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Notes 11-15

12. Principal subsidiary undertakings

At 31 March 2009, the Company had the following principal subsidiary undertakings carrying on businesses which affect the profits and assets of the Group. Unless otherwise stated, the Company’s principal subsidiary undertakings all have share capital consisting solely of ordinary shares and are indirectly held. The country of incorporation or registration of all subsidiary undertakings is also their principal place of operation.

Name
Principal activity		 Country of
incorporation or registration		 Percentage shareholdings(1)
Arcor AG & Co. KG(2) Network operator Germany 100.0
Vodafone Albania Sh.A. Network operator Albania 99.9
Vodafone Americas Inc.(3) Holding company USA 100.0
Vodafone Czech Republic a.s. Network operator Czech Republic 100.0
Vodafone D2 GmbH Network operator Germany 100.0
Vodafone Egypt Telecommunications S.A.E. Network operator Egypt 54.9
Vodafone España S.A.U. Network operator Spain 100.0
Vodafone Essar Limited(4) Network operator India 51.6
Vodafone Europe B.V. Holding company Netherlands 100.0
Ghana Telecommunications Company Limited Network operator Ghana 70.0
Vodafone Group Services Limited(5) Global products and services provider England 100.0
Vodafone Holding GmbH Holding company Germany 100.0
Vodafone Holdings Europe S.L.U. Holding company Spain 100.0
Vodafone Hungary Mobile Telecommunications Company Limited Network operator Hungary 100.0
Vodafone International Holdings B.V. Holding company Netherlands 100.0
Vodafone Investments Luxembourg S.a.r.l. Holding company Luxembourg 100.0
Vodafone Ireland Limited Network operator Ireland 100.0
Vodafone Libertel B.V. Network operator Netherlands 100.0
Vodafone Limited Network operator England 100.0
Vodafone Malta Limited Network operator Malta 100.0
Vodafone Marketing S.a.r.l. Provider of partner network services Luxembourg 100.0
Vodafone Australia Limited Network operator Australia 100.0
Vodafone New Zealand Limited Network operator New Zealand 100.0
Vodafone-Panafon Hellenic Telecommunications Company S.A. Network operator Greece 99.9
Vodafone Portugal-Comunicações Pessoais, S.A.(6) Network operator Portugal 100.0
Vodafone Qatar Q.S.C.(7) Network operator Qatar 38.3
Vodafone Romania S.A. Network operator Romania 100.0
Vodafone Telekomunikasyon A.S. Network operator Turkey 100.0

Notes:

(1)
Rounded to nearest tenth of one percent.
(2)
Arcor AG & Co. KG is a partnership and, accordingly, its share capital is comprised solely of partners’ capital rather than share capital.
(3)
Share capital consists of 395,834,251 ordinary shares and 1.65 million class D and E redeemable preference shares, of which 100% of the ordinary shares are held by the Group.
(4)
The Group owns 100% of CGP Investments (Holdings) Limited (‘CGP’), which owns a 51.58% indirect shareholding in Vodafone Essar Limited. As part of its acquisition of CGP, Vodafone acquired a less than 50% equity interest in Telecom Investments India Private Limited (‘TII’) and in Omega Telecom Holdings Private Limited (‘Omega’), which in turn have a 19.54% and 5.11% indirect shareholding in Vodafone Essar Limited. The Group was granted call options to acquire 100% of the shares in two companies which together indirectly own the remaining share of TII and an option to acquire 100% of the shares in a third company, which owns the remaining shares in Omega. The Group also granted a put option to each of the shareholders of these companies, which if exercised, would require Vodafone to purchase 100% of the equity in the respective company. If these options were exercised, which can only be done in accordance with Indian law prevailing at the time of exercise, the Group would own 66.98% of Vodafone Essar Limited.
(5)
The entire issued share capital of Vodafone Group Services Limited is held directly by Vodafone Group Plc.
(6)
38.6% of the issued share capital of Vodafone Portugal-Comunicações Pessoais, S.A. is held directly by Vodafone Group Plc.
(7)
At 31 March 2009, Vodafone and Qatar Foundation LLC – in which the Group has a 51.0% equity interest – owned 75% of the issued and outstanding share capital of Vodafone Qatar Q.S.C., representing 45% of the authorised share capital. On 10 May 2009, the previously unissued authorised share capital was allotted to Qatari citizens by means of a public offering, following which Vodafone and Qatar Foundation LLC owns 45% of Vodafone Qatar Q.S.C.’s issued and outstanding share capital. The Group has rights, both pre and post the public offering, through its shareholding in Vodafone and Qatar Foundation LLC that enable it to control the strategic and operating decisions of Vodafone Qatar Q.S.C.
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