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Teliasonera 20-F

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Teliasonera 20-F SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 20-F (Mark One) អ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ፤ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2004 OR អ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For the Transaction period from to Commission File No. 000-50121 TeliaSonera AB (Exact name of Registrant as specified in its charter) Sweden (Jurisdiction of incorporation) Sturegatan 1, SE-106 63 Stockholm, Sweden (Address of principal executive offices) Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: American Depositary Shares Shares, nominal value SEK 3.20 Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the Annual Report: Shares, nominal value SEK 3.20: 4,675,232,069 Indicate by check mark whether the registrant (1) has filed all reports to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2), has been subject to such filing requirements for the past 90 days. Yes ፤ No អ Indicate by check mark which statement item the registrant has elected to follow. Item 17 ፤ Item 18 អ TeliaSonera is the leading telecommunications company in the Nordic and Baltic region. We also hold strong positions within mobile communications in Russia, Eurasia and Turkey. TeliaSonera offers reliable, innovative and easy-to-use services for transferring and packaging voice, images, data, information, transactions and entertainment. We also offer wholesale international carrier services in Europe and across the Atlantic. At year-end 2004, TeliaSonera had 26 million customers and an additional 37 million customers in associated companies. Net sales totaled SEK 81,937 million and operating income totaled SEK 18,793 million in 2004. We see simplicity and service as the most important tools for creating long-term growth and value for our customers and our shareholders. TeliaSonera shares are listed on the Stockholm and Helsinki stock exchanges. Contents Cross Reference to Form 20-F ................................................. 2 Presentation and Reconciliation of Non-GAAP Financial Information ..................... 7 Forward-looking Statements ................................................... 9 Information on the Company .................................................. 10 Shareholder Information ..................................................... 22 Corporate Governance ....................................................... 26 Report of the Directors ...................................................... 35 Consolidated Financial Statements—IFRS ......................................... 60 Ten-Year Summary ......................................................... 187 Risk Factors .............................................................. 192 Supplemental Information .................................................... 198 TeliaSonera AB is a public limited liability company incorporated under the laws of Sweden. TeliaSonera was created as a result of the merger of Telia AB and Sonera Corporation in December 2002. In this annual report, references to ‘‘Group,’’ ‘‘Company,’’ ‘‘we,’’ ‘‘our,’’ ‘‘TeliaSonera’’ and ‘‘us’’ refer to TeliaSonera AB or TeliaSonera AB together with its subsidiaries, depending upon the context. 1 Cross Reference to Form 20-F TeliaSonera’s Annual Report 2004 on Form 20-F consists of the Swedish Annual Report for 2004, with certain adjustments to the financial statements to comply with U.S. restrictions on the use of non-GAAP financial measures, together with certain other information required by Form 20-F which is set forth under the heading Supplemental Information. The following cross reference table indicates where information required by Form 20-F may be found in this document. Page Form 20-F Item Heading Location in this document No. PART I 1 Identity of Directors, Senior Management and Advisors Not applicable 2 Offer Statistics and Expected Timetable Not applicable 3 Key Information A Selected Financial Data Ten-Year Summary 187 Supplemental Information Item 3.A—Selected Financial Data— Exchange Rates 198 B Capitalization and Indebtedness Not applicable C Reason for the Offer and Use of Proceeds Not applicable D Risk Factors Risk Factors 192 4 Information on the Company A History and Development of the Company Report of the Directors Liquidity and Capital Resources— Acquisitions, Investments and Divestitures 46 Liquidity and Capital Resources—Cash Flows 46 Information on the Company History and Development of the Company 10 B Business Overview Information on the Company 10 C Organizational Structure Supplemental Information Item 4.C—Organizational Structure 199 D Property, Plants and Equipment Notes to Consolidated Financial Statements—IFRS Note 15 Tangible Fixed Assets, in particular section Buildings and land 91 Note 28 Leasing Agreements and Contractual Obligations, section TeliaSonera as a lessee 114 5 Operating and Financial Review and Prospects A Operating Results Presentation and Reconciliation of Non-GAAP Financial Information 7 Report of the Directors Financial Results 36 B Liquidity and Capital Resources Report of the Directors Liquidity and Capital Resources 46 Notes to Consolidated Financial Statements—IFRS Note 30 Financial Instruments and Financial Risk Management 117 C Research and Development, Patents and Licenses Report of the Directors Research and Development 57 Information on the Company Licenses and Networks 17 D Trend Information Report of the Directors Trend Information 58 2 Page Form 20-F Item Heading Location in this document No. E Off-Balance Sheet Arrangements Report of the Directors Liquidity and Capital Resources— Off-Balance Sheet Arrangements 50 Notes to Consolidated Financial Statements— IFRS Note 29 Dependency on Third Parties 117 F Tabular Disclosure of Contractual Obligations Report of the Directors Liquidity and Capital Resources—Contractual Obligations 48 6 Directors, Senior Management and Employees A Directors and Senior Management Corporate Governance 26 B Compensation Corporate Governance Salary structure within TeliaSonera 32 Notes to Consolidated Financial Statements— IFRS Note 34 Human Resources, sections Remuneration to corporate officers and Stock-based compensation 145, 148 Note 22 Provisions for Pensions and Employment Contracts, section General 105 C Board Practices Corporate Governance Responsibilities and duties of the Board of Directors 28 Work of the Board of Directors during 2004 29 D Employees Information on the Company Overview 10 Notes to Consolidated Financial Statements—IFRS Note 34 Human Resources 142 E Share Ownership Corporate Governance Composition of the Board of Directors 26 Executive Management and Group Vice Presidents 30 Notes to Consolidated Financial Statements Note 34 Human Resources, section Remuneration to corporate officers 145 7 Major Shareholders and Related Party Transactions A Major Shareholders Shareholder Information 22 B Related Party Transactions Supplemental Information Item 7.B—Related Party Transactions 199 Notes to Consolidated Financial Statements—IFRS Note 9 Related Party Transactions 76 C Interests of Experts and Counsel Not applicable 8 Financial Information A Consolidated Statements and Other Financial Consolidated Financial Statements—IFRS Information See also Item 17 60 Report of the Directors Legal and Regulatory Proceedings 55 Shareholder Information 22 B Significant Changes Supplemental Information Item 8.B—Significant Changes 200 3 Page Form 20-F Item Heading Location in this document No. 9 The Offer and Listing A Offer and Listing Details Supplemental Information Item 9.A—Offer and Listing Details 200 B Plan of Distribution Not applicable C Markets Shareholder Information 22 D Selling Shareholders Not applicable E Dilution Not applicable F Expenses of the Issue Not applicable 10 Additional Information A Share Capital Not applicable B Memorandum and Articles of Association Supplemental Information Item 10.B—Memorandum and Articles of Association 200 C Material Contracts Supplemental Information Item 10.C—Material Contracts 204 D Exchange Controls Supplemental Information Item 10.D—Exchange Controls 205 E Taxation Supplemental Information Item 10.E—Taxation 205 F Dividends and Paying Agents Not applicable G Statement by Experts Not applicable H Documents on Display Supplemental Information Item 10.H—Documents on Display 208 I Subsidiary Information Not applicable 11 Quantitative and Qualitative Disclosures About Market Report of the Directors Risks Financial Risk Management 50 Notes to Consolidated Financial Statements—IFRS Note 30 Financial Instruments and Financial Risk Management 117 PART II 12 Description of Securities Other than Equity Securities Not applicable 13 Defaults, Dividend Arrearages and Delinquencies None 14 Material Modifications to the Rights of Security Holders and Use of Proceeds None 15 Controls and Procedures Supplemental Information Item 15—Controls and Procedures 208 16A Audit Committee Financial Expert Corporate Governance Responsibilities and duties of the Board of Directors
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