

33. Financial instruments - Financial Risk Management (continued)

(iii) Other price risk

The primary goal of the Group’s investment strategy is to ensure risk free returns and invest surplus fund available with the Group in risk free
securities. Market price risk arises from investments held by the Group. The Group Treasury Function monitors its investment portfolio based on market
expectations and credit worthiness of the underlying investees. Material investments within the portfolio are managed on an individual basis and all
buy and sell decisions are approved by the Group’s Board of Directors. .

e) Capital Management
The Board’s policy is to maintain a strong capital base to maintain investor, creditor and market confidence and sustain future development of the
Group. The Board seeks to maintain a balance between the higher returns and growth that might be possible with higher levels of borrowings and the
advantages and security afforded by a sound capital position. The Board of Directors monitors the returns on capital, which the Group defines as total
equity and the level of dividends to shareholders. The Group’s objectives for managing capital are:
‐ to safeguard the entity’s ability to continue as a going concern, so that it can continue to provide returns for shareholders and benefits for other
stakeholders; and
‐ to provide an adequate return to shareholders by pricing products and services commensurately with the level of risk.
The Group manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics
of the underlying assets. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders,
return capital to shareholders, issue new shares, or sell assets to reduce debt. There were no significant changes in the Group’s approach to capital
management during the year.
In order to achieve this overall objective, the Group’s capital management, amongst other things, aims to ensure that it meets financial covenants
attached to the interest-bearing borrowings that define capital structure requirements. There have been no breaches in the financial covenants of any
interest-bearing borrowings in the current period..

34. Commitments and Contingencies

a) Capital commitments
The Group has capital commitments at 31 December 2023 amounting to BD 67.9 million (2022: BD 27.3 million).

b) Guarantees
(i) As at 31 December 2023, the Group’s banks have issued guarantees, amounting to BD 3.0 million (2022: BD 6.7 million) and letters of credit
amounting to BD 5.0 million (2022: BD 16.5 million).
(ii) The Company has furnished a comfort letter for BD 1.9 million (2022: BD 1.9 million) to Telecommunications Regulatory Commission, Jordan for
providing a financial guarantee for the subsidiary companies operating in Jordan.

c) Staff housing loans

The Company offers loan assistance to its Bahraini employees for the acquisition of residential properties. The loans are funded through a local
commercial bank and secured by a guarantee issued by the Company. The policy of providing staff housing loan guarantees was discontinued in 2007.
The Company bears 75% (2022: 75%) of the loan interest. At 31 December 2023, the Company has an outstanding guarantee of BD 0.2 million (2022: BD
0.2 million) towards housing loans to staff..

d) Other contingencies
In the normal course of business, legal cases are filed by staff and counterparties against the Group and also by the Group against their suppliers/
vendors. The Group’s legal department engages with in-house legal counsel and external legal counsel depending on the nature of the cases. A periodic
assessment is carried out to determine the likely outcome of these legal cases and is reported to the senior management and the Board of Directors. In
addition to this, due to the complexity of operations, the Group also received notification for penalty, deemed breach of relevant telecommunication
regulations and other relevant legislations in the given jurisdiction where the Group operates.
As of the year end, the Group is defending these legal cases including penalties. Based on the advice of the Group’s legal counsel including external
legal counsel, as applicable, sufficient appropriate provisions have been recorded. No further detailed disclosures regarding contingent liabilities arising
from any such claims are being made by the Group as the Directors believe that such disclosures may be prejudicial to the Group’s legal position..

122 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

35. Acquisition of business

On 30 April 2023, Beyon Cyber acquired 60% stake in Digital Transformation Solutions Holding (“DTS”) in the UAE through a total implied consideration
amounting to USD 8.5 Mn (BD 3.2 Mn) includes various payments components such as upfront, deferred and earn-out considerations attached to
specific EBITDA and revenue earnout expectations.
The acquisition of DTS will broaden Beyon’s regional presence and service offerings in the region’s market, UAE. The business combination has been
accounted for using the acquisition method.

Consideration transferred
The following table summarizes the acquisition-date fair value of each major class of consideration transferred:

Amount
Consideration paid 1,580
Consideration payable 128
Contingent consideration 424
Deferred consideration 1,081
Total fair value of consideration transferred 3,213

Acquisition related costs

Transaction costs of BD 90 were expensed during 2023 under other operating expenses.

Identifiable assets acquired and liabilities assumed

The fair value of the identifiable assets and liabilities of DTS at the date of acquisition is summarized as below:

Assets Amount
Cash and bank balances 700
Trade and accounts receivables 798
Property and intangible assets 24
Total assets 1,522
Trade and other liabilities 546
Total liabilities 546
Net asset value 976
Identifiable Intangible assets 1,093
Total identifiable net assets acquired 2,069
Non-controlling interest 828
Group share of net assets (60%) 1,241
Fair Value of consideration 3,213
Goodwill 1,972

Recognition of non-controlling interest

Non-controlling interest in DTS has been estimated by applying the proportionate method of fair value of identifiable net assets.

Fair value measured on a provisional basis

As per IFRS 3 – Business Combinations, adjustments are allowed for a period of one year following the acquisition date if related to facts and
circumstances that existed as of that date.

Impact on Group’s results

The acquisition of DTS resulted in increase in assets of the Group as at 31 December 2023 by BD 2,333, increase in liabilities of the Group by BD 1,155. If
DTS was consolidated since beginning of the reporting period, the incremental net profits would amount to BD 179.

36. Assets under management

Assets under management represents discretionary customer investments in a product launched by a Beyon entity. The funds of BD 3,055 are
transferred to SICO by the Beyon entity in its capacity as an agent, and hence these are recorded off-balance sheet.

Beyon - Annual Report 2023 123

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

37. Non-Controlling Interest (NCI)

The table below shows details of non-wholly owned subsidiaries of the Group that have material non-controlling interests before any intra-group
eliminations:

2023 2022
Entity Dhiraagu Dhiraagu
NCI Share 48% 48 %
Non-current assets (excluding goodwill) 82,872 78,023
Current assets 84,099 75,117
Non-current liabilities (29,222) (21,154)
Current liabilities (40,572) (41,054)
Net assets 97,177 90,932
Carrying amount of NCI 46,645 43,647
Revenue 64,358 63,228
Profit & total comprehensive income 19,866 20,328
Profit allocated to NCI 9,536 9,757
Cash flows from operating activities 32,887 30,002
Cash used in investing activities (12,217) (7,290)
Cash used in financing activities, before dividends to NCI (5,549) (1,249)
Cash used in financing activities – cash dividends to NCI (6,959) (6,337)
Net increase in cash and cash equivalents 8,162 15,126

38. Transactions with Related Parties

(i) The Company qualifies as a government related entity under the definitions provided in the IAS 24. The Company provides telecommunication
services to various Government and semi government organisation and companies in the Kingdom of Bahrain. The Company also avails various
services from Government and semi government organisation and companies in the Kingdom of Bahrain. Such transactions are in the normal
course of business and are not considered to be individually significant in terms of size.
(ii) Transactions with key management personnel: Key management personnel of the Group comprise of the Board of Directors and key members of
management having authority and responsibility for planning, directing, and controlling the activities of the Group.
The key management personnel compensation is as follows:

2023 2022
Short-term employee benefits 1,313 1,217
Long-term employee benefits 338 188
Post-employment benefits 80 67
Total key management personnel compensation 1,731 1,472

2023 2022
Post-employment benefits outstanding 160 173
Directors’ remuneration (including sitting fees) 587 608
Transactions with related parties where independent directors have an interest have been disclosed in Corporate Governance report..

124 Beyon - Annual Report 2023

Strategic Report Corporate Governance Financial Statements

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

38. Transactions with Related Parties (continued)

(iii) Directors’ interests in the shares of the Company at the end of the year were as follows:

2023 2022
Total number of shares held by Directors - 5,240
As a percentage of the total number of shares issued 0.00% 0.00%

(iv) Executive management interests in the shares of the Company at the end of the year were as follows:

2023 2022
Total number of shares held by executive management 974,817 12,987
As a percentage of the total number of shares issued 0.06% 0.00%

39. Comparatives
The comparative figures have been regrouped, where necessary, in order to conform to the current year’s presentation. Such regrouping did not affect
the previously reported profit, comprehensive income for the year or total equity.

40. Segment Information

Operating segments
The Group’s operations are segregated between Bahrain, Jordan, Maldives, Sure Group and Others. Others include Yemen and other group operations.
Segment information disclosed for the year ended is as follows:

Year ended 31 December 2023 Year ended 31 December 2022

Inter- Inter-
Sure segment Sure segment
Segment revenue & profit Bahrain Jordan Maldives Group Others elimination Total Bahrain Jordan Maldives Group Others elimination Total
Revenue
(external customers) 204,593 99,235 64,358 56,718 - - 424,904 189,332 95,703 63,228 54,547 13 - 402,823
Inter segment revenues 506 669 - - - (1,175) - 34 406 - - - (440) -
Depreciation, amortisation
and tangible assets
impairment 28,162 19,152 11,239 8,535 - - 67,088 28,463 22,005 11,271 10,019 - - 71,758
Finance income 5,726 1,603 648 289 332 (333) 8,265 3,480 982 586 95 525 (526) 5,142
Finance expenses 243 8,454 2,724 254 12,069 (341) 23,403 287 7,579 1,762 237 6,260 (492) 15,633
Other income /
(expense) (net) 351 607 95 16 - (7) 1,062 2,249 724 2,008 (100) 1 27 4,909
Share of income/ (loss) from
equity accounted investees - 1,316 - - (237) - 1,079 - 807 - - (786) - 21
Income tax expense - (2,435) (4,296) (2,200) (1) - (8,932) - (2,149) (4,145) (1,417) - - (7,711)
Profit for the year 42,164 8,294 19,866 11,725 (13) - 82,036 43,921 7,020 20,328 9,111 (22) - 80,358

As at 31 December 2023 As at 31 December 2022

Inter - Inter -
Sure segment Sure segment
Segment assets & liabilities Bahrain Jordan Maldives Group Others elimination Total Bahrain Jordan Maldives Group Others elimination Total
Non-current assets 283,902 324,686 104,743 74,540 6,490 (14,688) 779,673 230,024 286,005 99,894 67,628 6,726 (10,868) 679,409
Current assets 221,736 68,156 84,099 23,188 2,956 (14,443) 385,692 271,765 62,222 75,821 25,135 1,165 (13,652) 422,456
Total assets 505,638 392,842 188,842 97,728 9,446 (29,131) 1,165,365 501,789 348,227 175,715 92,763 7,891 (24,520) 1,101,865
Non-current liabilities 189,885 143,419 29,222 13,673 - (19,727) 356,472 181,358 138,324 21,858 12,295 - (25,225) 328,610
Current liabilities 92,261 94,480 38,405 16,296 117 (15,209) 226,350 132,646 63,085 41,054 14,688 112 (20,652) 230,933
Total liabilities 282,146 237,899 67,627 29,969 117 (34,936) 582,822 314,004 201,409 62,912 26,983 112 (45,877) 559,543
Net assets 223,492 154,943 121,215 67,759 9,329 5,805 582,543 187,785 146,818 112,803 65,780 7,779 21,357 542,322

Beyon - Annual Report 2023 125

Financial Statements continues

Notes to the Consolidated Financial Statements (Continued)

For the year ended 31 December 2023 BD’000

41. List of properties owned and rented by the Company in Bahrain

Description Usage Owned/Rented
Hamala Headquarter Offices and centraal Owned
Diplomat Building Offices & Telecoms Owned
Salmaniya complex Offices & Telecoms Owned
Batelco Commercial Centre Offices & Exchanges Owned
Earth Station Satellite station and solar park Owned
Abul Land Car Park Car Park Owned
Sales Site (in BCC) Customer Service Centre & Offices Owned
14 Sales Site Customer & Business Service Centre Rented
66 different sites used for GSM base stations and exchanges GSM & fixed telephone network Owned
394 different sites used for locating Remote Line Units (RLUs) Plus MNE Sites. GSM & fixed telephone network Rented

126 Beyon - Annual Report 2023