TELKOMSEL: TRANSFORMING AN EMERGING-MARKET STATE ENTERPRISE

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CASE NUMBER: IB-47
                                                                                                            DATE: 03/31/03

    TELKOMSEL: TRANSFORMING AN EMERGING-MARKET
                  STATE ENTERPRISE

“Telkomsel is facing enormous challenges,” Mulia Tambunan, the Indonesian cell phone
company’s CEO, told his board of commissioners in April 2000. “To respond to the Indonesian
economic crisis and a newly liberalized telecommunications market, Telkomsel must now
transform itself.”

A 45-year-old technocrat who had spent his career in the Indonesian telecommunications
industry, Mulia had been appointed CEO in July 1998. His assignment was to create a nimble
modern firm out of an organization encumbered by political interventions, excessive
management layers, and inadequate performance incentives—problems common to state-owned
companies everywhere. The political environment exacerbated the firm’s internal difficulties.
Indonesia was undergoing a troubled transition from the autocratic but stable regime of army-
backed President Suharto to a fragile young democracy (Appendix I).

Telkomsel’s organizational problems showed in its performance, as highlighted by a Financial
Times report:1

         Call any mobile phone in Jakarta, and after a few minutes the recipient’s voice
         will dissolve into a robotic crackle. Redial and you will get a recording telling
         you either the number is ‘injured’ (engaged) or does not exist at all. The
         problems facing Indonesia’s overloaded mobile networks are symptomatic of
         those afflicting the entire telecommunications industry. The country desperately
         needs to attract new investment to the sector before demand outstrips already
         limited supply.

1
  Joe Leahy and Tom McCawley, “‘Landmark’ Deal Set to Unlock Telecoms Growth,” Financial Times, May 25,
2001.

This case was prepared by Ian Buchanan and his team at Booz Allen Hamilton, Professor John McMillan, and Research
Associate Erin Yurday as the basis for class discussion rather than to illustrate either effective or ineffective handling of an
administrative situation.
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Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                               p. 2

POLITICAL, ECONOMIC, AND SOCIAL BACKGROUND

Indonesia, the world’s fourth most populous nation, was hit in mid-1997 by the Asian financial
crisis, accompanied by the worst drought in 50 years as well as falling prices for oil, gas, and
other commodity exports. The rupiah plummeted from 2,500 to 17,000 to the US dollar,
inflation soared, and capital fled. Demonstrators, led initially by students, called for Suharto's
resignation. The religious divide between the dominant Muslim population and the Christian
minority was escalating. Amidst civil unrest, President Suharto, after 30 years in office, resigned
on May 21, 1998. Suharto’s vice president, B. J. Habibie, acted as president during a 17-month
transition. Then, on October 1, 1999, Abdurrahman Wahid (“Gus Dur”) of the National
Awakening Party was inaugurated as Indonesia’s fourth president.

The IMF and World Bank, agreeing in 1997 to help reconstruction, imposed conditions for
reform, including removing monopolies and setting up independent regulatory agencies. By
2000, however, Indonesia was still grappling with the legacy of Suharto’s centralized rule,
complicated by the continued social and economic unrest. GDP growth was still very low at 0.8
percent in 1999, compared to 7.8 percent in 1996 (Exhibit 1). According to the poverty measure
used by Indonesia’s Central Body of Statistics, in 1999 there were 48 million poor people, or 24
percent of the population.

With several of the Suharto-era politicians and technocrats facing corruption charges, the new
government was left to its inexperience in dealing with resistance to the reforms. The public
perception was that the government was “pandering to the wishes of foreign governments by
forcing reform.”2 Telecommunications, however, was seen as less politically sensitive than, say,
subsidies for public transport and cooking oil. As a result, the government did try to follow the
IMF and World Bank prescriptions for telecommunications, taking steps to enhance competition
by reducing barriers to entry, allowing greater foreign participation, and cutting the complex
government cross-shareholdings in telecom companies (Exhibit 2).

The state-owned telecommunications giants, PT Telkom and PT Indosat (Appendix II), were
reshaped. One of the businesses most affected by these changes was PT Telekomunicasi Selular
(‘Telkomsel’), a subsidiary of PT Telkom. Established by the Indonesian government in May
1995 to provide mobile services, Telkomsel was the country’s largest cellular operator.

INDONESIA’S CELLULAR TELECOMMUNICATIONS MARKET

Competitors

In 2000, there were seven cellular telephone operators in Indonesia (and it was planned that the
number of competitors would increase still further in the next few years). Two of the existing
firms—Telkomsel and Satelindo—offered nationwide service. The others—Excelcomindo,
Komselindo, Metrosel, Mobisel, and Telesera—were regional players.

2
    Charles Dodgson, “No Change,” Communications International, December 1, 2000.
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                          p. 3

Telkomsel had an estimated 45 percent cellular market share by 2000. Telkomsel was owned 43
percent by state-owned Telkom, 35 percent by state-owned Indosat, 17 percent by KPN, a Dutch
telecom firm, and 5 percent by Setdco, a privately held Indonesian company. Telkomsel
operated 1.1 million lines in 2000 and was already planning an increase to 1.5 million lines
because the company’s network capacity was not able to handle the volume of call traffic (see
Exhibit 3 for Telkomsel’s financial information).3

Satelindo was also state-owned. Founded in 1994, Satelindo first offered service in Jakarta, a
market it dominated initially. Its cellular market share in 2000 was 30 percent. Excelcomindo
had grown quickly after launching service in 1996, capturing a 12 percent cellular market share
by 2000, and it planned to offer nationwide service by 2003.

Customers

Indonesia had the region’s lowest penetration levels for both fixed-line and cellular services.
Only 3 percent of Indonesians had fixed-line service, compared to neighboring Malaysia at 20
percent and Singapore at 48 percent. Indonesia’s cellular penetration was 2 percent, compared to
Malaysia at 21 percent and Singapore at 68 percent (Exhibit 4). Cellular was projected to be the
biggest revenue contributor among telecom services (forecast 62 percent of total spent on
telecommunications by 2005) and the largest source of growth (projected annual growth rate of
39 percent from 2000 to 2005). At this growth rate, cellular would overtake fixed-line
penetration during 2003 (Exhibit 5). The total number of cellular phone users in Indonesia by
year-end 1999 was 2.2 million, up from 1.07 million at the end of 1998 (Exhibit 6).4

Investors

Sustaining that growth was not going to be easy, however. As a result of the economic crisis, the
performance of cellular operators had been deteriorating since 1998. Also, the depreciation of
the rupiah made it hard for operators to pay their US-dollar denominated debts: Excelcomindo
had US$400 million in debt, Satelindo US$250 million, and Telkomsel US$150 million.5

Most of the software and hardware needed to build networks and mobile phone systems was not
produced in Indonesia. About 95 percent of such supplies were imported, resulting in currency
risks to the Indonesian cellular companies, since revenues were all in rupiah and the purchases
were usually made with offshore US dollar-denominated loans.6

Before the 1997 Asian crisis, Indonesia had attracted investors in many industries, including
telecommunications. However, the economic crash caused many of them to flee. So although
Indonesia did open the doors to foreign investment by allowing foreign companies to hold up to
95 percent in telecommunications firms, providing it was with a local partner, the markets grew
even more volatile. In fact, Telkom and Indosat, which together made up 18 percent of the
Jakarta Composite Index, were among the cheapest telecom stocks in all of Asia. Laksono

3
  “Mobile Phone Market Growth Impeded by Limited Capacity of Network,” Indonesian Commercial Newsletter,
May 9, 2000.
4
  Ibid.
5
  Ibid.
6
  “Cellular Phone Operators Cannot Wait to have New Airtime Rates Effected,” Indonesian Commercial Newsletter,
April 14, 1999.
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                                 p. 4

Widodo, head of research at ING Barings, said, “I don't think foreign investors will flock to
Indonesia.”7

REGULATION AND DEREGULATION

Ownership

Before deregulation, telecommunications were regulated by the Ministry of Communications,
which had close ties to Telkom and Indosat. Pre-deregulation, foreign company involvement in
fixed-line services was limited and only 35 to 49 percent foreign ownership was allowed.
Between the foreign-ownership limitations and government-controlled monopolies, there was
virtually no competition. Post-deregulation, the government planned to allow full foreign
ownership of cellular, paging, data, and other value-added services, though foreign investment in
fixed-line remained limited until 2010. The government planned to realign the ownership of
Indosat and Telkom in early 2001 as a stepping-stone to full competition (Exhibit 7).

Regulation

As a condition of the 1997 IMF and World Bank bailout, Indonesia was to establish an
independent regulatory body. In September 1999, the government took a step towards arms-
length regulation by approving a new telecommunications law, to become effective in September
2000, allowing new entrants, accelerating privatization, protecting customer rights, and ensuring
equal access to existing networks for new entrants. However, by 2000 the government had still
failed to establish an independent regulator or many of the new regulations essential to a level
playing field and attracting new competition. Regulations were still needed for new licensing of
cellular operators (including a review of existing licensing procedures), interconnection of
networks, security of telecommunications, and safety and privacy measures.8 A Financial Times
report noted, “In Indonesia, where continuing political turmoil can make economic restructuring
as difficult as placing a successful call to a mobile phone, any progress is good progress. ‘Being
Indonesia, you’ve just got to be happy with any reform you can get,’ says Stephen Dowling,
chief financial officer of Aria West International” (one of the regional cell phone operators).9

The two big players, Telkom and Indosat, would likely remain dominant in the long term in their
core fixed-line markets. They would retain exclusivity for four to ten more years. Even after the
loss of exclusivity, it was unlikely their dominance would be eroded (e.g. interconnect would
remain costly for new competitors). Observers cited Indonesia’s lack of regulatory experience
and the possibility that the government might not be politically strong enough to enforce
competition.

7
  Winahyo Soekanto, “Road to Telecoms Liberalization,” Jakarta Post, February 14, 2001; Joe Leahy, “Market
Focus - Indonesian telecoms facing deregulation,” Financial Times, April 20, 2001; Joanne Collins, “Indonesia’s
Telkom Likely Deregulation Winner,” Reuters News, September 25, 2000.
8
  Simon Montlake, “Indonesia Struggles to Pry Open Telecoms,” International Herald Tribune, July 30, 2001;
Soekanto, “Road to Telecoms Liberalization.”
9
  Leahy and McCawley, “‘Landmark’ deal.”
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                            p. 5

Tariffs

The government controlled prices. A 1998 decree from the Minister of Communications set
maximum tariff limits (price caps) for installation fees, connection activation fees, airtime rates,
and, in the case of regular customers, monthly subscription fees.

By setting the tariffs, the government intended to encourage open and fair competition. Prices
were set to simultaneously make service affordable to consumers and profitable to companies.
Companies were to distinguish themselves by their efficiency in keeping their costs low.
However, the tariff regulation had the potential to constrain the companies. They did not have
the flexibility to set pricing structures to reflect their own marketing strategies. Changes in
tariffs were slow to materialize due to bureaucracy.10

SPECIAL CHALLENGES OF DOING BUSINESS

Indonesia’s political, economic, and social instability meant that Telkomsel and its competitors
had a range of unusual business risks with which to contend. In the riots leading up to President
Suharto’s resignation, the students chanted “KKN,” for korupsi, kolusi, nepotisme. In the
students’ opinion, corruption, collusion, and nepotism were the causes of the crisis. The
telecommunications industry, at least in the Suharto era, was not insulated from these problems.

Nepotism

When Telkomsel started to build stations in Jakarta in 1996, it installed antennas on top of
buildings belonging to Telkom, its 43-percent owner. As a result, Telkomsel was able to avoid
renting expensive rooftop space from other companies, as competitors had to do. Telkomsel
continued to employ this practice when building its nationwide network, resulting in 40 percent
of all base stations outside of Jakarta being located on top of Telkom buildings.

Licenses to use the electromagnetic spectrum, without which cell phone companies could not
operate, were awarded not by open auction (a method of spectrum allocation that became
increasingly common worldwide from the mid-1990s on) but by a so-called beauty contest.
Government officials selected the licensees, based on an evaluation of their managerial skills,
financial capacities, experience, and “commitment to the development of telecommunications.”11
Such a discretionary process, some critics argued, was open to distortion.

PT Satelindo, Telkomsel’s chief competitor, was part owned by PT Bimantara Citra, the holding
company for ex-President Suharto's second son, Bambang Trihatmodjo. It was claimed that
Satelindo was given priority when the government initially gave out cellular service licenses.
Satelindo was the dominant cellular carrier in Jakarta, and competitors said that Jakarta had been
“ruled off-limits to all but Satelindo.”12

10
   “Cellular Telephone Business Slumping; Market Competition Up,” Indonesian Commercial Newsletter,
November 23, 1998; “Cellular Phone Operators.”
11
    “Cellular Telephone Business Slumping.”
12
   Wayne Arnold, “Recent Jakarta Riots Tested the Capability of GSM Operators,” The Asian Wall Street Journal,
May 26, 1998.
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                             p. 6

Like Satelindo, it was alleged, Telkomsel benefited from its government ties when spectrum
licenses were awarded. In early 2000, the government suspended a license it had granted to
Telkomsel (for nationwide DCS-1800 operations) after protests from other investors, who said
the license-award process had been “non-procedural” and “against the level playing field.”13

Corruption

Indonesia was one of the world’s most corrupt countries, according to Transparency
International, the watchdog organization. Its Corruption Perceptions Index of 2000 ranked
Indonesia fifth worst of 90 countries.14 Telkomsel had not been unaffected by corruption.

The Dutch firm KPN purchased its 17 percent stake in Telkomsel, worth $300 million, in 1996.
Investigative journalists revealed in 1999 that as a condition to this purchase, KPN had been
required to help Setiawan Djody, a business partner of Tommy Suharto (then-President Suharto’s
son), get financing for his company, Setdco, in order to purchase a 5 percent stake in Telkomsel.
KPN had essentially guaranteed a bank loan to Setdco by granting a put option to the bank. KPN
promised to buy the shares from the bank at a minimum price, assuring that the bank would not
take a loss if the loan to Setdco turned sour.15

Crime

Bad debt was a concern for Telkomsel. Customers were giving fake names and addresses, and
could not be tracked down when it came time to collect on bills. The Telkomsel finance director
told reporters, “We are still tracking a possible involvement of criminal syndicates in unpaid
bills.” Telkomsel had even hired special “squads” to verify new customers’ names and
addresses. The government kept a hands-off approach, suggesting that the cellular operators
might have to band together to contend with the bad debtors, perhaps by exchanging lists of
names and forming a customer blacklist.16

TELKOMSEL’S STRATEGY REVIEW

In this unstable political and economic environment, Mulia’s job was to turn Telkomsel around.
Although it had achieved market leadership in the regulated market, Telkomsel faced customer
complaints. Service activation for new customers took two to five days, longer than the 24-hour
average for Satelindo and Excelcomindo. The service was not always reliable. The percentages
of calls that went through on the first try and were completed successfully without being dropped
mid-conversation were below international standards. As a result of this unsatisfactory service,
Telkomsel was lagging its competitors in incremental market share.

13
   “Mobile Phone Market Growth.” This kind of preferential treatment for favored firms was, of course, not unique
to Indonesia. Government favoritism in the awarding of spectrum rights was alleged to have occurred at about the
same time, for example, in France and South Korea. (On the latter, see John McMillan, “Why Auction the
Spectrum?” Telecommunications Policy, April 19, 1995, 191-99.)
14
    The Transparency International index is at http://www.transparency.org/cpi/2000/cpi2000.html (March 31, 2003).
15
   Almar Latour and Glenn R. Simpson, “KPN Helped Suharto Family Friend Obtain Loan,” The Asian Wall Street
Journal, March 31, 1999; “Dutch Company Bribed Suharto Crony,” Kompas, April 1, 1999.
16
   “Telkomsel to take legal action against debtors,” Jakarta Post, September 26, 1997.
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                               p. 7

Mulia believed that Telkomsel could view its internal and external challenges as either a threat or
an opportunity. He felt that if the company responded like a traditional state enterprise by
lobbying the government for greater protection, the company might win but the nation would
lose. On the other hand, if he could mobilize the company, then he could show the government
and the other state enterprises that Indonesian companies could control their own destinies.

Mulia and the board decided to reinvent Telkomsel as a customer-oriented growth company.
Mulia set the stage, saying:

        We all know that transforming a company takes time. It took Jack Welch over a
        decade to truly transform GE. While Telkomsel is a company of much smaller
        scale and complexity, I believe that the success of Telkomsel’s transformation
        program requires strong and continuous commitment not only from top
        management but also from the whole organization and requires an optimal
        combination of the best of Indonesian and international management practices.

However, unlike a typical private-sector firm in the west, before Mulia and his management team
could begin this transformation they needed to painstakingly win support. The stakeholders to
be wooed included the Indonesian government, which had complex, somewhat contradictory
objectives (maximizing the value of its shares and responding to pressure from overseas interests
to liberalize the telecom market); Telkom, its majority owner; Indosat, which wanted to buy out
Telkom’s share; KPN, which wanted to increase its shareholding and gain management control;
and Setdco, which wanted a high share value so it could exit at a good price.

In April 2000, Mulia hired the Indonesian subsidiary of US management and technology
consultancy Booz Allen Hamilton to undertake a strategic review of Telkomsel. He posed three
questions. First, market analysis: where was the industry going, globally and domestically, and
what were the opportunities and threats for Telkomsel? Second, capabilities and competitive
assessment: what were Telkomsel’s strengths and weaknesses compared to its competitors?
Third, strategy: what should Telkomsel do to cement its market leadership?

FINDINGS OF THE STRATEGY REVIEW

Market Analysis

After reviewing the development patterns of cellular services in other emerging markets and the
trends in disposable income growth in Indonesia, Booz Allen Hamilton’s market analysis team
concluded that Indonesia’s cellular market was set for rapid and sustained growth (Exhibit 8).
An imperative for Telkomsel was not to miss this growth. It had to ensure aggressive investment
in network capacity in order to guarantee quality service to existing clients and to capture new
clients and retain its dominant market share. This led to a recommendation that was quite
controversial given the state of the market—to invest in network rollout ahead of demand.
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                            p. 8

Capabilities and Competitive Assessment

Booz Allen Hamilton analyzed Telkomsel’s strengths and weaknesses relative to its competitors
in customer service, marketing, mobile data services, network, infrastructure, and organization.

Customer Service
Telkomsel was facing major customer service issues. Perceived customer care had fallen behind
the key competitors Satelindo and Excelcomindo.

Marketing
Telkomsel lacked a systematic approach to designing and launching new products and services.
Its leadership in service offering was being eroded and its pace of innovation lagged
international benchmarks.

Mobile Data Services
Demand for mobile data services was expected to grow in the medium to long term. Telkomsel
could either aggressively focus on the mobile data market, or consider it as an option play,
selectively building capabilities and ramping up after the market grew.

Network
Customers often had to try numerous times before a call would go through, and once connection
was established, calls were frequently dropped mid-conversation. Telkomsel’s network
performance was declining, exposing it to competitive threat as more nimble competitors carved
out niches in certain regions (Exhibit 9).

Enabling Infrastructure
Telkomsel’s billing systems, stretched to the limit, could not support service growth.
Bottlenecks resulted in late invoicing and subsequent late payment. Telkomsel had to decide
between re-engineering the existing billing process and switching to a better one.

Organization
Telkomsel had the organizational problems common to any state-owned company. Many of the
staff had worked only in government departments or state-owned companies, which had a culture
of risk-avoidance and following the rulebook rather than customer needs, and initiative was
discouraged. External influence from politicians and well-connected businesspeople was
accepted. There were too many management layers with narrow spans of control. Promotion
was largely based on seniority. Incentives were little aligned with performance. In the 1999
performance assessment, for example, 95 percent of employees received a “good” or “very
good” rating. The variable component of pay was small (Exhibit 10): the average difference in
pay between those rated “excellent” and “very good” was just 4 percent.
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                              p. 9

Strategy Recommendations

At the end of the three-month diagnostic, Telkomsel’s board of directors, board of
commissioners, and general managers met for a two-day offsite workshop, during which Booz
Allen Hamilton proposed six strategic initiatives:

     •   Build a service culture.
     •   Create a marketing innovation engine, to gain market share in mobile voice services.
     •   Set up a data incubator, in anticipation of long-term growth in the data services market.
     •   Invest in the network ahead of growth in demand.
     •   Build IT and billing-system structures to service the growth in demand.
     •   Build a high-performance organization.

NEXT STEPS

How should Mulia go about putting these initiatives into practice? Implementing the fourth
initiative, “invest ahead of growth,” would be especially challenging. Over US$1 billion worth
of network investment was envisaged over the next three years. How was Telkomsel going to
pay for it?

The alternatives for financing the new investment included:

     •   Finance internally from retained earnings.
     •   Finance via a government subsidy from tax revenue.
     •   Issue bonds, either domestically or internationally.
     •   Partially privatize, selling part of the company, either in shares via an IPO or directly to
         another company.
     •   Fully privatize, either in shares via an IPO or selling whole to another company.

What pros and cons should Mulia weigh in choosing among these?

Telkomsel’s state ownership raised questions about the other initiatives. Building a high
performance organization, revamping marketing, and instilling a service culture, difficult in any
large firm, would be especially difficult in a firm owned by the state. Some said that, without the
incentives that come from private owners, it was impossible. For example, in an article entitled
“Is Privatization Necessary?” World Bank official John Nellis concluded, “The answer is a
decided ‘yes’.” To Nellis’s reading of the evidence from around the world, “It is clear that
ownership matters—that it is a significant determinant of the profitability and productivity of an
enterprise.”17 Responding to such thinking, and to their need for new financing, more than half
the countries in Asia had privatized their telecom firms by 2000.18 Could Telkomsel buck this
trend and build a high performance state company?

17
   John Nellis, “Is Privatization Necessary?” FPD Note No. 7, May 1994,
www1.worldbank.org/viewpoint/HTMLNotes/7/07nellis.pdf (March 31, 2003).
18
   Scott J. Wallsten, “Telecommunications Privatization in Developing Countries: The Real Effects of Exclusivity
Periods,” unpublished, Stanford University, October 2000.
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                 p. 10

                                                  Appendix 1

INDONESIA’S POLITICAL AND ECONOMIC HISTORY: 1965 TO 2000

Suharto: The “New Order” Era (1965 - 1998)
In 1968, the People's Consultative Assembly (MPR) formally elected General Suharto to a full 5-
year term as president, and he was re-elected to successive 5-year terms through 1998.

In the period between 1982 and 1996, the ‘New Order’ era, the heavily regulated economy was
increasingly being deregulated, liberalized, and “debureaucratized.”

Between 1982 and 1985, several crucial actions were taken to stabilize the economy and promote
non-oil exports. These included proliferation of non-tariff barriers in the form of restrictive
licenses, reforms in the banking and tax systems to encourage growth in non-oil industries, and
export restrictions of some unprocessed agricultural commodities to ensure domestic availability
and promote domestic processing capabilities.

From 1985 to 1993, some deregulation was implemented; measures to increase private sector
investment and stimulate non-oil export were introduced, and reforms to provide exporters with
access to imported input at world price were established.

From 1994 to 1996, deregulation, debureaucratization, and privatization were accelerated;
foreign investment/ownership was liberalized (1994), average tariff was significantly reduced,
multilateral and regional trade reforms were signed, and a privatization plan for state-owned
enterprises was established.

In mid-1997, Indonesia was afflicted by the Asian financial crisis, accompanied by drought and
falling prices for exports. Amidst widespread civil unrest, Suharto resigned on May 21, 1998.

Reformation Era (beginning in 1998)
President Habibie became Indonesia’s third president and quickly assembled a cabinet. One of
his main tasks was to re-establish IMF and donor-community support for an economic
stabilization program. He released several prominent political and labor prisoners, initiated
investigations into the unrest, and lifted controls on the press, political parties, and labor unions.
He pledged to hold new elections; a special session of the MPR held in November 1998
advanced the date of parliamentary elections to June 1999; and the parliament (DPR) rewrote the
laws governing the elections.

Elections for the national, provincial, and sub-provincial parliaments were held on June 7, 1999
in which 48 parties competed. International and domestic observers declared that the elections,
while not problem-free, had been free and fair. For the national parliament, PDI-P (Indonesian
Democratic Party of Struggle) led by Megawati Sukarnoputri, the daughter of Indonesia’s first
president, won 34 percent of the vote; Golkar (the “Functional Groups Party” of the Suharto
government) won 22 percent; PPP (United Development Party – the former Islamic parties) led
by Hamzah Haz won 12 percent, and PKB (National Awakening Party) led by Abdurrachman
Wahid won 10 percent. The 200 additional parliamentary seats were allocated according to new
regulations. The MPR selected the president and vice president. On October 1, 1999 President
Abdurrahman Wahid was inaugurated with Megawati Sukarnoputri as his vice president.
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                             p. 11

                                                  Appendix 2

INDONESIA’S TELECOMMUNICATIONS INDUSTRY

Indonesia had two state-owned telecom giants, PT Telkom and PT Indosat, which controlled
domestic and international markets, respectively. Both Telkom and Indosat owned significant
portions of the top two cellular telecom companies, Telkomsel and Satelindo.

Domestic Telecommunications

Telkom was established in 1884 under the Dutch Indies government. Telkom’s main business
was the provision of domestic telecommunications services, including telephone, telex, telegram,
satellite, leased lines, electronic mail, mobile communication, and cellular services. In January
1996, Telkom was granted the exclusive right to provide local wireline and fixed-wireless
services for a minimum period of 15 years and the exclusive right to provide domestic long-
distance telecommunications services for a minimum period of 10 years.

In November 1995, the Indonesian government sold some Telkom shares through an initial
public offering on the Jakarta Stock Exchange (JSX) and Surabaya Stock Exchange (SSX).
Telkom’s shares were also listed on the New York Stock Exchange (NYSE) and London Stock
Exchange (LSE) and were traded on the Tokyo Stock Exchange through a Public Offering
Without Listing (POWL) facility. In 2000, Telkom was owned 66.19 percent by the Indonesian
Government, 21.99 percent by foreign investors, and 11.82 percent by domestic investors.

Cross-shareholding was rampant. Telkom had significant holdings in the top two cellular
companies: a 42.7 percent ownership in Telkomsel and a 22.5 percent ownership in Satelindo in
2000, while Indosat owned 35 percent of Telkomsel and 7.5 percent of Satelindo.

International Telecommunications

Indosat was established in 1967 as a state-owned corporation, and was the sole provider of
international telecommunications. In October 1994, it held an initial public offering of shares on
the Jakarta Stock Exchange, the Surabaya Stock Exchange, and the New York Stock Exchange.
In 2000, Indosat was 65 percent owned by the Indonesian government and 35 percent by the
public.
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                                                                 p. 12

                                                          Exhibit 1
                                               Indonesian Economic Indicators

No               Item                 Unit     1993         1994         1995         1996         1997         1998         1999         2000

     1 Population                 million           189          192          195          198          201           204         207          210
     2 Labor Force                thousand       81,446       85,776       86,361       90,110       91,325        92,735      94,847       95,696
     3 Unemployment rate, %       %                 2.8          4.4          7.2          4.9          4.7           5.5         6.4          6.1
     4 GDP at Current Market Price Bn Rupiah    329,776      382,220      454,514      532,568      627,695      955,754     1,109,980    1,290,684

     5 GNP at Current Market Price Bn Rupiah    317,223      371,971      441,148      518,296      609,340      901,860     1,031,083    1,201,428
  6 Per capita GDP                Rupiah       1,743,555    1,988,451    2,333,773    2,685,397    3,117,386    4,676,083    5,350,926 6,131,923
  7 Per capita GNP                Rupiah       1,677,186    1,935,132    2,265,143    2,613,433    3,026,228    4,412,404    4,970,584 5,707,876
  8 GDP Growth                    %                  7.3          7.5          8.2          7.8          4.7        (13.1)         0.8        4.8
    Price Index-Implicit GDP
  9                                                   100          108          118          129          145          254          292          325
    deflator,1993 = 100
 10 Money supply (M1)             Bn Rupiah      36,805       45,374       52,677       64,089       78,343      101,197      124,633      162,186
 11 Quasi-money                   Bn Rupiah     108,397      129,138      169,961      224,543      277,300      476,184      521,572      584,842
 12 Money supply (M2)             Bn Rupiah     145,202      174,512      222,638      288,632      355,643      577,381      646,205      747,028
    Saving Deposits Rate-12
 13                               %                14.0         13.0         15.0         17.0         16.0          22.0        28.0         16.0
    months
 14 Current revenue               Bn Rupiah      56,113       66,418       80,412       87,630      112,276      156,408      200,644      204,942
 15 Current expenditure           Bn Rupiah      30,128       34,008       36,037       46,269       70,943      117,527      172,208      177,342
 16 Capital expenditure           Bn Rupiah      27,705       28,599       30,686       35,952       38,359       55,142       59,671       42,594
 17 Exports, fob                  Mn USD         36,823       40,053       45,418       49,815       53,444       48,848       48,665       62,124
 18 Imports, cif                  Mn USD         28,328       31,984       40,629       42,929       41,680       27,337       24,003       33,515
 19 Trade balance                 Mn USD          8,495        8,070        4,789        6,886       11,764       21,511       24,662       28,609
 20 Current Account               Mn USD            741          526        1,516        4,451       (3,387)       2,344        3,292       (5,043)
 21 Reserves                      Mn USD         12,354       13,199       14,787       19,281       17,396       23,517       27,257       23,314
    Total debt outstanding and
 22                               Mn USD         89,172      107,824      124,398      128,941      136,173      150,884      150,096             ...
    disbursed
    Debt service transactions
 23                               Mn USD         14,090       14,267       16,416       21,539       19,736        18,120      17,482       26,867
    during the year
    Exchange Rate
 24                               Rupiah/USD      2,110        2,200        2,308        2,383        4,650         8,025       7,085        9,595
    (End of period)
    Exchange Rate
 25                               Rupiah/USD      2,087        2,161        2,249        2,342        2,909        10,014       7,855        8,422
    (Average)

Source: Reprinted with permission from the Asian Development Bank. For info related to development in
Asia and the Pacific, see www.adb.org.
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                                                                          p. 13

                                                     Exhibit 2
                                   Cross Shareholding Among Telecom Companies

                                                                              Rajawal Citra   54%                                23.6%
                                    Bell Atlantic/ 23%                         Bakti Utama           Telekomind                                Kopnate
                                      NYNEX                Exelcomindo
                     KPN                                                                                         10%
                                     Asia Indr                                        60%                                                        IWC
                                                                      4%                                    Kartika Eka
                                       Fund        13%
                                                                 Mitsui                                       Paksi
                          17.3%
           5%                                                                                   9%                                    70%
                                         42.7%                                                                                                  RHP
                   Telkomsel                                                                          25%            Mobisel
     Setdco
                                             Deutsche
                          35%                Telecom
                                                   25%
                Indosat         7.5%                                22.5%         Telko                 13%                              52%
          Majority owned by                  Satelindo                       Majority owned by                       Metrosel                   Others
                 Govt.                                                         Government
                   30%
                                         45%                                          35%             13%                       35%
                                                 100%                 65%
         MGTI Central              Binagraha                                Komselindo                 Ratelindo
                                                        Elektrind
          Java KSO                (Bimantara )                                                                               First Pacific/
                                                                                                               87%             Asia link
                                                              24.7%
        13%                                                                                         PT Bakri                                     Service Provide
                                                                                    26.4%                                            87,5%
         PIN Sumatra                                       PSN                                      Electronic              First Pacific
                                                                                                                           Communication          Mobile
             KSO                                                                                                     80%
                                                 33%           33%                                                            Holding             Fixed
                                                                                                    Indolink                                      Wireless local loop
                                   Jasmine                 ACe                                                              Primkoppa -
                                                                                                                 20%           Poste              Paging
                                                               33%
                                                       PLDT/Pilte

    Source: BAH Analysis, Company Reports
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                                       p. 14

                                                     Exhibit 3
                                  Telkomsel’s Operating and Financial Highlights19

              Y ear E n ded 31 D ecem ber                1996         1997          1998         1999       2000
            O p eratio nal
            S ubs cribers ('000)                                189       39 3          493         1,025      1,687
            P ostpaid ('000)                                    189       36 5          329           437        657
            P repaid ('000)                                                 29          163           588      1,030
            M a rket s hare                                34.0%        37.0%         40.0%        46.0 %     46.0%
            P ostp aid A R P U (R p '0 0 0)                  15 2         14 0          236           276        28 1
            P repaid A R P U (R p'000)                                                                102        103
            M o nthly pos tpaid churn                                    3.1%          4.4%         2.0 %      1.4%
            M o nthly prepaid c hurn                                     1.8%          4.3%         2.2 %      0.9%
            S ubs cribers per em ployee                         250       22 2          273           601        964

            F in an cial (in b illion ru p iah )
            O perating R eve nues (R p bn)                      196          49 1          990     1,596      2,802
            O perating E xpens es (R p bn)                      158          48 3          490       550        834
            E B ITD A                                            38           28           500     1,046      1,968
            E B IT                                               -4          -7 7          166       781      1,637
            N et Inc om e                                        52           41            68       668      1,346

            E B ITD A m argin                             19.39%        5.70%        50.51%       65.54 %    70.24%
            E B IT m argin                                 -2.0%       -15.7%         16.8%        48.9 %     58.4%
            N et incom e m argin                           26.5%         8.4%          6.9%        41.9 %     48.0%

            T otal A ss et                                 1,732        2,46 6        3,066        3,268      4,733
            T otal D ebt
            T otal E quity                                  1,462        1,51 6        1,614        2,261      3,490
            C ash R atio                                  327.1%        34.2%         40.2%        79.7 %     66.3%
            Liquidity R atio                                  8%           8%            8%           8%         8%
            ROCE                                              4%           3%            4%          30 %       39%
            ROE                                             3.6%         2.7%          4.2%        29.5 %     38.6%

            S ourc e: Telkom sel's F inanc ial R eport

19
     Note: Telkomsel paid dividends at the request of shareholders: 15 percent in 1999.
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                                                                                                                            p. 15

                                      Exhibit 4
 Regional Telecommunications Penetration and Compound Annual Growth Rate (CAGR)
                                                                                                           Fixed Line
                                                                                              (Teledensity and CA GR 95-00)                                CA GR (%)
                                                           70                                                                                                          30

                                                                    27.6
                                                                     58.32                     58.58
                                                           60                                                                           56.75
                                                                                                                                                                       25
                                                                                                                                                       52.46
                                                                                                                                48.45                          47.64
                                                           50                                          46.37
                                                                                      19.9                                                                             20

                                                           40
                                      Teledensity (%)
                                                                                                                                                                       15
                                                                                                                               14.3
                                                           30                                 13.2

                                                                                                                                                                       10
                                                           20                                                                                       8.8
                                                                                                               19.92
                                                                11.18                                                                        5.79.23
                                                                                                                                                                       5
                                                           10                                                        3.7
                                                                                                     3.4                              3.6
                                                                                3.2    3.14                                4
                                                                                                             2.4
                                                                         1.8                                                                               1.30.1
                                                           0                                                                                                           0

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                                                            Source: ITU World Telecommunication Indicator Database
                                                                    6 th Edition, December 16, 2002

                                                                                                       Cellular
                                                                                         (Penetration and CA GR 95-00)                                         CA GR (%)
                                                           90                                                                                                          140
                                                                        81.73                                                           80.24
                                                           80
                                                                                                                                                                       120
                                                                                      115.7
                                                                                                                                68.38
                                                           70
                                                                                                                                                                       100
                                                                                                       58.32
                                                           60
                                                                    88                         52.62                                         87.5
                                                           50                                                                                                          80
                                                                                              77.1
                                         Penetration (%)

                                                                                                             74.8                                      44.69
                                                                                                                               67.2                            40.84
                                                           40                                                                                                          60
                                                                                                                                      55.1
                                                           30               46.8
                                                                                                     41.6
                                                                                                                     37.6                                     33.4 40
                                                           20                                                  21.32                                       30.7

                                                                                                                       8.44                         18.7               20
                                                           10    6.58                                                                           5.04
                                                                                0.35 1.78
                                                            0                                                                                                          0
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                                                           Source: ITU World Telecommunication Indicator Database
                                                                   6 th Edition, December 16, 2002

         No                Description                                  Unit     China             Indonesia           Japan                Korea         Malaysia Philipine Singapore Thailand
         1    Population                             10x3                        1,295,330                 212,092             126,919          47,300          23,270       76,499       4,018    60,607
         2                                           10x6
              Gross domestic product (GDP)
                                                     USD                         1,079,752                 153,255 4,765,000 457,220                             89,321      75,190      92,466    121,933
         3    GDP per Capita                         USD                            833.57                  722.59 37,543.63 9,666.37                          3,838.46      982.89   23,014.73   2,011.87
         4    Main telephone lines in operation      10x3                          144,829                   6,663    74,344   21,932                             4,634       3,061       1,947      5,591
         5                                           %
              Main telephone lines per 100 inhabitants
                                                                                         11.2                  3.1                58.6            46.4             19.9         4.0        48.4       9.2
         6    Cellular mobile telephone subscribers 10x3                               85,260                3,669              66,784          26,816            4,961       6,454       2,747     3,056
         7                                             %
              Cellular subscribers per 100 inhabitants
                                                                                             6.6               1.7               52.6             56.7             21.3         8.4        68.4       5.0
         8                                          %
              Cell. Subs as % of Main Telephone lines
                                                                                       58.9%                55.1%               89.8%        122.3%             107.0%       210.8%     141.1%      54.7%
         9                                        10x6
              Annual telecom services revenue
                                                  USD                                  37,126                2,348             122,051          20,635            2,763       1,906       2,423     3,235
         10                                       10x6
              Annual Telephone service revenue
                                                  USD                                  18,297                1,162              50,753           7,104            1,601        968        1,776     1,966
         11                                       10x6
              Annual Mobile communication revenue
                                                  USD                                  17,773                  819              55,985           9,764            1,633        722         647      1,049
         12                                       10x6
              Annual Telecom Investment           USD                                  26,858                  763              32,883           7,766             646         979         465        872

         Source: ITU
        Source: ITU Statistics, the World Telecommunications Indicator Database, 6th Edition, December 16, 2002
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                                                 p. 16

                                                               Exhibit 5
                                                 Regional Telecommunications Revenue

                      12,000
                                       Historical Indonesia Telecommunications                        Share of 1998          CAGR
                                                       Revenue                                          Revenue             (‘94-’98)

                      10,000                                                                     Internet        4%           15%
                                                                                                 Data            7%           48%

                                                                                                 Mobile         15%           120%
                       8,000
    Revenue (Rp Bn)

                                                                                                 IDD            20%           27%
                       6,000

                       4,000
                                                                                                 DLD            35%           25%

                       2,000

                                                                                                 Local          12%           14%
                          0
                          1994             1995              1996               1997           1998
                          Source: BAH Analysis, Company Reports, Published Analyst Reports

                                                                                                            Share of 2005      CAGR
                                                    Projected Indonesian                                      Revenue         (‘00-’05)
                      50,000
                                                Telecommunication Revenue
                                                                                                 Internet        4%             30%
                                                 (Total 2005: Rp 47 Trillion)
                                                                                                 Data            5%             35%
                      40,000

                                                                                                 Mobile         62%             39%
 Revenue (Rp Bn)

                      30,000

                      20,000

                                                                                                 IDD             7%               5%
                      10,000
                                                                                                 DLD            10%             1.3%

                                                                                                 Local          10%             16%
                          0
                          1999       2000E       2001E       2002E       2003E       2004E    2005E
                           Source: BAH Analysis, Company Reports, Published Analyst Reports
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                                       p. 17

                                                                      Exhibit 6
                                                 Growth of Mobile Customers in Indonesia by Company
   Mobile Custome rs (Thousands)

                                   3000
                                                                                Total Market

                                   2000

                                                                                     Telkomsel
                                                                                                 Satelindo
                                   1000
                                                                                                  Excelcomindo
                                                                                                    Metrosel
                                                                                                           Mobisel
                                                                                       Komselindo            Telesera
                                      0

                                          1996          1997             1998           1999         2000        2001
                                      Source: BAH & Telkomsel Analysis
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                         p. 18

                                             Exhibit 7
                        Indonesia’s Telecommunications Deregulation Timeline20

                                                                    New telecommunication law
                                                   September        was passed:
                                                     1999           – Allow new entrants
                          Legislative                               – Accelerate privatization
                          Legislative
                           Changes
                           Changes

                                                                    The new telecommunication
                                                   September        law became effective
                                                     2000

                           Industry
                            Industry               January                Restructuring of
                                                    2001                  assets/cross holdings
                           Structure
                           Structure
                           Changes
                           Changes                 August                 Accelerated Local and
                                                    2002                  DLD liberalization

                                                    August                   Accelerated IDD
                                                     2003                    liberalization

                          Staggered                                        IDD market was to
                          Staggered                 2004                  open for competition
                         Program
                         Program for
                                  for
                            Open
                             Open                                         Abolishment of DLD
                                                    2005
                         Competition
                         Competition                                       service monopoly

                                                                          Abolishment of fixed
                                                    2010
                                                                        line network monopoly

                      Source: BAH Analysis, Directorate General of Post and Telecommunication Interview

20
     Note: DLD is short for Domestic Long Distance and IDD is short for International Direct Dial.
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                                                            p. 19

                                                                                              Exhibit 8
                                                                                      Cellular Market Growth

                                                                                   Curre
                                                                                   Currently
                                                                                         ntly Low
                                                                                              LowPenetration
                                                                                                  Penetration...
                                                                                                              ...

                                                                    12%
                                                                                                                                Malaysia
                         % of population                        10%

                                                                    8%
                                                                    6%

                                                                    4%                                                          Thailand
                                                                                                                               Philippines
                                                                    2%
                                                                                                                               Indonesia
                                                                    0%
                                                                     1995             1996          1997        1998      1999

                                                                            And
                                                                            AndSkewed
                                                                                Skewed to
                                                                                        to Few
                                                                                           FewGeographies...
                                                                                               Geographies...
                             12%

                             10%

                                   8%
                                                                          6.0%
                                   6%

                                   4%

                                   2%                                                 0.8%          0.6%                            0.3%
                                                                                                               0.1%     0.1%
                                   0%
                                                                         Jakarta     East Java West Java Central Java Sumatera      Others

                                                                                     Result
                                                                                     Result in
                                                                                             inHigh
                                                                                               HighProjected
                                                                                                    Projected
                                                                                    Cellular
                                                                                    Cellular SubscriberrGrowth
                                                                                             Subscribe  Growth
                                Nu mber of Subscribers (millions)

                                                                    16
                                                                    14
                                                                    12
                                                                    10
                                                                                   Invest Ahead
                                                                     8
                                                                     6
                                                                                   of Growth
                                                                     4
                                                                     2
                                                                     0
                                                                     1997           1998     1999      2000E    2001E   2002E      2003E

                        Source: BAH Analysis
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                                                              p. 20

                                                   Exhibit 9
                                   Map of Indonesia and Regional Competition

      Source: Courtesy of The General Libraries, The University of Texas at Austin,
      http://www.lib.utexas.edu/maps/cia02/indonesia_sm02.gif

                                                                   Excelcomindo was aiming to have national coverage by
        Satelindo was shifting network investment onto areas       February 2003.
        of high potential: Sumatra & East Indonesia.
                                                                   Planned to build transmission networks to North Sumatra, West
        By end of 2002, Satelindo planned to establish BTS in      Sumatra and Kalimantan and to add BTS stations to South and
        North Sumatra and expand BTS in South Sulawesi             West Sumatra, Kalimantan, Sulawesi, and Jabotabek. Capacity
        from 5 units to 18 units and to be the first operator in   was constrained by development problems in rural areas meeting
        Ujung Pandang.                                             only 65-70% of targets due to site prices and difficulty
                                                                   developing rural areas.
        Current customer base is concentrated in Jabotabek.
                                                                   Current subscriber base was concentrated on Jabotabek and
        Source: BAH Analysis                                       Central Java.
Telkomsel: Transforming an Emerging-Market State Enterprise IB-47                               p. 21

                                             Exhibit 10
                             Telkomsel’s Employee Performance Incentives

                            Marginal differences in re wards for performance

                                    3.85%                   4.00%
                                                                                 8.33%
           140
           120
           100
            80
            60
            40
            20
             0
                       Excellent            Very Good               Good                 Poor

                                                    95% of employees
                                            Fixed Portion     Variable Portion

                 Source:   Telkomsel HR Department, BAH Analysis
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