Integrated Annual Report 2022
The digital operator
Contents
1 Our mission
1 Our strategy
1 Navigating this report
2 Our vision
2 Our range of digital services
2 International leadership team
2 Our Brands
3 Message from our Chairman
5 Where we operate
6 Numbers at a glance
7 Our stakeholders
8 Our value-adding business model
9
Fulfilling
our digital
promise
10 Message from our CEO
13 Our material matters
15 Creating a better future
15 Prosperity
27 Our people
34 Principles of governance
1
Who we are
Our mission
1
Who we are
Transforming
people’s lives
VEON is a global digital operator that
provides connected services to over
150 million customers in six high-
growth markets. We are transforming
people’s lives, empowering individuals
and driving economic growth across
six countries that are home to more
than 7% of the world’s population.
Our strategy
“ The traditional telecoms Company serves its customers
with call and voice services for an average of 32 minutes
per day. VEON’s goal is 1440 minutes –to be relevant
to each of them in every moment of every day through
digital services that adapt as the lifestyles of our
customers evolve.”
Kaan Terzioğlu, CEO
MINUTES
÷
=
hrs/DAY
Navigating this report Throughout the report, we use the following icons to indicate the elements of our business model in terms of the International Framework:
Our capitals
Stakeholder groups
Strategic pillars
Material matters (MM)
Licence to operate (LO)
37 CFO review
41 Country performance
41 Ukraine
44 Pakistan
47 Bangladesh
50 Kazakhstan
52 Uzbekistan
54 Kyrgyzstan
56 Divested markets
58
36
Our performance
Financial capital
Digital/technological capital
Customers
Employees
Communities
Our principal
risks
59 How we manage risks
62 Our principal risks
Human and intellectual capital
Investors
68 Corporate governance
70 Board of Directors
73 Group Executive Committee
74 Board committees
67
How we are
governed
81
Remuneration report
82 Remuneration report
Social and relationship capital
Natural capital
Governments
and regulators
Global- and
local-focused
memberships
Digital
operator
Infrastructure
accelerator
Ventures
MM1
LO1
Strong infrastructure: network
quality, resilience, expansion
Employees’ health and safety
MM2
Digital and financial
inclusion
MM3
Cybersecurity and
online safety
MM4
Constant innovation in
products and services
MM5
Best customer experience,
for maximum satisfaction
and loyalty
LO2
Talent management and
skills development
LO3
Highest standards in corporate
governance, strong business
ethics and compliance
LO4
Strong financial performance,
balance sheet resilience
LO5
Diversity and inclusion in the
workforce, create social value
VEON is a global digital operator that provides converged connectivity and connected services to over 150 million customers
90 About our report
92 Independent Assurance Statement
93 Shareholder information
94 Directors’ résumés
97 Report disclaimer
98 Glossary of terms
89
Appendix
About this report
This report provides a review of VEON’s financial and ESG performance for 2022 and our engagement
with stakeholders across customers, employees, communities, investors, governments, regulators and
industry groups.
These icons can be used to
access further information
within this report.
Podcast
Read more
Video
Web link
More information can be found in Section 6 – About our report pages 90 and 91.
Page head continuedIntegrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
2
Who we are continued
VEON is committed to making a positive impact on society
and acknowledges our role in fundamental social needs such
as education, healthcare and employment, which can be
assisted by access to connectivity.
We support six SDGs where our business can have the
greatest impact. These are Quality Education (4), Gender
Equality (5), Decent Work and Economic Growth (8), Industry
Innovation and Infrastructure (9), Reduced Inequalities (10)
and Peace, Justice and Strong Institutions (16).
VEON interprets Goal 16 in the context of governance.
LO3
Refer to Corporate governance on page 67.
Our range of digital services
From financial services to entertainment, education and
healthcare – our offering is fit for the 21st century, which our
customers may benefit from for 1440 minutes of their day.
Our Brands
Ukraine
International leadership team
We enjoy a diverse shareholder base with no single controlling
shareholder, a Board of Directors with a majority of independent
directors, and an international management team.
Refer to Board of Directors and Group Executive Committee on
pages 70 to 73
Navigating this report continued
These are the icons used to show our Risks and our Committees which
are used within this report.
Risks
Market
Committees
NCG
Nominating and Corporate
Governance Committee
Operational
CTC
Compensation and Talent
Committee
Our vision
To empower customers through
technology, providing choice and
opportunity through tailored digital
solutions that match their needs.
Legal
Liquidity and capital
Environment
ARC
Audit and Risk
Committee
FIN
Finance
Committee
SIC
Risk increased
Risk decreased
Risk stable
Sale of our Russian
operations
Strategy and Innovation
Committee
Pakistan
Bangladesh
Kazakhstan
Uzbekistan
Kyrgyzstan
Our business strategy is designed to maximise shareholder value by raising growth potential through investment and innovation
Creating value for our customers,
shareholders and employees
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 3
Message from our Chairman
Reshaping
our future
Gunnar Holt
Chairman*
The development of
our digital operator
model over the past
three years has seen
the transformation
of VEON from a
traditional mobile
operator to a
connectivity-enabled
provider of digital
services. This has
radically reshaped
our relationship with
customers from one
of utility to one of
capability though the
services we now offer.
As Group Chairman, I am pleased to present VEON’s Integrated
Annual Report for the financial year ending 31 December 2022.
* Gunnar Holt served as Chairman of the Board for the period under review ending 31 December 2022. On 29 June 2023, Morten Lundal was elected as the new Chair of the Board.
Refer to page 72: Post AGM Inaugural Board Meeting.
To be at the forefront of this evolution is a privilege as our Board, our Group Executives and our local leadership
work together to define new business models around the wealth of opportunities these services are enabling
Ukraine
Any discussion of 2022 must begin with the conflict in
Ukraine. The outbreak of hostilities in February was a
shock to us, as it was to so many. That hostilities
engulfed two of our largest markets made it a personal
tragedy for the VEON family.
Our immediate priority was to ensure the protection
and well-being of our employees in Ukraine by ensuring
access to financial and emotional support wherever
required. We moved quickly to safeguard our networks
in order to maintain connectivity at a moment when our
customers needed us the most. These priorities remain
uppermost today as the struggle continues.
The response to the crisis by the employees of Kyivstar,
led by CEO Aleksandr Komarov, has been nothing short
of remarkable. The heroism with which they have kept
our network operational throughout months of conflict
demonstrates a courage and resilience that goes
beyond what could ever be reasonably expected in the
workplace. Kyivstar has emerged as an extremely strong
company, both in the spirit of its people and the loyalty
of its customers. Our thoughts remain with the entire
nation in the hope that we shall soon see an end to
hostilities and a return to normal life for the Ukrainian
people.
Exiting Russia
At the Group level, protecting the value of our business
and its assets was a key responsibility of the Board from
the outset of the conflict. It became readily apparent
that continuing to own and operate our Russia business
would place Group value at risk given escalating
international sanctions and our inability to access
international capital markets. The Board therefore
determined relatively early in the crisis that there were
no viable alternatives for the Group than to seek selling
the Russian operations.
The priority thereafter was to ensure that any sale
achieved an acceptable financial solution that realised
value for our shareholders, rather than simply bringing
about a market exit. Our options were complicated by
the conflict situation, sanctions prohibitions on the
ownership of Russian assets, and our ability to engage
with prospective local buyers.
The transaction we ultimately agreed overcame these
obstacles through a local management buy-out. This is
an elegant solution which, subject to the necessary
closing conditions being met, unlocks the value of our
Russian business through a transaction that benefits
VEON’s financial structure by reducing Group’s debt and
paves the way for a future return to the international
capital markets. Moreover, the management continuity
it ensures means we shall leave Beeline in very capable
hands and able to serve the 50 million customers who
rely on it for their essential connectivity needs.
Our intent is to conclude this transaction on or before
1 June 2023. The process is complex and ongoing and
not without risks, but we remain optimistic that we can
successfully close out the deal and bring about a leaner
VEON, holding less debt at the Group level and with a
sharper focus on the growth opportunities presented
by six of the world’s fastest-growing emerging markets.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 4
Message from our Chairman
continued
The past three
years have seen
the nature of our
services change
profoundly as we
introduced our
digital operator
model alongside
continued
investment in our
high-speed 4G
networks
Safeguarding shareholder value
A primary consideration for the Board over Russia was
that inaction could have resulted in zero value for our
business there. That we have secured an agreement in
principle which generates positive shareholder value is,
we believe, an achievement that serves the best
interests of all stakeholders in an unprecedented set
of circumstances.
Beyond Russia and the extreme situation in Ukraine, the
operational resilience of VEON’s other digital operators
has been a key priority for the Board as we have sought
to minimise the impact of the conflict on Group
performance. We have continued to support each with
the capital needed to invest in their operations and
develop new services. That each reported double-digit
local currency revenue growth in 2022, in many
instances increasing their market share, is testament
to the talent and success of our local leadership teams
in each.
We continue to optimise our portfolio of businesses.
2022 saw VEON complete our withdrawal from two
markets where we determined future returns would
likely underperform those we enjoy elsewhere.
In August, we sold our remaining 45.6% stake in our
Algeria business, closing a sale process that had begun
in July 2021. And in June, we announced completion
of the sale of VEON’s operating subsidiary in Georgia,
in both instances reaching agreement with new
shareholders who share our commitment to supporting
the digital transformation of each country.
2022 saw further progress in our transition to an asset
light model through unlocking the value of our
infrastructure assets, having secured a landmark
transaction to sell our towers in Russia in December
2021 which realised proceeds of around USD 1 billion.
We continue to engage in discussions with potential
buyers of our towers and other infrastructure assets
elsewhere and hope to be able to announce further
progress in the year ahead.
Corporate governance
Following the introduction of our new Group-wide
operating model in 2020, the past three years have
seen a steady rise in delegated authority to our digital
operators. This has moved VEON away from centralised
Group decision-making and empowered our local
leadership teams with business development authority
within a new Governance, Risk and Compliance (GRC)
framework. Complementing this has been the creation
of local Operating Company (OpCo) Boards drawing on
independent expertise to enrich our decision-making.
Refer to Corporate governance on page 68.
The benefits we have since realised have been
considerable. The past three years have seen the nature
of our services change profoundly as we introduced our
digital operator model alongside continued investment
in our high-speed 4G networks. These have seeded
rapid growth in digital services across VEON’s four
verticals of entertainment, financial services, education
and healthcare and opened up a wealth of adjacent
revenue opportunities for the Group.
Greater local autonomy has enhanced the efficiency of
our local decision-making and reduced time to market
for new services. This proved to be decisive in the
response Kyivstar was able to mobilise following the
conflict in Ukraine. The Board continues to work with
our local leadership to ensure they have the support
to reach for further success in the year ahead as we
transition to a leaner headquarters (HQ) function to fit
our new market footprint.
Sustainable business
Any successful and truly sustainable business begins
in its local marketplace. That is where VEON’s digital
operator model is rooted, with the social and economic
opportunity it confers through its digital services.
Empowerment through services is a core purpose of
VEON. Our digital operators are helping to bring about a
digital transformation of the societies they serve through
access opportunities that reach beyond entertainment
into financial, education and healthcare resources
essential for growth and development. In doing so,
we are helping to drive a circular economy in which
individual empowerment enables better economic
and social outcomes for all.
At the Group level, we have revised the charters of our
Group Board committees to ensure environmental,
social and governance (ESG) matters remain under
active consideration in order to promote best practices
across the Group. This includes succession planning
and a review that has provided the Board with a
comprehensive understanding of our options at both
the Group and OpCo levels.
Refer the remuneration report page 82.
The circumstances of the past year allowed VEON to
transform relationships with our stakeholders. It
reinforced the value of essential connectivity for
customers and VEON’s responsibilities in providing
uninterrupted services wherever possible. It also recast
our relationships with governments, broadening the
scope of our counterparties through our responsibilities
under international sanctions and helping to shape
discussions around rebuilding Ukraine and the role
Kyivstar can play in the nation’s reconstruction and
recovery.
A New VEON
The events in Ukraine inevitably brought about a shift
in priorities for the Board in 2022 towards protecting
our people and the value of our business in exceptional
circumstances. It is enabling a New VEON to emerge –
a leaner Company with a sharper focus on emerging
market growth and digital opportunities.
The strategic opportunities this transformation offers
is now a focus for the Board as we reposition the
Group for long-term growth. The closing of our Russia
transaction remains the immediate priority. Beyond this,
the opportunities offered by our digital operators are
substantial as we build out revenue opportunities
adjacent to our core connectivity operations. Investing
in their success shall remain our key priority as we
reshape our future together.
Appreciation
I wish to thank my Board colleagues for your dedication
and support. Through difficult times and extreme
external pressure, we have been aligned and taken
numerous tough and decisive decisions. I deeply thank
our Group management team and our people for their
resilience, dedication and hard work throughout a
difficult period, and finally thanks to our customers and
stakeholders for your strong support.
Gunnar Holt
Chairman
June 2023
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 5
Where we operate
Driving economic
growth across six
countries that are home
to more than 7% of the
world’s population
Head Office
The Netherlands
Russia
1
Georgia
4
5
6
Divested
markets:
Algeria
Georgia
Russia*
Algeria
2
3
* On November 2022, the Company signed an agreement to sell its Russian operations, which have been classified as ‘held for sale’
and ‘discontinued operations’ pending completion.
Ukraine
Ukraine’s digital economy combines
an IT outsourcing industry with an
increasing number of internet users
and smartphone owners
1
Pakistan
Pakistan is the fifth most
populous country in the world
with more than half of the
country’s citizens under the
age of 25
2
Bangladesh
Kazakhstan
Uzbekistan
Kyrgyzstan
More than half of Bangladesh’s
large population now has
some form of mobile phone
subscription
Kazakhstan is the powerhouse
economy of Central Asia,
generating the majority of the
region’s GDP
With the largest
population in Central Asia, Uzbekistan
has a dynamic economy and an
evolving mobile sector
Kyrgyzstan is an emerging economy
that is home to a blossoming
start-up culture
3
4
5
6
Population (estimate)
(million)
43.8 million
231.4 million
169.4 million
19 million
35.5 million
6.8 million
Unit
Key brands
4G population coverage
(percent)
Total revenue
(USD, million)
Mobile customers
(three months
active, million)
4G user penetration
(percent)
Multiplay customers
(one month
active, million)
4G sites
(thousand)
94%
971
24.8
53%
3.5
16.4
57%
1,285
73.7
56%
13.9
13.9
81%
576
37.6
43%
4.7
14.1
87%
636
10.6
68%
3.3
7.2
78%
233
8.4
66%
2.8
3.9
92%
49
1.9
68%
0.4
1.5
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
6
Numbers at a glance
2022 brought
unprecedented
financial challenges
as conflict engulfed
two of our largest
markets. The Group
adapted to this
profound change
in our operating
environment and
laid the financial
foundations for
a New VEON
Financial highlights
Revenue
USD 3.75 billion
EBITDA
USD 1.74 billion
EBITDA margin
46.4%
Mobile data and digital revenue
USD 1.94 billion
Capex
USD 832 million
Cash and cash equivalent
USD 3.1 billion
of which USD 2.5 billion at HQ
Operational highlights
# active subscribers
157 million
# 4G users
85 million
# 4G sites
57 thousand
% population coverage
75.2%
# multiplay users
28.8 million
# digital wallets
19.6 million
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 7
Our stakeholders
VEON is committed to maintaining
constructive and proactive dialogue
with all our stakeholders. As a complex
multinational organisation, we engage
with many different stakeholders, each
of which are important to us.
We have identified stakeholder groups that are
material to the sustainable success of our business
and consider their opinions in our decision-making.
The dialogue we maintain with our stakeholders also
plays an important role in the selection of VEON’s
material topics.
Refer to material matters on pages 13 and 14.
Stakeholder
1. Customers
VEON is focused on empowering the lives and livelihoods of customers
through digital operator services.
2. Our employees
Our people provide us with an opportunity to enable the delivery of VEON’s
strategy. VEON has 44,252 employees in nine countries including our
Amsterdam and Dubai headquarters (16,207 employees outside our
Russian operation).
3. Communities
VEON partners with non-government organisations (NGOs),
community-based organisations and civil society groups to enable corporate
responsibility-related initiatives.
4. Investors
VEON works closely with its institutional equity and credit investors and other
shareholders. It also engages with the broader financial community including
financial analysts.
5. Governments and regulators
Local governments, regulators and state sector organisations which
support us in delivering products and services across our markets.
6. Global- and local-focused memberships
Global-focused memberships
VEON’s membership of and
participation in global telco
organisations.
Local-focused memberships
Our operating companies are
members of organisations focused
on various topics, including industry
management, policy and IT.
Customers
1
Communities
3
2
Employees
4
Investors
Governments
and regulators
5
6
Global- and
local-focused
memberships
Connecting
with our
stakeholders
How VEON engages with stakeholders
We engage with our stakeholders via a variety of forums and channels. These include customer feedback platforms, customer and employee surveys and participation in sector
and community initiatives, as well as through our membership of local and global associations that represent stakeholder interests.
Goals
• Provide customers with a fully digital online experience via self-care apps.
• Offer a strong retail presence, specifically through mono-brand stores which enable a more dedicated
Engagement
•
Initiatives to increase access to services by individuals.
• Access to VEON digital services across entertainment,
experience.
• Call centres provide an increasingly personalised approach for customers given our use of digital data analytics.
• Point-of-sale options to our customers that help to facilitate engagement between them and our local
finance, healthcare and education.
• Events to increase digital skills.
• Customer and market research.
businesses.
• To drive our customer experience (CE) through our employee experience (EX). EX=CX.
• To enable VEON’s purpose, transforming lives through converged connectivity and digital services.
• Digital workplace learning, including scaling of leadership
and management skills.
• Engagement surveys.
• Focusing on improving employee Net Promoter Score
(eNPS).
Inclusion across employee lifecycle.
•
• Provisioning financial digital services to support livelihoods and enable national and personal prosperity.
• Provisioning digital services across healthcare, education and entertainment and to support customer’s lives.
• Working with governments and NGOs to assist communities during times of crisis and disaster.
• Programmes to increase community participation in
digital finance and health.
• Contribution to national prosperity in the countries
Investors appoint the directors who constitute the VEON Group Board.
•
• Engagement with investors through the Investor Relations team based at VEON’s Group HQ in Amsterdam.
served by VEON.
• Conference calls about quarterly and annual results.
• Briefing market participants and analysts on financial
results, market trends and business strategy.
• Address the growing number of investors focused on ESG
issues.
•
Inform and advise governments and regulatory authorities on high-priority issues such as spectrum policy, digital
transformation, innovation in the mobile and fixed telecommunications sector, and delivery of public services
through technology.
• Both proactive and transparent.
• Communicate our aims, prioritise international best.
• practices and provide empirical evidence when developing
International Telecommunications Union (ITU).
•
• Global System for Mobile Communications Association (GSMA).
positions regarding public policy.
• VEON CEO Kaan Terzioğlu serves on the Board of GSMA.
• Contribution to discussions on industry policy to telco
participation in disaster relief.
• Participation in GSMA forums on mobile industry
contribution to combatting climate change.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 8
Our value-adding business model
Inputs
Our six capitals support our strategy through
our value adding business activities that
create value for our stakeholders
Outcomes
Outputs
Stakeholders
impacted
Financial capital
All forms of money and other
financial assets, with a short
term focus on transitioning
to an asset light company
and in the long term, investing
in digital services
USD 832 million
Capex, 23.4% capex intensity
2.56x net debt/EBITDA ratio
1. Infrastructure accelerator By sharing our
infrastructure with others, we boost investments in 4G
networks. This generates revenues, thereby creating
financial capital as well as reducing energy use, which
lowers our negative impact on natural capital.
USD 3,755 million Revenue
USD 1,743 million EBITDA
USD 142 million equity free cash flow
(EFCF) (before licences)
During 2022, we generated value through
growing customer bases, and continuing
our “asset light” strategy. Net debt
decreased due to the classification of
Russian operations as “held for sale”
Stakeholders
UN SDGs
Customer, technology
and digital capital
Assets that enable us to serve
our customers, including
our customer relationships,
brands, infrastructure and
digital services and solutions
150,668 base
transceiver stations (BTS)
25 Digital applications
usage in Multiplay
Telecom Infrastructure of
55,901 towers
Human and
intellectual capital
VEON’s purpose, transforming
lives through converged
connectivity and digital
services, is enabled by our
four pillars – entertainment,
financial services, education
and healthcare – brought to life
by our employees who enable
the vision for our customers to
live a digital 1440 minute day.
Social and
relationship capital
Social ties, norms, networks,
brand and relations with
stakeholder groups
Natural capital
Natural resources
including energy and
water
16,207 employees in over
six countries, including HQ
USD 2.14 million spent
on employee training and
development
22,698 people
entering digital entrepreneur
competitions
1,216 volunteer hours
USD 15.5 million
in charitable contributions
USD 2.7 million
in social investments
74% of senior
management hired locally
107,920 BTS
which use energy efficient
technology
823 BTS powered by
renewable technology
1,496 GWh
total energy use
Page 13
M a t e rial matters
Page 59
s
k
is
R
1
Infrastructure
accelerator
P
e
o
p
l
e
Page 27
2
3
r f o r m a nce
P e
G
o
v
e
r
n
ance
Page 34
Page 36
2. Digital operator We take our responsibility by
fostering digital entrepreneurship, skills and literacy in
our local communities. This positively affects our digital/
technological and social and relationship capitals.
3. Ventures We create digital assets that
complement our businesses and contribute to our
ambitions as a digital operator. In the emerging markets
VEON operates in, ventures in fintech or entertainment
are high potential assets that enhance our customer,
technology and digital capital.
And continue to create value in the long term
71% network 4G population coverage
54% 4G customer penetration
85 million active mobile 4G subscriber
8.8 million TBs Network Mobile Data Traffic
6.8 GB Average monthly data used by
subscriber
19.2 million active digital wallets
We invested in our networks, most
notably 4G, to increase coverage and the
quality of the mobile internet experience.
With our digital services and solutions,
we provided accessible services in
mobile entertainment, education, health
and finance.
Stakeholders
UN SDs
54 average training hours per
employee
41 start-ups support
16 hackathons conducted
“EX=CX” – Our employee experience
drives our customers experience. Our
people provided us with an opportunity
to enable the delivery of VEON’s strategy.
1,923 educational institutions with free
or subsidised internet connections
158,739 individuals benefitting from
donated ICT equipment
480,500 individuals benefitting from
mobile literacy and skills development
programmes
161,603 individuals enrolled in
traditional education and skills
development initiatives
VEON continued to create value for
customers, largely through the benefits
of digital lifestyle apps providing financial,
education, healthcare and entertainment
services. We used our services to
facilitate education in the local
communities in the countries we operate
in, thereby lowering the literacy gap.
Stakeholders
UN SDGs
Stakeholders
UN SDGs
0.7 megatons total CO2e emissions
During 2022, we depleted natural capital
value through carbon emissions.
Stakeholders
UN SDGs
Value created
Value preserved
Value eroded
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 9
1
Expanding digital connections
that empower lifestyles
Creating a better future for our customers,
employees and communities is what matters
to us. Empowering digital lifestyles is how we
achieve this.
Faisal mosque, Islamabad
In this section
Message from our CEO
Our material matters
Creating a better future
Prosperity
Our people
Principles of governance
10
13
15
15
27
34
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 10
Message from our CEO
Fulfilling
our digital
promise
VEON’s Digital Operator
strategy has transformed the
way we engage our customers
during an unprecedented
period of global uncertainty.
Kaan Terzioğlu
Chief Executive Officer
Success for VEON means putting the customer
at the centre of everything we do.
We began this journey three years ago with a simple ambition: to become more relevant to our customers
Success for VEON means putting the customer at the
centre of everything we do. It means staying close to
them by serving needs and opportunities others do not
see. Yet the events of the past three years have brought
us closer to our customers in ways we could not have
foreseen as we embarked on our digital operator
strategy in early 2020.
Just as Covid-19 transformed the world’s dependency on
high-speed connectivity, geopolitical situation in the
regions where we operate is now reinforcing the
fundamental need to remain connected with one
another when distance and adversity come between us.
VEON’s priority throughout has been to be there for our
customers whenever they need us and to see adversity
as an opportunity to serve them better, not as an excuse
to disappoint.
While the tragedies of conflict and the pandemic
will forever humble us, connecting people through an
expanding universe of digital capabilities has been the
driving force behind VEON’s transformation since we
embarked on our digital journey three years ago.
The past 12 months have brought this story to life
through the results we have delivered. I am proud
that during the course of 2022, most, if not all, of our
current portfolio of markets achieved double-digit
growth in revenues – a remarkable achievement given
the global context. This has driven a welcome return
to double-digit growth of 12.6% in local currency at
Group level following the disruptions of Covid-19 during
the prior two years.
Refer to the CFO review on pages 37 to 40.
VEON is indeed a growth story. Our services are
fundamental to the fabric of the high-growth
markets we serve, and our capabilities are bringing
to life a digital economy as we drive growth and
prosperity through connecting people with
opportunity.
Our digital operator strategy
We began this journey three years ago with a simple
ambition: to become more relevant to our customers.
The traditional telecoms company serves its customers
with call and voice services for an average of 32 minutes
per day. VEON’s goal is 1440 minutes – to be relevant
to each of them in every moment of every day through
digital services that align to our customers’ changing
needs as lifestyles evolve.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 11
Message from our CEO continued
VEON’s
goal is 1440
minutes – to
be relevant to
each of them in
every moment
of every day
through digital
services that
adapt as the
lifestyles of
our customers
evolve
Our results-driven digital operator strategy
Growing customer engagement and retention
Listen
d
a
e
R
M
a
n
a
g
e
c h
W a t
Play
Call and
Message
K n o w
S
t
o
r
e
P
a
y
Care
That is the cornerstone of our Digital Operator Strategy.
What started with the introduction of simple self-care
applications has since grown into a complex ecosystem
of services that has led us into a host of adjacent
markets and continues to connect a wealth of new
verticals beyond our connectivity offering.
This is a digital transformation that VEON’s markets are
ripe for. These are home to over 500 million people –
around 7% of the world’s population – and span some
of the globe’s most dynamic economies.
Around half of this population in our footprint is yet be
connected to internet experience, and these markets
are expected to grow on average by around 5% in the
year ahead.
The appetite in these nations for opportunity and
betterment is mirrored by the pace at which new
technologies are being adopted. This is transforming
the physical footprint of traditional industries into the
growing number of virtual environments – there are
opportunities to provide banking, education and
healthcare services digitally. This helps to reduce the
cost of these services and extending their reach,
accessibility and affordability.
This transformation has enabled us, through JazzCash
in Pakistan, to reach more finance customers than any
other bank. It has allowed us to launch Kazakhstan’s first
digital payment card, Simply, and to show we can serve
customers there without being their mobile services
provider through our digital operator IZI. This has
connected millions of our customers to live sports and
entertainment through market-leading applications like
Tamasha and Toffee that bring excitement, joy and a
sense of togetherness that are the beating heart of the
digital experience.
By imagining services that capture these opportunities,
VEON is at the heart of this transformation. Alongside
these verticals, we are deploying horizontal capabilities
like credentials management, cloud services,
cybersecurity and AdTech that few can match.
This transformation is still in its infancy. For a large
proportion of our nations’ adults, their first smartphone
purchase is still several years away. As smartphone
penetration increases, our fleet of digital applications
already deployed in each marketplace will be
increasingly more relevant.
Towards an asset light future
Just as our digital operator strategy has transformed
our services, so too is our asset light strategy radically
reshaping VEON’s physical footprint across its
operating markets.
The era of the vertically integrated telecoms company
is over. Operators can no longer afford to possess and
maintain their own unique, dedicated infrastructure.
The physical delayering of the telecommunications
industry is underway and is a process in which
VEON is determined to be a pioneer.
We signalled our intent in December 2021 by completing
the sale of the majority of our Russian towers in a
groundbreaking deal with Service-Telecom, which
realised over USD 1 billion in cash proceeds.
Elsewhere, our pursuit of asset light has seen us
separate our infrastructure businesses from our services
through new legal entities, which are now in place in
all our markets. It sees us pursuing monetisation
opportunities with independent tower companies while
collaborating with our fellow operators to explore
efficient, shared solutions to our infrastructure needs.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 12
Message from our CEO continued
VEON’s
growth
strategy
spans two key
dimensions
Our strategy for growth
Our vision of an asset light future is just one expression of VEON’s growth strategy,
which we see as spanning two key dimensions.
Dimension number ONE
Dimension number TWO
Customer
Value proposition
Digital operator:
Providing experiences
Investor
Value proposition
3 vectors
of value creation
INFRASTRUCTURE
VENTURES
Not only do transactions like these unlock considerable
financial value, they reduce the resources that are
wasted each day in powering the vast duplicate
networks that still dominate our industry. This will enable
our industry to reduce its carbon emissions and
accelerate the move to net-zero, which VEON is proud
to support.
The coming quarters are likely to see further progress
on these fronts and I look forward to updating the
market as opportunities present themselves.
Our strategy for growth
Dimension number one governs our relationship with
investors and the different sources of value we offer
them. Collectively, these comprise three vectors of value
creation: our infrastructure businesses, our telecom
operations via VEON’s digital operations and our
stand-alone digital assets. Each attracts a different
type of investor, illustrated by our success in unlocking
the value of our infrastructure assets and the
partnerships we have forged with private equity
around our digital assets.
Dimension number two captures our relationship
with customers. This is what we used to call our core
connectivity business but now operate through six
digital operators, each fully empowered to pursue
growth opportunities in their local markets.
These brands are the heart of our business. They serve
around 7% of the world’s population eager for
entertainment, financial services, education opportunities
and healthcare. These are the distribution channels for
the digital assets that are transforming VEON from being
a seller of gigabytes to a provider of lifestyle services.
Each of these adjacent markets has the potential, over
time, to become as large as our core communications
market, and as we prospect them we are finding new
verticals. It is these opportunities, and our belief that no
one else can capture them more effectively than we can,
that define the value of our digital operator model and
the confidence we have in its future.
Responsible business
Businesses cannot deliver long-term value without
committing to sustainable business principles. These
include our commitments to the environment, our
governance and our culture. They extend to our
customers, for whom our industry has a particular
duty of care.
As a group of national digital operators, our brands
will play a defining role in how digitisation unfolds in
emerging markets. Throughout, we must view ourselves
as the guardians of the data. This means upholding the
highest standards of confidentiality and cybersecurity
across our operations.
It is my fundamental belief that as a valuable resource,
data should generate value within the geography where
it is created, not be exported overseas to be sold back
as a product. When used and processed locally, data
can become a valuable contributor to sustainable
economic growth through the cultivation of a wealth
of value-added services.
As companies that are intrinsic and long-term players in
the local economies, our digital operators are respectful
of data sovereignty and focused on developing solutions
that unlock the enormous economic potential that local
data processing can create. Processed data will benefit
the nations to which it belongs.
The way forward
In three years, our digital operator strategy has come
full circle. It has unified our three business pillars of
infrastructure, our telecom operations and digital
assets into a single, coherent whole and offers an
unrivalled customer experience in each of the six
markets we serve.
Each year, every step has brought us new challenges,
from pandemic, to conflict to floods. Each time, we
have demonstrated that we are not here to create
excuses, but to deliver results. Collectively, our Company
of 16,207 employees is stronger today than before,
having solved problems and evolved business practices
in ways previously unimaginable.
Our future success is limited only
by our imagination.
The one constant will be the creativity and ingenuity of
our customers. Matching these with services that enthral
and entertain will ensure we deepen those partnerships
while expanding future opportunities for all.
None of our achievements are possible without the
dedication of our employees, the loyalty of our
customers and the support of our shareholders and
other stakeholders. We take none of these for granted,
and I thank each of them for their confidence in our
business, for their contributions to the results we have
delivered and for their continued belief in VEON’s
exciting future.
Kaan Terzioğlu
Chief Executive Officer
June 2023
+Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 13
Our material matters
Matthieu Galvani
Chief Corporate Affairs Officer
VEON conducted an extensive
refresh of its Materiality Assessment
in 2022. This in-depth assessment
was conducted with a view of the
most recent economic, social,
environmental and governance issues,
as well as the most relevant macro-
level risks. To do so, we undertook
a review of the areas of focus of
comparable companies, together with
an assessment of the strategic focus of
the Company over the course of 2022.
Part of this assessment consisted
of surveying over 200 internal and
external stakeholders. The outcome
of this process was the identification
of VEON’s material topics for 2022.
Transforming lives through converged
connectivity and digital services
The 21st century has seen digital connectivity become
the cornerstone of everyday life for billions across the
globe. Internet access is now an inalienable
humanitarian right, recognised by the UNSDGs and
telecoms providers from 111 countries under the
GSMA’s Humanitarian Connectivity Charter.
War and pandemic have redefined mobile networks as
an essential resource, enabling people to stay connected
with loved ones, access impartial, reliable information
and harness new digital services to sustain livelihoods
at times of greatest need.
Through our six digital operators, VEON is committed
to ensuring connectivity is available wherever and
whenever our 157 million customers need us. We deliver
this through the expanding reach of our high-speed
4G networks and a growing range of digital services
designed to entertain and empower.
Focusing on what is important for long-term value
creation and material for our stakeholders assists in
developing ways in which to best measure and
demonstrate our value to society and impact on the
planet. This in turn, supports internal decision-making,
relevant stakeholder communication, progress towards
ESG goals and builds trust with our customers.
As ESG is increasingly becoming a decision component
of asset allocation there is a growing attention on
reporting which is currently complex, fragmented
and not necessarily aligned to the impact of the
mobile industry.
In the last two years, momentum towards the
harmonisation of universal standards has accelerated.
The International Sustainability Standards Board (ISSB)
launched in November 2021 at COP26 aims to provide a
comprehensive, global sustainability reporting baseline.
The ISSB builds on the work of existing investor-focused
reporting initiatives – including the WEF Stakeholder
Capitalism Metrics – to become the global
standard-setter for sustainability disclosures for the
financial markets. The Stakeholder Capitalism Metrics
WEF IBC metrics are built on the basis of the UNSDGs
and are organised under four pillars: Principles
of Governance, People, Prosperity and Planet. These
metrics are well positioned to form the foundational tier
of our ESG reporting as they encompass many of the
topics deemed material by our industry such as diversity
and inclusion, business ethics, employee health and
safety, social investments and tax transparency.
Over and above the World Economic Forum’s
stakeholder capitalism metrics that cover many of
the issues that are material to our Industry, the GSM
Association has proposed a set of 10 core KPIs designed
to complement these universal metrics and form an
industry-specific layer of ESG reporting. Those mobile
industry-related KPIs are organised under four
categories: Environment, Digital inclusion, Digital
integrity and Supply chain.
When conducting our 2022 materiality assessment,
VEON has taken into account both WEF’s stakeholder
capitalism metrics as well as GSMA’s ESG metrics for
the mobile industry.
Our materiality
determination process
1 STEP ONE
Benchmark
Review of focus areas for comparable
companies and industry leaders,
together with an assessment of VEON’s
strategic focus over the course of 2022
2 STEP TWO
Long list
Present Step 1 benchmark findings to
Group CFO and Group CEO, and establish
a 20-items long list to be put through
the survey – 10 material matters and
10 licence to operate topics
3 STEP THREE
Survey preparation
Assemble the documentation and
contextual information to be sent to
the respondents of the survey
4 STEP FOUR
Identify respondents
Internal stakeholders:
HQ and OpCo employees, Board members
External stakeholders:
Debt/equity holders, bond holders, banks
5 STEP FIVE
Survey
Conduct the survey with the identified
respondents, collect and analyse
the data
6 STEP SIX
Review with senior
leadership team
Review and discuss survey results
with OpCo CEOs and Group Executive
Committee (GEC) members
7 STEP SEVEN
Short list
Based on survey results and
leadership discussions, narrow the
20 items from the long list to the
proposed top 10
8 STEP EIGHT
Validation
Short list sent for review and validation
to Group CEO and CFO, Chairman of the
Board, Audit and Risk Committee Chairman
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 14
Our material matters continued
We believe
communication
is a basic social
need, connecting
people and
communities with
resources essential
for growth,
well-being and
development
Material matters
Strong
infrastructure:
network quality,
resilience,
expansion
Digital and
financial inclusion
Cybersecurity and
online safety
Constant
innovation in
products and
services
Best customer
experience,
for maximum
satisfaction
and loyalty
MM1
MM2
MM3
MM4
MM5
Why this is important
Why this is important
Why this is important
Why this is important
Why this is important
The world’s increasing
reliance on mobile networks
that connect billions of
people demands constant
network quality, reliability
and availability.
Empowering people
through information and
communication banking
by removing barriers that
exclude communities from
the wider economy.
VEON is committed to
protecting the business, our
people and our customers
against cyber attacks and to
comply with international
data privacy rules on
handling of personal data.
Constant innovation means
VEON stays relevant and
continues to offer our
stakeholders products
and services that they
require and contribute to
sustainable long-term value.
VEON’s people, product
and services build trust in
our customers creating the
best customer experience,
leading to customer
satisfaction and brand
loyalty.
SDG goals
SDG goals
SDG goals
SDG goals
SDG goals
Licence to operate
Employees’ health
and safety
Talent
management
and skills
development
Highest standards
in corporate
governance, strong
business ethics and
compliance
Strong financial
performance,
balance sheet
resilience
Diversity and
inclusion in the
workforce, create
social value
LO1
LO2
LO3
LO4
LO5
Why this is important
Why this is important
Why this is important
Why this is important
Why this is important
We are committed to
providing a safe and healthy
working environment, with
the objective that there
should be no fatalities or
injuries as a consequence of
VEON’s activities.
Effective talent management
and capability development
ensures the organisation’s
ability to deliver our
strategy, aligning reward
systems to create long-
term stakeholder value,
an effective operating
model and an outstanding,
progressive culture of
delivery in everything we do.
Responsible and effective
corporate governance
helps cultivate a culture
of integrity, leading to
positive performance and
a sustainable value-adding
business for all stakeholders.
Solid financial performance
and a resilient balance sheet
assist VEON to operate
under stressful conditions,
to preserve value for
stakeholders.
An inclusive, equitable and
diverse group of people
connects to our purpose to
provide connectivity in the
diverse markets in which we
operate, fuels sustainable
economic growth and
benefits societies and
humanity at large.
SDG goals
SDG goals
SDG goals
SDG goals
SDG goals
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
15
Creating a better future
PROSPERITY
MM1 MM2
MM3
MM4 MM5
LO1
LO2
LO5
– Employment generation
– Innovation of products and services
– Community and social vitality
A company’s role in furthering
economic, technological and social
progress for its communities.
Digital operators
The key to sustainable growth is ensuring the power of connectivity and digital services to transform outcomes is
available to all. Our six digital operators provide these to 157 million customers for 1440 minutes each day, every
day. Together, we are enabling sustainable futures through services that reach beyond entertainment to empower
opportunity across financial services, healthcare and education.
Financial services
VEON’s digital financial services meet a critical need,
transforming the traditional banking model in societies
where low levels of financial inclusion remain a barrier
to growth and social change. In four of our six markets,
more than half of the adult population has no bank
account. By delivering financial services via smart and
feature phones, our digital operators can play a leading
role in ending financial exclusion in the communities
they serve.
JazzCash, our market-leading digital financial service in
Pakistan, has pioneered the development of digital
banking in a nation where the reach of traditional banks
remains limited. Over 80% of Pakistan’s adult population
lack access to a bank account; a proportion that is
higher for women who face additional social challenges
to financial inclusion. As of the end of 2022, JazzCash
serves the financial needs of over 16 million customers,
providing a payments network that extends to
250,000 merchants and facilitating between 50,000
and 60,000 microloans each day, helping to sustain
livelihoods at a time of rising living costs.
Beeline Kazakhstan has pioneered the nation’s first
digital payment card, Simply, which links to a
customer’s phone number to act as an electronic
wallet and premium digital Visa Platinum card. Simply
integrates with Apple Pay, Samsung Pay and Garmin
Pay and currently serves around 250,000 active
users monthly.
In Uzbekistan, Beeline has launched Beepul, an
innovative digital payments service developed by our
digital developer subsidiary in the country, BeeLab.
In September 2022, BeeLab was granted a licence by
the Uzbekistan Central Bank to expand the reach of
Beepul. Now, customers of any network pay for around
500 services nationwide from their smartphone –
a major step forward in the development of the nation’s
digital payment ecosystem.
Beeline has launched Beepul, an innovative digital payments service developed by our digital developer subsidiary in the country, BeeLab
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix Building the future
Ziana has big plans for the platform: “One of the biggest
takeaways from the whole process is that it has given
us belief in the project, that women-centred and women-led
businesses can thrive,” she says, adding, “Our aim is to
digitise 100,000 female micro entrepreneurs by 2024. We
want to help at least 25,000 women double their income.”
Bechlo is helping women across Pakistan tap into the idea
of doing business. “We are helping women who make
clothing and jewellery at home and women who source their
product from a wholesaler find buyers. We are even helping
people who are reselling pre-loved items so that they do not
even need to know how to make or source product, they
can just sell what they have at home,” says Ziana
In the very short time since the launch, Bechlo is already
making a massive difference to the lives of women in
Pakistan by embracing the advantages that come with
mobility and ever more affordable smartphones.
According to data from the GSMA, in 2018 the mobile
ecosystem generated 5.4% of GDP or USD 17 billion in
value add. This is forecasted to increase up to
USD 24 billion in 2023 due to productivity benefits from
increasing mobile internet penetration, and no doubt
the enablement of social enterprises like Bechlo.
16
Creating a better future continued
Female entrepreneurs get helping hand with Jazz
Finding inspiration
Bechlo is the culmination of what is now a 12-year career
spent as an educator and entrepreneur. Ziana launched
her first business, Fashioneastas.com, in 2010 as a Pakistan
national living in Kuwait. “I noticed that among the large
expat community there was a demand for Pakistani
culture and clothing, but supply lines were limited. I set up
Fashioneastas.com for designers in Pakistan to sell their
products overseas, not just into Kuwait but around the
world,” she says.
In 2017, Ziana set up her second e-commerce company,
which was a not-for-profit social initiative called The Green
Bag Project. The idea was to create awareness about single
use plastics.
“We came up with a line of reusable bags which were
stitched by seamstresses in rural Pakistan,” says Ziana,
“The Green Bag Project exposed us to some of the issues
people face in this part of the world such as
unreliable (or non-existent) electricity supply or a shortage
of equipment or resources. We realised that these
limitations meant we could only do things on a small scale.
That is when we had the idea for Bechlo. We could create a
platform that would act as digital marketplace for women
all over Pakistan that were making or reselling clothes.”
Enabling entrepreneurship
In March 2022, Bechlo was announced as the winner
of the National UNDP Jazz SDG bootcamp for social
enterprises in Pakistan. This bootcamp was a part of
the agreement inked between UNDP and Jazz in
December 2020 with an aim to promote promising
social ventures that are addressing the country’s
developmental challenges.
So far, this bootcamp and others like it have trained,
mentored, and educated 201 nationwide social enterprises,
including 159 female participants. The programme
comprised 20 bootcamps nationwide by December 2022
targeting close to 800 youngsters and 50% women
participation.
Taking part and winning the National UNDP Jazz SDG
bootcamp for social enterprises also provided Bechlo with
an opportunity to join Youth Co:Lab, the largest youth
social entrepreneurship movement in Asia and the Pacific,
along with providing access to mentorship opportunities
and exclusive digital giveaways by Jazz.
With a population of almost 230 million people, Pakistan
is the world’s fifth-most populous country. The Global
Wage Report 2018/19 states that women in Pakistan
make an average salary that is 34% lower than men,
furthermore women make up 90% of the bottom 1% of
wage earners.
“If you wanted to open a bank account until about
six months ago, you would need a male relative or
guardian to submit the documents on your behalf. You
would need proof of income, and you would need to fill
out a lot of very detailed forms in order to be able to get
access to a bank account,” says Ziana Sakhia, CEO and
co-founder of Pakistan-based online marketplace Bechlo.
“Now, thanks to initiatives like Jazz Cash, women can
set up digital bank accounts without needing any male
counterparts or any detailed documents proving
a financial status.”
Ziana launched Bechlo, which translates from Urdu as
“sell it”, on International Women’s Day, 2021, with the
tagline “Created for women, by women”.
Bechlo is a virtual marketplace where people can shop
through Instagram and Facebook. It features a one click
checkout for payments, and the platform takes care of
customer service, shipping and payments for the seller.
We are on a mission to make e-commerce easy,
affordable and accessible for women across Pakistan.
Internet access and smartphone ownership are still
quite low relative to the entire population of over
220 million people, but the numbers are growing fast
thanks to the efforts of operators like Jazz. Over the
past three years about 25 million women have gained
access to social media.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 17
Creating a better future continued
Education
Educational opportunities are among the most exciting
needs we can serve through our digital services.
With around half of the combined population of our
markets under the age of 30, the ability to access teaching
and education resources through our networks has
considerable scope to improve life outcomes for individuals
in the developing markets we serve.
Covid-19 lockdowns demonstrated the ability to migrate
learning online during extended periods when physical
contact was not possible. Today, conflict in Ukraine is driving
a similar need. Throughout, our digital operators have
enabled teachers and students to stay connected with free
access to e-learning, ensuring the continuity of education
outside of the classroom.
Our digital operators are now expanding the scope and
reach of online education through new edtech services
tailored to a variety of learning needs, from elementary
schooling though to language skills, postgraduate study
and vocational training.
Alongside free access to e-learning platforms that enable
students to continue their education wherever they are
located, Kyivstar TV now provides a wealth of educational
programming for a variety of audiences in Ukraine. These
range from preschool learning through to language courses
and academy modules offering ICT skills in programming,
online design and cybersecurity. By bundling these
resources together with entertainment content, our goal
is to encourage learning through the interactive use of a
single media platform designed to entertain as well as
to inform.
Banglalink has partnered with TutorsInc to deliver a host of
digital learning experiences via its MyBL app. TutorsInc is a
conceptual learning platform offering a rich variety of study
materials including online courses, one-to-one video
sessions, live classes and study notes covering both national
and international academic.
Developing digital skills
When Botir Arifdjanov founded the Astrum IT Academy
in 2021, he was confident there would be no shortage
of applicants. “The demand for software engineers has
surged in Uzbekistan in recent years following incentives
created by Uzbek Government for IT companies”, said
Botir, whose background as a tech entrepreneur and
pioneer of edtech in Uzbekistan gives him first-hand
experience of the role digital education can play in
helping to realise the government’s ambitious digital
transformation agenda.
The Astrum IT Academy is one of a growing number of
digital educational initiatives Beeline is proud to support
in Uzbekistan. Working in partnership with Bilim Tech,
a leading local edtech company, Beeline is helping
Astrum realise its ambition to become Central Asia’s
largest IT academy. Through proving educational services
and opportunities for students to experience real-life
AI and big data projects, Beeline is sharing its digital
expertise while helping to develop a talent pool vital to
the future success of both our Company and the nation.
Developing digital skills is a key component of the
government’s digital Uzbekistan 2030 strategy. Launched
in 2020, this ambitious project aims to achieve a
transformation of the nation’s digital capabilities in a
variety of sectors, including telecommunications, public
services and healthcare. As the nation’s leading digital
operator, Beeline is playing a leading role in helping to
realise these goals, both through expanding the reach
of our high-speed 4G data networks and nurturing local
talent to grow the digital economy they enable.
This is important for a nation where a lack of local ICT
employment opportunities has encouraged many to seek
careers elsewhere. With over 50% of the population under
the age of 30, there is a golden opportunity to equip
individuals with these skills at an early age.
Beeline is investing in this process through our own
operations. In August 2022, we announced our plans
to build an international operations hub for VEON’s IT and
digital teams in Tashkent’s newly-opened IT Park, boosting
local ICT employment opportunities and enabling the
sharing of our expertise with other ecosystem companies.
We expanded our local BeeLab software team from 15 to
100 employees and are investing in a Beeline IT Academy
in Uzbekistan to provide our own digital education hub
across areas including IT skills and cybersecurity.
Away from the workplace and classroom, Beeline is
pioneering new ways of developing edtech services,
including the delivery of digital education materials through
its new SINAPS platform.
“Education is a living thing; it evolves”, says Andrzej
Malinowski, CEO of Beeline Uzbekistan. “The objective
of our industry should be to provide a platform with courses
related to coding, programming and cybersecurity – allowing
people to gain knowledge that is relevant and useful. This is
especially important in countries such as Uzbekistan with
a fast-growing younger generation.”
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 18
Creating a better future continued
Digital transformation through education
“I cannot thank Beeline enough for this centre,” says
Eldar Juraev, a student at Kyrgyzstan’s Jalal-Abad State
University and a regular user of the city’s new co-working
centre, opened by VEON‘s digital operator in the country,
Beeline. “In the classes, I have learnt about so many
useful applications and financial services that will help
me in the future.”
Eldar is just one of the many young Kyrgyzstanis on
whom the country is pinning its economic hopes.
Citing digital transformation as a key development goal,
Kyrgyzstan’s 2018-2040 national strategy includes a
pledge to enable the next generation to play a leading
role in domestic and global digital labour markets.
But vision is not always matched by resources, especially
in towns like Jalal-Abad which are far from the capital city,
Bishkek. For the past five years, Beeline has been working
to address this shortfall by creating co-working centres
that provide students and budding entrepreneurs a
bright, modern environment with free access to
computers and Wi-Fi. Fully equipped with ICT equipment,
furniture and support, these centres create havens for
study, as well as providing spaces for fostering digital
collaboration within communities.
Beeline is also offering masterclasses to co-centre users
in order to share our digital knowledge with a generation
which, like Eldar, is eager to learn. For classes on
programming, project and productivity management,
software have been provided to support young people
in developing their skills, knowledge and entrepreneurial
potential while strengthening the awareness of Beeline
among a socially aware community.
For those who harbour ambitions to become ICT
professionals, Beeline offers a variety of courses
dedicated to providing vocational training to the nation’s
young adults. These draw on the skills of teachers and
mentors from across the industry to provide education
and mentoring in a variety of technology and digital
fields, together with internship opportunities at Beeline.
In total, around 360 participants were selected from
about 1,600 applicants for these courses in the first year,
10 of whom were offered internships and two became
successfully employed by Beeline.
Partnerships are another route through which Beeline
extends the reach of its digital education initiatives.
These include free courses offered in collaboration
with Digital Academy, a local specialist training institute,
in areas such as UX / UI design.
Participants include 21 year-old Anara Erkebayeva
from the village of Uchkun in the Kara-Suu district of the
Osh region. Despite suffering from scoliosis from a young
age which limits her mobility, Anara is determined to
pursue a career in IT and signed up to one of Digital
Academy’s courses, eventually being awarded with a
high-quality laptop from Beeline as one of the highest
performing students.
Arna now runs her own e-commerce business.
“Beeline has created an excellent opportunity for
mastering the IT sphere,” she said of her course
experience. “Such courses are a great opportunity
for people with disabilities. I am grateful to Beeline
for this opportunity. It motivates me for new
achievements.”
Building on the success of its first year of courses, Beeline
has now launched a second stream which has attracted
more than 3,000 applicants from across the country,
75 of whom went on to receive training in data science,
SQL, ICT project management, information security and
systems administration. Students were also given tours of
IT companies and participated in teambuilding exercises
and meetings with experts to help prepare them for
the workplace.
“It is important for us that our social and educational
initiatives bring real benefits to society,” said Alexander
Atamanov, Commercial Director of Beeline Kyrgyzstan.
“We want our youth to develop and contribute to the
development of the country.”
That is a goal we share with the nation as we partner
together to realise the full potential of Kyrgyzstan’s
digital future.
Digital skills programmes
MM2
MM4
LO5
Particulars
Digital inclusion
Number of digital wallets (thousands)
– JazzCash (Pakistan)
– Simply (Kazakhstan)
– BeePul (Uzbekistan)
– Balance (Kyrgyzstan)
Digital skills and literacy
2022
2021
2020
16,421
2,256
285
243
15,199
1,760
224
34
12,168
710
135
31
Number of educational institutions with free or subsidised internet connections
1,923
352
102
Number of individuals benefitting from donated ICT equipment
158,739
54,890
42,100
Number of individuals benefitting from mobile literacy and skills development
programmes
Number of individuals enrolled in traditional education and skills development
initiatives
480,500
52,100
39,814
161,603
59,534
41,825
Digital innovation
Monthly active users of self-care apps and web services (thousands)
– Ukraine
– Pakistan
– Bangladesh
– Uzbekistan
– Kazakhstan
– Kyrgyzstan
Make your mark
Number of people attending entrepreneurship educational events
Number of people entering digital entrepreneur competitions
Number of start-ups supported
Number of hackathons conducted
3,945
12,672
5,700
4,868
3,933
549
4,736
22,698
41
16
4,206
9,827
3,194
3,625
2,990
324
39,524
17,301
14
6
2,898
7,789
1,872
2,026
1,907
91
4,479
19,260
13
6
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
19
Creating a better future continued
In Ukraine,
Kyivstar has
joined on an
ambitious project
to establish a
national digital
health service as
part of its
commitment to
rebuilding the
nation
Healthcare
Access to healthcare is a pressing need across the
communities we serve. Medical facilities can be
dispersed and lay outside the financial reach of many.
Democratising healthcare access through the
development of smartphone-enabled services enables
our digital operators to deliver a range of medical
resources via a single portal, reducing costs and
barriers to successful diagnoses and treatment.
The project brings Kyivstar together with Helsi Ukraine,
the country’s largest medical information system, in
which Kyivstar has made a strategic investment in order
to scale eHealth service at the national level and make it
available to every Ukrainian, both at home and abroad.
As well as acting as the digital interface between patients
and medical staff, Helsi will enable the preparation of
treatment plans, maintain medical records and integrate
the provision of primary healthcare with pharmacies and
laboratories, providing vital continuity in care as the
nation rebuilds.
In Pakistan, Jazz’s BIMA Sehat provides a 24-hour
tele-doctor service and hospital insurance package
in partnership with our MILVIK Mobile Pakistan partner.
This service is offered to all of Jazz’s pre-paid customers
for as little as PKR 1.43 per day, providing smartphone
access to an extensive network of healthcare resources
along with discounts at pharmacies and on laboratory
tests and home medicine delivery.
Banglalink’s Health Hub is a one-stop healthcare
platform that covers every aspect of an individual’s
health, from initial consultations to treatment
planning and medicine delivery. Introduced as part of
Banglalink’s MyBL self-care service, users have access
to a comprehensive array of affordable digital health
services provided by Health Hub partners, including
Bangladesh’s leading healthcare providers Daktarbhai,
DocTime and Pulse.
Banglalink’s Health Hub is a one-stop healthcare platform that covers every aspect of an individual’s health
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 20
Creating a better future continued
@banglalinkmela
is empowering
young stars like
Mohima to
pursue their
passion for
creating digital
content
Entertainment
The expansion of our 4G networks has transformed our
ability to serve a host of media steaming, music apps
and live sports to our customers. Developed using the
very latest digital technologies and protocols, these
are expanding access to a world of local and global
entertainment and redefining the customer experience
of our services.
In Ukraine, our media streaming service Kyivstar TV
provides more than 20 000 units of content, including
Hollywood blockbusters, series, documentary films, and
320 live TV. This over-the-top (OTT) platform is one of
the leaders on OTT market and its popularity continued
to grow throughout 2022, driving a 60% rise in its
user base.
Jazz’s video streaming app Tamasha provides our mobile
subscribers in Pakistan with unrivalled access to the
best in premium TV channels, movies, dramas and live
sport, each delivered in HD format to their smartphones.
2022 saw Tamasha’s user base rise to 6.5 million after
it delivered exclusive ad-free streaming of the Cricket
World Cup and live streaming of the FIFA World Cup
throughout the fourth quarter.
In Bangladesh, Toffee has grown rapidly to become the
nation’s number one video streaming app, with over
25 million active users. With its emphasis on local
language content, user-generated media and sport,
Toffee has proven to be a local success story in a market
where global streaming services have struggled. 2022
was a record year for Toffee as it attracted more users
than ever before after launching exclusive streaming of
the FIFA World Cup, enabling Toffee users to view live
matches from any network.
The beautiful game
Little else has the ability to unite a nation in a
single moment in quite the same way as live
sport. In Bangladesh, 2022 saw live streaming
of the world’s most watched sports event go
mainstream as Banglalink’s market-leading
streaming service Toffee provided live coverage
of the FIFA World Cup via 4G networks for the
first time.
Toffee’s coverage was a landmark moment for
Bangladesh’s fast-growing streaming industry.
Record online audiences were recorded as the
tournament’s reach extended beyond
traditional TVs to the smartphones of a new
digital audience. Around one billion views of
the sporting action were served by Toffee,
which provided exclusive match play access
across all networks to fans on the move or on
large screens via the Toffee Android TV app.
Toffee’s live coverage was provided in
partnership with K Sports, one of the nation’s
leading sports marketing companies, for which
the popularity of Toffee was a key attraction.
“Toffee is the right fit for live streaming a mega event like World Cup Football because of its wide user base
and smooth streaming experiences,” said Fahad Mohammed Ahmed Karim, Chief Executive Officer of K Sports.
“It is an exciting opportunity for our football lovers to watch the live stream of world cup matches in
a convenient way.”
Sports fans certainly seemed to agree. Toffee’s viewing numbers hit new highs as football fans turned away
from traditional TVs for the convenience of live streaming through their mobile devices. Over 25 million unique
viewers watched the Round of 16 matches and 15.5 million live streamed the world cup final. The tournament
helped drive a fivefold increase in Toffee’s daily active user base, which closed the year at 5.2 million.
Launched in November 2020, Toffee has grown quickly to become the nation’s favourite mobile streaming
platform. With an emphasis on local language and user-generated content alongside sport, Toffee now attracts
more active users than any other digital entertainment service in Bangladesh. As with its success in streaming
live cricket to a nation passionate about the sport, the FIFA World Cup demonstrated Toffee’s ability to connect
football with new audiences though a personalised viewing experience that matches the change in people’s
sports consumption habits. Toffee enabled revenue generation for local content generators.
Toffee’s reach reflects the considerable investment Bangalink has made in the nation’s high-speed 4G networks
as it embarks on ambitious strategy to move from regional mobile provider to nationwide digital operator.
Banglalink installed 4,200 new base stations in 2022 alone, which alongside a doubling of its radio spectrum
enabled it to expand its 4G reach to over 80% of customers by the end of the year. Throughout, Banglalink
maintained its position as the nation’s fastest mobile network, receiving the Ookla Speedtest Award for the third
year running.
Toffee is one of a variety of digital services this network expansion is enabling Banglalink to deliver to a growing
audience of users. These provide our customers with gateways to digital capabilities in healthcare, finance
and education. Together, they are redefining expectations of what mobile connectivity can offer, as well as
allowing a nation to share treasured moments of the beautiful game.
In Bangladesh, Toffee has grown rapidly to become the nation’s number one video streaming app, with over 5 million active users
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 21
Creating a better future continued
The world’s
increasing
reliance on
mobile networks
that connect
billions of people
online demands
constant
network quality,
reliability and
availability
Investing in our infrastructure
MM1
MM3
MM5
VEON possesses one of the largest mobile telecoms footprints in the developing world. We are rapidly
deploying high-speed 4G networks to provide customers with robust, safe and secure connectivity through
which to experience the best in converged digital services.
Network KPIs:
Particulars
Total base stations (physical sites)
– Total sites – 2G
– Total sites – 3G
– Total sites – 4G
Active mobile subscribers (3 months millions)
Active mobile data subscribers (3 months millions)
Active Mobile 4G subscribers (3 months Mn)
Network Mobile Data Traffic in TBs (’000)
GB of use (GBOU) (average GB per data user per month)
Total Ukraine
Total Pakistan
Total Bangladesh
Total Uzbekistan
Total Kazakhstan
Total Kyrgyzstan
2022
2021
2020
52,951
40,747
56,970
157
112
85
47,047
39,777
45,638
153
106
71
44,903
39,826
36,595
144
94
52
8,838
6,809
4,616
8.2
5.5
4.8
7.5
15.4
16.3
6.6
4.8
3.7
5.2
12.6
13.0
5.3
3.6
2.3
3.5
8.9
10.1
In 2022, we increased the number of 4G sites in each of
our countries of operation, with a collective growth rate
of 20% year on year. As of the end of the 2022, we are
serving 85 million customers with 4G, accounting for
54% of our total subscriber base. Our goal is to increase
4G penetration to 70%, enabling access to and
opportunities in mobile financial services, education
and healthcare.
Our investments into our networks and most notably
into our 4G networks have resulted not only expanded
coverage but also in consistently high levels of customer
experience, resulting in our operating companies
receiving recognition for the quality of the experience
that they provide. Expanding 4G participation means
widening the reach of digitisation in the fast-growing
economies we serve. This enables the digital economy to
evolve, creating new avenues for growth.
Strong infrastructure, network quality and
resilience
The world’s increasing reliance on mobile networks
that connect billions of people online demands constant
network quality, reliability and availability. VEON sets
high standards for the quality and the reliability of the
networks to provide accessibility of high-speed mobile
networks, ensuring the availability of critical
communications in the short term and the contribution
to growing economic and social activity in the medium
and long term.
Expanding 4G participation means widening the reach of digitisation in the fast-growing economies we serve
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
22
Creating a better future continued
Quality of service:
Particulars
Network population coverage (percent)
Ukraine
– 2G
– 3G
– 4G
Pakistan
– 2G
– 3G
– 4G
Bangladesh
– 2G
– 3G
– 4G
Uzbekistan
– 2G
– 3G
– 4G
Kazakhstan
– 2G
– 3G
– 4G
Kyrgyzstan
– 2G
– 3G
– 4G
2022
2021
2020
98%
75%
94%
84%
55%
64%
97%
76%
81%
94%
75%
78%
98%
89%
87%
98%
77%
92%
98%
75%
90%
79%
57%
59%
96%
76%
69%
92%
75%
62%
98%
88%
81%
98%
77%
93%
98%
75%
86%
74%
62%
51%
96%
75%
60%
92%
75%
52%
98%
86%
76%
98%
86%
90%
Bridging digital divides through 4G for all
In Kazakhstan, the key challenge is geography.
Kazakhstan is a vast country – the ninth largest in the
world – and is sparsely populated. Almost half the
population is rural, with a large number of small
settlements situated many miles apart from each other.
Nevertheless, our local digital operator Beeline is
committed to providing the highest quality of connectivity
and services to every citizen of Kazakhstan, regardless
of where they live.
This ambition lies behind Beeline’s ‘LTE Everywhere‘
strategy. Its goal is to equip 97% of our base stations with
4G capabilities through which we can provide high-speed
internet access and the growing range of digital services
this technology enables. Although we continue to
experiment with 5G in Kazakhstan, which we believe has
future application in industry-specific Internet of Things
(IoT) deployments, we continue to view 4G as the
workhorse for our customer networks for the foreseeable
future given the tremendous range of services it can
deliver. Beeline made continued progress in expanding
its availability across Kazakhstan in 2022, with our 4G
network now reaching 87.3% of the population, a 6.8 pp
rise on last year.
As well as the successes of ‘LTE Anywhere’, Beeline is
proud to partner with the nation’s other mobile
operators in the government’s 250+ project to bring the
benefits of internet connectivity to Kazakhstan’s most
remote regions.
Introduced in 2020, the 250+ project aims to extend
high-speed internet to all villages with a population of
250 or more through a collaborative approach to
network and equipment sharing between operators.
Once connected, local communities are offered network
access through any mobile provider on competitive
terms. In turn, each mobile operator is given equal access
to the shared network.
Through the 250+ project, Beeline has extended its
services to more than 1,500 villages for the first time,
drawing on geostationary satellite technology where
required to connect even the most remote settlements.
The 250+ project is transforming the digital connectivity
of rural communities and providing access to a range
of new services. These include distance learning,
telemedicine, mobile financial services and access to a
variety of government digital resources. Over time, the
extension of high-speed internet into rural areas is
expected to accelerate the economic development of
the Kazakh countryside, driving e-commerce in the
regions and facilitating the adoption of IoT technologies
in agriculture for the first time. Most importantly, being
able to access 4G and digital services for the first time
is changing people’s lives in ways many of us take for
granted. They are able to read the news and access a
wealth of information and resources previously beyond
their reach. They can study and work remotely and
access a variety of state services that previously required
tens or even hundreds of kilometres of travel to reach.
4G access is also helping to bridge the digital divide
between generations in Kazakh society. We see growing
use of our video services, instant messaging and financial
apps amongst our older customers. Thanks to 4G
coverage they can see their families more often, they can
watch their grandchildren grow and celebrate relatives’
birthdays, regardless of the distances that separate them.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 23
Creating a better future continued
Quality of service continued:
Particulars
Voice inaccessibility (percent)
Ukraine
– 2G
– 3G
Pakistan
– 2G
– 3G
Bangladesh
– 2G
– 3G
Uzbekistan
– 2G
– 3G
Kazakhstan
– 2G
– 3G
Kyrgyzstan
– 2G
– 3G
2022
2021
2020
Particulars
2022
2021
2020
Data inaccessibility (percent)
2.34%
0.38%
2.10%
0.46%
0.60%
0.42%
1.29%
0.25%
0.75%
0.40%
0.19%
0.28%
0.37%
0.12%
1.71%
0.49%
0.59%
0.33%
0.83%
0.22%
1.08%
0.28%
0.24%
0.16%
0.40%
0.13%
1.53%
0.37%
0.57%
0.42%
0.58%
0.24%
0.93%
0.33%
N/A
N/A
Ukraine
– 3G
– 4G
Pakistan
– 3G
– 4G
Bangladesh
– 3G
– 4G
Uzbekistan
– 3G
– 4G
Kazakhstan
– 3G
– 4G
Kyrgyzstan
– 3G
– 4G
2.06%
0.48%
0.70%
0.92%
0.48%
0.49%
0.61%
0.67%
1.32%
0.35%
1.25%
0.45%
0.76%
0.16%
0.59%
0.41%
0.42%
0.47%
0.46%
0.61%
1.07%
0.40%
0.76%
0.27%
0.53%
0.21%
0.36%
0.28%
0.37%
0.33%
0.56%
0.64%
1.07%
0.35%
N/A
N/A
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 24
Creating a better future continued
Quality of service continued:
Particulars
Voice call drop rate (percent)
Ukraine
– 2G
– 3G
Pakistan
– 2G
– 3G
Bangladesh
– 2G
– 3G
Uzbekistan
– 2G
– 3G
Kazakhstan
– 2G
– 3G
Kyrgyzstan
– 2G
– 3G
2022
2021
2020
0.90%
0.31%
1.09%
0.19%
0.56%
0.20%
0.41%
0.13%
0.66%
0.14%
0.30%
0.40%
0.76%
0.17%
0.84%
0.15%
0.66%
0.21%
0.42%
0.13%
0.58%
0.14%
0.33%
0.26%
0.68%
0.18%
0.89%
0.16%
0.66%
0.23%
0.71%
0.14%
0.47%
0.15%
0.35%
0.22%
Data privacy and cybersecurity:
VEON takes the utmost care to comply with international data privacy rules, as well as the way we handle personal data, to
ensure and underpin the trust of our customers. Together with data privacy laws, we have VEON Group privacy policy that
sets the minimum data privacy standard across the VEON Group. This standard includes privacy principles such as
lawfulness, transparency, data minimisation, retention, and security, as well as privacy processes covering privacy
assessments, vendor assessments and individual rights. Our operating companies ensure that this standard is integrated
into their business practices.
The regulatory landscape around this issue is constantly evolving and we maintain an open dialogue with lawmakers as well
as learning from best practices in countries with more established data protection frameworks.
Cybersecurity is important to us because we want to protect the business, our people, and our customer against cyber
attacks, to comply with legal requirements, such as General Data Protection Regulation (GDPR). Cybersecurity is therefore of
the highest priority to VEON and our Group CEO. Operational issues are reported into him on a rolling basis, and any
cybersecurity issues are reported to each operating company CEO.
Particulars
Progress of additional security measures implemented
Potentially adverse events analysed
Critical incidents managed preventively and solved without major negative impact
Notifications from external cyber intelligence services
Internally identified compromises that resulted in a breach and exfiltration of data
Reports from outside parties and substantiated by the organisation
Complaints from regulatory bodies
* 2020 includes Russia, Algeria and Georgia as well.
2022
89%
~384
9
495
3
23
4
2021
84%
~682
9
151
15
4
1
2020*
94%
~1,800
16
31
47
3
118
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix The importance of communication is beyond question.
The war in Ukraine has made that clear and the country
has made every effort to ensure that its people have
access to connectivity, and to restore the network when
needed. While Kyivstar and its competitors-turned-
partners can take much credit for this, thanks goes to
the generosity and actions of the international telecoms
community.
The cooperation between operators both within and
outside Ukraine has been groundbreaking and points to
brighter future of how the world will respond to crises
through collaboration.
25
Creating a better future continued
The communication lifeline of Ukraine
The war in Ukraine has taught the world just how
important communications are to a country in crisis.
Access to telecommunications is a fundamental human
right, on par with access to food, water and shelter, or
healthcare. The value of connectivity is not just a matter
of calls and messages, it is about the digital services. For
the displaced, mobile banking, healthcare information
and even entertainment are lifelines.
Throughout the war, the team at Kyivstar has shown
dedication and true heroism in their efforts to keep the
network running. When Mariupol was besieged and
surrounded, the invading forces attacked the telecoms
infrastructure to supress communications in the city.
Mastheads were destroyed by missiles and the fibre
backhaul networks were damaged. Amid the devastation,
one mobile cell remained as the single functioning
masthead in the city, thanks to the outstanding job done
by the engineers who repaired it while under shelling.
When the electricity cables were cut, the cell had to be
powered by a generator refuelled by volunteers, but that
single cell was a lifeline to the desperate residents of
Mariupol and allowed them to communicate with their
loved ones and even to plan their escape.
The preparation to protect the Kyivstar network started
three months before the invasion and began with the
core site. As a telecoms operator it has several core sites
and added more redundancy nodes in a safe zones that
enabled it to provide almost 100% redundancy for its
core services.
For its field operations, Kyivstar took a different
approach. Since it is difficult to mitigate a single site loss,
Kyivstar’s network engineers considered the broader
topology and focused not on redundancy for one single
site, but on continuity of service. These architectural
approaches to embedding network resilience have paid
off, preventing any one attack from disabling the core
functioning of our network.
While the core network has remained intact, Kyivstar
has seen considerable damage to its network
infrastructure. More than 144,000 repairs of base
stations have been performed, 800 settlements
reconnected, over 600 cellular cites restored and
20,000 new batteries installed to protect the services
from blackouts. Every day, 150 Kyivstar engineers work
in the field to repair base stations or fibre optic backhaul
links. These brave people take considerable risks to
ensure that network access is restored, and this has meant
that the operator has been able to maintain network access
across over 90% of its sites.
Kyivstar is already planning for the rebuilding of Ukraine
and it has already undertaken the reconnection of liberated
territories.
The longer-term rebuilding of Ukraine will take far more
time. Kyivstar is a signatory to the Lugano Memorandum
of Understanding on the restoration of the country’s
digital infrastructure and will contribute $8 million to
the infrastructure rebuilding fund, which in turn will
hopefully encourage other companies to lend their
financial support.
The damage to the backhaul fibre has also been mitigated
by sharing arrangements between the three mobile
operators in Ukraine. Where they were once competitors,
they are now fiercely determined to work together to ensure
that our customers have connectivity.
While keeping the networks operational has been a large
part of Kyivstar’s work, it has been cognisant of those who
have been displaced by the conflict. Early on in the war,
Kyivstar initiated a new service for the millions of refugees
forced to leave Ukraine for other European countries.
It called this service “Roam Like Home” , enabling customers
to make calls and use data as if they were in Ukraine. Initially
this involved a few countries bordering Ukraine, however
it has now grown to cover 27 European countries and has
been used by almost three million customers.
“Roam Like Home” has been made possible by the
cooperation of the international telecoms community and
their support for the initiative, despite the cost to each
individual partner.
For people displaced within Ukraine, Kyivstar is providing
free internet services to bomb shelters and has connected
1,450 shelters. We are connecting new homes that have
been built for displaced people and providing free internet
connections.
The digital networks maintained by Kyivstar ensure that its
customers continue to access their bank accounts, make
payments and continue to operate their business. They
can also access educational content, which was vital for
displaced children, while being able to consume Ukrainian
entertainment via their smartphones. The focus of the
Company is the further development of the 4G network as
the basis for digital services. In 2022, the Company built
700 new 4G base stations and technologically upgraded
another 7,500 base stations to increase speed.
Kyivstar entered new adjacent markets during 2022.
To provide a national digital healthcare system for Ukraine,
Kyivstar first partnered with, and then acquired a majority
interest in, Helsi – the country’s largest healthcare provider.
This enabled Kyivstar to bring medical information and
access to medical services to the people of Ukraine, even
those in war-torn areas providing free calls and internet
access to medical professionals.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 26
Creating a better future continued
Our environment
VEON is proud to be a member of the GSMA’s Climate Action Taskforce. Climate
is an important variable in our long-term business planning. We continue to
work to reduce the Group’s emissions further wherever possible, committing
and acting by moving more towards focusing on how to further reduce the
energy consumption.
Climate-related physical risks to the telecoms industry
include potential damage to vital infrastructure and utilities
through the impact of more frequent and severe storms,
tropical typhoons and the rising sea level. Climate-related
regulatory risks include increased pricing of operational
cost due to pricing of GHG emissions, and energy and fuel
taxes. In addition, there are risks of higher capital costs due
to a required transition towards the use of renewable
energy solutions.
Taking mitigating action on climate change is not only a
position we take as a result of our VEON values but a growth
opportunity for mobile operators. Our biggest contribution
comes from the emissions avoidance potential that comes
with digitalisation, helping other industries – our corporate
customers – optimise their operations for a reduced carbon
footprint.
Additionally, VEON has a role to play in improving the use of
mobile technology to help micro-enterprises, and services
that support the response of authorities to extreme
weather events and ensure efficient deployment of
emergency services. Finally, mobilising customers in
emerging economies to engage in a low-carbon and
low-waste lifestyle is an area in which mobile operators
and digital service providers can contribute.
Environmental performance
Particulars
Total CO2 emissions (megatons)*
CO2 emissions scope 1 (megatons)
CO2 emissions scope 2 (megatons)
Number of BTS with solar and/or wind energy technology
Number of BTS with free-cooling technology
Number of BTS with hybrid-diesel technology
Number of BTS which are outdoor sites
Number of BTS which use power-saving technology
Energy use (MWh)
Network (base stations and related buildings and equipment)
Diesel generators
Grid electricity
Solar
Grid electricity (renewable)
Offices and other buildings
Diesel generators
Natural gas
Grid electricity
District heating
District cooling
Vehicles
Diesel
Petrol
Compressed Natural gas
2022
2021
2020
0.7
0.1
0.6
823
7,453
12,794
28,934
58,739
0.6
0.1
0.5
695
6,948
13,193
22,208
46,240
0.6
0.1
0.5
464
6,771
12,475
19,567
33,359
1,495,706
1,397,186
1,272,404
1,358,922
86,980
1,234,890
36,917
135
1,250,970
80,420
1,134,490
35,780
279
1,123,972
84,333
1,036,870
2,488
281
117,811
1,819
7,364
84,636
3,392
20,600
18,973
4,944
14,030
0.0062
127,498
990
7,814
91,410
3,857
23,428
18,717
4,923
13,794
0.0045
131,249
1,023
6,998
97,082
3,532
22,614
17,183
5,210
11,972
0.0042
* The International Energy Agency (IEA) cost intensity factor have been used for conversion to CO2 emissions.
Weathering the storm
Being the country’s largest telecoms Company brings
with it considerable responsibility for ensuring the nation
stays connected. It means acting as a beacon of hope
and stability when natural disasters strike, as it did in the
summer of 2022 when catastrophic floods inundated
around one-third of Pakistan and impacted the lives of
more than 30 million people.
Heavier than usual monsoon rainfall coupled with
melting glacial ice following a severe heatwave resulted in
several weeks of flooding between June and October
2022. The human costs were considerable. Over
1,700 lives were tragically lost and around 13,000 people
were injured. Over two million houses were either
damaged or destroyed and an estimated 33 million
people displaced in what became the deadliest and
costliest flooding in the nation’s history.
Jazz’s primary responsibility after the floods hit was
to ensure our networks could provide the essential
connectivity that is so critical at a time of national
emergency. “Many of the people affected by the floods
rely on Jazz not just for voice calls and messaging, but for
digital payments, banking and other core life services,”
explained Aamir Ibrahim, CEO of Jazz. “Despite flood
damage to fibre networks and many masthead sites
being under water, Jazz was able to maintain a network
availability of 96% through its rapid repairs taskforce.“
The financial dislocation caused by flooding was an
immediate need that Jazz met through providing free
calls in flood-affected areas to enable people to stay
connected throughout the emergency. Jazz was also the
first company to pledge PKR 1 billion (USD 4.5 million) to
humanitarian relief efforts in order to provide shelter,
food and medical kits to flood-hit areas.
The specific needs of particular communities and sectors
hardest hit were uppermost in our minds as we targeted
our financial and logistical support. These included the
needs of women through an emphasis on providing
female hygiene products to flood-affected areas, as well
as mobile healthcare units and specialist care for those
pregnant and nursing.
The devastation to agricultural communities was the
focus of an initiative by our digital bank, Mobilink
Microfinance Bank (MMBL), to extend a digital advisory
services for farmers. Agriculture represents 22.7% of
Pakistan’s GDP and employs over a third of its workforce.
Devised in partnership with Pakistan’s leading AgriTech
company BaKhabar Kissan, the digital service provided
personalised instructions on how to help rebuild
farmlands, with advice tailored to specific crops, weather
and livestock. With an estimated 3.6 million acres of
crops and 700,000 livestock lost to the floods, long-term
support for this sector is vital.
As well as immediate relief, our response to the
devastation focused on the future resilience of
Pakistan’s economy and the contribution marginalised
communities can make to its prosperity. This included
MMBL’s discounted 4G handsets programme for female
entrepreneurs, designed to encourage the participation
of women in the digital economy. Under this scheme,
substantially discounted Jazz Digit 4G handsets
pre-loaded with MMBL’s DOST financial services app
were offered to customers in order to boost financial
inclusion among women, which in Pakistan still stands
at just 7%.
As the nation steadily recovers, Jazz is continuing to help
the government prepare for future national emergencies
through our development of Pakistan’s national SMS
warning system. This is one way in which our network
can help mitigate the physical impact of future events
while we develop services today that can foster economic
resilience to their occurrence. These are small steps, but
ones which can have a profound impact on the lives and
livelihoods of those we serve and protect.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 27
Creating a better future continued
OUR PEOPLE
LO1
LO2
LO5
– Dignity and equality
– Health and well-being
– Skills for the future
Our employee experience drives our
customers’ experience. We simply call
it “EX=CX”. This drives how we select,
motivate, develop, grow and retain
our people.
Michael Schulz
Group Chief People
Officer
M I C H A E L – P I C T O
B E D E E P E T C H E D
A company’s responsibility to its people in creating diverse,
safe and inclusive workplaces.
Our people
2022 was a year of significant change for VEON, with
the conflict in Europe and the political unrest and floods
in central Asia creating uncertainty for all stakeholders,
including our people.
Our people provide us with an opportunity to enable
the delivery of VEON’s strategy. Our brand, people and
communities position our OpCos as an employer of
choice that attracts and retains critical talent and skills,
where employee health and safety, inclusion, diversity
and equity are fundamental in the workforce.
VEON’s purpose, transforming lives through converged
connectivity and digital services, is enabled by our
four pillars – entertainment, financial services, education
and healthcare – brought to life by our employees who
enable the vision for our customers to live a digital
1440 minutes day. We are committed to implementing
fair, responsible and transparent remuneration practices
that support our purpose-led business model and the
achievement of our strategy.
Our people strategy is structured around four pillars:
1. We are a nimble, agile and effective organisation
2. We have established a culture of customer obsession
that preserves the value we create
3. We have the best diverse talent with digital operator
and digital venture capabilities in place at the right
time in the right place
4. We focus on rewarding and recognising long-term
value creation to drive up our enterprise value.
1
2
3
4
Organisation effectiveness
and agility
A winning culture
Diversity of Talent in Digital
Operator Strategy
Reward and recognition
• Ensure seamless, effective ways of
working and collaborating for all
stakeholders in our Group.
operating and governance model.
• Ensure best cost fit at all levels.
• Drive agility of the organisation
toward an innovative digital
operator.
• Shape a customer-obsessed
• GEC and OpCo CEO succession
• Competitive compensation
culture.
• Drive full accountability at all levels.
• Appropriate balance to protect the
from CXO bench.
• Global impact learning and
development.
frameworks for long-term value
creation and new digital business
streams.
value we create.
• Women in Leadership (WiL)
• Reward and recognise the
• High performing top teams and
programme.
individual C-leaders who exemplify
entrepreneurship.
• D&I strategy integrated with overall
talent strategy.
behaviours and contribution to
business success.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 28
Creating a better future continued
Talent management and skills development
Effective talent management and capability development
ensures the organisation’s capability to deliver our strategy,
aligning reward systems to create long-term stakeholder
value, an effective operating model and an outstanding,
progressive culture of delivery in everything we do in line
with the highest standards of ethics and values.
Talent mobility
VEON emphasises internal talent mobility to enable
employees to develop their careers across our operating
companies and markets. VEON’s OpCos are responsible for
assessing and adapting our organisation’s talent and human
capital to ensure we stay ahead of our competition, while
remaining effective and agile in our increasingly complex
operating environment. We place great emphasis on
developing our culture in line with our business strategy.
How VEON develops talent
VEON continues to develop
employee talent throughout the
organisation, drawing on digital
technologies to widen their
reach and impact. Local OpCo
initiatives provide digital
learning opportunities to
VEON’s employees through
partnerships with world-
renowned digital learning
providers, as well as through the
development of custom
content in collaboration with
industry experts. This provides
our employees with the
opportunity to develop their
skillsets and further their
education by managing their
learning journey at their
own pace. The learning portfolio
covers programmes focused on
unconscious bias, anti-
harassment and building
awareness of VEON’s Code of
Conduct.
Across the Group, we
encourage our employees to
develop their talents and grow
professionally into leadership
positions and support their
learning and development by
providing access to a range of
workshops and personal
assessment resources.
At a Group level, a dedicated
individual focuses on succession
planning including Board and
GEC leadership positions. The
purpose is to ensure a strong,
seamless succession plan is
which monitors existing
contracts in place with GEC
members, while developing
internal talent and potentially
attracting external members
to join the VEON brand.
Talent management and skills development:
Particulars
Average number of training hours
per employee
– Ukraine
– Pakistan
– Bangladesh
– Uzbekistan
– Kazakhstan
– Kyrgyzstan
– HQ
New employee hires
– Ukraine
– Pakistan
– Bangladesh
– Uzbekistan
– Kazakhstan
– Kyrgyzstan
– HQ
Total
Number of employees
– Ukraine
– Pakistan
– Bangladesh
– Uzbekistan
– Kazakhstan
– Kyrgyzstan
– HQ
Total
Amount spent on employee training
and development activities
(USD million)
Annual employee turnover rate
– Ukraine
– Pakistan
– Bangladesh
– Uzbekistan
– Kazakhstan
– Kyrgyzstan
– HQ
2022
2021
2020
8
59
40
81
46
89
7
507
1,044
209
340
1,995
136
23
4,254
3,695
5,128
1,172
1,500
4,114
483
115
16,207
1.8
6%
8%
5%
12%
11%
13%
29%
11
35
36
47
20
170
4
709
1,296
85
253
2,509
129
28
5,009
3,777
5,116
1,079
1,458
3,745
484
135
15,794
2.3
8%
7%
4%
11%
15%
16%
49%
9
12
38
43
16
10
4
611
592
41
286
791
91
12
2,426
3,599
4,540
1,082
1,484
2,469
519
200
13,893
1.5
6%
10%
2%
8%
12%
11%
53%
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 29
Creating a better future continued
Our brand, people and
communities position our OpCos
as an employer of choice in the
markets in which we operate.
VEON attracts and retains critical
talent and skills, where diversity
and inclusion, together with
employee health and safety, are
fundamental in the workforce.
Key main risk areas
Transportation
Working at height
Working with electricity
Installing and maintaining radio base
station equipment
Fire prevention
Safety and health
2022
2021
2020
Number of work-related
fatal accidents
Number of work-related
special security incidents
Number of
high-consequence
work-related injuries
1
0
1
Work-related injury rate
per million hours
0.03
1
0
0
0
3
0
40*
2
* 2020 included sick leave in excess of six months in this
calculation.
Employees’ health and safety
VEON’s Group Health and Safety Policy is endorsed by
our leadership and aims to improve the consistency
of our approach to health and safety, covering all
stakeholders to whom we have a duty of care.
Specifically, the policy sets out mandatory rules that
apply in all of VEON’s operational jurisdictions and
makes it everyone’s duty to report major incidents to
management at our headquarters, as well as at the
operating company and the specific business unit level.
Our Group Health and Safety Policy covers all full- and
part-time employees, contractors, business partners,
customers and members of the general public. It is
applicable to those visiting or in close vicinity to our
premises, including retail outlets, network locations,
warehouse facilities and vehicles.
Operating companies
Each of our operating companies has its own health and
safety procedures covering specific activities. OpCos are
encouraged to adhere to international standards such
as ISO 45001 which provides a best practice model and
sets out an implementation approach across markets.
In addition, occupational health and safety is governed
by the different local labour protection laws and
regulations of the countries in which we operate.
We make every effort to carefully manage the personal
security of our employees, especially those assigned to
network maintenance during challenging conditions.
One fatality is one too many and we continue to focus
on enhancing our personnel safety protocols to reduce
the number of work-related incidents and injuries, and
maintain zero work-related fatalities. Individuals (both
internally and externally) can report incidents to local
Compliance Officers, Group Compliance, or can submit
a question or concern through our SpeakUp platform.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 30
Creating a better future continued
Our workforce
comprises
16,207 employees
working in
eight different
countries across
Europe, South and
Central Asia and
the Middle East
Supporting Diversity and Inclusion in the VEON workforce and beyond
MM2
MM4
VEON is committed to nurturing an inclusive, equitable and diverse workforce. Our people support our purpose
to provide connectivity to the diverse markets we operate in to fuel sustainable economic prosperity for all.
Across all our operating markets we strive to become a
gender balanced organisation with progressive policies
designed to ensure a workforce of focused and flexible
enablers, regardless of gender, ethnicity, or background.
Our workforce comprises 16,207 employees working in
eight different countries across Europe, South and
Central Asia and the Middle East, and is inclusive of
many nationalities, diverse religious backgrounds, over
four generations of people and a multitude of languages
are spoken.
To ensure inclusivity for all, we make continuous efforts
to build the VEON community based on digital inclusion
and digital literacy. We believe that people with different
backgrounds and perspectives can lead to better
decision-making, greater innovation and higher
engagement in the workplace.
VEON offers programmes that help employees with
their work-life balance. These programmes include
flexible working arrangements and the option for
working from home.
Our commitment has been strengthened by appointing
a Group Diversity and Inclusion Officer in December
2022, Ana de Kok-Reyes, ensuring our vision is aligned
across our footprint and deploying best practices across
our workforce.
We are engaging with our leaders on devising a new
policy at our Group HQ in Amsterdam to formalise
Diversity and Inclusion as a permanent feature of our
working practices going forward. Together, these
initiatives contribute to employee satisfaction and
retention, while increasing productivity across VEON’s
footprint.
Managing Diversity and Inclusion
Diversity and Inclusion at VEON is a business priority.
We believe that the employee experience leads to the
customer experience, so our commercial success
depends on a happy, equitable and fair workplace.
We believe the future workforce is an equitable one
with equal gender representation. We have female
representations across all of the Operating Company’s
leadership teams, and we aim to achieve bold targets
in the coming years. Realising the importance of being
flexible about how, when and where work gets done,
Our Diversity and Inclusion Priorities
Building cross-cultural Leadership
In a world that’s becoming increasingly global, VEON
nurtures the practice of welcoming cross-cultural
leadership. We groom leaders from within and also
welcome leaders from local communities and non
local nationalities through expatriation. Through
cross-cultural leadership and diverse knowledge and
expertise we develop culturally agile leaders to
embrace other people and cultures, as well as build
a community of trust.
Ensuring new generation perspective
At VEON we believe that people of different ages
bring different viewpoints to the table, creative
problem-solving and helping to increase innovation.
Inter-generational mentoring (and reverse mentoring)
can lead to rewarding career development and increase
employee retention.
Developing diversity of culture
Over the years VEON has built an organisational culture
based on employees with diverse backgrounds. We
believe this increases creativity by opening access to
different problem-solving approaches and new ways of
thinking. We are working towards disability inclusion in
the workplace as a mean of reducing this bias, improving
our work culture further, and making our company a
safe, positive place for disabled employees to thrive.
To achieve this, we ask our employees to declare their
self-identified disabilities so that we can support them
with an accessible and inclusive environment to work in.
Making a positive societal change
Our values of championing equality and celebrating
diversity apply to our staff as well as our customers.
Through our digital operator services we are committed
to helping create positive changes in society, both within
our organisation and in the wider world.
Percentage of females in VEON
senior leadership positions
Percentage of senior management
hired locally at VEON
Percentage of different generations
in the VEON workforce
50%
40%
30%
20%
10%
0%
674
100%
674
6%
80%
60%
40%
20%
0%
UKR
PAK
BAN
KAZ
UZB
KYR
UKR
PAK
BAN
KAZ
UZB
KYR
2020
2021
2022
2020
2021
2022
27%
2022
28%
40%
Baby boomers (>50y)
Gen X (40 – 50y)
Gen Y (30 – 40y)
Gen Z (<30y)
Employees – Baby Boomers
(aged over 50)
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
31
Creating a better future continued
Engineering diversity in technology
careers
Banglalink inaugurated its Womentor programme in
2020 to provide training to fourth-year female
engineering students and prepare them for the world
of work. The programme covers mentoring and skills
development with the purpose of instilling confidence
in Bangladesh’s young women engineers. Alongside
Womentor, Banglalink has organised the Ennovators
competition for the last six years as a platform for
creative young people looking to showcase their ideas
in the field of digital innovation.
To inspire original thinking for the future of the world,
Banglalink organised a Hackathon based on the
UN’s Sustainable Development Goals. The Hackathon
comprises an intensive technology-driven event that
engages youth participants in envisioning a future
with limitless opportunities and a viable ecosystem.
For the 2022 Hackathon, Banglalink set the theme of
raising awareness and developing solutions for the
United Nations’ Sustainable Development Goals (SDG)
for Bangladesh.
Supporting female empowerment and livelihoods
Mobilink Microfinance Bank Limited (MMBL) is a leading
force for diversity and inclusion in Pakistan. The bank has
assessed how female customers engage with the bank and
taken steps to improve access to and use of financial
services by women. It has provided women with the means
to access financial resources by subsidising 4G handsets
equipped with its digital banking app.
Female empowerment has been the focus of MMBL’s
campaign with CARE International Pakistan to enable
financial and technological access for entrepreneurs,
particularly women. The project provides mentorship and
support to more than 12,000 entrepreneurs.
In 2022, MMBL launched its own Gender Mainstreaming
Policy to increase its workforce diversity to reflect the
diversity of its customers, and it recently organised training
sessions for its employees with disabilities and their line
managers to nurture professional and entrepreneurial skills
in support of their career goals.
Jazz is working to improve the lives and livelihood of
women in Pakistan through technology. This starts with
fostering a sense of belonging and empowerment in the
workplace, continues by creating inclusive products and
content and culminates with the building of an inclusive
digital society that serve a diverse community.
To encourage diversity internally, Jazz has launched
a series of programmes that enhance the technical
abilities of female employees through training on critical
topics such as the Internet of Things and Cloud Services.
Jazz’s diversity and inclusion initiatives have been
recognised with the UN Women Asia and the Pacific
Women Empowerment Principles Award for being a
gender-inclusive workplace. The operator has received
the ‘Global Best Practice’ award for Diversity, Equity and
Inclusion for helping to accelerate Pakistan’s digital
inclusion and sustainability agenda and empowering
marginalised communities across the country.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 32
Creating a better future continued
Tired of being afraid
Uzbekistan’s first women’s hackathon helped its
winner overcome insecurities and changed
people lives for better
Ekaterina Muminova, 21, has never been afraid to
compete. Since childhood, Ekaterina practiced
taekwondo in a male team. At the age of 17 she received
the title of Master of Sports of International class in her
native Uzbekistan and was one of the two team members
to earn a black belt. Ekaterina’s unique experience
inspired her to get into IT.
‘I was less afraid to enter IT compared to most girls,
because I was used to competing with guys. Before
I physically fought with guys, and in the IT field I compete
mostly with men intellectually’, she explains.
Ekaterina is currently studying Information and
Communication Engineering at Inha University in
Tashkent. When IT Park of Uzbekistan announced
Tumaris.HACK , the first female hackathon in the country,
Ekaterina realized that this competition would be her
main challenge, and an opportunity to grow. The
competition brought together 85 teams from several
countries of Central Asia with VEON experts acting as
mentors and speakers, sharing their experience in the
field of biohacking, as well as jury members.
Together with two other girls, Ekaterina was challenged
to produce an idea for their project. Ekaterina drew on
the experience of her own cat having been ill during the
prior year. Ekaterina proposed to make a project of a
smart collar for animals, which would track the
temperature of the pet’s body and signal if the
temperature is out of the norm, creating a solution for
owners who worked full-time, rarely seeing their pets and
unable to monitor their health constantly.
Feeling confident in this idea, the team started their
research. The research was challenging as they were
neither biologists, nor data scientists. Despite the
challenges Ekaterina and her team managed to write a
script for the collar based on the latest veterinary data
publicly available. When the collar registers the abnormal
body temperature, it sends a warning to the pet owner.
The owner can then assess the situation and seek
veterinary help if needed.
Apart from being a software developer, Ekaterina became
a project manager and a team leader.
“Beeline Uzbekistan breaks the stereotypes that there are
‘male’ and ‘female’ professions, especially in the field of IT.
We provide equal opportunities for professionals
regardless of gender, so we want to support girls and
women not only from Uzbekistan, but from neighbouring
countries. Be more confident in yourself, and there will
always be opportunities to realize your potential”
Andrzej Malinowski, CEO of Beeline Uzbekistan
Inclusion for the differently abled
The flexibility and accessibility made possible by digital
services have been widely beneficial for the differently
abled the world over. Amongst various initiatives across
all our OpCos, one of the mentionable one is from
Beeline Kazakhstan. At Beeline Kazakhstan, we have
focused on how to improve inclusion for disabled
people through working with entrepreneurs. Under the
theme of “words and ideas can change the world!”,
the Digithon competition for start-ups is organised,
where past themes ranged from self-service channels
to mobile finance have been explored. In 2022 the
event focused on apps that deliver a social good.
Two outstanding Digithon 2022 projects set out to
digitally help the differently abled; daridobro.kz
assists working people with disabilities to link with
NGOs, while BeeVolunteer connects people with
disabilities and volunteers. The winners of Digithon
were the BeeTV Open Eyes team, with a collection of
films for the hearing impaired and visually impaired.
These are installed and working on Beeline
Kazakhstan’s BeeTV platform.
https://www.linkedin.com/feed/update/
urn:li:activity:6968479377965645824/
The Tumaris.HACK
Our group’s first female only Hackathon event –
brought together over 500 young female developers
and programmers from across Kazakhstan,
Uzbekistan, Kyrgyzstan, Tajikistan and Turkmenistan.
Overall, 550 applications were submitted for
participation in the hackathon with the average age
of the participants of 20 years. The winners ‘DNK’
developed an innovative app for tracking pet health.
‘Made to top’ clinched second place with an
educational platform for medical institutions using
neural networks, and ‘Fazo’ an AI based supermarket
anti queuing ecosystem, came in third.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 33
Creating a better future continued
Purpose-
driven
values
We believe that communications is a
basic social need, connecting people
and communities with resources
essential for growth, well-being and
development. Our colleagues bring
our purpose to life through role
modelling our values as they go about
their work with all of our stakeholder
communities.
Innovative
5
Customer
obsessed
1
VEON’s
values
Collaborative
4
2
Entrepreneurial
Truthful
3
1
2
3
4
5
Customer obsessed
Entrepreneurial
Truthful
Collaborative
Innovative
We have a passion for our
customers as they are at
the heart of everything
we do.
We are able to make
difficult decisions when we
know it is in our customers’
best interests.
We keep an eye on our
competitors but it is our
customers who are always
front of mind.
We are driven by our
customer insight that all
our digital innovations are
borne out of our customers’
need.
We have an ownership
mentality, demonstrating
passion and taking
responsibility of the
business as if it were
our own.
We are agile and dynamic.
We like to push boundaries
and explore what is
possible – we are not held
back by a fear of failure and
are always looking to
develop new things.
We take smart risks, but
only when it is in our
customers’ best interests.
We lead by example – we
do what we say we are
going to do.
We are open, honest and
demonstrate integrity and
respect in all our dealings –
both internally and
externally.
We are trustworthy, keeping
our promises, admitting
our mistakes – whether
it is to customers, peers,
leadership or shareholders.
We are focused on
upholding the highest level
of ethics at all times.
We set clear expectations
and clearly communicate
feedback.
We bring people together,
united by our passion for
our customers.
We work with – not
against – each other and we
cherish the time of others.
We do not look to blame;
we look for solutions to
problems and we take
ownership.
We partner with others –
both internally and
externally – in order to
achieve more.
We never stop. We are
always moving, looking
for the next disruptive
digital ideas.
We are adventurous
and excited about trying
something new.
We are quick to bring
about new digital products
and services to market,
always driven by a clear
customer need.
We do not follow the status
quo; we are passionate
about creating our
own path.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 34
Creating a better future continued
PRINCIPLES OF
GOVERNANCE
LO3
– Governing purpose
– Quality of governing body
– Stakeholder engagement
– Ethical behaviour
– Risk and opportunity oversight
A company’s purpose, governance
and accountability. This pillar includes
metrics in relation to how companies
set purpose, are governed
responsibly and manage risks.
*
Joop Brakenhoff served on the GEC as Chief Internal Audit
and Compliance Officer for the period under review ending
31 December 2022.
Effective from 1 May 2023, Joop Brakenhoff was appointed
VEON’s Group Chief Financial Officer.
Please Refer to page 69: Succession planning for the
Group Executive Committee.
Joop Brakenhoff
Chief Internal Audit and
Compliance Officer*
M I C H A E L – P I C T O
B E D E E P E T C H E D
The GRC framework is VEON’s way to organise, govern,
monitor and control its business activities.
How we are governed
VEON is committed to responsible and effective
corporate governance. Our governance arrangements
are designed to promote integrity in everything we do,
while ensuring that we conduct our operations with
transparency and engaging with our stakeholders,
embedding ourselves into the society that surrounds us.
employee behaviour, financial conduct, procedures
for Group contracting, cybersecurity and data privacy.
These policies form part of the charter of our various
Business Risk Committees, People Committees and our
OpCo Boards, setting common boundaries for behaviour
while encouraging freedom to operate within these to
maximise business opportunity.
Governance, risk and compliance framework
The Governance, Risk and Compliance (GRC) framework
was developed during 2020 and marks a significant
change in the way VEON approaches corporate
governance, strong business ethics and compliance
standards, with considerable operational authority
delegated to each of VEON’s operating companies to
strengthen oversight.
The GRC framework is VEON’s way to organise, govern,
monitor and control its business activities, thereby
agreeing the level of control between Board, GEC and
OpCo management and defining OpCo’s ‘freedom within
the framework’, with Group management able to
monitor and support OpCo management teams in
realising their strategic objectives within the boundaries
set by the GRC framework. The framework comprises
the Company’s strategic objectives, risk management
activities, Group Authority Matrix (GAM) and Group
operating policies.
The GRC framework details the minimum standards
to which each OpCo must comply in areas such as
Strategic objectives
Bye-laws
t
n
e
m
e
g
a
n
a
m
k
s
i
R
Group Authority Matrix
(GAM)
Policies
(including Code of Conduct)
Standard
Operating Procedures/
Manuals/Guidelines
A
s
s
u
r
a
n
c
e
*
Operations
People – Processes – Systems – Data
Behaviour and Code of Conduct
The GRC, through the Group Authority Matrix (GAM)
constitutes the Board’s delegation of authority for the
day-to-day management of the Group and sets out the
Group’s overall governance structure. The GAM sets out
specific levels of authority for Group-level management,
OpCo-level management and OpCo Boards, and
reserves certain matters for the VEON Board, including
additional matters not included as board reserved
matters in the bye-laws GAM authority levels are
designed to ensure OpCo CEOs and management are
empowered and accountable for managing their
businesses and make all decisions for their companies
except for specified reserved matters such as material
transactions, high-level strategy, budget and material
people matters) these are known as “Reserved” matters
and require approval by OpCo Boards and, in the case
of board reserved matters, the VEON Board.
The VEON Board retains authority to amend the GAM
from time to time, as it deems appropriate.
The Sarbanes-Oxley Act of 2002 Section 302 requires
management to evaluate the design and operational
effectiveness of financial controls quarterly. OpCo
management teams provide quarterly certification of
financial reporting controls (SOx) and certify twice a
year the other GRC policies. The GRC framework and
policies were certified by management for the 2022
financial year.
Compliance sets the behavioural tone of our business. It is embodied via our Code of Business Conduct
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
35
Creating a better future continued
We use the ORCA model (objectives,
risk, controls and assurance) as a tool
for approaching the internal
compliance function.
Objectives
Objectives that the operation
wants to accomplish
Risks
Risks that may get in the way of the
operation meeting those objectives
Controls
Controls to mitigate risks
Assurance
Ensure that all control and risk
management activities are in alignment
Group internal audit and compliance (IA&C)
VEON approaches internal audit and compliance with
a business mindset, aligning and optimising the
Group’s various activities and ensuring the resources,
competencies and expertise are available to add value
in each of our OpCos where our day-to-day business is
conducted. The governance model empowers our
operating businesses to embrace and manage risk across
the markets they serve in preference to a centralised
compliance framework.
The Group’s IA&C team combines the functions of Internal
Audit (third line of defence) and those of Compliance and
Investigations (second line of defence). Together they
represent key pillars of good governance in VEON’s risk
strategy.
Audit provides us with a highly structured, standardised
approach to testing whether we are managing risk in line
with our risk appetite across all of our business activities.
Our approach is to foster a culture of doing the right thing.
That means defining clear objectives, roles and
responsibilities, maintaining minimum requirements
in accordance with our GRC framework, and having
transparent discussions about strategy, operations and
business dilemmas. OpCo management teams provide
quarterly certification of compliance with the GRC
framework, including an overview of non-compliance
and control deficiencies and actions to remediate the
related risks.
Compliance sets the behavioural tone of our business. It is
embodied via our Code of Business Conduct, as well as, for
instance, the ‘SpeakUp’ system for the anonymous reporting
of compliance concerns, and our compliance requirements
related to bribery and corruption.
Investigations exists to review conduct and behaviours in
instances where there is serious doubt around employee
behaviour and stands ready to act whenever it is called upon.
Employees ethics
For VEON, ethics refers to the moral principles that
govern our behaviour. Our business performance and
our success are earned through transparency, honesty
and by keeping our promises. VEON accordingly holds its
employees to ethical and compliance standards.
A strong culture of integrity
Ethics and compliance events take place on a regular basis
around our Group to engage with our employees around
the standards and behaviours we require of them. For
VEON, communication activities, events and e-learning are
important ways to promote ethics and compliance, both
internally and externally. VEON has specific KPIs around
ethics and integrity on which management are incentivised.
Ethics and integrity:
Particulars
Training about anti-corruption / bribery policies and procedures
The percentage of GEC members and GEC minus 1 that received training about
anti-corruption / bribery policies and procedures
Percentage of OpCo CEOs and CEOs minus 1 that received training about
anti-corruption / bribery policies and procedures (percent)
– Ukraine
– Pakistan
– Bangladesh
– Uzbekistan
– Kazakhstan*
– Kyrgyzstan
The total number of employees that received training about anti-corruption /
bribery policies and procedures*
– Ukraine
– Pakistan
– Bangladesh
– Uzbekistan
– Kazakhstan
– Kyrgyzstan
– HQ
Percentage of employees that received training about anti-corruption / bribery
policies and procedures (percent)**
– Ukraine
– Pakistan
– Bangladesh
– Uzbekistan
– Kazakhstan
– Kyrgyzstan
– HQ
Incidents of breaches of Code of Conduct and actions taken
Total number of SpeakUp reports
– Ukraine
– Pakistan
– Bangladesh
– Uzbekistan
– Kazakhstan
– Kyrgyzstan
– HQ
Percentage of substantiated or partially substantiated SpeakUp reports
(percent)
Total number of internal disciplinary actions related to SpeakUp reports
* No new hiring at a senior management level.
** The employees who received training were selected from medium and high risk functions only.
2022
2021
2020
100%
100
100
100%
80%
60%
100%
N/A
100%
332
1,037
192
139
717
182
115
9%
20%
16%
9%
17%
38%
100%
41
95
34
45
33
20
4
54%
224
100%
96%
100%
100%
100%
100%
552
1,043
583
218
905
153
98
14%
20%
54%
15%
24%
32%
73%
68
112
44
75
51
19
7
50%
195
100%
67%
0%
100%
100%
100%
534
436
34
192
333
158
116
15%
10%
3%
13%
13%
30%
80%
96
135
35
51
48
21
13
48%
220
Certification
The Sarbanes-Oxley Act of 2002 Section 302 requires management to evaluate the design and operational effectiveness of
disclosure controls and procedures. Financial reporting controls to be certified quarterly, with the remaining GRC policies
being certified twice per year (year-end and mid-year).
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 36
2
Uzbekistan
Ukraine
Bangladesh
Our strength lies in
our focus on delivering
We meet our financial and business goals and
priorities, even in exceptionally challenging
circumstances. Our businesses exemplified their
agility to adapt to changing conditions.
Po-i-Kalyan complex, Bukhara
In this section
CFO review
Country performance
Ukraine
Pakistan
Bangladesh
Kazakhstan
37
41
41 Uzbekistan
44 Kyrgyzstan
47 Divested markets
50
52
54
56
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 37
CFO review
New VEON may
be a business
borne out of
adversity, yet is
one that defines
our ability to
adapt, transform
and channel
this into future
opportunity
Service revenue
USD 3,600 million
-2.4% YoY
+13.9% YoY in local currency
EBITDA
USD 1,743 million
-5.3% YoY
+12.6% YoY in local currency
Total cash and cash equivalents
USD 3.1 billion
+37.9% YoY
USD 2.5 billion at HQ
Serkan Okandan
Group Chief Financial Officer*
2022 was a busy year, where our priority has been to ensure
that the Group remains in a strong financial position.
* Serkan Okandan served on the GEC as Group Chief Financial Officer for the period under review ending 31 December 2022.
Effective from 1 May 2023, Joop Brakenhoff was appointed VEON’s Group Chief Financial Officer.
Please Refer to page 69: Succession planning for the Group Executive Committee.
2022 brought unprecedented financial challenges as
conflict engulfed two of our largest markets. Chief
Financial Officer Serkan Okandan explains how the
Group adapted to this profound change in our operating
environment and laid the financial foundations for a
New VEON.
Strength through adversity
VEON entered 2022 with high ambitions. The success
of our digital operator model opened up a wealth of
revenue opportunities in all markets for the Group
throughout 2021 and galvanised growth in our
4G customer base.
The outbreak of hostilities between Ukraine and Russia
in February 2022 brought about a wholesale change in
our operating environment. Two of our largest markets,
together representing around 70% of our business,
were plunged into military conflict overnight. The
following 12 months saw an unprecedented level of
disruption to our operations in each.
This involved the physical impact of the hostilities on our
customers, employees and infrastructure in Ukraine, as
well as the financial impact on the Group as a result of
international sanctions.
A year on from the start of the conflict, VEON is
transformed. We adapted fast to new realities and
repositioned our business. We embarked on the sale of
Beeline Russia, bringing about a financial transformation
that will see the emergence of a New VEON focused on
the growth potential of six dynamic emerging markets.
The financial achievements of the Group in 2022 are no
less remarkable given this backdrop. Together, these six
markets delivered year-on-year (YoY) revenue growth
of 14% in local currency terms – an outcome that is
testament to the resilience, hard work and ingenuity of
our local management teams during one of the most
testing periods in our Company’s history.
Immediate priorities
We had three immediate priorities following the
outbreak of the hostilities in Ukraine. The first was to
maximise the pool of liquidity available to the Group by
drawing down the USD 1.1 billion revolving credit facility
(RCF) extended to us by nine international banks. This
augmented our cash holdings, which were boosted in
August 2022 by the finalisation of the sale of VEON’s
remaining 45.6% stake in its Algeria business, netting
proceeds of USD 692 million. Together, these
provided the Group with a sizeable liquidity pool of
USD 3.0 billion, of which USD 2.5 billion at HQ to draw
on as circumstances required.
The second priority was to ensure VEON remained fully
compliant with sanctions regimes at all times. The pace
at which these were imposed and modified in the
weeks following the onset of hostilities required careful
attention and agility to adapt given the multiple
jurisdictions VEON operates in, both as a business
and as a capital markets participant.
The success of our digital operator model opened up a wealth of revenue opportunities in all markets for the Group throughout
2021 and galvanised growth in our 4G customer base
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
38
CFO review continued
2022 was a
difficult year
for cash flow
management
given the
complexities of
sanctions, capital
controls and the
disruption brought
by the devastating
floods in Pakistan
Immediate priorities continued
Sanctions had a considerable impact on our financing
arrangements. One of our first actions was to
restructure RUB 120 billion (around USD 2 billion) of
debt outstanding to three Russian banks, early repaying
one bank entirely and novating the remainder from
other two banks to our local operation in April 2022 to
ensure that VEON held no debt from Russian banks at
the Group level.
Separately, we held discussions with the bondholders
of two issues of our 2023 USD-denominated notes, due
in February and April 2023, to extend their maturity
while we concluded the sale of our Russian business.
A Scheme of Agreement was approved by the UK courts
in January 2023 to extend these maturities by eight
months from their respective maturity dates. This
amendment enables the Group to avoid payment
difficulties that would otherwise have arisen given
restrictions imposed by sanctions.
Our third priority was operational resilience. This meant
ensuring that we maintained the highest levels of
performance throughout our portfolio of businesses
despite the operational challenges experienced in
Ukraine and Russia. For these two markets, that also
meant protecting our operations in Ukraine from
physical damages and preserving the value of our
Russian business while we achieved an orderly exit.
As a strategic national asset serving close to 50 million
customers and employing 29,000 people, our exit from
Russia inevitably took time as we navigated the needs
of a complex group of stakeholders. However, I am
pleased that our diligence and patience were eventually
rewarded with a transaction, expected to be concluded
on or before 1 June 2023.
Financial performance
The decision to exit our Russian business, which we
announced to the market in November 2022, means
that Beeline Russia is held as an asset for sale in the
Group’s consolidated financial statements at the end of
financial year 2022. In order to facilitate comparisons,
we have restated the presentation of our results
throughout this report to exclude Beeline Russia for
both financial years 2021 and 2022.
On this basis, the 14% YoY local currency revenue
growth the Group delivered in 2022 demonstrates the
growth potential of the six markets that now constitute
the New VEON. These are characterised by young
populations with a voracious appetite for the services
offered by our digital operators. With the exception
of Ukraine, each delivered double-digit local currency
revenue growth for the year as they expanded 4G
adoption, which stood at 53.9% of our total subscriber
base at end-December 2022, a 19% growth YoY to
85 million 4G users.
This, in turn, enabled a rise in customer uptake of our
multiplay offers, which we served to 28.8 million
customers by the end of 2022, versus 19.9 million at
the close of 2021.
We continued to make progress in reducing our
corporate overhead during 2022 while enjoying the
margin benefits of a growing customer base in a number
of our markets. These contributed to a 12.6% rise in
Group EBITDA in local currency terms, with particularly
strong performances from Uzbekistan (+25.2%),
Kazakhstan (+20.8%) and Pakistan (+14.3%).
US dollar strength was a dominant feature throughout
2022 given rising US interest rates and the risk aversion
brought about by conflict in Ukraine. This is reflected in
the Group’s reported revenue of -2.4% and EBITDA of
-5.3% in US dollar terms for the financial year compared
to the prior year.
2022 was a difficult year for cash flow management
given the complexities of sanctions, capital controls and
the disruption wrought by the devastating floods in
Pakistan. In spite of these challenges, the Group still
managed to deliver in 2022 an equity free cash flow level
(EFCF before licences) identical to that reported in 2021.
Revenue in 2022
(USD million)
243
49
3
632
668
1,141
1,609
EBITDA in 2022
(USD million)
129
7
230
3,755
(608)
347
671
(150)
1,743
(316)
n
a
t
s
i
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Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
39
CFO review continued
Balance sheet
as at 31 December
USD million
Total assets
Cash and cash equivalents
Working capital
Fixed assets
Goodwill
Assets held for sale
Other assets
Total liabilities
Working capital liabilities
Debt
Liabilities held for sale
Other liabilities
Total equity
Total liabilities and equity
Gross debt, of which
Bonds and loans
Cash pooling
Lease liabilities
Net debt
Net debt / LTM EBITDA
Net debt excluding leases
Net debt excluding leases / LTM EBITDA
2022
15,096
3,106
904
4,414
394
5,805
473
14,320
2,341
7,571
4,244
164
776
15,096
7,479
6,670
–
809
4,461
2.56x
3,657
2.36x
2021
15,921
2,252
1,397
8,419
1,542
1,864
447
14,417
3,331
10,360
391
335
1,505
15,921
10,258
7,582
13
2,662
8,123
4.41x
5,471
3.24x
YoY
(5.2%)
37.9%
(35.3%)
(47.6%)
(74.4%)
211.4%
5.8%
(0.7%)
(29.7%)
(26.9%)
984.2%
(51.1%)
(48.4%)
(5.2%)
(27.1%)
(12.0%)
n.m.
(69.6%)
(45.1%)
(1.9pp)
(33.2%)
(0.9pp)
Total cash and cash equivalents increased YoY to approximately USD 3.1 billion, of which
USD 2.5 billion is cash and cash equivalents held by VEON’s headquarters (HQ) in
Amsterdam denominated in US dollars and Euro, including USD 1.1 billion drawn under the
RCF. The decrease was primarily impacted by classification of Russian operations as held for
sale. The HQ-level cash and cash equivalents are held in bank accounts, money market
funds and on-demand deposits at a diversified group of international banks.
Gross debt decreased to USD 7.5 billion as of 31 December 2022, compared with
USD 10.3 billion at the end of 2021. The decrease in gross debt was largely attributed to the
classification of Russian operations as ‘held for sale’ as well as to the YoY depreciation of the
Russian ruble against the US dollar, resulting in lower reported currency levels of bank loans
and lease liabilities denominated in this currency. As of 31 December 2022, our RCF was
fully drawn with USD 1.1 billion outstanding.
Net debt excluding leases decreased in the year to USD 4.5 billion and to USD 3.7 billion,
respectively, resulting in net debt/EBITDA ratios of 2.56x and 2.36x, respectively, as of
31 December 2022. The YoY decrease in net debt was due to the classification of Russian
operations as ‘held for sale’, as well as to the depreciation of the Russian ruble against the
US dollar as mentioned above.
Debt maturity
Debt maturity schedule 2023 – 2024 as of 31 December 2022 (pro-forma for anticipated amendment of 2023 Notes)1
USD 1,055 million outstanding under the RCF, can be rolled over until the final maturity of the RCF in 2024 (USD 250 million) and in 2025 (USD 805 million).
Maturity period
Mar 2023
Sep 2023
Oct1 2023
Dec1 2023
Dec 2023
2023 other
Mar 2024
Mar2 2024
Jun 2024
Sep 2024
2024 other
Outstanding debt,
USD equivalent (million)
Outstanding debt, debt
currency
Entity
26
26
529
700
21
PKR 6,027
PKR 6,027
USD 529
USD 700
UAH 760
78
MIX
26
250
533
26
PKR 6,027
USD 250m
USD 533
PKR 6,027
Pakistan Mobile
Communications
Limited
Pakistan Mobile
Communications
Limited
VEON Holdings
B.V.
VEON Holdings
B.V.
Kyivstar
Other
Pakistan Mobile
Communications
Limited
VEON Holdings
B.V.
VEON Holdings
B.V.
Pakistan Mobile
Communications
Limited
45
MIX
Other
1 As per terms of scheme of arrangement if by 2 May 2023 relevant licences are not received or if VEON indicates licences will not be received, the notes become due and payable, and if the licences are received before 2 May 2023, the notes become subject to a put at 102%, which should only
be open to international investors.
2 Assuming RCF rollover until maturity in March 2024.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 40
CFO review continued
Results
as at 31 December
USD million
Total revenue, of which:
Total service revenue
Data and digital revenues
EBITDA
Profit / (loss) for the period
Profit / (loss) for the period
attributable to VEON’s shareholders
Capex
Capex intensity
Equity-free cash flow
Licences payments
Equity-free cash flow (after licences)
Total customers (million)
Mobile customers (million)
4G users (million)
4G subscriber base penetration
Fixed-line broadband customers
(million)
YoY local
currency
14.0%
13.9%
15.7%
12.6%
2022
3,755
3,600
1,937
1,743
(164)
(317)
832
22.1%
142
(296)
(154)
160.5
156.9
84.6
53.9%
3.6
2021
3,850
3,690
1,950
1,840
801
674
808
21.0%
141
(76)
66
156.3
152.8
70.8
46.4%
3.5
YoY
(2.4%)
(2.4%)
(0.7%)
(5.3%)
n.m.
n.m.
2.9%
1.1pp
0.7%
(291.8%)
n.m.
2.7%
2.7%
19.4%
7.5pp
2.1%
VEON’s total 2022 revenues amounted to USD 3,755 million, -2.4% YoY in reported
currency (+14.0% YoY local currency), service revenues were USD 3,600 million, -2.4% YoY in
reported currency (+13.9% YoY in local currency).
2022 EBITDA was USD 1,743 million, -5.3% YoY in reported currency (+12.6% YoY local
currency).
2022 capex of USD 832 million for the full year was 2.9% higher than in 2021, with capex
intensity up 1.1 pp as the company invested in 4G network expansion.
13.8 million 4G users were added in 2022, with a total reaching 84.6 million at the end of
the year. As of 31 December 2022, 4G subscribers accounted for 53.9% of our total
subscriber base, up 7.5 pp from a year earlier supporting the execution of VEON’s Digital
Operator strategy.
We are
encouraged by
the stabilisation
we are seeing in
operational cash
flow following the
difficulties of 2022
A year of transition
Events in Ukraine set about a year of transition for VEON
as we adapted quickly to new realities in our operating
environment. Yet it also underscored the health of our core
portfolio of digital operators and their ability to deliver
impressive financial performance through market-leading
connectivity and digital services.
These high-growth markets are the future of a New VEON.
Collectively, they comprise a growth opportunity unique
within emerging markets given strong demographics and
adoption rates for 4G and digital services that remain at an
early stage. Success in executing on this opportunity will
define our business in the years to come and the value we
are able to realise for our shareholders.
This includes our dividend, where our policy remains
unchanged. We are committed to paying at least 50% of
EFCF after licences as a dividend while maintaining Net
Debt-to-LTM EBITDA at around 2.4x on a pre-IFRS 16 basis,
subject to our assessment of medium-term investment
needs and opportunities. Given the financial volatility of the
past year, we announced at the time of our full year results
in May 2023 the Board’s decision not to pay a dividend for
financial year 2022. However, we have every confidence in
the long-term potential of our business model to increase
returns for shareholders once this period of transition is
behind us.
New VEON
As well as a clearer focus on growth markets, the events of
the past year have seen VEON make considerable changes
to our financing arrangements and debt structure. The
Group now has a significantly reduced exposure to ruble
debt but will likely maintain some exposure to it for some
time, resulting from its HQ RUB bonds and remains
committed to financing its operations via local credit
markets where conditions allow.
Over time, we expect leverage at the Group level to fall as
we move towards an asset light model through the sale of
towers and other local infrastructure which we anticipate in
the year ahead. From an accounting perspective, these
will result in a smaller value of lease liabilities held on our
balance sheet under IFRS 16.
Serkan Okandan
Outgoing Group Chief Financial Officer
April 2023
New priorities
VEON moves into 2023 a leaner business with an
abundance of growth opportunity. Although the ongoing
conflict in Ukraine means we are unable to provide financial
guidance for 2023, we remain optimistic in the long term
potential of our markets to deliver double-digit growth in
local currency revenue and EBITDA.
We are encouraged by the stabilisation we are seeing in
operational cash flow following the difficulties of 2022.
Similarly, we anticipate the declining trend in capex intensity
we saw in 2022 will continue following completion of the
sale of Russia, which in recent financial years had been the
largest recipient of Group investment.
We view 2023 with renewed confidence from a financing
perspective. Once complete, our exit from Russia should
allow us to return to international capital markets with a
strong growth story through which to galvanise our
relationships with creditors and ratings agencies.
New VEON may be a business borne out of adversity, yet is
one that defines our ability to adapt, transform and channel
this into future opportunities.
Joop Brakenhoff
Group Chief Financial Officer
June 2023
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 41
Country performance
Ukraine
Aleksandr Komarov
Chief Executive Officer
The sudden displacement of a large proportion of our customer
base overseas was one of the most immediate challenges of war.
Revenue
UAH 31.1 billion
EBITDA
UAH 18.3 billion
EBITDA margin
58.9%
4G customers
13.1 million
4G base penetration
53.0%
Kyivstar is an intrinsic part of Ukraine’s mobile and digital
infrastructure. With around 50% share of both
customers and industry revenue, we play a vital role in
connecting people and investing in the development
of the nation’s digital capabilities.
The onset of war in February 2022 brought this role into
sharper focus than ever before. The devastation and
displacement brought about by hostilities has placed
an overwhelming emphasis on essential connectivity
as people were forced from their homes and in many
instances found safety overseas.
We set four fundamental priorities for Kyivstar at the
outset which have guided our response throughout.
The first priority is people safety, both employees and
customers. The second is network resilience to ensure
we extend core voice, data and digital services to
customers at home and abroad. The third is business
resilience in order to protect our critical infrastructure
and operations. And the fourth is support for Ukraine, its
people and the rebuilding of our country that is to come.
LO1
MM1
Challenges and response
The sudden displacement of a large proportion of our
customer base overseas was one of the most immediate
challenges of war. We collaborated quickly with
international carriers to put in place ‘Roam Like Home’
to provide displaced customers with unlimited access to
Kyivstar numbers, free incoming calls and tariff minutes
to other networks across 27 European countries.
In addition, we suspended charges for customers on
the front line of hostilities. Both these arrangements
remain in place as we move into 2023.
MM5
Our Board measures put in place to support our
employees from the outset, providing extra allowances
and financial assistance and ensuring their safety
wherever possible through the home working
arrangements we developed under Covid-19. We
extended financial support to the nation, providing more
than UAH 500 million of free services and around
UAH 500 million in aid both directly and through
United-24, the state’s fundraising programme for the
restoration of Ukraine.
LO1
Protecting and adopting our network infrastructure to
the physical impact of war has been a major undertaking
from day one. The sudden change in customer
distribution required immediate changes to our network
to ensure basic voice and broadband services could
be maintained. We undertook many thousands of
modernisations to base stations and operated running
repairs to restore network capacity. This actually
accelerated our 4G rollout programme, providing us
with the opportunity to upgrade base stations as we
adapted our network footprint to the changing pattern
of its use.
MM1
The dedication and heroism of our people throughout
was remarkable. It has enabled an operational resilience
we never thought possible. Our employees worked
The dedication and heroism of our people was remarkable. It has enabled an operational resilience we never thought possible
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
42
Country performance continued
Ukraine continued
quickly and heroically to repair damaged equipment,
rebuilding the first base station in Kherson just two days
after it was liberated. Despite more than a year of
hostilities, blackouts and occupation, 90% of Kyivstar
network is fully operational.
Cyber attacks have been another threat vector of war.
Throughout 2022, these have become more frequent,
longer and more powerful. Denial of service (DDoS)
attacks more than tripled, phishing attacks quadrupled,
and malware attacks quintupled during course of the
year. Throughout, Kyivstar’s cybersecurity defences
stood firm, successfully repelling over 13,000 instances
of phishing and 450 DDoS attempts, one of which lasted
for 29 hours.
MM3
War has had a lasting impact on our backend
infrastructure. We built a new national core technology
site in the west of the country in order to mitigate the
risk of communication loss. For a project that would
normally take a year, this was achieved in just six
months. We consolidated our regional core sites in
order to increase network resilience and boosted the
range of suppliers we rely on in order to reinforce supply
chain sustainability. This was mirrored in our energy
strategy, where we have doubled the number of
generators at our disposal to ensure network continuity
and have begun to instal new batteries with longer cell
life to improve the efficiency of our off-grid energy use.
2022 performance
Although war corner stoned 2022 for Kyivstar, it failed
to break us operationally. Full-year revenues exceed our
early expectations, rising by 8.2% YoY despite the
concessions we extended to displaced and front line
customers. Mobile service revenues grew by 8.6%
reflecting a rise in our 4G customer base and increased
data usage.
LO4
Despite a significant rise in operational costs brought
about by the war, including higher energy prices, a rise
in the indexation of frequency fees and financial support
to those affected by hostilities, EBITDA declined by just
4.7% – a remarkable achievement in the circumstances.
Our fixed line business was understandably impacted
but managed to post revenue growth of 1.1% for the
year despite a decline in broadband revenues of 4.5%
as customers relied instead on mobile internet. This
included 4G, where our user base reached 13.1 million
at the end of 2022, an 8.1% rise from end-2021, to
account for 53% of our customers. This helped to drive
a 18.3% YoY rise in average revenue per user (ARPU).
Kyivstar saw a 5.5% YoY decline in its overall subscriber
base as some regions remain without mobile network
coverage and as emigration impacted subscriber
numbers. However, within this Kyivstar’s digital
products supported an increase in multiplay customers
(+14.6% YoY) and multiplay revenues rose by 34.1% YoY.
Capex increased by 7.4% YoY as Kyivstar continued
to restore essential connectivity in the country and
maintain business resilience and continuity. Since
24 February 2022, Kyivstar has built over 700 new 4G
base stations, upgraded and modernised to 4G more
than 7,000 base stations for higher throughput.
ESG milestones and ambitions
In wartime, it is impossible to separate the humanitarian
and organisational response to a crisis from normal
operations. As a provider of strategic infrastructure,
Kyivstar is part of the very fabric of our national efforts
to protect lives and sustain livelihoods as much as
possible throughout these extremely difficult days.
The swiftness of our response is thanks in part to the
corporate governance arrangements put in place
under VEON’s new operating model introduced in 2020.
By conferring greater operational autonomy at the
digital operator level and through introducing local
Boards with independent talent, these arrangements
were a clear benefit to quick and informed decision-
making. The Company responded quickly and efficiently
to the humanitarian needs of society. Throughout 2022,
Kyivstar donated UAH130 million in aid to charitable
funds to address the community’s humanitarian
needs and provided free services and bonuses
to its subscribers with a value equivalent to
UAH577 million.
LO3
Revenue
(UAH billion)
EBITDA and EBITDA margin
(UAH billion and percentage)
4G base user and penetration
(Million and percentage)
28.7
31.1
674
16.8
19.2
18.3
674
25.2
67%
67%
59%
9.3
36%
674
13.1
53%
12.1
46%
2020
2021
2022
2020
2021
2022
2020
2021
2022
EBITDA
EBITDA margin
4G subscribers
4G penetration
An initiative that spans
both our crisis response
and the Company’s
broader corporate
social responsibility
(CSR) ambitions is
our investment,
announced in
August 2022, in Helsi
Ukraine, the country’s
largest medical
information system
and leading digital
healthcare provider
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 43
Country performance continued
Ukraine continued
An initiative that spans both our crisis response and the
Company’s broader CSR ambitions is our investment,
announced in August 2022, in Helsi Ukraine, the
country’s largest medical information system and
leading digital healthcare provider. Through this strategic
investment, Kyivstar aims to extend telemedicine to
the entire population of Ukraine, both at home and
overseas, as part of our commitment to the rebuilding
of the nation. By delivering this via the Kyivstar network,
we hope to codify Helsi as the nation’s first responder
and help overcome the challenges of ruined
infrastructure and community displacement for
healthcare delivery.
LO5
Forward priorities and ambitions
The events of the past 12 months have had a profound
impact on Kyivstar. Yet our response has ensured
that our business fundamentally strong for when
peace returns.
While responding to the crisis of war, we have never lost
sight of our strategic priorities and the importance of
the whole organisation moving together towards these
shared goals.
We have seven priorities:
The first is our customer focus to ensure we maintain
our market leadership earned though their trust and
enthusiasm for our services. That means doubling down
on the success of our digital operator model
in broadening the scope of our services.
MM5
The second is our people focus, particularly how we
deepen Kyivstar’s culture so that our employees
feel grounded and supported in the very difficult
circumstances they are now encountering.
LO1
Third is our multiplay strategies, which are vital vehicles
through which we can establish strong long-term
relationships with our customers that reach beyond this
current period of upheaval and uncertainty.
The fourth is network leadership, reinforced by our
investment in technology leadership, our fifth priority.
This includes introducing new partners and services,
ensuring their fast integration and constantly improving
the customer’s experience.
MM1
MM4
Sixth is new business opportunities as we search for
organic and non-organic growth avenues in areas such
as enterprise infrastructure and big data.
Complementing this, our seventh priority is the digital
transformation of our business from a services
perspective to ensure we continue to evolve the
customer experience. That is the essence of the digital
operator strategy that we see working so effectively
across VEON’s markets.
MM4
The experience of war has sharpened our focus on the
future: how we will develop as an organisation
considering the huge opportunities that will come about
once we rebuild Ukraine. This will no doubt involve
collaboration with our industry partners and involve
broad discussion of the technologies that will underpin
Ukraine’s networks of the future. In the meantime, we
will work to keep our employees and customers
connected until the day we can bring our people home
and set about the rebuilding of our country.
Strategic pillars
Infrastructure accelerator
# 4G sites
23% increase YoY
16k sites
(2021:13k)
Digital operator
Multiplay customers penetration
3pp increase YoY
17% base penetration
(2021:14%)
Ventures
MAUs1 of digital services
59% increase YoY
1.1 million MAUs
(2021: 691 thousand)
1 MAUs = monthly active users
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44
Country performance continued
Pakistan
Aamir Ibrahim
Chief Executive Officer
Pakistan is a dynamic society in which Jazz enjoys leading
market share, providing a range of connectivity, entertainment
and digital financial services to 73,7 million customers.
Revenue
PKR 261.2 billion
EBITDA
PKR 134.0 billion
EBITDA margin
51.2%
4G customers
41.3 million
4G base penetration
56.0%
Now VEON’s largest digital operator by revenue,
Jazz Pakistan is a success story in how we can empower
opportunity through embedding our local services in
the social and financial fabric of a nation.
Pakistan is a dynamic society in which Jazz enjoys leading
market share, providing a range of voice, data and digital
services to 73 million customers. Our size and brand
presence enable Jazz to make a significant contribution
to the development of the nation by extending digital
literacy and inclusion throughout communities eager
for opportunity and betterment.
The size and scale of our Company makes Jazz one of
Pakistan’s largest corporate taxpayers, with around half
of our revenues returned by way of the various taxes
and fees our services attract.
MM2
LO5
They enable us to act as a beacon of hope and stability
when natural disasters strike, providing essential
connectivity, humanitarian relief and financial assistance
when needed, as we did during 2022’s catastrophic
floods which inundated around one-third of Pakistan
and impacted the lives of more than 30 million people.
JazzCash is helping to sustain individuals at the bottom
of the socioeconomic pyramid at a time of rising living
costs.
MM1
LO5
Expanding the rainbow
Digital inclusion is a key enabler of social and economic
change in Pakistan and one in which Jazz plays a leading
role. Our digital financial service JazzCash is the nation’s
largest. It is accelerating the digitisation of payments
across the economy, helping to break down social
barriers to economic inclusion while combating barriers
to growth like corruption through digital fingerprinting.
JazzCash extends financial services to the nation’s
unbanked, who represent around four-fifths of
Pakistan’s adult population. Many of these are women
who would otherwise be locked out of the financial
economy. And as the nation’s fastest-growing digital
lender, extending around 40,000 micro loans each day,
The success of Jazz’s services lies in our ability to
entertain, as well as to empower. Tamasha, our HD video
streaming platform, has transformed our ability to serve
our customers with premium TV channels, movies and
dramas alongside the very best in live sport. This has
captivated a nation passionate about cricket, ensuring
our customers never miss a beat by delivering live
matches to their smartphones in HD format alongside
a host of other sporting fixtures and content.
MM4
MM5
In everything we do, we share the passion of our
customers for our country, the vibrancy of our culture
and the boundless opportunity we can harness together
through the services we enable.
Digital inclusion is a key enabler of social and economic change in Pakistan and one in which Jazz plays a leading role
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
45
Country performance continued
Pakistan continued
One of our
ambitions is
to improve
the lives and
livelihoods
of Pakistan’s
women
through
technology
Mobilink Microfinance Bank (MMBL)
Expanding financial inclusion is also a core mission of
Mobilink Microfinance Bank (MMBL), VEON’s leading
digital bank in Pakistan. With over 40 million registered
users and a network of over 196,000 branchless banking
agents, MMBL is dedicated to harnessing the power of
technology to boost lending to the bottom of the
nation’s socioeconomic pyramid.
MMBL has pioneered a series of recommended policy
interventions to foster digital financial inclusion through
regulatory interventions in key areas such as
microfinance, agriculture finance and digital lending.
MMBL’s 9-Point Agenda for Financial Inclusion highlights
challenges and opportunities across multiple sectors
alongside recommended policy solutions. These have
diversity and inclusion at their heart and are designed
to help bring about a balanced, sustainable economic
transformation of Pakistan’s grassroots communities
that will bolster national growth and development.
MMBL has been the proud recipient of a number of
industry awards over the past decade in recognition
of its achievements. In 2022, these included the Global
Business Outlook Award for nation’s Most Innovative
Microfinance Bank and the RBI Trailblazer Award for
the Best Retail Bank in Pakistan.
MM2
LO5
2022 performance
2022 was a challenging year for Pakistan’s economy.
Global economic and political instability had an amplified
impact, with inflation of energy prices and supply issues
in global supply chains sharply drove costs up in
Pakistan. In order to cope with the drastic increase in
operating expenses and ring fence the profitability of
the company, Jazz continued to adopt a disciplined
approach to monetize its services in line with the
inflation, which helped it capture more than 50% of
industry revenue market share during the year. Hence,
ending the year with a gain in revenue market share of
1.1% to 44.9% (0.7% to 44.4% normalised for once-off
reversal of provision).
Jazz reported double-digit revenue growth for the
second consecutive year in 2022, with revenue rising
by 14.3% YoY. The growth was driven by a 21.8% YoY
increase in mobile data revenues and strong revenue
performances by both MMBL and JazzCash. The
expansion of the 4G customer base, which rose by
17.9%, to reach 41.3 million also contributed to the
revenue growth. At the end of 2022, Jazz’s total
subscriber base was 73.7 million, of which 56% were
4G users.
EBITDA grew by 28.2% YoY in 2022, driven by
double-digit revenue growth and effective cost
management. The size of increase is affected by the
reversal of a provision following a favourable decision
from the Islamabad High Court on pending litigation,
increasing the recorded EBITDA by PKR 20.2 billion.
Adjusted for this contribution, YoY EBITDA growth
was 8.9%.
In 2022, Jazz’s digital operator strategy continued to
drive growth in its multiplay customer base, which
increased by 41% YoY, accounting for 23.7% of the total
monthly active customers by the end of the year. This
growth in multiplay customers, who have three times
the ARPU of voice-only users, contributed significantly to
the B2C service revenues, which amounted to 44.1% in
the fourth quarter of 2022, representing a YoY rise of
9 percentage points.
JazzCash continued to be a star performer, with its
revenue growing by 54.5% YoY, supported by the
expansion of its retail presence to 130,870 active agents
and 185,906 active merchants. JazzCash processed
PKR4.2 trillion in gross transactions in 2022, a 31.3%
increase from the previous year. Its reputation as the
most popular digital wallet in Pakistan was reaffirmed by
the Karandaaz Financial Inclusion Survey, with 69% of
respondents recommending JazzCash as Pakistan’s most
recommended mobile money service.
Our streaming service, Tamasha, also performed well,
attracting a record number of users to its live HD
streaming of the Cricket and Football World Cups during
the fourth quarter. This drove its monthly active user
base to 4.3 million by year end.
MM2
MM4
MM5
ESG milestones and ambitions
The principles of ESG are fundamentally embedded in
Jazz’s products and business practices. Our role as a
leading corporate in Pakistan society compels us to think
about our governance responsibilities spanning a range
of social and environmental interests, not just in terms
of organisational issues.
Revenue
(PKR billion)
EBITDA and EBITDA margin
(PKR billion and percentage)
4G base and penetration
(Million and percentage)
199
229
262
674
134
674
99
50%
105
46%
51%
25.0
38%
41.3
674
56%
35.0
48%
2020
2021
2022
2020
2021
2022
2020
2021
2022
EBITDA
EBITDA margin
4G subscribers
4G penetration
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46
Country performance continued
Pakistan continued
Strategic pillars
Infrastructure accelerator
# 4G sites
11% increase YoY
14k sites
(2021:13k)
Digital operator
Multiplay customers penetration
8pp increase YoY
24% base penetration
(2021:16%)
Ventures
MAUs1 of digital services
33% increase YoY
29.9 million MAUs
(2021:22.4 million)
1 MAUs = monthly active users
We are incredibly proud of the impact JazzCash is
making in advancing financial inclusion again. This goes
to the heart of our ambition to improve the lives and
livelihoods of Pakistan’s women through technology.
Like many developing economies, Pakistan has gender
gaps that keep women disenfranchised from various
aspects of society. We over-index our participation of
women in JazzCash’s lending activities while extending
a set of services that were previously unavailable to
most, empowering a vast demographic with financial
independence for the first time.
MM2
LO5
The needs of women were uppermost in our minds as
we extended relief to communities impacted by last
year’s floods. Jazz set up mobile healthcare units for
women and provided specialist care for those pregnant
and nursing mothers. These were delivered alongside a
financial and logistical support.
Jazz was the first Company to pledge a billion rupees
worth of aid for flood relief, including food, medicines
and tents. We also extended free calls in flood-affected
areas to enable people to stay connected throughout
the emergency. And we are continuing to help the
government prepare for future natural disasters through
our development of the national SMS warning system,
augmenting this with capabilities to help direct relief like
seeds for farmers to guard against Pakistan slipping
from floods into famine.
Environmental governance extends to climate impact.
A switch to batteries from diesel generators is one way
we can decrease our carbon footprint in remote areas;
so too is our increasing use of solar energy. These are
important as we work to decrease our GHG emissions
while finding long-term solutions to rising energy costs.
LO5
Focused on outcomes
As a sustainable business, Jazz and MMBL operate a
host of CSR programmes and activities to ensure the
benefits of our capabilities extend to all our
stakeholders.
These include Jazz’s SDG Bootcamp, operated in
partnership with the United Nations Development
Programme in Pakistan. Inspired by the United Nations
Sustainable Development Goals (UNSDGs), the SDG
Bootcamp provides social enterprises the opportunity to
compete in friendly competition in developing products
and services that support the SDGs’ objectives. In 2022,
the Bootcamp played host to 131 social enterprises,
including 42 female-led initiatives and 71% of its
participants were women. The winners included a
vendor app made for and by women and a healthcare
Company that uses drone technology to deliver medical
supplies.
Nurturing entrepreneurial talent is a core mission of
Pakistan’s National Incubation Centre (NIC), a successful
public-private partnership which Jazz is proud to have
co-founded with the Federal Government. The NIC is
home to Jazz’s xlr8 accelerator programme, a flagship
initiative that helps business start-ups reach maturity
and scale. In 2022, xlr8 was particularly proud to support
DeafTawk, a digital Company helping to overcome the
challenges faced by deaf people around the world.
DeafTawk acts as a bridge between deaf and hearing
people by providing ready access to qualified sign
language interpreters and has helped improve the lives
of more than 466 million deaf people since its launch.
The needs of women are at the heart of MMBL’s
flagship empowerment programme, the Women
Inspirational Network, which it operates in partnership
with CARE International in Pakistan. The network
provides training and support to improve the digital and
financial skills of the nation’s women in order to
encourage sustainable development by eliminating
barriers to their opportunity. The programme has
helped over 900 women entrepreneurs develop
business skills and in November 2022 was recognised
as a best practice case study by the Women
Empowerment Conference in Karachi in partnership
with the International Labour Organisation (ILO).
In 2022, MMBL expanded its empowerment initiatives
by providing ecommerce capabilities to female
entrepreneurs and advisory services for farmers via
smartphones. By offering substantially discounted Digit
4G handsets pre-loaded with MMBL’s digital banking
application and an agricultural app developed in
partnership a leading local AgriTech Company, BaKhabar
Kissan, MMBL aims to boost the participation of these
underserved groups in Pakistan’s digital economy and
help unlock their potential in driving development and
prosperity for the nation.
MM2
LO5
The road ahead
We remain confident in Jazz’s ability to deliver
double-digit growth as we continue to grow the range
and reach of our digital services. Over time, this should
lift customer ARPUs; a key ambition for our business
while balancing pricing with affordability.
At the heart of our digital operator model, the success
of JazzCash and Tamasha demonstrate the ability to
captivate customers with services that drive engagement
levels higher. Each will remain valuable channels through
which to provide our customers with a growing range of
products designed to extend opportunity and
entertainment to the nation.
Our mission throughout is to demonstrate Jazz cares
in everything we do. That means standing by our
customers in good times as well as bad, and alongside
the nation when the unforeseen strikes. Above all, it
means being a dependable partner to all who share our
excitement in the digital opportunities ahead of us.
https://www.veon.com/newsroom/press-releases/veons-mobilink-microfinance-bank-promotes-
financial-inclusion-and-supports-farmers-with-programmes-to-drive-economic-prosperity-in-pakistan
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
47
Country performance continued
Bangladesh
Erik Aas
Chief Executive Officer
Banglalink’s fastest 4G network paves the way for Bangladesh’s
digital revolution: unlocking a world of opportunity.
Revenue
BDT 53.7 billion
EBITDA
BDT 19.6 billion
EBITDA margin
36.4%
4G customers
16.1 million
4G base penetration
42.9%
With over 180 million mobile phone subscribers and
over 124.42 million internet users, Bangladesh is an
oasis of digital opportunity, and it is moving forward at
an incredible rate towards the achievement of its
government’s Smart Vision 2041 goal.
As the nation’s fastest-growing digital operator,
Banglalink is on a mission to accelerate this growth by
providing a diverse portfolio of connectivity tools and
digital services via Bangladesh’s fastest mobile network,
for which Banglalink has consistently received the Ookla
Speedtest Award for the last three years:
In 2022, Banglalink, with its extensive digital portfolio,
launched an ambitious strategy to transform from a
regional operator to a national digital operator. Our
network infrastructure has been significantly expanded
in order to achieve this goal, with our base station count
increasing by more than 4,000 in 2022, bringing the total
to more than 14,100. Additionally, our radio spectrum
has doubled, and we have expanded our network reach.
As we move forward to achieve our goal, we will continue
to upgrade existing base stations to provide “4G for all”
throughout Bangladesh with an exciting range of digital
services for all to enjoy.
In addition, we have witnessed a digital portfolio
expansion with the introduction of AppLink: a Digital
Services Marketplace for users and developers, and our
self-care platform, MyBL Super App, which has grown
by 80% in 2022 and now serves 5.7 million customers.
The platform, powered by our open API architecture, is
meeting customer demand by placing a growing range
of services at their fingertips, such as health,
entertainment and education.
MM4
MM5
MM1
In alignment with our infrastructural expansion,
customer uptake for Banglalink’s digital services has
been impressive. From a standing start when we
launched the country’s first User-Generated Content
(UGC) platform Toffee, this digital video streaming
service now has the most monthly active users of any
other online entertainment platform in Bangladesh.
2022 performance
In 2022, Banglalink achieved remarkable financial
success, exceeding projected revenue and growth
targets by a significant margin. The expansion of our
brand and growing customer preferences for our digital
services were reflected in our financial performance in
2022. Surpassing the market expansion and growth rate
of all other telecommunication and digital operators in
the country, Banglalink reported a 12.1% YoY rise
In alignment with our infrastructural expansion, customer uptake for Banglalink’s digital services has been impressive
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48
Country performance continued
Bangladesh continued
in its revenue in 2022. This growth was driven by an
approximately 7.1% expansion in our customer base,
which stood at 37.6 million in 2022 with a revenue
market share of 19%.
Furthermore, demand for our digital services
contributed to a 26.6% YoY increase in data revenue and
a 5.5% increase in Average Revenue Per User (ARPU).
Toffee’s exclusive coverage of the FIFA World Cup Qatar
2022™, which allowed millions across the country to
watch the exciting World Cup matches live in a seamless
and uninterrupted manner, was a major catalyst in this
acceleration. Over 25 million unique viewers tuned in for
the “Round of 16,” resulting in a fivefold increase in daily
active users of Toffee, which stood at 5.2 million at the
end of the year.
MM4
LO4
In line with the popularity of our digital services,
Banglalink’s multiplay customer base increased by
86.6% in 2022, accounting for 29% of total multiplay
revenues by the fourth quarter. The continued
expansion of our 4G network was a key enabler of this
growth, as we reached 81.1% of customers by the end of
2022, up 12pp YoY, and contributed to a 34.2% increase
in Banglalink’s 4G user base. With 16.1 million users, this
equates to 42.9% 4G penetration and continues to be
a key enabler of digital services as we expand our
geographic reach.
secured and uninterrupted high-quality digital services
to Banglalink customers, which was recognised when
we received the ISO 27001:2013 certification: reflecting
our organisation’s highest level of cybersecurity.
MM3
MM2
The investment we are making in nationwide network
coverage reflects Banglalink’s expansion strategy.
This increased capex by 142.1% YoY while contributing
to a 2.1% reduction in EBITDA as network-related
expenses decreased and continued investment in our
digital services was reflected in our margin. As we build
the most modern telecoms infrastructure in the country,
this investment is yielding tangible benefits for network
quality and reliability.
Cybersecurity
In line with our growth as a digital operator, we
acknowledge that robust cybersecurity infrastructure
is an essential component in our efforts to provide
Employee well-being and fostering a
workplace culture that values respect
and opportunity
Our corporate culture is one of mutual support and
personal development, where people see success in
empowering the people around them. In our mission to
ensure that our employees live a happy and healthy life,
we observe Banglalink Safety and Wellness Week. This
observation week features a variety of exciting events
focused on vitality, occupational health, safety, and
mental well-being.
We observe an Ethics and Compliance Week to ensure
that our employees are aligned with the organisation’s
principles and core values. During this week, a series of
educational and awareness-raising activities for internal
Revenue
(BDT billion)
EBITDA and EBITDA margin
(BDT billion and percentage)
4G base and penetration
(Million and percentage)
45.6
47.9
53.7
674
19.3
42%
20.0
19.6
674
42%
36%
8.0
24%
674
16.1
43%
12.0
34%
2020
2021
2022
2020
2021
2022
2020
2021
2022
EBITDA
EBITDA margin
4G subscribers
4G penetration
We observe
an Ethics and
Compliance
Week to
ensure that our
employees are
aligned with the
organisation’s
principles and
core values
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
49
Country performance continued
Bangladesh continued
Strategic pillars
Infrastructure accelerator
# 4G sites
43% increase YoY
14k sites
(2021:10k)
Digital operator
Multiplay customers penetration
6pp increase YoY
15% base penetration
(2021:8%)
Ventures
MAUs1 of digital services
234% increase YoY
21.2 million MAUs
(2021: 6.3 million)
1 MAUs = monthly active users
customers are arranged to reinforce the principles
of ethics and compliance ingrained in the
Company’s culture.
As a result of efforts to keep our employees motivated
and aligned with our values, we enjoy very high levels
of employee engagement: over 85% in the most recent
employee survey and are proud to have been
recognised as one of the top five employers of choice
in Bangladesh by the Nielsen Business School Campus
Track Survey in October 2022.
LO1
LO2
LO3
Empower communities and solve problems in
a sustainable manner while promoting digital
inclusion and literacy
One such initiative was the Banglalink IT Incubator,
which provided co-working spaces and mentorship
opportunities to early-stage tech start-ups in order to
foster the growth of promising digital start-ups in the
country. Thus far, 25 start-ups have graduated from
this incubator and are making waves in their domains.
We host the SDG Hackathon, where undergraduate
students join forces to develop digital solutions for
the achievement of the UNSDGs. Banglalink’s ‘Learn
from The Start-ups’ programme offers aspiring
entrepreneurs the opportunity to engage with some of
the nation’s most successful start-ups through learning
sessions hosted by leading individuals in their field.
During natural disasters in Bangladesh, it is crucial for
communities to have access to reliable and efficient
communication methods to stay informed and
connected. When such needs arise, Banglalink steps
forward in a powerful way to support communities
and help them recover by the exemption of voice and
data charges and provision of pertinent and timely
relief packages.
MM1
MM2
LO2
LO5
Looking forward
We plan on expanding our 4G footprint to approximately
95% of the country’s population over time. Our
long-term goal is to increase revenue market share
further. Furthermore, we hope to resort to sustainable
business practices such as resource sharing in order
to grow in an environmentally friendly and cost-effective
manner.
Building on the success of Toffee, we are deploying an
ecosystem of digital services. These portfolios are
already started benefitting subscriber growth and
ARPU while enabling the development of new adjacent
revenue streams such as AdTech, where we established
a fledgling business in 2022 showing early signs of
success.
MM1
MM2
MM4
MM5
As we move forward with our business and corporate
ambitions, Banglalink commits to working hard to
ensure that our networks remain the fastest in the
country, that our employees are among the happiest
in the industry, and that our Company continues to play
a leading role in the development of Bangladesh’s
exciting digital future.
Padma bridge
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
50
Country performance continued
Kazakhstan
Evgeniy Nastradin
Chief Executive Officer
Revenue
KZT 293.1 billion
EBITDA
KZT 147.8 billion
EBITDA margin
50.4%
4G customers
7.2 million
4G base penetration
68.3%
Our core ambition is to provide the highest quality of
services to every citizen, regardless of where they live, in
order to eliminate the digital divide between communities.
With close to four-fifths of its population owning
smartphones, Kazakhstan is one of VEON’s most
advanced markets for digital services.
The nation’s leading digital operator
Here, Beeline is playing a leading role in the nation’s
digital transition through a digital operator strategy that
embeds these capabilities at the core of its telecoms
offer. These include BeeTV, Kazakhstan’s largest OTT
entertainment platform, hitter, our new local music app,
and the nation’s first neobank, Simply.
Constant innovation has helped cement Beeline’s
position as Kazakhstan’s largest mobile operator and its
reputation as the nation’s leading provider of digital
services for residential and business users.
MM4
At the heart of this success is a digital-led approach to
services that has transformed the customer acquisition
and service journey. The result is a growing number of
customers using one or more of our digital products
even before choosing Beeline as their mobile operator.
through a connectivity-agnostic approach that does not
depend on upselling subscribers from our existing core
services. This has helped us to grow our digital revenues
contribution from zero three years ago to over 9%
today through a suite of products serving 5.2 million
customers. It has contributed to the success of iZi,
the nation’s first digital teletainment (telecom +
entertainment) operator, which is enabling us to expand
our customer footprint beyond the Beeline brand.
We are extending our digital and network capabilities to
B2B segment of users by developing capabilities in big
data, AdTech, cloud, Internet of Things (IoT) integrations
and cybersecurity through the constant upgrading of
our infrastructure and automation of our operations.
MM2
MM3
2022 was a turbulent and challenging year, with social
unrest at home underlining the vital importance of
staying connected with each other. Throughout, we
stood strong with our customers, who rewarded us
with their loyalty and enabled us to record our fifth
consecutive year of double-digit growth.
Our ‘Multiplay Anywhere’ strategy has enabled us to
expand both our customer base and new revenues
MM5
LO4
2022 performance
Beeline Kazakhstan delivered YoY local currency revenue
growth of 20.8% in 2022, supported by a 7.1% expansion
in its customer base to 10.6 million. Fixed-line revenue
growth was particularly strong (+40.4% YoY), helped by
continued growth in Beeline’s broadband customer base
(+14.1% YoY) and a 15.1% rise in broadband ARPU.
Mobile service revenue rose by 16.6%, driven by further
growth in data revenue, which increased 19% YoY.
LO4
This was helped by greater customer engagement via
our MyBeeline app, which increased its monthly active
users (MAUs) by 33.1% YoY to 3.9 million, adding
1.0 million MAUs during 2022. The popularity of
MyBeeline was illustrated recently when named the
second most popular communications app
in Kazakhstan by number of Google Play downloads.
Beeline’s digital services enjoyed good customer traction
during the year and helped us to grow new business
streams, which comprised 9.5% of our operating
revenues. Our BeeTV entertainment platform benefitted
from streaming of FIFA World Cup games in December
and reached 859,000 MAUs at the end of 2022
(+61.4% YoY), with 79.3% of its customers using the
mobile version of the service.
We stood strong with our customers, who rewarded us with their loyalty and enabled us to record our fifth consecutive year of double-digit growth
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
51
Country performance continued
Kazakhstan continued
Strategic pillars
Infrastructure accelerator
# 4G sites
31% increase YoY
7k sites
(2021:6k)
Digital operator
Multiplay customers penetration
9pp increase YoY
38% base penetration
(2021:29%)
Ventures
MAUs1 of digital services
67% increase YoY
3.9 million MAUs
(2021: 2.3 million)
1 MAUs = monthly active users
Beeline Kazakhstan’s digital-first sub-brand iZi saw
significant growth in its customer base, which rose
six times YoY in 2022 to almost 380,000 monthly active
subscribers. Elsewhere in mobile financial services,
our pioneering digital payment card, Simply, saw a
30.2% YoY increase in MAUs to 246,000 at the end
of 2022.
Beeline demonstrated success in bundling its digital
services for customers by growing multiplay customers
by 40% YoY. These accounted for 38% of Beeline’s
customer base at the end of 2022 and, with higher
ARPU and lower churn, collectively contributed
to 51.8% of B2C revenues for the year.
MM2
MM4
MM5
ESG milestones and achievements
As a provider of high-speed internet connectivity,
Beeline plays a vital role in the sustainable development
of Kazakhstan. Our core ambition is to provide the
highest quality of services to every citizen, regardless of
where they live, in order to eliminate the digital divide
between communities.
LO5
Key to realising this vision is the continued investment
we are making in our network infrastructure under our
‘LTE Everywhere’ programme. This aims to equip 97%
of our base stations with 4G capabilities in order to
provide our customers with the best possible experience
of our services.
In parallel, we are proud to partner with our fellow
operators in the government’s 250+ programme to bring
high-speed internet connectivity to every community in
Kazakhstan with over 250 inhabitants. Since inception in
2020, Beeline has extended its services under this
programme to more than 1,500 villages that enjoyed
access to the internet for the first time.
In parallel, our Safer Internet Project has enabled
Beeline to partner with the nation’s largest
educational platform, Bilim Media Group, to help over
200,000 school students develop vital online skills
through digital literacy lessons.
MM2
LO5
MM1
Throughout our network, we are constantly optimising
frequencies and upgrading technology in order to
reduce energy consumption while experimenting with
power alternatives to grid electricity. At the same time,
we are strengthening our collaboration with
competitors, consultants and regulators to develop
clean energy solutions that can lower our carbon
footprint and that of the wider industry.
Beyond connectivity, Beeline continued to invest in
the educational future of our younger generations
throughout partnership with the international student
organisation Enactus. In 2022, we continued to support
education through our investment in the Kazakhstan
Khalkyna Fund. We invested over KZT 2 billion to provide
modern equipment to eight schools in rural parts of the
country. These schools are now equipped with high-end
tools such as TV studios, STEM labs, etc. Children have
access to state of the art education thanks to a
three-year professional development program for
teachers. Since 2018, 15 youth start-ups have received
financial support from Beeline, and students from over
40 schools and universities have taken part in the digital
project competition Beeline operates though Enactus.
None of this would be possible without the skills and
enthusiasm of our employees. Beeline’s ‘growth from
within’ mindset creates a working environment that
cultivates talent through a meritocratic culture of
succession. This offers all employees equal opportunity
to develop their careers through constant development
and self-improvement though courses offered by our
internal Beeline Academy and several schools such as
Coding, Big Data, RPA, QA and Frontend School. The
growth-minded culture this creates is united through a
shared entrepreneurial spirit and an excitement about
what we can achieve together as a business.
LO2
Forward ambitions
Some of the most exciting benefits we can offer our
communities lie within our services as we reach
beyond entertainment, financial services and payments
to embrace social needs in the realms of healthcare
and education.
By developing services that meet every day needs while
offering wider social benefits, we are confident Beeline
will continue to play a defining role in Kazakhstan’s
digital future.
Revenue
(KZT billion)
EBITDA and EBITDA margin
(KZT billion and percentage)
4G base and penetration
(Million and percentage)
674
293
131
148
674
243
198
109
55%
54%
5.2
6.3
64%
7.2
674
68%
2020
2021
2022
2020
2021
2022
2020
2021
2022
EBITDA
EBITDA margin
4G subscribers
4G penetration
50%
54%
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
52
Country performance continued
Uzbekistan
Andrzej Malinowski
Chief Executive Officer
Revenue
UZS 2,575 billion
EBITDA
UZS 1,372 billion
EBITDA margin
53.3%
4G customers
5.5 million
4G base penetration
65.8%
Our digital operator Beeline is playing a leading role in the
expansion of data and digital services across Central Asia’s
largest and youngest population.
Uzbekistan is a country in which our business and
national development go hand-to-hand. Our digital
operator Beeline is playing a leading role in the
expansion of data and digital services across Central
Asia’s largest and youngest population. Smartphone
adoption remains at a relatively early stage and the
concept of bundled services, pioneered by Beeline, is
still in its infancy. The popularity of these services,
underpinned by our ambitious 4G network expansion
programme, is rewarding Beeline with a pace of growth
that ranks among the Group’s fastest.
Much of this growth stems from new customer
acquisition given that the penetration of SIM cards
within the population remains low at around 80%. This
provides Beeline with an organic growth opportunity
which our digital operator strategy is tailored to. Beeline
is the industry’s pathfinder here, offering a differentiated
range of bundled services that are transforming the
smartphone experience of customers through a range
of products including media streaming, mobile financial
services and edtech.
MM2
The popularity of Beeline’s offer is reflected in the
growth of our customer base. This grew by 18.8% in
2022, from 7.1 million to 8.4 million, with a rising
proportion opting for our 4G services as we continued
to this network across a nation with a growing appetite
for digital products.
for around 500 services. Our digital entertainment
platforms, including Beeline TV and Beeline Music, saw
growth and together accounted more than 1.5 million
MAUs by year end, a 24.2% YoY rise.
MM4
MM5
2022 performance
Beeline delivered 25.2% revenue growth in 2022. This
reflects the rise in customer numbers, as well as
strength in data revenue, which rose by 35.7% YoY as
our 4G customer base expanded. 4G was taken by
28.4% of our total customers by the end of 2022; still
a relatively small proportion by global standards,
underscoring the 4G growth runway we have ahead of
us in Uzbekistan.
Beeline’s bundled digital services continued to attract
new customers. Our multiplay offer was taken by 39.6%
of our customers by the end of 2022, contributing over
a half of our B2C revenues. The popularity of our Beepul
mobile services app was boosted in the summer after
Beeline was granted a licence to provide payment
services, enabling our customers to use Beepul to pay
EBITDA grew by 45.2% YoY, helped by the rise in our
multiplay customers and higher usage of our digital
services, as well as successful cost control. Throughout,
Beeline continued to invest and extend its 4G network,
which recorded a 16 percentage-point rise in coverage
in 2022 to 78% of the country. This now includes
the Tashkent Metro, where passengers now enjoy
high-speed data access in each of the capital’s
31 metro stations.
ESG milestones and ambitions
As the nation’s largest mobile operator, Beeline’s value
proposition extends beyond our customers and our
shareholders to the development needs of Uzbekistan
itself. Our scale and the nature of our services enable us
to play a leading role in advancing digital literacy and
Beeline’s value proposition extends beyond our customers and our shareholders to the development needs of Uzbekistan itself
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
53
Country performance continued
Uzbekistan continued
Strategic pillars
education across communities while modernising the
infrastructure through which is this delivered.
opportunity to equip individuals to pursue careers in
technology-related industries such as ours.
MM2
LO5
LO5
Infrastructure accelerator
# 4G sites
26% increase YoY
4k sites
(2021:3k)
Digital operator
Multiplay customers penetration
10pp increase YoY
40% base penetration
(2021:30%)
Ventures
MAUs1 of digital services
25% increase YoY
1.8 million MAUs
(2021: 1.4 million)
During 2022, Beeline invested USD 50 million in network
upgrades, its largest investment ever. We view this as
genuinely sustainable investment, since it is expanding
the reach of services such as digital education which
offers access to self-improvement opportunities that
currently lie beyond the reach of many. We are currently
in the process of expanding these via an integrated
education platform that will offer modules at a variety of
attainment levels, from elementary through to vocational
in areas including cybersecurity and software
development. Importantly, these will be offered in
Uzbek, addressing a pressing shortage of local language
education resources available elsewhere.
MM1
Our investment in network and services is reinforcing
access to high-speed connectivity across Uzbekistan.
Yet it is conferring valuable skills to its workforce in an
important process of knowledge transfer that Beeline is
proud to facilitate. In a nation where around 12% of GDP
is derived via remittances from Uzbeks working abroad,
there is a clear need to develop both local skills and the
opportunities for these to be employed at home. We
view this as an opportunity for Beeline to invest in
human capital in a very real sense. With the majority of
the population under the age of 30, we have a golden
This ambition starts at home. Throughout Beeline, we
place positive pressure on our managers to develop
their successors from our pool of local talent. and over
time, this will help ensure that technology businesses do
not need to draw on expat expertise to fill roles, while
curbing the exodus of talent from Uzbekistan in search
of opportunity elsewhere.
LO2
One of the areas we are particularly excited in
developing local talent is Big Data management,
specifically in the realm of AdTech. We plan to develop
a local centre of excellence around this capability,
developing skills and capabilities that will benefit both
our people and our Company through adjacent
revenue streams.
Alongside this, we see a growing opportunity in Cloud
Storage. One of our priorities for 2023 is to establish our
own commercial data centre to provide a highly secure
domestic storage facility. This will help strengthen the
foundations of data sovereignty within Uzbekistan by
helping to ensure this digital commodity is stored and
monetised locally, not offshore by global tech
companies. We see this encouraging a circular economy
in itself as local enterprises develop expertise and
services around data, widening the pool of knowledge
and prosperity it generates locally.
LO3
One initiative we are particularly proud to support is
Tumaris. Tech, a regional project designed to boost
the participation of women in information technology.
In May 2022, Beeline hosted the nation’s first ever
women-only hackathon, bringing together individuals
from across Central Asia to create prototype digital
products that address pressing socioeconomic
problems facing their societies. IT remains a male-
dominated industry in Uzbekistan, and we are proud
that the vast majority of Beeline’s Data Management
team is female, which reflects the focus we place on
workplace diversity.
LO5
Forward ambitions
As market leader in a digital marketplace, we have
ourselves defined, our ambitions for Beeline are bigger
than our already considerable achievements. We are
challenging ourselves to deliver even faster revenue
growth in 2023 as we build on the growth momentum
of our digital services. We shall continue to develop the
breadth of these while extending the 4G networks that
deliver them, with the long-term aim of raising our 4G
coverage to 85% from the 78% achieved at the end
of 2022.
In doing so, we will to the best of our abilities deliver a
business that matches the needs of its customers as
well as that of wider society, playing our role in
transferring knowledge and skills to a nation which we
hope has become a better place for Beeline’s role in it.
Revenue
(UZS billion)
EBITDA and EBITDA margin
(UZS billion and percentage)
4G base and penetration
(Million and percentage)
1,985
2,057
2,575
674
1,372
674
5.5
674
53%
4.3
943
46%
677
34%
3.1
66%
61%
46%
1 MAUs = monthly active users
2020
2021
2022
2020
2021
2022
2020
2021
2022
EBITDA
EBITDA margin
4G subscribers
4G penetration
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
54
Country performance continued
Kyrgyzstan
Andrey Pyatakhin
Chief Executive Officer
Beeline Kyrgyzstan now offers 4G across much of
the country to ensure customers stay connected in
an increasingly digitally-connected world.
Revenue
KGS 4.1 billion
EBITDA
KGS 1.6 billion
EBITDA margin
38%
4G customers
1.3 million
4G base penetration
68%
A nation of 6.2 million people with growing access to
mobile broadband and smartphones, Kyrgyzstan is a
country with an abundance of opportunity for VEON’s
digital operator model.
Beeline Kyrgyzstan is one of the nation’s leading mobile
operators, serving just under a third of the population
with voice, data and a growing range of digital services.
Kyrgyzstan has a young population, with almost half of
the population under the age of 25. A similar proportion
also owns a smartphone, which is fuelling growing
demand for mobile and internet services.
Kyrgyzstan is one of our strongest markets in terms of
4G penetration, which reflects the progressive
expansion in Beeline’s 4G network across the nation’s
challenging mountainous terrain. The Company has
made game-changing investments in the country’s
telecommunications infrastructure in recent years and
was the first to provide 3G services. Beeline Kyrgyzstan
now offers 4G across much of the country to ensure
customers stay connected in an increasingly digitally
connected world.
Although at an earlier stage of deployment than our
other markets, Beeline is expanding the range and reach
of digital services offered through our digital operator
platform. These include digital payments via our mobile
wallet, Balance.kg, as well as our entertainment
streaming service Beeball. 2022 was a watershed year
as these services moved into profitability, making a
positive EBIT contribution to our business and
demonstrating their ability to become a valuable
contributor to future returns.
MM1
MM2
2022 performance
Beeline Kyrgyzstan reported double-digit growth in
revenue in 2022, which in local currency terms rose by
14% YoY. This was helped by continued growth in
Beeline’s 4G subscriber base and a 15% YoY rise in
data revenue.
On a reported basis, EBITDA fell by 21%, primarily
reflecting the impact of the release of a withholding tax
provision in 2021 which boosted last year’s EBITDA
performance. Adjusting for this, local currency EBITDA
rose by 19% on an organic basis.
2022 saw further investment in the quality and reach
of Beeline’s 4G network. This complemented the
investment we made in an additional spectrum licence
during the year to expand our spectrum capacity.
We adopted a balanced investment strategy targeting
specific geographic areas of improvement, including
Bishkek, the nation’s capital, where we doubled our
subscriber base during the year and now offer the city’s
fastest mobile network. The south of the country was a
similar focus for network expansion, which contributed
to a doubling of our 4G subscriber base there.
MM1
LO4
Beeline Kyrgyzstan reported double-digit growth in revenue in 2022, which in local currency terms rose by 14% YoY
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
55
Country performance continued
Kyrgyzstan continued
Strategic pillars
Infrastructure accelerator
# 4G sites
6% increase YoY
2k sites
(2021:1k)
Digital operator
Multiplay customers penetration
14pp increase YoY
31% base penetration
(2021:18%)
Ventures
MAUs1 of digital services
610% increase YoY
243 thousand MAUs
(2021: 34 thousand)
1 MAUs = monthly active users
ESG milestones and ambitions
The nation’s digital transformation is a key development
goal in Kyrgyzstan’s 2018 – 2040 National Strategy. As a
leading digital operator, Beeline sees a valuable role in
helping to realise this ambition through encouraging
digital innovation throughout the country’s schools
and universities.
This starts in the classroom. Beeline has created
co-working centres in universities and libraries to
provide students and budding entrepreneurs a bright,
modern environment with free access to computers
and Wi-Fi. Additionally, masterclasses in programming,
project and productivity management software, and
personal and professional development have been
provided to support young people in developing their
skills, knowledge and entrepreneurial potential while
strengthening our brand awareness among socially
aware subscribers.
Within Beeline itself, the opportunity for us to equip our
people to advance digitisation throughout society is one
we take very seriously. A lack of vocational opportunity
within Kyrgyzstan is fuelling a migration of professional
talent overseas. Not only can Beeline offer captivating
opportunities for these individuals at home, but it can
actively expand the ICT knowledge pool through the
ongoing professional development we offer our
employees.
Meanwhile, Beeline employees actively participate in the
Company’s social activities through educational projects,
experience sharing and mentoring.
Vitally, these are opportunities we offer to everyone,
regardless of their gender or background. Diversity is a
core principle of Beeline’s corporate culture. We are
proud of the equality we have achieved in our
workplace. Around half of our leadership team are
women and we believe wholeheartedly in promoting
women to leadership positions across our organisation.
This is a core principle we extend with our services
throughout Kyrgyzstan society, advancing digital
literacy and financial inclusion to a nation where
opportunities for women remain heavily influenced
by culture and tradition.
MM2
LO2
LO5
The road ahead
2022 was a year of investment for Beeline as we focused
on network quality and reach. 2023 will see us focus on
monetising these achievements while continuing to grow
the ecosystem of digital services they enable.
Mobile financial services (MFS) is a prime opportunity for
us. Over time, we see scope to double our MFS revenues
as the adoption of digital wallets seeds growth in
customer demand for smartphone-enabled payments.
Financial services is a competitive marketplace, with
traditional banks dominating customer wallet and
mindshare. Yet we see indications of this changing and
continue to work with local regulators to explore how
Beeline can play a leading role in the nation’s digital
financial transition.
We see similar scope for growth in digital entertainment
though the curation of local music and media, delivered
to our customer base through sub-branded services.
As with MFS, we view this opportunity as connectivity-
agnostic, offering Beeline avenues to attract customers
from beyond its current subscriber base.
MM2
MM4
MM5
Away from retail, B2B is a digital opportunity still in its
infancy but one ripe for monetisation. Data storage is
a service dominated by international providers and lacks
the local competition it has attracted in other markets.
In partnership with others, we see scope over time for
Beeline to play a leadership role in the development of
local data centres. In doing so, we can help advance
the cause of local data sovereignty by preventing this
valuable commodity from being exported overseas,
instead contributing to the development of new
expertise and capabilities for its commercialisation
at home.
There is much to be done to unlock the digital potential
of our young country and we are excited by Beeline’s
role in helping the nation build its digital future.
Revenue
(KGS billion)
EBITDA and EBITDA margin
(KGS billion and percentage)
4G base and penetration
(Million and percentage)
674
56%
38%
3.54
3.65
4.13
-0.45
2.04
1.56
0.9
-13%
48%
674
68%
1.1
55%
1.3
2020
2021
2022
2020
2021
2022
2020
2021
2022
EBITDA
EBITDA margin
4G subscribers
4G penetration
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
56
Divested markets
Algeria
Georgia
Dmitry Shvets
Group Head of Portfolio Management
Our portfolio of markets is subject
to ongoing review by VEON’s Board
to ensure they provide the most
attractive opportunities for our
operating model.
2022 saw three changes as we completed an exit from Algeria and Georgia and embarked on the sale of our
Russian operations.
These transactions result in certain accounting considerations, each of which is outlined below alongside an overview of the sale process in each market.
Algeria
Algeria is a challenging market in which our operating
company, Djezzy, outperformed its competitors with a
substantial advantage in profitability. In a market that
has experienced a significant overall contraction in total
mobile revenue over the past several years, Djezzy
managed to maintain healthy EBITDA margins with
percentages in the mid-40s range, a 10pp lead on its
nearest competitor. Unlike VEON’s other markets
however, Algeria is yet to create the regulatory
frameworks we enjoy elsewhere for the successful
development of our digital operator model. It was
within this context that VEON embarked on a process
to sell its Algerian operations in July 2021.
Prior to the sale, VEON owned a 45.6% shareholding in
Djezzy, held indirectly through its subsidiary Global
Telecom Holding, with the Algerian Government (via
the National Investment Fund) owning most of the
remaining shares.
position of the Group, which on receipt in August 2022
increased to USD 3.1 billion.
Today, Djezzy remains Algeria’s most advanced mobile
operator. Its leadership team substantially comprises
today of the same Algerian nationals that contributed
to the operational turnaround for the business in the
years leading to 2021, which is when the Company
returned to growth, before accelerating its revenue
momentum that saw a doubling of its rate of growth in
2022. We are confident Djezzy has a bright future and
will continue to serve the needs of its customers under
its new ownership.
In line with the requirements of IFRS 5, VEON’s Algeria
subsidiary became a discontinued operation following
the exercise of the put option in July 2021 and has been
accounted for as “held for sale” since. As a consequence,
Djezzy does not contribute to the base performance of
VEON for both the current and prior year in this report.
Under this arrangement, VEON possessed a put option
to sell its stake in Djezzy to the government. VEON
exercised this right in July 2021 and was paid a
transaction value of USD 682 million in August 2022
following a third-party evaluation process that
established the fair value of the shares. The cash
proceeds from the transaction strengthened the liquidity
In terms of balance sheet accounting, Algeria has been
valued at the lower of (i) the carrying amount of the
discontinued business and (ii) its fair market value, less
costs pertaining to the sale. Any deviation from this
value in respect of the final valuation resulted in a gain/
loss, which was accounted for as a profit/loss from
discontinued operations.
Georgia
In June 2022, VEON completed the sale of its operating
subsidiary in Georgia to the Group’s former local partner
within the country.
Under VEON’s ownership, Beeline Georgia had
established itself as a leading digital operator in
4G services. As such, the decision to exit Georgia
reflected its comparatively small financial contribution
to our Group. The decision was taken considering
VEON’s strategy of a strong focus on the Group’s
portfolio of high-growth markets with a critical
mass of users that is essential for scaling our operating
model.
The transaction value of the sale was USD 45 million,
equating to a 2021 EBITDA multiple of 3.5x on a
pre-IFRS 16 basis. We leave the business in very capable
hands and have no doubt Beeline Georgia will continue
to play a leadership role in the digital transformation of
the nation.
Financial and operating results for Georgia were
deconsolidated from VEON Group numbers following
the completion of the sale in June 2022. Georgia also
does not contribute to reported numbers of customer
base, 4G users and 4G penetration for both the current
and prior year in this report.
Key financial and operational indicators
Algeria (Djezzy)
Service Revenue (DZD million)
EBITDA (DZD million)
EBITDA Margin (percent)
Customer base (million)
Data users (million)
Georgia (Beeline)
Service Revenue (GEL million)
EBITDA (GEL million)
EBITDA Margin (percent)
Customer base (million)
Data users (million)
2020
2021
2022
YoY
(2022 vs. 2021)
86,661
38,282
44.0%
14.1
9.2
105.3
33.0
31.3%
1.3
0.8
88,525
39,124
44.0%
14.3
10.2
121.6
41.4
34.0%
1.4
1.0
93,226
42,037
45.0%
14.9
11.3
139.4
46.4
33.3%
1.4
1.0
5.3%
7.4%
1.0pp
4.1%
10.7%
14.7%
12.1%
(0.7pp)
3.8%
8.5%
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 57
Divested markets continued
Russia
The sale of our
Russian operations is
subject to certain
closing conditions,
including the receipt
of necessary
regulatory
approvals and
licences before
the transaction can
be finalised
Russia
In November 2022, VEON announced that following a
competitive process, it had entered into an agreement
to sell its Russian operations to senior members of the
current management team of PJSC VimpelCom, which
operates mobile and digital services in Russia under the
Beeline brand.
Russia has been a highly competitive market in recent
years, requiring significant levels of management focus
and investment by VEON in order to bring about an
operational turnaround for PJSC VimpelCom following
a period of underperformance prior to 2020. Under
the leadership of CEO Alexander Torbakhov, a new
leadership team successfully achieved this through
expanding the quality and reach of Beeline’s 4G
networks and improving the experience of its customers
though a host of new digital services.
As set out in our Chairman’s statement (refer to page 3),
the onset of war in Ukraine in February 2022 presented
VEON with no viable alternative than to sell its Russian
operations given the material risks to the Group that
continued ownership would present. Concluding an
agreement that unlocks positive shareholder value
while ensuring continuity for Beeline’s more than
50 million customers and 29,000 employees is, we
believe, an outcome that achieves the best possible
balance between the complex needs of all
stakeholders involved.
The sale of our Russian operations is subject to certain
closing conditions, including the receipt of necessary
regulatory approvals and licences before the transaction
can be finalised. The target completion date for the
transaction is on or before 1 June 2023, with options on
both sides for extensions in case any required
pre-closing conditions have not been met.
Following the execution of the agreement, the Russian
business has, in line with the requirements of IFRS 5,
become a discontinued operation and is accounted for
as “held for sale” in the Group’s consolidated financial
statements. As such, our Russian operations do not
contribute to the base performance of VEON for both
the current and prior year in this report.
As part of the transaction, ownership of VEON’s
Kazakhstan operations was transferred to VEON in
December 2022. This ensures that VEON will continue
to consolidate its Kazakhstan operations, with VEON
Holdings B.V. taking direct ownership of the Group’s 75%
stake in Kar-Tel, which operates under the Beeline brand
in the country.
The table below represents revenue and EBITDA excluding intercompany amounts, that would be included into VEON Group results had Russian operations not been classified as
‘held for sale’ and ‘discontinued operations’.
Key financial and operational indicators
RUB million
Total revenue
Service revenue
EBITDA
EBITDA margin
Capex
Capex intensity
Mobile
4G users (million)
4G coverage
Fixed line
Service revenue
Broadband revenue
Broadband customers (million)
2020
2021
2022
YoY
(‘22 vs. ‘21)
273,674
246,423
108,220
39.5%
74,061
27.0%
22.6
88%
37,657
11,307
2.8
289,955
254,501
108,983
37.6%
74,983
25.9%
25.5
89%
40,648
12,112
2.9
286,196
262,389
118,466
41.4%
59,303
20.7%
25.3
90.0%
42,159
12,779
2.9
(1.3%)
3.1%
8.7%
3.8pp
(20.9%)
(5.1pp)
(0.7%)
1.0pp
5.8%
5.5%
0.7%
For the 12 months ended 31 December 2022, based on estimated managerial reporting, if the Russian operations were not classified as ‘held for sale’ and ‘discontinued
operations’, Group total revenue growth would be 3.3% YoY in reported currency (+6.4% YoY in local currency) and Group EBITDA growth would be 6.3% in reported currency
(+11.0% YoY in local currency).
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 58
3
VEON is committed to fostering
a risk aware culture
The ‘three lines of defence’ approach provides
a simple and effective way to enhance
communications around governance, risk
management and control.
Wazir Khan mosque, Lahore
In this section
How we manage risks
Our principal risks
59
62
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Our principal risks
How we manage risks
VEON has adopted the criteria set forth in Enterprise Risk Management –
Integrating with Strategy and Performance (2017), issued by the Committee
of Sponsoring Organizations of the Treadway Commission (COSO), as the
foundation of our enterprise risk management (ERM) approach. Through
VEON’s ERM framework, our management and Board aim to identify, assess,
adequately manage, monitor and report risks that could jeopardise the
achievement of our strategic objectives.
Identify
Assess
Manage
Monitor
Report
Risk appetite table
Risk category
Category description
Risk appetite
Strategic risk
Risks arising from strategic changes in the business environment and from
adverse strategic business decisions impacting prospective earnings and
capital
Averse
Neutral
Seeking
Operational risk
Risks arising from inadequate or failed internal processes, people and
systems or external events impacting current operational and financial
performance and capital.
Averse
Neutral
Seeking
Financial risk
Risks relating to financial loss arising from uncertainties, decisions
impacting the financial structure, cash flows and financial instruments of
the business, including capital structure, insurance and fiscal structure,
which may impair VEON’s ability to provide an adequate return
Averse
Neutral
Seeking
Compliance risk
Risks resulting from non-compliance with applicable local and/or
international laws and regulations, internal policies and procedures, ethical
behaviour, compliance culture also including legal and regulatory risks that
could result in criminal liability.
Averse
Neutral
Seeking
The VEON ERM framework is implemented and consistently applied throughout the organisation through a
well-defined governance structure and a robust ERM process. The ERM framework supports identifying
opportunities that enable us to achieve our strategic objectives and enable sustainable growth.
Strengthening our risk culture: three lines of
defence
The three lines of defence approach provides a simple
and effective way to enhance communications around
governance, risk management and control by clarifying
roles and responsibilities. VEON has adopted this model
to provide reasonable assurance that risks to achieving
strategic objectives are identified and mitigated.
First line of defence
VEON recognises that the first line of defence consists of
the business, which owns and is responsible and
accountable for directly assessing, controlling and
mitigating risks. Since 2016, targeted communication
campaigns have been launched globally to foster risk and
control awareness across the Group.
Further review for
appropriate growth path
To embed a culture aligned with our risk appetite and
individual responsibilities in relation to risk management
we embarked on a programme in 2019 which continued
through 2022. This programme involved an awareness
campaign using sport, games and the idea of teamwork to
highlight the importance of every individual’s contribution
to effective risk management and a strong control
environment, which was launched to reinforce
accountability and ownership for risk management and the
internal control environment.
During 2022, a risk culture survey assessment was
performed for the second time since 2021, across our
operating companies (OpCos) and our HQ with the help of
an external consultancy firm. This exercise was aimed at
supporting management in assessing the risk culture within
the organisation based on eight risk culture dimensions,
and to identify potential actions to strengthen or improve
VEON’s risk culture in comparison with an external
benchmark. Based on the results of the survey, all risk
culture dimensions at VEON outperformed the external
consultant’s benchmark with exception of two which were
in in line with the external consultant’s benchmark, which
demonstrates a continued very positive outcome.
Seeking
Neutral
Averse
Averse
Averse
Neutral
Seeking
To further improve risk culture and capitalise on survey
results, a set of recommendations was provided by the
external consultant tailored for each OpCo and HQ based
on the assessment of each of the eight dimensions. The
recommendations were not mandatory in nature but were
embraced as an opportunity to ensure a continuous
improvement in risk culture and served as the basis for
action plans development.
Seeking
Neutral
Averse
Neutral
Seeking
Status of the action plans and progress of the OpCos is
tracked periodically and reported to the OpCos’ Business
Risk Committees (BRC) and the Group Audit and Risk
Committee (ARC).
Second line of defence
The second line of defence monitors and facilitates the
implementation of effective risk management practices and
internal controls by the first line. The second line comprises
Group Internal Control, Group Enterprise Risk
Management, Group Ethics and Compliance and Group
Legal, among other Group functions. The second line
supports the business functions in identifying what could
go wrong and provides the methods, tools and guidance
necessary to support the first line in managing their risks.
Group ERM provides general oversight on ERM activities in
the OpCos, such as quarterly risk reporting as well as
facilitating the Group functions with the performance of
regular deep dives on specific risks, for example, regulatory
and tax risks, and assessments of Anti-bribery and
Corruption (ABC), Anti-money Laundering (AML), and
International Sanctions and Export Controls risks. The ERM
process is embedded into the strategy setting and business
planning process to ensure consistency and completeness
of VEON’s risk profile and that informed risk-based
decisions are taken. Group ERM provides guidance on ERM
reporting at BRC and leads the annual process of reviewing
and revising VEON’s risk appetite with the VEON Group
Executive Committee members, approving it with the Group
CEO and presenting the outcome to the ARC. The risk
appetite is then formally communicated to OpCos for local
application in decision-making and submission of business
decision approvals to their respective OpCo Board.
Third line of defence
The Group Internal Audit function comprises the third line
of defence and is responsible for providing independent
assurance to senior management on the effectiveness of
the first and second lines of defence. The function conducts
financial, information technology, strategic and operational
audits in accordance with its annual plan and special
investigations or audits, as and when considered necessary.
Throughout, Internal Audit conducts its activities in a
manner based on a continuous evaluation of perceived
business risks.
Defining our risk appetite
Defining our risk appetite in line with the COSO framework,
the VEON ERM) framework groups risk into four risk
categories: Strategic, Operational, Financial and
Compliance.
Our risk appetite is defined for each of the four risk
categories by considering our strategic and business
objectives, as well as potential threats to achieving these
objectives. On an annual basis, the VEON appetite
statements for each category of risk are revised and
approved by the VEON Group Executive Committee and
presented to the ARC. These statements are then
integrated into the business through our Group policies
and procedures and our risk management cycle.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 60
Our principal risks continued
Risk management
in execution
5
Assure
1
Clarify
objectives
and identify
risks
Monitor,
report and
escalate
4
Assessing
and
prioritising
risks
2
Respond
to risks
3
Effective risk management requires a continuous and iterative process and involves the following five steps:
1
4
Clarify objectives and identify risks
Monitor, report and escalate
VEON’s strategy is developed with a comprehensive
understanding of the inherent risks involved in doing
business. We consider the potential effects of the
business context on our risk profile as well as possible
ways of mitigating the risks we are exposed to.
VEON’s Group Executive Committee reviews significant risks assessed and prioritise based on the Group’s ERM framework.
The top Group risks are reported to VEON’s Board of Directors, in particular to the Audit and Risk Committee (ARC) (at least
on a quarterly basis), to evaluate material Group risks. Top Group risks include HQ-specific risks, as well as consolidated
assessment of key risks from the OpCos. Local risk assessments are reviewed by OpCo CEO and senior management and are
reported to the BRCs and OpCo Boards.
2
Assess and prioritise risks
Risks identified as relevant for VEON are assessed in
order to understand the severity of each risk on the
ability to execute VEON’s strategy and business
objectives. The severity of risk is assessed at multiple
levels of the business as it may vary across functions
and operating companies.
3
Respond to risks
The assessed severity of the risk is utilised by
management to determine an appropriate risk
response (Take, Treat, Transfer or Terminate) which
may include implementing mitigations, taking into
account the risk appetite.
The Board of Directors maintains a number of committees, including the ARC, OpCo Boards and BRCs, which provide
independent oversight of the ERM framework and the timely follow-up on critical actions based on the progress updates.
To ensure strong governance and oversight of our risks, we established in each of our OpCos a BRC and an OpCo Board.
Each OpCo BRC is chaired by either the Group Chief Financial Officer, his nominee or the Group Chief Internal Audit and
Compliance Officer. The purpose of the OpCo BRC is to consider the overall risk profile of the OpCo and the Group and
ensure risk informed decision-making. The OpCo BRC regularly reviews the OpCo’s governance and decision-making
framework and compliance with VEON Group and OpCo requirements, including those set out in the VEON Group Authority
Matrix/Delegation and policies. The BRC receives, reviews and makes recommendations on reports from OpCo management
regarding any noncompliance with the VEON Group Authority Matrix/Delegation and policies. The BRC provides active VEON
Group-level governance, oversight and policy guidance and aligns the activities of the Group’s various assurance functions to
coordinate and manage actions efficiently in support of the local OpCo VEON Board and the VEON Board in its oversight role
for the VEON Group.
Each of the OpCos are managed by way of OpCo Boards which comprises of the respective OpCo CEO and management
team with the oversight by their respective Board of Directors. Each OpCo’s overall risk profile is presented to its OpCo Board
regularly (at least once per quarter) and is accompanied by recommendations of its OpCo Business Risk Committee. This
programme is continuously monitored by OpCo management and the OpCo Boards, and reviewed by both OpCo and Group
Internal Audit, with the Group Audit and Risk Committee providing ultimate oversight, with each OpCo Business Risk
Committee providing active monitoring and engagement with the OpCo on all enterprise risks, control, compliance and
assurance matters.
5
Assure
On a quarterly basis, through our
management certification process, OpCo
CEOs and CFOs certify that significant
risks have been considered and
appropriate measures have been taken to
manage the identified risks in accordance
with the Group’s ERM policies and
procedures, including our risk appetite.
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Our principal risks continued
Our internal control
system is designed to
provide reasonable
assurance regarding
the reliability of
financial reporting and
the preparation and
fair presentation of
VEON’s published
consolidated financial
statements under
generally accepted
accounting principles
Control framework
VEON is publicly traded on a US Stock Exchange and
registered with the US Securities and Exchange
Commission. Thus, it must comply with the Sarbanes-
Oxley Act (SOX). Section 404 of SOX requires that
management perform an assessment of the Internal
Control over Financial Reporting (ICFR) and disclosures
to confirm both the design and operational effectiveness
of the controls.
Our internal control system is designed to provide
reasonable assurance regarding the reliability of
financial reporting and the preparation and fair
presentation of VEON’s published consolidated
financial statements under generally accepted
accounting principles. The VEON ICFR framework
incorporates risk assessment as part of our scoping
process, an assessment of the design effectiveness
of the required controls, testing of the operating
effectiveness of the key control activities and
monitoring of our financial reporting at entity-wide
and functional levels.
VEON has established uniform governance, policies and
control standards that apply to controlled subsidiaries.
Our ICFR testing results are reported into our OpCo
Business Risk Committees, OpCo VEON Boards,
members of our Group Executive Committee, and our
Audit and Risk Committee at least on a quarterly basis as
part of our assurance model.
Our Disclosure and Review Committee supports our
Group Chief Executive Officer and Group Chief Financial
Officer in ensuring that public disclosures made by
VEON are accurate and complete, fairly present VEON’s
financial condition and results of operations in all
material respects, and are made on a timely basis, in
compliance with applicable laws, stock exchange rules
and other regulatory requirements.
operate and manage local businesses, and ensures
requisite oversight and control across the Group by
CEOs and management teams and OpCo and VEON
Boards, among others.
We have a Group-wide, quarterly management
certification process in place, which requires the Chief
Executive Officer and Chief Financial Officer at each of
our OpCos and certain Group Functional directors at our
HQ to certify compliance with the uniform governance
and control standards established in VEON, including:
• Compliance with our Code of Conduct and related
Group policies and procedures, including compliance
with VEON’s principles, procedures and policies on
ethics and compliance, fraud prevention and
detection, accounting and internal control standards,
and disclosure requirements.
Internal disclosure obligations.
• Compliance with local laws and regulations.
• Compliance with the VEON Accounting Manual.
•
• Deficiencies, if applicable, in design and operation
of internal controls over financial reporting have
been reported.
Local management is responsible for business
operations of our subsidiaries, including risk mitigation
and compliance with laws, regulations and internal
requirements. We have created uniform governance and
control standards for all our levels of operations. The
standards apply to all our subsidiaries with the same
expectation: that they conduct business in accordance
with ethical principles, internal policies and procedures,
and applicable laws and regulations. The standards are
intended to define and guide conduct with respect to
relevant compliance and ethics principles and rules, and
to create awareness about when and where to ask for
advice or report a compliance or ethics concern, which
includes the use of VEON’s SpeakUp channels. The
principles apply to all VEON employees in all operating
businesses and headquarters. Employees receive annual
Code of Conduct (Code) training, which includes
certification to comply with the Code. Our group-wide
Code applies to all VEON employees, officers and
directors, including our Chief Executive Officer and Chief
Financial Officer. Our Code is available on our website at
http://www.veon.com, under “About Us/Values & Ethics”
(information appearing on the website is not
incorporated by reference into this Annual Report.
A Group Authority Matrix/Delegation has been
established and is regularly reviewed and updated.
It provides clarity on the role and focus of the VEON’s
corporate HQ, empowers OpCos to ensure they have
the appropriate scope of authority and accountability to
VEON has established uniform governance, policies and control standards that apply to controlled subsidiaries
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 62
Our principal risks continued
Key risks table for VEON and examples of mitigation and 2022 developments
Prioritisation of strategic, operational and financial risks is based on EBITDA business impact’s thresholds and likelihood scales from one to five.
Once the identified risks are assessed and prioritised based on the above scales, the risk response strategy (terminate, transfer) is decided and
mitigating action plans are defined and/or updated, the outcome of the risk assessment information is captured in our Global GRC Tool. The risk
response strategy is determined based on the business context, risk appetite, severity and prioritisation. In addition, further the risk response
must consider the anticipated costs and benefits commensurate with the severity and prioritisation of the risk and address any obligations and
expectations (e.g. industry standards, shareholder expectations, etc.).
Prioritisation of some compliance risks such as non-compliance to anti-bribery and corruption (ABC) laws, and non-compliance with
international sanction and export laws and regulations is performed qualitatively, due to their nature, based on external factors sourced from
independent non-governmental reports (where possible) and internal factors sourced from VEON’s business processes by the local ethics and
compliance and legal teams.
The sequence in which the risks and mitigating actions are presented below are not intended to be in any order of severity, chance or materiality:
Risk
1. Market
How we mitigate
2022 developments
Our business is subject to a variety of market-related risks across our geographies
Risk trend:
(Qualitatively assessed of net risk i.e.,
considering mitigating actions):
Risk increased
Risk decreased
Risk stable
The ongoing conflict between Russia and Ukraine and the related responses of the
United States, the European Union, the United Kingdom and certain other nations,
as well as related responses by our service providers, partners, suppliers and
other counterparties, have and will continue to impact our operations in Russia,
Ukraine and elsewhere, including via reputational harm.
Foreign exchange-related risks since a significant proportion of our costs and
liabilities are in US dollars while a proportion of our revenue is in a variety of other
currencies.
Unfavourable economic conditions and the impact of geopolitical developments
and unexpected global events outside of our control, such as, pandemics, wars,
international economic sanctions and export controls, especially those recently
imposed on Russia, among other factors.
Emerging markets-related risks given that all of our nine operating markets are in
the developing world and are subject to a varying degree of political, economic and
legal variability around issues such as capital controls and rules on foreign
investment, as well as social instability and military conflicts.
Risk related to our ability to continue as a going concern as a result of the effects
of the ongoing conflict between Russia and Ukraine.
Competition since we operate in highly competitive markets which may impact our
ability to attract, retain and engage customers and achieve our financial targets.
Keeping pace with technology since our future success will depend on our ability
to effectively anticipate and adapt to the changes in the technological landscape
and deploying networks and services that these enable.
• We closely monitor the developments related to international economic
• Project ‘Optimum’ was rolled out in 2021 throughout the Group to drive sustainable cost
sanctions, including those recently imposed on Russia as well as
counter-sanctions being rolled out by Russia, which allows us to adapt our
services and capital structure accordingly in a timely manner and to ensure
the Group acts in accordance with applicable sanctions requirements.
• We hedge part of our exposure to fluctuations on the translation into US
dollars of the revenues and expenditures of its foreign operations by
holding borrowings in local currencies and by the use of foreign exchange
swaps and forwards.
• We review and analyse opex and capex expenditures on an ongoing basis
to optimise the cost structure while maintaining our commitments towards
VEON’s employees, government and financial institutions and our critical
business partners.
• We manage a diverse portfolio of emerging markets businesses, which
helps ensure that in the event of a market underperforming for whatever
reason its impact on the financial and operating performance of the Group
as a whole is limited.
efficiency with P&L impact, focusing on all structural costs and headquarters. The project is
driving short-term tactical improvement and long-term structural savings. In 2022, a total of
167 savings initiatives in Pakistan, Bangladesh, Kazakhstan and Uzbekistan contributed to
considerable organic savings.
• On 28 February 2022, the European Union imposed sanctions on Mikhail Fridman and Petr
Aven, and on 15 March 2022, the United Kingdom imposed sanctions on then LetterOne
shareholders, Mr Fridman, Mr Aven, Alexey Kuzmichev and German Khan, and the European
Union additionally designated Mr Khan and Mr Kuzmichev (collectively, and with Mr Aven and
Mr Fridman, the “Designated Persons”). Mr Fridman resigned from VEON’s Board of Directors
effective 28 February 2022.
• Following the exercise of the put option for our stake in Algeria on 1 July 2021, the sale of our
stake in Djezzy Algeria was completed on 5 August 2022 for a sale price of USD 682 million. In
addition, on 8 June 2022, we announced that the sale of “VEON Georgia LLC”, our operating
subsidiary in Georgia, to our former local partner for USD 45 million was completed.
Conclusion of these deals allows to further streamline our operations, with an improved
focus on our core markets.
• We have taken a number of measures to protect our liquidity and cash
position, such as accumulating a significant cash balance at HQ and
maintaining a RCF from a group of diversified lenders headquartered in
the United States, Europe and Asia.
•
In June 2021, PMCL secured a PKR 50 billion (USD 320 million) syndicated credit facility from a
banking consortium led by Habib Bank Limited. This 10-years facility is used to finance the
Company’s ongoing 4G network rollouts and technology upgrades, as well as to address
upcoming maturities.
• We develop and offer customers new digital products and services in line
• As a result of current economic sanctions affecting Russian banks, we repaid our
with our digital operator strategy, which is focused on delivering
high-quality and seamless services to our customers.
• We are monitoring and responding to technology developments and
RUB 30 billion seven-year term loan with VTB Bank on 9 March 2022 and two of our
Group-level loans with Sberbank and Alfa Bank respectively, totalling RUB 90 billion,
were novated to PJSC VimpelCom, within the Russia operating segment, in April 2022.
competitor activity that could have an impact on us achieving our goals.
• On 24 November 2022, we announced the sale of our operations in Russia, which
consist of PJSC VimpelCom (VimpelCom) and its subsidiaries (collectively, our “Russian
Operations”) to certain senior members of the management team of VimpelCom.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 63
Our principal risks continued
Risk increased
Risk decreased
Risk stable
Risk continued
2. Operational
How we mitigate
2022 developments
VEON is a complex business operating across six markets at various levels of development and each with a variety of opportunities and challenges. These give rise to operational risks:
Cyber attacks and other cybersecurity threats, to which telecoms providers are
vulnerable given the open nature of their networks and services, and as
heightened by the ongoing war in Ukraine, which could result in financial,
reputational and legal harm to our business should these succeed in disrupting
our services and result in the leakage of customer data or of our intellectual
property.
Network stability and business continuity risks given that our equipment and
systems are subject to damage, disruption and failure for various reasons,
including as a result of the ongoing conflict between Russia and Ukraine.
Supply chain risks since we depend on third parties for certain services and
products important to our business and there may be unexpected disruptions to
supply chains due to a variety of factors, including regulatory (e.g. trade and export
restrictions such as a result of the ongoing conflict between Russia and Ukraine),
natural disasters, pandemics and similar unforeseen events.
Challenges in local implementation of our strategic initiatives, which could be
affected by a variety of unforeseen issues, including (but not limited to)
technological limitations, regulatory constraints and insufficient customer
engagement.
Partnership risks given that we participate in strategic partnerships and joint
ventures in a number of countries, agreements around which may affect our ability
to execute on our strategy and, where the consent of our partners is required, to
withdraw funds and dividends from these entities. Partnerships could also give rise
to reputational and indirect regulatory risks with respect to the behaviours and
actions of our partners, as well as risks surrounding losing a partner with
important insights in the local market.
Infrastructure risks given that the physical infrastructure in some of our markets is
in poor condition and may require significant investment by local governments or
additional substantial and ongoing expenditures by us, in order to sustain our
operations, in addition to risk of maintaining our infrastructure in Ukraine and
responding to the ongoing conflict as it develops further.
Spectrum and licence rights given that the success of our operations depends on
acquiring and maintaining spectrum and licences in each of our markets, most of
which are granted for specified terms with no assurance that they will be renewed
once expired, or at what price.
Interconnection agreements with other operators upon which the economic
viability of our operations depend. A significant rise in these costs, or a decrease in
the interconnection rates we earn, could impact the financial performance of our
business, as could adverse local regulation of Mobile Termination Rates (MTRs),
which govern the rates at which carriers compensate each other for carrying calls
that originate on one another’s networks.
• We monitor and log our network and systems, and keep raising our
• Our updated cybersecurity policy came into effect in February 2022. We have a monthly
employees’ security awareness through training, and operate a structured
vulnerability scanning process within our security operations centres.
• Each OpCo monitors the business continuity risks and ensures appropriate
mitigation action plans, activities and systems are put in place to minimise
risks of network instability and disruption.
• We reduce our reliance on single vendors to the extent possible and opt
for use of alternative suppliers where possible and ensure compliance with
the applicable licensing and approval requirements in case of sanctions
and export control restrictions.
• We conduct risk-based due diligence on our business partners and
mitigate apparent risks through contractual requirements, representations,
indemnities, warranties, etc.
• We regularly monitor the media presence and reputations or our partners
and respond accordingly.
• We remain committed to simplifying our business structure, which extends
to our local partnerships.
cybersecurity forum to allow for structured and consistent governance throughout VEON,
which is used to enforce the implementation of our cybersecurity policy, share best practices,
lessons learned, industry developments, and other industries’ experiences. We have
established and continue to improve our VEON Group-wide horizontal experience exchange
mechanism to share best practices in cybersecurity as well as to report and track operational
alarms, ongoing attacks and more across operating companies to enable us to respond to
cyber threats of global scale.
• Furthermore, our cybersecurity policy requires each of our operating companies to meet
international best practice standards including ISO 27001. Our operating companies in
Bangladesh and Pakistan completed ISO 27001 (Information Security Management System)
certification during 2022.
• As part of our initiative to digitise our core telecommunications business, we intend to
continue focusing on increasing our capital investment efficiency, including with respect to
our IT, network, and distribution costs. We intend to maintain our focus on achieving an
asset-light business model in certain markets, where we own only the core assets needed
to operate our business.
• As part of the execution of our digital operator strategy, in 2022, a special focus was given
to the development, improvement and maintenance of our IT and cybersecurity systems.
In 2022, we completed upgrade of the digital business support systems (DBSS) across our
operating companies in Bangladesh, Pakistan, Ukraine, Georgia, and Kyrgyzstan. DBSS
enhancements are currently ongoing in Russia, Uzbekistan, and Kazakhstan.
In February 2023, we completed the sale of our 55.37% share in joint-venture Buzton LLC to
the joint-venture partner, JSC Uzbektelecom.
•
• Ukrainian OpCo have thus far managed to repair most of our network assets that incurred
damage in Ukrainian territory that is not under Russian occupation, as a result of the ongoing
conflict between Russia and Ukraine there can be no assurance that our Ukrainian network
will not sustain additional major damage.
• We launched the TowerCo project of the sale of towers to external parties – we seek to
execute our “infrastructure” strategy and sell our tower assets, as we have done in Russia in
December 2021.
• Banglalink has reached an agreement with Bangladesh Telecommunications Company
Limited (BTCL) for a tower sharing initiative. It centres around an asset-light business model
that enables us to focus on providing our customers with high-quality connectivity and
world-class digital services. By reducing our direct ownership of capex-intensive tower
infrastructure, we can focus on these high-growth digital services, delivering greater value to
our shareholders and our customers.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 64
Our principal risks continued
Risk increased
Risk decreased
Risk stable
Risk continued
3. Legal
Our business is subject to a variety of laws and regulations:
Regulatory and compliance risks given that we operate in a highly regulated
industry and are subject to a large number of laws and regulations, which change
from time-to-time, vary between jurisdictions and can attract considerable costs,
including fines and penalties, with respect to regulatory compliance.
Sanction and export controls risks since we are subject to, depending on the
transaction or business dealing, laws and regulations prescribed by various
jurisdictions, including the United States, the United Kingdom and the European
Union and especially in connection with the ongoing conflict between Russia and
Ukraine. Applicable requirements remain subject to change and may impact our
ability to conduct business in certain countries and with certain parties with which
we have services, supply or other business arrangements. The risk of export
restrictions for Chinese vendors has also gained relevance at the end of 2022.
Unpredictable tax claims, decisions, audits and systems, as well as changes in
applicable tax treaties, laws, rules or interpretations, which could give rise to
significant uncertainties and risks that could complicate our tax planning and
business decisions.
Unethical or inappropriate behaviour, including potentially bribery and corruption,
which could result in fraud or a breach of regulation or legislation and could, in
turn, expose VEON to significant penalties, criminal prosecution and damage to
our brand and reputation.
Money laundering rules which require AML and Counter-Terrorism Financing (CTF)
systems and controls due to our expansion of digital and mobile financial services
(DFS and MFS) offerings beyond our core telecommunications services.
Data privacy since we collect and process customer personal data, we are subject
to an increasing amount of data privacy laws and regulations. In some cases, these
laws and regulations also bring restrictions on cross border transfers of personal
data and surveillance related requirements to store data and contents of
communication for minimum periods.
Volatility in the market price of our ADSs may prevent holders of our ADSs from
selling their ADSs at or above the price at which they purchased our ADSs. The
trading price for our ADSs may be subject to wide price fluctuations in response to
many factors, including adverse geopolitical and macroeconomic developments,
including caused by the ongoing conflict between Russia and Ukraine; involuntary
deconsolidation of our operations in Ukraine; breach or default of the covenants in
our financing agreements; etc.
How we mitigate
2022 developments
• We maintain good bilateral relationships with the regulatory authorities in
our operating markets in order to help us understand and adapt to their
concerns with respect to local regulation.
• As of 16 June 2023, the Company continues to conclude that neither VEON Ltd. nor any of
its subsidiaries is targeted by sanctions imposed by the United States, European Union
(and individual EU member states) and, the United Kingdom.
• Management has actively engaged with sanctions authorities where appropriate. On
18 November 2022, VEON announced that the U.S. Department of the Treasury, Office of
Foreign Assets Control (OFAC) issued General License 54 authorising all transactions
ordinarily incident and necessary to the purchase and receipt of any debt or equity securities
of VEON Ltd. that would otherwise be prohibited by section 1(a)(i) of Executive Order (E.O.)
14071. OFAC General License 54 applies to all debt and equity securities of VEON Ltd. that
were issued before 6 June 2022, and confirms that the authorisation applies not only to the
purchase and receipt of debt and equity securities, but also to transactions ordinarily incident
and necessary to facilitating, clearing, and settling of such transactions. This General License
ensures that all market participants can trade the relevant securities with confidence that
such trading is consistent with E.O. 14071, which targeted “new investment” in Russia, and
was issued following active engagement with OFAC on the topic. On 18 January 2023, OFAC
has replaced the General License 54 originally issued on 18 November 2022, with General
License 54A to now include both VEON Ltd. and VEON Holdings B.V.
• The Tone at The Top (TaTT) model was introduced in 2021 and continued in 2022, which
focuses on fully embedding the new operational model and proper change management to
realise value creation, protect and strengthen VEON’s reputation, and better align the Board,
GEC and OpCo management on Company culture.
• On 8 March 2023, following a previous announcement and approval by the Board of
Directors a change of ratio in the Company’s ADR programme became effective. The change
of ratio comprised a change in the ratio of American Depositary Shares (the ADSs) to VEON
common shares (the Shares) from one (1) ADS representing one (1) Share, to one (1) ADS
representing twenty-five (25) Shares (the Ratio Change).
• We closely monitor the developments related to international economic
sanctions and export controls to comply with applicable sanctions and
export control requirements and restrictions.
• We operate a policy of diverse sourcing with respect to equipment
suppliers to ensure that we are not overly reliant on any single vendor
should a supply disruption arise, including as a consequence of the
imposition of sanctions and export controls laws.
• Developments in tax legislation and requirements as well as tax claims and
decisions are monitored by local tax teams with oversight from HQ to
ensure compliance with tax reporting and timely mitigation of possible tax
disputes and audits.
• Our ethics, compliance and legal teams maintain oversight and expertise
from HQ and rely on dedicated local teams with knowledge of the legal and
regulatory requirements of each of our operating markets and supplement
with external counsel when required.
• We maintain an ethics and compliance programme which includes a
comprehensive approach to detecting, investigating, remediating and
reporting misconduct, as well as fostering a strong Tone at The Top (TaTT)
to encourage discussions about behaviour and values and to optimise the
cooperation and communication between HQ and OpCos to ensure
appropriate standards of behaviours are communicated throughout the
Group and enforced locally.
• We maintain appropriate know-your-customer (KYC) and AML controls
across our DFS and MFS products and services as required by local rules
and international best practices.
• We maintain a privacy programme that includes data privacy controls such
as privacy assessments, data breach response and individual rights
processes, to ensure we comply with EU and local data privacy laws for the
collection and processing of personal data for our services, human
resource management and compliance processes.
• OpCo Business Risk Committees (BRCs) are utilised to ensure Group
management is in close alignment with local OpCo managers and key risks
they face, and that effective, informed and risk-based decision-making by
the local OpCo Boards and VEON’s Board takes place.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 65
Our principal risks continued
Risk increased
Risk decreased
Risk stable
Risk continued
4. Liquidity and capital
How we mitigate
2022 developments
Our business requires considerable financial capital in order to invest in the growth opportunities we identify. This requires us to manage a number of risks relating to capital and liquidity:
Liquidity risk since as a holding company, VEON Ltd. depends on the performance
of its subsidiaries and their ability to pay dividends, and may therefore be affected
by changes in exchange controls and dividends or currency restrictions in the
countries in which its subsidiaries operate, as well as the ongoing conflict between
Russia and Ukraine, impacting local economies and our operations in those
countries.
Debt service risks given that substantial amounts of indebtedness and higher debt
service obligations could materially impact our cash flow and affect our ability to
raise additional capital, especially in case of breach of covenants, significant FX
volatility or impaired ability to generate revenue due to the ongoing conflict
between Russia and Ukraine.
Access to capital since VEON’s substantial amounts of indebtedness and debt
service obligations may not be fully covered by our cash flow and VEON’s
worsened credit rating might hinder our ability to access capital markets on
acceptable terms, both in terms of interest rate and financial covenants.
Banking and Financial Counterparty risk given that the banking systems in many
countries in which we operate remain underdeveloped and there are a limited
number of creditworthy banks in these countries with which we can conduct
business. In addition, restrictions on international transfers, foreign exchange or
currency controls and other requirements might restrict our activity in certain
markets in which we have operations, including as a result of the ongoing conflict
between Russia and Ukraine.
5. Environment
• We have a centralised treasury function whose job is to manage liquidity
and funding requirements as well as our exposure to financial and market
risks.
• Our policy is to create a balanced debt maturity profile and to use market
opportunities to extend the maturity and reduce the cost of its borrowings
as they arise.
• We monitor our risk to a shortage of funds using a recurring liquidity
planning tool. Our objective is to maintain a balance between continuity of
funding and flexibility through the use of bonds, bank overdrafts, bank
loans and lease contracts.
• The primary objective of our capital management is to ensure that it
maintains healthy capital ratios, so as to secure access to debt and capital
markets at all times and maximise shareholder value. We manage our
capital structure and make adjustments to it in light of changes in
economic conditions.
• We adopt a prudent approach to managing our balance sheet leverage
increasing the level of our local currency borrowing and maintain
borrowing headroom in our revolving credit facilities.
• As of 31 December 2022, we had an undrawn amount of USD 44 million under the existing
PMCL Term facility. On December 31, 2022, VEON had approximately US$2.5 billion of cash
held at the level of its headquarters (HQ) in Amsterdam, which was deposited with
international banks and invested in money market funds and which is fully accessible at HQ.
In addition, VEON’s operating companies had a total cash around US$0.6 billion.
• On 24 November 2022, we launched a scheme of arrangement (the Scheme) to service our
indebtedness as it related to the 2023 Notes, proposing an eight-month extension to the
2023 Notes as well as certain other amendments to the terms of the 2023 Notes and related
trust deeds. While the extension under the Scheme provides us with additional time to
pursue a number of strategic transactions, including the sale of the Russian Operations, it is
possible that we could be required to make material payments in respect of the same
amounts of interest and principal due on the 2023 Notes held through Russian depositaries
and thus impact our liquidity.
The Group’s operations are exposed to a variety of risks related to the environment, including, but not limited to, the increased frequency and severity of extreme weather events and regulatory challenges related to moving to a greener economy. We are committed to
mitigating the Group’s carbon footprint and the rollout of network energy-efficiency measures, which will contribute to a low-carbon economy, as well as offer us the potential to reduce our operating costs over time. We continue to upgrade existing diesel- and
petrol-powered units with more energy-efficient, hybrid and renewable energy-powered network equipment and, where practical, increase the number of Base Transceiver Stations (BTS) situated outside to reduce the energy use involved in keeping them cool. In some
markets we share tower capacity with other operators, which has had a direct positive impact on our energy consumption and our environmental footprint. We keep abreast of local environmental legislation and strive to reduce the environmental impact of our
operations through responsible use of natural resources and by reducing waste and emissions.
Whilst we acknowledge the importance of the environment in the operation of our businesses, the nature of the business activities VEON conducts is not deemed to generate material environmental risks.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 66
Our principal risks continued
6. Sale of our Russian operations
Risk one:
VEON’s sale of its operations in Russia, which consist of PJSC VimpelCom and some of its current subsidiaries (collective, the “Russian Operations”) are subject to customary closing conditions, including receipt of requisite regulatory approvals and licences from relevant
government authorities. The consummation of the sale might be delayed due to the time required to fulfil the remaining requests or approvals by the relevant regulatory authorities or lenders. The terms and conditions of any further regulatory approvals, licences and
consents that are ultimately granted may impose conditions, terms, obligations or restrictions on the conduct of VEON’s business, which may have the effect of delaying the consummation of the sale of the Russian Operations or imposing additional material costs on
VEON. In addition, any such conditions could result in the delay or abandonment of the sale. If VEON is unable to complete the sale, it will be exposed to additional risks.
Risk two:
VEON has incurred, and expects to continue to incur, significant costs in connection with the sale of its Russian Operations, including the fees of our professional advisors and separation costs in anticipation of the dis-integration of operations. VEON may also incur
unanticipated costs associated with the sale, and these unanticipated costs may have an adverse impact on its results of operations following the effectiveness of the sale. In addition, if the sale is consummated, VEON expects to continue to incur additional separation
costs following the consummation of the sale.
Risk three:
VEON’s operating companies in Kazakhstan, Kyrgyzstan and Uzbekistan are currently using the trademark “Beeline” owned by PJSC VimpelCom (“VimpelCom”) in accordance with trademark license agreements having an intergroup nature. Upon the completion of the sale of
the Russian Operations, each of the operating subsidiaries in Kazakhstan, Kyrgyzstan and Uzbekistan and VimpelCom intend to enter into a new trademark license agreement, pursuant to which each operating company would receive a non-exclusive license in relation to
“Beeline” name and associated trademarks for a term of five years (the “License Agreement”). VEON is currently negotiating the terms of the License Agreements with VimpelCom. Such License Agreements are expected to be subject to certain restrictions that may affect
the operating subsidiaries’ businesses. VimpelCom may also be entitled to terminate a License Agreement if the licensee does not comply with certain terms of the License Agreement. Further, VimpelCom may also retain the right to continue using the “Beeline” name and
mark and grant license to use the trademarks to third parties. In this case, events or conduct by VimpelCom and such third parties that reflect negatively on the “Beeline” brand may adversely affect our reputation or the reputation of the “Beeline” brand on which VEON’s
operating companies in Kazakhstan, Kyrgyzstan and Uzbekistan will be relying upon completion of the sale of the Russian Operations. Consequently, VEON may be unable to prevent any damage to goodwill that may occur as a result of the activities of VimpelCom in
relation to the “Beeline” brand.
Following the expiration of the initial five-year term of the License Agreement, each of the operating subsidiaries in Kazakhstan, Kyrgyzstan and Uzbekistan may need to extend the term of the License Agreement so that they can continue to use the “Beeline” brand and
there is no guarantee that any operating company that chooses to pursue an extended licence term will be able to negotiate an extension on commercially reasonable terms, or at all. Alternatively, VEON may undertake a re-branding exercise in respect of any one or more
of our operating subsidiaries that use the “Beeline” brand. VEON anticipates that any such rebranding strategy will involve substantial costs and may not produce the intended benefits if it is received unfavourably by our existing and potential customers, suppliers and
other persons with whom it has a business relationship.
Risk four:
The ongoing conflict between Russia and Ukraine, and the responses of governments and multinational businesses to it, have created critical challenges for our business and operations, both in Russia and globally. These factors, including the specific risks outlined below,
could materially adversely affect VEON’s business, financial condition, results of operations and trading price if the sale of its Russian Operations does not complete or is significantly delayed:
• Sanctions, Export Controls, Capital Controls, Corporate Restrictions and Other Responses: The sanctions imposed on Russia by the United States, member states of the European Union, the European Union itself, the United Kingdom, Ukraine and certain other nations,
countermeasure sanctions by Russia and other legal and regulatory measures, as well as responses by VEON’s service providers, partners, suppliers and other counterparties, and the consequences of all the foregoing, are unprecedented and more complex and
comprehensive than any such measures to date, and could continue to evolve. These make it challenging to continue VEON’s Russian Operations. It may also have repercussions for entities remaining in the VEON group due to their nexus to a group with Russian
subsidiaries and business ties. If the sanctions persist or further sanctions are introduced or otherwise impact our suppliers or other counterparties, this could result in substantial legal and other compliance costs and risks to VEON’s business operations. Likewise, the
countermeasures by Russia, including those that limit the transfer of foreign currency or Russian rubles from entities within Russia as well as corporate restrictions, could also materially impact VEON’s business, financial condition, results of operations or prospects.
Furthermore, VEON’s Russian Operations have been negatively impacted by export restrictions, which has limited and could continue to limit the availability of certain supplies from reaching its Russian Operations.
• Economic deterioration in Russia: In Russia, the economic conditions and outlook have deteriorated significantly since the beginning of the conflict in Ukraine, including due to sanctions introduced by the United States, European Union (and its members), the United
Kingdom and other countries, as a result of many U.S. and other multi-national businesses across a variety of industries leaving the Russian market, and Russia defaulting on certain of its sovereign debt obligations due to creditors being unable to receive debt
repayments through international clearing systems in due course.
• Volatility of the Russian Ruble: During 2022, the Russian ruble experienced three significant declines in February, July and December. After reaching a record low in March 2022, the Russian ruble reached a seven-year high in June 2022. This volatility in the Russian ruble
impacted VEON’s U.S. dollar reported results of operations for its Russian operations during 2022 and VEON expects it will continue to impact its results of operation for its Russian operations moving forward if volatility in the Russian ruble to U.S. dollar persists.
• Rising costs in Russia: The sanctions and the resulting disruption of supplies into Russia have negatively impacted and could have a material adverse effect on VEON’s costs in Russia, including the costs to power its networks, maintain or expand its infrastructure in
Russia or otherwise manage its operations as a result of rising costs.
• Auditors: In the event the sale does not complete, VEON cannot rule out the possibility that it may not be able to appoint an auditing firm for the audit of our financial statements for the year ending December 31, 2023, due to sanctions restrictions on auditing services
introduced by the United States, European Union, United Kingdom and other countries.
• Access to Capital: VEON’s access to the capital markets is also impaired by certain sanctions restrictions. In addition, it could continue to face challenges with accessing capital after the completion of the sale of our Russian Operations, particularly if sanctions against
certain ultimate beneficial owners of VEON’s largest shareholder,L1T VIP Holdings S.à.r.l. make it difficult for it to appoint auditors or obtain capital through other financing means.
Risk five:
VEON could face continued challenges following the completion of the sale of our Russian Operations. Prior to its classification as a discontinued operation, VEON’s Russian Operations represented its largest reportable segment. If VEON is able to obtain credit ratings
again, it is not expected to be an investment grade rating, and moreover the credit rating may not be as favourable as its historical credit ratings, which benefited in the past from its Russian Operations, which were the highest rated part of our business. Furthermore, in the
event VEON is able to access the capital markets again, it will be doing so as a smaller company, which VEON expects will carry a different credit and risk profile compared to VEON with our Russian Operations, and this may not be as attractive to investors or lenders. As a
result, our costs of borrowing will likely be higher in the future and there is no guarantee VEON will be able to access the capital markets in the short term even after the completion of the sale. In addition, the completion of the sale of its Russian Operations may also cause
disruptions in and create uncertainty surrounding our business, including with respect to our relationships with existing and future creditors, customers, suppliers and employees.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 67
4
We are committed to delivering high
standards of corporate governance
Good corporate governance extends
beyond standard and mandatory
practices.
Shah-I-Zinda mausoleum, Samarkand
In this section
Corporate governance
Board of Directors
Group Executive
Committee
Board committees
68
70
73
74
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 68
Corporate governance
Omiyinka Doris
Group General Counsel*
Our governance structure is designed
to promote integrity in everything we
do and we are committed to
responsible and effective governance
as a core element of our culture.
* Omiyinka Doris served on the GEC as Acting Group General Counsel
between October 2022 and May 2023. Effective from 1 June 2023,
Omiyinka was appointed VEON’s Group General Counsel.
VEON’s governance structure
VEON appreciates the importance of good corporate
governance in supporting the delivery of our strategy.
We recognise our duties to comply with the
requirements of our ultimate parent company, a
Bermuda corporation listed on NASDAQ and Euronext
Amsterdam. We aspire to implement EU, UK and US best
practices in corporate governance, as appropriate, to
our Company structure and operating model. Our
governance structure reinforces integrity by providing
appropriate oversight over the decisions we make and
the actions we take.
In accordance with applicable Bermuda law, the
Company has adopted corporate governance practices
and bye-laws which establish clear rules of governance,
ranging from matters requiring approval of the
Company’s shareholders and members of its Board of
Directors (the Board), conflict of interest requirements,
and director and management duties and obligations.
Key corporate governance developments
During 2022, the Company continued its efforts to
extend our corporate governance practices beyond the
standard and mandatory levels of compliance, thereby
achieving a higher level of recognised best practices.
Our priorities include:
• To rethink the operating model of VEON HQ, acting
as a Company corporate centre, to address rescoping
of the Company’s operations and reduced number
of geographies.
• To strengthen local Boards of operating companies
to ensure solid local expertise and highly relevant
support to their leadership teams.
• To refresh the structure, remit and responsibilities
of VEON Board committees to address the emerging
Company business agenda and the new governance
model.
• To continue with regular VEON Board effectiveness
assessment processes and to set up the Board’s
continuous improvement lifecycle based on insights
received through such regular assessment.
• To maintain sustainable and highly relevant
VEON Board expertise in the context of 2022
geopolitical and macroeconomic challenges and
prepare for future evolution of the Board with a
forward-looking Board succession framework which
supports the Company’s strategic priorities.
• To significantly progress the VEON Board’s diversity.
Strategic objectives and focus areas
• Support management to ensure the Company’s ability
to quickly analyse the changing situation, adequately
respond and take timely necessary decisions in the
current challenging geopolitical and macroeconomic
environment.
• Full compliance with all applicable newly implemented
sanctions with proper oversight from the Board.
• Optimisation of the Company’s portfolio and capital
structure, including divestiture of the Georgia and
Algeria operations, divestiture of the tower portfolio,
sale of Beeline Russia.
• Maintaining solvency of the Company’s loan portfolio,
including the implementation of a restructuring
scheme for February 2023 bonds.
• Maintenance of Euronext and NASDAQ listings.
• Company business strategy and rollout of digital
operator offering.
• Group and operating companies performance,
budgets and business plans.
• Group cost optimisation programme.
• Bangladesh spectrum auction and review of
Banglalink business plan in light of better-than-
expected business results.
• Further update of the Company’s governance
framework and operating model, including role
and operating model of HQ and dissolution of
VEON Ventures as a separate operating entity.
• Further strengthening the leadership teams of the
operating companies and empowering the local
teams to fully manage day-to-day work of their
businesses according to the Company’s operating
model.
• Retention and succession planning for the Company’s
senior executives.
• Appointment of the external auditor.
Duties and powers
The Company’s bye-laws empower the Board to direct
the management of the business and the affairs of the
Group. Our bye-laws require that the Board approves
important matters including, among others, the
Group’s annual budget and audited accounts,
reorganisations, significant transactions as well as
changes to our share capital or other significant actions.
Moreover, under Bermuda law, the Board has the right
to require that any matter comes to the Board for
approval and any Board member may bring forward
an item for the Board agenda, ensuring that the Board
provides appropriate oversight over Group matters.
Effectiveness
Customarily, our Board and Committees meet at least
quarterly every year. In 2022, the Company was
confronted with a series of extraordinary and complex
challenges; and the Board significantly increased the
frequency of its meetings to ensure an adequate and
timely reaction to them. In total, the Board held
27 meetings in 2022 and each Committee met an
average 13 times.
The Board takes significant efforts to ensure its
effectiveness to deliver the long-term success of the
Company and alignment with the long-term interests
of the Company’s shareholders. The Nominating and
Corporate Governance Committee conducts an annual
evaluation of the Board to determine whether it is
functioning effectively and meeting its objectives
and goals.
In doing so, the committee solicits comments from all
directors, the Company’s senior executives and everyone
else it deems appropriate and reports its conclusions
and recommendations for maximising the Board’s
effectiveness to the Board. A detailed action plan is
prepared, and regular updates are reviewed by the
Board to ensure implementation.
Induction of directors
The Company has established an extensive onboarding
programme for all incoming members of VEON Board.
The directors are provided with comprehensive
information on the structure of the Group, its key
operating markets, financial and operational
performance, the Company’s leadership team, incentive
programmes, governance and risk management
frameworks, and ongoing top-priority projects. In
addition, the Company arranges for the new directors
a series of induction meetings with the key leadership
team members based on the focus areas indicated
by the director.
Succession planning
The Board conducts succession planning to ensure
the Board benefits from the most effective balance
and seeks to select the highest calibre of people to
be appointed to the Board. Succession planning at the
Board level is overseen by the Nominating and
Corporate Governance Committee. As such, we have
brought together a group of uniquely qualified
individuals.
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Corporate governance continued
New appointments
will continue to be
made to ensure
that the Board
contains the
necessary skills,
experience,
independence
and diversity
to deliver the
sustainable
success of the
business
The Nominating and Corporate Governance Committee
regularly reviews Board composition to ensure our
Board is as effective as possible and best fit to support
the strategic priorities of the Company. New
appointments will continue to be made to ensure that
the Board contains the necessary skills, experience,
independence and diversity to deliver the sustainable
success of the business.
Succession planning for the Group Executive Committee
(GEC) is overseen by the Compensation and Talent
Committee. In response to our stakeholder
engagements process, the Company has appointed a
dedicated individual to focus on succession planning at a
senior level. The purpose is to ensure a strong, seamless
succession plan is in place which monitors existing
contracts with GEC members, while developing internal
talent and potentially attracting external people to join
the VEON brand. This programme has proved
successful.
This programme has proved successful with the
appointments of Joop Brakenhoff as Group Chief
Financial Officer, effective from 1 May 2023 and
Omiyinka Doris as Group General Counsel, effective
from 1 June 2023.
Joop replaced Serkan Okandan whose three-year
contract as Group CFO expired at the end of April 2023.
Serkan continues to serve VEON as a special adviser to
the Group CEO and CFO.
Joop was appointed as Group Chief Internal Audit and
Compliance Officer in July 2020, after joining VEON as
the Company’s Head of Internal Audit in January 2019.
Omiyinka was appointed as Acting Group General
Counsel in October 2022, after joining VEON as Deputy
General Counsel in July 2015.
For further information on the responsibilities of the
Nominating and Corporate Governance committee,
refer to page 75.
Board profile
For the majority of 2022 (after 28 February 2022), the
Board consisted of 11 members. In H1 2022, eight of the
Board members were independent. After the 2022
annual general meeting (AGM), nine of the Board
members were determined to be independent, which
is in compliance with NASDAQ rules and best
practice that requires a majority of directors to
be independent.
All Board members are elected by our shareholders
through a cumulative voting process. Nominations
to the Board are managed by its Nominating and
Corporate Governance Committee, which during
2022 was led by Gunnar Holt, an independent
member of the Board. The committee consists of
individuals with sufficiently diverse and independent
backgrounds.
All members of the Board possess relevant industry
experience, including all nine independent members in
2022, and have been selected to provide the requisite
experience required of our Board committees.
Further details of the Board of Directors can be found on
pages 70 to 72.
Changes to the VEON Board during 2022
During the 2022 financial year, five directors stepped
down from the VEON Board. Mikhail Fridman resigned
with effect from 28 February 2022 and Robert Jan van de
Kraats with effect from 7 March 2022. Leonid
Boguslavsky, Gennady Gazin and Sergi Herrero each
left the Board with effect from the 2022 AGM on
29 June 2022.
Padma bridge, Bangladesh
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Corporate governance continued
Board of Directors*
Full CVs can be found at:
https://www.veon.com/
we-are-veon/
leadership#c102
Committee key:
C Chairman
NCG Nominating and Corporate
Governance Committee
CTC Compensation and
Talent Committee
ARC Audit and Risk
Committee
Finance
Committee
FIN
SIC
Strategy and Innovation
Committee
ARC
NCG
C
Gunnar Holt (69)
Hans-Holger Albrecht (59)
Augie Fabela (57)
Karen Linehan (64)
Morten Lundal (58)
Chairman
Independent
Joined: 19 June 2015
Qualifications:
DBA, Corporate culture;
MBA, Finance
Functional background:
Finance
Independent
Joined: 1 June 2020
Qualifications:
PhD, Law
Functional background:
General management/ESG
SIC
C
Independent
Independent
Independent
Joined: 29 June 2022
Joined: 4 January 2022
Joined: 29 June 2022
Qualifications:
MA, International Relations and
International Policy Studies
Functional background:
Entrepreneur/ESG
Qualifications:
BA, American Studies and
Juris Doctorate
Functional background:
Legal/IP/Compliance /ESG
SIC
CTC
ARC
NCG
Qualifications:
MBA; Master of Business and
Economics
Functional background:
Strategy and business
development/commercial/
general management
SIC
NCG
Stan Miller (64)
Independent
Joined: 29 June 2022
Qualifications:
Diploma in Law and
Administration
Functional background:
Telecommunications/
Television/Legal/ESG/
Strategy/Corporate
turnaround/Operations/
Corporate governance/M&A
SIC
CTC
Tenure
(as at 31 March 2023, percent)
Gender
(as at 31 March 2023, percent)
27%
36%
18%
37%
82%
<2 years
2–5 years
>5 years
Male
Female
Attendance record for Board of Directors meetings
During director membership at the Board
Hans-Holger Albrecht
Augie Fabela
Yaroslav Glazunov
Andrei Gusev
Gunnar Holt
Karen Linehan
Morten Lundal
Stan Miller
Total
participated
(%)
Total
held
Total
participated
(%)
Total
held
93
92
89
96
96
96
100
100
27
13
27
27
27
27
13
13
Irene Shvakman
Vasily Sidorov
Michiel Soeting(1)
Robert Jan van de Kraats (1)
Leonid Boguslavsky (1)
Mikhail Fridman (1)
Gennady Gazin (1)
Sergi Herrero (1)
89
100
100
100
86
100
100
79
27
27
23
3
14
3
14
14
(1) Attendee was not a member of the Board of Directors for the entirety of 2022.
* On 29 June 2023, the Company held its 2023 Annual General Meeting of Shareholders during which the shareholders elected a new Board consisting of seven Board members.
Refer to page 72 for details of the Board of Directors following the 2023 Annual General Meeting of Shareholders.
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71
Corporate governance continued
Board of Directors continued
Board skills and experience
Number of Board members with experience
Telecom industry
Digital services and
products
Decentralised HoldCo
structures
Core VEON geographical
markets
Multinational exposure
Finance
Strategy, business
turnaround
Corporate governance
Legal/ Corporate
structure
Regulatory/ Corporate
affairs
Shareholder
engagement/ Capital
markets
M&A
Talent management
Risk and compliance
management systems
Stakeholder/ ESG
capabilities
Financial expert for ARC
7
8
10
11
11
8
10
10
6
10
7
10
7
7
5
3
Irene Shvakman (55)
Vasily Sidorov (52)
Michiel Soeting (61)
Yaroslav Glazunov (43)
Andrei Gusev (50)
Independent
Independent
Independent
Non-independent*
Joined: 10 June 2021
Joined: 10 June 2021
Joined: 16 March 2022
Joined: 27 October 2020
Qualifications:
MBA, general; BSC,
Biochemistry
Functional background:
Fintech, Financial services
SIC
Qualifications:
Master of Law; BSE, Finance
Functional background:
Telecoms Operations,
Strategy, Principal
Investments, Finance & M&A
ARC
FIN
Qualifications:
PhD in Economics, MBA;
Chartered Accountant
Functional background:
Finance/External audit/ESG
Qualifications:
MS, Management
Functional background:
HR/Exec search and CEO
effectiveness
FIN
NCG
ARC
C
NCG
CTC
C
Non-independent*
Joined: 1 April 2014
Qualifications:
MBA; MS, Computer Science
Functional background:
M&A, Asset management
FIN
C
Composition
Composition
(as at 31 March 2023, percent)
Age
(as at 31 March 2023, percent)
18%
27%
82%
9%
64%
Committee key:
C Chairman
NCG Nominating and Corporate
Governance Committee
CTC Compensation and
Talent Committee
ARC Audit and Risk
Committee
FIN
SIC
Finance
Committee
Strategy and Innovation
Committee
Independent
Non-independent
40–49
50–59
60–69
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72
Corporate governance continued
Corporate governance continued
2023 Annual
General Meeting of
Shareholders
On 29 June 2023, the Company held its 2023 Annual
General Meeting of Shareholders (the 2023 AGM).
Shareholder votes were taken on the following
proposals:
• To decrease the size of the Board from eleven to
seven directors.
• To restate bye-law 42.1 of the Company’s bye-laws to
streamline the number of directors required to
comprise the Board.
• To restate bye-law 43 of the Company’s bye-laws to
amend the standing committees of the Board.
• To appoint the seven Board approved director
nominees as directors of the Company until the 2024
AGM of the Company.
The Board of Directors recommended shareholders vote
in favour of all proposals at the 2023 AGM. The changes
to the Board size and the connected amendment to
bye-law 42.1 allows for greater operational efficiency
and was timely in light of the contemplated sale of
VEON’s Russian Operations. Similarly, the changes to
bye-law 43 affords the Board greater flexibility regarding
the structure of its committees, while ensuring that the
Board always maintains committees with responsibility
for audit, Board nominations and compensation.
Subsequent to this election, the seven Board members
appointed at the AGM who will serve until the Company’s
next AGM are Augie Fabela, Karen Linehan, Morten
Lundal, Michiel Soeting, Yaroslav Glazunov, Andrei Gusev
and Kaan Terzioğlu (the current Group CEO).
The Board thanks Gunnar Holt, Hans-Holger Albrecht,
Stan Miller, Vasily Sidorov and Irene Shvakman for their
contribution and service to the Company.
Resumes for all Board members are available on
pages 94 to 96.
Eligible shareholders approved [each] of the above
proposals at the 2023 AGM, with the bye-law changes
approved by Special Resolution and the election of the
directions appointed by a cumulative voting process.
On 29 June 2023, the newly elected Board held its
Inaugural Meeting (the Post AGM Inaugural
Meeting) and elected a new Chair of the Board.
Morten Lundal was appointed as the Chair of the Board.
Inaugural 2023
Board Meeting and
Election of Chair of
the Board
Gender
(as of 29 June 2023, percent)
Composition
Composition
(as of 29 June 2023, percent)
Age
(as of 29 June 2023, percent)
14%
86%
43%
57%
29%
14%
57%
Male
Female
Independent
Non-independent
40–49
50–59
60–69
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Corporate governance continued
Group Executive
Committee
Group management
To ensure appropriate oversight, the Board delegates
to the Group CEO the power to manage the Company’s
business, except in certain important matters that are
reserved for Board approval. These include, among others,
the Company’s annual budget and audited accounts, and
significant transactions, as well as reorganisations to our
share capital or other significant actions.
To further reinforce integrity and accountability and provide
appropriate oversight, the Board has adopted a Group
Authority Matrix (GAM) which identifies matters requiring
the approval of the Board, matters requiring the approval
of the Group CEO, matters which are within the authority of
certain members of the GEC, and matters which are within
the authority of local Boards of the operating companies. In
doing so, the Board ensures that the Group as a whole
operates in an efficient, effective and compliant manner
while providing that all activities and transactions across the
Group are analysed and executed with proper authorities
and accountability within a clear framework of compliance
and controls. The GAM is reviewed on an annual basis.
Group Executive Committee
The Group CEO in turn delegates certain matters to
members of the GEC. This operates as an advisory
committee focused on the management of the business
affairs of the Company and its subsidiaries as a whole,
including execution of the Group’s strategy, driving financial
performance and overseeing and coordinating Group-wide
initiatives.
As of 31 December 2022, the GEC was comprised of Kaan
Terzioğlu, the Group CEO, and his direct reports, including
Serkan Okandan, Group CFO; Omiyinka Doris, Acting Group
General Counsel; Joop Brakenhoff, Group Chief Internal
Audit and Compliance Officer; Dmitry Shvets, Group Head
of Portfolio Management; Matthieu Galvani, Group Chief
Corporate Affairs Officer; and Michael Schulz, Group Chief
People Officer.
Inclusion and diversity
The Company’s commitment to diversity and Inclusion has
been strengthened by appointing a Group Diversity and
Inclusion Officer in December 2022, Ana de Kok-Reyes,
ensuring our vision is aligned across our footprint and
deploying best practices across our workforce. We are
engaging with our leaders on devising a new policy at our
Group HQ in Amsterdam to formalise diversity and
Inclusion as a permanent feature of our working practices
going forward a feature that will also be cascaded down to
all our operating companies. Together, these initiatives
contribute to employee satisfaction and retention, while
increasing productivity across VEON’s footprint.
Operating company governance
The Company’s commitment to delivering high standards
of corporate governance extends to our operating
companies.
The GAM empowers the local CEO of each of our operating
subsidiaries to manage the business and affairs of their
respective operating company within certain parameters,
which are set out in the GAM.
Each operating company and its local CEO are fully
accountable for all business and affairs of the operating
company, including operational performance and ensuring
proper compliance and controls. The CEO of each
operating company is responsible for ensuring that all
matters are properly approved in accordance with the
GAM, Group policies and the Company’s bye-laws.
Each operating company, as required by local law,
maintains a board of directors or equivalent governing
body. The Board of each operating company has specific
duties and responsibilities under the operating Company’s
organisational documents.
The composition of each operating company’s board
includes, in part, certain members of the GEC, who ensure
full compliance with the requirements of the operating
company’s governing documents and local law. These
members work to create greater clarity on expectations for
the operating company CEO and streamlined information
between the operating company and the Group. In doing
so, these members work to promote a culture of
collaboration and entrepreneurship between the Group
and our operating companies.
Members of our
Group Executive
Committee
Full CVs can be found at
https://www.veon.com/we-are-veon/
leadership#c2226
* Serkan Okandan, Joop Brakenhoff
and Omiyinka Doris served on the
GEC as Group Chief Financial
Officer, Chief Internal Audit and
Compliance Officer and Acting
Group General Counsel respectively,
for the period under review ending
31 December 2022. Effective from
1 May 2023, Joop Brakenhoff
replaced Serkan Okandan as Group
Chief Financial Officer. Effective
from 1 June 2023, Omiyinka Doris
was appointed Group General
Counsel.
Kaan Terzioğlu (55)
Group Chief Executive
Officer
Joined: 1 November 2019
Joop Brakenhoff (57)*
Omiyinka Doris (47)*
Chief Internal Audit and
Compliance Officer
Acting Group General
Counsel
Joined: 15 January 2019
Joined: 1 July 2015
Matthieu Galvani (53)
Chief Corporate Affairs
Officer
Joined: 14 March 2016
Refer to page 69: Succession planning for the Group
Executive Committee.
Serkan Okandan (52)*
Michael Schulz (56)
Dmitry Shvets (50)
Group Chief Financial Officer
Group Chief People Officer
Joined: 1 May 2020
Joined: 1 July 2021
Group Head of Portfolio
Management
Joined: 15 April 2021
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Corporate governance continued
Board committees
Supporting
the Board in
oversight and
governance
duties
Committees
The Board has established committees to support it in
fulfilling its oversight and governance duties. Each of
these committees operates under a Board-approved
charter. These can be found on our website at
www.veon.com/investors/governance. These charters
set out the purpose, membership, meeting requirement,
authorities and responsibilities of each committee.
The Board has established a Nominating and Corporate
Governance Committee, a Finance Committee, an Audit
and Risk Committee, a Compensation and Talent
Committee, and a Strategy and Innovation Committee.
Each of these committees acts in an advisory capacity to
the Board, and other than specific items set out in the
charters of the Compensation and Talent Committee
and the Audit and Risk Committee, none of the
committees has decision-making authority unless such
authority is specifically delegated to the committee by
the Board.
The committee reports on pages 75 to 80 set out in more
detail how each has fulfilled their duties during the year.
Interdependency of Board committees
Each committee operates within their charter. When a
matter pertains to an area of expertise of more than one
committee, they may hold a joint meeting to consider
it and provide their advice to the Board; or, if deemed
more appropriate, each of the committees will review
the matter independently and provide a separate report
to the Board. For example, the members of Nominating
and Corporate Governance Committee may be invited to
the meeting of Compensation and Talent Committee for
review of the Company’s approach to succession
planning for senior executives.
Each committee provides a report on their activities
at the Board meeting, which gives an opportunity to
members of the Board and other committees to
engage with and understand the activities of each
committee. In addition, the Board holds quarterly
committee chairmen’s meetings, where the
chairmen have the opportunity to discuss key focus
areas of each of the committees and synchronise
work plans.
When deemed necessary, the committees schedule
informal working calls with the management team for
in-depth review and discussion of any of the priority
topics where they wish to gather broader insights,
ensure rigid oversight, or provide management with
additional support and advice.
In relation to strengthening Board oversight over
operational companies, the following measures have
been implemented at the Board level:
• Each of the operating companies provide a regular
performance update report to the Board (Ukraine –
on a quarterly basis, other geographies – on a
biannual basis).
• For each of its meetings, the Board receives summary
reports with key highlights and discussion points from
the recent meetings of the Boards of operating
companies.
• For each of its meetings, relevant VEON Board
committees receive summary reports from the recent
meetings of the Board committees of operating
companies on key people matters; key business risk
matters; and key strategic areas of focus.
Access to specialists
Each of the committees of the Board, except for the
Finance Committee, have the authority to obtain advice
and assistance from internal or external advisers at the
Company’s expense as they deem advisable.
VEON Board of Directors
Gunnar Holt
Chairman
Board Committees
Audit and Risk
Committee
Michiel Soeting
Compensation and
Talent Committee
Yaroslav Glazunov
Finance Committee
Andrei Gusev
Nominating and
Corporate Governance
Committee
Gunnar Holt
Strategy and
Innovation Committee
Hans-Holger Albrecht
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Corporate governance continued
Board committees continued
Gunnar Holt
Chairman
NCG
Nominating and Corporate Governance Committee
The committee consists of at least three members of the Board who are appointed or reappointed annually following the Company’s AGM.
A minimum quorum of two members is required to conduct a meeting.
The committee may request that any directors, officers or other employees of the Company, or any other persons whose advice and counsel
are sought by the committee, attend any meeting of the committee to provide such pertinent information.
Key activities
Board matters
• Reviewed Board skill set and developed recommendation on Board’s director slate.
• Contributed to the achievement of greater gender diversity on the Board.
• Considered director independence.
• Considered appointments of lead directors.
OpCo Boards
• Reviewed and recommended changes to OpCo Boards composition.
• Considered assignment of the Board members to OpCo boards as observers.
Corporate governance
• Oversaw governance model effectiveness at Group and OpCo level.
• Considered approach to the extended Board oversight, governance framework and Board duties
Role of the committee
The purpose of the Nominating and Corporate Governance
Committee is to assist in the nomination of directors for the
Company and advise the Board regarding the fulfilment of its
corporate governance responsibilities, including
recommendations concerning Board committees structure,
membership, and operations, corporate governance practices
and guidelines, periodical evaluation of the Board and its
committees.
For more information, please refer to the committee charter
published on our website at www.veon.com/investors/governance.
On 21 April 2023 the Board approved changes to the composition of its
Nominating and Corporate Governance Committee. As of that date, two
directors (Michiel Soeting and Morten Lundal) are welcomed as new committee
members. As a result, the committee now consists of five members.
Evaluation of performance
As per the committee charter, the committee has performed
a self evaluation of its operation and confirms to the Board
that it has been effective in discharging its responsibilities.
in relation to the external situation.
• Reviewed amendments to Group Authority Matrix / delegation.
• Reviewed amendments to Board committees charters.
• Reviewed updates to the Company’s Code of Conduct.
• Reviewed governance implication of VEON ventures reorganisation.
• Reviewed HQ target organisation.
Attendance at meetings
Membership(1) and attendance
Chairman
Attendance
Appointed(2)
Gunnar Holt
16/16
June 2015
Members
Attendance
Appointed(2)
Yaroslav Glazunov
Karen Linehan
16/16
16/16
October 2020
January 2022
(1) Membership as of 31 December 2022.
(2) Date of appointment as member of VEON Board of Directors.
Board’s performance
• Reviewed effectiveness of the Board and its committees (including self-assessments and external
surveys).
• Reviewed effectiveness of OpCo boards.
Performance evaluations
• Assessed the adequacy of the committee’s charter and its ongoing performance.
Consultants and advisers
• Reviewed appointment of local advisers to OpCo Boards.
Improvement of OpCo boards’ effectiveness.
Key focus areas going forward
• Review of governance development roadmap.
• Continue reviewing Board performance and effectiveness.
•
• Continue reviewing Board composition and director slate.
• Continue reviewing OpCo boards’ composition.
• Further development and simplification of the GAM.
• Review of governance trends.
• Review of directors’ training.
• Review of ESG strategy and execution plan.
• Review of HQ operating model evolution (including oversight of target HQ organisation implementation).
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Corporate governance continued
Board committees continued
Yaroslav Glazunov
Chairman
CTC
Compensation and Talent Committee
The committee consists of at least three members of the Board who are appointed or reappointed annually following the Company’s AGM.
A minimum quorum of two members is required to conduct a meeting.
The committee may request that any directors, officers or other employees of the Company, or any other persons whose advice and counsel
are sought by the committee, attend any meeting of the committee to provide such pertinent information as the committee requests.
Role of the committee
The Board’s Compensation and Talent Committee advises
the Board with respect to the Board’s responsibilities in
overseeing the selection, termination, performance and
compensation of the Company’s CEO, his direct reports,
the Chief Executive Officers of the Company’s significant
subsidiaries, and certain other positions which the Company
determined as critical for its continuous operations.
In addition, the committee assesses and makes
recommendations to the Board on Board member
compensation.
In addition, the committee is responsible for evaluating and
approving the Group’s director, executive and employee
compensation and benefit plans, for supervising the
administration of the Group’s compensation and incentive
programmes, and for periodically reviewing the compensation
structure and guidelines of the Company subsidiaries, as well
as their incentive plans.
The committee advises the Board in relation to the
Company’s overall culture and values, and talent management
and succession planning programmes. In particular, the
committee periodically assesses the substance and
effectiveness of these programmes and considers employee
feedback and level of engagement.
For more information, please refer to the committee charter
published on our website at www.veon.com/investors/governance.
Evaluation of performance
As per the committee charter, the committee has performed
a self-evaluation of its operation and confirms to the Board
that it has been effective in discharging its responsibilities.
Attendance at meetings
Membership(1) and attendance
Chairman
Attendance
Appointed(2)
Yaroslav Glazunov
10/10
October 2020
Members
Attendance
Appointed(2)
Augie Fabela
Stan Miller
4/5
5/5
June 2022
June 2022
(1) Membership as of 31 December 2022.
(2) Date of appointment as member of VEON Board of Directors.
Key activities
Remuneration framework
•
Implemented new remuneration framework, in particular, in relation to rollout of the new long-term
incentive programme (LTIP), for the Group CEO, his direct reports and CEOs of the Company’s
significant subsidiaries.
• Reviewed and advised on external assessment of the parameters and structure for compensation
of the Group CEO and his direct reports.
• Reviewed and assessed possible implications from evolving sanctions on the Company’s incentive
programmes.
• Reviewed and updated compensation levels for the Company senior executives as needed to ensure
alignment with current market conditions.
• Reviewed and advised on compensation levels for the Board.
• Reviewed and advised on grant of certain special awards to the Board members in connection with
the directors’ significant contribution to progression of the Company’s top priority projects.
Incentive programmes
• Defined KPIs and targets, terms and conditions for the new tranches of the short-term incentive
programme (STIP) and LTIP of the Company senior executives including the Group CEO, his direct
reports and CEOs of the Company’s significant subsidiaries, to ensure consistency with the Group’s
goals and objectives.
• Determined changes to the terms of ongoing tranches of LTIP and STIP appropriate in the context of
challenging geopolitical and macroeconomic situation in 2022.
• Determined results of the vesting 2019 tranches of the LTIP for CEOs of the Company’s significant
subsidiaries.
• Determined results of the vested 2020 tranche of the Group’s mid-term incentive programme.
• Approved issuance of special incentive awards to selected Company’s senior executives to support
execution of certain of the Company’s top priority projects.
Performance assessment
• Reviewed and assessed annual performance of the Company senior executives against agreed 2021
performance indicators for short-term incentives and overall Group performance in 2021.
Talent management and succession planning
• Reviewed and advised on corporate People and Talent strategy, including the framework for talent
management and succession planning.
• Reviewed and advised on the Company’s approach to succession planning for its senior executives
and validated identified successors.
• Reviewed and advised on the results of the effectiveness assessment of the GEC.
• Reviewed and advised on the results of the Company annual employee engagement survey.
Key appointments
• Approved final candidates and remuneration terms for key positions as needed.
• Approved extension of the contract duration and update of the contract terms for certain Company
key executives.
• Approved termination of contract for certain Company key executives and associated changes to the
Company’s organisational structure.
• Regularly reviewed the progress for selection of candidates for the Company’s critical roles.
Operating model and governance
• Regularly reviewed the conduct of people committees in operating companies and key topics and
decisions.
• Reviewed and advised on remuneration considerations in relation to establishment of the
Company’s satellite office in Dubai.
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Corporate governance continued
Board committees continued
CTC
Compensation and Talent Committee continued
Looking forward
Remuneration framework
• Continue to review and provide advice to the Board on optimisation of compensation structure for the Board of
Talent management and succession planning
• Review the progress of the Company’s corporate People and Talent strategy and advice on the potential next steps
Directors.
and changes.
• Review future ESG requirements to listed companies and provide advice to the Board in relation to their reflection in
• Regularly review and advise on the Company’s succession planning for its senior executives and validate identified
the Company’s incentive programmes.
successors.
Incentive programmes
• Define KPIs and targets, terms and conditions for the next tranches of STIP and LTIP of the Company senior
executives (including the Company CEO, his direct reports and CEOs of the Company’s significant subsidiaries) to
ensure consistency with the Group’s goals and objectives.
• Determine results of the vesting 2020 tranches of the LTIP for the Company’s senior executives, including the Group
CEO, his direct reports and CEOs of the Company significant subsidiaries.
• As necessary and as deemed appropriate by the committee, review and approve issuance of special incentive
awards to selected senior executives to support execution of certain of the Company’s top priority projects.
Performance assessment
• Review and assess annual performance of the Company’s senior executives against agreed 2022 performance
indicators for short-term incentives and overall Group performance in 2022.
• Regularly review and advise on the Company’s talent development and management plans for the Company’s senior
executives and their successors.
• Review and advise on the results of the next effectiveness assessment and proposed improvement actions for
the GEC.
• Review and advise on the results of the Company’s 2023 annual employee engagement survey.
Key appointments
• Review and approve final candidates and remuneration terms for key positions as needed.
• Review and approve extension of the contract duration, amendment of contract terms and/or termination of
contract for certain Company key executives and any associated changes to the Company’s organisational structure
as needed.
• Continue regularly reviewing the progress for selection of candidates for the Company’s critical roles.
Operating model and governance
• Continue regularly reviewing the conduct of people committees in operating subsidiaries and key topics and
decisions.
• Explore potential areas for further strengthening interaction with and support to people committees of the
Company’s operating subsidiaries.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 78
Corporate governance continued
Board committees continued
Michiel Soeting
Chairman
ARC
Audit and Risk Committee
The committee consists of at least three members of the Board who
are appointed or reappointed annually following the Company’s
AGM. A minimum quorum of two members is required to conduct
a meeting.
Role of the committee
The primary role of the Audit and Risk Committee is to
oversee the integrity of the Company’s financial statements
and its financial reporting, internal audit process, systems of
Enterprise Risk Management (ERM) and internal controls, the
Company’s ethics and compliance programme. In particular,
the Audit and Risk Committee monitors compliance with legal
and regulatory requirements as well as the Company’s
corporate compliance codes and guidelines, including the
Company’s Code of Conduct.
The Audit and Risk Committee is responsible for the
qualifications, engagement, compensation, independence
and performance of the Company’s independent auditor, and
approval of annual audit plan and budget. In addition, the
committee makes recommendation to the Board on the
appointment or reappointment of the external auditor.
The work of the Audit and Risk Committee over the course of
the year focuses on a variety of topics significant for the
Company consolidated financial statements. Among other
matters, the committee reviews audit findings, management’s
subjective accounting matters, considers the effectiveness of
the risk and internal control framework, results of internal
control testing and remediations measures.
In addition to the above, the Audit and Risk Committee
supervises activities related to Company’s relationships with
the US and Dutch authorities with respect to ongoing
disclosure requirements and inquiries.
The 2022 financial year posed unprecedented challenges for the
Group. Among the topics addressed by the committee were the
impact of the conflict in Ukraine on disclosure obligations, business
continuity, mitigation of technology-based risks, including physical
infrastructure damage and network disruption.
Since the beginning of the conflict, the committee oversaw activities
aimed at protecting assets from regulatory risks in Russia and
Ukraine (including potential nationalisation), ethics, compliance and
internal audit response to the Russia-Ukraine conflict (e.g., measures
aimed at reviewing social and humanitarian aid contributions,
refocusing audit activities on pertinent risks).
Later in the year, the committee reviewed legal and financial aspects
of Russian operations disposal alongside various stress-test
scenarios and monitored transfer of the Group’s critical IT systems
hosted in Russia to other operations.
Sanctions screening and compliance with the sanction regime, as
well as the mitigation of related risks (including application for OFAC,
UK, NL, and Bermuda licences) were other important focus areas.
The committee also discussed priorities for Group risk (GR) function
in general, reviewed regular updates on GR risks, mitigating
measures, and ongoing and planned GR activities.
To ensure financial health and liquidity of the Group, the Audit and
Risk Committee regularly monitored financial and non-financial
covenants performance.
In the past year, the committee was focused on addressing the
delay of the external audit due to the need to obtain confirmations
from regulators about the application of licences and potential
sanctions. The mitigation plan for the external audit delay included
additional financial audits carried out by the Company’s internal
audit function, which the committee reviewed on a regular basis. It
supervised related communications with investors, external lenders
and other relevant stockholders. In addition, the committee oversaw
management’s plans and activities to secure external assurance. The
committee also reviewed additional Board oversight activities.
As part of reviewing subjective accounting matters, the committee
considered the impairment of Russia, continuity and going concern
basis for the accounts, valuation of countries impacted by economic
headwinds and currency devaluations, as well as Weighted Average
Cost of Capital (WACC) assessment changes.
The committee discussed challenges with the Directors and Officers
policy and coverage renewal and monitored related activities.
The committee discussed with the Company’s internal audit function
the quality and enhancement of the risk and control framework, has
been briefed on the outcome of the effectiveness of the Group’s
SOX controls testing and oversaw deficiencies remediation progress.
The committee discussed adequacy of AML compliance resources
in the Company’s operating companies, reviewed the evaluation of
ethics and compliance culture and oversaw a Group-wide behaviour
improvement programme (TATT).
The committee conducted risk deep dives into cybersecurity
matters, discussed decentralised operating model, reviewed
enhancements to the quality and number of dedicated personnel,
and monitored risks of cybersecurity attacks and mitigating
measures. Among the other risk deep dives, the committee reviewed
a tax risks analysis, focusing on amounts, materialisation
probabilities and timelines and relevant mitigation measures as well
as reviewed vendor associated risks.
In addition to the above, the committee reviewed the effectiveness
of MMBL Bank risks oversight and governance and monitored
progress in closing expertise gaps.
Impact of Russia-Ukraine conflict.
Key focus areas for 2022
•
• Legal and financial aspects of Russian operations disposal.
• Delay in external audit and measures aimed at securing external assurance.
• Additional Board oversight activities.
• Sanctions screening and compliance.
• Directors and Officers (D&O) policy and coverage renewal.
• Efficiency and adequacy of internal controls and remediation of deficiencies.
• Cybersecurity, tax risks and mitigation measures.
• Ethics and compliance programme (TATT) progress.
Impact of Russia-Ukraine conflict.
Key focus areas for 2023
•
• Legal and financial aspects of Russian operations disposal.
• Continue oversight of independent auditor.
• Continue oversight of internal audit.
• Continue oversight of ERM system.
• Continue oversight of internal controls.
• Continue oversight of external financial reporting process.
• Continue oversight of Legal, Ethics and Compliance, Investigations, Finance and GR
departments.
• Ethics and compliance programme (TATT/culture and conduct) progress.
Attendance at meetings
Membership(1) and attendance
Chairman
Attendance
Appointed(2)
Michiel Soeting
11/11
March 2022
Members
Attendance
Appointed(2)
Gunnar Holt
Karen Linehan
Vasily Sidorov
5/6
12/13
13/13
June 2015
January 2022
June 2021
(1) Membership as of 31 December 2022.
(2) Date of appointment as member of VEON Board of Directors.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 79
Corporate governance continued
Board committees continued
Andrei Gusev
Chairman
FIN
Finance Committee
The committee consists of at least three members of the Board who are appointed or reappointed annually following the Company’s AGM.
A minimum quorum of two members is required to conduct a meeting.
The committee may request that any directors, officers or other employees of the Company, or any other persons whose advice and counsel
are sought by the committee, attend any meeting of the committee to provide such pertinent information as the committee requests.
Role of the committee
The Finance Committee advises the Board with respect to the
Board’s oversight of the Group’s capital structure, budgets
and the execution of material transactions.
The committee acts in an advisory capacity to the Board,
providing advice and recommendations on these and other
matters, including mergers, acquisitions, divestitures and
reorganisation transactions, the incurrence of indebtedness
and finance policies, dividend policy, share capital matters,
budget process and approval of budget, spectrum and
licensing matters, as well as on listing decisions and investor
relations matters, and any material settlements.
For more information, please refer to the Committee Charter
published on our website at www.veon.com/investors/governance
Evaluation of performance
As per the committee charter, the committee has performed
a self-evaluation of its operation and confirms to the Board
that it has been effective in discharging its responsibilities.
Attendance at meetings
Membership(1) and attendance
Key activities
Budgets and performance
• Oversaw development of the Company’s budget for 2023.
• Oversaw and assessed execution of 2022 budget.
• Oversaw and assessed progress of the Company’s cost optimisation programme.
• Oversaw and advised on the development and implementation of the Group capital allocation policy
and framework.
Internal reorganisations, M&A transactions and divestitures
• Oversaw internal restructurings of ownership for various operating companies.
• Oversaw completion of execution the Company’s put option for its subsidiary in Algeria.
• Oversaw sale of Georgia operations.
• Reviewed and advised on implementation of the Company’s strategy for divestiture of towers
infrastructure.
• Advised on participation in spectrum auction in Bangladesh and Kazakhstan, renewal of mobile
cellular licence in Pakistan and network sharing agreement in Kyrgyzstan.
Financing transactions/indebtedness
• Oversaw developments for Group leverage profile, provided advice to the Board on maintaining
business solvency in relation to servicing the Company’s debt obligations, especially in the context
of the evolving sanctions.
• Oversaw and advised on implementation of restructuring scheme for the Company’s bonds with
February 2023 and April 2023 maturity.
• Oversaw and advised on the development of a plan for the Company’s capital structure update to
Chairman
Attendance
Appointed(2)
address the geopolitical developments and future Company’s priorities.
Andrei Gusev
20/20
April 2014
Members
Attendance
Appointed(2)
Vasily Sidorov
20/20
June 2021
Michiel Soeting
9/9
March 2022
(1) Membership as of 31 December 2022.
(2) Date of appointment as member of VON Board of Directors.
• Oversaw execution of major financing/refinancing transactions at Group level (including Group
revolving credit facility (RCF) to support the Company’s target debt structure and cash levels.
Finance policies
• Oversaw update of Group Treasury policy, Tax policy and Interest allocation policy.
Investor relations
• Reviewed and advised on the Company’s plan for maintaining NASDAQ listing.
Looking forward
Budgets and performance
• Oversee execution of 2023 budget in relation to interest expense budget.
• Advise on upstreaming potential of the Company’s operating subsidiaries, including concomitant constraints and
funding sources.
Internal reorganisations, M&A transactions and divestitures
• Continue oversight of the progression of internal restructurings of ownership for various operating companies,
in particular, the Kazakhstan and Uzbekistan operating entities and clean-up of Global Telecom Holdings S.A.E.
subsidiaries in Egypt.
• Continue oversight and advise on implementation of divestiture transactions for the Company’s towers infrastructure
and other non-core assets in several geographies, including Pakistan, Bangladesh, Uzbekistan, and Kazakhstan.
• Advise on participation of the Company’s operating entities in spectrum auctions and any potential network sharing
agreements as needed.
Financing transactions/indebtedness
• Continue oversight of the developments for Group leverage profile and provide advice to the Board on the
management of the Company’s indebtedness, especially in the context of existing sanctions.
• Oversee and advise on completion of restructuring scheme for the Company’s bonds with February 2023 and April
2023 maturity.
• Continue oversight and advise on the Company’s capital structure update to address long-term future Company
priorities.
• Continue oversight of the execution of major financing/refinancing transactions at Group level (including Group RCF)
and in the Company’s operating subsidiaries to support the Company’s target debt structure and cash levels.
Finance policies
• Periodically review and advise on update of the Company’s finance policies, including, in particular, Dividend policy
and Treasury policy.
Investor relations
• Continue oversight and advise on development and implementation of the Company’s long-term listing strategy.
• Continue oversight and advise on potential local listing of certain operating entities of the Company.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 80
Corporate governance continued
Board committees continued
Hans-Holger Albrecht
Chairman
SIC
Strategy and Innovation Committee
The committee consists of at least three members of the Board who are appointed or reappointed annually following the Company’s AGM.
A minimum quorum of two members is required to conduct a meeting. The affirmative vote of at least two members is required to authorise
any action or recommendation of the committee.
The committee may request that any directors, officers or other employees of the Company, or any other persons whose advice and counsel
are sought by the committee, attend any meeting of the committee to provide such pertinent information.
The committee has the authority, without having to seek Board’s approval, to obtain, at the Company’s reasonable expense, external advice,
and support.
Role of the committee
The strategy and Innovation Committee assists and advises
the Board regarding the Group’s strategy and business plan
for core connectivity, infrastructure and digital operations, as
well as monitors and challenges the Company’s performance
in these business lines.
Evaluation of performance
As per the committee charter, the committee has performed
a self-evaluation of its operation and confirms to the Board
that it has been effective in discharging its responsibilities.
For more information, please refer to the Committee Charter
published on our website at www.veon.com/investors/governance.
Attendance at meetings
Membership(1) and attendance
Key activities
Monitor, review, consider and make recommendations to the Board regarding:
• The Group’s overall business strategy and priorities.
• Strategies for core connectivity, infrastructure and digital business lines of the VEON Group and
each of its operating subsidiaries (OpCos).
• Business plans for core connectivity, infrastructure and digital business lines and OpCos (including
material deviations between the business plan and the budget whereupon the committee may
request joint review with the Finance Committee).
• Portfolio strategy for core connectivity, infrastructure and digital assets (with focus on strategic fit).
• The Group’s core connectivity, infrastructure and digital business lines operational and financial
performance against the Company’s strategy and business plan.
• Sales, acquisitions, mergers and joint ventures including transactions related to digital lines of
business.
• Material vendor contracts, other material partnerships and transactions.
• The Group’s and operating companies’ cost performance and organisational and operational
efficiency.
Key projects
• Reviewed 2023 investment plan for Ukraine.
• Reviewed OpCo digital assets plans and budgets.
• Reviewed and monitored “Project Optimum” (aimed at cost savings).
• Reviewed overall Company’s strategy.
• Reviewed video content strategy.
• Reviewed investments in external digital assets (ShopUp, Dastgyr).
• Considered Pakistan’s digital retail banking licence application.
Chairman
Attendance
Appointed(2)
Hans-Holger Albrecht
7/7
June 2020
Members
Attendance
Appointed(2)
Augie Fabela
Morten Lundal
Stan Miller
Irene Shvakman
2/2
2/2
2/2
6/7
June 2022
June 2022
June 2022
June 2021
(1) Membership as of 31 December 2022.
(2) Date of appointment as member of VEON Board of Directors.
Key focus areas looking forward
• Review of Group strategy, equity story and portfolio considerations.
• Review of digital operator strategy.
• Review of OpCo performance (including performance and strategy of Pakistan operations).
• Review of digital assets strategy and performance (including JazzCash and Tamasha).
• Cost efficiency performance oversight.
• Review of Ukraine investment plan.
• Review of 5G strategy.
• Oversight of major vendor contracts, partnerships, associated risks, and mitigation measures.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 81
5
Badshahi mosque, Lahore
Our purpose shapes how we reward
and remunerate our people
Despite the challenges faced by the Company,
the management team and employees worked diligently,
with full commitment and passion to maintain the
Company’s performance and achieve its objectives.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 82
Remuneration report
Yaroslav Glazunov
Chairman
On behalf of the Board, I am pleased to
present the remuneration report for the
Group for FY2022. We are deeply aware
of the importance of this report as it
provides transparency on how the
Company rewards its executives and
employees, ensuring they are
appropriately incentivised. FY2022 was a
challenging year for the Group, as it faced
various external factors such as the war
in Europe, political unrest in certain of its
operations like Kazakhstan and Pakistan,
as well as floods in central Asia. These
events had a significant impact on the
Company’s operations, creating a need
for it to adapt rapidly and evolve
including remuneration practises.
Despite the challenges faced by the Company, the
management team and employees worked diligently,
with full commitment and passion to maintain the
Company’s performance and achieve its objectives. As such,
the remuneration report for FY2022 reflects the Company’s
commitment to reward its employees fairly for their efforts.
In addition to financial compensation, the report may also
include other forms of remuneration such as share awards,
bonuses, and benefits packages. These incentives are
designed to attract and retain talent in the relevant markets
as well as to align the interests of executives and
employees with those of the Company’s shareholders.
Overall, the remuneration report for the Group in FY2022
represents a commitment to transparency and fairness in
rewarding its employees, specifically in the face of
challenging external circumstances.
Our purpose shapes remuneration
The Company’s purpose, transforming lives through
converged connectivity and digital services, is enabled by
our four pillars – entertainment, financial services,
education and healthcare. We are committed to
implementing fair, responsible and transparent
remuneration practices that support our
purpose-led business model and the achievement
of our strategy.
Our people strategy is based on four pillars:
1. We are a nimble, agile and effective organisation.
2. We have established a culture of customer obsession
that preserves the value we create.
3. We have the best and most diverse talent with digital
operator and digital ventures capabilities in place at the
right time in the right place.
4. We focus on rewarding and recognising long-term
value creation to drive up our enterprise value.
Linking remuneration to strategy and performance
The remuneration of the Company’s employees, specifically
short-term and long-term incentives, is tied to the
performance of the Group and the OpCos.
• Rewarding achievement in aligning the Group and OpCo
•
performance in terms of creating sustainable
stakeholder value.
Increasing the linkage of pay to performance – especially
long-term performance to motivate and challenge our
senior leaders.
• Streamlining incentives to focus leadership team
members on consistent goals, providing a clear linkage
to business strategy, and promoting teamwork and
collaboration.
Implementing incentive designs guided by international
best practices, including ensuring that robust malus and
clawback arrangements are in place.
•
• Simplifying incentive designs to improve transparency
and communication, both internally and externally.
Our people approach is guided by
the following talent management
framework pillars
Leadership Framework
Creating leadership success profiles for GEC,
OpCo CEOs and CXOs
Talent Success and Succession
Creating a common language and delivering a diverse
talent succession bench by assessing existing
executive talent across the operating companies to
mitigate succession risks and increase agility in
leadership changes and operating model.
Talent Data
Creating a core data platform for all stakeholders to
access key talent insights
Global Impact Learning and Development
Gathering critical input on the development needs
from these assessments as well as from the Group
CEO, Board and local CEOs. Designing customised and
personalised development initiatives, including support
from external partners. Steer cross-OpCo and HQ key
moves at CEO-1 level as well as female talent via the
People Committee and Group Chief People Officer
forum.
Compensation and Talent committee
The committee is responsible for evaluating and
approving the Group’s director, executive and employee
compensation and benefit plans, supervising the
administration of the Group’s compensation and
incentive programmes, and periodically reviewing the
compensation structure and guidelines of the Company
subsidiaries, as well as their incentive plans.
The committee advises the Board in relation to the
Company’s overall culture and values, talent
management and succession planning programmes.
In particular, the committee periodically assesses the
substance and effectiveness of these programmes and
considers employee feedback and level of engagement.
Refer to page 76.
For more information, please refer to the committee charter
published on our website at www.veon.com/investors/
governance.
Key decisions taken during FY2022
Remuneration framework
•
Implemented a new remuneration framework
approved in 2021, in particular, in relation to rollout
of the new LTIP, for the Group’s CEO and his direct
reports.
• Reviewed and advised on external assessment of
the parameters and structure for compensation of
the Group CEO and his direct reports.
• Reviewed periodically, with external advisors, the
compensation practices and contractual setup.
• Reviewed and assessed possible implications from
evolving sanctions on the Company’s incentive
programmes.
• Reviewed and updated compensation levels for the
Company’s senior executives as needed to ensure
alignment with current market conditions.
• Reviewed and advised on compensation levels for
the Board members.
• Designed and implemented the OpCo CEO long-term
incentives.
Refer to pages 86 to 88.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 83
Remuneration report continued
Incentive programmes
• Defined KPIs and targets, terms and conditions for the
new tranches of STIP and LTIP for the Company’s senior
executives (including the Group CEO, his direct reports
and CEO’s of the Company’s significant subsidiaries) to
ensure consistency with the Group’s goals and objectives.
• Reviewed and confirmed the TSR peer Group for the
GEC LTIP.
• Reviewed and confirmed the approach to the long term
incentives for OpCo CEOs.
Performance assessment
• Reviewed and assessed annual performance of the
Company senior executives against agreed 2022
performance indicators for short-term incentives and
overall Group performance in 2022.
Talent management and succession planning
• Reviewed and advised on corporate people and talent
strategy, including the framework for talent management
and succession planning.
• Reviewed and advised on the Company’s approach to
succession planning for its senior executives and
validated identified successors.
• Reviewed and advised on the results of the effectiveness
assessment of the GEC
• Reviewed and advised on the results of the Company’s
annual employee engagement survey.
Key appointments
• Approved final candidates and remuneration terms for
key positions as needed.
• Recommended the extension of the contract duration
and updates to the contract terms for certain key
executives to be approved by the Board.
• Recommended the termination of contract for certain key
executives and associated changes to the Company’s
organisational structure to be approved by the Board.
• Regularly reviewed the progress for selection of
candidates for the Company’s critical roles.
Operating model and governance
• Regularly reviewed the activities of people committees
in operating companies and key topics and decisions
Focus areas for FY2023
Remuneration framework
• Continue to review and provide advice to the Board on
optimisation of compensation structure for the GEC, and
the members of the Board.
• Review future ESG requirements for listed companies
and provide advice to the Board in relation to their
reflection in the Company’s incentive programmes.
Incentive programmes
• Define KPIs and targets, terms and conditions for the
next tranches of STIP and LTIP of the Company senior
executives (including the Group CEO, his direct reports
and CEOs of the Company’s significant subsidiaries) to
ensure consistency with the Group’s goals and objectives.
• Determine results of the vesting 2021 tranches of the
LTIP for the Company senior executives (including the
Group CEO, his direct reports and CEO of the Company’s
significant subsidiaries).
Aligning performance and talent to create sustained
value
• Review and assess annual performance of the Company
senior executives against agreed 2023 performance
indicators for short-term incentives and overall Group
performance in 2023.
• Review the progress of the Company’s corporate people
and talent strategy and advise on the potential next steps
and changes, including succession planning, talent
development and management plans, effectiveness
assessment and proposed improvement actions for its
senior executives and validate identified successors.
• Support the transition to the new Company post the
Russia transaction.
• Focus on talent mobility opportunities within the
Company across OpCos and HQ from our own pool of
talent.
• Review and advise on the results of the Company’s 2023
annual employee engagement survey .
• Continue regularly reviewing the progress for selection of
candidates for the Company’s critical roles.
• Continue regularly reviewing the activities of people
committees in operating subsidiaries, key topics and
decisions, while exploring areas for further strengthening
interaction with critical operating company talent.
Guiding remuneration principles
Simplify
incentives to
increase
transparency and
promote trust in
the system
Drive team
cohesion and
collaboration,
alignment around
consistent goals
Anchor
principles on
market
competitiveness
and Company
strategy
Guiding
remuneration
principles
Implement
incentives in line
with market best
practice and gain
support of investor
community
Increase
alignment
between
management
rewards and
shareholder value
creation
Increase linkage
between pay and
long-term
performance
Our approach to Executives remuneration
from 2022
Due to the transformation to the new Company, 2022 saw
the implementation of the Group’s new executives
remuneration arrangements introduced at the end of the
previous year. The renewal of the compensation system
aligns the GEC’s financial interest with those of our
stakeholders and motivates team dynamics and
collaboration.
The Group continues to follow the Long Term Incentive
framework for the OpCo CEOS, where a “line of sight”
approach for targets is used (OpCo KPIs aligned with the
rest of the team) while the delivery of the LTI is in VEON
shares to align them with the GEC and shareholders value
creation.
Our key leaders are:
• Aligned with shareholders’ interests to create value
• Committed to the long-term success of the overall
business
Invested in Company’s shares and focused on share price
•
• Motivated to work collaboratively as a team aligned to
common performance goals
• Held to account for the performance of the business
• Paid for performance in a transparent, robust, fair as well
as competitive manner
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 84
Remuneration report continued
Elements of remuneration
STI 2022 Scorecard
Description
Rationale
KPIs
Description
Weight
Threshold
On Target
Stretch
•
In line with market norms to retain and
attract talent
• Deferred shares ensure deferred equity
build up
Group
Revenue
Total revenues in USD
millions at budget FX rate
25% 95% budget
At budget
Payout level:
80%
100%
120%
STI
• Target award for Group CEO is 125% of annual
base salary and for the remainder of the
executives is 100% of annual base salary,
delivered 50% cash and 50% shares
• The 50% share element is deferred for two years
• The shares vest two years after grant with no
further performance conditions
• The maximum opportunity for the executive is
120% of the target level
LTI
• Granted in rolling three-year performance cycle
• Maximum level of 200%
• On-target vesting of 120% based on
performance
• Threshold level of vesting is 25% of the
maximum vesting opportunity
• Performance shares are restricted through
performance conditions which need be met
Group EBITDA
• Drives accountability and long-term actions
• Performance related incentives encourage
actions which align with Company strategy
to create value for stakeholders
EFCF
A
Project
Optimum
110%
budget
110%
budget
110%
budget
Post-IFRS16 EBITDA in
USD millions at Budget FX
rate
Equity-free cash flow,
before licenses, before IFRS
16 and excluding banking
balances in JazzCash and
MMBL in USD millions
Delivery of initiatives USD
millions at budget FX rate
Project Optimum targets
will be aligned with the
decision of the finance
committee scheduled for
discussion on 9 June 2022
25% 95% budget
At budget
20% 90% budget
At budget
15%
As per cost saving targets
Other
• Executives shareholding requirement
• Align executives with shareholders creating
◆ Group CEO – 6x base salary
◆ GEC – 2x base salary
• No Post employment holding period for the GEC,
while the Group CEO needs to maintain his
shareholding requirement (6x annual base
salary) 2 years post employment
personal holding of VEON equity
• Elements of remuneration are governed
by a “Good/Bad Leaver clause” as well as
market practice claw-back and malus rules
Short-term incentive scheme
Weight
KPI
Rationale
Priorities addressed
Total
Operating
Revenue
%
5
8
s
l
a
i
c
n
a
n
i
F
EBITDA
EFCF
25%
25%
20%
Project
Optimum
15%
A Financial
KPIs
Revenue growth through acquisition
and creation of highest value,
multi-play customer remains a
Group top priority.
Cost control is one of our highest
priority items. Hence the
introduction, over and above the
EBITDA target, of a new set KPIs for
“Project Optimum”: a proven
approach in cost reduction initiatives
that focuses on target setting
through a bottom-up generation of
ideas.
• Top-line growth
• Focus on high value
customers
• Preserve liquidity
• Portfolio review
• Continued cost
optimisation
• Capturing
infrastructure value
%
5
1
s
e
r
u
t
n
e
V
Ventures
15% B Ventures
Ventures development leveraging
the Company’s presence and
customers supporting OpCos with
developing existing digital and new
business streams
• Collaboration and
Synergies
• new revenue
streams
B
VEON
Ventures
Performance
VEON ventures scorecard
as approved by the VEON
Ventures Opco Board
Total KPI weight
15%
100%
Assessment as per VEON ventures
performance
Scorecard underpins
Underpins are KPIs which, if not delivered, reduce overall bonus payout by a given coefficient.
Underpin
KPI
Reduction Coefficient (% of total APB payout)
Ethics / Compliance
Up to 100%
Ethics & Compliance / Tone at
the Top, Compliance with all
regulatory requirements, code of
conduct, GAM, internal policies,
etc. in all Opcos and at the
centre
• Assessed through Ethics and
Compliance and Incident
Reporting
• Coefficient at discretion of Audit
and Risk Committee, and the
Board, reflecting the severity
of any breach
Financial Health
• Leverage ratio below 2.50x
• Coverage ratio below 1.00x
Up to 50%
Holistic assessment by the finance
committee
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
85
Remuneration report continued
LTIP Performance condition framework
Performance
condition
Payout scale
(curve)
Total Shareholder Return (TSR) relative to a customised peer group of companies
TSR relative to a customised group of 20 companies
Vesting curve
(%)
Threshold
Threshold level (50% of
base salary payout)
reached at median of the
peer group
200
120
50
e
m
o
c
t
u
o
g
n
i
t
s
e
V
)
y
r
a
a
s
l
e
s
a
b
l
a
u
n
n
a
f
o
%
(
Performance
between
threshold and
stretch linear
between
median and
75th percentile
25%
Median
75%
Stretch
TSR performance relative to peer group
Maximum payout (200%
of base salary) at
performance in the top
quartile of the peer group
Underpin
TSR is positive (performance condition for a non-zero threshold payout)
GEC LTIP terms
Period
KPIs
Three years, rolling plan
Relative TSR performance vs selected peer group
Underpin
Absolute TSR must be positive
Peer group
Consists of 20 telecom operators, publicly listed in similar geographies and/or sector
Malus and clawback policy
The Company has adopted a malus and clawback policy in respect of short-term and long-term incentives. The provisions
of the policy allow the Group to reduce or short-term or long-term incentives awards in the event of fraud or gross
negligence by an employee (“trigger events”). Malus applies before awards have vested or been paid to an employee while
clawback applies for a period of three years from the date the award has vested or payment has been made to an
employee.
GEC members’ compensation
Effective from 1 May 2023, Joop Brakenhoff has replaced Serkan Okandan as Group Chief Financial Officer. (See page 8:
Group Executive Committee). Serkan Okandan’s contract expired on 30 April 2023, therefore, no termination or severance
payments were incurred.
Serkan Okandan and Joop Brakenhoff served on the GEC as Group Chief Financial Officer and Chief Internal Audit and
Compliance Officer respectively, for the period under review ending 31 December 2022.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
86
Remuneration report continued
Remuneration report continued
Compensation of GEC members
Short-term benefits
2022(1)
Individuals
Kaan Terzioglu
Serkan Okandan
Joop Brakenhoff
Michael Schulz
EUR
EUR
EUR
EUR
USD
Dmitry Shvets
Victor Biryukov(6)
USD
Matthieu Galvani(7) EUR
Omiyinka Doris(8)
EUR
Former members
1,323,000
1,035,891
1,296,000
540,000
565,000
680,135
678,869
150,000
77,583
712,800
297,000
310,750
368,500
361,112
83,178
52,644
205,350
1,806,342
542,362
500,205
728,656
856,404
–
11,550
Base
salary(2)
Bonus(3)
Other(4)
Long-term
benefits
Share-
based
payments
Termina-
tion
benefits(5)
3,392,793
981,490
654,502
482,768
459,310
111,111
36,434
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Total
5,957,034
4,796,632
2,033,864
1,858,723
2,236,601
2021 (1)
Individuals
Kaan Terzioglu
Scott Dresser
Serkan Okandan
Michael Schulz
Dmitry Shvets
Alex Bolis
2,007,496
Joop Brakenhoff
269,612
141,777
Former members
Murat Kirkgoz
Alex Kazbegi
Sergi Herrero
Ursula Burns
EUR
EUR
EUR
EUR
RUB
EUR
EUR
EUR
EUR
GBP
EUR
Short-term benefits
Base
salary(2)
Bonus(3)
Other(4)
Long-term
benefits
Share-
based
payments
Termina-
tion
benefits(5)
Total
1,323,000
1,695,094
205,350
166,518
2,158,098
–
5,548,060
1,300,000
1,300,000
1,296,000
1,192,320
1,013,859
1,276,225
237,741
197,107
31,897,960
32,464,386
272,448
540,000
239,754
496,800
–
143,100
540,000
–
–
128,437
535,562
–
27,862
982,727
77,000
96,600
–
143,936
–
–
–
–
–
–
–
–
277,390
2,625,000
6,516,249
1,066,672
469,127
42,875,424
330,726
467,471
(26,417)
–
–
–
–
–
–
–
579,675
4,831,217
931,837
108,220,497
919,928
1,600,871
(26,417)
995,148
4,738,263
(124,439)
(52,179)
2,524,438
8,161,645
–
–
(103,954)
–
(103,954)
Alex Bolis(9)
EUR
187,500
204,555
366,168
187,704
–
945,927
(1) The information in the above table reconciles to Note 22 of the Consolidated Financial Statements.
(2)
(3)
(4)
Includes Base Salary, Holiday Allowance and Acting Allowance in Cash.
Includes Annual Performance Bonus, Recognition Bonus and Transaction Bonus.
Includes payment for Pension Allowance, Car Allowance, Sign-on Bonus, School Fee, Tax Assistance Fee, Housing Rent, Health Checkup,
Relocation Support, Board Abandonment fee, Vacation payment, Special/Reward Award etc.
Includes information about Legal Assistance, PILON & Severance.
(5)
(6) Mr. Biryukov was appointed to the GEC on 1 January 2022, and remained GEC member until 31 October 2022.
(7) Mr. Galvani was appointed to the GEC on 1 October 2022.
(8) Ms. Doris was appointed to her current GEC role on 1 November 2022.
(9) Mr. Bolis remained a GEC member until 30 June 30 2022.
(1) The information in the above table reconciles to Note 22 of the Consolidated Financial Statements.
(2)
(3)
(4)
Includes Base Salary, Holiday Allowance and Acting Allowance in Cash.
Includes Annual Performance Bonus, Recognition Bonus and Transaction Bonus.
Includes payment for Pension Allowance, Car Allowance, Sign-on Bonus, School Fee, Tax Assistance Fee, Housing Rent, Health Checkup,
Relocation Support, Board Abandonment fee, Vacation payment, Special/Reward Award etc.
Includes information about Legal Assistance, PILON & Severance.
(5)
Short-term benefits
Base
salary(2)
Bonus(3)
Other(4)
Long-term
benefits
Share-
based
payments
Termina-
tion
benefits(5)
1,323,000
1,050,000
930,418
684,059
439,657
1,918,050
76,366
628,315
1,300,000
2,300,000
864,000
553,500
224,100
525,730
338,378
147,813
211,600
80,302
–
16,810
–
–
1,162,750
540,984
24,100
297,341
104,124
39,908
40,360
299,333
212,631
554,328
–
–
–
–
–
–
–
–
88,056
52,179
(65,526)
76,316
–
8,775
(7,954)
(217,080)
(217,080)
111,403
–
–
–
–
–
–
–
–
–
–
Total
2,857,497
4,332,603
3,558,574
1,763,387
996,002
420,596
324,308
82,253
12,361
2,369,465
2020(1)
Individuals
Kaan Terzioglu
Sergi Herrero
Scott Dresser
Serkan Okandan
Alex Kazbegi
EUR
GBP
EUR
EUR
EUR
Joop Brakenhoff
EUR
Former members
Murat Kirkgoz
Kjell Johnsen
Trond Westlie
Ursula Burns
EUR
EUR
EUR
EUR
(1) The information in the above table reconciles to Note 22 of the Consolidated Financial Statements.
(2)
(3)
(4)
Includes Base Salary, Holiday Allowance and Acting Allowance in Cash.
Includes Annual Performance Bonus, Recognition Bonus and Transaction Bonus.
Includes payment for Pension Allowance, Car Allowance, Sign-on Bonus, School Fee, Tax Assistance Fee, Housing Rent, Health Checkup,
Relocation Support, Board Abandonment fee, Vacation payment, Special/Reward Award etc.
Includes information about Legal Assistance, PILON & Severance.
(5)
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix
87
Remuneration report continued
Remuneration report continued
Vesting deferred share awards
LTI award in performance shares
Vested deferred share awards
Individuals
Kaan Terzioglu
Serkan Okandan
Joop Brakenhoff
Michael Schulz
Dmitry Shvets
Kaan Terzioglu
Joop Brakenhoff
Former member
Alex Bolis
Outstanding deferred share awards
Individuals
Kaan Terzioglu
Serkan Okandan
Joop Brakenhoff
Michael Schulz
Dmitry Shvets
Kaan Terzioglu
Joop Brakenhoff
Kaan Terzioglu
Serkan Okandan
Joop Brakenhoff
Michael Schulz
Matthieu Galvani
Dmitry Shvets
Former member
Alex Bolis
Award
One-off Award
One-off Award
One-off Award
One-off Award
Phantom Share Award
CEO Share Award
One-off Award
No of
ADRs
awarded
30,996
8,887
3,703
5,829
3,829*
62,782
4,162
Vesting
date
1-Jul-22
1-Jul-22
1-Jul-22
1-Jul-22
1-Jul-22
1-Oct-22
31-Dec-22
One-off Award
2,572
1-Jul-22
Award in ADRs
Date awarded
Vesting date
ADR price at grant
Individuals
Kaan Terzioglu
Serkan Okandan
Joop Brakenhoff
Matthieu Galvani
Michael Schulz
Dmitry Shvets
Former member
Alex Bolis
2022
2021
18-Oct-22
31-Dec-24
USD 8.95
24-Feb-22
31-Dec-23
USD 22.09
123,087
84,697
35,291
29,409
36,924
37,747*
103,320
71,095
29,623
–
23,315
30,629
–
20,572
Award
One-off Award
One-off Award
One-off Award
One-off Award
Phantom Share Award
CEO Share Award
One-off Award
STI 2022 Deferred Grant
STI 2022 Deferred Grant
STI 2022 Deferred Grant
STI 2022 Deferred Grant
STI 2022 Deferred Grant
STI 2022 Phantom
Deferred Grant
No of
ADRs/
awarded
30,996
8,887
3,703
5,829
3,829*
146,490
4,162
65,761
45,251
18,855
19,728
5,281
Vesting
date
1-Jul-23
1-Jul-23
1-Jul-23
1-Jul-23
1-Jul-23
1-Sep-23
31-Dec-23
15-Mar-25
15-Mar-25
15-Mar-25
15-Mar-25
15-Mar-25
* Issued as a Phantom share award due to current legal constraints and under identical terms as share awards.
GEC service contracts 2022*
Position
Start date
Term
End date
Non-
compete
(months)
Non-
solicitation
(months)
Individuals
Kaan Terzioglu
Group Chief Executive Officer
1-Nov-19
Permanent
Indefinite
12
12
Serkan Okandan
Group Chief Financial Officer
1-May-20
3 years
30-Apr-23
Michael Schulz
Group Chief People Officer
1-Jul-21
Permanent
Indefinite
Dmitry Shvets
Group Head of Portfolio
Management
15-Apr-21
3 years**
14-Mar-25
Joop Brakenhoff
Chief Internal Audit and Compliance
Officer
15-Jan-19
Permanent
Indefinite
Victor Biryukov
Group General Counsel
1-Jan-22
3 years**
30-Apr-25
Matthieu Galvani
Chief Corporate Affairs Officer
1-Oct-22
Permanent
Indefinite
6
6
6
6
6
6
6
6
6
6
6
6
20,727*
15-Mar-25
Omiyinka Doris
Acting Group General Counsel
1-Jul-15
Permanent
Indefinite
n/a
n/a
One-off Award
2,572
1-Jul-23
* All current GEC members may give their notice no earlier than three months; the Company may give executives notice no earlier than six
months; No GEC member has a contractual severance provision in their employment agreement.
** Maximum statutory contract duration.
*
Issued as a Phantom share award due to current legal constraints and under identical terms as share awards.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 88
Remuneration report continued
Compensation of Board of Directors(1)
Retainer
Committees
Other compensation
Hans-Holger Albrecht(2)
Yaroslav Glazunov
Andrei Gusev(3)
Gunnar Holt
Irene Shvakman
Vasily Sidorov
Michiel Soeting
Karen Linehan
Augie Fabela
Morten Lundal
Stan Miller
Mikhail Fridman
Leonid Boguslavsky
Gennady Gazin(4)
Sergi Herrero
Robert Jan van de Kraats
Osama Bedier
Peter Derby
Amos Genish
Steve Pusey
Total compensation
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
EUR
2022
483,078
281,250
281,250
625,000
350,000
350,000
277,083
342,289
175,000
175,000
175,000
12,500
175,000
387,500
175,000
65,860
–
–
–
–
2021
487,500
75,000
75,000
350,000
195,115
195,115
–
–
–
–
–
75,000
335,417
842,708
195,417
350,000
155,556
155,556
155,556
189,583
2022
190,558
80,000
52,500
68,750
55,000
123,750
57,083
53,899
57,500
42,500
30,000
–
12,500
62,500
12,500
23,522
–
–
–
–
4,330,810
3,832,523
922,562
2021
136,458
–
–
150,000
27,874
111,494
–
–
–
–
–
–
23,958
57,292
13,958
125,000
44,444
66,667
66,667
53,125
876,937
2022
1,184,142
–
500,000
–
–
–
–
–
–
–
–
–
–
2021
Total
2022
2021
1,098,610
1,857,778
1,722,568
–
–
–
–
–
–
–
–
–
–
–
–
361,250
833,750
693,750
405,000
473,750
334,166
396,188
232,500
217,500
205,000
12,500
187,500
2,016,303
187,500
89,382
–
–
–
–
75,000
75,000
500,000
222,989
306,609
–
–
–
–
–
75,000
359,375
2,871,749
209,375
475,000
200,000
222,223
222,223
242,708
1,566,303
1,971,749
–
–
–
–
–
–
–
–
–
–
–
–
(1) The information in this table reconciles to Note 22 of the Consolidated Financial Statements.
(2) Mr. Albrecht was granted equity-settled awards 1,360,095 in 2021. The share awards vested on 10 June 2022, and the shares are subject to a holding period through to 16 July 2023.
(3)
(4) Mr. Gazin’s Other compensation includes discretionary award for recognition of his outstanding service, awarded with oversight from the Compensation and Talent Committee. Mr Gazin was also granted equity-settled awards 1,224,086 in 2021. The share awards vested
Mr. Gusev’s Other compensation includes discretionary awards for his personal contribution to certain Group M&A transactions, awarded with oversight from the Compensation and Talent Committee.
on 10 June 2022, and the shares are subject to a holding period through to 16 July 2023.
3,250,445
3,070,359
8,503,817
7,779,819
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 89
6
Using our digital operators to bring
about a digital transformation
Islam Khoja complex, Khiva
In this section
About our report
Independent Assurance Statement
Shareholder information
Directors’ résumés
Report disclaimer
Glossary of terms
90
92
93
94
97
98
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 90
About our report
While our primary aim is to address
the information needs of our
investors and funders, we use this
opportunity to share information
relevant to how we create, preserve
and minimise the erosion of value for
VEON’s other key stakeholders,
including our employees, customers,
suppliers, business partners,
governments and regulators.
Reporting period
VEON’s Integrated Annual Report covers the 2022 financial year, from 1 January 2022 to 31 December 2022.
Any material events after this date and up to the Board’s approval date of 2 May 2023 have been included.
Operating businesses
The information included in this report relates to our activities at a Group level and includes disclosure relating to
our operating companies (OpCos) which include the geographical markets where we had active operations until
31 December 2022. Our scope of reporting does not include markets where businesses were sold during the
financial year, businesses where we control less than 50% of the equity, businesses where we do not have
management control, or businesses that represent less than 0.15% of our service revenue.
Financial and non-financial reporting
Our Integrated Annual Report extends beyond financial reporting and includes non-financial performance,
opportunities, risks and outcomes attributable to, or associated with, our key stakeholders which have a significant
influence on our ability to create sustainable value.
Stakeholders and materiality
VEON has a range of stakeholder groups that are material to how we operate and create sustainable value. Their
feedback is considered in our decision-making and by engaging with them on a regular basis we can understand
and evaluate issues relevant to our strategy, business plans and policies. VEON engages with our stakeholders via
a variety of forums and channels, including customer feedback platforms, customer and employee surveys and
participation in sector and community initiatives, as well as through our membership of local and global associations
that represent stakeholder interests.
We explain our approach and the results on page 7.
VEON conducts an annual review of the material matters that could potentially affect the value we create over time
and our ability to transform people’s lives. We determine our priorities by assessing the materiality of individual topics
to our business activities, and their importance to our stakeholders in a context broader than captured by traditional
measures of financial materiality. The prioritised issues are discussed with the relevant members of the management
and the Group Executive Committee. The materiality assessment and its outcomes are applicable to all entities
explained in the reporting scope.
We explain our approach, the results and material matters on pages 13 and 14.
Reporting frameworks
The Integrated Annual Report for the 2022 financial year is guided using the framework (a part of the IFRS
foundation) which aims to improve the quality of information available to stakeholders, while supporting integrated
thinking, decision-making and actions that focus on the creation of value over the short, medium and long term.
In addition, the principles of stakeholder engagement and materiality included in the Global Reporting Initiative (GRI)
are used to guide our approach to sustainability and reporting, both in this report and for the supporting materials
that can be found on our website.
GRI Sustainability Reporting Standards
The GRI Sustainability Reporting Standards (GRI Standards) are the most widely adopted global standards for
sustainability reporting. The GRI Standards are designed to be used by organisations to understand and
communicate their impact on critical sustainability issues such as climate change, human rights, governance and
social well-being.
Aligning our reporting with the GRI Standards provides a holistic picture of both our sustainability programmes
and our wider business. The GRI Standards help us to showcase how VEON empowers local communities and helps
to safeguard the environment, while at the same time thriving economically through improving governance and
stakeholder relations, enhancing reputations and building trust. The GRI Standards also help us to contribute to
a sustainable global economy by driving greater transparency in corporate reporting and communications.
The Dutch Transparency Benchmark
The Dutch Transparency Benchmark assesses
transparency in corporate social reporting. It is a study
of the qualitative and quantitative development of
corporate social reporting among the largest companies
in the Netherlands. The government of the Netherlands,
where VEON is headquartered, requires companies
to be transparent about their corporate social
responsibility (CSR) policies and activities. The Ministry
of Economic Affairs and Climate Policy uses the
Transparency Benchmark to provide an insight into the
manner in which the largest Dutch companies report
their CSR activities.
The Dow Jones Sustainability Index (DJSI)
The Dow Jones Sustainability Index is the first global
sustainability benchmark of indices. The focus of the
Dow Jones Indices is to evaluate the sustainability of
various publicly traded companies. VEON participated
in the DJSI for the first time in 2019. The goal of
participating is to demonstrate VEON’s sustainability
commitment and performance to investors and other
stakeholders, as well as to gain insights into our
positioning relative to our industry peers and determine
the most effective areas for improvement.
The UN Sustainable Development Goals (SDG)
Reporting on our impact on and progress regarding
the UN Sustainable Development Goals helps us to
showcase how our individual sustainability programmes
and initiatives contribute to wider global goals around
inclusive, environmentally and ethically sound
advancement.
Data quality
This report was developed according to the reporting
principles defined by GRI Standards. The sustainability
reporting system is integrated into our broader financial
reporting system, including internal controls.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 91
About our report continued
Forward-looking statements
This report may contain forward-looking statements
regarding VEON’s future performance and prospects.
Although we believe that these estimates and
forward-looking statements are based upon
reasonable assumptions, they are subject to
numerous risks and uncertainties and are made in
light of information currently available to us.
Please refer to the report disclaimer on page 97.
Independent Assurance Statement
Challenge Sustainability Limited was commissioned by VEON Amsterdam B.V. with the objective to provide assurance
of specified Subject Matter (ESG-type Metrics on pages 15 to 35) within VEON’s 2022 Integrated Annual Report, for
the reporting periods 1 January 2021 to 31 December 2021 and 1 January 2022 to 31 December 2022. The agreed
objective was to determine whether the Subject Matter is fairly presented, in all material respects, in accordance with
the reporting criteria.
Refer to page 92.
Relevant data assumptions and estimates
Within our sustainability reporting process, there are relevant data assumptions and estimates to indicate.
Environmental footprint
VEON is focused on improving on the measurement of Scope 1 (network) greenhouse gas (GHG) emissions and
Scope 2 (non-network) GHG emissions and has not as yet begun to quantify Scope 3 GHG emissions.
In many of our operating companies, we have outsourcing agreements relating to the building, management, and
maintenance of our network assets, where we attempt to record the key impacts such as energy consumption
and relevant health and safety performance of contractors when on VEON premises. This requires estimating
consumption based on a mixture of invoice information and knowledge of technical capabilities of different types of
equipment. For several of our businesses, we estimate energy consumption for the final period of the year as invoices
are not yet available. This is done by referencing invoices received during the year and for the same period in the
previous year.
Carbon dioxide equivalent emissions (CO2e) arising from energy purchased from national electricity grids are
calculated with reference to conversion factors provided by the International Energy Agency (IEA). Sustainability
reporting information as well as non-financial data is obtained from each of the operating companies during the
process of data collection. The importance of uniformity of data is emphasised. It should be noted that local systems
and different methods of measurement and approaches to calculation may result in some uncertainties.
Third-party data
We do not report on the broader impacts of outsourcing partners or suppliers as these issues should be included
in their own sustainability reporting. This statement is applicable for all KPIs that we collect and include in each
year’s report.
Variances in individual operating company
methods
While we update and streamline the KPI reporting
definitions in our Group’s Sustainability Reporting
Manual annually, we acknowledge that KPI reporting in
some instances cannot be completely aligned, as the
definitions of certain indicators inevitably vary by country
and across some operating companies. Therefore, it is
important to disclose, and be aware of, differences in
definitions between regions.
Net Promoter Score (NPS)
NPS is a widely used alternative to traditional customer
satisfaction surveys. Respondents are asked how likely
they would be to recommend the Company on a scale of
one to 10. If they give a score of nine or more, they are
considered a promoter, seven to eight are passives.
Detractors give a score of six or less. NPS is the
difference between the percentage of promoters and
detractors, which can range from -100 to 100.
We create, preserve and minimise the erosion of value for VEON’s stakeholders
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 92
Independent Assurance Statement
Scope of engagement
Challenge Sustainability Limited (“Challenge Sustainability”,
“us” or “we”) were commissioned by VEON Amsterdam B.V.
(VEON) with the objective to provide assurance of specified
Subject Matter (defined below) within VEON’s Integrated
Annual Report 2022 (the “Report”), for the reporting periods
1st January 2021 to 31st December 2021 and 1st January
2022 to 31st December 2022. Our agreed objective was to
determine whether the Subject Matter are fairly presented,
in all material respects, in accordance with the reporting
criteria. Our assurance engagement does not extend to
information relating to earlier periods or to any other
information included in the Report.
Subject Matter
The scope and boundary of our work is restricted to the
following key performance indicators as reported on specific
pages of the Report:
• Percentage of OpCo CEOs and CEOs minus 1 that
received training about anti-corruption (and bribery)
policies and procedures (%), page 35
• The total number of employees that received training
about anti-corruption (and bribery) policies and
procedures (#), page 35
• Percentage of substantiated or partially substantiated
SpeakUp reports (#), page 35
• Total number of internal disciplinary actions related to
SpeakUp reports (#), page 35
• Number of digital wallets (millions), page 18
• Critical incidents managed preventively and solved
without major negative impact (#), page 24
• Number of work-related fatal accidents (#), page 29
• Number of high-consequence work-related injuries (#),
page 29
• Work-related injury rate per million hours (#), page 29
• Average # of training hours per employee (#), page 28
To assess the Subject Matter, which includes an assessment
of the risk of material misstatement in the Report, we have
used VEON’s Sustainability Reporting Manual 2022 (the
“Reporting Criteria”), which are based on the GRI
Sustainability Reporting Standards of the Global Reporting
Initiative. VEON’s Directors and Senior Managers (‘the
Management’), are responsible for preparing the Report in
accordance with the Reporting Criteria. We have not
performed any work, and do not express any conclusion, on
any other information that may be published in the Report
or on VEON’s website for the current reporting period or for
previous periods.
Basis of our conclusion
We are required to plan and perform our work in order to
consider the risk of material misstatement of the Subject
Matter. Our work included, but was not restricted to:
• Assessing the appropriateness of the Reporting Criteria
for the Subject Matter.
• Reviewing the effectiveness of internal controls and the
processes for collecting and consolidating relevant data
and information.
• Conducting remote interviews with VEON’s Management
to obtain an understanding of the key processes, systems
and controls in place to generate, aggregate and report
relevant data and information.
• Remote meetings with staff at VEON’s Head Office and
Operating Companies to review the processes for
gathering and consolidating relevant data and
information and checking its consolidation.
• Examining, on a sample basis, source evidence to
support the reported Subject Matter, specifically to
establish the relationship between data and information
aggregated at Head Office level, with the data and
information gathered at Operating Company level, with
samples of data from Operating Companies chosen on
the base of market size and geographical location.
• Reviewing the evidence, measurements and their scope
provided to us by VEON for the Subject Matter to assess
whether it was prepared in line with the Reporting
Criteria.
• Reviewing the Report and narrative accompanying the
Subject Matter in the Report with regards to the
Reporting Criteria.
Our conclusion
Based on the procedures performed and evidence
obtained, nothing has come to our attention that
causes us to believe that the subject matter
information is not prepared, in all material respects,
in accordance with the applicable criteria. This
conclusion relates only to the Subject Matter and is to
be read in the context of this Assurance Statement, in
particular the inherent limitations explained below.
Responsibilities of the Management of VEON
The Management of VEON has sole responsibility for
preparing and presenting the Subject Matter in accordance
with VEON’s Sustainability Reporting Manual 2022. VEON’s
responsibilities also include maintaining effective internal
controls over the information and data, resulting in the
preparation of the Subject Matter in a way that is free from
material misstatements.
Responsibilities of Challenge Sustainability
Our responsibility is to plan and perform our work to obtain
assurance over whether the Subject Matter has been
prepared in accordance with the Reporting Criteria and to
report to VEON in the form of an independent assurance
conclusion, based on the work performed and the evidence
obtained. The intended users of this assurance statement
are VEON and its stakeholders. We do not accept, or
assume responsibility to anyone else, except to VEON for
our work, for the conclusions that we have reached. We
have not been responsible for the preparation of the
Report.
Standards and level of assurance
For the Subject Matter, we performed a limited assurance
engagement in accordance with the International Standard
on Assurance Engagements (ISAE) 3000 revised – ‘Assurance
Engagements other than Audits and Reviews of Historical
Financial Information’ (revised), issued by the International
Auditing and Assurance Standards Board. We planned and
performed our work to obtain the evidence we considered
sufficient to provide a basis for our opinion, so that the risk
of this conclusion being in error is reduced but not reduced
to very low.
Inherent Limitations
All assurance engagements are subject to inherent
limitations as selective testing (sampling) may not detect
errors, fraud or other irregularities. Non-financial data may
be subject to greater inherent uncertainty than financial
data, given the nature and methods used for calculating,
estimating and determining such data. The selection of
different, but acceptable, measurement techniques may
result in different quantifications between different entities.
The procedures performed in a limited assurance
engagement vary in nature and timing from and are less in
extent than for a reasonable assurance engagement and
consequently, the level of assurance obtained in a limited
assurance engagement is substantially lower than the
assurance that would have been obtained had a reasonable
assurance engagement been performed.
Our assurance relies on the premise that the data and
information provided to us by VEON have been provided in
good faith. Challenge Sustainability expressly disclaims any
liability or co-responsibility for any decision a person or an
entity may make based on this Independent Assurance
Statement.
Our competence, independence and quality
control
Challenge Sustainability has established policies and
procedures that are designed to ensure that our team
maintain independence and integrity. Our quality
management arrangements are at least as demanding as
the relevant sections of ISQM-1 and ISQM-2 (2022).
Challenge Sustainability operates under a Code of Conduct
to ensure that its employees maintain integrity, objectivity,
professional competence and high ethical standards in their
work. Our processes are designed and implemented to
ensure that the work we undertake is objective, impartial
and free from bias and conflict of interest. Our management
arrangements covering independence and ethical
requirements are at least as demanding as the relevant
sections of Parts A & B of the IESBA Code relating to
assurance engagements.
Challenge Sustainability had no additional engagement with
VEON during the reporting year that would constitute a
conflict of interest or otherwise compromise our
independence. This engagement was carried out by an
independent team of sustainability assurance professionals.
Further information on our competencies and experience
can be found at www.challengesustainability.com.
Challenge Sustainability Limited
United Kingdom
12 June 2023
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 93
Shareholder information
We are
transforming
people’s lives,
empowering
individuals
and driving
economic
growth
Current shareholding structure
Current shareholding structure
as at 31 March 2023 (Percent)
(as at 31 March 2023, percent)
Market capitalisation
as at 31 March 2023
31.2%
5.0%
7.7%
47.9%
8.3%
LetterOne
Stichting
Exor Capital
Shah Capital Management
Other shareholders
USD 1,245.2 million
NASDAQ
Ticker: VEON
EURONEXT AMSTERDAM
Ticker: VEON
Shareholder
Total shares in issue(1)
LetterOne Investment Holdings S.A.
Stichting(2)
Exor Capital LLP
Shah Capital Management Inc.
Other shareholders
Source: public US SEC filings
Effective
Common
Shares
1,756,731,135
840,625,000
145,947,550
134,633,500
87,669,975
547,855,110
Percent of
Common and
Voting Shares
100.0%
47.9%
8.3%
7.7%
5.0%
31.2%
Country of
incorporation
Luxemburg
The Netherlands
United Kingdom
United States
n/a
(1) For more information please refer to VEON Form 20-F.
(2) Stichting Administratiekantoor Mobile Telecommunications Investor.
Certain figures and percentages that appear in this table have been subject to rounding adjustments. As a result,
certain numerical figures shown as totals may not be exact arithmetic aggregations of the figures that precede or
follow them.
Corporate headquarters
Claude Debussylaan 88
1082 MD Amsterdam
Netherlands
Contact information
Investor Relations
Nik Kershaw
ir@veon.com
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 94
Directors’ résumés
Gunnar Holt
Chairman
Gunnar Holt has served on a number of corporate Boards and was a senior adviser at
Telenor ASA from 2006 to 2017 and previously served as Group Finance Director for the
Company from 2000. From 1995 to 1999, he worked at Aker ASA and Aker RGI ASA, serving
as Vice President and CFO. From 1986 to 1995, he held various leadership positions in the
Aker Group, including deputy president of Norwegian Contractors AS, executive Vice
President and Chief Financial Officer of Aker Oil and Gas Technology AS, president of Aker
Eiendom AS, and finance and accounting director of Aker Norcem AS. From 1978 to 1986, he
served as executive officer and special adviser in the Norwegian Ministry of Petroleum and
Energy.
Mr. Holt holds a Doctor of Business Administration degree from Henley Management Collage,
Brunel University in the United Kingdom; an MBA from the University of Queensland in
Australia; and an MBA in finance from the University of Wisconsin. He received a
Diplomøkonom from the Norwegian School of Management.
Karen Linehan
Independent
Re-elected to the
Board at the
2023 AGM
Karen Linehan is currently a member of the Board of Directors of publicly listed entities Aelis
Farma SA (Board member, Chairwoman of the Audit Committee and member of the
Compensation Committee since January 2022), and CNH Industrial N.V. (Board member since
April 2022 and Chairwoman of the Audit Committee since September 2022).
Ms. Linehan retired at the end of 2021 as the executive Vice President and general counsel
of Sanofi, a CAC 40 global healthcare company, and as a member of the supervisory Boards
of Sanofi Aventis Deutschland GmbH and Euroapi, which were both Sanofi subsidiaries. She
is an independent Board member of GARDP North America Inc. (Global Antibiotic Research
and Development Partnership), a non-profit organisation that develops new treatments for
drug-resistant infections and a member of the Board of Visitors at Georgetown University
Law Center.
Ms. Linehan graduated from Georgetown University with Bachelor of Arts and Juris Doctorate
degrees. Prior to practicing law at as an associate at Townley & Updike in New. York, NY from
September 1986 until December 1990, Ms. Linehan served on the Congressional Staff of the
Speaker of the U.S. House of Representatives from September 1977 to August 1986.
Hans-Holger Albrecht
Independent
Hans-Holger Albrecht is currently a member of the Board of Directors of the following
publicly listed entities Scout24 AG (Chairman of the Board since June 2018), Storytel AB
(Chairman of the Board since February 2022), and Deezer SA (non-executive Board member
since October 2022).
Mr. Albrecht is currently a senior adviser to EQT Group. He was the CEO of Deezer Group, a
French online music streaming service between 2015 and 2021. Prior to that, Mr. Albrecht
was president and Chief Executive Officer of Millicom International Cellular S.A., a telecom
and media group offering digital services to over 50 million customers in Africa and Latin
America from 2012 to 2015; a director at Ice Group ASA, a Norwegian mobile network
operator from 2015 to 2021; Chairman of the digital advisory Board at Deutsche Postbank
Group from 2016 to 2019; and president and CEO at Modern Times Group MTG AB, a
publicly traded Swedish digital entertainment company from 2000 to 2012.
Mr. Albrecht holds a doctorate from Ruhr-Universitat Bochum in Germany and a Master of
Law from the University of Freiburg.
Augie K Fabela II was a director of the Company from June 2011 to December 2012, during
which time he served as Chairman of the Board. Mr. Fabela is Chairman emeritus and
co-founder of VEON Ltd. He is executive Chairman and co-founder of FastForward.ai. In
addition, he is a director (Finance Committee) at Shareability, Inc. since 2019.
Mr. Fabela is the number one bestselling author of “The Impatience Economy.” He graduated
from Stanford University with a B.A. and M.A. in International Relations and International
Policy Studies.
Morten Lundal has over 20 years’ experience as an executive in the telecoms sector with
extensive experience in emerging markets, having held key positions at Telenor Group in
Oslo and Vodafone Group in London as well as CEO of Maxis Bhd and Digi.Com Bhd in
Malaysia. In addition, Mr. Lundal has served as a non-executive director of Digital National
Bhd, Malaysia since 2020.
Mr. Lundal completed his Master of Business and Economics at the Norwegian School of
Management and holds an MBA from the International Institute for Management
Development in Lausanne.
Augie Fabela
Independent
Re-elected to the
Board at the
2023 AGM
Morten Lundal
Independent
Re-elected to the
Board at the
2023 AGM
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 95
Directors’ résumés
Stan Miller
Independent
Stan Miller is currently a member of the Board of Directors of publicly listed entity MTN
(member of the Board since 2016).
Stan Miller has over 30 years of experience in the start-up, successful turnaround and
running of companies in both the telecommunication and media industries (TMT) –
experienced executive – CEO, NED, INED of listed companies on JSE, NYSE, MOEX, AEX,
NASDAQ bourses. He has served as a member of and has a deep experience in audit, risk,
compliance, strategy, remuneration and nomination, ESG committees of boards.
From 2016 he is member of the Board of MTN Group (South Africa) the largest
telecommunication company in Africa – JSE listed – 280 million subscribers – member
strategy, risk, ESG, corporate governance committees; From June 2022, he is a member of
the Board of VEON Ltd Telecom operator – 220 million subs (NASDAQ/AEX) member of
strategy and Nomco, Remco committees; He is also CEO and owner of Athena Investment
Holdings SPF SA (Luxembourg); Leaderman NV (Belgium); Leaderman SARL (Luxembourg);
Investor, shareholder and director of other own private companies. Senior adviser to
PE/Hedge funds in TMT sector.
From 2010 to 2019, he was a member of the Board MTS OJSC-NY/MOEX listed, where he also
served on audit/risk, NOMCO/REMCO and strategy committees. From 2011 to 2016 he was
Executive Chairman, director and minority shareholder of AINMT AB/ICE Group a telecom
operator in Sweden, Norway, Denmark, Indonesia and Brazil (later listed on Oslo Stock
Exchange after split of international operations) – majority owned by Access Industries.
From 1999 till 2010, he was a member of the Board of Royal KPN, CEO KPN Mobile and CEO
of the Mobile International Business. He was responsible for the sale of non- core assets
when KPN faced a financial ruin in 2000. He was responsible for the successful turnaround in
The Netherlands, Germany, Belgium, and building new businesses (MVNO) in France, Spain.
He introduced a “Challenger” strategy & business model as Chairman of E-Plus (Germany)
and BASE (Belgium) where he introduced – changed the business model, creating significant
value of Euro 12 billion for KPN and its’ shareholders from basically bankrupt businesses.
He also served as Chief Executive Officer and chairman of BASE N.V. in Belgium, a company
that he successfully launched as KPN-Orange in 1998.
From 1991 – 1997 prior to joining KPN, he held leading positions in the pan-European Pay TV
operator Nethold (DSTV, MultiChoice) a joint venture between MNET & Richemont. His last
assignment being as Chief Executive Officer of its operations in Italy, where the first European
digital satellite offering was launched at Telepiu. Nethold was sold to Vivendi/Canal Plus
in 1997. Prior to 1991, he held several senior management positions at M-Net/DSTV/
MultiChoice Electronic Media pay television in South Africa (part of NASPERS – PROSUS) and
was one of the founding executives of MNET in South Africa and General manager of its
operations in South Africa – relocating to Europe in 1991 to join Nethold.
Stan has a deep understanding of different cultures and the diversity of running businesses
across Europe, Africa and beyond and the impact that has on business. In Europe he has
lived and worked in Italy, The Netherlands, Belgium, Germany, Greece, Norway, Sweden and
Denmark. He also has a deep understanding of emerging markets in Africa, Eastern Europe
and beyond.
He has both Belgian and South African nationalities and is a Luxembourg resident.
Irene Shvakman is co-founder and Chairwoman of Revo Technologies and has more than
25 years of experience in fintech, financial services and technology development. Until 2016,
Ms. Shvakman was a senior partner at McKinsey & Company, where she advised top
executives at leading banks, insurers, and regulators across emerging markets on strategy,
organisation and performance transformation.
Irene Shvakman
Independent
Ms. Shvakman holds an MBA from Harvard Business School and a Bachelor of Science in
Biochemistry from Brown University in the United States. Since 2020, Ms. Shvakman serves
as a member of the European Advisory Board of Harvard Business School.
Vasily Sidorov
Independent
Vasily Sidorov has over 25 years’ experience in top management and non-executive
directorship roles in telecoms, technology, transport and other industries. His executive roles
include president and Chief Executive Officer of MTS from 2003 to 2006, first VP for finance
and investments at Sistema-Telecom (Russia) from 2000 to 2003, and Chief Financial Officer
of Svyazinvest (Russia) from 1997 to 2000. He was a key investor and founder of a number of
telecoms-related businesses and non-executive director at a number of technology ventures.
Mr. Sidorov has served on Boards of large public and non-public corporations, such as
Russian Railways from 2012 to 2018, Aeroflot from 2013 to 2020, Russian Post from 2019 to
2020, and G-Group from 2022 to present. He is currently a principal venture capital, private
equity and special situations investor in Continental Europe, Middle East, Africa, and the
United States. Mr. Sidorov serves as a member of the Board of AS RUS MEDIA, publisher of
Forbes Russia, since 2018.
Mr. Sidorov completed a Bachelor of Science in Economics and the Wharton School of
Business University of Pennsylvania and a Master of International Public Law from the
Moscow State Institute of International Relations.
Michiel Soeting
Independent
Re-elected to the
Board at the
2023 AGM
Michiel Soeting is currently a member of the Board of Directors of publicly listed entity
Serica Energy Plc (non-executive director since February 2023).
Mr. Soeting has 32 years of experience with KPMG, one of the leading audit firms worldwide.
While at KPMG, he worked in key locations in the EMEA, ASPAC and the Americas regions,
becoming KMPG partner in 1998 and leading some of its largest global advisory and audit
clients, including BHP Group, Equinor, LafargeHolcim, Philips Electronics, RD Shell, and
Wolters Kluwer. From 2008, Mr. Soeting served as a global head of the KPMG Energy and
Natural Resources (ENR) sector, and as a global Chairman of the KPMG ENR Board. From
2009 to 2014, he was a member of the KPMG Global Markets Steering Committee. From
2012 to 2014, Mr. Soeting served as a member of the European Resource Efficiency Platform
of the European Commission. From 2019, Mr. Soeting has taken on various oversight roles, in
particular, as a member of the Advisory Board of Parker College of Business of Georgia
Southern University in the United States and, from January 2021, as a member of the Board
of Governors of Reed’s Foundation in the United Kingdom.
Mr. Soeting graduated from Vrije University of Amsterdam, the Netherlands as a Chartered
Accountant where he completed his Doctoral studies in Economics. He holds an MBA from
Georgia Southern University in the United States. In addition, Mr. Soeting is a qualified
Chartered Accountant in the United Kingdom.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 96
Directors’ résumés continued
Yaroslav Glazunov is currently a partner at the publicly listed entity Korn Ferry (partner since
2021).
Mr. Glazunov is a senior adviser at the international investment firm LetterOne where he
focuses on long-term investment portfolio management. He oversees portfolio strategy and
governance, as well as leadership performance, drawing upon more than two decades of
advisory experience in Europe, Asia and the Middle East. He is Chairman for Central Eurasia
at Korn Ferry, the world’s largest organisational consulting company. In addition to his
commercial roles, Mr. Glazunov chairs an NGO engaged in the advancement of arts
education.
*
Under the Nasdag listing rules and the Boards independence standards, Yaroslav Glazunow is deemed
not independent due to his close association with our major shareholder, LetterOne.
Yaroslav Glazunov
Non-independent*
Re-elected to the
Board at the
2023 AGM
Kaan Terzioğlu
Non-independent***
Elected to the
Board at the
2023 AGM
Andrei Gusev is a senior partner at LetterOne Technology (UK) LLP, joining in 2014, and was a
managing director at Altimo from 2013 to 2014. Mr. Gusev was Chief Executive Officer of
X5 Retail Group N.V. from 2011 to 2012 and prior to that, served as its director of business
development and M&A from 2006 to 2010. From 2001 to 2005, Mr. Gusev served as
managing director of the Alfa Group with overall responsibility for investment planning. Prior
to that, Mr. Gusev worked at Bain & Company and Deloitte Consulting.
Andrei Gusev
Non-independent**
Re-elected to the
Board at the
2023 AGM
Mr. Gusev received an MBA from the Wharton School at the University of Pennsylvania in
2000 and a diploma with honours from the Department of Applied Mathematics and
Computer Science at Lomonosov Moscow State University in 1994.
** Under the Nasdaq listing rules and the Board’s independence standards. Andrei Gusev is deemed not
independent due to his close association with our major shareholder, LetterOne.
Kaan Terzioğlu has been serving the Group as the Group Chief Executive Officer since June
2021. As the Group CEO, Terzioglu leads the executive teams of the Company’s digital
operators providing connectivity and digital solutions, empowering their customers with
digital finance, education, entertainment and health services, among others, and supporting
the economic growth of the Company’s operating markets. Prior to being appointed as the
Group CEO, Mr. Terzioglu served the Company as Group Co-CEO from March 2020 to June
2021, Group Co-COO from November 2019 to March 2020 and a Board director from July
2019 to October 2019. Kaan Terzioglu is currently a Board Member of the GSMA and of the
GSMA Foundation, and also serves on the board of Digicel. Prior to joining the Company,
Mr. Terzioglu held regional and global leadership roles in management consulting, technology
and telecoms with Arthur Andersen, CISCO and Turkcell in Belgium, United States and Turkey.
In 2019, Mr. Terzioglu received GSMA’s “Outstanding Contribution to the Industry” award for
his leadership in creating a digital transformation model for the telecoms industry and for his
contributions to socially responsible business in telecommunications industry. Mr. Terzioglu
holds a Bachelor’s Degree in Business Administration from Bogazici University and is also a
Certified Public Accountant (Istanbul Chamber of Certified Independent Public Accountants).
*** Under the Nasdaq listing rules and the Board’s independence standards, Kaan Terzioglu is deemed
non-independent because he is the Group Chief Executive Officer.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 97
Report disclaimer
Cautionary note regarding forward-looking
statements
This Integrated Annual Report 2022 (Report) contains estimates
and forward-looking statements within the meaning of Section 27A
of the Securities Act of 1933, as amended (the “Securities Act”) and
Section 21E of the U.S. Securities Exchange Act of 1934, as
amended (the “Exchange Act”). These estimates and forward-
looking statements are mainly based on our current expectations
and estimates of future events and trends, which affect or may
affect our businesses and operations. Although we believe that
these estimates and forward-looking statements are based upon
reasonable assumptions, they are subject to numerous risks and
uncertainties and are made in light of information currently
available to us. In addition to the factors discussed in the section of
this Report entitled “Managing Our Risks”, please refer to Item 3D.
– Risk Factors of our annual report on Form 20-F for the year
ended December 31, 2022 filed with which will be filed with the
SEC in due course (“Form 20-F”) for further discussion relating to
factors that may adversely affect our results as indicated in
forward-looking statements.
You should read this Report completely and with the
understanding that our actual future results may be materially
different and worse from what we expect. All statements other
than statements of historical fact are forward-looking statements.
The words “may,” “might,” “will,” “could,” “would,” “should,” “expect,”
“plan,” “anticipate,” “intend,” “seek,” “believe,” “estimate,” “predict,”
“potential,” “continue,” “contemplate,” “possible” and similar words
are intended to identify estimates and forward-looking statements.
Our estimates and forward-looking statements may be influenced
by various factors, including, without limitation:
• Our ability to complete the sale of our operations in Russia
which consists of PJSC VimpelCom (“VimpelCom”) and its
subsidiaries (collectively, our “Russian Operations”); in the event
the sale of our Russian Operations does not complete, or the
sale is significantly delayed, we will continue to be exposed to
risks relating to operating in Russia.
• The ongoing conflict between Russia and Ukraine, including: the
adverse impact on the economic conditions and outlook of
Ukraine; the effect of sanctions on our supply chain, ability to
transact with key counterparties and obtain financing; the
resulting volatility in the Ukrainian hryvnia and other local
currencies; our ability to operate and maintain our
infrastructure; reputational harm we may suffer from as a result
of the conflict; and its impact on our liquidity, financial condition
and our ability to operate as a going concern, among numerous
other consequences.
• Developments in the international economic conditions
(including inflationary pressures and rising interest rates) and
the geopolitical environment.
• Our ability to generate sufficient cash flow and raise additional
capital to meet our debt service obligations, our expectations
regarding working capital, the servicing and repayment of our
indebtedness and ability to satisfy our projected capital
requirements.
• Our ability to develop new revenue streams and achieve
portfolio and asset optimizations, improve customer experience
and optimise our capital structure.
• Our goals regarding value, experience and service for our
customers, as well as our ability to retain and attract customers
and to maintain and expand our market share positions.
• Our ability to implement and execute our strategic priorities
successfully and to achieve the expected benefits from, our
existing and future transactions.
• Adverse global developments, including wars, terrorist attacks,
natural disasters, and pandemics, including any further adverse
developments relating to the Covid-19 pandemic.
• Environmental factors, including climate related disasters such
as floods, or the implementation of climate-related laws and
regulations that could impact our business and its operations
and expenses.
• Our plans regarding our dividend payments and policies, as well
as our ability to receive dividends, distributions, loans, transfers
or other payments or guarantees from our subsidiaries.
• Potential cyber-attacks or other cybersecurity threats, which
may compromise confidential information or render our
services inaccessible.
• Our plans to develop, provide and expand our products and
services, including operational and network development,
optimisation and investment, such as expectations regarding
the expansion or roll-out and benefits of 3g, 4g/lte and 5g
networks or other networks, broadband services and integrated
products and services, such as fixed-mobile convergence, and
digital services in the areas of financial technology, digital
advertising and entertainment.
• Our expectations as to pricing for our products and services in
the future, improving our ARPU and our future costs and
operating results.
• Our ability to meet licence requirements, to obtain, maintain,
renew or extend licences, frequency allocations and frequency
channels and to obtain related regulatory approvals.
• Adverse legislative, regulatory and judicial developments which
frustrate our profitability and ability to operate in our
geographies.
• Our plans regarding marketing and distribution of our products
and services, including customer loyalty programmes.
• Our expectations regarding our competitive strengths,
customer demands, market trends and future developments in
the industry and markets in which we operate.
• Our ability to retain key personnel.
• Other statements regarding matters that are not historical facts.
These statements are management’s best assessment of our
strategic and financial position and of future market conditions,
trends and other potential developments. While they are based on
sources believed to be reliable and on our management’s current
knowledge and best belief, they are merely estimates or
predictions and cannot be relied upon. We cannot assure you that
future results will be achieved. The risks and uncertainties that may
cause our actual results to differ materially from the results
indicated, expressed or implied in the forward-looking statements
used in this Report include, without limitation:
• Risks relating to the sale of our Russian Operations, including
the risks of delay to the consummation of the sale due to
conditions imposed by lenders or regulatory authorities,
significant transaction costs in connection with the sale, our
continued use of the beeline name and mark through an
amended license agreement with Vimpelcom, continued
exposure to risks relating to operating in Russia in the event
that the sale does not complete and any adverse effect to our
business and operations due to the completion of the sale of
our Russian Operations.
• Risks relating to the ongoing conflict between Russia and
Ukraine, such as its adverse impact on the economic conditions
and outlook of Ukraine; physical damage to property,
infrastructure and assets; the effect of sanctions and export
controls on our supply chain, the ability to transact with key
counterparties or to effect cash payments through affected
clearing systems to bondholders, obtain financing, upstream
interest payments and dividends and the ability to operate our
business; the resulting volatility in the Ukrainian hryvnia and our
other local currencies; our ability to operate and maintain our
infrastructure; reputational harm we may suffer as a result of
the conflict, sanctions (including any reputational harm from
certain of the ultimate beneficial owners of our largest
shareholder, L1T VIP Holdings S.à r.L. (“Letterone”), being
subject to sanctions, including the risk that having letterone as
an ultimate beneficial owner could lead to nationalisation risk of
kyivstar) and the geographical location of our operations; and its
impact on our liquidity, financial condition and our ability to
operate as a going concern.
• Risks relating to foreign currency exchange loss and other
fluctuation and translation-related risks.
• Risks relating to changes in political, economic and social
conditions in each of the countries in which we operate and
where laws are applicable to us, such as any harm, reputational
or otherwise, that may arise due to changing social norms, our
business involvement in a particular jurisdiction or an otherwise
unforeseen development in science or technology.
• Risks related to solvency and other cash flow issues, including
our ability to raise the necessary additional capital and raise
additional indebtedness, our ability to comply with the
covenants in our financing agreements, the ability of our
subsidiaries to make dividend payments, our ability to upstream
cash from our subsidiaries, our ability to develop additional
sources of revenue and unforeseen disruptions in our revenue
streams.
• Risks due to the fact that we are a holding company with a
number of operating subsidiaries, including our dependence on
our operating subsidiaries for cash dividends, distributions,
loans and other transfers received from our subsidiaries in
order to make dividend payments, make transfers to veon ltd.
As well as certain intercompany payments and transfers.
• Risks associated with cyber-attacks or systems and network
disruptions, data protection, data breaches, or the perception
of such attacks or failures in each of the countries in which we
operate, including the costs associated with such events and
the reputational harm that could arise therefrom.
• Risks associated with our existing and future transactions,
including with respect to realising the expected synergies of
closed transactions, satisfying closing conditions for new
transactions, obtaining regulatory approvals, implementing
remedies, and assuming related liabilities.
•
• Risks related to the impact of export controls, international
trade regulation, customs and technology regulation, on the
macroeconomic environment, our operations, our ability, and
the ability of key third-party suppliers to procure goods,
software or technology necessary to provide services to our
customers, particularly services related to the production and
delivery of supplies, support services, software, and equipment
sourced from these suppliers.
In each of the countries in which we operate and where laws
are applicable to us, risks relating to legislation, regulation,
taxation and currency, including costs of compliance, currency
and exchange controls, currency fluctuations, and abrupt
changes to laws, regulations, decrees and decisions governing
the telecommunications industry and taxation, laws on foreign
investment, anti-corruption and anti-terror laws, economic
sanctions, data privacy, anti-money laundering, antitrust,
national security and lawful interception and their official
interpretation by governmental and other regulatory bodies
and courts.
• Risks that the adjudications, administrative or judicial decisions
in respect of legal challenges, licence and regulatory disputes,
tax disputes or appeals may not result in a final resolution in
our favour or that we are unsuccessful in our defense of
material litigation claims or are unable to settle such claims.
• Risks relating to our company and its operations in each of the
countries in which we operate and where laws are applicable to
us, including regulatory uncertainty regarding our licenses,
regulatory uncertainty regarding our product and service
offerings and approvals or consents required from
governmental authorities in relation thereto, frequency
allocations and numbering capacity, constraints on our
spectrum capacity, access to additional bands of spectrum
required to meet demand for existing products and service
offerings or additional spectrum required from new products
and services and new technologies, intellectual property rights
protection, labour issues, interconnection agreements,
equipment failures and competitive product and pricing
pressures.
• Risks related to developments from competition, unforeseen or
otherwise, in each of the countries in which we operate and
where laws are applicable to us, including our ability to keep
pace with technological changes and evolving industry
standards.
• Risks related to the activities of our strategic shareholders,
lenders, employees, joint venture partners, representatives,
agents, suppliers, customers and other third parties;
• Risks related to the ownership of our ADSs, including those
associated with Veon Ltd’s status as a Bermuda company and a
foreign private issuer.
• Other risks and uncertainties as set forth in item 3D. – Risk
factors contained in our annual report on form 20-F.
These factors and the other risk factors described in Item 3D.
– Risk Factors contained in our Annual Report on Form 20-F are
not necessarily all of the factors that could cause actual results to
differ materially from those expressed in any of our forward-
looking statements. Other unknown or unpredictable factors also
could harm our future results. New risk factors and uncertainties
emerge from time to time and it is not possible for our
management to predict all risk factors and uncertainties, nor can
we assess the impact of all factors on our business or the extent to
which any factor, or combination of factors, may cause actual
results to differ materially from those contained in any forward-
looking statements. Under no circumstances should the inclusion
of such forward-looking statements in this Report be regarded as a
representation or warranty by us or any other person with respect
to the achievement of results set out in such statements or that
the underlying assumptions used will in fact be the case. Therefore,
you are cautioned not to place undue reliance on these
forward-looking statements. The forward-looking statements
included in this Report are made only as of the date of this Report.
We cannot assure you that any projected results or events will be
achieved. Except to the extent required by law, we disclaim any
obligation to update or revise any of these forward-looking
statements, whether as a result of new information, future events
or otherwise, after the date on which the statements are made or
to reflect the occurrence of unanticipated events.
VEON’s results presented in this Report are, unless otherwise
stated, based on IFRS. Certain amounts and percentages that
appear in this Report have been subject to rounding adjustments.
As a result, certain numerical figures shown as totals, including
those in the tables, may not be an exact arithmetic aggregation of
the figures that precede or follow them.
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 98
Glossary of terms
4G
AML
AMTOB
ARPU
B2B
B2C
BDT
BRC
BTS
Capex
Fourth generation
Anti-money laundering
Association of Mobile Telecom Operators of Bangladesh
Average revenue per user
Business-to-business, a type of electronic commerce (e-commerce), is the exchange of
products, services or information between businesses, rather than between businesses and
consumers
Business-to-consumer, is a commerce model between a business and an individual consumer.
Bangladeshi Taka
Business Risk Committee
Base transceiver stations
Capital expenditures purchases of property and equipment, new construction, upgrades,
software, other long-lived assets and related reasonable costs incurred prior to intended use”
Capex intensity
Last twelve-months (LTM) capex divided by LTM total revenue
Covid-19
Coronavirus disease of 2019
CEO
CFO
CSR
DO
Chief Executive Officer
Chief Financial Officer
Corporate social responsibility
Digital operator
EBITDA
Earnings before interest, taxes, depreciation and amortization
EBITDA margin
EBITDA divided by total revenue, expressed as a percentage
EFCF
ERM
ESG
FX
GAM
GDP
GDPR
GEC
GHG
GRC
GRI
GSMA
HQ
Equity free cash flow, measures the amount of cash remaining for equity holders once
operating expenses, re-investments, and financing-related outflows have been accounted for.
Enterprise Risk Management
Environmental, Social, and Governance.
Foreign exchange
Group Authority Matrix
Gross domestic product is the most commonly used measure for the size of an economy
General Data Protection Regulations
Group Executive Committee
Greenhouse Gas
Governance, Risk and Compliance
Global Reporting Initiative
Global System for Mobile Communications Association
Group Head Quarters
ICFR
IoT
ITU
KGS
KZT
LCCY
LTE
LTI
LTM
MAUs
MSME
NGO
NPS
NTA
OpCo
OTT
PKR
pp
RCF
RUB
SIM
SMS
SOX
STI
UAH
UNICEF
USD
UZS
VoLTE
VWS
YoY
The International Integrated Reporting Framework
Internal controls over financial reporting
Internet of Things
International Telecommunications Union)
Kyrgyzstani som
Kazakhstani tenge
Local currency
Long-term evolution, a standard for wireless broadband communication for mobile devices
and data terminals
Long-term incentive
Last twelve months
Monthly active users
Micro, small and medium size enterprise
Non-government organisation
Net promoter score is the methodology VEON uses to measure customer satisfaction
National Telecom Association
Operating company
Over the top
Pakistani Rupee
Percentage point
Rapid credit facility
Russian Ruble
Subscriber Identity Module
Short message service
The Sarbanes–Oxley Act of 2002 is a United States federal law that mandates certain practices
in financial record keeping and reporting for corporations.
Short-term incentive
Ukrainian hryvnia
United Nations Children’s Fund
US Dollar
Uzbekistani sum
Voice over Long-term evolution offers the possibility to make voice calls via the data
communication of the LTE/4G mobile network
VEON’s wholesale services
Year on year
Integrated Annual Report 2022Who we areFulfilling our digital promiseOur performanceOur principal risksHow we are governedRemuneration reportAppendix 88 Claude Debussylaan, Amsterdam,
North Holland, 1082 MD, Netherlands
Tel: +31 (0)20 79 77 200
www.veon.com
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